HomeMy WebLinkAboutBid ResponseRFP Closing Date/Time: 20-NOV-2017 15:00:00
City of Miami — RFP Number 727382,1
Request for Proposals (RFP) for an Employee Voluntary Loan Program
Yadissa Calderon
Procurement Department
City of Miami
City Hall
3500 Pan American Drive
Miami, FL 33133-5504
Proposer's Name:
Contact Person:
Liaison for Contract:
Primary Office Location:
Local Business Address:
Business Tel.:
Fax:
BMG Money, Inc.
Thomas C. McCormick
Chief Growth Officer
BMG Money, Inc.
1221 Brickell Avenue, Suite 1170
Miami, FL 33131
(305) 851-6137
(305) 675-2962
Federal Employee ID No.: 27-1246641
ORIGINAL
Thomas C. McCormick, Esq.
Chief Growth officer
BMG Money, Inc.
1221 Brickell Avenue, Suite 1170
Miami, FL 33131
305.851.6137
tom.mccormick@bmgmoney.com
November 20, 2017
By Hard Copy Submittal —Hand Delivery
Yadissa Calderon, Procurement Department
City of Miami
In care of
City Clerk, City of Miami
City Hall
3500 Pan American Drive
Miami, FL 33133-5504
RE: Proposal in Response to —
City of Miami RFP Number 727382,1
Request for Proposals (RFP) for an Employee Voluntary Loan Program
Dear Ms. Calderon:
On behalf of BMG Money, Inc. ("BMG" or the "Proposer"), we are grateful for
the opportunity to submit this proposal (the "Proposal") in response to RFP No. 727382,1
— Request for Proposals for an Employee Voluntary Loan Program — (the "RFP") issued
by the City of Miami (the "City").
In accordance with the detailed submission requirements set forth at Section 4.1
of the RFP, this Proposal includes the following, plus additional enclosures referenced
therein:
TAB2
2. Table of Contents;
TAB 3
3. Executive Summary;
TAB 4
4. Proposer's General Experience, Qualifications, and Past Performance;
5. Proposer's Personnel;
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6. Proposed Overall Approach and Methodology to Performing the Services /
Implementation and Management of the Program;
7. Financial;
8. Loan Rate Information; and
9. Local Preference.
Also, I hereby certify each and every of the General Certifications set forth with
the RFP as follows:
Legal Name of Firm:
FEIN No.:
Entity Type:
Year Established:
Business Address:
City, State and Zip Code:
Telephone Number:
Fax Number:
E-mail Address:
Office Location:
Business Tax Receipt/Occ. Lic. No:
Business Tax Receipt/Occ. Lic. Iss. Agency:
Business Tax Receipt/Occ. Lic. Exp. Date:
BMG Money, Inc.
27-1246641
Corporation (Delaware)
2009
1221 Brickell Avenue, Suite 1170
Miami, Florida 33131
(305) 851-6137
(305) 675-2962
tom.mccormick@bmgmoney.com
City of Miami
Cust. No. 96457; Receipt No. 48169
City of Miami
TBD (see enclosed at TAB 9)
Will Subcontractors or Sub consultants be used? NO
Will furnish and provide professional services to the City, at minimum, in
compliance with all contract documents and in compliance with all applicable
laws, rules and regulations? YES
Certifies that neither the Proposer nor any of its principal owners or personnel or
any subsidiary of the Proposer, have been convicted of any of the violation(s) or
crimes or actions and conduct involving moral turpitude as defined by applicable
laws, or debarred or suspended as set forth in Section 18-107, City Code, or as
provided by 287.133, Florida Statutes. The Proposer further certifies that the
Proposer has not been debarred or suspended by the United States Government,
the State of Florida, any political subdivision of the State of Florida or any
Special District or Public School Board in the State of Florida. YES
Proposer understands that exceptions not timely or correctly taken are waived.
YES
Please list and acknowledge all addendum/addenda received. List the
addendum/addenda number and date of receipt.
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Addendum No. 1, dated November 6, 2017, received November 17, 2017
ACKNOWLEDGED
Has Proposer reviewed the attached Sample Professional Services Agreement
(PSA)? YES
Does the Proposer acknowledge that the attached PSA is an example of the
standard Agreement used in conjunction with the services related to this
Solicitation and shall not be amended in any material, substantive, or substantial
way as determined by the City of Miami Procurement Department? YES
Lastly, I note that Proposer currently meets all of the insurance requirements set
forth in the RFP, including, but not limited to, those set forth in Sections 1.45 and 2.5 of
the RFP. Please find enclosed at TAB 10 a copy of Proposer's Certificate of Liability
Insurance.
Again, we are grateful for the opportunity to submit this Proposal. We believe
that BMG's LoansAtWork Program is the best way for the City to continue to offer a
simple, responsible and low-cost emergency loan solution to its workforce, all without
any cost or liability to the City. Thank you in advance for your assistance in connection
with this important matter, and please do not hesitate to contact me if I can be helpful in
any way.
Respectfully submitted,
Thomas C. McCormick
Chief Growth Officer
BMG Money, Inc.
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City of Miami — RFP Number 727382,1
Request for Proposals (RFP) for an Employee Voluntary Loan Program
Proposer's Name: BMG Money, Inc.
Contact Person: Thomas C. McCormick, Chief Growth Officer, BMG Money, Inc.
TABLE OF CONTENTS
Tab 2 2. Table of Contents
Tab 3 3. Executive Summary
Tab 4 Proposal
4. Proposer's General Experience, Qualifications, and Past Performance
5. Proposer's Personnel
6. Proposed Overall Approach and Methodology to Performing the
Services / Implementation and Management of the Program
7. Financial
8. Loan Rate Information
9. Local Preference
Tab 5 Audited Financial Statements, 2014, 2015
Chief Financial Officer Letter
Financial Statements 2016 (Unaudited)
Financial Statements October 2017 (Unaudited)
Tab 6 Authorization to do Business in Florida (Sunbiz)
Florida Office of Financial Regulation Consumer Finance Company License
Tab 7 Organizational Chart
Resumes of Project Manager and Key Team Members / Personnel
Tab 8 Copy of Application
Tab 9 City of Miami Local Office Certification
City of Miami Occupational License (Business Tax Receipt)
City of Miami Certificate of Use
Miami -Dade County Business Tax Receipt
City of Miami Local Office Lease
Tab 10 Certificate of Liability Insurance
Thomas C. McCormick, Esq.
Chief Growth Officer
BMG Money, inc.
1221 Brickell Avenue, Suite 1170
Miami, FL 33131
305.851.6137
tom.mccormick@bmgmoney.com
Proposer: BMG Money, Inc.
Tel. No.: (305) 851-6137
Contact Person: Thomas C. McCormick, Chief Growth Officer
November 20, 2017
3. Executive Summary: BMG offers a fixed-rate, fixed -payment employee voluntary loan program
("LoansAtWork" or the "Program"). The Program does not require a credit report to qualify and has
been and will continue to be available to employees who have been employed by the City for at least 1
year and are not currently in bankruptcy. The Program offers unsecured loans with fixed repayments
over terms of 6 to 24 months, processed through payroll deductions. The Program will allow
employees who may have only high-priced alternatives for short-term borrowing needs to borrow
responsibly and pay off their debt in affordable installments. It also will help employees who do not
have sufficient savings to cover unforeseen expenses such as the cost of moving, medical needs, or
automobile repairs. We believe that for several years, the City's employees have seen real value in
LoansAtWork, and it can continue to provide an important financial lifeline to those employees that
are too often taken advantage of by the predatory payday lenders targeting our communities.
Proposer's Qualification & Experience: BMG's experience and qualifications are without peer.
Simply put, to our knowledge, there is no other organization with comparable experience in our
market. Proposer has approximately fifty-two (52) public sector employer clients. To date, we have
serviced many thousands of loans, issuing over $175 million of loans to employees who otherwise
would have fallen victim to predatory payday loans.
Ability to Perform Required Services: We are expert in the origination and servicing of the issuance
of socially -responsible loans to the employees of our employer clients, and we have the wherewithal
and experience to ensure that the City continues to be a satisfied client for as long as it chooses to
participate in the Program.
Overall Approach and Methodology to Scope of Work: Proposer's LoansAtWork Program meets ALL
of the Program Requirements set forth in the Scope of Work in the RFP. More specifically:
1. The Program provides for easy access to loans of up to $5,000.00 via a fast and convenient
online application and approval process.
2. Qualification for the Program is simple with no credit check and no need for a bank account.
3. The employee applicants only need proof of one (1) year of employment with the City.
4. Proposer shall provide mandatory financial education providing debt management, instruction
on responsible borrowing, and financial literacy community outreach.
5. Repayment of loans shall be through installments, which shall be available anywhere from six
(6) to twenty-four (24) months in duration, and shall be automatically deducted from each of the
employee applicant's paychecks, until such time as when the loan is completely paid off.
6. Proposer shall provide annual statements to employees regarding interest paid annually, at no
cost to the employee.
7. Proposer's Program is strictly available to employees only; therefore, an employee's co-sign
of a loan intended for a non -employee is prohibited.
8. The loan payments shall be fixed and based on the actual loan amount, the applicable
reasonable annual percentage rate (APR), and the term of the loan.
9. Proposer shall offer guaranteed, unsecured, simple -interest loans to employees upon
verification of employment, which will not exceed $5,000.
Importantly, Proposer shall meet ALL of the City's requirements with respect to Program liabilities
set forth in the Scope of Work in the RFP. More specifically, the City shall bear absolutely no
liability, risk, or incremental cost (administrative or otherwise) from the Program's implementation
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and operation. The City shall NOT be a guarantor or secondarily liable in any manner for the
repayment of these loans and responsibility for the same shall be strictly and solely the employee
applicant's and Proposer's.
Proposer shall assume any and all liability associated with said loans, inclusive of loans pertaining to
employee applicants no longer under the City's employment, whether due to resignation, termination,
or otherwise. Proposer will continue to provide the most -favored nation price protection for the City.
All Program components such as ACH/wire transfers, will be the responsibility of Proposer and at no
cost to the City. And, Proposer shall be responsible for the performance of any and all marketing and
fulfillment and shall provide an easy -to -administer program. Proposer shall work with the City's
designated department concerning the preparation of any and all marketing materials and shall present
the same for said department's approval prior to launch, messaging or distribution to City employees,
Of course, Proposer agrees that City employees' information cannot be sold or used for advertising,
sales promotion, or other publicity purposes. Proposer shall furnish all labor, materials, equipment,
services, and incidentals for providing the Program for City of Miami employees.
Furthermore, I hereby certify that Proposer meets all requirements and criteria in Section 2.8 of the
RFP, Minimum Qualification Requirements, and elsewhere in the RFP.
More specifically, Proposer has provided a voluntary loan program for more than six (6) years, and
Proposer is in good standing with all applicable federal, state, and local authorities where it conducts
business, or has transacted business in the past three (3) years. Proposer is in full compliance with all
regulations and guidelines, and operates in full compliance and accord with the same.
Proposer possesses sufficient resources and personnel to commit to a contract for the provision of the
Program. Please find enclosed, at TAB 5, Proposer's financial statements for review.
Proposer is an active, currently registered corporation with the State of Florida Department of State,
Division of Corporations, and is in good standing with the same. Since Proposer is an out-of-state
(Delaware) corporation, Proposer has obtained the authority to transact business in the State of
Florida. Please find enclosed, at TAB 6, evidence of Proposer's authority to transact business in the
State of Florida (SunBiz.org).
Proposer has never filed for bankruptcy, is in sound financial condition, has no record of civil
litigation or pending lawsuits involving criminal activities of a moral turpitude, has not violated Ethics
Laws, Unfair Trade Practice or civil theft laws or such other laws concerning the public trust, and has
not had any conflicts of interest with the City as defined in the State of Florida Ethics Code, the
Miami -Dade County Conflict of Interest and Code of Ethics Ordinance, and the City of Miami
Conflict of Interest Ordinance.
Proposer does not have any members, officers, or stockholders who are in arrears or in default of any
debt or contract involving the City, is not a defaulter or surety upon any obligation to the City, and has
not failed to perform faithfully any contract with the City.
We are confident that employees of the City will be grateful that LoansAtWork continues to be
available to them. The Program offers a socially -responsible, reasonably -priced loan solution to the
most vulnerable employees in their times of need.
Thomas C. McCormick, Chief Growth Officer, BMG Money, Inc.
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4. Proposer's General Experience, Qualifications, and Past Performance:
1. Describe the Proposer's past performance and experience, and state the number of
years that the Proposer has been in existence, the current number of employees and the
primary market served. Indicate whether the City has previously awarded a contract to
the Proposer.
Current number of employees: Eighteen (18)
Primary market served: Vast majority of Proposer's employer clients and
employee customers are in Florida, in the public sector. Proposer is also active in
Alabama, California, Missouri, Texas, and Utah.
Number of years Proposer has been in existence: Approximately 8 years (since
2009)
Has the City previously awarded a contract to Proposer? Yes (for LoansAtWork
Program; contract date September 24, 2014)
2. Provide specific qualifications, project experience, and credentials that demonstrate
Proposer's ability to perform the required scope of work. Proposer must clearly describe
its qualifications and experience in the provision of similar work of a similar nature in
the financial lending industry. Include discussion of experience in specific fields or
industries related to the proposed project. Include any and all licenses and certifications
held.
