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Home My WebLink AboutPacketOversight Board City of Lake Elsinore Special Meeting Agenda CITY HALL CONFERENCE ROOM A 130 S. MAIN STREET LAKE ELSINORE, CA LAKE-ELSINORE.ORG (951) 674-3124 PHONE GENIE KELLEY, CHAIR VACANT, VICE-CHAIR PHIL WILLIAMS, BOARD MEMBER MICHAEL WILLIAMS, BOARD MEMBER KEVIN JEFFRIES, BOARD MEMBER NANCY LASSEY, BOARD MEMBER BRIAN TISDALE, BOARD MEMBER City Hall4:00 PMMonday, January 23, 2017 The agenda is posted 72 hours prior to each meeting outside of the Lake Elsinore City Hall located at 130 South Main Street and is available at each meeting. The agenda and related reports are also available at the Lake Elsinore City Clerk's Department on the Friday prior to the Oversight Board meeting and are available on the City's website at www .lake-elsinore.org . Any writing distributed within 72 hours of the meeting will be made available to the public at the time it is distributed to the Oversight Board. In compliance with the Americans with Disabilities Act, any person with a disability who requires a modification or accommodation in order to participate in a meeting should contact the Community Development Department at (951) 674 -3124, ext. 289, at least 48 hours before the meeting to make reasonable arrangements to ensure accessibility. CALL TO ORDER - 4:00 P.M. PLEDGE OF ALLEGIANCE ROLL CALL PRESENTATIONS 1) Oath of Office - Member Sanchez PUBLIC COMMENTS - NON AGENDIZED ITEMS - 3 MINUTES (Please read & complete a form Request to address the Oversight Board prior to the start of the Oversight Board meeting and submit it to the Clerk. The Chairperson or Clerk will call on you to speak when your item is called.) CONSENT CALENDAR ITEM(S) 1)Minutes of the Special Meetings of July 7th and September 29, 2016, and the Cancelled Meeting of July 27, 2016 7-7-16 OB 7-27-16 OB Cancelled 9-29-16 OB Attachments: Page 1 City of Lake Elsinore Printed on 1/19/2017 January 23, 2017Oversight Board Special Meeting Agenda 2)Investment Reports - August 2016 thru November 2016 Investment Report - SR Investment Report - Exhibit A 08-16 Investment Report - Exhibit B 09-16 Investment Report - Exhibit C 10-16 Investment Report - Exhibit D 11-16 Attachments: BUSINESS ITEM(S) 3)Recognized Obligation Payment Schedule (ROPS 17-18) For July 1, 2017, Through June 30, 2018 ROPs - SR ROPs - Exhibit A Reso ROPs - Exhibit B Attachments: 4)Second Implementation Agreement Pursuant to Amended and Restated DDA, Summerly Implementation Agrmt - SR Implementation Agrmt - Exhibit A Resolution Implementation Agrmt - Exhibit B Agreement Implementation Agrmt - Exhibit C Implementation Matrix Implementation Agrmt - Exhibit D Map Attachments: 5)Date, Time and Location for Regular Meetings Meetings - SR Meetings - Exhibit A Reso Attachments: 6)Selection of Vice-Chair Election of Vice Chairperson - SRAttachments: STAFF COMMENTS BOARD MEMBER COMMENTS ADJOURNMENT The meeting will be adjourned to the next Regular meeting. AFFIDAVIT OF POSTING Page 2 City of Lake Elsinore Printed on 1/19/2017 January 23, 2017Oversight Board Special Meeting Agenda I, Susan M. Domen, MMC, Clerk of the Oversight Board, do hereby affirm that a copy of the foregoing agenda was posted at City Hall, on January 19, 2017, at ____________ p.m. _________________________________________ Susan M. Domen, MMC Clerk of the Oversight Board Page 3 City of Lake Elsinore Printed on 1/19/2017 Text File City of Lake Elsinore 130 South Main Street Lake Elsinore, CA 92530 www.lake-elsinore.org File Number: ID# 17-036 Agenda Date: 1/23/2017 Status: Consent AgendaVersion: 1 File Type: ReportIn Control: Oversight Board Agenda Number: 1) Page 1 City of Lake Elsinore Printed on 1/19/2017 City of Lake Elsinore Oversight Board Special Meeting Minutes Thursday, July 7, 2016 Call to Order A Special meeting of the Oversight Board of the City of Lake Elsinore was held at City Hall, 130 South Main Street, on the above date. The meeting was called to order at 4:02 p.m. by Chair Kelley. Roll Call Present: Members Jeffries, Lassey, M. Williams, P. Williams; and Chair Kelley Absent: Member Tisdale and Vice-Chair Landon (resigned) Public Comments - Non Agendized Items There were no members of the public appearing to speak. Consent Calendar Item(S) It was moved by Member Jeffries, seconded by Member M. Williams, and unanimously carried noting the vacancy for Member Landon’s position, the abstention of Member P. Williams on the January 27th minutes, the abstention of Member M. Williams on the December 15th minutes and the absence of Member Tisdale, to approve the Consent Calendar. 1) Minutes - December 8th and 15, 2015; and, January 27, 2016 – approved. 2) Investment Reports - November 2015 thru May 2016 – received and filed. 3) Warrant Lists – received and filed the warrant lists for January 14 th through June 16, 2016. 4) Biennial Review of the Conflict of Interest Code for the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore – adopted the Resolution. Resolution No. 2016-003 A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA ADOPTING A CONFLICT OF INTEREST CODE Business Item(S) 5) Approval of Sale of Property to the City of Lake Elsinore, in its Capacity as the Successor to the Housing Assets and Functions of the Former Redevelopment Agency of the City of Lake Elsinore, for Affordable Housing Purposes in accordance with Health & Safety Code Section 34176.1(a)(3)(A) City Attorney Leibold presented the Staff Report. It was moved by Member P. Williams, seconded by Member Jeffries and unanimously carried noting the vacancy for Member Landon’s position and the absence of Member Tisdale, to adopt the Resolution. Resolution No. 2016-004 A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING A PURCHASE AND SALE AGREEMENT FOR THE SALE OF REAL PROPERTY TO THE CITY OF LAKE ELSINORE, IN ITS CAPACITY AS THE SUCCESSOR TO THE HOUSING ASSETS AND FUNCTIONS OF THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE UNDER HEALTH & SAFETY CODE SECTION 34176(a)(1), FOR AFFORDABLE HOUSING PURPOSES IN ACCORDANCE WITH HEALTH & SAFETY CODE SECTION 34176.1(a)(3)(A) 6) Approval of a Form of Compensation Agreement and Transfer of Properties to the City of Lake Elsinore for Future Development in Accordance with Health & Safety Code Section 34180(f) City Attorney Leibold presented the Staff Report. It was moved by Member P. Williams, seconded by Member Jeffries, and unanimously carried noting the vacancy for Member Landon’s position and the absence of Member Tisdale, to adopt the Resolution. Resolution No. 2016-005 A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING (1) THE FORM OF A COMPENSATION AGREEMENT PURSUANT TO HEALTH & SAFETY CODE SECTION 34180(f); AND (2) TRANSFER OF CERTAIN PROPERTIES BY THE SUCCESSOR AGENCY TO THE CITY OF LAKE ELSINORE FOR FUTURE DEVELOPMENT 7) Transfer of the Cultural Center and Downtown Parking Property as Governmental Purpose Properties to the City of Lake Elsinore in accordance with Health & Safety Code Section 34181(a) City Attorney Leibold presented the Staff Report. It was moved by Member M. Williams, seconded by Member Jeffries, and unanimously carried noting the vacancy for Member Landon’s position and the absence of Member Tisdale, to adopt the Resolution. Resolution No. 2016-006 A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING THE TRANSFER OF DOWNTOWN AND CULTURAL CENTER PARKING PROPERTY AS GOVERNMENTAL PURPOSE PROPERTIES TO THE CITY OF LAKE ELSINORE IN ACCORDANCE WITH HEALTH & SAFETY CODE SECTION 34181(a) 8) Repayment of Housing Fund Loan in accordance with Health & Safety Code Section 34171(d)(1)(G) City Attorney Leibold presented the Staff Report. It was moved by Member Jeffries, seconded by Member M. Williams, and unanimously carried noting the vacancy for Member Landon’s position and the absence of Member Tisdale, to adopt the Resolution. Resolution No. 2016-007 A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, SETTING FORTH CERTAIN FINDINGS WITH RESPECT TO A LOAN FROM THE LOW AND MODERATE INCOME HOUSING FUND TO THE PROJECT AREAS OF THE FORMER REDEVELOPMENT AGENCY IN ACCORDANCE WITH HEALTH & SAFETY CODE SECTION 34171(D)(1)(G) AND APPROVING A REPAYMENT SCHEDULE FOR THE LOAN IN ACCORDANCE WITH HEALTH & SAFETY CODE SECTION 34176(e)(6)(B) 9) Consideration of Special Oversight Board Meeting in September 2016 City Attorney Leibold presented the Staff Report with consensus by the Board. Staff Comments There were no comments by staff. Board Member Comments There were no comments by the Board Members. Adjournment The meeting adjourned AT 4:38 p.m. to Wednesday, July 27, 2016, at City Hall, 130 South Main Street, Conference Room A. City of Lake Elsinore Oversight Board Meeting Minutes Wednesday, July 27, 2016 A meeting of the Oversight Board of the City of Lake Elsinore was not held on this date due to a lack of quorum and was held on September 29, 2016, instead. _____________________________ Gennie Kelley Chair _______________ ________ Susan M. Domen, MMC Clerk Page 1 City of Lake Elsinore Oversight Board Special Meeting Minutes Thursday, September 29, 2016 Call to Order A Special meeting of the Oversight Board of the City of Lake Elsinore was held at City Hall, 130 South Main Street, on the above date. The meeting was called to order at 4:00 p.m. by Chair Kelley. Roll Call Present: Members P. Williams, M. Williams, Jefferies, Lassey and Chair Kelley Absent: Member Tisdale and Vice-Chair Landen (resigned) Public Comments - Non Agendized Items There were no members of the public appearing to speak. Consent Calendar Item(s) It was moved by Member P. Williams, seconded by Member Jeffries, and unanimously carried noting the absence of Member Tisdale and the vacancy for Member Landon’s position, to approve the Consent Calendar. 1) Investment Reports - June 2016 and July 2016 – received and filed. 2) Warrant Lists – received and filed the warrant lists for June 30 th, July 14th and 28th; and, August 11th and 25, 2016. Business Item(s) 3) Transfer of the Cultural Center and Downtown Parking Property to the City of Lake Elsinore for Future Development in Accordance with Health & Safety Code Section 34180(f) City Attorney Leibold presented the Staff Report. It was moved by Member P. Williams, seconded by Member Jeffries, and unanimously carried noting the absence of Member Tisdale and the vacancy for Member Landon’s position, to approve the Resolution. Resolution No. 2016-008 A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING TRANSFER OF THE CULTURAL CENTER AND DOWNTOWN PARKING PROPERTY BY THE SUCCESSOR AGENCY TO THE CITY OF LAKE ELSINORE FOR FUTURE DEVELOPMENT Page 2 4) Fourth Amendment (2017-2018) to Stadium Interim Management Agreement City Attorney Leibold presented the Staff Report. It was moved by Member P. Williams, seconded by Member Jeffries, and unanimously carried noting the absence of Member Tisdale and the vacancy for Member Landon’s position, to approve the Resolution. Resolution No. 2016-009 A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING THE FOURTH AMENDMENT (2017-2018) TO THE STADIUM INTERIM MANAGEMENT AGREEMENT BETWEEN THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE AND THE LAKE ELSINORE STORM LP 5) Amended Recognized Obligation Payment Schedule (ROPS 16-17B) for the January 1, 2017 through June 30, 2017 Period City Attorney Leibold Presented the Staff Report. It was moved by Member Jeffries, seconded by Member P. Williams, and unanimously carried noting the absence of Member Tisdale and the vacancy for Member Landon’s position, to approve the Resolution. Resolution No. 2016-010 A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING THE AMENDED RECOGNIZED OBLIGATION PAYMENT SCHEDULE (ROPS 16-17B) FOR JANUARY 1, 2017 THROUGH JUNE 30, 2017 AND MAKING A FINDING WITH RESPECT THERETO Staff Comments City Attorney Leibold commented on the next meeting. Board Member Comments There were no comments from the Board Members. Adjournment The meeting adjourned to Wednesday, January 25, 2017, at City Hall, 130 South Main Street, Conference Room A. _____________________________________________________________ Genie Kelley Susan M. Domen, MMC Chair City Clerk Text File City of Lake Elsinore 130 South Main Street Lake Elsinore, CA 92530 www.lake-elsinore.org File Number: ID# 17-037 Agenda Date: 1/23/2017 Status: Consent AgendaVersion: 1 File Type: ReportIn Control: Oversight Board Agenda Number: 2) Page 1 City of Lake Elsinore Printed on 1/19/2017 REPORT TO OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE To:Chairperson Kelley and Members of the Oversight Board From:Barbara Leibold, Successor Agency Counsel Date:January 23, 2017 Subject:Investment Reports – August 2016 thru November 2016 Recommendation Receive and file. Discussion Attached are the Investment Report Summaries of Pooled Cash and Investments of the Successor Agency for August 2016 thru November 2016. The City’s Investment Reports are now combined reports listing of all funds invested for the City of Lake Elsinore and funds held for the Successor Agency as of the date shown on the report. As reported in the Pooled Cash and Investments By Fund, the Successor Agency Funds are: Fund No. 510 Successor Agency RDA Area I Fund No. 520 Successor Agency RDA Area II Fund No. 530 Successor Agency RDA Area IIII Fund No. 540 Successor Agency RDA Diamond Stadium Exhibits: Investment Report Summaries – A - August 2016 B - September 2016 C - October 2016 D - November 2016 REPORT TO SUCCESSOR AGENCY BOARD OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE To: Honorable Agency Chairman and Members of the Successor Agency From: Grant Yates, Executive Director Prepared by: Nancy Lassey, Finance Administrator Approved by: Jason Simpson, Assistant Executive Director Date: September 27, 2016 Subject: Investment Report for August 2016 Recommendation Receive and file