HomeMy WebLinkAbout1980-151 San Bernardino
60 ,009-9-1
RESOLUTION NO.
RESOLUTION OF THE MAYOR AND COMMON COUNCIL
OF THE CITY OF SAN BERNARDINO APPROVING AN
APPLICATION FOR THE ISSUANCE OF INDUSTRIAL
DEVELOPMENT REVENUE BONDS OF THE CITY AND
THE PROJECT REFERRED TO THEREIN; FINDING
THAT THERE WAS NO EVIDENCE PRESENTED AT A
PUBLIC HEARING HELD ON SAID APPLICATION IN
OPPOSITION TO SAID APPLICATION OR SAID
PROJECT; DIRECTING THE PREPARATION OF A
PROJECT AGREEMENT, RESOLUTION OF ISSUANCE
AND OTHER LEGAL DOCUMENTS AS MAY BE NECES-
SARY TO CARRY OUT SAID PROJECT AND PROVIDE
FOR THE ISSUANCE OF INDUSTRIAL DEVELOPMENT
REVENUE BONDS THEREFOR; AND MAKING CERTAIN
OTHER FINDINGS AND DETERMINATIONS IN
CONNECTION THEREWITH
WHEREAS, there has been presented to this Mayor
and Common Council an Application by VT'N Consolidated, Inc.
and Eastern Pacific Financial Group, A Joint Venture,
requesting the issuance of industrial development revenue
bonds in the principal amount of $7,120 ,000 for the
purpose of financing multi-tenant industrial buildings
to be located in the Southwest Industrial Park Project
Area of the Redevelopment Agency of the City of San
Bernardino, including the land necessary therefor and
for the providing of parking spaces for the use and
convenience of the tenants of and visitors to said
buildings; and
WHEREAS, said Mayor and Common Council preliminarily
reviewed said Application, and, on the 17th day of March, 1980,
adopted a Resolution entitled:
D125-1 (ap)
4/1/80
-San Bernardino
60 ,009-9-1
"RESOLUTION OF THE MAYOR AND COMMON
COUNCIL OF THE CITY OF SAN BERNARDINO
FINDING THAT AN APPLICATION FOR
INDUSTRIAL DEVELOPMENT BOND FINANCING
HAS BEEN SUBMITTED PURSUANT TO THE
PROVISIONS OF ORDINANCE NO. 3815 OF
THE CITY BY VTN CONSOLIDATED, INC. ,
AND EASTERN PACIFIC FINANCIAL GROUP,
A JOINT VENTURE; FINDING THAT SAID
APPLICATION COMPLIES WITH THE
PROVISIONS AND REQUIREMENTS OF SAID
ORDINANCE NO. 3815; PRELIMINARILY
APPROVING SAID APPLICATION AND THE
PROJECT TO WHICH IT REFERS; FIXING
• TIME AND PLACE FOR THE HOLDING OF
• HEARING THEREON; ORDERING THE
PUBLICATION OF A NOTICE OF HEARING
IN THE FORM AND MANNER PROVIDED BY
SAID ORDINANCE NO. 3815; AND MAKING
CERTAIN OTHER FINDINGS AND DETER14INA-
TIONS IN CONNECTION THEREWITH"
and
WHEREAS, pursuant to said Resolution following a
notice duly published in the time and manner of said Ordinance
No. 3815, said Mayor and Common Council conducted a Public
Hearing on said Application and said Project, in the manner
required by said Ordinance No. 3815; and
WHEREAS, at said Public Hearing there was no
evidence presented, either written or oral, in opposition r
to said Application or said Project;
-2- D125-2 (ap)
4/1/80
San Bernardino
60 ,009-9-1
NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF
THE CITY OF SAN BERNARDINO DO HEREBY FIND, RESOLVE, DETER-
MINE AND ORDER AS FOLLOWS:
Section 1. That the recitals set forth herein-
above are true and correct in all respects .
Section 2 . That said Application and the Project
to which it refers are hereby approved.
