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SR-10-A (85)~IN F 1CMANAGERISTFRPRTSICRSGHOOL WPD Council Meeting ,~uly 28, 1998 TO Mayar and City Cauncil FROM City Staff ~~ ! n~- 9z~3 Ju~ 2 s ~ Santa Monica, Galifornia SUBJECT Recommendation to Conduct a Public Hearing and Adopt a Resolution Approving t~e Issuance af Tax Exempt Certificates of Participation for the Crossraads School for Arts and Sciences by the California Statewide Communities De~elopment Authonty, Considering the Publ~c Benef~ts Pravided by Crossroads Introductran This report recammends that the City Council conduct a public hearing, consider the public benefits provfded by Crossraads and adopt the attached Resolution appro~ing the issuance of tax exempt Certificates af Participation by the California Statewide Gommunities Deve~opment Authority (CSCDA) for the Crossroads Schoof for A~ts and Sciences (Crassroads} for the fnancing and refinancing of ~arious educatianal facilities (~aalit~es) located within the City of Santa Monica Backqround The CSCDA is a ~oint exercise of powers authority consisting af numerous California cit~es, co~nties and special districts, includmg the City of San#a Monica The CSCDA, pursuant to its Amended and Restated ,~oint Exercise of Powers Agreement, is authar~zed to assist in the financing of facilities for non-profit public benefi# corparations f~ke Crossroads ln order to initiate such a financ~ng, the member af CSCDA in which the facilities are located _ 1 _ `~~ J U!. 2 819~ must cor~duct a public hearing and approve CSCDA's issuance of tax exempt mdebtedness The Crossraads Financinq Crossraads is propasing that CSCDA issue on its behalf up to $8 5 million of tax-exempt Centficates of Participat~on to refmance existing ~ndebtedness on fac~lEt~es located in the City of Santa Monica, and tv finance the constructian of new recreational facilities consisting of a gymnastumisports centerlsoccer field and swimming pool A# Attachment A are excerpts fram Crassroads' application filed with the CSCDA detailmg its ~istory, the pubiic benefits associated with the pro~ect, and the facilities to be refinanced/financed As required by law, this public heanng has been public[y notrced for fourteen days BudgetlFinanc~al I mpact Approving the issuance o# Certificates of Participat~on by the CSCDA for th~s pro~ect ~y adopt~r~g the attached resolution has no City financ~al or budgetary ~mpact At Attachments B and C are opinions frorn CSCDA's bond council and the City's financial ad~isar indicating that the City of Santa MQnica wauld nat have any f~nancial liability for fhe tax exempf Certificates of Participation, nor wauld any possible subsequent di~cuffies conceming payment of annual debt service on the Certificates of Partic~pafion by Crossroads ad~ersely Empact the City's credEt ratmgs -2- Recammendation It is recommended that the City Council conduct a public hearing, consider the public benefits pro~icfed by Crossraads and adopt the resolution at Attachment D approvmg the issuance of Certi~icates of Participation by the CSCDC ~or Crossroads for the refinancing and financing of ~arious educational fac~lities located within the C~ty of Santa Mon~ca Attachments A- Excerpts from Crossroads Application with the CSCDA B and C- Op~nian af Bond Council and City's Financial Ad~isar Cancerning Bond Risk ta City in Approving the Issuance af Certif~cates of Partic~pation by CSCDA D- Resolution of the City Council of the City of Santa Monica Approv~ng an Insfallment Purchase Financfng tv be Undertaken by the California Statewide Communities De~elopment Au#hority to Benefit the Crossroads School far Arts and Sci~nces Prepared by Susan McGarthy, Assistant City Manager Mike Dennis, Director of Finance Linda Moxon, Deputy City A#torney -3- ATTACf-I~~SE11,T A Detailed History of Applicant Crossroads Schaol for Arts and Sciences is am m~ovative. academically rigorous secandary school lacated at two sites in Santa Mon~ca This package provides a brief discussion of Grassroads' fi~istory and philosophy, its outstand~ng faculty and staff, its support~ve Board and parent body, and its competEtk~e pos~tion within the LA market We will also briefly re~iew the school's financial history and discuss its plans #or leadership in the 21 st Century Crossroads Schoal was founded in 1971 The school operates on two Santa Mon~ca campuses One site houses an elementary school of 225 students The larger s~te houses a secandary school (grades 6-12) of over 770 students Crossroads' philosophy was founded on five basic commitments to academic excelience, to the arts, tv the greater community, to the development of a student population af social. econom~c, and racEal cli~ersity. and to the de~elopment of each student's full human potential in balancang these five commitments--the school seeks to provide a stro~g academic college preparatory pragram, while at the sarr~e time maintaining strong arts programs, a dedication to communkty ser~~ce, a school wide human de~elopment program, and a commitment to multiculturalism and racial di~ersity Manaqement Team Crassroads' team is a strong group with a tradition af effecti~e administration The key members of the academic and financial departments meet tag~ther as the Adm~nistrative Planning Committee All but one of the members of this Commit~ee ha~e been with the schoal for at least ten years Financial administration is handied by the President. Paul Cummins, {who is also a member of the Board of Trustees}. the Headmaster (Roger Wea~er). #he Direc#or of Finance and Human Resources (Jean Campbell), and the Director of Development {Michele H~ckey} Co-founder and President. Paul Cummins, was Headmaster of Crossroads from 1974 ta 1993 Pau{ recei~ed hks B A from Sfanford, his master's from Harvard Uni~ersity, and returned to Cal~fornia for hES Ph ~ frorn USC Paul has over a quarter century experience as a teacher and administrator In additian to his leadership of Crossroads, Paul has founded the Crossroads Community Foundation (CCF), a separate entity dedicated to improving local education apportunities through the establisttment of new public/private ~o~nt ~entures As of 1995. CC~ ~s offermg comprehensive. privately funded. arts education prograrr~s in fi~e local area low-incame public schools. and funding has ~ust been arranged to open a sixth program in 1997 In 1994, Paul also established the New