the Investment Report for August 2016. Background and Discussion The Investment Report is a listing of all funds invested for the City of Lake Elsinore and includes funds held for the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore as of the date shown on the report. Fiscal Impact No fiscal impact. Exhibits A: Investment Report for August 2016 BANK DEPOSITS OUTSTANDING BOOK CASH ACCOUNTS BALANCE IN TRANSIT CHECKS BALANCE Bank Accounts: General Checking Account 1,636,703$ 2,184,394$ (2,257,862)$ 1,563,235$ Cash On Hand: Cashier Drawers #1 & #2 - - - 300 City of Lake Elsinore Petty Cash Fund - - - 1,000 Total Cash Accounts 1,636,703 2,184,394 (2,257,862) 1,564,535 INVESTMENTS City Investments: City Local Agency Investment Fund 16,595,162 - (2,000,000) 14,595,162 City Local Agency Investment Fund for the PFA 330,436 - - 330,436 City CAMP Investments: CAMP Pool Account 47,479 - - 47,479 U.S. Treasury Bond / Note 8,521,769 - - 8,521,769 Municipal Bond / Note 290,464 - - 290,464 Federal Agency Collateralized Mortgage Obligation 530,253 - - 530,253 Federal Agency Bond / Note 8,770,306 - - 8,770,306 Corporate Note 7,094,776 - - 7,094,776 Certificate of Deposit 4,650,000 - - 4,650,000 Housing CAMP Investments: Housing CAMP Pool Account 21,443 - - 21,443 Housing U.S. Treasury Bond / Notes 1,675,537 - - 1,675,537 Housing Municipal Bond / Notes 30,084 - - 30,084 Housing Federal Agency Collateralized Mortgage 95,951 - - 95,951 Housing Federal Agency Bond / Notes 1,532,617 - - 1,532,617 Housing Corporate Notes 1,318,456 - - 1,318,456 Housing Certificate of Deposit 400,000 - - 400,000 Successor Investments: Successor Local Agency Investment Fund 3,990,790 - - 3,990,790 Successor CAMP Investments: Successor CAMP Pool Account 16,574 - - 16,574 Successor U.S. Treasury Bond / Notes 1,816,895 - - 1,816,895 Successor Municipal Bond / notes 30,084 - - 30,084 Successor Federal Agency Collaterized Mortgage 95,951 - - 95,951 Successor Federal Agency Bond / Notes 1,788,429 - - 1,788,429 Successor Corporate Notes 1,120,612 - - 1,120,612 Successor Certificate of Deposit 400,000 - - 400,000 Sub-total Investments 61,164,067 - - 59,164,067 Market Value Adjustment: Unrealized Gain/ (Loss) at 06-30-16 City 441,611 - - 441,611 Unrealized Gain/ (Loss) at 06-30-16 SARDA 70,791 - - 70,791 Total Unrealized Gain/ (Loss) at 06-30-16 per GASB 31 512,402 - - 512,402 Total Investments 61,676,469 - - 59,676,469 Total Pooled Cash and Investments 63,313,172$ 2,184,394$ (2,257,862)$ 61,241,004$ TOTAL POOLED CASH AND INVESTMENTS 61,241,004$ I certify that this report accurately reflects all pooled investments and it is in conformity with the investment policy as approved by the City Council on June 16, 2016. A copy of this policy is available in the office of the City Clerk. The pooled investments shown above provide sufficient cash flow liquidity to meet the next six months estimated expenditures. Jason P. Simpson September 12, 2016 Director of Administrative Services Date C I T Y O F L A K E E L S I N O R E INVESTMENT REPORT OF POOLED CASH AND INVESTMENTS AS OF AUGUST 31, 2016 Yield Purchase Date Maturity Rate 0.614%Daily 24-Hour Agency Beginning Balance Net Increase/(Decrease)Ending Balance City 16,595,162$ -$ 16,595,162$ City for the PFA 330,436$ -$ 330,436$ Successor Agency 3,990,790$ -$ 3,990,790$ Total Investments Held with Local Agency Investment Fund:20,916,387$ -$ 20,916,387$ Note: Per California State Treasurer, LAIF Statute 16429.1: Separate accounts for each governmental unit shall be maintained. LAIF accounts are subject to a $65 million cap per agency. C I T Y O F L A K E E L S I N O R E LOCAL AGENCY INVESTMENT FUND TRANSACTION SUMMARY FOR THE MONTH ENDING AUGUST 31, 2016 FUND NO FUND NAME AMOUNT 100 General Fund 10,151,821$ 101 Supplemental Law Enforcement Fund 41,667 104 Traffic Offender Fund 20,550 106 Affordable Housing In Lieu Fund 2,792,271 107 Developer Agreement Revenue 1,558,264 110 State Gas Tax Fund 2,077,477 112 Measure A Fund 1,120,072 114 SB1186 CASP Education Program Fund 5,936 115 Traffic Safety Fund 254,654 116 City Hall-Public Works DIF Fund 1,202,693 117 Community Center DIF Fund 522,728 118 Lake Side Facility DIF Fund 657,022 119 Animal Shelter DIF Fund 18,249 120 Camino Del Norte DIF 110 121 T.R.I.P.-2014A 7,365 135 Lighting & Landscape Maintenance Fund - Dist. No. 1 445,915 140 Geothermal Fund 19,955 155 CSA152 -- N.P.D.E.S.123,347 160 PEG Grant Fund 23,675 205 Traffic Impact Fee Fund 3,779,317 211 Storm Drain C.I.P. Fund 3,440,285 221 Quimby Park C.I.P. Fund 17,702 231 Library C.I.P. Fund 1,732,990 232 City Fire Protection Fund 244,488 254 AD 89-1 Railroad Canyon Rd. Improvement Fund 126,253 268 CFD 2006-2 Viscaya Improvement 220 310 Support Service 298,351 320 Facilities Service 178,757 331 CFD 2006-1CC Summerly Improvement Area CC 6,290 332 CFD 2006-1 Improvement Area B, Summerly 8,780 333 CFD 2015-3 Terracina 23,157 334 CFD 2015-5 Trieste - Far West Industries 26,682 345 CFD 2003-2S Improvement Area D, Canyon Hills 8,928 346 CFD 2014-1 Southshore Debt Service Fund 63,251 347 CFD 2006-1 Improvement Area A, Summerly 14,682 350 CFD 98-1 Summerhill Debt Service Fund 34,710 352 AD 86-1 Debt Service Fund 659,115 354 CFD 90-2 Successor RDA Debt Service Fund 36,064 356 AD 90-1A Debt Service Fund 3 357 CFD 2003-2 Canyon Hills Debt Service Fund 46,664 366 CFD 2005-6 City Center Townhomes Debt Service Fund 35,504 368 CFD 2006-2 Viscaya Debt Service Fund 60,968 369 CFD 2004-3 Area 1 Rosetta Canyon Debt Service Fund 39,545 C I T Y O F L A K E E L S I N O R E POOLED CASH AND INVESTMENTS BY FUND AS OF AUGUST 31, 2016 FUND NO FUND NAME AMOUNT C I T Y O F L A K E E L S I N O R E POOLED CASH AND INVESTMENTS BY FUND AS OF AUGUST 31, 2016 371 CFD 2005-1 Serenity Debt Service Fund 23,412 372 CFD 2005-2 Alberhill Ranch Debt Service Fund 28,558 374 CFD 2005-4 Lakeview Villas Debt Service Fund 45,346 375 CFD 2006-4 Tract No. 30698 & 32129 Debt Service Fund 16,465 376 CFD 2006-3 La Strada Debt Service Fund 21,035 377 CFD 2006-6 Tessara Debt Service Fund 9,783 378 CFD 2006-8 Tract No. 31957 Debt Service Fund 46,572 384 CFD 2003-2 Area B Canyon Hills Debt Service Fund 55,429 385 CFD 2004-3 Area 2 Rosetta Canyon Debt Service Fund 44,865 386 CFD 2007-4 Mekenna Debt Service Fund 9,038 387 CFD 2007-5 Red Kite Debt Service Fund 64,361 388 CFD 2007-6 Holiday Inn Debt Service Fund 3,749 389 CFD 88-3 (2008A) West Lake Elsinore Debt Service Fund 32,121 390 CFD 2003-2 Area C Canyon Hills Debt Service Fund 35,899 392 CFD 95-1 City Center Debt Service Fund 19,763 393 AD 93-1 Debt Service Fund 31,246 394 CFD 2005-5 (2012A) Wasson Canyon Debt Service Fund 26,636 500 Capital Improvement Plan 1,804,299 520 Successor Agency RDA Area II 2,012,199 530 Successor Agency RDA Area III 1,037,246 540 Successor Area RDA Diamond Stadium 3,017,754 604 Endowment Trust Fund 31,268 605 Public Improvement Trust Fund 848,492 606 Mobile Source Air Polution Reduction Fund 243,622 608 Trust Deposit & Pre Paid Expense Fund 5,717,593 617 Successor Agency Housing Fund 12,145,274 620 Cost Recovery System Fund 1,206,360 631 Lake Destratification Equipment Replacement Fund 230,446 731 LEPFA 2011 Series B 2,713 734 LEPFA 2013 Series C 409,479 736 LEPFA 2013 Series A 20 780 LEPFA General 93,485 Total Pooled Cash & Investments 61,241,004$ REPORT TO SUCCESSOR AGENCY BOARD OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE To: Honorable Agency Chairman and Members of the Successor Agency From: Grant Yates, Executive Director Prepared by: Andrew Zavala, Account Specialist Approved by: Jason Simpson, Assistant Executive Director Date: October 25, 2016 Subject: Investment Report for September 2016 Recommendation Receive and file the Investment Report for September 2016. Background and Discussion The Investment Report is a listing of all funds invested for the City of Lake Elsinore and includes funds held for the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore as of the date shown on the report. Additionally, the Review of the Investment Performance for the quarter ended June 30, 2016 is included. Fiscal Impact No fiscal impact. Exhibits A: Investment Report for September 2016 BANK DEPOSITS OUTSTANDING BOOK CASH ACCOUNTS BALANCE IN TRANSIT CHECKS BALANCE Bank Accounts: General Checking Account 3,681,857$ 27,711$ (1,802,116)$ 1,907,452$ Cash On Hand: Cashier Drawers #1 & #2 - - - 300 City of Lake Elsinore Petty Cash Fund - - - 1,000 Total Cash Accounts 3,681,857 27,711 (1,802,116) 1,908,752 INVESTMENTS City Investments: City Local Agency Investment Fund 14,595,162 - 14,595,162 City Local Agency Investment Fund for the PFA 330,436 - - 330,436 City CAMP Investments: CAMP Pool Account 74,977 - - 74,977 U.S. Treasury Bond / Note 9,764,894 - - 9,764,894 Municipal Bond / Note 290,464 - - 290,464 Federal Agency Collateralized Mortgage Obligation 530,253 - - 530,253 Federal Agency Bond / Note 8,770,306 - - 8,770,306 Corporate Note 6,410,361 - - 6,410,361 Certificate of Deposit 4,075,000 - - 4,075,000 Housing CAMP Investments: Housing CAMP Pool Account 4,571 - - 4,571 Housing U.S. Treasury Bond / Notes 1,796,917 - - 1,796,917 Housing Municipal Bond / Notes 30,084 - - 30,084 Housing Federal Agency Collateralized Mortgage 95,951 - - 95,951 Housing Federal Agency Bond / Notes 1,430,583 - - 1,430,583 Housing Corporate Notes 1,318,456 - - 1,318,456 Housing Certificate of Deposit 400,000 - - 400,000 Successor Investments: Successor Local Agency Investment Fund 3,990,790 - - 3,990,790 Successor CAMP Investments: Successor CAMP Pool Account 11,348 - - 11,348 Successor U.S. Treasury Bond / Notes 1,804,265 - - 1,804,265 Successor Municipal Bond / notes 30,084 - - 30,084 Successor Federal Agency Collaterized Mortgage 95,951 - - 95,951 Successor Federal Agency Bond / Notes 1,813,072 - - 1,813,072 Successor Corporate Notes 1,120,612 - - 1,120,612 Successor Certificate of Deposit 400,000 - - 400,000 Sub-total Investments 59,184,536 - - 59,184,536 Market Value Adjustment: Unrealized Gain/ (Loss) at 06-30-16 City 441,611 - - 441,611 Unrealized Gain/ (Loss) at 06-30-16 SARDA 70,791 - - 70,791 Total Unrealized Gain/ (Loss) at 06-30-16 per GASB 31 512,402 - - 512,402 Total Investments 59,696,938 - - 59,696,938 Total Pooled Cash and Investments 63,378,796$ 27,711$ (1,802,116)$ 61,605,690$ TOTAL POOLED CASH AND INVESTMENTS 61,605,690$ I certify that this report accurately reflects all pooled investments and it is in conformity with the investment policy as approved by the City Council on June 16, 2016. A copy of this policy is available in the office of the City Clerk. The pooled investments shown above provide sufficient cash flow liquidity to meet the next six months estimated expenditures. Jason P. Simpson October 14, 2016 Director of Administrative Services Date C I T Y O F L A K E E L S I N O R E INVESTMENT REPORT OF POOLED CASH AND INVESTMENTS AS OF SEPTEMBER 30, 2016 FUND NO FUND NAME AMOUNT 100 General Fund 11,856,973$ 101 Supplemental Law Enforcement Fund 16,667 104 Traffic Offender Fund 6,582 106 Affordable Housing In Lieu Fund 2,792,271 107 Developer Agreement Revenue 1,130,755 110 State Gas Tax Fund 1,329,759 111 TUMF C.I.P. Fund 2,695 112 Measure A Fund 1,183,133 114 SB1186 CASP Education Program Fund 6,119 115 Traffic Safety Fund 32,897 116 City Hall-Public Works DIF Fund 1,214,019 117 Community Center DIF Fund 529,813 118 Lake Side Facility DIF Fund 651,574 119 Animal Shelter DIF Fund 22,773 121 T.R.I.P.-2014A 127 135 Lighting & Landscape Maintenance Fund - Dist. No. 1 430,085 140 Geothermal Fund 19,955 155 CSA152 -- N.P.D.E.S.67,409 160 PEG Grant Fund 23,675 205 Traffic Impact Fee Fund 3,717,033 211 Storm Drain C.I.P. Fund 2,392,082 221 Quimby Park C.I.P. Fund 14,329 231 Library C.I.P. Fund 1,698,870 232 City Fire Protection Fund 45,300 254 AD 89-1 Railroad Canyon Rd. Improvement Fund 126,253 268 CFD 2006-2 Viscaya Improvement 220 300 Insurance Service 268,922 315 Fleet Service 10,798 320 Facilities Service 606,886 331 CFD 2006-1CC Summerly Improvement Area CC 5,213 332 CFD 2006-1 Improvement Area B, Summerly 7,703 333 CFD 2015-3 Terracina 22,080 334 CFD 2015-5 Trieste - Far West Industries 21,586 336 CFD 2006-1FF Summerly Improvement Area FF 35,000 345 CFD 2003-2S Improvement Area D, Canyon Hills 7,851 346 CFD 2014-1 Southshore Debt Service Fund 63,251 347 CFD 2006-1 Improvement Area A, Summerly 12,836 350 CFD 98-1 Summerhill Debt Service Fund 33,132 352 AD 86-1 Debt Service Fund 659,115 354 CFD 90-2 Successor RDA Debt Service Fund 910 357 CFD 2003-2 Canyon Hills Debt Service Fund 45,279 366 CFD 2005-6 City Center Townhomes Debt Service Fund 34,491 368 CFD 2006-2 Viscaya Debt Service Fund 60,924 C I T Y O F L A K E E L S I N O R E POOLED CASH AND INVESTMENTS BY FUND AS OF SEPTEMBER 30, 2016 FUND NO FUND NAME AMOUNT C I T Y O F L A K E E L S I N O R E POOLED CASH AND INVESTMENTS BY FUND AS OF SEPTEMBER 30, 2016 369 CFD 2004-3 Area 1 Rosetta Canyon Debt Service Fund 38,468 371 CFD 2005-1 Serenity Debt Service Fund 20,407 372 CFD 2005-2 Alberhill Ranch Debt Service Fund 15,257 374 CFD 2005-4 Lakeview Villas Debt Service Fund 44,961 375 CFD 2006-4 Tract No. 30698 & 32129 Debt Service Fund 16,080 376 CFD 2006-3 La Strada Debt Service Fund 20,266 377 CFD 2006-6 Tessara Debt Service Fund 9,322 378 CFD 2006-8 Tract No. 31957 Debt Service Fund 46,110 384 CFD 2003-2 Area B Canyon Hills Debt Service Fund 44,360 385 CFD 2004-3 Area 2 Rosetta Canyon Debt Service Fund 43,749 386 CFD 2007-4 Mekenna Debt Service Fund 8,576 387 CFD 2007-5 Red Kite Debt Service Fund 63,591 388 CFD 2007-6 Holiday Inn Debt Service Fund 3,749 389 CFD 88-3 (2008A) West Lake Elsinore Debt Service Fund 28,202 390 CFD 2003-2 Area C Canyon Hills Debt Service Fund 33,130 392 CFD 95-1 City Center Debt Service Fund 21,397 393 AD 93-1 Debt Service Fund 26,320 394 CFD 2005-5 (2012A) Wasson Canyon Debt Service Fund 25,711 500 Capital Improvement Plan 3,010,654 