HomeMy WebLinkAbout2005-013 I, , . , . . (See Companion Reso Nos. 2005-12; CDC/2005-2; CDC/2005-3) 1 RESOLUTION NO. 2005-13 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A CERTAIN REDEVELOPMENT COOPERATION AND FINANCING AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND THE CITY OF SAN BERNARDINO, CALIFORNIA (El Paseo Petroleum, LLC - 5th & Mt. Vernon in the Mt. Vernon Corridor Redevelopment Project Area) 2 3 4 5 6 WHEREAS, the Redevelopment Agency of the City of San Bernardino ("Agency") has 7 8 entered into that certain Disposition and Development Agreement ("Agreement") and Lease Agreement ("Lease Agreement") with El Paseo Petroleum, LLC, ("Developer")as approved and authorized for execution by the Community Development Commission of the City of San 9 10 11 Bernardino ("Commission") on January 10, 2005; and ( WHEREAS, the Mayor and Common Council of the City of San Bernardino 12 ("Council") authorized and approved the Agreement and Lease Agreement on January 10,2005; 13 and 14 WHEREAS, said Agreement and Lease Agreement provide that the Developer construct 15 certain private, commercial improvements on the site, which improvements include an ARCO- 16 Branded Service Station consisting of nine multiple point dispensers which will provide 18 17 18 fueling stations and associated underground storage tanks, an AM/PM Mini Mart, and a self- service car wash, and the proposed AM/PM Mini-Mart will include a license to sell beer and wine intended for off-site consumption ("Project"); and WHEREAS, the Agency and Developer are committed to expending certain Agency and 19 20 21 Developer funds in order to implement the Project; and 22 WHEREAS, the City of San Bernardino ("City") will accrue new sale tax benefits as a 23 result of the Project, and the City desires to remit to the Agency a portion of the new sale tax 24 benefits for certain term, or any other available resources available to the City, based on the 25 P:\AaCtJdas\ResoJutioos\Resolutions\200SIDS-OI-10 EI Pasco Mec Rcso E.doc -1- .- \ . I, 2005-13 I performance of the Developer, in accordance with the provisions of the Agreement and Lease 2 Agreement; and 3 WHEREAS, the Mayor and Common Council deems it desirable to approve and 4 authorize the execution of the Redevelopment Cooperation and Financing Agreement by and 5 between the Agency and City substantially in the form as attached hereto for the purpose of 6 providing the source of funds to the Agency to fulfill its obligations under the Agreement and 7 Lease Agreement and to allow the Agency to carry out its redevelopment and economic 8 development responsibilities in accordance with the Mount Vemon Corridor Redevelopment 9 Plan ("Plan"). 10 NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND ORDERED 11 BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, AS 12 FOLLOWS: 13 Section 1. The Mayor and Common Council hereby find and determine that the 14 recitals as contained herein are accurate and correct in all respects. 15 Section 2. The Mayor and Common Council hereby approve the form of the 16 Redevelopment Cooperation and Financing Agreement substantially in the form as attached 17 hereto and authorize the execution of the final form of the Redevelopment and Financing 18 Agreement by the Mayor and City Clerk, together with such additional changes and 19 modifications as deemed necessary by the City Attorney to implement the intent of this 20 Resolution. 21 Section 3. The approval, execution and implementation of the Redevelopment 22 Cooperation and Financing Agreement does not constitute a "Project" within the provisions or 23 meaning of the California Environmental Quality Act of 1970, as amended ("CEQA"), and no 24 environmental review is required in connection with the approval, execution and 25 implementation of the Redevelopment Cooperation and Financing Agreement. Section 4. This Resolution shall become effective immediately upon its adoption. P:\Aaendu\Resolutions\RcsoIutiom\2005\OS-OI-IO EI Paseo MCC RcIo E.doc ~2M 2005-13 2 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A CERTAIN REDEVELOPMENT COOPERATION AND FINANCING AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND THE CITY OF SAN BERNARDINO, CALIFORNIA (El Pas eo Petroleum, LLC - 5th & Mt. Vernon in the Mt. Vernon Corridor Redevelopment Project Area) 3 4 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and 6 joint adjourned Common Council of the City of San Bernardino at a regular meeting thereof, held 7 8 on the 10th day of January , 2005, by the following vote to wit: 9 Council Members: 10 ESTRADA 11 LONGVILLE 12 MCGINNIS DERRY 13 KELLEY 14 JOHNSON 15 MC CAMMACK 16 Aves Navs Abstain Absent -1L x ---X- x x x ----X- 17 ~6.