Visions Foundatian. a separate ent~ty with ~he goal of opening a series of private schools with at least 40% enrollment of children of color The first of these ~entures, New Roads School of 5anta Monica, was apened in 1995. and New Roads of Baldwm Hdls ~s planned far 1997 Paul is internationally known as an author and educator His first book, Dachau Sonq, a biography af Dr Herbert Zipper, has been translated ir~ta both Chinese and German His second boolc. For Mortal Stakes, Schools, Society. Solutions, was published in 1997 Paul is also a member of the national Task Force an Public and PnWate Schook Callabaration In add~tion, he is on the Boards of the America~ Poetry Review, the Kira Foundatio~. the California A1liance for Arts Education, and Santa Monica College of Arts and ~esign. and is a literary advisor for the Lannan Foundatian Roger Wea~er, Headmaster, ~s in charge af the day ta day operations of the school--both academic and administrative Roger began teaching m 1967. after receiving his B A in English from UCSB O~er the last twa decades. Roger has taught Mathematics. History. Ethics. Human Development, and English, as well as serving as an Academic Dean. Dean of Students, Directar of Admissions. College Counselor, and Middle and Upper School Director He has been at Crossroads since 1g83, first as Assistant Head. later a5 Associate Head, and now as Headmaster In his spare time, Roger has earned a masters in Admir~istration and Policy Studies m Education at UCLA and has written a novel for young adults Jean Campbekl. D~rector of Finance and Human Resources, is Crossroads' chief financiai officer Jean came to Crossroads En 1987 Her previous experience mcluded three years at Arthur Andersen & Co , where she was a senior consultant En the Administrative Services division, pius s~x years at Getty and Texaco At Getty she served as Annual Plan Super~isor ~n Corporate F~nancial Planr~ing A#ter the merger she was transferred to Getty`s Western Exploration Division as Finanaal ~lanning Super~isor Jean rece~ved an A B from Harvard and an MBA from UCLA Michele Hickey, Crossroads' Director of De~elapment and CommunFty Relations, has alsa been employed at Crossroads since 1987 (though her ter~ure as a parent and as president af the parent assoaation was considerabfy longer) Michele's priar expenence mcludes eight y~ars as co-founder and president of a consumer praduct manu#actunng company. and she has brought her entrepreneurial approach to Crassroads' fundraising efforts Crossroads teachinq faculty and curnculurn Crossraads boasts a well-tra~ned. exper~enced, and creati~e faculty More than half of the SO full-time faculty and teaching administratars haUe masters or dactors degrees The achie~ements of the Crossroads faculty extenci beyand the bounds of the classroom Many faculty are published authors, wGth works including text books, poetry. biographies, fiction. shorf stories, and translatior~s Crossroads art faculty are working artists, giving pertormances and showing works around the country and internationally Besides the ~isual ar#s faculty. several music faculty (and one administrator) are also artists who perform and visit their warks Crossroads faculty and staff regularly de~ote significant time outs~de of school to taking students on tours around and out of state, and out of the country Recent trips have included a student drama tour of Northern California. a spec#acularly successfuf tr~p to the Reno Jazz festi~al. in which both the Jazz Band and the 21st 5treet Singers won f~rst place, partic~pation in the 'i996, an invitation to the prestigious Beach Bay Classic basketball invitafion m Myrtle Beach, South Carolina (which we won~} Crossroads students also partic~pate in vacation time faculty-led trips to Italy Chiapas and Yosemite Crossroads faculty have established close, on-going warking relationships w+th other Los Angeles educatianal institutions, which greatly enhance the experiences of the students These include Science Department partnershi~s wi#h Cal Tech, UC Santa Barbara and UCLA. Film ciepartment relationships with the Amencan F~Im Institute, foreign language department assaciation wGth AMPEA, a Mexican ecological education institution In addition, the History Department chair wrote for the California State Framework ~n H~story. and the elementary schaal Science teacher founded the Caf State masters program in teaching science Most recently, the W M Keck Foundation has pro~~ded Crossroads with substantial fundmg for a MathlScience mst~tute, which will ser~e to further deepen our ties with ather educationaf institutions Crossroads faculty serve on a ~anety of local committees and organizatians, and exhibit a personal dedication ta the publac service goals which are a cornerstone af the school's philosophy Faculty regularly attend. present at. and even organize national professional conferences Crossroads is a school known both fior its academic achievements and far its co-curricular programs The schaol is one of the U S Department of Education's exemplary schools. and is knawn locally, nationally, and internationaily for its innovative and diverse er~ucational programs Recent commenc~at~ons for Crossraads ha~e been included in such ~ourna~s and newspapers as the New York 7imes, Omni Magazine. LA Times. Education Week, and Spint Magazine Crossroads sends virtually all of its graduat~ng seniors to callege Of 1996 graduates, 89% went on to 4 year college, 5°/o to a two year college. 