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HomeMy WebLinkAbout2012-10-09 e-packetREGULAR MEETING 0 n }a y OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO THE CITY OF SOUTH SAN FRANCISCO REDEVELOPMENT AGENCY P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, California 94083 CITY HALL LARGE CONFERENCE ROOM, TOP FLOOR 400 GRAND AVENUE TUESDAY, OCTOBER 9, 2012 2:00 P.M. PEOPLE OF SAN MATEO COUNTY You are invited to offer your suggestions. In order that you may know our method of conducting Board business, we proceed as follows: The regular meetings of the South San Francisco Oversight Board for the Successor Agency to the City of South San Francisco Redevelopment Agency are held on the second Tuesday of each month at 2:00 p.m. in the in the Large Conference Room, Top Floor at City Hall, 400 Grand Avenue, South San Francisco, California. In accordance with California Government Code Section 54957.5, any writing or document that is a public record, relates to an open session agenda item, and is distributed less than 72 hours prior to a regular meeting will be made available for public inspection in the City Clerk's Office located at City Hall. If, however, the document or writing is not distributed until the regular meeting to which it relates, then the document or writing will be made available to the public at the location of the meeting, as listed on this agenda. The address of City Hall is 400 Grand Avenue, South San Francisco, California 94080. In compliance with Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the South San Francisco City Clerk's Office at (650) 877 -8518. Notification 48 hours in advance of the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting. Chairman: Neil Cullen Selected by: Largest Special District of the type in H &R Code Section 34188 Vice Chair: Selected by: Denise Porterfield San Mateo County Superintendent of Schools Deputy Superintendent, Fiscal and Operational Services San Mateo County Office of Education Board Members: Mark Addiego Councilmember, City of South San Francisco Alternate: Barry Nagel City Manager, City of South San Francisco Gerry Beaudin Principal Planner, City of South San Francisco Selected by• Mayor of the City of South San Francisco Mayor of the City of South San Francisco Barbara Christensen Chancellor of California Community College Director of Community/Government Relations, San Mateo County Community College District Reyna Farrales Deputy County Manager, San Mateo County Paul Scannell Counsel Craig Labadie San Mateo County Board of Supervisors San Mateo County Board of Supervisors (Public Member) Advisory' Marty Van Duyn — Assistant City Manager, City of South San Francisco Jim Steele — Finance Director, City of South San Francisco Steve Mattas — City Attorney, City of South San Francisco Krista Martinelli — City Clerk, City of South San Francisco Armando Sanchez — Redevelopment Consultant, City of South San Francisco CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE AGENDA REVIEW OVERSIGHT BOARD REGULAR MEETING OCTOBER 9, 2012 AGENDA PAGE 2 PUBLIC COMMENTS Comments from members of the public on items not on this meeting agenda. The Chair may set time limit for speakers. Since these topics are non - agenda items, the Board may briefly respond to statements made or questions posed as allowed by the Brown Act (Government Code Section 54954.2). However, the Board may refer items to staff for attention, or have a matter placed on a future agenda for a more comprehensive action report. MATTERS FOR CONSIDERATION Motion to approve the Minutes of the Regular Meeting of August 14, 2012. 2. Presentation of results of County Auditor Review of ROPS III. 3. Update on 2006 RDA Bonds Escrow /Trust Account. 4. Transmittal of and Receive Public Comments on Former Low and Moderate Income Housing Fund Due Diligence Review of Cash and Cash Equivalent Available for Disbursement to Taxing Entities. 5. Future Agenda Items. a. Report on any determination by the State of California Department of Finance on unfunded pension and liabilities being an enforceable obligation of the Successor Agency of a Redevelopment Agency. ADJOURNMENT OVERSIGHT BOARD REGITI AR MEETING OC'T'OBER 9, 2012 ACxFNDA PAGE 3 REGULAR MEETING MINUTES 0 n ?• r il Q OVERSIGHT BOARD FOR THE c'�LIFO SUCCESSOR AGENCY TO THE CITY OF SOUTH SAN FRANCISCO REDEVELOPMENT AGENCY P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, California 94083 CITY HALL LARGE CONFERENCE ROOM, TOP FLOOR 400 GRAND AVENUE TUESDAY, AUGUST 14, 2012 2:00 P.M. CALL TO ORDER Time. 2.03 p.m. RT A F 7 ROLL CALL Present: Boardmembers Beaudin, Christensen, Farrales, Nagel as alternate for Addiego and Scannell, Vice Chairperson Porterfield and Chairperson Cullen. PLEDGE OF ALLEGIANCE AGENDA REVIEW Absent: Boardmember Addiego. Led by Boardmember Christensen. Chairman Cullen suggested Item 9 be heard prior to number 8. Boardmembers agreed to follow this course of action. PUBLIC COMMENTS Comments from members of public on items not on this meeting agenda. The Chair may set time limit for speakers. Since these topics are non - agenda items, the Board may briefly respond to statements made or questions posed as allowed by the Brown Act (Government Code Section 54954.2). However, the Board may refer items to staff for attention, or have a matter placed on a future agenda for a more comprehensive action report. None. MATTERS FOR CONSIDERATION Motion to approve the Minutes of the Regular Meeting of July 10, 2012. Motion: Boardmember Scannell /Second — Boardmember Christensen: to approve the Minutes of the Regular Meeting of July 10, 2012. Approved by the following voice vote: AYES: Boardmembers Beaudin, Christensen and Nagel, Vice Chairperson Porterfield and Chairperson Cullen; NOES: None; ABSTAIN: Boardmember Farrales; ABSENT: None. 2. Resolution No. 3 -2012 adopting a Conflict of Interest Code for the Oversight Board to the City of South San Francisco Successor Agency. Chairperson Cullen had contacted the Clerk of the Board to inquire whether or not a date should be written into the Resolution regarding submittal of Conflict of Interest forms. Attorney Mattas noted the annual submittal date as April 1. Motion: Boardmember Christensen/Second -- Boardmember Scannell: to approve Resolution No. 3- 2012. Unanimously approved by voice vote. 3. Report on Department of Finance inquiry pertaining to action by Resolution approving One Chestnut Avenue Leasing Criteria. City Attorney Steve Mattas noted the State Department of Finance requested a review but had made no other inquiries. He was unsure of their questions but would report back with details when received. The time frame for review starts at 5 plus 40 days from day of action. 4. Presentation of Housing Asset Reporting Form provided to the State of California Department of Finance. Redevelopment Consultant Armando Sanchez reviewed the list of assets included in the report. Motion: Boardmember Christensen/Second — Boardmember Scannell: to approve Resolution No. 4- 2012. Unanimously approved by voice vote. 5. Resolution No. 5 -2012 approving Sitike Counseling Center Lease Amendment for 472 Grand Avenue (306 Spruce). 6. Resolution No. 6 -2012 approving San Mateo County Medical Clinic Lease Amendment for 306 Spruce Avenue. Items 5 and 6 were presented together though Motions were made separately. Redevelopment Consultant Sanchez explained that both Sitike Counseling Center and San Mateo County Medical Clinic leases had expired last year. Since then, they have respectively been tenants OVERSIGHT BOARD REGULAR MEETING AUGUST 14, 2012 AGENDA PAGE 2 on a month to month basis. Both agencies have requested extensions and staff recommended a one - year lease at this time as AB 1484 makes it inappropriate to extend them for longer. A rent reduction was also requested from Sitike. Staff recommended approving a rent reduction for both Sitike and the County on two grounds: 1) Each agency provides valuable services, and 2) a rent reduction still places the rental amounts near the range of similar rents in the area. The building is older, with a lot of problems, so it is not unreasonable to grant the request especially in these economic times. The reduction amounts to approximately $7000 /year. Whatever is approved will be reviewed by the state. Boardmember Christensen asked when an asset study would be due. Mr. Sanchez stated six months after certificate of completion. As soon as the ROPS cycle was through, staff would conduct a study. City Attorney Mattas added that a longer extension had been considered but dropped back to wait for asset plans. Item 5 - Motion: Boardmember Scannell /Second — Boardmember Nagel: to approve Resolution No. 5 -2012. Unanimously approved by voice vote. Item 6 - Motion: Boardmember Scannell /Second — Boardmember Nagel: to approve Resolution No. 6 -2012. Unanimously approved by voice vote. 7. Resolution No. 7 -2012 approving Successor Agency's request to include expenditures of housing bond proceeds on the Recognized Obligations Payments Schedule (ROPS). Chair Cullen sought clarification as to the Successor Agency's obligations regarding bond proceeds. Attorney Craig Labadie stated they could be used consistent with the covenants; if none, they could be used to defease or repurchase bonds on the open market. Boardmember Christensen asked about the possibility of projects coming back to the Board and about the bond fiends being used towards the ROPS. Attorney Mattas stated there were restrictions under the covenants but that it would have to be looked into and reported back at a later date. Motion: Boardmember Nagel /Second — Boardmember Christensen: to approve Resolution No. 7- 2012. Unanimously approved by voice vote. Item 9 heard before Item 8. 