~ Rache G. Clark, City Clerk 18 23 Approved as to form and Legal Content: January ,2005. 19 The foregoing resolution is hereby approved this 20 21 22 24 BY#- t ,fL.-- C ty Attorney 25 P\Alendas\Resolllliorn;\Re50lulions\200~\05.01.IO El Pasco Mec Reso E doc -3- '" " " 2005-13 CITY OF SAN BERNARDINO AND REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO REDEVELOPMENT COOPERATION AND FINANCING AGREEMENT (Mt. Vernon Corridor Redevelopment Project Area) THIS REDEVELOPMENT COOPERATION AND FINANCING AGREEMENT (the "Agreement") is dated as of January 10,2005, by and between the Redevelopment Agency of the City of San Bernardino, a public body, corporate and politic (the "Agency"), and the City of San Bernardino, California, a municipal corporation and charter city existing pursuant to the provisions of the constitution of the State of California (the "City"), and is entered into with reference to the facts set forth in the following Recital paragraphs: - RECITALS - WHEREAS, the Agency is entering into that certain Disposition and Development Agreement, dated as of January 10,2005 (the "DDA"), by and between the Agency and EI Paseo Petroleum, LLC, a California limited liability company (the "Developer"), for the acquisition by the Agency and transfer to the Developer of certain lands within the City for the construction of, at the minimum, an ARCO Service Station consisting of nine multiple point dispensers which will provide 18 fueling positions and associated underground storage tanks, an AM/PM Mini- Mart, and a self-service car wash or similar credit rated tenants to that of an ARCO Service Station (the "Business"); and WHEREAS, the implementation of the DDA will confer financial benefits to the City in terms of redevelopment and reuse of the site of the Business and the creation of an aggregate of not less than sixteen (16) new jobs within the City; and WHEREAS, the DDA will also provide the City with a significant source of new tax revenues from the establishment of the Business and the investment of Agency funds to cause the acquisition of land, clearance thereof and to provide for certain off-site adjacent public improvements; and WHEREAS, the Agency shall incur certain financial obligations, described below as (the "DDA Obligations"), in connection with the implementation by the Agency of the performance items required of the Agency pursuant to the DDA and the expenditure of Agency funds to cause the site acquisition, the site clearance and the payment of certain on-site and off-site development related costs all to be paid from currently available Agency sources of funds; and 4826-8309-6320 I P\Agendas\Agenda Auachments\Agrmts-Amend 2005\05-01.10 EI Paseo Coop and Financing Agrml.nf . 2005-13 WHEREAS, the anticipated tax increment revenues to be generated by the Business on the Site, to be leased by the Agency to the Developer, will not be sufficient to reimburse the Agency for the costs to be incurred by the Agency in furtherance of the DDA, and the Agency does not presently have a source of tax increment revenues sufficient to reimburse the Agency for those payments of the amounts required to satisfy the DDA Obligations; and WHEREAS, it is necessary and desirable for the City and the Agency to enter into this Agreement to provide the Agency with financial resources which will enable the Agency to achieve a reasonable expectation of reimbursement for all or a portion of the amount of the DDA Obligations, the payment of which in satisfaction of the DDA Obligations of the Agency will hereafter be remitted by the Agency under the DDA. NOW, THEREFORE, THE CITY AND THE AGENCY HEREBY AGREE AS FOLLOWS: Section 1. The City hereby authorizes and acknowledges that the Agency will incur certain financial and performance obligations under the DDA Obligations, which are payable by the Agency in whole from certain Agency funds which are presently available to the Agency. The tax increment revenues to be generated to the Agency from the project to be constructed by the Developer will be insufficient to fully repay the Agency for such initial payments of the DDA Obligations within any financially reasonable period of time. To further encourage the Agency to incur the DDA Obligations and to allow the Agency to timely fulfill all DDA Obligations and the other financial obligations of the Agency, the City agrees to enter into this Agreement to provide such long-term assistance to