Hello everyone. I am going to call to order the special meeting the Berkley City Council today is Tuesday May 20th and clerk could you please call the roll? Okay, councilmember kisser want a currently absent councilmember tap one presence Bartlett is currently absent trego Passon okey. I'm here. Blackaby currently absent moonapara here. Humber present and Mary E. Sheer. Okay you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank you. Thank, and for item number one, it's authorizing the execution sale and delivery of lease revenue notes for the Fire Administration and Training Project from the City Manager. And Clerk, will you remind me, do we need to take public comment? Well, we can open the public hearing and receive the presentation. Then we'll take it. All right, we're going to do that then. Let's open the public hearing and we will hear first from staff. Thank you. I'm sorry. Which is Henry, you can grab. I'm sorry. When she said Henry, you can grab this other one over here too. You need to talk kind of close. Alright, good afternoon, Garnes. My name is Henry Oyekami and the Finance Director. And with me and the left to your right is Chris Lynch, the Bond Council for the City. What we are going to do today is there are two things that we want to get approval from Council. Number one, we want to issue revenue bonds so that we can finish the construction of the fire headquarters that we want to move the fire department from the current location to where they're going. And the second one, we want to issue the third series, Measure O, bonding for that we need to issue so that we can do our affordable housing. Because that is two items on the agenda for tonight. But before we do that, we need to have a training. Our bond, our disclosure policy says that councils should be trained every three or four years so that you understand when we come to you for borrowing of funds, that you know what they are responsible for. Even though I have emailed you and told you I have set up a, according to the policy that we have, which is the BORB and disclosure, we as a finance director, I have constituted a disclosure committee with my staff and I, and we have satisfied that every information that we have on the official statement are accurate. So we've sent that to you. That is part of the policy that we have on the official statement are accurate. And so we've said that to you. That is part of the policy that we have. Okay, so are we going to start with the training now? Mark, is Good evening. Madam Mayor, members of the city council. My name is Chris Lynch. I work at a law firm called Jones Hall. We have been helping the city with its bond work. The city attorney asked me to provide some training on the federal securities law. that's something that's also required by your existing disclosure policies. So my message in a nutshell is that the city when it issues bonds is subject to federal securities law which regulates initial disclosure and continuing disclosure. But the law also applies to other distributions of information that is intended to reach investment the investment community. That could even include your website. Secondly, staff and elected officials should take reasonable actions to ensure that their disclosure complies with federal securities laws and I'll give you clear guidance on what that reasonable action would be. Third, city staff and elected officials risk personal liability if they don't comply with federal securities laws so it's important to understand your requirements and I'll describe some circumstances in which local officials have been subject to personal liability. And then fourth the city has adopted written policies and procedures and I will explain how I think that will help ensure that you comply with federal securities laws as you go through this type of process. Next slide. Both of the laws that I'll describe today were adopted in the wake of the Great Depression, which widespread securities fraud and investor losses. I'll also talk about two rules that the Securities and Exchange Commission, which I'll refer to as the SEC, which is the Chief Federal Regulatory Agency responsible for enforcing federal securities laws has imposed with respect to bonds. Next slide, Mark. The Securities Act of 1933 was the first federal legislation to regulate the issuance of securities, and it does two things. It requires issuers of debt and other securities to register with the federal government, but municipal bonds are exempt. Second, the Securities Act of 33 prohibits fraud in the offer or sale of securities, and as you'd expect, municipal securities are not exempt from the anti-fraud rules. Next slide. The second law is the Securities Exchange Act of 1934, and that applies to issuers and underwriters, and it regulates the transmission of information related to securities transactions. The 34 act also created the SEC. Most importantly, the 34 act regulates fraud, and the SEC adopted rule 10B5, which requires communications to investors to include all material facts and not to misstate material facts. So what is a material fact? A fact is material if there's a substantial likelihood that under all the circumstances a reasonable investor would take that fact into consideration and making the decision to buy or sell your bonds. Next slide. In 1989 following a billion dollar default by the Washington public power system, the SEC concluded that investors were not receiving enough information when they purchased municipal bonds. So they adopted a new rule 15C-12 and that rule requires a disclosure document to be prepared when a municipal bond issues bonds. The disclosure document called an official statement like the 2022 general