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HomeMy WebLinkAbout2000-05-09 - AGENDA REPORTS - GVR BOND AMEND CFD99-1 (2)CITY OF SANTA CLAR.ITA AGENDA REPORT City Manager Approval Item to be presenAby:ve Stark UNFINISHED BUSINESS DATE: May 9, 2000 SUBJECT: GOLDEN VALLEY ROAD BOND ISSUE - AMENDMENT TO CFD NO. 99-1 DEPARTMENT: Administrative Services RECOMMENDED ACTION 1. City Council adopt Ordinance, modifying Ordinance No. CFD 99-1-1. 2. CFD adopt Resolution, authorizing the issuance and sale of Special Tax Bonds, authorizing the execution and delivery of a fiscal agent agreement, a bond purchase agreement, continuing disclosure agreement, and an official statement, approving a preliminary official statement in connection therewith, and taking certain other actions in connection therewith. 3. Approve the First Amendment to the Funding, Acquisition, and Construction Agreement among the City, the CFD, and Spirit. BACKGROUND In 1998, the City entered into a Development Agreement with Spirit Properties Ltd. ("Spirit") to develop a 200 -acre business park. On August 4, 1999, the City entered into a Funding, Construction, and Acquisition Agreement (the "Funding Agreement") with Spirit, which provided that the City may construct Phase I of the Golden Valley Road extension (in conjunction with the Hart School District and the Santa Clarita Valley Facilities Foundation) and that Spirit and PacTen Partners (its proposed buyers) will construct Phases II and III of the Golden Valley Road extension. The Funding Agreement provided that the City would use its best efforts to form a Mello -Roos Community Facilities District for the purpose of funding Phases II and III of the Golden Valley Road extension (up to its B&T obligation) and certain in -tract improvements. The landowner, Spirit, submitted a petition requesting the City to commence the proceedings to form a Community Facilities District. On September 28, 1999, the City declared its intention to form the CFD and issue bonds. On November 9, 1999, a public hearing was held, and the CFD was formed. Also, on November 9, 1999, an election was held which authorized (a) the levy of an annual special tax, (b) the issuance of special tax bonds not to exceed $33 million, and (c) an appropriations limit for the CFD. The proposition passed with an Q�� CFU a,A'1?�g_enda .L�.. e GOLDEN VALLEY BOND ISSUE May 9, 2000 — Page 2 unanimous vote from the qualified voters (the landowners). On November 30, 1999, the CFD adopted Ordinance No. CFD 99-1-1, which authorized the levy of the special tax. Spirit submitted a petition to annex four more parcels into the CFD (the "Ruether Avenue Parcels") and also to modify the tax Rate and Method of Apportionment (the "RMA"), prioritize the authorized facilities to give priority for use of bond proceeds to Golden Valley Road Phases II and III and storm drain improvements, and to reduce the authorized maximum indebtedness amount from $33,000,000 to $18,000,000. On January 25, 2000, the CFD annexed the Ruether Avenue Parcels to the CFD and adopted a Resolution of Consideration for the changes to the CFD as referenced above. On April 25, 2000, a public hearing was held on the proposed changes to the CFD. Since there was no majority protest from property owners, a special election was called and held on the proposed changes. Waivers regarding time requirements for holding the election were obtained from the property owners. Since the proposition passed with a two-thirds vote from the qualified electors (the landowners), the CFD adopted a Resolution of Change and introduced the first reading of the Ordinance, amending Ordinance No. CFD 99-1-1. Tonight, Council will adopt an Ordinance making these changes. Additionally, on April 3, 2000, the City, Santa Clarita Business Park (SCBP), and PacTen Partners agreed to a Memorandum of Understanding (MOU) that has become the basis for the first amendment to the Funding, Construction, and Acquisition Agreement. The above parties have agreed to an additional $5 million contribution to satisfy the developer's share of the Golden Valley Road/Soledad Canyon Road Interchange. As a result, staff is asking the City Council tonight to approve the amendment. The MOU contains three main points that have been agreed to by each of the above parties: 1) SCBP would forgive the City's obligation of $1,997,000 to SCBP for costs incurred above $7.5 million related to construction of Golden Valley Road Phases II & III. 2) The developer would receive credit for the construction of two traffic signals ($500,000) at Golden Valley Road and Golden Triangle, and at Golden Valley Road and Redview, and a parking lot ($250,000) at the Sports Complex. 