4% were accepted at coflege and elected to defer for one year, and one student was undecided at graduation 1998 graduates are att~nding a wide variety of institutions nationwide, including such schools as Stanford. Yale. Brown, Juilliard, University of Chicago, and Scnpps, plus UC campuses includmg Berkeley. Da~is. UCLA. UCS~. UCSB, and UC Santa Cruz Some of the recent achievements of Crossroads key prograrr~s are summarrzed beiaw The Crossroads Science/Ma#h program is an example of Crassroads educational philosophy at work Initially, Joe Wise, Science teacher, founded the Crossroads Science InstEtute, a summer pragram pro~iding research opportunities for high schoal students With a grant from the Research Corporation. W~se and ten students built a scanning tunneling microscope. believed to be the only one of its kind in a high schaoi This state of the art de~ice is desEgned to measure atoms Next. working wEth Mark Gavatas of the Crassroads Math department, Wise developed a pfan for an ~nnova#i~e mathlscience curriculurn, ~n wf~ich data gathered by science students became the raw data used by the math students in their prablem se#s The curriculum ~s computer based, with both math and science students manipulat~ng the same data Th~s new curnculum was supported by the W M Keck Foundataon and the MathlScience Institute because a reality Other examples of the school's extraordinary science program include a weather station, construction af a superconductor, a molecular biology lab, and a rerrkote access astronamy lab ~ The Crossroads Chamber Orchestra is nationally recognized as one of the country's f~nest youth orchestra The archestra has praduced several CDs, and was last year honored with ar~ in~itation to perform at the White House " The Crossroads Community Service program has served as a model far public and pri~ate schools Community Ser~ice is a graduat~an requirement and a fundamental tenet of the School's philosophy Participation is by all students K-12 Institutionai cammunity service, a concept ~n which the schao] itself works to se~ve the community. is endarsed by Crossroads Board of Trustees and is demonstrated by the school's development through the Crossroads Commun~ty Foundation of arts programs for public schools '` Crossroads supports 27 athletic teams fram 6th through 12th grade Without a gymnasium or playing field, the schook has been remarkably successful over the last 15 years, earning nearly 5a Delphic league championships. numerous sectional champianships. plus 4 regional, and two state titles (including the 1997 State CIF basketball championship) Crossraads di~erse arts programs includes classes in painting. ceram~cs, dance. drama, m~sic theary. and photography Crossroads outstand~ng Drama program has offered performances o# such plays as Sondhe~m's "lnto the Woods", ARhur Mdler's "The Crucible", and 5artre's "No Exit " The Music program ~ncludes instruction at all levels in ensemble play~ng. ~azz. and choral work The Class~cal ~anguages Department offers a full curric~lum of Latin and Greek, beginning in the 7th grade and continuing through the senior year of high school Latin is required for all M~ddle School students French, Spanish. and Japanese are also offered at the h~gh school level Crassroads in the 21 st Century Crossroads is already recognized as a leader within the publ~c school and private school cammun~ty. and withm the greater educational community The school has hosted local and natianal conferences, has created a new foundatGOn to support public/pri~ate ~oint educational ventures. has created a public/priWate schaol consortium, has develaped model programs whECh other schools have emulated Below are some of the schoals programmatic goals for the 21 st century First, of course. our goal is to maintam the areas where we are doing well The school is a respected colkege preparatory schaal with a quarter century history of academic success as well as athletic and artistic ach~eWement Crossroads also has a histary of successfuE fundraising efforts. and is supported by more foundations than any ather school in Southern Cal~fornia--includmg ma~or foundatians such as Arco, Keck. Ahmanson, Bing, Wemgar~, and Getty Crossroads has a highly suppartive parent body. Board of Trustees. and an active alumni organizatian " Crossraads will cont~nue to pro~ide innovative curricular leadership and models m areas rangmg from science and technology to human de~elopment and commun~ty service " We wali cor~tinue to support science educatian #hrough the expans~on of the W M Keck Math/Science Institute * We will support the de~elopment of exportable curricular programs in children's studies. holocaust awareness, and 20th century history. in the newly expanded award-winn~ng Paul F Cummins Library * We will contEnue to provide leadership and curricular mnavation ~n the field of Human Development Crossroads "Mysteries" program ~s being modeled and implemented in a wide variety of public and private schoals from Los Angeles to the entire New Yark City Alternative Public Schaols system We will continue to focus on global awareness and recognition of the amportance of the Pacific Rim This will include maintain~ng an Internativnal House, sohciting student and faculty exchanges and visiting scholars. and continued support far our academically rigorous foreign languages program F~nally, Crossroads will cantinue to recognize and respond ta the deeper needs of the 21st Cent~ary We are a school representing da~ersity--demograph~c and geographic, cultural and economic. racial and ethnic--the #ull range of di~ersity of Los Angeles We are a school that encourages creativity in ~ndividual and cooperati~e problem sol~ing methods We are a school mo~~ng to meet the technological mformatian reWOlution in thmk~ng and in human relationships We are a schoal which challenges its students #o enter mto a d~alogue with the great ethical and phiiosophical thinkers of the past and the present--to maEntain the valuable tradi#ivns of the past and to de~elop a sense af personal responsibility fior the future Comprehensi~e Summary of Public Benefits of Project As described in Attachment A, the Crossroads' philosophy was founded on five basic commitments Among these are 1} commitment to tf~e greater commun~ty and 2) commitment to develapment of a student population of social. econom~c, and racial diversity These commitments prov~de significant "public benefit" withm Santa Monica and to the greater community as described below Addition ~f the new Sparts Center facdities including gyrnnasium, saccer field, community room, and swimmmg pool wilk allow Crossroads to sigrnf~cantly enhance its ab~lity ta benefit the community. and the stated goal of providing a benefit tQ the community has been a part of the school's capital campa~gn fundraisrng materials from the inception of the campaign A PublEC benefit already provided by Crossroads 1 By Board of Trustees policy. a mGnimum of ten percent of Crossroads' operating budget ~s designated for financiak aid in order to serve a diverse community and achieve the School's goals of racial and economic d~~ersity and multiculturalism This ten percent mir~imum is substantaally higher than rnost mdependent schoo{s For the fiscal year endir~g June 3D. 1998, the Schaol