520 Successor Agency RDA Area II 2,000,294 530 Successor Agency RDA Area III 1,025,342 540 Successor Area RDA Diamond Stadium 2,897,832 604 Endowment Trust Fund 31,268 605 Public Improvement Trust Fund 863,456 606 Mobile Source Air Polution Reduction Fund 237,622 608 Trust Deposit & Pre Paid Expense Fund 5,723,317 617 Successor Agency Housing Fund 12,141,474 620 Cost Recovery System Fund 1,218,144 631 Lake Destratification Equipment Replacement Fund 218,960 655 CFD 2015-1s Law, Fire, Paramedic Services 17,340 731 LEPFA 2011 Series B 2 734 LEPFA 2013 Series C 409,479 736 LEPFA 2013 Series A 20 780 LEPFA General 93,485 Total Pooled Cash & Investments 61,605,690$ Yield Purchase Date Maturity Rate 0.634%Daily 24-Hour Agency Beginning Balance Net Increase/(Decrease)Ending Balance City 16,595,162$ (2,000,000)$ 14,595,162$ City for the PFA 330,436$ -$ 330,436$ Successor Agency 3,990,790$ -$ 3,990,790$ Total Investments Held with Local Agency Investment Fund:20,916,387$ (2,000,000)$ 18,916,387$ Note: Per California State Treasurer, LAIF Statute 16429.1: Separate accounts for each governmental unit shall be maintained. LAIF accounts are subject to a $65 million cap per agency. C I T Y O F L A K E E L S I N O R E LOCAL AGENCY INVESTMENT FUND TRANSACTION SUMMARY FOR THE MONTH ENDING SEPTEMBER 30, 2016 REPORT TO SUCCESSOR AGENCY BOARD OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE To: Honorable Agency Chairman and Members of the Successor Agency From: Grant Yates, Executive Director Prepared by: Nancy Lassey, Finance Administrator Approved by: Jason Simpson, Assistant Executive Director Date: November 15, 2016 Subject: Investment Report for October 2016 Recommendation Receive and file the Investment Report for October 2016. Background and Discussion The Investment Report is a listing of all funds invested for the City of Lake Elsinore and includes funds held for the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore as of the date shown on the report. Fiscal Impact No fiscal impact. Exhibits A: Investment Report for October 2016 BANK DEPOSITS OUTSTANDING BOOK CASH ACCOUNTS BALANCE IN TRANSIT CHECKS BALANCE Bank Accounts: General Checking Account 1,399,875$ 224,389$ (512,644)$ 1,111,620$ Cash On Hand: Cashier Drawers #1 & #2 - - - 300 City of Lake Elsinore Petty Cash Fund - - - 1,000 Total Cash Accounts 1,399,875 224,389 (512,644) 1,112,920 INVESTMENTS City Investments: City Local Agency Investment Fund 14,619,815 - 14,619,815 City Local Agency Investment Fund for the PFA 330,938 - - 330,938 City CAMP Investments: CAMP Pool Account 23,619 - - 23,619 U.S. Treasury Bond / Note 9,721,279 - - 9,721,279 Municipal Bond / Note 290,464 - - 290,464 Federal Agency Collateralized Mortgage Obligation 530,253 - - 530,253 Federal Agency Bond / Note 8,891,300 - - 8,891,300 Corporate Note 6,410,361 - - 6,410,361 Certificate of Deposit 4,075,000 - - 4,075,000 Housing CAMP Investments: Housing CAMP Pool Account 4,347 - - 4,347 Housing U.S. Treasury Bond / Notes 1,849,878 - - 1,849,878 Housing Municipal Bond / Notes 30,084 - - 30,084 Housing Federal Agency Collateralized Mortgage 95,951 - - 95,951 Housing Federal Agency Bond / Notes 1,380,969 - - 1,380,969 Housing Corporate Notes 1,318,456 - - 1,318,456 Housing Certificate of Deposit 400,000 - - 400,000 Successor Investments: Successor Local Agency Investment Fund 3,996,855 - - 3,996,855 Successor CAMP Investments: Successor CAMP Pool Account 9,943 - - 9,943 Successor U.S. Treasury Bond / Notes 1,756,243 - - 1,756,243 Successor Municipal Bond / notes 30,084 - - 30,084 Successor Federal Agency Collaterized Mortgage 95,951 - - 95,951 Successor Federal Agency Bond / Notes 1,868,556 - - 1,868,556 Successor Corporate Notes 1,120,612 - - 1,120,612 Successor Certificate of Deposit 400,000 - - 400,000 Sub-total Investments 59,250,957 - - 59,250,957 Market Value Adjustment: Unrealized Gain/ (Loss) at 06-30-16 City 441,611 - - 441,611 Unrealized Gain/ (Loss) at 06-30-16 SARDA 70,791 - - 70,791 Total Unrealized Gain/ (Loss) at 06-30-16 per GASB 31 512,402 - - 512,402 Total Investments 59,763,360 - - 59,763,360 Total Pooled Cash and Investments 61,163,235$ 224,389$ (512,644)$ 60,876,280$ TOTAL POOLED CASH AND INVESTMENTS 60,876,280$ I certify that this report accurately reflects all pooled investments and it is in conformity with the investment policy as approved by the City Council on June 16, 2016. A copy of this policy is available in the office of the City Clerk. The pooled investments shown above provide sufficient cash flow liquidity to meet the next six months estimated expenditures. Jason P. Simpson November 8, 2016 Director of Administrative Services Date C I T Y O F L A K E E L S I N O R E INVESTMENT REPORT OF POOLED CASH AND INVESTMENTS AS OF OCTOBER 31, 2016 FUND NO FUND NAME AMOUNT 100 General Fund 11,201,706$ 101 Supplemental Law Enforcement Fund 54,324 104 Traffic Offender Fund 8,592 106 Affordable Housing In Lieu Fund 2,861,014 107 Developer Agreement Revenue 1,134,962 110 State Gas Tax Fund 1,303,277 111 TUMF C.I.P. Fund 2,706 112 Measure A Fund 1,268,826 114 SB1186 CASP Education Program Fund 6,145 115 Traffic Safety Fund 92,380 116 City Hall-Public Works DIF Fund 1,235,679 117 Community Center DIF Fund 542,698 118 Lake Side Facility DIF Fund 669,586 119 Animal Shelter DIF Fund 29,790 121 T.R.I.P.-2014A 128 135 Lighting & Landscape Maintenance Fund - Dist. No. 1 425,888 140 Geothermal Fund 20,032 155 CSA152 -- N.P.D.E.S.67,622 160 PEG Grant Fund 23,737 205 Traffic Impact Fee Fund 3,781,495 211 Storm Drain C.I.P. Fund 2,401,258 221 Quimby Park C.I.P. Fund 14,827 231 Library C.I.P. Fund 1,710,155 232 City Fire Protection Fund 62,135 254 AD 89-1 Railroad Canyon Rd. Improvement Fund 126,253 268 CFD 2006-2 Viscaya Improvement 221 300 Insurance Service 270,071 320 Facilities Service 554,559 331 CFD 2006-1CC Summerly Improvement Area CC 5,293 332 CFD 2006-1 Improvement Area B, Summerly 7,745 333 CFD 2015-3 Terracina 22,170 334 CFD 2015-5 Trieste - Far West Industries 21,701 336 CFD 2006-1FF Summerly Improvement Area FF 35,006 345 CFD 2003-2S Improvement Area D, Canyon Hills 7,926 346 CFD 2014-1 Southshore Debt Service Fund 63,494 347 CFD 2006-1 Improvement Area A, Summerly 12,901 350 CFD 98-1 Summerhill Debt Service Fund 33,105 352 AD 86-1 Debt Service Fund 659,115 354 CFD 90-2 Successor RDA Debt Service Fund 253,354 357 CFD 2003-2 Canyon Hills Debt Service Fund 45,465 366 CFD 2005-6 City Center Townhomes Debt Service Fund 34,628 368 CFD 2006-2 Viscaya Debt Service Fund 61,554 369 CFD 2004-3 Area 1 Rosetta Canyon Debt Service Fund 38,622 C I T Y O F L A K E E L S I N O R E POOLED CASH AND INVESTMENTS BY FUND AS OF OCTOBER 31, 2016 FUND NO FUND NAME AMOUNT C I T Y O F L A K E E L S I N O R E POOLED CASH AND INVESTMENTS BY FUND AS OF OCTOBER 31, 2016 371 CFD 2005-1 Serenity Debt Service Fund 20,502 372 CFD 2005-2 Alberhill Ranch Debt Service Fund 15,359 374 CFD 2005-4 Lakeview Villas Debt Service Fund 45,136 375 CFD 2006-4 Tract No. 30698 & 32129 Debt Service Fund 16,145 376 CFD 2006-3 La Strada Debt Service Fund 20,348 377 CFD 2006-6 Tessara Debt Service Fund 9,361 378 CFD 2006-8 Tract No. 31957 Debt Service Fund 46,282 384 CFD 2003-2 Area B Canyon Hills Debt Service Fund 44,573 385 CFD 2004-3 Area 2 Rosetta Canyon Debt Service Fund 45,731 386 CFD 2007-4 Mekenna Debt Service Fund 8,612 387 CFD 2007-5 Red Kite Debt Service Fund 63,841 388 CFD 2007-6 Holiday Inn Debt Service Fund 3,764 389 CFD 88-3 (2008A) West Lake Elsinore Debt Service Fund 28,326 390 CFD 2003-2 Area C Canyon Hills Debt Service Fund 33,285 392 CFD 95-1 City Center Debt Service Fund 21,489 393 AD 93-1 Debt Service Fund 26,448 394 CFD 2005-5 (2012A) Wasson Canyon Debt Service Fund 25,819 500 Capital Improvement Plan 2,453,415 520 Successor Agency RDA Area II 1,885,710 530 Successor Agency RDA Area III 1,031,351 540 Successor Area RDA Diamond Stadium 2,844,928 604 Endowment Trust Fund 31,388 605 Public Improvement Trust Fund 866,721 606 Mobile Source Air Polution Reduction Fund 238,500 608 Trust Deposit & Pre Paid Expense Fund 5,830,993 617 Successor Agency Housing Fund 12,160,767 620 Cost Recovery System Fund 1,144,671 631 Lake Destratification Equipment Replacement Fund 219,844 655 CFD 2015-1s Law, Fire, Paramedic Services 17,340 723 LEPFA 2008 Series A 2 734 LEPFA 2013 Series C 409,888 736 LEPFA 2013 Series A 20 780 LEPFA General 93,578 Total Pooled Cash & Investments 60,876,280$ Yield Purchase Date Maturity Rate 0.654%Daily 24-Hour Agency Beginning Balance Net Increase/(Decrease)Ending Balance City 14,595,162$ 24,653$ 14,619,815$ City for the PFA 330,436$ 502$ 330,938$ Successor Agency 3,990,790$ 6,065$ 3,996,855$ Total Investments Held with Local Agency Investment Fund:18,916,387$ 31,220$ 18,947,607$ Note: Per California State Treasurer, LAIF Statute 16429.1: Separate accounts for each governmental unit shall be maintained. LAIF accounts are subject to a $65 million cap per agency. C I T Y O F L A K E E L S I N O R E LOCAL AGENCY INVESTMENT FUND TRANSACTION SUMMARY FOR THE MONTH ENDING OCTOBER 31, 2016 REPORT TO SUCCESSOR AGENCY BOARD OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE To: Honorable Agency Chairman and Members of the Successor Agency From: Grant Yates, Executive Director Prepared by: Andrew Zavala, Accountant I Approved by: Jason Simpson, Assistant Executive Director Date: December 13, 2016 Subject: Investment Report for November 2016 Recommendation Receive and file the Investment Report for November 2016. Background and Discussion The Investment Report is a listing of all funds invested for the City of Lake Elsinore and includes funds held for the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore as of the date shown on the report. Fiscal Impact No fiscal impact. Exhibits A: Investment Report for November 2016 BANK DEPOSITS OUTSTANDING BOOK CASH ACCOUNTS BALANCE IN TRANSIT CHECKS BALANCE Bank Accounts: General Checking Account 1,074,747$ 12,847$ (342,082)$ 745,511$ Cash On Hand: Cashier Drawers #1 & #2 - - - 300 City of Lake Elsinore Petty Cash Fund - - - 1,000 Total Cash Accounts 1,074,747 12,847 (342,082) 746,811 INVESTMENTS City Investments: City Local Agency Investment Fund 13,619,815 - 13,619,815 City Local Agency Investment Fund for the PFA 330,938 - - 330,938 City CAMP Investments: CAMP Pool Account 78,734 - - 78,734 U.S. Treasury Bond / Note 9,754,773 - - 9,754,773 Municipal Bond / Note 290,464 - - 290,464 Federal Agency Collateralized Mortgage Obligation 530,253 - - 530,253 Federal Agency Bond / Note 8,874,612 - - 8,874,612 Corporate Note 6,410,361 - - 6,410,361 Certificate of Deposit 4,075,000 - - 4,075,000 Housing CAMP Investments: Housing CAMP Pool Account 13,649 - - 13,649 Housing U.S. Treasury Bond / Notes 1,746,904 - - 1,746,904 Housing Municipal Bond / Notes 30,084 - - 30,084 Housing Federal Agency Collateralized Mortgage 95,951 - - 95,951 Housing Federal Agency Bond / Notes 1,485,945 - - 1,485,945 Housing Corporate Notes 1,318,456 - - 1,318,456 Housing Certificate of Deposit 400,000 - - 400,000 Successor Investments: Successor Local Agency Investment Fund 3,996,855 - - 3,996,855 Successor CAMP Investments: Successor CAMP Pool Account 22,926 - - 22,926 Successor U.S. Treasury Bond / Notes 1,846,611 - - 1,846,611 Successor Municipal Bond / notes 30,084 - - 30,084 Successor Federal Agency Collaterized Mortgage 95,951 - - 95,951 Successor Federal Agency Bond / Notes 1,781,369 - - 1,781,369 Successor Corporate Notes 1,120,612 - - 1,120,612 Successor Certificate of Deposit 400,000 - - 400,000 Sub-total Investments 58,350,346 - - 58,350,346 Market Value Adjustment: Unrealized Gain/ (Loss) at 06-30-16 City 441,611 - - 441,611 Unrealized Gain/ (Loss) at 06-30-16 SARDA 70,791 - - 70,791 Total Unrealized Gain/ (Loss) at 06-30-16 per GASB 31 512,402 - - 512,402 Total Investments 58,862,748 - - 58,862,748 Total Pooled Cash and Investments 59,937,495$ 12,847$ (342,082)$ 59,609,559$ TOTAL POOLED CASH AND INVESTMENTS 59,609,559$ I certify that this report accurately reflects all pooled investments and it is in conformity with the investment policy as approved by the City Council on June 16, 2016. A copy of this policy is available in the office of the City Clerk. The pooled investments shown above provide sufficient cash flow liquidity to meet the next six months estimated expenditures. Jason P. Simpson December 5, 2016 Director of Administrative Services Date C I T Y O F L A K E E L S I N O R E INVESTMENT REPORT OF POOLED CASH AND INVESTMENTS AS OF NOVEMBER 30, 2016 FUND NO FUND NAME AMOUNT 100 General Fund 10,197,452$ 101 Supplemental Law Enforcement Fund 62,657 104 Traffic Offender Fund 11,842 106 Affordable Housing In Lieu Fund 2,897,639 107 Developer Agreement Revenue 1,196,962 110 State Gas Tax Fund 1,478,678 111 TUMF C.I.P. Fund 2,706 112 Measure A Fund 1,226,130 114 SB1186 CASP Education Program Fund 6,334 115 Traffic Safety Fund 92,380 116 City Hall-Public Works DIF Fund 1,236,488 117 Community Center DIF Fund 543,243 118 Lake Side Facility DIF Fund 670,365 119 Animal Shelter DIF Fund 29,790 121 T.R.I.P.