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CC Resolution 1999-024d_X RESOLUTION NO.99-24 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LA QUINTA, CALIFORNIA APPROVING THE REVISED POLICY, AND APPLICATION PROCESS FOR THE FQRMATION OF LAND BASED FINANCING DISTRICTS AND RELATED FEE WHEREAS, the City of La Quinta on October 1, 1 996 adopted Resolution No. 96-75 establishing an administrative processing fee; and WHEREAS, the Mello-Roos Community Facilities Act of 1 982, Improvement Act of 1911, Municipal Improvement Act of 1913, and the Improvement Bond Act of 1915 allows the payment of a fee to accompany a written request or petition requesting the creation of a Land Based Financing District to compensate the legislative body for all costs incurred in conducting proceedings to create such a District. NOW, THEREFORE, BE IT RESOLVED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF LA QUINTA, THAT: SECTION 1: This Resolution hereby revokes Resolution No. 96-75 adopted October 1, 1996. SECTION 2: An initial twenty five thousand dollars $25,000) deposit. SECTION 3: That the Policy for Formation of Land Based Financing Districts and Application Process attached as Attachment No. 1 be adopted. PASSED, APPROVED and ADOPTED at a regular meeting of the La Quinta City Council, held on this 2nd day of February, 1 999 by the following vote, to wit: AYES: Council Members Adolph, Henderson, Perkins, Sniff, Mayor Pena NOES: None ABSENT: None ABSTAIN: None BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_XResolution Nc. 9924 Adopted: 212199 Page 2 JOHN.ENA,yr C?ty of La Quinta, California ATT?ST: I AUNDRA L. JU A, City Clerk City of La Quinta, California APPROVED AS TO FORM: DAWN C. HONEYWELL, City Attorney City of La Quinta, California BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_XResolution No. 99-24 Adopted: 2/2/99 Page 3 POLICY FOR FORMATION OF LAND BASED FINANCING DISTRICTS INTRODUCTION The City of La Quinta will consider developer or property owner initiated applications requesting the formation of community facilities or assessment Districts and the insurance of bonds to finance eligible public facilities necessary to serve newly developing commercial or industrial projects. The City will not consider such financing for residential projects developer driven Districts. Generally, only regional or community serving public facilities such as major streets and arterials, highway improvements and freeways, flood or drainage improvements, sewers, telephone ducts, electrical conduits, water improvements, libraries, fire stations and transit improvements including public parking facilities) may be eligible for this financing program. Facilities will be financed in accordance with the provisions of the Municipal Improvement Act of 1913 and the Improvement Bond Act of 191 5, or the Mello-Roos Community Facilities Act of 1 982. Existing residential neighborhoods may apply to the City for the use of the assessment financing to fund local or neighborhood serving facilities, such as streets, alleys and sidewalk improvements, in accordance with the Improvement Act of 1911 or the Municipal Improvement Act of 1 913 and the Improvement Bond Act of 1 91 5. The City shall make the determination as to whether a proposed District shall proceed under the provisions of the Assessment Acts or the Mello-Roos Community Facilities Act. The City may confer with other District consultants and the applicant to learn of any unique District requirements such as regional serving facilities or long-term development phasing, prior to making any final determination. All City and consultant costs incurred in the evaluation of new development, District applications and the establishment of Districts will be paid by the applicant(s) by advance deposits in those instances where a proposed District has been initiated by a party or parties other than the City. The City may incur expenses for analyzing proposed assessment or community facilities districts where the City is the principal proponent of the formation or financing of the District. Expenses not legally reimbursable by the District shall be borne by the applicant. BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_XResolution No. 99-24 Adopted: 212199 Page 4 OVERVIEW OF APPLICATION PROCESS Early communication with the City is encouraged to assist applicants in evaluating the feasibility of available financing programs and to discuss program procedures. The following details a typical District application review and approval process. 1. Pre-application Conference: Applicant meets with the Assistant City Manager and Finance Director to discuss the proposed project and application procedures. 2. Pre-application Submission: Applicant submits a pre-application with a $25,000. deposit. 3. Project Review: The City Staff and/or consultants will meet to discuss the pre- application, including any issues raised and further information that might be required. If necessary, applicant submits revised pre-application. Once the District's application is accepted by City Staff, it will be reviewed by a City assessment and Mello-Roos financing team consisting of, but not limited to, the City Manager, Assistant City Manager, Community Development Director, Finance Director, and City Attorney, based on the needs of the project. If the project is denied, a letter will be sent advising the applicant of the denial. If the project is to be considered, an application packet will be sent to the applicant. 