October 2020 Citi’s Team and P3 Credentials US P3 Virtual Forum Citigroup Global Markets Inc. | Municipal Securities Division Citigroup is providing the information contained in this document for discussion purposes only in anticipation of serving as underwriter to the company (the “Borrower”). The primary role of Citigroup, as an underwriter, is to purchase securities, for resale to investors, in an arm’s-length commercial transaction between the Borrower and Citigroup. In its role as underwriter, Citigroup would have financial and other interests that differ from those of the Borrower. Citigroup is not acting as a municipal advisor, financial advisor or fiduciary to the Borrower or any other person or entity. The information provided is not intended to be and should not be construed as “advice” within the meaning of Section 15B of the Securities Exchange Act of 1934. The Borrower should consult with its own financial and/or municipal, legal, accounting, tax and other advisors, as applicable, to the extent it deems appropriate. The Borrower should consider whether to engage an advisor to act in a fiduciary capacity on its behalf in connection with this transaction. Limitation on Disclosure. This information is exclusively for the information of the board of directors and senior management of the company in connection with their consideration of the transaction described herein, and this information may not be disclosed to any third party or circulated or referred to publicly or used or relied on by any other party or for any other purpose without the prior written consent of Citigroup Global Markets Inc.
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October 2020
Citi’s Team and P3 Credentials
US P3 Virtual Forum
Citigroup Global Markets Inc. | Municipal Securities Division
Citigroup is providing the information contained in this document for discussion purposes only in anticipation of serving as underwriter to the company (the “Borrower”).
The primary role of Citigroup, as an underwriter, is to purchase securities, for resale to investors, in an arm’s-length commercial transaction between the Borrower and
Citigroup. In its role as underwriter, Citigroup would have financial and other interests that differ from those of the Borrower. Citigroup is not acting as a municipal advisor,
financial advisor or fiduciary to the Borrower or any other person or entity. The information provided is not intended to be and should not be construed as “advice” within
the meaning of Section 15B of the Securities Exchange Act of 1934. The Borrower should consult with its own financial and/or municipal, legal, accounting, tax and other
advisors, as applicable, to the extent it deems appropriate. The Borrower should consider whether to engage an advisor to act in a fiduciary capacity on its behalf in
connection with this transaction.
Limitation on Disclosure. This information is exclusively for the information of the board of directors and senior management of the company in connection with their
consideration of the transaction described herein, and this information may not be disclosed to any third party or circulated or referred to publicly or used or relied on by
any other party or for any other purpose without the prior written consent of Citigroup Global Markets Inc.
Table of Contents
1. Citi’s P3 Team 1
2. Citi’s P3 and Tax-Exempt Credentials 3
1. Citi’s P3 Team
Citi’s P3 and Project Finance Team
David Livingstone
Managing Director, Co-Head
New York
P: 212-723-5638
Shai Markowicz
Director, Co-Head
New York
P: 212-723-5135
Elliot Brown
Director
New York
P: 212-723-4165
Allison Larr
Vice President
New York
P: 212 723 5618
Citi’s P3 and Project Finance banking team includes seven dedicated bankers, the largest team on Wall Street. We also
work with Citi regional banking specialists, credit analysts, traders and syndicated as needed.
Jeff Swanson
Vice President
New York
T 212 723 5510
Anne Rehfuss
Assistant Vice President
New York
T 212 723 2574
Kadish Hagley
Assistant Vice President
New York
T 212 723 2293
1 Citi’s P3 Team
Citi’s P3 and Project Finance Team Resumes
Mr. Livingstone has spent the past 33 years at Citi building extensive experience in transportation financing and in public-private
partnerships, and has led Citi’s team for LAWA APM (June 2018), Transform 66 (November 2017), SH 288 (April 2016), I-77 HOT
Lanes (2015), IN I-69 (2014), Chicago Skyway (2006), and SR-91 (1998). Mr. Livingstone has assisted on P3 transactions
throughout his 30+-year Citi tenure, including numerous airport, toll road, water and wastewater, waste disposal and real estate
assets. Mr. Livingstone has a BS degree in Civil Engineering from Brown University and was a registered Professional Engineer.
Mr. Markowicz has over 20 years of experience structuring and executing a wide range of financings and securitizations for large
scale infrastructure projects. His social P3 engagements include University of California Santa Cruz student housing (on-going),
Lynn University student housing (on-going), Napa Valley CC student housing (on-going), Wayne State University student housing
and Nevada State College student housing, Maryland Proton Treatment Center and Emory Proton Treatment Center. He also has
extensive civil P3 experience including LAX Automated People Mover, Transform 66, SH 288 Toll Lanes Project and I-77 (NC). Mr.