-2014A 128 135 Lighting & Landscape Maintenance Fund - Dist. No. 1 416,429 140 Geothermal Fund 20,032 150 C.D.B.G. Fund 6,435 155 CSA152 -- N.P.D.E.S.63,459 160 PEG Grant Fund 23,737 205 Traffic Impact Fee Fund 3,797,923 211 Storm Drain C.I.P. Fund 2,402,252 221 Quimby Park C.I.P. Fund 16,427 231 Library C.I.P. Fund 1,721,255 232 City Fire Protection Fund 62,886 254 AD 89-1 Railroad Canyon Rd. Improvement Fund 126,253 268 CFD 2006-2 Viscaya Improvement 221 300 Insurance Service 269,855 320 Facilities Service 470,381 331 CFD 2006-1CC Summerly Improvement Area CC 4,754 332 CFD 2006-1 Improvement Area B, Summerly 7,207 333 CFD 2015-3 Terracina 4,839 334 CFD 2015-5 Trieste - Far West Industries 21,701 336 CFD 2006-1FF Summerly Improvement Area FF 17,006 345 CFD 2003-2S Improvement Area D, Canyon Hills 7,388 346 CFD 2014-1 Southshore Debt Service Fund 63,494 347 CFD 2006-1 Improvement Area A, Summerly 11,978 350 CFD 98-1 Summerhill Debt Service Fund 32,517 352 AD 86-1 Debt Service Fund 659,115 354 CFD 90-2 Successor RDA Debt Service Fund 251,893 357 CFD 2003-2 Canyon Hills Debt Service Fund 44,772 366 CFD 2005-6 City Center Townhomes Debt Service Fund 33,567 C I T Y O F L A K E E L S I N O R E POOLED CASH AND INVESTMENTS BY FUND AS OF NOVEMBER 30, 2016 FUND NO FUND NAME AMOUNT C I T Y O F L A K E E L S I N O R E POOLED CASH AND INVESTMENTS BY FUND AS OF NOVEMBER 30, 2016 368 CFD 2006-2 Viscaya Debt Service Fund 61,775 369 CFD 2004-3 Area 1 Rosetta Canyon Debt Service Fund 214,400 371 CFD 2005-1 Serenity Debt Service Fund 19,963 372 CFD 2005-2 Alberhill Ranch Debt Service Fund 14,821 374 CFD 2005-4 Lakeview Villas Debt Service Fund 44,944 375 CFD 2006-4 Tract No. 30698 & 32129 Debt Service Fund 15,952 376 CFD 2006-3 La Strada Debt Service Fund 19,964 377 CFD 2006-6 Tessara Debt Service Fund 9,130 378 CFD 2006-8 Tract No. 31957 Debt Service Fund 46,051 384 CFD 2003-2 Area B Canyon Hills Debt Service Fund 30,227 385 CFD 2004-3 Area 2 Rosetta Canyon Debt Service Fund 45,893 386 CFD 2007-4 Mekenna Debt Service Fund 13,382 387 CFD 2007-5 Red Kite Debt Service Fund 63,456 388 CFD 2007-6 Holiday Inn Debt Service Fund 3,764 389 CFD 88-3 (2008A) West Lake Elsinore Debt Service Fund 26,864 390 CFD 2003-2 Area C Canyon Hills Debt Service Fund 31,901 392 CFD 95-1 City Center Debt Service Fund 20,950 393 AD 93-1 Debt Service Fund 24,986 394 CFD 2005-5 (2012A) Wasson Canyon Debt Service Fund 25,434 500 Capital Improvement Plan 1,257,039 520 Successor Agency RDA Area II 2,011,817 530 Successor Agency RDA Area III 1,031,351 540 Successor Area RDA Diamond Stadium 2,707,884 604 Endowment Trust Fund 31,388 605 Public Improvement Trust Fund 866,721 606 Mobile Source Air Polution Reduction Fund 238,500 608 Trust Deposit & Pre Paid Expense Fund 5,833,122 617 Successor Agency Housing Fund 12,144,468 620 Cost Recovery System Fund 1,825,286 631 Lake Destratification Equipment Replacement Fund 214,069 731 LEPFA 2011 Series B 2 734 LEPFA 2013 Series C 409,888 736 LEPFA 2013 Series A 20 780 LEPFA General 93,578 Total Pooled Cash & Investments 59,609,559$ Yield Purchase Date Maturity Rate 0.676%Daily 24-Hour Agency Beginning Balance Net Increase/(Decrease)Ending Balance City 14,619,815$ (1,000,000)$ 13,619,815$ City for the PFA 330,938$ -$ 330,938$ Successor Agency 3,996,855$ -$ 3,996,855$ Total Investments Held with Local Agency Investment Fund:18,947,607$ (1,000,000)$ 17,947,607$ Note: Per California State Treasurer, LAIF Statute 16429.1: Separate accounts for each governmental unit shall be maintained. LAIF accounts are subject to a $65 million cap per agency. C I T Y O F L A K E E L S I N O R E LOCAL AGENCY INVESTMENT FUND TRANSACTION SUMMARY FOR THE MONTH ENDING NOVEMBER 30, 2016 Text File City of Lake Elsinore 130 South Main Street Lake Elsinore, CA 92530 www.lake-elsinore.org File Number: ID# 17-038 Agenda Date: 1/23/2017 Status: Consent AgendaVersion: 1 File Type: ReportIn Control: Oversight Board Agenda Number: 3) Page 1 City of Lake Elsinore Printed on 1/19/2017 OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE To:Chairperson Kelley and Members of the Oversight Board From:Barbara Leibold, Successor Agency Counsel Date:January 23, 2017 SUBJECT: Recognized Obligation Payment Schedule (ROPS 17-18) For July 1, 2017, Through June 30, 2018 Recommendation adopt A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA,APPROVING THE RECOGNIZED OBLIGATION PAYMENT SCHEDULE (ROPS 17-18) FOR JULY 1, 2017 THROUGH JUNE 30, 2018. Background As part of the dissolution of the former Redevelopment Agency, Health and Safety Code Section 34177 (added by AB 1X 26, as amended to date) requires the Successor Agency to adopt a Recognized Obligation Payment Schedule (ROPS) that lists all obligations of the former redevelopment agency that are enforceable within the meaning of subdivision (d) of Section 34171 for each twelve-month period of each fiscal year. The Successor Agency has previously adopted ROPS for prior twelve-month periods. The previous ROPS have been approved by the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the State Department of Finance (DOF). Discussion Applicable law requires that the ROPS for July 2017 through June 2018 be submitted to DOF and the State Controller’s office, after approval by the Oversight Board, no later than February 1, 2017. The DOF has five (5) days after submittal to request a review and forty-five (45) days to review the ROPS if it decides to do so. If the ROPS is not submitted by the deadline, the City is subject to a $10,000 fine for every day the ROPS is late and the administrative cost allowance for the Successor Agency is reduced by 25% after 10 days. As the Successor Agency winds down the former Redevelopment Agency, the primary remaining enforceable obligations are the outstanding bonds, Stadium operation and maintenance, and the Summerly Disposition and Development Approval of ROPS 17-18 January 23, 2017 Page 2 Agreement. These items are presented on the ROPS in a manner consistent with previous ROPS. The attached ROPS 17-18 for the period July 1, 2017 – June 30, 2018, follows the form prescribed by the DOF and incorporates all of the remaining obligations identified in the previous ROPS. The ROPS will be considered for approval by the Successor Agency on January 24, 2017. Exhibits A - Resolution B - ROPs RESOLUTION NO. OB 2017-_____ A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING THE RECOGNIZED OBLIGATION PAYMENT SCHEDULE (ROPS 17-18) FOR JULY 1, 2017, THROUGH JUNE 30, 2018 Whereas, the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore (“Oversight Board”) has been established to direct the Successor Agency to take certain actions to wind down the affairs of the former Redevelopment Agency of the City of Lake Elsinore in accordance with the California Health and Safety Code; and Whereas, Health and Safety Code Section 34177(o) requires the Successor Agency to prepare and adopt a “Recognized Obligation Payment Schedule” that lists all obligations of the former redevelopment agency that are enforceable within the meaning of subdivision (d) of Section 34171 for twelve month periods, including the Recognized Obligation Payment Schedule for July 1, 2017, through June 30, 2018; and Whereas, Section 34177(o) also requires that the ROPS 17-18 for the period July 1, 2017 through June 30, 2018 be submitted to the Department of Finance and the State Controller’s office, after approval by the Oversight Board, no later than February 1, 2017 or be subject to penalties; and Whereas, on January 24, 2017, the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore will consider approval of the Recognized Obligation Payment Schedule 17- 18 for the period July 1, 2017, through June 30, 2018; and Whereas, all other legal prerequisites to the adoption of this Resolution have occurred. NOW, THEREFORE, THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1.The Recitals set forth above are true and correct and incorporated herein by reference. Section 2.The Oversight Board hereby approves the Schedule submitted concurrently herewith as the Recognized Obligation Payment Schedule 17-18 for the period July 1, 2017 through June 30, 2018, subject to the approval of the Successor Agency. Pursuant to Health & Safety Code Section 34173, the Successor Agency’s liability, including, but not limited to, its liability for the obligations on the attached schedule, is limited to the total sum of property tax revenues it receives pursuant to Part 1.85 of AB X1 26. Section 3. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution which can be given effect without the invalid provision or application, and to this end the provisions of this Resolution are severable. The Oversight Board hereby declares that it would have adopted this Resolution irrespective of the invalidity of any particular portion thereof. Section 4. This Resolution shall take effect from and after the date of its passage and adoption in accordance with applicable law. OB Reso. No. 2017-_____ Page 2 Passed, Approved and Adopted at a Regular meeting of the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore, held this 23rd day of January, 2017. Genie Kelley, Chair Attest: Susan M. Domen, MMC Secretary Successor Agency:Lake Elsinore County:Riverside Current Period Requested Funding for Enforceable Obligations (ROPS Detail) 17-18A Total (July - December) 17-18B Total (January - June) ROPS 17-18 Total A 2,462,365$ 1,871,237$ 4,333,602$ B - - - C 1,502,500 1,610,000 3,112,500 D 959,865 261,237 1,221,102 E 5,173,541$ 5,385,285$ 10,558,826$ F 5,002,321 5,225,520 10,227,841 G 171,220 159,765 330,985 H Current Period Enforceable Obligations (A+E):7,635,906$ 7,256,522$ 14,892,428$ Name Title /s/ Signature Date Administrative RPTTF Certification of Oversight Board Chairman: Pursuant to Section 34177 (o) of the Health and Safety code, I hereby certify that the above is a true and accurate Recognized Obligation Payment Schedule for the above named successor agency. Recognized Obligation Payment Schedule (ROPS 17-18) - Summary Filed for the July 1, 2017 through June 30, 2018 Period Enforceable Obligations Funded as Follows (B+C+D): RPTTF Redevelopment Property Tax Trust Fund (RPTTF) (F+G): Bond Proceeds Reserve Balance Other Funds A B C D E F G H I J K L M N O P Q R S T U V W Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF $ 197,353,992 $ 14,892,428 $ - $ 1,502,500 $ 959,865 $ 5,002,321 $ 171,220 $ 7,635,906 $ - $ 1,610,000 $ 261,237 $ 5,225,520 $ 159,765 $ 7,256,522 1 Tax Allocation Revenue Bonds, 2010 Bonds Issued On or Before 2/1/2010 9/1/2033 Wilmington Trust Bond issue to fund housing & non-All 20,730,631 N $ 1,163,444 175,000 493,316 $ 668,316 495,128 $ 495,128 2 Tax Allocation Revenue Bonds, 2010 Series B Bonds Issued On or Before 12/31/10 5/1/2010 9/1/2025 Wilmington Trust Bond issue to fund housing projects Housing 8,436,813 N $ 1,260,019 322,500 467,750 $ 790,250 469,769 $ 469,769 3 Tax Allocation Revenue Bonds, 2010 Series C Bonds Issued On or Before 12/31/10 11/1/2010 9/1/2030 Wilmington Trust Bond issue to fund non-housing projects Project Area I & II 31,076,749 N $ 2,856,446 635,000 1,110,248 $ 1,745,248 1,111,198 $ 1,111,198 6 Fiscal Agent Fees Fees 2/1/2010 9/1/2038 Union Bank, N.A.Annual fiscal agent fees for bonds issues All Y $ - $ - $ - 10 Oakgroves DDA OPA/DDA/Construction 3/12/1993 1/30/2016 Oak Grove Equities Property tax revenue reimbursement Project II Y $ - $ - $ - 12 Summerly DDA OPA/DDA/Construction 3/11/2011 9/8/2038 McMillin Summerly LLC and Civic Partners-Elsinore LLC DDA pledges a portion of property tax revenues through 2038. Total outstanding debt or obligation is estimated based on projections of tax revenue growth at 2% per annum. If property values and corresponding revenues grow at a higher or lower rate than 2% per annum, the total obligation will similarly increase or decreased. DDA pledges a portion of tax increment for so long as the Agency receives tax increment Project II and III 29,529,485 N $ 2,136,062 473,218 $ 473,218 1,100,000 562,844 $ 1,662,844 13 Summerly DDA Extraordinary Infrastructure Fund OPA/DDA/Construction 3/11/2011 9/8/2038 Mc Millin Summerly LLC DDA pledges a portion of property tax revenues through 2038. Total outstanding debt or obligation is estimated based on projections of tax revenue growth at 2% per annum. If property values and corresponding revenues grow at a higher or lower rate than 2% per annum, the total obligation will similarly increase or decreased. DDA pledges a portion of tax increment for so long as the Agency receives tax increment Project II and III 7,467,288 N $ 378,582 5,000 77,496 $ 82,496 200,000 96,086 $ 296,086 18 City Reimbursement LERA Bonds Issued After 12/31/10 7/1/2000 2/1/2032 City of Lake Elsinore City Reimbursement LERA - Debt Service All 16,937,000 N $ 1,441,700 565,850 $ 565,850 310,000 565,850 $ 875,850 19 Housing Fund Loan SERAF/ERAF 5/1/2010 9/8/2038 Housing Fund Repayment of SERAF All 2,395,746 N $ 331,958 331,958 $ 331,958 $ - 20 Housing Fund Loan Third-Party Loans 12/1/1995 9/8/2038 Housing Fund Payments on principal and interest on loan of bond proceeds from the housing fund. Payments made in any given fiscal year are calculated and disbursed based on available property tax revenue funds after deductions for payment of all other debts and obligations of the Agency. All 26,699,792 N 22 Legal Services Fees 9/27/2005 6/30/2015 Leibold McClendon & Mann Legal services for projects, bonds & DDA/Stadium Agreement compliance. All 120,000 N $ 120,000 60,000 $ 60,000 60,000 $ 60,000 23 Consultant Fees Fees 10/23/2007 9/8/2038 HdL Coren & Cone Tax Projections for bond & DDA compliance All 16,280 N $ 16,280 8,140 $ 8,140 8,140 $ 8,140 28 Estimated Admin Cost Admin Costs 2/1/2012 9/8/2038 City of Lake Elsinore City Staff Support/other admin reimbursement All 5,748,175 N $ 330,985 171,220 $ 171,220 159,765 $ 159,765 29 Stadium License Agreement Miscellaneous 3/15/2001 12/31/2026 Lake Elsinore Storm, LP License to use stadium for baseball games Project III 5,393,782 N $ 516,102 254,865 $ 254,865 261,237 $ 261,237 30 Stadium Maintenance Agreement Property Maintenance 3/15/2001 12/31/2026 Lake Elsinore Storm, LP Agreement to maintain baseball field and facilities Project III 2,518,045 N $ - $ - $ - 31 Stadium Concession Agreement Miscellaneous 1/30/2002 12/31/2026 Golden State Concessions and Catering Provision of concessions for baseball games Project III 340,000 N $ - $ - $ - 32 Stadium Operation and Maintenance Property Maintenance 1/1/2013 9/8/2038 Various Operation and maintenance of the baseball stadium Project III 27,480,119 N $ - $ - $ - 33 Interim Stadium Management Agmt.Miscellaneous 