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HomeMy WebLinkAboutSuccessor Agency - Third Amended and Restated Enforceable Ob Flynn, Joan From: Wilson, Fred Sent: Monday, May 07, 2012 11:20 AM To: Executive Team Subject: FW: State Department of Finance Response- ROPS Attachments: State DOF Letter to HB Disallowing ROPS items.pdf; Successor Agency- response to DOF 050112 (2).pdf From: Wilson, Fred Sent: Thursday, May 03, 2012 5:20 PM To: CITY COUNCIL Cc: Don Hansen; Bohr, Keith; Farrell, Lori Ann; Hall, Bob; Fritzal, Kellee; Emery, Paul Subject: FW: State Department of Finance Response - ROPS i am providing you with this update from Lori Ann Farrell regarding the response from the State Department of Finance (DOF) on the ROPS which was approved by the Oversight Board last month. In summary, the DOF rejected all items relating to the repayment of the $4.9 million to the city. At this point, it is not clear how this will impact the current budget although we may have sufficient revenues and/or expenditure savings to offset this impact to the budget. The alternative would be use the additional funds that were deposited in the economic uncertainties reserve. We should have a clearer picture on this issue for the June 4th budget study session. The budgetary impacts for the next fiscal year are outlined in more detail in Lori Ann's memo. Fred From: Farrell, Lori Ann Sent: Thursday, May 03, 2012 4:43 PM To: Wilson, Fred Cc: Emery, Paul; Hall, Bob; Fritzal, Kellee Subject: State Department of Finance Response - ROPS CITY OF HUNTINGTON BEACH r INTER-DEPARTMENTAL COMMUNICATION v FINANCE DEPARTMENT TO: Fred A.Wilson, City Manager FROM: Lori Ann Farrell, Director of Finance DATE: May 3, 2012 SUBJECT: STATE DEPARTMENT OF FINANCE REJECTION OF ITEMS ON ROPS 1 Attached is a letter from the State Department of Finance (DOF) dated April 30, 2012 regarding their response to the Recognized Obligations Payment Schedule (ROPS) submitted by the Huntington Beach Successor Agency, and approved by the Oversight Board, for enforceable obligations during the period of January through June 2012. Summary I am saddened to report that the DOF rejected a total of$72.1 million in total outstanding debt owed to the City by the RDA as these debts in their view "do not qualify as enforceable obligations" under the language contained in ABxl 26. Please note that this decision directly impacts the$4.9 million annual transfer to the General Fund as that is for repayment of that very debt. In addition, certain administrative costs were also disallowed by the DOF totaling $314,000. As mentioned previously, this strict interpretation of ABxl 26 was our greatest concern and it is clearly a disappointment given the time and effort that Staff spent preparing the EOPS and subsequently the ROPS, compiling volumes of supporting documentation, preparing an extensive 9 page document with responses to the DOF's detailed questions (including the APN numbers for the parcels purchased with these loans), compiling voluminous bond documents, and providing copies of agreements entered into with developers including certain DDAs, all in support of the items on the ROPS. City Loans to the RDA $71.8 Million The loans that are being disallowed by the DOF total $71.8 million that the City's Funds (including the General Fund, Water Fund, Drainage Fund, etc.) have not yet been repaid, and given this most recent decision, may not ever be repaid. That is a significant financial loss for the City. While the loss of the RDA transfer of$4.9M for the repayment of the aforementioned debt is assumed in our preliminary FY 2012/13 Budget estimates for next year; this recent action by the DOF is disconcerting as it signals the potential permanent loss of any repayment of the $71.8 million in loans outstanding. The impact of this decision on the current year's budget is further explained below. Administrative Costs $0.3 Million The DOF also disallowed administrative costs that they contend exceed the administrative cap of 5% allowed under ABxl 26, but are essential to our operations (e.g. legal costs for outside counsel totaling $160,000; auditing costs of $5,042; consultant,costs of $75,000; as well as, $74,000 of Successor Agency staffing costs) totaling $314,000. The DOFs calculation for the apportionment of 5% for administrative costs excludes any amounts they have disallowed; hence it results in a far lower amount. In addition, the DOF is not calculating the 5% cap based on the property tax that would have otherwise been allocated to the former RDA but on the lesser amount that is included in the ROPS, which also excludes the former 20% housing set- aside amounts, thereby further reducing the allocation. This results in an administrative budget allocation that is even leaner than the severely reduced administrative budget we adopted earlier this year that reflected the elimination of 6 FTEs in the Economic Development Department alone. For next year, the DOF's decision has an even greater impact as the administrative cap allowed under ABxI 26 decreases from 5% to a paltry 3%, further restricting resources for these critical expenses. Bud,getaU Impacts It is unclear how the DOF's decision will impact the property tax revenue we will receive in the current year to balance this year's budget. Assuming we will not receive the property tax to fully meet this year's commitments, including the FY 2011/12 budgeted $4.9 million transfer, it is anticipated there will be an estimated $2.4 million or so net General Fund shortfall at year-end due to the fact that other increasing revenue streams may be able to reduce the impact by almost half. However, we may need to tap into the funds deposited last year into the Economic Uncertainties Reserve to fund any remaining deficit, if necessary,by year-end. 2 As the preliminary estimates for the next year's budget, FY 2012/13, already assume the loss of the $4.9 million transfer, this decision does not worsen the projected $2.5 million deficit projected for next year; however, it does create a more tenuous and delicate financial situation as one of the City's largest revenue streams completely disappears. On a positive note, there is actually one loan the DOF has NOT disallowed thus far, and that is the loan for the purchase of land for Emerald Cove. While Emerald Cove has not been disallowed, and this is great news, this does not help the $4.9 million transfer, as any funding would repay the debt that is owed to the separate and distinct Parks and Acquisition Fund. Next Steps I have attached our letter in response to the DOF that was drafted with the input of our outside Counsel. We are also trying to schedule a meeting in person with DOF in Sacramento to further justify these expenses and make a stronger case for their eligibility under various provisions of law. Unfortunately, it is unclear how successful these efforts will be given that ABxl 26 has language that strongly opposes these loans. Even AB 1585, the bill that modifies the problematic language somewhat, is insufficient as most of our loans were not made within two years of project formation. Please feel free to contact me at x5225 if you need additional information. Lori Ann Farrell Director of Finance City of Huntington