pro~ects that it will proWide approximately ~1 $2 milhon of fmanaal aid and tuitian remission. const~tuting approximately 14 8% of tuition mcome and 10 2% of total operat~ng income 2 In 1993, Crossroads created the posit~on of President of the school The ~ob description af the Pres~dent is to operate as an outreach agent in the community and to further the school's goals for cammunity service The Pres~dent has recently been honored by t~e LA Board of Education for his extraordinary effo~ts in commurnty service Current activities of the President and other Crossroads administratars in this area have included a Establishment of the Crossroads Cammunity Foundation {CCF), a separate 501 c(3) organization headed by the President of Crassroads This organizatian has raised over $2 million in 7 years in funds fram pri~ate danors for the purpose of establishmg arts education programs in public schools in the Los Angeles Unified schools, particularly in more racially diverse areas This summer, CCF is initiating a pragram ta bus 50 primanly Hispanic students from one of the schools to Crossroads' Norton Campus m Santa Mon~ca to recei~e an mtensive ~rogram m English In addition. free concerts ha~e been held at some Santa Monica schools b Pro bona consultation and curricu~um development w~th numerous educational organizations both locally and state wide, focusing on the goal of bring~ng increased funding and ~mproving education in the public schools Other Crossroads administrators have also participated ~n this pro bono consulting, and se~eral senior admm~strators are membErs of the Baard of Trustees ~n community oriented nan-profit organizat~ons, (e g One Voice ) One sc~ool which Crossroads approached to offer to establish a Human De~elopment curriculum later won an award from the City af Los Angeles far their Human Development program c Establishment af the New Visians Foundation, a separatE 501c{3) organization which in 1995 began the New Roads School, located in the Bays and Gkrls Club af Santa Monica New Roads is a school which has as a founding commitment a 4fl°fo minonty enrollment. with o~er half of the studenks receiving same financial aid Crossroads School prav~ded substantial very low cost assistance in the establishment and ongoing administration of the New Roads School The school has now expanded to include 270 students ar~ three campuses Specific activities Iocated within the City of Santa Man~ca are summarized in the addendum 3 Commun~ty Service is a curnculum requirement for all students grades K-12, and is a partacular focus m the 11th and 12th grade years, with substantial field work pertormed by students at a variety of local organrza~ions Current pro~ects include the de~efopment of a student-taugF~t arts and academic curncuEum for St Anne's school. a Iocal school with high mrnority enrollmen# Crossroads students are also regularly involved in feeding the homeless and work intensiWely w+th One Voice and other local graups (See addendum for detailed Itistmg of groups w~thin Csty I~mtits ) 4 Crassroads Human De~elopment curriculum includes an apprent~ceship program in which teacher training in human de~elopment skills is provided ta professionals at no cost 5 Crossroads pro~ides fmancial aid for students enrolled in the school's highly regarded summer programs, for students with need who may not necessanly be enrolled durmg the regular academac year In particufar. the schoofs W M Keck Math/Science Institute has substan#ial enrollment of public school students at no cost 6 Crassroads has provided low cost or pro bono access #o facilit~es for community groups such as AYSO Saccer and the Music Teachers of Amenca It is Crossroads' ~ntent to continue to pro~ide periodic use of its new facilities to groups such as these B Increased public benefit provided by the expans~an of facilities 1 Crossroads has been a ma~or user of the City's parks and recreation facihties, primarily Clover Park. Mernonal Park, Stewart Park. and the Pal~ce Athletic League Some af this use has been for after school team sports. and in these cases Crassroads has paad ren# to the CEty ta reserve the facility Other uses, howe~er, ha~e been for PE classes, which use the City faciEities on a first comelf~rst served bas~s and consequently do nat pay rent In addition, the summer ~rograrr~s ha~e substantiai use of the YMCA pool, the Santa Mon~ca College poal. and field use at Clo~er Park. Memonal. and Lincoln to provide recreation summer schaol students Althaugh the use of pools is on a fee bastis, ~t has rel~ed C+ty fac~ltities ~~ an area vvhere there ~s substa~t~al demand fns water resources After constructian of the new Sports Center and playing field. the School antic~pates that the unpaid use of City facilities during school hours will be reduced by 1/3 to 1/2, as most Middle School PE classes can be accommadated at the new s~te In addition, seWen of the existing seventeen teams currently using City facilities after school can be accommodated on the new sports Center, while six other teams which may still rent space for practice from the City would hald their games on the Crossraads field {It shauld be noted that if the City had additianal space and wished to continue to rent space more extensively to Crossroads. there are seWeral Middle School teams which are currently practicing on tF~e exESting 21st Street campus which cauid mo~e comfortabiy to City facilities as a rent paying user ~f space were a~ailable ) We anticipate that all of the Crossroads demand for swfmming facilit~es wifl be handled by the new swimming pool, which will el~m~nate our use of th~s City resource which we understand is in ~igh demand 2 Wit#~ the new campus. Crossroads will have a greatly enhanced ability to host e~ents of rnterest to the greater community on either a regular or one-time basis on a iow cost or no cost basis WhFle the site is not yet complete, the school has begun to work in this direction, providing a low cost ~ndependent study program includmg studio space for students at the LA College of Des~gn Art & Architecture In addition. the 18th Street Arts Complex, Crassroads' nearest ne~ghbor at the new campus. ~s working increasingly w~th the School on ~oint events In 1997-98 this incfuded Crossroads pro~Eding free event parking and bus park~ng for the Complex and its tenants In October of 1998. the 18th Street Art Complex will