obligation bond official statement shown on this slide, Mark Nick's slide, and the 2021 lease revenue bond official statement shown on this slide is prepared by issuer staff with the assistance of professionals. It's approved by the legislative body, the City Council, and it must include all material facts. So So both the summary of the terms of the bonds and financial and operating data that would allow an investor to evaluate the credit of the bonds. Next slide. So tonight you are being asked to approve the issuance of general obligation bonds which are secured and payable only from increases in ad-volume taxes on taxable property in the city and the issuance of lease revenue notes, which are payable from lease payments made by the city from its general fund. Appendix A, in the official statement, for both of those financings, describes the city's general fund. Now the SEC has given us a very clear explanation of the responsibilities of elected officials when it's being asked to approve an official statement like you're being asked to do tonight. In 1994, Orange County declared bankruptcy. It had pursued an aggressive investment strategy where it was issuing short term notes and investing in risky investments to generate above market rates of returns. County Board of Supervisors approve those official statements, usually on the consent calendar, but failed to disclose the risky nature of the investment scheme and the ability to repay the notes. In the wake of the bankruptcy filing, which did not result in a default on any of the county's debts, the SEC pursued an enforcement action against staff, members of the legislative body, and the county itself, an issue to report to emphasize the responsibilities under the federal security's laws of local government officials. The report highlighted that the supervisors were aware of the county's financial condition and budgetary reliance on the investment, above market, investment returns generated by risky investments in the pool, and that supervisors had failed to take appropriate steps under the circumstances to ensure that the county's financial situation was being disclosed to investors. Then the SEC provided guidance on what they think elected officials should do. They wrote that elected officials are expected to take steps appropriate in the circumstances to confirm that the disclosure includes any material facts of which you were aware that could adversely affect the city's ability to pay debt service on your bonds. That doesn't necessarily mean reading the disclosure documents that you have in your package tonight, word for word. But it does mean questioning staff or us as your disclosure council, if you're concerned that some facts that could adversely affect the city's ability to pay its bonds may or may not have been disclosed. As the SEC wrote in the report, a public official may not authorize disclosure while recklessly disregarding facts that indicate there's a risk that the disclosure may be inadequate. Next slide. In 1994, the SEC adopted amendments to Rule 15C-12 that established a new continuing disclosure regime. Next slide. In 1994, the SEC adopted amendments to Rule 15C-12 that established a new continuing disclosure regime and amendments require issuers to disclose financial and information of an operating data of the type that was in the original official statement, including their CAFR-audited financial statements. It requires timely notice of certain significant events such as bond defaults, bankruptcies, rating changes, or draws on debt service reserve funds, and it requires that information to be posted on a publicly available website. Next slide. So in training sessions like this, I like to include this slide because it highlights what the SEC thinks local agencies should do in order to comply with federal securities laws. In many of the most recent enforcement actions brought by the SEC against municipal issuers, they required the agency to adopt written policies and procedures. Accordingly, in 2017, the city adopted written policies and procedures that I believe the city will help the city comply with federal securities laws. The key features of the city's policy, as Henry suggested earlier, are there's a disclosure working group that is run by the city's finance director and has the county manager and other city staff as appropriate for a particular financing. It also will include outside professionals such as the city's municipal advisor or a falloff room like ours. At the time the bonds are issued, the disclosure working group will review the official statement to make sure it complies with the requirements that it include all material facts and not mistake material facts. And it will do that before the document is sent to the City the financing will highlight the key sections of the official statement that impact the city's ability to pay debt service on the bonds. I want to point out one fact, your policies highlight the fact that the information that is governed by federal securities laws is not limited to official statements, continue disclosure filings or even audited financial statements. Federal securities laws also have other information that may be intended to reach the investment community. For example, in 2013, the SEC brought in enforcement action against the City of Harrisburg, Pennsylvania. The city had failed to file its continuing disclosure fileings on a timely basis, and the SEC concluded that it was reasonable for investors to rely on misleading statements on the city's website. In fact, it called out a misleading state of the city presentation given by Harrisburg's mayor. Next slide. Second, sorry, same slide, I apologize. Second, the issuers