Set forth below is an overlapping debt table showing the existing direct and overlapping bonded debt payable with respect to property within the District. This table has been prepared by California Municipal Statistics Inc. as of the date indicated, and is included for general information purposes only. The City has not reviewed the data for completeness or accuracy and makes no representations in connection therewith. In addition to bonded debt, property in the District is also subject to various other charges and special taxes, as detailed in the following table.
There can be no assurance that the Merchant Builders, their affiliates or any subsequent owner will not petition for the formation of other community facilities districts and improvement areas or for a special assessment district or districts and that parity special taxes or special assessments will not be levied by the County or some other public agency to finance additional public facilities; however, no other special districts are currently contemplated by the City or the Merchant Builders.
Private liens, such as deeds of trust securing loans obtained by the Developer, may be placed upon property in the District at any time. Under California law, the Special Taxes have priority over all existing and future private liens imposed on property subject to the lien of the Special Taxes.
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42 Table 7
City of Dublin
Community Facilities District No. 2023-1 (East Ranch)
Summary of Overlapping Debt
As of September 1, 2026
2026-27 Assessed Valuation: $518,458,999 (Excludes exempt parcels) DIRECT AND OVERLAPPING TAX AND ASSESSMENT DEBT: % Applicable Debt 9/1/26 Alameda County General Obligation Bonds 0.116% $508,563 Bay Area Rapid Transit District General Obligation Bonds 0.047 1,337,901 Chabot-Las Positas Community College District General Obligation Bonds 0.276 3,058,635 Dublin Unified School District General Obligation Bonds 2.019 14,921,122 City of Dublin Community Facilities District No. 2023-1 East Ranch 100.000 0 (1) TOTAL DIRECT AND OVERLAPPING TAX AND ASSESSMENT DEBT $19,826,221 OVERLAPPING GENERAL FUND DEBT:
Alameda County General Fund Obligations 0.116% $682,919 Dublin Unified School District General Fund Obligations 2.019% 469,294 City of Dublin General Fund Obligations 2.019% 308,527
TOTAL OVERLAPPING GENERAL FUND DEBT $1,460,740
COMBINED TOTAL DEBT $21,286,961 (2)
Ratios to 2026-27 Assessed Valuation:
Direct Debt ($0).............................................................................0.00% Total Direct and Overlapping Tax and Assessment Debt ..............3.82% Combined Total Debt .....................................................................4.11% ___________________________
(1) Excludes Bonds to be sold.
(2) Excludes tax and revenue anticipation notes, revenue, mortgage revenue and non-bonded capital lease obligations.
Source: California Municipal Statistics, Inc.
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43 Estimated Tax Burden on Single-Family Home
Price Point Study. To ascertain estimated effective tax rates for the 555 taxable parcels developing within the District, the City commissioned RCLCO to conduct a Price Point Study at the time of formation of the District in 2023 and then to provide an updated price point study in connection with the issuance of the Bonds. The Updated Price Point Study dated September 15, 2026 (the “Price Point Study”) evaluated residential pricing within the “Francis Ranch” development (i.e., the District). The study analyzed both homes sold to date and projected future sales across the development’s six residential neighborhoods and concluded that the combined ad valorem tax rate and CFD special tax burden is expected to average approximately 1.48% of home values, with individual neighborhoods ranging from 1.47% to 1.49%. Based on current and projected pricing, the study found that the total tax burden remains below the City’s 1.58% policy threshold for special tax financing, supporting the issuance of the Bonds. The Price Point Study should be reviewed in its entirety and is attached as “APPENDIX G – PRICE POINT STUDY.” Sample Tax Bill. Based on estimated sales prices for the homes shown in the Price Point Study, the projected overall tax burden for the homes planned for the District will range from approximately 1.46% to 1.49%, as shown in the following table compiled by Goodwin Consulting Group. This is an average and the projected overall tax burden for individual homes will vary from this average.
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44 Table 8
City of Dublin
Community Facilities District No. 2023-1 (East Ranch)
Projected Overall Tax Burden for Single-Family Residential Parcels Assumptions Tax Zone 1 Tax Zone 2 Tax Zone 3 Tax Zone 4 Tax Zone 5 Tax Zone 6 Average Sales Price(1) $3,192,965 $2,729,125 $2,621,785 $2,330,370 $1,861,467 $1,306,415 Homeowner's Exemption ($7,000) ($7,000) ($7,000) ($7,000) ($7,000) ($7,000) Net Assessed Value $3,185,965 $2,722,125 $2,614,785 $2,323,370 $1,854,467 $1,299,415 Ad Valorem Tax Rate(2) Rate
Countywide Tax 1.0000% $31,860 $27,221 $26,148 $23,234 $18,545 $12,994 County GO Bond 0.0084% $268 $229 $220 $195 $156 $109
School Unified 0.1524% $4,855 $4,149 $3,985 $3,541 $2,826 $1,980 School Comm Coll 0.0389% $1,239 $1,059 $1,017 $904 $721 $505 1-FLD ZN 7 State Wtr 0.0225% $717 $612 $588 $523 $417 $292 Bay Area Rapid Transit 0.0152% $484 $414 $397 $353 $282 $198 Total Ad Valorem Taxes 1.2374% $39,423 $33,684 $32,355 $28,749 $22,947 $16,079 Direct Charges(3)
Mosq Msr K 1982 $2 $2 $2 $2 $2 $2
VEC Cntrl Msr A 84 $6 $6 $6 $6 $6 $6
SFBRA Measure AA $12 $12 $12 $12 $12 $12
2019 DUSD Measure E $96 $96 $96 $96 $96 $96
Fallon VLG GHAD(4) $1,177 $959 $900 $699 $645 $495
Vector Cntrl Asmt(5) $7 $7 $7 $7 $7 $7
Mosquito Asmt 2008(5) $3 $3 $3 $3 $3 $3
Dublin Ranch ST LT $48 $48 $48 $48 $48 $48
CSA Paramedic(5) $41 $41 $41 $41 $41 $41
Paramedic Supplement (5) $10 $10 $10 $10 $10 $10
Haz Waste Program(5) $7 $7 $7 $7 $7 $7
East Bay Trail LLD(5) $5 $5 $5 $5 $5 $5
Dublin CFD No. 2023-1 -Services(6) $360 $360 $360 $360 $360 $360 Dublin CFD No. 2023-1 Facilities(6) $6,332 $4,979 $4,763 $4,059 $3,572 $2,165 Total Direct Charges $8,106 $6,535 $6,259 $5,355 $4,814 $3,256 Total Taxes and Direct Charges $47,529 $40,218 $38,615 $34,105 $27,761 $19,335 Percentage of Average Sales Price 1.49% 1.47% 1.47% 1.46% 1.49% 1.48% (1) Represents the average sales price as determined in the Price Point Study, as updated on September 15, 2026. (2) Based on the fiscal year 2025-26 ad valorem tax rates for the tax rate area within the CFD. Ad valorem tax rates are subject to change in future years.
(3) Based on the fiscal year 2025-26 charges identified on the Alameda County issued property tax bills. Charges subject to change in future years. Does not include the $530 DSRSD sewer service charge or the $536 garbage and recycling can charge, both of which are collected on the secured annual tax bill.
(4) Reflects the fiscal year 2026-27 assessment rates, per the GHAD administrator, Francisco & Associates. (5) Per DPFG tax rate analysis dated September 2, 2026. (6) Represents the maximum special tax rate for Developed Property for fiscal year 2027-28.
Sources: RCLCO; Alameda County Tax Collector's Office; City of Dublin; Goodwin Consulting Group, Inc.
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45 Special Tax Collections; No Teeter Plan
The following table sets forth the District's annual Special Tax levies since formation together with delinquency information as of August 31, 2026. Fiscal Year 2026-27 special tax delinquency information is not yet available.
It is not anticipated that the County’s “Teeter Plan” will be applicable to the Special Taxes levied in the District. The City will only receive the amount of Special Taxes actually collected by the County each year.
Table 9
City of Dublin
Community Facilities District No. 2023-1 (East Ranch)
Delinquency History
(as of August 31, 2026)
Fiscal
Year
Facilities
Tax Levy
Number
of Parcels
Delinquent
Amount
Delinquent
Percent
Delinquent
Date
Delinquent
2025-26 $419,645 2 $4,786 1.14% 8/31/26
___________________
Sources: Alameda County Tax Collector's Office; Goodwin Consulting Group, Inc.
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46 SPECIAL RISK FACTORS
The purchase of the Bonds described in this Official Statement involves a degree of risk that may not be appropriate for some investors. The following includes a discussion of some of the risks that should be considered before making an investment decision.
Limited Obligation of the City to Pay Debt Service
The City has no obligation to pay principal of and interest on the Bonds in the event Special Tax collections are delinquent, other than from amounts, if any, on deposit in the Reserve Fund or funds derived from the tax sale or foreclosure and sale of parcels on which levies of the Special Tax are delinquent, nor is the City obligated to advance funds to pay such debt service on the Bonds.
The Bonds are not general obligations of the City but are limited obligations of the City and the District payable solely from the proceeds of the Special Tax and certain funds held under the Fiscal Agent Agreement, including amounts deposited in the Reserve Fund and investment income thereon, and the proceeds, if any, from the sale of property in the event of a foreclosure. See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS.” Any tax for the payment of the Bonds will be limited to the Special Tax to be collected within the jurisdiction of the District.
Concentration of Ownership
Land in the District is currently highly concentrated, with the majority of taxable parcels owned by the Merchant Builders, the Arroyo Land Bank, and the KL Land Bank. Owners of property are not personally obligated to pay the Special Tax attributable to their property. Rather, the Special Tax is an obligation only against the parcel of property, secured by the amount which could be realized in a foreclosure proceeding against the property, and not by any promise of the owner to pay. If the value of the property is not sufficient, taking into account other obligations also constituting a lien against the property, the City, Fiscal Agent and owners of the Bonds have no recourse against the owner, such as filing a lawsuit to collect money.
Failure of the Merchant Builders or any future owner of significant property subject to the Special Taxes in the District to pay installments of Special Taxes when due could cause the depletion of the Reserve Fund prior to reimbursement from the resale of foreclosed property or payment of the delinquent Special Tax and, consequently, result in the delinquency rate reaching a level that would cause an insufficiency in collection of the Special Tax to meet the District’s obligations on the Bonds. For a description of the Merchant Builders, the Arroyo Land Bank and the KL Land Bank, see “OWNERSHIP OF PROPERTY WITHIN THE DISTRICT.” In that event, there could be a delay or failure in payments on the Bonds. See “– Bankruptcy and Foreclosure Delays” below and “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS – Delinquent Payments of Special Tax; Covenant for Superior Court Foreclosure.”
Appraised Values
The Appraisal summarized in APPENDIX B estimates the market value of certain taxable property within the District. This market value is merely the present opinion of the Appraiser, and is subject to the assumptions and limiting conditions stated in the Appraisal. The City has not sought the present opinion of any other appraiser of the value of the taxed parcels. A different present opinion of value might be rendered by a different appraiser.
The opinion of value relates to sale by a willing seller to a willing buyer as of the date of valuation, each having similar information and neither being forced by other circumstances to sell or Attachment 4
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47 to buy. Consequently, the opinion is of limited use in predicting the selling price at a foreclosure sale, because the sale is forced and the buyer may not have the benefit of full information.
In considering the estimates of value evidenced by the appraisal, it should be noted that the appraisal is based upon a number of standard and special assumptions which affect the estimates as to value, in addition to hypothetical conditions, as set forth in the Appraisal (see APPENDIX B hereto). The improvements to be financed by the Bonds were not in place as of the date of inspection; thus, the value estimate is subject to a hypothetical condition (of such improvements being in place)
In addition, the opinion is a present opinion. It is based upon present facts and circumstances. Differing facts and circumstances may lead to differing opinions of value. The appraised market value is not evidence of future value because future facts and circumstances may differ significantly from the present.
No assurance can be given that any of the appraised property in the District could be sold in a foreclosure for the estimated market value contained in the Appraisal. Such sale is the primary remedy available to Bond owners if that property should become delinquent in the payment of Special Taxes.
Property Values and Property Development
The value of Taxable Parcels within the District is a critical factor in determining the investment quality of the Bonds. If a property owner defaults in the payment of the Special Tax, the District’s only remedy is to foreclose on the delinquent property in an attempt to obtain funds with which to pay the delinquent Special Tax. Land development and land values could be adversely affected by economic and other factors beyond the City’s control, such as: a general economic downturn; adverse judgments in future litigation that could affect the scope, timing or viability of development; relocation of employers out of the area; stricter land use regulations; shortages of water, electricity, natural gas or other utilities; destruction of property caused by earthquake, flood or other natural disasters; environmental pollution or contamination.
The Appraisal information included as APPENDIX B sets forth certain assumptions of the Appraiser in estimating the market value of the property appraised within the District as of the date indicated. No assurance can be given that the land values are accurate if these assumptions are incorrect or that the values will not decline in the future if one or more events, such as natural disasters or adverse economic conditions, occur. See “– Appraised Values” above.
Neither the Underwriter nor the City has evaluated development risks. Since these are largely business risks of the type that property owners customarily evaluate individually, and inasmuch as changes in land ownership may well mean changes in the evaluation with respect to any particular parcel, the District is issuing the Bonds without regard to any such evaluation. Thus, the creation of the District and the issuance of the Bonds in no way implies that the District, the Underwriter, or the City has evaluated these risks or the reasonableness of these risks.
The following is a discussion of specific risk factors that could affect the timing or scope of property development in the District or the value of property in the District.
Land Development. Land values are influenced by the level of development in the area in many respects.
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48 First, undeveloped or partially developed land is generally less valuable than developed land and provides less security to the owners of the Bonds should it be necessary for the District to foreclose on undeveloped or partially developed property due to the nonpayment of Special Taxes.
Second, failure to complete development on a timely basis could adversely affect the land values of those parcels that have been completed. Lower land values would result in less security for the payment of principal of and interest on the Bonds and lower proceeds from any foreclosure sale necessitated by delinquencies in the payment of the Special Tax. See “VALUE OF PROPERTY WITHIN THE DISTRICT – Value to Special Tax Burden Ratios.” No assurance can be given that the proposed development within the District will be completed, and in assessing the investment quality of the Bonds, prospective purchasers should evaluate the risks of noncompletion.
The Merchant Builders provide no assurances to the City that the project will be developed or that sources of financing that will actually be available will be sufficient to complete the currently projected development. The Merchant Builders have no obligation to the City or to owners of the Bonds to complete the development project being undertaken by them in the District.
Risks of Real Estate Investment Generally. Continuing development of land within the District may be adversely affected by changes in general or local economic conditions, fluctuations in the real estate market, increased construction costs, development, financing and marketing capabilities of individual property owners, water or electricity shortages, and other similar factors.
Development in the District may also be affected by development in surrounding areas, which may compete with the District. In addition, land development operations are subject to comprehensive federal, state and local regulations, including environmental, land use, zoning and building requirements. There can be no assurance that proposed land development operations within the District will not be adversely affected by future government policies, including, but not limited to, governmental policies to restrict or control development, or future growth control initiatives. There can be no assurance that land development operations within the District will not be adversely affected by these risks.
Natural Disasters. The value of the parcels in the District in the future can be adversely affected by a variety of natural occurrences, particularly those that may affect infrastructure and other public improvements and private improvements on the parcels in the District and the continued habitability and enjoyment of such private improvements. For example, the areas in and surrounding the District, like those in much of California, may be subject to earthquakes or other unpredictable seismic activity, however, the District is not located in a seismic special studies zone.
Other natural disasters could include, without limitation, landslides, floods, droughts, wildfires or tornadoes. One or more natural disasters could occur and could result in damage to improvements of varying seriousness. Although the District is not in a high-risk area for landslides, floods, wildfires or tornadoes, natural disasters such as these are unpredictable and may occur anywhere throughout the State, with devastating consequences. The damage may entail significant repair or replacement costs and that repair or replacement may never occur either because of the cost, or because repair or replacement will not facilitate habitability or other use, or because other considerations preclude such repair or replacement. Under any of these circumstances there could be significant delinquencies in the payment of Special Taxes, and the value of the parcels may well depreciate.
Drought. California has been subject to droughts from time-to-time in the past. Although the City does not believe any future drought would impact development in the District, no assurances Attachment 4
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49 can be given in this regard. Dublin San Ramon Services District (DSRSD) provides water service to homes within the District, not the City.
Legal Requirements. Other events that may affect the value of a parcel include changes in the law or application of the law. Such changes may include, without limitation, local growth control initiatives, local utility connection moratoriums and local application of statewide tax and governmental spending limitation measures. Development in the District may also be adversely affected by the application of laws protecting endangered or threatened species.
Hazardous Substances. Any discovery of a hazardous substance detected on property within the District would affect the marketability and the value of some or all of the property in the District. In that event, the owners and operators of a parcel within the District may be required by law to remedy conditions of the parcel relating to releases or threatened releases of hazardous substances. The federal Comprehensive Environmental Response, Compensation and Liability Act of 1980, sometimes referred to as “CERCLA” or the “Superfund Act,” is the most well-known and widely applicable of these laws. California laws with regard to hazardous substances are also applicable to property within the District and are as stringent as the federal laws. Under many of these laws, the owner (or operator) is obligated to remedy a hazardous substance condition of property whether or not the owner (or operator) has anything to do with creating or handling the hazardous substance. The effect, therefore, should any of the parcels be contaminated by a hazardous substance is to reduce the marketability and value of the parcel by the costs of remedying the condition, because the purchaser, upon becoming owner, will become obligated to remedy the condition just as is the seller.
The values set forth in the Appraisal do not take into account the possible reduction in marketability and value of any of the parcels within the District by reason of the possible liability of the owner (or operator) for the remedy of a hazardous substance condition on a parcel. Although the City is not aware that the owner (or operator) of any of the property within the District has a current liability for a hazardous substance with respect to any of the parcels, it is possible that such liabilities do currently exist and that the City is not aware of them.
Further, it is possible that liabilities may arise in the future with respect to any of the parcels within the District resulting from the existence, currently, on the parcel of a substance presently classified as hazardous but which has not been released or the release of which is not presently threatened, or may arise in the future resulting from the existence, currently, on the parcel of a substance not presently classified as hazardous but which may in the future be so classified.
Further, such liabilities may arise not simply from the existence of a hazardous substance but from the method of handling it. All of these possibilities could significantly affect the value of a parcel within the District that is realizable upon a foreclosure sale.
Endangered and Threatened Species. It is illegal to harm or disturb any plants or animals in their habitat that have been listed as endangered species by the United States Fish & Wildlife Service under the Federal Endangered Species Act or by the California Fish & Game Commission under the California Endangered Species Act without a permit. Although the Developer believes that no federally listed endangered or threatened species would be affected by the proposed development within the District, other than any that are permitted by the entitlements already received (which allow for the impact of development and specify the mitigation required), the discovery of an endangered plant or animal could delay development of vacant property in the District or reduce the value of undeveloped property.
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50 Levy and Collection of Special Taxes
General. The principal source of payment of principal of and interest on the Bonds is the proceeds of the annual levy and collection of the Special Tax against property within the District.
Limitation on Maximum Special Tax Rate. The annual levy of the Special Tax is subject to the Maximum Annual Facilities Special Tax rate authorized in the Rate and Method. The levy cannot be made at a higher rate even if the failure to do so means that the estimated proceeds of the levy and collection of the Special Tax, together with other available funds, will not be sufficient to pay debt service on the Bonds.
In addition to the Maximum Annual Facilities Special Tax rate limitation in the Rate and Method, Section 53321(d) of the Act provides that the special tax levied against any parcel for which an occupancy permit for private residential use has been issued may not be increased as a consequence of delinquency or default by the owner of any other parcel within a community facilities district by more than 10% above the amount that would have been levied in such Fiscal Year had there never been any such delinquencies or defaults. In cases of significant delinquency, these factors may result in defaults in the payment of principal of and interest on the Bonds.
No Relationship Between Property Value and Special Tax Levy. Because the Rate and Method is not based on property value, the levy of the Special Tax will rarely, if ever, result in a uniform relationship between the value of particular parcels of Taxable Property and the amount of the levy of the Special Tax against those parcels. Thus, there will rarely, if ever, be a uniform relationship between the value of the parcels of Taxable Property and their proportionate share of debt service on the Bonds, and certainly not a direct relationship.
Factors that Could Lead to Special Tax Deficiencies. The following are some of the factors that might cause the levy of the Special Tax on any particular parcel of Taxable Property to vary from the Special Tax that might otherwise be expected:
Transfers to Governmental Entities. The number of parcels of Taxable Property could be reduced through the acquisition of Taxable Property by a governmental entity and failure of the government to pay the Special Tax based upon a claim of exemption or, in the case of the federal government or an agency thereof, immunity from taxation, thereby resulting in an increased tax burden on the remaining taxed parcels.
Property Tax Delinquencies. Failure of the owners of Taxable Property to pay property taxes (and, consequently, the Special Tax), or delays in the collection of or inability to collect the Special Tax by tax sale or foreclosure and sale of the delinquent parcels, could result in a deficiency in the collection of Special Tax revenues. See “– Tax Delinquencies” below.
Delays Following Special Tax Delinquencies and Foreclosure Sales. The Fiscal Agent Agreement generally provides that the Special Tax is to be collected in the same manner as ordinary ad valorem property taxes are collected and, except as provided in the special covenant for foreclosure described in “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS – Delinquent Payments of Special Tax; Covenant for Superior Court Foreclosure” and in the Act, is subject to the same penalties and the same procedure, sale and lien priority in case of delinquency as is provided for ordinary ad valorem property taxes. Under these procedures, if taxes are unpaid for a period of five years or more, the property is deeded to the State and then is subject to sale by the County.
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51 If sales or foreclosures of property are necessary, there could be a delay in payments to owners of the Bonds pending such sales or the prosecution of foreclosure proceedings and receipt by the City of the proceeds of sale if the Reserve Fund is depleted. See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS – Delinquent Payments of Special Tax; Covenant for Superior Court Foreclosure.”
The ability of the City to collect interest and penalties specified by State law and to foreclose against properties having delinquent Special Tax installments may be limited in certain respects with regard to properties in which the Federal Deposit Insurance Corporation (the “FDIC”) has or obtains an interest. The FDIC would obtain such an interest by taking over a financial institution that has made a loan that is secured by property within the District. See “ – FDIC/Federal Government Interests in Properties” below.
Other laws generally affecting creditors’ rights or relating to judicial foreclosure may affect the ability to enforce payment of Special Taxes or the timing of enforcement of Special Taxes. For example, the Soldiers and Sailors Civil Relief Act of 1940 affords protections such as a stay in enforcement of the foreclosure covenant, a six-month period after termination of military service to redeem property sold to enforce the collection of a tax or assessment and a limitation on the interest rate on the delinquent tax or assessment to persons in military service if the court concludes the ability to pay such taxes or assessments is materially affected by reason of such service.
FDIC/Federal Government Interests in Properties
General. The ability of the District to foreclose the lien of delinquent unpaid Special Tax installments may be limited with regard to properties in which the FDIC, the Drug Enforcement Agency, the Internal Revenue Service, or other federal agency has or obtains an interest.
Federal courts have held that, based on the supremacy clause of the United States Constitution, in the absence of Congressional intent to the contrary, a state or local agency cannot foreclose to collect delinquent taxes or assessments if foreclosure would impair the federal government interest.
The supremacy clause of the United States Constitution reads as follows: “This Constitution, and the Laws of the United States which shall be made in Pursuance thereof; and all Treaties made, or which shall be made, under the Authority of the United States, shall be the supreme Law of the Land; and the Judges in every State shall be bound thereby, any Thing in the Constitution or Laws of any State to the contrary notwithstanding.”
This means that, unless Congress has otherwise provided, if a federal governmental entity owns a parcel that is subject to Special Taxes within the District but does not pay taxes and assessments levied on the parcel (including Special Taxes), the applicable state and local governments cannot foreclose on the parcel to collect the delinquent taxes and assessments.
Moreover, unless Congress has otherwise provided, if the federal government has a mortgage interest in the parcel and the District wishes to foreclose on the parcel as a result of delinquent Special Taxes, the property cannot be sold at a foreclosure sale unless it can be sold for an amount sufficient to pay delinquent taxes and assessments on parity with the Special Taxes and preserve the federal government’s mortgage interest. In Rust v. Johnson (9th Circuit; 1979) 597 F.2d 174, the United States Court of Appeal, Ninth Circuit held that the Federal National Mortgage Association (“FNMA”) is a federal instrumentality for purposes of this doctrine, and not a private Attachment 4
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52 entity, and that, as a result, an exercise of state power over a mortgage interest held by FNMA constitutes an exercise of state power over property of the United States.
Bankruptcy and Foreclosure Delays
The payment of the Special Tax and the ability of the District to foreclose the lien of a delinquent unpaid tax, as discussed in “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS – Delinquent Payments of Special Tax; Covenant for Superior Court Foreclosure,” may be limited by bankruptcy, insolvency or other laws generally affecting creditors’ rights or by the laws of the State of California relating to judicial foreclosure. The various legal opinions to be delivered concurrently with the delivery of the Bonds (including Bond Counsel’s approving legal opinion) will be qualified as to the enforceability of the various legal instruments by bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights, by the application of equitable principles and by the exercise of judicial discretion in appropriate cases.
Although bankruptcy proceedings would not cause the Special Taxes to become extinguished, bankruptcy of a property owner could result in a delay in prosecuting superior court foreclosure proceedings and could result in the possibility of delinquent Special Tax installments not being paid in full. Such a delay would increase the likelihood of a delay or default in payment of the principal of and interest on the Bonds. To the extent that property in the District continues to be owned by a limited number of property owners, the chances are increased that the Reserve Fund established for the Bonds could be fully depleted during any such delay in obtaining payment of delinquent Special Taxes. As a result, sufficient moneys would not be available in the Reserve Fund for transfer to the Bond Fund to make up shortfalls resulting from delinquent payments of the Special Tax and thereby to pay principal of and interest on the Bonds on a timely basis.
To the extent that bankruptcy or similar proceedings were to involve a large property owner, the chances would increase the likelihood that the Reserve Fund could be fully depleted during any resulting delay in receiving payment of delinquent Special Taxes. As a result, sufficient moneys would not be available in the Reserve Fund for transfer to the Bond Fund to make up any shortfalls resulting from delinquent payments of the Special Tax and thereby to pay principal of and interest on the Bonds on a timely basis.
On July 30, 1992, the United States Court of Appeals for the Ninth Circuit issued its opinion in a bankruptcy case entitled In re Glasply Marine Industries. In that case, the court held that ad valorem property taxes levied by Snohomish County in the State of Washington after the date that the property owner filed a petition for bankruptcy were not entitled to priority over a secured creditor with a prior lien on that property. The court upheld the priority of unpaid ad valorem taxes imposed before the bankruptcy petition (the “pre-petition taxes”), but unpaid taxes imposed after the filing of the bankruptcy petition (“post-petition taxes”) were declared to be unsecured “administrative expenses” of the bankruptcy estate, and were therefore held to be payable from the bankruptcy estate only after payment of all secured creditors. As a result, the secured creditor of the property was able to foreclose on the property and retain all of the proceeds of the sale except for the amount of the pre-petition taxes.
According to the court’s ruling, as administrative expenses, post-petition taxes would have to be paid, but only if the debtor had sufficient assets not subject to other perfected security interests to do so. In certain circumstances, payment of such administrative expenses may also be allowed to be deferred. Once the property is transferred out of the bankruptcy estate (through foreclosure or otherwise) it would at that time again become subject to and would secure liens for then current and future ad valorem taxes.
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53 Glasply was controlling precedent on bankruptcy courts in the State of California for several years subsequent to the date of the Ninth Circuit’s holding. Pursuant to state law, the lien date for general ad valorem property taxes levied in the State of California is the January 1 preceding the fiscal year for which the taxes are levied. Under the Glasply holding, a bankruptcy petition filing would have prevented the lien for general ad valorem property taxes levied in fiscal years subsequent to the filing of a bankruptcy petition from attaching and becoming a lien so long as the property was a part of the estate in bankruptcy. However, the Glasply holding was for the most part subsequently rendered inoperative with respect to the imposition of a lien for and the collection of ad valorem taxes by amendments to the federal Bankruptcy Code (Title 11 U.S.C.) which were part of the Bankruptcy Reform Act of 1994 (the “Bankruptcy Reform Act”) passed by Congress during the later part of 1994. The Bankruptcy Reform Act added a provision to the automatic stay section of the Bankruptcy Code which, pursuant to Section 362(b)(18) thereof, excepts from the Bankruptcy Code’s automatic stay provisions, “the creation of a statutory lien for an ad valorem property tax imposed by . . . a political subdivision of a state, if such tax comes due after the filing of the petition” by a debtor in bankruptcy court. The effect of this provision is to continue the secured interest of ad valorem taxes on real property (i.e., post-petition taxes) in effect during the period following the filing of a bankruptcy petition, including during the period bankruptcy proceedings are pending.
Without further clarification by the courts or Congress, the original rationale of the Glasply holding could, however, still result in the treatment of post-petition special taxes as “administrative expenses,” rather than as tax liens secured by real property, at least during the pendency of bankruptcy proceedings. This treatment might result from the fact that, although the lien of special taxes is of record from the date of the filing of a Notice of Special Tax Lien, the actual special tax is levied annually. As noted above, special taxes have a different lien date than the lien date for general ad valorem taxes in the State of California noted above. The lien of a Mello-Roos special tax attaches upon recordation of the notice of the special tax lien, as provided for in Section 53328.3 of the Act, as opposed to the annual January 1 lien date for general ad valorem taxes. Thus, in deciding whether the original Glasply ruling is applicable to a bankruptcy proceeding involving special taxes rather than general ad valorem property taxes, a court might consider the differences in the statutory provisions for creation of the applicable tax lien (general ad valorem or special tax) in determining whether there is a basis for post petition special taxes to be entitled to a lien on the property during pending bankruptcy proceedings. If a court were to apply Glasply to eliminate the priority of the special tax lien as a secured claim against property with respect to post-petition levies of the Special Taxes made against property owners within the District who file for bankruptcy, collections of the Special Taxes from such property owners could be reduced as the result of being treated as “administrative expenses” of the bankruptcy estate. Also, and most importantly, is the fact that the original holding in Glasply and the mitigation of that holding by the Bankruptcy Reform Act of 1994 both appear to be applicable only to general ad valorem taxes, and, therefore, the exemption from the automatic stay in Section 362(b)(18) discussed above may not be applicable to special taxes since they were not expressly mentioned or provided for in this section, nor defined to be included within the term “ad valorem taxes.”
Parity Taxes and Special Assessments; Private Debt
The City, the County and certain other public agencies are authorized by the Act to form other community facilities districts and improvement areas and, under other provisions of State law, to form special assessment districts, either or both of which could include all or a portion of the land within the District.