9. Report from Bond Counsel regarding the legal authority of the Oversight Board to set aside funds in an escrow account to call bonds issued by the former Redevelopment Agency. OVERSIGHT BOARD REGULAR MEETING AUGUST 14, 2012 AGENDA PAGF,3 Attorney Craig Labadie reminded the Board the item was transmitted as a confidential document and asked if the Board wished to waive confidentiality. Boardmembers agreed to waive confidentiality. It was recommended the Oversight Board consider the opinion of the bond counsel regarding the authority to pay funds into an irrevocable escrow account to be used with other funds to call the 2006 Redevelopment Agency Bonds on September 1, 2016, the first call date for the bonds. 8. Presentation and consideration of the draft Recognized Obligations Payments Schedule (ROPS) for the period January 1, 2013 through June 30, 2013. a. Presentation of draft ROPS. b. Consideration of Resolution approving draft ROPS. Finance Director Jim Steele presented the ROPS noting the state had changed the format to include: contact information page, summary pages, notes pages and a true -up page. The state had provided the initial format which allowed the claiming of administration costs, the new format does not. Since then, we have talked with the City Attorney and are recommending adding a line item to read "Previously Unfunded Admin Costs for the January through June 2012 ROPS Period." (Line Item 78; pg 6). These costs should be reimbursed on a go- forward basis. Other changed/added items included: line 77 for use of unspent bond proceeds allowing the use of debt service; Lines 8 and 9 refer to Debt Service for the bonds; and Line 76 for audit costs under the terms of AB 1484. Director Steele noted the Resolution included $377,180 in previous administrative costs. Chair Cullen sought clarification as to whether the expenditures shown were in six month increments. Director Steele confirmed the expenditures shown were for six months. Boardmember Christensen noted the $900,000 for replacement housing costs were scheduled to be in this six month period. Boardmember Christensen also asked if there was a difference between the estimated expenditures and the actual expenditures- would that get carried over as a credit or a deduction to a future ROPS? Regarding the replacement housing costs, Consultant Sanchez said they were expected in this ROPS in order to prevent violation of the covenants. Regarding credit towards future ROPS, Director Steele stated there was no credit for a completed project but it would carry over to the next ROPS if a project was not complete. Boardmember Scannell asked the current status of the Accrued PERS Pension Obligations and the Retiree Health Obligations (lines 71 & 72). OVERSIGHT BOARD REMTI.AR MEETING AUG1 TST 14, 2012 AGENDA PAGE 4 Director Steele responded there was currently no opinion from the Department of Finance, however the items still needed to continue to be shown or else they would drop off. Chair Cullen understood that the Board had previously not wanted this shown and by putting it in the RFTTP column shows that payments would be made in the six months ROPS. Director Steele noted changes could be made to be consistent with past actions. Chair Cullen summarized the attachments included in the resolutions as being: p1, 3, and 5 -10, with changes made to p6 regarding Items 71 and 72. Procedurally, he asked that the Resolution direct the Chair to certify the ROPS. Attorney Mattas stated the Resolution could be rewritten to state the Chairperson was authorized to sign the ROPS on behalf of the Board. Motion: Boardmember Scannell /Second — Boardmember Farrales: to approve Resolution No. 5 -2012 with changes to the ROPS as noted. Unanimously approved by voice vote. Clarifications were made to row C on page 3 to reflect $250,000. Attorney Mattas noted all Resolutions of the Board were subject to review by the Department of Finance. 10. Future Agenda Items. a. Report on any determination by the State of California Department of Finance on unfunded pension and liabilities being an enforceable obligation of the Successor Agency of a Redevelopment Agency. Boardmember Christensen requested a yearly report on the bond payments. ADJOURNMENT Motion — Boardmember Scannell /Second— Boardmember Christensen: to adjourn the meeting. Unanimously approved by voice vote. Pursuant to the above motion, Chairman Cullen adjourned the meeting at 3:09 p.m. Submitted: Anna M. Brown, Deputy City Clerk City of South San Francisco OVERSIGHT HOARD REGULAR MEETING AGENDA Approved: Neil Cullen, Chairperson Oversight Board for the Successor Agency to the City of South San Francisco Redevelopment Agency AUGUST 14, 2012 PAGF 5 Redevelopment Successor Agency Oversight Board Staff Report DATE: October 9, 2012 TO: Members of the Oversight Board FROM: Jim Steele, Finance Director SUBJECT: RESULTS OF COUNTY AUDITOR CONTROLLER REVIEW OF ROPS III RECOMMENDATION It is recommended that the Oversight Board review the attached results of the County Auditor Controller Review of the Recognized Obligation Payment Schedule (ROPS) III. No formal action is required. BACKGROUND/DISCUSSION On August 14, 2012, the Board approved ROPS III for the period January through June 2013. The attached County review of ROPS III indicates no objections but simply notes: 1) the new obligations that were included on ROPS III, 2) the ongoing obligations in ROPS III that have shifted funding sources, and 3) that the Agency is staying within the administrative allowance. The change in funding sources between the different RODS was due to the shifting reliance from reserves (including Low and Moderate Income Housing Fund reserves and bond reserves) which have been exhausted, and moving funding to be from the use of Redevelopment Property Tax Trust Fund (RPTTF) revenues. By: Approved: A.�� Ji eele Marty Van Duyn FiAdnce Director Assistant City Manageand Director of Economic and Community Development Attachment: County Auditor Controller Review of ROPS III KR/JSIMV:ed 555 Couuly Center, 4 "' Floor Sari Mateo, Catifornia 94063 -1665 Telephone: (650) 363-4777 Email: Controller(i)stncgov.org vuww.co.sanmaleo.ca. us /control ter Date: October I, 2012 O S-4 U O County of San Mateo Office of the Controller -1- Bob Adler Controller Juan Raigoza Deputy Controller Shirley Tourel Deputy Controller To. Department or i innnce (DOF), Oversight Board (013) Chairperson and Successor Agency of llie Dormer South San Francisco Redevelopment Agency (RDA) Subject: Review orReco«nized Obligation Payment Schedule (RODS) for- the period January I, 2013 to June 30. 2013 `file Successor Agency of the former South San Francisco RDA submitted an OB approved RODS for the period January I, 2013 to June 30, 2013 to the DOF and County Controller's office on August 2I, 2012. PursuWil to Health and Sal'ety Code Section 34 182.5, the County Controller nru'v review the ROTS for- the period .lanuar)' — .lime 2013 and ob ject to the inclusion orany items that are not demonstrated to be enforceable obligations and object to the fundirtig source proposed for any item no later than October 1, 2012. We reviewed the January — June 3013 RODS to identify differences when compared to prior period RODS but did not conclude whether items were entbrceable obli;ations. The procedures performed to identify differences are described below, • identified obligations that were not approved by the DOF for the period January - June 2012 and July — December 3012 or- were newly added. • Identified changes in funding source for enforceable obligations approved by the DOF for the period January — June 2012 and July -- December 2013. • Identified obligation atnounts that increased by at least 10% and $1,000, when compared to the ROPs for the period January —June 3012 and July — December 2012. • Reviewed the FY 3012 -13 Successor Agency Administrative Cost Allowance in light of the limitations set forth in Health and Safety Code Section 34171(b), Pursuant to this section, the Administrative Cost Allowance shall not be less than $350,000 (unless the OB reduced this amount) or be more than 3% of the property tax revenues allocated to the successor agency for each fiscal year. While the identified differences do not constitute formal "objections' to any of the items or funding sources reported on the RODS, our office is providing the variances noted in the above procedures on Schedule A enclosed herein. If you have any questions or concerns. please contact Shirley Tourel, Deputy Controller, at stourclfii)smc�cgov.ora- or (650) 599 -1149, Very Truly Yours. Bob Adler. Controller- county of San Mateo -z- Schedule A Former South San Francisco Redevelopment Agency Oversight Board Approved ROPS for the period January 1, 2013 to June 30, 2013 Review of Items and Funding Sources The following obligations were identified based on the criteria described below: Obligations that were not approved by the DOF for the period January - June 2012 and July - December 2012 or were newly added. Changes in funding source for enforceable obligations approved by the DOF for the period January - June 2012 and July - December 2012 Obligation amounts that increased by at least 1 D% and $1,000 when compared to the ROPS for period January-June 2012 and July to December 2012, ROPS Item M Project NamefDebt Obligation Description Funding Source Six- Mcinth Total Criteria Notes 1 2 F3 5 Debt service interest for tax allocation bonds 2006 Tax Allocation Bonds TABS RPTTF S 34,717 X Funded by Reserves in prior period 9 Debt service interest housing revenue bonds 1999 Housing Revenue Bonds RPTTF $ 37,530 X Funded by LMIHF in Rrior 22riod. 14 Bond AdmirMisclosure Costs TABS Costs to administer bonds RPTTF $ 5,000 X Funded by Reserves in prior perod 15 Bond Ad min /Disclosure Costs Housing Bonds Costs to administer the housin g bonds RPTTF $ 2 500 X Funded by LMIHF in pnor period. 