Beach 2000 Main Street,First Floor Huntington Beach,CA 92648 (714)536-5225 Phone (714)374-1571 Fax loriann.farrell@ surfcity-hb.org 3 hwNT Qk Q' - w I[ll n o . M DEPARTMENT OF EDMUND G. BROWN JR. GOVERNOR QgLlFp pM'FINANCE 91 S L STREET v SACRAMENTO CA ®--959.1 4-3706 9 WWW.00F.CA.QOV April 30, 2012 Lori Ann Farrell, Director of Finance City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648-2702 Dear Ms. Farrell Pursuant to Health and Safety Code(HSC) section 34177 (1) (2) (C), the City of Huntington Beach Successor Agency submitted a Recognized Obligation Payment Schedule (RODS) to the California Department of Finance (Finance) on April 17, 2012 for the period January through June 2012. Finance staff contacted you for clarification of items listed in the RODS: HSC section 34171 (d) lists enforceable obligation (EO)characteristics. Based on a sample of line items reviewed and application of the law, the following do not qualify as EOs: • Items lthroughl7 and 19 through 25 on page totaling $71.8 million. It is our understanding that these amounts are for loans or advances from various city funds. HSC section 34171(d) (2) states that agreements, contracts, or arrangements between the city, county, or city and county that created the redevelopment agency and the former redevelopment agency are not enforceable obligations • Administrative expenses totaling $313,894 (see.Attachment A). HSC section 34171'(b) limits the 2011-12 administrative cost allowance to five percent of the property tax allocated to the successor agency or$260,000,whichever is greater. Therefore, $313,894 of the claimed$563,894 is not allowed. As authorized by HSC section 34179 (h), Finance is returning your ROPS for your reconsideration, This action will cause the speck RODS items noted above to be ineffective until Finance approval. Furthermore, items listed on future ROPS will be subject to review and may be denied as EOs. If you believe we have reached this conclusion in error, please provide further evidence that the items questioned above meet the definition of an EO. Please direct inquiries to Chikako Takagi-Galamba, Supervisor or Wendy Griffe,Analyst at (916) 322-2985. Sincerely, 4-01 ARIA HILL Program;Budget Manager cc: On following page Ms. Farrell April 30, 2012 Page 2 cc: Robert Hall, Deputy City Administrator, City of Huntington Beach Kellee Fritzal, Deputy Director of Economic Development, City of Huntington Beach Frank Davies, Administrative Manager, Orange County Ms. Farrell April 30, 201.2 Page 3 Attachment A Administrative Cost Calculation For the period January—June 20`12 Allowable Administrative Costs Total claimed from RPTTF (pages 1-5) 11,164,176 (Less disallowed items 1-17 and 19-25): 6,307,284 Total funded from RPTTF: 4,856,892 5% Property tax allocation: 242,845 Allowable Administrative Costs (Greater of 5% or $250,000): $ 250,000 Items Qualifying as Administrative Costs Line Amount claimed for Page Item E Description January June 212 3 6 Legal costs $ 160,000 3 7 Com liance audit 5,042 Legally binding and enforceable agreement for continued administration and operation of Successor 3 8 Agency 75,000 6 1 Successor Agency administrative obligations 318,601 6 2 Successor Agency administrative obligations 5,251 Total Claimed: 563,894 I Less Allowable Administrative Costs: 250,000 Administrative Amount Disallowed: $313,894 CITY OF HZJNTINGTON BEACH SUCCESSOR AGENCY to the former Redevelopment Agency Fred A. Wilson Executive Director May 1, 2012 Mark Hill, Program Budget Manager State of California Department of Finance 915 L Street Sacramento CA 95814-3706 Dear Mr. Hill: The Huntington Beach Successor Agency is in receipt of your April 30, 2012 letter regarding the Successor Agency's Recognized Obligation Payment Schedule (ROPS) for the period of January 1, 2012 through June 30, 2012. In the letter, the Department of Finance states that certain items are not enforceable obligations and are not eligible for inclusion on the ROPS (the "Disputed Items"). We are very disappointed in your position regarding the Disputed Items and we do not agree with your position. Notwithstanding our dispute, and in an effort to resolve these matters expeditiously, we would like to meet with you to resolve these matters. The City's team is ready to meet with you at your office, to review the Disputed Items and the documentation we have submitted in support of their eligibility to be included on the ROPS. Please let us know immediately if you agree to such a meeting. Sincerely, Lori Ann Farrell Director of Finance On behalf of the Successor Agency cc: Murray O.Kane, Esq. Kane, Ballmer and Berkman Fred A. Wilson, Executive Director Bob Hall, Deputy City Manager Kellee Fritzal, Deputy Director of Economic Development Frank Davies, Orange County Auditor-Controller's Office,Property Tax Section 2000 Main Street, California 92648-2702 o Phone 714-536-5202 e Fax 714-536-5233 4 www.huntingtonbeachca.gov rr�7 A1114 pep�:so} Council/Agency Meeting Held:_ A O/ Deferred/Continued to: �4,,Ap roved C ndition�lly Approv d ❑ Denied S Cit erk's igna�u e �U ht�3 T Council Meeting Date: April 2, 2012 Departmen Number: FN 12 - 008 CITY OF HUNTINGTON BEACH REQUEST FOR SUCCESSOR AGENCY ACTION SUBMITTED TO: Honorable Successor Agency Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Lori Ann Farrell, Director of Finance SUBJECT: Approve the Third Amended and Restated Enforceable Obligation Payment Schedule (EOPS) and the Recognized Obligation Payment Schedule (ROPS) for the Huntington Beach Successor Agency Statement of Issue: On December 29, 2011, the California State Supreme Court announced its ruling upholding AB1X 26 dissolving redevelopment agencies. Based upon the Court's ruling, successor agencies were required to adopt Enforceable Obligation Payment Schedules (EOPS) that reflect the legally enforceable financial obligations of the former redevelopment agencies. The EOPS was last approved on January 31, 2012. Successor Agency authorization is requested to approve the amended EOPS and the Recognized Obligation Payment Schedule (ROPS) prior to the Oversight Board's approval. Financial Impact: The EOPS and ROPS provide the County Auditor-Controller a payment schedule for the former redevelopment agency's obligations. The amended EOPS and ROPS include the following. 