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HomeMy WebLinkAboutCC AG PKT 2005-07-11 #V 0 -) • • AGENDA REPORT DATE: July 11, 2005 TO: Honorable Mayor and City Council FROM: Lee Whittenberg, Director of Development Services SUBJECT: FORMATION OF PACIFIC GATEWAY BUSINESS CENTER COMMUNITY FACILITY DISTRICT (BOEING INTEGRATED DEFENSE SYSTEMS SPECIFIC PLAN PROJECT) SUMMARY OF REQUEST: Adopt Resolution Number , authorizing the City Manager to execute on behalf of the City the "Deposit and Reimbursement Agreement in Connection with Proposed City of Seal Beach Community Facilities District No. CFD 2005 -01 (Pacific Gateway Business Center ". Authorize staff to initiate the formation of a community facilities district (CFD) and authorize staff and City Attorney to enter into appropriate agreements for necessary consultant services. BACKGROUND: When the Boeing Integrated Defense Systems Specific Plan ( "the Project ") was approved, it was contemplated that a CFD would be created to help finance some of the public improvements necessary for the effective development of the Project. The City received a request on May 16, 2005 from Development Planning & Financing Group, Inc. request consideration of the formation of a CFD to fund City road, water and sewer improvements and development fees applicable to the project (Please refer to Attachment 3 to review the letter request). The proposed CFD will include all parcels located in Planning Areas 2 and 3 of the Boeing Integrated Defense Systems Specific Plan (Pacific Gateway Business Center), and will issue bonds to finance certain public improvements (including certain public improvements normally financed through development fees). Once the CFD has been formed, a special tax will be levied against each parcel in the development Project Area. Property owners will pay this tax, and the proceeds of the tax will be used to make debt service payments on the bonds issued by the CFD. At this juncture, staff requests authorization from the City Council to proceed with the formation of the CFD. Agenda Item V C. \Documents and Settings \cteague \Desktop\New Folder \CFD Crcation.06 -28 -05 CC Staff Report doc \LW\04 -18 -05 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 The proposed CFD area encompasses Planning Areas 2 and 3, comprising approximately 61 acres, of the approved Boeing Integrated Defense Systems Specific Plan, which are the areas proposed for construction of business park structures. Planning Area 1 is the existing Boeing Integrated Defense Systems campus facilities of 41 acres and Planning Area 4 is the now - proposed Panatonni Development on the easterly 5 acre portion of the Boeing properties. This staff report will review the nature of the CFD, the steps staff is envisioning as part of the creation of the CFD, the key personnel in the creation of the CFD (both Staff & Boeing representatives), and the improvements which will be financed though the CFD. Nature of a CFD: A Community Facilities District is a special tax district authorized to levy a special tax in order to finance the acquisition or construction of public improvements. Typically, a CFD issued bonds in order to raise immediately available funds, uses the proceeds of these bonds to acquire or construct improvements, and then levies an annual tax against properties in order to retire and pay debt service on the bonds. The special tax is collected as part of a property owner's property tax bill, and the amount of the tax may vary from year to year in order to meet the principal and interest payments due on outstanding bonds. Proposition 13 generally limits ad valorum property taxes (i.e. taxes based on property values) to 1% of property value. However, this limit does not apply to special taxes, such as those levied by a CFD. Including the proposed CFD special tax, staff envisions that the maximum effective tax burden for properties within the District will be approximately 1.88% (including the general ad valorum tax and all special taxes levied by other government agencies). The special tax will be structured such that the effective tax burden would never be expected to exceed 2 %. This rate is fairly typical of new business park developments that are taking place in Los Angeles and Orange counties (Dominguez Tech Center, Carson, 1.64% to Irvine Spectrum III, Irvine, 1.93 %). In some parts of the County, the tax rate can climb over 2% (Irvine Spectrum 5, Irvine, 2.18 %). Infill projects tend to experience higher