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54 Property in the District is currently subject to certain overlapping tax and assessment liens, as shown in the overlapping debt statement. Property in the District is also subject to special taxes and other direct charges as shown in the illustrative tax bill included in this Official Statement. See “VALUE OF PROPERTY WITHIN THE DISTRICT – Estimated Tax Burden on Single Family Home.” In addition, other governmental obligations may be authorized and undertaken or issued in the future, the tax, assessment or charge for which may become an obligation of one or more of the parcels of taxable property and may be secured by a lien on a parity with the lien of the Special Tax securing the Bonds. The principal of and interest on the Bonds are payable from the Special Tax authorized to be collected within the District, and payment of the Special Tax is secured by a lien on certain real property within the District. Such lien is co-equal to and independent of the lien for general taxes and any other liens imposed under the Act, regardless of when they are imposed on the property in the District. The imposition of additional special taxes, assessments and general property taxes will increase the amount of independent and co-equal liens which must be satisfied in foreclosure if unpaid. The City, the County and certain other public agencies are authorized by the Act to form other community facilities districts and improvement areas and, under other provisions of State law, to form special assessment districts, either or both of which could include all or a portion of the land within the District. Although the Special Taxes will generally have priority over non-governmental liens on a parcel of taxable property, regardless of whether the nongovernmental liens were in existence at the time of the levy of the Special Tax or not, this result may not apply in the case of bankruptcy. See “– Bankruptcy and Foreclosure Delays” above.
There can be no assurance that property owners within the District will not petition for the formation of other community facilities districts and improvement areas or for a special assessment district or districts and that parity special taxes or special assessments will not be levied by the County or some other public agency to finance additional public facilities. Property owners may also elect to finance improvements to their homes through Property Assessed Clean Energy (PACE) financings, which are secured by assessment district liens. In addition to liens for special taxes or assessments to finance public improvements of benefit to land within the District, owners of property may obtain loans from banks or other private sources which loans may be secured by a lien on the parcels in the District. Such loans would increase amounts owed by the owner of such parcel with respect to development of its property in the District. However, the lien of such loans would be subordinate to the lien of the Special Taxes.
Tax Delinquencies
Under provisions of the Act, the Special Taxes will be billed to the properties within the District on the regular property tax bills sent to owners of such properties. Such Special Tax installments are due and payable, and bear the same penalties and interest for nonpayment, as do regular property tax installments. Special Tax installment payments cannot be made separately from property tax payments. Therefore, the unwillingness or inability of a property owner to pay regular property tax bills as evidenced by property tax delinquencies may also indicate an unwillingness or inability to make regular property tax payments and Special Tax payments in the future.
The annual Special Tax will be billed and collected in two installments payable without penalty by December 10 and April 10. In the event such Special Taxes are not timely paid, moneys available to pay debt service on the Bonds becoming due on the subsequent respective March 1 and September 1 may be insufficient, except to the extent moneys are available in the Reserve Fund.
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55 In the event of non-payment of Special Taxes, funds in the Reserve Fund, if available, may be used to pay principal of and interest on the Bonds. If funds in the Reserve Fund for the Bonds are depleted, the funds can be replenished from the proceeds of the levy and collection of the Special Tax that are in excess of the amount required to pay all amounts to be paid to the Bond holders pursuant to the Fiscal Agent Agreement. However, no replenishment from the proceeds of a Special Tax levy can occur as long as the proceeds that are collected from the levy of the Special Tax against property within the District at the maximum Special Tax rates, together with other available funds, remains insufficient to pay all such amounts. Thus it is possible that the Reserve Fund will be depleted and not be replenished by the levy of the Special Tax.
See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS – Delinquent Payments of Special Tax; Covenant for Superior Court Foreclosure” for a discussion of the provisions which apply, and procedures which the City is obligated to follow, in the event of delinquency in the payment of Special Taxes. See also “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS – Special Tax Methodology” for a discussion of a limitation imposed by the Act applicable to Special Tax increases on residential property.
No Acceleration Provisions
The Bonds do not contain a provision allowing for the acceleration of the Bonds in the event of a payment default or other default under the terms of the Bonds or the Fiscal Agent Agreement.
Under the Fiscal Agent Agreement, a Bond holder is given the right for the equal benefit and protection of all Bond holders similarly situated to pursue certain remedies. So long as the Bonds are in book-entry form, DTC will be the sole Bond holder and will be entitled to exercise all rights and remedies of Bond holders.
Ballot Initiatives
From time to time, initiative measures qualify for the State ballot pursuant to the State’s constitutional initiative process, and those measures could be adopted by California voters. The adoption of any such initiative might place limitations on the ability of the State, the City, the County or other local districts to increase revenues or to increase appropriations or on the ability of the landowners to complete the development of the District. See “– Property Values and Property Development – Land Development” above. See also “– Voter Initiatives” below.
Voter Initiatives
Under the California Constitution, the power of initiative is reserved to the voters for the purpose of enacting statutes and constitutional amendments. Since 1978, the voters have exercised this power through the adoption of Proposition 13 and similar measures, including Proposition 218, which was approved in the general election held on November 5, 1996, and Proposition 26, which was approved on November 2, 2010.
Any such initiative may affect the collection of fees, taxes and other types of revenue by local agencies such as the District. Subject to overriding federal constitutional principles, such collection may be materially and adversely affected by voter-approved initiatives, possibly to the extent of creating cash-flow problems in the payment of outstanding obligations such as the Bonds.
Proposition 218—Voter Approval for Local Government Taxes—Limitation on Fees, Assessments, and Charges—Initiative Constitutional Amendment, added Articles XIIIC and XIIID to Attachment 4
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56 the California Constitution, imposing certain vote requirements and other limitations on the imposition of new or increased taxes, assessments and property-related fees and charges.
On November 2, 2010, California voters approved Proposition 26, entitled the “Supermajority Vote to Pass New Taxes and Fees Act”. Section 1 of Proposition 26 declares that Proposition 26 is intended to limit the ability of the State Legislature and local government to circumvent existing restrictions on increasing taxes by defining the new or expanded taxes as “fees.” Proposition 26 amended Articles XIIIA and XIIIC of the State Constitution. The amendments to Article XIIIA limit the ability of the State Legislature to impose higher taxes (as defined in Proposition 26) without a twothirds vote of the Legislature. Article XIIIC requires that all new local taxes be submitted to the electorate before they become effective. Taxes for general governmental purposes require a majority vote and taxes for specific purposes (“special taxes”) require a two-thirds vote.
The Special Taxes and the issuance of special tax bonds of the District were each authorized by not less than a two-thirds vote of the landowners within the District who constituted the qualified electors at the time of such voted authorization. The District believes, therefore, that issuance of the Bonds does not require the conduct of further proceedings under the Mello-Roos Act, Proposition 218 or Proposition 26.
Like their antecedents, Proposition 218 and Proposition 26 have undergone judicial and legislative scrutiny since their adoption dates. In addition, in the future, certain provisions of Proposition 218 and Proposition 26 may be examined by the courts under both State and federal constitutional law, the outcome of which cannot be predicted.
Pandemic Diseases
In recent years, public health authorities have warned of threats posed by outbreaks of disease and other public health threats. Pandemic diseases arising in the future could have significant adverse health and financial impacts throughout the world, leading to loss of jobs and personal financial hardships, and/or actions by federal, State and local governmental authorities to contain or mitigate the effects of an outbreak.
Taxpayer assistance measures may include deferral of due dates of property taxes, which was an assistance program during the COVID-19 pandemic, and with or without a deferral some taxpayers may be unable to make their property and Special Tax payments. No assurance can be given that the property tax payment dates will not be deferred in the future, which may cause a delay in the receipt of Special Taxes. In addition, home values may be affected by a reduction in demand stemming from personal finances, or general widespread economic circumstances resulting from pandemic diseases.
Cyber Security
The City, like many other public and private entities, relies on computer and other digital networks and systems to conduct its operations. As a recipient and provider of personal, private or other sensitive electronic information, the City is potentially subject to multiple cyber threats, including without limitation hacking, viruses, ransomware, malware and other attacks. No assurance can be given that the City’s efforts to manage cyber threats and attacks will be successful in all cases, or that any such attack will not materially impact the operations or finances of the City or the District, or the administration of the Bonds. The City is also reliant on other entities and service providers in connection with the administration of the Bonds, including without limitation the County tax collector for the levy and collection of Special Taxes, the Fiscal Agent, and the dissemination Attachment 4
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57 agent. No assurance can be given that the City, the District and these other entities will not be affected by cyber threats and attacks in a manner that may affect the Bond owners.
Potential Early Redemption of Bonds from Prepayments
Property owners within the District, including the Developer and individual homeowners, are permitted to prepay their Special Tax obligation at any time. Such prepayments could also be made from the proceeds of bonds issued by or on behalf of an overlapping special assessment district or community facilities district. Such prepayments will result in a redemption of the Bonds on the interest payment date for which timely notice may be given under the Fiscal Agent Agreement following the receipt of the prepayment. The resulting redemption of Bonds that were purchased at a price greater than par could reduce the otherwise expected yield on such Bonds.
CONSTITUTIONAL LIMITATIONS ON TAXATION AND APPROPRIATIONS Article XIIIA of the California Constitution, commonly known as “Proposition 13,” provides that each county will levy the maximum ad valorem property tax permitted by Proposition 13 and will distribute the proceeds to local agencies in accordance with an allocation formula based in part on pre-Proposition 13 ad valorem property tax rates levied by local agencies.
Article XIIIA limits the maximum ad valorem tax on real property to 1% of “full cash value,” which is defined as the County Assessor’s valuation of real property as shown on the 1975-76 tax bill under full cash value, or, thereafter, the appraised value of real property when purchased, newly constructed, or a change in ownership has occurred after the 1975 assessment. The full cash value may be adjusted annually to reflect increases of no more than 2% per year or decreases in the consumer price index or comparable local data, or declining property value caused by damage, destruction or other factors.
Article XIIIA exempts from the 1% tax limitation any taxes to repay indebtedness approved by the voters prior to July 1, 1978, and requires a vote of two-thirds of the qualified electorate to impose Special Taxes or any additional ad valorem, sales, or transaction taxes on real property. In addition, Article XIIIA requires the approval of two-thirds of all members of the State Legislature to change any State laws resulting in increased tax revenues. On June 3, 1986, California voters approved an amendment to Article XIIIA of the California Constitution to allow local governments and school districts to raise their property tax rates above the constitutionally mandated 1% ceiling for the purpose of paying off certain new general obligation debt issued for the acquisition or improvement of real property and approved by two-thirds of the votes cast by the qualified electorate.
If any such voter-approved debt is issued, it may be on a parity with the lien of the Special Tax on the parcels within the District.
State and local government agencies in the State, and the State itself are subject to annual appropriation limits, imposed by Article XIIIB of the State Constitution. Article XIIIB prohibits government agencies and the State from spending “appropriations subject to limitation” in excess of the appropriations limits imposed. “Appropriations subject to limitation” are authorizations to spend “proceeds of taxes,” which consist of tax revenues, certain state subventions and certain other funds, including proceeds from regulatory licenses, user charges or other fees to the extent that such proceeds exceed the cost reasonably borne by such entity in providing the regulation, product or service. No limit is imposed on appropriations of funds which are not “proceeds of taxes” such as debt service on indebtedness existing or authorized before January 1, 1979, or subsequently Attachment 4
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58 authorized by the voters, appropriations required to comply with mandates of courts or the federal government, reasonable user charges or fees and certain other non-tax funds.
Articles XIIIC and Article XIIID similarly involve limitations on the ability of the State and local governments to impose taxes, fees and charges. See “SPECIAL RISK FACTORS – Voter Initiatives.”
CONTINUING DISCLOSURE
The City
The City has covenanted for the benefit of owners of the Bonds to provide certain financial information and operating data relating to the District by not later than nine months after the end of the City’s fiscal year (presently June 30) in each year (the “City Annual Report”) commencing with its report for the 2025-26 fiscal year (due April 1, 2027) and to provide notices of the occurrence of certain enumerated events.
The City Annual Report and notices of listed events will be filed with the Municipal Securities Rulemaking Board. The covenants of the City have been made in order to assist the Underwriter in complying with Securities Exchange Commission Rule 15c2-12(b)(5) (the “Rule”). The specific nature of the information to be contained in the Annual Report or the notices of listed events by the City is summarized in “APPENDIX E – FORM OF CONTINUING DISCLOSURE UNDERTAKINGS.” The City and its related entity, the Dublin Financing Authority, have previously entered into continuing disclosure undertakings under the Rule. During the past five years, the City and the Dublin Financing Authority, as applicable, have complied with their continuing disclosure obligations with respect to their bond issuances.
The City has retained Goodwin Consulting Group Inc., as dissemination agent, in connection with entering into its undertaking under the Rule related to the Bonds.
Trumark
Trumark has also covenanted for the benefit of owners of the Bonds to provide certain financial information and operating data relating to the property it or its affiliates own, or have under option to acquire from the Arroyo Land Bank, in the District by not later than April 1st and October 1st of each year, beginning with the report due April 1, 2027 (the “Developer Periodic Reports”) and to provide notices of the occurrence of certain enumerated events. Trumark’s continuing disclosure obligations shall terminate at such time as Trumark owns (or is under option to own) less than 76 taxable parcels in the District or such time as property in the District owned by (or under option to) Trumark is responsible for less than 20% of the Special Tax levy. The obligation ends upon the earlier of (1) Trumark is responsible for less than 20% of the special tax obligation and (2) Trumark owns less than 76 lots/homes.
Trumark’s Northern California Division will be responsible for complying with Trumark’s developer continuing disclosure requirements. Trumark’s Northern California Division has not been subject to any continuing disclosure obligations in the past five years. This is the first known continuing disclosure undertaking by Trumark’s Northern California Division.
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59 UNDERWRITING
The Bonds were purchased through negotiation by Piper Sandler & Co., as underwriter (the “Underwriter”). The Underwriter agreed to purchase the Bonds at a price of $_____________ (which is equal to the par amount of the Bonds, plus/less an original issue premium/discount of $_____________ and less the Underwriter’s discount of $_____________). The initial public offering prices set forth on the cover page hereof may be changed by the Underwriter. The Underwriter may offer and sell the Bonds to certain dealers and others at a price lower than the public offering prices set forth on the cover page hereof.
MUNICIPAL ADVISOR
The City has retained Fieldman, Rolapp & Associates, Inc., as registered municipal advisor (the “Municipal Advisor”) in connection with the issuance of the Bonds. The Municipal Advisor is not obligated to undertake, and has not undertaken to make, an independent verification or assume responsibility for the accuracy, completeness, or fairness of the information contained in this Official Statement. The fees of the Municipal Advisor are contingent upon the sale and delivery of the Bonds.
LEGAL OPINION
The validity of the Bonds and certain other legal matters are subject to the approving opinion of Jones Hall LLP, as Bond Counsel. A complete copy of the proposed form of Bond Counsel opinion is contained in APPENDIX D to this Official Statement, and the final opinion will be made available to registered owners of the Bonds at the time of delivery. The fees of Bond Counsel are contingent upon the sale and delivery of the Bonds.
TAX MATTERS
Federal Tax Status. In the opinion of Jones Hall LLP, as Bond Counsel, subject, however to the qualifications set forth below, under existing law, the interest on the Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax. Interest on the Bonds may be subject to the corporate alternative minimum tax.
The opinions set forth in the preceding paragraph are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended (the “Tax Code”) relating to the exclusion from gross income for federal income tax purposes of interest on obligations such as the Bonds. The City has made certain representations and covenants in order to comply with each such requirement. Inaccuracy of those representations, or failure to comply with certain of those covenants, may cause the inclusion of such interest in gross income for federal income tax purposes, which may be retroactive to the date of issuance of the Bonds.
Tax Treatment of Original Issue Discount and Premium. If the initial offering price to the public at which a Bond is sold is less than the amount payable at maturity thereof, then such difference constitutes “original issue discount” for purposes of federal income taxes and State of California personal income taxes. If the initial offering price to the public at which a Bond is sold is greater than the amount payable at maturity thereof, then such difference constitutes “original issue premium” for purposes of federal income taxes and State of California personal income taxes. De minimis original issue discount and original issue premium are disregarded.
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60 Under the Tax Code, original issue discount is treated as interest excluded from federal gross income and exempt from State of California personal income taxes to the extent properly allocable to each owner thereof subject to the limitations described in the first paragraph of this section. The original issue discount accrues over the term to maturity of the Bond on the basis of a constant interest rate compounded on each interest or principal payment date (with straight-line interpolations between compounding dates). The amount of original issue discount accruing during each period is added to the adjusted basis of such Bonds to determine taxable gain upon disposition (including sale, redemption, or payment on maturity) of such Bond. The Tax Code contains certain provisions relating to the accrual of original issue discount in the case of purchasers of the Bonds who purchase the Bonds after the initial offering of a substantial amount of such maturity. Owners of such Bonds should consult their own tax advisors with respect to the tax consequences of ownership of Bonds with original issue discount, including the treatment of purchasers who do not purchase in the original offering, the allowance of a deduction for any loss on a sale or other disposition, and the treatment of accrued original issue discount on such Bonds under federal individual alternative minimum taxes.
Under the Tax Code, original issue premium is amortized on an annual basis over the term of the Bond (said term being the shorter of the Bond’s maturity date or its call date). The amount of original issue premium amortized each year reduces the adjusted basis of the owner of the Bond for purposes of determining taxable gain or loss upon disposition. The amount of original issue premium on a Bond is amortized each year over the term to maturity of the Bond on the basis of a constant interest rate compounded on each interest or principal payment date (with straight-line interpolations between compounding dates). Amortized Bond premium is not deductible for federal income tax purposes. Owners of premium Bonds, including purchasers who do not purchase in the original offering, should consult their own tax advisors with respect to State of California personal income tax and federal income tax consequences of owning such Bonds.
California Tax Status. In the further opinion of Bond Counsel, interest on the Bonds is exempt from California personal income taxes.
Other Tax Considerations. Current and future legislative proposals, if enacted into law, clarification of the Tax Code or court decisions may cause interest on the Bonds to be subject, directly or indirectly, to federal income taxation or to be subject to or exempted from state income taxation, or otherwise prevent beneficial owners from realizing the full current benefit of the tax status of such interest. The introduction or enactment of any such legislative proposals, clarification of the Tax Code or court decisions may also affect the market price for, or marketability of, the Bonds. It cannot be predicted whether or in what form any such proposal might be enacted or whether, if enacted, such legislation would apply to bonds issued prior to enactment.
The opinions expressed by Bond Counsel are based upon existing legislation and regulations as interpreted by relevant judicial and regulatory authorities as of the date of such opinion, and Bond Counsel has expressed no opinion with respect to any proposed legislation or as to the tax treatment of interest on the Bonds, or as to the consequences of owning or receiving interest on the Bonds, as of any future date. Prospective purchasers of the Bonds should consult their own tax advisors regarding any pending or proposed federal or state tax legislation, regulations or litigation, as to which Bond Counsel expresses no opinion.
Owners of the Bonds should also be aware that the ownership or disposition of, or the accrual or receipt of interest on, the Bonds may have federal or state tax consequences other than as described above. Other than as expressly described above, Bond Counsel expresses no opinion Attachment 4
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61 regarding other federal or state tax consequences arising with respect to the Bonds, the ownership, sale or disposition of the Bonds, or the amount, accrual or receipt of interest on the Bonds.
NO RATINGS
The City has not applied to a rating agency for the assignment of a rating to the Bonds and does not contemplate applying for a rating.
NO LITIGATION
At the time of delivery of and payment for the Bonds, the City Attorney will deliver his opinion that to the best of its knowledge there is no action, suit, proceeding, inquiry or investigation at law or in equity before or by any court or regulatory agency pending against the City affecting its existence or the titles of its officers to office or seeking to restrain or to enjoin the issuance, sale or delivery of the Bonds, the application of the proceeds thereof in accordance with the Fiscal Agent Agreement, or the collection or application of the Special Tax to pay the principal of and interest on the Bonds, or in any way contesting or affecting the validity or enforceability of the Bonds, the Fiscal Agent Agreement or any action of the City contemplated by any of said documents, or in any way contesting the completeness or accuracy of this Official Statement or any amendment or supplement thereto, or contesting the powers of the City or its authority with respect to the Bonds or any action of the City contemplated by any of said documents.
PROFESSIONAL FEES
Fees payable to the City, as issuer of the Bonds, and to certain professionals, including Jones Hall LLP, as Bond Counsel and Disclosure Counsel, Fieldman Rolapp & Associates, as Municipal Advisor, the Fiscal Agent and the Underwriter are contingent upon the issuance of the Bonds.
EXECUTION
The execution and delivery of this Official Statement by the City has been duly authorized by the City Council on behalf of the District.
CITY OF DUBLIN
By:
Finance Director
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A-1
APPENDIX A
RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
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East Ranch CFD No. 2023-1 1 October 25, 2023
CITY OF DUBLIN
COMMUNITY FACILITIES DISTRICT NO. 2023-1
(EAST RANCH)
RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAXES
Special Taxes applicable to each Assessor’s Parcel in the City of Dublin Community Facilities District No. 2023-1 (East Ranch) shall be levied and collected according to the tax liability determined by the City Council through the application of the appropriate amount or rate for Taxable Property, as described below. All of the property in the CFD, unless exempted by law or by the provisions of Section G below, shall be taxed for the purposes, to the extent, and in the manner herein provided.
A. DEFINITIONS
The terms hereinafter set forth have the following meanings:
“Acre” or “Acreage” means the land area of an Assessor’s Parcel as shown on an Assessor’s Parcel Map, or if the land area is not shown on an Assessor’s Parcel Map, the land area shown on the applicable Final Map or other parcel map recorded at the County Recorder’s Office. “Act” means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5 (commencing with Section 53311), Part 1, Division 2, of Title 5 of the Government Code of the State of California.
“Administrative Expenses” means any or all of the following: the fees and expenses of any fiscal agent or trustee (including any fees or expenses of its counsel) employed in connection with any Bonds, and the expenses of the City in carrying out its duties with respect to the CFD and the Bonds, including, but not limited to, the levy and collection of Special Taxes, the fees and expenses of its counsel, charges levied by the County in connection with the levy and collection of Special Taxes, costs related to property owner inquiries regarding the Special Taxes, costs associated with appeals or requests for interpretation associated with the Special Taxes and this RMA, amounts needed to pay rebate to the federal government with respect to Bonds, costs associated with complying with continuing disclosure requirements for the City and any major property owners or other obligated parties, costs associated with foreclosure and collection of delinquent Special Taxes, and all other costs and expenses of the City in any way related to the establishment or administration of the CFD.
“Administrator” shall mean the person or firm designated by the City to administer the Special Taxes according to this RMA.
“Affordable Housing Unit” means any Residential Unit on a Parcel of Developed Property for which a deed restriction has been recorded on title of the property that limits the rental rate or sales price or otherwise restricts the affordability of the Residential Unit or income of its occupants. It is incumbent upon the builder, developer, or property owner to make the Administrator aware of such deed restriction. Residential Units on Welfare Exemption Property shall be categorized as Welfare Exemption Property for purposes of this RMA, not as Affordable Housing Units.
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East Ranch CFD No. 2023-1 2 October 25, 2023
“Assessor’s Parcel” or “Parcel” means a lot or parcel shown on an Assessor’s Parcel Map with an assigned Assessor’s Parcel number.
“Assessor’s Parcel Map” means an official map of the County Assessor designating Parcels by Assessor’s Parcel number.
“Authorized Facilities” means the public facilities authorized to be financed, in whole or in part, by the CFD.
“Authorized Services” means the public services authorized to be funded, in whole or in part, by the CFD.
“Average Sales Price” means the weighted average sales price for all Residential Units within a particular Tax Zone that have sold within the past 6 months or are expected to sell in a normal marketing environment, and shall not include Affordable Housing Units or Residential Units that are sold at a discount for the purpose of stimulating initial sales activity. The sales price shall include the actual sales price of the Residential Units within the respective Tax Zone that have sold within the past 6 months or are expected to sell in a normal marketing environment including, but not limited to, options, upgrades, and premiums.
“Base Facilities Special Tax” means, for any Land Use Category, the applicable Special Tax initially identified in Table 1 of Section C, as may be adjusted pursuant to Section D herein. “Bonds” means bonds or other debt (as defined in the Act), whether in one or more series, secured by the Facilities Special Tax and issued or assumed by the CFD to fund Authorized Facilities. “Building Permit” means a permit that allows for vertical construction of a building or buildings, which shall not include a separate permit issued for construction of the foundation thereof. “Capitalized Interest” means funds in any capitalized interest account available to pay debt service on Bonds.
“CFD” means the City of Dublin Community Facilities District No. 2023-1 (East Ranch). “CFD Formation” means the date on which the Resolution of Formation to form the CFD was adopted by the City Council.
“City” means the City of Dublin.
“City Council” means the City Council of the City of Dublin, acting as the legislative body of CFD No. 2023-1.
“County” means the County of Alameda.
“Developed Property” means, in any Fiscal Year, all Parcels of Taxable Property that are not Taxable Owners Association Property, Taxable Public Property, or Taxable Welfare Exemption Attachment 4
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East Ranch CFD No. 2023-1 3 October 25, 2023
Property for which a Building Permit for new construction was issued prior to June 1 of the preceding Fiscal Year.
“Development Class” means, individually, Developed Property, Final Map Property, Undeveloped Property, Taxable Owners Association Property, Taxable Welfare Exemption Property, and Taxable Public Property.
“Exempt Affordable Units Parcel” means the Parcel in the CFD on which all Residential Units are expected to be Affordable Housing Units and, therefore, such Parcel (or Parcels once subdivided) is exempt from the levy of the Special Taxes unless and until Residential Units constructed on such Parcel(s) no longer have a deed restriction making them Affordable Units.
The Exempt Affordable Units Parcel is identified in Attachment 1 hereto. Such exemption shall apply to the Parcel once it becomes a stand-alone Assessor’s Parcel, whether such Parcel is Developed Property or Undeveloped Property, as defined herein. “Expected Land Uses” means, for any Tax Zone, the number of Residential Units and the acreage of Other Property expected within the CFD at CFD Formation, as identified in Attachments 1 and 2 of this RMA. Pursuant to Section D of this RMA, the Administrator shall update Attachment 2 each time there is a Land Use Change. Such update shall be maintained internally by the Administrator and shall not require recordation of an amended RMA. “Expected Maximum Facilities Special Tax Revenues” means the aggregate Facilities Special Tax that can be levied based on application of the Base Facilities Special Tax to the Expected Land Uses. The Expected Maximum Facilities Special Tax Revenues at CFD Formation are shown in Attachment 2 and may be revised pursuant to Section D and H below. “Facilities Special Tax” means a special tax levied in any Fiscal Year on Parcels in the CFD to pay the Facilities Special Tax Requirement.
“Facilities Special Tax Requirement” means the amount necessary in any Fiscal Year (i) to pay principal and interest on Bonds which are due in the calendar year which begins in such Fiscal Year, (ii) to replenish reserve funds to the extent such replenishment has not been included in a computation of the Facilities Special Tax Requirement in a previous Fiscal Year, (iii) to cure any delinquencies in the payment of principal or interest on Bonds which have occurred in the prior Fiscal Year, (iv) to pay Administrative Expenses, and (v) to pay the costs of Authorized Facilities to be funded directly from Facilities Special Tax proceeds to the extent that paying directly for such costs does not increase the Facilities Special Taxes levied on Final Map Property or Undeveloped Property. The amounts referred to in clauses (i) and (ii) of the preceding sentence may be reduced in any Fiscal Year by (i) interest earnings on or surplus balances in funds and accounts for Bonds to the extent that such earnings or balances are available to apply against debt service pursuant to the Indenture, (ii) proceeds from the collection of penalties associated with delinquent Facilities Special Taxes, and (iii) any other revenues available to pay debt service on the Bonds as determined by the Administrator.
“Final Map” means a final map, or portion thereof, approved by the City pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq) that creates SFD Lots.
The term “Final Map” shall not include any large-lot subdivision map, Assessor’s Parcel Map, or Attachment 4
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subdivision map or portion thereof, that does not create SFD Lots, including Assessor’s Parcels that are designated as remainder parcels.
“Final Map Property” means, in any Fiscal Year, all SFD Lots created within Final Maps that had recorded prior to June 1 of the preceding Fiscal Year and which have not yet become Developed Property.
“First Bond Sale” means issuance of the first series of Bonds secured, in whole or in part, by Facilities Special Taxes levied and collected from Parcels of Taxable Property in the CFD. “Fiscal Year” means the period starting July 1 and ending on the following June 30. “Improvement Fund” means the account (regardless of its name) identified in the Indenture to hold funds that are available for expenditure to acquire or construct Authorized Facilities or to pay eligible impact fees.
“Indenture” means the bond indenture, fiscal agent agreement, trust agreement, resolution or other instrument pursuant to which Bonds are issued, as modified, amended, and/or supplemented from time to time, and any instrument replacing or supplementing the same. “Land Use Category” means, individually, Single Family Property or Other Property. Affordable Housing Units shall be considered a separate Land Use Category for purposes of this RMA. “Land Use Change” means a proposed or approved change to the Expected Land Uses after CFD Formation.
“Master Developer” means TH East Ranch Dublin, LLC, a California limited liability company, and its successors and assigns.
“Maximum Facilities Special Tax” means the greatest amount of Facilities Special Tax that can be levied on a Parcel in any Fiscal Year as determined in accordance with Sections C and D below. “Maximum Services Special Tax” means the greatest amount of Services Special Tax that can be levied on a Parcel in any Fiscal Year, as determined in accordance with Section C below. “Maximum Special Tax” means, as the context requires, either or both of the Maximum Facilities Special Tax and Maximum Services Special Tax.
“Other Property” means any Parcel of Taxable Property in the CFD that does not fit within the definition of Single Family Property, Affordable Housing Unit, Taxable Owners Association Property, Taxable Public Property, or Taxable Welfare Exemption Property. “Owners Association” means a homeowners association or property owners association that provides services to, and collects assessments, fees, dues, or charges from, property within the CFD.
Attachment 4
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“Owners Association Property” means any property within the boundaries of the CFD that is owned in fee or through easement by the Owners Association, not including any such property that is located directly under a residential structure.