1) An additional payment of $260,882 in the month of April 2012 for the repayment of the loan that was made for the purchase of the Big O Tire site located on Edinger Avenue; and 2) An additional payment totaling $302,389 in the month of September 2011, reflecting the final loan repayment made from the Southeast Coastal Project Area to the Merged Project Area for capital projects completed in FY 2004/05. Successor Agency Recommended Action: Motion to: A) Approve the Third Amended and Restated Enforceable Obligation Payment Schedule (EOPS) for the period covering August 2011 to June 30, 2012; and, B) Approve the amended Recognized Obligation Payment Schedule (ROPS) for the period covering January 1, 2012 to June 30, 2012. Alternative Action(s): Do not approve the EOPS and/or ROPS and direct staff accordingly. Item 5. - I HB -54- REQUEST FOR SUCCESSOR AGENCY ACTION MEETING DATE: 4/2/2012 DEPARTMENT ID NUMBER: FN 12 - 008 Analysis: The State of California enacted AB1X 26 which dissolved redevelopment agencies and designated Successor Agencies to "wind-down" the activities of the former redevelopment agencies under the supervision of newly created Oversight Boards. AB1X 26 defines the amended and restated EOPS as a listing of all legally binding and enforceable agreements or contracts of the former Redevelopment Agency, including those necessary for the continued administration and operation of the Successor Agency. The original EOPS was adopted on August 15, 2011, subsequently amended in January 31, 2012, and submitted to the County Auditor-Controller, State Department of Finance and the State Controller's Office, pursuant to AB1X 26. The ROPS, which is virtually identical to the EOPS, was approved administratively on January 31, 2012 as well. Upon further review of the most recently adopted EOPS and ROPS, staff has updated both schedules to include two additional items that are also enforceable obligations of the former Redevelopment Agency. The first amendment adds $260,882 in the month of April 2012 for the pay back of a loan to the General Fund for the purchase of the Big O Tire site located on Edinger Avenue. The second revision pertains to a loan repayment of $302,489 to the Merged Project Area made in September 2011, for capital projects completed in the Southeast Project Area during Fiscal Year 2004/05. The Successor Agency is also asked to approve the ROPS for the Enforceable Obligations of the former Redevelopment Agency, subject to review and certification by an external auditor as to accuracy, and also subject to approval by the Oversight Board. The approved ROPS is due by April 15, 2012 at which time the Successor Agency will submit its first ROPS to the County Auditor-Controller, State Controller, and State Department of Finance for the period of January 1, 2012 to June 30, 2012. The ROPS will be prepared and submitted every six (6) months. The County Auditor-Controller will conduct an audit of the EOPS and ROPS by July 1, 2012, and submit its findings to the State Controller's Office by July 15, 2012. Environmental Status: N/A Strategic Plan Goal: Improve the City's long term fiscal sustainability. Attachment(s): 1. Third Amended and Restated Enforceable Obligation Payment Schedule P(EOPS)!! 2. Recognized Obligation Payment Schedule ROPS HB -55- Item 5. - 2 ATTACHMENT # 1 Item 5. - 3 ilB . n Name of Redevelopment Agenc} The Redevelopment Agency of the City of Huntington Beach Page 1 of 5 Pages Project Area(s) Merged Project Area RECOGNIZED OBLIGATION PAYMENT SCHEDULE (Amended) Per AB 26-Section 34167 and 34169() Period Covered:January 1,2012 through June 30,2012 Total Outstanding Total Due Debt or During Fiscal Project Name/Debt Obligation Payee Description*** Obligation** Year 11/12 Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 June 2012 2012 Totals 1)Yorktown-Lake Redevelopment, City of Huntington Beach 708,032 26,977 26,977 $ 26,977 Legally binding Operative Agreements for 2 Talbe -Beach Redevelopment, City of Huntington Beach 381,323 14,528 14,528 $ 14,528 costs related to expenditures of the 3 Main-Pier Redevelopment,Oakview City of Huntington Beach redevelopment agency pertaining to the 1,442,921 54,975 54,975 $ 54,975 4 Redevelopment,and Huntington City of Huntington Beach following redevelopment projects 2,319,882 88,388 88,388 $ 88,388 5)Center Commercial District City of Huntington Beach Yorktown-Lake,Talbert-Beach,Main- 584,071 22,253 22,253 $ 22,253 6 Redevelopment Projects City of Huntington Beach Pier,Oakview,and Huntington Center 1,757,147 66,947 66,947 $ 66,947 7 City of Huntington Beach Commercial District 262,522 10,002 10,002 $ 10,002 8 City of Huntington Beach Principal Amount-$8,879,612 88,984 3,390 3,390 $ 3,390 9) City of Huntington Beach Interest Rate-381% 72,254 2,753 2,753 $ 2,753 10 City of Huntington Beach Dates Debt Incurred June 1983,August 91,461 3,485 3,485 $ 3,485 15,1985,Various Operative Agreement 11 City of Huntington Beach Amendments through 1992 683,501 26,041 26,041 $ 26,041 12 City of Huntington Beach 17,568 669 669 $ 669 13 Land purchased for commercial City of Huntington Beach Legally binding Operative Agreement for 734,559 76,383 73,055 3,328 $ 76,383 14 development of the Hilton,the Hyatt, City of Huntington Beach the purchase of land for development of 2 225,001 231,367 221,285 10,082 )Town Square,the Main Street Parking y 9 be Merged Project Area Principal Amount $ 231,367 15 Structure,California Resorts Projects City of Huntington Beach -$32,833,417,Interest Rate-3 81%,Debt 46,856,319 4,872,368 4,660,051 212,317 $ 4,872,368 16 and residential development City of Huntington Beach Incurred on September 7,1989 and 3,648,139 379,353 362,822 16,531 $ 379,353 17 City of Huntington Beach September 4,1990 4,110,245 427,405 408,781 18,624 $ 427,405 ram., Legally Binding Operative Agreement Principal Amount-$1,740,834,Interest W Rates 3 81%,Debt Incurred on May 18, t 18 Land Sale Emerald Cove COHB Park A&D Fund 2009 5,468,098 $ - .J Water Infrastructure Construction for r 19 the Merged Project Area COHB Water Utility Legally Binding Operative Agreement 556,096 $ - Water Infrastructure Construction for Principal Amount-$1,138,000,Interest 20 the Merged Project Area COHB Water Utility Rate-3 81%,Debt Incurred in 1987 3,558,181 $ Legally Binding Operative Agreement Drainage Infrastructure Construction Principal Amount-$250,000,Interest Rate 21 for the Main Pier Project COHB Drainage Utility -3 Bt%,Debt Incurred in 1987 663,806 $ Legally Binding Operative Agreement Principal Amount-$130,560,Interest Rate Sewer Infrastructure Construction for -3.81%,Debt Incurred on September 4, 22 the Main Pier Project COHB Sewer Utility 1990 275,438 $ Deferred Developer Fees Park& Legally Binding Operative Agreement 23 Acquisition Fee COHB Park A&D Fund Principal Amount-$339,202,Interest Rate 405,591 $ -3 81%,Debt incurred in 1984 24 Deferred Developer Fees Sewer Fee COHB Sewer Utility 171,540 $ 25)Deferred Developer Fees Drainage Fee COHB Drainage Utility 182,602 $ Totals-This Page $ 77,265,281 $ 6,307,284 $6,046,402 $ $ $ 260,882 $ $ - $ 6,307,284 Totals-Page 2 $ 56,398,898 $ 4,852,078 $ 512,588 $ $ $ 4,337,715 $ $ 1,775 $ 4,852,078 Totals-Page 3 $ 51,781,706 $ 4'305,9231$ 62,194 $ 412,194 $ 62,195 $ 789,674 $ 60,934 $2,918,732 $ 4,305,923 Totals-Page 4 $ 46,198,226 $ 3,888,548 1$ 307,0391$ 320,851 1$ 309,539 $ 308,039 $ 308,039 $2,335,041 $ 3,888,548 Totals-Page 5 $ 935,173 $ 72,375 1$ 583 $ 583 $ 583 $ 49,707 $ 583 $ 20,336 $ 72,375 Grand total-All Pages $ 232,5797284 $19,426,208 1$6,928,806 $ 733,628 $ 372,317 $ 5,746,017 $369,556 $5,275,884 $ 19,426,208 * Effective February 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the Successor Agency may only make payments required by the Enforceable bligations Payment Schedule(EOPS). **The Total Outstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit Is not yet completed. PLEASE NOTE:The I� City's fiscal year runs October 1 through September 30;hence,payments made in August and September 2011 were made In the City's prior fiscal year. ***Notwithstanding AB 1X26,these agreements are included because among other reasons,they are validated by operation of law prior to AS 1X26. Estimated pass-through payments are included in the EOPS and IROPS for informational purposes.Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt. -I, H r+ CD Name of Redevelopment Agency The Redevelopment Agency of the City of Huntington Beach Page 2 of 5 Pages Project Area(s) Merged Project Area RECOGNIZED OBLIGATION PAYMENT SCHEDULE (Amended) Per AB 26-Section 34167 and 34169(*) Period Covered:January 1,2012 through June 30,2012 Total Outstanding Total Due Debt or During Fiscal Project Name/Debt Obligation Payee Description"*" Obligation** Year 11/12 Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 June 2012 2012 Totals Legally Binding and Enforceable Agreement for Property Acquisition for the Main-Pier 1 Main-Pier Purchase Loan Repayment Housing Authority Project 1,362,500 - $ - Disposition and Development Agreement approved on September 14,1998 for the 2 Hyatt Regency Huntington Beach Project Robert Mayer Corporation Waterfront Development 5,803,061 368,626 368,626 $ 368,626 Tax Allocation Bonds Debt Service 3 2002 Tax Allocation Refunding Bonds Bank of New York Trust Co. Payments 17,964,850 1,635,738 320,369 1,315,369 $ 1,635,738 Tax Allocation Bonds Debt Service 4 1999 Tax Allocation Refunding Bonds Bank of New York Trust Co Payments 8,221,038 748,088 149,044 599,044 $ 748,088 Tax Allocation Bonds arbitrage rebate 5 2002 Tax Allocation Refunding Bonds Arbitrage Compliance Specialist calculation-Federal IRS Compliance 500 500 500 $ 500 Tax Allocation Bonds arbitrage rebate 6 1999 Tax Allocation Refunding Bonds Arbitrage Compliance Specialist calculation-Federal IRS Compliance 500 500 500 $ 500 7 2002 Tax Allocation Refunding Bonds Internal Revenue Service 15th Year Arbitrage Rebate Payment 614,600 - $ - Tax Allocation Bonds-Payment to Fiscal 8 2002 Tax Allocation Refunding Bonds Bank of New York Mellon Agent 1,537 1,537 1,537 $ 1,537 Tax Allocation Bonds-Payment to Fiscal 9).1999 Tax Allocation Refunding Bonds Bank of New York Mellon Agent 848 848 848 $ 848 .r� Bank of America Master Repurchase tM4 10 2002 Tax Allocation Refunding Bonds AMBAC Agreement for Debt Service Reserve 3,000 3,000 3,000 $ 3,000 W Preparation and filing of Continuing l Disclosure Annual Reports and Material f 11 2002 Tax Allocation Refunding Bonds Harrell 8 Company Advisors,LLC Event Notices 250 250 250 $ 250 r Preparation and filing of Continuing Disclosure Annual Reports and Material 12 1999 Tax Allocation Refunding Bonds Harrell&Company Advisors,LLC Event Notices 1,525 1,525 1,525 $ 1,525 Emerald Cove 2010 Series A Lease Emerald Cove 2010 Series A Lease Revenue Refunding Bonds Debt Service 13 Revenue Refunding Bonds US Bank Payments 4,054,198 406,116 406,116 $ 406,116 Legally binding and enforceable loan agreement with the U S Department of HUD Section 108 Infrastructure Loan for Housing and Urban Development for capital 14 Hyatt/Hilton Properties Bank of New York Mellon improvements 3,804,470 410,350 40,175 1 1 370,175 $ 410,350 Full payment of loan borrowed by Agency California Housing Finance for Senior Rental Complex from the State of 15 HELP Bowen Court Authority California 643,727 - $ - Property Tax Sharing Agreement required under the terms of the Owner Participation Agreement(dated 10/2/2000)and Second Implementation Agreement(dated Bella Terra Parking Infrastructure 9/17/2007)for the development of the 16)Property Tax Sharing Agreement Bella Terra Associates LLC Huntington Center(Bella Terra) 1 13,922,294 1 1,275,000 1,275,000 $ 1,275,000 $ 56,398,898 1$ 4,852,078 $512,588 $ $ $4,337,715 $ $ 1,77.5 $ 4,852,078 * Effective February 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the Successor Agency may only make payments required by the Enforceable Obligations Paymen Schedule(EOPS). **The Total Outstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit is not yet completed.PLEASE NOTE:The City's fiscal year runs October 1 through September 30. **Notwithstanding AB 1X26,these agreements are included because among other reasons,they are validated by operation of law prior to AB 1X26. ***"Estimated pass through payments are included in the EOPS and IROPS for informational purposes.Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt. Name of Redevelopment Agency The Redevelopment Agency of the City of Huntington Beach Page 3 of 5 Pages Project Area(s) Merged Project Area RECOGNIZED OBLIGATION PAYMENT SCHEDULE (Amended) Per AB 26-Section 34167 and 34169(*) Period Covered:January 1,2012 through June 30,2012 Total Outstanding Total Due Debt or During Fiscal Project Name/Debt Obligation Payee Description*" Obli anon" Year 11112 Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 June 2012 2012 Totals Property Tax Sharing Agreement under the Disposition and Development Agreement(DDA)for development of hotel,retail,restaurant,and public parking structure The Implementation of the DDA and the Sixth Implementation Agreement Strand Hotel and Mixed-Use Project, were entered into from June 1999 to 1 Parking&Infrastructure CIM Group,LLC November 2008 13,997,626 677,903 677,903 $ 677,903 Property Tax Sharing Agreement under the Disposition and Development Agreement(DDA)and Sixth Implementation Agreement for the Strand projects parking structure authorized on 2 Strand Project Additional Parking CIM Group,LLC January 20,2009 1,088,861 49,576 49,576 $ 49,576 Affordable Housing Agreement approved on October 4,2010 for construction of a 467 mixed-use unit project Project is BTDJM Phase II Associates currently under construction and financed 3)Bella Terra Phase II (DJM) by property tax allocations 27,428,830 $ Owner Participation Agreement approved on October 16,2006 for future development of a 31-acre site located at Pacific Coast Highway and First Street 4 Pacific City Makar Properties and financed by property tax allocations, 5,500,000 - $ Orange County,Various School Pre and Post AB1290 statutory payments Districts,and City of Huntington mandated by Health and Safety Code 5 Pass Through Agreements(Estimated) Beach (HSC)Section 33607 2,640,000 2,640,000 350,000 1 1 2,290,000 $2,640,000 Successor Agency administrative Enforcement of Successor Agency obligations relating to maintaining compliance and monitoring per AB payments on enforceable obligations and 6 1X26 Successor Agency other activities as required by AB 1X26 424,801 318,601 35,400 35,400 35,400 35,400 35,400 141,601 $ 318,601 Statutory obligations for housing Covenant Monitoring Obligations of affordability,production,reporting and 7 Housing Authority Housing Authority compliance as per Government Code. 306,403 229,801 25,534 25,534 25,534 25,534 25,534 102,131 $ 229,801 Successor Agency compliance and Legal costs to ensure Successor Agency $ monitoring per AB 1X26 Kane Ballmer and Berkman compliance with AB1X26 160,000 160,000 160,000 $ 160,000 Independent financial statement and compliance of the agency in accordance with Government Auditing Standards Independent financial statement and Statement on Auditing Standards(SAS) 9)compliance audit Macias Gmi&O'Connell LLP No 117,"Compliance Audit" 10,185 5,042 1,260 1,260 1,261 1,261 $ 5,042 Legally binding and enforceable Successor Agency compliance per AB agreement for continued administration 10 1X26 I Keyser Marston and operation of Successor Agency 75,000 75,000 1 