The offering of reasonably -priced, socially -responsible employee emergency
loans is the sole focus of our company. To date, we have serviced thousands and
thousands of loans, issuing over $175 million of loans to employees who otherwise
would have fallen victim to predatory payday loans. We are experts in the origination
and servicing of the issuance of socially -responsible loans to the employees of our
employer clients, and we have the wherewithal and experience to ensure that the City will
be a satisfied client for as long as it chooses to continue to participate in the Program.
BMG is properly licensed to offer the Program as specified in the RFP and this
Proposal. Please find attached a copy of our required license (TAB 6 - see Florida Office
of Financial Regulation License).
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3. Provide a list of governmental and/or public entities, of similar size or greater to the
City of Miami (City), that the Proposer has provided a voluntary loan program to over
the last five (5) years.
Governmental and/or Public Entity Clients of Similar Size to City of Miami:
1. Broward County - approx. 5,800 eligible employees
2. Broward County Public Schools approx. 26,000 eligible employees
3. Halifax Health - approx. 3,000 eligible employees
4. Jackson Health System approx. 9,200 eligible employees
5. Leon County Schools - approx. 3,800 eligible employees
6. Martin County School District - approx. 2,100 eligible employees
7. City of Miami Beach approx. 2,000 eligible employees
8. City of Orlando - approx. 2,800 eligible employees
9. Seminole County Public Schools approx. 7,300 eligible employees
10. State of FL Agency for Persons w/ Disabilities - approx. 2,700 eligible employees
11. St. Lucie Public Schools approx. 4,200 eligible employees
All Governmental and/or Public Entity Clients in Florida:
1. Broward County
2. Broward County Public Schools
3. Central Fla. Regional Transportation Authority (LYNX)
4. City of Dania Beach
5. City of Delray Beach
6. City of Doral
7. Flaglcr County Public Schools
8. City of Fort Lauderdale
9. Halifax Health
10. City of Hialeah
11. City of Hialeah Gardens
12. Highlands County Tax Collector
13. School Board of Highlands County
14. Hillsborough County Property Appraiser
15. City of Holly Hill
16. Jackson Health System
17. Jacksonville Transportation Authority
18. City of Lauderdale Lakes
19. Leon County
20. Leon County Schools
21. Leon County Sheriffs Office
22. City of Longwood
23. Martin County School District
24. Martin County Tax Collector
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25. City of Miami
26. City of Miami Beach
27. Miami Beach Employees' Retirement Plan
28. City of Miami Gardens
29. Miami Parking Authority
30. City of Miami Springs
31. City of North Miami
32. City of North Miami Beach
33. City of Opa-locka
34. Orange County Comptroller
35. City of Orlando
36. Orlando -Sanford Airport Authority
37. Palm Beach County Clerk & Comptroller
38. Palm Beach County Tax Collector
39. City of Sanford
40. Seminole County
41. Seminole County Property Appraiser
42. Seminole County Public Schools
43. State of Florida — Agency for Persons with Disabilities
44. City of South Miami
45. St. Lucie Public Schools
46. Town of Surfside
47. City of Sweetwater
48. Tampa Port Authority
49. City of West Miami
BMG is also proud to have a number of not -for -profit, mission -driven charitable
organizations as employer clients, including: His House; Miami Beach Community
Health Center; Miami Jewish Health Systems; OurKids; Switchboard of Miami; and
United Way of Miami -Dade.
4. Proposer shall provide at least three (3) references to show evidence of qualifications
and previous experience.
Mary Barley
Employee Well -Being Coordinator
Leon County
(850) 606-2427
barleym@leoncountyfl.gov
Dildra Martin-Ogburn, Ph.D.
Director
Broward County Public Schools
(754) 321-3100
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dildra.ogburn@browardschools.com
Lilliana Amsdill
United Way of Miami -Dade
Associate Director, Human Resources
(305) 646-7114
amsdilll@unitedwaymiami.org
5. State what uniquely qualifies the Proposer to provide the type of services requested
herein.
BMG's experience and qualifications are without peer. Simply put, to our
knowledge, there is no other organization with comparable experience in our market. As
of this writing and as set forth below, Proposer has 49 governmental and/or public -sector
clients in Florida alone with many more to come.
6. Has the Proposer ever failed to complete any services and/or delivery of products
during the last three (3) years?
No.
7. Describe any current or pending litigation or proceeding involving Proposer, its
partners, managers, other key staff members, and its professional activities or
performance, if applicable.
None.
8. Is the Proposer dependent on any other Subcontractor or any other business
relationship in order to provide the services included in this solicitation.
No.
a) List names and title of each principal, owner, officer, and major shareholder.
Ricardo Janini — Owner; Officer (President, Chief Executive Officer)
Thomas C. McCormick — Officer (Chief Growth Officer)
Randall E. Pike — Officer (Secretary, Treasurer)
Fabio Torelli Officer (Chief Financial Officer)
BCP Securities, LLP Owner / Major Shareholder
EGL Empreendimentos Gerais Ltda. — Owner / Major Shareholder
9
5. Proposer's Personnel:
1. Provide an organizational chart showing the Project Manager and all key personnel;
to be assigned to this project contract. The chart must clearly identify Proposer's
employees and those of the subcontractor, and shall include the functions to be
performed by the key personnel. All key personnel includes all partners, seniors, and
other professional staff that will perform work and/or services on this project.
Please find organizational chart enclosed at TAB 7.
2. Describe the qualifications and relevant experience of the Proposer's Project
Manager and all key staff that are intended to be assigned to this project. List Key
Members of proposed team who will provide professional, customer service and/or
technical support services on this contract. Include:
a) name, job title and number of years of service with your organization;
b) resume, including individuals' qualifications and relevant experience; and
c) location of the office they will be working from.
3. Describe the qualifications of the Project Manager including the Proposer's key
personnel and those of subcontractor's who will be assigned to this contract. Provide
resume and job description for the Project Manager.
Project Manager —
Tom McCormick, Chief Growth Officer Miami Office
Tel.: 305.851.6137; Home: 305.360.8456;
Mobile: 305.741.0077; E-Mail: tom.mccormick@bmgmoney.com
6 years of service with BMG
Mr. McCormick (B.A., Kenyon College; J.D., Fordham University School of
Law) has been a senior executive of BMG since 2011.
He will be accountable to the City in connection with all services related to the
Program and the City may contact him any time, any day and he will address all
concerns. Mr. McCormick will meet with City officials according to their preferred
schedule for periodic Program reviews, and in the interim any issue can be escalated to
him at the City's convenience.
Tom McCormick joined BMG Money in 2011 after over ten years of experience
with leading consumer loan companies, both here in the U.S. and internationally. Mr.
McCormick is responsible for employer client sales at BMG Money, and also oversees
financial literacy, marketing, government relations, public relations, and legal/compliance
efforts. Previously, he was responsible for creating the Company's operations
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department, adopting comprehensive credit policies, and ensuring adherence to formal
processes to manage a period of high growth in a safe and sound manner,
At BMG Money and previously as Chief Operating Officer of E-Duction and then
co-founder of EBL International, Mr. McCormick and his colleagues developed a wide -
range of innovative employment -based lending solutions for employees without access to
reasonably -priced credit. He began his career as an attorney at Morrison & Foerster, one
of the world's largest and most prestigious law firms. Mr. McCormick practiced in the
financial services group in Washington, D.C., focusing on transactional, outsourcing,
regulatory, compliance and legislative matters for the financial services industry, with a
special emphasis on consumer lending and credit card issues, including privacy and credit
reporting matters. He also represented the interests of banks on Capitol Hill, and he is the
principal author of amendments to the federal Fair Credit Reporting Act signed into law
by President Clinton in 1998.
A graduate of Kenyon College and the Fordham University School of Law, Mr.
McCormick is a life-long learner and has taken extensive courses in corporate and
investment banking at New York University and corporate entrepreneurship at Lehigh
University. Mr. McCormick is a regular guest lecturer in the Columbia Business
School's M.B.A. course The Psychology and Economics of Consumer Finance.
Key Members of the Team / Personnel —
Ricardo Janini, President, Chief Executive Officer — Miami Office
2 years of service with BMG
Fabio ToreIli, Chief Financial Officer Miami Office
4 years of service with BMG
Maria Johnson, Director of Business Affairs — Miami Office
<1 year of service with BMG
Nohemy Vanessa Garrido, Branch Manager — Tamarac, FL Office
2 years of service with BMG
Resumes, including individual qualifications and relevant experience, for the
Project Manager and all Key Team Members / Personnel are enclosed at TAB 7.
I1
b. Proposed Overall Approach and Methodology to Performing the Services /
Implementation and Management of the Program:
1. Explain the standard interest rate for the program. This must be the maximum
amount charged for any employee and must be based on a simple interest loan.
The maximum interest rate charged for any City employee will be 23.99% simple
interest. Program loan interest rates will be a small fraction of the cost of payday loans —
BMG's fixed interest rate of 23.99% compared to the predatory payday loans providers
charging fees equal to APRs of 275% or more...
• BMG charges only `simple" interest — unlike many credit cards, there is no
compounding — no interest -on -interest.
• BMG's interest rate is fixed it will not rise with the Prime Rate or ever increase
for any reason.
• BMG NEVER charges any "penalty rates" of any kind.
• BMG does not offer deceptive introductory or "teaser" rates that start low and
increase over time.
2. Explain any and all fees that are the responsibility the employee, including any
application fees, processing fees, etc.
BMG will NEVER charge any City employee any fees of any kind whatsoever.
To be clear, BMG's fees for City employees will be as follows:
• Application fees - $0
• Processing fees - $0
• Credit investigation fees - $0
• Loan origination fees - $0
• Annual or other membership fees - $0
• Pre -payment penalties - $0
• Late fees - $0
• Penalty rates - none
• Over -limit fees - $0
• NSF fees - $0
• Failed payroll deduction fees - $0
• Any and all other fees of any kind - $0
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3. Explain the minimum requirements for an employee to secure a loan. Specifically
address:
i. Tenure; 11. Salary; iii. Other financial obligations of the employee; and iv.
Additionally, explain any reasons an employee can be declined for a loan.
i. Tenure
BMG will require enrolling employees to have one (1) year or more of continuous
employment with the City. Temporary or seasonal employees will not be eligible.
ii. Salary
BMG's loans range from $500 to $5,000, with individual maximum loan amounts
based upon an employee's salary. At the time of enrollment, BMG will conduct an
income review to design each Program loan so that the payroll deduction repayments do
not exceed ten -percent (10°%) of the employee's net take-home pay. BMG will
implement the income calculations and support all processing based upon the actual
census information provided by the City.
iii. Other financial obligations of the employee; and
To enroll, employees must complete an online review to ensure that their loan fits
their budget. Participating employees may NOT have more than one loan at -a -time.
iv. Additionally, explain any reasons an employee can be declined for a loan.
Again, BMG only allows one loan at -a -time, and only one loan per married
household. The only other reasons benefits -eligible employees at least 18 years of age
with one year or more of tenure will be declined for a loan would be if they have a
current bankruptcy case open in the courts (as per federal law), or if their identity cannot
be verified as required by the Patriot Act or they appear on the U.S. Treasury
Department's Office of Foreign Assets Control banned -persons list (these circumstances
will be exceeding rare).
In order to ensure that employees do not borrow more than they need, fearing that
they will not be able to borrow again until their loans have been repaid at the end of the
loan term (up to two (2) years), employees may refinance their loans, using the proceeds
of a new loan to pay off a prior loan in full. However, participating employees may
refinance their loans no more than two (2) times in any rolling twelve (12)-month period.
4. Explain the length of loans, repayment terms, or other limitations, etc.
The Program offers unsecured loans with fixed repayments over terms of six (6)
to twenty-four (24) months (at the participating employee's option), processed through
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payroll deductions. It will be BMG's responsibility to calculate and communicate the
fixed, recurring deduction amounts per each employee payroll deduction schedule. BMG
will provide the payroll deduction loan repayment amounts once per pay period via the
current or another agreed -upon secure file delivery method, for all applicable deduction
schedules (twenty-six (26) times per year or any such other schedule as the City may
require in the future), and in a format as required by the City to allow for, at the City's
option, the automated or manual import of such deduction amounts into the City's payroll
system.
Employees may pay off loans in full or partially — at any time with absolutely
no pre -payment penalties of any kind.
5. Indicate and explain if there is a lower rate adjustment based on employee's credit
rating?
BMG does not offer a lower rate adjustment based upon an employee's credit
rating. Rather than underwriting loans based upon credit scores and history like
traditional banks and credit unions, BMG underwrites loans based upon employment
status and income, thus enabling access to employees that are ordinarily excluded from
the financial mainstream and too often turn to payday lenders. Emergency loans should
be guaranteed -issue and are not intended to be underwritten with credit scores or
traditional credit ratings. Traditional banks, credit unions, credit card companies and
even other employment -based lenders use "risk -based pricing" and credit scores to
underwrite and price their loans so that different consumers pay different prices. Many
of those options already are available in the market to City employees that qualify.