be the westside hub far LA County's fa~l Arts festival. and Crossroads will be providing the free use of its campus and parking for what we hope will become an annual e~ent involving upwards of 2000 people (It should be noted that community use of the Sports Center ~s expected to facus primarily on the use of the gymnasium. soccer field. and pool The new facility will alsa include a"community room" which will seat oWer 400 peaple. but this room is prirt~ardy ~ntended for intemal student community assemblies and in-house performances. as it is the f~rst room the school has had in which an entire school Di~~sion can me~t at the same time ) 3 Crossroads rs a ma~or employer in Santa Monica with nearly 30fl full and part-tEme teaching and administrat~ve employees at Crossroads and in the associated outreach programs during the regular academic year Nearly a quarter of these Crossraads employees are residents of the City of Santa Monica T~e purchase of the new elementary schaol building has already allowed Crossroads to proWide ~abs for oWer a dozen more people. primarily teachers and maintenance and security personnel, whde the construction of the Sports Center will pro~~de more Jobs fvr a gym manager plus maintenance and security employees The new campus has allowed the school to increase the size of the Elementary School to two sec#~ons per grade. which has allowed the school to prav~de add~tianal financial aid at the elementary grades Addendum Additional detad concem~nq public benefits pro~ided by Crossroads Schoal In response to a 4etter fram Barbara Stinchfield, dated Juky 16. 1998. attached is additional deta~l indicatmg which of the public #~enefits descnbed in the school's public benefits statement were located specifically within the city hmits of Santa Mo~~ca Because of the absence of key administrators on summer ~acation this is not a comprel~ensi~e fist 1 Arts Education Tt~e key beneficiaries of the arts education prograrns af the school and of the Crossroads Community Foundation t~ave been located in Los Angeies Country rather than withGn the limits of the City of 5anta Monica (Broadway Eleme~tary, Palms Junior High School. Mark Twain Junior High 5chool. Playa del Rey Elernentary, Grand~iew Elementary and Walgrove} This ~s pr~marrly because the arts education programs have focused on schools and ir~stitutions w~th the lowest fam~ly incomes Hawever. we haWe also been quite act~ve in Santa Monica * CCF had a music pfogram at the Edisan School in the 1992-93 schoal year Also at Edison school we pro~ided a free concerk featuring Dr Herbert Zipper ~ Crassraads has also participated in a ~oint conce~t with the Santa Monica Symphony orchestra in 1995 ' The school also prflvided a comprehensive after schoal arts program at the Santa Monica Boys and Girls Club during 199~t through 1996 In addition, certain regular school activities may include a community outreach component "The schoal has provided arts outreach at St Anne's Elementary School in Santa Monica En 1997-98 " This summer. the Middle School Summer ~heatre tour will be perForming its summer play on a pro bo~o basis at a ~ariety of Los Angeles area senior homes and children's c~nters. including the Boys and Girls Club af Santa Mornca * Crossroads' regular year solo music performar~ces are also held free far the Santa Monica commun~ty and ha~e attracted a loyal and enthusiastic following * Crossroads music ma~or students have afso performed numerous salo concerts forthe chddren at Pacific Ch~idren, a Santa Monica based family day-care center, and at a Santa Monica home for the retired 2 Pro Bono Consulting and Curricuium Development The Crassroads Board of Trustees has encouraged its senior administrators, mast nvtably President Paul Cummins, to partic~pate in pro bono consult~ng, community service and cammunity development This has represented a substantial arr~ount of Dr Cummins time and energy * Paul Cummins has served on the Santa Monica Arts Commision for t~nro years and was its founding cha~rman '` Paul Cummins and Alva Libuser have served on a subcommittee on the Future of the Arts in Santa Monica * Paul has consulted with the president of the EdGSOn School Parent Association on fundraising * Paul has consulted with Syl~ia Rousso on establishing a Human De~elopment program at Santa Monica high school '` Paul has serrred an #he Board of the Santa Monica College of Art Design and Architecture for fi~e years ~ Ann Calburn anc! Joanie Martin ha~e ser~ed on the Board of One Voice '` Paul has recently consulted with Dale Franzen on planning and development of the Madison Theatre project for Santa Manica College * Paul is a Board member of the American Academy for Dance and K~ndred Arts m Santa Manica, and has act~~ely assisted them in gaining funding * Paul ~s a Board member of the Runners basketball carr~p in Santa Monica. a non-profit organization providing basketball and recreational programs for young people. housed at the Santa Monica Bays and Girls Club Crassroads Community Senrice Placements Crossroads requires some commun~ty service m~ofvement at all grade levels, and Coi-nmunity Serv~ce is a required class for all ~uniors and seniors in addition to class work during the ~unior and senior years, each of the h~gh schaol students is required to perform at mmimum 5Q hours af cammun~ty sernce work in order to graduate (although many do much more than this) Class work is ~ocused in the City of Santa Marnca. while incE~vidual studen# placements may be in Santa Monica or ad~acent communities Class work has included tutoring pra~ects plus pro~ects such as a clothing dnve with donations #o the Santa Monica Community Drop-in Cen#er and Step up on Second Recent placements ha~e included substantial work with organizations including Heal the Bay Ocean Park Community Center (mcluding O P I C A and the Ocean Park Drop-in Center One Vaice Sonic Head Start Center St John's hospita[ Santa Monica hospital Children Helpmg Poor and Homeless People several local area convalescent homes Santa Monica Boys and Girils Club Jewish Community Center schaols mcluding St Anne's. Edison, and W,11 Rogers Elementary Santa Monica Pico Ne~ghborhood Assoc~ai~on Wilshire West St Joseph's Center Los Amigas 2 First AME Head Start Centers The school has had flngaing participation in special pro~ects including the One Voice foad package gi~eaway and the St