75,000 $ 75,000 Housing Authority Covenant monitoring Statutory obligation for Housing reporting, 11)per A8987 Keyser Marston auditing and compliance 150,000 150,000 150,000 $ 150,000 $ 51,781,706 $ 4,305,923 $ 62,194 $412,194 1$ 62,195 $ 789,674 $ 60,934 $2,918,732 $4,305,923 * Effective February 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the Successor Agency may only make payments required by the Enforceable Obligations Payment Schedule(EOPS). **The Total Outstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit is not yet completed. PLEASE " NOTE:The City's fiscal year runs October 1 through September 30. ***Notwithstanding AB 1X26,these agreements are included because among other reasons,they are validated by operation of law prior to AB 1X26. ****Estimated pass-through payments are included in the EOPS and IROPS for informational purposes,Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt. r+ j' Name of Redevelopment Agency The Redevelopment Agency of the City of Huntington Beach Page 4 of 5 Pages Project Area(s) Merged Project Area RECOGNIZED OBLIGATION PAYMENT SCHEDULE(Amended) Per AB 26-Section 34167 and 34169(*) Period Covered:January 1,2012 through June 30,2012 Total Outstanding Total Due Debt or During Fiscal Project Name/Debt Obligation Payee Description""" Obligation*` Year 11/12 Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 June 2012 2012 Totals Affordable.Housing Compliance pursuant to the requirements of Section Statutory obligation for housing compkance 33413(b)(4)and 33490(a)(2)and(3)of es pursuant to the requirements of the Ca forma seomn 33418(b)(4)and 33490(a)(2)and(3)o Community Redevelopment Law,Health the California and Safety Code Section 33000,et seq. Community Redevelopment Law,Health and 1 Covenant monitoring per AB 987 Amermational Safety Code Section 33000,of see 75,000 75,000 1 1 75,000 $ 75,000 Affordable Housing Compliance pursuant to the requirements of Section Statutory obligation for legal,compliance and 33413(b)(4)and 33490(a)(2)and(3)of operations of Housing Authority pursuant to th the Calfornia requirements of Section 33413(b)(4)and Community Redevelopment Law,Health 33490(a)(2)and(3)of the California and Safety Code Section 33000,et see Community Redevelopment Law,Health and 2 Covenant monitoring per AS 987 Kane Ballmer and Berkman Safety Code Section 33000,et.see 150,000 150,000 150,000 $ 150,000 Repayment of SERAF Debt Obligation Legally enforceable obligation for SERAF Loan 3)2009 Housing Authority repayment 3,227,706 $ Repayment of SERAF Debt Obligation Legally enforceable obligation for SERAF Loan 4 2010 Housing Authenty repayment 700,000 $ Owner Paulcipationt Agreement/Rent Differential Agreement approved on May 28, 1991 for the development of the three story budding at the Ocean-Promenade,The Abdelmudi Owner Participation Third Implementation Amendment took effect 5)Age-menuRent Differential Agreement Abdelmudi Development Company me November 21,1994 4,812 4,812 812 1,000 1,000 1 1,000 1,000 $ 4,812 Low/Moderate Inc 20%Set As He pursuant to Health and Safety Code Statutory housing obligations required by 6 section 33487 Housing Authority Health and Safety Code section 33487 39,637,666 3,604,000 300,333 300,333 300,333 300,333 300,333 2,102,335 $ 3,604,000 Covenant enforcement for Affordable i housing projects for the purpose of increasing,improving,and preserving the City supply of low and moderate mcom Statutory obligation for legal compliance and housing pursuant to the requirements of operations of Housing Authority pursuant to the Section 33413(b)(4)and 3349o(a)(2)and requirements of Section 33413(b)(4)and (3)of the California Community 33490(a)(2)and(3)of the California Redevelopment Law,Health and Safety Community Redevelopment Law,Health and 7 Code Section 33000,et.seq. Grace Jo,Esel Safety Code Section 33000,of see 100,000 1 40,236 6,706 1 6,706 6,706 6,706 6,706 6,706 $ 40,236 Unfunded Ca1PERS pension obligation as per CaIPERS actuarial valuation as of June 30. 8)Unfunded CaIPERS Pension Liabilities CaIPERS 2010. 1,483,151 $ Unfunded actuarial accrued liabitty as of Unfunded Supplemental Retirement September 30,2011 as per actuarial valuation 9 Liabilities US Bank by AON Consulting,Inc 409,000 $ Legally enforceable retirement obligation for early be incentive program and annuity Public Agency Retirement Systems contract with Pacific Life Insurance 10)(PARS)Notes Payable Pacific Life Ins Incorporated 80,000 $ Unfunded actuarial accrued liability as of June 11)Unfunded OPEB Lobtlities Cal PERS/CERST 30,2011 as per AON Consulting,Inc 160,000 $ City employees directly involved in Obligation for unused employee General Housing and Redevelopment Obligation for unused employee General Leav, 12 Leave eamed and vested p""of'and admmisiration earned and vested as per MOUs and AB 1X26 124,391 $ 13 Successor Agency Compliancz Nagasaki and Associates Appraisal and real estate consultant 15,000 3,000 3,000 $ 3,000 Successor Agency Compliance per H 8 14 S code 33433 Tierra West Financial and Real estate consultant 30,000 10,000 10,000 $ 10,000 Legally enforceable obligation as per Memorandum of Understanding with Legally enforceable Wltlon reimbursement 15)bargalmng umt Luis Gomez benefit as per MOU and AB 1X26 1,500 1,500 1500 $ 1,500 $ 46,198,226 $ 3,888,548 $ 307,039 $ 320,851 $ 309,,539 $ 308,039 $ 308,039 $2,335,041 $ 3,888,548 * Effective February 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the Successor Agency may only make payments required by the Enforceable Obligations Payment Schedule (EOPS). "*The Total Outstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit is not yet completed.PLEASE NOTE:The City's fiscal year runs October 1 through September 30. Notwithstanding AB 1X26,these agreements are included because among other reasons,they are validated by operation of law prior to AB 1X26. Estimated pass-through payments are included in the EOPS and IROPS for informational purposes.Of the estimated$2.6 million pass•throughs,please note that$1.9 million of these payments are subordinated to bonded debt. Name of Redevelopment Agency The Redevelopment Agency of the City of Huntington Beach Page 5 of 5 Pages Project Area(s) Southeast Coastal Project Area RECOGNIZED OBLIGATION PAYMENT SCHEDULE (Amended) Per AB 26-Section 34167 and 34169(*) Period Covered:January 1,2012 through June 30,2012 Total Outstanding Total Due Debt or During Fiscal Project Name/Debt Obligation Payee Description""* Obligation** Year 11/12 Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 June 2012 2012 Totals Operative Agreement for the Huntington Merged Huntington Beach Project Loan repayment for advance made on 1 Beach Redevelopment Project Area capital projects in FY 2004/05 302,489 $ - Successor Agency administrative obligations relating to maintaining payments Successor Agency compliance and on enforceable obligations and other 2 monitoring per AB 1X26 Successor Agency activities as required by AB IX26 7,000 5,251 583 583 583 583 583 2,336 $ 5,251 Advance from City on construction of Conservancy Grant funded block wall and JWildlife Care Center City of Huntington Beach associated landscaping 344,816 27,841 27,841 $ 27,841 Operative Agreement for the Huntington Loan repayment for advance made