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HomeMy WebLinkAboutSuccessor Agency - Fiscal Year 2010-2011 State Controller's 2 oaf Council/Agency Meeting Held: Deferred/Continued to: �kAppr ed ❑ Conditionally Approved ❑ Denied Cit lerk s Signa re Council Meeting Date: April 16, 2012 Department ID Number: ED 12-017 CITY OF HUNTINGTON BEACH REQUEST FOR SUCCESSOR AGENCY ACTION SUBMITTED TO: Honorable Successor Agency Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Bob Hall, Deputy City Manager/Economic Development Director Lori Ann Farrell, Finance Director SUBJECT: Receive and File the Fiscal Year 2010-11 State Controller's Report Statement of Issue: Section 33080.1 of the State of California Health and Safety Code requires that the Redevelopment Agency (Agency) prepare an Annual Report of the Agency's activities sent to the State Controller's Office within 180 days following the end of the public entity's fiscal year. Pursuant to AB 1X 26, the former Redevelopment Agency is still required to file the annual State Controller's Report. Financial Impact: Not applicable Successor Agency Recommended Action: Motion to: Receive and File the Fiscal Year 2010-11 State Controller's Report. Alternative Action(s): Not Applicable Analysis: The Redevelopment Agency (Agency) has a statutory requirement to annually submit its State Controller's Report to the State Controller's Office (SCO). This report, submitted to the State on March 29, 2012, is comprised of information regarding the Agency's financial transactions, blight progress, as well as loan, property, and housing activities for Fiscal Year 2010-11. A copy of the Agency's annual audit is also sent to the State Controller as part of the requirement. This information is used at the State level to monitor the Agency's activities and report on the progress of redevelopment, affordable housing projects, and financing throughout California. For Fiscal year 2010-11, a noted accomplishment includes the demolition and removal of the dilapidated Montgomery Ward's building and auto center at the old Huntington Center. This site will be the home of Bella Terra II, which will includes 467 residential units and approximately 13,500 square feet of residential amenities including a clubhouse, fitness center, leasing area, and lobby areas, an approximate 700-space residential parking garage, and 155,000 square feet of retail which is under construction. Item 8. - I HB -122- REQUEST FOR SUCCESSOR AGENCY ACTION MEETING DATE: 4/16/2012 DEPARTMENT ID NUMBER: ED 12-17 Other steps taken by the Agency to continue to enhance and maximize the potential of the major thoroughfares through the Beach Boulevard and Edinger Corridor include a new Specific Plan that has been completed and approved to stimulate economic development through redevelopment of parcels. The Beach and Edinger Corridors Specific Plan will enhance private and public investment activities along the Beach Boulevard and Edinger Avenue Corridors, thus revitalizing many blighted properties along these main thoroughfares. The Specific Plan calls for Affordable Housing to be included on the site of any new development within the area and allows for both mixed-use and residential only projects. Since the approval of the Specific Plan, the City has witnessed renewed development interest for blighted areas along the Beach and Edinger Corridors. In addition, Watt Commercial at 7532 — 7562 Edinger Avenue has begun a full renovation of the site including demolition of an underutilized building. Increased commercial space will provide for additional jobs. Other efforts by the Agency to remove blight have included the former Levitz site, 7441 Edinger Avenue, which is partially in the project area. That vacant/blighted building should be demolished in 2012. In the Southeast Redevelopment Area, the proposed development of a seawater desalination plant, "The Poseidon Project", amendment was approved by the City Council in 2010. In addition, the interim action plan for the clean-up of the ASCON Landfill has been completed. This interim plan will assist with the final plan being developed and approved by the Department of Toxic Substances for final clean-up of this hazardous site. The goal is to have community meetings on the EIR in 2012. During Fiscal Year 2010-11, there were three (3) affordable housing projects that began development or completed construction within the City of Huntington Beach. • Pacific Sun Apartments • Habitat for Humanity (2 new ownership homes) • Pacific Court Apartments Environmental Status: Not applicable. Strategic Plan Goal: Improve long-term financial sustainability Attachment: 1. 1 Fiscal Year 2010-11 State Controller's Report xB -1 23- Item 8. - 2 ATTACHMENT # 1 Item R. - l Hu . i_4. ' CITY OF HUNTINGTON BEACH _ SUCCESSOR AGENCY to the former Redevelopment Agency Fred A. Wilson Executive Director March 29, 2012 State Controller's Office Division of Accounting and Reporting Local Government Reporting Section 3301 C Street, Suite 700 Sacramento, CA 95816 Dear Mr. Chiang: Enclosed are the following reports as requested by your office: 1. The California State Controller's Financial Report cover form for Community Redevelopment Agencies and Additional Reports for State Controller—Blight Progress, the Loan Report, and Property Report. 2. California's Housing Community Development's(HCD) signature form for Fiscal Year Ended September 30, 2011 (report filed electronically with HCD,March 29, 2012). 3. Bureau of Census survey form. 4. Annual Component Unit Financial Report(Audited)—Redevelopment Agency of the City of Huntington Beach for the Year Ending September 30,2011 (2 copies) 5. Statement of Indebtedness for the 2010/2011 Tax Year (debt as of June 30, 2011). If you have questions regarding the enclosed reports,please make contact via the phone numbers listed in the reports. Sincerely, Bob Hall Deputy City Manager/Deputy Executive Director HB -125- Item 8. - 4 CD ' Additional Reports for State Controller v' City of Huntington Beach RDA Fiscal Year Ended September 30,2011, 1) Blight Progress Report(specifies actions and expenditures made in the previous fiscal year to alleviate blight), Health&Safety Code §33080.1(d). As of September 2011,demolition removal of the dilapidated Montgomery Ward's building and auto center at the old Huntington Center had occurred. This will be the home of Bella Terra II,which will include 467 residential units;approximately 13,500 square feet of residential amenities, including a clubhouse,fitness center, leasing area, and lobby areas; approximately 700-space residential parking garage; and 155,000 square feet of retail. While construction of the project was completed in Fiscal Year 08-09,"The Strand", a mixed-use downtown development comprised of 110,000 SF of office, retail, restaurant,and hotel space, and a 410-space parking structure, continued to add new jobs to this once-blighted area. Since its soft opening in 2008,this project has created over 400 new employee positions and is nearing 100%occupancy. Though attractive,spacious pedestrian corridors,The Strand provides visitors with a comfortable,safe route between the The Strand and Main Street, and compliments the bustling downtown area. The Strand underground parking structure also provides convenient underground parking for residents,shoppers, and tourists visiting the downtown. Construction of the commercial components making up.the Makar Properties project, "Pacific City",continues to experience unexpected delays, due to the state of the economy. However, during 2010 public improvements were made for safety and aesthetics,which included pedestrian pathways/sidewalks and around the entire site and landscaping,in addition to new medians with landscaping have been completed which allows for better pedestrian and traffic flow. Crescent Heights has acquired the parcel and has begun discussions of the future of the project. The Agency updated the Downtown Specific Plan and Downtown Parking Master Plan which covers the Main-Pier Subarea. This update of both plans is being undertaken to address ongoing vacant and underutilization of properties, deteriorated buildings, incompatible land uses producing economic blight,spur the removal of obsolete structures producing low lease rates and economic returns for property owners, while providing for a variety of housing opportunities. These plans were approved during 2011 by the California Coastal Commission and City Council. In an effort to continue to enhance and maximize the potential of the major thoroughfares known as Beach Boulevard and Edinger Avenue, a new Specific Plan has been completed and approved. The Beach and Edinger corridors Specific Plan will enhance private and public investment activities along the Beach Boulevard and Edinger Avenue Corridors,thus revitalizing many blighted properties along these main thoroughfares. The Specific Plan calls for Affordable Housing to be included on site of any new development within the area and allows for mixed-use and residential only projects. Since the approval of the Specific Plan,the City has witnessed much renewed development interest for blighted areas along the Beach and Edinger Corridors. In addition,Watt Commercial at 7532—7562 Edinger Avenue has begun a full renovation of the site,which includes demolition of an underutilized building. Increased commercial space will provide for additional jobs. Other efforts by the Agency to remove blight have been the former Levitz site, 7441 Edinger Avenue,is partially in the project area and the vacant/blighted building should be demolished in 2012. Meeting with property owners of blighted sights to encourage redevelopment. In the Southeast Redevelopment Area the proposed development of a seawater desalination plant, "The Poseidon Project", amendment was approved by City Council 2010. The interim action plan for the clean-up of the ASCON Landfill has been completed. This interim plan will assist with the final plan being developed and approved by the Department of Toxic Substances for final clean up of this hazardous site. The goal is to have community meetings on the EIR in 2012. 2) Loan Report(identifies loans (receivable) which equal or exceed$50,000 and that were found by the agency during the previous fiscal year to have either defaulted or not complied with the terms of the agreements approved by the agency), Health &Safety Code§33080.1(e). a) None 3) Property Report(describes properties owned by the agency and those acquired in the previous fiscal year), Health &Safety Code §33080.1(f). a) The City of Huntington Beach acquired no property in the fiscal year ending September 30,2011. b) Agency Owned Land as of September 30,2011: None N J I-d CD 00 01 . r--a CD 00 J Additional Reports for State Controller City of Huntington Beach RDA Fiscal Year Ended September 30,2011 1) Blight Progress Report(specifies actions and expenditures made in the previous fiscal year to alleviate blight), Health&Safety Code §33080.1(d). As of September 2011, demolition removal of the dilapidated Montgomery Ward's building and auto center at the old Huntington Center had occurred. This will be the home of Bella Terra II,which will include 467 residential units; approximately 13,500 square feet of residential amenities, including a clubhouse,fitness center, leasing area, and lobby areas; approximately 700-space residential parking garage; and 155,000 square feet of retail. While construction of the project was completed in Fiscal Year 08-09, "The Strand", a mixed-use downtown development comprised of 110,000 SF of office, retail, restaurant, and hotel space, and a 410-space parking structure, continued to add new jobs to this once-blighted area. Since its soft opening in 2008, this project has created over400 new employee positions and is nearing 100%occupancy. Though attractive,spacious pedestrian corridors,The Strand provides visitors with a comfortable, safe route between the The Strand and Main Street, and compliments the bustling downtown area. The Strand underground parking structure also provides convenient underground parking for residents, shoppers, and tourists visiting the downtown. Construction of the commercial components making up the Makar Properties project, "Pacific City", continues to experience unexpected delays, due to the state of the economy. However, during 2010 public improvements were made for safety and aesthetics, which included pedestrian pathways/sidewalks and around the entire site and landscaping, in addition to new medians with landscaping have been completed which allows for better pedestrian and traffic flow. Crescent Heights has acquired the parcel and has begun discussions of the future of the project. The Agency updated the Downtown Specific Plan and Downtown Parking Master Plan which covers the Main-Pier Subarea. This update of both plans is being undertaken to address ongoing vacant and underutilization of properties, deteriorated buildings, incompatible land uses producing economic blight,spur the removal of obsolete structures producing low lease rates and economic returns for property owners, while providing for a variety of housing opportunities. These plans were approved during 2011 by the California Coastal Commission and City Council. In an effort to continue to enhance and maximize the potential of the major thoroughfares known as Beach Boulevard and Edinger Avenue, a new Specific Plan has been completed and approved. The Beach and Edinger corridors Specific Plan will enhance private and public investment activities along the Beach Boulevard and Edinger Avenue Corridors,thus revitalizing many blighted properties along these main thoroughfares. The Specific Plan calls for Affordable Housing to be included on site of any new development within the area and allows for mixed-use and residential only projects. Since the approval of the Specific Plan,the City has witnessed much renewed development interest for blighted areas along the Beach and Edinger Corridors. In addition,Watt Commercial at 7532—7562 Edinger Avenue has begun a full renovation of the site,which includes demolition of an underutilized building. Increased commercial space will provide for additional jobs. Other efforts by the Agency to remove blight have been the former Levitz site,7441 Edinger Avenue, is partially in the project area and the vacant/blighted building should be demolished in 2012. Meeting with property owners of blighted sights to encourage redevelopment. In the Southeast Redevelopment Area the proposed development of a seawater desalination plant, "The Poseidon Project",amendment was approved by City Council 2010. The interim action plan for the clean-up of the ASCON Landfill has been completed. This interim plan will assist with the final plan being developed and approved by the Department of Toxic Substances for final clean up of this hazardous site. The goal is to have community meetings on the EIR in 2012. 2) Loan Report(identifies loans(receivable) which equal or exceed $50,000 and that were found by the agency during the previous fiscal year to have either defaulted or not complied with the terms of the agreements approved by the agency), Health &Safety Code§33080.1(e). a) None 3) Property Report(describes properties owned by the agency and those acquired in the previous fiscal year), Health &Safety Code §33080.1(f). � a) The City of Huntington Beach acquired no property in the fiscal year ending Sept ember 30 2011. b) Agency Owned Land as of September 30,2011: None N (u 00 The Redevelopment Agency of the City of Huntington Beach Activities 2010/2011 AGENCY OVERVIEW The Redevelopment Agency of the City of Huntington Beach continued to implement the projects that were described in the Implementation Plans and the Ten Year Housing Compliance Plan, namely: HUNTINGTON BEACH PROJECT(MERGED AREA) • The Strand • Pacific City • Downtown Specific Plan(DTSP)/Downtown Parking Master Plan(DTMP) • Hyatt Huntington Beach Resort and Spa • Waterfront Hilton-Resort Expansion • Bella Terra I • Bella Terra II • Specific and Economic Revitalization Plan for Beach Boulevard and Edinger Corridor • Economic Development Strategy • Merged Project Area Redevelopment Plan Amendment • Capital Improvements and Facilities • Surf City Nights • Huntington Beach Marketing and Visitors Bureau(HBMVB) • Huntington Beach Automobile Dealers Association, Inc. (Auto Dealers) • Beach and Warner Mixed Use Project SOUTHEAST COASTAL PROJECT • Posiedon Seawater Desalination Facility • Ascon Landfill Hazardous Remediation • Newland Street Widening HOUSING • Pacific Sun Apartments • Habitat for Humanity • Jamboree Housing IV • Pacific Court Apartments • First Time Homebuyers Down Payment Assistance Program(DPAP) • Emerald Cove Senior Apartments . ADDITIONAL REDEVELOPMENT ACTIONS TAKEN DURING FISCAL YEAR 2010/2011 • State of California SERAF Page 1 of 9 G:Wdmin'Rcports�Stzitc Con[mllcr_HCD Annun1'2010--201 lU'.DA Activities 1-010 1 i FINAL.doc Item 8. - 9 HB -130- PROJECTS &z ACTIVITIES IluntinQton Beach(Merged Project Area) 1. The Strand is a mixed-use project developed by CIM Group on an underutilized 3-acre site in the downtown area the Shorebreak Hotel and Forever 21 opened in May 2009. The California Redevelopment Association has awarded the Redevelopment Agency the 2010 Award of Excellence for a Mixed-use Project. Development of The Strand was assisted in 2009 with a Sixth Implementation Agreement. Through this Agreement,the Agency upgraded the hotel from a"limited-service hotel"to the boutique hotel,to adjust for recent changes in the economy and attracting a larger base of visitors, creating additional jobs, and ensuring long-lasting,high quality standards for the hotel component of the project. The hotel upgrade was provided a one-time$2.4 million payment that modified the financial terms offered by the Agency to enhance the sustainability of the project area as a whole. Also in 2009,the City and Agency allowed a transfer of its interest in The Strand/CIM DDA to a collateralized property portfolio loan containing six properties, aggregately valued at $145 million. This action allowed CIM access to the funding it needed to effectively lease The Strand project site The Strand offers approximately 110,000 square feet of retail, restaurant, and office space within four distinct buildings, laced with open-air pedestrian walkways and public art. The Shorebreak Hotel, located within The Strand, offers 157 luxury rooms and Zimzala, an authentic coastal Mediterranean restaurant. The Strand also provides ample public parking, which is available for customers, employees, Shorebreak Hotel guests and the general public. The Strand retail tenants include Crocs,Forever 21, G by Guess, Skechers, CVS,Active Ride,Rip Curl, Marilee's Swimwear, and Angl. Dining options include Johnny Rockets,RA Sushi, Zimzala, Sertino's Coffee, and Baguetier Artisan Bakeries. Innocean Worldwide, an international marketing firm with over 125 employees, currently occupies the entire 30,000 square feet of office space on the second level above the retail. Most importantly, The Strand development has generated more than 400 job positions in the retail,hotel, office, and restaurant industries. 2. Pacific City is on a 31-acre site at Pacific Coast Highway and First Street. In addition to the Owner's Participation Agreement("OPA"), a Community Facilities District(CFD) is proposed to fund the majority of the offsite public improvements such as street enhancements. The residential village,totaling 17.2 acres, will act as the cornerstone of Pacific City. There will be 516 residential housing units built in four phases,ranging in sizes from 969 square feet to 2,500 square feet. This residential community will encompass a 191,000 square feet retail center featuring luxurious retail brands,prime office space, dining, and entertainment complete with 1,406 parking spaces for patrons. The Agency has continued to work with the developer and the developer's capital partners to both maintain and improve the existing site and to construct the project. Crescent Heights had acquired the site this year and is reviewing development options—rental units in-lieu of for sale homes. New pedestrian pathways/sidewalks medians and landscaping were installed surrounding the site to ensure safety. Pacific City is scheduled to open in late 2017. A 250-room boutique hotel is expected to open in 2018. Page 2 of 9 WAdmin'Repa7s',state Controller_HCD Annual`2010=301 PRDA Activities 201 U l 1 FTNAL.doe HB -131- Item 8. - 10 3. The Downtown Specific Plan(DTSP) and Downtown Parking Master Plan(DPMP)were approved by the City Council in January 2010 and received California Coastal Commission approval in October 2011. The plan will assist in the redevelopment of blighted,vacant, and/or underutilized parcels in the downtown area. The DTSP will assist in the creation of a unique and identifiable downtown area that capitalizes on the unique location and features of the City's beachside downtown. The goal is to create an economically vibrant,pedestrian- oriented destination for residents and visitors alike. The DTSP is an update is part of a Citywide effort to ensure that planning regulations and guidelines provide direction with flexibility to accommodate both current and future development opportunities in the downtown area. 4. The Hyatt Huntington Beach Resort and Spa, a 517-room resort, offers oceanfront spa and conference facilities. The Hyatt opened for business on January 19, 2003. The Developer's Advance Loan Balance is estimated at$6,251,240 as of December 2010. The project also pays lease payments to the Agency on an annual basis. 5. The Waterfront Hilton has submitted plans as of December 2009 to construct an expansion of the Waterfront Hilton on Parcel C, which is located between the Waterfront Hilton and Hyatt Hotel sites. Currently,the plan is being processed by the Planning and Building Department and should receive amended entitlements in April of 2012 Like the Hyatt project, the Waterfront Hilton project also pays lease payments to the Agency on an annual basis. The hotel paid its second Participation Payment to the Agency in 2008. A Third Implementation Agreement to the Disposition and Development Agreement (DDA) was negotiated between the Redevelopment Agency and Mayer Financial, L.P. in October 2008. The Third Implementation Agreement relates to the time frame for development of the northerly adjacent"Parcel C,"where the expansion of the Waterfront Hilton with additional conference facilities is being proposed. Each extension of the Agreement by the Hyatt triggers a payment of$250,000 from Mayer Financial to the City to compensate for an estimated loss of Transient Occupancy Tax (TOT) that the City would have received with a timely development of the newly proposed hotel rooms on Parcel C. In addition, on October 18,2010, the Redevelopment Agency approved a Fourth Implementation Agreement. In May 2011, a Fifth Implementation Agreement was approved, which provided the developer a period of six (6) one-year extension through 2016 for development of the third hotel. In addition, it created a new lease for the third hotel to be combined with the current Hilton Lease, when completed, and provided a credit of up to $200,000 for the$250,000 in-lieu payments for construction related expenses. 6. Bella Terra I, formerly a vacant outdated 56.5-acre retail property known as Huntington Center, was transformed into an entertainment/life style center. With the approval of the Second Implementation Agreement on September 17, 2007, the Agency commenced payment of its obligation of$15 million to the developer. The balance of these obligations is $14,076,368 as of September 30, 2010. The approximate 1,532 space public parking garage, funded by the Community Facilities District 2003-1 (Huntington Center), opened on October 1, 2005. In 2010, Whole Foods Market opened a new store at Bella Terra I. Page 3 of 9 ('7Wniin'Reports�Statc C.ontrollcr_HCD Annuafi2010--0111RDA Activities 201011 FINAL.doc Item 8. - I I HB -132- 7. Bella Terra II was initiated when DJM Capital Associates, LLC (DJM)purchased the former Montgomery Wards 13.5 acre portion of the Bella Terra site, a parcel left vacant for over ten years. DJM has amended the Bella Terra specific plan and the environmental impact report to allow for construction of a mixed-use project. The mixed-use development will include 467 residential units; approximately 13,500 square feet of residential amenities, including a clubhouse, fitness center, leasing area, and lobby areas; approximately 700-space residential parking garage; and 155,000 square feet of retail. An Affordable Housing Agreement between the developer and the Agency was approved in 2010 to guarantee that Affordable Housing was provided in the project,including 28 very-low income units. The Agreement is to be paid for from site-generated taxes, including the 20% Affordable housing designation from Bella Terra I. DJM broke ground on the project in December 2010 and Costco Warehouse, which will create a minimum of 200 new jobs, is anticipated to open in Spring 2012. 8. The Beach and Edinger Corridors Specific Plan was approved by the City Council on March 1, 2010, and adopted by the City on April 16,2010. The Beach and Edinger Corridors Specific Plan is established to orchestrate private and public investment activities along the Beach Boulevard and Edinger Avenue corridors, and to support and promote investment that will enhance the property value, create jobs and housing opportunities of these,the City's primary commercial corridors. This Specific Plan presents the community's vision for the evolution and continued growth of the two corridors, and it establishes the primary means of regulating land use and development within the Specific Plan Area. Finally, the Plan contains a program of planned actions and investments that the community intends to implement to stimulate and complement private investment along the corridors. Since adopting the Specific Plan, the City has witnessed much development interest along the Beach and Edinger Corridors and is making efforts to determine the most effective methods to market the Corridor for the type of development identified as most needed and beneficial to the community. Since adoption, five (5)new projects have been submitted with two (2) under construction. 9. Economic Development Strategy-Linda S. Congleton& Associates has been retained to prepare an Economic Development Strategic Plan for the City of Huntington Beach. The primary goal is to provide practical strategies that can be implemented by the City's Management Team, while also updating the City's Economic Development Element of the General Plan, which has not been updated since 1996. The Strategic Plan was completed by late 2010. 10. The Agency contracted with Rosenow Spevacek Group (RSG) in November 2009 to perform all duties in conjunction with preparing an amendment to the existing redevelopment plan for the Merged Project Area. The amendment was to include commercial and selected industrial sites only. An initial blight analysis had been completed in early 2009 by GRC, Inc. and this constituted the second phase. During the fiscal year 2009/2010,RSG prepared their analysis of all commercial sites in the City and gathered all data necessary from the City, Agency and other sources to verify the existence of both physical and economic blight in the proposed added area. A resolution was prepared to designate the study area,which was approved by Page 4 of 9 G:1AdmhARcportskStatc Controllcr_HCD Annu11L010 2011 iRDA Activities 1_01(1_11 FIIIAL.doc HB -133- Item 8. - 12 the Council and Redevelopment Agency in December 2010. However,the project was cancelled in 2011, due to the passage of AB 1x26 and AB 1x27. 11. Capital Improvements/Facilities -The following projects were listed in the 00/11 Approved CIP budget and have been completed: Civic Center seismic retrofit(matched with FEMA funds) ($7,000,000), downtown bollard/pedestrian safety project($170,000), downtown energy efficient street lighting replacement ($1,000,000), beach blufftop restrooms,replacing temporary port-a-potties ($2,400,000), feasibility study regarding parking at 1st and Atlantic ($25,000) and permanent buildings on the pier (replacing cargo bins) ($490,000). Additionally, improvements were made to four city fire stations which included Fire Station 5-Lake, Fire Station 2-Murdy, Fire Station 1-Gothard, and Fire Station 4-Magnolia. Most of the fire station improvements included structural stabilization, renovations for ADA and gender accommodations, and various other improvements ($278,000). 12. Surf City Nights is a weekly street fair/farmer's market takes place from 5-9 p.m. on Tuesday nights on the first three blocks of downtown Main Street between Pacific Coast Highway and Orange Avenue. Surf City Nights began as a three-month trial street closure of Main Street and developed into a weekly,year-round event, now in its fourth year of operation. In 2010, Surf City Nights became a certified farmer's market. The event is maintained by the Huntington Beach Downtown Business Improvement District. Due to the success of the event, residents and visitors now regularly take an evening stroll and dine at local restaurants on Tuesday nights. The street fair/farmer's market includes live entertainment, children's activities, retail sales, food,arts, and crafts. In 2009, the Agency approved the design and procurement of portable bollards for the closure of the downtown area to provide more efficient, economical, and aesthetic pedestrian safety and emergency access to the downtown area during Surf City Nights. In 2010, a contract for construction of the bollards was awarded and completed. Due to the success of the event, Surf City Nights has applied to extend the streets to include 5th Street, first block (The Strand). The City expanded its weekend shuttle service to downtown in Summer 2011 to include transportation to Surf City Nights during the summer months. 13. Huntington Beach Marketing and Visitors Bureau (HBMVB)promote the City as a destination to attract and retain jobs. The HBMVB requested that the Agency provide a loan in the amount of$50,000 to help fund a strategic marketing plan aimed at promoting the City of Huntington Beach, including more up to date printed, electronic, and social marketing tools to draw additional vacationers and meeting and convention groups to the City. The interest-bearing loan will be repaid to the City over the next five years. The HBMVB started repayment of the loan in 2010. Due to the proposed State pay-to-play proposal,the HBMVB paid off the loan if full in 2011. 14. Huntington Beach Automobile Dealers Association, Inc. (Auto Dealer)—In 2009, the Auto Dealers (comprised of ten dealerships) requested an Agency loan to upgrade its electronic reader board sign located at the entrance to the Beach and Edinger Corridors. The reader board sign provides a venue for advertising community services and special events. The Auto Dealers had suffered major financial hardships as the markets collapsed. The Agency approved a five-year loan in the amount of$226,893 and a grant in the amount of$30,304. Page 5 of 9 GA1Admin'ARcports\Statc Controllcr_HCD Annual'C010-201 PRDA Activities 201011 FINAL.doc Item 8. - 13 HB -134- In 2011,the City approved the Auto Dealers reader board sign rehabilitation plans,which included a 1,200 square foot energy efficient electronic full color LED display. Construction was started in January 2012 and completed April 2012. 15. The Beach and Warner Mixed Use project is owned by NF Huntington Retail, LP, a California limited partnership. The developer proposes two retail buildings at the corner of Warner Avenue and Beach Boulevard,new mixed-use-buildings along both Warner and Beach and two new parking structures. The proposed mixed-use building along Beach Boulevard would include 20,600 of commercial uses, 202 residential apartment units, and common area. Parking for all uses would be provided in an internal three-level, 481-stall parking structure. Retail and restaurants uses would front Beach Boulevard, while residential uses would be located along Elm Street and Cypress Avenue. Residential uses also would be located on levels 3 through 6 of the building, above the commercial uses and the parking podium. The proposed mixed-use building along Warner Avenue would consist of 5,600 square feet of commercial uses, 77 residential apartments units(including four live-work units) and common area. Parking for these uses would be contained in an internal two-level, 55-stall parking structure and in the existing parking structure to the south. The retail shops and restaurants uses would front both Warner Avenue and the internal roadway. Residential uses would be located at the street level along Ash Street, above the retail and parking podium on levels 2 through 6 of the proposed building and in four live-work units on Warner Avenue. Two new 5,500 square feet retail buildings would be constructed on the corner of Beach Boulevard and Warner Avenue, flanking the existing fifteen-story office tower. Southeast Coastal Proiect Area 16. -Seawater Desalination Facility-- The Redevelopment Agency originally approved an Owner Participation Agreement (OPA)in February 27, 2006, with Poseidon Resources Corporation to provide for the development of a seawater desalination plant on property leased from the AES Corporation. On September 20,2010,the Agency entered into an Amended and Restated Owner Participation Agreement that among other things sets the minimum assessed value at $200,000,000. The City and Poseidon Resources also signed an Exchange Agreement/Lease Agreement for separate properties that AES and the City own adjacent to the site proposed for the seawater desalination project. The proposed changes to the project are currently under review by the Coastal Commission. 