should provide appropriate training to their officials and employees involved in the issuance process. system with best practices and the city's disclosure policies, tonight I'm giving you the information that you need to comply with federal securities law. You previously received a memorandum from the city attorney that included this orange canner report that I mentioned earlier. And the staff report for the two financings highlights the same material, as well as highlighting key provisions in the disclosure document. Third, local agencies should focus on the big pictures facing the city. For example, when the SEC brought enforcement action against the city of San Diego, it mentioned that the city's disclosure documents, and its rating agency presentations had included a lot of facts, but they had intentionally failed to describe what was the elephant in the room, which was a city's consistent underfunding of their pension program. So the expectation is that you will focus on the big pictures that are most material to investors when evaluating the credit of your bonds. Fourth, local agencies should disclose the good facts with the bad facts. It's very tempting when you prepare an official statement for a new bond issuance to turn it into a marketing piece highlighting the city's strengths, same when you go into a writing agency presentation. But the SEC wants you to prepare a picture of the whole issuer, warts and all. Finally, the SEC thinks local agencies should hire auditors and other consultants suited to their tasks. Apparently, that was an in San Diego. Next slide. For many issuers, the big picture may have something to do with pensions and opeds. That's very typical in California. But it could also be litigation. It could be the pending move of a large employer or large rate payer or tax payer. It could be deferred infrastructure work. It could be a structural imbalance in the budget. For the city of Berkeley, you'll see in Appendix A in the two official statements that it provides significant information about the city's reserve policies and the status of those reserves, the city's unfunded liability obligations and its unfunded infrastructure needs, and the city's structural imbalance in its general fund budget. Next slide. Finally, you should know that the SEC has punished individuals when they have acted with an intent to defraud investors or with reckless disregard for whether they were misleading investors. In Orange County, the SEC found that the two individuals responsible for the county's investment strategy, the treasure and the assistant treasure had knowingly committed fraud. They received a jail sentence and a fine, even though the SEC found that they had not personally benefited from the system. In San Diego, the SEC filed securities law charges against city manager, assistant city manager and the treasure. And eventually imposed fines of $25,000 on three individuals and 5,,000 on another individual. The Westlands Water District is the biggest water district in the state of California. In 2016, the SEC charged the district, including its general manager and assistant general manager, had defrauded investors in connection with a $70 million bond issue. In order to meet their contractual debt service coverage ratio during a time when the water usage had gone down because of drought and there was a reduced water supply. The district reclassified reserve accounts as revenues and actions the general manager described in a public meeting as a little enronic counting and they imposed $125,000 fine on the district and the general manager and the assistant general manager also paid fines. Last slide. So in conclusion, I'll just repeat my opening message. The city is subject to federal securities law when it issues bonds like it is now and when it does its annual continuing disclosure reports. It also the federal securities laws also govern the dissemination of of other information if it's intended to reach the investment community. City staff and elected officials should take reasonable steps to ensure that the city's disclosure documents include all material facts and do not misstate material facts. The city staff and its elected officials risk personal liability if they fail to comply with those laws, so it's important to understand them. And the city has adopted sets of policies and procedures that do things like require disclosure working group and require that you receive this kind of training to ensure ongoing compliance with those laws. I think that's been done here. Thank you for listening. I'd be happy to answer any questions. Looking around to see if anyone has any questions. Or. Okay, I guess councilmember Traykup. Yeah, thank you so much. This isn't regards to. Material knowledge. page three of the staff report, there's something that says if a member of the city council has knowledge of any facts or circumstances that an investor would want to know about fire to investing in the bonds, to endeavor to discover whether such facts or adequately disclosed in the preliminary official statement. And I was just wondering how you draw the line or where does one draw the line to be on the right side of the law between having material knowledge and Not doing something that might constitute insider training trading Well I the first thing to understand is that the city's obligation when they sell bonds is to include all material facts and not mistake material facts. If there's information that you consider confidential, that you don't want to disclose for other reasons, then you don't issue debt. It's not that you don't include the material facts and you disclose your document you don't issue debt. So from my point of