1/1/2013 6/30/2018 Lake Elsinore Storm, LP Stadium Maintenance and Management Project III 2,310,056 N $ 2,310,056 705,000 352,348 $ 1,057,348 1,252,708 $ 1,252,708 34 Riverside County Flood Control District Improvement/Infrastructure 12/26/1989 7/18/2034 None None Project I and II y $ - $ - $ - 35 Administrative Reimbursement RPTTF Shortfall 2/1/2012 9/8/2038 City of Lake Elsinore Repayment for City Staff Support/other All N $ - $ - $ - 38 Contract for Auditing Services Fees 6/25/2013 6/25/2018 TRS Bond disclosure compliance All N $ - $ - $ - 39 Bond Disclosure Services Fees 1/28/2015 2/15/2038 Urban Futures Bond disclosure compliance All 101,450 N $ 6,650 $ - 6,650 $ 6,650 40 Property Maintenance Property Maintenance 9/13/2009 6/30/2014 Various Maintenance cost on Agency property Project III 20,000 N $ 20,000 10,000 $ 10,000 10,000 $ 10,000 41 Subordinated Tax Allocation Refunding Bonds, Series 2015 Bonds Issued After 12/31/10 8/25/2015 9/1/2038 Wilmington Trust Bond issue to refund Tax Allocation Revenue Bonds, 2011 Series A and Local Agency Revenue Bonds, 2011 Series A All 9,259,531 N $ 1,327,094 365,000 482,197 $ 847,197 479,897 $ 479,897 42 Fiscal Agent Fees Fees 8/1/2015 9/1/2038 Wilmington Trust Annual fiscal agent fees for bonds issues All 114,800 N $ 18,800 18,800 $ 18,800 $ - 43 Housing Authority Admin. Cost Admin Costs 2/18/2014 12/31/2018 Lake Elsinore Housing Successor Administrative Cost All 600,000 N 600,000 525,000 525,000 75,000 75,000 44 Reconveyance Cost Property Dispositions 5/1/2015 6/30/2017 Various Appraisals, Title Insurance, Escrow and Closing Cost All 52,250 N $ 52,250 20,000 $ 20,000 32,250 $ 32,250 17-18B (January - June) 17-18A Total Lake Elsinore Recognized Obligation Payment Schedule (ROPS 17-18) - ROPS Detail July 1, 2017 through June 30, 2018 (Report Amounts in Whole Dollars) Item #Payee Description/Project Scope Project Area Total Outstanding Debt or Obligation Retired 17-18A (July - December) 17-18B Total Project Name/Debt Obligation Obligation Type Contract/Agreement Execution Date Fund Sources Fund Sources Contract/Agreement Termination Date ROPS 17-18 Total A B C D E F G H I J K L M N O P Q R S T U V W Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF 17-18B (January - June) 17-18A Total Lake Elsinore Recognized Obligation Payment Schedule (ROPS 17-18) - ROPS Detail July 1, 2017 through June 30, 2018 (Report Amounts in Whole Dollars) Item #Payee Description/Project Scope Project Area Total Outstanding Debt or Obligation Retired 17-18A (July - December) 17-18B Total Project Name/Debt Obligation Obligation Type Contract/Agreement Execution Date Fund Sources Fund Sources Contract/Agreement Termination Date ROPS 17-18 Total 45 Arbitrage Fees Fees 1/28/2015 2/15/2038 Various Arbitrage fees for bonds All 6,000 N $ 6,000 6,000 $ 6,000 $ - 46 N $ - $ - $ - 47 N $ - $ - $ - 48 N $ - $ - $ - 49 N $ - $ - $ - 50 N $ - $ - $ - 51 N $ - $ - $ - 52 N $ - $ - $ - 53 N $ - $ - $ - 54 N $ - $ - $ - 55 N $ - $ - $ - 56 N $ - $ - $ - 57 N $ - $ - $ - 58 N $ - $ - $ - 59 N $ - $ - $ - 60 N $ - $ - $ - 61 N $ - $ - $ - 62 N $ - $ - $ - 63 N $ - $ - $ - 64 N $ - $ - $ - 65 N $ - $ - $ - 66 N $ - $ - $ - 67 N $ - $ - $ - 68 N $ - $ - $ - 69 N $ - $ - $ - 70 N $ - $ - $ - 71 N $ - $ - $ - 72 N $ - $ - $ - 73 N $ - $ - $ - 74 N $ - $ - $ - 75 N $ - $ - $ - 76 N $ - $ - $ - 77 N $ - $ - $ - 78 N $ - $ - $ - 79 N $ - $ - $ - 80 N $ - $ - $ - 81 N $ - $ - $ - 82 N $ - $ - $ - 83 N $ - $ - $ - 84 N $ - $ - $ - 85 N $ - $ - $ - 86 N $ - $ - $ - 87 N $ - $ - $ - 88 N $ - $ - $ - 89 N $ - $ - $ - 90 N $ - $ - $ - 91 N $ - $ - $ - 92 N $ - $ - $ - 93 N $ - $ - $ - 94 N $ - $ - $ - 95 N $ - $ - $ - 96 N $ - $ - $ - 97 N $ - $ - $ - 98 N $ - $ - $ - A B C D E F G H I Other RPTTF Bonds issued on or before 12/31/10 Bonds issued on or after 01/01/11 Prior ROPS period balances and DDR RPTTF balances retained Prior ROPS RPTTF distributed as reserve for future period(s) Rent, grants, interest, etc. Non-Admin and Admin ROPS 15-16B Actuals (01/01/16 - 06/30/16) 1 Beginning Available Cash Balance (Actual 01/01/16) - - 3,867,926 1,240,533 76,762 158,494 2 Revenue/Income (Actual 06/30/16) RPTTF amounts should tie to the ROPS 15-16B distribution from the County Auditor-Controller during January 2016 5,726,998 3 Expenditures for ROPS 15-16B Enforceable Obligations (Actual 06/30/16) 3,646,925 702,043 3,994,728 4 Retention of Available Cash Balance (Actual 06/30/16) RPTTF amount retained should only include the amounts distributed as reserve for future period(s) 1,890,764 5 ROPS 15-16B RPTTF Balances Remaining No entry required 6 Ending Actual Available Cash Balance C to G = (1 + 2 - 3 - 4), H = (1 + 2 - 3 - 4 - 5) -$ -$ 221,001$ 538,490$ 76,762$ -$ Lake Elsinore Recognized Obligation Payment Schedule (ROPS 17-18) - Report of Cash Balances (Report Amounts in Whole Dollars) Pursuant to Health and Safety Code section 34177 (l), Redevelopment Property Tax Trust Fund (RPTTF) may be listed as a source of payment on the ROPS, but only to the extent no other funding source is available or when payment from property tax revenues is required by an enforceable obligation. For tips on how to complete the Report of Cash Balances Form, see Cash Balance Tips Sheet. Fund Sources Comments Bond Proceeds Reserve Balance Cash Balance Information by ROPS Period Item #Notes/Comments 1 Amount shown in Column U includes $182,500 reserved for debt service due during the ROPS 18-19A Period 2 Amount shown in Column U includes $335,000 reserved for debt service due during the ROPS 18-19A Period 3 Amount shown in Column U includes $655,000 reserved for debt service due during the ROPS 18-19A Period 6 7 8 10 11 12 13 Amount shown in Column M reflects payment amount in excess of the approved amount. 14 15 18 Amount shown in Column O includes $310,000 reserved for debt service due during the ROPS 17-18B Period 19 20 The Lake Elsinore Sucessor Agency disagrees with the Department of Finance's denial. The Successor Agency will continue to list this obligation as enforceable, in anticipation of a court judgment or reversal of policy by the Department sustaining the Successor Agency's position. 22 23 28 29-32 The obligations for line items 29 -32 for the twelve month period covered by ROPS 17-18 are incorporated into line 33 in accordance with the terms of the Interim Stadium Management Agreement. 33 This line items references the Interim Stadium Management Agreement for Stadium management, operations and maintenance, as amended, for the fiscal year 2017- 18 (July 1, 2017 - June 30, 2018). Amount shown in Column N reflects the use of proceeds from the sale of real property to the Low and Moderate Income Asset Fund. 34 35 38 In accordance to DOF this obligation is included within the Administriative Allowance. 39 40 41 Amount shown in Column U includes $370,000 reserved for debt service due during the ROPS 18-19A Period. 42 43 44 Lake Elsinore Recognized Obligation Payment Schedule (ROPS 17-18) - Notes July 1, 2017 through June 30, 2018 Text File City of Lake Elsinore 130 South Main Street Lake Elsinore, CA 92530 www.lake-elsinore.org File Number: ID# 17-039 Agenda Date: 1/23/2017 Status: Consent AgendaVersion: 1 File Type: ReportIn Control: Oversight Board Agenda Number: 4) Page 1 City of Lake Elsinore Printed on 1/19/2017 OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE To:Chairperson Kelley and Members of the Oversight Board From:Barbara Leibold, Successor Agency Counsel Date:January 23, 2017 SUBJECT: Second Implementation Agreement Pursuant to Amended and Restated DDA, Summerly Recommendation adopt A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE APPROVING THE SECOND IMPLEMENTATION AGREEMENT PURSUANT TO AMENDED AND RESTATED DDA, SUMMERLY Background In 2002, the former Redevelopment Agency of the City of Lake Elsinore entered into a Disposition and Development Agreement with Civic Partners-Elsinore LLC (“Master Developer”) and Laing-CP Lake Elsinore LLC relating to the acquisition and development of certain property located within the East Lake Specific Plan (ELSP) commonly known as “Summerly”. The Disposition and Development Agreement was amended and restated in 2011 by and among the Agency, the Master Developer and McMillin Summerly, LLC (“Developer”) as the successor in interest to Laing following the Developer’s acquisition of the property and entitlements for the Summerly project. Since the dissolution of the former Redevelopment Agency, the irrevocable pledge of property tax increment in the DDA has been listed on the Successor Agency ROPS (lines 12 and 13) and recognized as an enforceable obligation. In 2015, the California Department of Finance (“DOF”) issued a final and conclusive determination regarding the DDA, finding both ROPS items to be enforceable obligations. Discussion Since approval of the DDA, the Developer has complied with its obligations and the Summerly project is being developed in phases in accordance with the provisions of the DDA. The City has approved several modifications to the Summerly project entitlements, including subdivision of a future school site determined to be unnecessary by the school district, relocating the Summerly recreation center to a more central location and entering into a Park Implementation Agreement to provide for the phased completion by the Developer of the turn-key 24-acre regional park. Implementation Agreement January 23, 2017 Page 2 The purpose of the Implementation Agreement is to implement these changes into the DDA so that the timing and phasing of development of the Summerly Project are consistent and clearly defined. The Implementation Agreement also addresses the Successor Agency’s obligation to issue bonds secured by the pledge of property tax increment in the DDA in accordance with Health & Safety Code Section 34177.5(a)(4). Exhibits A - Resolution B – Agreement C – Implementation Matrix D - Map RESOLUTION NO. OB-2017-00______ A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING THE SECOND IMPLEMENTATION AGREEMENT PURSUANT TO AMENDED AND RESTATED DDA, SUMMERLY Whereas, in 2002, the former Redevelopment Agency of the City of Lake Elsinore entered into a Disposition and Development Agreement with Civic Partners-Elsinore LLC (“Master Developer”) and Laing-CP Lake Elsinore LLC relating to the acquisition and development of certain property located within the East Lake Specific Plan (ELSP) commonly known as “Summerly”; Whereas,the Disposition and Development Agreement was amended and restated in 2011 by and among the Agency, the Master Developer and McMillin Summerly, LLC (“Developer”) as the successor in interest to Laing following the Developer’s acquisition of the property and entitlements for the Summerly project; Whereas,since the dissolution of the former Redevelopment Agency, the irrevocable pledge of property tax increment in the DDA has been listed on the Successor Agency ROPS (lines 12 and 13) and recognized as an enforceable obligation; Whereas,in 2015 the California Department of Finance (“DOF”) issued a final and conclusive determination regarding the DDA, finding both ROPS items to be enforceable obligations; Whereas,since approval of the DDA, the Developer has complied with its obligations and the Summerly project is being developed in phases in accordance with the provisions of the DDA; Whereas, the City has approved several modifications to the Summerly project entitlements, including subdivision of a future school site determined to be unnecessary by the school district, relocating the Summerly recreation center to a more central location and entering into a Park Implementation Agreement to provide for the phased completion by the Developer of the turn- key 24-acre regional park; and Whereas,the parties to the DDA desire to enter into a Second Implementation Agreement in order to (i) implement the changes in the Summerly project into the DDA so that the timing and phasing of development are clearly defined in the DDA consistent with the Summerly Project entitlements and (ii) to recognize the Successor Agency’s obligation to issue bonds secured by the pledge of property tax increment in the DDA in accordance with Health & Safety Code Section 34177.5(a)(4). NOW, THEREFORE, THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1.The Recitals set forth above are true and correct and incorporated herein by reference. Section 2.The Oversight Board approves the Second Implementation Agreement Pursuant to Amended and Restated Disposition and Development Agreement. OB Reso. No. 2017-_____ Page 2 Section 3.If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution which can be given effect without the invalid provision or application, and to this end the provisions of this Resolution are severable. The Oversight Board hereby declares that it would have adopted this Resolution irrespective of the invalidity of any particular portion thereof. Section 4.This Resolution shall take effect from and after the date of its passage and adoption. Passed and Adopted at a Special meeting of the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore, held this 23rd day of January, 2017. Genie Kelley, Chair Attest: Susan M. Domen, MMC Secretary 1 3788140.2 SECOND IMPLEMENTATION AGREEMENT PURSUANT TO AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT AGREEMENT, SUMMERLY THIS SECOND IMPLEMENTATION AGREEMENT PURSUANT TO AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT AGREEMENT (“Agreement”) dated for identification purposes only as of January 24, 2017 is made and entered into by and among the SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, a public body, corporate and politic (“Successor Agency”), MCMILLIN SUMMERLY, LLC, a Delaware limited liability company (“Developer”), and CIVIC PARTNERS- ELSINORE LLC, a California limited liability company (“Master Developer”) (each, a “Party,” or, collectively, the “Parties”). RECITALS The Successor Agency, Master Developer and Developer have entered into this Agreement with reference to the following recitals, which are a substantive part of this Agreement: A.On June 8, 1993, the City Council of the City of Lake Elsinore (“City”) adopted Ordinance No. 955 approving and adopting the East Lake Specific Plan (“ELSP”). The ELSP covered approximately 3,000 acres of property, more specifically described therein, and provided for up to 9,000 residential dwelling units, as well as commercial, recreational and open space uses. B.The property included within the East Lake Specific Plan is situated within the Rancho Laguna Project Area II Redevelopment Plan and the Rancho Laguna Project Area III Redevelopment Plan (the “Redevelopment Plans”) adopted by the former Redevelopment Agency of the City of Lake Elsinore (“Agency”) in accordance with Part 1 of Division 24 of the Health and Safety Code of the State of California, as amended (the “Redevelopment Law”). C.In furtherance of the objectives of the Redevelopment Plans, on or about December 26, 2002, the Agency, Master Developer and Laing-CP Lake Elsinore, LLC (“Original Developer”)entered into a Disposition and Development Agreement (“2002 DDA”) relating to the acquisition and development of certain property located within the ELSP (“Project,” also referred to herein as “Summerly”). 