Additionally, we do not want to negatively impact employees' credit scores
further with an application inquiry. Nor do we want to discourage those employees most
in need from enrolling if they see the credit score review process and the "guaranteed -
issue" aspect of the Program is undermined.
But most importantly, in order to ensure enrolling employees explore whether
they qualify for lower -cost, local options, at the City's option, we will include related
information in the very first screen in the enrollment process. Of course, this screen is
customized for, and reviewed and approved by, the employer client prior to launch. We
will specifically refer employees to a local lender, including a tel. no. and link to its
website. Our approach is "don't borrow money unless you need to, and if you need to,
borrow from the lowest -cost provider." For most employees, that will be the local bank
or credit union. But if they cannot help for any reason, employees should NOT go to the
payday loan store around the corner. We can help them at a much lower cost.
To help keep the City's employees on sound financial footing in the future, BMG
reports loan performance (all accounts, every month) to credit bureaus and adds to
participating employees' credit history (payroll deductions ensure timely repayment).
14
b. Explain process for applicant to apply for a loan. Include copy of application, time
for processing, and any other relevant details for securing a loan.
BMG hosts a fast and convenient on-line enrollment and approval process (please
find enclosed a copy of the application at TAB 8). The enrollment screens are simple and
take approximately 15 minutes to complete. The majority of loans will be approved
within moments of BMG's receipt of employment confirmation from the City.
In order to be approved, City employees will not be required to move their
banking relationships to any specific bank or credit union, and City employees will not
need to be in "good standing" with their bank. In fact, City employees do NOT need to
have a bank account. And, employees will not be excluded because they have had prior
delinquencies or overdrawn checks or accounts.
BMG does NOT do a credit check. LoansAtWork does not require a credit report
or "FICO score" or the like to qualify employees or so that certain employees receive an
interest rate that is better or worse than their co-workers.
Generally, loan proceeds then are received by participating employees in one
business day of loan execution. Loan proceeds will be sent to participating employees by
either (at the employees' option): (i) automatic bank account deposit only to an account
held in the name of the participating employee; or (ii) paper check made payable only to
the participating employee, sent via U.S. Mail to the participating employees' home
address.
7. What materials/services does the Proposer provide support to non-English speaking
employees and hearing -impaired callers?
Multiple -language (English, Spanish, Portuguese, French and Haitian Creole)
employ,ee customer service is available by toll -free telephone number and in -person at
BMG office locations in the City of Miami and Tamarac, Florida (Broward County),
during standard business hours, Monday -Friday.
Furthermore, at no expense to the City or any of its employees, BMG will make
available by appointment, at City locations as needed, translators fluent in American Sign
Language (ASL), or any other language as required by any participating City employees.
And, all participating employees have 24/7 on-line access to their loan
information and status.
15
2. IMPLEMENTATION AND MANAGEMENT OF PROGRAM:
1. Describe any financial education outreach and/or literacy training the Proposer will
provide to City employees and the community.
For enrolling City employees, Proposer shall provide mandatory financial
education providing debt management, instruction on responsible borrowing, and
financial literacy community outreach.
BMG offers free financial literacy training to all of our clients' employees
whether they are LoansAtWork customers or not. Our free financial literacy training is
based upon the FDIC's Money Smart curriculum and has been received very well. In
addition to offering our free financial literacy training to City employees, BMG will be
glad to offer it to City residents at City facilities, at the City's option: We propose doing
so on a quarterly basis four times per year, but of course we will design the plan in
collaboration with the City and will offer the sessions more or less often as desired by the
City.
2. Explain any proposed funds for a specific City involvement program (as defined by the
City) i.e. Wellness fund, ,financial wellness, benefit related, etc.
We Iook forward to many opportunities to collaborate with the City on its most
important employee and community outreach efforts. In this regard, BMG will
contribute at least two -thousand, five -hundred dollars ($2,500) per year to specific City
of Miami involvement programs (as defined by the City) — i.e., wellness fund, financial
wellness, benefit -related, etc.
Furthermore, in addition to this $2,500, BMG will be a reliable sponsor of City of
Miami events as determined in collaboration with the City, and BMG will build upon its
strong record of being a good community partner.
More specifically, BMG is proud of its long history of community outreach.
BMG is based in Miami, and BMG is active in our community, supporting various local
initiatives intended to improve the quality of life of our neighbors. More specifically, in
recent years BMG has supported the important work of (among many others):
• American Cancer Society;
• Dade Police Benevolent Association;
• Dade Schools Athletic Foundation;
• City of Doral youth sports programs;
• Florida Association of State Troopers;
• Florida Police Athletic League;
• Foundation for New Education Initiatives;
• Greater FL Consortium of School Boards;
16
• Hillel of Broward and Palm Beach;
• Lauren's Kids;
• OurKids of Miami-Dade/Monroe;
• South Florida Chapter of the National Multiple Sclerosis Society;
• St. Baldrick's Foundation;
• United Way of Broward County;
• United Way of Miami -Dade and its Center for Financial Stability;
• University of Miami;
• Wilton Manors Island City Foundation; and
• Zoo Miami.
3. Describe the Loan Program's implementation plan of and interaction with the City
employees.
Importantly, the City of Miami is an existing BMG client, offering its employees
the LoansAtWork program since 2014. Thus, there is no need for Program
implementation — it already has been implemented. Of course, Proposer stands ready to
make any adjustments as appropriate upon the City's request.
Tom McCormick, Chief Growth Officer (a senior executive of BMG), will be
primarily responsible for the on -going servicing of the Program for the City. He
generally provides supervision of the Program and will do so specifically with respect to
the City. Mr. McCormick will coordinate all necessary capacity planning — all needed
funds and support personnel and services — and the overall timeliness and accuracy of all
deliverables.
Our entire company is built around the premise that we can only help public
sector employees if we manage the Program in such a way that we take on the
administrative burden and minimize any impact on our public -sector employer clients.
All eligibility criteria processing, other legally -required identity and address
verifications, and review for currently -open bankruptcy filings, will continue to be
managed by BMG. The City will confirm to BMG the employment status and income for
its employees enrolling in the Program through its existing process, or any other standard
process to be mutually agreed upon. BMG will continue to implement the eligibility
review and income calculations, and support all related processing based upon the actual
employment information provided by the City.
BMG will continue to provide the deduction amounts according to the City's
employee payroll deduction schedule, via the agreed -upon secure file delivery method, in
the current format, or any other format as may be required by the City, to allow for the
import of such deduction amounts into the City's payroll system. BMG will continue to
maintain accurate recordkeeping, including but not limited to, deductions, terminations,
and all other billing and reconciliation matters.
17
BMG will attend any enrollment meetings, benefits fairs, and other events only as
requested by the City. The form and content of all employee communication materials
will be subject to the prior review and approval of the City. The design and production of
such materials shall be at the sole expense of BMG. Materials may include, at the City's
discretion, flyers, brochures, newsletter copy, e-mail announcements, direct mail, etc.,
and shall be distributed to employees, whether during open enrollment or during the year,
at the discretion of the City.
BMG will continue to provide all administrative services required to support the
Program, at no cost to the City. BMG's e-commerce system will support the loan
enrollment and customer self-service platforms that will be available to the City's
employees. All customer service will be provided by BMG to the City's employees,
including via telephone, website, and in -person.
BMG does not propose to provide any additional services other than as
specifically set forth herein. BMG only offers one product to its employer clients — the
LoansAtWork program — and will not cross -sell any other plans, products or services to
employees of the City without the prior written approval of the City.
Importantly, unlike other potential vendors:
• BMG does NOT take the position that participating employees' authorizations for
payroll deductions are "irrevocable" — we do not know that such a position is even
permitted by applicable law;
• BMG does NOT prohibit participating employers from allowing employees to
suspend or discontinue payroll deductions — again, we do not know that such a
position is even permitted by applicable law;
• BMG does NOT insist upon a termination right based upon delinquency or default
(the risk of the program should be the vendor's — not the City's); and
• BMG does NOT insist that the City add a new requirement to its termination
processes / checklist to require the City to check on remaining balances owed on
any outstanding loans and deduct such remaining balances from employees' final
paychecks or require similar "balloon payments" under any circumstances.
In sum, the City's involvement in the administration of this contract will remain
unchanged, unless the City desires to make changes. BMG will support any such
changes as appropriate at its sole expense. This is one of our most important competitive
advantages, and it will be key to our continued approach with the City.
18
7. Financial:
1. Proposer shall submit a detailed schedule of payment and interest rate, as part of the
Proposal Submittal.
Cost to the City of Miami:
BMG will provide the Program at absolutely no cost to the City. BMG does not
request nor require the City to pay to BMG any fees, contributions, assessments,
premiums or charges of any kind whatsoever. The City shall not be requested nor
required to reimburse BMG for any expenses.
BMG will reimburse the City for all of its direct, out-of-pocket costs, including
ACH/wire transfers, payroll deduction processing charges, and any and all other expenses
associated with the Program (if any).
Furthermore, the City will not guarantee BMG against any risk of credit losses.
The City shall bear absolutely no liability or risk from the Program's implementation or
operation. The City shall NOT be a guarantor or secondarily liable in any manner for the
repayment of Program loans and responsibility for all such loans shall be strictly and
solely the participating employee's and BMG's. BMG shall assume any and all liability
associated with all such loans, including any and all loans to participants no longer under
the City's employment, whether due to voluntary resignation, involuntary termination,
death or disability, or otherwise.
Cost to Participating Employees:
Interest Rate — The interest rate charged for City employees will be 23.99% simple
interest. Program loan interest rates will be a small fraction of the cost of payday loans
BMG's fixed interest rate of 23.99% compared to the predatory payday loans providers
charging fees equal to APRs of 275% or more...
• BMG charges only "simple" interest — unlike many credit cards, there is no
compounding — no interest -on -interest.
• BMG's interest rate is fixed — it will not rise with the Prime Rate or ever increase
for any reason.
• BMG NEVER charges any "penalty rates" of any kind.
• BMG does not offer deceptive introductory or "teaser" rates that start Iow and
increase over time.
19
Fees — BMG will NEVER charge any City employee any fees of any kind
whatsoever. To be clear, BMG's fees for City employees will be as follows:
• Application fees - $0
• Processing fees - $0
• Credit investigation fees - $0
• Loan origination fees - $0
• AnnuaI or other membership fees - $0
• Late fees - $0
• Over -limit fees - $0
• NSF fees - $0
• Failed payroll deduction fees - $0
• Any and all other fees of any kind - $0
Pre payment penalties — None - employees may pay off loans in full or partially
at any time with absolutely no pre -payment fees or penalties of any kind.
2. Submit Proposer's most recent certified business financial statements as of date not
earlier that the end of the Proposer's preceding official tax accounting period, together
with a statement in writing, signed by duly authorized representative stating that the
present financial condition is materially the same as that shown on the balance sheet and
income statement submitted, or with an explanation for a material change in the financial
condition. Include an auditor's unqualified opinion and appropriate notes to financial
statement). Please refer to Section 2.8 of the RFP).
As indicated above, Proposer possesses sufficient financial resources to commit to
a contract for the provision of the Program. Please find enclosed, at TAB 5, Proposer's
financial statements for review. More specifically, at TAB 5, please find enclosed: (i)
Proposer's audited financial statements for year-end 2014, 2015; (ii) the requested
statement in writing signed by Proposer's Chief Financial Officer; (iii) Proposer's
financial statements for year-end 2016 (unaudited); and (iv) Proposer's financial
statements for October 31, 2017 (unaudited).
20
8, Loan Rate Information:
I. The Proposer shall submit a Price Proposal that must contain sufficient information
to allow Procurement to perform a basic market comparison of submitted percentage
rate. This information shall include the amounts of the basic elements of the proposed
percentage. These elements will include, as applicable, direct labor, fringe benefits,
indirect costs and rate, fee, and profit.
The interest rate charged for City employees will be 23.99% simple interest. Program
loan interest rates will be a small fraction of the cost of payday loans — BMG's fixed
interest rate of 23.99% compared to the predatory payday loans providers charging fees
equal to APRs of 275% or more...
• BMG charges only "simple" interest unlike many credit cards, there is no
compounding — no interest -on -interest.
• BMG's interest rate is fixed — it will not rise with the Prime Rate or ever increase
for any reason.
• BMG NEVER charges any "penalty rates" of any kind.
• BMG does not offer deceptive introductory or "teaser" rates that start low and
increase over time.
BMG does NOT do a credit check. LoansAtWork does not require a credit report
or "FICO score" or the like to qualify employees or so that certain employees receive an
interest rate that is better or worse than their co-workers.
The basic elements of Proposer's interest rate (Proposer's sole source of revenue)
are as follows:
(i) Proposer's cost -of -funds (Proposer' expense for funding the loan
portfolio);
(ii) credit losses (charged -off loans from delinquency due to employment
separation or borrower bankruptcy, borne entirely by BMG, not the City);
(iii) servicing expenses (employer client and employee customer service,
including employer client sales, loan origination and funding, on-line and
in -person customer service, call center, payroll deduction processing and
reconciliation, and associated overhead, technology costs, salary and
benefit expense); plus
(iv) profit (very thin contribution margin due to elements of expense set forth
above).