Section 3. That the City Staff, Bond Counsel ,
Underwriters, the Applicants and the Agents and Representa-
tives of same are hereby authorized and directed to prepare
or cause to be prepared the necessary legal documents,
including the Project Agreement, Resolution of Issuance,
and such other documents as may be necessary to effect
said Project and the issuance of industrial development
revenue bonds therefor and to present same to said Mayor
and Common Council.
Section 4. That the City Clerk is hereby authorized
and directed to mail a certified copy of this Resolution to
the Applicants at their address as shown on said Application.
-3- D125-3 (aP)
4/1/80
I HEREBY CERTIFY that the foregoing resolution was duly adopted
by the Mayor and Common Council of the City of San Bernardino at a
meeting thereof, held on the ��/ day of
0
1980 , by the following vote, to-wit:
AYES : Councilmen
NAYS :
ABSENT: J�
—� City Clerk
The foregoing resolution is hereby approved this day of
1980 .
Mayo o e City ofOSan Bernardino
Approv6 ,/p4o ,form:
:.�_; City Attorney
INDUSTRIAL DEVELOPMENT BOND
We herewith make application for $7,120,000 Industrial
Development Bond financing to construct 240,800 square feet
of industrial buildings on 15 acres of industrial zoned land
fronting on Cooley Avenue in the Southeast Industrial Park
in the city of San Bernardino, consistent with the following
applicant responses to the Industrial Development Bond
Application:
1.1 Legal name of the applicant
VTN Corporation, a Delaware Corporation (hereinafter
referred to as VTN) , and Eastern Pacific Financial Group, a
California corporation (hereinafter referred to as EP) , as
co-venturers.
1.2 Line of Business
VTN - Civil Engineering
EP - Land Development
1. 3 Mailing address for purposes of application liaison,
and address of headquarters.
VTN - 2501 Campus Drive, Irvine, California 92713
EP - 3575 Cahuenga Boulevard, West, Los Angeles,
California 90028
1.4 Employer I.D. Number
VTN - 95-2784907
EP - 95-3073052
1.5 Name and title of principal contact.
VTN - C. Richard Nelson, President, VTN Corporation
EP - David Doremus, President, Eastern Pacific Financial
Group
1.6 Phone number (s) .
VTN - (714) 851-5200
EP - (213) 876-4181
Industrial Development Bond Application
Page Two
1.7 Type of business organization:
1.7.1 Place of organization
VTN - Delaware
EP - California
1.7.2 Date of organization, and
VTN - November 22 , 1972
EP - October 1, 1969
1.7. 3 The nature of legal affiliation or relationship
with other entities (Parent - subsidiary, division,
common owernship, etc. ) .
VTN Corporation - parent company owns all of the
stock of the following corporations:
VTN, Colorado
VTN Consolidated, Inc.
VTN, Inc.
VTN, International
VTN, Louisiana
VTN, Oregon
VTN Pacific, Inc.
VTN Wyoming, Inc.
VTN Consolidated in addition to doing business under
its own name has three active companies doing business
as :
VTN, San Bernardino
VTN, Los Angeles
VTN, San Diego
VTN, San Bernardino is the only active company in
San Bernardino County. It owns no property other
than minor office furnishings and employs seven
people in the county.
EP - None
1. 8 Constitution of ownership of the company, including percent-
age of holdings by general public.
VTN - 34% publicly owned by many stockholders ono more than
5%) ; 66% privately owned.