4. Application Processing: Upon City Staff's determination that the application package is complete, City Staff prepares a report to the City Manager, or the Manager's designee, who will then forward the application for district formation and project financing, along with the City Manager's recommendation of additional financing team members or consultants, to the City Council for further action. If the City Manager determines that the project does not meet the community's social or economic needs, the deposit, less accrued expenses, will be refunded to the applicant. 5. Citv Council Consideration: The City Council grants or denies the application. If approval is granted, the City Council directs the City Manager, or the designee, to engage additional consultants, which may include, but not be limited to; a certified appraiser, financial advisor, underwriter, bond counsel, and assessment engineer. This includes negotiation of necessary contracts, and the collection of additional developer deposits, as necessary. BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_X Resolution No. 99-24 Adopted: 2/2199 PBge 5 6. Project Initiation: City Staff submits contracts, reimbursement agreements, bond documents and other pertinent items for consideration to the City Council, as required. 7. Project Implementation: Applicant, City Staff and consultants meet to determine preliminary project schedule and begin work necessary to complete District formation and financing. GENERAL REQUIREMENTS Distdct Cost Deposits and Reimbursements All City and consultant costs incurred in the evaluation of District applications and the establishment of Districts shall be paid by the applicant through advance deposits. The City shall not incur any expenses for processing and administering Assessment Districts or CFDs. Expenses not chargeable to the District shall be directly borne by the applicant. Each pre-application for the formation of an Assessment District or CFD shall be accompanied by a $25,000 initial deposit to fund consultant and staff costs associated with district review and implementation. If additional funds are needed to off-set costs and expenses incurred by the District, the City shall make written demand upon the applicant for such funds and the applicant shall comply with demand within fourteen 14) calendar days of receipt of such notice. If the applicant fails to make any deposit of additional funds for the proceedings, the City may, as its sole option, suspend all proceedings until receipt of such additional deposit. The deposits shall be used by the City to pay costs and expenses incurred by the City incident to the proceedings, including, but not limited to, legal, engineering, appraisal, special tax consultant, application analysis consultants and financial advisory fees and expenses; administrative costs and expenses; required notifications; and printing and publication of legal matters. The District shall refund any unexpended portion of the deposits upon the following conditions: 1. The District is not formed; 2. The proceedings for formation of the District or issuance of Bonds is disapproved by the City; or BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_XResolution No. 99-24 Adopted: 212199 Page 6 3. The proceedings for formation of the District or issuance of Bonds is abandoned in writing by the applicant. Pursuant to this adoption of a reimbursement resolution, the applicant shall be entitled to reimbursement from Bond proceeds for all reasonable costs and expenses incident to the proceedings and construction of the Public Facilities as provided under the Mello-Roos Act, the 1911 Act, or the 1913 Act. All such costs and expenses will be limited to those District-related consultants hired by the City and invoices shall be verified by the City as a condition of reimbursement. The applicant or property owner shall not be entitled to reimbursement from Bond proceeds for any of the expenses specified as follows: 1. In-house administrative and overhead expenses incurred by the applicant; 2. Interest expense incurred by the applicant on moneys advanced or expended during the proceedings and construction of public facilities; and 3. Any other costs and expenses incurred by the applicant which are not otherwise authorized for reimbursement under the Mello-Roos Act, the 1911 Act or the 1913 Act. Under no circumstances shall the City accrue or pay any interest on any portion of the deposit. Neither the City nor the District shall be required to reimburse the applicant or property owner from any funds other than the proceeds of Bonds issued by the District. Use of Consultants The City shall either select or have the right of refusal over all consultants necessary for the formation of the District and the issuance of Bonds, including the underwriter(s)? application analysis consultants, bond counsel, financial advisor, assessment engineer, appraiser, market absorption study consultant, and the special tax consultant. City Staff may confer with the applicant, but consent of the applicant is not required in the determination by the City of the consulting and financing team. The need for district consultants and the scope of their services shall be determined by City Staff on a case-by-case basis with consideration given to market conditions and the nature of the District and financing?s). BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_X Resolution No. 99-24 Adopted: 212199 Page 7 Eligible Public Facilities Facilities to be financed must be Public Facilities for which the City, or a public agency as determined appropriate by the City, will be the owner or will have normal operating and maintenance responsibility. The types of public facilities eligible to be financed are: 1. Streets and Roads. 2. Utilities and Drainage Facilities. 