21
2. Proposer shall submit a detailed table demonstrating loan payback information.
LOAN PAYBACK INFORMATION (amounts shown for sample loan amounts, by term
of loan, and are approximate and may vary slightly due to actual loan execution date,
planned pay dates falling on holidays, etc,)
Term of Loan
Annual interest Rate
All Fees
6 months
23.99%
$0
(A) + (B) = (C)
Loan Amount
Total Fees
Total Interest
Total Cost
Approx. Payroll
Deduction Amount
(13 Bi-Weekly Payments)
$500
$0
$ 32.89
$ 32.89
$ 40.99
$1,000
$0
$ 65.77
$ 65.77
$ 81.98
$2,500
$0
$ 164.44
$ 164.44
$ 204.96
$5,000
$0
$ 328.87
$ 328.87
$ 409.91
Term of Loan 12 months
Annual Interest Rate
23.99%
All Fees
$0
( A ) + ( B ) = (C)
Loan Amount
Total Fees
Total Interest
Total Cost
Approx. Payroll
Deduction Amount
(26 Bi-Weekly Payments)
$500
$0
$ 64.66
$ 64.66
$ 21.72
$1,000
$0
$ 129.33
$ 129.33
$ 43.44
$2,500
$0
$ 323.31
$ 323.31
$ 108.59
$5,000
$0
$ 646.63
$ 646.63
$ 217.18
22
Term of Loan
Annual lnterest Rate
All Fees
18 months
23.99%
so
(A) + (B) _ ( C )
Loan Amount
Total Fees
Total Interest
Total Cost
Approx. Payroll
Deduction Amount
(39 Bi-Weekly Payments)
$500
$0
$ 97.63
$ 97.63
$ 15.32
$1,000
$0
$ 195.25
$ 195.25
$ 30.65
$2,500
$0
$ 488.13
$ 488.13
$ 76.62
$5,000
$0
$ 976.25
$ 976.25
$ 153.24
Term of Loan
Annual Interest Rate
All Fees
24 months
23.99%
so
(A) + (B) = (C)
Loan Amount
Total Fees
Total Interest
Total Cost
Approx. Payroll
Deduction Amount
(52 Bi-Weekly Payments)
$500
$0
$ 131.77
$ 131.77
$ 12.15
$1,000
$0
$ 263.53
$ 263.53
$ 24.30
$2,500
$0
$ 658.83
$ 658.83
$ 60.75
$5,000
$0
$ 1,317.65
$ 1,317.65
$ 121.49
23
9. Local Preference:
1. Refer to City of Miami Local Office Certification Form on the Header Section of this
Solicitation and submit as instructed. Firms with staffed and fixed principal place of
business location with a verifiable street address that is located within the corporate
limits of the City, for a minimum of twelve (12) months, immediately preceding the date
proposals were received.
Proposer has maintained its headquarters location, which is a staffed and fixed
principal place of business location, at 1221 Brickell Avenue, Miami, FL 33131, located
within the corporate limits of the City of Miami, continuously since 2010.
Please find enclosed, at TAB 9, Proposer's:
(i) City of Miami Local Office Certification Forrzi;
(ii) City of Miami Occupational License (Business Tax Receipt);
(iii) City of Miami Certificate of Use;
(iv) Miami -Dade County Business Tax Receipt; and
(v) Local Office Lease.
24
BMG MONEY, INC.
FINANCIAL STATEMENTS
DECEMBER 31,2015 AND 2014
F
? ORRISON BROWN ARGIL & FARRA, LLE
CERTIFIED PUBLIC ACCOUNTANTS AND ADVISORS
BMG MONEY, INC.
TABLE OF CONTENTS
INDEPENDENT AUDITOR'S REPORT 1
FINANCIAL STATEMENTS
Balance Sheets 2
Statements of Operations 3
Statements of Stockholders' Deficit 4
Statements of Cash Flows 5
Notes to Financial Statements 6 - 13
F
IORR.rSON BRA rvV N ARUIz & r_vRR; . !.r.e:
C'_:EIY'fl[b NJKIC ACCOUVTANTS WL ADYISO§S
INDEPENDENT AUDITOR'S REPORT
To the Board of Directors and Stockholders
of BMG Money, Inc.
We have audited the accompanying financial statements of BMG Money, Inc. (the "Company"), which
comprise the balance sheets as of December 31, 2015 and 2014, and the related statements of operations,
stockholders' deficit, and cash flows for the years then ended, and the related notes to the financial
statements.
Management's Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these financial statements in
accordance with accounting principles generally accepted in the United States of America; this includes the
design, implementation, and maintenance of internal control relevant to the preparation and fair presentation
of financial statements that are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial statements based on our audits. We conducted
our audits in accordance with auditing standards generally accepted in the United States of America. Those
standards require that we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether due to fraud or error. In making those
risk assessments, the auditor considers internal control relevant to the Company's preparation and fair
presentation of the financial statements in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's
internal control. Accordingly, we express no such opinion. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of significant accounting estimates
made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion.
Opinion
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial
position of BMG Money, Inc. as of December 31, 2015 and 2014, and the results of its operations and its cash
flows for each of the years then ended in accordance with accounting principles generally accepted in the
United States of America.
Emphasis of Matter
The accompanying financial statements have been prepared assuming that the Company will continue as a
going concern. As discussed in Note 1 to the financial statements, the Company has suffered recurring losses
from operations and has a net capital deficiency that could negatively impact its ability to continue as a going
concern. Management believes their plans in regard to these matters, as described in Note 1, alleviate the
doubt to continue as a going concern. The financial statements do not include any adjustments that might
result from the outcome of this uncertainty. Our opinion is not modified with respect to this matter.
Miami, Florida
December 6, 2016
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BMG MONEY, INC.
BALANCE SHEETS
DECEMBER 31, 2015 AND 2014
ASSETS
2015 2014
ASSETS:
Cash $ 1,343,296 $ 3,473,808
Loans receivable, net 4,441,362 1,209,089
Accrued interest receivable 28,618 2,884
Prepaid expenses and other current assets 50,320 30,150
Furniture and equipment, net 160,245 16,917
TOTAL ASSETS $ 6,023,841 $ 4,732,848
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES:
Accounts payable
Accrued liabilities
Deferred revenues
Due to affiliates
TOTAL LIABILITIES
COMMITMENTS AND CONTINGENCIES (NOTE 8)
STOCKHOLDERS' DEFICIT
Common stock, $1 par value; 20,000 shares authorized, 14850 and 14,050 shares
issued and oustanding as of December 31, 2015 and 2014. respectively
Additional paid -in capital
Accumulated deficit
TOTAL STOCKHOLDERS' DEFICIT
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT
The accompanying notes are an integral part of these financial statements.
$ 24,700 $ 3,810
877,217 814,531
1,834,943 1,063,029
6,161, 041 4,554,043
8,897,901 6,435,413
14,850 14,050
7,410,150 7.010.950
(10.299,060) (8,727,565)
(2,874,060) (1,702,565)
$ 6,023,841 $ 4,732,848
-2-
BMG MONEY, INC.
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 2015 AND 2014
2015 2014
REVENUES:
Interest and fee income
Amortization of deferred revenues
TOTAL REVENUES
$ 521,713 $ 325,662
2,191, 880 939,327
2,713, 593 1,264,989
EXPENSES:
Salaries and employee benefits 2,060,470 1,921,741
Technology 772,690 1,144, 535
Lobbyist fees 618,727 484,555
Professional fees 219,199 188,484
Depreciation 7,571 5,779
Interest 134.904 69,265
Meals and entertainment 110,084 88,963
Contributions 88,370 130,472
Marketing 24,683 21,865
Provision for allowance for loan losses 36,695 67,868
Utilities 16,483 13,536
Bank service fees 28,092 15,310
Rent 66: 526 57,804
Insurance 62,195 12,875
Other 38,399 39,229
TOTAL EXPENSES
4,285,088 4,262,281
NET LOSS $ (1,571,495) $ (2,997,292)
The accompanying notes are an integral part of these financial statements.
-3-
BMG MONEY, INC.
STATEMENTS OF STOCKHOLDERS' DEFICIT
FOR THE YEARS ENDED DECEMBER 31, 2015 AND 2014
Additional
Common Stock Paid- In Accumulated
Shares Amount Capital Deficit Total
BALANCES ATJANUARY 1, 2014 14,050 $ 14,050 $ 7,010,950 $ (5,730.273) $ 1,294,727
Net loss - (2,997,292) (2.997.292)
BALANCES AT DECEMBER 31. 2014 14.050 14.350 7,010.950 (8,727,565) (1,742,565)
Net loss - - (1,571,495) (1,571.495)
Common stock issued 800 800 399,200 - 400,000
BALANCES AT DECEMBER 31, 2015 14,850 $ 14,850 $ 7,410,150 $110,299,060) $ (2.874,060)
The accompanying notes are an integral part of these financial statements.
-4-
BMG MONEY, INC.
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2015 AND 2014
2015
2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss
Adjustments to reconcile net Toss to net cash used in
operating activities:
Amortization of deferred revenues
Depreciation
Provision for allowance for loan losses
Deferred rent
Refunds to affiliate due to prepayments of loans
Changes in operating assets and liabilities:
Accrued interest receivable
Prepaid expenses and other current assets
Accounts payable and accrued liabilities
Deferred revenues
NET CASH USED IN OPERATING ACTIVITIES
CASH FLOWS FROM INVESTING ACTIVITIES:
Net loan principal collections (originations)
Proceeds from sales of loans
Acquisition of furniture and equipment
Due to affiliates
NET CASH PROVIDED BY INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES:
Common stock issued
Proceeds from notes payable
NET CASH PROVIDED BY FINANCING ACTIVITIES
NET (DECREASE) INCREASE IN CASH
CASH AT BEGINNING OF YEAR
CASH AT END OF YEAR
$ (1,571,495)
(2,191, 880)
7,571
36,695
5,627
(1,774,518)
(25,734)
(20,170)
77, 949
4,738,312
(717, 643)
(43, 098, 213)
39,829,245
(150, 899)
1,606,998
(1,812,869)
400,000
400,000
(2,130, 512)
3,473,808
$ 1,343,296
$ (2,997,292)
(939, 327)
5,779
67,868
6,215
(671, 305)
12,648
(20 553)
686,556
1,819,088
(2,030,323)
(17, 594, 972)
18,256, 880
(14,374)
1,347,588
1,995,122
1,470,712
1,470,712
1,435,511
2,038,297
$ 3,473,808
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the year for:
Income Taxes
Interest
$
$
The accompanying notes are an integral part of these financial statements.
$
$
-5-
BMG MONEY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED
DECEMBER 31, 2015 AND 2014
1. NATURE OF OPERATIONS
Nature of Operations
BMG Money, Inc. (the "Company') was incorporated in September 2009 in the State of Delaware and began
operations in 2010 in the State of Florida. The Company is majority owned (90%) by a Brazilian investment
company and minority owned (10%) by a Connecticut limited liability company.
The Company is a licensed consumer finance company that provides unsecured loans directly to employees of
selected employer clients throughout Florida. Employer clients include primarily public and not -for -profit
organizations in Florida with which the Company has agreements to verify employment and process payroll
deductions authorized by participating employees. Applications are approved based on employment and income,
and loans with terms of up to 2 years are generally funded within 1-2 business days of execution. Loans are
repaid via fixed installment payments that are deducted from the employee's payroll each pay period. In
exchange for its services, the Company receives a one-time credit investigation fee and simple daily interest on
the outstanding principal balance of the loans.
As of December 31, 2015, the Company has an accumulated deficit of $10,299,060 and has incurred significant
recurring net losses during the last five years. If these losses continue and the Company is unable to raise
additional capital, the Company may no longer continue to operate as a going concern. As of October 31, 2016,
the Company had a net loss of $188,059 (unaudited) and an accumulated deficit of $10,487,119 (unaudited). Per
management's projections, the Company anticipates to have positive net income by the end of 2017. Additionally,
per management, the Company achieved positive net income in July, August, September and October 2016,
consecutively. Further, Company management notes that the Company's majority shareholder is an affiliate of
Banco BMG S.A., which has approximately $5 billion of assets and approximately $900 million of shareholders'
equity as of June 30, 2016 (unaudited).
2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Financial Statement Presentation
The Company's accounting policies and reporting practices conform with accounting principles generally
accepted in the United States of America.
Use of Estimates
In preparing financial statements in conformity with accounting principles generally accepted in the United States
of America, management makes estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. The deferral of revenue, allowance for loan
losses and the valuation allowance of deferred tax assets are significant estimates made by management in the
preparation of the accompanying financial statements. Actual results could differ significantly from those
estimates.
Cash and Cash Equivalents
For purposes of the statements of cash flows, the Company considers highly liquid instruments purchased with
an original maturity of three months or less to be cash equivalents. The Company's cash balances consist of
cash held at several commercial banks. The Company generally limits exposure by placing deposits with quality
financial institutions. However, at times the Company's cash balances may exceed the Federal Deposit Insurance
Corporation insured limit of $250,000.