17. The Ascon Landfill Site is located at the Southwest Corner of Magnolia and Hamilton and operated as a permitted landfill from 1938 to 1984, first as part of the unincorporated County of Orange and later as part of the incorporated City of Huntington Beach. The Site was originally used for oil production and manufacturing waste, and after 1971 was used for construction debris. The name,ASCON, is derived from asphalt and concrete. Beach Coast Properties, sold the Ascon site following a State of California Consent Order in late May 2003 to Cannery Hamilton Properties, LLC, an entity formed by two of the companies that are cooperating parties for the Sites remediation. The site is listed on the State Superfund list of toxic/hazardous waste sites. The remediation of the Site is paid for solely by private funds; no public taxpayer money is used for superfund remediation. In November 1992,the City Council approved Development Agreement(DA)No. 91-2 that established a 15-year Page 6 of 9 GA1Admin'Reports:Statc Controllcr_HM AnnualCO10-20111RUA Activities?010 1 1 FINAL.doe HB -135- Item 8. - 14 development agreement between the City and the previous owner. The DA required the developer to fully clean the site to DTSC standards prior to any development on site. On January 8, 2003, a State of California Consent Order was executed between DTSC and eight companies (the Responsible Parties or "RP"s). The Consent Order is an agreement regarding completion of investigation and remediation of the site. The RPs are identified by determining the major entities or predecessor companies that used the Site during its years as a permitted landfill in prior decades. Many more parties used the site, including residents, but were not asked to be party to the Consent Order. Following the Consent Order, extensive field investigations have been conducted to characterize the waste at the Site and plan for its remediation. During this process in 2005 through early 2006, an Emergency Action was conducted at the Site to strengthen earthen berms. The Revised Feasibility Study (RFS)was approved by DTSC in the third quarter of 2007, and DTSC is reviewing the Draft Remedial Action Plan submitted at that time. An Interim Removal Measure of oily materials from two interior waste lagoons was competed in 2010, and after that the final clean up of the site will proceed under the process dictated by the California Environmental Quality Act. 18. The Newland Street Widening Project- The Project include the widening of Newland Street from Pacific Coast Highway to Hamilton Avenue,widening of the reinforced concrete bridge at the Huntington Channel, installation of storm drain improvements in Newland Street, and raising the profile of Newland Street to improve traffic visibility. The Project was included in the Capital Improvement Program (CIP)budget and was completed in November 2009. The completion of the project improved traffic safety and circulation adjacent within the project area. Housing Activities 19. Pacific Sun Apartments, 7911 Slater- As of April 2010, the City has partnered with Colette's Children Home, using $390,568 in NSP funds and$284,432 in HOME funds, for the purposes of acquiring a vacant lot located at 7911 Slater Avenue in the Oakview redevelopment sub-area. Colettee has constructed a six-unit (5-three bedroom and 1 two bedroom) affordable housing development at 7911 Slater Avenue. The six (6)units are available to very low-income families. This lot is adjacent to 17432-17442 Keelson Lane, which the City assisted Colettes' with the funding of the acquisition and rehabilitation of a ten-unit affordable housing complex. Managing these two sites enables Colette's to realize management and cost efficiencies. 20. Patterson Lane (Habitat for Humanity)—On September 6, 2011,the City Council approved an Affordable Housing Property Transfer Agreement between the City of Huntington Beach and Habitat for Humanity of Orange County, Inc. (Habitat). The agreement was entered to develop two (2) affordable housing units for one (1) low and one (1) very low income household located at 18451 Patterson Lane, with preference to Huntington Beach residents and Military or Veteran families. HOME funds in the amount of$748,437 were committed to construction; however, once sold HOME funds of$456 are to be reimbursed. City's total financial contribution was $292,437. Page 7 of 9 r•1Admin,Rcpot1s6tatc C.ontroller_HCD Annual'2010?011.RDA Activities 1-010 11 F11\ALAtic Item 8. - 15 HB -136- 21. Jamboree Housing IV- The Agency and City of Huntington Beach assisted Jamboree Housing Corporation, an Orange County based non-profit housing developer and designated CHDO (Community Housing Development Organization),to acquire and rehabilitate four apartment buildings in the Oakview sub-area(Jamboree Housing I, II, III & IV). Completion of the projects resulted in the preservation and upgrading of 19 affordable rental units which will continue to be made available to low and very-low income families for 60 years. The funding for these projects has been HUD HOME Partnership funds and Redevelopment Housing Set-Aside funds;the Housing Set-Aside funds also serve as required HOME"match funds." In an effort to use available housing funds efficiently, in 2009,the City substituted a portion of Housing Set Aside funds with newly awarded HOME funds on the Jamboree IV project. The project was completed in the Spring of 2010. Jamboree will provide on-site management and tenant services for the tenants they serve. 22. Pacific Court Apartments—In 2008 the Agency expended$7 million in Housing Set-Aside funds and$500,000 in HOME funds to assist developers, Orange Housing Development Corporation and C and C Development,to acquire and rehabilitate the 48 apartment units located at 2200 Delaware Avenue. The project,now known as Pacific Court, provides affordable housing for 48 very low and low-income households and was completed in April 2010. The interior courtyard and greenbelt areas within the complex will provide an area for barbeques or other family activities, and a playground where children can play together. Pacific Court is conveniently located directly across from the Boys and Girls Club, which offers youth services and programs to children who live in Huntington Beach. This complex had formerly been deemed uninhabitable by Code Enforcement, City Attorney's Office, and the courts. 23. City of Huntington Beach First-Time Homebuyers Down Payment Assistance Program (DPAP)-In May of 2009,the Agency approved the appropriation of$1,050,000 Housing Set-Aside funds to set up, utilize, and maintain a DPAP revolving loan fund to provide down payment assistance loans. In March 2010, an additional $500,000 was appropriated to assist applicants to be eligible for up to $100,000 down payment assistance to moderate-income households purchasing their first affordable home in the City. Under the DPAP guidelines, families working and living in the City will be shown priority as to loan consideration. In October 2010, another$1,000,000 was added to the 2010/2011 fiscal year budget. The Agency worked with Affordable Clearinghouse to administer the DPAP Program. In fiscal year 2009/2010, a total of$689,210 in down payment assistance funds were approved allowing nine (9)moderate-income families to purchase an affordable home. In fiscal year 2010/2011, sixteen(16) more moderate-income buyers closed escrow,totaling$1,204,442 in assistance. In all, twenty-five(25)moderate-income households were assisted with first-time down payments,totaling $1,893,652. 24. Emerald Cove—Emerald Cove is located at 18191 Parktree Circle and consists of 164 senior apartment units (studios and one bedrooms). Bids from affordable housing non-profits were received and reviewed to acquire and completely rehabilitate the units in conformity with local, state, and federal laws,rules and regulations. Subsequently,rental of the units (with the exception of two managers' units)will be to very low income and low income senior citizen households at affordable rents for a period of not less than 60 years. Jamboree Page 8 of 9 G:1AdmintRcpor&,Statc Controllcr_HCD Annual',.201 2011-.RDA Activitics?010_11 FINAL.doc 1413 -137- Item 8. - 16 Housing was awarded the project and Affordable Housing Agreement and the Regulatory Agreement were approved by City Council in September 21, 2009. Rehabilitation of the units began July 2010, with a completion scheduled for December 2010. The Community Room was completed in Spring of 2011. Additional Redevelopment Actions Taken During Fiscal Year 2010/2011 25. State of California SERAF- The FY 2010/11 State budget included plans to take revenue from Redevelopment Agencies in FY 2009/10 and FY 2010/11. This fiscal year, $430,000 was budgeted in the Merged Project Area Debt Service Fund and $700,000 Housing Set Aside Fund. Page 9 of 9 G:',AdminlRcpoitsiStatc conu•ollcr_HCU A n ui f,.2010-201 FR OA Activities 2010_11 FINAL.doc Item 8. - 17 HB -138- REDEVELOPMENT AGENCIES FINANCIAL TRANSACTIONS REPORT COVER PAGE Redevelopment Agency Of The City Of Huntington Reach Fiscal Year: 2012 ID Number: 13983037600 Certification; I hereby certify that,to the best of my knowledge and belief,the report forms fairly reflect the financial transactions of the agency in accordance with the requirements as prescribed by the California State Controller. Fiscal Officer L ; Deputy City Manager/Economic Development Department Signature Title Bob Hall March 29,2012 Name(Please Print) Date Per Health and Safety Code section 33080,this report is due within six months after the end of the fiscal year.The report is to include two(2)copies of the agency's component unit audited financial statements and the report on the Status and Use of the Low and Moderate Income Housing Fund (HCD report).To meet the filing requirements, all portions must be received by the California State Please complete, sign, and mail this cover page to either address below. Mailing Address: Express Mailing Address: State Controller's Office State Controller's Office Division of Accounting and Reporting Division of Accounting and Reporting Local Government Reporting Section Local Government Reporting Section P. O. Box 942850 3301 C Street, Suite 700 Sacramento, CA 94250 Sacramento, CA 95816 HB -139- Item 8. - 18 State Controller's Office Division of Accounting and Reporting Fax Number: (916) 327-3162 2010-11 Redevelopment Reporting Information Order Form Please check the items you want mailed to you. Automated Financial Reporting Program CD(Instructions included on CD) Redevelopment Paper Reporting Forms (including U.S.Bureau of Census form) Redevelopment Paper Reporting Instructions Statement of Indebtedness Reporting Forms Statement of Indebtedness Instructions Name of redevelopment agency and person requesting the information: Redevelopment Agency ID Number: 13983037600 Redevelopment Agency: Redevelopment Agency of the City of Huntington Beach Mailing Address: 2000 Main Street City, State, Zip Code: Huntington Beach,CA 92648-2702 Telephone Number: ( 714 )536-5907 Contact Person: Sunny Han,Senior Administrative Analyst E-mail Address: sunny.han(Wsurfcity-Wong Mail or fax order form to: State Controller's Office Division of Accounting and Reporting Redevelopment Agencies/Special Districts Reporting Section —Redevelopment Unit P. O. Box 942850 Sacramento, CA 94250 Fax: (916)327-3162 For questions regarding this form,please contact us at RDA-SDsuppoii@sco.ca.gov or (916)327-1017. Item 8. - 19 HB -1.40- Supplement to the Annual Report of Community Redevelopment Agencies Redevelo meat Agency ID Number: 113983037600 Name of Redevelopment Agency: Redevelopment Agency of the City of Huntington Beach Mark the appropriate box below to indicate the ending date of your agency's fiscal year. Report data for that period only. M September 2011 December 2010 June 2011 Return this form to the California State Controller's Office. If you have any questions regarding this form please contact: U.S. Bureau of the Census, Shannon Doyle, 1-800-242-4523 A.Personnel Expenditures Report your government's total expenditures for salaries and wages during the year,including amounts paid on force account construction projects. Z00 $1,320,259 B. Mortgage Revenue Bond Interest Payments Report your government's total amount of interest paid on mortgage revenue bonds during the year. U20 $ U.S Bureau of the Census—Revised 3/2009 14B -141- Item 8. - 20 00 ~, a' 'tom!)" lP.akF." ai-'J{ �""�' 1AA'�+'n' 1` i, t -•' "°"A'�'' �+ „ :7q'vci.^M .., ::a t t�lraay',�?Redeve�Op e, Age�C�"y 0 Ci Off untin' tO.an Belc�1� ;, n " c a �sC y i. General Information Fiscal Year 2012 Agency Officials Members of the Governing Body enc Middle Middle Last Name' ;First Name Initial Phone; Last Name First Name Initial Chairperson Hansen I Don Executive Director' Wilson Fred � (714)375-8465 Member: Carchio Joe Fiscal Officer iFarrell Lori Ann (714)536-5225 Member 113oardman Connie Secretary - Flynn ---� Joan (714)536-5404 Member Bohr Keith a Report Prepared By Independent Auditor Member Dwyer Devin Firm Name Macias Gini 1£O'Connell,LLP Member Harper--� Matthew Last jHan Hurley Member Shaw Joe �� First Sunny Linda Member Middle Initial' Member — � Street 12000 Main Street 14675 MacArthur Court,Suite 600 x Member City lHuntington Beach Newport Beach b� Mailing Address State CA CA .p Zip Code 92648-2702 192660- J Street 1 2000 Main Street Phone (714)536-5907 (949)221-0025 Street 2 IFinance Department City lHuntington Beach State CA Zip 92648-2702 Phone (714)536-5506 tS Is Address Changed? General Information Pagel 3/28/2012 own Awe c e 0�. Of u ti to e c ON ME Re. eViAd eric , 1 Achievement Information(Unaudited) Fiscal Year 2012 Indicate Only Those Achievements Completed During the Fiscal Year of this Report as a Direct Result of the Activities of the Redevelopment Agency. ` Please provide a description of the agency's Square Footage Completed activities/accomplishments during the past Enter the amount of square year. footage completed this year by (Please be specific,as this information will be building type and segregated by New Rehabilitated the basis for possible inclusion in the new or rehabilitated construction. Construction publication.) Activity Report Commercial Buildings 10,797 r � The Redevelopment Agency of the City of Huntington Beach continued to i Industrial Buildings —� implement the projects that were described in the Implementation Plans and the Public Buildings Ten Year Housing Compliance Plan,namely: i Other Buildings HUNTINGTON BEACH PROJECT(MERGED AREA) -The Strand j Total Square Footage 10,797 j 0 -Pacific City Enter the Number of Jobs Created 37 -Downtown Specific Plan(DTSP)/Downtown Parking Master Plan(DTMP) i from the Activities of the Agency -Hyatt Huntington Beach Resort and Spa -Waterfront Hilton-Resort Expansion -Bella Terra I Types Completed JACDE -Bella Terra II A=Utilities B=Recreation C=Landscaping D=Sewer/Storm E=Streets/Roads -Specific and Economic Revitalization Plan for Beach Boulevard and Edinger F=Bus/Transit Corridor -Economic Development Strategy -Merged Project Area Redevelopment Plan Amendment -Capital Improvements and Facilities -Surf City Nights -Huntington Beach Marketing and Visitors Bureau(HBMVB) -Huntington Beach Automobile Dealers Association,Inc.(Auto Dealers) -Beach and Warner Mixed Use Project 1 SOUTHEAST COASTAL PROJECT -Posiedon Seawater Desalination Facility -Ascon Landfill Hazardous Remediation Achievement Informat ion(Unaudited) Page 1 ".3/28/2012 r-t- CD 00 i N N <-r f'D 00 W ,I�IC'3k""�_., ( 'Llw.: � ° �n ��i'�`�i �^� "" TM�rr'`rr ,..�t Rom' L �+ o •+ ri � 'Y -"''"� Flomil I, deve➢om 9 yes i ..� c ai:It n R�p't �. �. RMolt Bit Achievement Information(Unaudited) -Newland Street Widening i HOUSING -Pacific Sun Apartments -Habitat for Humanity -Jamboree Housing IV -Pacific Court Apartments -First Time Homebuyers Down Payment Assistance Program(DPAP) -Emerald Cove Senior Apartments ADDITIONAL REDEVELOPMENT ACTIONS TAKEN DURING FISCAL YEAR 2010/2011 -State of California SERAF td -tom Achievement Information(Unaudited) Page 2 3/28/2012 Reiie��+e1�opllnent; gencies, ;Ina ci 14: sac io Repo r' Audit Information Fiscal Year 2012 Was the Report Prepared from Audited Financial Data, Yes If compliance opinion includes exceptions, state the areas of non-compliance,and and Did You Submit a Copy of the Audit? describe the agency's efforts to correct. Indicate Financial Audit Opinion Unqualified If Financial Audit is not yet Completed,What is the Expected Completion Date? If the Audit Opinion was Other than Unqualified,State Briefly the Reason Given Was a Compliance Audit Performed in Accordance with Yes Health and Safety Code Section 33080.1 and the State Controller's Guidelines for Compliance Audits,and Did You Submit a Copy of the Audit? Indicate Compliance Audit Opinion Unqualified If Compliance Audit is not yet Completed,What is the Expected Completion Date? Audit Information Page 1. 9 3/28/2012,. CD 00 i Iv -P CD 00 rn t jed,� 4LF►t AJl= Y e iOfiu $trogor�Bea¢ RQ IF e " n n ca RF Rs,4 Project Area Report Fiscal Year 2012 Project Area Name Consolidated Low and Moderate Income Housing Funds Please Provide a Brief Description of the Activities for this Project Area During the Reporting Year. Forwarded from Prior Year? Enter Code for Type of Project Area Report :ActivityReport i P=Standard Project Area Report A=Administrative Fund 1.Pacific Sun Apartments,7911 L=Low and Moderate Income Housing Fund M=Mortgage Revenue Bond Program Slater-As of April 2010,the City has O=Other Miscellaneous Funds or Programs S=Proposed(Survey)Project Area partnered with Colette's Children Does the Plan Include Tax Increment Provisions? Home,using$390,568 in NSP funds r and$284,432 in HOME funds,for Date Project Area was Established (MM-DD-YY) the purposes of acquiring a vacant lot located at 7911 Slater Avenue in Most Recent Date Project Area was Amended the Oakview redevelopment sub- Did this Amendment Add New Territory? area. Colettee has constructed a six- unit(5-three bedroom and 1 two Most Recent Date Project Area was Merged bedroom)affordable housing Yes development at 7911 Slater Avenue. Will this Project Area be Carried Forward to Next Year? The six(6)units are available to very Established Time Limit: low-income families. This lot is adjacent to 17432-17442 Keelson Repayment of Indebtedness (Year Only) Lane,which the City assisted Colettes'with the funding of the Effectiveness of Plan (Year Only) p acquisition and rehabilitation of a ten-. New Indebtedness (Year Only) unit affordable housing complex. Managing these two sites enables j Size of Project Area in Acres o t efficiencies.to realize management and i cost efficiencies. Percentage of Land Vacant at the Inception of the Project Area --� c i Health and Safety Code Section 33320.1 (xx.x%) 2.Patterson Lane(Habitat for i Percentage of Land Developed at the Inception of the Project Area Humanity).On September 6,2011, the City Council approved an Health and Safety Code Section 33320.1 (xx.x%) Affordable Housing Property Objectives of the Project Area as Set Forth in the Project Area Plan Transfer Agreement between the City of Huntington Beach and Habitat (Enter the Appropriate Code(s)in Sequence as Shown) R=Residential I=Industrial C=Commercial P=Public O=Other Project Area Report Paae 1., 3/28/2012 ����`�� �Redev.eloc�t%ient "gen#cy0'f�Tf>Ie7City`"Of�Huii.'ti�gton�Beach�g- , � Redevefoprxtent Agencies FrnanciallTransae cons ReporltY Project Area Report Fiscal Year 2012 Project Area Name Consolidated Low and Moderate Income Housing Funds ' Please Provide a Brief Description of the Activities for this Project Area During the Reporting Year. 1.Pacific Sun Apartments,7911 Slater-As of April 2010,the City has partnered with Colette's Children Home,using $390,568 in NSP funds and$284,432 in HOME funds,for the purposes of acquiring a vacant lot located at 7911 Slater Avenue in the Oakvlew redevelopment sub-area. Colettee has constructed a six-unit(5-three bedroom and 1 two bedroom)affordable housing development at 7911 Slater Avenue. The six(6)units are available to very low-Income families. This lot is adjacent to 17432-17442 Keelson Lane,which the City assisted Colettes'with the funding of the acquisition and rehabilitation of a ten-unit affordable housing complex. Managing these two sites enables Colette's to realize management and cost efficiencies. 2.Patterson Lane(Habitat for Humanity).On September 6,2011,the City Council approved an Affordable Housing Property Transfer Agreement between the City of Huntington Beach and Habitat for Humanity of Orange County,Inc. (Habitat). The agreement was entered to develop two(2)affordable housing units for one(1)low and one(1)very low income household located at 18451 Patterson Lane,with preference to Huntington Beach residents and Military or Veteran families. HOME funds in the amount of$748,437 were committed to construction;however,once sold HOME funds of$456 are to be reimbursed. City's total financial contribution was$292,437. 3.Jamboree Housing IV-The Agency and City of Huntington Beach assisted Jamboree Housing Corporation,an Orange County based non-profit housing developer and designated CHDO(Community Housing Development Organization),to acquire and rehabilitate four apartment buildings in the Oakview sub-area(Jamboree Housing I,11,Iti& IV). Completion of the projects resulted in the preservation and upgrading of 19 affordable rental units which will continue to be made available to low and very-low Income families for 60 years. The funding for these projects has been HUD HOME Partnership funds and Redevelopment Housing Set-Aside funds;the Housing Set-Aside funds also serve as required HOME match funds.In an effort to use available housing funds efficiently,in 2009,the City substituted a portion of Housing Set Aside funds with newly awarded HOME funds on the Jamboree IV project. The project was completed in the Spring of 2010. Jamboree will provide on-site management and tenant services for the tenants they serve. 4.Pacific Court Apartments-In 2008 the Agency expended$7 million in Housing Set-Aside funds and$500,000 in HOME funds to assist developers,Orange Housing Development Corporation and C and C Development,to acquire and rehabilitate the 48 apartment units located at 2200 Delaware Avenue. The project,now known as Pacific Court, provides affordable housing for 48 very low and low-income households and was completed in April 2010. The interior courtyard and greenbelt areas within the complex will provide an area for barbeques or other family activities,and a playground where children can play together. Pacific Court is conveniently located directly across from the Boys and Girls Club,which offers youth services and programs to children who live in Huntington Beach. This complex had formerly been deemed uninhabitable by Code Enforcement,City Attorney's Office,and the courts. 5.City of Huntington Beach First-Time Homebuyers Down Payment Assistance Program(DPAP)-In May of 2009,the Agency approved the appropriation of$1,050,000 Housing Set-Aside funds to set up,utilize,and maintain a DPAP revolving loan fund to provide down payment assistance loans. In March 2010,an additional$500,000 was appropriated to assist applicants to be eligible for up to$100,000 down payment assistance to moderate-Income households purchasing their first affordable home in the City. Under the DPAP guidelines,families working and living in the City will be shown priority as to loan consideration. In October 2010,another$1,000,000 was added to the 2010/2011 fiscal year budget. The Agency worked with Affordable Clearinghouse to administer the DPAP Program. In fiscal year 200912010,a total of$689,210 in down payment assistance funds were approved allowing nine(9)moderate- income families to purchase an affordable home. In fiscal year 2010/2011,sixteen(16)more moderate-income buyers closed escrow,totaling$1,204,442 in assistance. In all,twenty-five(25)moderate-income households were assisted with first-time down payments,totaling$1,893,652. 6.Emerald Cove-Emerald Cove is located at 18191 Parktree Circle and consists of 164 senior apartment units(studios and one bedrooms). Bids from affordable housing non-profits were received and reviewed to acquire and completely rehabilitate the units in conformity with local,state,and federal laws,rules and regulations. Subsequently,rental of the units(with the exception of two managers'units)will be to very low Income and low income senior citizen households at affordable rents for a period of not less than 60 years. Jamboree Housing was awarded the project and Affordable Housing Agreement and the Regulatory Agreement were approved by City Council in September 21,2009. HB -j 4'7- Item 8. - 26 ;�. � :Redevelopment A' eifc =Of The':CityOf Hunting on Beacl E ed eve lopment;4ge_nctes FtnaricialyTransact�ons Repofirtzr r Project Area Report Fiscal Year 2012 Project Area Name. Consolidated Low and Moderate Income Housing Funds Rehabilitation of the units began July 2010 with a completion scheduled for December.M 0. The Community Room was completed in Spring of 2011 Item 8. - 27 HB -148- * 4 eclgl eloment9 nfigto Be � eevelo eo p P � � J i 4 1 fi !'k iY}° �' i,� , HIM �% '. � • P•,L�1�,.,,a��',.'. Project Area Report , 2012 Project Area NameFiscal Year. Area Not 1n Beach Redevelopment Project Please Provide a Brief Description of the Activities for this Project Area During the Reporting Year. Forwarded from Prior Year? xSr",.cif„ es Enter Code for Type of Project Area Report P Activiiy Reportt I P=Standard Project Area Report A=Administrative Fund 1.The Strand is a mixed-use project L=Low and Moderate Income Housing Fund M=Mortgage Revenue Bond Program developed by CIM Group on an ! 0=Other Miscellaneous Funds or Programs S=Proposed(Survey)Project Area underutilized 3-scre.site in the Does the Plan Include Tax Increment Provisions? Yes downtown area the Shorebreak Hotel and Forever 21 opened in May Date Project Area was Established (MM-DD-YY) 12/16/19 22 2009. The California Redevelopment Association has Most Recent Date Project Area was Amended 7/15/2002 awarded the Redevelopment Agency ? Did this Amendment Add New Territory? No the 2010 Award of Excellence for a Mixed-use Project. Development of Most Recent Date Project Area was Merged The Strand was assisted in 2009 Yes with a Sixth Implementation Will this Project Area be Carried Forward to Next Year? Agreement. Through this Established Time Limit: Agreement,the Agency upgraded the hotel from a limited-service hotel I Repayment of Indebtedness (Year Only) 2035 Cc1 to the boutique hotel,to adjust for recent changes in the economy and Effectiveness of Plan (Year Only) 2026 attracting a larger base of visitors, New Indebtedness (Year Only) 2036 �o creating additional jobs,and ; ensuring long-lasting,high quality 11 Size of Project Area in Acres 619 9 tY standards for the hotel component of ' Percentage of Land Vacant at the Inception of the Project Area 5.0 the project. The hotel upgrade was i provided aone-time$2.4 million Health and Safety Code Section 33320.1 (xx.x%) payment that modified the financial Percentage of Land Developed at the Inception of the Project Area �� 950] terms offered by the Agency to 0 enhance the sustainability of the Health and Safety Code Section 33320.1 (xx.x/) project area as a whole. Also in ; Objectives of the Project Area as Set Forth in the Project Area Plan RCPO 2009,the City and Agency allowed a i transfer of its interest in The (Enter the Appropriate Code(s)in Sequence as Shown) R=Residential I=Industrial C=Commercial P=Public 0=Other CD 00 Project Area Report Page,2 3/28/2012 N 00 "E� RedevelopmentAgencytO.f-TheG�ty;OfHLn ire ton,Beachs w ._ edeV,elopment Agencies Ftnanctat •ra Nac` Ions Repo "�r�'x����.:'x,�T `-�i'•��'-�'�Ft`r}��. ��.+- s�-" "'s'tjy,����:�k� ---c.-f'u=�G'"�''�,.,.r rt 7�i . ProJect Area Report .= ` Fiscal Year 2012 Project Area Name Huntington Beach Redevelopment Project Area No. 1 Please Provide a Brief Description of the Activities for this Project Area During the Reporting Year. 1.The Strand is a mixed-use project developed by CIM Group on an underutilized 3-acre site in the downtown area the Shorebreak Hotel and Forever 21 opened in May 2009. The California Redevelopment Association has awarded the Redevelopment Agency the 2010 Award of Excellence for a Mixed-use Project, Development of The Strand was assisted in 2009 with a Sixth Implementation Agreement. Through this Agreement,the Agency upgraded the hotel from a limited-service hotel to the boutique hotel,to adjust for recent changes in the economy and attracting a larger base of visitors,creating additional jobs,and ensuring long-lasting,high quality standards for the hotel component of the project. The hotel upgrade was provided a one-time$2.4 million payment that modified the financial terms offered by the Agency to enhance the sustainability of the project area as a whole. Also in 2009,the City and Agency allowed a transfer of its Interest in The Strand/CIM DDA to a collateralized property portfolio loan containing six properties,aggregately valued at $145 million. This action allowed CIM access to the funding it needed to effectively lease The Strand project site The Strand offers approximately 110,000 square feet of retail,restaurant,and office space within four distinct buildings,laced with open-air pedestrian walkways and public art. The Shorebreak Hotel,located within The Strand,offers 157 luxury rooms and Zimzala,an authentic coastal Mediterranean restaurant. The Strand also provides ample public parking, which is available for customers,employees,Shorebreak Hotel guests and the general public. The Strand retail tenants include Crocs,Forever 21,G by Guess,Skechers,CVS,Active Ride,Rip Curl,Marilee's Swimwear,and Angl. Dining options Include Johnny Rockets,RA Sushi,Zimzala,Sertino's Coffee,and Baguetier Artisan Bakeries. Innocean Worldwide,an International marketing firm with over 125 employees,currently occupies the entire 30,000 square feet of office space on the second level above the retail. Most importantly,The Strand development has generated more than 400 job positions in the retail,hotel,office,and restaurant industries. 2.Pacific City is on a 31-acre site at Pacific Coast Highway and First Street. In addition to the Owner's Participation Agreement(OPA),a Community Facilities District(CFD)is proposed to fund the majority of the offsite public improvements such as street enhancements. The residential village,totaling 17.2 acres,will act as the cornerstone of Pacific City. There will be 516 residential housing units built in four phases,ranging in sizes from 969 square feet to 2,500 square feet. This residential community will encompass a 191,000 square feet retail center featuring luxurious retail brands,prime office space,dining,and entertainment complete with 1,406 parking spaces for patrons. The Agency has continued to work with the developer and the developer's capital partners to both maintain and Improve the existing site and to construct the project. Crescent Heights had acquired the site this year and is reviewing development options for rental units in-lieu of for sale homes. New pedestrian pathways/sidewalks medians and landscaping were installed surrounding the site to ensure safety. Pacific City is scheduled to open in late 2017. A 250-room boutique hotel is expected to open in 2018. 3.The Downtown Specific Plan(DTSP)and Downtown Parking Master Plan(DPMP)were approved by the City Council In January 2010 and received California Coastal Commission approval in October 2011. The plan will assist in the redevelopment of blighted,vacant,and/or underutilized parcels in the downtown area. The DTSP will assist in the creation of a unique and identifiable downtown area that capitalizes on the unique location and features of the City's beachside downtown. The goal is to create an economically vibrant,pedestrian-oriented destination for residents and Visitors alike. The DTSP Is an update is part of a Citywide effort to ensure that planning regulations and guidelines provide direction with flexibility to accommodate both current and future development opportunities in the downtown area. 4.The Hyatt Huntington Beach Resort and Spa,a 517-room resort,offers oceanfront spa and conference facilities. The Hyatt opened for business on January 19,2003. The Developer's Advance Loan Balance is estimated at$6,251,240 as of December 2010. The project also pays lease payments to the Agency on an annual basis. 5.The Waterfront Hilton has submitted plans as of December 2009 to construct an expansion of the Waterfront Hilton on Parcel C,which is located between the Waterfront Hilton and Hyatt Hotel sites. Currently,the plan is being processed by the Planning and Building Department and should receive amended entitlements in April of 2012. Like the Hyatt project,the Waterfront Hilton project also pays lease payments to the Agency on an annual basis. The hotel paid its second Participation Payment to the Agency in 2008. A Third Implementation Agreement to the Disposition and Development Agreement(DDA)was negotiated between the Redevelopment Agency and Mayer Financial,L.P.in October 2008. The Third Implementation Agreement relates to the time frame for development of the northerly adjacent Parcel C,where the expansion of the Waterfront Hilton with additional conference facilities is being proposed. Each extension of the Agreement by the Hyatt triggers a payment of$250,000 from Mayer Financial to the City to compensate Item 8. - 29 HB -150- j - ,RetleYelopmentAgency.