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Home My WebLink AboutSuccessor Agency - 2023-02 RESOLUTION NO. 2023-02 A RESOLUTION OF THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH APPROVING THE RECOGNIZED OBLIGATION PAYMENT SCHEDULE FOR THE PERIOD JULY 1, 2023 —JUNE 30, 2024 ("ROPS 23-24") WHEREAS, pursuant to AB x 1 26 (as amended by AB 1484, the "Dissolution Act"), the separate legal entity known as Successor Agency to the Redevelopment Agency of the City of Huntington Beach ("Successor Agency") must prepare "Recognized Obligation Payment Schedules" ("ROPS") that enumerate the enforceable obligations and expenses of the Successor Agency for each successive annual fiscal period until the wind down and disposition of assets of the former Redevelopment Agency of the City of Huntington Beach; and The Successor Agency staff has prepared a ROPS for the annual fiscal period commencing on July 1, 2023 and continuing through June 30, 2024 ("ROPS 23-24") which is attached hereto as Exhibit A; and After reviewing ROPS 23-24, presented to and recommended for approval by Successor Agency staff, and after reviewing any written and oral comments from the public relating thereto, the Successor Agency Board desires to approve the ROPS 23-24; and All of the prerequisites with respect to the approval of this Resolution have been met. NOW, THEREFORE, the Successor Agency to the Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows: 1. The Successor Agency hereby finds and determines that the foregoing recitals are true and correct. 2. The Successor Agency hereby approves ROPS 23-24 in the form presented to the Successor Agency and attached hereto as Exhibit A, and hereby determines that such agreements and obligations constitute "enforceable obligations" and "recognized obligations" for all purposes under the Dissolution Act. 3. The Successor Agency authorizes and directs the Successor Agency staff to: (i) take all actions necessary under the Dissolution Act to post ROPS 23-24 on the Successor Agency website once approved by the Oversight Board to the Successor Agency; (ii) transmit ROPS 23-24 to the Auditor-Controller and the County Administrator of the County of Orange and to the State Controller and the State Department of Finance ("DOF"); and (iii) to do any and all things and to execute and deliver any and all documents which may be necessary or advisable in order to effectuate the purposes of this Resolution. In addition, the Successor Agency authorizes and directs the Successor Agency staff to make such non-substantive revisions to ROPS 23-24 as may be necessary to submit ROPS 23-24 in any modified form required by DOF, and ROPS 23-24 as so modified shall thereupon constitute ROPS 23-24 as approved by the Successor Agency pursuant to this Resolution. 23-12323/299904 1 RESOLUTION NO. 2023-02 4. The Successor Agency authorizes the Executive Director, or designee, to make such non-substantive changes and amendments to ROPS 23-24 as may be approved by the Executive Director of the Successor Agency and its legal counsel, ROPS 23-24 as so modified shall thereupon constitute ROPS 23-24 as approved by the Successor Agency pursuant to this Resolution. 5. The Successor Agency does not intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights of the Successor Agency or the City of Huntington Beach under law and/or in equity by virtue of the adoption of this Resolution and actions approved and taken pursuant to this Resolution and, therefore, reserves all such rights of the Successor Agency and the City of Huntington Beach under law and/or in equity. PASSED AND ADOPTED by the Successor Agency to the Redevelopment Agency of the City of Huntington Beach at a regular meeting thereof held on the 17th day of January, 2023. Chairperson REVIEW AND A"Rt ED: Nilk* Executive rector 111111/ APPROVED S TO FORM: eneral Legal Counsel LW 23-12323/299904 2 EXHIBIT A RECOGNIZED OBLIGATION PAYMENT SCHEDULE FOR THE PERIOD JULY 1, 2023 THROUGH JUNE 30, 2024 ("ROPS 23-24") [behind this page] 1/11/23,10:50AM RAD Resolution No. 2023-02 Exhibit"A" Huntington Beach ROPS 2023-24 Annual Summary. Detail Cash Balances Submission Requested Funding for Obligations 23-24A Total 23-24B Total ROPS Total