“Price Point Consultant” means any consultant or firm selected by the City that: (a) has substantial experience in performing price point studies for Residential Units within community facilities districts or otherwise estimating or confirming pricing for Residential Units in community facilities districts; (b) has recognized expertise in analyzing economic and real estate data that relates to the pricing of Residential Units in community facilities districts; (c) is independent and not under the control of the City or any developer of Parcels in the CFD; (d) does not have any substantial interest, direct or indirect, with or in: (i) the CFD, (ii) the City, or (iii) any owner of real property in the CFD; and (e) is not connected with the City as an officer or employee thereof, but who may be regularly retained to make reports to the City. “Price Point Study” means a price point study or letter updating a previous price point study prepared by the Price Point Consultant pursuant to Section D herein. For each Tax Zone in the CFD, the price point study shall analyze Residential Units with similar density, lot sizes, square footage ranges, and product type as the Residential Units within that Tax Zone and excluding Affordable Housing Units. The Master Developer will be provided the opportunity to review and comment on the draft price point study before a final version is presented to the City. “Proportionately” means, for each Development Class, that the ratio of the actual Special Tax levied in any Fiscal Year to the Maximum Special Tax authorized to be levied in that Fiscal Year is equal for all parcels assigned to the Development Class. “Public Property” means any property within the boundaries of the CFD that is owned by the City, County, federal government, State of California, or other public agency. “Required Coverage” means the amount by which the Expected Maximum Facilities Special Tax Revenues must exceed the Bond debt service and priority Administrative Expenses (if any), as set forth in the Indenture, Certificate of Special Tax Consultant, or other formation or bond document that sets forth the minimum required debt service coverage. “Residential Unit” means an SFD Unit or an individual residential unit within a duplex, halfplex, triplex, fourplex, townhome, live/work or condominium structure. A second unit (granny flat) that shares a Parcel with an SFD Unit shall not be considered a Residential Unit for purposes of levying the Special Taxes.
“RMA” means this Rate and Method of Apportionment of Special Taxes. “Services Special Tax” means a special tax levied in any Fiscal Year on Parcels in the CFD to pay the Services Special Tax Requirement.
“Services Special Tax Requirement” means the amount of revenue needed in any Fiscal Year to pay for: (i) Authorized Services, (ii) Administrative Expenses, and (iii) amounts needed to cure delinquencies in the payment of Services Special Taxes which have occurred in the prior Fiscal Year. In any Fiscal Year, the Services Special Tax Requirement shall be reduced by surplus Attachment 4
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amounts available (as determined by the City) from the levy of the Services Special Tax in prior Fiscal Years, including revenues from collection of delinquent Services Special Taxes and associated penalties and interest.
“SFD Lot” means an individual residential lot, identified and numbered on a recorded Final Map, on which a Building Permit has been or is permitted to be issued for construction of an SFD Unit without further subdivision of the lot and for which no further subdivision of the lot is anticipated pursuant to an approved Tentative Map.
“SFD Unit” means a residential dwelling unit that does not share a common wall with another residential dwelling unit.
“Single Family Property” means, in any Fiscal Year, all Parcels of Taxable Property for which a Building Permit was or is expected to be issued for: (i) construction of an SFD Unit, or (ii) construction of a residential structure consisting of two or more Residential Units that share common walls, have separate Assessor’s Parcel numbers assigned to them (except for a duplex unit, which may share an Assessor’s Parcel with another duplex unit), and may be purchased by individual homebuyers (which shall still be the case even if the Residential Units are purchased and subsequently offered for rent by the owners of the Residential Units), including such residential structures that meet the statutory definition of a condominium contained in Civil Code Section 1351.
“Special Taxes” means the Facilities Special Tax and Services Special Tax. “Tax Zone” means a geographic area within which a particular Maximum Facilities Special Tax rate may be levied pursuant to this RMA, as identified in Attachment 1 hereto. “Taxable Owners Association Property” means, in any Fiscal Year after the First Bond Sale, any Parcel of Owners Association Property that satisfies all three of the following conditions: (i) the Parcel had not been Owners Association Property on the date of the First Bond Sale; (ii) based on reference to Attachments 1 and 2 (as may be updated pursuant to Section D below), the Parcel was not anticipated to be Owners Association Property as determined by the Administrator; and (iii) if the Parcel were to be exempt from the Facilities Special Tax because it is Owners Association Property, the Expected Maximum Facilities Special Tax Revenues would be reduced to a point at which Required Coverage could not be maintained. “Taxable Property” means all of the Parcels within the boundaries of the CFD that are not exempt from the Special Taxes pursuant to law or Section G below. “Taxable Public Property” means in any Fiscal Year after the First Bond Sale, any Parcel of Public Property that satisfies all three of the following conditions: (i) the Parcel had not been Public Property on the date of the First Bond Sale; (ii) based on reference to Attachments 1 and 2 (as may be updated pursuant to Section D below), the Parcel was not anticipated to be Public Property as determined by the Administrator; and (iii) if the Parcel were to be exempt from the Facilities Special Tax because it is Public Property, the Expected Maximum Facilities Special Tax Revenues would be reduced to a point at which Required Coverage could not be maintained.
Attachment 4
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“Taxable Welfare Exemption Property” means in any Fiscal Year after the First Bond Sale, any Parcel of Welfare Exemption Property that satisfies all three of the following conditions: (i) the Parcel had not been Welfare Exemption Property on the date of issuance of the First Bond Sale; (ii) based on reference to Attachments 1 and 2 (as may be updated pursuant to Section D below), the Parcel was not anticipated to be Welfare Exemption Property based on the Expected Land Uses, as determined by the Administrator; and (iii) if the Parcel were to be exempt from the Facilities Special Tax because it has become Welfare Exemption Property, the Expected Maximum Facilities Special Tax Revenues would be reduced to a point at which Required Coverage could not be maintained.
“Tentative Map” means a tentative map or substantial conformance exhibit for property in the CFD, including any adjustments or amendments thereto.
“Total Tax Burden” means, for Single Family Property, that the Special Taxes, together with ad valorem property taxes, special assessments, special taxes for any overlapping community facilities districts, or any other taxes, fees and charges which would be collected by the County on property tax bills for a Residential Unit with an assessed value equal to the Average Sales Price, and which are payable from and secured by the property assuming such Residential Unit had been completed, sold, and subject to such levies and impositions, excluding service charges such as sewer and trash, and voluntary assessments such as those associated with a Property Assessed Clean Energy program.
“Undeveloped Property” means, in any Fiscal Year, all Parcels of Taxable Property that are not Final Map Property, Developed Property, Taxable Owners Association Property, Taxable Public Property, or Taxable Welfare Exemption Property as defined herein. “Welfare Exemption Property” means, in any Fiscal Year, any Parcels in the CFD that have received a welfare exemption under subdivision (g) of Section 214 of the Revenue and Taxation Code and for which such welfare exemption is still in place.
B. DATA FOR ADMINISTRATION OF THE SPECIAL TAXES
Each Fiscal Year, the Administrator shall: (i) assign each Parcel of Taxable Property to the appropriate Tax Zone and the appropriate Development Class; (ii) for Developed Property, categorize each Parcel as Single Family Property, an Affordable Housing Unit, or Other Property; and (iii) determine the Facilities Special Tax Requirement and the Services Special Tax Requirement for the Fiscal Year. In addition, the Administrator shall, on an ongoing basis, monitor the Tentative Map, Final Maps, and Building Permits to determine if there are any proposed Land Use Changes that would change the Expected Maximum Facilities Special Tax Revenues. If the Expected Maximum Facilities Special Tax Revenues will be revised pursuant to a proposed Land Use Change, the Administrator shall apply the steps set forth in Section D below.
In any Fiscal Year, if it is determined that: (i) a parcel map for property in the CFD was recorded after January 1 of the prior Fiscal Year (or any other date after which the Assessor will not incorporate the newly-created Parcels into the then current tax roll), (ii) because of the date the parcel map was recorded, the Assessor does not yet recognize the new Parcels created by the parcel Attachment 4
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map, and (iii) one or more of the newly-created Parcels is in a different Development Class than other Parcels created by the subdivision, the Administrator shall calculate the Special Taxes for the property affected by recordation of the parcel map by determining the Special Taxes that apply separately to the property within each Development Class, then applying the sum of the individual Special Taxes to the Parcel that was subdivided by recordation of the parcel map.
C. MAXIMUM SPECIAL TAXES
1. Facilities Special Tax: Developed Property and Final Map Property The Maximum Facilities Special Tax for a Parcel of Developed Property is the greater of: (i) the Base Facilities Special Tax set forth in Table 1 below, or (ii) the Maximum Facilities Special Tax determined pursuant to Section D.
Table 1
Base Facilities Special Tax
Developed Property and Final Map Property
Tax Zone and
Land Use Category
Base Facilities Special Tax
Fiscal Year 2023-24 *
Tax Zone 1
Single Family Property
Affordable Housing Units
Other Property
$5,850 per Residential Unit or SFD Lot
$0 per Residential Unit
$28,741 per Acre
Tax Zone 2
Single Family Property
Affordable Housing Units
Other Property
$4,600 per Residential Unit or SFD Lot
$0 per Residential Unit
$35,934 per Acre
Tax Zone 3
Single Family Property
Affordable Housing Units
Other Property
$4,400 per Residential Unit or SFD Lot
$0 per Residential Unit
$28,679 per Acre
Tax Zone 4
Single Family Property
Affordable Housing Units
Other Property
$3,750 per Residential Unit or SFD Lot
$0 per Residential Unit
$33,034 per Acre
Tax Zone 5
Single Family Property
Affordable Housing Units
Other Property
$3,300 per Residential Unit or SFD Lot
$0 per Residential Unit
$37,882 per Acre
Tax Zone 6
Single Family Property
Affordable Housing Units
Other Property
$2,000 per Residential Unit or SFD Lot
$0 per Residential Unit
$38,373 per Acre
* On July 1, 2024, and on each July 1 thereafter, all figures shown in Table 1 above shall be increased by an amount equal to 2.0% of the amount in effect for the prior Fiscal Year.
Attachment 4
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2. Facilities Special Tax: Undeveloped Property, Taxable Owners Association Property, Taxable Welfare Exemption Property, and Taxable Public Property Table 2 below identifies the Maximum Facilities Special Tax for Parcels of Undeveloped Property, Taxable Owners Association Property, Taxable Welfare Exemption Property, and Taxable Public Property in each Tax Zone.
Table 2
Maximum Facilities Special Tax for Undeveloped Property, Taxable Owners Association Property, Taxable Welfare Exemption Property, and Taxable Public Property
Tax Zone
Maximum Facilities
Special Tax
(Fiscal Year 2023-24)*
Tax Zone 1
Tax Zone 2
Tax Zone 3
Tax Zone 4
Tax Zone 5
Tax Zone 6
$28,741 per Acre
$35,934 per Acre
$28,679 per Acre
$33,034 per Acre
$37,882 per Acre
$38,373 per Acre
* On July 1, 2024 and on each July 1 thereafter, all dollar amounts shown in Table 2 above shall be increased by an amount equal to 2.0% of the amount in effect for the prior Fiscal Year.
3. Services Special Tax: Developed Property and Final Map Property The Maximum Services Special Tax for Parcels of Developed Property and Final Map Property is $381 per Residential Unit or SFD Lot in Fiscal Year 2023-24. Notwithstanding the foregoing, the Maximum Services Special Tax shall not be levied on Affordable Housing Units. On July 1, 2024 and on each July 1 thereafter, the Maximum Services Special Tax shall be increased by an amount equal to 4.0% of the amount in effect for the prior Fiscal Year.
4. Services Special Tax: Undeveloped Property
Table 3 below identifies the Maximum Services Special Tax for Parcels of Undeveloped Property in each Tax Zone.
Table 3
Maximum Services Special Tax for Undeveloped Property
Tax Zone
Maximum Services
Special Tax
(Fiscal Year 2023-24)*
Tax Zone 1
Tax Zone 2
Tax Zone 3
Tax Zone 4
Tax Zone 5
Tax Zone 6
$1,872 per Acre
$2,636 per Acre
$2,484 per Acre
$3,356 per Acre
$4,373 per Acre
$7,316 per Acre
* On July 1, 2024 and on each July 1 thereafter, all dollar amounts shown in Table 3 above shall be increased by an amount equal to 4.0% of the amount in effect for the prior Fiscal Year.
Attachment 4
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D. CHANGES TO THE MAXIMUM FACILITIES SPECIAL TAX
Pursuant to this Section D, the Administrator may from time to time update Attachment 2 to reflect revised Expected Maximum Facilities Special Tax Revenues. Such update shall be maintained internally by the Administrator and shall not require recordation of an amended RMA.
1. Land Use Changes
The Expected Maximum Facilities Special Tax Revenues shown in Attachment 2 were originally calculated based on the Expected Land Uses at CFD Formation. Attachment 2 is subject to modification upon the occurrence of Land Use Changes, as described below. The Administrator shall review all Land Use Changes and compare the revised land uses to the Expected Land Uses to evaluate the impact on the Expected Maximum Facilities Special Tax Revenues.
Prior to the First Bond Sale, if a Land Use Change is proposed or identified that will result in a change in the Expected Maximum Facilities Special Tax Revenues, no action will be needed pursuant to this Section D. Upon approval of the Land Use Change, the Administrator shall update Attachment 2 to show the revised Expected Maximum Facilities Special Tax Revenues.
After the First Bond Sale, if a Land Use Change is proposed or identified, Steps 1 through 3 below must be applied:
Step 1: By reference to Attachment 2 (which shall be updated by the Administrator each time a Land Use Change has been processed according to this Section D or a partial prepayment has been made), the Administrator shall identify the Expected Maximum Facilities Special Tax Revenues prior to the Land Use Change.
Step 2: The Administrator shall calculate the Expected Maximum Facilities Special Tax Revenues that could be collected from Taxable Property in the CFD after the Land Use Change based on application of the Base Facilities Special Taxes from Table
1. Step 3: If the revenues calculated in Step 2 are (i) higher than those determined in Step 1 or (ii) less than those calculated in Step 1, but the reduction in Expected Maximum Facilities Special Tax Revenues does not reduce debt service coverage on outstanding Bonds below Required Coverage, no further action is needed, and the Administrator shall update Attachment 2 to show the revised Expected Maximum Facilities Special Tax Revenues.
If the revenues calculated in Step 2 are less than those calculated in Step 1, and the Administrator determines that the reduction in Expected Maximum Facilities Special Tax Revenues would reduce debt service coverage on outstanding Bonds below the Required Coverage, one of the following shall occur:
3.a. The landowner requesting the Land Use Change (the “Requesting Landowner”) may make a prepayment in an amount that will ensure that the reduced Expected Maximum Facilities Special Tax Revenues are sufficient to Attachment 4
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provide Required Coverage, as determined pursuant to Section H below. If the Requesting Landowner notifies the Administrator that he/she would like to remedy the reduction by making a prepayment, such prepayment must be made by the earlier of (i) 30 days from the date of delivery of the prepayment estimate or (ii) the date of issuance of any Building Permits for any Parcel owned by the Requesting Landowner that was Final Map Property or Undeveloped Property at the time the Administrator prepared the prepayment estimate, or
3.b. If a prepayment is not received by the due date specified above, the Base Facilities Special Tax used to determine the Maximum Facilities Special Tax for each Parcel of Taxable Property in the area affected by the Land Use Change shall be increased proportionately until the Expected Maximum Facilities Special Tax Revenues are sufficient to maintain Required Coverage.
If multiple Land Use Changes are proposed simultaneously by a single landowner (which may include approval of multiple Final Maps at one time), and the landowner requests that the impact of two or more of the Land Use Changes be considered together, the Administrator shall consider the combined effect of the Land Use Changes to determine if there is a reduction in Expected Maximum Facilities Special Tax Revenues. If there is a reduction that would reduce debt service coverage below the Required Coverage, and no prepayment has been received, then the Base Facilities Special Tax used to determine the Maximum Facilities Special Tax for each Parcel of Taxable Property in the areas affected by the Land Use Changes shall be increased proportionately until the aggregate amount that can be levied within such areas is equal to the amount that could have been levied prior to the proposed Land Use Changes. If Land Use Changes are proposed simultaneously by multiple landowners, or if an individual landowner proposing multiple Land Use Changes does not request that such Land Use Changes be considered together, the Administrator shall consider the proposed Land Use Changes individually.
Notwithstanding the foregoing, once a certificate of occupancy has been issued for a Residential Unit on a Parcel, the Maximum Facilities Special Tax for the Parcel cannot be increased because of subsequent Land Use Changes that may occur within the area in which the Parcel is located.
The duties imposed on the Administrator pursuant to this Section D to review Land Use Changes, and to review Final Maps and make certain calculations, are intended only to facilitate the administration of the Facilities Special Tax and to better assure the sufficiency of tax capacity to pay debt service on Bonds. Such duties are not intended to give any developer, subdivider, or owner of property the right to receive notice of the potential impact of Land Use Changes on the Facilities Special Tax applicable to a Parcel; and each developer, subdivider, or owner of property whose property is the subject of a Land Use Change shall be responsible for understanding the impact thereof on the Facilities Special Tax applicable to such property.
2. Partial Prepayments
If a Parcel makes a partial prepayment pursuant to Section H below, the Administrator shall recalculate the Maximum Facilities Special Tax for the Parcel pursuant to Section H.2. In addition, the Administrator shall update Attachment 2 to reflect the prepayment and the revised Expected Maximum Facilities Special Tax Revenues for the CFD. After the prepayment has been received, Attachment 4
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the application of Sections D, E, and H of this RMA shall be based on the adjusted Expected Maximum Facilities Special Tax Revenues after the prepayment.
3. Conversion of a Parcel to a Taxable Land Use
If, in any Fiscal Year, an Affordable Housing Unit, the Exempt Affordable Units Parcel, or a Parcel of Public Property, Welfare Exemption Property, or Owners Association Property that had been exempt from the Special Taxes is converted to Single Family Property or Other Property, such Parcel shall be subject to the levy of Special Taxes. The Maximum Special Taxes for each such Parcel shall be determined based on the applicable Land Use Category for the Parcel, as determined by the Administrator. In addition, the Administrator shall update Attachment 2 to reflect the revised Expected Land Uses and Expected Maximum Facilities Special Tax Revenues for the CFD.
4. Increase in Affordable Housing Units
If, prior to the First Bond Sale, the Administrator determines that there is an increase in the number of Affordable Housing Units expected within any Tax Zone, the Administrator shall update the Expected Land Uses and Expected Maximum Facilities Special Tax Revenues in Attachment 2, and the additional Affordable Housing Units will be exempt from the Special Taxes.
If, at any time after the First Bond Sale, additional Affordable Housing Units are proposed, and if the addition of the new Affordable Housing Units will decrease the Expected Maximum Facilities Special Tax Revenues to a point at which Required Coverage cannot be maintained, the Administrator shall calculate the Maximum Facilities Special Tax that must be assigned to each of the new Affordable Housing Units to maintain Required Coverage. The Maximum Facilities Special Tax assigned to the new Affordable Housing Units shall be escalated each Fiscal Year by an amount equal to 2.0% of the amount in effect for the prior Fiscal Year.
5. Transfer of Expected Maximum Facilities Special Tax Revenues Among Tax Zones The Expected Maximum Facilities Special Tax Revenues were determined for each Tax Zone based on the Expected Land Uses within that Tax Zone. If the expected number of Residential Units or the expected acres of Other Property is transferred from one Tax Zone to another, the City may, in its sole discretion, allow for a corresponding transfer of Expected Maximum Facilities Special Tax Revenues between the Tax Zones. Such a transfer shall only be allowed if (i) all adjustments are agreed to in writing by the affected property owners and the City, and (ii) there is no reduction in the total Expected Maximum Facilities Special Tax Revenues as a result of the transfer. After such a transfer, the Administrator shall update Attachment 2 to reflect the revised Expected Maximum Facilities Special Tax Revenues for each Tax Zone.
6. Reduction in Maximum Facilities Special Tax
The Base Facilities Special Tax for one or more Tax Zones shall be reduced prior to the First Bond Sale if the City reasonably determines based on a Price Point Study that, without a reduction in the Base Facilities Special Tax for Residential Units within those Tax Zone(s), the Total Tax Burden will exceed 1.58% of the Average Sales Price. Such determination shall be made by the City hiring, at the CFD’s expense, a Price Point Consultant to prepare a Price Point Study to confirm the Average Sales Price for Residential Units within each Tax Zone. If, based on the Price Point Attachment 4
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Study, the Administrator calculates that the Total Tax Burden for Residential Units within one or more Tax Zones will exceed 1.58% of the Average Sales Price, the Administrator and the City shall meet with the Master Developer to discuss the findings, after which point the Administrator shall reduce the Base Facilities Special Tax to the point at which the Total Tax Burden on Residential Units in each Tax Zone in the CFD is equal to 1.58% of the Average Sales Price for such Residential Units. Any such reduction shall occur at least 60 days prior to the First Bond Sale.
The Base Facilities Special Taxes set forth in Table 1 may also be (i) disproportionately reduced prior to the First Bond Sale, but not to a level that exceeds the 1.58% described in the previous paragraph, so long as the Master Developer is the owner of all Parcels in the CFD and requests a reduction in the Base Facilities Special Taxes, or (ii) proportionately or disproportionately reduced prior to the First Bond Sale, but not to a level that exceeds the 1.58% described in the previous paragraph, if the owner of any Parcel in the CFD requests a reduction in the Base Facilities Special Taxes and the owners of all Parcels in the CFD consent to such reduction by unanimous vote. Any such reduction shall occur at least 60 days prior to the First Bond Sale.
The Base Facilities Special Tax reductions permitted pursuant to this paragraph shall be reflected in an Amended Notice of Special Tax Lien, which the Administrator shall cause to be recorded.
If, based on the Price Point Study, the Administrator determines that the Total Tax Burden will not exceed 1.58% of the Average Sales Price, then there shall be no change in the Base Facilities Special Tax for Residential Units unless so requested by the Master Developer.
E. METHOD OF LEVY OF THE SPECIAL TAXES
1. Facilities Special Tax
Each Fiscal Year, the Administrator shall determine the Facilities Special Tax Requirement to be collected in that Fiscal Year. A Facilities Special Tax shall then be levied according to the following steps:
Step 1: The Facilities Special Tax shall be levied Proportionately on each Parcel of Developed Property up to 100% of the Maximum Facilities Special Tax for each Parcel of Developed Property until the amount levied is equal to the Facilities Special Tax Requirement prior to applying any Capitalized Interest that is available in the CFD accounts.
Step 2: If additional revenue is needed after Step 1 in order to meet the Facilities Special Tax Requirement after Capitalized Interest has been applied to reduce the Facilities Special Tax Requirement, the Facilities Special Tax shall be levied Proportionately on each Parcel of Final Map Property up to 100% of the Maximum Facilities Special Tax for each Parcel of Final Map Property until the amount levied is equal to the Facilities Special Tax Requirement.
Step 3: If additional revenue is needed after Step 2, the Facilities Special Tax shall be levied Proportionately on each Parcel of Undeveloped Property up to 100% of the Attachment 4
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Maximum Facilities Special Tax for each Parcel of Undeveloped Property until the amount levied is equal to the Facilities Special Tax Requirement.
Step 4: If additional revenue is needed after Step 3, the Facilities Special Tax shall be levied Proportionately on each Parcel of Taxable Welfare Exemption Property, up to 100% of the Maximum Facilities Special Tax for each Parcel of Taxable Welfare Exemption Property for such Fiscal Year until the amount levied is equal to the Facilities Special Tax Requirement.
Step 5: If additional revenue is needed after Step 4, the Facilities Special Tax shall be levied Proportionately on each Parcel of Taxable Owners Association Property, up to 100% of the Maximum Facilities Special Tax for each Parcel of Taxable Owners Association Property until the amount levied is equal to the Facilities Special Tax Requirement.
Step 6: If additional revenue is needed after Step 5, the Facilities Special Tax shall be levied Proportionately on each Parcel of Taxable Public Property, up to 100% of the Maximum Facilities Special Tax for each Parcel of Taxable Public Property until the amount levied is equal to the Facilities Special Tax Requirement.
2. Services Special Tax
Each Fiscal Year, the Administrator shall determine the Services Special Tax Requirement and the Services Special Tax shall be levied according to the steps outlined below.
Step 1: The Services Special Tax shall be levied Proportionately on each Parcel of Developed Property up to 100% of the Maximum Services Special Tax for each Parcel of Developed Property for such Fiscal Year until the amount levied is equal to the Services Special Tax Requirement.
Step 2: If additional revenue is needed after Step 1, the Services Special Tax shall be levied Proportionately on each Parcel of Final Map Property up to 100% of the Maximum Services Special Tax for each Parcel of Final Map Property for such Fiscal Year until the amount levied is equal to the Services Special Tax Requirement.
Step 3: If additional revenue is needed after Step 2, the Services Special Tax shall be levied Proportionately on each Parcel of Undeveloped Property up to 100% of the Maximum Services Special Tax for Undeveloped Property for such Fiscal Year until the amount levied is equal to the Services Special Tax Requirement.
F. MANNER OF COLLECTION OF SPECIAL TAXES
The Special Taxes shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that prepayments are permitted as set forth in Section H below and provided further that the City may directly bill the Special Taxes, may collect Special Taxes at a different time or in a different manner, and may collect delinquent Special Taxes through foreclosure or other available methods.
Attachment 4
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East Ranch CFD No. 2023-1 15 October 25, 2023
The Facilities Special Tax shall be levied and collected until principal and interest on Bonds have been repaid. However, in no event shall Facilities Special Taxes be levied after Fiscal Year 2063-
64. Under no circumstances may the Facilities Special Tax on a Parcel of Developed Property in residential use be increased in any Fiscal Year as a consequence of delinquency or default in payment of the Facilities Special Tax levied on another Parcel or Parcels by more than ten percent (10%) above the amount that would have been levied in that Fiscal Year had there never been any such delinquencies or defaults.
The Services Special Tax may be levied and collected in perpetuity.
G. EXEMPTIONS
Notwithstanding any other provision of this RMA, no Special Taxes shall be levied in any Fiscal Year on the following:
i. Public Property, except Taxable Public Property.
ii. Owners Association Property, except Taxable Owners Association Property. iii. Welfare Exemption Property, except Taxable Welfare Exemption Property. iv. Affordable Housing Units, except as otherwise provided in Section D.4 v. The Exempt Affordable Units Parcel, except as otherwise provided in Section D.3 vi. Parcels that are owned by a public utility for an unmanned facility. vii. Parcels that are subject to an easement that precludes any other use on the Parcel. viii. For purposes of levying the Facilities Special Tax, Parcels that have fully prepaid the Facilities Special Tax obligation assigned to the Parcel pursuant to the formula set forth in Section H below. Such Parcels shall still be subject to the levy of the Services Special Tax.
H. PREPAYMENTS
The following definitions apply to this Section H:
“Outstanding Bonds” means all Previously Issued Bonds which remain outstanding, with the following exception: if a Facilities Special Tax has been levied against, or already paid by, an Assessor’s Parcel making a prepayment, and a portion of the Facilities Special Tax will be used to pay a portion of the next principal payment on the Bonds that remain outstanding (as determined by the Administrator), that next principal payment shall be subtracted from the total Bond principal that remains outstanding, and the difference shall be used as the amount of Outstanding Bonds for purposes of this prepayment formula. “Previously Issued Bonds” means all Bonds that have been issued prior to the date of prepayment.
Attachment 4
306
East Ranch CFD No. 2023-1 16 October 25, 2023
“Public Facilities Requirement” means either $32.5 million in 2023 dollars, which shall increase on January 1, 2024, and on each January 1 thereafter by two percent (2%) of the amount in effect in the prior year, or such other number as shall be determined by the City as sufficient to fund improvements that are authorized to be funded by the CFD. The Public Facilities Requirements shown above may be adjusted each time property annexes into the CFD or there is an adjustment to the Expected Maximum Facilities Special Tax Revenues due to a Land Use Change or prepayment.
“Remaining Facilities Costs” means the Public Facilities Requirement minus public facility costs funded by Previously Issued Bonds, developer equity, and any other source of funding.
1. Full Prepayment
The Facilities Special Tax obligation applicable to a Parcel in the CFD may be prepaid and the obligation of the Parcel to pay the Facilities Special Tax permanently satisfied as described herein, provided that a prepayment may be made only if there are no delinquent Special Taxes with respect to such Parcel at the time of prepayment. An owner of a Parcel intending to prepay the Facilities Special Tax obligation shall provide the City with written notice of intent to prepay. Within 30 days of receipt of such written notice, the City or its designee shall notify such owner of the prepayment amount for such Parcel. Prepayment must be made not less than 60 days prior to any redemption date for Bonds to be redeemed with the proceeds of such prepaid Facilities Special Taxes. The Prepayment Amount shall be calculated as follows (capitalized terms as defined below):
Bond Redemption Amount
plus Remaining Facilities Amount
plus Redemption Premium
plus Defeasance Requirement
plus Administrative Fees and Expenses
less Reserve Fund Credit
equals Prepayment Amount
As of the proposed date of prepayment, the Prepayment Amount shall be determined by application of the following steps:
Step 1. Compute the amount that could be collected from the Parcel prepaying the Facilities Special Tax in the Fiscal Year in which prepayment would be received by the City by applying the Base Facilities Special Tax to the Expected Land Uses for the Parcel. If this Section H is being applied to calculate a prepayment pursuant to Section D above, compute the amount by which the proposed Land Use Change would reduce Expected Maximum Facilities Special Tax Revenues below the amount needed for Required Coverage, and use this amount for purposes of this Step 1.
Step 2. Divide the Maximum Facilities Special Tax computed pursuant to Step 1 for such Parcel by the total Expected Maximum Facilities Special Tax Attachment 4
307
East Ranch CFD No. 2023-1 17 October 25, 2023
Revenues for all property in the CFD, as shown in Attachment 2 and as adjusted by the Administrator after prepayments or Land Use Changes.
Step 3. Multiply the quotient computed pursuant to Step 2 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the “Bond Redemption Amount”).
Step 4. Compute the current Remaining Facilities Costs (if any).
Step 5. Multiply the quotient computed pursuant to Step 2 by the amount determined pursuant to Step 4 to compute the amount of Remaining Facilities Costs to be prepaid (the “Remaining Facilities Amount”).
Step 6. Multiply the Bond Redemption Amount computed pursuant to Step 3 by the applicable redemption premium, if any, on the Outstanding Bonds to be redeemed (the “Redemption Premium”).
Step 7. Compute the amount needed to pay interest on the Bond Redemption Amount starting with the first Bond interest payment date after which the prepayment will be received until the earliest redemption date for the Outstanding Bonds. However, if Bonds are callable at the first interest payment date after the prepayment has been received, Steps 7, 8, and 9 of this prepayment formula will not apply.
Step 8: Compute the amount of interest the City reasonably expects to derive from reinvestment of the Bond Redemption Amount plus the Redemption Premium from the first Bond interest payment date after which the prepayment has been received until the redemption date for the Outstanding Bonds.
Step 9: Subtract the amount computed pursuant to Step 8 from the amount computed pursuant to Step 7 (the “Defeasance Requirement”).
Step 10. The administrative fees and expenses associated with the prepayment will be determined by the Administrator and include the costs of computing the prepayment, redeeming Bonds, and recording any notices to evidence the prepayment and the redemption (the “Administrative Fees and Expenses”).