2 3788140.2 D.The ELSP was amended on August 24, 2004 when the City Council adopted Ordinance No. 1126 approving and adopting East Lake Specific Plan Amendment 6 ("SPA 6") covering a 706.7 acre portion of the Specific Plan Area referred to as the Developer Property. When SPA 6 was approved in August, 2004, it provided for development of up to 1,955 dwelling units on 326.3 acres of residentially designated property (6 DU/Acre; RES-1)). It also included an approximate 13-acre site proposed for a future elementary school in the center of the development (Parcel 18), subject to school district approval and acquisition of the site. An underlying land use designated of RES-1 was established for Parcel 18. E.On or about March 8, 2011, Agency, Developer (as successor in interest to Original Developer),and Master Developer, entered into that certain Amended and Restated Disposition and Development Agreement (“DDA”), which amended and restated the 2002 DDA.1 F.Thereafter, the California State Legislature adopted and the Governor signed several budget trailer bills to implement the State Budget for Fiscal Year 2011-2012, including AB x1 26 (Stats. 2011, 1st Ex. Sess. 2011-2012, Ch. 5) (“Dissolution Act”) and AB x1 27 (Stats. 2011, 1st Ex. Sess. 2011-2012, Ch. 6) (“VARP Legislation”) addressing redevelopment (collectively, "Redevelopment Restructuring Legislation"). The Dissolution Act provided for the dissolution of all redevelopment agencies no later than November 1, 2011, and the VARP legislation permited an agency to be exempted from the Dissolution Act upon the payment of certain funds (“Remittance(s)”) and satisfaction of various other conditions. G.On November 22, 2011 the Parties entered into the First Implementation Agreement Pursuant to [Amended] Disposition and Development Agreement for the purpose of assisting City in funding its Remittance amount for 2011-2012 as determined by the Department of Finance pursuant to the VARP Legislation. Thereafter, the California Supreme Court upheld the constitutionality of AB x1 26, but invalidated AB x1 27, rendering the First Implementation Agreement unenforceable. H.Pursuant to AB X1 26 2 as of February 1, 2012, all redevelopment agencies in the State were dissolved, including the Agency, and successor agencies were designated as 1 Capitalized terms not defined in this Agreement shall have the meaning given such terms in the DDA 2 The primary provisions enacted by AB X1 26 relating to the dissolution and wind down of former redevelopment agency affairs are Parts 1.8 (commencing with Section 34161) and 1.85 (commencing with Section 34170) of Division 24 of the Health and Safety Code of the State, as amended on June 27, 2012 by Assembly Bill No. 1484, enacted as 3 3788140.2 successors-in-interest to the former redevelopment agencies and charged with expeditiously winding down the affairs of the former redevelopment agencies. I.On January 10, 2012, pursuant to Resolution No. 2012-001 and Sections 34171(j) and 34173 of the Dissolution Act, the City Council of City elected to serve as successor agency to the Agency and, on February 14, 2012, the City Council held its first meeting as the governing body of the Successor Agency. In accordance with the Dissolution Act, the Successor Agency succeeded to the rights and obligations of the Agency, including, without limitation, all rights and obligations of the Agency under the DDA. J.On June 30, 2015 the Successor Agency submitted a request to the California Department of Finance (“DOF”) for a final and conclusive determination regarding the DDA pursuant to California Health & Safety Code section 34177.5 (i). The irrevocable pledge of property tax increment made by the DDA is reported on the Successor Agency’s recognized obligation payment schedule (“ROPS”) as ROPS item 12 and ROPS item 13 for the Summerly DDA Extraordinary Infrastructure Fund. On November 19, 2015, DOF issued its final and conclusive determination, finding both ROPS items to be enforceable obligations. K.The first tentative subdivision tract map for Summerly, Amendment 1 to Tentative Tract Map 31920, created a total of 1,481 single family building lots3. Parcel 18, the potential future school site, was left un-subdivided by Amendment 1. 4 L.The school district later determined that the proposed school was unnecessary and that it did not intend to acquire the site for future school development. Thus, Parcel 18 reverted to its residential land use designation. M.Five additional amendments to the East Lake Specific Plan were approved and adopted, including East Lake Specific Plan Amendment 10 (“SPA 10”) adopted on August 13, 2013 by Ordinance 2013-1316 and East Lake Specific Plan Amendment 6 Erratum (“SPA 6 Erratum”) adopted April 26, 2016 by Ordinance 2016-190. N.The recreation center for the Summerly Project was originally located on Planning Area 46 (Parcel 27) (originally designated as open space in SPA 6). However, when the City determined that small park sites within the Summerly Project were not consistent with Chapter 26, Statutes of 2012 and further amended by Senate Bill 107, enacted as Chapter 325, Statutes of 2015 (as amended from time to time, the “Dissolution Act”). 3 The final map (31920-6) was approved with one additional unit making the total mapped units 1482. 4 Pursuant to the RES 1 designation of 6 DU/acre, a total of 78 separate lots were authorized for Parcel 18. 4 3788140.2 its overall park goals and elected to reconvey ownership of Planning Area 42 (Parcel 19) (also designated as open space under SPA 6) to the Developer, the recreation center was moved from Planning Area 46 (Parcel 27) to Planning Area 42 (Parcel 19), where it would be more centrally located within and more readily accessible to future residents of the Summerly community. This relocation of the recreation facility to Planning Area 42 (Parcel 19) eliminated the need for a recreation facility on Planning Area 46 (Parcel 27). O.SPA 10 changed the land use designation of Planning Area 46 (Parcel 27) from Open Space to RES-1, permitting the construction of 24 additional residential units on the approximately 4 acre parcel. P.Amendment 2 to Tentative Tract Map No. 31920 was concurrently approved on August 13, 2013, implementing the land use change for Planning Area 46 (Parcel 27), mapping a total of 17 residential units on Parcel 27, and reconfiguring the lots in the adjacent Parcel 26 to limit changes to the circulation system and maintain consistent lot sizes. Q.Later, SPA 6 Erratum changed the land use designation of the former school site, Parcel 18, to RES-2 and adjusted the acreage split between Parcel 18 and Parcel 19 (the recreation center site). SPA 6 Erratum allowed changes to the maximum number of dwelling units permitted on Parcel 18 from 78 (at 6 du/ac authorized by RES-1) to 182 (at 14 du/ac authorized by RES-2). R.Amendment 3 to Tentative Tract Map 31920 was concurrently approved on April 26, 2016 to subdivide Parcel 18 into 95 additional individual building lots, increasing the total number of residential lots within the Summerly project to 15955, a number well below the 1,955 approved as part of SPA 6. S.On April 10, 2012, the City and Developer entered into an Amended and Restated Park Implementation Agreement (“Park Agreement”) to implement the park land dedication and improvement provisions of City's Quimby Act Resolution No. 89-44, Government Code Sections 38501-38510, SPA 6, Tract No. 31920, and the First Amended and Restated Development Agreement for Summerly entered into pursuant to California Government Code Sections 65864-65869.5 and Chapter 19.12 of the Lake Elsinore Municipal Code Chapter 19.12 and to coordinate the phasing of such improvements with the provisions of the DDA. 5 Final tract map 31920-16 was approved on March 24, 2015 with one additional lot bringing the total mapped units to 1500 prior to Amendment 3 to TTM 31920. 5 3788140.2 T.The Park Implementation Agreement made minor changes to the original ELSP and SPA 6 by providing for one large improved "regional park" on Lot 29, foregoing Developer constructed park improvements in Lot 28 (which also provides water retention capacity and an EVMWD pump station facility), and relinquishing ownership of Lot 19. U.Pursuant to Section 501.2 of the DDA, the scope of the Project and the subsequent development on the Developer Property are established as provided in SPA 6, the conditions of approval to Tract Nos. 31920-1 through 31920-6, and related entitlements and development permits, as the same may be amended, modified and supplemented. V.The Project on the Developer Property is divided into eight Phases, described as Phase 1 and Phases A through G as depicted on Attachment 8 to the DDA (each, a “Phase”); and included in each Phase is the Backbone Infrastructure Scope of Work as described in Attachment 1 to the DDA. Further, Attachment 20 to the DDA sets forth a matrix of required infrastructure improvements and the timing for commencement of each. W.Neither Parcel 18 (the former school site) nor Parcel 27 (the former recreation center) was included in any Phase of the Project as depicted on Attachment 8 to the DDA. X.The minor modifications to the ELSP and SPA 6 made by the Park Agreement create some inconsistencies with Attachment 20 to the DDA concerning the commencement of various park improvements. Y.The Parties desire to enter into this Agreement in order to: (i) implement the provisions of SPA 10, the second Amendment to Tentative Tract Map 31920, the provisions of SPA 6 Erratum and the Third Amendment to Tentative Tract Map 31920 (as the same may be amended, modified and supplemented) in so far as they affect the Phased development of the Project on the Developer Property pursuant to the DDA, (ii) implement the provisions of the Park Agreement in so far as it relates to the commencement of park improvements reflected on Attachment 20 to the DDA; and (iii) acknowledge and confirm the Parties’ intent that (a) such amendments and modifications, as approved by the City, which are generally consistent with the density and intensity of use of the Developer Property as provided in SPA 6, are deemed consistent with the scope of the Project on the Developer Property as contemplated by the DDA, (b) Developer may modify the Phases of the Project to reflect modifications in the subdivision map for Summerly, Tentative Tract Map 31920 and modifications made by the Park Agreement, subject to City’s and Successor Agency’s determination at the Pre-Commencement Meeting that Developer is prepared to proceed with Commencement of such Phase (as 6 3788140.2 modified from time to time), including all Backbone Infrastructure Scope of Work (as modified from time to time), and (c) the Successor Agency has the right to issue bonds secured by property tax increment pledged in the DDA in accordance with Health & Safety Code Section 34177.5(a)(4) because the DDA includes the irrevocable commitment and pledge of property tax increment, formerly tax increment revenues, DOF has determined the pledge under the DDA to be an enforceable obligation, and the DDA includes the obligation to issue bonds secured by that pledge. NOW, THEREFORE, upon the Effective Date, for and in consideration of the mutual covenants hereinafter contained, the Parties hereto agree as follows: OPERATIVE PROVISIONS 100.IMPLEMENTATION OF DDA; EFFECTIVE DATE; AUTHORITY 101.Implementation of DDA. This Agreement is entered into to effectuate the purposes of the DDA, clarify the respective rights and obligations of the parties thereunder, and facilitate the development and completion of the Project on the Developer Property in accordance with the DDA. 102.Effective Date. This Agreement shall become effective upon signature hereof by the Executive Director. 