HomeMy WebLinkAbout11-03 TCSD Resolution RESOLUTION NO. CSD 11-03
A RESOLUTION OF THE BOARD OF DIRECTORS OF
THE TEMECULA COMMUNITY SERVICES DISTRICT OF
THE CITY OF TEMECULA CONSENTING TO THE
ASSIGNMENT OF THE RIGHTS AND OBLIGATIONS OF
ASHBY USA, LLC, IN VARIOUS AGREEMENTS
RELATING TO THE RORIPAUGH RANCH PROJECT TO
RORIPAUGH VALLEY RESTORATION, LLC, AND
AUTHORIZING THE GENERAL MANAGER TO ENTER
INTO AMENDMENTS TO THESE AGREEMENTS TO
CONFIRM THE ASSIGNMENTS
THE BOARD OF DIRECTORS OF THE TEMECULA COMMUNITY SERVICES
DISTRICT OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. The Board of Directors does hereby find, determine and declare as
follows:
A. On November 26, 2002, the City Council approved the Roripaugh Ranch
Specific Plan (SP 11) which provides a specific plan for 804.7 acres in the north east
portion of Temecula. The Specific Plan provides for the development of: (1) a
maximum of 2,015 dwelling units (but is currently planned for 1,745); (2) 110,000
square feet of neighborhood commercial retail space; (3) a 12 acre elementary school
site; (4) a 20-acre middle school site; (5) a 19.7 acre sports park (Planning Area 27); (6)
a 5.1 acre neighborhood park (Planning Area 6); (7) a fire station site and fire station
(Planning Area 32); (8) 202.7 acres of natural open space, flood control improvements
to Santa Gertrudes Creek and Long Valley Wash; and (9) on-site and off-site public
infrastructure improvements ("Roripaugh Ranch Project"); and
B. On April 27, 2006, the Temecula Public Financing Authority issued
$51,250,000 Temecula Public Financing Authority Community Facilities District No. 03-
02 (Roripaugh Ranch), 2006 Special Tax Bonds ("Bonds"). The proceeds of the Bonds
will finance the construction of certain designated public improvements to mitigate
impacts of the Project; and
C. The Temecula Community Services District ("TCSD") entered into
agreements, described in Sections 2 and 3 of this Resolution, with the developer of the
Roripaugh Ranch Project, Ashby USA LLC ("Ashby USA"), in order to implement the
provisions of the Specific Plan and the Development Agreement and to provide for the
issuance of the Bonds and the acquisition of certain public improvements with the
proceeds of the Bonds; and
D. In August 2005 Ashby USA obtained a loan from AmTrust Bank secured,
in part, by a deed of trust on the Ashby USA properties in the Roripaugh Ranch Project;
and
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E. In December 2009 the Federal Deposit Insurance Corporation ("FDIC")
placed AmTrust Bank into receivership. In August 2010, the FDIC, in its capacity as
receiver for AmTrust Bank, assigned the Ashby USA loan to AmT CADC Venture, LLC
("AMT CADC'); and
F. In November 2010, AMT CADC filed a legal action against Ashby USA
and others in Riverside County Superior Court alleging that Ashby USA is in default of
its loan with AmTrust Bank. The lawsuit seeks judicial foreclosure of Ashby USA's
interests in the Roripaugh Ranch property and, among other causes of action, recovery
of certain additional pledges securing the loan (Riverside County Superior Court Case
No.RIC 10022621); and
G. AMT CADC notified the TCSD that it has reached an agreement with
Ashby USA in which Ashby USA's interest in the property in Roripaugh Ranch Project
and its interests in the land use entitlements and Bond agreements for the Project will
be conveyed to Roripaugh Valley Restoration, LLC, a limited liability company, in which
AMT CADC is the only member. In connection with this agreement, AMT CADC has
requested the TCSD to consent to the assignment of Ashby's rights and obligations in
the various agreements between them relating to the development of the Roripaugh
Ranch Project and the Bonds; and
H. The assignment of the rights and obligations of Ashby USA in the
agreements described in Sections 2 and 3 of this Resolution to Roripaugh Valley
Restoration, LLC, is in the best interests of the TCSD and will benefit the public and will
benefit the public and fulfill the purposes of the Development Agreement.
Section 2. The Board of Directors of The Temecula Community Services
District hereby consents to the assignment of the rights and obligations of Ashby USA,
LLC, to Roripaugh Valley Restoration, LLC, in the following agreement: Joint
Community Facilities Agreement — TCSD Temecula Public Financing Authority
Community Facilities District No. 03-02 (Roripaugh Ranch), dated as of January 1,
2005.
Section 3. The General Manager is hereby authorized and directed to consent
to the assignment of the rights and obligations of Ashby USA, LLC, to Roripaugh Valley
Restoration, LLC for such agreements other than those described in Sections 2 and 3 of
this Resolution as to which the TCSD and Ashby USA are parties and as may be
determined by the General Manager to require assignment to Roripaugh Valley
Restoration, LLC.
Section 4. The General Manager is hereby authorized and directed to enter
into� amendments to the agreements described in Sections 2 and Section 3 of this
Resolution on behalf of the City in order to document and implement the consents
approved by this Resolution. .
Section 5. The Secretary shall certify to the adoption of this Resolution.
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PASSED, APPROVED, AND ADOPTED by the Board of Directors of the Temecula
Community Services District of the City of Temecula this 26 day of April, 2011.
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' Jeff Comerchero, President
ATTEST:
Susa W. ones, MMC
terk/ ard Secr tary
[SEAL]
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss
CITY OF TEMECULA ) .
I, Susan W. Jones, MMC, City Clerk/Board Secretary of the Temecula Community
Services District of the City of Temecula, do hereby certify that the foregoing Resolution
No. CSD 11-03 was duly and regularly adopted by the Board of Directors of the Temecula
Community Services District of the City of Temecula at a meeting thereof held on the 26th
day of Arpil, 2011, by the following vote:
AYES: 4 BOARD MEMBERS: Edwards, Roberts, Washington,
Comerchero
NOES: 0 BOARD MEMBERS: None
ABSENT: 1 BOARD MEMBERS: Naggar
ABSTAIN: 0 BOARD MEMBERS: None
Sus n W. Jones, MMC
City CI rk/Board Secretary
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