Markowicz graduated magna cum laude from the State University of New York at Albany with a B.S. in Business Administration.
Mr. Brown has 15 years of experience advising on, lending to, and investing in road, passenger rail, bridge, tunnel, port, airport,
and social infrastructure projects in North America. Mr. Brown joined Citi from Skanska Infrastructure Development where he
worked as an investment director leading the financing of their projects. Mr. Brown holds a B.S. in Computer Science from
Queen’s University in Ontario Canada.
Ms. Larr has seven years of public finance experience at Citi and provides day-to-day, structural, and quantitative support to P3,
project finance, transportation, and other infrastructure projects across the country. Recent P3 engagements completed or in
progress include New York State Thruway Authority Service Areas P3 (ongoing), LAX Automated People Mover, Transform 66,
and SH 288 Managed Lanes, among others. Ms. Larr has a MPH in Environmental Health Policy from Columbia and a B.A. in
Neuroscience from the Johns Hopkins University. She is a Registered Representative of FINRA (Series 52, 53, 63, and 79)
Mr. Swanson joined Citi over two years ago after a 23-year career as a Navy SEAL. He has been involved in several P3 financings
including a corporate backed project financing for a Vanadium production facility for AMG Vanadium, a refunding and new money
transaction for Natgasoline, a new methanol production facility in Texas, and a new student housing facility for the University of
Massachusetts Dartmouth. Mr. Swanson has an MBA from the College of William and Mary in Virginia.
Ms. Rehfuss has four years of public finance experience and provides analytical and quantitative support to infrastructure, project
finance and P3 projects nationwide. Ms. Rehfuss’ recent P3 and project finance experience includes the Midtown Apartments
Student Housing Project, the Maryland Proton Treatment Center financing, the GA Proton Treatment Center Project financing and
the Allentown Neighborhood Improvement Zone Dev Authority’s City Center Projects. Ms. Rehfuss graduated from Williams
College with a B.A. in Political Economy and Art History.
Mr. Hagley has three years of public finance experience and provides analytical and quantitative support to infrastructure, project
finance and P3 projects across the country. Recent P3 and project finance experience includes the Arch Resources, Inc.,
Maryland Proton Treatment Center and LAX Automated People Mover Project. Mr. Hagley graduated from Colby College with a
B.A. in Philosophy.
David Livingstone
Managing Director
New York, NY
Shai Markowicz
Director
New York, NY
Anne Rehfuss
Assistant Vice President
New York, NY
Kadish Hagley
Assistant Vice President
New York, NY
Elliot Brown
Director
New York, NY
Allison Larr
Vice President
New York, NY
Jeff Swanson
Vice President
New York, NY
2 Citi’s P3 Team
2. Citi’s P3 and Tax-Exempt Credentials
Citi is a Leading P3 Underwriter
Citi leads the market in the negotiated underwriting of tax-exempt bonds, including high yield tax-exempt bonds.
Source: Thomson Reuters. True Economics to Book Runner.
Citi has been the leading underwriter for tax-exempt debt, the primary tool for financing US infrastructure, in
17 of the last 25 years
Citi is both the leading underwriter of BBB+ and lower rated bonds and the leading market maker in that
sector, having traded up to 25% of the secondary market volume since February 2020, providing pricing
support and market liquidity
Citi is a leader in P3s across all sectors for transactions using a variety of structures, including a traditional
borrower ownership model and a model utilizing a non-profit, special purpose owner
470,357 452,308
405,527
283,712
237,304
-
50,000
100,000
150,000
200,000
250,000
300,000
350,000
400,000
450,000
500,000
BAML JPM MS RBC
Tax Exempt Rankings2010-2020YTD, Negotiated Senior Managed, $ million
BBB+ and Lower Rated Tax Exempt Rankings2010-2020YTD, Negotiated Senior Managed, $ million
38,719 37,772 36,960
19,885 17,481
-
5,000
10,000
15,000
20,000
25,000
30,000
35,000
40,000
45,000
JPM BAML MS Barclays
3 Citi’s P3 and Tax-Exempt Credentials
Citi Has Experience Across All Asset Classes
Citi is a leader in P3 transactions, with experience in all sectors and both traditional and not-for-profit structures.