Augustine's Church Chr~stmas lunch for the homeless For many years Crossroads was a ma~or participant ~n helping launch many of One Vo~ce's pro~ects Keck Math/Sc~ence Summer Institute The Keck Math/Science Center has pro~ided a number of community benefits, some of which d~rectfy affect resEdents of the City of Santa Monica In general. we have not kept track of cons#ituents affected by city af residence, since the goaf is ta be braadly rather than narrowly of service. however estimates are given where available ~' Crossroads offers an internet astronomy class which has been taken by fi~e Santa Monica students {and other students in the community and ~nternationaliy) over the last three years '' We have partnered w~th O~e Voice af Santa Mon~ca to identify students interested in science wi~o need financial support o~er the summer We ha~e then providecf ~abs for these students m a science fab environment * Our 5 labs are open to any high school student at no cost '` We pravide. at no cost. two evening sc~ence lectures per year that are open to the community Last year we invited professors from Cal Tech and JPL to speak on earthquakes and the Galileo pro~ect * We provide at no cost curricular mater~als for tutonals via the web These are available to any Santa Monica student or parent We also ha~e callabora#ions with UCLA to de~elop an internet chemistry curnculum Our portion of this pro~ect wdl pro~ide tutonal materials for high school students prepanng for colfege level courses This will also be a~ailable over the web to any Santa Man~ca student or parent * We estimate that appraxirr~ately 'i5 out of 40 student~ who have participated in the W M Keck MathlScience Institute have been residents of Santa Monica Some ha~e part~cipated in more than one year We are currently collecting data that ~s specific ta Santa Monica, includir~g 4 years of weather data In the past year we have begun collect~on of air samples collected at Crossroads and also at other schools for comparison, seismic acti~ity recards collected at Crossroads and also at other schools Students at the Institute have built a Scanning Electron Microscope Students mamtam this m~crascope with assistance from the Southern California Microscope Svciety (which f~as a ma~arity of Santa Monica residents}, and the microscope is ava~lable for use by other schools at na cost Participated in the development of a$1~0.000 grant to Rich Millenium inc of Sar~ta Mor~rca for the development of switchable video canferencing in educatian Recreation The City of Santa Man~ca has indicated that total use af City facilitEes has been an est~mated 1.984 hours (Thas would not include the use of YMC pool) We would anticipate that free use of Clover and Stewart Parks for PE classes would decline from its current level of 720 hours to an approximate 400 hours and that the 30 hours of use of the Municipal pool waufd be eliminated The estimated use (on a rental basis) of facilities including Clo~er. Stewart, Adams. PAL, etc couid either decline or stay the same depending upon the City's wishes in #he matter On the o~e hand. the new gymnasium and field can take over substantial service of tf~e schaol's soccer. softball, and voileyball tearns On the other hand, there are Middle School teams that are currently practicang on the 21st Street play yard and parking !ot that would be delighted ta rent more suitable space if it were available and if the Gity were amenable Accordingly. whiEe we estimate a 20% declme ~n the rentaf use of City facilities, we have cansiderable flexibdity m this area Far_ilitips ~isP Pro bono use of Crossroads fac~lities by outside organ~zations vanes from year ta year depending on the demand, and we do not keep detailed records of these uses G~Ida Ongkeico has estimated fhat AYSO used meeting space appraxama#ely monthly over a two year period in 1995 and 1996 Current year facFlities used by oUtside organizations have included providing meet~ng rooms for the Santa Monica Amateur As#ronomy Club We also have provided web space on our senrer to announce meeting dates and speakers We also provide at no cost a meeting room for the Southern California Microscopic Society (with a ma~ority of Santa Monica residents} 4 List of Facilities to be Financed {or Refinanced} All facilities are located in the City of Santa Monica A The Norton Campus Elemer~tary School (K-5}. Adm~ssions. and future Sports Center (K-12} 17'[5 Olympic Blvd This faality cons~sts of two parcels. acquired separately One is owr~ed outnght and one is owned and financed by a prorriissory note with PCC Technicak Industries, Inc . which will be refinanced with bond proceeds RecreatEOnal facihties consisting of a Gyrnnasiurrt/Sports Center/Soccer Field and Swimm~ng Pool will t~e bu~lt at this location, on both }~arcels These facilities will be financed with bonc~ proceecls B The Twenty-First Street Campus Upper School, Middle School, and Admir~istration 1714 21 st Street Whde there is no secured debt relating to this facility, unsecured debt fram City National Bank. initially relating ta owned properties at 1706 21st St and 1709 20th St will be refinanced with bond proceeds 1 ATTAC~ii•4EI~T B QRRICK, HER~INGTQN & SUTCLIFFE LLp July 1 ~, 1998 11~1r ~lichael Dennis DZrector af Ftnance Gitr• of Santa ~Zonlca 1717 ~th Street, Suite 250 Santa Monica, GA 9~~01 Re Gemficates of Participation Evidencing Lndnzded Proportionate O«~nerslvp Interests of the Ho~ders Thereof in Installment Pay7nents to Be Paid b~~ The Gal~fornia State«~ide Communities De~~elopment Authonty Solely From Corporation Payments to be Recei~ ed From The Crossroads 5chool of rlrts and Sciences Dear Mr Denriis ~~-e are special counsel ta tl~e California Staten~ide Communities De~~elopment Authorrty (the "Authonty") in connectron ~vrth the execution and deliver~= of the above-referenced Cert~ficates of Part~eipat~on (the "Cert2ficates"), each ev~dencing undivzded proport~onate o«nership interests of the re~istered holders thereof in certam Installment Pay~nents (the "installrrient Pay~ents") to be made by the Authontv pursuant to an installment purchase a~-eement #o be dated as of Au~ust 1, 1998 (the "Installment Purchase Agreement'~). by and bet~~-een the Autharity and The Crossroads School for Arts and Sciences (the "Corporatlon") The obligation of the Autharrty to make Installment Pa~~nents under the Installment Purchase A~reement is a limited obh~ation and is par~able solely from Corporation Pa~~nents (attnbutable to pa~;ments to be made by the Corporatian under an mstallmen~ sale aareement, to be dated as of August 1, 1998 (the "Installment Sale Agreement"). b~• and bet~z-een the Autharrty and the Corporat~on) and other moneys and assets recei~~ed b;~ the trustee to be selected by the Corporation (the "Trustee") on behalf of the Authonty pursuant to the Installment Sale Agreement Such interests in the Tnstallment Pati~nents «°ill be assigned i~~ithout recourse b~~ tl~e Gorporation to the Trustce ~~-hich .