18 Oster Point Ventures DDA Section 3 4 1 of DDA Infrastructure required RPTTF $ 3,000,000 X Funded by Bond Proceeds in prioUeriod 20 Oster Point Ventures DDA Soft prpjeLl management costs RPTTF $ 18,000 X Funded by Reserves in prior period 23 Harbor District Agreement Soft project management costs RPTTF S 18,000 X Funded by Reserves in pnor period 31 Train Station Improvements Ph 2 Soft project management costs RPTTF $ 1,200 X I Funded by Bond Proceeds in prior p2riod 33 Two Housing Replacement Units Soft project management costs RPTTF $ 12,000 X JFunded by LMIHF in prior penod . 49 Station Area/Plannin g LU Program Match funding for State grant 101102 RPTTF $ 30,000 X Funded by Bonds in piriorperiod 59 Maintenance of non- housing properties Rehab repair maintenance & utilities RPTTF $ 45 000 X Funded by Reserves in prior period 64 Maintenance of non - housing properties_ Soft project management costs RPTTF S 54,000 X Funded by Reserves in phor period 67 Property disposition costs Initial environmental testing, noticing, listing RPTTF $ 90.000 X Funded by Reserves in prior period - 68 Property disposition costs Soft project management costs RPTTF $ 45 000 X Funded by Reserves in prior persod 76 LMIHF and non-housir)U fund audits New audits required by AB 1484 RPTTF $ 20,000 X New obii ation 77 11999 Housing Bonds Proceeds Tobe used on low /mod housing development Bonds S 2,381,532 X New obli ation 78 Previously unfunded admin costs from Jan -June 2012 ROPS Prev ously unfunded adman costs from Jan - June 2012 HOPS RPTTF $ 377,iB0 X New obligation H&S 34171(b) Successor Agency Administrative Cost Allowance Review Pursuant to H&S 34171(b), a Successor Agency can receive a minimum of $250,000 or up to 30/c of the property tax allocated to the Successor Agency to pay for obligations as the Adminsstratfve Cost Allowance for FY 2012 -13 and every year thereafter Per our review, the Successor Agency is within the allowable range of the Administrative Cost Allowance for FY 2012 -13. Redevelopment Successor Agency Oversight Board Staff Report DATE: October 9, 2012 TO: Members of the Oversight Board FROM: Jim Steele, Finance Director SUBJECT: Update on 2006 RDA Bonds Escrow /Trust Account RECOMMENDATION This staff report is being presented for the Oversight Board's information. No formal action is required. BACKGROUND/DISCUSSION The first Recognized Obligations Payment Schedule (ROPS I), covered the time period of January through June 2012. In ROPS I, the Oversight Board directed staff to include a line item to contribute any left -over funds from the former Redevelopment Agency (RDA) as of June 30, 2012 to an escrow or trust account held by a third party to pay off the 2006 RDA Bonds at their first call date in 2016. Since that time, the Attorney's Office has written a Trust Agreement, and the year -end results for FY 2011 -12 are sufficiently known to use surplus funds. Staff deposited $50.2 million into the escrow account as of 9/6/12. It is likely that by the time the second Due Diligence Review (DDR) of the former 80% RDA Funds is completed in December 2012 that some additional funds will also be identified to be deposited into this escrow account. (The Board directed staff to deposit any leftover funds, up to a not to exceed total of $60 million). The funds deposited were bid out in a formal process in which seven investment banks placed bids for safe securities that would earn interest over the time up until the bond call date. The winning bidder (offering the highest yield) was Deutsche Bank. The securities purchased are U.S. Treasuries with an earnings rate of .48 %. These funds are expected to grow by almost $1.0 million to a total of $51.1 million by 8/31/16, when the bonds will be called. The Board may recall that there is approximately $5.4 million in a debt service reserve which can be used to make the final deposit into this escrow account prior to 8/31/16. In addition, debt service payments between now and the bond call will further reduce the principal balance, and future ROPS will contain requests to fund any difference needed, estimated to be $.7 million. The total amount to call the bonds will be $58,175 million. Attached to this report is the escrow account bank statement showing funds on deposit as of 9/30/12. Staff Report Subject: Update on 2006 RDA Bonds Escrow /Trust Account Page 2 2006 RDA Escrow/Trust Account $50,216,735.58 Deposit, 9/6/12 - $350.00 Less Bank Legal Fees - $20,000.00 Less Investment Fees - $500.00 Less Bank Fees (1st year Trust Fees) $50,195,885.58 = Balance on Deposit $ 958,114.42 Expected Earnings by 8/31/16 Earnings = .48% annual yield $51,154,000.00 Expected Balance by 8/31/16 (Prior to other deposits) By: Approved: Jim Ste le Marty Van Duyn Finance Director Assistant City Mana and Director of Economic and Community Development Attachment: Bank Statement Js /Mv:cd BNY MELLON i1,r av,a o, N— York ►tdlan True L—pinr, N.A. CITY OF SOUTH SAN FRANCISCO 400 GRAND AVE SOUTH SAN FRANCISCO CA 94080 BNY Mellon has a team of professionals devoted exclusively to arbitrage compliance services for tax - exempt bond issuers and conduit borrowers For additional Information, p €ease contact your Relationship Manager. If you are interested in accessing your Account Statement on-line, please contact your Relationship Manager about our web-based INFORM product. Visit us at www.bnymellon.com Account Overview Account Statement Stalemenl Period D9I0112012 Through 0913012012 Account 161832 SO SAN FRANCISCO ESCROW RELATIONSHIP MANAGER: MILLY CANESSA CORPORATE TRUST - 1Dn PINE STREET STE 3100 SAN FRANCISCO. CA 94111 415- 263 -2420 MILLY [email protected] Pemorit or an rmnstmenls Aiaet gnofAcsgvn On" YeMw 140% FIXED INCOME 50,251,131-90 0 CASH AND SHORT TERM 500.00 100% TOTAL OF ALL INVESTMENTS 50,251,631.90 Summary of Assets Held — I Assn Classiflc~ Hermit. Val" Cost Accrued moans Est Annual kxvrm I141*81 Y4M FIXED INCOME 50.251.131 .90 50.195.885 -58 0.00 0 -00 0.00% 0.00% CASH AND SHORT TERM 500.00 500.00 _ 0 M 000 ACCOUNT TOTALS 50,251,631-00 50,196.385.58 0.00 0.00 0.08% Surnmaq of Cash Transactions Current Period Year-to-Date Transscnon Category YrC"M PrindpN - Realized �� —� YrwMla PrMclpal OPENING BALANCE 0.00 0.00 0.00 0.00 000 50.216.735 58 OTHER CASH ADDITIONS 0.00 50,210.735.58 000 0.00 20.36000- PAYMENTS AND WITHDRAWALS 0.00 20.35000- 000 0.00 50.195.885.58 PURCHASES — _ a,0o - 50.195.085.58 - 000 CLOSING BALANCE 0.00 500.00 0'00 0.00 500.00 The above cash transactions summary is provided for mlgrmwon purposes only and may not refteci actual taxable income or dedw0ble expenses as reportab {e under Ine intema; Revenue Code Page 11 of 4 Pqp 1 at 4 BNY MELLON 11+. Boat al 14— York 14.11on I— C.Mp—y. N A. Statement of Assets Held shares! per Yak" A&W OWCryllbn FIXED INCOME 51,154,000.000 U S TREASURY NTS STRIP PRIN PMT STRIPPED PRIN PMT 00300 CUSIP 912820NM5 MATURITY DATE 08.'15rd016 RATE 0.00% Total FIXED INCOME CASH AND SHORT TERM CASH BALANCE Total CASH AND SHORT TERM A%.GWA 1 1 V 1 Aga Total Market Valve Plus Total Accrued income 50 251.631 90 Statement of Transactions Statement Period 09101/2012 Through 09!3012012 Account 161932 - -- — - — - - - laafkal P++c. r.rsa Yahar AcGYSO rrrcoal. Avwvp Cost Cant Est Ann" woele Mwke Yield 98.23500 511 0,00 0.01)% 98.12700 50.195 ^88 0-DO TtwowKS + Dab Tnnaeoeen DewtPdOn _ EM112 OPENING BALANCE 09106!12 Cash Credit TFR FR A!C 102340 PER CLIENT DIRECTIVE DTD OWW12 09106112 Cash Credit TRSF FROM 104808 TO 161932TRSF FROM 1046 ALLOCATION OF FUNDS PER SEC 3 OF ESCROW AGMT FOS RECVD FR CAMP #7006 -000 09/06112 DAILY ENDING BALANCE 09+11112 Cash Cradd WIRE RECEIVED FROM !000004123724437 CITY OF SOUTH SF DEPOSIT ACCT 40D GRAND AVE SOUTH SAN FRANCISCO CA 94060 -3634 GLA 111 -565 ATTN: MILLY CANESSA ANDIOR ATTN: REGINA VERNITSKAYA 0161932 SSF RDA SUCCESSOR AGENCY ESCROW ACC TRNFDF 1209110633900 CR N000000163 lMAD 20120911057031RO10775 09111M2 DAILY ENDING BALANCE 09112!12 Purchase U S TREASURY NTS STRIP PRIN PMT RATE: 0.00% MATURITY: 08115/16 STRIPPED PRIN PMT 00300 FINAL MONEY DEUTSCHE BANC ALEX BROWN INC TRADE DATE 9110112 SETMATE 9112112 CUSIP 912620NM5 50,000.000 DO SHARES 09!12112 Purchase U S TREASURY NTS STRIP PRIN PMT RATE: 0,Do% MATURITY: 08115!16 STRIPPED PRIN PMT 00300 FINAL MONEY DEUTSCHE BA14C ALEX BROWN INC TRADE DATE 9110112 SETIDATE W12112 50.251,131.90 50.195,89 5.58 0.00000 500 CO 0.00000 500 00 500 -00 500.00 50,251,631.90 50,196,365.55 Incoiwo 0.00 0.00 000 4,585.422-86 000 175 -152 37 0,00 4,761,175.23 0.00 45.455.560 35 0 -00 50, '-216 11 1. 5) C 00 49,D63.500 00 - Cool 0.00 0 D 0.00 0.00 0 DO 0,00 49 Co3.5cr OC 0 00 1,132,385.58 - t, 132.385.58 0.00 0 -00% 0.00 000 0 OG% 000 0.00 0.00 0.00% 0,00 Page 2 of 4 Page 2 of 4 Ream 0.0( 0.0( &M 0.0 i 0.00 0.00 0.00 BNY MELLON Pl, au,a a! tiro Yo.k Mill— T-9 Comyrn . N A Statement of Transactions - Continued Tranaecaon Ow Traneacean D00"llil CUSIP 912821l 1.154.000.00 SHARES 09112/12 Cash Debit CITIBANK. N A. ABA 321171184 40021240391 SAMUEL D. WALDMAN WIRE TO CITIBANK. N ABAN321171184 CREDIT 040021240381 TRNOSDI209122301300 OWI Will 2 DAR.Y ENDING BALANCE 09/13112 Cash Debit TRISTATE CAPITAL BANK ABA: 043019003 0320000278 PFM ASSET MANAGEMENT LLC WIRE TO TRISTATE CAPITAL Bill 00320000276 PROJECT X03085.702. RE RDA CITY OF S. SAN FRANCISCO PROFESSIONAL SVCS FEE REF 59331 TRNDSD 1209132211800 D9113112 DAILY ELIDING BALANCE 09136/12 CLOSING BALANCE income Statement Period 0910112012 Through 0913011012 Accoun11151932 prbuftaf Cat 000 350.00- 0.00 0.00 20,500 00 50.195.335.59 000 20.00000- 0,00 0.00 Soo 00 50,190.it8.0� 0,00 500,00 50 195,085 58 Cumulative realized capital gain and loss position from 12!3112011 for securities held in principat of account, Short Term, 0 00 * Long Term. 0,00' ' The above gain and loss position does not Include transactions where tax cost information is Incomplete or unavailable ReaMaap o.rwf.a.... 0.00 0." 