effective tax rates because infill land costs are generally higher than land costs in areas slated for initial development. With a higher land cost, the developer is left with less revenue to pay for public improvements. As such, CFD's or assessment districts are created to deal with the necessities of public improvements. The CFD is expected to generate bond proceeds in the approximate amount of $7.9 Million to yield approximately $6.0 Million in net construction proceeds. Major Steps in a Community Facilities District Financing: CFD Creation.06 -28 -05 CC Staff Report 2 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 1. City authorizes contracts with financing consultants and enters into service contracts with consultants. 2. Consultants, in conjunction with City Staff and Developer, prepare the rate and method of apportionment for special tax, develop program of improvements, and establish community facilities district goals and guidelines for City. 3. City Council Approves Resolutions of Intention to form CFD and to authorize the incurrence of bonded indebtedness. 4. After giving proper notice by mail and by publication, City Council holds public hearing and adopts resolutions forming district, authorizing issuance of debt, and calling election. With landowner consent, election is held at same City Council meeting in a landowner election. City Council then certifies results of election and passes first reading of ordinance levying the special tax. This meeting takes place approximately one month following the adoption of the Resolutions of Intention. 5. City Council adopts Ordinance Levying Special Tax 6. Bond Underwriter, in conjunction with City Staff and Consultants, designs bond solution to meet goals of City, and enters into purchase agreement to purchase bonds from the City. 7. Bonds close and funds become available for acquisition or construction of improvements. Anticipated Timeline for CFD Project: The actions being requested of the City Council this evening will accomplish Step 1 and authorize staff to proceed with the completion of Step 2 discussed above. Presented below is the anticipated schedule for City Council considerations of CFD 2005 -01: ❑ On September 26 the City Council would be requested to take the following actions regarding the CFD: ❑ Adoption of Resolution of Intention to Incur Bonded Indebtedness in an amount not to exceed $8,500,000 for CFD No. 2005 -01 ❑ Adoption of Resolution of Intention for CFD No. 2005 -01 which: ❑ Establishes boundaries ❑ Designates CFD name ❑ Identifies facilities ❑ Declares intention to form CFD, levy tax & issue bonds CFD Creation.06 -28 -05 CC Staff Report 3 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 ❑ Set time & place for hearing (October 24, 2005) ❑ Establishes voting procedures ❑ Approve Rate and Method of Apportionment for CFD No. 2005 -01 ❑ Accept & file the petition of the landowner ❑ Approve the Acquisition Agreement ❑ On November 14 the City Council would be requested to take the following actions regarding the CFD: ❑ City Council determines boundaries of CFD ❑ Determines necessity to incur debt ❑ Authorizes levy of special tax ❑ Approves types & cost of facilities (CFD Facilities Report) ❑ Sets election and adopts Resolution submitting change to landowner vote and waiver of statutory time frames ❑ Holds Landowner Election ❑ Considers approval of Resolution certifying results of election ❑ Considers approval of Resolution of Formation ❑ Conducts First Reading of Ordinance authorizing special tax levies in CFD No. 2005 -01 ❑ On December 12 the City Council would be requested to take the following actions regarding the CFD: ❑ Conduct Second Reading and adoption of Ordinances authorizing special tax levies in CFD No. 2005 -01 Key Personnel in formation of Pacific Gateway Business Center CFD: City Of Seal Beach: ❑ Lead City Liaison/Project Manager: Christy Teague, Senior Planner ❑ Director of Administrative Services /Treasurer: Pamela Arends -King ❑ Director of Development Services: Lee Whittenberg ❑ Director of Public Works /City Engineer: Mark Vukojevic ❑ City Attorney: Quinn Barrow ❑ Bond Counsel: Robin Harris (Richards, Watson & Gershon) City Consultant Team: ❑ Financial Consultant: Jim Fabian, Principal (Fieldman, Rollapp, & Associates) ❑ Special Tax Consultant: Andrea Roess and Kim Vail (David Taussig & Associates) ❑ Disclosure Counsel Contact: Scott Ferguson (Jones Hall) ❑ Appraiser: Steve White ❑ Underwriter: Sara Oberlies (Stone & Youngberg) CFD