-6-
BMG MONEY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED
DECEMBER 31, 2015 AND 2014
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Loans Receivable
The Company's loan portfolio consists of fixed rate installment loans with initial terms of six, twelve, eighteen
twenty-four or thirty-six months of payroll deductions. Applications are underwritten and loans are approved
based on verification of employment status, identity, bankruptcy status and income. Loans are funded primarily
through an electronic funds transfer of the loan proceeds directly into the borrower's bank account, or through the
issuance of a check drawn upon the Company's bank account. Loans are funded upon the execution by the
applicant of a promissory note which details the agreed -upon repayment terms of the loan. Simple interest on the
outstanding principal balance is accrued and recorded on a daily basis.
Concentrations of Credit Risk
Credit risk represents the maximum accounting loss that would be recognized at the reporting date if
counterparties failed completely to perform as contracted and any collateral proved to be of no value.
Concentrations of credit risk (whether on or off -balance sheet) arising from financial instruments exist in relation
to certain groups of customers. A group concentration arises when a number of counterparties have similar
economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by
changes in economic or other conditions. At December 31, 2015, approximately 300 customers employed by one
employer accounted for 29.1% of total loans in aggregate. At December 31, 2014, approximately 1,417
customers employed by one employer accounted for 43.7% of total loans in aggregate. The Company grants
loans primarily to customers in Florida, many of whom share common employers and reside in Miami -Dade and
Broward counties. Although the Company has a diversified portfolio, substantial portions of its debtors are
dependent upon employment with certain employers, 5 of which represent more than 2.5% of the Company's
portfolio. Management has the ability to reduce its credit concentrations by virtue of its ability to readily sell
participations in loans receivable to a related party.
Allowance for Loan Losses
The Company establishes an allowance for loan losses equal to a percentage of the outstanding principal and
unpaid interest balance of each loan in the month in which it becomes 60, 90, and 120 days delinquent as
disclosed in the table below. In the month in which the loan becomes 180 days delinquent, the unpaid principal
balance is written off against the 100% allowance that has been reserved.
Days Past due
Incremental Amount of Aggregate Amount
Reserve of ReseRe
60 25% 25%
90 25% 50%
120 50% 100%
180 Charged -off
The Company generally places loans on nonaccual status when the loans reach ninety days past due. When
management places a loan on nonaccrual status, the accrued unpaid interest receivable is reversed against
interest income and the loan is accounted on the cash or cost recovery method, until it qualifies for return to
accrual status. The interest on these loans is accounted for on the cash -basis until qualifying for return to accrual.
Loans are returned to accrual status when all the principal and interest amounts contractually due are brought
current and future payments are reasonably assured. If interest is subsequently collected on these loans, the
amount collected is applied towards the reductions of the outstanding principal. The allowance related to the
outstanding principal balance is written off in the month in which the loan becomes 180 days delinquent.
Bankruptcies are charged off on the end of the month that the Company is notified of the bankruptcy.
-7-
BMG MONEY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED
DECEMBER 31, 2015 AND 2014
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Allowance for Loan Losses (continued)
The Company establishes an allowance for loan losses, which is maintained at a level deemed appropriate by
management to adequately provide for known and inherent risks in the existing loans. The allowance is based
upon a continuing review of loan loss experience, current economic conditions and other factors that in
management's best judgment deserve recognition in estimating potential losses. Actual losses could differ
materially from management's estimate.
Furniture and Equipment, Net
Furniture and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the
straight-line method over the life of the assets, ranging from three to five years.
Maintenance and repairs are charged to expense as incurred; improvements and betterments are capitalized.
When assets are retired or otherwise disposed of, the related costs and accumulated depreciation are removed
from the accounts and any resulting gains or losses are credited or charged to income.
Advertising Costs
Advertising costs are expensed as incurred. The Company did not incur any advertising costs for the year ended
December 31, 2015. Advertising costs amounted to $3,000 for the year ended December 31, 2014 and are
included within the caption of other expenses in the accompanying statements of operations.
Income Taxes
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are
recognized for the future tax consequences attributable to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit
carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to be recovered or settled. The
effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date.
The Company recognizes positions taken or expected to be taken in a tax return in accordance with existing
accounting guidance on income taxes which prescribes a recognition threshold and measurement process.
Interest and penalties on tax liabilities, if any, would be recorded in interest expense and other expense,
respectively.
Impairment of Long -Lived Assets
The Company's long-lived assets, such as furniture and equipment, are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.
Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to
estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an
asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the
carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately
presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell,
and are no longer depreciated. The assets and liabilities of a disposal group classified as held for sale would be
presented separately in the appropriate asset and liability sections of the balance sheet. The Company did not
recognize an impairment charge during the years ended December 31, 2015 and 2014.
-8-
BMG MONEY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED
DECEMBER 31, 2015 AND 2014
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Risks and Uncertainties
The Company's business is regulated by state laws and regulations in each state in which it operates, including
those governing consumer protection and in some cases, lending practices (such as truth -in -lending and state
usury laws), which are subject to change. These laws and regulations, among other things, establish licensing
requirements, regulate the Company's approval and application procedures, establish maximum fees and late
charges, require specified disclosures to customers, and govern collection practices. Any adverse change in or
interpretation of existing laws or regulations or the failure to comply with any such laws and regulations, could
result in fines, class action litigation, or interruption or cessation of certain business activities of the Company.
Subsequent Events
The Company has evaluated subsequent events through December 6, 2016, which is the date the financial
statements were available to be issued.
Recent Accounting Pronouncements
Revenue From Contracts With Customers
In May 2014, the Financial Accounting Standards Board (FASB) issued an accounting standard update which
affects the revenue recognition of entities that enter into either (1) certain contracts to transfer goods or services
to customers or (2) certain contracts for the transfer of nonfinancial assets. The update indicates an entity should
recognize revenue in an amount that reflects the consideration the entity expects to be entitled to in exchange for
the goods or services transferred by the entity. The update is to be applied to the beginning of the year of
implementation or retrospectively and is effective for annual periods beginning after December 15, 2017 and in
interim periods in annual periods beginning after December 15, 2018 and in interim periods in annual periods
beginning after December 15, 2019. Early application is permitted, but no earlier than annual reporting periods
beginning after December 15, 2016. The Company is currently evaluating the effect the update will have on its
financial statements.
Disclosures of Uncertainties about an Entity's Ability to Continue as a Going Concern
In August 2014, the FASB issued an accounting standard update which requires an entity's management to
evaluate whether there is substantial doubt about an entity's ability to continue as a going concern within one
year after the date that the financial statements are issued. The update is effective for annual periods ending after
December 15, 2016 and interim periods thereafter with early application permitted. The Company is currently
evaluating the effect the update will have on its financial statements.
Recognition and Measurement of Financial Assets and Financial Liabilities
In January 2016, the FASB issued an accounting standard update which seeks to enhance the recognition,
measurement, presentation and disclosure requirements of financial instruments. The update is effective for
fiscal years beginning after December 15, 2018 and for interim periods within fiscal years beginning after
December 15, 2019 with early adoption permitted for fiscal years beginning after December 15, 2017,
including interim periods within those fiscal years. The Company is currently evaluating the effect the
update will have on its financial statements.
-9-
BMG MONEY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED
DECEMBER 31, 2015 AND 2014
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Recent Accounting Pronouncements (continued)
Lease Accounting
In February 2016, the FASB issued an accounting standard update which amends existing lease guidance.
The update requires lessees to recognize a right -of -use asset and related lease liability for many operating
leases now currently off -balance sheet under current US GAAP. The Company is currently evaluating the
effect the update will have on its financial statements but expects upon adoption that the update will have a
material effect on the Company's financial condition due to the recognition of a right -of -use asset and
related lease liability. The Company does not anticipate the update having a material effect on the
Company's results of operations or cash flows, though such an effect is possible. The update is effective
using a modified retrospective approach for fiscal years beginning after December 15, 2019, and for interim
periods within fiscal years beginning after December 15, 2020, with early application permitted.
Measurement of Credit Losses on Financial Instruments
In June 2016, the FASB issued an accounting standard update which will replace the current incurred loss
impairment methodology in US GAAP with a methodology that reflects the expected credit losses. The
update is intended to provide financial statement users with more decision -useful information about
expected credit losses. This update is effective on a modified retrospective basis for financial statements
issued for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning
after December 15, 2021. Early adoption is permitted for fiscal years beginning after December 15, 2018
including interim periods in those fiscal years. The Company is currently evaluating the effect the update will
have on its financial statements.
3. LOANS RECEIVABLE, NET
Loans receivable, net, at December 31, consists of the following:
Loans receivable
Less: Allowance for loan losses
2015 2014
$ 4,457,415
(16,053)
$ 1,234,266
(25,177)
$ 4,441,362 $ 1,209,089
Allowance for loan losses at December 31, consists of the following:
2015 2014
Beginning balance $ 25,177 $ 15,049
Provision 36,695 67,868
Charge -offs, net of recoveries (45,819) (57,740)
Ending balance
$ 16,053 $ 25,177
-10-
BMG MONEY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED
DECEMBER 31, 2015 AND 2014
3. LOANS RECEIVABLE, NET (CONTINUED)
Below is a table that illustrates the loans receivable balance related to non -delinquent, paying and non-paying
delinquent loans as of December 31, 2015 and 2014:
Non -delinquent loans
Delinquent: paying (accrual status)
Delinquent: non-paying (non -accrual status)
2015 2014
$ 4,404,448 $ 1,190,916
43,954 18,250
9,013 25,100
Total loans receivable $ 4,457,415 $ 1,234,266
There are no loans that were past due 90 days or more and still accruing interest as of December 31, 2015 and
2014.
The following table shows an aging analysis of term loans by delinquency status as of December 31, 2015 and
2014:
By delinquency status:
Non -delinquent loans
1-29 calendar days past due
30-59 calendat days past due
60-89 calendar days past due
90 + calendar days past due
2015 2014
$ 4,404,448 $ 1,190,916
20,824 13,318
13,662 4,932
9,468
9,013 25,100
Total loans receivable $ 4457,415 $ 1234266
4, FURNITURE AND EQUIPMENT, NET
At December 31, 2015 and 2014, furniture and equipment, net, consisted of the following:
2015 2014
Furniture $ 6,010 $ 6,010
Equipment 29,403 26,920
Software 151,922 3,618
Less:
Accumulated depreciation
Furniture and equipment, net
187,335 36,548
(27,090) (19,631)
$ 160,245 $ 16,917
Depreciation expense on furniture and equipment, net, amounted to $7,571 and $5,779 during the years ended
December 31, 2015 and 2014, respectively.
5. STOCKHOLDERS' EQUITY
The Company is authorized to issue 20,000 shares. As of January 1, 2014, the Company had 14,050 shares of
common stock issued and outstanding at a $1 par value. During 2015, two investors purchased a combined 800
shares of the Company's common stock, par value $1.00, at a price per share of $500 for an aggregate payment
of $400,000. During 2014, there were no shares of common stock issued. As of December 31, 2015 and 2014,
there were 14,850 and 14,050, respectively, shares of common stock issued and outstanding.
-11-
BMG MONEY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED
DECEMBER 31, 2015 AND 2014
6. INCOME TAXES
The Company recorded no income tax benefit or expense for the years ended December 31, 2015 and 2014.
The actual income tax expense for 2015 and 2014 differs from the statutory tax expense for the year (computed
by applying the U.S. federal corporate tax rate of 34% net loss) due to state income tax expense, non -deductible
expenses, and valuation allowance.
The Company's gross deferred tax assets are mainly comprised of Federal and State net operating loss
carryforwards of approximately $4,400,000 expiring in various amounts starting in 2030. Their utilization is
limited to future taxable earnings of the Company.
Due to the uncertain nature of the ultimate realization of the net deferred tax asset, the Company has established
a full valuation allowance against the benefits of the deferred tax asset and will recognize these benefits only as
reassessment demonstrates they are realizable. Ultimate realization is dependent upon several factors, among
which is future earnings. While the need for this valuation allowance is subject to periodic review, if the allowance
is reduced, the tax benefits of the net deferred tax assets will be recorded in future operations as a reduction of
the Company's income tax expense.
The U.S. Federal jurisdiction and Florida are the major tax jurisdictions where the Company files income tax
returns. The Company is no longer subject to U.S. Federal or State examinations by tax authorities for years
before 2012.
For the years ended December 31, 2015 and 2014, the Company did not have any unrecognized tax benefits as
a result of tax positions taken during a prior period or during the current period. No interest or penalties have
been recorded as a result of tax uncertainties.
7. RELATED PARTY TRANSACTIONS
On July 1, 2013, the Company signed a Master Participation Agreement with an affiliate which authorizes
periodic sales of participation interests in selected portfolios of loans. The terms of the non -recourse sales
agreement provide for the Company to service the loans and pass through all collections on the sold portfolios to
the buyer. The Company reimburses the buyer for the unearned premium on the sold loans that prepay in full due
to refinance prior to their scheduled maturity date.
During 2015 and 2014, the Company sold participations in 8,287 and 3,730 loans with an outstanding principal
balance of approximately $35,118,000 and $17,383,000 for approximately $39,829,000 and $18,257,000 to the
affiliate, respectively. As a result of the sales, the Company recorded approximately $4,711,000 and $1,825,000,
respectively, of deferred revenue due to the spread between the sales price and the loan amount, which is being
amortized over the remaining lives of the loans sold. Approximately $2,192,000 and $939,000 was recorded in
revenue for the years ended December 31, 2015 and 2014 for the amortization of this deferred revenue and
approximately $1,775,000 and $671,000 was refunded to the affiliate due to prepayments of loans, respectively.