the Agency for the recapture of additional revenues from an amount that is equivalent to the sales tax revenues that will be received by the City from the operations of the Business on the site as shall be developed by the Developer For the purposes of this Agreement, the words "DDA Obligations" mean and include any financial and performance obligation that the Agency may undertake in furtherance of that certain DDA. Section 2. Subject to the terms and conditions of this Agreement, the City agrees to provide redevelopment financing assistance to the Agency (the "City Assistance") each year during the term of this Agreement in the amounts determined in the manner as provided in Section 4 hereof. The City shall disburse the proceeds of the City Assistance in annual installments (each a "City Assistance Payment", as further defined in Section 4) on each of the first through the tenth anniversaries of the Opening Date (as defined herein). The receipt by the Agency of each City Assistance Payment shall be deemed to be a partial reimbursement to the Agency of the DDA Obligations. Section 3. The City and the Agency each acknowledge, understand and intend that the obligation of the City to pay each City Assistance Payment to the Agency each year during term of this Agreement shall constitute a current expense of the City to support the redevelopment activities of the Agency pursuant to the DDA. The obligation of the City to provide City Assistance Payments to the Agency in each fiscal year during the term of this Agreement is a general obligation of the City, subject to annual appropriation by the City. Furthermore, the obligation of the City to the Agency arising under this Agreement shall not in 4826-8309-6320 2 P:\Agendas\Agenda Attachments\Agrmts-Amend 2005\05-01-10 EI Paseo Coop. and Financing Agrmt.rtf I. 2005-13 Furthermore, the obligation of the City to the Agency arising under this Agreement shall not in any way be construed to be a debt of the City in contravention of any applicable constitutional restriction of the State of California concerning the creation of indebtedness by the City. Section 4. (a) The first day of the calendar month next succeeding the date on which the Business first opens for new business activities to the general public is referred to herein as the "Opening Date", which date is presently intended to be on or before January I, 2006. The initial City Assistance Payment shall be made on the first anniversary of the Opening Date, calculated from first calendar day of the month following the actual opening for business as described above, in an amount determined in accordance with Section 4(b), herein. Thereafter, on each anniversary of the Opening Date occurring during the remainder of the term of this Agreement, the City shall make the City Assistance Payments to the Agency, in accordance with the formula set forth in Section 4(b), herein. (b) The City Assistance Payments to the Agency shall be equal to One Hundred Percent (100%) of the total amount oflocal sales and use taxes paid to the City, under Revenue and Taxation Code Section 7200, et seq. (as may hereafter be amended, substituted or modified by any successor local sales and use tax law), on the gross receipts of the Business from the sale or lease of all tangible personal property from the Business during the first ten (10) years of operation of the Business as presently anticipated to commence in Fiscal Year 2006 and to terminate as of the conclusion of the Fiscal Year 2016 or portions thereof or within other fiscal years of the City based upon the final determination of the Opening Date as defined in subsection (a) above. (c) The precise amount of the City Assistance Payments shall be determined by the Agency for each Fiscal Year by reference to Revenue and Taxation Code Sections 7200, et seq., and related remittance advice or information provided to the City by the State Board of Equalization. If Revenue and Taxation Code Sections 7200, et seq., are amended, substituted or modified, following the effective date of this Agreement, in a manner that affects the calculation of the City Assistance Payments, as set forth above, then the City Assistance Payments shall be computed in each Fiscal Year in which such amendment, substitution or modification is effective, by reference to the Revenue and Taxation Code Sections 7200, et seq., then in effect. (d) Provided the Business opens for retail sales business to the general public, the City reasonably believes that funds shall be available each fiscal year for the payment of each City Assistance Payment from legally available funds of the City. The City hereby covenants that it shall do all things lawfully within its power to obtain funds from which to pay City Assistance Payments to the Agency. The City further covenants and agrees to include provisions in its budget for each fiscal year during the term of this Agreement for the payment of the City Assistance Payments to the Agency and the City shall exercise best efforts to approve such portion of the budget, subject to the funds then being available. 