Creation.06 -28 -05 CC Staff Report 4 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 ❑ Fiscal Agent: Teresa Fructuoso (BNY Western Trust Company) Mrs. Teague will be taking the lead on creating and supervising the process to create a CFD at the Pacific Gateway Business Center, and will be the primary point of contact between the City and the developer's team. She will guide the project through to completion in terms of coordination of the necessary legal documents from the City Attorney's office, through the public hearing process at the City Council, and handle the day -to -day aspects of the project. The Director of Public Works will be involved in this process due to his expertise in the design of the public facilities that will be completed. The City has identified several public improvements, which must be completed, and the City Engineer will be involved in making sure that the design and implementation of those facilities is done properly and up to his specifications. The Director of Development Services will be utilized when needed or as directed from the City Council. The City Attorney's office will provide bond counsel and legal services as necessary to ensure that the CFD creation meets state law. Boeing Realty CFD Team: ❑ Boeing Realty Corporation Point of Contact: Stephane Wandel ❑ Developers Consultant - Development Planning and & Financing Group, Inc. Contact: Jim Zimmerman ❑ Developer's Engineer - Tait & Associates Contact: Greg Stewart ❑ Developer's Counsel - Pillsbury Winthrop Shaw Pittman LLP Contact: Lewis Feldman Proposed Improvements to be completed through CFD 2005 -01: A. Offsite Improvements The CFD proposes to construct roadway improvements in conformance with the approved Specific Plan and Vesting Tentative Tract Map (VTTM). Seal Beach Boulevard and Westminster Avenue will require median and landscape improvements, right turn lanes, traffic signal improvements, bus stop improvements, striping and signage and miscellaneous parkway improvements. Adolfo Lopez Drive will also be improved to a full -width street with curb, gutter and sidewalks. CFD Creation.06 -28 -05 CC Staff Report 5 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 B. Onsite Roadway Improvements The CFD proposes to construct an interior street system that will be dedicated to the City by Tract No. 16375. The public streets to be constructed and dedicated are named as Apollo Drive, Apollo Court, and Saturn Way. C. Water Improvements The CFD proposes to construct water facilities to serve the project. Water supply is proposed to be looped through the site, with connections to existing mains in Seal Beach Boulevard and Westminster Avenue. This not only will serve the public safety of the project and its surrounding area, it will also increase the City's water system performance in the vicinity of the project. The new water facilities will also connect to the existing Boeing campus facilities that are not part of this CFD. D. Sewer Improvements The CFD proposes to construct sewer facilities including gravity pipelines, lift station and force mains to serve the proposed CFD and adjacent properties. The CFD includes a fair share portion of the new sewer lift station constructed to serve this property and the adjacent Hellman Ranch property. E. Dry Utilities The CFD proposes to construct regional dry utilities in Seal Beach Boulevard and Westminster Avenue by relocating overhead transmission poles and wires in Westminster Avenue as required to relocate street improvements. Relocating portions of the overhead wires and poles adjacent to the project, along the westerly boundary, are included. Also included are the onsite joint trench facilities and the streetlights along Seal Beach Boulevard and Westminster Avenue, as well as the interior streetlights. These facilities are to be constructed as a requirement of the Specific Plan and VTTM 16375. F. Landscape and Irrigation The CFD proposes to construct landscape improvements. The construction of these improvements is a requirement of the Specific Plan. These improvements will consist of landscaping and irrigation within the medians in Seal Beach Boulevard and Westminster Avenue. The CFD includes construction of landscape and irrigation within the parkways for Apollo Drive, Apollo Court, and Saturn Way as required by the Specific Plan. CFD Creation.06 -28 -05 CC Staff Report 6 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 The scope and extent of each of these improvements