view, the answer is, if whatever information you're aware of, a reasonable investor would want to know. that you don't issue debt. So from my point of view, the answer is, if whatever information you're aware of, a reasonable investor would want to know about and make the decision to buy or sell your bonds because it impacts the ability to pay debt service, then it's your responsibility to make sure it's disclosed. I'm curious about the presentation that was given, that was found to be misleading. I'm just curious what that meant, like, by misleading what did they mean by that? Right. In general, I would say that when you see an enforcement action by the SEC, the facts are pretty bad. People have behaved badly. Usually, there's a sign that they've intended to mislead. So that's the starting point. So that you're probably talking about the Westlands water district situation. When the public agency issues enterprise debt, there's an obligation to set your rates at an amount that will generate debt service coverage. So you can pay your debt service plus have a little extra. And because the sources of water were reduced because of the drought, the district hadn't been unable to meet that and it sounds like what they did was they moved as an accounting exercise took money out of a reserve account and just called it revenues so that they could tell investors that they'd met their revenue covenant. The alternative was to have raised rates on the customers and they chose not to do that and then to apparently hide it. So I think it's usually activities like that that you could imagine investor would want to know and you've made an effort to not tell them. Sure, that sounds pretty blatant. So that's good to know. Are there other questions from folks? I have another one if no one else says. Okay, I'm curious if you can also tell us, you know, if we have something that currently exists that requires that we get a more official report regularly, as opposed to going to check in with this working group ourselves, is there a way that we can like make this part of the process so that we're getting more regular updates? Well, so there's two times that you speak to the marketplace, the investor marketplace. One is when you issue new bonds, and the second is on an annual basis, when you file your continued disclosure filings. So I think the more regular process is the completion and filing of that annual report. When you file that continued disclosure report you have to comply with certain information requirements but then there's a catch all statement. Please include any information information that is required to make this materially accurate. And so each year, when it's usually in April, I believe March or April, that's your opportunity to make sure that you're including all material facts when you speak to the marketplace. You're not expected to constantly speak to the marketplace in between continue to school as your fileings and new issuance filings. It's only in those two moments Sure, I just want to make sure we're doing our part To be informed and share the important and you know necessary information I just wanted to make a comment that every year we filed the disclosures There's there's three like there's two things that we need to do after our financial statements are done We have to have to file them. And the second one, we each bond that we've ever issued, we have to file disclosures on an unannual basis. And that has been done regularly consistently. Thank you. I think that's it in terms of questions. Do you have something? Well, the questions about the training itself. Sorry, here. No, no. Questions about the training itself, right? Because I do have some questions about some of the bond particulars. Yeah, we can, I mean, I think we can move on, I think, to our next item unless there's anything else. So, yeah, that's the next item is number two. So, issuance of the $35 million general obligation bonds for measure O affordable housing. Is there something missing in between? So, I think we have opened the public hearing for item. Oh, yes. And we need to close the public hearing. Take a moment. Thank you. Thank you. Well, I guess I do have some questions about this particular. Okay. Sure. The issuance of police revenue notes. As I understand it, the costs are roughly, and really this would be for Henry I think, or maybe for both of you. The costs are roughly $15 to $17 million with the city covering the rest, is that right? Yes, we have two sorts of funds. Measure FF has been saving to the undivorated, we've already paid I think $7.5 million for the tenement improvement. This is to balance that. Okay. And so the notes are for interest only for four years, is that right? I think it's three or four years. Four years? Three or four years? Four years. Four years. And then repayment will be from FF. And the fire stations, certain fire stations were used as collateral And I understand those were stations two and five was there a particular reason why those were chosen as the collateral We're just looking for a Two properties that have the bandwidth for about 15 million dollar value and that are not encumbered Okay, nothing So these are properties free of encumbrances and they more than cover the debt. Yes. We're still looking, I just want to disclose this. We found that the two properties had some issues with some of our taxis and we still working on them and so we still looking at other properties but that is the one that we're paying. I appreciate that. Sure. speak to that as property. We're not going to be able to get the property. We're not going to be able to get the property. We're not going to be able to get the property. We're not going to be able