3. Regional Public Facilities as permitted under the Mello-Roos Act). Parks and library facilities may be financed on a case-by-case basis. A minimum of 50% of the public improvements must be dedicated to the City. The City has final determination as to any facility's eligibility for financing, as well as the prioritization of Public Facilities to be included within a District financing. Use of Bond proceeds for grading and right-of-way acquisition will be reviewed by the City and bond counsel on a case-by-case basis. Developer Support In the instance of multiple owners the applicant shall be required to produce letters evidencing support by the other property owners for the scope and establishment of the district as an attachment to the District application. Formation of the district will require concurrence of 1 00% of the other property owners to be included in the proposed district, unless there is an over riding need for the Public Facilities, or the applicant is willing to separately fund the Public Facilities on the non-participating property(s). The minimum amount of requested financing that will be considered by the City is one million two hundred fifty thousand $1 250,000.)dollars net bond proceeds with no more than 10% for engineering and design costs. BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_XResolution No. 99-24 Adopted: 212199 Page 8 Property Owner Support Existing Neighborhoods In the instance of multiple property owners, the applicant shall be required to produce letters evidencing support by the other property owners for the scope and establishment of the District as an attachment to the District application. Formation of the District will require proof of overwhelming support of the other property owners to be included in the proposed District, unless there is an overriding need for the Public facilities, or the applicant is willing to separately fund the Public Facilities on the non- participating property(s). Land Use Approvals The City will accept applications for the formation of Assessment Districts and/or CFDs only when properties to be included within a proposed district have City site plan and other applicable zoning approval. Value- To-Lien Ratio The District or improvement area) property value-to-lien ratio should be at least 4.0 to 1 after including in an appraisal the value of the financed Public Facilities to be installed and including as part of the lien any prior or pending special taxes or improvement liens. Individual properties within the boundaries of the proposed District must also meet a minimum value-to-lien test of 3.0 to 1 on a parcel-by-parcel basis. The value-to-lien ratio shall be determined based upon an independent certified appraisal of the proposed District. The appraisal shall be coordinated by and under the direction of the City. All costs associated with the preparation of the appraisal report shall be paid by the applicant through the advance deposit mechanism. The appraisal shall be conducted in accordance with criteria established by the City. In every case, the appraisal shall employ either a discounted cash flow analysis or use bulk sale comparables. Upon receiving an appraisal and determining the value-to-lien ratio, the City shall apply the following criteria: BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_X Resolution No. 99-24 Adopted: 2/2199 Page 9 1. If the value-to-lien ratio is 4.0 to 1 or greater, the City will not require a letter of credit or other security to secure payment of the special taxes or assessments to be levied annually on properties within the District. However, letters of credit or other security may be required for individual parcels within the District that have a value-to-lien of less than 3.0 to 1. 2. If the value-to-lien ratio is less than 4.0 to 1, the City shall require letters of credit or other security to secure payment of the special taxes or assessments on properties within the District or may elect to abandon the District. Securfty For new development, the applicant or property owner must demonstrate its financial plan and ability to pay all assessments and/or special taxes before full build-out has taken place. Additional security such as credit enhancement may be required by the City in certain instances. If the City requires letters of credit or other security, the credit enhancement shall be insured by an institution in a form and upon terms and conditions satisfactory to the City. All fees payable on the letter of credit or other security shall be the sole responsibility of the applicant or developer, not the City or the District. Any security required to be provided by the applicant shall be discharged by the City upon the opinion of a certified appraiser retained by the City, that a value-to-lien ration of 4.0 to 1 has been attained. Prior to the City Council's approval of District formation, any property owner that will be responsible for more than 1 0 percent of the aggregate special taxes or assessment installments within the district will, at City Staff's request, provide detailed information regarding the following: 1. Legal structure of the title-holding entity, and the legal structure of the owners or partners thereof; 2. Detailed, externally prepared financial statements of the property-owning entity and, if the owning entity is a subsidiary or affiliate of another entity, detailed audited financial statements of such parent or affiliate. Three years' statements are required; 3. A list of bank, credit or investment references who the City may contact; BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_XResolution No. 99-24 Adopted: 212199 Page 10 4. A list of other cities or agencies in which the developer or its parent or affiliate company have participated in financing district formation and bond sales; and 5. A comprehensive property development financial pro forma detailing development costs