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HomeMy WebLinkAbout08/15/2006, BUS. 4 - LOVR INTERCHANGE SUB-AREA FEE FINANCING PROGRAM council. M"fiND" 8-15-06 acEn6A izcpolzt �N CITY O F SAN LUIS O B I S P O FROM: Bill Statler, Director of Finance &Information Technology SUBJECT LOVR INTERCHANGE SUB-AREA FEE FINANCING PROGRAM CAO RECOMMENDATION 1. Approve a financing program for the Los Osos Valley Road (LOVR)interchange sub-area fee for auto dealerships, which allows for financing 60% of the fee for up to ten years at market interest rates. 2. Authorize the City Administrative Officer to enter into agreements with eligible applicants in accordance with the financing program, subject to,concurrence as to form by the City Attorney. 3. Approve an amendment to the reimbursement agreement with Costco as required to implement this program. DISCUSSION Overview We surfaced the concept of implementing a financing program for LOVR sub-area fees for auto dealerships in our report to the Council on May 2, 2006, in conjunction with the approval of community-wide transportation impact fees. As noted at that time, the LOVR sub-area "add-on" fees are significant, and can be equal to the amount of all other City development review and impact fees combined. For example, the total fees for a proposed auto dealership with 38,000 square feet of building space in the LOVR sub- area (including water, sewer, transportation, public art and affordable housing) are about $828,000. Of this amount, about 50% ($384,000) is the estimated sub-area add-on fee alone. While necessary to fund needed LOVR interchange improvements, this sub-area fee poses a major economic challenge for auto dealerships in this area, given "base" development impact fees and open space dedication requirements. For this reason, we recommend that the Council approve a financing program for a portion (60%) of the LOVR "add-on" fees for auto dealerships. As outlined below, this is not a waiver of fees: the full amount will still be payable, but over time (ten years, with interest) rather than in a lump sum. Moreover, we recommend limiting this program to new or expanded auto dealerships, in light of the fiscal benefits of this type of development (which is in alignment with the 2005-07 Major City Goal of increasing sales tax revenues) and the City's General Plan policy of encouraging auto dealers to locate in this area. LOVR Interchange Sub-Area Fee Financing Program Page 2 Lastly, only 60% of the sub-area fee payable with respect to any new or expanding auto dealership is eligible for financing under this program. As discussed below, under our current reimbursement agreement with Costco for Calle Joaquin improvements, we are required to collect and pass-through to them all LOVR sub-area fees until such time as they are fully reimbursed for their advanced costs that are beyond their "fair share." Costco has agreed to allow up to 60% of the sub-area fees payable with respect to any new or expanding auto dealership to be financed under the proposed program. Documenting their approval of this change will require an amendment to our reimbursement agreement with them. Proposed Financing Program Consistent with the key principles presented to the Council in May 2006, we "recommend the following financing program criteria: 1. Limited to Auto Dealers Only. The financing program is limited to the new construction of auto dealerships or additions to existing ones in the LOVR sub-area, in light of the fiscal benefits of this type of development and the City's General Plan policy of encouraging auto dealers to locate in this area. 2. Financing for 60% of LOVR Sub-Area Fees Only. Only 60% of the LOVR sub-area fees payable with respect to any new or expanding auto dealership may be financed under this program; the balance of the sub-area fee and all other City fees are payable in the full amount due and at the time as set forth in the City's standard polices and procedures for assessing and collecting development impact fees. 3. Not a Fee Waiver. Full Amount Due. Sub-area fees are payable in the full amount due under the City's standard policies and procedures for assessing development impact fees. This is not a waiver of fee amounts, but a program to assist owners in financing a portion (60%) of their sub-area fees. 4. Ten Year Financing. 60% of the LOVR sub-area fees payable with respect to any new or expanding auto dealership may be financed for up to ten years. At the owner's option, this may be amortized evenly over the ten year term; or based on a 25 year amortization schedule, with the remaining principal balance due and payable at the end of ten years or earlier due date under Sections 6 and 1 below. 5. Interest Rate. The interest rate on any amounts financed under this program during 2006 will be 5%. This represents the City's current yield on its investments. The interest rate will be subject to adjustment after 2006 for new applicants depending on market conditions at the time, as determined by the Director of Finance &Information Technology. 