3) An additional $1.853 million payment will be made to the City. This could be structured using an integrated financing district or similar financing mechanism, which provides the City with sufficient security. The developers have also agreed to make certain interim improvements a priority to facilitate traffic flow in the area until an ultimate solution is constructed at the intersection. The agreement will allow the developer to use up to $400,000 in CFD proceeds to assist in funding the interim improvements. GOLDEN VALLEY BOND ISSUE May 9, 2000 — Page 3 The final step for the sale of the bonds will be to take action tonight in adopting a Resolution of Issuance and approve all the accompanying financial documents. Staff is asking Council to adopt a resolution, authorizing the issuance of special tax bonds in an amount not to exceed $18,000,000 (the "Bonds") and approve various documents. The documents include: (a) a fiscal agent agreement, which includes the terms and provisions of the Bonds, (b) a continuing disclosure agreement, which sets forth the CFD's undertaking to provide information to the marketplace on an annual basis and upon the happening of certain events, (c) a bond purchase agreement which sets forth the terms and conditions for the underwriter, Stone & Youngberg LLC, to purchase the Bonds, and (d) the Preliminary Official Statement, the document which describes the Bonds to the marketplace. It is anticipated that a portion of the Bonds will be escrowed until sufficient value -to -lien ratio can be met by the property owners. The closing for the Bonds should be sometime in late May. ALTERNATIVE ACTION The Council could take no action and not adopt the Resolutions and introduce the Ordinance. FISCAL IMPACT The issuance of $18 million in Community Facilities District bonds will not have an impact on the City's general fund. The bonds will be paid by an assessment placed on the individual property owners in the Business Park. As part of the formation process, Spirit and the City shall be responsible for half each of the CFD formation costs, total estimated to be $90,000. ATTACHMENTS CFD Map Ordinance, Amending Ordinance No. CFD 99-1-1 Resolution Authorization to Issue Special Tax Bonds Memorandum of Understanding (Available in City Clerk's reading file.) First Amendment to Funding, Construction, and Acquisition Agreement Fiscal Agent Agreement Bond Purchase Agreement Continuing Disclosure Agreement Preliminary Official Statement SS:FO:hds council\gv pt COMMUNITY FACILITIES DISTRICT No. 99-1 (SANTA CLARITA BUSINESS PARK) CITY OF SANTA CLARITA, COUNTY OF LOS ANGELES. STATE OF CALIFORNIA S:1FPMANK\GVRPHS.D0C 23920 Valencia Blvd. Suite 300 Santa Clarita California 91355-2196 Website: www.santa-clarita.com City of I April 13, 2000 Santa Clarita Mr. Larry Rasmussen Santa Clarita Business Park 23120 Lyons Avenue #5436 Santa Clarita, CA 91321 Phone (661) 259-2489 Fax (661)259-8125 Mr. Dennis M. Fitzpatrick PacTen Partners 10390 Santa Monica Boulevard #280 Los Angeles, CA 90025 Subject: Amendment to Funding, Construction, and Acquisition Agreement Dear Larry and Dennis, It has been our mutual goal that Golden Valley Road be successfully completed with adequate traffic circulation throughout the area. The City believes that the interchange at Golden Valley Road and Soledad Canyon Road is a critical element in the development of the central city circulation, including Santa Clarita Business Park. .For some time now, we have been discussing the possibility of the Santa Clarita Business Park contributing additional funding to ensure the rapid development of an adequate interchange at the intersection of Golden Valley Road and Soledad Canyon Road. We have agreed to the following: Santa Clarita Business Park (SCBP) would be liable for an additional contribution to the interchange in an amount not to exceed an equivalent dollar value equal to the current B&T fees due on the project. Staff believes this number to be approximately $5.0 million. This additional contribution will be satisfied by the following: 1) SCBP would forgive the City's obligation of $1,997,000 to SCBP for costs incurred above $7.5 million related to construction of Golden Valley Road Phases II & III. 2) The developer would receive credit for the construction of two traffic signals ($500,000) at Golden Valley Road and Golden Triangle and at Golden Valley Road and Redview, and a parking lot ($250,000) at the Sports Complex. 