103.Agency Authority. The Executive Director has the authority to execute this Agreement on behalf of the Successor Agency. By Resolution No. 2011-005, the Agency Board authorized the Executive Director to administer the DDA on behalf of the Agency and to sign all documents and instruments necessary to implement and carry out the DDA on behalf of the Agency in such form as is reasonably acceptable to Agency Counsel. Further, pursuant to Section 905 of the DDA, the Executive Director has the authority to approve certain clarifications of the DDA that do not materially change Agency’s rights or obligations thereunder. The clarifications and agreements set forth herein do not materially change Agency’s rights or obligations under the DDA. 200.RELOCATION AND ADDITION OF LOTS 201.Elimination of Small Park Sites. The Parties hereby acknowledge and agree that, pursuant to the Park Agreement, (a) no Developer constructed park improvements are required on Lot 28, and (b) Lot 19 was determined to be no longer necessary to serve the public 7 3788140.2 park purpose for which it was originally dedicated and so was reconveyed to Developer. Attachment 20 to the DDA requires Developer to improve Lots 19 and 28 upon the occurrence of certain events, which such requirements now need to be deleted. Accordingly, Attachment 20 to the DDA is hereby deleted and replaced in its entirety with Exhibit A attached hereto and incorporated herein by reference. 202.Relocation of Recreation Center. Pursuant to SPA 10, it is hereby acknowledged and agreed that the Recreation Center has been relocated from Parcel 27 to Parcel 19. The relocation of the Recreation Center to Parcel 19 as part of the Project on the Developer Property is not material in connection with the overall scope of the Project. 203.Reconfiguration and Phasing of Parcel 27. Pursuant to the Second Amended Tentative Tract Map 31920 and SPA 10, it is hereby acknowledged and agreed that Parcel 27 has been subdivided into seventeen (17) lots. Parcel 27 will be included in Phase G along with Parcel 23 and Parcel 26 and shall be developable in accordance with the terms and conditions of such Phase. No additional Backbone Infrastructure is required in connection with the subdivision of Parcel 27 and its inclusion in Phase G. Accordingly, Attachment 1 to the DDA shall remain unchanged. 204.Reconfiguration and Phasing of Parcel 18. Pursuant to the Third Amended Tentative Tract Map 31920 and SPA 6 Erratum it is hereby acknowledged and agreed that Parcel 18 has been subdivided into 95 RES 2 lots. For purposes of the DDA, Parcel 18 will be included in Phase D along with Parcels 15 and 16 and shall be developable in accordance with the terms and conditions of such Phase. No additional Backbone Infrastructure is required in connection with the subdivision of Parcel 18 and its inclusion in Phase D. Accordingly, Attachment 1 to the DDA shall remain unchanged. 205.Amendment to Attachment 8. To implement the revisions to the Project on the Developer Property reflected in the Second Amended Tentative Tract Map 31920 and SPA 10, and the Third Amended Tentative Tract Map 31920 and SPA 6 Erratum, Attachment 8 of the DDA is hereby deleted and replaced in its entirety with Exhibit B attached hereto and incorporated herein by reference. 206.Future East Lake Specific Plan and Tentative Tract Map 31920 Modifications and Phase Revisions. Developer may make application to modify the provisions of the East Lake Specific Plan and the subdivision map for Summerly, Tentative Tract Map 31920, during the remaining term of the DDA in accordance with applicable land use regulations of the City. 8 3788140.2 The Parties’ hereby confirm that (a) such amendments and modifications, as approved by the City, which are generally consistent with the density and intensity of use of the Developer Property as provided in SPA 6 are deemed to be de minimus and consistent with the scope of the Project on the Developer Property contemplated by the DDA; and (b) Developer may modify the Phases of the Project to reflect approved modifications in the subdivision map for Summerly, Tentative Tract Map 31920, subject to City’s and Successor Agency’s right to determine at the Pre-Commencement Meeting that Developer is prepared to proceed with Commencement of such Phase (as modified from time to time), including the Backbone Infrastructure Scope of Work relating to such Phase (as modified from time to time). The Parties agree to consider such additional implementation agreements from time to time as may be necessary to reflect and document any future modification in the lot composition of Phases of the Project to accommodate approved modifications to the East Lake Specific Plan and Amendments to the subdivision map for Summerly, Tentative Tract Map 31920, including the making of revisions to DDA Attachment 8, provided that the total number of Phases of the Project on the Developer Property do not exceed eight (8), and that any necessary additions or revisions to the Backbone Infrastructure Scope of Work for any Phase as reflected in Attachment 1 to the DDA are identified and set forth in the proposed implementation agreement. 300.ISSUANCE OF BONDS Health & Safety Code Section 34177.5(a)(4) states that a successor agency shall have the authority, rights, and powers of the redevelopment agency to which it succeeded for the purpose of issuing bonds or incurring other indebtedness to make payments under enforceable obligations when the enforceable obligations include the irrevocable pledge of property tax increment, formerly tax increment, and the obligation to issue bonds secured by that pledge. Section 606 of the DDA makes an irrevocable pledge of property tax increment, formerly tax increment,6 and DOF has determined that the pledge constitutes an enforceable obligation. 6 Section 606 is entitled: “Pledge of Tax Revenues; Miscellaneous Agency Financial Covenants to Protect Developer’s and Master Developer’s Security” and provides in pertinent part as follows: “The pledges of Developer [sic] and Master Developer’s Property Tax Revenues in the 2002 DDA shall remain in full force and effect from and after the 2002 DDA Effective Date. Agency hereby confirms its prior irrevocable pledge of the Developer Property Tax Revenues to Developer for the purpose of securing Developer’s right to receive the unrestricted portion of the Developer’s Share of the Developer Property Tax Revenues that is payable pursuant to Section 602 of this agreement…. In addition, Agency hereby confirms its prior irrevocable pledge of the Master Developer Property Tax Revenues to Master Developer for the purpose of securing Master Developer’s right to receive the Unrestricted Portion of the Master Developer’s Share of the Master Developer Property Tax Revenues that is payable pursuant to Sections 601-603 of this Agreement…. Finally, Agency hereby confirms its prior irrevocable pledge of the Net Available Specific Plan Area Tax Revenues, the Unrestricted Portion of the 9 3788140.2 Additionally, the DDA includes the obligation of the Successor Agency to issue bonds secured by the pledge of property tax increment. Section 607 of the DDA requires that the Agency issue bonds, if requested, to pay the portions of the Tax Revenues owing to Developer and/or Master Developer pursuant to Sections 602.2 (Developer’s and Master Developer’s Unrestricted Share), 604.2 (Extraordinary Infrastructure) and 605 (Priority of payment between Developer and Master Developer).7 The DDA imposes standards and restrictions on the Agency in sizing such bond issues.8 In connection with the Master Developer Cap, the DDA clearly states the parties’ agreement that “as Agency issues and sells Bonds” only the net proceeds from the issuance of bonds will be applied to reduce the Cap.9 The DDA also sets forth the requirement that Agency make a reasonable bond issuance proposal, within the Developer’s Share of the Developer Property Tax Revenues that is attributable to any defaulted Phase of the Project as to which this Agreement has been terminated as provided in Section 807 and the Unrestricted Portion of the Master Developer’s Share of the Master Developer Property Tax Revenues in excess of the Master Developer Payment Cap to Developer for the purpose of securing Developer’s right to receive the Extraordinary Infrastructure Costs payable out of such sources of funds in accordance with section 604 of this Agreement….” “Such pledge(s) shall be to the fullest extent permitted by Section 33671.5 of the Redevelopment Law and any other applicable Governmental Requirements. Such pledges shall be valid and binding and shall constitute a lien and security interest which shall immediately attach from and after the Agreement Date as between Agency and Developer and Agency and Master developer, respectively, provided that such pledge shall not invalidate any pledge made pursuant to the 2002 DDA from and after the 2002 Effective Date against all parties having claims of any kind….” …. Agency further covenants as follows: …. “(c) Agency shall preserve and protect the security of the funds pledged for payment to Developer and Master Developer hereunder and Agency shall not take any action to impair the security or priority of such funds.” …. “(f) Agency shall at all times, to the extent permitted by law, defend, preserve, and protect the pledge of the portions of the Tax Revenues provided to Developer and Master Developer herein and all of the rights created hereunder against all claims and demands of all persons whomsoever.” 7 “From time to time, and upon Developer’s and/or Master Developer’s written request, Agency shall consult and cooperate with Developer and/or Master Developer periodically with respect to the issuance and sale of bonds, notes, or other evidence of indebtedness (herein “Bonds”) secured by Project Area II Tax Revenues and Project Area III Tax Revenues [property tax increment pledged to Developer and Master Developer] to pay to Developer and/or Master Developer, as applicable, the portions of such Tax Revenues owing to each of them pursuant to Sections 602.2, 604.2 and 605 of this Agreement.” (DDA Section 607.) 8 “It is understood that in sizing any issuance of Bonds including any coverage requirements therefor, Agency shall be required to utilize one hundred percent (100%) of the sum of the portions of the Tax Revenues that are, or are projected by an independent financial consultant appointed by Agency to become, available and that are pledged for payment to Developer and Master Developer hereunder….” (DDA Section 607.) 9 “For purposes of this Agreement…as Agency issues and sells Bonds in accordance with Section 607, the reductions of the Master Developer Payment Cap shall be based upon the proceeds of the Bonds actually paid to and received by Master Developer and shall not include any amount attributable to the costs of issuance of the Bonds, capitalized interest, or the like.” (DDA Section 601.2.) 10 3788140.2 context of the standards set forth, and the right of the Developer/Master Developer (not the Agency) to reject any such proposal.10 Accordingly, the Parties acknowledge and agree that because the DDA meets the requirements of Section 34177.5(a)(4), the Successor Agency has the authority to issue bonds secured by the irrevocable pledge of property tax increment, formerly tax increment, made in the DDA. 400.MISCELLANEOUS 401.Interpretation. The agreement of the Parties set forth herein shall supplement, and not supersede, the provisions of the DDA. In the event of any conflict between the provisions of the DDA, as originally in effect, and the provisions of this Agreement, the provisions of this Agreement shall control. In the absence of any conflict, the original provisions of the DDA shall remain in full force and effect. The recitals are a substantive part of this Agreement and are incorporated herein by this reference. This Agreement shall be governed by, and interpreted in accordance with, the laws of the state of California. 402.Severability. The invalidity, in whole or in part, of any provision of this Agreement shall not affect the validity or enforceability of any other of its provisions. 403.Counterparts. This Agreement may be executed in counterparts, each of which so executed shall be deemed an original, and such counterparts together shall constitute one Agreement. [Signature Pages Follow] 10 “Agency shall submit to Developer and Master Developer a reasonable proposal to issue Bonds including the timing, structuring, and marketing of the Bonds and shall consult and cooperate with Developer and/or Master Developer with respect thereto. Developer and Master Developer each shall have the right to reject, each in its sole and absolute discretion, the Agency’s proposal.” (DDA Section 607.) 