~-ill e~ecutc and deh~-er the Gertificates pursuant to the tcrms of a trust agreement to be dated as of August 1. 1998 (the "TrEist A~'e~ment"), bi~ and amon; the :~uthorit~-, the Corporation and the Trustee Capitalized terms not othen~~ise defned herein shall ha~•e the meanmgs ascnbed thereto ~n the Installment Sale r~greement 7?; South F~gueroa Street • Suite 320Q • Los Angeles, CaEiforma 9001;-~832 Telephone 213 629 2420 • Facsimde 213 61? 2499 ~ew Yark • Sacramenro • San F~ancisro + Siiuon ~~alle~ • Stngapore • Tok}b •~Fashiagmn, tl C Mr Michael Dennis Jul~~ 15, 1998 QRRICK, HERRINGTO~i Page 2 S SL"~TCLIF~E ~LP In s~ach connection, ~~~e ha~.~e re~~ie«~ed the current drafts of the Installment Purchase A~-eement, the Installnient Sale A;reement and the Trust ~greement, to the extent ~~~e deemed necessarv to render the op~mon set forth herein The op~nion expressed herein is based on an analysis of esisring la"-s, regulations, rulm~s and court decisions and coi~ers certam matters not directly addressed by such authortties Such opmion mav he affected by actions taken or omrtted or e~-ents occurrma after the date hereof i~G'e hat-e not undertaken to detertnine, or to inform any person, ~~-hether an~~ such actions are taken or omitted or eti-ents do occur ~~'e ha~~e not undertaken to ~~enfy independently, and hai~e assumed, the accuracy of the factual ~natters representzd, ~.1~arranted or certified in the documents mentioned above Furthermore, «~e are assuming compl~ance «zth all co~~enants anc1 agreements contazned m the Trust Agreement, the Installment Purchase Agreement, and the Installment Sale A~-eement ~'4'e caIl attention to the fact that the nghts and obli~atzons under the Certificates, the Trust Agreement, the Installmen# Purchase A~reement and the Installment Sale Agreement and their enforceability are sub~ect to bankniptc~f. insal~=encV, reor~anization, arrange~nent, fraudulent con~-eyance, moratonum and other la~c~s relatm~ to or affectin~ creditors' nghts, to the application of equitable pr~nciples, to t~e exercise of~udicial discretron m appropr~ate cases, and to the limitations on legal remedies in the State of California 1~~'e express no opimon ~r~th respect to any indemn~fication. contnbution, penalty, choice of iati~~, choice of forum or «~ai~-er provisions contained in the foregoing documents nar do ~~~e e~:press any opimon ~z~~th respect to the state or qualihr of title to or mterest in any of the real or personal prop~rt}~ descnbed m or sub~ect to #he Iien of the Trust A~reement, the Installment Purchase ~~reement or the InstalIment Sale Agreement or the accuracy ar sufficienc}~ of the descnpt~Qn of any such property contained thezexn ~So long as the Installment Purchase A;reement, the Installment Sale Agreement anc~ the Trust Agreement as finallv e~ecuted, conform to the drafts of these documents re~~ie~~°ed by us as descnbed above, and based an and sub~ ect to the foregoing, and 1n reliance thereon, as of the date ~ereof, «~e are of the opimon that the City ~f Santa l~~onica «~ill incur no financial obligations ~~-ith respect to the payments ec~idenced and represented b}~ th~ Certificates as a result of holding a public hearrng and pro~~idmg the go~~ernmental appro~-a1 of the financing af the Pro~ect through the execution and dehver~r of the Cert~ficates for purposes of 5ection 147(~ of the Internal Re~~enue Code of 1986 ~'ery trul~ yours, ~~ ~ Eug ne J an DOCSLAI ?6d:" ' ;ry?9-[9_-~,KI-0~ f ~~48 ATTACH~~ENT C Public Hesources Advisory Group 3550 W~Ishire Boulevard ^ Suite 1630 ^ Los Angeles, CA 90D10 ^ (213} 380-9344 JuIti~ 1 S. 1998 Mr Charles M Denn~s F~nance D~rector and Controller C~tv~ of Santa Momca 1717 4th Street, Suite 2~0 Santa Momca, CA 90401 Dear Mr Denrus As you are aware, Pubhc Resources Adti~~s~n Group serves as the Cin~ of 5anta Momca's (the °C~ts'°) general finane~al adrfsor r~ith the responsibihty of ad~-~smg the Fmance Ihrector on cap~tal financing matters, ~nclud~ng wa}~s to ent~ance or maanta~n the City's h~gh cred~t ratings In th3s capaciry, u~e have been reqnested to reti~ie« a proposed fmanc~ng transact~on to benefit the Crossroads School for Arts and Sc~ences {the "School") to ad«se the Criy of the potential impact, ~f am~, of the financing on the CitF's credrt ratmgs or its abi~t~~ to acc~ss the capital markets in the future We ha~e revie~{ed the Installment Purchase Agreement, installment Sale Agreement and Trust Agreement far the proposed f~nancmg The Cahfor~ua State~~~de Commurut~es Derelopment Authonti ~"CSCDA"} proposes to issue Cerhficates of Participat~on ("Certificates") m the amount of $7 S rrullzon representmg interests m an InstaLlment Purchase Agrcement behieai the CSCDA and the School The proceads of the Certificates ~~711 be used b~ the Schoal to refinance cerka~n existmg mdebtedness and to finance a nevv sports center located at the Narton Campus of the School The Cert~ficates w~il be repaid thraugh debt service pa~ments made by the School to the CSCDA The School has pledged all re~~enues. ~ncame, receipts and money recen~ed i~- ti~e Schoa~ ("Gross Rer•enues") to repayment of the Certificates We ha~~e nof been supplied ~i~th atn offenng docurnents or se~urities purchase agreements related to tt-e Certificates The C~tt~ is not a pari~ to the financmg documents The C~ty's sole responsib~rh~ ~n the fmancmg ~s that the C~n~ Council of the City must ap~rove the financmg and hold a TE~RA hearmg m suppart af the issuance of the Certificates by CSCDA The C~ty is also a member of the CSCDA The School has prflposed to abtam financmg through the CSCDA m order to borrow at a ta~c-exempt rate of uiterest V4'e are o£ the apuvan that the proposed issuance of Cerlaficates w~ll not unpact the Crty's high credit ratmgs and ~~-i11 nat uttpact its abilihl to acc~ss the capital markets for fuhue borro~~-mg needs Tlus conclusion ~s based on the fact that the Cert~ficates are obl~gat~ons af the Schooi and are eapected ta be repaid solely from the Gross Revenues of the School The Gty has na fmancial obligat~on to the School and na respans~bilih= for repatiment of the Certaficates Please do not hes~tate to contact the undersigned if ~ou ~ave any quest~ons concerning th~s letter --- Suicerelr. ,r~'' ~ ~'~nr Wesley C .