and funding sources, whether from equity, bank, investor or bond proceeds sources. The pro forma must clearly identify timing and amount of private funds required to develop the project and pay the installments or taxes pending project completion and sale. The developer will be expected to demonstrate the level of certainty of obtaining and the sources of such private funds. The City will use the above information in assessing whether or not to proceed with formations of the District. Disclosure The City shall determine, in its sole judgment after consultation with attorneys and experts, what financial and development information provided by the developer will be disclosed in the Official Statement for the bonds. The City intends to generally follow the procedures and recommendations set forth in the California Debt Advisory Commission's publication Disclosure Guideilnes for Land-Based Securities. The developer will be required to review such disclosure, and to sign a certificate that the disclosure is complete and accurate, and that it does not fail to include material facts. The City will also determine, in its sole judgement, after consultation with attorneys and experts, what financial and development information provided by the developer will be included in annual secondary market disclosure materials required by Securities and Exchange Commission Rule 1 5c2-1 2. The developer will execute an agreement with the City pledging to provide the required data according to a given schedule. Generally, the developer's obligation to provide continuing disclosure data will terminate when the developer's share of total debt service revenues falls below a threshold of 10-25%. The City will make its best efforts not to disclose any information in the initial offering not reviewed and approved by the developer(s). Applicants should be aware that, absent such review and approval, the City may not issue any bonds. BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_X Resolution No. 99-24 Adopted: 212/99 Page 11 Terms and Condftions of Bonds All terms and conditions of the bonds shall be established by the City. The City will control, manage and invest all District insured Bond proceeds. Unless otherwise authorized by the City, the following shall serve as Bond requirements: 1. A reserve fund equal to approximately 10 percent of the issue's par value will be established. 2. The special taxes or annual assessments shall be levied for the first fiscal year following sale of the Bonds for which they may be levied. Interest shall not be funded capitalized) beyond the earliest interest payment date for which sufficient special tax revenues or annual assessment will be available for payment of interest. 3. The repayment of principal shall begin on the earliest date for which sufficient special tax revenues or annual assessments can be made available. 4. Beginning with commencement of the repayment of principal, annual debt service shall be level. 5. The maximum special tax shall be established to assure that the annual revenue produced by levy of the maximum special tax shall be equal to at least 110% of the average annual debt service. 6. In instances where multiple series of Bonds are to be issued, the City shall make a final determination as to which Public Facilities are of the highest priority and those Public Facilities will be financed first and will be subject to the earliest or most senior lien. 7. The City may require that each new District bond financing refund any prior liens, if they exist on properties included in the District in order to avoid subordinated liens. Instances where prior liens may not require funding are: 1) where refunding prior liens will result in higher interest cost, 2) where there can be assurance that prior liens may pose no marketing problems for the new District Bonds, or 3) where refunding prior liens may present future administrative difficulties to the City or other affected public entities. BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02 d_XResolution No. 99-24 Adopted: 212/99 Page 12 Disclosure to Purchasers The applicant or property owner will be required to disclose this and any other special tax, assessment or other liens on individual parcels to existing and future property owners. In addition to all requirements of law, the City shall require the applicant to provide disclosure of such information to the purchasers of property within the District and the terms and conditions of Bonds issued on behalf of the District. Such disclosure requirement shall include notifications to potential property purchasers, as well as methods to notify subsequent property purchasers. Acquisition Provisions The City generally will provide for acquisition Districts. The City shall have final determination as to whether and to what extent it will allow the financing of Public Facilities through acquisition. In the event the acquisition provisions of the 1913 Act or the Mello-Roos Act are used, the City and the applicant or property owner shall mutually agree upon Public Facilities to be acquired and the method of determining reasonable acquisition cost. A funding and acquisition agreement shall be required and approved by the City Council on or prior to the adoption of the resolution of intention to form the District. Exceptions to these Poilcies The City may find in limited and exceptional instances that a waiver to any of the above stated policies is warranted given identified special City benefits to be derived from such waiver. Such waivers are granted only by action of the City Council and based upon specific public purpose, economic and/or health and safety findings. BIB] 03-16-1999-U01 01:01:53PM-U01 ADMIN-U01 CCRES-U02 99-U02 24-U02