6. Payment Due Dates. Debt service payments will be due annually from the date of the loan agreement. Failure to make payments within thirty days of the due date will constitute a breach of agreement and may result, in the City's sole discretion, in calling the note and payment of the outstanding balance in full. The outstanding principal balance can be paid at any time without penalty. y�z LOVR Interchange Sub-Area Fee Financing Program Page 3 7. Requirement for Early Payment in Full. The outstanding balance on the amount financed will be due and payable in full within 120 days after approval of plans and specifications, and authorization to solicit bids for LOVR interchange improvements. The City will provide program participants with ongoing reports on the status of design and with as much advance notice as reasonable about when plans and specifications are likely to be completed and submitted for approval. 8. Security and Appraisal. The amount financed will be secured by a note on the property. The note may in the form of a second trust deed or mortgage, provided that the total amount of debt between the first and second trust deed does not exceed 90% of the property's value, subject to the same valuation basis documentation used by the institutional lender holding the first trust deed, which shall be made available for review by the City, or other methodology mutually acceptable to the City and the applicant. 9. Agreement with Property Owner. Agreements will be with the property owner; however, this debt may be transferred to new property owners. Amendment to Agreement with Costco The proposed financing program is not possible under our current reimbursement agreement with Costco for Calle Joaquin improvements. As discussed above, under our current agreement with them, we are required to collect and pass-through to Costco all LOVR sub-area fees until such time as they are fully reimbursed for their advanced costs that are beyond their "fair share." Costco has agreed to allow up to 60% of the sub-area fees payable with respect to any new or expanding auto dealership to be financed under the proposed program. Documenting their approval of this change will require an amendment to our reimbursement agreement with them, which is provided in Attachment 1. Implementation As noted above, implementing this program will require an amendment to our reimbursement agreement with Costco. It will also require entering into agreement with applicants on case-by-case basis. We recommend authorizing the CAO to enter into agreements with eligible applicants in accordance with the financing program criteria, subject to concurrence as to form by the City Attorney. Provided in Attachment is a sample agreement. FISCAL IMPACT There will be not be any direct fiscal impacts to the City, since we are obligated to pass-through LOVR sub-area fees to Costco until they are fully reimbursed for their advanced costs, and this is likely to be the case for several years. Additionally, this is not a fee waiver: all amounts due will be paid the applicants, with interest. LOVR Interchange Sub-Area Fee Financing Program Page 4 However, given the fiscal benefits of auto dealerships, there can be significant positive fiscal impacts in both the near and long-term in facilitating their development in the LOVR area. ALTERNATIVES 1. Do Not Approve a Financing Program. Given the major economic challenges that the sub- area fee poses for new auto dealerships in this area in light of "base" development impact fees and open space dedication requirements, we do not recommend this option. We believe that the proposed program reflects a reasonable approach in achieving the General Plan goal of encouraging auto dealerships to locate in the LOVR area and the 2005-07 Major City goal of increasing sales tax revenues. 2. Approve Other Financing Program Criteria. The viability of this option depends upon the extent of the changes. As noted above, Costco would have to agree to any changes.. Moreover, along with Costco, we have worked closely with interested auto dealers on this conceptual approach. ATTACHMENTS 1. Amendment to Reimbursement Agreement with Costco 2. Sample Financing Agreement G:Transportation impact Fees/101-LAVR Interchange Sub-Area Fee/2006 Financing Program/Council Agenda Report SECOND AMENDMENT TO AtteChment REIMBURSEMENT AGREEMENT FOR REALIGNMENT OF CALLE JOAQUIN SOUTH THIS SECOND AMENDMENT TO REIMBURSEMENT AGREEMENT FOR REALIGNMENT OF CALLE JOAQUIN SOUTH ("Second Amendment") is made effective as of 2006, by and between THE CITY OF SAN LUIS OBISPO, a charter city and municipal corporation of the State of California (the "City") and COSTCO WHOLESALE CORPORATION, a Washington corporation ("Costco"). The City and Costco entered into that certain Reimbursement Agreement for Realignment of Calle Joaquin South, dated February 25, 2005, as amended by that certain