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R37 (SAS)Successor Agency Meeting January 12, 2021 Santa Monica, California RESOLUTION NO. 37 (SA) A RESOLUTION OF THE SANTA MONICA REDEVELOPMENT SUCCESSOR AGENC APPROVING THE RECOGNIED OBLIGATION PAMENT SCHEDULE FOR THE PERIOD JUL 1, 2021 THROUGH JUNE 30, 2022 WHEREAS, pursuant to ABx 1 26, enacted on une 28, 2011, and as subsequently amended by AB 1484, SB 341, and SB 107 ("Dissolution Act"), the Redevelopment Agency to the City of Santa Monica was dissolved as of February 1, 2012, and the City of Santa Monica elected to serve as the Successor Agency to the former Redevelopment Agency to the City of Santa Monica (Successor Agency) and WHEREAS, pursuant to Health and Safety Code Section 34179 (q), commencing on and after uly 1, 2018, in the County of Los Angeles, where more than 40 oversight boards were created by the Dissolution Act, the oversight boards were consolidated into five consolidated oversight boards each encompassing one of the Countys five supervisorial districts and WHEREAS, the Third Supervisorial District Consolidated Oversight Board ("Third District Consolidated Oversight Board") has jurisdiction over the Successor Agency of the Former Redevelopment Agency to the City of Santa Monica and WHEREAS, the Third District Consolidated Oversight Board held a regular meeting on anuary 12, 2021 and WHEREAS, Section 34177(a)(3) of the Health and Safety Code, as reformed by the California Supreme Court in California Redevelopment Association v. Matosantos (2011) 53 Cal. 4th 231, provides that commencing on May 1, 2012, only those payments listed in a Recognized Obligation Payment Schedule (ROPS) may be made by the Successor Agency from the funds specified in the ROPS and DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A WHEREAS, Section 34177(o) of the Health and Safety Code requires that the Successor Agency submit an oversight board-approved ROPS to the Department of Finance (“DOF”) and County Auditor- Controller (“CAC”) no later than February 1 of each year, commencing February 1, 2016; and WHEREAS, the Third District Consolidated Oversight Board has reviewed and duly considered the Recognized Obligation Payment Schedule for the period July 2021 – June 2022, inclusive, attached as Exhibit 1, and other written evidence presented at the meeting, if any; and WHEREAS, under Title 14 of the California Code of Regulations, Section 15061(b)(3), the approval of the FY 2021-22 ROPS is exempt from the requirements of the California Environmental Quality Act (“CEQA”), in that it can be seen with certainty that there is no possibility that the FY 2020-21 ROPS will have any significant effect on the environment. NOW THEREFORE, THE SUCCESSOR AGENCY DOES HEREBY RESOLVE AND FIND AS FOLLOWS: SECTION 1. The Successor Agency hereby finds and determines that the foregoing recitals are true and correct. SECTION 2. The Successor Agency hereby approves and adopts the Recognized Obligation Payment Schedule for the period July 2021 – June 2022, inclusive, attached hereto as Exhibit 1 (referenced hereinafter as “the Recognized Obligation Payment Schedule”). SECTION 3. The Successor Agency authorizes the Community Development Director to: (1) Submit the Recognized Obligation Payment Schedule to the County Auditor-Controller for review; and (2) Submit an electronic copy of the Recognized Obligation Payment Schedule to the State Department of Finance for approval; and DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A (3) Designate a Successor Agency representative to respond to all questions related to the Recognized Obligation Payment Schedule; and (4) Take such other actions and execute such other documents as are appropriate to effectuate the intent of this