-0f The;;Ga .O>1Huntington Bedeveloprr�entAgenctes Fs a clot Tearrsactions Report' � '`` F Project Area Report Fiscal Year 2012 Project Area Name =Huntington Beach Redevelopment = Project Area No. 1 for an estimated loss of Transient Occupancy Tax(TOT)that the City would have received with a timely development of the newly proposed hotel rooms on Parcel C. In addition,on October 18,2010,the Redevelopment Agency approved a Fourth Implementation Agreement. In May 2011,a Fifth Implementation Agreement was approved,which provided the developer a period of six(6)one-year extension through 2016 for development of the third hotel. In addition,It created a new lease for the third hotel to be combined with the current Hilton Lease,when completed,and provided a credit of up to$200,000 for the$250,000 In-lieu payments for construction related expenses. 6.Bella Terra I,formerly a vacant outdated 56.5-acre retail property known as Huntington Center,was transformed into an entertainment/Iife style center. With the approval of the Second Implementation Agreement on September 17,2007, the Agency commenced payment of its obligation of$15 million to the developer. The balance of these obligations Is $14,076,368 as of September 30,2010. The approximate 1,532 space public parking garage,funded by the Community Facilities District 2003-1 (Huntington Center),opened on October 1,2005. In 2010,Whole Foods Market opened a new store at Bella Terra I. 7.Bella Terra 11 was Initiated when DJM Capital Associates,LLC(DJM)purchased the former Montgomery Wards 13.5 acre portion of the Bella Terra site,a parcel left vacant for over ten years. DJM has amended the Bella Terra specific plan and the environmental impact report to allow for construction of a mixed-use project. The mixed-use development will include 467 residential units;approximately 13,500 square feet of residential amenities,Including a clubhouse, fitness center,leasing area,and lobby areas;approximately 700-space residential parking garage;and 155,000 square feet of retail. An Affordable Housing Agreement between the developer and the Agency was approved in 2010 to guarantee that Affordable Housing was provided in the project,including 28 very-low Income units. The Agreement is to be paid for from site-generated taxes,including the 20%Affordable housing designation from Bella Terra I.DJM broke ground on the project in December 2010 and Costco Warehouse,which will create a minimum of 200 new jobs,is anticipated to open in Spring 2012. 8.The Beach and Edinger Corridors Specific Plan was approved by the City Council on March 1,2010.and adopted by the City on April 16,2010. The Beach and Edinger Corridors Specific Plan Is established to orchestrate private and public investment activities along the Beach Boulevard and Edinger Avenue corridors,and to support and promote investment that will enhance the property value,create jobs and housing opportunities of these,the City's primary commercial corridors. This Specific Plan presents the community's vision for the evolution and continued growth of the two corridors,and it establishes the primary means of regulating land use and development within the Specific Plan Area. Finally,the Plan contains a program of planned actions and Investments that the community intends to implement to stimulate and complement private investment along the corridors. Since adopting the Specific Plan,the City has witnessed much development Interest along the Beach and Edinger Corridors and is making efforts to determine the most effective methods to market the Corridor for the type of development identified as most needed and beneficial to the community. Since adoption,five(5)new projects have been submitted with two(2)under construction. 9.Economic Development Strategy-Linda S.Congleton&Associates has been retained to prepare an Economic Development Strategic Plan for the City of Huntington Beach. The primary goal is to provide practical strategies that can be implemented by the City's Management Team,while also updating the City s Economic Development Element of the General Plan,which has not been updated since 1996. The Strategic Plan was completed by late 2010. 10.The Agency contracted with Rosenow Spevacek Group(RSG)in November 2009 to perform all duties in conjunction with preparing an amendment to the existing redevelopment plan for the Merged Project Area. The amendment was to include commercial and selected industrial sites only. An initial blight analysis had been completed In early 2009 by GRC,Inc.and this constituted the second phase. During the fiscal year 2009/2010.RSG prepared their analysis of all commercial sites in the City and gathered all data necessary from the City,Agency and other sources to verify the existence of both physical and economic blight in the proposed added area. A resolution was prepared to designate the study area,which was approved by the Council and Redevelopment Agency in December 2010. However,the project was cancelled in 2011,due to the passage of AB 1x26 and AB 1x27. 11.Capital Improvements/Facilities-The following projects were listed In the 00/11 Approved CIP budget and have been completed: Civic Center seismic retrofit(matched with FEMA funds)($7,000,000),downtown bollard/pedestrian safety project($170,000),downtown energy efficient street lighting replacement($1,000,000),beach blufftop restrooms, replacing temporary port-a-potties($2,400,000),feasibility study regarding parking at 1st and Atlantic($25,000)and permanent buildings on the pier(replacing cargo bins)($490,000). Additionally,improvements were made to four city fire stations which Included Fire Station 5-Lake,Fire Station 2-Murdy,Fire Station 1-Gothard,and Fire Station 4- Magnolia. Most of the fire station Improvements included structural stabilizations,renovations for ADA and gender_ HB -151- Item 8. - 30 `{ t `.Y".v.+:S mil" (, Redevelopment Agency;.Qf The;City;.Ountin tonBeac Redevelopment Agencies Financial-Tri Sacttons Report Project Area Report Fiscal Year 2012 Project Area Name Huntington Beach Redevelopment Project Area No. 1 accommodations,and various other Improvements($278,000). 12.Surf City Nights is a weekly street fairtfarmer's market takes place from 5-9 p.m.on Tuesday nights on the first three blocks of downtown Main Street between Pacific Coast Highway and Orange Avenue. Surf City Nights began as a three- month trial street closure of Main Street and developed Into a weekly,year-round event,now in its fourth year of operation. In 2010,Surf City Nights became a certified farmer's market. The event is maintained by the Huntington Beach Downtown Business Improvement District. Due to the success of the event,residents and visitors now regularly take an evening stroll and dine at local restaurants on Tuesday nights. The street fair/farmer's market Includes live entertainment,children's activities,retail sales,food,arts,and crafts. In 2009,the Agency approved the design and procurement of portable bollards for the closure of the downtown area to provide more efficient,economical,and aesthetic pedestrian safety and emergency access to the downtown area during Surf City Nights. In 2010,a contract for construction of the bollards was awarded and completed. Due to the success of the event,Surf City Nights has applied to extend the streets to Include 5th Street,first block(The Strand). The City expanded its weekend shuttle service to downtown in Summer 2011 to include transportation to Surf City Nights during the summer months. 13.Huntington Beach Marketing and Visitors Bureau(HBMVB)promote the City as a destination to attract and retain jobs. The HBMVB requested that the Agency provide a loan in the amount of$50,000 to help fund a strategic marketing plan aimed at promoting the City of Huntington Beach,including more up to date printed,electronic,and social marketing tools to draw additional vacationers and meeting and convention groups to the City. The interest-bearing loan will be repaid to the City over the next five years. The HBMVB started repayment of the loan in 2010. Due to the proposed State pay-to-play proposal,the HBMVB paid off the loan if full in 2011. 14.Huntington Beach Automobile Dealers Association,Inc.(Auto Dealer).In 2009,the Auto Dealers(comprised of ten dealerships)requested an Agency loan to upgrade its electronic reader board sign located at the entrance to the Beach and Edinger Corridors. The reader board sign provides a venue for advertising community services and special events. The Auto Dealers had suffered major financial hardships as the markets collapsed. The Agency approved a five-year loan in the amount of$226,893 and a grant in the amount of$30,304. In 2011,the City approved the Auto Dealers reader board sign rehabilitation plans,which Included a 1,200 square foot energy efficient electronic full color LED display. Construction was started In January 2012 and completed April 2012. 15.The Beach and Warner Mixed Use project is owned by NF Huntington Retail,LP,a California limited partnership. The developer proposes two retail buildings at the comer of Warner Avenue and Beach Boulevard,new mixed-use buildings along both Warner and Beach and two new parking structures. The proposed mixed-use building along Beach Boulevard would include 20,600 of commercial uses,202 residential apartment units,and common area. Parking for all uses would be provided in an internal three-level,481-stall parking structure. Retail and restaurants uses would front Beach Boulevard,while residential uses would be located along Elm Street and Cypress Avenue. Residential uses also would be located on levels 3 through 6 of the building,above the commercial uses and the parking podium. The proposed mixed-use building along Warner Avenue would consist of 5,600 square feet of commercial uses,77 residential apartments units(including four live-work units)and common area. Parking for these uses would be contained in an Internal two-level,55-stall parking structure and in the existing parking structure to the south. The retail shops and restaurants uses would front both Warner Avenue and the internal roadway. Residential uses would be located at the street level along Ash Street,above the retail and parking podium on levels 2 through 6 of the proposed building and in four live-work units on Warner Avenue. Two new 5,500 square feet retail buildings would be constructed on the,comer of Beach Boulevard and Warner Avenue,flanking the existing,fifteen-story_office_tower. Item 8. - 31 xB -152- ^Sk�rd'miFk7g;!sFrwl 'F??",?��^d t �fyT�3E� !' Y �Pe� 9��1Y4tY4f'F#un.:.f!�9 e"- fiedevept r t ° r � at T r�f . i4nse� b t �. a3 lrN MOM Project Area Report Fiscal Year 2012 Project Area Name Southeast Coastal Redevelopment Project Please Provide a Brief Description of the Activities for this Project Area ; .... During the Reporting Year. Forwarded from Prior Year ? Enter Code for Type of Project Area Report P Activity:Report : P=Standard Project Area Report A=Administrative Fund 1.Seawater Desalination Facility- L=Low and Moderate Income Housing Fund M=Mortgage Revenue Bond Program The Redevelopment Agency O=Other Miscellaneous Funds or Programs S=Proposed(Survey)Project Area originally approved an Owner Does the Plan Include Tax Increment Provisions? �- Yes Participation Agreement(OPA)in February 27,2006,with Poseidon Date Project Area was Established (MM-DD-M 6/1 712 0 0 2 Resources Corporation to provide for ; the development of a seawater Most Recent Date Project Area was Amended desalination plant on property leased ; Did this Amendment Add New Territory? from the AES Corporation. On September 20,2010,the Agency Most Recent Date Project Area was Merged entered into an Amended and Yes Restated Owner Participation Will this Project Area be Carried Forward to Next Year? Agreement that among other things Established Time Limit: sets the minimum assessed value at x $200,000,000. The City and Repayment of Indebtedness (Year Only) 2047 b� Poseidon Resources also signed an Exchange Agreement/Lease Effectiveness of Plan (Year Only) 2032 Agreement for separate properties New Indebtedness (Year Only) 2022 w that AES and the City own adjacent to the site proposed for the seawater Size of Project Area in Acres 172 desalination project. The proposed j Percentage of Land Vacant at the Inception of the Project Area 14.4 changes to the project are currently under review by the Coastal Health and Safety Code Section 33320.1 (xx.x%) Commission. Percentage of Land Developed at the Inception of the Project Area 85.6 2.The Ascon Landfill Site is located Health and Safety Code Section 33320.1 (xx.x%) at the Southwest Comer of Magnolia and Hamilton and operated as a Objectives of the Project Area as Set Forth in the Project Area Plan RICPO permitted landfill from 1938 to 1984, (Enter the Appropriate Code(s)in Sequence as Shown) R=Residential I=Industrial C=Commercial P=Public O=Other I--I 00 Project A ": .. , rea Report Page 3 W N ?xAr � ;SRed'evelopmelrit Agenc Of TFie Catty`Of Huntington< e � w Bead ' �� -� �.� ;� �`Redevelopment'�agericaes Finalnctal Transactton�Reporf.;��°'`�" �'��s', _,k ,L'mod '4. y-'s°'_ --� .a..d� �: .-..dam`,'^ k':�. f,•,M-4` Protect Area Report Fiscal-Year 2012 Project Area Name Southeast Coastal Redevelopment Project Please Provide a Brief Description of the Activities for this Project Area During the Reporting Year. 1.Seawater Desalination Facility-The Redevelopment Agency originally approved an Owner Participation Agreement (OPA)in February 27,2006,with Poseidon Resources Corporation to provide for the development of a seawater desalination plant on property leased from the AES Corporation. On September 20,2010,the Agency entered into an Amended and Restated Owner Participation Agreement that among other things sets the minimum assessed value at $200,000,000. The City and Poseidon Resources also signed an Exchange Agreement/Lease Agreement for separate properties that AES and the City own adjacent to the site proposed for the seawater desalination project. The proposed changes to the project are currently under review by the Coastal Commission. 2.The Ascon Landfill Site is located at the Southwest Comer of Magnolia and Hamilton and operated as a permitted landfill from 1938 to 1984,first as part of the unincorporated County of Orange and later as part of the incorporated City of Huntington Beach. The Site was originally used for oil production and manufacturing waste,and after 1971 was used . for construction debris. The name,ASCON,is derived from asphalt and concrete. Beach Coast Properties,sold the Aston site following a State of California Consent Order in late May 2003 to Cannery Hamilton Properties,LLC,an entity formed by two of the companies that are cooperating parties for the Sites remediation. The site Is listed on the State Superfund list of toxicthazardous waste sites. The remediation of the Site is paid for solely by private funds;no public taxpayer money is used for superfund remediation. In November 1992,the City Council approved Development Agreement(DA)No.91-2 that established a 15-year development agreement between the City and the previous owner. The DA required the developer to fully clean the site to DTSC standards prior to any development on site. On January 8,2003,a State of California Consent Order was executed between DTSC and eight companies(the Responsible Parties or"RP"s). The Consent Order is an agreement regarding completion of investigation and remediation of the site. The RPs are identified by determining the major entities or predecessor companies that used the Site during its years as a permitted landfill in prior decades. Many more parties used the site,including residents,but were not asked to be party to the Consent Order. Following the Consent Order,extensive field investigations have been conducted to characterize the waste at the Site and plan for its remediation. During this process in 2005 through early 2006,an Emergency Action was conducted at the Site to strengthen earthen berms. The Revised Feasibility Study(RFS)was approved by DTSC in the third quarter of 2007,and DTSC is reviewing the Draft Remedial Action Plan submitted at that time. An Interim Removal Measure of oily materials from two interior waste lagoons was competed in 2010,and after that the final clean up of the site will proceed under the process dictated by the California Environmental Quality Act. 3,The Newland Street Widening Project-The Project include the widening of Newland Street from Pacific Coast Highway to Hamilton Avenue,widening of the reinforced concrete bridge at the Huntington Channel,installation of storm drain improvements in Newland Street,and raising the profile of Newland Street to improve traffic visibility. The Project was included in the Capital Improvement Program(CIP)budget and was completed in November 2009. The completion of the project improved traffic safety and circulation adjacent within the project area. Item 8. - 33 HB -1 s4- ��,e �R�de��o.`.Rg�1... -f ' �e:���0 �� u ._ �>�Jton�Bgac_ -}` �'� ��• e. ;`'u lop; e a . g�ncles F nar�clal ; �;an actlo�Qs Report x • Assessed Valuation Data Fiscal Year 2012 Project Area Name Huntington Beach Redevelopment Project Area No. 1 Frozen Base Assessed Valuation 157,022,779 Increment Assessed Valuation r1,769,142,738 i Total Assessed Valuation 1,926,165,517 Ct7 Assessed Valuation Data Page 1. ! 3/28/2012, CD El 00 W fD 00 '"r'r.s R: le1�e o �o�tAg Off, ifei Into e.ac'h '7 < edeue oY: ' nf�Ag cittes �'na c�a c Ipns' Re, o' ' ��; 4 a t .( 1• � r�a Assessed Valuation Data, Fiscal Year 2012 Project Area Name Southeast Coastal Redevelopment Project Frozen Base Assessed Valuation 103,733,755 Increment Assessed Valuation 771,357,676 ! Total Assessed Valuation 92,376,079 t7� v, Page 2 Assessed Valuation Data 3/28/2012 F ^F+ITV Yj! f R' °ssF�i.'c�` $L�rl [iXta4tt5l ta'�'gF�ti9e ►cy�e Of, a clltay O anu �fi�mg't'os Be j acaedmnelo % k��d g eoreI g" t 9 Pass=Throw h;1 School Distn,ctAssistance, ,,, •, , , Fiscal Year 12012 Project Area Name Huntington Beach Redevelopment Project Area No. 1 Tax Increment Pass Through Detail Other Payments Amounts Paid To Taxing H&S Code H&S Code H&S Code Total H&S Code H&S Code Agencies Pursuant To: Section 33401 Section 33676 Section 33607 Section 33445 Section 33445.5 County 413,023 ...$413,023 Cities 341,944 School Districts 1,270,662 $1,270,662 Community College Districts 285,214 $285,214 Special Districts 77,524 $77,524 " +E,i f t `, x•. Total Paid to Taxing $0 $2,388,367 $0 $2,388,367 $0 $0 r Agencies J Net Amount to Agency SRO ..,�f,iln y. : yfflc $15,638,122 Gross Tax Increment W; �i r r+% 18,026,489 Generated Pass-Through/School District Assistance Pagel a9e1 3/28/2012 .,'.. CD 00 W CD 00 W �� .i �; I fi� p . ; ., 9 ,cy' he�� ty Q u �'� oln, �•ac', r � . � r�r� '„ � •4'I�. 1 � �¢t3�"�F,ti7�A}'s�$f7''9 "s.�'�'. ;�a;-�d��`6`�: "F� :.. �� enC I a CI S`aO s, Pass-Through/School District Assistance Fiscal Year 12012 Project Area Name Southeast Coastal Redevelopment Project Tax Increment Pass Through Detail Other Payments Amounts Paid To Taxing H&S Code H&S Code H&S Code Total H&S Code H&S Code Agencies Pursuant To: Section 33401 Section 33676 Section 33607 Section 33445 Section 33445.5 County 6 $6 Cities 1111. $11 'f, School Districts 37 $37 Community College Districts 7 $7 Special Districts 3 - $3 Total Paid to Taxing $0 $0 $64 $64 $0 $0 ! CCJ Agencies Net Amount to Agency ; Gross Tax Increment aT 4 a,,2,11 a Y?"M 1 .MI-11 r.r...f� ' 321 Generated Pass-Through/School District Assistance. Paget 3/28/2012 eyeloPnei�'t 0 Redet�Io e t A e c'e i a T ans _,ct o , " . e r, .'' Summa of 'the Indebt edness=Project Area Fiscal Year 2012. Project Area Name Cods lidated L id e ode te�ncoe ' hiousi'ng'?�U ds��'�,�,r4�w Tax Allocation Bond Debt Revenue Bonds Other Long Term Debt City/County Debt Low and Moderate Income Housing Fund Other Total $0 Available Revenues Net Tax Increment Requirements 7 7 so v, Summary of the Statement of Indebtedness-Project Area . :,Pagel, 3/28/2012 CD 00 W 00 CD �; Re ��� Rre �► '[� rg, J• SuSummaryof the Statement of Indebtednes s ProtArea Fiscal Year 2012 Project Area Name A eatJ31� *flop 4 Pr�otecfE}1 Tax Allocation Bond Debt 28,040,906 Revenue Bonds Other Long Term Debt r 266,032,435 City/County Debt 80,505,311 Low and Moderate Income Housing Fund 113,833,993 Other 4,155,513 Total $492,568,158 Available Revenues 2,923,514 Net Tax Increment Requirements $489,644,644 { �7 01 O Summaryof the Statement of Indebtedness" btedness-Project Area Page 2 3/28/2012 RawWIV evelop.,e::.tsYDafCy Of iQgt Beach : t. .< , edevelo er>It Age s-Ffr�art g , a SReport. ' '` ' ' �� • ' , . Summary.of'the.,Statement;of Indebtedness-Project Area Fiscal Year 2012' Project Area Name So fast Coa&aURedeveloj 1P of , ' Tax Allocation Bond Debt Revenue Bonds Other Long Term Debt City/County Debt 8,951,501 Low and Moderate Income Housing Fund 1,885,972 11 Other Total $10,837,473 Available Revenues 1,407,611 Net Tax Increment Requirements $9,429,862 i Summary of the Statement of Indebtedness Project Area ,. Page 3 3/28/2012 CD - R 00 O fl) O° • ' '$` �' �' stdi0u�zcts�ti�t�?1: �ra�y ��s� �•��,�'�.���� E �t � ; fit.: ,� ;�•P. .:,� '.. m ��,�c�F!I�a.;�1 �an�s�ati�o�ns IftePo..;l t,�� :�� t�l Agency Long-Term Debt Fiscal Year 12012 Project Area Name Huntin ton Beach Redevelopment Project Area No 1 Forward from Prior Year Bond Type City/County Debt Year of Authorization 1982 Principal Amount Authorized 104,501,018 Principal Amount Issued 104,501,018 Purpose of Issue Project Funding Maturity Date Beginning Year 2034 Maturity Date Ending Year 2034 Principal Amount Unmatured Beginning of Fiscal Year $81,089,000 Adjustment Made During Year -585,319 Adjustment Explanation Reclassed$585,319 debt to Southeast Coastal Redevelopment Project Interest Added to Principal 3,067,983 Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year � P 9 6,307,284 Principal Amount Defeased During Fiscal Year1 Principal Amount Unmatured End of Fiscal Year $77,264,380 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other Agency Long-Term.Debt Page 1 3/29/2012 k� Red'T' e e c `Of CeO H`nt h�hF 4t � tf�i' �9. s • � ..n, Tom° : ��- ����,� .. .• T `'�-� �= .rti;,;��*�.. . • � e ewelo erte t' " e:'a'i3s Ina' coal`G' ansactlo s�Re, .or. `k� ' ' '� '' '" Agency Long-Term Debt Fiscal Year 12012 Project Area Name Consolidated Low and Moderate Income Housinc i Funds Forward from Prior Year Ye``risk ,; eH Bond Type City/County Debt Year of Authorization 2009 Principal Amount Authorized 5,171,000 Principal Amount Issued 5,171,000 Purpose of Issue Project Funding Maturity Date Beginning Year 2009 Maturity Date Ending Year 2021 Principal Amount Unmatured Beginning of Fiscal Year $4,461,000 Adjustment Made During Year ` Adjustment Explanation Interest Added to Principal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year 407,0 00 Principal Amount Defeased During Fiscal Year w Principal Amount Unmatured End of Fiscal Year $4,054,000 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other CD r Agency Long-Term Debt Page 2 3/29/2012. N r-e- CD 0 u fln o MAN .f ;Ry�o went A en, e, Fina al T} �tl n , e.. '�tSRe�Clrbei W Agency Long-Term Debt Fiscal Year 2012 Project Area Name 11-luntinciton Beach Redevelopment Project Area No. 1 Forward from Prior Year eSk r ,:��rp, Bond Type IDeferred Compensation Year of Authorization 2003 Principal Amount Authorized 143,000 Principal Amount Issued 143,00O Purpose of Issue Compensated Absences Maturity Date Beginning Year 2003 Maturity Date Ending Year 2034 Principal Amount Unmatured Beginning of Fiscal Year $129,000 Adjustment Made During Year -5,000 Adjustment Explanation Net decrease during the fiscal year Interest Added to Principal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year _ Principal Amount Defeased During Fiscal Year --� Principal Amount Unmatured End of Fiscal Year $124,000 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other Agency Long-Term Debt Page 3 3/29/2012 .. ;i +rar rr J-*. TIC:, rn. teat », rZ xRrc* 1 i 7 ^t m t #�sT ]3a x >. (r + fit� ,� �2�tle�e9aiQ�rtlle�nt�►ge y;'Of T ;e Clt�t.�f F#fnmgton �e�c '� aiw � " 1, axc, 61tWe3 *i5f ,iaeLea„aysatUirtfaPronY3tt[7 i q �:�v.�t ,:�.�, , .F4 � ,. ,.�Rec9eo ments.`ge,oi:c'e's .�ina c`ai''Pt• ,sacti�'ns Repo .t } � ,. '.���m��f;���` Agency Long-Term Debt Fiscal Year 12012 Project Area Name lHuntinciton Beach Redevelopment Project Area No. 1 Forward from Prior Year `Lest >h . % � Bond Type Loans Year of Authorization 2009 Principal Amount Authorized 950,000 Principal Amount Issued 950,0001. Purpose of Issue lAdditional Strand Parking Structure Maturity Date Beginning Year 2009 Maturity Date Ending Year 2034 Principal Amount Unmatured Beginning of Fiscal Year $440,000 Adjustment Made During Year Adjustment Explanation Interest Added to Principal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year 5,000 Principal Amount Defeased During Fiscal Year C7� Principal Amount Unmatured End of Fiscal Year $435,000 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other r-r CD 00 r Agency Long-Term Debt Page 4 3l29/2012'. ;j -P r-+ CD 5 00 ' "rr i .e ge ,cYOfr ,h`e+CsyO �I � t � xBeati � Agency Long-Term Debt Fiscal Year 12012 Project Area Flame lHuntington Beach Redevelopment Project Area No. 1 Forward from Prior Year Yes_t;yrt<���3rg�.��si Bond Type Loans Year of Authorization 2009 Principal Amount Authorized 7,900,060 Principal Amount Issued 7,900,000 Purpose of Issue Strand Parking Structure&Infrastructure Maturity Date Beginning Year 2009 Maturity Date Ending Year 2034 Principal Amount Unmatured Beginning of Fiscal Year $7:444,000 Adjustment Made During Year Adjustment Explanation Interest Added to Principal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year 1157,000 Principal Amount Defeased During Fiscal Year Principal Amount Unmatured End of Fiscal Year $7,287,000 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other Agency Long-Term Debt Page,5 `. 3/29/2012 T "•},. r T+x�"'v4^.'.,".yn"+..n T'.,�t"""pT"v i..R's'�9 *'%+'ai7'vsi�'I'�L'^Tn'� °7^"�i,T >:..*'?'!?!",3'��" "'-l-r' .*+ I3 :,d� ° � �i �+����Redevefopmen#��igency"Of T C' f �i nt� ton`�B'eacf��• ��s',;, 'a rrpe Aa S' Ina G ajtT",c11 g rf,'g �?i. Agency Long Term Debt Fiscal Year 12012 Project Area Name lHuntinqton Beach Redevelopment Project Area No. 1 Forward from Prior Year lyesy Bond Type Other Year of Authorization 1982 Principal Amount Authorized 35,000,000 Principal Amount Issued 35,000,0001 Purpose of Issue Other Maturity Date Beginning Year 2034 Maturity Date Ending Year 2034 Principal Amount Unmatured Beginning of Fiscal Year 9,M,000 Adjustment Made During Year Adjustment Explanation Interest Added to Principal 142,050 Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year 350,000 Principal Amount Defeased During Fiscal Year a Principal Amount Unmatured End of Fiscal Year $6,445,000 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other CD i Agency Long-Term Debt Page 63/29/2012 N q _ 00 J Agency Long-Term Debt Fiscal Year 2012 Project Area Name Huntin ton Beach Redevelopment Project Area No. 1 Forward from Prior Year 1yiW' x:Ya-,`-1 "t Bond Type Other Year of Authorization 12006 Principal Amount Authorized 1 16,030,0 00 Principal Amount Issued I 16,030,000 Purpose of Issue Bella Terra Parking Maturity Date Beginning Year �— 2609 Maturity Date Ending Year —2010 Principal Amount Unmatured Beginning of Fiscal Year $14,076,000 Adjustment Made During Year Adjustment Explanation Interest Added to'Pdncipal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year 154,000 Principal Amount Defeased During Fiscal Year ? Principal Amount Unmatured End of Fiscal Year $13,922,000 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other Agency Long-Term Debt page 7 3/29/2012 `.i �Redeu to a "c �Of�'he��lty"Of� u�tingto u - Redeel�opet �yen. :i� ' c'a ' ar1,`sactiori�"� o0 14i Agency Long-Term Debt Fiscal Year 12012 71 Project Area Name 111untington Beach Redevelopment Project Area No.1 Forward from Prior Year Yey .s Bond Type Other Year of Authorization 2009 Principal Amount Authorized 200,000 Principal Amount Issued 200,000 Purpose of Issue IPolluflon Remediation Maturity Date Beginning Year I 2009 Maturity Date Ending Year 2010 Principal Amount Unmatured Beginning of Fiscal Year $200,000 Adjustment Made During Year I Adjustment Explanation Interest Added to Principal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year Principal Amount Defeased During Fiscal Year �o Principal Amount Unmatured End of Fiscal Year $200,000 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other f--a CD 00 Agency Long-Term Debt Page 8 3/29/2012 -P 00 C1) . Re' el �aen _e:nyOfC�i ' '�f Hug � aFe :. INCk _ #�. �,� Redeveiopre�txggenc�esFinaEjclaX,�Transac#ions Report ` Agency Long-Term Debt Fiscal Year 2012 Project Area Name Huntin ton Beach Redevelopment Project Area No. 1 Forward from Prior Year Bond Type Tax Allocation Bonds Year of Authorization 1999 Principal Amount Authorized 10,835,000 Principal,Amount Issued 10,835,000 Purpose of Issue IRefinance 1992 Loan Maturity Date Beginning Year 1 1g69 Maturity Date Ending Year I 2025 Principal Amount Unmatured Beginning of Fiscal Year r lnio,000 Adjustment Made During Year I Adjustment Explanation Interest Added to Principal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year 430,000 _ Principal Amount Defeased During Fiscal Year J Principal Amount Unmatured End of Fiscal Year $IS J K000 i Principal Amount in Default Interest in Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other 3/29/201 Agency Long-Term Debt Page 9 2 N`'; "'^a"y.Y • , :RetleVe o rn n qge ay Of7T e�Ci O �'kl;tentingto t r r�tif 4t pR�develctPriAgecsesa�aa L. a1s :•ctiorti> ReWwort,, Agency Long-Term Debt Fiscal Year 12012 Project Area Name Huntin ton Beach Redevelopment Project Area No. 1 Forward from Prior Year `r "'�`�•�"' YAW ','1;_ Bond Type Tax Allocation Bonds7771 Year of Authorization 2002 Principal Amount Authorized 20,900,000 Principal Amount Issued 20,900,000 Purpose of Issue IRefinance 1992 PFA Debt Maturity Date Beginning Year 2002 Maturity Date Ending Year 2024 Principal Amount Unmatured Beginning of Fiscal Year $14,470,0.00 Adjustment Made During Year Adjustment Explanation Interest Added to Principal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year 945,000 _ Principal Amount Defeased During Fiscal Year Principal Amount Unmatured End of Fiscal Year $13,525,000 Principal Amount In Default Interest In Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other r--a r+ CD Agency Long-Term Debt Page 10 3/29/2012 Cll O CD QQ v' { Re'erel yy� �deap' �� nc a9 Tra s t s Re d„ _ Agency Long-Term Debt Fiscal Year 12012 Project Area Name Huntington Beach Redevelopment Project Area No. 1 Forward from Prior Year (esk; £; -,ti21 Bond Type US Year'ofAuthorization �V 2000 Principal Amount Authorized 6,000,000 Principal Amount Issued 6,000,000 Purpose of Issue New Loan Maturity Date Beginning Year 2000 Maturity Date Ending Year 2034 Principal Amount Unmatured Beginning of Fiscal Year r 3,665,000 Adjustment Made During Year Adjustment Explanation Interest Added to Principal Principal Amount Issued During Fiscal Year Principal Amount Matured During Fiscal Year 310,000 Principal Amount Defeased During Fiscal Year J PJ Princlpal Amount Unmatured End of Fiscal Year $3,355,000 Principal Amount In Default Interest in Default Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other Agency Long-Term Debt 'age 11 3/2912012, S°'.t3a*'�... 7M1'PTI'.•ZG?'�3 rEl' T^t' ! T"r^T"sp�ny,",yT+ v*F' rsaApi? I.?Rj�"+IVSiR_.r 'R'�'•'•E'�.iF.,t'"'i!', i twa RedF{sa�° A,�gen�cyOfThe�CliyOf Hun,ingd r �,., edV.Lo�roe�„�ggen�cles nacJa ra"r►sac$Iplls+ Agency Long Term Debt Fiscal Year 12012 —� Project Area Name ISoutheast Coastal Redevelopment Pro"ect Forward from Prior Year IZENVl.+1, # i . Bond Type City/County Debt Year of Authorization �- 2003 Principal Amount Authorized 7,076,657 Principal Amount Issued �- 607,620 Purpose of Issue Project Funding Maturity Date Beginning Year 2030 Maturity Date Ending Year 2030 Principal Amount Unmatured Beginning of Fiscal Year Adjustment Made During Year 585,3 99 Adjustment Explanation Reclassed from Merged Project Area Interest Added to Principal 22,301 Principal Amount Issued During Fiscal Year --� Principal Amount Matured During Fiscal Year --� ! Principal Amount Defeased During Fiscal Year --� J w Principal Amount Unmatured End of Fiscal Year $607,620 Principal Amount In Default Interest In Default --� Bond Types Allowed: Tax Allocation Bonds;Revenue Bonds;Certificates of Participation;Tax Allocation Notes;Financing Authority Bonds;City/County Debt;US;State; Loans;Lease Obligations;Notes;Deferred Pass-Throughs;Deferred Compensation;Other Q 00 Agency Long-Terre Debt Page 12 3/29/2012: CJ1 N CD 00 w i�.��+�,� �' 'Retle opm, q�t�,Qtgen Of she �� �Q��Huntlr�gto Be' c r� G ' Y •T 3< Recl76. 6p„ ent�y g : �� ! a► is T, ,slGti+;.• s `ye 4 . a Non Agency Long-Term Debt Fiscal Year 12012 Project Area Name Huntington Beach Redevelopment Project Area No. 1 Forward from Prior Year I yei;,.,�,`i =^ Bond Type Mortgage Revenue Bonds Year of Authorization 1991 Principal Amount Authorized 9,500,000 Principal Amount Issued 9,500,000 Purpose of Issue lFive Points Senior Complex Maturity Date Beginning Year 1991 Maturity Date Ending Year 2021 Principal Amount Unmatured Beginning of Fiscal Year 9,500,000 ...... ............ Adjustment Made During Year Adjustment Explanation Principal Amount Issued During Fiscal Year -�a Principal Amount Matured During Fiscal Year Principal Amount Defeased During Fiscal Year Principal Amount Unmatured End of Fiscal Year $9,500,000 •. Principal Amount in Default Interest in Default Bond Types Allowed: Mortgage Revenue;Industrial Development;Commercial Revenue Bond;Certificate of Participation Non-Agency Long Term Debt " - Page 1 3/28/2012 `"��¢�:��x :W�',::�,'.s F�edey ,op7lment,�� ge' c�O#•TE�e'•G,I �Of 4 ' �o` Beat Y�.:. a fi Rede�kelopeint ge a e±' �' 5 ct' s ep S .., , Statemen p t'of Income and Expenditures' Fiscal Year 12012 Project Area Name lConsolidated Low and Moderate Income Housing Funds Low/Moderate Special Capital Project Debt Service Income Housing Revenue/Other Total Funds Funds Funds Funds g Tax increment Gross �:""s�;?F"� �r L ;ti.,, so.... (Include All Apportionments) _ Special Supplemental Subvention $0 Property Assessments $Q..,i. Sales and Use Tax $0 Transient Occupancy Tax $0 i Interest Income 114,3651 $114,365 Rental Income $0 .......... CZ7 Lease Income 11,256 $11,256 Sale of Real Estate $0 Gain on Land Held for Resale _............ $0 Federal Grants ..................... Grants from Other Agencies $0 + Bond Administrative Fees $o.. Other Revenues 3,492 $3,492 s Total Revenues $0 $0 $129,113 $0 $129,113 1 Statement of Income and Expenditures-Revenues Pagel `.' 3/28/2012 CD C4 i CJ1 . -P , CD I00 v 1 ✓1� f�!� .r.,. �' t t. . p",Redeve o° melnfirAge `cy Of" e.Chty rl�tlr�', = "` etl�eveft Q1 ep Age c�;es� financial, .eaols ra ti 1z Income and'Expenditures=Revenues ern t of State Fiscal Year 12012 Project Area Name lHuntington Beach Redevelopment Project Area No. 1 Low/Moderate Special Capital Project Debt Service Income Housing Revenue/Other Total Funds Funds Funds Funds Tax Increment Gross f *x 18,026,489 ; rl;. ,° ���` t,_. $18,026,489 (Include All Apportionments) Special Supplemental Subvention so— Property .... .. .. . . ..___.. Assessments $0 Sales and Use Tax $0 Transient Occupancy Tax $0 Interest Income 104,649 �`$104 649 x Rental Income $o . Lease Income 760,0 34 $760,OB4 _ Sale of Real Estate 14,705 $14,705 i C1i Gain on Land Held for Resale $0 Federal Grants $0 .......................... Grants from Other Agencies $o 4 Bond Administrative Fees $0 i Other Revenues 191,592 $191,592 y Total Revenues $966,381 $18,131,138 $0 $0 $19,097,519 i Statement of Income and Ex nditures-Reven Pe ues Page 2.,. . 3/28/2012 ecJeve o; a �e ales lina„ I T I T any tton x Statement of Income and Expenditures=Revenues Fiscal Year 12012 Project Area Name ISoutheast Coastal Redevelopment Project Low/Moderate Special Capital Project Debt Service Income Housing Revenue/Other Total Funds Funds Funds Funds Tax Increment Gross 3211 1r!t} ' (Include All Apportionments) Special Supplemental Subvention $0 Property Assessments $0 i Sales and Use Tax J $0 Transient Occupancy Tax $0 Interest Income 9,6231 $9,623 I x Rental Income $0 t� Lease Income Sale of Real Estate J Gain on Land Held for Resale $0 1 Federal Grants $0 Grants from Other Agencies $0 i Bond Administrative Fees $0 Other Revenues $0 Total Revenues $0 $9,944 $0 $0 $9,944 Statement of Income and Expenditures,Revenues Page 3 3/28/2012' CD 00 01 CD 00 to h �rrla�,rw��vrys` 'R.C,'t"'Q?Rr�;'1r,1'"�'v � �r''"a trn"^,:Rs' *r*.'�,pv'P' :Redevelopmen ge'01, 1 y O,ftHuntingtor, Bead �r , 6� s -i% 5.Is k ed` v )o a tAgenc"es 1 a�cl Ira. saattonsepo;l Statement of Income and Expenditures=Expenditures Fiscal Year J2012 Project Area Name Consolidated Low and Moderate Income Housing Funds Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Administration Costs 399,928 $399,928 Professional Services 181,231 $181,231 Planning,Survey,and Design $0 Real Estate Purchases $0 Acquisition Expense $0 Operation of Acquired Property $0 Relocation Costs $0 x Relocation Payments s0 Site Clearance Costs a Project Improvement/Construction Costs 3,244,069 $3,244,069 r Disposal.Costs s0 Loss on Disposition of Land Held for T$0 Resale Statement of Income and Expenditures-Expenditures Page 1. - 3/28/2012 Red�loaTe�t e '{ p n . .�k Ail �el��ent Agelncr Flna ca I bra sa Lions Re,o. Statement of Income and Expenditures-Expenditures Fiscal Year 12012 Project Area Name lConsolidated Low and Moderate Income Housing Funds Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Decline in Value of Land Held for Resale $0 Rehabilitation Costs $0 Rehabilitation Grants $0 Interest Expense $0 R Fixed Asset Acquisitions $0 Subsidies to Low and Moderate Income $0 Housing Debt Issuance Costs $0 j Other Expenditures Including Pass- $0-1 Through Payment(s) Debt Principal Payments: Tax Allocation Bonds and Notes $0 Revenue Bonds,Certificates of $0 Participation,Financing Authority Bonds City/County Advances and Loans 407,000 $407,000 All Other Long-Term Debt $0 ' Total Expenditures 157.1 $0 $4,232,228 $0 $4,232 228 Excess(Deficiency)Revenues over $0 $0 ($4,103,115) $0 ($4,103,115) (under)Expenditures H CD 00 'Statement of Income and Expenditures-Expenditures Page 2 3/28/2012 (.11 00 Y-+ CD 00 17-1 Medeve 0 at "e c�fi T Ci Of a't n�teach.: -fY 4N �. .- .M.,xir i 1 Re eve o e; th�Ag CI ' anclal aknsacttgns R.epor si; ' ?xk T Statement of Income and,Ezpenditures-Expenditures;. Fiscal Year 12012 Project Area Name Huntington Beach Redevelopment Project Area No. 1 Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Administration Costs 2,428,780 $2,42. 8,780 .. . .. . ..... Professional Services 429,6941 1,6191 1 1 $431,313 Planning,Survey,and Design $0 Real Estate Purchases Acquisition Expense $0 Operation of Acquired Property $0 Relocation Costs $0 Relocation Payments $0 Site Clearance Costs $0 o Project Improvement/Construction Costs 79,705 - $79 705 Disposal Costs =777771r Loss on Disposition of Land Held for $p Resale . Statement of Income and Expenditures-Expenditures' Page 3 ..';;3/28/2012 N�1 ed�ee9opgven g°nIO �'Fje CjiY�0,., i t'9 Q BeacPa �.'. , IN Y e, optic es ,I ciao g g".`"s�`agcp�t��o� is a Statement of Income and Expenditures.-Expenditures: Fiscal Year 12012 Project Area Name RUn4nciton Beach Redevelopment Project Area No. 1 Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Decline in Value of Land Held for Resale $0 Rehabilitation Costs $0 Rehabilitation Grants $0 Interest Expense 2,747,4851 $2,747,4815 Fixed Asset Acquisitions $0 Subsidies to Low and Moderate Income $0 Housing Debt Issuance Costs $0 Other Expenditures Including Pass- 6,238,9851 3,372,968 $9,611,943 x Through Payment(s) Debt Principal Payments: Tax Allocation Bonds and Notes 1 1,375,0001 IF $1,375,000 Revenue Bonds,Certificates of ___-_-. _ ... . Participation,Financing Authority Bonds City/County Advances and Loans 6,307,284 $6,307,284 I All Other Long-Term Debt 976,0001 1 $976,000 Total Expenditures $9,177,164 $14,780,346 $0 $0 $23,957,510 Excess(Deficiency)Revenues over _ ($8,210,783) $3,350,792 1 ,$0 ($4,859,991) (under)Expenditures r+ CD El 00 Statement of Income and Expenditures-Expenditures Page 4 3/28/2012 O CD 00 v, t i i>'"�'atfl'afiw�k1""`m.'.Sr"W e s '��°'fil"!.'-Tr r r � RedeyelophienAgenc".0 MTh Glty.Of�� yynt goon ac . �fRede opmet gentiles+F a t;'It� , ra�nsac�90 s' ppo,x k Statement of Income and Expenditures-Expenditures Fiscal Year 2012 Project Area Name Southeast Coastal Redevelopment Project Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Administration Costs 12,872 $12 872 Professional Services Planning,Survey,and Design $� .................................. Real Estate Purchases $0 Acquisition Expense $0 Operation of Acquired Properly $0. Relocation Costs - $0-` x Relocation Payments ' —$0 Site Clearance Costs $0. Project Improvement/Construction Costs $0 Disposal Costs --— 0- Loss on Disposition of land Held for $0 Resale ..................... Statement of Income and Expenditures-Expenditures Page 5, /28/2012 T <a a MF` M1p e ev' q e en y O T,e"C Of Huh inlgto t saataons ,..:WE Statement of Income and Expenditures-Expenditures` . Fiscal Year 12012 Project Area Name ISoutheast Coastal Redevelopment Project Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total .............. ...... . . .... Decline in Value of Land Held for Resale $0 ; Rehabilitation Costs $0 Rehabilitation Grants $0 { Interest Expense $0 Fixed Asset Acquisitions $0 + Subsidies to Low and Moderate Income $0 Housing Debt Issuance Costs $0 Other Expenditures Including Pass- 64 $64 pp Through Payment(s) w Debt Principal Payments: Tax Allocation Bonds and Notes $0 Revenue Bonds,Certificates of $0 Participation,Financing Authority Bonds City/County Advances and Loans $0 All Other Long Term Debt $0 Total Expenditures $12,872 $64 $0 $0 $12,936 Excess(Deficiency)Revenues over ($12,872) $9,880_ $0. ._ „so ($2,992) (under)Expenditures H CD OD Statement of Income and Expenditures-Expenditures Page 6 " 3/28/2012 i N r+ 00 iReJ&MWdedelopmer�t, ge. 'GyO#'The:CityO Be`a� k r j-1 � . F Fg,k#t ,� Redevel'opmentrA pncfejrialnci:a�s�' ransac4fons�Repo',' st`____�''3��•u.'" e4. ,k Statement of Income and Ex e p nditures-Other Financing Sources Fiscal Year 12012 Project Area Name lConsolidated Low and Moderate Income Housing Funds Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Proceeds of Long Term Debt $0 Proceeds of Refunding Bonds $p Payment to Refunded Bond Escrow Agent $p Advances from City/County $p Sale of Fixed Assets $0 Miscellaneous Financing Sources(Uses) $0 Operating Transfers In $p Tax Increment Transfers In 3,605,362 $3,605,362 C�J Operating Transfers Out $0 " oc Tax Increment Transfers Out $0 (To the Low and Moderate Income Housing Fund) Total Other Financing Sources(Uses) $0 $0 $3,605,362. $0 $3,605,362 Statement of Income and Ex enditures-Other Financin R 9 Sources Page 1• 3/28/2012 `: `aedevelopJrtent. gene O, The }.ity O 'Hu 7 ,, a evelo ment,A en©tes. l anelatTr nsacfions �F,s --- . ,�?„�_ �. � ��.�?- • �- �-.:.;,, I Statement of•Income and Expenditures Other Financing Sources Fiscal Year 12012 Project Area Name Consolidated Low and Moderate Income Housing Funds Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Excess(Deficiency)of Revenues and $0 $0 ($497,753) $0 ($497,753) Other Financing Sources over Expenditures and Other Financing Uses Equity,Beginning of Period $0 $0 $11,408,292 $0 $11,408,292 Prior Period Adjustments $0 Residual Equity Transfers $0 Equity,End of Period $0 $0 $10,910,539 $0 $10,910,539 Gc F--a CD Statement of Income and.Expenditures-Other Financing Sources Page 2 3/28/2012 00 01 i cD 00 V1 U}£ 1. y "a 'i " 3r^+wry .°+}tinP.A? v{e Za c ,O:f he', tf ON �.;:k;Red.� e op� `t .9� �.Ity30 unt :gtona,eeach s :.. �. �y°��, �. T ' �;��s}15,f717 p .Statement of Income and Expenditures-,Other Financing Sources Fiscal Year 12012 Project Area Name Huntington Beach Redevelopment Project Area No. 1 Capital Project Debt Service LowlModerate Special Funds Funds Income Housing Revenue/Other Total Proceeds of Long-Term Debt $0 Proceeds of Refunding Bonds $0 Payment to Refunded Bond Escrow Agent $0 Advances from City/County — —$0 Sale of Fixed Assets $0 Miscellaneous Financing Sources(Uses) 77. $0 Operating Transfers In 1,100,000 $1,100,000 Tax Increment Transfers In $0 b7 Operating Transfers Out 1,100,0001 $1,100,000 oc Tax Increment Transfers Out 3,605.298 $3,605,298 (To the Low and Moderate Income Housing Fund) Total Other Financing Sources(Uses) $1,100,000 ($4,705,298) $0 $0 ($3,605,298) Statement of Income and Expenditures-Other Financing Sources Page 3 3/28/2012 {' �Ae.�, �'� R�developmentAgency�0,fi��'�4�e�Ciiy OfHun$I g ora.Be�c��� ��` � �.�: #�;�x)jq � „;;x Redev�eloment�Agencles>'Fenanc�a zTrans c 'b` s Report E,�'��� ..�. Statement of Income and Expenditures:-Other Financing Sources Fiscal Year 12012 Project Area Name Huntin ton Beach Redevelopment Project Area No. 1 Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Excess(Deficiency)of Revenues and ($7,110,783) ($1,354,506) Other Financing Sources over _............... .......... .................... Expenditures and Other Financing Uses Equity,Beginning of Period q $8,270,331 ($934,713) $0 _$0 $7,335,618 Prior Period Adjustments $p Residual Equity Transfers $0 Equity,End of Period $1,159,548 (6N91219) $0 $0 J ($1,129,671) J r+ CD 5 00 i Statement of Income and Expenditures-Other Financing Sources Page 4 3/28/2012 Cl) OC t' Rede�clope t.A e c Of The G Hrr >; _ +;s. ,, :,. , 9. ,.�w.Y � , .�. �tY:Q. i. .yn,,' g irr i3„�ac # r H evelopmeni�{Agoicles'' Inana'ial a�xTrarisactions (} ..Y ' '�'. y R w-I A y� C x' i• f � t�FS)a {�r 1 p C } f n Statement of Income and Expenditures-Other Financing Sources ' Fiscal Year 12012 Project Area Name Southeast Coastal Redevelopment Project Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Proceeds of Long Term Debt $0 Proceeds of Refunding Bonds $0 ; Payment to Refunded Bond Escrow Agent $0 ; Advances from City/County $0 Sale of Fixed Assets $p Miscellaneous Financing Sources(Uses) $0 .... .... . . Operating Transfers In $o ; Tax Increment Transfers In $0 CO Operating Transfers Out $0 Tax Increment Transfers Out 64 $64 ; x (To the Low and Moderate Income Housing Fund) ' Total Other Financing Sources(Uses) $o ($64) $o $0 ($64) Statement of Income and Expenditures- g p Other Financing Sources Page 5 3/28/2012 �,�� � 4 `Redeve9oprmenit�A►gencyrOf?�The C ty�Of�;,- unt,n o �`Beac �' r� MINIM� : '. � � i,��,: . e evei'o meat encles Flnancla Statement of Income and Expenditures Other Financing Sources Fiscal Year 12012 Project Area Name ISoutheast Coastal Redevelopment Project Capital Project Debt Service Low/Moderate Special Funds Funds Income Housing Revenue/Other Total Excess(Deficiency)of Revenues and Other Financing Sources over Expenditures and Other Financing Uses Equity,Beginning of Period ($461,316) $782,614 $0 $0 $321,298 Prior Period Adjustments $p Residual Equity Transfers $p CU $316,242 Equity,End of Period ($474,188) $792,430 $0 $0 r , Mrl Sources Page 6 3/28! Statement of Income and Expenditures=Other Financing,Sou 2012. Cy0 r+ CD 0C `�•f�l n.� �[ ,r�a3' -z`..' ro .,. ;v?, � .,�� i �;iTmn'y�,�T .'�,,,'t .a!C,p,2a .I "��''�'. '`1n•' ti 4,.1,:k�'C�''ij�'� ;. -, $ .„ . . i, sr �. `£Y Recdeve9 'g�.men Ag nG. Ofs�hef.City Of H,a,n�ingt�O f 'mac Balance Sheet-Assets and Other Debits Low/Moderate Special Fiscal Year 2012 Capital Projects Debt Service Income Housing Revenue/Other General Long- General Fixed Funds Funds Funds Funds Term Debt Assets Total Assets and Other Debits Cash and lmprestCash 851,7581 790,7021 5,152,913 . ,ba te ' - 3 , Cash with Fiscal Agent 2,450,681 $2,450,681 i Tax Increments Receivable 3,866,0631 1i i -.„ ; °r. r ;.t.,'Q ..'' ' j•. �, ., $3,866,063 j Accounts Receivable 78,826 _r"`11.`1 ri '�Mn , 1,22,12 fi '`%m,k ' , ` $78,826 Accrued Interest Receivable 1 6,2981 1 12,941 ',.F •� ,;`;T' ' z $19,239 Loans Receivable 1 115,4091 1 10,219,516 �.-,'��:%,�r_•`,1:�'iSik9�r .Sb $10,334,925 Contracts Receivable $0 Lease Payments Receivable $0 $0 Unearned Finance Charge O Due from Capital Projects Fund 1 473,922JFM 1,362,614 ;� N, A?. a '`', "= ;� ,:i� ',.,M', $1,636,536 Due from Debt Service Fund 1 11096,551 4,417,706 r ,ax t I, $5,514,257 Due from Low/Moderate �,41a. Sri ^`fa ,;.' $0 Income Housing Fund Due from Special '' + �t �`y ,;:.r�+ $0 Revenue/Other Funds Balance Sheet-Assets and Other Debits Page 1 3/28/2012. . ch '?� � " � , y�"', ��t �;���I •>, , edevelo a �e ties, Fi a bi f "I ct't,ns Balance Sheet-Assets and Other Debits Low/Moderate Special Fiscal Year 2012 Capital Projects Debt Service Income Housing Revenue/Other General Long- General Fixed Funds Funds Funds Funds Term Debt Assets Total Investments7.7-- $0- Other Assets i, 1at4r" Investments:Land Held for , n , . Y : Y $0 Resale Allowance for Decline In Value r t i3,_ stc.`wf i � jaty 2?w:, +,"x�jr� s, ,;�ji� $0 of Land Held for Resale Fixed Assets:Land, - F`sx�_7 t tAi�3 s' x t`R � r � y lO WWII�;�i r,J A�fl� i}' «}. i F? �liif i ; $0 1 Structures,and Improvements Equipment r, j4,11 lh y'.. H in • c.. .. $0 x Amount Available In Debt °=lk}I <. ;? f '+' (f �. _. �a Fir`�''«s'..(r; ;,rat' 3 � $0 Service Fund Amount to be Provided for 'J' > iO �`"�w `i '--' ::t,��t..:� ...�.,.t�f���+ n�T r:,'�l�e�r,���,on'�F 1'..`s�*.,..:. 133,399,000 r✓ Payment of Long-Term Debt Total Assets and Other $2,543,938 $7,186,272 $21,165,690 $0 $133,399,000 $0 $164,294,900 .............. _..... ..... .--................. .................._. _ .... _..... , ..-- Debits (Must Equal Total Liabilities, Other Credits,and Equities) CD 00 Balance,Sheet-Assets and Other Debits 'Page 2 3/28/2012 L-+ 00 11, .f 4 v AF ;a R '"'^d'�r'7e^Lti'7T@°�s^"6F?f,^ F- ��� ritt #�,` , "Rec9e�elorp,mega "fl �Of Th'euC1W. rlm pp'an `t' eii'r�pyeach?x x� ; �y1�:?FSdi:[lku�c�6L't 'tt!'�R+td��a-,w k t �•.., � ¢,m 'aal.&g.CRQ'klidYaYl3fiusatS�'itFF ,' ZGd � 'u i i � �` ,Fiedevelopmemee F'�a c alk'�ransa 1 r �� a+ ,l► � ct'o s Re oft � �� ��'' 1-- �" ���. �yyrr��,,. s F; J,, .t;�:x-� �•4�• �rz�n[Rs ..-- �. W P ,., , ��7�, �<�. �v . 5�(J u'i'Lnmdc.luM� !-'H r? eh f 1.GCk11MT�'kM1�� -'-C+[ 37t6ifFs L• "5:v'a aT L t3,1�1LG Balance Sheet-Liabilities and Other Credits Low/Moderate Special Fiscal Year 2012 Capital Projects Debt Service Income Housing Revenue/Other General Long- General Fixed Funds Funds Funds Funds Term Debt Assets Total Liabilities and Other Credits Accounts Payable 22,0421 3,168,804135,6351 .ggI.Mg $3,226,481 Interest Payable `t t $0 Tax Anticipation Notes Payable Loans Payable $o�> ,� '� <�t• nz ---- Other Liabilities 10,219,616 m "� , , rir . r ,.G �# ��isF.h .+� �# $10,219,516 + Due to Capital Projects Fund 473,922 1,096,551 ° •:...wivfd,°,'•. $1,570,473 : Due to Debt Service Fund _` Due to Low/Moderate I 1.362,6141 4,417,706 raw i ` •tM 1. wti�rr $5 780 320 + Income Housing Fund Due to Special ?;r �ji`.;�ti..1�3aefMa, j z f:t�,la�g i1 q'R%t.t� 0 Revenue/Other Funds Tax Allocation Bonds Payable +; ,r ";I , i yl." 1 ffl j 1 1 7 19,705,000 $19,705,000 I � Lease Revenue,Certificates of ;k;�A�, •� �sl��a� : ',� •�� -.� {� ���.-.� Participation Payable, st4� ��tb air '.iS $0 j Financing Authority Bonds r� All Other Long-Term Debt vj�# f; � �4- M ,;j,y,J,ua& 2�:;+w 113,694,000 �1� ` , ' s�';, F, $113,694,000 Total Liabilities and Other $1,858,578 $8,683,061 $10,255,151 $0 $133,399,000K $154195790 Credits , , Balance Sheet-Liabilities and Other Credi ts , .. 'Page 1 . . - 3/28/2012 � �� ; e��� °����'�g�e � Of' e�Ci� f�'I•,��°..,ti,.n,�.gt...�°:�r�.B;each.;� � :�:��,t � � ,�* •t �cxr���a�tar€ac , ^f4ttt � ttx' t ��r d d•i «r��e'r 4 t;S�_.�� .,3 3Gitait�'°n;' '•p�3n3 'lu ��4�4.�2 r ..P,•�e��,,��f�v�i�i^ e ',f• a -�.* 'Balance Sheet'-Liabilities and Other Credits Low/Moderate Special Fiscal Year 2012 Capital Projects Debt Service Income Housing Revenue/Other General Long- General Fixed Funds Funds Funds Funds Term Debt Assets Total Equities Investment in General Fixed ', * 4 r s it,.<. � m. r 3 -1,,,,�.,}i $0 Assets Fund Balance Reserved 1 685,360 -1,496,7891 10,910,539 `�% '•'-r`��'°`°'�u�=ri"'i, s '.��ri ';M,"r,.,;�,• $10,099,110 � Fund Balance Unreserved-Designated y =+,.3.ki• "s':i k.�rF $0 Fund Balance `�ku R'Pr i •i? fr����*, .�A3 $0 Unreserved-U ndesignated Total Equities $685,360 ($1,496,789) $10,910,539 $0 7L0, 24i PI-W;. r shy $0 $10,099,110 Total Liabilities, Other Credits, and Equities $2,543,938 $7,186,272 $21,165,690 $0 $133,399,000 $0 $164,294,900 j w CD Balance Sheet-Liabilities and Other Credits Page 2 3/28/2012 00 J N r-r CD 0C u' r�"' Rdeve16 ent Agenc At `f �e`CI O �Hcintingto "Be c¢>I'; ,'' Elm,; a F' FY �k :�' nF< ;3" � t �" } y .+ {j :+a7 h yid [ •f`r �Y s -e-:a elop e'n. AgentiiesFlnenci I° r,.ns ctio e:po." Statement of Income and Expenditures- Summary,Combined Transfers WOut Fiscal Year 2012 Operating Transfers In $1,100,000 Tax Increment Transfers In $3,605,362 Operating Transfers Out $1,100,000 Tax Increment Transfers Out $3,605,362 j b.7 Statement of Income and Expenditures- Summary; Page 1 3/28/2012. Combined Transfers In/Out'. Redevelopment Agency Of The City Of Huntington Beach Redevelopment Agencies Financial Transactions Report Statement of Income and Expenditures Revenues-Consolidated Fiscal Year 2012 Low/Moderate Special Captial Project Debt Service Income Housing Revenue/other Funds Funds Funds Funds Total Tax Increment Gross $0 $18,026,810 $0 $0 $18,026,810 i Special Supplemental Subvention $0 $0 $0 $0 $0 Property Assessments $0 $0 $0 $0 $0 Sales and Use Tax $0 $0 $0 $0 $0 Transient Occupancy Tax $0 - $0 _ $0 - $0 $0 i Interest Income $0 $114,272 $114,365 1 $0 1 $228,637 3 Rental Income ........................To... ........................$0 $0 $0 .... $0..i Lease Income 1 $760,084 $0 $11,256 $0 1 $771,340 k x Sale of Real Estate $14,705 $0 $0 $0 $14,705 Gain on Land Held for Resale $0 $0 $0 $0 $0 u' Federal Grants $0 $0 $0 $0 $0 i Grants from Other Agencies 77777-161777777771 $0 $0 $0 Bond Administrative Fees $0 $0 $0 $0 $0 i Other Revenues $191,592 $0 $3,492 $0 $195,084 Total Revenues $966,381 $18,141,082 $129,113 —$0 $19,236,576 Revenues-Consolidated Page 1 3/28/2012 00 J -p CD 00 Redevelopment Agency Of The City Of Huntington Beach Redevelopment Agencies Financial Transactions Report Statement of Income and Expenditures Expenditures-Consolidated Fiscal Year 2012 Low/Moderate Special Capital Projects Debt Service Income Housing Revenue/Other Funds Funds Funds Funds Total $2,641,580 Administration Costs $2,441,652 $0 $399,926 $0 i Professional Services $429,694 $1,619 1—'— $181, 331 $0 $612,544 Planning,Survey,and Design $07.7 $0... $0. . __ $0 �� ....V { Real Estate Purchases $0 $0 $0 $0 $0 Acquisition Expense $0 `$0 $0 $0 $0 Operation of Acquired Property $0 $0 $0 $0 $0 - . $0 Relocation Costs $0 $0 $0 $�. _ . Relocation Payments $0 $o so so $0 Site Clearance Costs $0 $0 $0 $0 $0 W Project Improvement!Construction $79,705 $0 $3,244,069 $0 $3,323,774 Costs Disposal Costs $0 $0 $0 $0 $0 Loss on Disposition of Land Held for $0 $0 $0 $0 $0 Resale Expenditures-Consolidated Page 1 3/28/2012 Redevelopment Agency Of The City Of Huntington Beach Redevelopment Agencies Financial Transactions Report Statement of Income and Expenditures Expenditures-Consolidated Fiscal Year 2012 Capital Projects Debt Service Low/Moderate Special Total Funds Funds Income Housing Revenue/Other Funds Funds A B C D E Decline in Value of Land Held for $0 $0 $0 $0 $0 Resale _. . .............. _._.._... Rehabilitation Costs $0 $0 $0 $0 .$0 Rehabilitation Grants $0 �$0 $0 $0 $0 Interest Expense $0 $2,747,485 $0 $0 $2,747,485 Fixed Asset Acquisitions $0 $0 $0 $0... Subsidies to Low and Moderate 7 $0 �77 0 $0 Income Housing Fund $ Debt Issuance Costs $0 $0 $0 $0 $0 Other Expenditures Including Pass $6,238,985 $3,373,022 $0 $0 $9,612,007 Through Payment(s) Debt Principal Payments: ' Tax Allocation Bonds and Notes $0 $1,375,000 $0 $0 T$1,375,000 Revenue Bonds and $0 $0 $0 $0 $0 Certificates of Participation City/County Advances and Loans $6,307,284 $407,000 $0 $6,714,284 U.S.,State and Other Long-Term Debt $0 $976,000 $0 $0 $976,000 j Total Expenditures $9,190,036 $14,780,410 $4,232,228 $0- ........$28,202,674_ j Excess(Deficiency)Revenues ........$8,223,655) ... $3,360,672 ..($4,103,115) ............... $0 ($8,966,098) j Over(Under)Expenditures ..... ........ Expenditures-Consolidated Page 2 3/28/2012 r+ CD 00 J 01 r+ CD 00 J J Redevelopment Agency Of The City Of Huntington Beach Redevelopment Agencies Financial Transactions Report Statement of Income and Expenditures Other Financing Sources(Uses)-Consolidated Fiscal Year 2012 Low/Moderate Special Capital Projects Debt Service Income Housing Revenue/Other Funds Funds Funds Funds Total Proceeds of Long-Term Debt $0 --s-517 $0 $0 $0 Proceeds of Refunding Bonds — $0 $0 $0 $0 ­77$0 { Payment to Refunded Bond Escrow $0 $0 $0 P. $0 > Agent Advances from City/County $0 $0 $0 $0 —$0 Sale of Fixed Assets $0 $0 $0 Miscellaneous Financing Sources(Uses) $0 $0 $0 $0 $0 Operating Transfers In $1,100,000 $0 $0 $0 $1,100,000 Tax Increment Transfers In :• �r�� t� x'/( -17 'j �Y ',"' T�� $ c 3 r[ i'*cY>'d''�+����3 �'�' ri $3,605,362_��i .��� 3,605,362 Oc - Operating Transfers Out $0 $1,100,000 $0 $0 $1,100,000 Tax Increment Transfers Out $3,605,362 (To the Low and Moderate Income Housing Fund) Total Other Financing Sources(Uses) $1,100,000 ($4,705,362) $3,605,362 $0 $0 I Other Financing Sources(Uses)-Consolidated Page 1 3/28/2012 Redevelopment Agency Of The City Of Huntington Beach Redevelopment Agencies Financial Transactions Report Statement of Income and Expenditures Other Financing Sources(Uses)-Consolidated Capital Projects Debt Service Low/Moderate Special Total Funds Funds Income Housing Revenue/Other Funds Funds A B C D E Excess(Deficiency)of Revenues and ($7,123,655) ($1,344,690) ($497,753) $0 ($8,966,098) 1 Other Financing Sources over Expenditures and Other Financing Uses Equity Beginning of Period $7,809,015 - ($152,099) $11,408,292 $0... $19,065,208 Prior Year Adjustments 7 77'_$0 $0 $0 $0 $0 .{ Residual Equity Transfers $0 $0 $0 $0 $0 ; Other(Explain) ... .....-$0..- .. $0 $U. $0_.I . .... $0 Equity,End of Period $685,360 ($1,496,789) $10,910,539 $0 _$10,099,110 Other Financing Sources(Uses)-Consolidated Page 2 3/28/2012 H r+ CD 00 i J 0C Redevelopment Agency Of The City Of Huntington Beach Redevelopment Agencies Financial.Transactions Report = Detailed Summary of Footnotes For Fiscal Year 2011-12 Forms Column Additional Details Footnotes Pro ect Areas Re ott - - --- - New Indebtedness .. A PROJECT AREA NAME City Council rescinded the ='Huntington Beach time limit to incur debt on Redevelopment Project July 15,2002 with Ordinance Area No.1' No.3566 Agency Long-Term Debt Purpose of Issue A BOND—TYPE='US'and Section 108 Loan refinanced YEAR—AUTHORIZATION= in FY 2009/10 with the 2000 and Department of Housing and PURPOSE—ISSUE='New Urban Development Loan'and PROJECT—AREA—NAME= 'Huntington Beach Redevelopment Project Area No.1' Footnotes Page 1 3/29/2012 Item 8. - 79 HB -200- RDA Reporting System- Confirmation Page 1 of 1 Confirmation of Redevelopment Agency On-Line Filing of Annual HCD Report FY: Fiscal Year: 2011/2012 FM: Redevelopment Agency: HUNTINGTON BEACH Agency Administrator: Denise Bazant Date: 03/29/2012 Time: 04:57 pm TO: State Controller Division of Accounting and Reporting Local Government Reporting Section P.O.Box. 942850 Sacramento, CA 94250 This notice is automatically generated by HCD's On-Line Reporting System.The purpose is to file with the State Controller's Office verification the redevelopment agency has complied with Health and Safety Code (H&SC) Section 33080(a)and submitted the annual HCD report required by H&SC Section 33080.1. HCD Notification: For the Fiscal Year 2009-2010 Supplemental Education Revenue Augmentation Fund (SERAF) payment, the agency: 0 Did use revenuelfunds that reduced the amount available to the Housing Fund 0 Did not use revenue/funds that reduced the amount available to the Housing Fund To the best of my knowledge the representations made above and the agency information reported are correct. 03/29/2012 - Date Signature of Authorized Agency Representative Bob Hall 714-536-5582 Deputy City Manager/Deputy Executive Director Telephone-Number Title https:gsswl.hcd.ca.gov/RDA/showLockLetter-i HB -201- 3/Item 8. - 80 CALIFORNIA DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT REDEVELOPMENT AGENCY ANNUAL HOUSING ACTIVITY REPORT FY ENDING: 09 / 30 / 2011 Agency Name and Address: County of Jurisdiction: Redevelopment Agency of the City of Huntington Beach Orange 2000 Main Street, 5th Floor Did the Agency pay SERAF from LMIHF? Huntington'Beach, CA 92648 ®Yes ❑No Health&Safety Code Section 33080.1 requires agencies(RDAs)to annually report on their Low&Moderate Income Housing Fund and housing activities for the Department of Housing and Community Development(HCD)to report on RDAs'activities in accordance with Section 33080.6. Please answer each question below. Your answers determine how to complete the HCD report. 1. Check one of the items below to identify the Agency's status at the end of the reporting period: ❑ New(Agency formation occurred during reporting_year. No financial transactions were completed). ❑x Active(Financial and/or housing transactions occurred during the reporting year) ❑ Inactive(No financial and/or housing transactions occurred duringthe he reporting,). ONLY COMPLETE ITEM 7 ❑ Dismantled(Agency adopted an ordinance and dissolved itself before start of reporting year). ONLY COMPLETE ITEM 7 2. During Mportingyear,how many adopted project areas existed? 2 Of these,how many were merged during_year? 0 If the agency has one or more adopted project areas complete SCHEDULE HCD-A for each protect area. If the agency has no adopted project areas DO NOT complete SCHEDULE HCD-A(refer to next question. 3. Within an area outside of any adopted project area(s): (a)did the agency destroy or remove any dwelling units or displace any households over the reporting period,(b)does the agency intend to displace any households over the next reporting period,(c)did the agency permit the sale of any owner-occupied unit prior to the expiration of land use controls over the reporting period,and/or (d)did the agency execute a contract or agreement for the construction of any affordable units over the next two years? ❑ Yes(any question). Complete SCHEDULE HCD-B. ® No(all questions). DO NOT complete SCHEDULE HCD-B(refer to next question). 