4826-8309-6320 3 P:\Aacndu\Apnda Atndunmtav.,nm.Amcnd 2005'005-01-10 El PaIoo Coop. IPd fin. Aptn.ltf r 2005-13 Section S. The Agency shall be deemed to use and apply each City Assistance Payment to partially assist in the reimbursement to the Agency for funds advance by the Agency as required pursuant to the DDA for fulfillment and satisfaction of the DDA Obligations of the Agency. The Agency and the City hereby agree that the Agency shall have no obligation to repay the City for any City Assistance Payments. Section 6. The City shall pay City Assistance Payments to the Agency upon receipt of a written invoice from the Agency stating that the Agency shall use and apply the City Assistance Payment to reimburse for the DDA Obligations as incurred by the Agency. Each such written invoice of the Agency shall set forth the current unpaid balance of the DDA Obligations and provide an accounting of all payments made by the Agency towards the reimbursement of the DDA Obligations during the term of this Agreement. Section 7. This Agreement shall terminate on the earlier to occur of: (i) the tenth (10th) anniversary of the Opening Date and the payment of the City Assistance Payment due on the tenth (loth) anniversary of the Opening Date, if any; or (ii) the DDA Obligations are reimbursed in full by the Agency from the City Assistance Payments and the tax increment revenues generated by the development of the Developer upon which the Business is operated. Section 8. This Agreement shall take effect from and after the date of adoption and approval by the Common Council of the City and the Community Development Commission, as the governing board of the Agency, pursuant to official action of the governing bodies thereof and shall be effective for the period oftime provided in Section 7. {SIGNATURES ON FOLLOWING PAGEl 4826-8309-6320 4 P:\Apndu\Apndll AtulCbmontI.............-Ammd 2005105-01-10 E1 PIIOO Coop.1Ild Fin. Aama.rtf < , . . 2005-13 IN WITNESS WHEREOF, the parties hereto have entered into this Agreement as of the date first above written, CITY (SEAL) ~ ATTEST: ~h,~ City lerk APPROVED AS TO FORM: ~7,~ ,c'ty Attorney (J AGENCY (SEAL) ATTEST? ~~-- gency Secretary (Assistant) 4826-8309-6320 ] 5 r SUMMARY REPORT PURSUANT TO SECTION 33433 CALIFORNIA COMMUNITY REDEVELOPMENT LAW ON A DISPOSITION AND DEVELOPMENT AGREEMENT AND LEASE AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND EL PASEO PETROLEUM ,LLC INTRODUCTION The following Summary Report has been prepared pursuant to Section 33433 of the California Health and Safety Code. The report sets forth certain details of the proposed Disposition and Development Agreement ("DDA") and the Lease Agreement ("Lease") by and between the Redevelopment Agency of the City of San Bernardino ("Agency") and El Paseo Petroleum, LLC ("Developer"). The DDA between the Agency and the Developer is for the development of certain parcels of land located at the northwest comer of 5th and Mt Vernon (AP# 0138-115-02,03,04,05,06 and 07- Phase I) ( "Site"), consisting of approximately 41,000 square feet of land, by the Developer of an ARCO-brand Service Station consisting of an 18 pump gasoline service island and associated underground storage tanks, an AM/PM Mini-Mart, and a self service car wash, including on-site and off-site improvements and all landscaping ("Improvements") in accordance with the Site Plan shown as Exhibit "D" in the DDA which is located within the Mt. Vernon Corridor Redevelopment Project Area ("Project Area"). This Summary Report is based upon information contained within the DDA and Lease, and is organized into the following seven sections: I. Salient Points of the Al!:reement: This section includes a description of the Improvements, and the major responsibilities imposed on the Developer and the Agency by the DDA and Lease. The Agenda Staff Report for the joint public hearing of January 10, 2005, pertaining to the DDA and Lease contain the specific details on the structure of the DDA and Lease. II. Cost of the Al!:reement