Step 11. If and to the extent so provided in the Bond Indenture, a reserve fund credit shall be calculated as a reduction in the applicable reserve fund for the Outstanding Bonds to be redeemed pursuant to the prepayment (the “Reserve Fund Credit”).
Step 12. The Facilities Special Tax prepayment is equal to the sum of the amounts computed pursuant to Steps 3, 5, 6, 9, and 10, less the amount computed pursuant to Step 11 (the “Prepayment Amount”).
Attachment 4
308
East Ranch CFD No. 2023-1 18 October 25, 2023
Step 13. From the Prepayment Amount, the amounts computed pursuant to Steps 3, 6, and 9 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Outstanding Bonds or make debt service payments. The amount computed pursuant to Step 5 shall be deposited into the Improvement Fund. The amount computed pursuant to Step 10 shall be retained in the account or fund that is established to pay Administrative Expenses.
Once a full prepayment of a Parcel’s Facilities Special Tax obligation has been received, a Notice of Cancellation of Facilities Special Tax Lien shall be recorded against the Parcel to reflect the discharge of the Parcel’s obligation to pay the Facilities Special Tax. However, a Notice of Cancellation of Facilities Special Tax Lien shall not be recorded until all Facilities Special Taxes levied on the Parcel in the current or prior Fiscal Years have been collected.
2. Partial Prepayment
A partial prepayment may be made in an amount equal to any percentage of full prepayment desired by the party making a partial prepayment, except that the full amount of Administrative Fees and Expenses determined in Step 10 shall be included in the partial prepayment. The Maximum Facilities Special Tax that can be levied on a Parcel after a partial prepayment is made shall be equal to the portion of the Maximum Facilities Special Tax that was not prepaid. Once a partial prepayment has been received, an Amended Notice of Facilities Special Tax Lien shall be recorded against the Parcel to reflect the reduced Facilities Special Tax lien for the Parcel, and the Administrator shall update Attachment 2 to show the revised Expected Maximum Facilities Special Tax Revenues. However, an Amended Notice of Facilities Special Tax Lien shall not be recorded until all Facilities Special Taxes levied on the Parcel in the current or prior Fiscal Years have been collected.
3. Maintaining Required Coverage
Notwithstanding the foregoing, if at any point in time the Administrator determines that the Maximum Facilities Special Tax revenue that could be collected from Taxable Property that remains subject to the Facilities Special Tax after the proposed prepayment would be less than the Required Coverage on Bonds that will remain outstanding after defeasance or redemption of Bonds from proceeds of the estimated prepayment, the amount of the prepayment shall be increased until the amount of Bonds defeased or redeemed is sufficient to reduce remaining annual debt service to a point at which Required Coverage is maintained.
I. INTERPRETATION OF RMA
The City reserves the right to make minor administrative and technical changes to this document that do not materially affect the rate and method of apportioning Special Taxes. In addition, the interpretation and application of any section of this document shall be left to the City’s discretion. Interpretations may be made by the City by ordinance or resolution for purposes of clarifying any vagueness or ambiguity in this RMA.
Attachment 4
309
ATTACHMENT 1
City of Dublin
Community Facilities District No. 2023-1
(East Ranch)
Identification of Tax Zones and Expected Lot Layout
Attachment 4
310
Attachment 4
311
ATTACHMENT 2
City of Dublin
Community Facilities District No. 2023-1
(East Ranch)
Expected Land Uses and Expected Maximum Facilities Special Tax Revenues Tax Zone and
Land Use Category
Expected
Land Uses
Base Facilities
Special Tax
(FY 2023-24) *
Expected
Maximum
Facilities Special
Tax Revenues
(FY 2023-24) *
Tax Zone 1
Single Family Property
Affordable Housing Units
Other Property
99 Residential Units
2 Residential Units
0 Acres
$5,850 per Res.Unit
$0 per Res.Unit
$28,741 per Acre
$579,150
$0
$0
Tax Zone 2
Single Family Property
Affordable Housing Units
Other Property
96 Residential Units
2 Residential Units
0 Acres
$4,600 per Res.Unit
$0 per Res.Unit
$35,934 per Acre
$441,600
$0
$0
Tax Zone 3
Single Family Property
Affordable Housing Units
Other Property
85 Residential Units
6 Residential Units
0 Acres
$4,400 per Res.Unit
$0 per Res.Unit
$28,679 per Acre
$374,000
$0
$0
Tax Zone 4
Single Family Property
Affordable Housing Units
Other Property
85 Residential Units
0 Residential Units
0 Acres
$3,750 per Res.Unit
$0 per Res.Unit
$33,034 per Acre
$318,750
$0
$0
Tax Zone 5
Single Family Property
Affordable Housing Units
Other Property
94 Residential Units
4 Residential Units
0 Acres
$3,300 per Res.Unit
$0 per Res.Unit
$37,882 per Acre
$310,200
$0
$0
Tax Zone 6
Single Family Property
Affordable Housing Units
Other Property
96 Residential Units
4 Residential Units
0 Acres
$2,000 per Res.Unit
$0 per Res.Unit
$38,373 per Acre
$192,000
$0
$0
Expected Maximum Facilities Special Tax Revenues (FY 2023-24 $) $2,215,700 * On July 1, 2024, and each July 1 thereafter, all dollar amounts shown above shall be increased by two percent (2%) of the amount in effect in the prior Fiscal Year.
Attachment 4
312
B-1
APPENDIX B
THE APPRAISAL
Attachment 4
313
Integra Realty Resources
San Francisco
Appraisal of Real Property
East Ranch (aka Francis Ranch)
Residential Subdivision
Croak Rd.
Dublin, Alameda County, California 94568
Prepared For:
City of Dublin
Date of the Report:
September 25, 2026
Report Format:
Appraisal Report
IRR - San Francisco
File Number: 192-2026-0169
Attachment 4
314
Subject Photographs
East Ranch (aka Francis Ranch)
Croak Rd.
Dublin, California
Attachment 4
315
Aerial Photograph
Attachment 4
316
Integra Realty Resources 1798 Technology Drive T 408.299.0444 San Francisco Suite 246 F 408.299.0449
San Jose, CA 95110 www.irr.com
September 25, 2026
Mr. Jay Baksa
Director of Finance & Administrative Services
City of Dublin
100 Civic Plaza
Dublin, CA 94568
SUBJECT: Market Value Appraisal
East Ranch (aka Francis Ranch)
Croak Rd.
Dublin, Alameda County, California 94568
IRR - San Francisco File No. 192-2026-0169
Dear Mr. Baksa:
Integra Realty Resources – San Francisco is pleased to submit the accompanying appraisal of the referenced property. The purpose of the appraisal is to develop an opinion of the market value, by ownership, subject to a hypothetical condition, pertaining to the fee simple interest in the property, as well as the aggregate, or cumulative, value of the appraised properties. The client for the assignment is City of Dublin and the intended use of the report is for bond underwriting purposes.
The subject property comprises City of Dublin Community Facilities District (CFD) No. 2023-1 (East Ranch) ("CFD No. 2023-1"). At build-out, CFD No. 2023-1 will consist of 573 single family residential units, 18 of which will be affordable units, not subject to the CFD special tax. Sitework is substantially complete and vertical construction is underway. The project, being marketed as Francis Ranch, is located both east and west of Croak Road, north of Central Parkway, within the city of Dublin, Alameda County, California. Trumark Homes and Taylor Morrison are offering six different product lines within the Francis Ranch master planned community. The 18 affordable units, which are dispersed through the four product lines developed by Trumark Homes, will not be included in this Appraisal Report. A more detailed legal and physical description of the subject property is contained within the attached report.
Attachment 4
317
Mr. Jay Baksa
City of Dublin
September 25, 2026
The appraised properties consist of 154 finished residential lots, 182 homes under construction, and 150 completed single-family homes within the boundaries of the CFD not currently assessed for a complete improvement value by the Alameda County Assessor. As such, a not-less-than estimate of market value for the smallest floor plan constructed within each subdivision was appraised and assigned to each respective Assessor’s parcel within the CFD.
In addition to the appraised parcels cited herein, there are also 69 existing single-family homes within the boundaries of the CFD with a complete assessed value for both land and improvements that are not appraised herein. Rather, the aggregate assessed value is combined with the aggregate value of the appraised properties to provide a total aggregate value of the CFD.
The appraisal conforms to the Uniform Standards of Professional Appraisal Practice (USPAP), the Code of Professional Ethics and Standards of Professional Practice of the Appraisal Institute, and applicable state appraisal regulations. The Appraisal Report is also prepared in accordance with the Appraisal Standards for Land Secured Financing published by the California Debt and Investment Advisory Commission (CDIAC) (2004).
Standards Rule 2-2 (Content of a Real Property Appraisal Report) contained in the Uniform Standards of Professional Appraisal Practice (USPAP) requires each written real property appraisal report to be prepared as either an Appraisal Report or a Restricted Appraisal Report. This report is prepared as an Appraisal Report as defined by USPAP under Standards Rule 2-2(a), and incorporates practical explanation of the data, reasoning, and analysis that were used to develop the opinion of value.
Based on the valuation analysis in the accompanying Appraisal Report, and subject to the hypothetical condition, definitions, assumptions, and limiting conditions expressed in the Attachment 4
318
Mr. Jay Baksa
City of Dublin
September 25, 2026
report, the concluded opinions of value, as of the date of value, August 14, 2026, are as follows:
Value Conclusions
Appraisal Premise
No. of
Parcels Value Conclusion
Aggregate Value of Appraised Properties 486 $659,346,000 Aggregate Value of Existing Homes based on Assessed Value 69 $166,295,689 Total Aggregate Value of Appraised and Assessed Properties in the District 555 $825,641,689 Extraordinary Assumptions and Hypothetical Conditions
None
1. The value derived herein is based on the hypothetical condition that proceeds to be financed by the Bond proceeds from the City of Dublin Community Facilities District No. 2023-1 Special Tax Bonds are available to reimburse the Developer for public improvements completed.
The use of any extraordinary assumption or hypothetical condition may have affected the assignment results.
The value conclusions are based on the following hypothetical conditions. A hypothetical condition is a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis.
The value conclusions are subject to the following extraordinary assumptions. An extraordinary assumption is an assignment-specific assumption as of the effective date regarding uncertain information used in an analysis which, if found to be false, could alter the appraiser’s opinions or conclusions.
The opinions of value represent a "not-less-than" value due to the fact we were requested to provide a market value for the smallest floor plan in each community improved with a completed home without a complete assessed improvement value reflected on the County of Alameda Assessor's Tax Roll.
Please note the aggregate of the appraised values is not the market value of the appraised properties in bulk. As defined by The Dictionary of Real Estate Appraisal, an aggregate value is the "total of multiple market value conclusions." For purposes of this Appraisal Report, market value is estimated by ownership.
As a condition of this assignment, the Assessed Values for certain Assessor's Parcels with single-family homes with a complete Assessed Value for both Land and Improvements is presented herein for illustration purposes only. As requested, these Assessor's Parcels are not appraised herein with a not-less-than market value; instead, the assigned County of Alameda Assessor's value will be relied upon for underwriting purposes.
Attachment 4
319
Mr. Jay Baksa
City of Dublin
September 25, 2026
If you have any questions or comments, please contact the undersigned. Thank you for the opportunity to be of service.
Respectfully submitted,
Integra Realty Resources - San Francisco
Eric Segal, MAI
California Certified General Real Estate
Appraiser #AG026558
Telephone: 916.435.3883, ext. 228
Email: [email protected]
Noah Kauffman, MAI, R/W-AC
California Certified General Real Estate
Appraiser #3004618
Telephone: 916.302.2305
Email: [email protected]
Kari Tatton
California Certified General Real Estate
Appraiser #3002218
Telephone: 916.435.3883, ext. 229
Email: [email protected]
Attachment 4
320
Table of Contents
East Ranch (aka Francis Ranch)
Executive Summary 1
Identification of the Appraisal Problem 2
Subject Description 2
Sale History 2
Pending Transactions 3
Appraisal Purpose 4
Value Type Definitions 4
Property Rights Definitions 4
Client and Intended User(s) 5
Intended Use 5
Applicable Requirements 5
Report Format 5
Prior Services 5
Appraiser Competency 6
Scope of Work 7
Economic Analysis 9
Alameda County Area Analysis 9
Surrounding Area Analysis 17
Land Uses 18
Outlook and Conclusions 19
Surrounding Area Map 20
Residential Market Analysis 21
Property Analysis 27
Land Description and Analysis 27
Proposed Improvements Description 31
Real Estate Taxes 41
Highest and Best Use 42
Valuation 44
Valuation Methodology 44
Market Valuation – Floor Plans 45
Residential Lot Valuation 59
Land Residual Analysis 60
Sales Comparison Approach 71
Reconciliation of Lot Value 80
Conclusion of Value 81
Market Value by Ownership 82
Exposure Time 84
Marketing Time 84
Certification 85
Assumptions and Limiting Conditions 87
Addenda
A. Appraiser Qualifications
B. Definitions
C. Comparable Data
Land Sales
Attachment 4
321
Executive Summary 1
East Ranch (aka Francis Ranch)
Executive Summary
Property Name
Address
Property Type
Owner of Record
Tax ID
Land Area 165.50 acres; 7,209,180 SF
Zoning Designation
Highest and Best Use
Exposure Time; Marketing Period 12 months; 12 months
Effective Date of the Appraisal August 14, 2026
Date of the Report September 25, 2026
Property Interest Appraised
Value Conclusion
Value Type & Appraisal Premise No. of Lots Value Conclusion Aggregate Value of Appraised Properties 486 $659,346,000 Aggregate Value of Existing Homes based on Assessed Value 69 $166,295,689 555 $825,641,689
East Ranch (aka Francis Ranch)
Croak Rd.
Dublin, Alameda County, California 94568
Land - Finished SFR Lots
Arroyo Cap IV3, LLC, KL LB BUY 4, LLC, TH East Ranch Dublin LLC, Taylor Morrison California, LLC, and Individual Homeowners
905-0020-001 to -085; 905-0022-001 to -099; 905-0023-001 to -092; 905- 0024-001 to -122; 905-0025-001 to -110; 905-0026-005 to -076 The values reported above are subject to the definitions, assumptions, and limiting conditions set forth in the accompanying report of which this summary is a part. No party other than City of Dublin may use or rely on the information, opinions, and conclusions contained in the report. It is assumed that the users of the report have read the entire report, including all of the definitions, assumptions, and limiting conditions contained therein.
PD (PA 04-040), Fallon Village Planned Development
Single-family residential
Fee Simple
Total Aggregate Value of Appraised and Assessed Properties in the District Extraordinary Assumptions and Hypothetical Conditions
None
1. The value derived herein is based on the hypothetical condition that proceeds to be financed by the Bond proceeds from the City of Dublin Community Facilities District No. 2023-1 Special Tax Bonds are available to reimburse the Developer for public improvements completed.
The use of any extraordinary assumption or hypothetical condition may have affected the assignment results.
The value conclusions are based on the following hypothetical conditions. A hypothetical condition is a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis.
The value conclusions are subject to the following extraordinary assumptions. An extraordinary assumption is an assignment-specific assumption as of the effective date regarding uncertain information used in an analysis which, if found to be false, could alter the appraiser’s opinions or conclusions.
Attachment 4
322
Subject Description 2
East Ranch (aka Francis Ranch)
Identification of the Appraisal Problem
Subject Description
The subject property comprises City of Dublin Community Facilities District (CFD) No. 2023-1 (East Ranch) ("CFD No. 2023-1"). At build-out, CFD No. 2023-1 will consist of 573 single family residential units, 18 of which will be affordable units, not subject to the CFD special tax. Sitework is substantially complete and vertical construction is underway. The project, being marketed as Francis Ranch, is located both east and west of Croak Road, north of Central Parkway, within the city of Dublin, Alameda County, California. Trumark Homes and Taylor Morrison are offering six different product lines within the Francis Ranch master planned community.
Property Identification
Property Name East Ranch (aka Francis Ranch)
Address Croak Rd.
Dublin, California 94568
Tax ID 905-0020-001 to -085; 905-0022-001 to -099; 905-0023-001 to -092; 905-0024-001 to -122; 905-0025-001 to -110; 905-0026-005 to -076
Owner of Record Arroyo Cap IV3, LLC, KL LB BUY 4, LLC, TH East Ranch Dublin LLC, Taylor Morrison California, LLC, and Individual Homeowners
Sale History
The most recent closed sale of the subject is summarized as follows:
Contract Date Sep-19
Sale Date Sep-23
Seller Croak Properties
Buyer TH East Ranch Dublin LLC
Sale Price $164,000,000
Price per Lot $286,213
Recording Instrument Number N/Av
Comments This transaction reprents the sale of 573 unentitled lots. The lots were concurrently purchased by the land bank for a purchase price of $140M. The transaction with the land bank excluded Neighborhood 4 (Tract 8648); first takedown with the land bank was Oct 2024.
The purchase is an arm’s-length transaction with no unusual motivations. Considering the condition of the lots at the time of the sale, the prior arm’s-length transaction is a reasonable indicator of the subject’s market value, as of the date of purchase.
Additionally, Taylor Morrison purchased 176 lots within two neighborhoods from Trumark, the details of those transactions are presented in the following table.
Attachment 4
323
Pending Transactions 3
East Ranch (aka Francis Ranch)
Sale 1 (Neighborhood 3) Sale 2 (Neighborhood 4)
Contract Date Jun-24 Nov-23
Sale Date Oct-24 Dec-23
Sale Price $103,010,000 $88,145,000
Price per Lot $1,131,978 $1,037,000
Lot size 5,500 4,500
Lot condition 91 Finished lots 85 Finished Lots
Neighborhood 4 was subsequently sold to KL LB BUY 4, LLC, a Delaware limited liability company, the landbank for Taylor Morrison. The sale took place on December 18, 2024. To date, Taylor Morrison has taken down 60 of the 85 lots, with the next takedown scheduled for November 6, 2026.
To the best of our knowledge, no other sale or transfer of ownership has taken place within a threeyear period prior to the effective appraisal date and to the best of our knowledge the property is not currently being marketed for sale in bulk.
Pending Transactions
Arroyo Cap IV3, LLC. is serving as the land bank for TH East Ranch Dublin, LLC (“Trumark Homes”). It is common for a merchant builder to use a land bank when acquiring lots. The land bank relationship allows a merchant builder the option to acquire lots over time pursuant to a takedown schedule. The takedown schedules give the merchant builder the option (but not the obligation) to acquire lots over a specified time period. This transfer of lots serves as a financing mechanism, which is relatively commonplace for transactions involving national homebuilders. These transactions are not considered arm’s length transfers of the subject lots. The schedule of lot transfers is shown in the following table.
Takedown Schedule
Phase Date Neighborhood Neighborhood Neighborhood Neighborhood Neighborhood Total Phase 1 6/30/2024 -- -- -- -- -- 0
Phase 2 8/31/2024 -- -- -- -- -- 0
Phase 3 9/30/2024 -- -- -- -- -- 0
Phase 4 10/31/2024 -- 3 -- -- -- 3
Phase 5 12/04/2024 3 5 91 -- -- 99
Phase 6 1/08/2024 -- 12 4 8 24
Phase 7 1/31/2025 -- -- -- -- -- 0
Phase 8 2/28/2025 6 -- -- 4 8 18
Phase 9 4/30/2025 7 9 -- 10 15 41
Phase 10 5/31/2025 6 13 -- -- 6 25
Phase 11 6/30/2025 -- -- -- 4 -- 4
Phases 12-14 8/29/2025 7 5 -- 6 14 32
Phases 15-17 1/30/2026 14 5 -- 9 14 42
Phases 18-20 4/30/2026 7 12 -- 8 8 35
Phases 22-24 7/31/2026 5 11 -- 10 9 35
Phases 25-27 10/31/2026 4 -- -- 11 13 28
Phases 28-30 1/31/2027 12 9 -- 8 5 34
Phases 31-33 4/30/2027 12 7 -- 8 -- 27
Phases 34-36 7/31/2027 5 7 -- 8 -- 20
Phases 37-39 8/31/2027 13 -- -- 8 -- 21
Totals 101 95 91 98 100 485
Attachment 4
324
Appraisal Purpose 4
East Ranch (aka Francis Ranch)
Appraisal Purpose
The purpose of this Appraisal Report is to estimate the market value (fee simple estate), by ownership, and the aggregate value of the appraised properties comprising City of Dublin CFD No. 2023-1, subject to the hypothetical condition certain proceeds from the Special Tax Bonds will be available to reimburse the master developer (TH East Ranch Dublin, LLC) for various improvements already completed, as of the effective date of the appraisal, August 14, 2026. The date of the report is September 25, 2026. The appraisal is valid only as of the stated effective date. The home values are based on a “not-less-than” value for the smallest floor plan within each product, without consideration for upgrades and lot premiums. Further, we have excluded any contributory value of unfinished homes, but rather considered the value of permits and impact fees paid for lots with either construction underway or not yet begun.
Value Type Definitions
The definitions of the value types applicable to this assignment are summarized below.
Market Value
The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby:
1. Buyer and seller are typically motivated;
2. Both parties are well informed or well advised, and acting in what they consider their own best interests;
3. A reasonable time is allowed for exposure in the open market;
4. Payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and
5. The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. 1 Assessed Value
The value of a property according to the tax rolls in ad valorem taxation; may be higher or lower than market value, or based on an assessment ratio that is a percentage of market value. 2 Property Rights Definitions
The property rights appraised which are applicable to this assignment are defined as follows. 1 Code of Federal Regulations, Title 12, Chapter I, Part 34.42[h]; also, Interagency Appraisal and Evaluation Guidelines, Federal Register, 75 FR 77449, December 10, 2010, page 77472 2 Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th ed. (Chicago: Appraisal Institute, 2022) Attachment 4
325
Client and Intended User(s) 5
East Ranch (aka Francis Ranch)
Fee Simple Estate
Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat.3 Client and Intended User(s)
The client and intended user is the City of Dublin. No party or parties beyond the clients and The Finance Team with this proposed issuance may use or rely on the information, opinions, and conclusions contained in this report; however, this appraisal report may be included in the offering document provided in connection with the issuance and sale of the Bonds.
Intended Use
The intended use of the appraisal is for bond underwriting purposes. The appraisal is not intended for any other use.
Applicable Requirements
This appraisal report conforms to the following requirements and regulations:
• Uniform Standards of Professional Appraisal Practice (USPAP); • Code of Professional Ethics and Standards of Professional Practice of the Appraisal Institute; • Applicable state appraisal regulations;
• Interagency Appraisal and Evaluation Guidelines issued December 10, 2010; • Appraisal Standards for Land Secured Financing published by the California Debt and Investment Advisory Commission (CDIAC) (2004).
Report Format
Standards Rule 2-2 (Content of a Real Property Appraisal Report) contained in the Uniform Standards of Professional Appraisal Practice (USPAP) requires each written real property appraisal report to be prepared as either an Appraisal Report or a Restricted Appraisal Report. This report is prepared as an Appraisal Report as defined by USPAP under Standards Rule 2-2(a), and incorporates practical explanation of the data, reasoning, and analysis used to develop the opinion of value.
Prior Services
USPAP requires appraisers to disclose to the client any other services they have provided in connection with the subject property in the prior three years, including valuation, consulting, property management, brokerage, or any other services. We have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding the agreement to perform this assignment. 3 Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th ed. (Chicago: Appraisal Institute, 2022) Attachment 4
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Appraiser Competency 6
East Ranch (aka Francis Ranch)
Appraiser Competency
No steps were necessary to meet the competency provisions established under USPAP. The assignment participants have appraised several properties similar to the subject in physical, locational, and economic characteristics, and are familiar with market conditions and trends; therefore, appraiser competency provisions are satisfied for this assignment. Appraiser qualifications and state credentials are included in the addenda of this report.
Attachment 4
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Appraiser Competency 7
East Ranch (aka Francis Ranch)
Scope of Work
Introduction
The appraisal development and reporting processes require gathering and analyzing information about the assignment elements necessary to properly identify the appraisal problem. The scope of work decision includes the research and analyses necessary to develop credible assignment results, given the intended use of the appraisal. Sufficient information includes disclosure of research and analyses performed and might also include disclosure of research and analyses not performed.
To determine the appropriate scope of work for the assignment, the intended use of the appraisal, the needs of the user, the complexity of the property, and other pertinent factors were considered. The concluded scope of work is described below.
Research and Analysis
The type and extent of the research and analysis conducted are detailed in individual sections of the report. Although effort has been made to confirm the arms-length nature of each sale with a party to the transaction, it is sometimes necessary to rely on secondary verification from sources deemed reliable.
Subject Property Data Sources
The legal and physical features of the subject property, including size of the site, flood plain data, seismic zone designation, property zoning, existing easements and encumbrances, access and exposure, and condition of the improvements (as applicable) were confirmed and analyzed.
Inspection
Details regarding the property inspection conducted as part of this appraisal assignment are summarized as follows:
Property Inspection
Party Inspection Type Inspection Date
Eric Segal, MAI On-site August 18, 2026
Noah Kauffman, MAI, R/W-AC None N/A
Kari Tatton On-site August 18, 2026
Valuation Methodology
Three approaches to value are typically considered when developing a market value opinion for real property. These are the cost approach, the sales comparison approach, and the income capitalization approach. Use of the approaches in this assignment is summarized as follows:
Attachment 4
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Appraiser Competency 8
East Ranch (aka Francis Ranch)
Approaches to Value
Approach Applicability to Subject Use in Assignment
Cost Approach Not Applicable Not Utilized
Sales Comparison Approach Applicable Utilized
Income Capitalization Approach Not Applicable Not Utilized The valuation began by employing the sales comparison approach to estimate the not-less-than market value for the completed single-family homes, based on the smallest floor plan being marketed within each project with a completed home. The (not-less-than) estimate of market value will be assigned to each of the completed single-family residential units.
We will employ the sales comparison approach and land residual analysis to estimate the value of the subject’s residential land components. In the land residual analysis (a variation of the cost approach and income capitalization approaches combined), all direct and indirect costs are deducted from an estimate of the anticipated gross sales price of the improved product; the resultant net sales proceeds are then discounted to present value at an anticipated rate over the development and absorption period to indicate the residual value of the lots. In the direct sales comparison approach, we adjust the prices of comparable transactions in the region based on differences between the comparable sales and the appraised properties. The values indicated by each approach will then be reconciled into an opinion of market value for the subject’s various lot size categories.
A typical cost approach is not included in the valuation; however, costs are analyzed as part of the land residual analysis. In addition, the income approach is not utilized as the income potential, if any, of the subdivision would not yield a credible indicator of its value.
As a condition of this assignment, the Assessed Values for certain Assessor's Parcels with a complete Assessed Value for both Land and Improvements is presented herein for illustration purposes only. As requested, these Assessor's Parcels are not appraised herein with a not-less-than market value; instead, the assigned County of Alameda Assessor's value will be relied upon for underwriting purposes.
The market value estimates for the various taxable land use components described above were then assigned to the various assessor’s parcels comprising the appraised properties in order to derive the cumulative, or aggregate, value of the CFD.
Attachment 4
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Alameda County Area Analysis 9
East Ranch (aka Francis Ranch)
Economic Analysis
Alameda County Area Analysis
Alameda County is located on the eastern shores of the San Francisco Bay, bordered on the north by Contra Costa County, on the south by Santa Clara County and on the east by San Joaquin County. It is 737 square miles in size and has a population density of 2,234 persons per square mile. Anchored by the City of Oakland, the county also encompasses major cities such as Berkeley, Fremont, Hayward, San Leandro, and Pleasanton, creating a wide-ranging economic and demographic base. The economy is driven by technology, higher education, healthcare, trade and logistics, and government. Oakland serves as a regional hub for healthcare and administration, while the Port of Oakland is a critical West Coast gateway for international trade and one of the busiest container ports in the nation. Major employers include Kaiser Permanente, University of California Berkeley, Tesla, Lawrence Livermore and Berkeley National Laboratories, and multiple municipal and county agencies.
The transportation network is extensive, supported by Interstates 80, 580, 880, and 680, the Bay Bridge connection to San Francisco, and a robust transit system including Bay Area Rapid Transit (BART), AC Transit, Amtrak, and the Port of Oakland’s seaport and international airport. Community amenities are significant, with higher education institutions, cultural venues, regional parks, and recreation areas, alongside a strong base of civic services.
Population
Alameda County has an estimated 2026 population of 1,647,132, which represents an average annual
0.4% decrease from the 2020 census of 1,682,353. Alameda County lost an average of 5,870 residents per year over the 2020-2026 period, and its population trend contrasts with the State of California which had little to no change in population over this time.
Looking forward, Alameda County's population is projected to decrease at a 0.2% annual rate from 2026-2031, equivalent to the loss of an average of 2,661 residents per year. Alameda County's population decline differs from California, which is projected to stay approximately the same in population during this time.
Employment
Total employment in Alameda County was estimated at 782,098 jobs as of September 2025. Between year-end 2015 and 2025, employment rose by 40,255 jobs, equivalent to a 5.4% increase over the entire period. There were gains in employment in seven out of the past ten years. Although Alameda Population Compound Ann. % Chng
2020 Census 2026 Estimate 2031 Projection 2020 - 2026 2026 - 2031 Alameda County 1,682,353 1,647,132 1,633,829 -0.4% -0.2% California 39,538,223 39,435,158 39,455,567 0.0% 0.0%
Source: Claritas SPOTLIGHT
Population Trends
Attachment 4
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Alameda County Area Analysis 10
East Ranch (aka Francis Ranch)
County's employment rose over the last decade, it underperformed California, which experienced an increase in employment of 10.1% or 1,675,631 jobs over this period.
A comparison of unemployment rates is another way of gauging an area’s economic health. Over the past decade, the Alameda County unemployment rate has been consistently lower than that of California, with an average unemployment rate of 4.4% in comparison to a 5.7% rate for California.
Recent data shows that the Alameda County unemployment rate is 4.5% in comparison to a 5.5% rate for California, a positive sign for the Alameda County economy but one that must be tempered by the fact that Alameda County has underperformed California in the rate of job growth over the past two years.
Employment Sectors
The composition of the Alameda County job market is depicted in the following chart, along with that of California. Total employment for both areas is broken down by major employment sector, and the sectors are ranked from largest to smallest based on the percentage of Alameda County jobs in each category.