Industrial Development Bond Application
Page Three
1. 8 (Continued)
EP - Stock corporation privately held by David Doremus
1.9 Names and locations of key officials , including:
1.9.1 Principal officers ,
VTN - J. J. Trindle, Chairman of the Board
35395 Beach Road
Capistrano Beach, California 92624
C. R. Nelson, President & Director
20 Pine Hearst Road
Newport Beach, California 92660
R. W. Carlson, Vice Executive Officer & Director
13142 Laurinda Way
Santa Ana, California 92705
R. L. Weaver, Executive General Manager
19492 Sierra Lago
Irvine, California 92715
M. J. Ruston, Director
2465 Campus Drive
Irvine, California 92715
R. W. Gay, Director
626 North Pioneer Drive
Anaheim, California 92805
EP - David Doremus, President & Director
3791 Multiview Drive
Los Angeles, California 90028
Valerie Doremus, Director
3791 Multiview Drive
Los Angeles, California 90028
L. M. Lilly, Vice President
886 Hillside Drive
Long Beach, California 90815
Julie Hueftle, Treasurer ,• -
1090 Mission Drive
Costa Mesa, California 92626
Industrial Development Bond Application
Page Four
1.9.1 (Continued)
Barbara Peterson, Secretary
23469 Victory Boulevard
Canoga Park, California 91307
1.9.2 Directors, and
Included in 1.9.1 above
1.9.3 Principal stockholders (over 10% ownership) .
VTN - C. Richard Nelson 22%, James R. Trindle 22%,
and Kenneth Carlson 22%; remaining 34% of
stock is publicly owned and is widely disbursed.
EP - David Doremus 100%
1. 10 Description of other business affiliations of principal
officers, directors, and principal stockholders.
VTN - J. J. Trindle, C. R. Nelson, and K. W. Carlson are
the three shareholders of the Cotter Corporation,
which owns improved properties in Orange County and
Los Angeles County, and VTN, Nevada, which operates
a civil engineering company in Nevada.
EP - David Doremus, in addition to owning 100% of the
outstanding stock of Eastern Pacific Financial Group,
also owns 100% outstanding stock of Doremus Development,
Inc. , a California corporation which is a real estate
development company, 13.3% of the outstanding stock
of Pathfinder Mortgage Corporation, a California
corporation which is a mortgage banker, and is
general partner of the following limited partnerships
engaged in the development and management of real
property in California:
E. P. Investments
Eastern Pacific I
E. P. Investments III
Santa Maria Industrial
E. P. Investments VII
E. P. Hamlin
Pathfinders Investments
DYL Investments
Eastern Pacific Management Company
t
Industrial Development Bond Application
Page Five
1.10 (Continued)
None of the affiliated corporations or entities are
presently involved in the development of any
property within the county or city of San Bernardino
and no projects are anticipated during the term of
the bond issuance.
1.11 Employees
VTN - Number of employees in San Bernardino - 7
Number of employees in California - 327
Total number of employees worldwide - 521
EP - Number of employees in California - 30
1.11.1 Number of employees in California, and
Included in 1.11 above
1.11.2 Locations in California.
VTN - 2301 Campus Drive, Irvine, California 92713
5919 Van Nuys Boulevard, Van Nuys, California
91401
71-301 Highway 111, Suite 1, Rancho Mirage,
California 92770
VTN, San Diego, 4845 Ronson Court
San Diego, California 92111
VTN, San Bernardino, 353 West 6th Street,
San Bernardino, California 92402
EP - 3573 Cahuenga Boulevard, West, Los Angeles,
California 90028
14724 Ventura Boulevard, Sherman Oaks,
California 91403
1.12 Expert Services:
1.12.1 The applicant's accountant and principal contact
at such firm, c
' Industrial Development Bond Application
Page Six
1.12.1 (Continued)
VTN - Ernst and Whinney
4000 MacArthur Boulevard, Suite 800
Newport Beach, California 92660
Contact: Mr. Robert Vernon (714) 851-1700
EP - Herbert A. Lampert, C.P.A.
14724 Ventura Boulevard
Sherman Oaks, California 91403
Contact: Mr. Herbert A. Lampert (213) 990-5644
1.12 .2 The applicant's attorneys and principal contact
at such firm, and
VTN - Robert Bachman
2361 Campus Drive
Irvine, California 92713
Contact: Mr. Robert Bachman (714) 851-5206
EP - Kadison, Pfaelzer, Woodard, Quinn, & Rossi
707 Wilshire Boulevard, 40th Floor
Los Angeles , California 90017
Contact: Richard Smith, Esq. (213) 688-9000
1.12.3 Any experts or firms of experts that will be
involved and the principal contacts at each firm.