On January 31, 2014, the Company entered into an Installment Loan Servicing Agreement with an affiliate. Fees
set forth within the agreement are due on a quarterly basis in consideration of the affiliate's performance of such
information technology support services on behalf of the Company for the use of the affiliate's loan servicing
system. As of December 31, 2015 and 2014, the total amounts due to an affiliate was approximately $598,000
and $1,145,000, respectively, and is included in the Due to affiliates caption in the accompanying financial
statements.
As of December 31, 2015 and 2014, the total amounts due to an affiliate, which represents the amounts collected
on the sold portfolios in the months of December 2015 and 2014, plus that portion of the unearned premium
related to loans prepaid in December 2015 and 2014, was approximately $4,092,000 and $1,939,000,
respectively.
-12-
BMG MONEY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED
DECEMBER 31, 2015 AND 2014
7 RELATED PARTY TRANSACTIONS (CONTINUED)
On June 25, 2014, the Company executed a loan agreement with an affiliate in the amount of $1,470,712.
Principal and interest on the loan is payable at maturity, on June 24, 2015. On June 24, 2015, the Company
entered into a first amendment of the loan agreement where the amount of the principal and interest was
extended to be due and payable on June 24, 2016. On June 24, 2016, the Company entered into a second
amendment of the loan agreement where the amount of the principal and interest was extended to be due and
payable on June 24, 2018. Interest is to accrue at the rate of 9%, per annum, through the repayment date. As of
December 31, 2015 and 2014, there was $1,470,712 in principal outstanding, which is included in the Due to
affiliates caption in the accompanying balance sheets, and $134,904 and $69,265, respectively, in interest
expense, all of which was accrued interest payable and included in the accrued liabilities caption in the
accompanying balance sheets.
8. COMMITMENTS AND CONTINGENCIES
Operating Leases
The Company, as a co -tenant, leases office space for its headquarters under a non -cancelable operating lease.
The lease agreement term is through February 2019, and contains provisions for free rent concessions, base rent
escalation, and pro-rata share of expenses and taxes. The Company is responsible for 50% of the cost of the
lease in accordance with an expense sharing agreement with a co -tenant. The Company leases an additional
space pursuant to a lease agreement through December 2016. Minimum rent payments under the operating
leases are recognized on a straight-line basis over the term of the lease. These leases contain escalation clauses
providing for increased rent expense based on either a fixed rate or an increase in the average consumer price
index. Included in deferred rent that is included in accrued liabilities in the accompanying balance sheet at
December 31, 2015 and 2014 is $588 and $6,215, respectively, which represents the difference between
minimum rent payments and straight-line rent over the terms of the leases.
As of December 31, 2015, the Company has the following approximate future minimum rent commitments under
its operating lease:
Years Ending December 31,,
2016 $ 71,076
2017 73,425
2018 74,597
2019 8,655
Total $ 227,753
Litigation
Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as
liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated.
Management does not believe there are such matters that will have a material effect on the financial statements.
Subsequent Events
During 2016, the Company sold participation interests in 15 pools that includes 7,725 total loans from its portfolio
amounting to approximately $33,153,000 in outstanding loan principal balances for $37,605,000 to its affiliate
under similar terms and conditions to prior loan sales. The amounts due to affiliates as of August 31, 2016 were
approximately $2,991,000.
-13-
November 20, 2017
By Hard Copy Submittal — Hand Deliver),
Yadissa Calderon, Procurement Department
City of Miami
In care of:
City Clerk, City of Miami
City Hall
3500 Pan American Drive
Miami, FL 33133-5504
RE: City of Miami RFP Number 727382.1
Request for Proposals (RFP) for an Employee Voluntary Loan Program
Dear Ms. Calderon:
1 am the Chief Financial Officer of BMG Money, Inc. (the "Company"), Piease find
enclosed herewith a copy of the Company's financial statements as of December 31, 2016
(unaudited). The external audit of the Company's 2016 financial statements is in process. Also,
please find enclosed herewith a copy of the Company's financial statements as of October, 2017
(unaudited).
I hereby certify that the present financial condition of the Company is materially better
than as that shown in the 2016 financial statements (unaudited). Company net income YTD
2017 is approximately $1,480,395 (unaudited).
Fa5ioTore
Chie Financial Officer
BMG Money, Inc.
Encl. (2): Financial Statements, December 31, 2016 (unaudited)
Financial Statements, October, 2017 (unaudited)
Fabio Toreili
Chief Financial Officer
BMG Money, Inc,
1221 Brickeli Avenue, Suite 1170
Miami, FL 33131
305.851,6135
fabio.torelli@bmgmoney.corn
BALANCE SHEETS - October 31, 2017
ASSETS
ASSETS:
Cash $ 292,823
Loan receivable 5,816.653
Accrued interest receivable 67,942
Allowance for losses (41,503)
Other Assets 170.301
Property and Equipment, Net 156.003
TOTAL ASSETS $ 6.462.219
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES:
Accounts payable and accrued expenses $ 104,324
Deferred rent 588
Deferred revenue 3,706,500
Due to affiliates 5,535,684
Due to Banco BMG 235.556
Accrued vacation pay 54,705
Total current liabilities 9.637.357
Note Payable -
TOTAL LIABILITIES 9,637,357
STOCKHOLDERS' DEFICIT
Additional Paid -in capital
Accumulated deficit
YTD Income (loss)
TOTAL STOCKHOLDERS' DEFICIT
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT
7,425.000
(12,080.533)
1,480.395
(3.175.138)
6 462.219
BMG Money, Inc.
YTD Statements of Operations - October 2017
2017
Income:
Interest and fee income $ 1,140,386
Amortization of deferred income $ 2.755,251
Gain on settlement of note payable S 1,102,542
Total income 4.998,179
TOTAL EXPENSES 3.517,784
NET LOSS $ 1,480,395
11/15/2017 Detail by Entity Name
yEir:„;if
irkplip-rOrg rj ri. r
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Department of St,3te 1 Di,,,'ISiC!1 f CorocraticImA / Seaw:1-1 Records Detail By Document Number /
Detail by Entity Name
Foreign Profit Corporation
SNAG MONEY, INC.
Filing Information
Document Number F09000004904
FEI/EIN Number 27-1246641
Date Filed 12/10/2009
State DE
Status ACTIVE
principal Address
1221 BRICKELL AVENUE
SUITE 1170
MIAMI, FL 33131
Changed: 04/11/2013
Mailing Address
1221 BRICKELL AVENUE
SUITE 1170
MIAMI, FL 33131
Changed: 03/18/2014
Registered Agent Name & Address
C T CORPORATION SYSTEM
1200 SOUTH PINE ISLAND ROAD
PLANTATION, FL 33324
Officer/Director Detail
Name & Address
Title President
Janini, Ricardo
1221 BRICKELL AVENUE
SUITE 1170
MIAMI, FL 33131
Title TD
PIKE, RANDALL E
289 GREENWICH AVENUE. 4TH FLOOR
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11/15/2017 Detail by Entity Name
GREENWICH, CT 06830
Title CFO
Peixoto, Fabio Torelfi
1221 BRICKELL AVENUE
SUITE 1170
MIAMI, FL 33131
Title Chief Growth Officer
McCormick, Thomas
1221 BRICKELL AVENUE
SUITE 1170
MIAMI, FL 33131
Annual Reports
Report Year Filed Date
2016 03/09/2016
2017 02/07/2017
2017 08/16/2017
Document Images
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02/07/2017 — ANNUAL REPORT
03i09/2016 — ANNUAL REPORT
02123.'2015 -- ANNUAL REPORT
03;1812014 — ANNUAL REPORT
04/11:2013 — ANNUAL REPORT
0110420 12 — ANNUAL REPORT
0411412011 ANNL
0711.1/2010 — ANN REPORT
1 211 Q42009 -- For- ]q51 Profit
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FLORIDA OFFICE of FINANCIAL REGULATION
a THE 4
Smart, Efficient and Effective Regulation
Home Anru t UFR Apply for a License Verity a License Fite a Complaint News Resesnth sources
License Search Results Detail
License Name:
DBA Name:
BMG MONEY, INC.
NOT APPLICABLE.
License Type: Consumer Finance Company
Status: Approved
Status Effective Date: 12/27/2016
Original Date of License: 2/16/2010
License Number: CF0900716
License Expiration Date: 12/31/2018
License Main Address:
Street: 1221 BRICKELL AVENUE SUITE 1170
City: MIAMI
State: FL
Zip Code: 33131
License Mailing Address:
Street: 1221 BRICKELL AVENUE SUITE 1170
City: MIAMI
State: FL
Zip Code: 33131
Phone Number:
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(850) 487-9687
Project Manager
• Business Development
• EmptoyerClient Sales
• Financial Literacy
• Government Relations
• Contract Compliance
• Licensing and Regulatory
BMG Money, Inc.
Ricardo Janini
CEO
Thomas
McCormick
Chief Growth
Officer
Maria Johnson
Director of
Business Affairs
Fabio Torelli
Chief Financial
Officer
Vanessa Garrido
Branch Manager
• Finance
• Accounting
• Underwriting
• Collections
ff
• Customer Service
• Processing loan Applications
• Fund Disbursals
RICARDO JANINI
ricardo.janini@bmgmoney,com
Twenty years of experience in financial services industry in US and Latin America in a variety of leadership roles
including, business development, manage P&L, marketing, new product innovation and strategic project
management. Strong background in leading and managing large cross -functional teams locally and internationally.
Skilled at building and leading teams to deliver operational improvements, strategic clarity and organizational depth.
Excellent presentation and analytical skills, Fluent in English, Spanish and Portuguese.
PROFESSIONAL EXPERIENCE
BMG MONEY, Miami, Florida
Chief Executive Officer, Co -Founder January 2016 — Present
• Co-founded and led a financial service start-up offering unique product, payroll deductible loans to employees
of public, private and non-profit sector. The product is the best alternative to the predatory payday loans.
• Developed and implemented business plan strategy and achieved $176M of outstanding balance and acquired
55 new clients such as: City of Miami, City of Miami Beach, Leon County, Broward County Public Schools and
dozens of other public sector and nonprofit entities throughout the state of Florida.
• Attracted and led business team of 25 professionals (13 sales agents + 12 staff).
BANCO BMG —SAO PAULO, BRAZIL
Executive Director November 2008 — January 2016
• Co-founded BMG Money, Inc. in 2009.
• Board member of Lendico online credit marketplace, offering personal loans. Borrowers access lower interest
rate loans through a fast and easy online or mobile interface.
• Responsible for BMG Bank Assets such as: personal loan with payroll deduction $10B, auto loan $500M,
Corporate Finance $ 18 and credit card $700M.
• Led more than 500 people.
• Led financial due diligence, contract negotiations and transaction for GE Capital Bank acquisition in Brazil,
$400M in assets.
• Led financial due diligence, contract negotiations and transaction for CONAP Insurance Company and then
sold 49% participation to Icatu Insurance for 2 times the equity.
• Led the JV integration between BMG and ITAU (largest private Bank in Brazil).
New Business and Marketing Leader — Belo Horizonte November 2008 — May 2013
• Structured the marketing and product area responsible for a $50M budget.
• Implemented Bancasurance partnership with Icatu and Ace, generating more than $10M of net income.
• Structured the Customer Relationship Management area and implemented the X-sell factory with marketing
routines that generated more than $100M incremental sales volume.
GE CAPITAL (CONSUMER FINANCE) - STAMFORD, US
Innovation, New Product Development — Americas May 2007 — November 2008
• Responsible for developing marketing strategy and new product pipeline for Retail Consumer Finance
business.
• Developed market expertise in the young and underserved U.S. market segments.
• Identified prepaid and secured card business opportunity and developed product road map strategy.
• Led and managed market studies to identify size, segments and new opportunities.
• Improved and led cross -functional team to implement new process enhancements.
GE CAPITAL (CONSUMER FINANCE) — SAO PAULO, BRAZIL
Auto and Personal Loan with Payroll Deduction Leader August 2004 — May 2007
• Responsible for auto loan, personal loan with payroll deduction programs that represented 40% assets of GE
Money Brazil.
• Expanded, structured auto loan product in the all of Brazil and led more than 130 sales people.
• Developed and implemented auto loan program and personal loan with payroll deduction.
• Generated auto loan portfolio of $200M and PL with payroll portfolio of $100M in just one year.
• Created web based business system to manage acquisitions, underwriting and collection that became an
industry benchmark.
• Generated $8M Banco Cruzeiro do Sul Net Income in 2004.