Employment Trends
Total Employment (Year End) Unemployment Rate (Ann. Avg.) Year Alameda County
%
Change California
%
Change Alameda County California
2015 741,843 16,606,038 4.8% 6.2%
2016 760,386 2.5% 16,930,563 2.0% 4.1% 5.5%
2017 784,196 3.1% 17,263,084 2.0% 3.5% 4.8%
2018 793,263 1.2% 17,573,378 1.8% 2.9% 4.3%
2019 802,045 1.1% 17,857,719 1.6% 2.8% 4.1%
2020 732,524 -8.7% 16,401,290 -8.2% 8.6% 10.2%
2021 781,967 6.7% 17,641,250 7.6% 5.9% 7.3%
2022 793,645 1.5% 18,066,913 2.4% 3.2% 4.3%
2023 800,941 0.9% 18,146,497 0.4% 3.8% 4.7%
2024 787,486 -1.7% 18,246,332 0.6% 4.5% 5.3%
2025* 782,098 -0.7% 18,281,669 0.2% 4.6% 5.5%
Overall Change 2015-2025 40,255 5.4% 1,675,631 10.1%
Avg Unemp. Rate 2015-2025 4.4% 5.7%
Unemployment Rate - February 2026 4.5% 5.5%
Source: U.S. Bureau of Labor Statistics and Moody's Analytics. Employment figures are from the Quarterly Census of Employment and Wages (QCEW). Unemployment rates are from the Current Population Survey (CPS). The figures are not seasonally adjusted. *Total employment data is as of September 2025.
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Alameda County Area Analysis 11
East Ranch (aka Francis Ranch)
Alameda County has greater concentrations than California in the following employment sectors:
1. Professional and Business Services, representing 16.0% of the Alameda County payroll employment compared to 15.0% for California as a whole. This sector includes legal, accounting, and engineering firms, as well as management of holding companies.
2. Manufacturing, representing 11.0% of the Alameda County payroll employment compared to
6.7% for California as a whole. This sector includes all establishments engaged in the manufacturing of durable and nondurable goods.
Alameda County is underrepresented in the following sectors:
1. Leisure and Hospitality, representing 8.9% of the Alameda County payroll employment compared to 11.0% for California as a whole. This sector includes employment in hotels, restaurants, recreation facilities, and arts and cultural institutions.
Major Employers
Major employers in Alameda County are shown in the following table.
Employment Sectors - 2025
18.4%
16.2%
16.0%
14.8%
11.0%
8.9%
5.8%
3.6%
2.8%
2.4%
0.1%
18.4%
16.4%
15.0%
14.7%
6.7%
11.0%
4.9%
3.1%
4.3%
2.8%
2.6%
0% 5% 10% 15% 20%
Education and Health Services
Trade; Transportation; and Utilities
Professional and Business Services
Government
Manufacturing
Leisure and Hospitality
Construction
Other Services
Financial Activities
Information
Natural Resources & Mining
Alameda County California
Source: U.S. Bureau of Labor Statistics and Moody's Analytics Attachment 4
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Alameda County Area Analysis 12
East Ranch (aka Francis Ranch)
Gross Domestic Product
Gross Domestic Product (GDP) is a measure of economic activity based on the total value of goods and services produced in a defined geographic area, and annual changes in Gross Domestic Product (GDP) are a gauge of economic growth.
Economic growth, as measured by annual changes in GDP, has been somewhat lower in Alameda County than California overall during the past decade. Alameda County has grown at a 3.0% average annual rate while the State of California has grown at a 3.1% rate. Alameda County continues to underperform California. GDP for Alameda County rose by 1.0% in 2024 while California's GDP rose by
3.2%.
Alameda County has a per capita GDP of $90,399, which is 8% greater than California's GDP of $84,007. This means that Alameda County industries and employers are adding relatively more value to the economy than their counterparts in California.
Name Number of Employees
1 University of California, Berkeley 10,000+
2 Western Digital Corp 10,000+
3 Tesla 10,000+
4 County of Alameda 9,626
5 Lawrence Berkeley Lab 5,000-9,999
6 Lawrence Livermore Natl. Lab 5,000-9,999
7 Alta Bates Summit Medical Center 1,000-4,999
8 Bay Area Rapid Transit (BART) 1,000-4,999
9 California State University, East Bay 1,000-4,999
10 Cooper Vision, Inc. 1,000-4,999
11 Dell EMC 1,000-4,999
12 East Bay Municipal Utility District (EBMUD) 1,000-4,999 13 Kaiser Permanente Oakland Medical 1,000-4,999
14 PeopleSoft 1,000-4,999
15 Ross Stores 1,000-4,999
16 Tekion 1,000-4,999
17 California Dept of Transportation (CalTrans) 1,000-4,999 18 Stanford Health Care 1,000-4,999
19 UCSF Benioff Children's Hospital 1,000-4,999
20 Valley Care Health System 1,000-4,999
21 Washington Hospital Healthcare 1,000-4,999
Source:
Major Employers - Alameda County
County of Alameda Annual Comprehensive Financial Report Fiscal Year Ended June 30, 2025 Attachment 4
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Alameda County Area Analysis 13
East Ranch (aka Francis Ranch)
Household Income
Alameda County is more affluent than California. Median household income for Alameda County is $132,771, which is 26.0% greater than the corresponding figure for California.
The following chart shows the distribution of households across twelve income levels. Alameda County has a greater concentration of households in the higher income levels than California.
Specifically, 45% of Alameda County households are at the $150,000 or greater levels in household income as compared to 34% of California households. A lesser concentration of households is apparent in the middle income levels, as 35% of Alameda County households are between the $50,000 - $150,000 levels in household income versus 41% of California households.
Gross Domestic Product
Year
($,000s)
Alameda County % Change
($,000s)
California % Change
2014 111,256,132 – 2,428,675,700 –
2015 119,277,959 7.2% 2,545,979,500 4.8%
2016 123,298,691 3.4% 2,623,711,700 3.1%
2017 130,430,017 5.8% 2,740,550,300 4.5%
2018 135,481,671 3.9% 2,850,970,300 4.0%
2019 139,438,051 2.9% 2,969,609,000 4.2%
2020 136,209,080 -2.3% 2,930,654,600 -1.3%
2021 145,824,780 7.1% 3,151,112,500 7.5%
2022 148,762,514 2.0% 3,147,211,400 -0.1%
2023 147,576,503 -0.8% 3,204,016,400 1.8%
2024 149,073,515 1.0% 3,306,928,600 3.2%
Compound % Chg (2014-2024) 3.0% 3.1%
GDP Per Capita 2024 $90,399 $84,007
Source: U.S. Bureau of Economic Analysis (BEA) and Moody's Analytics; data released February 2026.
The release of state and local GDP data has a longer lag time than national data. The data represents inflation-adjusted "real" GDP stated in 2017 dollars.
Median
Alameda County $132,771
California $105,377
Comparison of Alameda County to California + 26.0%
Source: Claritas SPOTLIGHT
Median Household Income - 2026
Attachment 4
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Alameda County Area Analysis 14
East Ranch (aka Francis Ranch)
Education Levels
Residents of Alameda County have a higher level of educational attainment than those of California.
An estimated 52% of Alameda County residents are college graduates with four-year degrees, versus 37% of California residents.
Household Income Distribution - 2026
7.0%
4.8%
4.9%
7.7%
12.2%
11.2%
9.8%
8.2%
11.1%
6.8%
8.5%
7.8%
6.6%
4.0%
3.8%
6.0%
9.5%
9.1%
8.5%
7.6%
11.5%
7.3%
11.7%
14.4%
0.0% 2.0% 4.0% 6.0% 8.0% 10.0% 12.0% 14.0% 16.0%
Less than $15,000
$15,000 - $24,999
$25,000 - $34,999
$35,000 - $49,999
$50,000 - $74,999
$75,000 - $99,999
$100,000 - $124,999
$125,000 - $149,999
$150,000 - $199,999
$200,000 - $249,999
$250,000 - $499,999
$500,000 and more
Alameda County California
Source: Claritas SPOTLIGHT
Education Levels - 2026
Source: Claritas SPOTLIGHT
0%
20%
40%
60%
80%
100%
Alameda County California
52%
37%
Percent College Graduate
Attachment 4
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Alameda County Area Analysis 15
East Ranch (aka Francis Ranch)
Transportation
The availability of a broad transportation network has been one of the major factors in the region’s growth. The county is served by a number of Interstate routes and freeways, including Interstates 80, 580 and 880. Interstate 80 connects the western portion of the area to San Francisco to the west and the Sacramento region to the east. Interstate 580 connects the eastern portion of the county to San Joaquin County in the Central Valley to the east. Three bridges connect Alameda County across the Bay, including the Bay, Dumbarton and San Mateo Bridges. Bay Area Rapid Transit (BART) serves a large part of the region. The city of Oakland is the terminus of vital interstates and railways and has long been a major West Coast transportation hub for travelers and cargo. The port of Oakland is one of the nation’s major container ports, providing an important connection to global markets. The city of Emeryville is a passenger stop for Amtrak trains. Oakland International Airport is the main airport serving the region. San Francisco International Airport is also easily accessible.
Recreation & Culture
Alameda County offers a variety of recreational and cultural opportunities. Outdoor recreation is provided via an extensive regional park system, including Redwood Regional Park, Tilden Regional Park, Lake Chabot, and numerous shoreline preserves that provide opportunities for hiking, biking, boating, camping, and nature study. The county also maintains a variety of public golf courses, athletic complexes, and waterfront trails that encourage year-round activity. San Francisco Bay and Lake Merritt in Oakland further enhance water-based recreation and community gathering. Excursions to San Francisco are within a short drive and include the Golden Gate Bridge, Alameda Mammal Center, Muir Woods, Alcatraz and Angel Islands, to name a few.
Oakland is home to the Oakland Museum of California, the Oakland Zoo, and the Paramount and Fox Theatres, which host major performances and events. Berkeley adds to the cultural landscape with the UC Berkeley Art Museum and Pacific Film Archive, the Berkeley Repertory Theatre, and a strong tradition of performing arts and festivals. Fremont, Hayward, and Pleasanton feature community theaters, historical sites, and civic arts programs, while the annual Alameda County Fair in Pleasanton serves as a regional draw.
Conclusion
Alameda County benefits from one of the Bay Area’s most diverse economies, spanning technology, healthcare, life sciences, education, logistics, advanced manufacturing, and government services, providing a level of stability that is greater than many single-industry markets. While office demand remains challenged by evolving workplace trends, growth in healthcare, research, biotechnology, and industrial sectors continues to support employment and investment activity. The Port of Oakland and the I-880 corridor play central roles in logistics and industrial activity. Looking ahead, Alameda County is expected to experience moderate economic growth supported by ongoing population and housing development, infrastructure investment, and its strategic location within the Bay Area. Although affordability constraints, housing shortages, and broader economic uncertainty may temper expansion, the county’s diverse employment base, transportation connectivity, and long-term role as a regional business hub should support continued demand for commercial and residential real estate over the foreseeable future.
Attachment 4
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Alameda County Area Analysis 16
East Ranch (aka Francis Ranch)
Area Map
Attachment 4
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Surrounding Area Analysis 17
East Ranch (aka Francis Ranch)
Surrounding Area Analysis
Boundaries
The boundaries of a neighborhood identify the physical area that influences the value of the subject property. These boundaries may coincide with observable changes in prevailing land use or occupant characteristics. Physical features such as the type of development, street patterns, terrain, vegetation and parcel size tend to identify neighborhoods. Roadways, waterways and changing elevations can also create neighborhood boundaries. The subject property is located in the city of Dublin, in the eastern part of Alameda County. The neighborhood is generally defined by the city limits of Dublin.
A map identifying the location of the property follows this section.
Access and Linkages
The Francis Ranch development is located in eastern Dublin, with access provided via Fallon Road and the surrounding local street network. Tassajara Road, which intersects Fallon Road northwest of the subject property, is a major north-south arterial serving the eastern portion of Dublin. Fallon and Tassajara Roads both provide direct, convenient connections to Dublin Boulevard, I-580, and surrounding residential and commercial areas. Interstate 580 is located nearby and provides regional access to Pleasanton and Livermore to the east and the greater East Bay, including San Ramon, Castro Valley, and Oakland, to the west. Interstate 680 is also readily accessible via the local roadway network and provides additional north-south connectivity through the Tri-Valley and to the greater Bay Area.
Public transportation is provided by Wheels, the Tri-Valley area's primary bus system, with additional regional connections available through the Bay Area Rapid Transit (BART) system, including the nearby West Dublin/Pleasanton and Dublin/Pleasanton stations. Overall, the development benefits from good local and regional accessibility via major arterial roadways, freeway connections, and public transportation.
Demographics
A demographic profile of the surrounding area, including population, households, and income data, is presented in the following table.
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Surrounding Area Analysis 18
East Ranch (aka Francis Ranch)
Surrounding Area Demographics
2026 Estimates 1-mile Radius 3-mile Radius 5-mile Radius Zip Code Alameda County Population 2020 16,202 128,385 212,570 71,797 1,682,353 Population 2026 17,153 131,352 217,253 75,196 1,647,132 Population 2031 17,965 134,146 221,453 77,993 1,633,829 Compound % Change 2020-2026 1.0% 0.4% 0.4% 0.8% -0.4%
Compound % Change 2026-2031 0.9% 0.4% 0.4% 0.7% -0.2%
Households 2020 5,206 43,089 71,648 23,400 591,636
Households 2026 5,519 42,728 70,864 23,525 576,085
Households 2031 5,799 43,317 71,612 24,221 570,277
Compound % Change 2020-2026 1.0% -0.1% -0.2% 0.1% -0.4% Compound % Change 2026-2031 1.0% 0.3% 0.2% 0.6% -0.2%
Median Household Income 2026 $152,191 $208,719 $206,670 $211,682 $133,140 Average Household Size 2.6 3.0 3.0 3.1 2.8
College Graduate % 64% 70% 70% 69% 52%
Owner Occupied % 30% 63% 64% 61% 51%
Renter Occupied % 70% 37% 36% 39% 49%
Median Owner Occupied Housing Value $999,681 $1,371,192 $1,441,332 $1,331,446 $1,124,736 Median Year Structure Built 2004 1992 1993 2003 1969
Average Travel Time to Work in Minutes 37 39 38 39 34
Source: Claritas 360
As shown above, the current population within a 3-mile radius of the subject is 131,352, and the average household size is 3.0. Population in the area has grown since the 2020 census, and this trend is projected to continue over the next five years. This is in contrast to the population of Alameda County, which is projected to decline, as discussed previously.
Median household income is $208,719, which is higher than the household income for Alameda County. Median owner-occupied home values within a 3-mile radius of the subject are considerably higher than those of Alameda County.
Land Uses
The area surrounding the Francis Ranch development is characterized primarily by newer residential development, planned open space, neighborhood parks, and supporting community and commercial uses. Francis Ranch itself is a 165.5-acre master-planned residential community comprising approximately 573 homes across six neighborhoods, including detached single-family homes, motorcourt residences, duets, and townhomes. The development also includes two new neighborhood parks, Poppy Meadow Park and Wild Wind Park, totaling approximately 11 acres of parkland, as well as interconnected trails and recreational amenities.
Cottonwood Creek K-8 School, located just west of the subject, is a public school within the Dublin Unified School District. The school opened in 2018 and serves students from kindergarten through eighth grade. The approximately 10-acre campus features modern classroom and administrative buildings, a library, natural grass field and track, music facilities, multipurpose space, and technologyintegrated classrooms. The school was established to serve Dublin’s growing eastern community and serves the Francis Ranch and surrounding residential developments.
Attachment 4
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Surrounding Area Analysis 19
East Ranch (aka Francis Ranch)
The surrounding eastern Dublin area has experienced substantial residential growth, with nearby developments including Jordan Ranch, Dublin Ranch, and additional newer residential neighborhoods along Central Parkway, Croak Road, and Tassajara Road. The area also benefits from convenient access to major shopping and dining destinations, including Hacienda Crossings Shopping Center, Fallon Gateway Center, Dublin Place, and the Shops at Waterford. Community uses include Emerald Glen Park, schools, recreational facilities, and the Dublin Civic Center and Library.
Additional residential development remains active in the immediate area. Within Francis Ranch, the six neighborhoods are being developed by Trumark Homes and Taylor Morrison, while a proposed 78- unit affordable apartment community, Eden at Francis Ranch, is planned at Central Parkway and Byrne Street. The broader Dublin area also continues to experience development of new housing and mixeduse projects, contributing to an evolving residential environment with a growing mix of housing, parks, schools, retail, and community-oriented uses.
Outlook and Conclusions
The outlook for the Francis Ranch development and surrounding eastern Dublin area is considered favorable. The area is well established as a growing residential community and continues to benefit from new housing construction, expanding community amenities, parks, schools, and nearby retail and commercial services. The development's location within the broader Dublin Ranch area provides good access to major transportation routes, employment centers, shopping, recreation, and other community services. Continued residential development and infrastructure investment are expected to support the area's long-term appeal. Overall, the subject's surrounding neighborhood is considered to have a positive outlook, with the existing and planned residential, commercial, and community uses expected to contribute to continued stability and growth.
Attachment 4
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Surrounding Area Analysis 20
East Ranch (aka Francis Ranch)
Surrounding Area Map
Attachment 4
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Residential Market Analysis 21
East Ranch (aka Francis Ranch)
Residential Market Analysis
Given prevailing land use patterns and the subject’s zoning, a likely use of the property is for residential development. In the following paragraphs, we examine supply and demand indicators for residential development in the subject’s area.
Submarket Overview
The subject is located in the city of Dublin. The subject is adjacent to newer home construction and planned future development and is considered to have good transportation linkages. The neighborhood is characterized as a suburban area that appeals to both local workers and commuters.
Based on existing surrounding homes and new projects under development, the subject characteristics best support a project designed for move-up buyers.
Single-Family Building Permits
Single-family building permits for the city of Dublin as well as Alameda County totals are shown in the following table. When we compare the trend in permitting, population and price, there can be a relationship. More supply of homes could eventually mean lower prices, whereas conversely a lower number of permits pulled could eventually mean higher prices. Further, the number of permits pulled shows builder confidence in the current market when compared to other years.
Single-Family Building Permits
Year City of Dublin % Change County of Alameda % Change 2016 606 -- 2,288 --
2017 966 59.41% 2,559 11.84%
2018 615 -36.34% 1,968 -23.09%
2019 145 -76.42% 1,975 0.36%
2020 146 0.69% 1,336 -32.35%
2021 101 -30.82% 1,337 0.07%
2022 127 25.74% 1,212 -9.35%
2023 171 34.65% 973 -19.72%
2024 59 -65.50% 825 -15.21%
2025 441 647.46% 1,117 35.39%
Source: SOCDS Building Permits Monthly Request
Attachment 4
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Residential Market Analysis 22
East Ranch (aka Francis Ranch)
Single-Family Building Permits: 2026 Preliminary Data
Month City of Dublin County of Alameda
January 46 101
February 40 106
March 6 62
April 2 61
May 19 76
Total 113 406
Source: SOCDS Building Permits Monthly Request
New Home Pricing and Sales
The Gregory Group surveys active new home projects in California and Nevada. In the following table we present indicators for active single-family residential projects the subject’s County for the past three years. The data include both attached and detached projects, but the vast majority of units are detached homes.
New Home Sales History
Quarter Average Price
% Change
Average Price
Average Home
Size (SF)
Avg. Price /
Avg. SF
% Change
Price / SF
Quarter
Sold
Number of
Projects
Sold per Project
per Month
1Q 2024 $1,099,078 -- 2,442 $450.07 -- 444 36 4.11
2Q 2024 $1,094,486 -0.42% 2,411 $453.96 0.86% 199 34 1.95 3Q 2024 $1,135,889 3.78% 2,390 $475.27 4.69% 148 30 1.64 4Q 2024 $1,155,175 1.70% 2,411 $479.13 0.81% 118 29 1.36 1Q 2025 $1,128,778 -2.29% 2,464 $458.11 -4.39% 197 35 1.88 2Q 2025 $1,113,992 -1.31% 2,471 $450.83 -1.59% 125 35 1.19 3Q 2025 $1,140,201 2.35% 2,478 $460.13 2.06% 172 34 1.69 4Q 2025 $1,103,759 -3.20% 2,489 $443.45 -3.62% 141 32 1.47 1Q 2026 $1,095,372 -0.76% 2,472 $443.11 -0.08% 207 31 2.23 Source: The Gregory Group
In terms of the number of home sales in Alameda County, over the last 12 months, the average was
1.64 sales per month per project, which was slightly down from the average for the prior 12-month period of 1.71 sales per month per project. As demonstrated above, the trend over the past five quarters has been downward, with 1Q 2026 average new home prices generally in line with 2Q 2024.
Active New Home Projects Pricing and Absorption
There are 22 active projects in Dublin and surrounding communities. These projects are summarized in the tables on the following page, based on data from the Second Quarter of 2026.
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Residential Market Analysis 23
East Ranch (aka Francis Ranch)
Active Projects (as of 2Q 2026)
Project Name Master Plan Age Restricted Type Community Developer Average
Price
Avg. Home
Size (SF)
Average
Price/SF
Typical Lot
Size (SF)
Units
Planned
Units
Offered
Units
Sold
Units
Unsold
Alicante Arroyo Crossing No Attached Livermore Trumark Homes $747,500 1,311 $570.18 -- 109 17 10 7 Amara Arroyo Crossing No Attached Livermore Trumark Homes $1,003,000 2,001 $501.25 -- 109 27 14 13 Amarone No No Attached Livermore DeNova Homes $647,067 972 $665.71 -- 172 17 8 9 Azure† Francis Ranch No Detached Dublin Trumark Homes $2,580,000 3,754 $687.27 5,000 98 80 74 6 Cava No No Attached Livermore DeNova Homes $830,741 1,374 $604.61 -- 112 46 45 1 City Village -- Courts No No Detached San Ramon Summerhill Homes $1,720,500 2,551 $674.44 2,400 154 72 65 7 City Village -- Rows No No Attached San Ramon Summerhill Homes $1,464,667 2,136 $685.71 -- 114 42 40 2 City Village -- Towns No No Attached San Ramon Summerhill Homes $1,173,000 1,942 $604.02 -- 116 112 110 2 Deerwood Heights No No Attached San Ramon Trumark Homes $1,113,750 1,778 $626.41 -- 91 4 0 4 Jasmine† Francis Ranch No Attached Dublin Trumark Homes $1,253,750 1,974 $635.13 -- 100 21 9 12 Larkspur† No No Detached Dublin Taylor Morrison Homes $2,425,000 3,555 $682.14 5,500 85 59 49 10 Magee Preserve No No Detached Danville Davidon Homes $3,320,900 4,654 $713.56 11,000 69 69 65 4 Marigold† Francis Ranch No Detached Dublin Trumark Homes $1,786,667 2,569 $695.47 4,400 98 48 44 4 Nexus The DC No Attached Dublin Risewell Homes $1,655,490 2,523 $656.16 -- 105 14 6 8 Orchid† Francis Ranch No Detached Dublin Trumark Homes $2,865,000 4,630 $618.79 6,500 101 49 40 9 Parkton No No Detached Dublin Trumark Homes $1,629,500 2,418 $673.90 4,500 15 12 7 5 Primrose† No No Detached Dublin Taylor Morrison Homes $2,163,333 2,755 $785.24 4,500 85 66 53 13 Serenity No No Attached Livermore Shea Homes $902,772 1,744 $517.64 -- 89 66 41 25 Solera Arroyo Crossing No Attached Livermore Trumark Homes $932,250 1,748 $533.32 -- 120 24 18 6 Townsway The DC No Attached Dublin Risewell Homes $914,043 1,399 $653.35 -- 120 7 1 6 Vantage The DC No Detached Dublin Risewell Homes $1,882,990 2,853 $660.00 3,600 13 6 0 6 Verdello Arroyo Crossing No Detached Livermore Trumark Homes $1,250,000 2,472 $505.66 2,100 86 17 10 7 Minimum $647,067 972 $501.25 2,100 Maximum $3,320,900 4,654 $785.24 11,000 Average $1,557,360 2,414 $634.09 4,950
†Subject Property
Source: The Gregory Group
Absorption
Project Name Master Plan Community Developer
Avg. Home Price
(2Q 2026 Only)
Avg. Home Size
(2Q 2026 Only)
Typical Lot
Size (SF) 2Q 2026 1Q 2026 4Q 2025 3Q 2025
12-Month
Total
Average per
Quarter
Average per Month
Amara Arroyo Crossing Livermore Trumark Homes $1,003,000 2,001 -- 3 4 4 3 14 3.5 1.2 Azure† Francis Ranch Dublin Trumark Homes $2,580,000 3,754 5,000 2 20 17 13 52 13.0 4.3 City Village -- Courts No San Ramon Summerhill Homes $1,720,500 2,551 2,400 1 3 4 3 11 2.8 0.9 City Village -- Rows No San Ramon Summerhill Homes $1,464,667 2,136 -- 3 6 8 4 21 5.3 1.8 City Village -- Towns No San Ramon Summerhill Homes $1,173,000 1,942 -- 6 7 3 13 29 7.3 2.4 Deerwood Heights No San Ramon Trumark Homes $1,113,750 1,778 -- 0 -- -- -- 0 0.0 0.0 Jasmine† Francis Ranch Dublin Trumark Homes $1,253,750 1,974 -- 1 6 2 -- 9 3.0 1.0 Larkspur† No Dublin Taylor Morrison Homes $2,425,000 3,555 5,500 11 16 12 6 45 11.3 3.8 Magee Preserve No Danville Davidon Homes $3,320,900 4,654 11,000 3 3 0 9 15 3.8 1.3 Marigold† Francis Ranch Dublin Trumark Homes $1,786,667 2,569 4,400 6 16 16 5 43 10.8 3.6 Nexus The DC Dublin Risewell Homes $1,655,490 2,523 -- 6 -- -- -- 6 6.0 2.0 Orchid† Francis Ranch Dublin Trumark Homes $2,865,000 4,630 6,500 7 8 9 11 35 8.8 2.9 Parkton No Dublin Trumark Homes $1,629,500 2,418 4,500 4 3 -- -- 7 3.5 1.2 Primrose† No Dublin Taylor Morrison Homes $2,163,333 2,755 4,500 10 7 11 5 33 8.3 2.8 Vantage The DC Dublin Risewell Homes $1,882,990 2,853 3,600 0 -- -- -- 0 0.0 0.0 Verdello Arroyo Crossing Livermore Trumark Homes $1,250,000 2,472 2,100 1 6 1 2 10 2.5 0.8 66 105 87 74
17 13 12 11
3.9 8.1 7.3 6.7
1.3 2.7 2.4 2.2
2.2 Average Monthly Pro-Rata
Monthly Pro-Rata
Source: The Gregory Group
Total
No. of Active Projects
Quarterly Pro-Rata
Resale Pricing
The following table shows historical resale data for more recently built homes (2015 and newer) in the city of Dublin. We restricted our search to lot sizes with less than 15,000 square feet. The resale market is analyzed as a further gauge of buyer demand for housing. Often home buyers are considering housing purchase options that cover both the new home market, as well as the resale market.
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Residential Market Analysis 24
East Ranch (aka Francis Ranch)
Resales
Address Sale Date
Living Area
(SF) Sale Price
Last List
Price
Sales
Price/SF Sale/List Year Built
Days on
Market
Lot Size
(SF)
4367 Panorama Dr 8/17/2026 2,025 $1,325,000 $1,374,888 $654 96.37% 2018 17 2,120 5856 Nugget Way 8/17/2026 2,424 $1,335,000 $1,325,000 $551 100.75% 2019 12 2,267 6017 Basaltina Pl 8/13/2026 3,049 $1,750,000 $1,749,888 $574 100.01% 2022 27 3,038 4252 Oak Knoll Dr 8/10/2026 3,463 $2,315,000 $2,368,888 $668 97.73% 2017 48 5,590 2830 Delamar Dr 8/5/2026 4,415 $2,900,000 $3,250,000 $657 89.23% 2021 28 6,691 5821 Nugget Way 8/4/2026 2,836 $1,900,000 $1,898,800 $670 100.06% 2019 47 3,900 5977 Ruby Pl 7/31/2026 2,376 $1,515,000 $1,549,900 $638 97.75% 2023 85 2,242 4052 Knightstown St 7/30/2026 2,939 $1,700,000 $1,749,000 $578 97.20% 2017 43 6,344 2812 Mount Dana Dr 7/28/2026 3,018 $2,315,000 $2,499,300 $767 92.63% 2018 18 5,860 4047 St Helena Way 7/14/2026 2,258 $1,475,000 $1,549,000 $653 95.22% 2018 7 2,844 4247 Healdsburg Way 7/14/2026 2,156 $1,590,000 $1,599,888 $737 99.38% 2018 18 3,053 5866 Silhouette Ct 7/9/2026 2,700 $1,785,000 $1,774,900 $661 100.57% 2022 5 3,536 4519 Spring Mountain Way 7/9/2026 3,627 $2,315,000 $2,349,888 $638 98.52% 2018 12 5,013 5911 Silhouette Way 7/8/2026 2,785 $1,702,000 $1,749,000 $611 97.31% 2023 11 2,845 2880 Stringham Way 7/1/2026 2,027 $1,270,000 $1,298,000 $627 97.84% 2017 18 2,326 5952 Hadley Rd 6/29/2026 2,405 $1,505,000 $1,499,999 $626 100.33% 2019 6 2,040 2933 Stringham Way 6/29/2026 1,764 $1,320,000 $1,300,000 $748 101.54% 2017 16 2,550 3016 Threecastles Way 6/23/2026 2,327 $1,400,000 $1,375,000 $602 101.82% 2018 87 4,121 5535 Horizon Pkwy 6/22/2026 2,584 $1,325,000 $1,349,900 $513 98.16% 2019 108 2,300 5859 Beechwood Loop 6/22/2026 3,260 $2,220,000 $2,198,000 $681 101.00% 2019 4 5,411 5977 Lombard St 6/17/2026 2,654 $1,490,000 $1,499,000 $561 99.40% 2020 2 2,375 6937 Atlas Peak Dr 6/8/2026 3,288 $2,505,000 $2,488,818 $762 100.65% 2017 6 4,320 4026 Chalk Hill Way 6/4/2026 1,809 $1,350,000 $1,399,888 $746 96.44% 2017 8 2,726 7126 Stags Leap Ln 6/4/2026 2,685 $1,918,088 $1,599,000 $714 119.96% 2019 8 3,963 4272 Healdsburg Way 6/3/2026 1,841 $1,350,000 $1,350,000 $733 100.00% 2018 0 2,567 6862 Baird St 5/18/2026 2,008 $1,350,000 $1,299,000 $672 103.93% 2017 5 2,792 4036 Bothrin St 5/15/2026 2,298 $1,400,000 $1,399,000 $609 100.07% 2017 28 2,010 2829 Mount Dana Dr 5/12/2026 3,018 $2,375,000 $2,449,900 $787 96.94% 2018 35 6,026 3025 Vittoria Loop 5/12/2026 2,368 $1,430,000 $1,430,000 $604 100.00% 2015 0 2,408 2813 Stringham Way 5/6/2026 2,298 $1,398,000 $1,398,000 $608 100.00% 2017 20 2,010 4450 Sunset View Dr 5/1/2026 2,214 $1,710,000 $1,688,000 $772 101.30% 2015 9 4,222 Total Sales 31 2,610 $1,717,358 $1,735,801 $659 99.42% 2018 24 3,533 (avg.) (avg.) (avg.) (avg.) (avg.) (avg.) (avg.) (avg.) Source: Local Multiple Listing Service (MLS)
Ability to Pay
In this section, we will examine the ability to pay among prospective buyers for a representative price point of the two benchmark lot categories analyzed within this report, based on the indicators from the competing projects. The subject consists of six product lines priced from $1,150,000 to $2,975,000; as such, we estimate a representative price point for each benchmark of $1,495,000 and $2,535,000 , respectively.