A Obligations Funded as Follows(a+c+o) 132,058 0 132,058 B Bond Proceeds 0 0 0 C Reserve Balance 132,058 0 132,058 D Other Funds 0 0 0 E Redevelopment Property Tax Trust Fund 8,969,592 3,928,238 12,897,830 (RPTTF)(F+G) F RPTTF 8,844,592 3,803,238 12,647,830 G Administrative RPTTF 125,000 125,000 250,000 H Current Period Obligations(A+E) 9,101,650 3,928,238 13,029,888 httpsi/esd.dof.ca.gov/rad/#/rops/annual/summary 1/1 1/11/23,10:51 AM RAD Huntington Beach ROPS 2023-24 Annual Summary Detail Cash Balances Submission Filter Export to Excel Agreement Agreement Total Total Execution Termination Outstanding Requested Item# Obligation Name Obligation Type Date Date Payee Description Obligation Funding Notes / 2 Hyatt Regency OPA/DDA/Construction 09/14/1998 09/30/2023 PCH Beach Disposition and - - Huntington Beach Resorts LLC Development Agreement Project approved on September 14, 1998 for the Waterfront Development / 3 2002 Tax Allocation Bonds Issued On or 06/19/2002 08/01/2024 Bank of New Tax Allocation Bonds Debt 2,575,000 982,000 Refunding Bonds Before 12/31/10 York Trust Co. Service Payments 6 4 1999 Tax Allocation Bonds Issued On or 01/12/1999 08/01/2024 Bank of New Tax Allocation Bonds Debt 1,190,000 453,625 Refunding Bonds Before 12/31/10 York Trust Co. Service Payments • 5 2002 Tax Allocation Fees 11/17/2010 06/30/2024 Arbitrage Tax Allocation Bonds 500 500 Refunding Bonds Compliance arbitrage rebate calculation Specialist -Federal IRS Compliance / 6 1999 Tax Allocation Fees 11/17/2010 06/30/2024 Arbitrage Tax Allocation Bonds 500 500 Refunding Bonds Compliance arbitrage rebate calculation Specialist -Federal IRS Compliance / 8 2002 Tax Allocation Fees 06/19/2002 08/01/2024 Bank of New Tax Allocation Bonds- 1,600 1,600 Refunding Bonds York Mellon Payment to Fiscal Agent / 9 1999 Tax Allocation Fees 01/12/1999 08/01/2024 Bank of New Tax Allocation Bonds- 1,600 1,600 Refunding Bonds York Mellon Payment to Fiscal Agent • 12 Emerald Cove 2010 Bonds Issued On or 05/13/2010 09/01/2021 US Bank Emerald Cove 2010 Series 6,837,845 6,837,845 Series A Lease Before 12/31/10 A Lease Revenue Revenue Refunding Refunding Bonds Debt Bonds Service Payments / 14 Strand Hotel and OPA/DDA/Construction 06/01/1999 09/30/2033 CIM Group,LLC Property Tax Sharing 4,970,141 677,904 Mixed-Use Project, and Kane Agreement under the Parking& Ballmer and Disposition and Infrastructure Berkman Development Agreement (DDA)for development of hotel,retail,restaurant,and public parking structure. The Implementation of the DDA and the Sixth Implementation Agreement were entered into from June 1999 to November 2008. • 15 Strand Project OPA/DDA/Construction 01/20/2009 09/30/2033 CIM Group,LLC Property Tax Sharing 337,219 49,576 Additional Parking Agreement under the Disposition and Development Agreement (DDA)and Sixth Implementation Agreement for the Strand projects parking structure authorized on January 20, 2009. httpsi/esd.dof.ca.gov/rad/#/rops/annuaUdetail 1/4 1/11/23,10:51 AM RAD Agreement Agreement Total Total Execution Termination Outstanding Requested Item# Obligation Name Obligation Type Date Date Payee Description Obligation Funding Notes 40 17 Pacific City-Very Low OPA/DDA/Construction 10/16/2006 11/26/2024 Makar 15%affordable housing Income Units Properties requirement pursuant to Attachment 5 of the Owner Participation Agreement approved on October 16, 2006.Of the 15%required housing obligation,5% very-low income housing is to be developed by the Housing Authority.The Developer is required to provide the remaining 10% on site. 9" 21 Abdelmudi Owner OPA/DDA/Construction 05/28/1991 12/31/2017 Abdelmudi Owner Participation Participation Development Agreement/Rent Agreement/Rent Company Differential Agreement Differential Agreement approved on May 28,1991 for the development of the three story building at the Oceanview Promenade. The Third Implementation Amendment took effect on November 21,1994. 1' 29 Bella Terra Parking OPA/DDA/Construction 10/02/2000 09/30/2025 Bella Terra Property Tax Sharing 3,487,056 2,347,103 Infrastructure Property Associates LLC Agreement required under Tax Sharing the terms of the Owner Agreement Participation Agreement (dated 10/2/2000)and Second Implementation Agreement(dated 9/17/2007)for the development of the Huntington Center(Bella Terra).Includes legal requirements to enforce obligation. 