0.00 9.ee 0.00 Cash and securities set forth ort this ACCOunt Statement are held by The Bank of New York Mellon, an affillale of The Bank of New York Mellon Trust Company. N A. in addition. , The Bank of New York Mellon Trust Company. N.A, may utilize subskS l and affiliates to provide services and cel products to the Account. Subsidiaries and affiliates may be compensated for their services and products. The value of 3eCuf1ies set forth on this Account Statement are obtained by The Bank of New York Mellon Trus! Company N . from its affiliate, The Bank Of New York Melon wh!Cli determines such values for Globa! Corporate Trust on the bans of market Vices and information obtained by The Bank of New York Mellon from unaffiliated third parties {including independent pricing vendors) ('third party priding services'} The Bank of New York Mellon has not verified such marke! values or information and makes no assurances as to the accuracy or oonectness of such market vaues or informaixor or that the market va'ves set forth on this Account Statement reflect the value of the securities that can be realized upon the sale of such securities In addition. the market values for the securities set forth in this Account Statement may differ from the market prices and information for the same securRies JSed by other business units of The Bank of New York Mellon Trust Company, N A . The Bank Of NOW York Melon or their respective subeadianes or affiliates based upon market paces and !nformalon feceived from other third party pricing services ul6l by such other business units. Global Corporate Trust does not compare its market values with those used by, or reconclia different marxst values used by. other business units of The Bank of New York Mallon Trust Company, NA., The Bank of New York Melon or their respective subsidiaries or affiliates Neither The Bank of New York Mellon Trust Company, N A nor The Bank of New York Mellon shall be liable for any loss. damage or expense incurred as a result of or ensing from a related to the market valies or inlormaWn provided by third party pricing services or the differemes in market prices or information provided by other third party pitting services- Page 3 of 4 Page 3 of 4 This Page Intentionally Blank Page 4 of 4 Page 4 of 4 Redevelopment Successor Agency Oversight Board Staff Report DATE: October 9, 2012 TO: Members of the Oversight Board FROM: Jinn Steele, Finance Director SUBJECT: TRANSMITTAL OF FORMER LOW AND MODERATE INCOME HOUSING FUND DUE DILIGENCE REVIEW OF CASH AND CASH EQUIVALENTS AVAILABLE FOR DISBURSEMENT TO TAXING ENTITIES RECOMMENDATION It is recommended that the Oversight Board review the attached Low and Moderate Income Housing Fund Due Diligence Review. Staff will present this report at the October 9th meeting, and after a five working day public comment period, the Board will be asked at a later meeting to certify this Review. BACKGROUND /DISCUS SION Assembly Bill 1484 (AB 1484) lays out procedures for the verification of available fund balances from the former Redevelopment Agencies in California., and further lays out a process for those funds' review by a licensed accountant to determine the unobligated balance available from former LMIHF dollars for distribution to taxing agencies. On October 1, 2012, staff transmitted the attached Low and Moderate Income Housing Fund ( LMIHF) Due Diligence Review (DDR) to the State Department of Finance, State Controller, and the County Auditor Controller as required under AB 1484. Staff had contracted with the firm of Badawi and Associates Certified Public Accountants to complete the DDR, which is attached. The following is a summary of the results. Exhibit 9 of the DDR identifies the total assets held by the Successor Agency as of June 30, 2012 at $30,789,162. Of that amount, $27,802,350 in unobligated funds will be distributed to taxing agencies in November 2012. The Agency will retain the remaining 52,986,812 in assets consisting of: 1) $2,707,690 which is the unspent 1999 housing bond proceeds of $2,381,532 and the bond reserve of $326,158 outlined further in Exhibit 6; and 2) $270,372 which includes $210,000 of debt service principal, $42,465 of debt service interest, and $17,907 of accounts payable outlined further in Exhibit 7; and Staff Report Subject: Former Low and Moderate Income Housing Fund Due Diligence Review Page 2 3) $8,750 of Redevelopment Property Tax Trust Fund (RPTTF) already provided to the Successor Agency in FY 11 -12 to cover FY 12 -13 carryover expenses outlined further in Exhibit 8, that is, expenses not completed as of the end of FY 11 -12. The table below summarizes Exhibit 4 in the DDR which shows changes to fund equity in the LMIHF over the past three fiscal years, from before the RDA dissolution discussions began, to the final cash balance to be distributed to taxing entities. $ in Millions Beginning LMIHF Fund Equity FY 09 -10 $31.8 + 20% Housing Set Aside Revenue in 10 -11 $7.5 - Net Operating Results of 10 -11 -$0.6 = Beginning Equity FY 10 -11 $38.7 + 20% Housing Set Aside Revenue $7.5 -Mid Pen Loan and Loan Forgiveness for 636 El Camino -$8.6 + Net Operating Results of 11 -12 $0.2 = Beginning Equity FY 11 -12 $37.8 Prior Period Accounting Adjustment (1) -$1.9 - Less Loans Receivable Which Go to City Housing Fund -$5.1 = Ending Equity FY 11 -12 $30.8 - Assets Retained (2) for ROPS Obligations: -S3.0 To be Disbursed To Taxing Entities $27.8 Notes: 1. To correct for an accounting error from the prior year, in which a developer contribution of a land parcel in lieu of a cash contribution into the Housing In Lieu Fund was erroneously recorded as a Low Moderate Income Housing Fund contribution. 2. Assets retained are described above. Staff Report Subject: Former Low and Moderate Income Housing Fund Due Diligence Review Page 3 No exceptions were found by the accounting firrn in their due diligence review of the Successor Agency's financial records. One finding was noted. The Board may recall that initially, the Successor Agency's ROPs included provisions for paying off the 1999 Housing Bonds. When the ROPs associated with the third time period (January through June 2013) were adopted in August 2012, the Board approved the retention of those housing bonds for use for affordable housing purposes. However, the August 2012 debt service needed to be paid, which weren't on the former ROPs for the second time period, because the bonds were going to be paid off. Therefore, Agency staff is requesting that sufficient funds be retained to make that debt service payment, which the City has made with its own funding as an advance. That request is made as a finding in this DDR. Pursuant to AB 1484, the October 9 meeting serves as the Oversight Board's introduction of the item to allow for a five day public comment period that is required to take place before the Oversight Board meeting to vote on the LMIHF DDR. AB 1484 requires the Oversight Board to transmit the approved LMIHF DDR to the State and County no later than October 15, 2012. However, due to scheduling constraints and timing limitations due to the Columbus Day holiday, that meeting will occur late, and as of the time of writing this staff report, has been tentatively scheduled for October 19, 2012. By: Approved Jim eele Fin cc Director Attachment: LMIHF DDR KR/JS/MV:ed Marty Van Duyn Assistant City Manage a d Director of Economic and Community Development -1- City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California Independent Accountants' Report on Applying Agreed -Upon Procedures on the Low and Moderate Income Housing Fund of the RDA Successor Agency in Accordance with California Assembly Bill No. 1484 BADAWI&ASSOCIATES v -1- BADAWI &ASSOCIATES CERr!F rD PuDLIC i CCOIJN7 -ANTS IV INDEPENDENT ACCOUNTANT'S REPORT ON APPLYING AGREED -UPON PROCEDURES ON THE LOW AND MODERATE INCOME HOUSING FUND OF THE RDA SUCCESSOR AGENCY IN ACCORDANCE WITH CALIFORNIA ASSEMBLY BILL NO. 1484 To the Oversight Board of the City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California We have performed the procedures enumerated below, which were agreed to by the City of South San Francisco Redevelopment Agency's Successor Agency (Successor Agency), solely to assist you in meeting the requirement of the due diligence review of the Low and Moderate Income Housing Fund of the Successor Agency, as required by the California Assembly Bill No. 1484. The Successor Agency's management is responsible for all schedules and exhibits prepared for this due diligence review. This agreed -upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of those parties specified in the report. Consequently, we make no representation regarding the sufficiency of the procedures described below, either for the purpose for which this report has been requested or for any other purpose. The procedures performed and our findings are described below: Obtain from the Successor Agency a listing of all assets that were transferred from the former redevelopment agency to the Successor Agency on February 1, 2012. Agree the amounts on this listing to account balances established in the accounting records of the Successor Agency. Identify in the Agreed -Upon Procedures (AUP) report the amount of the assets transferred to the Successor Agency as of that date in Exhibit 1. Findings: No exceptions were noted as a result of our procedures. 