remains to be finalized, depending on the amount of proceeds that will become available to the City as a result of bond issuance. Please refer to Attachment 4 to review exhibits that graphically show the general areas of the improvements discussed above from "Pacific Gateway Business Center — Engineer's Report", prepared by Tait & Associates, dated May 2005. The full report is available at the Department of Development Services to review and will be available at the City Council meeting for review also. FISCAL IMPACT: None. All staff time and incidental costs associated with to project will be billed to the developer, and the costs of the public facilities and consultants will be paid for with bond proceeds the bond. The developer will be required to pay a deposit of ©;©OE0 to t ie-Qity before a "Notice to Proceed" is issued to the City Consultant Team. his $60,000 will be replenished whenever it drops below $10,000. RECOMMENDATION: Adopt Resolution Number , authorizing the City Manager to execute on behalf of the City the "Deposit and Reimbursement Agreement in Connection with Proposed City of Seal Beach Community Facilities District No. CFD 2005 -01 (Pacific Gateway Business Center ". Authorize staff to initiate the formation of a community facilities district (CFD) and authorize staff and City Attorney to enter into appropriate agreements for necessary consultant services. Lee Whittenberg Director of Development Services Attachments: (4) Attachment 1: Resolution Number , A Resolution of the City Council of the City of Seal Beach, California Authorizing the City Manager to Execute on Behalf of the City the "Deposit and Reimbursement Agreement in Connection with Proposed City of Seal Beach Community Facilities CFD Creation.06 -28 -05 CC Staff Report 7 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005-01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July II, 2005 District No. CFD 2005 -01 (Pacific Gateway Business Center" Attachment 2: "Deposit and Reimbursement Agreement in Connection with Proposed City of Seal Beach Community Facilities District No. CFD 2005 -01 (Pacific Gateway Business Center" Attachment 3: "Proposal to Form a Community Facilities District, Pacific Gateway Business Center ", prepared by Development Planning and Finance Group, Inc., dated May 16, 2005 Attachment 4: "Pacific Gateway Business Center Engineer's Report", prepared by Tait & Associates, Inc., dated May 2005 ❑ Exhibit A ❑ Figure 2 — Sanitary Facilities Exhibit ❑ Figure 3 — Water Facilities Exhibit ❑ Figure 4 — On -Site Roadway Exhibit ❑ Figure 5 — Off -Site Roadway Exhibit ❑ Figure 6 — Landscape & Irrigation Exhibit Note: The complete report is available at the Department of Development Services for pubic review and will be available at the City Council meting for public review CFD Creation.06 -28 -05 CC Staff Report 8 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 ATTACHMENT 1 RESOLUTION NUMBER , A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL BEACH, CALIFORNIA AUTHORIZING THE CITY MANAGER TO EXECUTE ON BEHALF OF THE CITY THE "DEPOSIT AND REIMBURSEMENT AGREEMENT IN CONNECTION WITH PROPOSED CITY OF SEAL BEACH COMMUNITY FACILITIES DISTRICT NO. CFD 2005 -01 (PACIFIC GATEWAY BUSINESS CENTER)" CFD Creation.CC Staff Report.06 -28 -05 9 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 RESOLUTION NUMBER A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL BEACH, CALIFORNIA AUTHORIZING THE CITY MANAGER TO EXECUTE ON BEHALF OF THE CITY THE "DEPOSIT AND REIMBURSEMENT AGREEMENT IN CONNECTION WITH PROPOSED CITY OF SEAL BEACH COMMUNITY FACILITIES DISTRICT NO. CFD 2005 -01 (PACIFIC GATEWAY BUSINESS CENTER)" WHEREAS, When the Boeing Integrated Defense Systems Specific Plan was approved, it was contemplated that a Community Facilities District ( "CFD ") would be created to help finance some of the public improvements necessary for the effective development of the Project. The proposed CFD will include all parcels located in Planning Areas 2 and 3 of the Boeing Integrated Defense Systems Specific Plan (Pacific Gateway Business Center), and bonds would be issued to finance certain public improvements (including certain public improvements normally financed through development fees); and WHEREAS, An Agreement ( "Deposit and Reimbursement Agreement in Connection with Proposed City of Seal Beach Community Facilities District No. CFD 2005 -01 (Pacific Gateway Business Center ") has been prepared to allow the City to retain appropriate