to get the property. We're not going to be able to get the property. We're not other city facilities That could be used for that purpose and it is likely that we will use a couple of other facilities instead of these two Okay, no, I appreciate that And then finally What contingencies are in place if the city can't afford to purchase a refinance before the 2029 payment, the lump sum payment is due. That's a question for the Blum Council. Well, sorry, which lump sum payment are you talking about the principal amount of the the principal amount? Okay. Yeah, the current structure of the relationship with the landlord is that you have an option to purchase the property Within approximately three years and that I understand it's the city's intent to do that right? The reason it's structured as a short-term note and a taxable note is because under federal tax like you can't have a tax exempt obligation That benefits a private party which your landlord is in this case So doing a short-term taxable note that would be taken out At the time the purchase occurs on a tax exempt basis. Okay, I think the city believes they have the resources committed to the project to be able to Finance both the takeout of these notes the refinancing of these notes and the Financing of the purchase price of the property when it's time to exercise the option. Okay, which will be four years from now, something like that. Okay, no, I appreciate that. Thanks for asking those questions. And I'm sorry, part of the reason I was confused is because I know you said we were doing a workshop first and then we're kind of moving into the rest of this. So is there anything else that you were going to present for item one? No, no. We're we're not going to present anything. We're just going to discuss it and talk about the moderates for the forward we are trying to do. Okay, I understand. Okay, so in that case, I think that we need to I think that we need to also take public comment. but is there any public coming online? There's no, So if anybody online wants to comment on item one authorized in the execution sale and delivery of lease revenue notes for the fire administration and training project now would be the time. Please raise your hand if you would like to provide public comment. Okay. No, there's no raised hands. So I'd like to entertain a motion to close the public hearing. So moved. Second. And I think we need to take a roll since we've got. Okay. Councilmember Taplin online. Yes. To close the public hearing.member caster wani Yes, tap on yes Trigger I okay yes Luna para yes, umber yes and Mary she yes, okay motion carries public hearing is closed all right Very goodations, any comments? Folks want to, I think our parliamentarian is working today. Okay. So, in that case, since there's not much to deliberate on, I think that that means folks are pretty comfortable with where we're at. Is there anything else that you feel that you need to share with us specific action that we need to vote on? No, I think we've covered all the issues that we need to discuss. Okay, but I think that we need to, that there's action here. So I'd like to see, see, entertain a motion for action on this item. Oh, um, madam, mayor. Just... I'm going to ask Madam Mayer. I just wanted to ask, is there two? Is this just, are we only considering item one right now? Okay. Yes. I move that we adopt a resolution authorizing the issuance and sale by the Berkeley Joint Powers Financing Authority of Federal Taxable, lease revenue notes in the aggregate principal amount of not to exceed $11 million to provide financing for the construction of improvements to property used for fire Administration and training and approving related documents and actions second Okay, can we take your role please okay councilmember kisser wanting yes tapline yes Dregab aye Okay, yes Unipara yes Humbert yes and Mary she Mareeishi. Yes. Okay. Motion carries. All right. Thank you very much. Okay. Now that we have completed that, we can move on to the second matter. So this is item number two issuance of the $35 million general obligation bonds for measure O of affordable housing. Yes, this is, staff is coming to get approval to authorize $35 million for general obligation bonds for measure O that the citizens approved a couple of years ago. And this is the third trench of it's a 135 million dollar measure approved by the citizens and this is the third one that we are about to issue. We're here for the authorization. That. Okay. Is that are you complete? Yes. Okay. Thank you. We should actually open the public hearing. This one's just a regular item. Thank you. In that case. Hmm. Okay. Councilmember Humbert. Sure Thank you, Madam Mayor. I just have a few questions. Mr. Ouyukani, this is the third tranche. How much left in terms of authority do we have under this? I think $25 million left. Okay, after this, yes, issuance. Yes. Yes. 25 left after this. About 25, yes, if I'm correct. Yes. Okay, thank you. This may have been covered at other meetings, but could you or someone from HHSC us recapitulate some of the projects that would be funded by these bonds? I would like to see the manager if he used to be the HHS. Let me grab somebody from HHS. I have a list. Give me a second. Sure. I don't think there are any other folks on my talk here. Is anyone else have any other comments? Well, I do have a second question. As I understand it, and I'm not an expert on this, for sure, the bond market has been volatile. Mr. Oyunkami, have you modeled any potential taxpayer costs under a higher than anticipated set of interest rates? Yes. The municipal advisor that we use came up with thinking the, I think the trend is, yeah, we've been having the