Citi-led Transportation P3s
Citi-led Non-Profit Ownership and Student Housing P3s
2018 and 2016
UMass Dartmouth
Campus P3 Project
$132 million
Senior Manager
UMass Boston Campus
P3 Project
$130 million
Senior Manager
2019
Nevada State Campus
P3 Project
$33 million
Sole Manager
2019
Ultimate Medical
Academy Project
$243 million
Sole Manager
2019
Midtown Campus
Properties on University
of Florida
$78 million
Sole Manager
2017
Wayne State University
Privatization of Entire
Housing stock
$308 million
Placement Agent
2016
Senior Lien Revenue
Bonds
(SH 288 Toll Lanes
Project)
$273 million
Senior Manager
(Books)
2017
VA Small Business
Finance Authority
(Transform 66 P3
Project)
$737 Million
Co- Senior Manager
2018
California Municipal
Finance Auth.
(LINXS APM Project)
$1.2 billion
Joint Senior Manager
2016
LaGuardia Airport
Central Term. Building
Renovation
$2.41 billion
Senior Manager
(Books)
2015
Tax-Exempt Private
Activity Bonds
(I-77 HOT Lanes
Project)
$100 million
Senior Manager
(Books)
4 Citi’s P3 and Tax-Exempt Credentials
Municipal High Yield Credit and Sales Qualifications
By far the largest tax exempt high yield sales and trading platform on Wall Street.
Credit analysts use their industry leading relationships to anticipate
and answer client credit queries
Traders provide live, continuous updates for comparable
transactions in the market
Citi’s tax exempt sales team is the largest on Wall Street and has
extensive experience distributing large complex high yield deals
Citi is a leader in high yield market liquidity as the leading sales
and trading counterparty for all major accounts
This is important because high yield investors desire an
underwriter that can provide secondary market liquidity
Investors are more willing to participate in primary offerings when
they know there will be a bid for their bonds if they want to sell, and
institutional investors know that Citi will buy or “swap” bonds to free
up cash positions
Investor participation is key to best execution in the initial bond
sale: more demand for a project typically results in tighter spreads
to MMD and, ultimately, lower borrowing costs for the sponsor
As shown to the right, Citi’s market share of high yield municipal
bond trading demonstrates our commitment to and dominance in
the sector
Citi has shown strong leadership in turbulent market conditions,
such as the COVID-19 pandemic. As one of the only dealers
consistently supporting market liquidity for our investor clients,
immediately following COVID-related market dislocation,
particularly in the high yield space, Citi’s high yield market share
has recently increased
CreditAnalysts: 5
High YieldTrading: 7
Sales: 22
Citi’s High Yield Sales & Trade Organization
Citi’s High Yield Trading Market Share Since 2017Citi consistently makes between 10% and 20% of high yield market trades
-
5.0%
10.0%
15.0%
20.0%
25.0%
30.0%
Jan-17 May-17Sep-17 Jan-18 May-18Sep-18 Jan-19 May-19Sep-19 Jan-20 May-20Sep-20
Coronavirus concerns ramped up in February
2020. Citi has been one of few broker-dealers
consistently making a market for high yield
investors, leading to an increase in Citi’s HY
Trading market share.
5 Citi’s P3 and Tax-Exempt Credentials
Seattle
Citi has the largest institutional sales force of any bank, with unmatched distribution and client coverage, consistently
ranking as the best municipal distribution platform on the street.