financial and staff support consultants to process the request to form a Community Facilities District for Planning Areas 2 and 3 of the Boeing Integrated Defense Systems Specific Plan (Pacific Gateway Business Center); and WHEREAS, Entering into this Agreement will establish the reimbursement process for all costs incurred by the City in processing the community facilities district financing mechanisms. NOW, THEREFORE BE IT RESOLVED that the City Council of the City of Seal Beach does hereby authorize the City Manager to execute on behalf of the City the "Deposit and Reimbursement Agreement in Connection with Proposed City of Seal Beach Community Facilities District No. CFD 2005 -01 (Pacific Gateway Business Center) ". CFD Creation.CC StaffReport.06 -28 -05 10 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 ATTACHMENT 2 "DEPOSIT AND REIMBURSEMENT AGREEMENT IN CONNECTION WITH PROPOSED CITY OF SEAL BEACH COMMUNITY FACILITIES DISTRICT NO. CFD 2005 -01 (PACIFIC GATEWAY BUSINESS CENTER" CFD Creation.CC Staff Report.06 -28 -05 12 DEPOSIT AND REIMBURSEMENT AGREEMENT in connection with proposed City of Seal Beach Community Facilities District No. 2005 -01 (Pacific Gateway Business Center) This DEPOSIT AND REIMBURSEMENT AGREEMENT (the "Agreement ") is made and entered into as of this day of , 2005, by and between the City of Seal Beach, a municipal corporation and general law city (the "City "), and , a , doing business as (the "Developer "). RECITALS: A. The City is undertaking proceedings to form a community facilities district (the "District ") pursuant to the Mello -Roos Community Facilities Act of 1982, as amended (Government Code Section 53311 et seq.) (the "Act ") for the purpose of financing certain public facilities. The proposed boundaries of the District are described in Exhibit A, attached hereto and incorporated herein. The proposed public facilities to be financed through the District are set forth in Exhibit B, attached hereto and incorporated herein. B. Pursuant to Section 53314.9 of the Act, the City Council is authorized to accept advances of funds from any source, including, but not limited to, private persons or private entities, and to enter into an agreement with such person or entity to repay all or a portion of the funds under certain conditions. C. The City and the Developer desire to enter into this Agreement in accordance with Section 53314.9 of the Act. AGREEMENT NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties hereto agree as follows: 1. Recitals. Each of the above recitals is incorporated herein and is true and correct. 2. Proposed Formation of District and Issuance of Bonds; Developer's Advance. (a) The Developer agrees to advance moneys to the City to pay for costs required to be incurred and paid prior to the sale of bonds in connection with proceedings for the formation of the District and the issuance of bonds in connection therewith. To the extent the District is not formed or bonds are not ultimately sold, the Developer agrees to pay to the City within 10 business days of a written demand by the City's Director of S7296/0001/824047.1 1 with respect to the proposed formation or bond issuance ceases following the receipt of the Developer's notice of withdrawal of consent. (f) The City will provide to the Developer a monthly summary of how the advances have been spent. 3. Reimbursement Procedure. In accordance with Section 53314.9 of the Act, it is hereby agreed by the parties hereto that, if the qualified electors of the proposed District do not approve the proposed special tax to be levied within the District, the City shall return to the Developer any funds which have been advanced by the Developer and have not been expended or incurred for any authorized purpose by the time of the election and the City shall have no liability to the Developer to reimburse it for any of amounts previously advanced by the Developer and expended by the City. Such returned funds shall be with interest, determined at the rate and by the method established by the City's Director of Administrative Services /Treasurer. If the District is formed and the District issues, sells and delivers bonds, the amounts advanced by the Developer pursuant to this Agreement will be reimbursable to the Developer from the proceeds of the bonds. 