on 4 Beach Redevelopment Project City of Huntington Beach capital projects in FY 2004/05 262,804 21,219 21,219 $ 21,219 Low/Moderate Inc 20%Set Aside pursuant to Health and Safety Code Statutory housing obligations required by 5 section 33487 Housing Authority Health and Safety Code section 33487 64 64 1 1 64 1$ 64 Post AB1290 statutory payments mandated Orange County,Various School by Health and Safety Code(HSC)Section 1-r-1 6 Pass Through Agreements Districts,and City of HB 33607 13,000 13,000 13,000 $ 13,000 1 Assessment for AES Property Tax Assessment for AES Property Tax t 7 valuation Van Horn Consulting Valuation 5,000 5,000 5,000 $ 5,000 8 $ 9 $ 10 $ 11 $ 12 $ 13 $ 14 $ 15 $ 16 $ 17 $ 18 $ 19 $ 20 $ 21 $ 22) $ $ 935,173 $ 72,375 $ 583 $ 583 $ 583 $ 49,707 $ 583 $ 20,336 $ 72,375 * Effective February 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the successor agency may only make payments required by the Enforceable Obligations Payment Schedule(EOPS). "*The Total Outstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit is not yet completed. PLEASE NOTE: f--I The City's fiscal year runs October 1 through September 30. Notwithstanding AB 1X26,these agreements are included because among other reasons,they are validated by operation of law prior to AB 1X26. ****Estimated pass-through payments are included in the EOPS and IROPS for informational purposes.Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt. 00 ATTACHMENT #2 pment Agency The Redevelopment Agency of the City of Huntington Beach Page 1 of 5 Pages Merged Project Area ENFORCEABLE OBLIGATION PAYMENT SCHEDULE Per AB 26-Section 34167 and 34169( ) 4ugust 1,2011 through June 30,2012 Total Outstanding Total Due Revised EOPS(Aug-Dec 2011) EOPS(Jan-June 2012) Debt or During Fiscal bt Obligation Payee Description*** Obligation** Year 11/12 Aug 2011 Sept 2011 Oct 2011 Nov 2011 Dec 2011 2011 Totals Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 Jut ferment, City of Huntington Beach 708,032 26,977 26,977 $ 26,977 26,977 opment, City of Huntington Beach Legally binding Operative Agreements for costs related to expenditures of the 381,323 14,528 14,528 $ 14,528 14,528 art,Oakview City of Huntington Beach redevelopment agency pertaining to the 1,442,921 54,975 54,975 $ 54,975 54,975 untington City of Huntington Beach following redevelopment projects: 2,319,882 88,388 88,388 $ 88,388 88,388 trict City of Huntington Beach Yorktown-Lake,Talbert-Beach,Main- 584,071 22,253 22,253 $ 22,253 22,253 Is City of Huntington Beach Pier,Oakview,and Huntington Center 1,757,147 66,947 66,947 $ 66,947 66,947 City of Huntington Beach Commercial District 262,522 10,002 10,002 $ 10,002 10,002 City of Huntington Beach Principal Amount-$8,879,612 88,984 3,390 3,390 $ 3,390 3,390 City of Huntington Beach Interest Rate-3 81% 72,254 2,753 2,753 $ 2,753 2,753 City of Huntington Beach Dates Debt Incurred:June 1983,August 91,461 3,485 3,485 $ 3,485 3,485 15,1985,Various Operative Agreement City of Huntington Beach Amendments through 1992 683,501 26,041 26,041 $ 26,041 26,041 City of Huntington Beach 17,568 669 669 $ 669 669 nmercial City of Huntington Beach Legally binding Operative Agreement for 734,559 76,383 76,383 76,383 73,055 3,328 on,the Hyatt, the purchase of and for development of the Street Parking City of Huntington Beach Merged Project Area Principal Amount- 2,225,001 231,367 231,367 $ 231,367 221,285 10,082 sorts Projects City of Huntington Beach $32,833,417,Interest Rate-3 81%,Debt 46,856,319 4,872,368 4,872,368 $ 4,872,368 4,660,051 212,317 ment Incurred on September 7,1989 and City of Huntington Beach September 4,1990 3,648,139 379,353 379,353 $ 379,353 362,822 16,531 City of Huntington Beach 4,110,245 427,405 427,405 $ 427,405 408,781 18,624 Legally Binding Operative Agreement Principal Amount-$1,740,834,Interest Rates 3 81%,Debt Incurred on May 18. re COHB Park A&D Fund 2009 5,468,098 $ - instruction for the COHB Water Utility Legally Binding Operative Agreement 556,096 $ - instruction for the Principal Amount-$1,138,000,Interest COHB Water Utility Rate-3 81%,Debt Incurred in 19B7 3,558,181 $ - Legally Binding Operative Agreement Construction for Principal Amount-$250,000,Interest Rate- COHB Drainage Utility 3.81%,Debt Incurred in 1987 663,806 $ - Legally Binding Operative Agreement Principal Amount-$130,560,Interest Rate- mstruction for the 3.81%,Debt Incurred on September 4, COHB Sewer Utility 1990 275,438 $as Park& Legally Binding Operative Agreement COHB Park A&D Fund Principal Amount-$339,202,Interest Rate- 405,591 $ 3.81%,Debt incurred in 1984 as Sewer Fee COHB Sewer Utility 171,540 $ - as Drainage Fee COHB Drainage Utility 182,602 $ - $ 77,265,281 $ 6,307,284 $ $ 6,307,284 $ $ $ $ 6,307,284 $6,046,402 $ $ $ 260,882 $ $ $ 56,398,898 $ 4,852,078 $ 2,223,127 $ 1,905,111 $ $ 643,727 $ $ 4,771,965 $ 512,588 $ $ $ 4,337,715 $ $ $ 51,781,706 $ 4,305,923 $ 2,388,367 $ 727,479 $ 60,934 $ 60,934 $ 60,934 $ 3,298,648 $ 62,194 $ 412,194 $ 62,195 $ 789,674 $ 60,934 $2, $ 46,198,226 $ 3,888,548 $ 15,258 $ 7,485 $ 77,556 $ 3,262 $ 27,726 $ 131,287 $ 307,039 $ 320,851 $ 309,539 $ 308,039 $ 308,039 $2, $ 935,173 $ 72,375 $ $ 302,489 $ 583 $ 583 $ 583 $ 304,238 $ 583 $ 583 $ 583 $ 49,707 $ 583 $ ages $ 232,579,284 :$:]9,426,208 $ 4,626,752 $ 9,249,848 $139,073 $ 708,506 $ 89,243J$14,813,422 $ 6,928,806 $ 733,628 $ 372,317 $ 5,746,017 $ 369,556 $5, ary 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the Successor Agency may only make payments required by this Enforceable Obligations Payment Schedule(EOPS). landing Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit is not yet completed. PLEASE NOTE:The City's fiscal year runs October 1 er 30;hence,payments made in August and September 2011 were made in the City's prior fiscal year. ng AB 1X26,these agreements are included because among other reasons,they are validated by operation of law prior to AB 1X26. ss-through payments are included in the EOPS for informational purposes.Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt. ,elopment Agency: The Redevelopment Agency of the City of Huntington Beach Page 2 of 5 Pages Merged Project Area ENFORCEABLE OBLIGATION PAYMENT SCHEDULE Per AB 26-Section 34167 and 34169(*) d:August 1,2011 through June 30,2012 Total Outstanding Total Due Revised EOPS(Aug-Dec 2011) EOPS(Jan-June 2012) Debt or During Fiscal Debt Obligation Payee Description"' Obligation** Year 11/12 Aug 2011 Sept 2011 Oct 2011 Nov 2011 Dec 2011 2011 Totals Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 Jun Legally Binding and Enforceable Agreement for Property Acquisition for the Main-Pier Loan Repayment Housing Authority Project 1,362,500 - $ - Disposition and Development Agreement approved on September 14,1998 for the tington Beach Project Robert Mayer Corporation Waterfront Development 5,803,061 368,626 368,626 $ 368,626 368,626 Tax Allocation Bonds Debt Service i Refunding Bonds Bank of New York Trust Co Payments 17,964,850 1,635,738 1,283,795 $ 1,283,795 320,369 1,315,369 Tax Allocation Bonds Debt Service i Refunding Bonds Bank of New York Trust Co Payments 8,221,038 748,088 588,289 1 $ 588,289 149,044 599,044 Tax Allocation Bonds arbitrage rebate i Refunding Bonds Arbitrage Compliance Specialist calculation-Federal IRS Compliance 