Underwriting and
Investor RelationsSales and Trading Credit Analytics Credit Research
Institutional Growth
Sales / SMA Coverage
Dominant Municipal Market Presence
Debt Capital Markets
7 professionals
Responsible for coordinating
marketing efforts and
providing investor outreach
and feedback
Municipal Syndicate
9 professionals that price
new issue deals
Located in Los Angeles,
Denver, Dallas and
New York
81 professionals
Coverage across every major
product and institutional
account and small to medium
size regional accounts
#1 Municipal Market share,
liquidity and relationship
quality for the last 8 years
7 Professionals
Resource of new and
existing investor education
Act as Investors’
representative in providing
credit comfort / market color
Gather market insight and
client color; credit pressure
points
Provide general credit /
sector expertise
4 Professionals
Market-leading institutional
investor guidance and
research
#1 Ranked Municipal
Strategy Analyst, All-
American Fixed-Income
Research Team by
Institutional Investor (2018)
8 Professionals
Dedicated middle-market
sales and trading team
Targets 400+ incremental
investors with over $400
billion of AUM that drive
tighter primary market pricing
Complement anchor
investors and include:
regional banks, insurance
companies, investment
managers and family offices
#1
#1
PhiladelphiaNew
YorkChicagoDenver
Dallas
Tampa
Los Angeles
San Francisco
Charlotte
9 Sales Offices
Personal
Wealth
Management
Unrivaled Retail Access International LeaderCapital Commitment
Citi has placed $55 billion+ of
municipal securities globally
Citi actively deploys its
capital to support primary
market pricing
Citi allocates over $33 billion
of resources to the Municipal
Securities Division
Since 2015, Citi has
committed over $6 billion
The only bank with a
dedicated international
municipal salesforce
through its London office
Citi has sold and marketed
municipal securities in 30+
countries across Europe,
Asia and the Middle East
6 Regional Groups 16 Banking Offices
3 Distinct sources
of retail demand with
$3.1 trillion+ of assets
across the spectrum of wealth
1“Mom & Pop”
Retail
Private
Bank
High Net
Worth
Ultra-High
Net Worth3
2
Ability to commit up to
$1 billion in capital to primary
market transactions without
additional internal approvals
Houston
Boston
Palm Beach
Reston
Atlanta
Charleston
Orlando
Citi Leads the Market in Municipal Distribution Capabilities
PR / VI
Significant Daily Trading Flow
$541 million of avg. daily
municipal trading
Legend:
Muni Banking Office
Sales / Muni Banking Office
London
6 Citi’s P3 and Tax-Exempt Credentials
Dealer A
Dealer B
Dealer CDealer D
Dealer EDealer FDealer G
Dealer HDealer I
0%
5%
10%
15%
20%
-100 -50 0 50 100 150 200 250
Mark
et S
hare
Greenwich Quality Index - Difference From the Mean
The Greenwich Survey is the best and most accurate barometer of market share and relationship quality in the
municipal securities industry, with Citi retaining the #1 position for the ninth consecutive year.
Commanding #1 market share gives Citi the largest and most comprehensive
view of the municipal market and investors
– Enables the optimization of municipal structures through superior market
making and price discovery capabilities
Leading secondary market share and trading relationships allows Citi to act as a
superior liquidity provider as investors are significantly more likely to buy new
issue bonds it brings to market
Ability to bring the most difficult and complex transactions to market, hold scale,
provide judicious allocations and generate the greatest breadth, depth and
diversity of investor interest
– Drives maximum investor base expansion and diversification that translates
into most aggressive pricing and lowest borrowing costs
Importance of New Issue Capabilities, Secondary Trading,
Providing Liquidity and Execution
Citi Leads its Peers in Municipal Market Share, Relationship
Quality, Sales, Research and Trading
Source: "Municipal Bonds and Derivatives Investors - United States" – 2019 Greenwich Associates Institutional Investor Survey. 1. Accounts trading over $8.6 billion. 2. Negative metrics where Citi ranks the lowest
and is best positioned versus of its peers.
Most Competitive Quotes Best Access to Traders
Best at Executing Large Trades Need to Improve Competitiveness2
Best Aftermarket New Issue Support Would Like More Trader Contact2
Best Liquidity for SMA Clients
Citi’s #1 Rankings in Trading
Best Research Best Credit Analytics
Best Access to Research Personnel Best Trade Ideas
Citi’s #1 Rankings in Research
Understanding and Anticipating Needs Useful Market Color
Most Intense Coverage Top 3 Sales Reps
Best at Providing Trade Ideas Would Like More Sales Contact2
Citi’s #1 Rankings in Sales / Relationship Management
Citi Leads Greenwich Survey Rankings of Municipal Capabilities
Citi’s Municipal Market Leadership Extends Across Markets
and Products
Citi remains the leading municipal dealer across markets and products with an
overall market share of 16.7%
– Citi ranks 1st place for market share in tax exempt bonds, taxable bonds and
municipal derivatives
– Citi ranks a close 2nd place for most active1 accounts (trading >$8.6bn)
Citi Ranks 1st Place Citi Ranks 2nd Place
Citi's 2019 Greenwich Associates Results
Market Share Total Penetration Top 3 Dealer5
Full Market 16.7% 100% 82%
Most Active1 16.9% 100% 91%
Tax Exempt Municipals 16.6% 98% 77%
Taxable Bonds 14.4% 79% 52%
Municipal Derivatives 33.2% 88% 88%
7 Citi’s P3 and Tax-Exempt Credentials
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8 Citi’s P3 and Tax-Exempt Credentials
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