Miller and Schroeder Muncipals, Inc.
1200 Prospect Avenue
La Jolla, California 92037
(714) 459-2661
James E. Iverson,
Consultants and Bond Underwriters
City of San Bernardino
James Warren Beebe, Esq.
611 West 6th Street
Los Angeles, California 90017
Contact: James Warren Beebe, Esq. , (213) 680-1406
Bond Counselor, City of San Bernardino
1.13 Principal bank of account and name of officers handling
account.
'c
VTN - Bank of America
Irvine Industrial Office
1400 Dove Street
Newport Beach, California 92660
(714) 759-4565
Industrial Development Bond Application
Page Seven
1.13 (Continued)
EP - Manufacturers Bank
9701 Wilshire Boulevard
Beverly Hills, California 90212
Charles Solomon, Executive Vice President
(213) 278-9120
1.14 The source of funding for the project.
Bonds will be underwritten by Miller and Schroeder
Municipals, Inc.
PART II BOND ISSUE
2. 1 Provide the estimated total amount of the financing with
a tabulation of proposed use of bond proceeds, including:
2 .1.1 through 2. 1.5
$ 97,000 Legal printing and related fees
260,000 Underwriting financing costs and fees
650,000 Capitalized interest
650,000 Interest reserve
472 ,500 Land
1,000,000 Land Development
3,516,000 Direct construction
150,000 Architectural. and engineering fees
324,500 Marketing and sales
$7,120,000 Total Bond Proceeds
2.2 Estimated target date of financing.
June 1, 1980 for underwriting of the $7,120,000 bond issue.
There will be construction disbursements as required up
to the aggregate phase disbursements of: $2,750,000 will
be funded June 1, 1980, $2,600,000 is anticipated to be
funded March 1, 1981, and $1,770,000 is anticipated to
be funded March 1, 1982. In no event will the total develop-
ment of the project not be completed by December 31, 1983.
2.3 Estimated times of financing.
See 2.2 above
c
Industrial Development Bond Application
Page Eight
2.4 Type of bond sale (private placement, underwritten offering) .
Underwritten offering
PART III FINANCIAL INFORMATION
3.1 Financial statements certified or prepared by a CPA, from
three most recent fiscal years, including the following:
3. 1.1 Balance Sheet
Attached hereto
3.1.2 Income (Profit and Loss) Statements, and
Attached hereto
3.1.3 Analysis of sources and application of funds.
Sources : Bond issuance underwritten by Miller and
Schroeder Municipals, Inc. , plus required
owners equity.
Application: Purchase of approximately 15 acres of
industrial zoned land, known as Parcel 3,
Parcel Map 4781, as per map recorded in
Book 48, Pages 87 - 89 of Parcel Maps in
the Office of the County Recorder of the
County of San Bernardino, state of
California and construction of 240,800
square feet of free standing light
industrial buildings, together with the
necessary developmental, processing fees,
bond underwriting and finance costs,
merchandising and overhead costs.
3.2 Advise as to whether applicant is a small business, and a
description of the applicant's ranking and relative size
in its industry.
VTN - A medium sized business ranked in the upper 10% of
civil engineering firms in the United States.
EP - A small business unranked in its industry.
No Small Business Administration loan funds or guarantees
are requested or will be issued in connection with this
bond underwriting.
Industrial Development Bond Application
Page Nine
PART IV PROJECT INFORMATION
4.1 A short summary of the purpose, objective and function
of the proposed project.
The industrial project will be developed with 34 buildings
comprising 240,800 square feet. A pent-up demand exists
for small (1,000 to 7,000 square foot) primary manufactur-
ing and commercial users. These users are precluded from
establishing themselves in the San Bernardino market for
want of improved industrial space.
We will build the project in three phases:
Phase Total Footage Anticipation of Construction
lst 92,400 June 1, 1980
2nd 94 , 400 March 1, 1981
3rd 54 ,000 March 1, 1982
The IDB will be issued in the aggregate amount of
$7,120,000 with total phase disbursements of:
lst Phase - $2 ,980,000
2nd Phase - 2,600,000
3rd Phase - 1,540,000
$7,120,000 Total
The project will be built and the bonds guaranteed by
the developer with the industrial buildings being both
sold and leased to tenants who will be the primary users.