to the Al!:ency: This section details the total anticipated cost to the Agency associated with implementing the DDA and Lease. III. Estimated Value ofthe Interests to be Conveyed Determined at the Hil!:hest Use Permitted Under the Redevelopment Plan: This section estimates the value of the interests to be conveyed determined at the highest and best use permitted under the existing zoning, and the requirements imposed by the Mt. Vernon Corridor Redevelopment Project Area ("Redevelopment Plan"). IV. Estimated Reuse Value of the Interests to be Conveyed: This section summarizes the valuation estimate for the Site based on the required use, and with the conditions and covenants required by the DDA and Lease. 1 P:\Apndu\ApndaAltKhmenls\SlIIMlII')' Reports\200SVlS.()I-IO 61 hleo DDA Summary RepoI't.doe f V. Consideration Received and Comparison with Established Fair Reuse Value: This section describes the compensation to be received by the Agency, and explains any difference between the compensation to be received and the established fair reuse value of the Site. VI. Blleht Elimination: This section describes the existing blighting conditions on the Site, and explains how the DDA and Lease will assist in alleviating the blighting influence pursuant to the redevelopment plan. VII. Conformance with the Implementation Plan: This section describes how the DDA and Lease achieves goals identified in the Agency's adopted Implementation Plan. This report, the DDA and Lease are to be made available for public inspection prior to the approval of the DDA and Lease. I. SALIENT POINTS OF THE AGREEMENT The DDA provides for the acquisition of certain parcels of land located on the Site to be developed by the Developer with Improvements in accordance with the Site Plan attached to the DDA as Exhibit "D". A. Project Description: The Developer intends to cause the development of the Improvements described above. B. Developer Responsibilities: The DDA requires the Developer to complete the following activities: I. Developer shall lease the Phase I Site from the Agency in the amount of $26,300 annually for a period of not less than 20 years in accordance with the Lease. 2. Developer shall construct the Improvements in accordance with the Site Plan. C. Agency Responsibilities: Under the DDA, the Agency must complete or cause the following activities: I. The Agency shall exercise its best efforts to acquire and assemble the Phase I Site for the construction of the Improvements by the Developer. 2. The Agency shall lease the Phase I Site to the Developer in accordance with the tenns of the Lease. 2 P:\AaendM\AJendl AttKhmenll\SwnnlIr}' Reports\2005,()S-o I-I 0 E1 hIco DDA Surm.y Iteport.doe L ~ 3. The Agency shall be responsible for providing certain financial assistance to the Developer to assist with the development of certain off and on site improvements. II. COST OF THE AGREEMENT TO THE AGENCY The Agency costs to implement the DDA entails the costs to acquire the Phase I parcels, relocation of two businesses, demolition of existing improvements, and contribution to certain on and off site improvements. The approximate cost to the Agency in implementing the DDA is as follows: 1. Acquisition Costs (based on negotiated sales and appraised values) 2. Relocation Costs (2 businesses) 3. Development On- Site Improvements (maximum) 4. Development Off-Site Improvements (maximum) 5. Demolition of Existing Buildings 7. Alley Vacation Application/Facilitation 8. Bill Board Buy Out 9. Legal Expenses TOTAL $579,973.00 $ 80,000.00 $250,000.00 $250,000.00 $ 60,000.00 $ 10,000.00 $120,000.00 $140.000.00 $1,480,973.00 III. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED DETERMINED AT THE HIGHEST AND BEST USE PERMITTED UNDER THE REDEVELOPMENT PLAN Pursuant to Section 33433 of the California Health and Safety Code, this section presents an analysis of the fair market value of the subject Site at the highest and best use, estimated to be $579,973, which is based on an appraisal report dated December 3, 2004 conducted by (the "Appraisal"). This Appraisal includes 6 parcels of which 2 parcels contain improvements. In appraisal terminology, the highest and best use can be defined as the legal use (i.e., uses allowed under the redevelopment plan) that will yield the highest value of the land. Therefore, the definition of highest and best use is based on the value created as a result of the development ofthe Site and the redevelopment goals and objectives that will be achieved under the DDA. IV. ESTIMATED REUSE VALUE OF THE INTERESTS TO BE