First, we will estimate the required annual household income based on typical mortgage parameters in the subject’s market area. Specifically, we will employ a loan-to-value ratio of 80% (down payment of 20%), mortgage interest rate of 6.00%, 360 monthly payments, and a 40% ratio for the housing costs as a percent of monthly income (inclusive of principal, interest, all taxes and insurance). Property tax payments are accounted for in the analysis as well as homeowner’s insurance and homeowner’s association. The following table shows the estimate of the annual household income that would be required to afford homes priced at the representative price point.
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Residential Market Analysis 25
East Ranch (aka Francis Ranch)
Income Required
Home Price $1,495,000 $2,535,000
Loan % of Price (Loan to Value) 80% 80%
Loan Amount $1,196,000 $2,028,000
Interest Rate 6.00% 6.00%
Mortgage Payment $7,171 $12,159
Property Taxes $1,668 $2,740 Based on 1.237400% and direct charges of $1,516 City of Dublin CFD No. 2023-1† $234 $411
Homeowner's Association Fee $525 $345
Property Insurance $311 $528
Total Monthly Obligation $9,909 $16,184
Mortgage Payment % of 40% 40%
Monthly Income $24,773 $40,459
Annual Income $297,281 $485,508
†Rerpresents an average annual rate based on similar Tax Zones We have obtained income data from Claritas Spotlight by Environics Analytics, for a 10-mile radius surrounding the subject property, which is considered representative of typical buyers for the subject property. In the following table we show the income brackets within the noted area, along with estimates of the percentage of households able to afford homes priced at the representative price points within each income bracket.
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Residential Market Analysis 26
East Ranch (aka Francis Ranch)
Household Ability: $1,495,000 Home
Household Income Households
Percent of
Households
Percent Able
to Pay Households
Households
Able to Pay
< $15,000 12,270 11.5% 0.0% 0 0.0%
$15,000 - $24,999 4,763 4.5% 0.0% 0 0.0%
$25,000 - $34,999 2,362 2.2% 0.0% 0 0.0%
$35,000 - $49,999 2,941 2.8% 0.0% 0 0.0%
$50,000 - $74,999 4,329 4.0% 0.0% 0 0.0%
$75,000 - $99,999 7,539 7.1% 0.0% 0 0.0%
$100,000 - $124,999 8,353 7.8% 0.0% 0 0.0%
$125,000 - $149,999 8,726 8.2% 0.0% 0 0.0%
$150,000 - $199,999 8,554 8.0% 0.0% 0 0.0%
$200,000 - $249,999 15,181 14.2% 0.0% 0 0.0%
$250,000 - $499,999 10,550 9.9% 81.1% 8,555 8.0%
$500,000+ 21,322 19.9% 100.0% 21,322 19.9%
106,890 100.0% 29,877 28.0%
Household Ability: $2,535,000 Home
Household Income Households
Percent of
Households
Percent Able
to Pay Households
Households
Able to Pay
< $15,000 12,270 11.5% 0.0% 0 0.0%
$15,000 - $24,999 4,763 4.5% 0.0% 0 0.0%
$25,000 - $34,999 2,362 2.2% 0.0% 0 0.0%
$35,000 - $49,999 2,941 2.8% 0.0% 0 0.0%
$50,000 - $74,999 4,329 4.0% 0.0% 0 0.0%
$75,000 - $99,999 7,539 7.1% 0.0% 0 0.0%
$100,000 - $124,999 8,353 7.8% 0.0% 0 0.0%
$125,000 - $149,999 8,726 8.2% 0.0% 0 0.0%
$150,000 - $199,999 8,554 8.0% 0.0% 0 0.0%
$200,000 - $249,999 15,181 14.2% 0.0% 0 0.0%
$250,000 - $499,999 10,550 9.9% 5.8% 612 0.6%
$500,000+ 21,322 19.9% 100.0% 21,322 19.9%
106,890 100.0% 21,934 20.5%
Conclusions
The Dublin housing market is considered stable to favorable, supported by the city’s desirable location within the Tri-Valley, strong employment base, access to major transportation routes, and established residential and community amenities. Demand for housing remains supported by the area’s highly rated schools, newer residential neighborhoods, parks, shopping, and proximity to major employment centers throughout the East Bay and Silicon Valley. Although higher mortgage rates and affordability constraints have moderated overall market activity compared with the exceptionally strong conditions experienced in prior years, Dublin continues to benefit from limited developable land and ongoing demand for well-located housing. New residential construction, particularly within master-planned communities in eastern Dublin, continues to expand the local housing inventory and provide additional opportunities for buyers. Overall, the Dublin housing market is expected to remain relatively competitive and stable over the foreseeable future, with well-maintained and appropriately priced properties positioned to experience continued demand.
Attachment 4
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Land Description and Analysis 27
East Ranch (aka Francis Ranch)
Property Analysis
Land Description and Analysis
Land Description
Land Area 165.50 acres; 7,209,180 SF
Primary Street Frontage Croak
Shape Irregular
Corner No
Topography Generally level and at street grade
Drainage No problems reported or observed
Environmental Hazards None reported or observed
Ground Stability No problems reported or observed
Flood Area Panel Number 06001C0329G
Date August 3, 2009
Zone X
Description Outside of 500-year floodplain
Insurance Required? No
Zoning; Other Regulations
Zoning Jurisdiction City of Dublin
Zoning Designation PD (PA 04-040)
Description Fallon Village Planned Development
Legally Conforming? Appears to be legally conforming
Zoning Change Likely? No
Permitted Uses Single-family residential (medium/medium-high density) Other Land Use Regulations None reported or observed
Utilities
Service Provider
Water Dublin San Ramon Services District (DSRSD)
Sewer DSRSD
Electricity PG&E
Natural Gas PG&E
Local Phone Xfinity and AT&T
We are not experts in the interpretation of zoning ordinances. An appropriately qualified land use attorney should be engaged if a determination of compliance with zoning is required.
Offsite Improvements
At the time of inspection, intract work appeared to be complete.
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Land Description and Analysis 28
East Ranch (aka Francis Ranch)
Entitlements
A summary of the current legal (entitlements) and physical status of the appraised properties is shown in the following table.
Entitlements
Description
No. of
Lots/Homes
Completed Single-Family Homes without Complete Assessed Value 150 Partially Completed Single-Family Homes (Under Construction) 182 Improved Single-Family Lots 154
Total 486
The balance of City of Dublin CFD No. 2023-1, 69 single-family residential homes, are reflected on the County of Alameda Assessor's Tax Roll with a complete assessment for both land and improvements and are not a part of this Appraisal Report.
Seismic Hazards
All properties in California are subject to some degree of seismic risk. The Alquist-Priolo Earthquake Fault Zoning Act was enacted by the State of California in 1972 to regulate development near active earthquake faults. The Act required the State Geologist to delineate “Earthquake Fault Zones” (formerly known as “Special Studies Zones”) along known active faults in California. Cities and counties affected by the identified zones must limit certain development projects within the zones unless geologic investigations demonstrate that the sites are not threatened by surface displacement from future faulting.
According to information from the California Department of Conservation and the California Geological Survey, the subject is not located within an Alquist-Priolo Special Studies Zone. A portion of subject is located in a liquefaction and landslide zone.
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Land Description and Analysis 29
East Ranch (aka Francis Ranch)
It’s worth noting, the subject property is located within a Geologic Hazard Abatement District (GHAD), a public agency established under California law to provide ongoing monitoring, maintenance, prevention, mitigation, and abatement of identified geologic hazards such as landslides, erosion, land subsidence, and related ground movement risks. GHADs are commonly established for residential developments where long-term management of geologic conditions is necessary to protect public safety and property improvements.
Properties within a GHAD are typically subject to annual assessments that fund inspection programs, maintenance of drainage and slope stabilization improvements, reserve funds for future repairs, and emergency response activities related to geologic hazards. The existence of a GHAD does not necessarily indicate adverse site conditions beyond those anticipated during development; rather, it provides a structured mechanism for the ongoing management and funding of geologic hazard mitigation measures.
Fire Hazard Risk
The subject property is in Local Responsibility Area (LRA), meaning the financial responsibility of preventing and suppressing wildfires is primarily the responsibility of a Local agency (City of Dublin).
The Fire and Resource Assessment Program of CAL FIRE has classified areas of the subject’s County by Fire Hazard Severity Zone. As shown in the following map, the subject’s area has been classified as a moderate/high area of concern.
Subject
Attachment 4
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Land Description and Analysis 30
East Ranch (aka Francis Ranch)
Environmental Hazards
An environmental assessment report was not provided for review, and during our inspection, we did not observe any obvious signs of contamination on or near the subject. However, environmental issues are beyond our scope of expertise. It is assumed that the property is not adversely affected by environmental hazards.
Easements, Encroachments and Restrictions
We were not provided a current title report to review. We are not aware of any easements, encroachments, or restrictions that would adversely affect value. Our valuation assumes no adverse impacts from easements, encroachments, or restrictions, and further assumes that the subject has clear and marketable title.
Permits and Fees
Permits and fees vary by project, the following table details the varying permits and fees for each product line.
Permits and Fees due at Building Permit
Lot Size Categories 2,265 SF 3,780 SF 4,500 SF 5,000 SF 5,500 SF 6,500 SF Permits and Fees $ 77,774 per unit $142,933 per unit $123,418 per unit $145,933 per unit $131,484 per unit $149,545 per unit Range: $77,774 - $149,545 per unit
Site Development Costs
Construction of horizontal improvements appears to be complete. As such, no further development costs are accounted for in this analysis.
Conclusion of Site Analysis
Overall, the physical characteristics of the site and the availability of utilities result in functional utility suitable for a variety of uses including those permitted by zoning. Uses permitted by zoning include single-family residential (medium/medium-high density). We are not aware of any other particular restrictions on development.
Attachment 4
351
Proposed Improvements Description 31
East Ranch (aka Francis Ranch)
Proposed Improvements Description
Overview
The subject property is being developed by Trumark Homes and Taylor Morrison and details of the communities are presented in the following table.
Floor Plan Summary
Project Name Builder
Living
Area (SF) Bedroom Bathroom Stories Garage
Typical Lot
Size (SF) Builder's Base Price Monthly HOA Dues
Azure Trumark Homes $345
Residence 1 3,650 4 5.5 Two 2-Car 5,000 $2,495,000
Residence 2 3,813 4 5.5 Two 2-Car 5,000 $2,585,000
Residence 3 3,799 4 5.5 Two 2-Car 5,000 $2,670,000
Jasmine Trumark Homes
Residence 1 | Townhomes 1,970 4 3.5 Two 2-Car 2,265 $1,150,000 $500 Residence 2 | Townhomes 2,072 4 3.5 Three 2-Car 2,265 $1,190,000 Residence 1 | Duets 1,921 3 2.5 Two 2-Car 2,265 $1,260,000 Residence 2 | Duets 1,934 3 3.0 Two 2-Car 2,265 $1,390,000 Marigold Trumark Homes $544
Residence 1 2,470 4 3.0 Two 2-Car 3,780 $1,750,000
Residence 2 2,625 4 3.0 Two 2-Car 3,780 $1,840,000
Residence 3 2,612 4 3.0 Two 2-Car 3,780 $1,870,000
Orchid Trumark Homes $345
Residence 1 4,398 4 5.5 Two 2-Car 6,500 $2,860,000
Residence 2 4,654 5 5.5 Two 2-Car 6,500 $2,895,000
Residence 3 4,838 5 5 + 2 half Two 2-Car 6,500 $2,975,000 Primrose Taylor Morison
Plan 1 2,605 4 3.0 Two 2-Car 4,500 $2,095,000 N/Ap
Plan 2 2,742 4 3.0 Two 2-Car 4,500 $2,075,000
Plan 3 2,919 4 3.0 Two 2-Car 4,500 $2,345,000
Larkspur Taylor Morrison N/Ap
Plan 1 3,556 4 3.5 Two 2-Car 5,500 $2,550,000
Plan 2 3,500 4 3.5 Two 2-Car 5,500 $2,550,000
Plan 3 3,611 4 3.5 Two 2-Car 5,500 $2,575,000
The interior finish profile is considered to be of a typical quality for the area, which is generally good overall quality.
The subject property has a Homeowner’s Association (HOA); dues vary by product line and will be paid by the future homeowners.
The subject’s floor plans can be seen on the developer’s website.
Attachment 4
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Proposed Improvements Description 32
East Ranch (aka Francis Ranch)
Elevations
Azure by Trumark Homes
Marigold by Trumark Homes
Attachment 4
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Proposed Improvements Description 33
East Ranch (aka Francis Ranch)
Jasmine (Duets) by Trumark Homes
Jasmine (Townhomes) by Trumark Homes
Attachment 4
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Proposed Improvements Description 34
East Ranch (aka Francis Ranch)
Orchid by Trumark Homes
Attachment 4
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Proposed Improvements Description 35
East Ranch (aka Francis Ranch)
Primrose by Taylor Morrison
Larkspur by Taylor Morrison
Attachment 4
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Proposed Improvements Description 36
East Ranch (aka Francis Ranch)
Attachment 4
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Proposed Improvements Description 37
East Ranch (aka Francis Ranch)
Attachment 4
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Proposed Improvements Description 38
East Ranch (aka Francis Ranch)
Attachment 4
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Proposed Improvements Description 39
East Ranch (aka Francis Ranch)
Attachment 4
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Proposed Improvements Description 40
East Ranch (aka Francis Ranch)
Attachment 4
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Real Estate Taxes 41
East Ranch (aka Francis Ranch)
Real Estate Taxes
The property tax system in California was amended in 1978 by Article XIII to the State Constitution, commonly referred to as Proposition 13. It provides for a limitation on property taxes and for a procedure to establish the current taxable value of real property by reference to a base year value, which is then modified annually to reflect inflation (if any). Annual increases cannot exceed 2% per year.
The base year was set at 1975-76 or any year thereafter in which the property is substantially improved or changes ownership. When either of these two conditions occurs, the property is to be reappraised at market value, which becomes the new base year assessed value. Proposition 13 also limits the maximum tax rate to 1% of the value of the property, exclusive of bonds and direct charges.
Bonded indebtedness approved prior to 1978, and any bonds subsequently approved by a two-thirds vote of the district in which the property is located, can be added to the 1% tax rate.
Ad Valorem Taxes
The existing ad valorem taxes are of nominal consequence in this appraisal, primarily due to the fact these taxes will be adjusted substantially as the remaining property improvements are completed and in consideration of the definition of market value employed in this appraisal, which assumes a sale of the appraised properties. According to the Alameda County Treasurer-Tax Collector’s Office, the subject has a tax rate of 1.237400% for tax year 2026/27 (latest available), based on assessed value. In addition, the appraised properties are subject to direct charges. Based on information provided by the developer it is estimated the subject would have direct charges of approximately $1,516 per lot.
Special Assessments
All of the appraised properties are encumbered by the Special Tax Lien of City of Dublin CFD No. 2023- 1 that also increases 2% per year. With respect to special taxes, we have relied upon information provided by the special tax consultant, for the annual special tax levy on the appraised properties, which are shown as follows for tax year 2026/27:
Special Tax Table (Fiscal Year 2026-2027)
Land Use Category Tax Zone
Single-Family Property Tax Zone 1 (Orchid) $6,208 per unit Single-Family Property Tax Zone 2 (Azure) $4,882 per unit Single-Family Property Tax Zone 3 (Larkspur) $4,669 per unit Single-Family Property Tax Zone 4 (Primrose) $3,980 per unit Single-Family Property Tax Zone 5 (Marigold) $3,502 per unit Single-Family Property Tax Zone 6 (Jasmine) $2,122 per unit Source: Rate and Method of Apportionment of Special Taxes Assigned Special Tax
Attachment 4
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Highest and Best Use 42
East Ranch (aka Francis Ranch)
Highest and Best Use
Process
Before a property can be valued, an opinion of highest and best use must be developed for the subject site, both as if vacant, and as improved or proposed. By definition, the highest and best use must be:
• Legally permissible under the zoning regulations and other restrictions that apply to the site. • Physically possible.
• Financially feasible.
• Maximally productive, i.e., capable of producing the highest value from among the permissible, possible, and financially feasible uses.
Highest and Best Use As If Vacant
Legally Permissible
The site is zoned PD (PA 04-040), Fallon Village Planned Development. Permitted uses include singlefamily residential (medium/medium-high density). To our knowledge, there are no legal restrictions such as easements or deed restrictions that would effectively limit the use of the property. The subject property has recorded final maps in place. The subject's present entitlements are the result of significant planning and review, and any rezone or land use different than currently approved is unlikely. Given prevailing land use patterns in the area, only single-family residential is given further consideration in determining highest and best use of the site, as though vacant.
Physically Possible
The physical characteristics of a site that affect its possible use include, but are not limited to, location, street frontage, visibility, access, size, shape, topography, availability of utilities, offsite improvements, easements and soil and subsoil conditions. The legally permissible test has resulted in single-family residential development; at this point the physical characteristics are examined to see if they are suited for the legally permissible use.
Based on our physical inspection of the subject property, we know of no reason why the property would not support development. All utilities are available to the perimeter of the site. The property is not located within an adverse earthquake, flood, or fire zone. Further, the subject is proximate to new development and development appears possible. Surrounding land uses are compatible and/or similar. Development on adjacent properties provides support that soils are adequate for development. Based on the physical characteristics of the subject property, residential development is considered physically possible and most appropriate
Financially Feasible
Financial feasibility depends on supply and demand influences. With respect to financial feasibility of single-family residential development, in recent months merchant builders have acquired unimproved lots for near term construction, and there are multiple active projects in the area that demonstrate demand for new homes. Finished lots are transferring for prices that exceed the sum of unimproved lots and site development costs, which reflects completion of site development is financially feasible.
Attachment 4
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Highest and Best Use 43
East Ranch (aka Francis Ranch)
Maximally Productive
Legal, physical, and market conditions have been analyzed to evaluate the highest and best use of the appraised properties as vacant. The analysis is presented to evaluate the type of use(s) that will generate the greatest level of future benefits possible to the property. Based on the factors previously discussed, the maximally productive use of the appraised properties, and their highest and best use as vacant is for near-term single-family residential development.
As Improved (Proposed)
As with the highest and best use as though vacant, the four tests of highest and best use must also be applied to the subject property considering the in-place improvements. Consideration must be given to the continued as-is use of the subject, as well as alternative uses for the subject. The potential alternative uses consist of demolition, expansion, conversion or renovation.
In the case of undeveloped land under development, consideration must be given to whether it makes sense to demolish existing improvements (either on-site or off-site improvements) for replacement with another use. The time and expense to demolish existing improvements, re-grade, reroute utilities or re-map must be weighed against alternative uses. If the existing or proposed improvements are not performing well, then it may produce a higher return to demolish existing improvements, if any, and re-grade the site for development of an alternative use.
Based on the current condition, the improvements completed contribute to the overall property value. The value of the subject property as improved exceeds its value as vacant less demolition. The highest and best use of the subject property as improved is for continuing construction of homes, as dictated by demand.
Most Probable Buyer
In conjunction with the definition of market value, this appraisal assumes a hypothetical sale of the subject properties to a probable buyer/user, as of the date of value. The subject is considered to have good appeal for production homes. The most probable buyer would be a homebuilder for the partially-improved lots, finished lots, homes under construction. The most probable buyer for the completed homes would be an individual homeowner.
Attachment 4
364
Valuation Methodology 44
East Ranch (aka Francis Ranch)
Valuation
Valuation Methodology
Appraisers usually consider three approaches to estimating the market value of real property. These are the cost approach, sales comparison approach and the income capitalization approach.
The cost approach assumes that the informed purchaser would pay no more than the cost of producing a substitute property with the same utility. This approach is particularly applicable when the improvements being appraised are relatively new and represent the highest and best use of the land or when the property has unique or specialized improvements for which there is little or no sales data from comparable properties.
The sales comparison approach assumes that an informed purchaser would pay no more for a property than the cost of acquiring another existing property with the same utility. This approach is especially appropriate when an active market provides sufficient reliable data. The sales comparison approach is less reliable in an inactive market or when estimating the value of properties for which no directly comparable sales data is available. The sales comparison approach is often relied upon for owner-user properties.
The income capitalization approach reflects the market’s perception of a relationship between a property’s potential income and its market value. This approach converts the anticipated net income from ownership of a property into a value indication through capitalization. The primary methods are direct capitalization and discounted cash flow analysis, with one or both methods applied, as appropriate. This approach is widely used in appraising income-producing properties.
Additional analyses often undertaken in the valuation of subdivisions include extraction, land residual analysis, and the subdivision development method.
Reconciliation of the various indications into a conclusion of value is based on an evaluation of the quantity and quality of available data in each approach and the applicability of each approach to the property type.
The methodology employed in this assignment is summarized as follows:
Approaches to Value
Approach Applicability to Subject Use in Assignment
Cost Approach Not Applicable Not Utilized
Sales Comparison Approach Applicable Utilized
Income Capitalization Approach Not Applicable Not Utilized Attachment 4
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Market Valuation – Floor Plans 45
East Ranch (aka Francis Ranch)
Market Valuation – Floor Plans
The market value of the subject’s smallest floor plans within each community with a completed home are estimated in this section. The objective of the analysis is to estimate the base price, net of incentives, upgrades and lot premiums. Incentives can take the form of direct price reductions or nonprice incentives such as upgrades, interest rate buydowns, or non-recurring closing costs. Further, for the homes with various options of the number of bedrooms or bathrooms, consistent with the “notless-than” valuation, we will utilize the lesser of the two options.
This approach is based on the economic principle of substitution. According to The Appraisal of Real Estate, 15th Edition (Chicago: Appraisal Institute, 2020), “The principle of substitution holds that the value of property tends to be set by the cost of acquiring a substitute or alternative property of similar utility and desirability within a reasonable amount of time.” The sales comparison approach is applicable when there are sufficient recent, reliable transactions to indicate value patterns or trends in the market.
The proper application of this approach requires obtaining recent sales data for comparison with the appraised properties. In order to assemble the comparable sales, we searched public records and other data sources for leads, then confirmed the raw data obtained with parties directly related to the transactions (primarily brokers, buyers and sellers). Further, we searched the Multiple Listing Service (MLS) for resales of comparable properties. The comparables utilized in the following analysis are from sales within the subject’s active communities, sales from surrounding communities, and the MLS.
The smallest floor plans within the communities are shown in the following table.
Smallest Floor Plan Summary
Floor Plan
Living
Area (SF) Bedroom Bathroom Stories Garage
Typical Lot
Size (SF)
Developer's Base
Price
Azure 3,650 4 5.5 Two 2-Car 5,000 $2,420,000
Jasmine 1,921 3 2.5 Two 2-Car 2,265 $1,310,000
Marigold 2,470 4 3.0 Two 2-Car 3,780 $1,730,000
Orchid 4,398 4 5.5 Two 2-Car 6,500 $2,860,000
Primrose 2,605 4 3.0 Two 2-Car 4,500 $2,095,000
Larkspur 3,500 4 3.5 Two 2-Car 5,500 $2,550,000
Attachment 4
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Market Valuation – Floor Plans 46
East Ranch (aka Francis Ranch)
The comparable sales are summarized in the following table.
Comparable Home Sale Summary
No. Address City/Community
Contract
Date Sale Price
Close of
Escrow
Living
Area (SF) Bedroom Bathroom Garage Year Built
Lot Size
(SF)
1 1752 Wren St Dublin 11/28/2025 $2,527,668 6/29/2026 3,650 4 5.5 2-Car 2026 6,033 2 1692 Wren Ct Dublin 8/31/2025 $3,409,230 4/29/2026 4,415 4 5.5 2-Car 2026 8,371 3 Croak Rd - Lot 6 Dublin 5/24/2026 $1,283,595 6/29/2026 1,921 3 2.5 2-Car 2026 2,700 4 Croak Road - Lot 79 Dublin 1/25/2026 $1,813,860 6/25/2026 2,470 4 3.0 2-Car 2026 3,780 5 Croak Road - lot 65 Dublin 1/18/2026 $1,760,663 3/18/2026 2,610 4 3.0 2-Car 2026 3,606 6 1936 Michael Avenue Dublin 4/25/2026 $2,075,000 5/28/2026 2,605 4 3.0 2-Car 2026 4,773 7 3846 Aviano Way Dublin 6/15/2026 $1,599,990 7/13/2026 2,468 4 3.5 2-Car 2025 1,993 8 1522 E Walsh Ave Dublin 6/15/2026 $1,765,000 7/15/2016 2,612 4 3.0 2-Car 2025 3,916 9 1601 Walsh Avenue Dublin 1/28/2026 $2,360,000 6/23/2026 3,617 4 3.5 2-Car 2026 6,426 10 3982 Quinn Road Dublin 3/26/2026 $2,460,000 5/29/2026 3,556 4 3.5 2-Car 2026 5,984 11 4867 Diablo View St Dublin 8/6/2026 $1,599,900 Pending 2,075 4 3.5 2-Car 2026 2,500 12 6010 Sunglow Ter. San Ramon 12/26/2025 $1,468,000 1/23/2026 2,092 4 3.5 2-Car 2026 1,776 13 1660 Savanna Ln Dublin 3/2/2026 $3,401,798 8/10/2026 4,654 5 5.5 2-Car 2026 8,608 14 1699 Wren Ct Dublin 8/29/2025 $3,177,386 5/13/2026 4,415 4 5.5 2-Car 2026 11,741 Attachment 4
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Market Valuation – Floor Plans 47
East Ranch (aka Francis Ranch)
Discussion of Adjustments
The sales are compared to the subject and adjusted to account for material differences that affect value. Adjustments are considered for the following factors, in the sequence shown below.
Adjustment Factor Accounts For Comments
Special Taxes Bond debt has a direct impact on
the amount for which the end
product will sell. In an effort to
account for the impact of bond
indebtedness on the sales price, we
establish a present value amount
for the difference in the bond
encumbrance between the subject
and comparables based on the
annual assessment, and the
estimated average holding period of
a single-family home, which is
estimated at 12 years.
The subject and all of the
comparables have a bond
encumbrance and are adjusted
accordingly.
Upgrades and
Incentives
The objective of the analysis is to
estimate the base value per floor
plan, net of incentives. Incentives
can take the form of direct price
reductions or non-price incentives
such as upgrades or non-recurring
closing costs.
Incentives and upgrades included in
the sales have been considered and
adjusted for in this analysis.
Real Property Rights Fee simple, leased fee, leasehold, partial interest, etc.
All the comparables represent fee
simple estate transactions.
Therefore, adjustments for property
rights are not necessary.
Financing Terms Seller financing, or assumption of
existing financing, at non-market
terms.
The comparable sales were cash to
the seller transactions and do not
require adjustments.
Conditions of Sale Extraordinary motivation of buyer
or seller, assemblage, forced sale.
The comparables did not involve
any non-market or atypical
conditions of sale. Adjustments for
this factor do not apply.
Market Conditions
(Date of Sale, Phase
Adjustment)
The market conditions vary over
time, but the date of this appraisal
is for a specific point in time. In a
dynamic economy – one that is
undergoing changes in the value of
the dollar, interest rates and
economic growth or decline – extra
As demonstrated in the previous
market analysis section, new home
pricing on a dollar per square foot
basis has been fluctuating over the
past twelve months in the subject’s
market area, as well as within the
region overall. Based on current
Attachment 4
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Market Valuation – Floor Plans 48
East Ranch (aka Francis Ranch)
Adjustment Factor Accounts For Comments
attention needs to be paid to assess
changing market conditions.
Significant monthly changes in price
levels can occur in several areas of a
neighborhood, while prices in other
areas remain relatively stable.
Although the adjustment for market
conditions is often referred to as a
time adjustment, time is not the
cause of the adjustment.
market conditions, an adjustment
for market conditions is not
considered necessary.
Location Location is a very important factor
to consider when making
comparisons. The comparables
need not be in the same
neighborhood but should be in
neighborhoods that offer the same
advantage and have, in general, the
same overall desirability to the
most probable buyer or user.
Most of the comparables are
located within Dublin; however,
Comparable 12 is located in San
Ramon and is adjusted downward
for superior locational attributes
(higher property values and median
income levels).
Community Appeal Community characteristics that may
influence sale prices include a gated
amenity or the condition of
surrounding development.
The subject and all of the
comparables have similar
community appeal and do not
require adjustments.
Lot Size The lot size adjustment pertains to
the differences between the
subject’s average lot size and
comparables with either larger or
smaller lots. It does not include any
lot premium adjustments, which are
adjusted for separately. The
amount of the adjustment used in
the comparison of the base lot sizes
comes from a survey of premiums
paid for larger lots.
Considering the average lot size
adjustment factors indicated by the
comparable sales utilized in this
analysis, lot size adjustment factor
of $12.00 /SF is considered
reasonable for the subject’s
residential lots. This figure is
supported by observations of sales
in the subject’s market area.
Lot Premiums/
Discounts
Properties sometimes achieve
premiums for corner or cul-de-sac
positioning, or proximity to open
space or views. Adjustments for lot
position premiums would be in
addition to lot size adjustments
previously considered.
Appropriate adjustments are
applied based upon lot placement
and configuration within their
respective projects.
Attachment 4
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Market Valuation – Floor Plans 49
East Ranch (aka Francis Ranch)
Adjustment Factor Accounts For Comments
Design and Appeal Design and appeal of a floor plan is
consumer specific. One exterior
may appeal to one buyer, while
another appeals to a different
buyer. These types of features for
new homes with similar functional
utility are not typically noted in the
base sales prices.
All of the comparables are similar to
the subject in regard to design and
appeal.
Quality of
Construction
Construction quality can differ from
slightly to substantially between
projects and is noted in the exterior
and interior materials and design
features of a standard unit. In terms
of quality of construction, the
subject represents good
construction quality.
Most of the comparable sales
feature similar construction quality
and do not require adjustments.
However, slight adjustments are
made to those comparables with
superior quality finishes.
Age/Condition When comparing resale to resale,
the market generally reflects a
difference of 1% per year of
difference in effective age.
All of the comparable sales
represent new construction; thus,
no adjustments are required.
Functional Utility Ability to adequately provide for its intended purpose.
The appraised properties include
both alley-loaded properties and
traditional single-family residential
lots. All things being equal,
traditional single-family lots are
generally more desirable. As such,
an adjustment is warranted to the
comparables with alley-loaded lots
when compared to a traditionalsingle family lot.