9 30 Bella Terra Phase II OPA/DDA/Construction 10/04/2010 07/01/2036 Bella Terra Agreement approved on 12,130,583 1,417,635 Property Tax Sharing Villas,LLC and October 4,2010 for Agreement Kane Ballmer construction of a 467 Berkman mixed-use unit project. Construction is complete and financed by property tax allocations.Includes legal requirements to implement obligation. ®'' 50 Enforcement of Admin Costs 02/01/2012 11/26/2040 Successor Successor Agency 250,000 250,000 Successor Agency Agency,Kane administrative obligations dissolution Ballmer,Keyser relating to maintaining compliance and Marston,and payments on enforceable monitoring per AB Davis Farr P et obligations and other 1X26 and AB1484 al activities as required by AB 1X26 • 64 Successor Agency Dissolution Audits 11/04/2013 08/01/2024 Davis Farr LLP Statutorily required annual 10,000 10,000 Financial Statement financial statement audit Audit of Successor Agency. 9 76 Waterfront Hyatt Project Management 12/01/2015 09/30/2016 HB Staffing Project Management Costs Regency Hotel(Parcel Costs for Consultant to draft 5),Waterfront Hilton documents for the Hotel/Parcel C(Parcel disposition of Successor 6 and 7) Agency property under the LRPMP and prepare draft documents ®' 77 Waterfront Hyatt Project Management 07/08/2012 07/08/2016 Kane Ballmer& Legal Costs for outside Regency Hotel(Parcel Costs Berkman counsel to negotiate terms 5),Waterfront Hilton for the disposition of Hotel/Parcel C(Parcel Successor Agency property 6 and 7) under the LRPMP and draft various documents including Purchase and Sale Agreement https://esd.dof.ca.gov/rad/#/rops/annual/detail 2/4 1/11/23,10:51 AM RAD Agreement Agreement Total Total Execution Termination Outstanding Requested Item# Obligation Name Obligation Type Date Date Payee Description Obligation Funding Notes se 78 Waterfront Hyatt Project Management 06/15/2010 09/30/2017 Keyser Marston Economic Analysis Regency Hotel(Parcel Costs services to prepare 5),Waterfront Hilton financial analysis to Hotel/Parcel C(Parcel negotiate terms for the 6 and 7) disposition of Successor Agency property under the LRPMP a 90 Unfunded CalPERS Unfunded Liabilities 06/30/2011 11/26/2026 CaIPERS Unfunded CaIPERS Pension Liabilities pension obligation as per CaIPERS actuarial valuation as of June 30, 2016 a 91 Unfunded Unfunded Liabilities 09/30/2011 11/26/2026 US Bank Unfunded actuarial Supplemental accrued liability as of Retirement Liabilities September 30,2013 as per actuarial valuation by Bartel Associates,LLC. a 92 Unfunded OPEB Unfunded Liabilities 06/30/2011 11/26/2024 CalPERS/CERBT Unfunded actuarial Liabilities accrued liability as of June 30,2013 as per Bartel Associates,LLC. a 93 Land Sale Emerald City/County Loan(Prior 05/18/2009 10/01/2030 COHB Park A&D Legally Binding Operative Cove 06/28/11),Property Fund Agreement Principal transaction Amount-$1,740,834, Interest Rates 3%,Debt Incurred on May 18,2009 A' 95 Huntington Center City/County Loan(Prior 06/09/2005 10/01/2030 City of Land and Right-of-way Redevelopment Plan 06/28/11),Property Huntington acquisition costs development transaction Beach connected with the Gothard-Hoover Extension project and development of a public storage facility a 96 Main-Pier City/County Loan(Prior 09/10/2005 10/01/2030 City of Costs incurred to acquire Redevelopment 06/28/11),Property Huntington land within the Main-Pier Project Phase II transaction Beach project area for Phase II development projects • 97 Development of City/County Loan(Prior 06/04/1990 10/01/2030 City of Costs incurred to acquire Downtown Main-Pier 06/28/11),Property Huntington land within the Main-Pier project area transaction Beach project area to implement the construction of parking facilities within the Downtown Main-Pier area a 98 Third Block West City/County Loan(Prior 06/18/2005 10/01/2030 City of Relocation,property commercial/residential 06/28/11),Property Huntington acquisition,and other project transaction Beach project costs associated with the Third Block West Condominium/Retail/Office project in the Main-Pier Redevelopment project area a 99 Second Block Alley