3) An additional $1.853 million payment will be made to the City. This could be structured using an integrated financing district or similar financing mechanism which provides the City with sufficient security. If an integrated financing district is used, a contingent assessment lien would be levied on all but 10 parcels of the Business Park. The lien would become firm, and the amount of the lien would be due and payable at the time building permits were pulled on the individual parcels within the Business Park. This financing structure has the advantage of not PRINTED ON RECYCLED PAPER Mr. Larry Rasmussen Mr. Dennis M. Fitzpatrick April 13, 2000 Page 2 showing up as a current assessment on the property but is only recorded on the title as a contingent lien. I believe this is the financing structure necessary for this project to move forward. The advantage of forming this integrated financing district is that no amendment to the development agreement is required. I know that fact is important to both of us. The agreement of the contribution will take the form of amendments to the Funding, Construction, and Acquisition Agreement. In addition to the contribution, Santa Clarita Business Park/PacTen Partners have agreed to the following additional conditions: 1) Constructing Golden Triangle Road from Ruether Avenue to Golden Oak on a priority basis so that Golden Triangle will be completed at the time interim improvements are made to certain intersections to facilitate traffic flow while an interchange at Golden Valley Road and Soledad Canyon Road is being completed (see attached map). 2) Utilize CFD bond proceeds to fund access improvements at the intersections of Soledad Canyon Road at Rainbow Glen, Ruether Avenue, and Golden Triangle Road, including the railroad crossings, as well as the signalized intersection. These improvements would be on alternate discrete components that could be in lieu of facility 3 in the Funding, Construction, and Acquisition Agreement. The City has also agreed to the following additional conditions: 1) The City would close escrow on the purchase of the 12 -acre parcel in July 2000, upon completion by SCBP of certain of the conditions outlined in Exhibit "E" of the Development Agreement. This would include rough grading of Golden Valley Road and the 12 -acre site. 2) The City acknowledges that no current business tax exists for the project. 3) If other government funding becomes available at a later date for the interchange, the proportional benefits of that funding would be distributed among the CFD property owners. Mr. Larry Rasmussen Mr. Dennis M. Fitzpatrick April 13, 2000 Page 3 The undersigned hereby agree that the above described Memorandum of Understanding will serve as the first amendment to the Funding, Construction, and Acquisition Agreement related to the construction of Golden Valley Road, Phases II & III. Accepted and Agreed to: April 13, 2000 Santa Clarita Business Park Date Dennis M. Fitzpatrick Date George A. Caravalho, City Manager D e City of Santa Clarita CA (y�N mrddma: 0 a to d \ a O4 �0 O T d CD 0 a PUBLIC NOTICE NOTICE IS HEREBY GIVEN that on May 9, 2000 the City Council of the City of Santa Clarita adopted Ordinance CFD 99-1-2 entitled: AN ORDINANCE OF THE CITY OF SANTA CLARITA, CALIFORNIA, APPROVING ANNEXATION AND DEVELOPMENT AGREEMENT 98-001(MASTER CASE NO. 98- 183) TO ALLOW FOR THE 16 -YEAR DEVELOPMENT OF A 596.2 -ACRE PROPERTY KNOWN AS THE "NORTH VALENCIA NO. 2 SPECIFIC PLAN AREA" ENCOMPASSING THE 576.2 -ACRE NORTH VALENCIA 2 ANNEXATION AREA IN THE UNINCORPORATED AREA OF LOS ANGELES COUNTY ADJACENT TO THE CITY OF SANTA CLARITA by the following vote: AYES: Weste, Smyth, Ferry, Darcy NOES: None ABSENT: None NOT PARTICIPATING: Kellar A certified copy of the complete teat of the ordinance is posted and may be read in the City Clerk's Office, 23920 Valencia Boulevard, Suite 301, Santa Clarita, and/or a copy may be obtained from that office. Dated this 10th day of May, 2000. STATE OF CALIFORNIA ) Sharon L. Dawson, CMC, City Clerk City of Santa Clarita COUNTY OF LOS ANGELES ) " ' CITY OF SANTA CLARITA ) Sharon L. Dawson, being first duly sworn, deposes and :gays that she is the duly appointed and qualified City Clerk of the City of Santa Clarita and that by Thursday, s, 1999, she caused a certified copy of the subject ordinance to be posted and made available for public review in the City Clerk's office and'a copy of the ordinance summary to be published as required by law. Sharon L. -Dawson, CMC, City Clerk City of Santa Clarita