~augh J ' Co-Pres~dent f ~ i:TTi:CEi~~I~T D F1N CMD BH ~ IATTYIMUNIILAWSINI~XICROSSRDS RES Cou~cif Meeting July 28, 1998 Santa MonECa, California RESDLUTION NO. 9293 (CCSy RESOE.UT~QN OF THE CITY COUNCIL OF THE CITY OF SANTA M4NICA APPROVING AN INSTALLMENT PURCHASE FINANCING TO BE UNDERTAKEN BY THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY TO BENEFIT THE CROSSROADS SCHOOL FOR ARTS ANQ SCIENCES WHEREAS, The Crossroads Sct~ool far Arts and Sciences, a Cal~forr~~a non-profit publ~c beneft corporation (th~ "Corporatian"), has requested that the California Statewide Commun~t~es Development Aut~or~ty (the "Au#hor~t~'} part~c~}~ate m an installment purchase financmg (the "Financmg") for certain educational facilit+es (the "~acif~ties") own~d and/or operated by the Corporatian and all af which are located within the City of Santa Monica (the "~C~ty"~, the proceeds of which w~ff be used ta refEnance the costs of acquis~tion, reno~ation, expansion, improvement and equipping of land and impravements to #[~e Norton Campus, generally lacated at 9715 Oiympic Boule~ard. Santa Monica, California, and to finance a sports center, the completion of an adJacent soccer field and swimm~ng pool at #I~e Norkon Campus a~d other capttal proSects with respect ta the Faci4lt~es, and WHEREAS, ~n oonnectron with the Financir~g, the Corparat~or~ and the Aut~ority will enter mto an installment ~urchase agreement (the "Purchase Agreement"} under which the 1 1 I Corporation will sel! the Facii~ties to the Authanty and th~ Authority will agree ta make payments (the"Installment Payments"} to the Corporat~an for the purchase thereof, and WHEREAS, in connection with the Financrng, the Corporat~on and the Author~ty w~ll enter mto an installment sale agreement (the "installment Sale Agreement"] und~r which the Authority wtif seil the Fac~fities to the CoTporat~on and the Corp~ration wiii agree to make ~ayments {the "Corporation Payments") for the purchase therefar, and WHEREAS, ce~tificates of par~icipation (the "Certifcates"} in an aggregate principal amount not to exceed Eight Miflion Fcve Hundred Thousand Dollars ($8,500,000), each represe~ting a propartionate undE~ided Enterest in the Installment Payments, w~El be executed, del~vered and sold in connect~on with the Financing in ane or more series, and WHEREAS, pursuant to Sect~on 147(f) of th~ ~nterna] Reven~e Cade of 1986 (the "Code"), the Financing and the issuance of the Purchase Agreement by the Authority must ~e approved by the City b~cause th~ ~acihties are iocatecf within the terri#orial lirnits af the City, and WHEREAS, the City Counc~l of the CEty ~the "City Cour~cil°} rs the elected legislat~ve body of the City and is one of the applicable elected ra~resentatives required to approve the Financing and the issuance of the Purchase Agreement under 5ection 1~7(f) af tt~e Code, and 2 1 ~ WHEREAS, the Authortity has requested t~at the C~ty Covnc~l approWe t~e Financing and the issuance of the Purchase Agreemer~t by the Authority m order to satisfy the public approval requirement af Section 147~f) of the Code and #he requirements of Sect~on 9 of the Amended and Restated JoEnt Exercise of Pawers Agreement (the "Agreement°}, dated as of June 1, 1988, among certa~n focal agencies, includmg the City, ar~d T WHEREAS, pursuant to SectROn 147~f~ af the Code, the C~ty Cauncil has, following natice duly gi~en, held a public hear~ng regarding the Financmg and iss~aance af the Purchase Agreement, and now desires to appto~e the F~nancing and issuance of the Purchase Agreement by the Author~ty NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA MONICA RESOLVES AS FOLLQWS Section 1 The Cify Caunc~f hereby ~ppro~es the FinanCing and the issuar~ce of the Purchase Agreem~nt by t~e Authority It is the purpase and intent of the City Council that this Resolutian constitute approval of the Frnancing and ~ssuance of the Purchase Ag~eement (ar~d the execution and delivery af the cert~f~cates of partic~pation related #hereto) for the purposes of (i} Section 147~f} of the Code by the appl~cable elect~d representative af the governmental unit having ~urisd~ctEOn over #he area m wh~ch the Facil~t~es are located, m accordance w~th said Sectio~ 147(f) and {ii) Section 9 of the 3 4 ~ Agreemer~t, prav~d~d, hawe~er. that {~} such appraval af the issuance af the certtf~cates does not const~iute any other appro~al by any commiss~on or agency of the City w~t~ respect to the Fac~lities and (ii} the adoption of this Resolut~an by the Gity Council sk~all not const~tute a wa~ver ar re~~nqu~shment of any af its r~ghts relating to lar~d ~se a~provats, perm~ts or requirements necessary for the Facilit~es or ~eopa~d~ze the C~ty Council's appellate auti~ority cor~ceming any land use permits for the Fac~l~ties Section 2 The ofFicers of the Ci#y are k~ereby authorEZed and directed, ~omtly and severally, to do any and all th~ngs and to execute and deltver any and all documents which they de~m necessary or adv~sable in order to carry out. give effect to, and camply with, the terms and mtent of this resalution and the financi~g trar~sact~on approved hereby Sectron 3 This resalut~on shalf take efFect immed~ately upon its adoptian Sect~on 4 The C~ty Clerk shall cert~fy to the adoptior~ of this ResalutEOn, and thencefartF~ and thereafter the same shall be ~n full farce and effect APPROVED A5 TO FORM ~~ ~~ MARSHA NES MQUTRIE City Attorney 4 t Ado~ted and approved this 28th of July. 1998 ~t-~.L Robert Holbrook, Mayor I, Maria M Stewart, City Clerk of the Cify of Santa Manica, do hereby certify that the foregoing Resalutio~ 9293 {CCS} was duly adopted at a meeting of the Santa Monica C~ty Councrl held on the 28th of July. 1998 by t~e foflowmg vate Ayes Counctlmembers Fe~.nstein, Genser, Greenberg, Mayor Holbrook, Mayor Pro Tem 0'Connor, l~osenstein Noes Co~ncilmembers Abstain Counalmembers Abse~# Councilmembers Ebner ATTEST ~- 1~~ ~ 1 Maria M Stewart, C~ty Clerk