2. If the State Controller's Office has completed its review of transfers required under both Sections 34167.5 and 3417$.8 and issued its report regarding such review, attach a copy of that report as an exhibit to the AUP report. The State Controller's Office review has not occurred, therefore we will perform the following procedures: A. Obtain a listing prepared by the Successor Agency of transfers (excluding payments for goods and services) from the former redevelopment agency to the city, county, or city and county that formed the redevelopment agency for the period from January 1, 2011 through January 31, 2012. For each transfer, determine that the Successor Agency described the purpose of the transfer and described in what sense the transfer was required by one of the Agency's enforceable obligations or other legal requirements. See Exhibit 2 for the listing. Address; Phone:. Fax:-,- -3- To the Oversight Board of the City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California Page 2 B. Obtain a listing prepared by the Successor Agency of transfers (excluding payments for goods and services) from the Successor Agency to the city, county, or city and county that formed the redevelopment agency for the period from February 1, 2012 through June 30, 2012. For each transfer, determine that the Successor Agency described the purpose of the transfer and described in what sense the transfer was required by one of the Agency's enforceable obligations or other legal requirements. See Exhibit 3 for the listing. C. For each transfer, obtain the legal document that formed the basis for the enforceable obligation that required any transfer. Findings: No exceptions were noted as a result of our procedures. 3. If the State Controller's Office has completed its review of transfers required under both Sections 34167.5 and 34178.8 and issued its report regarding such review, attach a copy of that report as an exhibit to the AUP report. The State Controller's Office review has not occurred, therefore we will perform the following procedures: A. Obtain a listing prepared by the Successor Agency of transfers (excluding payments for goods and services) from the former redevelopment agency to any other public agency or to private parties for the period from January 1, 2011 through January 31, 2012. For each transfer, the Successor Agency should describe the purpose of the transfer and describe in what sense the transfer was required by one of the Agency's enforceable obligations or other legal requirements. Provide this listing as an attachment to the AUP report. B. Obtain a listing prepared by the Successor Agency of transfers (excluding payments for goods and services) from the Successor Agency to any other public agency or private parties for the period from February 1, 2012 through June 30, 2012. For each transfer, the Successor Agency should describe the purpose of the transfer and describe in what sense the transfer was required by one of the Agency's enforceable obligations or other legal requirements. Provide this listing as an attachment to the AUP report. C. For each transfer, obtain the legal document that formed the basis for the enforceable obligation that required any transfer. Note in the AUP report the absence of any such legal document or the absence of language in the document that required the transfer. Findings: Procedures not applicable. There were no transfers made to public agencies or to private parties. -4- To the Oversight Board of the City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California Page 3 4. Perform the following procedures: A. Obtain from the Successor Agency a summary of the financial transactions of the Redevelopment Agency and the Successor Agency for the following fiscal periods: June 30, 2010; June 30, 2011, January 31, 2012 and June 30, 2012, B. Ascertain that for each period presented, the total of revenues, expenditures, and transfers accounts fully for the changes in equity from the previous fiscal period by comparing to the Successor Agency's accounting records. C. Compare amounts in the schedule relevant to the fiscal year ended June 30, 2010 to the state controller's report filed for the Redevelopment Agency for that period. D. Compare amounts in the schedule for the other fiscal periods presented to account balances in the accounting records or other supporting schedules. Findings: No exceptions were noted as a result of our procedures. See Exhibit 4. 5. Obtain from the Successor Agency a listing of all assets of the Low and Moderate Income Housing Fund as of June 30, 2012 for the report that is due October 1, 2012. For the Low and Moderate Income Housing Fund, the schedule attached as an exhibit will include only those assets of the Low and Moderate Income Housing Fund that were held by the Successor Agency as of June 30, 2012 and will exclude all assets held by the entity that assumed the housing function previously performed by the former redevelopment agency. Agree the assets so listed to recorded balances reflected in the accounting records of the Successor Agency. See Exhibit 5 for the listing. Findings: No exceptions were noted as a result of our procedures. 6. Obtain from the Successor Agency a listing of asset balances held on June 30, 2012 that are restricted for the following purposes: A. Unspent bond proceeds: i. Obtain the Successor Agency's computation of the restricted balances (e.g., total proceeds less eligible project expenditures, amounts set aside for debt service payments, etc.) ii. Trace individual components of this computation to related account balances in the accounting records, or to other supporting documentation. iii. Obtain from the Successor Agency a copy of the legal document that sets forth the restriction pertaining to these balances. Findings: No exceptions were noted as a result of our procedures. -5- To the Oversight Board of the City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California Page 4 B. Grant proceeds and program income that are restricted by third parties: i. Obtain the Successor Agency's computation of the restricted balances (e.g., total proceeds less eligible project expenditures). u. Trace individual components of this computation to related account balances in the accounting records, or to other supporting documentation. iv. Obtain from the Successor Agency a copy of the grant agreement that sets forth the restriction pertaining to these balances, and verify the existence of language restricting the use of the balances. Findings: Procedures 6B- i,ii,iii were not performed because there were no applicable asset balances that are restricted. C. Other assets considered to be legally restricted: i. Obtain the Successor Agency's computation of the restricted balances (e.g., total proceeds less eligible project expenditures). ii. Trace individual components of this computation to related account balances in the accounting records, or to other supporting documentation. iii. Obtain from the Successor Agency a copy of the legal document that sets forth the restriction pertaining to these balances, and verify the existence of language restricting the use of the balances. Findings: Procedures were not performed because there were no applicable asset balances that were restricted. D. Attach the above mentioned Successor Agency prepared schedule(s) as an exhibit to the ALT report. For each restriction identified on these schedules, we indicate in the report the period of time for which the restrictions are in effect. if the restrictions are in effect until the related assets are expended for their intended purpose, this is indicated in the report. Findings: The schedule is attached as Exhibit 6. 7. Perform the following procedures: A. Obtain from the Successor Agency a listing of assets as of June 30, 2012 that are not liquid or otherwise available for distribution (such as capital assets, land held for resale, long -term receivables, etc.) and ascertain if the values are listed at either purchase cost (based on book value reflected in the accounting records of the Successor Agency) or market value as recently estimated by the Successor Agency. -6- To the Oversight Board of the City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California Page 5 B. If the assets listed at 7(A) are listed at purchase cost, trace the amounts to a previously audited financial statement (or to the accounting records of the Successor Agency) and note any differences. C. For any differences noted in 7(B), inspect evidence of disposal of the asset and ascertain that the proceeds were deposited into the Successor Agency trust fund. If the differences are due to additions (this generally is not expected to occur), inspect the supporting documentation and note the circumstances. D. If the assets listed at 7(A) are listed at recently estimated market value, inspect the evidence (if any) supporting the value and note the methodology used. If no evidence is available to support the value and/or methodology, note the lack of evidence. Findings: Procedures 7A -D were not performed because there were no applicable assets as of June 30, 2012. 