4.2.1 Land,
Land Purchase $ 450,000
5% Commission 22,500
$ 472,500 Total Land Cost
1,000,000 Common Area Improvements
(streets, street lighting,
underground utilities,
landscaping, etc.-) -
. �
$1,472,500 Total Developed Land
Industrial Development Bond Application
Page Ten
4.2.2 Buildings,
3,516,000 - 240,800 square foot buildings, including
10% of each building improved as offices .
4.2.3 A tabulation of equipment,
None
4.2.4 Engineering and technical services, and
$150,000
4.2.5 Other or miscellaneous items (describe and tabulate) .
$260,000 Bond Underwriting Financing
97,000 Bond Underwriting Legal and Printing
650,000 Construction Period Interest
324 ,500 Marketing and Sales Cost
650,000 10% Interest Reserve
4.3 Estimated construction period:
4. 3.1 Scheduled starting date, and
June 1, 1980, March 1, 1980, and March 1, 1982
4.3.2 Scheduled completion date.
January 31, 1981, September 30, 1981, and September
30, 1982
4.4 Name and location of the applicant's supervising or
consulting engineer responsible for design of the project.
Civil Engineering - VTN Consolidated, Inc.
353 West 6th Street
San Bernardino, California 92402
John Adams (714) 889-4431
Architectural - Johannes Van Tiburg & Partners
1101 Broadway
Santa Monica, California 90401
Johannes Van Tiburg, AIA (213) 394-0273
4.5 The location of the proposed project. If duplicate installa-
tions in several locations, list addresses of all.
See Exhibit "A" attached hereto.
Industrial Development Bond Application
Page Eleven
4.6 Advise as to whether the project site is a new location.
If not, describe what expansion or alteration will be made.
The project site is the first land acquisition and develop-
ment by either the joint venture or the co-venturers in the
city of San Bernardino.
4.7 Name of legal owner of location:
4 .7.1 If not owned by applicant, advise terms and nature
of occupancy, and
The joint venture is in escrow to purchase the
referenced property from the Re-Development Agency,
City of San Bernardino. The purchase price will
be $450,000, plus a 5% broker's commission to be
paid by the buyer to Pathfinder Mortgage. Escrow
to close upon issuance and disbursement of the
industrial development bond proceeds, anticipated
to be June 1, 1980.
4.7.2 If there is or will be a legal relationship between
the applicant and owner of the location, describe
the relationship.
Not applicable
4.8 A description of operations that are or are to be conducted
at the location of the proposed project, and the scope,
magnitude and process relationships of the proposed project,
including:
4.8. 1 An 8 1/2" X 11" map showing plant site and location
of the project, and
See Exhibit "B" attached hereto.
4. 8.2 A description of the plant process.
The project is being built as a speculative develop-
ment to be leased and/or sold upon completion. The
anticipated tenants and owners will be light
manufacturers and suppliers. No loud, obnoxious,
or toxic materials will be produced, manufactured
or handled on-site.
4.9 List the environmental quality regulations, standards or
requirements which are to be met within this project.
Industrial Development Bond Application
Page Twelve
4.9 (Continued)
All applicable environmental quality standards and
regulations will be met and no special permits or waivers
are anticipated by the subsequent users of the project.
Strict standards will be established and administered by
the owners association, prohibiting future variances from
the developers ' requirements.
4.10 A list and copies of all permits, water quality enforce-
ment orders, air pollution permits and variances or
evidence of other actions evidencing need for installation
of this project.
See Section 4.9 above.
4.11 List pollution control agencies (local, state and federal)
imposing the applicable regulations, standards or require-
ments for operations or disposal.
South Coast Air Quality Management Board, State and Federal
Water Quality Acts, and State of California Department of
Health.