Resolution. SECTION 4. The Secretary of the Successor Agency shall certify the adoption of this Resolution and thenceforth and thereafter the same shall be in full force and effect. APPROVED AS TO FORM: GEORGE S. CARDONA Interim Successor Agency Counsel DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A Exhibit 1 Recognized Obligation Payment Schedule (ROPS 21-22) DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A Recognized Obligation Payment Schedule (ROPS 21-22) - Summary Filed for the July 1, 2021 through June 30, 2022 Period Successor Agency: Santa Monica County: Los Angeles Current Period Requested Funding for Enforceable Obligations (ROPS Detail) 21-22A Total (July - December) 21-22B Total (January - June) ROPS 21-22 Total A Enforceable Obligations Funded as Follows (B+C+D) $ - $ 3,300,000 $ 3,300,000 B Bond Proceeds - - - C Reserve Balance - - - D Other Funds - 3,300,000 3,300,000 E Redevelopment Property Tax Trust Fund (RPTTF) (F+G) $ 9,048,333 $ 5,397,254 $ 14,445,587 F RPTTF 8,784,082 5,397,254 14,181,336 G Administrative RPTTF 264,251 - 264,251 H Current Period Enforceable Obligations (A+E) $ 9,048,333 $ 8,697,254 $ 17,745,587 Certification of Oversight Board Chairman: Name Title Pursuant to Section 34177 (o) of the Health and Safety code, I hereby certify that the above is a true and accurate Recognized Obligation Payment Schedule for the above named successor agency. /s/ Signature Date DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A Santa Monica Recognized Obligation Payment Schedule (ROPS 21-22) - ROPS Detail July 1, 2021 through June 30, 2022 A B C D E F G H I J K L M N O P Q R S T U V W Item # Project Name Obligation Type Agreement Execution Date Agreement Termination Date Payee Description Project Area Total Outstanding Obligation Retired ROPS 21-22 Total ROPS 21-22A (Jul - Dec) 21-22A Total ROPS 21-22B (Jan - Jun) 21-22B Total Fund Sources Fund Sources Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF $289,434,826 $17,745,587 $- $- $- $8,784,082 $264,251 $9,048,333 $- $- $3,300,000 $5,397,254 $- $8,697,254 1 2011 Earthquake RDA Bonds Bonds Issued After 12/31/10 06/07/ 2011 07/01/2042 Union Bank Bond Payment Earthquake 75,659,650 N $2,262,413 - - - 2,262,413 - $2,262,413 - - - - - $- 2 2006 Earthquake RDA Series A Bonds Bonds Issued On or Before 12/31/10 04/27/ 2006 07/01/2029 Union Bank Bond Payment Earthquake 39,295,874 N $4,382,308 - - - 4,382,308 - $4,382,308 - - - - - $- 5 2011 Earthquake RDA Bonds (Reserve) Reserves 06/07/ 2011 07/01/2042 Union Bank 2011 Earthquake RDA Bonds reserve as required by the bond indenture Earthquake - N $- - - - - - $- - - - - - $- 13 Bank of America Term Loan Third-Party Loans 05/08/ 2008 07/15/2028 Bank of America Bank of America Loan Payment Earthquake 24,242,425 N $4,233,315 - - - 2,136,061 - $2,136,061 - - - 2,097,254 - $2,097,254 16 1978 Promissory Notes City/County Loan (Prior 06/28/11), Property transaction 10/24/ 1978 06/29/2028 City of Santa Monica Property acquisition note payment Downtown - Y $- - - - - - $- - - - - - $- 17 2003 Promissory Note A City/County Loan (Prior 06/28/11), Property transaction 12/14/ 2004 01/01/2033 Parking Authority Downtown Parking Structures 1-6 acquisition note payment Earthquake - Y $- - - - - - $- - - - - - $- 18 2003 Promissory Note B City/County Loan (Prior 06/28/11), Property transaction 12/14/ 2004 01/01/2033 Parking Authority Downtown Parking Structures 1-6 acquisition note payment Earthquake - Y $- - - - - - $- - - - - - $- 24 Arizona and 4th Notes Miscellaneous 10/13/ 2010 01/01/2042 Multiple entities Mixed-use development with public plaza and underground parking Earthquake 71,700,000 N $3,300,000 - - - - - $- - - 3,300,000 - - $3,300,000 30 Successor Administrative Cost Allowance Admin Costs 