8. Perform the following procedures: A. If the Successor Agency believes that asset balances need to be retained to satisfy enforceable obligations, obtain from the Successor Agency an itemized schedule of asset balances (resources) as of June 30, 2012 that are dedicated or restricted for the funding of enforceable obligations and perform the following procedures. The schedule should identify the amount dedicated or restricted, the nature of the dedication or restriction, the specific enforceable obligation to which the dedication or restriction relates, and the language in the legal document that is associated with the enforceable obligation that specifics the dedication of existing asset balances toward payment of that obligation. i. Compare all information on the schedule to the legal documents that form the basis for the dedication or restriction of the resource balance in question. ii. Compare all current balances to the amounts reported in the accounting records of the Successor Agency or to an alternative computation. iii. Compare the specified enforceable obligations to those that were included in the final Recognized Obligation Payment Schedule approved by the California Department of Finance. iv. Attach as an exhibit to the report the listing obtained from the Successor Agency. Identify in the report any listed balances for which the Successor Agency was unable to provide appropriate restricting language in the legal document associated with the enforceable obligation. Findings: Management has represented to us that they do not have any dedicated or restricted assets balances which need to be retained to satisfy enforceable obligations. No procedures performed. -7- To the Oversight Board of the City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California Page 6 B. If the Successor Agency believes that future revenues together with balances dedicated or restricted to an enforceable obligation are insufficient to fund future obligation payments and thus retention of current balances is required, obtain from the Successor Agency a schedule of approved enforceable obligations that includes a projection of the annual spending requirements to satisfy each obligation and a projection of the annual revenues available to fund those requirements and perform the following procedures: i. Compare the enforceable obligations to those that were approved by the California Department of Finance. Procedures to accomplish this may include reviewing the letter from the California Department of Finance approving the Recognized Enforceable Obligation Payment Schedules for the six month period from January 1, 2012 through June 30, 2012 and for the six month period from July 1, 2012 through December 31, 2012. ii. Compare the forecasted annual spending requirements to the legal document supporting each enforceable obligation. a. Obtain from the Successor Agency its assumptions relating to the forecasted annual spending requirements and disclose in the report major assumptions associated with the projections. iii. For the forecasted annual revenue: a. Obtain from the Successor Agency its assumptions for the forecasted annual revenues and disclose in the report major assumptions associated with the projections. Findings: The Successor Agency has noted that assets must be retained to fund future obligations for debt service payments which were not included on the Recognized Enforceable Obligation Payment Schedules for the period from January 1, 2012 through December 31, 2012. Successor Agency Response: Under the terms of South San Francisco's ROPS I and H, the Successor Agency originally intended to retire the outstanding 1999 Housing Bonds; ROPS I and II reflected paying off those bonds. Pursuant to the new provisions of AB 1484 (Sections 34176(g)(1)(A) and 34176(g)(2), the South San Francisco Successor Agency Oversight Board on August 14, 2012 approved RODS III, which allows the Agency to retain unspent bond proceeds to fund needed affordable housing, units in South San Francisco (line # 77 on ROPS III). However, the debt service payment for those bonds that became immediately due on September 1, 2012 did not appear on ROPS II, due to the timing of ROPS II's adoption. Therefore, the Successor Agency is seeking approval to retain the $252,465 to pay for the September 1, 2012 debt service, since that debt service became an enforceable obligation when ROPS III was adopted on August 14, 2012. (The City has already made the September 1 debt service payments by advancing cash to the Successor Agency for that purpose). -8- To the Oversight Board of the City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California Page 7 C. If the Successor Agency believes that projected property tax revenues and other general purpose revenues to be received by the Successor Agency are insufficient to pay bond debt service payments (considering both the timing and amount of the related cash flows), obtain from the Successor Agency a schedule demonstrating this insufficiency and apply the following procedures to the information reflected in that schedule. i. Compare the timing and amounts of bond debt service payments to the related bond debt service schedules in the bond agreement. ii. Obtain the assumptions for the forecasted property tax revenues and disclosed major assumptions associated with the projections. iii. Obtain the assumptions for the forecasted other general purpose revenues and disclosed major assumptions associated with the projections. Findings: Management has represented to us that they do not have any outstanding bond issues. No procedures performed. D. If procedures A, B, or C were performed, calculate the amount of current unrestricted balances necessary for retention in order to meet the enforceable obligations by performing the following procedures. i. Combine the amount of identified current dedicated or restricted balances and the amount of forecasted annual revenues to arrive at the amount of total resources available to fund enforceable obligations. ii. Reduce the amount of total resources available by the amount forecasted for the annual spending requirements. A negative result indicates the amount of current unrestricted balances that needs to be retained. iii. Include the calculation in the AUP report. Findings: See Exhibit 7 for procedures performed. 9. If the Successor Agency believes that cash balances as of June 30, 2012 need to be retained to satisfy obligations on the Recognized Obligation Payment Schedule (ROPS) for the period of July 1, 2012 through June 30, 2013, obtain a copy of the final RODS for the period of July 1, 2012 through December 31, 2012 and a copy of the final ROPS for the period January 1, 2013 through June 30, 2013. For each obligation listed on the ROPS, verify the Successor Agency added columns identifying (1) any dollar amounts of existing cash that are needed to satisfy that obligation and (2) the Successor Agency's explanation as to why the Successor Agency believes that such balances are needed to satisfy the obligation. Findings: Management has represented to us that they believe cash balance as of June 30, 2012 do need to be retained to satisfy obligations on the Recognized Obligation Payment Schedule (BOPS) for the period of July 1, 2012 through June 30, 2013. No exceptions were noted as a result of our procedures. See Exhibit 8. -9- To the Oversight Board of the City of South San Francisco Redevelopment Agency's Successor Agency South San Francisco, California Page 8 10. Obtain a schedule detailing the computation of the Balance Available for Allocation to Affected Taxing Entities. Amounts included in the calculation have been agreed to the results of the procedures performed in each section above. The schedule included a deduction to recognize amounts already paid to the County Auditor - Controller on July 12, 2012 as directed by the California Department of Finance. The amount of this deduction presented has been agreed to evidence of payment. Schedule was attached as Exhibit 9. Findings: No exceptions were noted as a result of our procedures. 11. Obtain a representation letter from Successor Agency management acknowledging their responsibility for the data provided to us and the data presented in the report or in any attachments to the report. Determine that management representations included an acknowledgment that management is not aware of any transfers (as defined by Section 34179.5) from either the former redevelopment agency or the Successor Agency to other parties for the period from January 1, 2011 through June 30, 2012 that have not been properly identified in the AUP report and its related exhibits. Findings: Management provided a representation letter on October 1, 2012. We were not engaged to and did not conduct an examination, the objective of which would be the expression of an opinion on the accompanying schedules attached to this report. Accordingly, we do not express such an opinion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. This report is intended solely for the information and use of the State of California Department of Finance, the Successor Agency Oversight Board and management of the Successor Agency and is not intended to be and should not be used by anyone other than these specified parties. However, this report is a matter of public record and its distribution is not limited. : �- 41 u4 Badawi and Associates Certified Public Accountants Oakland, CA October 1, 2012 City of South San Francisco Redevelopment Agency's Successor Agency Exhibit 1- listing of All Assets Transferred From the Former Redevelopment Agency (LMIHF) to the Successor Agency on February 1, 2012 Assets 11101 Cash and Investments 11105 Restricted Cash 11110 Cash with Fiscal Agent 11116 Cash Premium/ Discount 11117 Cash Unrealized Gains /Losses Loans Receivable 21210 Accrued Interest Receivable Fund 862 28,297,017 2,373,1.22 318,524 (289,627) 395,860 5,107,950 137,310 Total