CC RES 2022-012 RESOLUTION NO. 2022-12
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
RANCHO PALOS VERDES, CALIFORNIA APPROVING,
AUTHORIZING AND DIRECTING EXECUTION OF A SITE
LEASE, A SUBLEASE, A SUPPLEMENTAL AGREEMENT AND
CONSENTING TO AN ASSIGNMENT AGREEMENT, AND
CERTAIN OTHER ACTIONS TO FINANCE A PORTION OF THE
IMPROVEMENTS AT LADERA LINDA COMMUNITY PARK AND
DIRECTING CERTAIN RELATED ACTIONS IN CONNECTION
THEREWITH
WHEREAS, the City of Rancho Palos Verdes (the "City") is a municipal corporation and
general law city duly organized under the Constitution and the laws of the State of California
("State"); and
WHEREAS, the City desires and has determined it is in the public interest, and a public
purpose to finance improvements to Ladera Linda Community Park ("the "Project"); and
WHEREAS, Public Property Financing Corporation of California is a California nonprofit
public benefit corporation (the "Corporation") duly organized under the laws of the State and
assists public agencies in their financing needs; and
WHEREAS, the City previously solicited bids from various prospective lenders to finance
a portion of the Project and determined to work with Bank of the West (the "Bank") on the
financing; and
WHEREAS, in order to provide funds to finance the Project, the City will lease certain real
property as collateral, comprising (i) Ladera Linda Community Park, and (ii) the Point Vicente
Interpretive Center Property (each as more particularly defined in the Sublease (as defined
below), and as described in Exhibit A attached to the Sublease and incorporated therein, and
collectively as more particularly defined in the Sublease, the "Property") to the Corporation
pursuant to the provisions of a Site Lease, dated as of March 1, 2022 ("Site Lease"), by and
between the City and the Corporation; and
WHEREAS, the City will sublease the Property from the Corporation pursuant to the
Sublease, dated as of March 1, 2022 (the"Sublease" and together with the Site Lease, the"Lease
Agreements"), wherein the City has agreed to make base rental payments and certain other
payments for the leasing of the Property; and
WHEREAS, to fund an upfront lease payment under the Site Lease and provide funds for
the Project, the Corporation desires to assist the City in financing the Project and assign its
interests and obligations in the Lease Agreements (except certain of its rights to indemnification,
and reimbursement for costs under the Sublease) to the Bank pursuant to the Assignment
Agreement, dated as of March 1, 2022; and
WHEREAS, the City and the Bank desire to enter into the Supplemental Agreement,
describing additional terms of the Bank related to the assignment; and
WHEREAS, Senate Bill No. 450 (Chapter 625 of the 2017-2018 Session of the California
Legislature) ("SB 450")requires that the governing body of a public body obtain prior to authorizing
the issuance of the obligation (as defined therein) with a term of greater than 13 months, good
faith estimates of the following information in a meeting open to the public: (a) the true interest
cost of the obligation, (b) the sum of all fees and charges paid to third parties with respect to the
obligation, (c) the amount of proceeds of the obligation expected to be received net of the fees
01203 0042/767138 1
and charges paid to third parties and any reserves or capitalized interest paid or funded with
proceeds of the obligation, and (d) the sum total of all debt service payments on the obligation
calculated to the final maturity of the obligation plus the fees and charges paid to third parties not
paid with the proceeds of the obligation; and
WHEREAS, the City has duly considered such transactions and wishes at this time to
approve certain matters relating to the transactions as being in the public interest of the City.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RANCHO PALOS VERDES
DOES HEREBY FIND, DETERMINE, AND RESOLVE AS FOLLOWS:
Section 1. The foregoing recitals are true and correct and incorporated herein by this
reference.
Section 2. The City Council hereby approves the forms of the Site Lease and the
Sublease presented herewith and on file with the City Clerk, with such additions thereto and
changes therein as the Designated Officers (as defined below) deem necessary, desirable or
appropriate upon consultation with the special legal counsel, the execution of which by the City
shall be conclusive evidence of the approval of any such additions and changes. The Mayor
and/or his designees, the City Manager or the Director of Finance of the City (the "Designated
Officers") and all other designees of the Designated Officers of the City are hereby authorized
and directed to execute, and the City Clerk is hereby authorized to attest, as appropriate, the Site
Lease and the Sublease. The Designated Officers and the City Clerk are authorized to execute
such other agreements, documents and certificates as may be necessary or desirable to
effectuate the purposes of this resolution and the financing herein authorized, including, without
limitation, such other agreements, documents and certificates as may be required by the Site
Lease, the Sublease and Supplemental Agreement. The City Council hereby authorizes the
performance by the City of its obligations under the Site Lease and the Sublease. The,City Clerk
is authorized to accept any leasehold interests under the Sublease as may be required. The
aggregate principal amount of the rental payments under the Sublease shall not exceed
$8,000,000 and the interest rate related to the Sublease shall not exceed 2% (excepting the
default rate).
Section 3. The City Council hereby approves the Supplemental Agreement in the form
presented herewith and on file with the City Clerk, together with such changes thereto as the
Designated Officers or any of them deem necessary, desirable or appropriate, the execution of
which by the City shall be conclusive proof of the approval thereof. The Designated Officers, each
acting alone, are hereby authorized and directed to execute the Supplemental Agreement, with
such changes, insertions and omissions as may be approved by such official executing the
Supplemental Agreement.
Section 4. The City Council hereby approves of the assignment of its interests in the Site
Lease and the Lease Agreement by the Corporation to the Bank pursuant to the Assignment
Agreement, a form of which is presented herewith and on file with the City Clerk.
Section 5. In accordance with SB 450, good faith estimates of the following are set forth
on Exhibit A attached hereto: (a) the true interest cost of the Sublease, (b)the sum of all fees and
charges paid to third parties with respect to the Sublease, (c) the amount of proceeds of the
Sublease expected to be received net of the fees and charges paid to third parties and any
reserves or capitalized interest paid or funded with proceeds of the Sublease, and (d) the sum
01203 0042/767138 2 Resolution No. 2022-12
Page 2 of 3
total of all debt service payments on the Sublease calculated to the final maturity of the Sublease
plus the fees and charges paid to third parties not paid with the proceeds of the Sublease.
Section 6. The Designated Officers, the City Clerk and any and all other officers of the
City are hereby authorized and directed, for and in the name of and on behalf of the City, to do
any and all things and take any and all actions, including execution and delivery of any and all
documents, assignments, certificates, tax certificates, requisitions, agreements, notices,
consents, instruments of conveyance, warrants, acceptances and documents, which they, or any
of them, may deem necessary or advisable in order to consummate the lawful transactions
effectuated by the Site Lease, the Sublease,the Supplemental Agreement and the consummation
of the transactions as described herein, and such documents, assignments, insurance
commitments and certificates, surety obligation commitments and agreements, tax certificates
and other certificates and agreements as may be required by any of the documents approved
herein.
Section 7. This Resolution shall take effect immediately upon its passage and adoption.
PASSED, APPROVED AND ADOPTED this 1st day of March, 2022.
1
David L. Bradley, Myr .r
Teresa Takaoka, City Clerk
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss
CITY OF RANCHO PALOS VERDES )
I, Teresa Takaoka, City Clerk of the City of Rancho Palos Verdes, do hereby certify that the
foregoing Resolution No. 2022-12 was duly adopted by the City Council of the City of Rancho
Palos Verdes at a regular meeting held on the 1st day of March, 2022.
-sa Takaoka, City Clerk
01203 0042/767138 2 Resolution No. 2022-12
Page 3 of 3