First Amendment to Reimbursement Agreement for Realignment of Calle Joaquin South, dated June 20, 2006 (collectively, the "Reimbursement Agreement"), pursuant to which the City agreed to reimburse Costco from collection of fees under the Sub-Area Transportation Impact Fee (TIF) for costs incurred in connection with the Calle Joaquin Realignment in excess of the Costco Sub- Area TIF. All recitals of the Reimbursement Agreement are incorporated herein by this reference. The City proposes to create a financing program within the Los Osos Valley Road sub- area (the "LOVR Sub-Area") that would benefit only newly constructed auto dealerships, or newly constructed additions to existing auto dealerships, located within the LOUR Sub-Area (collectively, the "Financing Program'). Under the Financing Program, the City would finance up to sixty (60) percent of any Sub-Area TIF assessed against an auto dealership, as set forth on the program attached hereto as Exhibit A. The Financing Program may affect the Reimbursement Payment and therefore requires this Second Amendment. NOW, THEREFORE, in consideration of the mutual covenants herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and Costco hereby amend the Reimbursement Agreement as follows: 1. Collection of Sub-Area TIF Fees. The first sentence of Section 3 of the Reimbursement Agreement is revised to read as follows: "At the time the City first issues a building permit or any discretionary permit, approval or license for each Benefited Property after the date of this Agreement, the City shall collect the Sub-Area TIF from the owner of such Benefited Property, except to the extent that (A) the Sub-Area TIF Credits are applied to Benefited.Properties, or (B) the City accepts in-kind improvements that otherwise would be funded at some point under the Sub-Area TIF in lieu of Sub-Area TIF fees, or (C) those fees are financed pursuant to the Financing Program." 2. No Modification of Financing Program. The City hereby agrees and acknowledges that the City is not authorized, without the prior written consent of Costco and its successors and assigns under the Reimbursement Agreement (A) to modify the terms of the Financing Program, as set forth on the attached and incorporated Exhibit A, or (B) to alter in any way, whether by zoning changes, variances or any other process, the area of the Benefited Properties on which auto dealerships qualified for the Financing Program may be located. t '� 3. Construction of this Second Amendment. Except as expresAfth It Second Amendment, the Reimbursement Agreement shall continue in full force and effect. Unless otherwise defined in this Second Amendment, all terms defined in the Reimbursement Agreement shall have the same meaning when used in this Second Amendment. 4. Counterpart and Faxed Signatures. This Second Amendment may be executed in multiple counterparts, each of which shall be deemed a duplicate original, and all of which, taken together, shall constitute one and the same instrument. This Second Amendment may be executed and delivered by facsimile or email transmission and such facsimile or email transmission shall have the same effect as the delivery of original counterparts. THIS SECOND AMENDMENT is executed as of the date and year first above written. ATTEST: CITY OF SAN LUIS OBISPO By: Audrey Hooper, City Clerk Mayor David F. Romero APPROVED AS TO FORM: COSTCO By: Jonathan P. Lowell, City Attorney Its: -2- y Exhibit A 1. Limited to Auto Dealers Only. The financing program is limited to the new construction of auto dealerships (or additions to existing ones) in the LOVR sub-area, in light of the fiscal benefits of this type of development and the City's General Plan policy of encouraging auto dealers to locate in this area. 2. Financing for 60% of LOVR Sub-Area Fees Only. Only 60% of the LOVR sub-area fees payable with respect to any new or expanding auto dealership may be financed under this program; the balance of the sub-area fee and all other City fees are payable in the full amount due and at the time as set forth in the City's standard polices and procedures for assessing and collecting development impact fees. 3. Not a Fee Waiver: Full Amount Due. Sub-area fees are payable in the full amount due under the City's standard policies and procedures for assessing development impact fees. This is not a waiver of fee amounts,but a program to assist applicants in financing a portion(60%)of their sub-area fees. 4. Ten Year Financing. 60% of the LOVR sub-area fees payable with respect to any new or expanding auto dealership may be financed for up to ten years. At the owner's option, this may be amortized evenly over the ten year term; or based on a 25 year amortization schedule, with the remaining principal balance due and payable at the end of ten years or earlier due date under Sections 6 and 7 below. 