11 3788140.2 IN WITNESS WHEREOF, the Parties have executed this SECOND IMPLEMENTATION AGREEMENT PURSUANT TO AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT AGREEMENT to be effective as of January 24, 2017 (the “Effective Date”). SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE By: Grant M. Yates, Executive Director APPROVED AS TO FORM: Leibold McClendon & Mann, P.C. By: ___________________________ Barbara Leibold, Successor Agency Counsel ATTEST: _______________________________ Susan M. Domen, Successor Agency Secretary [Signatures Continue On Next Page] 12 3788140.2 MCMILLIN SUMMERLY LLC, a Delaware limited liability company By: PV DEVELOPMENT MANAGEMENT LLC, a Delaware limited liability company, as property manager By: PACIFIC VENTURES MANAGEMENT LLC, a Delaware limited liability company, its Manager By: ______________________________ Name: ___________________________ Title: _____________________________ CIVIC PARTNERS- ELSINORE LLC, a California limited liability company By: ______________________________ Steven P. Semingson, Manager 13 3788140.2 EXHIBIT A Revised DDA Attachment 20 14 3788140.2 EXHIBIT B Revised DDA Attachment 8 Implementation Matrix Summerly Conditions of Approval Progress Report Number 10- December 15, 2016 Phase 1-Tracts 31920-2 through 31920-6 Description of Item Improvement Threshold Trigger Comments 1 Malaga Road Needs final AC lift, landscape & irrigation, minor damage repair 120 days from COE Complete 2 Malaga Road project wall Wall installed but need graffiti removal 30 days from COE Complete 3 Diamond Drive Needs final AC lift, median repairs and landscape 120 days from COE Complete 4 Diamond Drive Clean-up debris and un-clog drain 20 days from COE Complete 5 Summerly Place Need final AC lift, median landscape & irrigation, road repair, finish monument 50th C of O Complete 6 Summerly Place Construct improvements Complete 7 Missing fire hydrants Replace missing fire hydrants 20 days from COE Complete 8 Entry walls Install missing facades 50th C of O Complete 9 Drainage facility Modify basin and regrade channel to accommodate development flows 190 days from COE Complete 10 Village Parkway Need final AC lift and median landscape and irrigation 50th C of O Complete 11 Village Parkway Remove debris and silt in basin 30 days from COE Complete 12 Mission Trail Final AC lift, parkway landscape & irrigation, and missing facades on walls 120 days from COE Complete 13 Mission Trail Median improvements-Deleted-Striping of median only None Not required per settlement 14 Mission Trail Remove debris, trash and vegetation from ditch 20 days from COE Complete 15 Hidden Trail Construct improvements Completed Complete 16 Mission Trail and Olive Install traffic signal 300th C of O Complete 17 Mission Trail and Lemon Install traffic signal & construct southbound lane 300th C of O Complete 18 Mission Trail and Elberta (Hidden Trail)Install traffic signal & intersection improvements 50th C of O Complete 19 Main Street and Lakeshore Install traffic signal 250th C of O Condition satisfied w/ cash in-lieu 20 Railroad Canyon and Summerhill Drive NB right turn lane-Deleted from traffic report Complete 21 Railroad Canyon &I-15 NB ramps 2nd SB right turn lane Condition satisfied Modified Imp complete 22 I-15 NB & SB ramps and Bundy Canyon Traffic Signal Complete 22A Mission Trail and Bundy Canyon Dual left SB Mission to Bundy & Dual Right WB Bundy to Mission 300th C of O Complete 59 Mission Trail and Corydon Street Signal modification-SB right turn overlap phasing & Dual left and right EB Corydon to Mission 300th C of O Complete 23 Lift Station Constructed interim 0.7 MGD lift station Complete 24 Injection well Complete 25 Golf Course Complete 26 Relocate 24-in EVMWD Waterline Complete 27 Wetland Strom water pump station Temporary constructed Complete 28 Biofiltration swale Complete 29 Storm water retention basins Complete 30 San Jacinto River landscaping In maintenance period Complete 31 Natural Open Space landscaping In maintenance period Complete 32 Neighborhood Park Complete Phase 2-Tracts 31920-7 through 31920-11 33 Malaga Road Needs final AC lift Complete 34 Diamond Drive-North of Summerly Construct improvements Phased improvements Complete 34a Diamond Drive between Summerly Place-DDA C Construct improvements Phased improvements Complete-Westerly parkway L&I under construction 35 Village Parkway-North of Summerly Place Construct improvements Phased improvements Complete 35a Village Parkway between Summerly Place and Hidden Trail-DDA C Construct improvements Phased improvements Complete 36 Hidden Trail Construct improvements Phased improvements Complete-Southern parkway L&I under construction 37 Summerly Construct improvements Phased improvements Complete 38 Diamond Drive and South Summerly Place Install traffic Signal 800th C of O Deleted-Not required by EIR Traffic Mitigation 39 Diamond Drive and Malaga Road Install traffic Signal 601st C of O Complete 40 Railroad Canyon &I-15 NB ramps 2nd WB right turn lane Complete 41 Diamond Dr @ I-15 SB Ramps 2nd EB right turn lane Complete 43 Recreation Center Construct improvements 800th C of O Phase 1 complete. Phase 2 ready for permits 44 Phase 1 Community Park- 8± acres Construct improvements 700th C of O Under construction 44a Submit plans for Community Park 400th C of O Done Phase 3-Tracts 31920-12 through 31920-16 45 Diamond Drive-DDA D Construct improvements Phased improvements Under construction @BCL@880556C0 December 15, 2016 Implementation Matrix Summerly Conditions of Approval Progress Report Number 10- December 15, 2016 Description of Item Improvement Threshold Trigger Comments 46 Village Parkway-DDA A Construct improvements Phased improvements Complete 46a Village Parkway-DDA D Under construction 46b Summerly Place-DDA A Construct improvements Phased improvements Complete Summerly Place-DDA C Complete 47 Meadow Construct improvements Phased improvements Complete 48 Hidden Trail Install parkway landscape Phased improvements Complete 49 Diamond Drive and North Village Parkway Install traffic signal 700th C of O Under construction 42 Mission Trail and Campbell Street Install traffic signal 700th C of O Under construction 50 Railroad Canyon &I-15 NB ramps 2nd NB left turn lane Complete 51 Phase 2 Community Park- 4± acres Construct improvements 1000th C of O 52 Neighborhood Park-Sunshine Park Construct improvements 100th C of O for SPA Phase 3 Complete-In maintenance period Phase 4-Tracts 31920-17 through 31920-23 53 Grading DDA F Grade lots Plans approved 53a Grading DDA E & G Grade lots 54 Village Parkway-DDA F Construct improvements Plans approved 54a Village Parkway-DDA E & G Construct improvements 55 Summerly Place Construct improvements Plans approved 56 Avenue 6 and Lakeshore Install traffic signal 1481st C of O 57 Diamond Drive and Campbell Street Install traffic signal 1481st C of O 58 Diamond Drive and Lakeshore Drive Signal modification-WB right turn overlap phasing 1481st C of O Improvement completed by others 60 Railroad Canyon and Summerhill Drive NB R-turn overlap phasing & WB R-turn w/overlap phasing-See note 1 Modified Imp Complete 61 Railroad Canyon &I-15 NB ramps 3rd NB and SB through lane- See note 2 None Payment of TUMF & TIF 62 Diamond Dr a@ I-15 SB Ramps 3rd & 4th NB through lane, 3rd SB through lane, 2nd EB through lane None Payment of TUMF & TIF 63 Diamond Drive and North Summerly Place Install traffic signal 1100th C of O 64 Sewer lift station Retrofit existing lift station to allow 1800 units 1060th C of O Plans to be prepard in 1st quarter 2017 65 Neighborhood Park-Sunset Park Construct improvements 100th C of O for DDA F 66 Phase 3 Community Park- 12± acres Construct improvements 1450th C of O 67 71 Acre mitigation area Construct improvements 1450th C of O 68 20" water line Construct improvements or installed by EVMWD @ district cost EVMWD Improvement District has opted not to construct Note 1-Insufficient receiving lanes on Railroad Canyon @ Summerhill Drive Note 2-Geometric capacity does not exist 3rd through lane MCMILLIN SUMMERLY LLC, a Delaware Reviewed by City of Lake Elsinore Engineering Division. limited liability company (“Developer”)Conditions and triggers are approved. ___________________________________ Ken Seumalo, City Engineer March 8, 2011 Item added/clarified from previous progress reprot @BCL@880556C0 December 15, 2016 Text File City of Lake Elsinore 130 South Main Street Lake Elsinore, CA 92530 www.lake-elsinore.org File Number: RES 2014-007 Agenda Date: 1/23/2017 Status: BusinessVersion: 1 File Type: ResolutionIn Control: Oversight Board Agenda Number: 5) Page 1 City of Lake Elsinore Printed on 1/19/2017 OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE To:Chair Kelley And Members of the Oversight Board From:Barbara Leibold, Successor Agency Counsel Date:January 23, 2017 Subject:Date, Time and Location for Regular Meetings of the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore Recommendation It is recommended that the Oversight Board Members discuss the Board’s meeting schedule and adopt: A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE CHANGING THE DATE AND TIME OF OVERSIGHT BOARD MEETINGS Background The Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore is charged with specific oversight, approval and monitoring activities relating to the winding down of the former Redevelopment Agency’s obligations. Pursuant to current law, the Oversight Board will continue to perform these functions through June 30, 2018, when the oversight boards within each county will be consolidated into one county-wide Oversight Board. Pursuant to the meeting requirements of the Ralph M. Brown Act, the Oversight Board adopted Resolution No. OB-2012-001 originally establishing its regular date, time and location for meetings as 3:30 pm on the second and fourth Tuesdays of every month at the Lake Elsinore Cultural Center. In order to better accommodate Oversight Board Member schedules and reflect the winding down activities and statutory changes in the ROPS cycle, the Board has adopted several changes to the regularly meeting schedule. Presently, the Oversight Board meets regularly on the second Wednesday of January and second Wednesday of June at 3:45 pm at the Lake Elsinore Cultural Center Cultural Center. Discussion Prior to SB 107, ROPS were due twice each year to the State Department of Finance (DOF) on the first of March and October. SB 107 changed the ROPS schedule for all successor agencies. Commencing January 2016, Successor Agencies are required to prepare and submit ROPS annually on February 1. In addition, amendments to the ROPS are permitted one time each year and must be submitted by October 1. To meet these deadlines, it will be necessary for the Oversight Board to meet in September 2017 and in January 2018. Date and Time For Meetings January 23, 2017 Page 2 of 2 In addition to the review and approval of ROPS, the Oversight Board will be required to approve any dispositions of real property and any new or amended Successor Agency obligations/contracts. The timing of these transactions is unknown and, although staff will strive to present these items at the Oversight Board’s regularly scheduled January or September meeting, special meetings may be required from time to time. Given the ROPS schedule and recognizing the changes in the Board’s membership since it was first formed, staff recommends the Oversight Board members discuss its meeting schedule to select a regularly scheduled meeting date for the last week of September 2017 and the last week of January 2018. The Oversight Board also expressed a preference to meeting in City Hall, Conference Room A instead of the Lake Elsinore Cultural Center. Once changes to the dates and/or times are selected, the Oversight Board should adopt the attached Resolution confirming the changes. Exhibit A - Resolution RESOLUTION NO. OB-2017-_____ A RESOLUTION OF THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE CHANGING THE DATE AND TIME OF OVERSIGHT BOARD MEETINGS Whereas, the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore (Oversight Board) adopted Resolution No. OB-2012-001 establishing a regular date, time and location for its meetings as 3:30 pm on the second and fourth Tuesdays of every month at the Lake Elsinore Cultural Center located at 183 North Main Street, Lake Elsinore; Whereas, in order to better accommodate Oversight Board Member schedules and changes in applicable law, the Board adopted Resolutions No. OB-2013-001, No. OB-2014-003 and No. OB-2015-008 amending Oversight Board regular meeting schedule; Whereas, SB 107 changed the ROPS schedule to an annual submittal due to the State Department of Finance on February 1 and provided for a ROPS amendment due on October 1 thereby necessitating an Oversight Board meeting in January and in September; Whereas,the Oversight Board desires to change its regular meeting schedule in response to the revised ROPS cycle and anticipated business requiring Oversight Board consideration. NOW, THEREFORE, THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1.The Recitals set forth above are true and correct and incorporated herein by reference. Section 2. Regular meetings of the Oversight Board shall be changed to a bi-annual meeting schedule on the [dates] at [time] at Lake Elsinore City Hall, Conference Room A, at 130 South Main Street in the City of Lake Elsinore. Section 3. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution which can be given effect without the invalid provision or application, and to this end the provisions of this Resolution are severable. The Oversight Board hereby declares that it would have adopted this Resolution irrespective of the invalidity of any particular portion thereof. Section 4. This Resolution shall take effect from and after the date of its passage and adoption. Passed, Approved and Adopted at a Special meeting of the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore, held this 23 rd day of January, 2017, by the following vote: AYES: NOES: ABSENT: OB Reso No. 2017-_____ Page 2 ABSTAIN: Genie Kelley, Chair Chair Attest: Susan M. Domen, MMC Secretary Text File City of Lake Elsinore 130 South Main Street Lake Elsinore, CA 92530 www.lake-elsinore.org File Number: ID# 17-040 Agenda Date: 1/23/2017 Status: BusinessVersion: 1 File Type: ReportIn Control: Oversight Board Agenda Number: 6) Page 1 City of Lake Elsinore Printed on 1/19/2017 OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE TO:CHAIR KELLEY AND MEMBERS OF THE OVERSIGHT BOARD FROM:BARBARA LEIBOLD, SUCCESSOR AGENCY COUNSEL DATE:JANUARY 23, 2017 SUBJECT: SELECTION OF VICE CHAIR Recommendation It is recommended that the Oversight Board elect one member to serve as Vice Chairperson of the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore. Background Pursuant to the provisions of Health & Safety Code Section 34179(a), the adopted Bylaws of the Oversight Board provide for election by the Board Members of a Chairperson and a Vice Chairperson. On December 15, 2015, the Board elected Member Genie Kelley and Member George Landon to serve as Chair and Vice Chair, respectively. Since George Landon’s resignation in June 2016, the Oversight Board has not appointed a new Vice Chairperson. Discussion Chairperson Kelley will open and close nominations to the Oversight Board for the position of Vice Chairperson. Upon closing the nominations and taking a roll call vote, the Chair will declare the Board Member selected by a majority of the voting Board Members to serve as Vice Chairperson.