volatile one-on-market for a few weeks and months since the tariffs started. But that hasn't driven the interest rate as much as we thought it would. So when they did the last one, which was about two weeks ago, it was between four to five percent, which is what they said it was. So but I'm still not. It's a volatile and we will know exactly until we go to the market anyway, because we do not, we actually do have, we open it up for beads, we see beads at the same time. So we don't do negotiating agreement. So we can't really tell you, but at the time when this was done about 10 days ago, it was between four to five percent. Right. And this is a taxable bond as well. This is taxable because if it's tax exempt, we have a cap. We have to completely spend the bond proceeds between three and five years. Well, because how affordable housing takes a long time to get all these terms. we decided the city have been We've been offering tax taxable bonds for this. Okay. Yes, just because of the Timeline because of the charm. Yes, yes, okay. No, I appreciate that. Thank you Thanks and councilmember Trichop did you have question? I? Did Thank you at a mayor So I just wanted to confirm How much has left? After this twunge but by my like just quick back of the envelope map. I tried to do it. It's 22 million 2225 I think it's's 22 because T1 is 20 and this one is 22. Yes, you're right. Okay. And I guess I was, I could not remember. I thought the fourth tranche was the final So is that incorrect? Is there going to be a fourth tranche of 22 million? And if so, when is that anticipated for release? Yes, there will be a fourth tranche. And yes, we have a borrowing plan that we use, so it depends on the market. So two things happen. We have $20 million left with a measure T1, which is going to be the third stretch. We have $22 million left here for measure O. And so we've been doing a little bit of a five-year plan to figure out how we are going to use this, depending on the rates. And we don't want to be too much rates of the citizens. So we have a five-year plan. So we look at it. When are they going to be able to meet the funds? When did they need it? What are the necessary things that, and then we plan based on how the departments want them? So T1 has been anticipated in about two, three years. And the last change of this now that three years. So we've got to figure out which ones will be the next one that we can do based on the bandwidth that we have. Thank you. So maybe this is a question for the city manager asking us as former chair of the measure all oversight committee, which was dissolved by the previous council after we thought we completed our work or we made all of the recommendations for the entirety of the $135 million amount. And so I'm curious for that final tranche, whenever it would be issued. What would be the process if it's not a recommendation from the measure of oversight committee, which no longer is active? Would it be a recommendation from staff? Yeah, thank you, Councilmember. You're correct, that committee did make their recommendations. So the final recommendation for the fourth tranche is $22 million. Two million of it is for North Berkeley Bar, and 20 million of it is for Ashbury Bar. So that's the sum total of the fourth tranche, which closes out the 135 million dollar total issuance. Thank you. It's been allocated essentially. And then to hear question, I'm Council Member Humbert. There's five projects that are part of this issuance that we're talking about tonight. One is the People's Park Support of Housing Project. Another is the Ashby Bart, part of Ashby Bart, part of North Berkeley Bart, and then there's two smaller projects. There's a project at St. Paul Terrace, and then there's another project at Ephesian Legacy Court. So those are the five projects that would make up the $35 million issuance. I'm also curious since I know we need more funding for affordable housing. I'm wondering if we have had conversations about going out again for another bond for affordable housing here locally. We haven't on the staff side. Okay, that's good for us. No, thank you. And also, I do know that the county is having conversations about this as well. So just so everyone is aware now I can say that since we're all here. Okay, so any other questions before I open up for public comment? Okay. I'm gonna open for public comment. This is public comment on, I'm sorry, you guys curious. This is public comment on the special agenda on item number two, issuance of the $35 million general obligation bonds for measure O. Is there any public comment? There's no online raised hands. Okay. Any other council comments? Otherwise, I'm going to entertain a motion. Some moved. Oh, okay. Let me. Right. Let me just go. Okay. I move that we adopt a resolution authorizing the issuance and sale of general obligation bonds to finance acquisition and improvement of affordable housing and authorizing actions related there to second Okay, can you please take the role clerk? Okay, Council member Kessar Wani yes, applin Yes Tragab aye Okay Yes Luna para yes, um, but yes, and Mary she yes, okay motion carries Okay, thank you both so much for being here. Ioonopara. Yes. Humber. Yes. I am Mary E. She. Yes. Okay. Motion carries. Okay. Thank you both so much for being here. I will also entertain an emotion to adjourn. So moved. Second. Okay. To adjourn the Special City Council meeting. Council member Kester Wani. Yes. Taplin. Yes. Trigum. Aye. O'Keefe. Yes. Unapara. Best. Humbert. Yes. Ann Mareeshi. Yes. Okay. Okay. Thank you all so much. Thank you for being here. Thank you for the training and for all the information. And I will see you all at 6 o'clock. Almost at 5 o'clock.