4. Discretion of City. The Developer understands that formation of the District and the issuance of bonds in connection therewith shall be in the sole discretion of the City. No provision of this Agreement shall be construed as a promise, warranty or agreement by the City to form the District or to issue bonds. The City shall have no liability to the Developer pursuant to this Agreement for its decision not to form the District or issue bonds. 5. Notices. Any notice to be provided pursuant to this Agreement shall be delivered to the following addresses: Developer: Boeing Realty Corporation 4900 E. Conant St., Building 1 Long Beach, CA 90808 -1746 Attention: Stephane M. Wandel City: City of Seal Beach 211 Eighth Street Seal Beach, California 90740 Attention: City Manager Copy to: Richards, Watson & Gershon Attorneys at Law 355 S. Grand Avenue, 40th Floor Los Angeles, CA 90071 Attention: Quinn Barrow Facsimile: (213) 626 -0078 57296/0001/824047.1 3 18. No Third Party Beneficiaries. No person or entity shall be deemed to be a third party beneficiary hereof, and nothing in this Agreement (either express or implied) is intended to confer upon any person or entity, other than the City, the District and the Developer, any rights, remedies, obligations or liabilities under or by reason of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year first above written. CITY OF SEAL BEACH for the City of Seal Beach Community Facilities District No. 2005 -01 (Pacific Gateway Business Center) By: APPROVED AS TO FORM: City Attorney BOEING REALTY CORPORATION By: S7296/0001/824047.1 5 EXHIBIT "A" BOUNDARIES OF PROPOSED CITY OF SEAL BEACH COMMUNITY FACILITIES DISTRICT 2005 -01 (PACIFIC GATEWAY BUSINESS CENTER) • S7296/0001/824047.1 A -1 EXHIBIT B DESCRIPTION OF IMPROVEMENTS S7296/0001/824047.1 B -1 Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July 11, 2005 ATTACHMENT 3 "PROPOSAL TO FORM A COMMUNITY FACILITIES DISTRICT, PACIFIC GATEWAY BUSINESS CENTER ", PREPARED BY DEVELOPMENT PLANNING AND FINANCE GROUP, INC., DATED MAY 16, 2005 CFD Creation.CC Staff Report.06 -28 -05 13 EDpFG 27127 CALLE ARROYO, SUITE 1910 SAN JUAN CAPISTRANO, CA 92675 TEL (949) 388 -9269 DEVELOPMENT PLANNING & FINANCING GROUP, INC. FAX (949) 388 www.dpfg.com "sang luewdoienea SOH 6 T AYE! Pees fees 40 km May 16, 2005 Mr. Lee Whittenberg Director of Development Services City of Seal Beach 211 8th Street, Seal Beach, California 90740 Dear Mr. Whittenberg: I am submitting this proposal on behalf of The Boeing Company for the City of Seal Beach's consideration related to the formation of a Community Facilities District to fund City road, water and sewer improvements and development fees applicable to Tentative Tract No. 16375. We would like to meet with you and/or the members of your consulting team at your earliest convenience to discuss this proposal and obtain your feedback. If you have any questions or comments, please do not hesitate to call me at (949) 218 -6023. Sincerely, Jim Zi merman Principal cc: Adam Bauer, Fieldman Rolapp Christy Teague, City of Seal Beach Clayton Corwin, Stone Creek Company Gary Rafferty, The Boeing Company Lewis Feldman, Pillsbury Winthrop Stephane Wandel, Boeing Realty Corporation ORANGE COUNTY, CA`: SACRAMENTO, CA PHOENIX,'`AZ City of Seal Beach Proposal to Form a Community Facilities District Pacific Gateway Business Center May 16, 2005 1. Background a) The Boeing Company ( "Boeing ") is proposing the formation of a Community Facilities District ( "CFD ") to encompass their industrial/commercial development that lies within the jurisdictional boundaries of the City of Seal Beach ( "City "). b) Vesting Tentative Tract No. 16375 contains approximately 107 acres consisting of 20 lots. Lots 1 through 7 and 10, 12 and 13 consist of approximately 55 gross acres at the west end of the tentative tract (the "Project "). Boeing's plan is to either improve the Project to a super pad condition and sell to builders, construct and sell buildings, construct and lease buildings, or some combination of the three. The marketing name for the Project is Pacific Gateway Business Center. Estimated timing of the Project's salient development milestones are set forth below. Development Date Start of Infrastructure July 2005 Final Map Recordation September 2005 First Builder Sales, if Applicable September 2005 Completion of Infrastructure March 2006 First Builder Closings April 2006 c) The 10 lots are grouped in two phases with phase 1 consisting of lots 1 -7 and phase 2 consisting of lots 10, 12 and 13. Boeing intends to begin improvements for lots 1 -7 upon issuance of infrastructure permits and receipt of Project entitlements and lots 10, 12 and 13 tentatively 6 to 12 months later. 