CONVEYED The Appraisal valued the subject Site at $579,973. This value consists of vacant and improvement land. The value of the underlying vacant Site to be conveyed to the Developer under the Lease is $256,000. V. CONSIDERATION RECEIVED AND COMPARISON WITH THE FAIR REUSE VALUE The Agency intends on using restricted bond proceeds to accomplish the acquisition and assemblage of the Site parcels and the Improvements. As such, the Agency is restricted under 3 P:\Agendu\Aaenda AttachmenulSunmary Reports\200S\OS-OI-l0 EI Paaeo DDA Summary Report.doc . federal tax law to selling or leasing the Site for fair market value or for any consideration; under federal tax law, the use of the bond proceeds requires that the Agency either provide grants to private parties or restrict the amounts received by the Agency as consideration to an amount that is either 10% of the net amount of bonds or 10% of the annual debt service on the Bonds. For this reason, the Agency has set the annual Lease payments for the Site at the sum of $26,300 which is equal to the 10% of the annual debt service payments ($263,000) on the 2002 Tax Allocation Bonds Series 2002A (Mt. Vernon Project) in the amount of$3, 635,000. The Improvements to be developed on the Site will have an estimated construction value of $2.1 million, or an annual gross tax increment to the Agency of $21,000. Moreover, the Improvements on the Site are expected to generate approximately $5 million in new annual sales tax. The Agency and City of San Bernardino ("City") will enter into a cooperation agreement whereby the City will pay to the Agency the sum of the annual sale tax generate from the Improvements to the Agency for a period of 10 years. Assuming the $5 million annual sales, the Agency anticipates receiving the sum of $50,000 yearly for a total of $500,000 for the 10-year period. The proposed Improvements are consistent with the permitted uses under the Redevelopment Plan. VI. BLIGHT ELIMINATION The proposed Site, which will be developed with the Improvements is currently comprised of vacant underutilized parcels, and parcels occupied by dilapidated structures. In order to facilitate the Improvements and development of the Site, the Agency proposes to eliminate and prevent the spread of blight in the Project Area by: . Installation, construction, reconstruction and redesign, or reuse of streets, utilities, curbs, gutters, sidewalks, and other public improvements at the northwest comer of 5th Street and Mt. V ernon Avenue; . Acquisition and disposition of certain property for uses in accordance with the Plan and Specific Plan for the Mt. Vernon Corridor Redevelopment Plan; . Redevelopment of land by private enterprise for uses in accordance with the Redevelopment Plan; . Providing Financing of the construction of the Improvements, to the extent permitted by applicable state and local laws, and increase the commercial base of the City and number of temporary and permanent jobs within the City. VII. CONFORMANCE WITH THE AB1290 IMPLEMENTATION PLAN The primary ABl290 Implementation Plan program objective for the Mt. Vernon Corridor Redevelopment Project Area is to eliminate conditions, which negatively impact economic development of the community by acquiring, removing, and rehabilitating properties designated as deficient, deteriorated, or dilapidated. To that end, the Agency plans to convey to the Developer an approximate 41,000 square foot site for development of the Improvements. 4 P:\Aaendas\Agenda Attachments\Summary Reports\200S\05-Oj-jO EI Pasco DDA Summary Report.doc . . This Project, which will provide in excess of $5 million in new annual sales tax to the City, new assessed valuation of $2.1 million, lease payments to the Agency in the amount of $26,300 annually, and generate 16 new permanent jobs for community residents; thus the hnprovements contemplated under the DDA will assist in the achievement of the following goals and objectives which are contained in the Agency's Implementation Plan: elimination of blighting influences, including deteriorating buildings, uneconomic land uses, obsolete structures, and other environmental, economic and social deficiencies, to facilitate land assembly to prevent piecemeal development that would leave economic potential underachieved; to re-plan, redesign, and development of underdeveloped areas that are stagnant, or improperly utilized; and to encourage private sector investment in the development of the Project Area. 5 P:\Aacndas\Agenda AttaehrnentslSurmuvy ReplmUOO5\OS.o 1.10 EI Pasco DDA Summary Report.doc .' .