5. Interest Rate. The interest rate on any amounts financed under this program during 2006 will be 5%. This represents the City's current yield on its investments. The interest rate will be subject to adjustment after 2006 for new applicants depending on market conditions at the time, as determined by the Director of Finance & Information Technology.. 6. Payment Due Dates. Debt service payments will be due annually from the date of the loan agreement, Failure to make payments within thirty days of the due date will constitute a breach of agreement, and may result, in the City's sole discretion, in calling the note and payment of the outstanding balance in full. The outstanding principal balance can be paid at any time without penalty. 7. Requirement for Early Payment in Full. The outstanding balance on the amount financed will be due and payable in full within 120 days after approval of plans and specifications, and authorization to solicit bids for LOUR interchange improvements. The City will provide program participants with ongoing reports on the status of design and with as much advance notice as reasonable about when plans and specifications are likely to be completed and submitted for approval. 8. Security and Appraisal. The amount financed will be secured by a note on the property. The note may in the form of a second trust deed or mortgage, provided that the total amount of debt between the fust and second trust deed does not exceed 90% of the property's value, subject to the same valuation basis documentation used by the institutional lender holding the first trust deed, which shall be made available for review by the City, or other methodology mutually acceptable to the City and the applicant. 9. Agreement with Property Owner. Agreements will be with the property owner; however, this debt may be transferred to new property owners. -3- '-/-7 Attachment 2 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Space Above For Recorder's Use Only LOVR SUB-AREA FEE FINANCING AGREEMENT THIS AGREEMENT is made and entered into on 2006, by and between the CITY OF SAN LUIS OBISPO, a charter city and municipal corporation of the State of California, herein referred to as "City," and herein referred to as "Owner." WITNESETH: Whereas, Owner desires to construct an auto dealership comprised of square feet located at (as reflected on Exhibit A hereto) in the City and County of San Luis Obispo, State of California (the "Project"); and Whereas, in connection with the development of the Project, Owner is required to pay Los Osos Valley Road Interchange Sub-Area Fees ("LOVR Sub-Area Fee"); and Whereas, the total amount of the LOVR Sub-Area Fee required to be paid in connection with the Project is $ , which amount would normally be payable in full at the time of building permit issuance; and Whereas, the City has determined that allowing auto dealership developers to finance the LOVR Sub-Area Fee through the City will facilitate the construction of such projects to the fiscal benefit of the City and assist in accomplishing the City's General Plan goal of encouraging auto dealers to locate in this area, and Whereas, the City is willing to administer the financing of Owner's LOVR Sub-Area Fee as set forth herein. NOW, THEREFORE, it is agreed as follows: 1. Limited to Auto Dealers Only, The financing program is limited to the new construction of auto dealerships (or additions to existing ones) in the LOVR sub-area, in light of the fiscal benefits of this type of development and the City's General Plan policy of encouraging auto dealers to locate in this area. Attachment 2 2. Financing for 60% of LOVR Sub-Area Fees Only. The City agrees to loan to Owner an amount not to exceed sixty percent (60%) of the total amount of LOVR Sub-Area Fees required to be paid in connection with the Project, as set forth in Exhibit B hereto. Only 60% of the LOVR Sub-Area Fee may be financed under this Agreement. The balance of the LOVR Sub-Area Fee and all other City fees are payable in the full amount due in the manner and at the time set forth in the City's standard polices and procedures for assessing and collecting development impact fees. 3. Not a Fee Waiver. LOVR Sub-area fees are payable in the full amount due under the City's standard policies and procedures for assessing development impact fees. This is not a waiver of LOVR Sub-Area Fee amounts, but a program to assist applicants in financing a portion (60%) of LOVR Sub-Area Fees. 4. Ten Year Financing. 60% of the LOVR Sub-Area.Fees may be financed for up to ten years. At the Owner's option, this may be amortized evenly over the ten year term; or based on a 25 year amortization schedule, with any remaining principal balance due and payable in full to the City at the end of ten years or earlier due date under Sections 6 and 7 below. Provided in Exhibit B hereto is the agreed upon amortization and debt service payment schedule. 5. Interest Rate. The interest rate on any amounts financed under this shall be_%. 