Room Count For similar size units the differences
between room count is a buyer
preference. One buyer might prefer
two bedrooms and a den versus a
three-bedroom unit. Extra rooms
typically result in additional building
area and are accounted for in the
size adjustment. Therefore, no
adjustments are made for number
of total rooms or bedrooms.
Because bathrooms are a functional
item for each floor plan and add
substantial cost due to the number
of plumbing fixtures, an adjustment
is made for the difference in the
number of fixtures between the
subject and the comparable sales.
The adjustment is based on an
amount of $25,000 per fixture (or
half-bath) and is supported by cost
estimates for an average quality
home in the Residential Cost
Attachment 4
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Market Valuation – Floor Plans 50
East Ranch (aka Francis Ranch)
Adjustment Factor Accounts For Comments
Handbook, published by the
Marshall and Swift Corporation.
Considering the fact that plumbing
upgrades for existing bathrooms
generally range from $5,000 to over
$25,000 for the various fixtures, the
$25,000 per fixture, or half-bath, is
supported. Consequently, a factor
of $50,000 per full bath is also
applied in our analysis.
Unit Size/Living Area Units similar (in the same
development), except for size, were
compared to derive the applicable
adjustment for unit size. Those used
for comparison purposes, are units
within similar projects. Units within
the same project were used since
they have a high degree of similarity
in quality, workmanship, design and
appeal. Other items such as a single
level or two-story designs, number
of bathrooms and number of garage
spaces were generally similar in
these comparisons, in order to
avoid other influences in price per
square foot. Where differences
exist, they are minor and do not
impact the overall range or average
concluded.
The typical range indicated by the
paired units in this analysis
generally demonstrated a value
range from approximately $75 to
upwards of $150 per square foot.
Considering the information cited
above, a factor of $100.00 per
square foot is concluded to be
appropriate and reasonable for the
difference in living area between
the subject and the comparables,
given the quality of the product.
Number of Stories For similar size units, the
differences between the number of
stories is typically a buyer
preference. One buyer might prefer
a single-story versus a two-story
unit.
In current market conditions, single
story floor plans typically demand a
slight premium; as such, an
adjustment of 1% is applied for
story differences. However, no
adjustment is warranted for the
difference between two-story and
three-story townhome designs.
While the number of stories can
influence the layout and distribution
of living space, the overall utility,
appeal, and marketability of the
townhomes are considered
Attachment 4
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Market Valuation – Floor Plans 51
East Ranch (aka Francis Ranch)
Adjustment Factor Accounts For Comments
generally comparable. Both
configurations provide similar
functional living areas and
amenities, and the additional level
in a three-story design does not
appear to result in a measurable
difference in market desirability,
and/or quantifiable price
differential attributable solely to the
number of stories.
Parking/Garage Number of garage spaces The subject and all of the comparables offer two-car garages.
As such, no adjustment is warranted
for this element of comparison.
Landscaping Included landscaping The subject and all of the comparables include only front yard
landscaping.
Adjustment Grids
The following pages include grids reflecting the aforementioned adjustments.
Attachment 4
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Market Valuation – Floor Plans 52
East Ranch (aka Francis Ranch)
Azure
Project Information Subject Property
Project Name Azure Azure Larkspur Larkspur
Plan Residence 1 Residence 1 Plan 3 Plan 1
Address/Lot Number 1752 Wren St 1601 Walsh Avenue 3982 Quinn Road City/Area Dublin Dublin Dublin Dublin
Price N/Ap $2,527,668 $2,360,000 $2,460,000
Price Per SF N/Ap $692.51 $652.47 $691.79
Special Taxes (12-year hold at 4.5%) $44,517 $44,517 $42,575 $42,575 Adjustment $0 -$1,942 -$1,942
Adjusted Price (Including Bonds) $2,527,668 $2,358,058 $2,458,058 Total Consideration per SF $692.51 $651.94 $691.24
Data Source Project sales agent Project sales agent Project sales agent Incentives N/Ap No $0 Yes $257,004 Yes $143,958
Upgrades Base Yes ($77,668) Yes ($191,055) Yes ($219,008) Effective Base Sales Price $2,450,000 $2,424,007 $2,383,008 Adjustments: Factor Description +/(-) Description +/(-) Description +/(-) Property Rights Fee Simple Similar Similar Similar
Financing Terms Cash Equivalent Similar Similar Similar Conditions of Sale Market Market Market Market
Market Conditions
Contract Date 8/14/2026 11/28/2025 1/28/2026 3/26/2026
Project Location Dublin Dublin Dublin Dublin
Community Appeal Average Similar Similar Similar
Lot Size $12.00 5,000 6,033 ($12,396) 6,426 ($17,112) 5,984 ($11,808) Lot Premium N/Ap Similar Similar Similar
Design and Appeal Average Similar Similar Similar
Quality of Construction Good Similar Similar Similar
Age (Total/Effective) New Similar Similar Similar
Condition Good/New Similar Similar Similar
Functional Utility Average Similar Similar Similar
Room Count
Bedrooms 4 4 4 4
Baths $50,000 5.5 5.5 $0 3.5 $100,000 3.5 $100,000
Living Area (SF) $100.00 3,650 3,650 $0 3,617 $3,300 3,556 $9,400 Number of Stories Two Two Two Two
Heating/Cooling Central/Forced Similar Similar Similar
Garage $25,000 2-Car 2-Car 2-Car 2-Car
Landscaping Front Similar Similar Similar
Other None Similar Similar Similar
Gross Adjustments $12,396 $120,412 $121,208
Net Adjustments ($12,396) $86,188 $97,592
Adjusted Retail Value $2,437,604 $2,510,195 $2,480,600
Concluded Retail Value $2,475,000
Indicated Value Per SF $678.08
Comparable 1 Comparable 9 Comparable 10
Adjustments were necessary to account for differences between these homes and the subject’s floor plan. The sales provide a range of indicators of $2,437,604 to $2,510,195. We have concluded an estimate of value slightly higher than the current base pricing of $2,475,000.
Attachment 4
373
Market Valuation – Floor Plans 53
East Ranch (aka Francis Ranch)
Jasmine
Project Information Subject Property
Project Name Jasmine Jasmine Dublin Centre City Village - Rows Plan Residence 1 Residence 1 (Duet) Plan 1 Plan 2
Address/Lot Number Croak Rd - Lot 6 4867 Diablo View St 6010 Sunglow Ter.
City/Area Dublin Dublin Dublin San Ramon
Price N/Ap $1,283,595 $1,599,900 $1,468,000
Price Per SF N/Ap $668.19 $771.04 $701.72
Special Taxes (12-year hold at 4.5%) $19,350 $19,350 $61,605 $69,046 Adjustment $0 $42,256 $49,696
Adjusted Price (Including Bonds) $1,283,595 $1,642,156 $1,517,696 Total Consideration per SF $668.19 $791.40 $725.48
Data Source Project sales agent MLS MLS
Incentives N/Ap Yes $48,541 No $0 No $0
Upgrades Base Yes ($72,136) No $0 No $0
Effective Base Sales Price $1,260,000 $1,642,156 $1,517,696 Adjustments: Factor Description +/(-) Description +/(-) Description +/(-) Property Rights Fee Simple Similar Similar Similar
Financing Terms Cash Equivalent Similar Similar Similar Conditions of Sale Market Market Market Market
Market Conditions
Contract Date 8/14/2026 5/24/2026 8/6/2026 12/26/2025
Project Location Dublin Dublin Dublin San Ramon ($30,354) Community Appeal Average Similar Similar Similar
Lot Size $12.00 2,265 2,700 ($5,220) 2,500 ($2,820) 1,776 $5,868 Lot Premium N/Ap Similar Similar Similar
Design and Appeal Average Similar Similar Similar
Quality of Construction Good Similar Sl. Superior ($49,265) Similar Age (Total/Effective) New Similar Similar Similar
Condition Good/New Similar Similar Similar
Functional Utility Average Similar Similar Similar
Room Count
Bedrooms 3 3 4 4
Baths $50,000 2.5 2.5 $0 3.5 ($50,000) 3.5 ($50,000)
Living Area (SF) $100.00 1,921 1,921 $0 2,075 ($15,400) 2,092 ($17,100) Number of Stories Two Two Three Three
Heating/Cooling Central/Forced Similar Similar Similar
Garage $25,000 2-Car 2-Car 2-Car 2-Car
Landscaping Front Similar Similar Similar
Other None Similar Similar Similar
Gross Adjustments $5,220 $117,485 $103,322
Net Adjustments ($5,220) ($117,485) ($91,586)
Adjusted Retail Value $1,254,780 $1,524,671 $1,426,110
Concluded Retail Value $1,310,000
Indicated Value Per SF $681.94
Comparable 3 Comparable 11 Comparable 12
Adjustments were necessary to account for differences between these homes and the subject’s floor plan. The sales provide a range of indicators of $1,254,780 to $1,524,671. We have concluded an estimate of value in line with the current base pricing of $1,310,000.
Attachment 4
374
Market Valuation – Floor Plans 54
East Ranch (aka Francis Ranch)
Marigold
Project Information Subject Property
Project Name Marigold Marigold Marigold Nexus Marigold
Plan Residence 1 Residence 1 Residence 3 Plan 1 Residence 3 Address/Lot Number Croak Road - Lot 79 Croak Road - lot 65 3846 Aviano Way 1522 E Walsh Ave City/Area Dublin Dublin Dublin Dublin Dublin
Price N/Ap $1,813,860 $1,760,663 $1,599,990 $1,765,000
Price Per SF N/Ap $734.36 $674.58 $648.29 $675.73
Special Taxes (12-year hold at 4.5%) $31,933 $31,933 $31,933 $111,611 $31,933 Adjustment $0 $0 $79,678 $0
Adjusted Price (Including Bonds) $1,813,860 $1,760,663 $1,679,668 $1,765,000 Total Consideration per SF $734.36 $674.58 $680.58 $675.73 Data Source Project sales agent Project sales agent MLS MLS Incentives N/Ap No $0 Yes $31,735 No $0 No $0
Upgrades Base Yes ($83,860) Yes ($57,398) No $0 No $0
Effective Base Sales Price $1,730,000 $1,735,000 $1,679,668 $1,765,000 Adjustments: Factor Description +/(-) Description +/(-) Description +/(-) Description +/(-) Property Rights Fee Simple Similar Similar Similar Similar Financing Terms Cash Equivalent Similar Similar Similar Similar Conditions of Sale Market Market Market Market Market
Market Conditions
Contract Date 8/14/2026 1/25/2026 1/18/2026 6/15/2026 6/15/2026 Project Location Dublin Dublin Dublin Dublin Dublin
Community Appeal Average Similar Similar Similar Similar Lot Size $12.00 3,780 3,780 $0 3,606 $2,088 1,993 $21,444 3,916 ($1,632) Lot Premium N/Ap Yes Similar Similar Similar
Design and Appeal Average Similar Similar Similar Similar Quality of Construction Good Similar Similar Similar Similar Age (Total/Effective) New Similar Similar Similar Similar Condition Good/New Similar Similar Similar Similar
Functional Utility Average Similar Similar Similar Similar Room Count
Bedrooms 4 4 4 4 4
Baths $50,000 3.0 3.0 $0 3.0 $0 3.5 ($25,000) 3.0 $0
Living Area (SF) $100.00 2,470 2,470 $0 2,610 ($14,000) 2,468 $200 2,612 ($14,200) Number of Stories Two Two Two Three Two
Heating/Cooling Central/Forced Similar Similar Similar Similar Garage $25,000 2-Car 2-Car 2-Car 2-Car 2-Car
Landscaping Front Similar Similar Similar Similar
Other None Similar Similar Similar Similar
Gross Adjustments $0 $16,088 $46,644 $15,832
Net Adjustments $0 ($11,912) ($3,356) ($15,832)
Adjusted Retail Value $1,730,000 $1,723,088 $1,676,312 $1,749,168 Concluded Retail Value $1,730,000
Indicated Value Per SF $700.40
Comparable 4 Comparable 5 Comparable 7 Comparable 8
Adjustments were necessary to account for differences between these homes and the subject’s floor plan. The sales provide a range of indicators of $1,676,312 to $1,749,168. We have concluded an estimate of value in line with the current base pricing of $1,730,000.
Attachment 4
375
Market Valuation – Floor Plans 55
East Ranch (aka Francis Ranch)
Orchid
Project Information Subject Property
Project Name Orchid Orchid Orchid Orchid
Plan Residence 1 Residence 1 Residence 2 Residence 1
Address/Lot Number 1692 Wren Ct 1660 Savanna Ln 1699 Wren Ct City/Area Dublin Dublin Dublin Dublin
Price N/Ap $3,409,230 $3,401,798 $3,177,386
Price Per SF N/Ap $772.19 $730.94 $719.68
Special Taxes (12-year hold at 4.5%) $56,608 $56,608 $56,608 $56,608 Adjustment $0 $0 $0
Adjusted Price (Including Bonds) $3,409,230 $3,401,798 $3,177,386 Total Consideration per SF $772.19 $730.94 $719.68
Data Source Project sales agent Project sales agent Project sales agent Incentives N/Ap No $0 No $0 No $0
Upgrades Base Yes ($409,230) Yes ($192,574) Yes ($194,133) Effective Base Sales Price $3,000,000 $3,209,224 $2,983,253 Adjustments: Factor Description +/(-) Description +/(-) Description +/(-) Property Rights Fee Simple Similar Similar Similar
Financing Terms Cash Equivalent Similar Similar Similar Conditions of Sale Market Market Market Market
Market Conditions
Contract Date 8/14/2026 8/31/2025 3/2/2026 8/29/2025
Project Location Dublin Dublin Dublin Dublin
Community Appeal Average Similar Similar Similar
Lot Size $12.00 6,500 8,371 ($22,452) 8,608 ($25,296) 11,741 ($62,892) Lot Premium N/Ap Yes ($250,000) Yes ($150,000) Yes ($20,000) Design and Appeal Average Similar Similar Similar
Quality of Construction Good Similar Similar Similar
Age (Total/Effective) New Similar Similar Similar
Condition Good/New Similar Similar Similar
Functional Utility Average Similar Similar Similar
Room Count
Bedrooms 4 4 5 4
Baths $50,000 5.5 5.5 $0 5.5 $0 5.5 $0
Living Area (SF) $100.00 4,398 4,415 ($1,700) 4,654 ($25,600) 4,415 ($1,700) Number of Stories Two Two Two Two
Heating/Cooling Central/Forced Similar Similar Similar
Garage $25,000 2-Car 2-Car 2-Car 2-Car
Landscaping Front Similar Similar Similar
Other None Similar Similar Similar
Gross Adjustments $274,152 $200,896 $84,592
Net Adjustments ($274,152) ($200,896) ($84,592)
Adjusted Retail Value $2,725,848 $3,008,328 $2,898,661
Concluded Retail Value $2,860,000
Indicated Value Per SF $650.30
Comparable 2 Comparable 13 Comparable 14
Adjustments were necessary to account for differences between these homes and the subject’s floor plan. The sales provide a range of indicators of $2,725,848 to $3,008,328. We have concluded an estimate of value in line with the current base pricing of $2,860,000.
Attachment 4
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Market Valuation – Floor Plans 56
East Ranch (aka Francis Ranch)
Primrose
Project Information Subject Property
Project Name Primrose Marigold Primrose Nexus Marigold
Plan Plan 1 Residence 3 Plan 1 Plan 1 Residence 3
Address/Lot Number Croak Road - lot 65 1936 Michael Avenue 3846 Aviano Way 1522 E Walsh Ave City/Area Dublin Dublin Dublin Dublin Dublin
Price N/Ap $1,760,663 $2,075,000 $1,599,990 $1,765,000
Price Per SF N/Ap $674.58 $796.55 $648.29 $675.73
Special Taxes (12-year hold at 4.5%) $36,292 $31,933 $36,292 $111,611 $31,933 Adjustment -$4,359 $0 $75,319 -$4,359
Adjusted Price (Including Bonds) $1,756,304 $2,075,000 $1,675,309 $1,760,641 Total Consideration per SF $672.91 $796.55 $678.81 $674.06 Data Source Project sales agent Project sales agent MLS MLS Incentives N/Ap Yes $31,735 Yes $122,290 No $0 No $0
Upgrades Base Yes ($57,398) Yes ($146,340) No $0 No $0
Effective Base Sales Price $1,730,641 $2,050,950 $1,675,309 $1,760,641 Adjustments: Factor Description +/(-) Description +/(-) Description +/(-) Description +/(-) Property Rights Fee Simple Similar Similar Similar Similar Financing Terms Cash Equivalent Similar Similar Similar Similar Conditions of Sale Market Market Market Market Market
Market Conditions
Contract Date 8/14/2026 1/18/2026 4/25/2026 6/15/2026 6/15/2026 Project Location Dublin Dublin Dublin Dublin Dublin
Community Appeal Average Similar Similar Similar Similar Lot Size $12.00 4,500 3,606 $10,728 4,773 ($3,276) 1,993 $30,084 3,916 $7,008 Lot Premium N/Ap Similar Similar Similar Similar
Design and Appeal Average Similar Similar Similar Similar Quality of Construction Good Similar Similar Similar Similar Age (Total/Effective) New Similar Similar Similar Similar Condition Good/New Similar Similar Similar Similar
Functional Utility Average Inferior $86,532 Similar Inferior $83,765 Inferior $88,032 Room Count
Bedrooms 4 4 4 4 4
Baths $50,000 3.0 3.0 $0 3.0 $0 3.5 ($25,000) 3.0 $0
Living Area (SF) $100.00 2,605 2,610 ($500) 2,605 $0 2,468 $13,700 2,612 ($700) Number of Stories Two Two Two Three $33,506 Two
Heating/Cooling Central/Forced Similar Similar Similar Similar Garage $25,000 2-Car 2-Car 2-Car 2-Car 2-Car
Landscaping Front Similar Similar Similar Similar
Other None Similar Similar Similar Similar
Gross Adjustments $97,760 $3,276 $186,056 $95,740
Net Adjustments $96,760 ($3,276) $136,056 $94,340
Adjusted Retail Value $1,827,401 $2,047,674 $1,811,365 $1,854,981 Concluded Retail Value $1,900,000
Indicated Value Per SF $729.37
Comparable 5 Comparable 6 Comparable 7 Comparable 8
Adjustments were necessary to account for differences between these homes and the subject’s floor plan. The sales provide a range of indicators of $1,811,365 to $2,047,674. We have concluded an estimate of value slightly lower than the current base pricing of $1,900,000.
Attachment 4
377
Market Valuation – Floor Plans 57
East Ranch (aka Francis Ranch)
Larkspur
Project Information Subject Property
Project Name Larkspur Azure Larkspur Larkspur
Plan Plan 1 Residence 1 Plan 3 Plan 1
Address/Lot Number 1752 Wren St 1601 Walsh Avenue 3982 Quinn Road City/Area Dublin Dublin Dublin Dublin
Price N/Ap $2,527,668 $2,360,000 $2,460,000
Price Per SF N/Ap $692.51 $652.47 $691.79
Special Taxes (12-year hold at 4.5%) $42,575 $44,517 $42,575 $42,575 Adjustment $1,942 $0 $0
Adjusted Price (Including Bonds) $2,529,610 $2,360,000 $2,460,000 Total Consideration per SF $693.04 $652.47 $691.79
Data Source Project sales agent Project sales agent Project sales agent Incentives N/Ap No $0 Yes $257,004 Yes $143,958
Upgrades Base Yes ($77,668) Yes ($191,055) Yes ($219,008) Effective Base Sales Price $2,451,942 $2,425,949 $2,384,950 Adjustments: Factor Description +/(-) Description +/(-) Description +/(-) Property Rights Fee Simple Similar Similar Similar
Financing Terms Cash Equivalent Similar Similar Similar Conditions of Sale Market Market Market Market
Market Conditions
Contract Date 8/14/2026 11/28/2025 1/28/2026 3/26/2026
Project Location Dublin Dublin Dublin Dublin
Community Appeal Average Similar Similar Similar
Lot Size $12.00 5,500 6,033 ($6,396) 6,426 ($11,112) 5,984 ($5,808) Lot Premium N/Ap Similar Similar Similar
Design and Appeal Average Similar Similar Similar
Quality of Construction Good Similar Similar Similar
Age (Total/Effective) New Similar Similar Similar
Condition Good/New Similar Similar Similar
Functional Utility Average Similar Similar Similar
Room Count
Bedrooms 4 4 4 4
Baths $50,000 3.5 5.5 ($100,000) 3.5 $0 3.5 $0
Living Area (SF) $100.00 3,500 3,650 ($15,000) 3,617 ($11,700) 3,556 ($5,600) Number of Stories Two Two Two Two
Heating/Cooling Central/Forced Similar Similar Similar
Garage $25,000 2-Car 2-Car 2-Car 2-Car
Landscaping Front Similar Similar Similar
Other None Similar Similar Similar
Gross Adjustments $121,396 $22,812 $11,408
Net Adjustments ($121,396) ($22,812) ($11,408)
Adjusted Retail Value $2,330,546 $2,403,137 $2,373,542
Concluded Retail Value $2,400,000
Indicated Value Per SF $685.71
Comparable 1 Comparable 9 Comparable 10
Adjustments were necessary to account for differences between these homes and the subject’s floor plan. The sales provide a range of indicators of $2,330,546 to $2,403,137. We have concluded an estimate of value slightly lower than the current base pricing of $2,400,000.
Attachment 4
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Market Valuation – Floor Plans 58
East Ranch (aka Francis Ranch)
Conclusion of Home Values
Based on the analysis herein, the market value conclusions for the homes are summarized in the following table.
Floor Plan Value Conclusions
Floor Plan Community
Living
Area (SF) Bedroom Bathroom Stories Garage
Typical Lot
Size (SF)
Concluded Base
Retail Value
Azure Francis Ranch 3,650 4 5.5 Two 2-Car 5,000 $2,475,000 Jasmine Francis Ranch 1,921 3 2.5 Two 2-Car 2,265 $1,310,000 Marigold Francis Ranch 2,470 4 3.0 Two 2-Car 3,780 $1,730,000 Orchid Francis Ranch 4,398 4 5.5 Two 2-Car 6,500 $2,860,000 Primrose Francis Ranch 2,605 4 3.0 Two 2-Car 4,500 $1,900,000 Larkspur Francis Ranch 3,500 4 3.5 Two 2-Car 5,500 $2,400,000 Attachment 4
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Residential Lot Valuation
For the purpose of estimating the value of the subject’s lots, we have identified three benchmark lot categories. Following the conclusion of value for the benchmark lots we will address the differences between the benchmark lot categories compared to the remaining lot categories comprising the subject property.
Lot Categories
Community Name Floorplan/Product Type Typical Lot Size (SF) No. of Lots Azure Detached SFR 5,000 96 BENCHMARK
Jasmine Attached SFR 2,265 96 BENCHMARK
Marigold Alley-loaded 3,780 94 BENCHMARK
Orchid Detached SFR 6,500 99
Primrose Detached SFR 4,500 85
Larkspur Detached SFR 5,500 85
We will utilize the sales comparison approach and a land residual analysis to estimate the market value of the lots for the benchmark lot categories. The estimate of value assumes the lots would sell on a bulk, or wholesale, basis. That is, a group of lots would transfer in one transaction to a single buyer.
Attachment 4
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Land Residual Analysis 60
East Ranch (aka Francis Ranch)
Land Residual Analysis
The land residual analysis is employed as an additional indicator of market value for the subject’s lots.
Direct and indirect costs are deducted from an estimate of the anticipated gross sales price of the improved product; the resultant net sales proceeds are then discounted to present value at an anticipated rate over the development and absorption period to indicate the value of the land. The land residual analysis is conducted on a quarterly basis. As a discounted cash flow analysis, the land residual analysis consists of four primary components summarized as follows:
Revenue – the gross income is based on the aggregate retail value of the completed homes.
Absorption Analysis – the time frame required for sell off. Of primary importance in this analysis is the allocation of the revenue over the absorption period – including the estimation of an appreciation factor (if any).
Expenses – the expenses associated with the sell-off are calculated in this section – including direct and indirect construction costs, administration, marketing and commission costs, as well as taxes and special taxes.
Discount Rate – an appropriate discount rate is derived employing a variety of data.
Discussions of these four concepts follows below, with the discounted cash flow analysis offered at the end of this section.
Revenue
The projected sales price for the average unit within the project will vary, as the ultimate sales price is affected by unit size, location within the project, site influences, construction costs, anticipated premiums achievable at the point of retail sale, as well as external influences such as adjacent land uses.
The benchmark lot categories are shown in the following table. While the previous analysis derived estimates of not less than market value for the smallest floor plan within each subdivision, the land residual analysis relies on a representative (midpoint) home size and price point. We estimated a typical home size and corresponding base price for each benchmark lot category based on the Residential Market section of this report and considering current asking prices. These estimates will be utilized in the analysis.
Revenue Basis
Benchmark Category
Typical Lot
Size (SF) No. of Units
Representative
Home Size (SF) Base Price $/SF
Traditional SFR Lots 5,000 96 3,675 $2,537,000 $690
Attached Duets/Townhomes 2,265 96 1,975 $1,268,000 $642 Alley-loaded Lots 3,780 94 2,570 $1,795,000 $698
Attachment 4
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East Ranch (aka Francis Ranch)
Closing Projections
The typical time required for the construction of units has been approximately three to six months from start to closing. It is assumed that initial closings will occur within three to six months of the date of sale. The premise is that the builder constructs efficiently as homes are sold. These assumptions are reflected in the projected construction schedule shown in the land residual models at the end of this section. Since the land residual analysis is conducted on a quarterly basis, closings are reflected in the following period, as most construction will be substantially completed prior to initiation of sales.
Changes in Market Conditions (Price Increases or Decreases) The subject’s market area has experienced rapid market appreciation in home prices for the past few years; however, since early 2022 the Federal Reserve Bank began raising the benchmark federal-funds rate (from near zero in March 2022) in an effort to manage rising inflation. The fed-funds rate is greater than 5%, which has resulted in a substantial rise in mortgage interest rates, which now exceed hover around approximately 6.0% and have moderated from 8.0% in October of 2023. The rise in mortgage interest rates has impacted the affordability of homes for a certain segment of the homebuyer market, which may impact pricing in the near term. Consequently, under current market conditions, forecasting home appreciation during the absorption period is speculative, and several homebuilders surveyed indicate they typically do not trend/forecast home appreciation during the sell-off period. Therefore, for purposes of this analysis, the home price revenue will be held constant during the sell-off period.
Absorption
Typically multiple product lines would be marketed in a subdivision to create characteristics appealing to as many potential purchasers as possible. Offering home products within a subdivision to different market segments is done with the aim of increasing absorption and reducing the overall development holding period for a project.
Based on the typical marketing and absorption rate data presented in the Residential Market overview, as well as the subject’s average absorption among all product lines of 3.1 units/month, we estimate an absorption rate of approximately 3.0 units per month or 9 per quarter. Market conditions are anticipated to remain stable over this time.
Expense Projections
As part of an ongoing effort to assemble market information, the following tables reflect survey responses and developer budget information for numerous single-family residential subdivisions for both attached and detached product, throughout the California region.
Attachment 4
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East Ranch (aka Francis Ranch)
Information from the survey above will contribute to the estimate of development expenses classified as follows.
General and Administrative
These expenses consist of management fees, liability and fire insurance, inspection fees, appraisal fees, legal and accounting fees and copying or publication costs. This expense category typically ranges from 2.5% to 4.0%, depending on length of project and if all of the categories are included in a builder’s budget. We have used 3.0% for general and administrative expenses.
Marketing and Sale
These expenses typically consist of advertising and promotion, closing costs, sales operations, and sales commissions. The expenses are expressed as a percentage of the gross sales revenue. The range of marketing and sales expenses typically found in projects within the subject’s market area is 5.0% to
6.5%. A figure of 5.0%, or 2.5% for marketing and 2.5% for sales, is estimated in the marketing and sales expense category.