2. Approach a) This proposal anticipates the City will serve as the lead agency in the CFD formation and that the CFD will solely encompass the Project as depicted in Exhibit A. b) The CFD would issue bonds secured by the Project in one or two series based on two separate improvement areas also depicted in Exhibit A. The total CFD bonding capacity for the Project is currently estimated to be approximately $7.9 million to yield approximately $6.0 million in net construction proceeds as further described in detail in Exhibit C. c) The actual amount of the CFD bonds to be issued is expected to be a function of the Project's appraised value and the City's required value -to -lien ratio of 3 to 1 ( "VTL Requirement "). At the time of bond issuance, Boeing would like to utilize any of the following options: We KAM IVES J \ i a: \ I � 1 4IA Qr ...g i o —9Z' , I f 114. I li Z J la d w 2 a CZ II_ or L c„,,,,,,,, . L • } l . <4 i va�f1 fl4 �unini i �.• / i a I i W e. 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W ~c c N N n m N CI m n m CI v m v n C N S E c F- 5 ) Z LL �lO 100 mNNO)0) m n m • C') C qW G 0 �..j y NV V N .4: v O co" Qfm OfNMN v Ot I n CO : Y f 0 .7 9 >� • U al 0 ' �m (00 (0 7 m �m ^ m v m N v N v •-• W J v O R ~ W ' a Q a 5 • � N� W > G C* e W m 2 Q W j J•taLL a LL a O 0) 7 y N 0) y . 0 - . 0 W z W Q > E > .000 O."aE Q d Q m 2 0 e W :: N N ,- NC7v 10 mn'0 E N �� r 'O � .- e W c y E ° °oS ° °° co °° o o m 00 . ' E p .s . 6 > W a Q J J J W 1- 7 7 �/ a N 7 a q E S E S 1 43 c W m 0.3 om< - - - O_ LL .W..a O.NIL a :IS CD Exhibit E The Boeing Company City of Seal Beach Proposed CFD CFD Formation and Project Development Timeline May 76, 2005 D p A - Anticipated Major Tasks Completion Date �'�.':�- t' :..+ •'w ;tai y "' . i"..•, �» ' � + V ¢ N 1 . ^ . 1'•,,• .. >!�F }� z• ti° •� -a. r •^ !•��•• .•• , ,�.2� »•r :'�. .• . s �. ... J.L. ..,.. M`+aT ",vi� r= .� °..:SI,Ai'i,C A +P .5ry'Tl��fr a . 9 "d`.. •. fM`Fl�� • ' :��- :f ,u+.. g= 'r"lY. 4l�'J'.t'..-A +1 Initial review of Deposit and Reimbursement Agreement May 24, 2005 Kickoff meeting with City's finance team May 24, 2005 City Council meets to consider approval of Deposit and Reimbursement Agreement and Petition requesting the establishment of a CFD. June 13, 2005 Submit RMA package to City's special tax consultant for preparation of ROI documents June 30, 2005 Commencement of infrastructure construction July 1, 2005 Agenda cutoff date to docket ROI documents for City Council meeting July 25, 2005 City Council meets to consider approval of the CFD Resolution of Intention August 8, 2005 Agenda cutoff date to docket CFD formation documents for City Council meeting August 29, 2005 City Council meets to consider approval of the CFD Resolution of Formation and the Funding and Acquisition Agreement September 12, 2005 Record notice of CFD tax lien September 16, 2005 Recordation of final map September 30, 2005 Issuance of Improvement Area 1 Bonds January 31, 2006 Completion of infrastructure construction March 31, 2006 First builder closings April 1, 2006 • — City Council meets the 2nd and 4th Monday of every month at 7 pm. .,.e„. ,. • 9.Y'.T'W.Te' E - I11EUZIEW MMMMMEINI ..EMIKEIlll© 1 2 3 4 5 1111116•M1116KINEI ©III©111111111E11131 © ©munra® 9 7 9 2 10 11 12 � I ®II�IImIII�III�II 11EIUM®ETMEN:1 KIEMIEBI ®EIM® ©V ®ET®ELIE: v3 44 75 19 17 to 10 mrsimp©I®p ®ME ®MIE:101 mEI©ENEE:101 m ®mmE1©10 IZIElEMEM©M 29 21 22 25 24 25 2 mmpp©I©© EMImN11111MM EMIT IMEMI©M EI .°JEMEmEI EVEMIMME111111 27:28 20 sn 31, p Cp ®II IOE2 '• :. • astlNMMf III1EMI IItINMINE ••IIINE©1112EI •••••IEI© 1 2 2 onal' ui®anro ©ICIEJNIKIENED wilo©mmixic orzwxoximito • 5 a 7 9 0 10 ©EINEI©IDIEIND ECIEMESECIECIF2EI ®^I,.� ,MIMIC ®I E IMI®IImRIIIIIT]III ICI 11 riJ2 11 111'15 1a 17 CZ.,71111111EMEIM Eir?n ©0urn smo®nn©n ®rrirrin©nt7 in7iInnrniEnin 10 00 20 21 22 J 24 rmarnrin©© EME11IME:1©MMI ®L"'mCIEMEICI 1:10©1011MMIN 25 /2 27 28,_29 90 p :;II II ©' EMI Creation of Community Facilities District — Pacific Gateway Business Center — CFD 2005 -01 Boeing Integrated Defense Systems Specific Plan Planning Areas 2 and 3 City Council Staff Report July II, 2005 ATTACHMENT 4 "PACIFIC GATEWAY BUSINESS CENTER ENGINEER'S REPORT ", PREPARED BY TAIT & ASSOCIATES, INC., DATED MAY 2005 ❑ EXHIBIT A ❑ FIGURE 2 - SANITARY FACILITIES EXHIBIT ❑ FIGURE 3 - WATER FACILITIES EXHIBIT ❑ FIGURE 4 - ON -SITE ROADWAY EXHIBIT ❑ FIGURE 5 - OFF -SITE ROADWAY EXHIBIT ❑ FIGURE 6 - LANDSCAPE & IRRIGATION EXHIBIT NOTE: THE COMPLETE REPORT IS AVAILABLE AT THE DEPARTMENT OF DEVELOPMENT SERVICES FOR PUBIC REVIEW AND WILL BE AVAILABLE AT THE CITY COUNCIL METING FOR PUBLIC REVIEW CFD Creation.CC Staff Report.06 -28 -05 14 1 . I �\ • 1 1 I t.:." t 1 4i 11 1 I. 1 E: \ :t ea iii C I , -* -% ,.9 g E Y C 0 N m m C a • . % [i a 3 1 ' % ~ Li- E m° ' n C I CD � r Fl i Q Y! I ! j r "7 6 t1 r Y , , 1 r-- 1 m _ .1... / i f t... ) F.,.. i :g cg r W I 1 y a. to E r 5. c //is f? • ef i 1 i3 p / % t x 1 t 1 - � 1 ' , 1 1 1 ro W 0 L� 1 N W I -1 im \ I_ 1 M W M Q Q Q J W 1 4 U � \ W W • X Q I H W W r Q o .. V 3 {,� a t J 1 I 3 O �Z/ `, °' Z W Q I Z S F U U � H �— \ % Z W J U 1 I 0 ' \ O 1 1 U W 1 I \ w N I m \ i Q V 0o N I II a 1 i 13 Q �i \ 0, I I \ ` I '\, i 1 _ Q 1" I ! \ Q, Z cN �y = 2 W x 1 \1c,,, W2° - 1 I I \ 3 U< < Q a m I W I 1 L \ a N � �� �, I I I r \ .4i zZ • I I = r nN I 1 1 I[ 11 I { 1 \ IMHa -node n r - 1_ - -' 1 r- 1 I :!, ,� 1 o I I I (1).g,i) I i � �I 3 Q / j (t l I -_, I p I , E w ,0 • i . E 1 ig I // - : g-i E II ; ' t______ It p il_ ! ..........„. i . . i _______J 1 ,( la...,- i I, 1 , ',/ l i' I i ,__) V .. j i q W Z,.� 3 s / / I °= f a y 'Y ` 3 y in 1 l W g 0 — — Y / 1 NsV9 Jwadv131:1 SO LIP V"1V 901 0 w 0 1 . W a D Vi LL — 1 i \ 0 N Q . • 'I n W • I - W i i ZQ W 1 N I- 4 m Q I-- U . = � , L W Y 0 X �< _ w W , l _ ---7Z/ J .. a . o- � a a 3 ��� v3 I- W o Q e(...) II oa ...1 H N 1mm I 1 �- Z Z o (�1 W N W < • 1 H V 1-2 c. _ % U < i i fa x•C WI In 1_1 _1 L ._,,______„,"/ 4' .‹..4.,Q I— r- age 3/111:1C1 OTIOdY I F , / Q . i 1 \ Lrr ICI I i 1 i , i ...._. i a . .E-7 i Ili .±:. 0 i _, .E. . . 1 D .JN________---- -- / 0 I a ffiEL NSW ,► ► SO, Iii 0 RESOLUTION NUMBER 5362 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL BEACH, CALIFORNIA AUTHORIZING THE CITY MANAGER TO EXECUTE ON BEHALF OF THE CITY THE "DEPOSIT AND REIMBURSEMENT AGREEMENT IN CONNECTION WITH PROPOSED CITY OF SEAL BEACH COMMUNITY FACILITIES DISTRICT NO. CFD 2005 -01 (PACIFIC GATEWAY BUSINESS CENTER)" WHEREAS, When the Boeing Integrated Defense Systems Specific Plan was approved, it was contemplated that a Community Facilities District ( "CFD ") would be created to help finance some of the public improvements necessary for the effective development of the Project. The proposed CFD will include all parcels located in Planning Areas 2 and 3 of the Boeing Integrated Defense Systems Specific Plan (Pacific Gateway Business Center), and bonds would be issued to finance certain public improvements (including certain public improvements normally financed through development fees); and WHEREAS, An Agreement ( "Deposit and Reimbursement Agreement in Connection with Proposed City of Seal Beach Community Facilities District No. CFD 2005 -01 (Pacific Gateway Business Center ") has been prepared to allow the City to retain appropriate financial and staff support consultants to process the request to form a Community Facilities District for Planning Areas 2 and 3 of the Boeing Integrated Defense Systems Specific Plan (Pacific Gateway Business Center); and WHEREAS, Entering into this Agreement will establish the reimbursement process for all costs incurred by the City in processing the community facilities district financing mechanisms. NOW, THEREFORE BE IT RESOLVED that the City Council of the City of Seal Beach does hereby authorize the City Manager to execute on behalf of the City the "Deposit and Reimbursement Agreement in Connection with Proposed City of Seal Beach Community Facilities District No. CFD 2005 -01 (Pacific Gateway Business Center) ". BE IT FURTHER RESOLVED that the City Council of the City of Seal Beach does hereby authorize staff to initiate the formation of a community facilities district (CFD) and authorize staff and City Attorney to enter into appropriate agreements for necessary consultant services. PASSED, APPROVED AND ADOPTED by the City Council of the City of Seal Beach at a meeting thereof held on the 1 lth day of July , 2005. AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Mayor ATTEST: Linda Devine, City Clerk STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS CITY OF SEAL BEACH ) I, Linda Devine, City Clerk of the City of Seal Beach, California, do hereby certify that the foregoing resolution is an original copy of Resolution Number 5362 on file in the Office of the City Clerk, passed, approved and adopted by the City Council of the City of Seal Beach at a meeting thereof held on the 1 lth day of July , 2005. Linda Devine, City Clerk City of Seal Beach