6. Payment Due Dates. Debt service payments will be due annually from the date of the loan agreement, as set forth in Exhibit B hereto. Failure to make payments within thirty days of the due date will constitute a breach of agreement and may result, in the City's sole discretion, in calling the note and payment of the outstanding balance in full. The outstanding principal balance can be paid at any time without penalty. 7. Requirement for Early Payment in Full. Notwithstanding this Agreement, the amount financed will be due and payable in full within 120 days after approval of plans and specifications and authorization to solicit bids for LOVR interchange improvements. The City will provide Owner with ongoing reports on the status of design and with as much advance notice as reasonable regarding the date when plans and specifications are likely to be completed and submitted for approval. 8. Security and Appraisal. The amount financed will be secured by a note on the property. The note may be in the form of a second trust deed or mortgage, provided that the total amount of debt between the first and second trust deed does not exceed 90% of the property's value, subject to the same valuation basis documentation used by the institutional lender holding the trust deed, which shall be made available for review by the City, or other methodology mutually acceptable to the City and the applicant. 9. Agreement with Property Owner. Any and all agreements shall be between the property owner and the City. However, the debt incurred hereunder may be transferred to new property owners. -2 - y 9 -- Attachment 2. 10. Notices. Any notice or other communication hereunder shall be in writing and shall be given personally or by prepaid registered mail, with return receipt requested, addressed as follows: City: City Clerk City of San Luis Obispo 990 Palm Street San Luis Obispo, CA 93401 Owner: Each party may change the address to which notices to it are to be sent by the giving of notice to the other parties in accordance with the provisions of this Section. Notices shall be deemed delivered three days after being deposited into the U.S. mail. Hand-delivered notices are effective upon delivery. 11. Attorneys Fees. In the event any party hereto brings or commences litigation for a declaration of the rights of the parties under this Agreement, for injunctive relief, or for an alleged breach or default of this Agreement, or any other action arising out of this Agreement, the prevailing party in any such action shall be entitled to an award of reasonable attorneys'fees and any costs incurred in such action or proceeding, in addition to any other damages or relief awarded, regardless of whether such action proceeds to final judgment. 12. Entire Agreement; No Oral Modifications. This Agreement and the exhibits hereto constitute the final and complete agreement and supersede all prior correspondence, memoranda or agreements. This Agreement cannot be changed or modified other than by a written agreement executed by both parties. 13. Successors Bound. The provisions of this Agreement shall extend to,bind and inure to the benefit of the parties hereto and their respective personal representatives, heirs, successors and assigns. 14. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. 15. Counterparts. This Agreement may be executed in more than one counterpart, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. 16. Severability. If any term or provision of this Agreement shall, to any extent, be held invalid or unenforceable, the remaining terms and provisions of this Agreement shall not be affected thereby, but each remaining term and provision shall be valid and enforced to the fullest extent permitted by law. -3 - L/-/O Attachment 2 17. Captions. The captions of this Agreement are inserted solely for convenience of reference only and do not define, describe or limit the scope or intent of this Agreement or any term hereof. 18. Recordation. This Agreement shall be recorded in the office of the Recorder of the County of San Luis Obispo and shall constitute a covenant burdening Property until Owner has fulfilled all payment obligations under this Agreement. Promptly following such payment, City and Owner shall execute a release of this Agreement from the property for which the payment was made. THIS AGREEMENT is executed as of the date and year first above written. ATTEST: CITY OF SAN LUIS OBISPO By: City Clerk City Administrative Officer APPROVED AS TO FORM: OWNER By: City Attorney - Attachment 2 STATE OF CALIFORNIA ) ss. County of San Luis Obispo ) On 2006, before me, a notary public in and for said state, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) (is) (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature (This area for official notarial seal) STATE OF CALIFORNIA ) ss. County of San Luis Obispo ) On 2006, before me, a notary public in and for said state, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) (is) (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature (This area for official notarial seal)