Assets $ 36,340,156 -10- City of South San Francisco Redevelopment Agency's Successor Agency Exhibit 2- Listing of All Transferred from the Former Redevelopment Agency (LM1HF) to the City of South San Francisco from Janua 1, 2011 throw h January 31,2M2 Capital Assets Transfer out Date Asset # Description Book Value Purpose of the Transfer March 2, 2011 019839 APN 012145430 address 714 -718 Linden 4 -plex- Building $ 782,342 020556 APN 012311250 address 314 Miller Single Family- Building 129,394 019077 APN 012333050 address 339 -341 Commercial Ave 4 -plex- Land 804,086 The Agency in March 2011 transferred capital assets from the Redevelopment Agency to the City, The Agency entered into four Disposition and Development Agreement with the City to transfer these 019765 APN 012311240 address 312 Miller - 313 Tamarack 4 -plex- Land 717,183 properties. Theses assets were transferred from the former Redevelopment Agency to the City based on APN 012241230 address 630 Baden land under 125 unit California Redevelopment Law. 019788 Magnolia Senior Apartments- Land 586,309 019806 APN 013232170 address 380 Alta Vista single family- Land 683,080 020555 APN 012321250 address 314 Miller Single Family- Land 544,815 $ 4,247,209 APN 01 416 0 04 0 address 636 El Camino land under 109 unit Per AB 1484, Housing Assets are to be retained by the Housing Successor Agency, which the City has January 31, 2012 020762 Affordable Housing over 4,600 sqft of 1st commercial space $ 4,470,000 elected to become. City of South San Francisco Redevelopment Agency's Successor Agency Exhibit 3- Listing of All Transferred from the Former Redevelopment Agency (LMIHF) to the City of South San Francisco Period of Februa 1, 2012 through June 30, 2012 Transfer Out Account Description Amount Purpose of the Transfer Tnsfer of housing loans to the 630- 0000 -9241 ra new Housing Successor Agency $ 5,107,950 Housing loans are considered Housing Assets, and should be transferred to the Housing Successor 630 -0000 -9460 Transfer to RDA Successor Agency Debt Service Fund for'99 Revenue Bond debt service payment 252,180 Debt service payments for 99 Revenue Bond are considered enforceable obligations Transfer to RDA Successor Agency funds for the reserve account 96,245 Reserve fund transfers to other RDA funds- interfund (RDA) transfers Total Transfer Out $ 5,456,375 -13- City of South San Francisco Redevelopment Agency's Successor Agency Exhibit 4- Summary of the Financial Transactions of the Redevelopment Agency and the Successor Agency LMIHF Redevelopment Agency 12 Months Ended June 30, 2010 Fund 630 and 460 Assets (modified accrual basis) LMIHF Redevelopment Agency 12 Months Ended June 30, 2011 Fund 630 and 460 LMIHF LMIHF Redevelopment Agency Successor Agency 7 Months Ended 5 Months Ended January 31, 2012 June 30, 2012 Fund 862 and 630 Fund 862 and 630 Cash and investments $ 25,141,735 5 27,967,924 $ 28,297,017 $ 28,095,703 Receivables- - Accounts - 9,000 - Accrued interest 146,758 137,310 137,310 237,567 Loans receivable 9,248,524 5,090,617 5,107,950 _ Restricted cash and investments 2,721,703 2,755,935 2,373,122 2,381,532 Land held for redevelopment 1,900,000 11900,000 - Cash with fiscal agent - - 318,524 326,156 Cash unrealized gain/premiunVdiscount _ 106,233 (251,798) Total assets $ 39,158,720 $ 37,855,786 $ 36,340,156 $ 30,789,162 Liabilities (modified accrual basis) Accounts payable 25,268 $ 4,106 $ 7,726 $ 17,907 Accrued expenses 27,055 27,055 3,575 _ De #erred revenue 50,000 50,000 Advance from the City 346,748 - Total liabilities 449,071 81,161 11,300 17,907 Equity 38,709,649 37,774,625 36,328,855 30,771,255 Total liabilities and equity $ 39,158,720 $ 37,855,786 $ 36,340,155 $ 30,789,162 Total revenues $ 1,008,083 $ 846,115 $ 860,879 $ 28,453 Total expenditures 1,577,034 4,848,403 06,649 133,253 Total transfers extraordinary item 7,477,922 3,067,264 30,876,055 Net change in equity 6,908,971 (935,024) 454,230 30,772,255 Beginningequity: 31,800,678 38,709,649 37,774,625 _ Prior period adjustment (1) - - (1,900,000) _ Ending equity: $ 38,709,649 $ 37,774,625 $ 36,328,855 $ 30,771,255 Other information: Capital assets as of end of year $ 9,405,603 $ 4,470,000 $ - $ Long-term debt as of end of year $ 2,120,000 $ 1,925,000 $ 1,720,000 $ 1,720,000 (1) Correction to a prior year's financials wherein a developer's land contribution to the in Lieu Housing Fund was incorrectly shown as a Redevelopment transaction. City of South San Francisco Redevelopment Agency's Successor Agency Exhibit 5- Listing of All Assets of the Low and Moderate Income Housing Fund as of June 30, 2072 Assets (modified accrual basis) Cash and Investments Receivables: Accrued interest Restricted cash and investments Cash with fiscal agent Cash Unrealized Gain /premium /discount Total Assets Redevelopment Agency 5 Months Ended June 30, 2012 Fund 862 $ 28,095,703 237,567 2,381,532 326,158 (251,798) $ 30,789,162 -14- City of South San Francisco Redevelopment Agency's Successor Agency Exhibit 6- Listing of Asset Balances that are Restricted as of June 30, 2012 Restricted Assets as of June 30, 2012 Unspent Band Proceeds Description Amount Period Restricted 1999 Housing Revenue Bond Unspent bond proceeds $ 2,381,532 The balances of unspent bond proceeds are restricted until the funds are expended for their intended purpose. ROPS 3 contains authorization by the Oversight Board to use all remaining unspent bond proceeds for affordable housing 1999 Housing Revenue Bonds Reserve Fund 326,158 This balance is the reserve fund required to be maintained based on the bond covenants and will remain until the bonds are paid off. $ 2,707,690 t_rzy of DduM aan rtv Wee lcene9e19pblene Aginxys br a -Agemy Exhibit 7• Ertf.areable ObC n 5rhrdnle Total Prnjereed BOPS Arsmrai spending Requi -ot, ftom Fvad 062 and Pr.Jealed Revenue rsPet3d'tlareAffimptionr. y T1w obligations For rows 37, 33, and 77 will he �ompletrd this filial year with thwp F,liun of wmv minor,tafi/legal .oats that may bo i .... o d In FY 13-14. JThedrblr- kenblig- Il- farrowsft9,_1l5w01c.oti -b-d. nthe• existirq; F• aymcnt whcd.leuntilthedebti,paidoffWf 11- 9/7/2018. The final grant pavmonlg made 1. granlees for - 38, 39, and 47 w[re :lade an Joty 5, 2012 and these pcymrntsarc r,flo,wd as anvunls reyableal the end of June 2012. J Row 40 u the -ti-tn of eir.l nxpendlW- . manage the grants fmm the Lf+11HIP. I Fnr fi-I year 2012-2013, Items numl+erBand 9 wem not in.luded on BOPS 11- c Assumpkoa 10, August 14,202, through tf- pprnval of POM 111, the ow-ghl Bmnd mve-d an RODS f dk islon to Payoff Iho 99 huo ins bends. Thomfnro, the ¢I,950,m6 r y.ff retxrw for this in mxvunt Ong -27462 will nm Toni er br needed and is awum,d In he -d out th-gh the LMIHF due dliwo- rro- JRe ga rding the debtsc•rvltvFn - B and 9- A. noted in mvnnueassumptionfontnnt.l ahnve,the Oversight Boardthrough ROPS f decided to payoff the 99 hnusiRgh -& 11n•mfom, nu debt yrr- RPTTF funding was requested an ROPE fl. Howev[r, the Oversight Board charged lhrdecision In payoff th,,w hosing hands. ROP511111n•ayeo u1 1l -t-w la.gwgr in AB 1JiP that allowed for 0, retention of unapent hand p-d, . Therefom, the debt snrvkx payments made cn August of 20121uta1ing ¢252,465 hove nu RPTTF funding and .ryuim thr:t a5r•l halantty Fe retained. I ihr exprnxra for 3x, 39, oral 47 wem included on RODS ]and wem uaumrJ lobe paid off with rearrves nu later than Juno 3o, 71112, hnwevtr, the eherlu wem igsuad nn Juiy 5, 7012 and due to lhiz liming issue, m• RPRF way mFuelyd in ROPg R and Ihsmfum these asset halanues mart he nlatrxd. I On Augurs 14,201Z through theaprmvai of ROPS lif, the Ovtnsight Board approved use of the unspent hand proceed, In 862.11105 and mw, 77 mile, nn that funding. I The bu i reserve requited by the band sonvenaMe of 5726,15:.28 in 86111110 will b. umd 1..11 -1 final debt Payment. I Rnw 46 sncpenm was A- an ROPB Hand the Suavzsor Agency revived ¢8,750 in RPTTF fwm th. County whfoh was deposited in 17 -121. fund thi, expense that will he l­ ­d in 12 -13- s 03 FY 1213 FY 1314 FY 14-15 FY 15-16 FY 1617 1Y 17 -15 iY 19.19 Contract/ Item N Pro)ert Name /flebtObligation Agreement C- (= grmt Forecasted Far[casled F.ree,IW Fore.aeted P.reu,led Forerasted Bxn+.t.an Date Temlruli.n Date Payee 1]tscripti.rt/PmJect R.P. Pr.)ccl Area Bapmsc. Revenue noes Revenues Expenses R[v[nvo Expenses Revenues Expenses Revenue Forecaated Expense $evenue 5xpenses Revrn.es Tetale 247,4157 (RprM R S Debt Sere PHnn I H Rev Bond. 2999 911 /2018 Sank of Now Yurk 1999 Hi ,i Revmue Bonds M- .el 210A M 77AA00 2.W UW 245/000 255,000 27,533 28x,000 - 210." (RPTTFI 230,000 (R1,mF 24S=0 (RPTTF) 2S -m0 (RPTTF) 77000 (Rrst� I 17 7115/000 (awtriA,d) 1,]2D,IXI0 9 Debt Bert/ 7nteres1 Hs Rev Benda 1999 I 911/2018 Bank of N. Y.rlc 11999 Housln F-onue Bends Mrr d 79,995 17,530 (RPTTF) 69,7MI 69,7x0 (RPTTF) 59,750 S0.750 (RPTTF) 46,875 1b,H]5 34175 21,125 7,115 Bank (RPTTF} 34,375 (RPTTF7 21,125 (RP7TF) 7,125 (Rnaln,vPdl 3]x,015 15 Bond Adm =n/Dlsr Coale Hs Bonds 1999 9/1/2078 York / Wllldan Willda Coats to edmini,lrr Ihr hnuain • bnnslx MPr 2,500 2,500 2,500 2,5110 2,S[M 2,500 2.5M 2,500 grantee must :rave (RPTTFI 2SIh1 (FPTTF) 7,500 fRPTTF) (RmrF 2.5m (RPTTFI 2500 (RFTTFI 2,3M (Rrelrici •dl 17,500 ..;!.by­ C.F.D. Housing 3x CI -D, Housin Accr x 4/13/11 5111/12 A— Grans to rwn- ivBl M r •ed 5,722 grantor must rmvr 5,722 -p-.- b_v 39 Nnl h. Says. Cln(NPN5C) HH 4/u/11 5131/12 Nei h. Serve Or. Grant to no.- ruril Mr ,d 9,610 - gran ee mob Incur 9 510 exren._, by Sx C..-I ng lkr 47 RAP Cnurlgrling Center 4113111 5/31/17 Conley Grant 1. n.,Prnht me, 1,575 - 2575 48 M mt of •rants in rows 71447 above 4/13/11 17/31/11112 Staff a oam Soft rruj.l man. mmenl assts M. ad 8,750 8,751 (Reslrirled) x750 32 Two Hn..in Re lasv- rtVeils 5 13/20(19 Jun[2013 FulumD -T. cr Re larementhnvein obli atlnn Me ed 94000 9W,UW(RPT'TFl qWtW 33 Two H.