4. Did the agency's Low&Moderate Income Housing Fund have any assets during the reporting period? © Yes. Complete SCHEDULE HCD-C. ❑ No. DO NOT complete SCHEDULE HCD-C. 5. During the reporting period,were housing units completed within a project area and/or assisted by the agency outside a project are4 El Yes. Complete all applicable HCD SCHEDULES DI-D7 for each housing project completed and HCD SCHEDULE E. ❑ No. DO NOT complete HCD SCHEDULES DI-D7 or HCD SCHEDULE E. 6. Specify whether method A and/or B was used to report financial and housing activity information to HCD: ❑ A. Forms. All required HCD SCHEDULES A.B,C,D 1-D7,and E are attached. KI B. On-line(http://www.hcd.ca.gov/rda1)"Lock Report"date: March 29, 2012 HCD SCHEDULES not required. (loch date is shown under `Aad pin"Area and"Report Change History') 7. To the best of my knowledge: (a)the representations n e above j�gency information reported are correct. March 29, 2012 �_ ' Date at relo Aut ioiiuetdNtA nc-6EIve n irector/ g r Title 714-536-5582 Telephone Number • IF NOT REQUIRED TO REPORT,SUBMIT ONLYA PAPER COPY OF THIS PAGE. • IF REQUIRED TO REPORT,AND REPORTING BY USING PAPER FORMS(IN PLACE OF REPORTING ON-LINE),SUBMIT THIS PAGE AND ALL APPLICABLE HCD FORMS(SCHEDULES A-E)WITH A COPY OF AGENCY'S AUDIT. • IF REPORTING ON-LINE,PRINT AND SUBMIT"CONFIRMATION LETTER"UPONLOCKING REPORT • MAIL A COPYOF(a)CONFIRMATIONLETTER(IF HCD REPORT WAS ELECTRONICALLY FILED)OR(h)COMPLETED FORMSAND(c)AUDIT REPORT TO BOTHHCD AND THE SCO. Department of Housing& Community Development The State Controller Division of Housing Policy Division of Accounting and Reporting Redevelopment Section Local Government Reporting Section 1800 3i°Street,Suite 430 3301 C Street Suite 500 Sacramento,CA 95814 Sacramento, CA 95816 Redevelopment Agency Annual Report-Fiscal Year 2010-2011 HCD-Cover -' 7-22-11) Page 1 of 1 Item 8. - 81 HB -202- California Redevelopment Agenc,,_ Fiscal Year 201112012 ProjectArea Contributions to Low and Moderate Income Housing Funds Sch A Project Area Summary Report HUNTINGTON BEACH Amount Tax/ncr. Percent Total ProjectArea 100%of Tax 20%Set Aside Taxincrement Amount Suspended Depositedto of Tax Repayment Other Deposited to Increment Requirement Allocated Exempted and/or Deferred Hsng Fund Incr Dep Deferrals Income Housing HUN77NGTON BCH REDEV $18,026,489 $3,605,298 $3,605,298 $0 $0 $3,605,298 20.00% $0 $0 $3,605,298 PRJCT(MRGED) SO-EASTCOASTAL $321 $64 $64 $0 $0 $64 19.94% $0 $0 $64 REDEVELOP PRJCT Agency Totals: $18,026,810 $3,605,362 $3,605,362 $0 $0 $3,605,362 20% $0 $0 $3,605,362 Note:Print this report in Landscape Orientation(Use the Print Icon just above,then Properties then Landscape) b� r� 0 w H Page 1 of 1 03129112 CD 00 00 N California Redevelopment Agencies-Fiscal Year 201112012 Project Area Contributions to Low andModerate Income Housing Fund Sch A Project Area Financial information Agency HUNTINGTON BEACH Address 2000 Main St.5th Floor Huntington Beach CA 92648-2702 Project Area HUNTINGTON BCH REDEV PRJCT(MRGED) Type: Inside Project Area Status: Active Plan Adoption: 1996 Plan Expiration Year. 2026 Amount Gross Tax Calculated Amount Amount Suspended Total % Cumulative Increment Deposit Allocated Exempted and/or Deferred Deposited Def. $18,026,489 $3,605,298 $3,605,298 $0 $0 $3,605,298 20.00% $0 Repayment $0 Category Total Additional Revenue $0 Total Housing FundDeposits for Project Area $3,605,298 rojectArea SO-EAST COASTAL REDEVELOP PRJCT Type: Inside Project Area Status: Active Plan Adoption: 2002 Plan Expiration Year: 2032 Amount Gross Tax Calculated Amount Amount Suspended Total % Cumulative Increment De os/t Allocated Exempted and/or Deferred Deposited Def. $321 $64 $64 $0 $0 $64 19.94% $0 Repayment $0 Category Total Additional Revenue $0 Total Housing Fund Deposits for Project Area $64 Agency Totals For All Project Areas: Amount Gross Tax Calculated Amount Amount Suspended Total % Cumulative Increment Deposit Allocated Exempted and/or Deferred Def. Deposited $18,026,810 $3,605,362 $3,605,362 $0 $0 $3,605,362 20% $0 Total Additional Revenue from Project Areas: $0 Total Deferral Repayments: $0 Page 1 of 2 03129112 Item 8. - 83 HB -204- California Redevelopment Agencies-Fiscal Year 201112012 Project Area Contributions to Low and Moderate income Housing Fund Sch A Project Area Financial Information Total Deposit to Housing Fund from Project Areas: $3,605,362 Page 2 of 2 03/29/12 HB -205- Item 8. - 84 California Redevelopment Agencies-Fiscal Year 201112012 Sch AB Project Area Program Information HUNTINGTON BEACH rojectArea: HUNTINGTON BCH REDEV PRJCT (IVIRGED) FUTURE UNIT CONSTRUCTION ----- - - --- - - --- - --- - - --- --- - - - - - - - - - - - - - - - - --- - -- - - Estimated Execution Completion Contract Name Date Date Very Low Low Moderate Total Amstar Red Oak 01/01/13 01/01/15 0 0 0 0 Beach&Warner Mixed Use Project 01/01/14 01/01/16 0 0 0 0 Bella Terra 11 01/01/13 01/01/15 28 0 43 71 Boardwalk 01/01/13 01/01/15 10 0 47 57 rojectArea: OUTSIDE PROJECT AREA FUTURE UNIT CONSTRUCTION --------- - - - - - --- - - - - --- - - - - - ----- --- - ----- - - - ----- - - - - - Estimated Execution Completion Contract Name Date Date Very Low Low Moderate Total Habitat-Patterson 09/06/11 07/01/12 1 1 0 2 Pacific Sun 04/19/10 04/01/12 6 0 0 6 Page 1 of 1 03129112 Item 8. - 85 HB -206- California Redevelopmt,..Agencies-Fiscal Year 2011/2012 Status of Low and Moderate Income Housing Funds Sch C Agency Financial Summary HUNTINGTON BEACH Adjusted Project Agency Net Other Total *Unen- Unen- Unen- Beginning Area Other Total Resources Housing Housing Encum- cumbered cumbered cumbered Balance Receipts Revenue Expenses Available Fund Assets Fund Assets brances Balance Designated Not Dsgntd $10,045,678 $3,605,362 $129,113 $4,232,228 $9,547,925 $1,362,614 $10,910,539 $223,351 $9,324,574 $0 $9,324,574 Expenses Debt Service Planning and Property Subsidies Total Administration Acquisition Costs 2011/2012 $407,000 $581,159 $1,965,827 $1,278,242 $4,232,228 b� N 0 *The Unencumbered Balance is equal to Net Resources Available minus Encumbrances Note:Print this report in Landscape Orientation (Use the Print Icon just above,then Properties then Landscape) Page 1 of 1 03129112 CD 5 DO DO 01 California Redevelopment Agencies- Fiscal Year 201112012 Status of Low and Moderate Income Housing Funds Sch C Agency Financial and Program Detail HUNTINGTON BEACH Beginning Balance $10,045,678 Adjustment to Beginning Balance $0 Adjusted Beginning Balance $10,045,678 Total Tax increment From PAW $3,605,362 Total Receipts from PA(s) $3,605,362 Other Revenues not reported on Schedule A $129,113 Sum of Beginning Balance and Revenues $13,780,153 Expenditure item Subitem Amount Remark Debt Service Debt Principal Payments City/County Advances &Loans $407,000 Subtotal of Debt Service $407,000 Planning and Administration Costs Administration Costs $399,928 Professional Services $181,231 Subtotal of Planning andAdministratfon Costs $581,159 Property Acquisition Other $1,965,827 $1,965,827 loans to nonprofit developers for purchase/rehabilitatio n activities Subtotal of Property Acquisition $1,965,827 Subsidies from the LMIHF 1st7ime Homebuyer Down Payment $1,278,242 Assistance Subtotal of Subsidies from the LM►HF $1,278,242 Total Expenditures $4,232,228 Net Resources Available $9,547,925 Page 1 of 3 03129112 Item 8. - 87 HB -208- California Redevelopment Agencies- Fiscal Year 201112012 Status of Low and Moderate Income Housing Funds Sch C Agency Financial and Program Detail HUNTINGTON BEA CH Indebtedness For Setasides Deferred $0 Other Housing Fund Assets Ca te_gorY Amount Remark ERAF Total Receivable $0 Loan Receivable for Housing Activities $1,362,614 Total Other Housing Fund Assets $1,362,614 Total Fund Equity $10,910,539 200712008 $3061826 200812009 $3405601 sum of 4 Previous Years'Tax Prior Year Ending Excess Surplus for 200912010 $3677087 Increment for 201112012 Unencumbered Balance 201112012 201012011 $3637259 $13781773 $10,045,753 $0 Sum of Current and 3 Previous Years'Tax Increments $14,325,309 Adjusted Balance $9,324,574 Excess Surplus for next year $0 Net Resources Available $9,547,925 Unencumbered Designated $0 Unencumbered Undesignated $9,324,574 Total Encumbrances $223,351 Unencumbered Balance $9,324,574 Unencumbered Balance Adjusted for Debt Proceeds $0 Unencumbered Balance Adjusted for Land Sales $0 Excess Surplus Expenditure Plan No Excess Surplus Plan Adoption Date Site Improvement Activities Benefiting Households Income Level Low Very Low Moderate Total Land Held for Future Development Site Name Num Of Zoning Purchase Estimated Acres Date Start Date Remark Page 2 of 3 03129112 HB -209- Item 8. - 88 California Redevelopment Agencies- Fiscal Year 201112012 Status of Low and Moderate Income Housing Funds Sch C Agency Financial and Program Detail HUNTINGTON BEACH Use of the Housing Fund to Assist Mortgagors Requirements Completed Income Adjustment Factors Hope $ Home Is Non Housing Redevelopment Funds Usage Resource Needs LMIHF DepositsM!thdrawls Document Document Custodian Custodian Copy Name Date Name Phone Source ED 09-33 06-JUL-09 City of Huntington (714)536-5404 City Clerk Beach Achievements Description Page 3 of 3 03/29/12 Item 8. - 89 Hs -210- California Redevelopment Agencies-Fiscal Year 201112012 Sc6 D General Project Information HUNTINGTON BEACH Page 1 of 1 0129/12 HB -211- Item 8. - 90 SCHEDULE HCD E CALCULATION OF INCREASE IN AGENCY'S INCLUSIONARY OBLIGA TION FOR ACTIVITIES (This Form is Information Only:Actual Obligation is based on Implementation Plan) Report Year: 2011/2012 Agency., HUNTINGTON BEACH NOTE: This form is a summary of the totals of all new construction or substantial rehabilitation units from forms HCD-D7 which are developed in a project area by any entity(agency or non-agency). PART [H&SC Section 33413(b)(1)) AGENCY DEVELOPED 1. New Units 0 2.Substantially Rehabilitated Units 0 3. Subtotal- Baseline of Units(add line 1 &2) 0 4.Subtotal of InclusionaryObligation Accrued this Year for Units(line 3 00%) 0 5.Subtotal of InclusionaryObligation Accrued this year for Ver�-Low Income Units(line 4 x50%) 0 PART II [H&SC Section 33413(b)(2)) NON-AGENCY DEVELOPED UNITS 6. New Units 0 7. Substantially Rehabilitated Units 0 8.Subtotal- Baseline of Units(add lines 6&7) 0 9. Subtotal of InclusionaryObligation Accrued this year for Units(line 8 x 15%) 0 10. Subtotal of InclusionaryObligation Accrued this year for Very Low Income Units(line 9 x40%) 0 PART III TOTALS 11.Total Increase in Inclusionary Obligations During This Fiscal Year (add line4&9) 0 12.Total Increase in Very Low Income Units Ind usionary Obligations During This Fiscal Year(add line 5&10) p CallforrdaRedevalopmenlAgencles-FlscalYear 2011/2012 schedide a(11101) 03/29/2012 'Tolels rnsybe impacted byrounr4ng Page 1 of 1 Item 8. - 91 HB -212- _ CITY OF HIJNTING'ION BEACH Finance Department ! s�M Lori Ann Farrell r Director of Finance County of Orange Auditor Controller Attention:Frank Davies,Property Tax Accounting P.O.Box 567 Santa Ana,CA 92702-0567 Statements of Indebtedness for Tax Year 2011-12 Dear Mr.Davies, Enclosed are the Statement of Indebtedness reports for the Redevelopment Agency of the City of Huntington Beach for fiscal year ended June 30,2011. If you need additional information.,I can be reached via e-mail at jlockhart@surfciV hb.org or by phone at 714-53 6-5506. Sincerely, i net Lockhart Senior Administrative Analyst enclosures 2000 Main Street, California 92648-2702 Phone 714-536-5630�Fax 714-374-1571 www.huntingtonbeachca.gov HB -21 3- Item 8. - 92 H CD Co STATEMENT OF INDEBTEDNESS -CONSOLIDATED w FILED FOR THE 2011-12 TAX YEAR REDEVELOPMENT AGENCY FOR THE CITY OF HUNTINGTON BEACH MERGED PROJECT AREA Current Balance Carried Forward From: Total Principallinterest Line Oustandina Debt Due During Tax Year Fiscal Period-Totals From Form ATotals 1 565,280,978 28,971,406 (Optional) Post Fiscal Period-Totals From Form 13 Totals 2 1,600,000 6,795,749 Grand Totals 3 566,880,978 35,767,156 Available Revenues y s-f '0r r�- From Calculation of Available Revenues, Line 7 4 $2,923,514 �, Net Requirement 5 563,957,464 Consolidate on this form all of the data contained on Form A and B(including supplemental pages).Form A is to include all indebtedness entered into as of June 30 of the Fiscal Year.Form B maybe filed at the option of the agency,and is to r�> include indebtedness entered into post June 30 of the Fiscal Year,pursuantto Health and Safety Code Section 33675(c)(2). This is optional for each agency and is not a requirement for filing the Statement of Indebtedness.The Reconciliation Statement is to include indebtedness form Form A only. Certification of Chief Financial Officer: Pursuant to Section 33675(b)of the Health and Safety Code. Lori Ann Farrell Director of Finance 1 hereby certify that the above is a true and accurate Statement Name Title of Indebtedness for the above named agency. C� �7`' 13. 124 04 -' ` d 6 Signature Date REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH MERGED PROJECT AREA TAX YEAR 2011A2 RECONCILIATION DATES: JULY 1, 2010 TO JUNE 30, 2011 1. Beginning Balance,Available Revenues $13,195,800 (See Instructions) 2. Tax Increment Revenues-Gross 18,641,520 All Tax Increment Revenues,to include any Tax Increment passed through to other local taxing agencies. 3. All other Available Revenues Received $34,109 (See Instructions) 4. Revenues from any other source, included 23,491 in Column E of the Reconciliation Statement, but not Included in(1.3 )above 5. Sum of Lines 1 through 4 $31,894,920 6. Total amounts paid against Indebtedness 28,971,406 In previous year.(D+ E on Reconciliation Statement) 7. Available Revenues,End of Year(5-6) $2,923,514 FORWARD THIS AMOUNT TO STATEMENT OF INDEBTEDNESS, COVER PAGE, LINE 4 NOTES Tax Increment Revenues: The only amount(s)to be excluded as Tax Increment Revenue are any amounts passed through to other local taxing agencies pursuant to Health and Safety Code Section 33676.Tax Increment Revenue set-aside In the Low and Moderate Income Housing Fund will be washed in the above calculation, and therefore omitted from Available Revenues at year end. Item 4. above: This represents payments form any source other than tax Increment OR available revenues. For Instance, an agency funds a project with a bond Issue.The previous SOI Included a Disposition Development Agreement(DDA)which was fully satisfied with these bond proceeds. The DDA would be shown on the Reconciliation Statement as fully repaid under the"other"column (Col E), but with funds that were neither tax Increment, nor"Available Revenues" as defined. The amounts used to satisfy this DDA would be Included on line 4 above In order to accurately determine ending"Available Revenues." HB -21 s- Item 8. - 94 CD STATEMENT OF INDEBTEDNESS - FISCAL YEAR INDEBTEDNESS °O FILED FOR THE 2011-2012 TAX YEAR Form A Page 1 of 4 THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH MERGED PROJECT AREA For Indebtedness Entered into as of June 30,2011 Original Data Current Interest Total Total Principal/Interest Debt Indentification Date Principal Term Rate Interest Outstanding Debt Due During Tax Year A General Fund Advance 1985/86 2,015,086 3.81% 1,394,831 708,032 182,669 13 General Fund Advance 1986/87 751,988 3.81% 700,538 381,323 98,381 C General Fund Advance 1987/88 4,093,298 3.81% 3,850,902 1,442,921 372,268 D General Fund Advance 1988/89 4,033,406 3.81% 4,910,760 2,319,882 598,521 E General Fund Advance 1989/90 1,759,835 3.81% 1,626,292 584,071 150,688 F General Fund Advance 1990/91 4,867,001 3.81% 5,586,131 1,757,147 453,337 Z G General Fund Advance 1991/92 698,250 3.81% 733,597 262,522 67,730 to H General Fund Advance 1992/93 250,116 3.81% 194,643 88,984 22,957 I General Fund Advance 1993/94 113,656 3.81% 101,832 72,254 18,642 J General Fund Advance 1994/95 3,088,374 3.81%1 3,131,600 91,461 23,596 K Water Fund Advance 1986/87 138,000 3.81% 401,746 535,686 - L Water Fund Advance 1987/88 1,000,000 3.81% 2,660,771 3,427,590Total - 'ti..' Ll his Page . Eb , 1,671,873 1,988,789€ Purpose of Indebtedness: (A) General and Administrative (G) General and Administrative (B) General and Administrative (H) General and Administrative (C) General and Administrative (1) General and Administrative (D) General and Administrative (J) General and Administrative (E) General and Administrative (K) Construction of Water Improvements (F) (--neral and Administrative 11 1 Construction of Water Improvements STATEMENT OF INDEBTEDNESS -FISCAL YEAR INDEBTEDNESS FILED FOR THE 2011-2012 TAX YEAR Form A Page 2 of 4 THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH MERGED PROJECT AREA For Indebtedness Entered into as of June 30,2011 Original Data Current Interest Total Total Principal1lnterest Debt Indentification Date Principal Term Rate Interest Outstanding Debt Due During Tax Year A B Drainage Fund Advance 1987/88 250,000 3.81% 642,631 639,443 - C General Fund Blufftop Advance 1987/88 50,000 3.81% 95,649 17,568 4,534 D Land Sales 1983/84 405,536 3.81% 469,956 781,179 31,537 E Land Sales 1987/88 1,228,381 3.81% 1,642,098 2,366,215 95,525 (F) Land Sales 1988/89 29,002,000 3.81% 29,696,690 49,830,157 2,011,667 G Land Sales 1989/90 2,267,000 3.81% 2,487 167 3,879,676 166,624 b� N H Land Sales 1991/92 3,064,730 3.81% 3,111,388 4,371,110 176,464 Sewer Fund Advance 1989/90 175,000 3.81% 360,337 265,329 - Low Income Housing Loan J Property Acquisition 1994/95 1,362,500 3.81% 1,362,600 - General Fund Advance 1995/96 3,059,414 3.81% 962,797 683,501 176,340 Total ,. i This Page 64,196,679 2 652,691 Purpose of Indebtedness: (A) (G) Land Sold by City to Agency (B) Drainage Improvements (H) Land Sold by City to Agency (C) Blufftop Park Purchase (1) Sewer Improvements (D) Land Sold by City to Agency (J) Property Aquisition r* (E) Land Sold by City to Agency (In General and Administrative CD (F) Land Sold by City to Agency Do 01 CD STATEMENT OF INDEBTEDNESS -FISCAL YEAR INDEBTEDNESS O0 FILED FOR THE 2011-2012 TAX YEAR Form A ' Page 3 of 4 J THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH MERGED PROJECT AREA For Indebtedness Entered into as of June 30,2011 Origin I Data Current Interest Total Total Priincipalllnterest Debt Indentification Date Principal Term Rate Interest Outstanding Debt Due During Tax Year LAI Land Sale Emerald Cove 1988/89 1,740,834 3.81% 2,768,564 5,267,410 - B Deferred Developer's Fees 1989/90 339,202 3.81% 608,134 731,849 - C Mayer DDA 1990/91 4,073,156 1996/97 393,619 6,159,708 344,864 D Section 108 Loan-Refunded 2000/011 6,000,000 7.70% - - 5,676,784 (E) 2002 Tax Allocation Refunding Bonds 2002/03 20,900,000 22 yrs 2%-5% 11,592,171 19,231,583 1,621,718 Low&Moderate Income Set-Aside 1992/93 N/A Open 112,471,493 3,746,374 x G 1999 Tax Allocation Refunding Bonds 1998/99 10,835,000 25 Yrs 3%-5.05% 7,036,448 8,809,323 735,189 H Bella Terra Parkin 2006/07 15,349,567 18 yrs 6.94% 12,037,157 14,076,369 151,091 I CIM DDA Parking&Infrastructure 2008/09 7,900,000 25 yrs 7.00% 8,005,076 14,675,529 1,229,547 J CIM DDA-Additional Parkin 2008/09 950,000 25 yrs 10.00% 767,178 1,138,436 578,742 K Section 108 Loan-NEW 2009/10 6,000,000 8 vrs 2.3%-3.3% 4,409,560 4,155,513 487,230 (L) HELP Bowen Court Loan-NEW 2003 500,000 10 rs 3.00% 500,000 - Total .• This Page i�'�;{�;vt'����?�,,''�,.'.�',i;:�3.�1)j�,.��' . Purpose of Indebtedness: (A) Land Sale from City of Emerald Cove (G) Defeasance of Portion of the HBFFA Advance (B) Deferred Fees-Emerald Cove (H) Bella Terra Parking (C) Relocate Mobile Home Park (1) CIM DDA Parking&Infrastructure (D) Federal Loan for Capital Improvements-Refunded (J) CIM DDA Additional Parking (E) Defeasance of Final Portion of the HBFFA Advance (K) Federal Loan for Capital Improvements (F) Lo"r&Moderate Invome Set Aside (1 ' Senior Rental Complex-Deferred for 10 yrs STATEMENT OF INDEBTEDNESS - FISCAL YEAR INDEBTEDNESS FILED FOR THE 2011-2012 TAX YEAR Form A Page 4 of 4 THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH MERGED PROJECT AREA For Indebtedness Entered into as of June 30,2011 Ori inal Data Current Interest Total Total Principal/interest Debt Indentification Date Princi al Term Rate Interest Outstanding Debt Due During Tax Year A Merged Project CIP-NEW 2010 128,426,842 20 yrs 3.81% 57,404,098 185,829,940 - 4.75%- B Emerald Cove Sr.A is-NEW 2009 1 5,170,931 13 yrs 5.5% 1,490,390 4,460 314 710,617 C Bella Terra Parking Phase II-NEW 2010/11 27,205,084 25 yrs 4.00% 10,205,084 27,205,084 - D Pacific City -NEW 2010/11 5,500,000 20 yrs 0.00% - 51500,000 E SERAF(2009/10) 2609/10 5,379,510 1 - 5,379,510 F SERAF(2010/11) 2010111 1,107,546 - 1,107,546 G SERAF(2009/10)recognized as obligation 2009/10 5,379,510 - - 5,379,510 N `O H SERAF(2010/11)recognized as obligation 2010/11 1,107,546 - - 1,107,546 1 Pass through Agreement 72,712,820 2,284 631 J Admin&Arbitrage Expenses L276,083 Sub Total .:� } This Page I ( 302,195,214 9,758,387 � �� '� �,y• r Total Forward i rA r• r From er Pages 'X 263,085,764 19,213,019 Totals, Fiscal Year Indebtedness N a u =tr'� (i ',' c ,„. ', r._ .iti °�w :;.,f? r;it o. t^`W;�t k.i:�:ti ._,� 565,280,978 28,971,406 Purpose of Indebtedness: (A) Merged Project Capital Improvement Program (F) SERAF FY 2010/11 Payments CD (B) Emerald Cove Senior Apartments (G) SERAF recognized as obligation 5 (C) Bella Terra Parking phase II (H) SERAF recognized as obligation op (D) Pecifiic City (1) Pass Through Agreements i (E) SERAF FY 2009/10 Payments (J) Administrative and Arbitrage Expenses 00 - STATEMENT OF INDEBTEDNESS - POST FISCAL YEAR INDEBTEDNESS ONLY O° FILED FOR THE 2011-2012 TAX YEAR Form B ' (Optional) THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH MERGED PROJECT AREA For Indebtedness Entered into Post June 30,2011 as of September 30,2011 Original Data Current Interest Total Total Principal/Interest Debt Indentification Date Principal Term Rate Interest Outstanding Debt Due During Tax Year A Conditional Reimbursement Agreement 8/1/11 8,395,749 n/a n/a 1,600,000 6,795 749 (B) C D E F G N H N a J K I_ Total :• ' "�1. 9-111,4. y „�.Yti`,1 0 6,795,749 Thois Pages ,y.Rix +�,,. _ 1 600,0 0 h Purpose of Indebtedness: (A) Funding for Opt-In Payments Pursuant to ABX1 27 (G) (B) (H) (C) (1) (D) (J) (E) (K) (F) t RECONCILIATION STATEMENT-CHAv4GES IN INDEBTEDNESS Redevelopment Agency of the City of Huntington Beach Page 1 of 4 Merged Project Area Reconciliation Dates: From July 1,2010 To June 30,2011 Tax year 2011-12 A B C 1) E F Debt Indentification: Oustanding Debt Adjustments Amounts Paid Against Remaining Sol,page and line: Brief All Beginning Increases Decreases Indebtedness,from: Balance PriorYr ICurrentYr Description Indebtedness (Attached Explanation) (Attached Explanation Tax Increment Other Funds A+B-C-D-E) Pg. 1 Pg. 1 Line A Line A General Fund Advance 869,910 20,791 182,669 708,032 Pg. 1 Pg. 1 Line B Line B General Fund Advance 468,507 11,197 98,381 381,323 Pg. 1 Pg. 1 Line C Line c General Fund Advance 1,772,819 42,370 372,268 1,442,921 Pg. 1 Pg. 1 Line D line D General Fund Advance 2,850,282 68,121 598,521 2,319,882 Pg. 1 Pg. 1 Line E Line E General Fund Advance 717,608 17,151 150,688 584,071 Pg. 1 Pg. 1 Line F Line F General Fund Advance 2,158,887 51,597 453,337 1,757,147 Pg. 1 Pg. 1 Line G Line G General Fund Advance 322,543 7,709 67,730 262,522 Pg. 1 Pg. 1 Line H line H General Fund Advance 109,328 2,613 22,957 88,984 Pg. 1 Pg. 1 Line I Line I General Fund Advance 88,774 2,122 18,642 72,254 Pg. 1 Pg. 1 N Une .1 Line J General Fund Advance 112,371 2,686 23,596 91,461 Pg. 1 Pg. 1 Line K Line K Water Fund Advance 523,182 12,504 - 535,686 Pg. 1 Pg. 1 Line L Line L Water Fund Advance 3,347,583 80.007 - 3,427,590 TOTAL THIS PAGE 1 13,341,794 1 318,868 1 988,789 - 11,671,873 CD 0 i O H r-r- CD RECONCILIATION STATEMENT-CHANGES IN INDEBTEDNESS Redevelopment Agency of the City of Huntington Beach Page 2 of 4 Merged Project Area �—' Reconciliation Dates: From July 1,2010 To June 30, 2011 Tax year 2011-12 A B C D E F Debt lndentiflcation: Oustanding Debt Adjustments Aimunts Paid Against Remaining Sol,page and line: Brief All Beginning Increases Decreases Indebtedness,from: Balance PdorYr lCurrentYr Description Indebtedness (AttachedExplanation) (Attached Explanation) Tax Increment Other Funds (A+B-C_D.E) Pg. 2 Pg. 2 Line A Line A Drain a a Fund Advance 624,517 14,926 639,443 Pg. 2 Pg. 2 Line B Line a General Fund Blufftop Advance 21,586 516 4,534 17,568 Pg. 2 Pg. 2 Line C Line C Land Sales 793,745 18,971 31,537 781,179 Pg. 2 Pg. 2 Line D Line D Land Sales 2,404,278 57,462 95,525 2,366,215 Pg. 2 Pg. 2 Line E Line E Land Sales 50,631,726 1,210,098 2,011,667 49,830,157 Pg. 2 Pg. 2 Line F Line F Land Sales 3,942,085 94,216 156,624 3,879,676 Pg. 2 Pg. 2 Line G Line G Land Sales 4,441,424 106,150 176,464 4,371,110 Pg. 2 Pg. 2 Line H Line H Sewer Fund Advance 259,136 6,193 265,329 Pg. 2 Pg. 2 Line 1 Line I Ca tial Fund Advance - - Pg. 2 Pg. 2 Low Income Housing-Property Line J Line J Acquisition 1,362,500 1,362,500 N N Pg. 2 Pg. 2 Line K Line K General Fund Advance 839,770 20,071 176,340 683,501 Pg. 2 Pg. 2 Line L Line L Land Sale Emerald Cove 5,144,457 122,953 5-,267,410 Pg. 2 Pg. 2 Line M Lane M Deferred Developer's Fees 714,766 17,083 731,849 TOTAL THIS PAGE 71,179,990 1,668,639 - 2,652.691 - 70,195,938 RECONCILIATION STATEMENT-CHAP-IGES IN INDEBTEDNESS Redevelopment Agency of the City of Huntington Beach Page 3 of 4 Merged Project Area Reconciliation Dates: From July 1,2010 To June 30,2011 Tax year 2011-12 A B C D E F Debt indentfication: Oustanding Debt Adjustments Amounts Paid Against Remaining Sol,page and line: Brief All Beginning Increases Decreases Indebtedness,from: Balance PriorYr ICurrentYr Description Indebtedness Attached Explanation (Attached Explanation) Tax Increment Other Funds (A+B-C-D-E) Pg. 3 Pg. 3 Line A Line A Section 108 Loan Refinanced 5,676,784 5,676,784 - Pg. 3 Pg. 3 Line B Line B Mayer Loan 6,504,572 - 344,864 6,159,708 Pg. 3 Pg. 3 Line C Line c 2002 Tax Allocation Refund Bond 20,853,300 1,587,609 34,109 19,231,583 Pg. 3 Pg. 3 Line D Line D Low&Moderate Income Set-Aside 39,637,666 76,580,201 3,746,374 112,471,493 Pg. 3 Pg. 3 Line E Line E 1999 Tax Allocation Refund Bond 9,544,512 735,189 8,809,323 Pg. 3 Pg. 3 Line F Line F Bella Terra Parkin -Phase l 14,227,460 - 151,091 14,076,369 Pg. 3 Pg. 3 Line G Line G CIM DDA Parking&Infrastructure 16,235,367 330,291 1,229,547 14,675,529 Pg. 3 Pg. 3 Line H Line H CIM DDA Additional Parkin ) 986,886 730,292 578,742 1,138,436 Pg. 3 NEW Line I Section 108 Loan-NEW 4,642,743 487 230 4,155,513 Pg 3 N NEW Line .i HELP Bowen Court-NEW 500,000 - 500,000 N W Pg. 3 NEW Line K Mer ed Pro'ect CIP-NEW 185,829,940 - 185,829,940 Pg. 3 NEW I Line L Emerald Cove Sr.Apts-NEW 5,170,931 710,617 4,460,314 Pg. 3 New Line M Bella Terra Parking-Phase II-NEW 27,205,084 27,205,084 TOTAL THIS PAGE 113,666,547 300,659,191 330,291 15,248,047 34,109 398,713,291 r+ fD 00 i O RECONCILIATION STATEMENT-CHANGES IN INDEBTEDNESS PAGE 4 OF 4 pp Redevelopment Agency of the City of Huntington Beach Merged Project Area Reconciliation Dates: From July 1, 2010 To June 30,2011 Tax year 2011-12 A B C D E F Debt Indentiflcatiow Outstanding Debt Adjustments Amounts Paid Against Remaining Sol,page and line: Brief All Beginning Increases Decreases Indebtedness,from: Balance Prior Yr. Current Yr. Description Indebtedness (Attached Explanation) (Attached Explanation) Tax Increment Other Funds (A+B-C-D-E) Pg. 4 NEW Line A Pacific City-NEW 5,500,000 - 5,500,000 Pg. 4 Pg. 4 Line A Una B Pass Through Agreements 74,997,451 2,284,631 72,712,820 Pg. 4 Pg. 4 Line D Line C Admin Expenses 272,698 272,698 - Pg. 4 Pg. 4 Line. B Line D Arbitrage 3,385 3,385 - Pg. 4 NEW Line E SERAF 2009-10 Low/Mod Inc 3,227,706 3,227,706 - Pg. 4 NEW Line F SERAF 2009-10 RDA Debt Svc 2,151,804 2,151,804 - Pg. 4 NEW Line G To recognize SERAF as obligation 5,379,510 5,379,510 Pg. 4 NEW Line H SERAF(2010-11)Low/Mod Inc 700,000 700,000 - Pg. 4 NEW Line I SERAF 2010-11. RDA Debt Svc 407,546 407,546 - tz Pg. 4 N NEW Line J To recognize SERAF as obligation 1,107,546 1,107,546 -P TOTAL THIS PAGE - 93,747,646 - 9,047,770 - 84,699,876 TOTALS FORWARD 198,188,331 302,646,698 1 330,291 19,889,527 34,109 480,581,102 GRAND TOTALS 1 198,188,331 396,394,344 330,291 28,937,297 34,109 565.280,978 NOTE: This form is to reconcile the previous Statement of Indebtedness to the current one being filed.However,since the reconciliation period is limited by law to a July 1-June 30,fiscal year period,only those items included on the Sol Form A Is to be Included on this document To assist in following each item of Indebtedness from one Sol to the next,use page and line number references form each SO[that the item of Indebtedness is listed on.If the Indebtedness is new to this fiscal year,enter"new"in the"PriorYr."page and line columns.Column F must equal the current Sol,Form A Total Outstanding Debt column. RECONCILIATION STATEMENT- DESCRIPTION OF ADJUSTMENTS Redevelopment Agency of the City of Huntington Beach Merged Project Area Reconciliation Dates: From July 1, 2010 To June 30, 2011 Tax year 2011-2012 Reconciliation Sheet,page and Description of Adjustment Amount line: Pg. 1 Line A General Fund Advance Interest Paid 20,791 Pg. 1 Line B 11,197 Pg. 1 Line C 42,370 Pg. 1 Line D 68,121 Pg- 1 Line E 17,151 Pg. 1 Line F 51,597 Pg. i x Line G 7,709 Pg. 1 r > Line H 2,613 cNi, Pg. 1 Line 1 2,122 Pg. 1 Line J 2,686 Pg. 1 Line K Water Fund Advance Interest 12,504 Pg- 1 Line L Water Fund Advance Interest 80,007 Page 1 Totals t 318,868 r-i CD 00 O r+ 00 RECONCILIATION STATEMENT- DESCRIPTION OF ADJUSTMENTS Redevelopment Agency of the City of Huntington Beach Merged Project Area Reconciliation Dates: From July 1, 2010 To June 30, 2011 Tax year 2011-2012 Reconciliation Sheet,page and Description of Adjustment Amount line- Pg. 2 Line A Drainage Fund Advance-Interest Paid 14,926 Pg. 2 Line B General Fund Blufflop Advance-Interest Paid 516 Pg. 2 Line c Land Sales-Interest Paid 18,971 Pg. 2 Line D Land Sales-interest Paid 57,462 Pg. 2 Line E Land Sales-Interest Paid 1,210,098 Pg. 2 Line F Land Sales-Interest Paid 94,216 Pg. 2 Line G Land Sales-Interest Paid 106,150 Pg. 2 NLine H Sewer Fund Advance-Interest Paid 6,193 n Pg. 2 Line x General Fund Advance-Interest Paid 20,071 Pg. 2 Line L Land Sale Emerald Cove-Interest Paid 122,953 Pg. 2 Line M Deferred Develo ees Fees-Interest Paid 17,083 Page 2 Totals 1,668,639 RECONCILIATION STATEMENT- DESCRIPTION OF ADJUSTMENTS Redevelopment Agency of the City of Huntington Beach Merged Project Area Reconciliation Dates: From July 1, 2010 To June 30, 2011 Tax year 2011-2012 Reconciliation Sheet,page and Description of Adjustment Amount line: Pg. 3 Increase Low income Housing Set Aside based on computation provided in Line D July 14,2011 RDA workshop 76,580,201 Pg. 3 Line G CIM DDA Parking &Infrastructure -Correct Prior Year Outstanding Bal 330,291 Pg. 3 Line H CIM DDA Additional Parkin -Correct Prior Year Outstanding Bal 730,292 NEW Section 108 Loan-Legally binding and enforceable agreement for capital improvement ro'ects 4,642,743 NEW HELP Bowen Court-Loan borrowed by Agency for the senior rental complex 500,000 Merged Project CIP-Legally binding and enforceable agreement for the funding of specified NEW public infrastructure improvements and affordable housing projects. 185,829,940 Emerald Cove Sr.Apts-Legally binding and enforceable agreement for conveyance of Emerald' NEW Cove Sr.Apartments 5,170,931 Bella Terra Parking-Phase 1)-Legally binding and enforceable agreement for construction of a r� New 1467 mixed use unit project. 27,205,084 -.a Page 3 Totals 300,328,900 r+ CD 00 O 01 — r+ CD 00 RECONCILIATION STATEMENT - DESCRIPTION OF ADJUSTMENTS J Redevelopment Agency of the City of Huntington Beach Merged Project Area Reconciliation Dates: From July 1, 2010 To June 30, 2011 Tax year 2011-2012 Reconciliation Sheet,page and Description of Adjustment Amount line: Pacific City-Legally binding and enforceable agreement for future development of a new New communitv located at Pacific Coast Highway and First Street 5,500,000 Pg. 4 Adjust pass through agreement outstanding debt based on computation provided in the July 14, Line A 2011 RDA workshop 74,997,451 Pg. 4 Line D Report admin expenses incurred 272,698 Pg. 4 Lane s Report arbitrage expenses incurred 3,385 New Report SERAF 2009-10 Low/Mod Inc payment for fiscal year 2009/10 3,227,706 NEW Report SERAF 2009-10 RDA Debt Svc payment for fiscal year 2009110 2,151,804 NEW To recognize SERAF as obligation 5,379,510 t� N New SERAF 2010-11 Low/Mod Inc payment for fiscal year 2010/11 700,000 NEW SERAF 2010-11 RDA Debt Svc payment for fiscal year 2010/11 407,546 New To recognize SERAF as obligation 1,107,546 age 4 Totals 93,747,646 Grand Total 396,064,053 STATEMENT OF INDEBTEDNESS -CONSOLIDATED FILED FOR THE 2011-12 TAX YEAR REDEVELOPMENT AGENCY FOR THE CITY OF HUNTINGTON BEACH SOUTHEAST COASTAL PROJECT AREA Current Balance Carried Forward From: Total PrincipallInterest Line Oustanding Debt Due During Tax Year Fiscal Period-Totals From Form A, Page 1 Totals 1 10,834,695 61 (Optional) Post Fiscal Period-Totals From Form B Totals 2 - Grand Totals 3) 10,834,695 61 Available Revenues From Calculation of Available Revenues, Line 7 4 1,418,322 r�, Net Requirement 6 9,416,373 x Consolidate on this form all of the data contained on Form A and B(including supplemental pages).Form A is to include all indebtedness entered into as of June 30 of the Fiscal Year.Form B maybe filed at the option of the agency,and is to include indebtedness entered.into post June 30 of the Fiscal Year,pursuant to Health and Safety Code Section 33675(c)(2). This is optional for each agency and is not a requirementfor filing the Statement of Indebtedness.The Reconciliation Statement is to include indebtedness form Form A only. Certification of Chief Financial Officer. Pursuant to Section 33675(b)of the Health and Safety Code. Lori Ann Farrell Finance Director I hereby certify that the above is a true and accurate Statement Name Title of Indebtedness for the above named agency. ':S>%- /0^,-- Signature Date r+ 00 O 00 REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH Southeast Coastal Project Area TAX YEAR 2011-12 RECONCILIATION DATES: JULY 1, 2010 TO JUNE 30, 2011 1. Beginning Balance,Available Revenues $1,416,245 (See Instructions) 2.Tax Increment Revenues-Gross 307 All Tax Increment Revenues,to include any Tax Increment passed through to other local taxing agencies. 3.All other Available Revenues Received $0 (See Instructions) 4. Revenues from any other source, Included 1,831 in Column E of the Reconciliation Statement,but not included In (1-3 ) above 5.Sum of Lines 1 through 4 $1,418,383 6.Total amounts paid against Indebtedness 61 in previous year.( D+ E on Reconciliation Statement) 7.Available Revenues, End of Year(5-6) $11418,322 FORWARD THIS AMOUNT TO STATEMENT OF INDEBTEDNESS, COVER PAGE, LINE 4 NOTES Tax Increment Revenues: The only amount(s)to be excluded as Tax Increment Revenue are any amounts passed through to other local taxing agencies pursuant to Health and Safety Code Section 33676. Tax Increment Revenue set-aside In the Low and Moderate Income Housing Fund will be washed in the above calculation, and, therefore, omitted from Available Revenues at year end. Item 4. above: This represents revenues received from any source other than tax Increment OR available revenues. For instance, an agency funds a project with a bond issue. The previous SO[ included a Disposition Development Agreement(DDA) which was fully satisfied with these bond proceeds. The DDA would be shown on the Reconciliation Statement as fully repaid under the'other"column (Cal E), but with funds that were neither tax Increment nor"Available Revenues" as defined. The amounts used to satisfy this DDA would be included on line 4 above In order to accurately determine ending "Available Revenues." 2011-2012 Southeast Coastal Projectxlsx-Available Revenue Form I Item 8. - 109 HB -230- STATEMENT OF INDEBTEDNESo - FISCAL YEAR INDEBTEDNESS FILED FOR THE 2011-2012 TAX YEAR Form A THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH Southeast Coastal Project Area ' For Indebtedness Entered into as of June 30,2011 Tax year 2011-12 Original Data Current Interest Total Total Principalfinterest Debt Indentification Date Principal Term Rate Interest Outstandin Debt Due Durino Tax Year A Loan from Mer ed Project Area 2002/03 302,489 N/A 302,489 B Capital Improvement Program 2002/031 6,505,000 N/A 6,505,000 C Advance General Fund 2002/03 199,946 NIA 253,158 D Low Income Housing Set-Aside 2002103 N/A Open I N/A 1,883,275 61 E Capital Improvement Project 2004/05 270,000 N/A 332,161 F Southeast Coastal Pro"Area-NEW 2010 1,502,114 20 yrs 3.81% 464,014 1,502,114 - x G Pass Through Agreements 56,498 td N H W la J Sub Totalfi4 N 'C•'Y.I This Page �J � tj6 ,�+ '.I:'�'.,r�3"1;•��iF+� i }�' .a $�Yh 1� 1' 10,834,695 61 Total Forward From All Other Pages Totals, , . . 10,834,695Fiscal Year Indebtedness 61 Purpose of Indebtedness: (A) Pre-Formation Costs (F) Southeast Coastal Project Area Capital Improvement Program (B) General Fund Loan for Improvement Capital Projects (G) Pass Through Agreements (C) Advances from General Fund-Operating Budget (H) 00 (D) Low Income Set-aside (I) (E) Active projects funded out of General Fund loan (J) O CD O° RECONCILIATION STATEMENT-CHANGES IN INDEBTEDNESS ' Redevelopment Agency of the City of Huntington Beach Southeast Coastal Project Area ~ Reconciliation Dates: From July 1,2010 To June 30,2011 Tax year 2011-2012 A B C D E F Debt Indentification: Outstanding Debt Adjustments Amounts Paid Against Remaining SO[,pa a and line: Brief All Beginning Increases Decreases Indebtedness,from: Balance PriorYr. CurrentYr. Description Indebtedness (Attached Explanation) Attached Explanation) Tax Increment Other Funds (A+B-C-C-D- Pg. 1 Pg. 1 Line A Line A Loan from Merged Project Area 302,489 302,489 Pg. 1 Pg. 1 Line B Line B Capital Improvement Program 6,505,000 6,505,000 Pg. 1 Pg. 1 Line C Line C Advance General Fund 247,249 5,909 253,158 Pg. 1 Pg. 1 Line D Line D Capital Im rov.Projects active 324,408 7,753 332,161 Pg. 1 Pg. Line E Line Southeast Coastal Pro'Area-NEW - 1,502,114 1 502,114 Pg. 1 Pg. Line F Line. Pass Through Agreements-NEW 67,223 10,725 56,498 Pg. 1 Pg. 1 Line G Line E Low Income Housing Set-Aside 1,844,787 38,549 61 1,883,275 TOTAL THIS PAGE 9,223,933 1,621,548 - 10,786 - 10 834,695 Cti N TOTALS FORWARD _ - w tJ GRAND TOTALS 9,223,933.1 1,621,548 1 10.786 1 10 834,695 NOTE: This form is to reconcile the previous Statement of Indebtedness to the current one being filed.However,since the reconciliation period is limited bylaw to a July 1- June 30,fiscal year period,only those Items Included on the Sol Form A is to be included on this document.To assist in following each item of Indebtedness from one Sol to the next,use page and line number references form each SOI that the item of indebtedness is listed on.If the indebtedness is new-to this fiscal year,enter "new"in the"PriorYr."page and line columns.Column F must equal the current SO[,Form A Total Outstanding Debt column. RECONCILIATION STATEMENT -DESCRIPTION OF ADJUSTMENTS Redevelopment Agency of the City of Huntington Beach Southeast Coastal Project Area Reconciliation Dates: From July 1, 2010 To June 30, 2011 Tax year 2011-2012 Reconciliation Sheet, Description of Adjustment Amount page and line: Pg. 1 Line c Interest paid on Direct Advances 5,909 Pg. 1 Line D Interest paid on Capital Improvement Projects Direct Advances 7,753 Pg. 1 New legally binding and enforceable agreement for the funding of specified public Line E infrastructure improvements and affordable housing projects 1,502,114 pg. 1 Report pass through payments based on computation provided in the July 14,2011 Line F RDA workshop 67,223 Pg. 1 Increase LIH set aside based on computation provided in July 14,2011 RDA Line G workshop 38,549 GRAND TOTALS 1,621,548 N w L� DD 1—+ I� N • .,�i�, �kti f��)ti 71���� ���} fM. ; ` ,Cw� I IlF'�'"1 r1'���rc f} I�� a—'���ph1�1 � 1.7rt 1' Ih f! � ��I. � t ,•. 