City/County Loan(Prior 06/10/2005 10/01/2030 City of Property acquisition cost and Street 06/28/11),Property Huntington associated with the Improvement Project transaction Beach Second Block alley and street improvement project a 100 Strand Project City/County Loan(Prior 06/18/2005 10/01/2030 City of Relocation costs paid to 06/28/11),Property Huntington Wind and Sea Surf Shop transaction Beach a 101 Pierside City/County Loan(Prior 05/15/1992 10/01/2030 City of Relocation costs paid to Hotel/Retail/Parking 06/28/11),Property Huntington Terry's Coffee Shop and Structure Project transaction Beach First Interstate Bank ®' 102 Waterfront City/County Loan(Prior 03/01/1989 10/01/2030 City of Costs related to the Commercial Master 06/28/11),Property Huntington relocation,buyout,and Site Plan transaction Beach demolition of Driftwood and Pacific Mobile Home Parks related to the Waterfront Commercial Master Site Plan A 103 Strand Project City/County Loan(Prior 10/19/1992 10/01/2030 City of Property acquisition costs 06/28/11),Property Huntington associated with the Strand transaction Beach Project https://esd.dof.ca.gov/rad/Wrops/annuai/detail 3/4 1/11/23,10:51 AM RAD Agreement Agreement Total Total Execution Termination Outstanding Requested Item# Obligation Name Obligation Type Date Date Payee Description Obligation Funding Notes ®" 104 Operative Agreement City/County Loan(Prior 06/17/2002 10/01/2030 City of Loan repayment for - - for the Huntington 06/28/11),Other Huntington advance made on capital Beach Redevelopment Beach projects in FY 2004/05 Project https://esd.dof.ca.gov/rad/#/ropslannual/detail 4/4 1/11/23,10:52 AM RAD Huntington Beach ROPS 2023-24 Annual Summaty Detail Cash Balances Submission! Pursuant to Health and Safety Code section 34177(I),Redevelopment Property Tax Trust Fund(RPTTF)may be listed as a source of payment on the ROPS,but only to the extent no other funding source is available or when payment from property tax revenues is required by an enforceable obligation.For tips on how to complete the Report of Cash Balances Form,see Cash Balance Tips. Export to Excel Note:Cash Balances data is auto-saved. July 1,2020 through June 30,2021 (Report Amounts in Whole Dollars) A B C D E F G H Fund Sources Bond Proceeds Reserve Balance Other Funds RPTTF BOPS 20-21 Cash Balances Prior ROPS RPTTF and Rent, Non-Admin (07/01/20- Bonds issued on or before Bonds issued on or after Reserve Balances retained Grants, and 06/30/21) 12/31/10 01/01/11 for future period(s) Interest,etc. Admin Comments 1 Beginning 17,006 74,212 1,602,447 Available Cash Balance(Actual 07/01/20) RPTTF amount should exclude "A'period distribution amount 2 Revenue/Income 5,152,462 (Actual 06/30/21) RPTTF amount should tie to the ROPS 20-21 total distribution from the County Auditor- Controller 3 Expenditures for 17,006 74,212 6,296,904 BOPS 20-21 Enforceable Obligations (Actual 06/30/21) 4 Retention of Available Cash Balance(Actual 06/30/21) RPTTF amount retained should only include the amounts distributed as reserve for future period(s) 5 ROPS 20-21 No entry required 325,947 RPTTF Prior Period Adjustment RPTTF amount should tie to the Agency's ROPS 20-21 PPA form submitted to the CAC https://esd.dof.ca.gov/rad/#/rops/annual/cash-balance 1/2 1/11/23,10:52 AM RAD 6 Ending Actual $ 0 S 0 $ 0 $ 0 $ 132,058 Available Cash Balance (06/30/21) CtoF=(1+2-3 -4),G=(1+2-3 -4-5) https://esd.dof.ca.gov/rad/#/ropslannual/cash-balance 2/2 Successor Agency Res. No. 2023-02 STATE OF CALIFORNIA COUNTY OF ORANGE ) ss: CITY OF HUNTINGTON BEACH ) I, ROBIN ESTANISLAU the Clerk of the Successor Agency to the former City of Huntington Beach Redevelopment Agency, Huntington Beach, California, DO HEREBY CERTIFY that the foregoing resolution was duly adopted by The Successor Agency to the Redevelopment Agency of the City of Huntington Beach at a regular meeting held on January 17, 2023 and that is was so adopted by the following vote: AYES: Board Members: Kalmick, Moser, Van Der Mark, Strickland, McKeon, Bolton, Burns NOES: Board Members: None ABSENT: Board Members: None ABSTAIN: Board Members: None 7;(44frt, 9..die/44.4.44) Clerk of The Successor Agency to the Redevelopment Agency of the City of Huntington Beach, California