-Ing Ro laremeni llnflg 5/13/21¢1) )one 2013 t.e al Staff rods SuE1 r -eel mate meet testa Mer ed 16,57S 1h,FM(RPTTF) 9,399 (RPTTF) x977 2,3x1$32 77 1999H.usin Bond F,.neds 1999 911/2MR Future Aevrin er Tabcu- dunlow m.tlhousin dot/ Mer ed 7„381,532 (Re• #rifled) 2,381,532 Tutalr 3,617262 i,:I46,iux) 3111,679 ,301,679 291,25!1 291,25n 193,375 294 „75 291,975 291,x75 198,625 29x,625 294,675 294.625 5,389,690 Total amount Io by relaired 224,371 270372 rsPet3d'tlareAffimptionr. y T1w obligations For rows 37, 33, and 77 will he �ompletrd this filial year with thwp F,liun of wmv minor,tafi/legal .oats that may bo i .... o d In FY 13-14. JThedrblr- kenblig- Il- farrowsft9,_1l5w01c.oti -b-d. nthe• existirq; F• aymcnt whcd.leuntilthedebti,paidoffWf 11- 9/7/2018. The final grant pavmonlg made 1. granlees for - 38, 39, and 47 w[re :lade an Joty 5, 2012 and these pcymrntsarc r,flo,wd as anvunls reyableal the end of June 2012. J Row 40 u the -ti-tn of eir.l nxpendlW- . manage the grants fmm the Lf+11HIP. I Fnr fi-I year 2012-2013, Items numl+erBand 9 wem not in.luded on BOPS 11- c Assumpkoa 10, August 14,202, through tf- pprnval of POM 111, the ow-ghl Bmnd mve-d an RODS f dk islon to Payoff Iho 99 huo ins bends. Thomfnro, the ¢I,950,m6 r y.ff retxrw for this in mxvunt Ong -27462 will nm Toni er br needed and is awum,d In he -d out th-gh the LMIHF due dliwo- rro- JRe ga rding the debtsc•rvltvFn - B and 9- A. noted in mvnnueassumptionfontnnt.l ahnve,the Oversight Boardthrough ROPS f decided to payoff the 99 hnusiRgh -& 11n•mfom, nu debt yrr- RPTTF funding was requested an ROPE fl. Howev[r, the Oversight Board charged lhrdecision In payoff th,,w hosing hands. ROP511111n•ayeo u1 1l -t-w la.gwgr in AB 1JiP that allowed for 0, retention of unapent hand p-d, . Therefom, the debt snrvkx payments made cn August of 20121uta1ing ¢252,465 hove nu RPTTF funding and .ryuim thr:t a5r•l halantty Fe retained. I ihr exprnxra for 3x, 39, oral 47 wem included on RODS ]and wem uaumrJ lobe paid off with rearrves nu later than Juno 3o, 71112, hnwevtr, the eherlu wem igsuad nn Juiy 5, 7012 and due to lhiz liming issue, m• RPRF way mFuelyd in ROPg R and Ihsmfum these asset halanues mart he nlatrxd. I On Augurs 14,201Z through theaprmvai of ROPS lif, the Ovtnsight Board approved use of the unspent hand proceed, In 862.11105 and mw, 77 mile, nn that funding. I The bu i reserve requited by the band sonvenaMe of 5726,15:.28 in 86111110 will b. umd 1..11 -1 final debt Payment. I Rnw 46 sncpenm was A- an ROPB Hand the Suavzsor Agency revived ¢8,750 in RPTTF fwm th. County whfoh was deposited in 17 -121. fund thi, expense that will he l­ ­d in 12 -13- s 03 'ity of South San Francisco Redevelopment Agency's Successor Agency inhibit 8- Approved Recognized Obligations Fa ent Schedule for the Period July Through December 2012 Approved by the Oversight Board for the Former South San Francisco Redevelopment Agency on May 8, 2012 by 6 -0 Vote APPROVED RECOGNIZED OBLIGATIONS PAYMENT SCHEDULE FOR THE PERIOD JULY THROUGH DECEMBER 2072 Per Health and Safety Cade Section 34177 )ld New # # 4 1) 5) 2) Pro' t Name/ Debt Obligation Debt Sery Principal Tax Alloc Bonds Debt Sery Interest Tax Allot Bonds Pare Bank of New York Bank of New York Description 2006 Tax Alloc Bonds {TABS ) 2006 Tax Alloc Sands (TABS) (For 1u(0 Only) Totat Estimated Remaining Debt or Obligation as of July 1, 2012 see note 1 see note 1 (For Info Only) Estimated Total Due During Fiscal Year 2012 -13 1,490,000.00 3,030,181.26 Estimated New Funding Needs bV Month Cash balance that needs to be retained Jul - - Aug 1,490,000.00 1,501,121.88 Se t Oct - Nov Dec Six Month Total $ 1 ,490,000.00 $ 1,501,121.88 15) 3) Fund Escrow Acct to defease 2006 Tax Allocation Bonds Bank of New York 2006 Tax Alloc Bonds (TABS) see note I 100,000.00 - 50,000.00 $ 50,000.00 18) 4) Oyster Point Ventures DDA Oyster Pt Ventures, LLC Section 3.4.1 of DDA- tnfrastr. required 23 ,463,230.00 6,000,000.00 (nte $6111 cre Itly IWId ire rrsenx -this will increase it to $9rn) 3,000,000.00 $ 3,000,000.00 19) 5) Oyster Point Ventures DDA Various contractors /staff Secs. 4.5 dasg/escrow; 5.2 environ indemnification; 5.3 methane monitoring 20,100,000,110 - - _ _ _ _ _ $ _ >0) 6),Oyster PointVenturesDDA Legal/Staff costs Soft project management costs 11396,895,00 36,000.00 3,000.00 3,000.00 3,000.00 3,000.00 3,000.00 3,000.00 $ 18,000.00 n) 7)14arbor District Agreement Harbor District Secs. 6.1im rvmts;9costreimbrsmt. 2,600,0(t0.00 2,600,000.00 600,000.00 - 1,000,1100.00 1,000,000.00 $ 2,600,000.00 2) 8) Harbor District Agreement Harbor District Secs. 5.0 lease rev; 7,0 temp. office 1,793,248.00 - - - - _ _ _ $ _ B) 9) HdrborDistrictAgreement Legal/Staff costs Soft project management costs 849,329.84 36,000911 3,000.00 3,000.00 3,000.0(l 3,000.00 3,000.00 3,000.00 $ 18,000.00 10) 10) Train Station Imprvmnts Phase 2 Various contractors SeteremediationperCalTran sAgrmt. 663,000.00 - - - - $ _ Il) 11) Train Station Im rvmnts Phase 2 Legal/Staff casts Soft project management costs 149,841.93 25,000.00 3,666.67 3,666.67 3,666.67 3,666.67 3,666.67 3,666.65 $ 22,000.00 12) 12) Two Housing Replacement Units Future Developer Replacement housing obligation 900,000.00 - - - - _ _ - $ _ - 13) 13) Two Housing Replacement Units Legal /Staff costs Soft project management costs 19,982.70 9,516.00 793.00 793.00 793.00 793.90 793.00 793.00 $ 4,758.00 16) 14)IGateway OPA Staff Costs Soft project management costs 284,713.00 $ A) 15) Management of Prior Year Grants Staffcosts Soft project management costs 8,750.00 8,750.00 3,000.00 2,750.00 2,000.00 1,000.00 - - $ 8,750.00 8,750.00 - P) 16)Station Area/Planning LUprogram Staff Costs Match funding for State grant (101102) 131,561,86 60,000.00 5,000.00 5,000.00 5,000.00 5,000.00 5,000.00 51000.00 $ 30,000.00 0) 17) Buon Gusto Ristorante Loan Ristorante Boon Gusto inc Loan for commercial expansion project 650,000.00 $ 3) 18) Reserve for lNislin Claims Claimants Reserves for costs for existing IiF tion 7,229,724.93 29,724.93 9,908.31 9,908.31 9,908.31 $ 29,724.93 ;9) 19) Maintenance of Nan -Hs Properties Various contractors Rehab, repair, rnaintenance,dtutilities 3,794,097.94 142,680.00 11,890.00 11,890.00 11,890.00 11,890.00 1 11,890.00 11,890.00 I $ 71,340.00 ,0) 211) Maintenance of Non -Hsg Pro rties Legal /Staff costs Soft project management costs 1,571,261.71 163,464.00 13,622.00 13,62200 13,622.00 13,622.00 13,622.00 13,622.00 S 81,73200 21 Property Disposition Casts Various contractors lJnitial envir, testin noticing, listing cos 2,631,100.00 120,000.00 1 20,008.00 1 20,000.00 20,000.00 - - - $ 60,000.00 crued PERS Pension Obli ations PERS Costs accrued to dale #21) o er Dis ositienCosts Le al /Staff costs Soft protect mana mentcosts crued Retiree Health Obligations Kaiser /Blue Shield Costs accrued to date ote 1: Continuing to fund the escrow acct. to defense 2006 Tax Alloc Bonds at first redemption date of 9/1 16. There ate L Payment source for six month period is Redevelopment Pro r ty Tax Trust Fund revenues (except a portion of Totals -'[his Page Total Surplus (Deficit) Carryover from prior ROPS - NOT AVAILABLE AT THIS TIME Deduction for Estimated Interest and Rental Earnings (w10 be used to fund a portion of mw 1 debt serv.) Subtotal - Net New Funding Needs Prior to Admin Cost (3% malt admin cost allowance based on this) Administrative Cost Request (see Exhibit B for details) Total Estimated New Funding Needs 416,378.33 304,000.00 875,712.00 875,712.00 2,392,780.00 2,392,780.00 will be appro,x, $50 million in this acct. row 1 will be funded with interest and $ 77,921,607.24 $ 17,428,808,19 - 45,000.00 as ofjuly 1, 2012 rental earnin $ 718,879.98 40,000.00 _ as shown below) $ 3,154,751.86 30,000.00 _ $ 102,879.98 30,1100.00 $ 1,077,971.67 51000.00 $ 45,971.67 2,000.00 _ $ 4,042,971.65 $ 152,000.00 $ _ $ 9,]37,426.81 _ _ - (152 ,100 152 100 .00) _ - � � 81985,326.31 $ 71,921,607.24 $ 17,473,808.19 $ 71$879.98 $ 3,154,751.86 $ 102,879.96 $ 1,071,971.67 $ 45,97177 _ $ 4,042,971.65 269,560.00 $ 9,254,886.81 (a) Needs to be retained because these expenses were paid for in fiscal 2013, but we received the advance in fiscal 2012. 3 %admin= 269559.60 v City of South San Francisco Redevelopment Agency's Successor Agency Exhibit 9- Summary of Balances Available for AIIocation to Affected Taxing Entities Period ended June 30, 2012 SUMMARY OF BALANCES AVAILABLE FOR ALLOCATION TO AFFECTED TAXING ENTITIES Total amount of assets held by the successor agency as of June 30, 2012 (procedure 5) Add the amount of any assets transferred to the city or other parties for which an enforceable obligation with a third party requiring such transfer and obligating the use of the transferred assets did not exist (procedures 2 and 3) Less assets Iegally restricted for uses specified by debt covenants, grant restrictions, or restrictions imposed by other governments (procedure 6) Less assets that are not cash or cash equivalents (e.g., physical assets) - (procedure 7) Less balances that are legally restricted for the funding of an enforceable obligation (net of projected annual revenues available to fund those obligations) - (procedure 8) Less balances needed to satisfy RODS for the 2012 -13 fiscal year (procedure 9) Less the amount of payments made on July 12, 2012 to the County Auditor - Controller as directed by the California Department of Finance Amount to be remitted to county for disbursement to taxing entities $ 30,789,162 (2,707,690) (270,372) (8,750) $ 27,802,350 -is-