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III�'�i REDEVELOPMENT AGENCY OF THE . -CITY OF HUNTINGT N BEACH, CALIFORNIA "Pa ' A COMPONENT UNIT FINANCIAL REPORT WITH INDEPENDENT AUDITOR'S REPORT FOR THE YEAR ENDED SEPTEMBER 30, 2011 Prepared by the Finance Department HB -235- Item 8. - 114 TABLE OF CONTENTS Independent Auditor's Report ..................................................................................... 1-2 Management's Discussion and Analysis (Required Supplementary Information) ...............3-14 Basic Financial Statements: Government-Wide Financial Statements: Statementof Net Assets....................................................................................... 16 Statementof Activities.......................................................................................... 17 Fund Financial Statements: Balance Sheet-Governmental Funds..................................................................... 18-19 Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Assets.......................................................................................21 Statement of Revenues, Expenditures, and Changes in Fund Balances- GovernmentalFunds.......................................................................................... 22-23 Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances of Governmental Funds to the Statement of Activities......................... 24 Notes to Financial Statements.................................................................................... 25-52 Supplementary Information Calculation of Low-Moderate Income Housing Funds- Excess Surplus.......................... 53 Independent.Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of the Financial Statements Performed in Accordance with Government Auditing Standards........................55-56 Independent Auditor's Report on Compliance of California Redevelopment Agencies and on Internal Control over Compliance........................................................ 57-58 Item 8. - 115 FIB -236- J07:;_1 0= ..av Sacramento•Walnut Creek-Oaklend•Los Angeles/Century City•Newport Beach o San Diego zng'Oepa. ont The Board of Directors of the Redevelopment Agency of the City of Huntington Beach Independent Auditor's Report We have audited the accompanying financial statements of the governmental activities and each major fund of the Redevelopment Agency of the City of Huntington Beach(Agency), a component unit of the City of Huntington Beach, California (City), as of and for the year ended September 30, 2011, which collectively comprise the Agency's basic financial statements as listed in the table of contents. These financial statements are the responsibility of the Agency's management. Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and.the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances,but not for the purpose of expressing an opinion on the effectiveness of the Agency's internal control over financial reporting.Accordingly,we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and the significant estimates made by management, as well as evaluating the overall financial statement presentation.We believe that our audit provides a reasonable basis for our opinions. In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities and each major fund of the Agency as of September 30,2011, and the respective changes in financial position thereof for the year then ended in conformity with accounting principles generally accepted in the United States of America. As discussed in Note 15 to the financial statements, on June 29, 2011, the California State Legislature enacted legislation that is intended to provide for the dissolution of redevelopment agencies in the State of California (Assembly Bill 1X 26) unless certain payments can be made to the State of California (Assembly Bill 1X 27). On December 29,2011,the California Supreme Court(Court)largely upheld the legislation for the dissolution of redevelopment agencies. Furthermore,the Court invalidated Assembly Bill 1X 27. Accordingly,the Agency was required to dissolve on February 1,2012 and the guidelines for dissolution are set forth in the legislation. The financial statements do not include any adjustments as a result-of the dissolution of the Agency. In accordance with Government Auditing Standards, we have also issued our report dated March 29, 2012,on our consideration of the Agency's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with GovernmentAuditing Standards and should be considered in assessing the results of our audit. 3000 5 Street 2121 N.California Blvd. SOS 14th Suet 2029 Century Park East 467S hlacAnh r Ct. 225 Broadway WX0 300 Suite750 Sdt Floor Suite 5o0 Suito 600 Suite 1750 Sacramento Walntn Geek Oakland Dos Angeles Newport Beach San Diego CA 95816 CA 94596 CA 94612 CA 90067 CA 926W CA 92 f0l 1 HB -237- Item 8. - 116 Accounting principles generally accepted in the United States of America require that the management's discussion and analysis identified in the accompanying table of contents be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries,the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the Agency's basic financial statements as a whole. The accompanying calculation of low income housing fund—excess surplus (Calculation)is presented for purposes of additional analysis and is not required to be part of the basic financial statements. The Calculation is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. The Calculation has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the Calculation is fairly stated in all material respects in relation to the basic financial statements as a whole. �tii. � 0 Newport Beach,California March 29,2012 2 Item 8. - 117 HB -238- _ Redevelopment Agency of the City of Huntington Beach Management's Discussion and Analysis . For the Year Ended September 30, 2011 This discussion and analysis of.the Redevelopment Agency of the City of Huntington Beach's (the Agency) financial performance provides an overview of the Agency's financial activities for the fiscal year ended September 30, 2011. Please read it in conjunction with the accompanying basic financial statements and the notes to those financial statements. THE GOVERNMENT-WIDE FINANCIAL STATEMENTS The financial statements presented include activities of the Agency using the integrated approach as prescribed by the Governmental Accounting Standards Board (GASB) Statement No. 34, Basic Financial Statements and Management's Discussion and Analysis - for State and Local Governments. The financial statements include the Statement of Net Assets and the Statement of Activities. Notes to the financial statements and certain required supplementary information covered in this section are designed to support both statements. All sections must be considered together to obtain a complete understanding of the financial position of the Agency. Statement of Net Assets— The Statement of Net Assets includes all assets and liabilities of the Agency with the difference between the two reported as net assets. Assets and Liabilities are reported at their book value on an accrual basis as of the statement date. It also identifies major categories of restrictions on the net assets of the Agency. Statement of Activities — The Statement of Activities presents the revenues earned and expenses incurred during the year on an accrual basis. These two statements report the Agency's net assets and changes in them. Net assets are the difference between assets and liabilities, which is one way to measure the financial health, or financial position. FUND FINANCIAL STATEMENTS The Agency uses fund accounting. A fund is defined as an independent fiscal and accounting entity with a self-balancing set of accounts recording cash and other financial resources together with all related liabilities and residual equities or balances and changes therein. Funds are established in order to comply with State law, bond covenants, other special regulations, restrictions, limitations or legal responsibilities, or simply as a.tool for managing the Agency's resources. The fund financial statements provide detailed information about the most significant funds — not the Agency as a whole. These funds are reported using the modified accrual basis of accounting rather than on the full accrual basis. In the modified accrual basis, revenues are recognized in the period in which they are both measurable and available to finance expenditures of the current period. Revenues are recorded when received in cash, except 3 HB -239- Item 8. - 118 Redevelopment Agency of the City of Huntington Beach _ Management's Discussion and Analysis For the Year Ended September 30, 2011 that revenues subject to accrual (generally received within 60 days after year-end) are recognized when due. The primary source of revenue, which has been treated as susceptible to accrual by the Agency, is property tax. Expenditures are recorded in the accounting period in which the related fund liability is incurred. The differences between the Governmental Fund financial statements and the Government-Wide financial statements are explained in the reconciliation following each Governmental Fund financial statement. 4 Item 8. - 119 HB -240- Redevelopment Agency of the City of Huntington Beach _ Management's Discussion and Analysis ,r .. For the Year Ended September 30, 2011 GOVERNMENT-WIDE FINANCIAL ANALYSIS The Agency's net deficit as of September 30, 2011 was ($110,088,000)., Under state law, the Redevelopment Agency's primary source of revenue is tax increment derived from increases in public and private investments resulting from improvements of properties that fall within the boundaries of a redevelopment project. These tax increment revenues are not sufficient to finance the activities of the Agency; therefore, the Agency usually issues bonds. These bonds are to be repaid over time solely from tax increment revenues. Redevelopment Agencies can only collect property tax increments to the extent it has debt on its books. The table below is a summary of key items in the Government-Wide Financial Analysis (in thousands): Percent Increase Increase 2011 Amount 2010 Amount (Decrease) (Decrease) Assets Current and Other Assets $ 23,545 $ 26,949 $ (3,404) -12.6% Land Held for Resale - 6,158 (6,158) -100.0% Capital Assets - 17,153 (17,153) -100.0% Total Assets 23,545 50,260 (26,716) -53.2% Liabilities Current Liabilities 234 2.068 (1,834) -88.7% Debt Payable to City of Huntington Beach 75,475 85,144 (9,669) -11.4% Long-Term Liabilities Payable within one year 9,242 2,454 6,788 276.6% Long-Term Liabilities 48,682 51,639 (2,957) -5.7% Total Liabilities 133,633 - 141,305 (7,672) -5.4% Net Assets Invested in Capital Assets- Net of Related Debt - 17,153 (17,153) -100.0% Restricted 300 345 (45) -13.0% Unrestricted(Deficit) (110,388) (108,543) (1,845) 1.7% Total Net Deficit $ (110,088) $ (91,045) $ (19,043) 20.9% Expenses Economic Development $ 31,538 $ 17,635 $ 13,903 78.8% City Attorney 212 115 97 84.3% Community Services - 90 (90) A00.0% Public Works 2 93 (91) -97.8% Interest 6,225 6,378 (153) -2.4% Total Expenses 37,977 24,311 13,666 56.2% General Revenues Property Taxes 17.724 26,988 (9,264) -34.3% Use of Money and Property 1,001 1,861 (860) -46.2% From Other Agencies 180 2,156 (1,976) -91.7% Other 29 619 (590) -95.3°% Total General Revenues 18,934 31,624 (12,690) 40.1% Excess/(Deficiency)of Revenue over/(under) Expense (19,043) 7,313 (26,356) -360.4% Net Assets-Beginning of Year As Restated (91,045) (98.358) 7,313 -7.4% Net Assets-End of Year(Deficit) $ (110,088) $ (91,045) $ (19,043) 20.9% 5 HB -241- Item 8. - 120 Redevelopment Agency of the City of Huntington Beach _ Management's Discussion and Analysis For the Year Ended September 30, 2011 Land Held for Resale, Capital Assets, and Invested in Capital Assets — Net of Related Debt decreased by $6,158,000 and $17,153,000, respectively due to the transfer of real property from the Agency to the City of Huntington Beach in connection with Cooperation Agreements between the City and the Agency. This transfer is also the reason for the increase in Economic Development expenses of $13,903,000, which was slightly offset by the decrease in the Supplemental Education Revenue Augmentation Fund (SERAF) payment for fiscal year 2010-11. Long-Term Liabilities Payable within one year increased by $6,788,000 due to the early repayment of the HELP loan and the adoption of an amortizing loan repayment schedule for RDA Advances. The repayment schedule for the advances was approved by the City Council/Redevelopment Board in January 2011. Accordingly, the current portion of the Debt Payable to the City (amount payable within one year) decreased by $9,669,000 due to the net effect of the following: $6,045,000 reclassification to Long-Term Liabilities Payable within one year, $6,714,000 in scheduled debt service principal payments, and $3,090,000 addition to advances from the City related to accrued interest. Please refer to Note 7 for further information. Property taxes, the Agency's major source of revenue, decreased by $9,264,000 due to reductions in assessed property values. 6 Item 8. - 121 HB -242- Redevelopment Agency of the City of Huntington Beach _ Management's Discussion and Analysis .,,�.,. For the Year Ended September 30, 2011 I FUND FINANCIAL ANALYSIS Below is an analysis of the Agency's various fund financial activities (in thousands): Percent Increase Increase 2011 Amount 2010 Amount (Decrease) (Decrease) Huntington Beach Project Area#1 Total Assets $ 2,544 $ 9,757 $ (7,213) -73.9% Total Liabilities 1,385 1,487 (102) -6.9% Fund Balance 1,159 8,270 (7,111) -86.0% Revenues 966 1,789 (823) -46.0% Expenditures 9,177 5,046 4,131 81.9% Southeast Coastal Project Area Total Assets - - - NIA Total Liabilities 474 461 13 2.8% Fund Balance (474) (461) (13) 2.8% Revenues - - - NSA Expenditures 13 7 6 85.7% Low-Income-Housing Total Assets 21,166 21,855 (689) -3.2% Total Liabilities 10,255 10,446 (191) -1.8% Fund Balance 10,911 11,409 (498) -4.4% Revenues 129 2,679 (2,550) -95.2% Expenditures 4,232 6,924 (2,692) -38.9% Debt Service Fund-Huntington Beach Project Area#1 Total Assets 6,394 7,045 (651) -9.2% Total Liabilities 8,683 7,979 704 8.8% Fund Balance (2,289) (934) (1,355) 145.1% Revenues 18,131 18,294 (163) -0.9% Expenditures 14,781 19,346 (4,565) -23.6% Debt Service Fund-Southeast Coastal Project Area Total Assets 792 1,084 (292) -26.9% Total Liabilities - 302 (302) -100.0% Fund Balance 792 782 10 1.3% Revenues 10 60 (50) -83.3% Expenditures - 12 (12) -100.0% The expenditures for the Low - Income Housing Fund and the Huntington Beach Project Area #1 Debt Service Fund decreased by $2,692,000 and $4,565,000, respectively. This decrease was primarily due to the decrease in the amount of Supplemental Education Revenue Augmentation Fund (SERAF) contributions required to be paid by the City in fiscal year 2010-11 ($1,107,000). In the prior year, the required payment was $5,380,000. The decrease was slightly offset by an increase in the amount transferred to the City for 7 HB -243- Item 8. - 122 Redevelopment Agency of the City of Huntington Beach Management's Discussion and Analysis For the Year Ended September 30, 2011 repayment of advances in accordance with the debt repayment schedule included in the Cooperation Agreement between the City and the Agency. DEBT ADMINISTRATION A summary of the Agency's debt at year-end is (in thousands): Percent Increase Increase 2011 Amount 2010Amount (Decrease) (Decrease) Debt Payable to City of Huntington Beach $ 81,926 $ 85,550 $ (3,624) -4.2% Bonds Payable 19,705 21,080 (1,375) -6.5% Notes Payable 4,197 4,365 (168) -3.8% Disposition and Development Agreement 27,447 28,113 (666) -2.4% Other Debt 124 129 (5) -3.9% Total Debt $ 133,399 $ 139,237 $ (6,838) -4.2% The $5,838,000 decrease primarily represents scheduled debt service payments in the amount of $9,070,000 made on the Agency's long-term debt, offset by new debt of $3,232,000 issued during the year ended September 30, 2011. Changes to the Agency's long-term debt are discussed in further detail in Note 7 of the Financial Statements. CAPITAL ASSETS In connection with the cooperation agreements between the City and the Agency, the Agency transferred land, valued at $17,153,000, to the City during the year ended September 30, 2011. The Agency's capital asset activity is further illustrated in Note 5 of the financial statements. OTHER INFORMATION Below are descriptions of the some of the Agency's activities during the year: Huntington Beach (Merced Proiect Area)The Strand is a mixed-use project developed by CIM Group on a 3-acre site in the downtown area. The Strand offers approximately 110,000 square feet of retail and office space. The Shorebreak Hotel is a 157-room luxury boutique hotel operated by Joie de Vivre Hospitality. Ample parking is available in a subterranean structure. Retail tenants include Forever 21, G by Guess, Sketchers, CVS, Marilee's Swimwear, Rip Curl, and Active Ride.. Dining options include Johnny Rockets and RA Sushi. Portions of the retail development and parking structure opened in November 2008 and the hotel opened in April 2010. The office space was occupied in June 2011. 8 Item 8. - 123 HB _���_ Redevelopment Agency of the City of Huntington Beach _ Management's Discussion and Analysis For the Year Ended September 30, 2011 Pacific City was entitled for development by Makar Properties on a 31-acre site at Pacific Coast Highway and First Street. The site has now been purchased by Crescent Heights for future development. A Community Facilities District is proposed to fund the majority of the public works improvements. The plan is for 516 upscale residential.rental housing units built in four phases, ranging from 969 to 2,500 square feet. The residential village, totaling 17.2 acres and consisting of four distinct styles, will act as the cornerstone of Pacific City, allowing residents close access to shops, restaurants with 48,900 square feet of restaurant space and 30,000 square feet of office space. This community will encompass 191,000 square feet of the retail center featuring luxurious retail brands, prime office space, dining, and entertainment. Pacific City is expected to open in late 2017. Currently, the plan calls for a boutique hotel that will feature up to 200 rooms and is expected to open by 2017. Surf City Nights is a street fair/farmer's market that takes place between 5 p.m. - 9 p.m. on Tuesday nights on the first three blocks of downtown Main Street between Pacific Coast Highway and Orange Avenue. The Downtown Business Improvement District maintains the Surf City Nights where residents and visitors regularly take an evening stroll and dine at local restaurants. The street fair includes a farmer's market, live entertainment, children's activities, retail sales, food, arts, and crafts. Bella Terra I — Formerly known as Huntington Center has been transformed into an entertainment/life style center; this was an outdated 56.5-acre retail property. With the approval of the Second Implementation Agreement on September 17, 2007, the Agency commenced payment of its obligation of$15 million to the developer. The balance of these obligations is $13,922,000 as of September 30, 2011. The approximate 1,532 space public parking garage, funded by the Community Facilities District 2003-1 (Huntington Center), opened on October 1, 2005. Bella Terra II — Bella Terra Associates, LLC purchased the former Montgomery Wards 13.5 acre portion of the site that has been left vacant for a number of years. DJM Capital has amended the specific plan and environmental impact report and has been entitled to develop The Crossings at Bella Terra, a mixed-use project that will consist of 156,000 square feet of retail and 467_residential units. Negotiations were finalized in October 2011, providing for assistance for the development of Affordable Housing including very low income units. Construction has commenced and is scheduled to be completed by October 2013. Specific and Economic Revitalization Plan for Beach Boulevard and Edinger Corridor The Agency/City commenced the preparation of an Economic Revitalization Strategic Plan to enhance and maximize the potential of these major thoroughfares in 2010. The analysis in supporting the proposed land-use changes were based upon economic trends and community goals. Community meetings, meetings with property owners, and interested parties were conducted over the last two years. The Beach Edinger Specific Plan and Environmental Impact Report was approved by the City Council on March 1, 2011. The 9 HB -245- Item 8. - 124 Redevelopment Agency of the City of Huntington Beach Management's Discussion and Analysis For the Year Ended September 30, 2011 Plan allows for 4,500 residential units, 1.4 million additional square feet of commercial space and up to 350 hotel rooms. Downtown Specific Plan (DTSP) and Downtown Parking Master Plan — The Agency and land use/economic/traffic consultants updated the Downtown Specific Plan (DTSP) and Downtown Parking Master Plan (DPMP). The update will assist in the redevelopment of blighted and/or underutilized parcels. The DTSP developed land use provisions and urban design guidelines that support and encourage a mixed-use development community. Five town hall meetings consisting of community members, property owners, and interested parties were held to discuss the future of downtown. A program environmental review process was developed. The City Council approved the Environmental Impact Report in November 2010 and the Downtown Specific Plan in January 2011. The California Coastal Commission has approved the Plan. Waterfront Project/Grand Coast Development —The Agency entered into an Amended and Restated Disposition and Development Agreement in 1998, which has since been amended several times. A Community Facilities District was formed for the development of the Hyatt Regency Huntington Beach Resort and Spa and its Conference Center. The Hyatt Regency Huntington Beach Resort & Spa and its Conference Center was opened in January 2003 and the Hilton opened in July 1990. The Developer's Advance Loan Balance is $5,803,000 as of September 30, 2011. An Implementation Agreement to the Disposition and Development Agreement (DDA) was approved between the Redevelopment Agency ("Agency") and Mayer Financial, L.P. ("Developer") in October 2008. The Third Implementation Agreement that relates to the timeframe for development of Parcel C, which is the land located between the Waterfront Hilton and the Hyatt Resort and Spa and will result in a third hotel at this location. Each extension also requires a payment of $250,000 from the Developer to the City to compensate for an estimated loss in Transient Occupancy Tax (TOT) that the City would have received as a result of the additional hotel. A Fourth Implementation Agreement was approved by the City Council in October 2010, which extends the time period by six (6) months for construction of Parcel C. In May 2011, a Fifth Implementation Agreement was approved, which provided the developer a period of six (6) one year extension through 2016 for development of the third hotel. In addition, it created a new lease for the third hotel to be combined with the current Hilton Lease and provided a credit for the $250,000 in-lieu payments for construction related expenses. . The project also pays lease payments to the Agency on an annual basis. The third hotel should be open by 2019. Capital Improvements/Facilities — The one time revenue of $19 million from the Redevelopment Agency's participation payments from the Waterfront Residential project is funding various public improvements within the City's Merged Redevelopment Project Area. The revenue received during 2004-2006 has been expended over several years through the City's Capital Improvement Program (CIP). Approximately $18.5 million has been allocated for capital projects that include the Civic Center seismic retrofit (matched with 10 Item 8. - 125 HB -246- Redevelopment Agency of the City of Huntington Beach {Management's Discussion and Analysis For the Year Ended September 30, 2011 FEMA funds), drainage improvements, concrete and asphalt replacement, streetlight replacements, restrooms north of the pier, permanent buildings on the pier, a visitor's kiosk at the Pier Plaza, internal building modifications for the Main Street Library, and fire station renovations. The Surf City Nights pilot project was originally funded through this revenue source. All funding has been expended. Southeast Coastal Proiect Area Utility Undergrounding — Southern California Edison is taking the lead in the design work for under-grounding the Edison utilities along PCH and is working with City staff, Caltrans, and the California State Beaches Department. Seawater Desalination Facility — The Redevelopment Agency approved an Owner Participation Agreement (OPA) dated February 27, 2006, with Poseidon Resources Corporation to provide for the development of a seawater desalination plant on property leased from the AES Corporation. The Agreement containing the covenants affecting the real property was recorded on June 8, 2006. In September 2011, the Redevelopment Agency considered an Amended and Restated Owner Participation Agreement. The Agreement sets forth guaranteed tax increment. The Agency approved the OPA in October 2011. AES in the process of removing storage tanks on this property.- California Coastal Commission approval is required for the project to be approved. (Magnolia Street Sidewalk & Lighting — This project was completed, consisting of sidewalk and installation of pedestrian lighting on both sides of Magnolia Street. The Agency funding was included in the Capital Improvement Program (CIP) budget for $593,000. Housing Activities Emerald Cove — In May 2010, the City entered into an agreement with the Redevelopment Agency to convey ownership of the Emerald Cove Senior Apartments (recorded as an enterprise fund) from the City to the Redevelopment Agency Low-Income Housing Fund, Emerald Cove is located at 18191 Parktree Circle and consists of 164 senior apartment units (studios and one bedrooms). Bids from affordable housing non-profits were received and reviewed to acquire and completely rehabilitate the units in conformity with local, state and federal laws, rules and regulations. Subsequently, rental of the units (with the exception of two managers' units) will be to very low income and low income senior citizen households at affordable rents for a period of not less than 60 years. Jamboree Housing was awarded the project and Affordable Housing Agreement and the Regulatory Agreement were approved by City Council in September 21, 2009. Rehabilitation of the units began July 2010 with a completion in December 2010, and the Community Room was completed in spring of 2011. HB -247- Item 8. - 126 Redevelopment Agency of the City of Huntington Beach Management's Discussion and Analysis For the Year Ended September 30, 2011 Jamboree Housing I, 11, III, and IV — The Agency and City of Huntington Beach assisted Jamboree Housing Corporation, an Orange County based non-profit housing developer and designated CHDO (Community Housing Development Organization,) to acquire and rehabilitate four apartment buildings in the Oakview sub-area. Through the use of HOME funds and Housing Set Aside funds for the 25% match of non-federal funds, four buildings consisting of 19 two-bedroom housing units will remain affordable to very low and low- income households for at least 60 years. Jamboree provides on-site management and tenant services for the tenants they serve. Pacific Court — In 2008, the Agency expended $7 million dollars in Set-Aside funds and $500,000 in HOME funds to help C & C Development and Orange Housing Development Corporation, a non-profit housing developer and CHDO to acquire a 48-unit apartment complex located at 2200 Delaware Avenue. The units and grounds, now known as Pacific Court, have been fully rehabilitated, providing affordable housing for 47 very low and low- income families while retaining a portion of existing tenants. Garfield/Delaware, Heil Affordable Housing Project — The City of Huntington Beach acquired property at the northeast corner of Delaware Street and Garfield Avenue as well as several homes adjoining Heil Avenue as part of the street widening projects. The City will be making these surplus land parcels available for sale during the 2011/2012 fiscal year following the exercising of its due diligence in connection with the noticing of various public agencies, as required. Colette's Children's Home, Keelson Lane Project — In fiscal year 2008/09, the Agency assisted Colette's Children's Home, a non-profit housing developer, and CHDO with'$2.1 million dollars in Housing Set-Aside funds to assist with the acquisition and rehabilitation of a property in the Oakview sub-area comprised of two apartment buildings. The completed project will preserve as affordable 10 housing units of varying sizes, including two five- bedroom units to accommodate larger low-income families. The project was completed in September 2011. During the coming fiscal year, the Agency will be working with Colette's to acquire, rehabilitate, and possibly construct additional.apartment buildings adjoining these buildings with the objective of providing quality affordable housing within the Oakview sub-area. City of Huntington Beach First-Time Homebuyers Down Payment Assistance Program (DPAP) — In May of 2009, the Agency approved the appropriation of $1,050,000 Housing Set-Aside funds to set up, utilize, and maintain a DPAP revolving loan fund to provide down payment assistance loans. In March 2010, an additional $500,000 was appropriated to assist applicants to be eligible for up to $100,000 down payment assistance to moderate-income households purchasing their first affordable home in the City. Under the DPAP guidelines, families working and living in the City will be shown priority as to loan consideration. In October 2010, another $1,000,000 was added to the 2010-2011 fiscal 12 Item 8. - 127 HB -248- i e.T Redevelopment Agency of the City of Huntington Beach _ Management's Discussion and Analysis For the Year Ended September 30, 2011 year budget. The Agency worked with Affordable Clearinghouse to administer the DPAP Program. In fiscal year 2009-2010, a total of $618,210 in down payment assistance funds have been approved allowing nine (9) moderate-income families to purchase an affordable home. In fiscal year 2010-2011, sixteen (16) more moderate-income buyers closed escrow, totaling $1,349,242 in assistance. In all, twenty-five (25) moderate-income households were assisted with first-time down payment, totaling $1,967,452. ECONOMIC FACTORS AND NEXT YEAR'S OPERATIONS On June 29, 2011, the Government of the State of California signed Assembly Bills 1X 26 and 27 as part of the State's budget package. Assembly Bill 1X 26 requires each California redevelopment agency to suspend nearly all activities except to implement existing contracts, meet already-incurred obligations, preserve its assets and prepare for the impending dissolution of the agency. Assembly Bill 1X 27 provides a means for redevelopment agencies to continue to exist and operate by means of a Voluntary Alternative Redevelopment Program. On December 29, 2011, the California Supreme Court ruled that Assembly Bill 1X 26, the dissolution measure, is largely upheld and is a proper exercise of the legislative power vested in the Legislature by the State Constitution. A different conclusion was rendered with respect to Assembly Bill 1X 27, which was invalidated in its entirety by the California Supreme Court. Accordingly, the Agency is required to dissolve in fiscal year 2011-12 and the guidelines for dissolution are set forth in Assembly Bill 1X 26. During the City Council's January 9, 2012 meeting, the City approved two resolutions designating the City as a Successor Agency to the Redevelopment Agency, and the Huntington Beach Housing Authority as the Successor Agency for housing-related items. The Redevelopment Agency was dissolved on February 1, 2012 pursuant to Health and Safety Code Section 34172(a). The primary role of the Successor Agency is to dispose of former redevelopment agency assets and/or properties expeditiously and in a manner aimed at maximizing values, pay all debts and fulfill all obligations of the former agency, and to wind down redevelopment affairs. Several new bills have been introduced to address issues relating to the dissolution of redevelopment agencies. Assembly Bill 1585, a key bill introduced on February 2, 2012, is a "clean-up" bill clarifying certain provisions of AB 1X 26 including making changes to the administrative cost allowance to successor agencies, expanding the definition of "enforceable obligation" to include loans between a city and an agency entered into prior to December 31, 2010, and allowing cities to retain responsibility for housing functions previously performed by the redevelopment agency. Assembly Bill 1585 is currently in the 13 14B -249- Item 8. - 128 Redevelopment Agency of the City of Huntington Beach Management's Discussion and Analysis For the Year Ended September 30, 2011 Assembly Housing and Community Development and Local Government Committee and has not been assigned a hearing date. The financial statements do not include any adjustments as a result of the dissolution of the Agency. Please refer to Note 15 for a more detailed discussion of the provisions for dissolution set forth in Assembly Bill 1X 26 and other related legislation. CONTACTING THE AGENCY'S FINANCIAL MANAGEMENT TEAM This financial report is designed to provide our citizens, taxpayers, customers, and investors and creditors with a general overview of the Agency's finances and to show the Agency's accountability for the money it receives. If you have questions about this report or need any additional financial information, please contact the Finance Department at 2000 Main Street, Huntington Beach, California, 92648-2702, by phone (714) 536-5674, or via e-mail at DBulosan@surfcity-hb.org. You can also visit the City's website at www.huntingtonbeachca.gov for additional copies of this report. 