4.12 Describe the regional county or basin plan to which this
project is to conform, and the manner in which it will
provide conformance.
The general plan for the city master, for the county are
consistent with zoning and uses established for the property.
4.13 Describe the by-products or residues of the project, and
where and how ultimate disposal will be accomplished. If
recycling or salvage is to be a function, advise as to
market opportunities.
See Section 4.9 above. In addition, the non-recyclable
trash from operations of the manufacturing facilities
will be collected weekly, and disposed of by the city
contracted refuse service.
PART V PUBLIC BENEFITS
5.1 Describe the benefits that will accrue to the City and
its citizens as a results of the installation of this . .
facility and the use of this method of financing;,
vis-a-vis a conventional method.
Industrial Development Bond Application
Page Thirteen
5.1 (Continued)
The developer anticipates the following cumulative long
term effects : the creation of 480 new jobs (assumed to
be two direct jobs per 1,000 square feet of manufacturing
facility) ; together with the addition of 6 .5 million
dollar base for city and county taxation purpose: the
attractiveness of the project, and viability will not
only provide industrial space for smaller users wishing
to relocate in the city of San Bernardino, but should
attract additional speculative developments which will
further enhnace the tax base and employment opportunities ;
and, as a result of the increased employment, all
secondary service industries and primary manufacturing
industries will benefit from the capital expenditures
and discretionary personal income available to the
employees and owners . An immediate developmental effect
will be the establishment of approximately 150 on-site
construction jobs together with the capital purchases by
the developer, which will impact the discretionary income
levels in service and construction industries in the city
and county of San Bernardino.
5.2 In particular, the application should address the findings
in Section 1 of the Ordinance, and should show that the
applicant is locating in the City for long-term business
reasons and not merely because of any financial inducement
offered by the Ordinance.
Specific responses to items addressed in the findings of
Section 1 are as follows:
By creation of industrial space to house industrial users,
job opportunities will be created and in order to fill
the employment situation, the locally unemployed and
persons requiring job assistance will be called upon to
fill the positions. The addition of job opportunities
will have an incremental effect upon the reoccurring
problems of crime and juvenile delinquency due to the
income and alternative sources of gainful employment and
further the urban deterioration will be abated through
the construction of aesthetically pleasing and attractive
buildings, which will enhance the city and surrounding areas.
As developers, we have noted the significant need for.-small
(3,000 to 6,600 square foot) industrial space whisch, although
it will not attract national firms to San Bernardino, will
result in regional relocations to the market and the
Industrial Development Bond Application
Page Fourteen
5.2 (Continued)
regionally relocated firms will provide the support
facilities necessary to attract the national firms
into the market place. Without the smaller industrial
facilities, many firms wishing to relocate are being
excluded due to lack of space and facilities.
It is not the specific intent of the developer of the city
to realize profit from the bond underwriting, but it must
be recognized that there will be income derived by the
city from bond administration reimbursements in excess
of out-of-pocket expenses by the city and additionally,
the city and county will realize tax revenues in excess
of incremental increases for the municipal services such
as police and fire protection. All development and
financing costs will be borne exclusively by the developer
and all on-site landscaping and roads will be paid for
and maintained by the developer and the subsequent owners
association, which will be established. The development
and financing program will be self-supporting.
PART VI COMMITMENTS
6.1 through 6 .4
The applicant hereby agrees to comply with and/or assist
the city in complying with and to provide staff additional
information and supplemental schedules, plans and documents
of whatever nature so as required by the city in order
to comply with all provisions of Paragraph 6.1, 6.2,
6.3, and 6.4 of the Industrial Development Bond Application.
This application is submitted by Eastern Pacific Financial Group,
and Eastern Pacific Financial Group warrants that it has the
prime responsibility and authority to bind the co-venturers to
all provisions of the application and to the best of our knowledge
and belief it contains no false or inaccurate information or data
and is totally descriptive of the project. We have been counseled
and are familiar with Ordinance No. 3815 of the City of
San Bernardino.
EASTERN PACIFIC FINAN AL GROUP, Co-Venturer .
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