Ricardo Janini
Page 12
EDUCATION
Universidade de Sao Paulo- Sao Paulo, Brazil
Masters of Business Administration, 2004
Business School Sao Paulo -Sao Paulo, Brazil
Marketing Diploma, 2000
Pontificia Universidade Catolica- Sao Paulo, Brazil
Bachelor of Science, Business Administration, 1998
AWARDS
GE Capital President's Eagle Award — Imagination 2007
GE Capital Insurance — New Country of the Year 2004
Walmart New Product — "Todo Dia" 2001
ADDITIONAL TRAINING
TAP — Talent Acceleration Program ALP — Accelerating Leadership Performance (GE Crotonville) 2007
NMDC - New Manager Development Course (GE - Crotonville) 2004
Sales Management for Sales Managers - Fundagao Getulio Vargas GVpec 2003
Certified Six Sigma Green Belt 2003
CAP and Facilitation Skills (GE - Crotonville) 2001
Customer Relationship Management (DMA - New York) 2001
[-Business Awareness (GE) 2000
Finance for Non -Financial Professionals (GE - Crotonville) 1999
Leasing Course (ABEL)
Tom McCormick
tn.rh eornricl..‘r h;irgnit�nc
Summary
Focus on Socially -Responsible, Reasonably -Priced Alternatives to Payday Loans / Innovative
Employee Benefits Improving Employee Financial Wellness / Venture -Backed, Emerging Growth
Company Executive / China Financial Services / Attorney Experienced in Consumer Credit /
Transaction Processing / Healthcare Insurance Markets
Experience
BMG Money, Inc., -Miami, FL
Chief Growth Officer December 2011-Present
• Responsible for employer client sales, business, product and corporate
development, financial literacy, marketing, government relations, public relations,
and legal/compliance efforts
EBL International, Inc. - Bethlehem, PA
Founder and Chief Executive Officer July 2010—December.2011
• Developed innovative employment -based lending solutions for employees in China without
access to credit
E-Duction, Inc. Blue -Bell, PA
Chief Operating Officer and General Counsel October 2001-July 2010
• Responsible for the day -to day operations of a venture -backed, emerging growth company in
Consumer Credit/Transaction Processing/Healthcare Insurance Market
Morrison & Foerster LLP Washington, D.C.
Attorney September 1996 - October 2001
• Financiai Services Practice Group/Corporate Department/Washington, DC Office
• Concentrated on Regulatory/Legislative/Transactional Matters for Consumer Credit Industry
Education
Lehigh University - College of Business and Economics
Coursework in Corporate Entrepreneurship, 2010 - 2011
New York University
Coursework in Investment Banking, Finance, 2004 - 2006
Fordham University School of Law
J.D., Law, September 1993 - May 1996
Kenyon College
B.A., History; Asian Studies, 1989 - 1993
Fabio Torelli
fabio.torelli@bmgmoney_com
Summary
Experienced Chief Financial Officer with a demonstrated history of working in the financial services
industry. Strong entrepreneurship professional skilled in Portfolio Management, Negotiation, Financial
Risk, Business Planning, Risk Management and Digital Transformation.
Experience
BMG Money — Miami, FL
Chief Financial Officer February 2014-Present
• Responsible for finance, treasury and financial infrastructure
• Manages the company's technology, software development, quality assurance, online service
delivery, innovation, systems and operations
Banco BMG - Sao Paulo, Brazil
Director of Product Management
• P&L leader for Credit Card, Auto Loan and Home Equity.
• Responsible for new business development
• Head of CRM and DBM
March 2013-February 2014
Banco Santander, S. A. - Sao Paulo, Brazil
Strategy Senior Superintendent October 2010-March 2013
• Leader of Pricing, Product, Planning, Business Intelligence and CRM for Santander Consumer
Finance Business Unit in Brazil
Superintendent Sales August 2008-October 2010
• Responsible for Consumer Business in Sao Paulo - 800 relationship managers in 220 branches
• Focused on Wealth Management and Payroll Acquisition
MasterCard - Sao Paulo, Brazil
Vice President- Global Key Accounts January 2007-August 2008
• Account manager for Citibank/ Credicard in Brazil, Peru, Colombia and Venezuela.
• New product development and innovation
Banco Santander, S.A. — Sao Paulo, Brazil
Sales Management Superintendent
• Responsible for sales team goals, training and sales method
January 2005 - January 2007
Banco Citibank, S.A. — Sao Paulo, Brazil
Sales Planning Manager May 1998 - January 2005
Education
Stanford University (Palo Alto, CA)
Strategic Financial Leadership Program — Finance, 2017
IESE Business School (Madrid, Spain)
MBA, Corporate Development, 2010-2011
University of Sao Paulo (Sao Paulo, Brazil)
MBA, Marketing, 2003-2004
Pontificia Universidade Catalica de Sao Paulo (Sao Paulo, Brazil)
BS, Administration, 1996-2000
Maria E. Johnson
mariajohnson@bmgmoney.com
SUMMARY
Experienced professional with a demonstrated history in both the public and private sectors, with highly responsible positions
over both operations and budget functions. Laser -like focus attention to detail, a reputation for collegial professionalism, and
the intellectual curiosity necessary to anticipate and prepare for unforeseen events.
EXPERIENCE
BMG Money, Inc. Miami, FL 2017- Present
Director of Business Affairs
Manage various aspects of the company's accounting, audit, human resources, client contracts, insurance and physical plant
operations. Responsible for company's multi -state expansion including research and compliance with various state regula-
tions,.
Robert Allen Law, Miami, FL
Chief Operating Officer/Director of Administration in Florida and New York 2013 —2016
Handled operations of firm in Miami, Fort Lauderdale, Jupiter and New York. Designed, implemented and coordinated firm's
cornpensation plan. Coordinated and executed all aspects of firm's accounting/budgets, human resources, marketing, public
relations, event planning, membership coordination, inventory control, contract review and insurance. Managed sub -tenants,
including reviewing leases.
Miami -Dade County, Miami, FL
Office of Management and Budget /Capital Budget Coordinator 2005 — 2013
Coordinated an annual $2 billion capital program across dozens of service areas, including detailed revenue and expenditure
forecasts, prioritization of competing projects in a limited -resource environment, development of actual budget proposal,
documentation, and year-end closeout. Provided recommendations regarding overall budgetary and fiscal policy, particularly
in relation to capital financing and spending instruments such as long and short-term bonds and commercial paper. Partici-
pated in executive planning of large-scale capital projects with individual project values of hundreds of millions of dollars.
Senior Business Analyst / Budget Analyst Manager
Developed operating and capital budgets for departments with total budgets exceeding $2 billion, including proprietary Solid
Waste Management, Water and Sewer, and Environmental Resources Management. Assigned to professional management
team charged with evaluating and making recommendations for Jackson Memorial Hospital.
Office of the Citizens' Independent Transportation Trust
Manager, Project Review and Financial Analysis
Handled financial monitoring and analysis of People's Transportation Plan, including oversight of audit and bond -financing
operations.
KCI Partners, Miami, FL
Consultant 2004 — 2005
Conducted market research, including meeting facilitation as well as marketing and strategies planning studies in healthcare
and social services organizations.
City of Miami, Miami, FL
Assistant Director, Department of Community Development 2003 — 2004
Directed planning and development of social services, neighborhood redevelopment and housing conservation, leading a staff
of 25. Experienced with both rehabilitation and new construction.
EDUCATION
Colorado State University, Fort Collins, CO
Master of Business Administration, May 2010
Brown University, Providence, RI
Bachelor of Arts, Business Economics, May 1989
CERTIFICATES
Six Sigma Green Belt, Active Strategy, Inc., Miami, FL {2013)
Executive Leadership Development Program, Florida International University, Miami, FL (2012)
Academy for Strategic Management, Florida International University, Miami, FL (2004)
Pricing and Strategy Tactics, University of Chicago, Chicago, IL (1997)
COMMUNITY INVOLVEMENT
US Committee for UN Women, Miami Chapter, Director
Leadership Miami, Executive Committee
Florida Bar — Grievance Committee, Member
Nohemy Vanessa Garrido
nohemy.garrido@bmgmoney.com
Summary
Experienced Customer Service Manager with a demonstrated history of working in the financial services
industry. Skilled in Sales, Retail, Team Building, Management, and Visual Merchandising.
Experience
BMG Money, Inc. - Tamarac, FL
Branch Manager March 2016 - Present
• Develop and execute the business architecture required for daily operations
• Manage team, process, technology, and data necessary to successfully provide outstanding service delivery
to clients
• Provide clients exceptional customer service and building company rapport through great communication
and customer service skills for a high level of client interaction setting
• Responsible for processing loan applications in compliance with bank policies, meeting investor
guidelines and demonstrating lending strategies
• Meet with potential customers to assess their needs, collect data, verify documents and ensure
the completion of applications
• Work closely with loan analyst to coordinate loan acceptances, and disburse funds
• Responsible for monitoring loan processes, reviewing reports, assisting clients with payments
and complying with state and federal regulations
Education
Broward College
Pre -Pharmacy Studies, 2005 - 2007
LOAN SAT WORK
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CITY OF MIAMI LOCAL OFFICE CERTIFICATION
(City Code, Chapter 18, Article III, Section 18-73)
Solicitation Type and Number: RFP No. 727382,1 (i.e. IFQ/IFB/RFPIRFQ/RFLI No. 123456)
Solicitation Title: Request for Proposals (RFP) for an Employee Voluntary Loan Program
(Bidder/Proposer) hereby certifies compliance with the Local Office
requirements stated under Chapter 18/Article III, Section 18-73, of the Code of the City of Miami, Florida, as
amended.
Local office means a business within the city which meets all of the following criteria:
(1) Has had a staffed and fixed office or distribution point, operating within a permanent structure with a
verifiable street address that is located within the corporate limits of the city, for a minimum of twelve (12)
months immediately preceding the date bids or proposals were received for the purchase or contract at issue; for
purposes of this section. "staffed" shall mean verifiable. full-time, on -site employment at the local office for a
minimum of forty (40) hours per calendar week, whether as a duly authorized employee, officer, principal or
owner of the local business; a post office box shall not be sufficient to constitute a local office within the city;
(2) If the business is located in the permanent structure pursuant to a lease, such lease must be in writing, for a
term of no Tess than twelve (12) months, been in effect for no less than the twelve (12) months immediately
preceding the date bids or proposals were received, and be available for review and approval by the chief
procurement officer or its designee; for recently -executed leases that have been in effect for any period Tess than
the twelve (12) months immediately preceding the date bids or proposals were received, a prior fully -executed
lease within the corporate limits of the city that documents, in writing, continuous business residence within the
corporate limits of the city for a term of no less than the twelve (12) months immediately preceding the date bids
or proposals were received shall be acceptable to satisfy the requirements of this section, and shall be available for
review and approval by the chief procurement officer or its designee; further requiring that historical, cleared rent
checks or other rent payment documentation in writing that documents local office tenancy shall be available for
review and approval by the chief procurement officer or its designee;
(3) Has had, for a minimum of twelve (12) months immediately preceding the date bids or proposals were
received for the purchase or contract at issue, a current business tax receipt issued by both the city and Miami -
Dade County, if applicable; and
(4) Has had, for a minimum of twelve (12) months immediately preceding the date bids or proposals were
received for the purchase or contract at issue, any license or certificate of competency and certificate of use
required by either the city or Miami -Dade County that authorizes the performance of said business operations;
and
(5) Has certified in writing its compliance with the foregoing at the time of submitting its bid or proposal to be
eligible for consideration under this section; provided, however, that the burden of proof to provide all supporting
documentation in support of this local office certification is borne by the business applicant submitting a bid or
proposal.
1
FORM -City of Miami Local Office Certification
7/22/2013
PLEASE PROVIDE THE FOLLOWING INFORMATION:
Bidder/Proposer Local Office Address: 1221 Brickell Avenue, Suite 1170, Miami, FL 33131
Does Bidder/Proposer conduct verifiable, full-
time, on -site employment at the local office
for a minimum of forty (40) hours per
calendar week?
✓
YES
—
_
NO
If Bidder/Proposer's Local Office tenancy is
pursuant to a lease, has Bidder/Proposer
enclosed a copy of the lease?
✓
YES
—
_
NO
NIA
Has Bidder/Proposer enclosed a copy of the
Business Tax Receipt (BTR) issued by the
City of Miami and Miami -Dade County?
City of Miami:
✓
YES
NO
Exempt
Cite Exemption:
Miami -Dade Count y'
Ir"
I YES
—
NO
Exempt
P
Cite Exemption:
Has Bidder/Proposer enclosed a copy of the
license, certificate of competency and
certificate of use that authorizes the
performance of Bidder/Proposer's business
operations?
Y
YES
E
NO
BidderfProposer's signature below certifies compliance with the Local Office requirements stated under
Chapter 18/Article III, Section 18-73, of the Code of the City, of Miami, Florida, as amended.
Thomas C. McCormick, Chief Growth Officer, BMG Money, Inc.
Print Name (Bidder/Proposer Authorized Representative)
Signature
2
Date
FORM -City of Miami Local Office Certification
7/22/2013
STATE OF FLORIPA
COUNTY OF /V art —
Certified to and subscribed before me this I 4 day of A/I:veg(k),er 20 / , by
.—n-orKets0Uccanx,'a
MARIA E. JOHNSON
State of Florida -Notary Public
*LI, Commission 41 GG 155608
My Commission Expires
October 29, 2021
(NOTARY SEAL)
Personally Known
Public -State ofFlorida)
E, V,VICOr)
(Name of Notary Typed. Printed. or Stamped)
OR Produced Identification v'
Type of Identification Produced M J-63
3
FORM -City of Miami Local Office Certification
7/22/2013
DATE i I I )14- C) I i
THIS 15 CERTIFICATION OF COMPLIANCE WITH
THE CITY OF MIAMI`S "BUSINESS TAX RECEIPT"
IT IS IN EFFECT WHEN DATED, NAME OF CITY
PERSONN J STA PED AND INITIALED, AND
U. TIT I E "ER ENT "ONE" 15 RECEIVED.
DEPARTMENT OFFICIAL
Please, note that this Business Tax Receipt (BTR) may expire on September 30th of
the year that this INTERIM BTR has been issued. Ensuring renewal by October 1st
is the responsibility of the business entity.