14 Item 8. - 129 HB -250- This page intentionally left blank VtM1 A F L y t/j 15 HB -25]- Item 8. - 130 REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH STATEMENT OF NET ASSETS SEPTEMBER 30, 2011 (in Thousands) Governmental Activities ASSETS Cash and Investments $ 6,794 Restricted Cash with Fiscal Agent 2,451 Taxes Receivable 3,866 Other Receivables 10,434 TOTAL ASSETS 23,545 LIABILITIES Accounts Payable and Accrued Liabilities 58 Accrued Interest Payable 176 Long-Term Debt-Due Within One Year 9,242 Long-Term Debt to the City of Huntington Beach and Component Units 75,475 Other Long-Term Debt 48,682 TOTAL LIABILITIES 133,633 - NET ASSETS(DEFICITS) Restricted for: Capital Projects 237 Low-Income Housing 63 Unrestricted (110,388) TOTAL NET DEFICIT $ (110,088) See Notes to the Financial Statements 16 Item 8. - 131 xB -252- REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH STATEMENT OF ACTIVITIES FOR THE YEAR ENDED SEPTEMBER 30, 2011 (In Thousands) Net Expense and Changes in Net Assets Total Governmental Expenses Activities Functions/Programs Governmental Activities: Economic Development $ 31,538 $ (31,538) City Attorney 212 (212) Public Works 2 (2) Interest on Long-Term Debt 6,225 (6,225) Total Governmental Activities $ 37,977 $ (37,977) General Revenues: Property Taxes 17,724 Use of Money and Property 1,001 From Other Agencies 180 Other 29 Total General Revenues 18,934 Change in Net Assets (19,043) Net Deficit-October 1,2010,as restated(Note 12) (91,045) Net Deficit-September 30,2011 $ (110,088) See Notes to the Financial Statements 17 HB -253- Item 8. - 132 REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH BALANCE SHEET- GOVERNMENTAL FUNDS SEPTEMBER 30,2011 (In Thousands) Capital Projects Funds Huntington Southeast Beach Project Coastal Low-Income Total Capital Area#1 Project Area Housing Fund Projects Funds ASSETS: Cash and Investments $ 852 $ - $ 5,153 $ 6,005 Restricted Cash with Fiscal Agent - - - - Due from Other Funds 1,571 - 490 2,061 Taxes Receivable _ _ _ _ Other Receivables 121 - 10,233 10,354 Advances to Other Funds - - 5,290 5,290 TOTAL ASSETS $ 2,544 $ - $ 21,166- $ 23,710 LIABILITIES AND FUND BALANCES LIABILITIES: Accounts Payable and Accrued Liabilities $ 22 $ - $ 36 $ 58 Due to Other Funds - 474 - 474 Deferred Revenue - - 10,219 10,219 Advances from Other Funds 1,363 - - 1,363 TOTAL LIABILITIES 1,385 474 10,255 12,114 FUND BALANCES: .Nonspendable Long-Term Receivables _ _ _ _ Restricted . Debt Service _ _ _ _ Low-Income Housing - - 5,558 5,558 Advances to Other Funds - - 5,290 5,290 Other Purposes 288 229 63 580 Assigned Capital Projects _ _ _ _ Debt Service _ _ _ - Other Purposes 871 - - 871 Unassigned - (703) - (703) TOTAL FUND BALANCES(DEFICIT) 1,169 (474) 10,911 11,596 TOTAL LIABILITIES AND FUND BALANCES $ 2,544 $ - $ 21,166 $ 23,710 See Notes to the Financial Statements 18 Item 8. - 133 HB -254- Debt Service Funds Huntington Southeast Beach Project Coastal Total Debt Total All Area#1 Project Area Service Funds Funds $ - $ 789 $ 789 $ 6,794 2,451 - 2,451 2,451 - - - 2,061 3,866 - 3,866 3,866 77 3 80 10,434 - - - 5,290 $ 6,394 $ 792 $ 7,186 $ 30,896 $ - $ - $ - $ 58 1,587 - 1,587 2,061 3,169 - 3,169 13,388 3,927 - 3,927 5,290 8,683 - 8,683 20,797 56 - 56 56 2,451 - 2,451 2,451 - - - 5,558 5,290 580 792 792 792 - - 871 (4,796) - (4,796) (5,499) (2,289) 792 (1,497) 10,099 $ 6,394 $ 792 $ 7,186 $ 30,896 See Notes to the Financial Statements 19 HB -255- Item 8. - 134 This page intentionally left blank 51 3 f €i* 3 c a 1� Y rk rn, ' No mil'`�r-.;_�f•�...� 20 Item 8. - 135 HB -256- REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH RECONCILIATION OF THE BALANCE SHEET OF GOVERNMENTAL FUNDS TO THE STATEMENT OF NET ASSETS SEPTEMBER 30, 2011 (In Thousands) Total Fund Balances Governmental Funds $ 10,099 Amounts reported for governmental activities in the statement of net assets are different because: Property tax revenues collected more than 60 days after fiscal year are not current financial resources and, therefore are deferred in the funds 13,388 Long-term receivable are not available to pay for current-period expenditures and accordingly are deferred in the governmental funds Accrued interest payable on long-term debt (176) Long-term Liabilities,including bonds and certificates of participation payable are not due and payable in the current period and therefore are not reported in the funds (133,399) Net Deficit of Governmental Activities $ (110,088) See Notes to the Financial Statements 21 HB -257- Item 8. - 136 REDEVELOPMENT AGENCY OF-THE CITY OF HUNTINGTON BEACH STATEMENT OF REVENUES,EXPENDITURES AND CHANGES IN FUND BALANCES—GOVERNMENTAL FUNDS FOR THE YEAR ENDED SEPTEMBER 30,2011 (In Thousands) Capital Projects Funds Low- Total Huntington Southeast Income Capital Beach Project Coastal - Housing Projects Area#1 • Project Area Fund Funds REVENUES: Tax Increment $ - $ - $ - $ - Use of Money and Property 760 - 126 886 Intergovernmental 180 - - 180 Other Revenue 26 - 3 29 TOTAL REVENUES 966 - 129 1,095 EXPENDITURES: Current: Economic Development 8,702 13 3,825 12,540 City Attorney 212 - - 212 Public Works 2 - - 2 Debt service: Bond&Other Debt: Principal 261 - 407 668 Interest - - - - TOTAL EXPENDITURES 9,177 13 4,232 13,422 EXCESS OF REVENUES OVER(UNDER) EXPENDITURES (8,211) (13) (4,103) (12,327) Transfers in 1,100 - 3,605 4,705 Transfers out - - - - TOTAL OTHER FINANCING SOURCES(USES) 1,100 - 3,605 4,705 NET CHANGES IN TOTAL FUND BALANCES (7,111) (13) (498) (7,622) FUND BALANCES(DEFICIT)-BEGINNING OF YEAR 8,270 (461) 11,409 19,218 FUND BALANCES(DEFICIT)-END OF YEAR $ 1,159 $ (474) $ 10,911 $ 11,696 See Notes to the Financial Statements 22 Item 8. - 137 HB -258- Debt Service Funds Huntington Beach Southeast Total Debt Project Area Coastal Service Total All #1 Project Area Funds Funds $ 18,026 $ - $ 18,026 $ 18,026 105 10 115 1,001 - - - 180 - - - 29 18,131 10 18,141 19,236 3,376 - 3,376 15,916 - - - 212 2 8,397 - 8,397 9,065 3,008 - 3,008 3,008 14,781 - 14,781 28,203 3,350 10 3,360 (8,967) - - - 4,705 (4,705) (4,705) (4,705) (4,706) - (4,705) (1,366) 10 (1,346) (8,967) (934) 782 (152) 19,066 $ (2,289) $ 792 $ (1,497) $ 10,099 See Notes to the Financial Statements 23 xB -259- Item 8. - 138 REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH RECONCILIATION OF THE STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES OF.GOVERNMENTAL FUNDS TO THE STATEMENT OF ACTIVITIES FOR THE YEAR ENDED SEPTEMBER 30, 2011 (In Thousands) Net Changes in Fund Balances-Total Governmental Funds $ (8,967) Amounts reported for governmental activities in the Statement of Activities are different because: Accrual of Revenues - Certain revenues in the Statement of Activities do not meet the "availability" criteria for revenue recognition in the governmental funds and are not reported in the governmental funds as revenue Current Year Property Tax Accrual 3,169 Prior Year Property Tax Accrual (3,471) Repayments on long-term receivables provide current financial resources to governmental funds, while loans provided consume the current financial resources of governmental funds. These transactions, however,have no effect on net assets. 1,531 Capital Expenditures - Governmental funds report capital outlays as expenditures. However, in the Statement of Activities, the cost of these assets is allocated over their estimated useful lives and reported as depreciation expense. Transfer of Capital Assets to the City (17,153) Liabilities not Liquidated with Current Resources — Some expenses reported in the statement of activities do not require the use of current financial resources and,therefore, are not reported as expenditures in governmental funds. Current Year Interest Accrual (176) Prior Year Interest Accrual 186 Accrued interest on Advances from the City and HELP Loan (3,227) Payments of Long-Term Debt-Principal payments on long-term debt are recorded as an expenditure in the governmental funds and a reduction of liability in the government-wide statements. 9,065 Change in Net Assets of Governmental Activities See Notes to the Financial Statements 24 Item 8. - 139 HB -260- Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 1. ORGANIZATION The Redevelopment Agency of the City of Huntington Beach (the Agency) is a blended component unit of the City of Huntington Beach (the City) governed by the Agency's Board of Directors (City Council acts as Agency Board). The Agency was formed by . ordinance in 1967 to encourage private development of areas that are considered blighted. The Agency adopts project areas by public vote, which qualifies under the California Health and Safety Code. The following project areas have been adopted: Proiect Area Year Adopted Status Main/Pier 1982 (amended in 1983) Merged into Huntington Beach Project Area#1 Talbert/Beach 1982 Merged into Huntington Beach Project Area#1 Oakview 1982 (amended in 1989) Merged into Huntington Beach Project Area #1 Yorktown/Lake 1982 Merged into Huntington Beach Project Area#1 Huntington Center 1984 Merged into Huntington Beach Project Area #1 Huntington Beach 1997 Created from five existing Project Area#1 project areas Southeast Coastal 2002 Began operations in 2002 Project Area The Agency's project areas require that 20% of tax increment revenue be used to promote affordable housing citywide. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Government—Wide Financial Statements The Agency's Government-Wide Financial Statements include the Statement of Net Assets and the Statement of Activities. These statements present summaries of governmental activities for the Agency. These statements are presented on an "economic resources" measurement focus and the accrual basis of accounting. Accordingly, all of the Agency's assets and liabilities including capital assets and long-term liabilities are included in the accompanying Statement of Net Assets. The 25 HB -261- Item 8. - 140 Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 Statement of Activities presents changes in net assets. Under the accrual basis of accounting, revenues are recognized in the period in which they are earned while expenses are recognized in the period in which the liability is incurred. The Statement of Activities demonstrates the degree with which the direct expenses of a given function or segments are offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. Indirect expenses are allocated to the various functions based on a proportionate use of services. The types of transactions reported as program revenues for the Agency are reported in three categories: 1) charges for services, 2) operating grants and other contributions, and 3) capital grants and other contributions. Taxes and other items not properly included among program revenues are reported as general revenues. Government-Wide financial statements do not provide information by fund. They simply distinguish between governmental and business activities. All of the Agency's activities are governmental activities. The Agency's Statement of Net Assets includes both current and non-current assets and liabilities. Net Assets Classification In the Government-Wide financial statements, net assets are classified in the following categories: Invested In Capital Assets, Net of Related Debt— This category groups all capital assets, including infrastructure, into one component of net assets. Accumulated depreciation and outstanding debt balances attributable to the acquisition, construction, or improvement of these assets reduce this category. The Agency had no remaining capital assets at September 30, 2011. Restricted Net Assets — This category presents external restrictions imposed by creditors, grantors, contributors or laws or regulations of other governments and restrictions imposed by law through constitutional provisions or enabling legislation. This category presents restrictions placed on the categories of Capital Projects, Debt Service, and Low-Income Housing Programs. Unrestricted Net Assets — Represent the net assets of the Agency not restricted for any project or other purpose. 26 Item 8. - 141 HB -262- , _ Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 When both restricted and unrestricted resources are available for use, it is the government's policy to use restricted resources first, then unrestricted resources as needed. b. Fund Financial Statements Measurement Focus. Basis of Accounting, and Financial Statement Presentation All governmental funds are accounted for on a spending or "current financial resources" measurement focus and the modified accrual basis of accounting. Only current assets and current liabilities are included on the Balance Sheet. The Statement of Revenues, Expenditures, and Changes in Fund Balances present increases (revenues and other financing sources) and decreases (expenditures and other financing uses) in net current assets. Under the modified accrual basis of accounting, revenues are recognized in the accounting period in which they become both measurable and available to finance expenditures of the current period. Revenues are recorded when received in cash, except that revenues subject to accrual (generally received within 60 days after year-end) are recognized when due. The primary revenue sources, which have been treated as susceptible to accrual by the Agency, are property taxes. Expenditures are recorded in the accounting period in which the related fund liability is incurred. All Agency funds are reported as major funds: Capital Project Funds: • Huntington Beach Project Area#1 • Southeast Coastal Project Area • Low-Income Housing Fund Debt Service Funds: • Huntington Beach Project Area #1 • Southeast Coastal Project Area Governmental Fund Financial Statements Governmental Fund Financial Statements include a Balance Sheet and a Statement of Revenues, Expenditures and Changes in Fund Balances. Accompanying schedules are presented to reconcile and explain the differences in fund balances and changes in fund balances as presented in these statements to the net assets and changes in net assets as presented in the Government-Wide Financial Statements. 27 HB -263- Item 8. - 142 Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 The Agency's Governmental Fund Balance is made up of the following components: • Nonspendable fund balance typically includes inventories, land held for resale, prepaid items, and other items that, by definition, are not in spendable form. • The restricted fund balance category includes amounts that can be spent only for the specific purposes stipulated by constitution, external resource providers, or through enabling legislation. • The committed fund balance classification includes amounts that can be used only for specific purposes as determined by a formal action of the Agency's Board of Directors, the highest decision-making authority. Through formal actions, the Board of Directors has authority to establish, modify, or rescind a fund balance commitment. • Amounts in the assigned fund balance classification are intended to be used by the Agency for specific purposes but do not meet the criteria to be classified as restricted or committed. The Agency Administrator or designee has the authority to establish, modify, or rescind a fund balance assignment. • Unassigned fund balance is the residual classification for the Agency's funds and includes all spendable amounts not contained in the other classifications. In circumstances when an expenditure is made for a purpose for which amounts are available in multiple fund balance classifications, fund balance is generally depleted in the order of restricted, committed, assigned, and unassigned. The Agency establishes encumbrances to record the amount of purchase orders, contracts, and other obligations, which have not yet been fulfilled, cancelled, or discharged. Encumbrances outstanding at year-end are recorded as part of restricted or assigned fund balance. Encumbrances outstanding as of September 30, 2011, by major fund (in thousands): Huntington Beach Project Area #1 $ 405 Low- Income Housing 223 Total All Funds $ 628 c. Investments Investments are stated at fair value, except for nonparticipating investments (Guaranteed Investment Contracts) which are stated at cost. The City of Huntington 28 Item 8. - 143 xB -264- Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements -_: For the Year Ended September 30, 2011 Beach allocates investment income earned through its investment pool to funds based on month-end cash balances, Since the Agency pools its cash with the City (see Note 3), the Agency receives monthly allocations of investment income. d. Special Agency Accounting The Agency follows the special accounting procedures required by the California Health and Safety Code. These procedures comply with generally accepted accounting principles for governmental agencies. e. Self-Insurance The Agency is self-insured through the City of Huntington Beach. All required information is included in the City of Huntington Beach Comprehensive Annual Financial Report for the year ended September 30, 2011. f. Capital Assets Capital assets, which include property, plant, equipment, and infrastructure, are reported in the governmental activities column in the Government-Wide financial statements. Capital assets have an acquisition cost of $50,000 or greater and a useful life of one year or more. The Agency records all purchased capital assets at historical cost (where historical records are available) and at estimated historical cost where no historical records exist. Capital assets acquired from gifts or contributions are recorded at fair value at the time received, or in the case of infrastructure assets, at Agency Board of Directors' acceptance date. The Agency's capital assets were transferred to the City during fiscal year 2010-11. In the Government-Wide financial statements, depreciation for building is recorded on the straight-line method over the estimated useful life of 40-50 years and charged to the respective activity or fund. No depreciation is recorded in the governmental funds of the fund financial statements. g. Interfund Transactions As a general rule, interfund transactions have been eliminated from the Government-Wide financial statements. These interfund transactions would distort the direct costs and program revenues for the various functions. 2s HB -265- Item 8. - 144 , Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements ,;;w,• For the Year Ended September 30, 2011 r - h. Long-Term Obligations In the Government-Wide financial statements, long-term obligations are recorded as liabilities in the governmental activities. Significant bond premiums and discounts, as well as issuance costs, are deferred and amortized over the life of the debt, if material. In the governmental fund financial statements, bond discounts and premiums are recognized as another financing source or use. Issuance costs are recorded as current year expenditure. i. Employee Compensated Absences The Agency records the cost of all accumulated and unused leave time (vacation, sick, comp) as a liability when earned in the Government-Wide financial statements. Liabilities for these amounts in the governmental funds are only recorded if they have matured (employee resignations or retirements). j. Property Tax Revenue Property tax in California is levied according to Article 13-A of the California Constitution. The basic levy is a countywide-levy of one percent of total assessed valuation and is allocated to county governments, school.districts, cities and special districts. Additional levies require two-thirds approval by voters and are allocated directly to the specific government. In the Government-Wide financial statements, property tax revenue is recorded in the year for which it is levied, regardless of when due or received. In the fund financial statements, property tax revenue is recognized in the fiscal year levied provided that revenue is collected in time to pay current year liabilities. Deferred property tax revenue represents property taxes related to the current fiscal year that are collected more than 60 days after the fiscal year end. Since the Agency's fiscal year differs from the County's property tax year, there is a difference between the property tax revenue recorded on the fund financial statements and- the Government-V11ide financial statements which is noted as a reconciling item in both the Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances of Governmental Funds to the Statement of Activities and the Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Assets. 30 Item 8. - 145 xB -266- Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 The County acts as' a collection agent for property tax for all of the local governmental units. Property taxes are normally collected twice per year. The property tax calendar is as follows. • Lien Date —January 1 — Prior Fiscal Year • Levy Date—4th Monday in September— Levy Fiscal Year • Due Date— First Installment— November 1 • Due Date— Second Installment— February 1 • Delinquent Date — First Installment— December 10 • Delinquent Date— Second Installment—April 10 The taxes are paid to the local governments periodically during the year. Below are the dates of the payments from the County: • Payments of First Installment— November to December • Balance of First Installment— February 1 • Payments of Second Installment— March to April • Balance of Second Installment—July 26 k. Pass-through Payments Pursuant to California Redevelopment Law (Health and Safety Code Section 33607.5), the Agency is obligated to pass-through a portion of the gross tax increment received to jurisdictions within the project area. Contractual ass-through payments are made twice a year, on February 18th and August 30 h. Statutory (AB1290) pass-through payments paid on an annual basis by August 30th. In fiscal year 2010-11, the Agency calculated and remitted $2,388,000 in pass-through payments to the affected jurisdictions, which was reported as part of Economic Development expenditures on the financial statements. I. Estimates The accompanying financial statements require management to make estimates and assumptions that effect certain report amounts and disclosures. Actual results could differ from those estimates. 3. CASH AND INVESTMENTS The Agency holds a proportionate interest of the City's pooled cash and investments in the amount of$6,794,000. The Restricted Cash with Fiscal Agent, totaling $2,451,000, consists of the Guaranteed Investment Contract (GIC), Local Agency Investment Fund 31 HB -267- Item 8. - 146 Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 (LAIF), and money market accounts as illustrated below. Investment Type Amount Held by Fiscal Agent: Guaranteed Investment Contract (GIC) $ 1,649,000 Local Agency Investment Fund (LAIF) 753,000 Money Market Funds 49,000 Total General Investments $ 2,451,000 The weighted average maturity of the investment in the City Pool is 766 days. The City investment pool is not rated. In fiscal year 2010/11, the effective rate of return in investments was 1.30%. The GIC provider is rated by Standard and Poor's and Moody's at A+ and A2. The GIC itself is unrated. Standard and Poor's and Moody's have rated the money market funds in the Agency's portfolio as AAA. The Restricted Cash with Fiscal Agent that is in the Local Agency Investment Fund (LAIF) or money market accounts is due upon demand while the amount with GIC has a maturity of over five years. For further information, such as credit risk and categorization of the City's pooled cash and investments, see the City's Comprehensive Annual Financial Report for the fiscal year ended September 30, 2011. The Agency is a voluntary participant in the Local Agency Investment Fund (LAIF) that is regulated by the California Government Code under the oversight of the Treasurer of the State of California. The fair value of the Agency's investment in this pool is reported in the accompanying financial statements at amounts based upon the Agency's pro rata share of the fair value provided by LAIF for the entire LAIF portfolio (in relation to the amortized cost of that portfolio). The balance available for withdrawal is based on the accounting records maintained by LAIF, which are recorded on an amortized cost basis. LAIF is not rated. The Agency's LAIF balance at September 30, 2011, was $753,000. The total amount invested by all public agencies in LAIF as of September 30, 2011, was $22.4 billion. LAIF is part of the California Pooled Money Investment Account (PMIA), which at September 30, 2011, had a balance of$66.2 billion, of that amount, 4.43% was invested in medium-term and short-term structured notes and asset-backed securities. The average maturity of PMIA investments was 236 days as of September 30, 2011. 32 Item 8. - 147 xB -268- , Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 4. TAX INCREMENT REVENUE AND FINANCING The Agency's primary source of revenue is tax increment. Tax increment revenue is computed as follows: • When a project area is adopted, the County of Orange Auditor/Controller freezes all of the existing property's assessed value. The County distributes taxes received from this frozen valuation to the various governmental agencies as if the project area did not exist. • The Agency receives 100% of taxes (not including certain pass-through agreements) received from increases in assessed valuation due to new construction, resale of existing property and annual increases allowed under Article 13-A of the California Constitution. The increment is used to repay the debt of the Agency (see Note 7). 5. CAPITAL ASSETS The capital asset activity for the year was (in thousands): October 1, 2010 September 30, Governmental Activities (as restated) Additions Dispositions 2011 Capital Assets,Not Depreciated: Land $ 17,153 (17,153) $ Total Capital Assets-Not Depreciated 17,153 (17,153) - Capital Assets of Governmental Activitites-Net $ 17,153 $ $ (17,153) $ - On March 7, 2011, the Agency adopted a resolution authorizing the transfer of real property owned by the Redevelopment Agency to the City of Huntington Beach. Capital Assets having a net book value of $17,153,000 were transferred to ensure the City will be able to continue meeting its obligations to complete redevelopment and affordable housing projects and activities. The Agency's capital assets were restated in order to reflect the transfer of depreciable assets recorded as a prior period adjustment. Please refer to Note 12 for further information. 33 FIB -269- Item 8. - 148 __ _ Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements a; For the Year Ended September 30, 2011 6. INTERFUND TRANSACTIONS a. Due To/From Other Funds The amounts at Year-end were (in thousands): Due from Other Due to Other Funds Funds Huntington Beach Project Area#1 Capital Projects $ 1,571 $ - Low-Income Housing Fund 490 - Southeast Coastal Project Area Capital Projects - 474 Huntington Beach Project Area#1 Debt Service - 1,587 Total $ 2,061 $ 2,061 These outstanding balances result mainly from short-term borrowings to cover payments for goods and services. b. Advances to/from Other Funds The amounts at Year-end were (in thousands): Advances to Advances from Other Funds Other Funds Low-Income Housing Fund $ 5,290 $ - Huntington Beach Project Area#1 Capital Projects - 1,363 Huntington Beach Project Area#1 Debt Service - 3,927 Total $ 5,290 $ 6,290 There is a $1,363,000 advance from the Low-Income Housing Fund to the Huntington Beach Project Area #1 Capital Projects Fund for the Main Pier property acquisitions. There are no scheduled repayments for this advance. There is a $3,927,000 advance from the Low - Income Housing Fund to the Huntington Beach Project Area #1 Debt Service Fund for Supplemental Education Revenue Augmentation Fund (SERAF) contributions. See Note 14 for further details. 34 Item 8. - 149 xB -270- Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 c. Transfers In/Out The amounts for the year ended September 30, 2011 were (in thousands): Transfers In Transfers Out Huntington Beach Project Area#1 Capital Projects $ 1,100 $ - Huntington Beach Project Area#1 Debt Service - 4,705 Low Income Housing Fund 3,605 - Total $ 4,705 $ 4,706 The following is a summary of the significant transfers: • $3,605,000 was transferred from the Huntington Beach Project Area #1 Debt Service Fund to the Low - Income Housing Fund to comply with the 20% tax increment set-aside requirement. • $1,100,000 was transferred from the Huntington Beach Project Area #1 Debt to the Huntington Beach Project Area #1 Capital Projects Fund for the early Acquisition of Leasehold Interest Agreement between the Agency and C.S.B Partnership, 35 HB -271- Item 8. - 150 Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements :,;; t�• For the Year Ended September 30, 2011 7. LONG-TERM DEBT The changes in Agency long-term debt during the year were (in thousands): Balance Balance Amount Due October 1, September within One 2010 Additions Retirements 30,2011 Year DEBT TO CITY OF HUNTINGTON BEACH: Advances from General Fund $ 8,995 $ 343 $ (320) $ 9,018 $ 6,046 Advances from Sewer Fund 265 10 - 275 - Advances from Drainage Fund 639 24 - 663 - Advances from Water Fund 3,963 151 - 4,114 - Deferred Development Fees: Park Acquisition and Development Fund 391 15 - 406 - Sew er Fund 166 6 - 172 - Drainage Fund 175 7 182 - Deferred Payment on Land Purchases from City: General Fund 61,228 2,333 (5,987) 57,574 - ParkAcquisition and Development Fund 5,267 201 5,468 - Ernerald Cove . 