02/01/ 2012 06/30/2014 Successor Agency 3% Administration Costs All 6,787,777 N $264,251 - - - - 264,251 $264,251 - - - - - $- 34 Bond Trustee Fees 06/07/07/01/2042 Union Annual Bond Earthquake 40,000 N $2,000 - - - 2,000 - $2,000 - - - - - $- DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A A B C D E F G H I J K L M N O P Q R S T U V W Item # Project Name Obligation Type Agreement Execution Date Agreement Termination Date Payee Description Project Area Total Outstanding Obligation Retired ROPS 21-22 Total ROPS 21-22A (Jul - Dec) 21-22A Total ROPS 21-22B (Jan - Jun) 21-22B Total Fund Sources Fund Sources Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF Fees- 2011 Earthquake RDA Bonds 2011 Bank of California Administrative Fees 35 Bond Trustee Fees- 2006 Earthquake RDA Series A Bonds Fees 04/27/ 2006 07/01/2029 Union Bank of California Annual Bond Administrative Fees Earthquake 9,100 N $1,300 - - - 1,300 - $1,300 - - - - - $- 40 Arizona and 4th- Reimbursement Agreement Miscellaneous 06/23/ 2010 01/01/2042 City of Santa Monica Mixed-use development with public plaza and underground parking Earthquake 71,700,000 N $3,300,000 - - - - - $- - - - 3,300,000 - $3,300,000 DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A Santa Monica Recognized Obligation Payment Schedule (ROPS 21-22) - Report of Cash Balances July 1, 2018 through June 30, 2019 (Report Amounts in Whole Dollars) Pursuant to Health and Safety Code section 34177 (l), 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. A B C D E F G H ROPS 18-19 Cash Balances (07/01/18 - 06/30/19) Fund Sources Comments Bond Proceeds Reserve Balance Other Funds RPTTF Bonds issued on or before 12/31/10 Bonds issued on or after 01/01/11 Prior ROPS RPTTF and Reserve Balances retained for future period(s) Rent, grants, interest, etc. Non-Admin and Admin 1 Beginning Available Cash Balance (Actual 07/01/18) RPTTF amount should exclude "A" period distribution amount. - 2,267,095 - 195,832 - 2 Revenue/Income (Actual 06/30/19) RPTTF amount should tie to the ROPS 18-19 total distribution from the County Auditor-Controller - 21,731 - 2,950 30,052,469 D2 and F2 are for interest earned. 3 Expenditures for ROPS 18-19 Enforceable Obligations (Actual 06/30/19) - - - 35 29,958,746 4 Retention of Available Cash Balance (Actual 06/30/19) RPTTF amount retained should only include the amounts distributed as reserve for future period(s) - 2,288,826 - - - 5 ROPS 18-19 RPTTF Prior Period Adjustment RPTTF amount should tie to the Agency's ROPS 18-19 PPA form submitted to the CAC No entry required 93,723 6 Ending Actual Available Cash Balance (06/30/19) C to F = (1 + 2 - 3 - 4), G = (1 + 2 - 3 - 4 - 5) $- $- $- $198,747 $- DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A Santa Monica Recognized Obligation Payment Schedule (ROPS 21-22) - Notes July 1, 2021 through June 30, 2022 Item # Notes/Comments 1 2 5 13 Variable interest rate. Payments based on actual interest rate from most recent bill received plus a 1% escalation. 16 17 18 24 30 34 35 40 DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A Adopted and approved this 12th day of January, 2021. ________________________________________ Sue Himmelrich, Chair I, Denise Anderson-Warren, Agency Secretary of the City of Santa Monica, do hereby certify that Resolution No. 37 (SA) was duly adopted at the meeting of the Santa Monica Redevelopment Successor Agency held on the 12th day of January, 2021, by the following vote: AYES: Agency members: NOES: Agency members: ABSENT: Agency members: Brock, Davis, De La Torre, McKeown, Parra Chair Himmelrich, Chair Pro Tem McCowan None None ATTEST: ________________________________________ Denise Anderson-Warren, Agency Secretary DocuSign Envelope ID: B638AEAF-D7BF-4CA1-BADF-E02321D6511A