For further information you may call: (305) 416-1570 or (305) 416- 1918.
Favor de tomar note que este Recibo de Impuesto para Negocio INTERINO puede
vencerse el 30 de Septiembre del ai o emitido. Asegurar la renovacion pars el fro de
Octubre es la responsabilidad del negocto.
Para mas information puede Hamar al: (305) 416-1570 o (305) 416-1918.
Souple pran not ke Resi Enpo pou Biznis-sa ap exspire 30 Septanm ane ke yo kap
ba 'w lysans tampore-an. Se responsablite dirijan Biznis sa pou li renouvle Pwemie
Oktob kap vini. Si-w bezwen plis enfomasyon sou zafe sa , pa briye rele nan
(305) 416-1570 ou byen (305) 416-1918.
Tittr L1fii�uili
POS1 THIS DOCUMENT IN A CONSPICUOUS PLACE.
NOT TRANSFERRABLE OR VALID AT ANOTHER ADDRESS
UNLESS APPROVED BY THE FINANCE DEPARTMENT,
CITY OF MIAMI d44 S.W.2 AVE 6' FLOOR, MIAMI, FL 33t30.
PHONE (305I4 t& 1916.
RECEIPT FOR BMG MONEY INC
ISSUED Nov 14, 2017
TOTAL FEE PAID 480.00
CUSTOMER NUMBER 96457
RECEIPT NUMBER 48169
NAME OF BUSINESS BMG MONEY INC
LOCATION 1221 BRICKELL AV 1170
INTERIM
INTERIM
IS HEREBY IN COMPLIANCE
TO ENGAGE IN OR MANAGE
THE OPERATION OF: FINANCE COMPANY OR LOAN AGENT
Erica T. Paschal
Finance Director
THIS IS NOT A BILL.
DO NOT PAY
Tns 1.asitarca n} n Aaslnnln iaK mreku r•.s d not
perrni: alle AGIdet tp•.1n1 llu nay? /c+lnny lawb ur Gle
Ciy naa dots a n.®rslpl NA naldar tram any Aaa aS4
nr ,-mmga frrY Iwmrl,rirl4 bylaw
rnlg anturnent Gann ndl crslnula A et;hhcaliah
Ma; ;ha Fddar puullfi4G to el gaga m rho
twv.ress, an:latnu,an a•< a:.caaa.An, ttv sf ,1 �xrem.
The dccu±m4 1P!Acales 5A}Iranl Of Ill, Aa0rwss
tan racaiutlllt.
THIS IS NOT A BILL
CERTIFICATE OF USE
FIRE SAFETY PERMIT
BUSINESS NAME :
DBA:
DATE ISSUED:
VALID FROM:
ACCOUNT NUMBER:
SERVICE ADDRESS:
APPROVED USE:
BMG MONEY INC
11/21/13
10101/17 TO 09/30/18
96457
1221 BRICKELL AV 1170
CUO6 .General Commercial - Office
General business office
COMMENTS:
RESTRICTIONS:
Restrictions on this CU are informational only. For ail restrictions, please contact the Office of Zoning
k PLEASE DISPLAY THIS CERTIFICATE IN A CONSPICUOUS LOCATION AT OCCUPANCY ADDRESS
NOTICE; This cerlitcate is Non-Transfecabie if
you relocate, sell the business, or change the
type of business a new certificate must be
obtained from Building and Zoning at 444 S.W.
2'' Avenue. 4' Floor, Phone: (305$18-1199
460734
Local Business Tax Receipt
Miami —Dade County, State of Florida
T is r5 NOT A BILL — 00 NOT PAY
6818463
BUSINESS NANMEJLOCATION
BIM MONEY INC
1221 BRICKELL AVE 1170
MIAMI FL 33131
OWNER
8MG MONEY INC
RECEIPT NO.
RENEWAL
7091903
BT
9
EXPIRES
SEPTEMBER 30, 2018
Mus^, be lisp#eyed at Mace 04 business
Pursuant to County Code
Chapter 8A - Ant. 9 & 1O
SEC. TYPE OF BUSINESS
21d F;NANCE1tIVESTMEVTr1 OL0ING CC PAYMENT RECEIVED
6Y TAX COLLECTOR
S297.00 10/27/2017
CREDITCARD-18-003714
This Local Bus mess Tex Receipt only confirms payment of the Local business Tax. The Receipt is net a License
permit. or a cenification of the holder s quahf+cat ens, to do business. Holder must comply with any governmental
or nongovernmental regulatory laws and requirements which apply to the business.
The RECEIPT NO. above must be displayed on all commercial vehicles - Miami -Dade Code Sec 8a-276
For more information. visit tyvrvv.mtari.¢ egvyl.@1collecti
SECOND AMENDMENT
THIS SECOND AMENDMENT (this "Amendment") is made and entered into as of
7(1, 2015, by and between FL 1221 BRICKELL, L,L.C., a Delaware limited
liability company ("Landlord"). and BCP SECURITIES. LLC, a Connecticut limited liability
company and BMC MONEY, INC., a Delaware corporation, jointly and severalty ("Tenant").
RECITALS
A. Landlord and Tenant (as successor in int4ncst to BCP Securities, LLC, a Connecticut limited
liability company 'I are parties to that certain least; dated November 6, 2009 (the "Original Lease"),
as previously amended by First Amendment dated June 21, 2012 (the "First Amendment") and
Notice of Lease Term Dates dated (re: First Amendment") (as
amended, the "Lease"). Pursuant to the Lease, Landlord has leased to Tenant space currently
containing approximately 2,646 rentable square feet (the "Premises") described as Suite No. 1170
on the 1 1th floor of the building couunonly known as 1221 Brickell Located at 1221 l3rickell
Avenue. Miami. Florida (the "Building")
B. The Lease will expire by its terms on I•ebrvary 29, 20E6 (the "Extended Termination Date"), and
the parties wish to extend the temt of the Lease on the following terms and conditions.
NOW, THEREFORE. in consideration of the above recitals which by this reference are
incorporated herein, the mutual covenants and conditions contained herein and other valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant agree
as follows:
1. Extension. The term of the Lease is hereby extended through February 28, 2019 (the "Second
Extended Termination Date"), The portion of the teen of the Lease beginning on March 1, 2016
(the "Second Extension Date") and ending on the Second Extended Termination Date shall be
referred to herein as the "Second Extended Term".
Base Rent. During the Second Extended Tenn. the schedule of Base Rent all he as follows:
Period of Second Extended
Term
Annual Rate Per Square
Foot (rounded to the
nearest 1006 of a dollar)
Monthly Base Rent
March I, 2016 through
February 28, 2017
$37.00
$8,158.50
March 1, 2017 through
February 28, 2018
$38.11
$8,403.26
March 1. 2018 through
February 28, 2019
$39.25
S8.654.63
All such Base Rent shall be payable by Tenant in accordance with the terms of the Lease.
3. Additional Security Deposit. No additional security deposit shall be required in connection with
this Amendment.
4, Expenses and Taxes. During the Second Extended Term. Tenant shall pay for Tenant's Pro Rata
Share of Expenses and Taxes in accordance with the terms of the Lease; provided, however, that
during the Second Extended Term, the Base Year for Expenses and Taxes shall he 2016.
5. Improvements to Premises.
Configuration and Condition of Premise:. Tenant acknowledges that it is in possession of
the Premises and agrees to accept them "as is" without any representation by Landlord
regarding their configuration or condition and without any obligation on the part of Landlord
to perform or pay for any alteration or improvement, except as may be otherwise expressly
provided in this Amendment.
C:.USEPSSCOTT.STRIOKLANDIDOCUMENTS,,AQFNCY t.ISTtNGSt 1221 ORICKELLILEASINGIBCP SECURITtES12015
TRANSACTIOMLEASE AMENDMENTIBCP SECURITIES 2A.DCC
November 9, 2015
6.2. Responsibility for Improvements to Premises, Landlord shall perform impnovetnents w
the Premises in accordance with the Work Letter attached hereto as Exhibit A.
7. Other Pertinent Pr osisk n . Landlord and Tenant agree that, effective as of the date of thin;
Amendment (unless different effective datefs) is/are specifically referenced in this Section), the
Lease shall be amended in the following additional respects:
7. L Parking. Curing the Second Extended Term, Tenant shall retain its existing parking rights.
7.2. Notice Addresses. Any notice required under the Lease to be give to Landlord shall be sent
to the following addresses:
FL-1221 Brickell, L.L.C.
c/o Jones Lang LaSalle Americas. Inc.
1221 Hrickell Aventro
Suite No. 1100
Miami. Florida 3313 I
With Copies to:
FL-1221 BRICKELL, L.L.C.
c/o Equity Office
222 South Riverside Plaza
Suite 2000
Chicago. let. 60606
Attn: Managing Counsel — Miami. Florida
and
Equity Office
222 South Riverside Plaza
Suite 2000
Chicago, IL 60606
Attn: Lease Administration
7,3. No Options. The parties hereto acknowledge and agree that during the Second Extended
Tertn Tenant shall have no rights to extend the term of the Lease, or expand. terminate or
contract the Premises. The parties agree that any rights existing in the Lease to extend the
term of the Lease, or expand, terminate or contract the Premises shall be deleted in their
entirety and are of no further force and effect.
8. Miscellaneous.
8.1. This Amendment and the attached exhibit. which are Hereby incorporated into and made a
part of this Amendment, set forth the entire agreement between the parties with respect to
the matters set forth herein. There have been no additional oral or written representations or
agreements_ Tenant shall not be entitled, in connection with entering into this Amcndrnent.
to any free rent, allowance. alteration, improvement or similar economic incentive to which
Tenant may have been entitled in connection with entering into the Lease, except as may be
otherwise expressly pravichxl in this Amendment.
8.2. Except as herein mtxlified or amended. the provisions, conditions and terms of the Lease
shall retrain unchanged and in full force and effect.
8.3. In the case of any inconsistency between the provisions of the Lease and this Amendment.
the provisions of this Amendment shall govern and control.
8.4. Submission of this Amendment by Landlord is not an offer to enter into this Amendment Exit
rather is a solicitation for such an offer by Tenant. Landlord shall not be bound by this
Amendment until Landlord has executed and delivered it to Tenant.
8.5. Capitalized terms used but not defined in this Anendnient shall have the meanings given in
the Lease,
C.tUSERSISCOTT.STRICKLANDIDOCUMENTS`AGENCY LISTINGS11221 t9RICKELLnLEASING1SCP SECURITIES\2015
TRANSACTIOMLEASE AMENDME'MT\9CP SECURITIES 2A.DOC
November 9 2015
2
8.6. Tenant shall indemnify and hold Landlord, its trustees, members, principals, beneficiaries.
partners, officers, directors, employees. mongagee(s) and agents. and the respective
principals and members of any such agents harmless from all claims of any brokers claiming
to have represented Tenant in connection with this Amendment. Landlord shall indemnify
and hold Tenant, its trustees, members. principals. beneficiaries, partners, officers, directors,
employees, and agents. and the respective principals and members of any such agents
harmless from all claims of any brokers claiming to have represented Landlord in connection
with this Amendment. Tenant acknowledges that any assistance rendered by any agent or
employee of any affiliate of Landlord in connection with this Amendment has been made as
an accommodation to Tenant solely in furtherance of consummating the transaction on
behalf of landlord, and not as agent for Tenant.
IN WITNESS WHEREOF, Landlord and Tenant have duly execut .i this Amendment as of the
day and year first above written.
WITNESS/ATTEST: LANDLORD:
F L-1221 BRICKEI.L, L.L.C., a Delaware limited liability
company
By:
r
blame (print): �' - i_&1Jt,1,)
.t-,
Name (print):. c rot... G tk
FL-122I Rrickell Managing Member. L.L.G., a
Delaware limited liability company, its managing
member
By: Equity Office Manage
limited liability con,
manager
WITNESS/ATTEST: TENANT:
fi
(print): brt coca,
Name (print):
Name (print): M 1_ ro
AC
Name (print): *me iL)i fbJii'
By:
Name:
Title:
.L,C., a Delaware
on -member
Mark W. Smith
Managing Director
BCP SECURITIES, LLC, a Connecticut limited liability
company and BMG MONEY, INC., a Delaware
corporation, jointly and severally
BCP SECURITIES, LLC, a Connecticut limited liability
company
By: —
Name. 1Y G ' l/aPch:
Title: 101 1
BMG MONEY, INC., a Delaware corporation
By:
Name:
Title:
C'USERS'SCt3Tl',STRICKI.ANDIDOCUMENTSWQENCY LIST3NGS'1221 BRiCKELLSLEASING1BCP SECURtTIES12O15
TRANsACTIONSLEASE AMENDMENTSBCP SECURITIES 2A,COC
November 9, 2015
3