4,461 (407) 4,054 405 Total Debt-City of Huntington Beach 85,550 3,090 (6,714) 81,926 6,451 OTHER DEBT Help Loan 500 142 - 642 642 Mayer Disposition and Development Agreement 6,153 - (350) 5,803 - 1999 Refunding Tax Allocation Bonds 6,610 - (430) 6,180 450 2002 Tax Allocation Refunding Bonds 14,470 - (945) 13,525 995 Bella Terra Parking 14,076 - (154) 13,922 - CIM DDA(Parking&Infrastructure) 7,444 - (157) 7,287 168 CIM DDA(Additional Parking) 440 - (5) 435 6 Section 108 Loan 3,665 - (310) 3,355 330 Pollution Remediation 200 - - 200 200 Employee Compensated Absences 129 - (5) 124 - Total Other Debt 53,687 142 (2,356) 51,473 2,791 Total Agency Debt $ 139,237 $ 3,232 $ (9,070) $ 133,399 $ 9,242 36 Item 8. - 151 HB -272- Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 a. Advances from General Fund to Merged Project Area and Southeast Coastal Project Area Years debt incurred 1985 to 2003 interest rate * 3.81% -Principal amount $8,879 612 Accrued interest $137,673 Balance at Fiscal Year End $9,017,285 Purpose of debt Operating, administrative and capital expenditures Security for debt Operative Agreement with City -Principal and Interest Payment Date October 1 st b. Advances from City's Sewer Fund Years debt incurred 1989 Interest rate * 3.81% -Principal amount $130,560 Accrued interest $144,878 Balance at Fiscal Year End $275 438 Purpose of debt Sewer Construction Security for debt Operative Agreement with City -Principal and Interest Payment Date October 1st c. Advances from City's Drainage Fund Years debt incurred 1987 Interest rate * 3.81% -Principal amount $250,000 Accrued interest $413,806 Balance at Fiscal Year End $663,806 Purpose of debt Drainage Construction Security for debt Operative Agreement with ity -Principal and Interest Payment Date I October 1st 37 HB -273- Item 8. - 152 Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 d. Advances from City's Water Fund Years debt incurred 1986 and 1987 Interest rate * 3.81% Principal amount $1,138,000 Accrued interest $2 976,277 Balance at Fiscal Year End $4,114,277 Pur ose of debt Water Construction Security for debt Operative Agreement with City Principal and Interest Payment Date October 1st e. Deferred Development Fees Years debt incurred 1984 Interest rate * 3.81% Principal amount $339,202 Accrued interest $420,531 Balance at Fiscal Year End $759 733 Purpose of debt Developer Incentive Security for debt Operative Agreement with City Principal and Interest Payment Date October 1st f. Deferred Payment on Land Purchases from City's General Fund Years debt incurred 1983 to 1992 Interest rate * 3.81% Principal amount $32,833,417 Accrued interest $24,740,845 Balance at Fiscal Year End $57,574,262 Purpose of debt Parcel consolidation and development Security for debt Operative Agreement with City Principal and Interest Payment Date October 1st 38 Item 8. - 153 HB -274- i Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 g. Deferred Payment on Land Purchases from City's Park Acquisition and Development Fund Years debt incurred 1984 Interest rate * 3.81% -Principal amount $1,740,834 Accrued interest $3,727,264 Balance at Fiscal Year End $5,468,098 Purpose of debt Emerald Cove Land Security for debt Operative Agreement with City Principal and Interest Payment Date October 1st * In January 2011, the City Council/Redevelopment Board approved a revised Cooperation Agreement, which included a Promissory Note that memorialized indebtedness previously incurred by the Agency and owed to the City from a series of loans made from the City to the Agency from 1982 to the present. Based on this Cooperation Agreement, an amortizing payment schedule was implemented with accrued interests for the fiscal year based on 3.81%, with $6,046,402 repaid annually to the City. Debt repayments are applied to advances in order of priority; with debt owed to the General Fund having a priority claim. At September 30, 2011, $77,872,000 is payable to the City. h. Deferred Payment on Land Purchases from City In May 2009, the City entered into an agreement with the Redevelopment Agency to convey ownership of the Emerald Cove Senior Apartments (recorded as an enterprise fund) from the City to the Redevelopment Agency Low-Income Housing Fund. The balance of the note from the Low-Income Housing Fund to the City as of September 30, 2011 is $4,054,000. Debt service requirements to maturity are (in thousands): Year Debt Incurred 2009 Original Principal Amount $5,171,000 Interest Rates 4.75% - 5.5% Purpose of debt Conveyance of Emerald Cove Senior Apartments Security for debt I Agreement with City 39 xB -275- Item 8. - 154 Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 Year Ending September 30 Principal Interest Amount 2012 $ 242 $ 163 $ 405 2013 254 151 405 2014 265 139 404 2015 280 126 406 2016 294 111 405 2017-2021 1,732 297 2,029 Total $ 3,067 $ 987 $ 4,054 i. Notes Payable — HELP Loan Funds Years debt incurred 2002 Interest rate 3.00% Principal amount $500,000 Purpose of debt Affordable housing Security for debt Note with develo er Repayment terms Deferred for 10 years In October 2011, CaIHFA offered an Early Payoff Discount to all HELP loan holders, discounting the accrued interest based on the number of months the loan was paid off prior to maturity. The Agency elected the early payoff option and in November 2011, the HELP loan was paid in full. j. Mayer Disposition and Development Agreement In fiscal year 1996/97, the Agency entered into a Disposition and Development Agreement with Robert Mayer Corporation (Corporation) concerning additional development adjacent to the Waterfront Hotel. Under the agreement, the Corporation would advance payments for the project costs with the Agency reimbursing up to $16,750,000 of the costs. As of September 30, 2011, the Agency obligation under the agreement amounted to $5,803,000. Project-generated revenues as available will repay these amounts through September 30, 2023. The interest rate of this obligation is 6.32%. 40 Item 8. - 155 HB -276- c.`. Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 k. 1999 Tax Allocation Refunding Bonds Years debt incurred 1999 Interest rate 3.00% to 5.05% Original principal amount $10,835,000 Purpose of debt Prepay Agency's 1992 Loans to Public Financing Authority Security for debt Redevelopment Agency Tax Increment, excluding Low-Income Housing Amounts Repayment terms Principal,August 1S, Interest, February 1St and August 1St Debt service requirements to maturity are as follows (in thousands): Year Ending September 30, Principal Interest Total 2012 $ 450 $ 298 $ 748 2013 465 278 743 2014 490 257 747 2015 515 234 749 2016 540 211 751 2017-2021 2,530 645 3,175 2022-2024 1,190 117 1,307 Total $ 6,180 $ 2,040 $ 8,220 I. 2002 Tax Allocation Refunding Bonds Year of Issuance 2002 Type of Debt Tax Allocation Refunding Bonds Original Principal Amount $20,900,000 Security Tax Increment Interest Rates 2.00% to 5.00% Interest Payment Dates February 1S and Au ust 1S Principal Payment Dates August Is' Purpose of Debt Prepay Agency's 1992 Loans to Public Financing Authority and fully defease 1992 Public Financing Authority bonds 41 HB -277- Item 8. - 156 Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 Debt service requirements to maturity are (in thousands): Year Ending September 30, Principal Interest Total 2012 $ 995 $ 641 $ 1,636 2013 1,040 601 1,641 2014 1,080 558 1,638 2015 1,115 512 1,627 2016 1,180 464 1,644 2017-2021 5,540 1,410 6,950 2022-2024 2,575 253 2,828 Total $ 13,525 $ 4,439 $ 17,964 Pledcred Revenues The 1999 and 2002 Tax Allocation Refunding Bonds are secured by tax increment revenues excluding the 20% total tax increment dedicated to the Low - Income Housing fund. As of September 30, 2011, the total principal and interest remaining for both bonds is $26,184,000, Pledged tax increment revenue recognized during the fiscal year was $14,421,000 against the total debt service payment of $2,369,000. Although the incremental property taxes were projected to produce sufficient revenues to meet the debt service requirements over the life of the bonds, certain conditions could have a material adverse impact on revenues allocated to the Agency. These include future decreases in the assessed valuation of the project areas, decreases in the applicable tax rates or collection rates, general decline in the economic condition of the project areas, or a change in law reducing the tax increment received by the Agency. m. Bella Terra Parking Structure In fiscal year 2005-06, the Agency entered into an Owner Participation Agreement with Bella Terra Associates, LLC (formerly Huntington Center Associates, LLC). Under the Agreement, the Corporation would construct various public improvements including a parking structure, which would then be deeded to the City. The Agency would reimburse $15,000,000 of the costs of the public improvements. As of September 30, 2011, the Agency obligation under the agreement amounted to $13,922,000. Project-generated revenues as available will repay these amounts through September 30, 2025. The interest rate of this obligation is 6.94%. 42 Item 8. - 157 HB -278- Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 n. CIM/Huntington Disposition and Development Agreement — Strand Parking Structure and Infrastructure Year of Issuance 2009 Type of Debt Loan from CIM Group, LLC Original Principal Amount $7,900,000 Security Tax Increment Interest Rates 7.0% th Interest Payment Dates September 30 Principal Payment Dates September 30 Purpose of Debt Strand Parking Structure and Infrastructure The Implementation of Disposition and Development Agreement (DDA) and the Sixth Implementation Agreement (Agreements) between the CIM Group, LLC (CIM) and the Redevelopment Agency (Agency) were entered into from June 1999 to November 2008. The Agreements allow for the development of a hotel, retail and restaurant, and a public parking structure. The project costs for infrastructure are to be paid initially by the developer. The Agency will reimburse the developer a maximum of $7.9 million within 25 years through net tax increment revenues generated by the Merged Redevelopment Project Area. The Sixth Implementation Agreement includes an additional one-time payment of $2.4 million from the Agency to CIM for the development of the hotel. The Agency has paid the $2.4 million and the $500,000 in parking in lieu fees along with the first payment towards the $7.9 million. As of September 30, 2011, the Agency obligation under the agreement amounted to $7,287,000. o. CIM/Huntington Disposition and Development Agreement — Additional Strand Parking Year of Issuance 2009 Type of Debt Loan from CIM Group, LLC Original Principal Amount $950,000 Security Tax Increment Interest Rates 10.0% Interest Payment Dates September 30th Principal Payment Dates September 30th Purpose of Debt Additional Strand Parking Structure and Infrastructure 43 HB -279- Item 8. - 158 Redevelopment Agency of the City of Huntington Beach (Votes to Financial Statements For the Year Ended September 30, 2011 The City Parking In-Lieu Fund repaid $500,000 of the total debt in fiscal year 2008/09. The remaining loan repayment shall be made solely from net tax increment generated by the Merged Redevelopment Project Area by 2033. As of year-end, the Agency obligation under the agreement amounted to $435,000. p. Section 108 Loan Year of Issuance 2000 Type of Debt Loan from Federal Government Original Principal Amount $6,000,000 Security Loan Agreement with Federal Government Interest Rates 2.3% - 3.3% Interest Payment Dates February 1S and August 1s Principal Payment Dates August 1 S Purpose of Debt Capital Improvements Debt service requirements to maturity are (in thousands): Year Ending September 30, Principal Interest Total 2012 $ 330 $ 80 $ 410 2013 350 78 428 2014 375 73 448 2015 400 66 466 2016 430 57 487 2017-2019 1,470 96 1,566 Total $ 3,355 $ 450 $ 3,805 In fiscal year 2009/10, the Agency refinanced its Section 108 loan through the Department of Housing and Urban Development. The refinancing of the Section 108 loan enabled the Agency to lower its current interest rate from 7.7% to an interest rate of no greater than 3.3%. The refinancing will result in $1,000,000 savings throughout the loan. As of fiscal year-end, the Agency obligation under the agreement amounted to $3,355,000. q. Pollution Remediation The Agency purchased property on Edinger Avenue to consolidate land for 44 Item 8. - 159 HB -280- Redevelopment Agency of the City of Huntington Beach (Votes to Financial Statements For the Year Ended September 30, 2011 redevelopment on January 28, 2009. The Agency plans on remediating hazardous materials on this site. The estimated cost of cleanup is $200,000 and it is reported as a long-term liability. The cleanup costs will not exceed the estimated amount as an environmental insurance policy taken by the Agency will indemnify itself against further liability. r. Employee Compensated Absences Balances There is no fixed repayment to pay the compensated absences liability totaling $124,000 at year-end. 8. RETIREMENT PLAN INFORMATION The Agency is a component unit of the City. For retirement purposes, all Agency employees are considered to be employees of the City. No separate valuations are made for the Agency. All retirement information for the City as a whole is included in the City's Comprehensive Annual Financial Report. 9. AGENCY AGREEMENTS a. Pass-Through Agreements The Agency entered into various "pass-through"Agreements with local governmental agencies where a portion of tax increment is paid to the individual agencies. There was no amount payable at year-end. b. Pacific City On October 16, 2006, the Redevelopment Agency approved an Owner Participation Agreement (OPA) with Makallon Atlanta Huntington Beach, LLC (also known as Makar) to develop a 31-acre site in the Main-Pier sub-area of the Huntington Beach Redevelopment Project (Pacific City). Makar will advance $5,500,000 to the Redevelopment Agency to fund the Agency's obligation for the Regional .Urban Runoff Treatment System and the Pacific View Drive Extension. The advance will be repaid over 20 years from tax increment generated from the site. Pacific City has been purchased by Crescent Heights for the development of retail, hotel, entertainment, office, and other public and residential areas at both market and affordable levels. As of September 30, 2011, the project has not commenced. 45 HB -281- Item 8. - 160 Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 c. Bella Terra Phase II On October 4, 2010, the Agency approved the Affordable Housing Agreement with BTDJM Phase II Associates (DJM). The Agreement will facilitate the construction of a 467 mixed-use unit project including 43 moderate units and 28 very low units. This Agreement will reimburse DJM for construction of the affordable units only up to $17,000,000 plus 4% interest. The Agreement also includes payment to DJM of up to $250,000 for the pedestrian access crossing between the Levitz site and the Village at Bella Terra if construction is within 10 years of the Affordable Housing Agreement. The reimbursement of the affordable units will be based upon the site- generated tax increment for the mixed use project as well as the 20% housing fund from Bella Terra I. The project is in the construction phase as of September 30, 2011. 10.OTHER RECEIVABLES The Agency has made loans of $18,900,645 available to developers to construct or rehabilitate certain facilities under deferred loan agreements. These loans are deferred until a future event occurs, such as a sale of the property by the developer. Some notes may be forgiven after a period of time. On March 21, 2011, the Agency sold real property to NF Huntington Retail, LP. A promissory note in the amount of $136,500 was established for the sale of this property. A summary of Notes Receivable as of September 30, 2011 is as follows: Description Amounts Developer Loans Receivable $ 25,401,000 Emerald Cove Loan Receivable 8,252,000 NF Huntington Retail 115,000 First Time Homebuyers Receivable 1,967,000 Other Receivables 100,000 Total Other Receivables 35,835,000 Allowance for Uncollectible Developer Loans (25,401,000) Net Notes Receivables $ 10,434,000 11.PENDING LITIGATION There are legal actions pending against the Agency resulting from normal operations. The Agency's Counsel feels these actions will not have a significant impact on these financial statements. 46 Item 8. - 161 HB -282- Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 12.PRIOR PERIOD ADJUSTMENT In fiscal year 2009-10, the Agency transferred depreciable capital assets with a net book value of$31,624,000 to the City. This transaction was not reported on the Government- wide statements as of September 30, 2010; therefore, net assets were overstated by $31,624,000. Government-Wide Financial Statements (in thousands) Beginning Net Assets $(59,421) Prior Period Adjustment 31,624 Beginning Net Assets $(91.045) 13.OTHER The Agency's combined net assets for the year ended September 30, 2011 were a negative ($110,088,000). This is mainly because of how Redevelopment Agencies are required to operate under state law. Redevelopment Agencies incur debt in order to make expenditures, which results in increased public and private investments in the redevelopment area, which in turn generate property tax increment to repay the debt over time. Redevelopment Agencies can only collect property tax increment to the extent they have debt on the books. 14.SERAF CONTINGENCY Pursuant to Assembly Bill 26 4x, a budget trailer bill, California redevelopment agencies were required to make Supplemental Education Revenue Augmentation Fund (SERAF) contributions totaling $1.7 billion for the fiscal year 2009-2010 and $350 million for the fiscal year 2010-2011. Under this bill, agencies may borrow a portion of the required contributions from their low and moderate income housing fund. Alternatively, sponsoring governmental agencies (the cities or counties) may elect to pay the SERAF contributions on behalf of their redevelopment agencies. On October 20, 2009, the California Redevelopment Association filed a class action lawsuit on behalf of all California Redevelopment Agencies, challenging the SERAF obligations as unconstitutional. The case is currently under appeal. On May 13, 2010, the Superior Court found in favor of the State relative to the class action suit. .The Agency's SERAF contribution for fiscal year 2009-10 was $5,380,000 and $1.,107,000 for fiscal year 2010-11. The Agency borrowed funds from the low and moderate income housing fund to make this payment. 47 xB -283- Item 8. - 162 Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 15.RECENT CHANGES IN LEGISLATION AFFECTING REDEVELOPMENT AGENCIES On June 29, 2011, the Governor of the State of California signed Assembly Bills 1X 26 and 27 as part of the State's budget package. Assembly Bill 1X 26 requires each California redevelopment agency to suspend nearly all activities except to implement existing contracts, meet already-incurred obligations, preserve its assets and prepare for the impending dissolution of the agency. Assembly ' Bill 1X 27 provides a means for redevelopment agencies to continue to exist and operate by means of a Voluntary Alternative Redevelopment Program. Assembly Bill 1X 26 directs the State Controller of the State of California to review the propriety of any transfers of assets between redevelopment agencies and other public bodies that occurred after January 1, 2011. If the public body that received such transfers is not contractually committed to a third party for the expenditure or encumbrance of those assets, the State Controller is required to order the available assets to be transferred to the public body designated as the successor agency by.Assembly Bill 1X 26. As previously described in Note 5, the Agency transferred assets to the City after January 1, 2011. The League of California Cities and the California Redevelopment Association (CRA) filed a lawsuit on July 18, 2011 on behalf of cities, counties and redevelopment agencies petitioning the California Supreme Court (Court) to overturn Assembly Bills 1X 26 and 27 on the grounds that these bills violate the California Constitution. On December 29, 2011, the Court ruled that Assembly Bill 1X 26, the dissolution measure, is largely upheld and is a proper exercise of the legislative power vested in the Legislature by the State Constitution. A different conclusion was rendered with respect to Assembly Bill 1X 27, which was invalidated in its entirety by the Court Accordingly, the Agency is required to dissolve in fiscal year 2011/12 and the guidelines for dissolution are set forth in Assembly Bill 1X 26. The financial statements do not include any adjustments as a result of the dissolution of the Agency. During the City Council's January 9, 2012 meeting, the City approved two resolutions designating the City as a Successor Agency to the Redevelopment Agency, and the Huntington Beach Housing Authority as the Successor Agency for housing-related items. As of February 1, 2012, the Redevelopment Agency was dissolved pursuant to Health and Safety Code Section 34172(a) and AB 1X 26. As of this date, the City began implementing its duties as Successor Agency under the direction of an Oversight Board, the California State Controller's Office, and the California Department of Finance. 48 Item 8. - 163 HB -284- Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements . ,: For the Year Ended September 30, 2011 The following is a summary of the significant provisions of Assembly Bill 1X 26: Assembly Bill 1X 26 Suspends Redevelopment Activity - As of June 29, 2011, the Agency cannot incur new obligations and debt. More specifically, the Agency cannot enter into or amend contracts, renew or extend leases or other agreements, and dispose of or transfer real property or other assets. Agencies are required to continue to make scheduled payments on bonds and other legally binding agreements, and to manage existing contracts, projects, and other agreements. Dissolves Redevelopment Agencies - Assembly Bill 1X 26 dissolves all redevelopment agencies and community development agencies. All assets and responsibilities for closing out the activities of the former agency are transferred to a "Successor Agency." Creates Successor Agencies - The Successor Agency is presumed to be the sponsoring community of the redevelopment agency. The City has been designated the Successor Agency. The responsibility of a Successor Agency includes making payments and performing obligations of the former redevelopment agency in accordance with a schedule of enforceable obligations. Enforceable obligations include; bonds, loans, legally required payments, including payments for pension obligations, judgments or settlements, and other legally binding and enforceable agreements. A Successor Agency is required to dispose of the former agency's assets in an expeditious fashion, to transfer the housing functions to its sponsoring community, to wind down the affairs of the former agency (including the payment of debt and completion of obligated projects), to prepare administrative budgets, and to provide support to the "Oversight Board." Transfer of Housing Functions--The sponsoring community may choose to assume the housing functions and the housing assets of the dissolved agency. Should the sponsoring community choose not to assume these responsibilities, all assets and functions would be transferred to the local housing authority. The City has elected to continue to administer the housing functions and assets of the former agency. Creation of Oversight Boards --The Oversight Board, which is comprised of seven member representatives from local government bodies, is tasked with reviewing and approving the actions of the Successor Agency. Two of the seven members would be City representatives appointed by the Mayor--one of which must be an employee from the recognized employee organization representing the largest number of employees working for the redevelopment agency as of the date of dissolution. The remaining members are appointed by the County (2), the County Superintendent of Education (1), the Chancellor of California Community Colleges (1), and the largest special district taxing entity in the 49 HB -285- Item 8. - 164 Redevelopment Agency of the City of Huntington Beach Notes to Financial Statements For the Year Ended September 30, 2011 territorial jurisdiction of the former redevelopment agency which is eligible to receive property tax revenues pursuant to Section 34188. The Successor Agency's Oversight Board has been established. Additional Legislation Related to Assembly Bill 1X 26 Three bills, Senate Bill 654, Senate Bill 986 and Assembly Bill 1585, have been introduced to the legislature to make technical fixes to AB I 26. SB 654 -- Senate Bill 654 would allow the successor agency to retain the funds on deposit in the former redevelopment agency's Low-Income Housing Fund to continue to "increase, improve, and preserve supplies" of low and moderate income housing. The bill also expands the definition of an enforceable obligation to include the following additional types of loan agreements between cities/counties and redevelopment agencies: (1) a loan that was executed within two years of the date of creation of a project area, if the loan is specific to that project area; and (2) a loan to fund the agency's 2009-10 SERAF payment to schools. SB 654 was approved by the Senate on January 31, 2012 and is currently awaiting consideration in the State Assembly. The bill has not yet been assigned to a committee. If adopted, the statute will not take effect until January 1, 2013. SB 986 — Senate Bill 986 clarifies that all bond proceeds initiated by the former redevelopment agency are considered encumbered and prohibits a successor agency from sending the proceeds to the county auditor-controller. This bill has been assigned to the Senate Committee on Government and Finance. Currently, a hearing date has not yet been set for the bill. AB 1585 — Assembly Bill 1585 was introduced as a companion bill to Senate Bill 654 on February 2, 2012. The bill makes various technical fixes to AB 1 X 26 clarifying the functions of successor agencies and oversight boards. AB 1585 expands the definition of an enforceable obligation to include the loan types described under SB 654 and also includes the following: (1) other loan agreements between the RDA and the City/County if the oversight board finds that the loan was for a legitimate redevelopment purpose, had economic substance, and was based on reasonable repayment terms; and (2) payments for costs incurred to fulfill collective bargaining agreements for layoffs or terminations of city employees who performed work directly on behalf of the former RDA. AB 1585 also further expands the definition of the administrative cost allowance to specify that: (1) employee costs associated with work on specific project implementation activities shall be considered projects-specific costs (not administrative), and (2) the oversight board may approve temporary increases to the administrative cost allowance to carry out the 50 Item 8. - 165 HB -286- Redevelopment Agency of the City of Huntington Beach _ Notes to Financial Statements For the Year Ended September 30, 2011 , requirements of an enforceable obligation, cover litigation costs, and/or to maintain and preserve the value of assets while in the possession of the successor agency. AB 1585 would authorize successor agencies, with oversight board approval, to enter into agreements to fund required payments under enforceable obligations that exceed the amount of property tax revenue available to the RDA during the payment period. AB 1585 would also require the auditor-controller to reserve additional funds in the Redevelopment Property Tax Trust Fund at the time of the annual January 16th allocation, if necessary, to cover payments made in the second half of the calendar year that are in excess of amounts anticipated to be deposited from the allocation in May or June. AB 1585 includes an urgency clause and will require a two-thirds vote. The bill is currently awaiting a hearing date in the Housing and Community Development and Local Government Committee. 51 HB -287- Item 8. - 166 This page intentionally left blank -� �4 M1 • Tti J i 1 1 52 Item 8. - 167 HB -288- REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH CALCULATION OF LOW/MODERATE INCOME HOUSING FUNDS -EXCESS SURPLUS October 1, 2010 (IN THOUSANDS) ENDING FUND BALANCE-OCTOBER 1,2010 $ 11,409 Less Unavailable Amounts: - Encumbrances (1,879) Advances to Other Funds (4,591) AVAILABLE FUND BALANCE-OCTOBER 1,2010 $ 4.939 AVAILABLE LOW/MODERATE INCOME HOUSING FUNDS LIMITATION(GREATER OF$1,000,000 OR FOUR YEARS SET-ASIDE): Set-aside for fiscal years 2006-07 to 2009-10 2006-2007 2,779 2007-2008 3,062 2008-2009 3,405 2009-2010 3,677 TOTAL SET-ASIDE FOR LAST FOUR YEARS 12,923 COMPUTED EXCESS/SURPLUS-OCTOBER 1,2010 $ Seethe Independent Auditor's Report 53 HB -289- Item 8. - 168 This page intentionally left blank 1 r _ % l -.. r �± 54 Item 8. - 169 HB -290- t Certified Public Accountants. Sacramento•Walnut Creek#Oakhand•Los AngeleslCenturyCity•Newport Beach•San Diego mgocpa.com The Board of Directors of the Redevelopment Agency of the City of Huntington Beach Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards We have audited the financial statements of the governmental activities and each major fund of the Redevelopment Agency of the City of Huntington Beach (Agency), a component unit of the City of Huntington Beach, California(City),as of and for the year ended September 30,2011,which collectively comprise the Agency's basic financial statements and have issued our report thereon dated March 29, 2012. Our report includes a paragraph indicating an emphasis of a matter regarding the dissolution of redevelopment agencies in the State of California (Assembly Bill 1X 26). We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Internal Control Over Financial Reporting Management of the City is responsible for establishing and maintaining effective internal control over financial reporting for the Agency. In planning and performing our audit, we considered the City's internal control over financial reporting related to the Agency as a basis for designing our auditing procedures for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control over financial reporting related to the Agency. Accordingly, we do not express an opinion on the effectiveness of the City's internal control over financial reporting related to the Agency. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct misstatements on a timely basis.A material weakness is a deficiency, or a combination of deficiencies, in internal control such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented,or detected and corrected on a timely basis. Our consideration of internal control over financial reporting was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over financial reporting that might be deficiencies,significant deficiencies, or material weaknesses. We did not identify any deficiencies in internal control over financial reporting that we consider to be material weaknesses,as defined above. Compliance and Other Matters As part of obtaining reasonable assurance about whether the Agency's financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements,noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The 3000 5 Street 2121 N.California 81vd, 50514th Svc-at 2029 Century Park East 4675 telacAnhur CL 225 Broadway Suite 300 Suite 750 Sth Floor Suite 500 Sulte 600 Suite 1750 Sacrarnento Walnut Creek Oakland Los Angeles Newport Beach San Diego CA 9SO16 CA 94596 CA 94612 CA 90067 CA 92660 CA 92101 54 HB -291- Item 8. - 170 results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. This report is intended solely for the information and use of the Board of Directors, management and others within the Agency and the State Controller's Office,Division of Accounting and Reporting and is not intended to be and should not be used by anyone other than these specified parties. a,v�.i.+ l 0 Newport Beach, California March 29,2012 55 Item 8. - 171 HB -292- 44 ed tic Accountants. Sacramento•Walnut Creek•Oakland•Los Angeles/Century City•hle�vport Beach•San Diego I9mgocpal.com The Board of Directors of the Redevelopment Agency of the City of Huntington Beach Independent Auditor's Report on Compliance of California Redevelopment Agencies and on Internal Control over Compliance Compliance We have audited the Redevelopment Agency of the City of Huntington Beach's (Agency) compliance with the requirements specified in the State of California's Guidelines for Compliance Audits of California Redevelopment Agencies issued by the State Controller's Office, applicable to the Agency's statutory requirements identified below for the year ended September 30, 2011. Compliance with the requirements referred to above is the responsibility of the Agency's management. Our responsibility is to express an opinion on the Agency's compliance based on our audit. We conducted our compliance audit in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States; and the State of California's Guidelines for Compliance Audits of California Redevelopment Agencies, June 2011 (Guidelines),issued by the State Controller and as interpreted in the Auditing Procedures for Accomplishing Compliance Audits of California Redevelopment Agencies, August 2011, issued by the Governmental Accounting and Auditing Committee of the California Society of the Certified Public Accountants. Those standards and the Guidelines require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the compliance requirements referred to above that could have a material effect on the Agency occurred. An audit includes examining on a test basis, evidence about the Agency's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Our audit does not provide a legal determination of the Agency's compliance with those requirements. In our opinion,the Agency complied, in all material respects, with the compliance requirements referred to above that are applicable for the year ended September 30,2011. Internal Control Over Compliance Management of the Agency is responsible for establishing and maintaining effective internal control over compliance and with the compliance requirements referred to above. In planning and performing our audit, we considered the Agency's internal control over compliance to determine the auditing procedures for the purpose of expressing our opinion on compliance,but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of the Agency's internal control over compliance. A deficiency in internal control over compliance exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions,to prevent or detect and correct, noncompliance on a timely basis. A material weakness in internal control over compliance is a deficiency, or combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a compliance requirement will not be 3000 S Street 2121 N.California Blvd SOS 14th Street 2029 Century Park East 4675 MacArthur Ct 22S Broadway SuKc 300 Suite 750 Sth Floor Suite 500 Suite 600 Suite 1750 Sacramento Walnut Creek Oakland Los Angeles Newport Beach San Diego CA 95816 CA 94596 CA 94612 CA 9W67 CA 92660 CA 92t111 56 HB -293- Item 8. - 172 prevented, or detected and corrected, on a timely basis. Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be deficiencies, significant deficiencies or material weaknesses. We did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses,as defined above. This report is intended solely for the information of the Board of Directors, management and others within the Agency, and the State Controller's Office, Division of Accounting and Reporting and is not intended to be and should not be used by anyone other than these specified parties. a. ,z � Q Newport Beach,California March 29,2012 57 Item 8. - 173 HB -294-