500 500 $ - 500 Tax Allocation Bonds arbitrage rebate i Refunding Bonds Arbitrage Compliance Specialist calculation-Federal IRS Compliance 500 500 $ - 500 i Refunding Bonds Internal Revenue Service 15th Year Arbitrage Rebate Payment 61000 - $ - Tax Allocation Bonds-Payment to Fiscal i Refunding Bonds Bank of New York Mellon Agent 1,537 1,537 $ - 1,537 Tax Allocation Bonds-Payment to Fiscal i Refunding Bonds Bank of New York Mellon Agent 848 848 $ - 848 Bank of America Master Repurchase i Refunding Bonds AMBAC Agreement for Debt Service Reserve 3,000 3,000 $ - 3,000 Preparation and filing of Continuing Harrell&Company Advisors, Disclosure Annual Reports and Material i Refunding Bonds LLC Event Notices 250 250 $ - Preparation and filing of Continuing Harrell&Company Advisors, Disclosure Annual Reports and Material i Refunding Bonds LLC Event Notices 1,525 1,525 $ - Emerald Cove 2010 Series A Lease 1 Series A Lease Revenue Revenue Refunding Bonds Debt Service US Bank Payments 4,054,198 406,116 406,116 $ 406,116 406,116 Legally binding and enforceable loan agreement with the U S Department of nfrastructure Loan for Housing and Urban Development for capital ies Bank of New York Mellon improvements 3,804,470 410,350 1 351,043 1 $ 351,043 40,175 370,175 Full payment of loan borrowed by Agency California Housing Finance for Senior Rental Complex from the State of Authority California 643,727 - 643,727 $ 643,727 Property Tax Sharing Agreement required under the terms of the Owner Participation Agreement(dated 10/2/2000)and Second Implementation Agreement(dated Infrastructure Property Tax 9/17/2007)for the development of the Bella Terra Associates LLC Huntington Center(Bella Terra) 1 13,922,294 1,275,000 1 1,130,369 $ 1,130,369 1 1 1,275,000 $ 56,396,898 $ 4,852,078 $ 2,223,127 1$ I,905,111 1$ $ 643,727 1$ $4,771,965 1$512,588 $ $ $4,337,715 1$ $ )ruary 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the Successor Agency may only make payments required by this Enforceable Obligations Payment Schedule(EOPS). itstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit is not yet completed.PLEASE NOTE:The City's fiscal year runs October 1 mber 30;hence,payments made in August and September 2011 were made in the City's prior fiscal year. lding AB 1 X26,these agreements are included because among other reasons,they are validated by operation of law prior to AB 1X26. pass-through payments are included in the EOPS for informational purposes.Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt. svelopment Agency: The Redevelopment Agency of the City of Huntington Beach Page 3 of 5 Pages 3) Merged Project Area ENFORCEABLE OBLIGATION PAYMENT SCHEDULE Per AB 26-Section 34167 and 34169(*) •ed:August 1,2011 through June 30,2012 Total Outstanding Total Due Revised EOPS(Aug-Dec 2011) EOPS(Jan-June 2012) Debt or During Fiscal !Debt Obligation Payee Description*** Obligation** Year 11/12 Aug 2011 Sept 2011 Oct 2011 Nov 2011 Dec 2011 2011 Totals Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 June Property Tax Sharing Agreement under the Disposition and Development Agreement(DDA)for development of hotel,retail,restaurant,and public parking structure The Implementation of the DDA Mixed-Use Project, and the Sixth Implementation Agreement were vcture CIM Group,LLC entered into from June 1999 to November 2008 13,997,626 677,903 677,903 $ 677,903 677,903 Property Tax Sharing Agreement under the Disposition and Development Agreement(DDA) and Sixth Implementation Agreement for the Strand projects parking structure authorized on January 20, Iditional Parking CIM Group,LLC 2009 1,088,861 49,576 49,576 $ 49,576 49,576 Affordable Housing Agreement approved on October 4,2010 for construction of a 467 mixed-use BTDJM Phase II Associates unit project.Project is currently under construction a II (DJM) and financed by property tax allocations 27,428,830 - $ - Owner Participation Agreement approved on October 16,2006 for future development of a 31- acre site located at Pacific Coast Highway and First Makar Properties Street and financed by property tax allocations. 5,500,000 - $ Orange County,Various School Districts,and City of Huntington Pre and Post AB1290 statutory payments mandated ireements(Estimated) Beach by Health and Safety Code(HSC)Section 33607 2,640,000 2,640,000 2,388,367 $2,388,367 350,000 1 2,29( Successor Agency administrative obligations relating to maintaining payments on enforceable successor Agency obligations and other activities as required by AB nonitoring per AB IX26 Successor Agency 1X26 424,801 318,601 35,400 35,400 35,400 $ 106,200 35,400 35,400 35,400 35,400 35,400 14' Statutory obligations for housing affordability, ring Obligations of production,reporting and compliance as per Housing Authority Government Code 306,403 229,801 25,534 25,534 25,534 1$ 76,602 25,534 25,534 25,534 25,534 25,534 10; :y compliance and Legal costs to ensure Successor Agency 3 1X26 Kane Ballmer and Berkman compliance with AB IX26 160,000 160,000 $ - 16( Independent financial statement and compliance of the agency in accordance with Government Auditing icial statement and Standards Statement on Auditing Standards(SAS) Macias Gini&O'Connell LLP No 117,"Compliance Audit" 10,185 5,042 $ 1,260 1,260 1,261 1,261 Legally binding and enforceable agreement for :y compliance per AB continued administration and operation of Keyser Marston Successor Agency 75,000 75,000 $ - 7! i Covenant monitoring Statutory obligation for Housing reporting,auditing Keyser Marston and compliance 150,000 150,000 $ - 15( $ 51,781,706 $ 4,305,923 $2,388,367 $727,479 $60.934 $ 60,934 $ 60,934 1$3,298,648 $ 62,194 $412,194 $ 62,195 $ 789,674 $ 60,934 $2,917 ebruary 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the Successor Agency may only make payments required by this Enforceable Obligations Payment Schedule(EOPS). Dutstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit is not yet completed. PLEASE NOTE:The City's fiscal year runs October 1 tember 30;hence,payments made in August and September 2011 were made in the City's prior fiscal year. anding AB 1X26,these agreements are included because among other reasons,they are validated by operation of law prior to AB 1X26. d pass-through payments are included in the EOPS for informational purposes.Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt. Name of Redevelopment Agency: The Redevelopment Agency of the City of Huntington Beach Page 4 of 5 Pages Project Area(s) Merged Project Area ENFORCEABLE OBLIGATION PAYMENT SCHEDULE Per AB 26-Section 34167 and 34169(*) Period Covered:August 1,2011 through June 30,2012 Total Outstanding Total Due Revised EOPS(Aug-Dec 2011) EOPS(Jan-June 2012) Debt or During Fiscal Project Name/Debt Obligation Payee Description"' Obligation" Year 11/12 Aug 2011 Sept 2011 Oct 2011 Nov 2011 Dec 2011 2011 Totals Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 June 2012 2012- Affordable Housing Compliance pursuant to the requirements of Section 33413(b)(4) Statutory obligation for housing comphance services and 33490(a)(2)and(3)of the California pursuant to the requirements of Section 33413(1,)(4) Commonly Redevelopment Law,Health and 33490(a)(2)and(3)of the California and Safety Code Section 33000,et seq Community Redevelopment Law,Health and Safety Covenant monitonng per AB 987 Amennabonal Code Section 33000,of seq 75,000 75,000 $ 75,000 $ 7 Affordable Housing Compliance pursuant Statutory obligation for legal,compliance and to the requirements of Section 33413(b)(4) operations of Housing Authority pursuant to the antl 33490(a)(2)and(3)of the California requirements of Section 33413(b)(4)and Community Redevelopment Law,Health 33490(a)(2)and(3)of the California Community and Safely Code Section 33000,et seq Redevelopment Law,Health and Safety Code Covenant monlonng per AB 987 Name Banmer and Berkman Section 33000,et seq 150,000 150,000 $ 150,000 $ 1E Repayment of SERAF Debt Obligabo11 Legally enforceable obligation for SERAF Loan 2009 Housmg Authority repayment 3,227,706 $ $ Repayment of SERAF Debt Obligation Legally enforceable obligation far SERAF Loan 2010 Housing Authority repayment 700,000 $ $ Owner Participationt Agreement/Rent Differential Agreement approved on May 28,1991 for the development of the three story building at the Abdelmudi Owner Participation Abdelmudi Development Oceanview Promenade The Third Implementation Agreement/Rent Differential Agreement Company Amendment took effect on November 21,1994 4,812 4,812 15,258 7,485 7,401 $ 30,144 812 1,000 1,000 1,000 1,000 $ Low/Moderate Inc 20%Set Aide pursuant to Health and Safety Code Statutory housing obligations required by Health and section 33487 Housing Authority Safety Codc section 33487 39,637,666 3,604,000 $ 300,333 300,333 300,333 300,333 300,333 2,102,335 $ 3,6C Covenant enforcement for Affordable housing projects for the purpose of increasing,improving,and preserving the - City's supply of low and moderate income Statutory obligation for legal compliance and housing pursuant to the requirements of operations of Housing Authonty pursuant to the Section 33413(b)(4)and 33490(a)(2)and requirements of Section 33413(b)(4)and (3)of the California Community 33490(a)(2)and(3)of the California Community Redevelopment Law,Health and Safely Redevelopment Law,Health and Safety Code Cade Section 33000,et.seq Grace Jo,Esq Section 33000,et.seq 100,000 40,236 $ 6,706 6,706 6,706 6,706 6,706 6,706 $ 2 Unfunded CalPERS pension obligation as per Unfunded CaIPERS Pension Liabilities Ca1PERS CAPERS actuarial valuation as of June 30,2010 1,483,151 $ $ Unfunded actuarial accrued liability as of September Unfunded Supplemental Retirement 30,2011 as per actuarial valuation by AON Liabilities US Bank Consulting,Inc. 409,000 $ $ Legally enforceable retirement obligation for early Public Agency Retirement Systems(PARS retirement incentive program and annuity contract Notes Payable Pacific Life ins with Pacific Life Insurance Incorporated 80,000 19,965 $ 19,965 $ Unfunded actuarial accrued liability as of June 30, Unfunded OPEB Liabilities Ca1PERS/CERBT 2011 as per AON Consulting,Inc. 160,000 $ $ City employees directly involved ir Obligation for unused employee General He_ng and Redevelopment Obligation for onusetl employee General Leave Leave earned and vested projects and administration earned and vested as per Mous and AB 1X26 124,391 50,190 3,262 27,726 $ 81,178 $ Successor Agency Compliance Nagasaki and Associates Appraisal and real estate consultant 15,000 3,000 $ 3,000 $ Successor Agency Compliance per H&S Code 33433 Tierra West Financial and Real estate consultant 30,000 10,000 $ 10,000 $ Legally enforceable obligation as per Memorandum of Understanding with Legally enforceable tuition reimbursement benefit as bargaining unit Luis Gomez per MOU and AB 1X26 1,500 1,500 $ 1,500 $ $ 46,198,226 $ 3,888,548 $ 15,258 $ 7,485 $ 77,556 $ 3,262 $ 27,726 $ 131,287 $ 307,039 $ 320,851 $ 309,539 1$ 308,039 $ 308,039 $2,335,041 $ 3,8E " Effective February 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the Successor Agency may only make payments required by this Enforceable Obligations Payment Schedule(EOPS). The Total Outstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit is not yet completed.PLEASE NOTE:The City's fiscal year runs October 1 through September 30;hence,payments made in August and September 2011 were made in the City's prior fiscal year. Notwithstanding AB 1X26,these agreements are included because among other reasons,they are validated by operation of law prior to AB 1X26. """"Estimated pass-through payments are Included In the EOPS for informational purposes.Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt. of Redevelopment Agency: The Redevelopment Agency of the City of Huntington Beach Page 5 of 5 Pages :t Area(s) Southeast Coastal Project Area ENFORCEABLE OBLIGATION PAYMENT SCHEDULE Per AB 26-Section 34167 and 34169(*) d Covered:August 1,2011 through June 30,2012 Total Outstanding Total Due Revised EOPS Au Debt or During Fiscal (Aug Dec 2011) EOPS(Jan-June 2012 :t Name/Debt Obligation Payee Description"' Obli ation'" Year 11/12 Aug 2011 Sept 2011 Oct 2011 Nov 2011 Dec 2011 2011 Totals Jan 2012 Feb 2012 Mar 2012 Apr 2012 May 2012 June 2012 ve Agreement for the Huntington Beach Merged Huntington Beach Project Loan repayment for advance made on dopment Project Are. capital projects in FY 2004/05 302,489 - 302,489 $302,489 Successor Agency administrative obligations relating to maintaining payments on sor Agency compliance and monitoring per enforceable obligations and other activities '6 Successor Agency as required by AS 1X26 7,000 5,251 583 1 583 583 $ 1,749 583 583 583 583 583 2,336 Advance from City on construction of Conservancy Grant funded block well and Care Center City of Huntington Beach associated landscaping 344,816 27,841 $ - 27,841 ve Agreement for the Huntington Beach Loan repayment for advance made on dopment Project City of Huntington Beach capital projects in FY 2004/05 262,804 21,219 $ 21,219 Aerate Inc 20%set Aside pursuant to statutory housing obligations required by and Safety Code section 33487 Housing Authority Health and Safety Code section 33487 64 64 $ 64 Post AB1290 statutory payments mandated Orange County,Various School by Health and Safety Code(HSC)Section hough Agreements Districts,and City of HIS 33607 13,000 13,000 $ - 13,000 rent for AES Property Tax Valuation Van Horn Consulting Assessment for AES Property Tax Valuation 5,000 5,000 $ 5,000 $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ 935,173 $ 72,375 $ $ 302,489 $ 583 $ 583 $ 583 $304,238 $ 583 $ 583 $ 583 $ 49,707 $ 583 $ 20,336 tctive February 1,2012 until the Recognized Obligation Payment Schedule(ROPS)becomes operative,the successor agency may only make payments required by this Enforceable Obligations Payment Schedule(EOPS). r Total Outstanding Debt Balances reflect unaudited amounts as the City of Huntington Beach's Fiscal Year Ended September 30,2011 and the annual financial audit Is not yet completed. PLEASE NOTE:The City's fiscal year runs October 1 gh September 30;hence,payments made in August and September 2011 were made In the City's prior fiscal year. itwithstanding AB 1X26,these agreements are Included because among other reasons,they are validated by operation of law prior to AB 1X26. stlmated pass-through payments are included In the EOPS for Informational purposes.Of the estimated$2.6 million pass-throughs,please note that$1.9 million of these payments are subordinated to bonded debt.