Subdivision Budgets
Developer Classification Municipality
Budget
Date
No. of
Units Quality
Avg. Home
Size (SF)
Typical Lot
Size
G & A % of
Revenue
Mkt & Sales % of
Revenue
Direct
Costs/SF
Indirect
Costs/SF
Indirect % of
Direct Costs
Site
Costs/Lot
Permits &
Fees/Unit
Cost per ModelProfit % of
Revenue
Local San Jose 2026 6 Good 3,677 9,500 3.0% 4.6% $220.00 $35.42 16.1% $115,000 $65,000 N/Av 13.83% Local Lafayette 2025 6 Good 1,875 5,712 N/Av N/Av $345.00 $33.94 9.8% $99,815 $27,273 N/Av N/Av Regional Manteca 2025 173 Average 2,409 5,520 3.8% 1.0% $105.85 $6.23 5.9% $91,849 $76,201 N/Av N/Av Local Burlingame 2025 4 Good 2,168 N/Av N/Av N/Av $318.50 $51.60 16.2% $55,000 $35,000 N/Av N/Av National Santa Rosa 2025 108 Average 1,926 4,260 5.0% 5.0% $115.00 N/Av N/Av $94,168 $58,485 $50,000 18.00% Regional Roseville 2025 36 Good 4,202 21,600 N/Av 5.5% $121.43 N/Av N/Av $297,739 $70,522 $425,000 12.20% National Suisun City 2024 71 Average 1,877 2,900 2.7% N/Av $104.00 $12.69 12.21% N/Av $60,710 N/Av 12.28% National Placer County 2024 107 Good 3,626 9,000 2.0% 1.0% $104.58 N/Av N/Av N/Av $89,819 N/Av N/Av National Stockton 2024 236 Average 1,500 5,940 6.0% 6.0% $119.00 N/Av N/Av $131,355 $42,660 N/Av N/Av Regional Elk Grove 2024 39 Average 1,948 5,850 2.5% 2.5% $122.54 $11.00 8.97% $126,628 $82,717 N/Av 14.50% National Santa Clarita 2024 77 Good 4,931 12,000 4.9% 1.6% $138.00 N/Av N/Av N/Av $45,900 N/Av N/Av National Santa Clarita 2024 60 Good 3,532 11,000 5.9% 1.9% $150.00 N/Av N/Av N/Av $39,700 N/Av N/Av Regional Lathrop 2024 87 Average 2,290 5,200 N/Av N/Av $115.00 N/Av N/Av N/Av $59,832 $325,000 8.13% National Roseville 2024 120 Average 2,170 3,825 3.5% 3.5% $129.00 N/Av N/Av $88,501 $63,700 N/Av 13.00% Local Napa 2024 11 Good 3,122 12,209 N/Av 5.5% $165.00 $40.75 25% $186,803 $67,461 $100,000 15.24% National Gilroy 2023 19 Good 3,165 6,720 N/Av N/Av $115.00 $10.93 9.50% $216,684 $69,000 N/Av 12.0% National Elk Grove 2023 606 Average 2,267 5,784 N/Av N/Av $109.88 N/Av N/Av $145,000 $50,798 N/Av N/Av National Elk Grove 2023 435 Average 2,779 6,096 N/Av N/Av $100.15 N/Av N/Av $120,000 $84,203 N/Av N/Av Local Pleasant Hill 2023 31 Good 2,560 3,695 2.5% 4.0% $137.00 $6.85 5.00% N/Av $43,610 N/Av 7.0% National Newman 2023 106 Average 1,733 3,825 6.0% 6.0% $120.00 $3.00 2.50% $80,547 $52,187 N/Av N/Av Local Carmichael 2023 46 Average 1,411 3,400 N/Av N/Av $130.00 $18.00 13.85% $94,565 $38,000 N/Av N/Av National San Diego County 2023 27 Good 2,246 N/Av N/Av N/Av $152.00 N/Av N/Av $240,018 $50,668 N/Av N/Av Regional San Diego County 2023 83 Good 1,975 N/Av N/Av N/Av $135.00 N/Av N/Av $240,018 $47,937 N/Av N/Av Regional Granite Bay 2023 55 Good 3,359 7,150 N/Av N/Av $117.00 N/Av N/Av $229,608 $51,500 N/Av N/Av Regional Elk Grove 2023 52 Average 2,607 6,200 N/Av 5.80% $101.86 $6.86 6.73% $164,076 $73,595 N/Av 10.06% Regional Granite Bay 2023 89 Good 4,415 43,560 3.00% 4.60% $152.00 N/Av N/Av $450,724 $72,500 N/Av N/Av Attached Residential Budgets
Developer Classification Market
Budget
Date
No. of
Units Quality
Avg. Unit Size
(SF)
G & A % of
Revenue
Mkt & Sales % of
Revenue
Direct
Costs/SF
Indirect
Costs/SF
Indirect % of
Direct Costs
Site
Costs/Unit
Permits &
Fees/Unit
Cost per ModelProfit % of
Revenue
National Escondido 2026 36 Average 1,400 3.80% N/Av $155.00 N/Av N/Av N/Av $39,957 N/Av 18.0% Regional Livermore 2026 31 Average 1,630 N/Av N/Av $150.00 N/Av N/Av $86,923 $80,553 N/Av N/Av Regional Morgan Hill 2026 54 Average 1,555 N/Av N/Av $150.00 N/Av N/Av $103,440 $97,683 N/Av N/Av Local Campbell 2025 20 Good 1,905 0.60% 3.50% $276.00 $38.09 14% $44,750 $40,000 N/Av 15.9% National San Diego 2025 55 Average 1,654 4.00% 5.50% $128.00 $3.84 3% $255,599 $31,701 N/Av N/Av National San Marcos 2025 120 Average 1,533 2.50% 0.50% $125.00 N/Av N/Av $107,042 $50,934 N/Av N/Av Regional Morgan Hill 2024 93 Good 1,641 1.91% 1.32% $166.00 $40.12 24% $90,108 $53,863 $154,500 N/Av Regional Livermore 2024 172 Good 1,032 1.32% 1.74% $182.00 $27.51 15% $58,411 $94,980 $75,575 N/Av Local Vacaville 2024 81 Good 1,860 4.80% 3.40% $168.00 $13.94 8% $125,064 $55,618 $265,000 13.5% Local West Sacramento 2024 106 Good 1,836 3.40% 3.40% $163.00 $15.97 10% $99,644 $55,000 $183,000 12.7% TBD San Diego County 2024 143 Average 1,217 3.00% 5.00% $140.96 $14.10 10% $50,000 $50,559 N/Av 15.0% Regional San Diego County 2023 94 Good 1,462 N/Av N/Av $158.00 N/Av N/Av $240,018 $45,432 N/Av N/Av National San Diego County 2023 76 Good 1,666 N/Av N/Av $150.00 N/Av N/Av $240,018 $47,546 N/Av N/Av National San Diego County 2023 80 Good 1,843 N/Av N/Av $116.00 N/Av N/Av $240,018 $47,295 $200,000 N/Av Local Santa Clara County 2022 17 Good 1,536 N/Av N/Av $250.11 N/Av N/Av $119,821 $53,247 N/Av N/Av National Alameda 2022 182 Average 2,840 4.00% 4.00% $150.89 $5.80 4% $104,686 $31,335 N/Av 14.9% Regional Santa Clara County 2022 46 Good 1,727 2.43% 2.78% $199.00 $37.81 19% $67,604 $59,935 N/Av N/Av Attachment 4
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Property Taxes (Ad Valorem and Special Taxes)
The subject is located within an area with an effective tax rate of 1.2374%. This amount is applied to the estimated market values and divided by the total number of units to yield an estimate of ad valorem taxes/unit/year for each phase. The tax amounts are applied to unclosed inventory over the sell-off period. Property taxes are increased by 2% per year.
The subject is within the boundary of City of Dublin CFD No. 2023-1. The facilities special tax associated with the district, for the most recently available tax year are presented in the following table.
Special Tax Table (Fiscal Year 2026-2027)
Land Use Category Tax Zone
Single-Family Property Tax Zone 1 (Orchid) $6,208 per unit Single-Family Property Tax Zone 2 (Azure) $4,882 per unit Single-Family Property Tax Zone 3 (Larkspur) $4,669 per unit Single-Family Property Tax Zone 4 (Primrose) $3,980 per unit Single-Family Property Tax Zone 5 (Marigold) $3,502 per unit Single-Family Property Tax Zone 6 (Jasmine) $2,122 per unit Source: Rate and Method of Apportionment of Special Taxes Assigned Special Tax
The special taxes escalate at 2% per year. Based on the direct charges information provided by the developer, it is estimated the subject would have direct charges of approximately $1,516 . The total tax expense is gradually reduced over the absorption period, as the land components are sold off.
HOA
A homeowner’s association (HOA) is planned for the subject. The HOA fee applicable to the subject property varies by project, between $345 and $544 per month.
Permits and Fees
Based on the information provided, the estimate of permits and fees for the subject are reported as follows:
Direct and Indirect Construction Costs
Construction costs are generally classified into direct and indirect costs. Direct costs reflect the cost of labor and materials to build the project. Direct costs generally are lower per square foot for larger floor plans, all else being equal, due to economies of scale. Indirect items are the carrying costs and fees incurred in developing the project and during the construction cycle. Construction quality and market-segment are significant factors that affect direct construction costs. In addition, Permits and Fees
Lot Size Category
Permits and Fees $145,933 per unit $77,774 per unit $142,933 per unit Traditional SFR Lots
Attached
Duets/Townhomes Alley-loaded Lots
Attachment 4
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Land Residual Analysis 64
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national/public builders, which are able to achieve lower costs due to the larger scale in which orders are placed, routinely achieve lower direct costs.
Based on the cost comparables, and considering the product line under development, a direct cost estimate of between $100.00 to $175.00 per square foot is applied the estimated home depending on product line.
Regarding indirect costs, the following list itemizes some of the typical components that generally comprise indirect costs:
• Architectural and engineering fees for plans, plan checks, surveys and environmental studies • Appraisal, consulting, accounting and legal fees
• The cost of carrying the investment in land and contract payments during construction. If the property is financed, the points, fees or service charges and interest on construction loans are considered
• All-risk insurance
• The cost of carrying the investment in the property after construction is complete, but before sell-out is achieved
• Developer fee earned by the project coordinator
• Interest reserve
Conversations with homebuilders indicate the indirect costs generally range anywhere from 10% to 15% of the direct costs (excluding marketing, sales, general and administrative expenses, taxes, which are accounted for separately). An estimate of 15% is considered reasonable for the subject.
Model Complex
For the three benchmark lot categories, between 2 and 3 and model homes, is considered to be reasonable.
Model upgrade expenses can vary widely depending upon construction quality, targeted market and anticipated length of time on the market. These upgrades, exterior and interior, including furniture, can range from $20,000 per model to over $250,000 per model for executive homes.
Based on the quality of the subject’s proposed improvements and the targeted buyer segment, a model upgrade cost of $150,000 to $175,000 per model is considered reasonable for the subject’s lots.
Summary
The following chart summarizes the revenue and expenses discussed on the preceding pages.
Attachment 4
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Revenue & Expense Summary
REVENUE SUMMARY
No. of Unit Base Retail
Floor Plan Units Size (SF) $/SF Value Per Unit Extension Average Unit 96 3,675 $690 $2,537,000 $243,552,000
Lot Premiums $80,000 $7,680,000
Model Recapture (@ 30% of cost) $157,500
96 3,675
(weighted avg.)
Total Revenue: $ 251,389,500
$2,618,641 /unit
EXPENSES SUMMARY
Total Over Sell-Off Period
General and Administrative 3.0% of total revenue $ 7,541,685 Marketing and Sales 5.0% of total revenue $ 12,569,475
Ad Valorem Taxes $13,199 /unit/year $ 1,881,370 (from cash flow) Direct Charges $1,516 /unit/year $ 216,110 (from cash flow) Special Taxes/Assessments $4,882 /unit/year $ 695,898 (from cash flow) Homeowner's Association Fees $345 /unit/month $ 580,635 (from cash flow) Model Costs 3 models $ 525,000 $175,000 (per model)
Permits and Fees $ 14,009,568 $145,933 (per unit)
Subtotal: $ 38,019,741
Direct Construction Costs SF Units Cost/SF Extension
Average/Typical Floor Plan 3,675 96 $175.00 $ 61,740,000 $643,125 /unit Indirect Construction Costs 15% of Direct Costs $ 9,261,000 $96,469 /unit Subtotal: $ 71,001,000
Total Expenses: $ 109,020,741
Attachment 4
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Revenue & Expense Summary
REVENUE SUMMARY
No. of Unit Base Retail
Floor Plan Units Size (SF) $/SF Value Per Unit Extension Average Unit 96 1,975 $642 $1,268,000 $121,728,000
Model Recapture (@ 30% of cost) $90,000
96 1,975
(weighted avg.)
Total Revenue: $ 121,818,000
$1,268,938 /unit
EXPENSES SUMMARY
Total Over Sell-Off Period
General and Administrative 3.0% of total revenue $ 3,654,540 Marketing and Sales 5.0% of total revenue $ 6,090,900
Ad Valorem Taxes $7,994 /unit/year $ 1,139,511 (from cash flow) Direct Charges $1,516 /unit/year $ 216,110 (from cash flow) Special Taxes/Assessments $2,122 /unit/year $ 302,478 (from cash flow) Homeowner's Association Fees $500 /unit/month $ 841,500 (from cash flow) Model Costs 2 models $ 300,000 $150,000 (per model)
Permits and Fees $ 7,466,323 $77,774 (per unit)
Subtotal: $ 20,011,363
Direct Construction Costs SF Units Cost/SF Extension
Average/Typical Floor Plan 1,975 96 $100.00 $ 18,960,000 $197,500 /unit Indirect Construction Costs 15% of Direct Costs $ 2,844,000 $29,625 /unit Subtotal: $ 21,804,000
Total Expenses: $ 41,815,363
Attachment 4
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Revenue & Expense Summary
REVENUE SUMMARY
No. of Unit Base Retail
Floor Plan Units Size (SF) $/SF Value Per Unit Extension Average Unit 94 2,570 $698 $1,795,000 $168,730,000
Model Recapture (@ 30% of cost) $157,500
94 2,570
(weighted avg.)
Total Revenue: $ 168,887,500
$1,796,676 /unit
EXPENSES SUMMARY
Total Over Sell-Off Period
General and Administrative 3.0% of total revenue $ 5,066,625 Marketing and Sales 5.0% of total revenue $ 8,444,375
Ad Valorem Taxes $9,886 /unit/year $ 1,266,772 (from cash flow) Direct Charges $1,516 /unit/year $ 194,269 (from cash flow) Special Taxes/Assessments $3,502 /unit/year $ 448,737 (from cash flow) Homeowner's Association Fees $544 /unit/month $ 824,160 (from cash flow) Model Costs 3 models $ 525,000 $175,000 (per model)
Permits and Fees $ 13,435,702 $142,933 (per unit)
Subtotal: $ 30,205,640
Direct Construction Costs SF Units Cost/SF Extension
Average/Typical Floor Plan 2,570 94 $150.00 $ 36,237,000 $385,500 /unit Indirect Construction Costs 15% of Direct Costs $ 5,435,550 $57,825 /unit Subtotal: $ 41,672,550
Total Expenses: $ 71,878,190
Internal Rate of Return and Discount Rate
According to industry sources, project yield rates historically have ranged anywhere from 5% to over 20%, depending on the location, target market and projected absorption for disposition of the product, and is based on the perceived risk associated with home development for production home type projects. Instances in which project yields may be less than 20% often involve profit participation arrangements in master planned communities where the master developer limits the number of competing tracts.
Positive attributes of the subject property include steady demand in the market area and limited new construction. There are some “negative” attributes associated with the subject such as rising construction costs, in addition to the potential for deterioration in market conditions in the residential sector that would result from a change in macroeconomic factors (ex. continued high inflation, unemployment rates, interest rates, etc.).
Realty Rates provides expected Developer IRR for California developments as follows:
Attachment 4
388
Land Residual Analysis 68
East Ranch (aka Francis Ranch)
California/Pacific Islands: Subdivisions & PUDs
Min Max Avg Min Max Avg
Site-Built Residential 18.29% 38.75% 26.92% 17.56% 38.14% 25.84% -100 Units 18.29% 33.41% 25.74% 17.56% 32.88% 24.71%
100-500 Units 18.74% 36.75% 27.08% 18.00% 36.17% 26.00% 500+ Units 19.20% 38.42% 27.54% 18.43% 37.81% 26.44%
Mixed Use 19.66% 38.75% 27.32% 18.87% 38.14% 26.23%
Manufactured Housing 18.87% 42.32% 28.88% 18.12% 41.65% 27.73% -100 Units 18.87% 36.80% 27.74% 18.12% 36.22% 26.63%
100-500 Units 19.35% 40.48% 29.21% 18.57% 39.84% 28.04% 500+ Units 19.82% 42.32% 29.71% 19.02% 41.65% 28.52%
Business Parks 18.83% 40.48% 28.01% 18.07% 39.84% 26.88% -100 Acres 18.83% 35.20% 26.91% 18.07% 34.64% 25.83%
100-500 Acres 19.30% 38.72% 28.31% 18.53% 38.10% 27.18% 500+ Acres 19.77% 40.48% 28.79% 18.98% 39.84% 27.64%
Industrial Parks 18.91% 34.20% 25.14% 18.16% 33.66% 24.13% -100 Acres 18.91% 29.74% 24.20% 18.16% 29.27% 23.24%
100-500 Acres 19.38% 32.71% 25.40% 18.61% 32.19% 24.39% 500+ Acres 19.86% 34.20% 25.81% 19.06% 33.66% 24.78%
3 California/Pacific Islands: CA, Guam, HI
Actual Rates Pro-Forma Rates
*2nd Quarter 2025 Data
Realty Rates Developers Survey 2025 Q3
California/Pacific Islands: Condominiums & Co-Ops
Min Max Avg Min Max Avg
Primary Residential 14.22% 38.75% 17.75% 13.17% 21.80% 16.95% Hi-Rise/Urban Townhouse 14.44% 33.41% 18.19% 13.87% 21.77% 17.46% Garden/Suburban Townhouse 14.22% 36.75% 17.30% 13.65% 20.95% 16.61% Mixed Use 14.32% 38.42% 17.77% 13.17% 21.80% 16.79%
Resort & Second Home 15.29% 38.75% 18.59% 14.68% 23.58% 17.84% Hi-Rise 15.39% 42.32% 19.58% 14.77% 23.58% 18.80%
Garden/Townhouse 15.29% 36.80% 17.60% 14.68% 20.52% 16.89% Commercial/Industrial 12.86% 40.48% 17.21% 12.34% 22.66% 16.52% Urban Office 13.52% 42.32% 17.54% 12.98% 21.39% 16.84%
Suburban Office 13.01% 40.48% 16.94% 12.49% 21.39% 16.26% Retail 13.23% 35.20% 17.68% 12.70% 22.66% 16.98%
Industrial 12.86% 38.72% 16.66% 12.34% 20.98% 16.00%
*2nd Quarter 2025 Data 34.20%40.48%
Realty Rates Developers Survey 2025 Q3 29.74%
California/Pacific Islands: CA, Guam, HI 32.71%
34.20%
Actual Rates Pro-Forma Rates
Attachment 4
389
Land Residual Analysis 69
East Ranch (aka Francis Ranch)
The survey is primarily focused on raw land development; whereas, the subject property is analyzed herein as if improved (finished lot, or improved site, condition), which carries less risk. Based on the profile of each project relative to the market, a developer's incentive of 9%-12% is considered reasonable for the subject’s product lines. Using a 5% present value factor and 9%-12% for developer’s incentive results in implied internal rate of return (IRR) of approximately 13.763% for the traditional single family lots and attached duets/townhomes, and 15.358% for the alley-loaded lots.
Conclusion
The land residual analyses are presented as follows:
Land Residual Analysis: Traditional SFR Lots
Quarter: 0 1 2 3 4 5 6 7 8 9 10 11 12 Total
ABSORPTION
Sales 9 9 9 9 9 9 9 9 9 9 6 0 96
Close of Escrow (COE) 0 9 9 9 9 9 9 9 9 9 9 6 96
Unsold Inventory 96 87 78 69 60 51 42 33 24 15 6 0 0
Sales Revenue $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 15,711,844 $ - $ 251,389,500 Total Sales Revenue (at Close of $ - $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 23,567,766 $ 15,711,844 $ 251,389,500
EXPENSES AND CASH FLOWS
General and Administrative 3.0% $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (628,474) $ (7,541,685) Marketing and Sales 5.0% $ - $ (1,178,388) $ (1,178,388) $ (1,178,388) $ (1,178,388) $ (1,178,388) $ (1,178,388) $ (1,178,388) $ (1,178,388) $ (1,178,388) $ (1,178,388) $ (785,592) $ (12,569,475) Ad Valorem Taxes ($/unit/yr) $13,199 $ (316,765) $ (288,504) $ (259,952) $ (231,107) $ (201,968) $ (172,531) $ (142,795) $ (112,757) $ (82,415) $ (51,767) $ (20,810) $ - $ (1,881,370) Direct Charges ($/unit/yr) $1,516 $ (36,386) $ (33,140) $ (29,860) $ (26,547) $ (23,200) $ (19,818) $ (16,403) $ (12,952) $ (9,467) $ (5,946) $ (2,390) $ - $ (216,110) Special Taxes/Assessments ($/unit/yr) $4,882 $ (117,168) $ (106,714) $ (96,153) $ (85,484) $ (74,706) $ (63,817) $ (52,818) $ (41,707) $ (30,484) $ (19,148) $ (7,697) $ - $ (695,898) Homeowner's Association Fees ($/unit/mo) $345 $ (99,360) $ (90,045) $ (80,730) $ (71,415) $ (62,100) $ (52,785) $ (43,470) $ (34,155) $ (24,840) $ (15,525) $ (6,210) $ - $ (580,635) Model Costs $ (525,000) $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ (525,000) Permits and Fees $ (1,313,397) $ (1,313,397) $ (1,313,397) $ (1,313,397) $ (1,313,397) $ (1,313,397) $ (1,313,397) $ (1,313,397) $ (1,313,397) $ (1,313,397) $ (875,598) $ - $ (14,009,568) Subtotal: $ (3,036,550) $ (3,638,662) $ (3,586,955) $ (3,534,812) $ (3,482,232) $ (3,429,210) $ (3,375,744) $ (3,321,830) $ (3,267,465) $ (3,212,645) $ (2,719,568) $ (1,414,066) $ (38,019,741) Direct Construction Costs $ (2,894,063) $ (5,788,125) $ (5,788,125) $ (5,788,125) $ (5,788,125) $ (5,788,125) $ (5,788,125) $ (5,788,125) $ (5,788,125) $ (5,788,125) $ (4,823,438) $ (1,929,375) Indirect Construction Costs 15% $ (434,109) $ (868,219) $ (868,219) $ (868,219) $ (868,219) $ (868,219) $ (868,219) $ (868,219) $ (868,219) $ (868,219) $ (723,516) $ (289,406) $ (9,261,000) Subtotal: $ (3,328,172) $ (6,656,344) $ (6,656,344) $ (6,656,344) $ (6,656,344) $ (6,656,344) $ (6,656,344) $ (6,656,344) $ (6,656,344) $ (6,656,344) $ (5,546,953) $ (2,218,781) $ (71,001,000) Total Expenses $ (6,364,722) $ (10,295,006) $ (10,243,298) $ (10,191,156) $ (10,138,576) $ (10,085,554) $ (10,032,088) $ (9,978,174) $ (9,923,809) $ (9,868,989) $ (8,266,521) $ (3,632,847) $(109,020,741) NET INCOME BEFORE DEVELOPER'S $ (6,364,722) $ 13,272,760 $ 13,324,467 $ 13,376,610 $ 13,429,190 $ 13,482,211 $ 13,535,677 $ 13,589,591 $ 13,643,957 $ 13,698,777 $ 15,301,244 $ 12,078,997 $ 142,368,759 Total Project Incentive 12.000% $ - $ (2,828,132) $ (2,828,132) $ (2,828,132) $ (2,828,132) $ (2,828,132) $ (2,828,132) $ (2,828,132) $ (2,828,132) $ (2,828,132) $ (2,828,132) $ (1,885,421) $ (30,166,740) NET INCOME (BEFORE DISCOUNTING) $ (6,364,722) $ 10,444,628 $ 10,496,335 $ 10,548,478 $ 10,601,058 $ 10,654,080 $ 10,707,546 $ 10,761,460 $ 10,815,825 $ 10,870,645 $ 12,473,112 $ 10,193,575 $ 112,202,019 Present Value Factors
Discount Rate (Cost of Borrowed Funds) 5.000% 0.987654 0.975461 0.963418 0.951524 0.939777 0.928175 0.916716 0.905398 0.894221 0.883181 0.872277 0.861509 Discounted Cash Flow ($6,286,145) $10,188,328 $10,112,362 $10,037,133 $9,962,631 $9,888,849 $9,815,778 $9,743,409 $9,671,734 $9,600,746 $10,880,015 $8,781,853 $102,396,691 Net Present Value (Rounded) $102,397,000
per unit: $1,067,000
Land Residual Analysis: Attached Duets/Townhomes
Quarter: 0 1 2 3 4 5 6 7 8 9 10 11 12 Total
ABSORPTION
Sales 9 9 9 9 9 9 9 9 9 9 6 0 96
Close of Escrow (COE) 0 9 9 9 9 9 9 9 9 9 9 6 96
Unsold Inventory 96 87 78 69 60 51 42 33 24 15 6 0 0
Sales Revenue $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 7,613,625 $ - $121,818,000 Total Sales Revenue (at Close of $ - $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 11,420,438 $ 7,613,625 $121,818,000
EXPENSES AND CASH FLOWS
General and Administrative 3.0% $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (304,545) $ (3,654,540) Marketing and Sales 5.0% $ - $ (571,022) $ (571,022) $ (571,022) $ (571,022) $ (571,022) $ (571,022) $ (571,022) $ (571,022) $ (571,022) $ (571,022) $ (380,681) $ (6,090,900) Ad Valorem Taxes ($/unit/yr) $7,994 $ (191,859) $ (174,741) $ (157,448) $ (139,977) $ (122,328) $ (104,499) $ (86,488) $ (68,295) $ (49,917) $ (31,354) $ (12,604) $ (1,139,511) Direct Charges ($/unit/yr) $1,516 $ (36,386) $ (33,140) $ (29,860) $ (26,547) $ (23,200) $ (19,818) $ (16,403) $ (12,952) $ (9,467) $ (5,946) $ (2,390) $ - $ (216,110) Special Taxes/Assessments ($/unit/yr) $2,122 $ (50,928) $ (46,384) $ (41,794) $ (37,156) $ (32,471) $ (27,739) $ (22,958) $ (18,128) $ (13,250) $ (8,323) $ (3,346) $ - $ (302,478) Homeowner's Association Fees ($/unit/mo) $500 $ (144,000) $ (130,500) $ (117,000) $ (103,500) $ (90,000) $ (76,500) $ (63,000) $ (49,500) $ (36,000) $ (22,500) $ (9,000) $ - $ (841,500) Model Costs $ (300,000) $ - $ - $ - $ - $ - $ - $ - $ - $ - $ (300,000) Permits and Fees $ (699,968) $ (699,968) $ (699,968) $ (699,968) $ (699,968) $ (699,968) $ (699,968) $ (699,968) $ (699,968) $ (699,968) $ (466,645) $ - $ (7,466,323) Subtotal: $ (1,727,686) $ (1,960,300) $ (1,921,637) $ (1,882,715) $ (1,843,534) $ (1,804,091) $ (1,764,383) $ (1,724,410) $ (1,684,169) $ (1,643,658) $ (1,369,553) $ (685,226) $ (20,011,363) Direct Construction Costs $ (888,750) $ (1,777,500) $ (1,777,500) $ (1,777,500) $ (1,777,500) $ (1,777,500) $ (1,777,500) $ (1,777,500) $ (1,777,500) $ (1,777,500) $ (1,481,250) $ (592,500) Indirect Construction Costs 15% $ (133,313) $ (266,625) $ (266,625) $ (266,625) $ (266,625) $ (266,625) $ (266,625) $ (266,625) $ (266,625) $ (266,625) $ (222,188) $ (88,875) $ (2,844,000) Subtotal: $ (1,022,063) $ (2,044,125) $ (2,044,125) $ (2,044,125) $ (2,044,125) $ (2,044,125) $ (2,044,125) $ (2,044,125) $ (2,044,125) $ (2,044,125) $ (1,703,438) $ (681,375) $ (21,804,000) Total Expenses $ (2,749,749) $ (4,004,425) $ (3,965,762) $ (3,926,840) $ (3,887,659) $ (3,848,216) $ (3,808,508) $ (3,768,535) $ (3,728,294) $ (3,687,783) $ (3,072,990) $ (1,366,601) $ (41,815,363) NET INCOME BEFORE DEVELOPER'S $ (2,749,749) $ 7,416,012 $ 7,454,676 $ 7,493,597 $ 7,532,779 $ 7,572,222 $ 7,611,929 $ 7,651,902 $ 7,692,143 $ 7,732,654 $ 8,347,447 $ 6,247,024 $ 80,002,637 Total Project Incentive 10.00% $ - $ (1,142,044) $ (1,142,044) $ (1,142,044) $ (1,142,044) $ (1,142,044) $ (1,142,044) $ (1,142,044) $ (1,142,044) $ (1,142,044) $ (1,142,044) $ (761,363) $ (12,181,800) NET INCOME (BEFORE DISCOUNTING) $ (2,749,749) $ 6,273,968 $ 6,312,632 $ 6,351,553 $ 6,390,735 $ 6,430,178 $ 6,469,886 $ 6,509,859 $ 6,550,100 $ 6,590,611 $ 7,205,404 $ 5,485,661 $ 67,820,837 Present Value Factors
Discount Rate (Cost of Borrowed Funds) 5.00% 0.98765 0.97546 0.96342 0.95152 0.93978 0.92817 0.91672 0.90540 0.89422 0.88318 0.87228 0.86151 Discounted Cash Flow $ (2,715,801) $ 6,120,012 $ 6,081,705 $ 6,043,657 $ 6,005,866 $ 5,968,330 $ 5,931,047 $ 5,894,016 $ 5,857,235 $ 5,820,702 $ 6,285,111 $ 4,725,944 $ 62,017,824 Net Present Value (Rounded) $ 62,020,000
per unit: $646,000
Attachment 4
390
Land Residual Analysis 70
East Ranch (aka Francis Ranch)
Land Residual Analysis: Alley-loaded Lots
Quarter: 0 1 2 3 4 5 6 7 8 9 10 11 Total
ABSORPTION
Sales 10 10 10 10 9 9 9 9 9 9 0 94
Close of Escrow (COE) 0 10 10 10 10 9 9 9 9 9 9 94
Unsold Inventory 94 84 74 64 54 45 36 27 18 9 0 0
Sales Revenue $ 17,966,755 $ 17,966,755 $ 17,966,755 $ 17,966,755 $ 16,170,080 $ 16,170,080 $ 16,170,080 $ 16,170,080 $ 16,170,080 $ 16,170,080 $ - $168,887,500 Total Sales Revenue (at Close of $ - $ 17,966,755 $ 17,966,755 $ 17,966,755 $ 17,966,755 $ 16,170,080 $ 16,170,080 $ 16,170,080 $ 16,170,080 $ 16,170,080 $ 16,170,080 $168,887,500
EXPENSES AND CASH FLOWS
General and Administrative 3.0% $ (460,602) $ (460,602) $ (460,602) $ (460,602) $ (460,602) $ (460,602) $ (460,602) $ (460,602) $ (460,602) $ (460,602) $ (460,602) $ (5,066,625) Marketing and Sales 5.0% $ - $ (898,338) $ (898,338) $ (898,338) $ (898,338) $ (808,504) $ (808,504) $ (808,504) $ (808,504) $ (808,504) $ (808,504) $ (8,444,375) Ad Valorem Taxes ($/unit/yr) $9,886 $ (232,322) $ (208,645) $ (184,725) $ (160,561) $ (136,151) $ (114,026) $ (91,677) $ (69,102) $ (46,298) $ (23,265) $ - $ (1,266,772) Direct Charges ($/unit/yr) $1,516 $ (35,628) $ (31,997) $ (28,329) $ (24,623) $ (20,880) $ (17,487) $ (14,059) $ (10,597) $ (7,100) $ (3,568) $ - $ (194,269) Special Taxes/Assessments ($/unit/yr) $3,502 $ (82,297) $ (73,910) $ (65,436) $ (56,877) $ (48,230) $ (40,392) $ (32,475) $ (24,478) $ (16,401) $ (8,241) $ - $ (448,737) Homeowner's Association Fees ($/unit/mo) $544 $ (153,408) $ (137,088) $ (120,768) $ (104,448) $ (88,128) $ (73,440) $ (58,752) $ (44,064) $ (29,376) $ (14,688) $ - $ (824,160) Model Costs $ (525,000) $ - $ - $ - $ - $ - $ - $ - $ - $ - $ (525,000) Permits and Fees $ (1,429,330) $ (1,429,330) $ (1,429,330) $ (1,429,330) $ (1,286,397) $ (1,286,397) $ (1,286,397) $ (1,286,397) $ (1,286,397) $ (1,286,397) $ - $ (13,435,702) Subtotal: $ (2,918,587) $ (3,239,910) $ (3,187,529) $ (3,134,779) $ (2,938,725) $ (2,800,849) $ (2,752,467) $ (2,703,745) $ (2,654,678) $ (2,605,265) $ (1,269,106) $ (30,205,640) Direct Construction Costs $ (1,927,500) $ (3,855,000) $ (3,855,000) $ (3,855,000) $ (3,662,250) $ (3,469,500) $ (3,469,500) $ (3,469,500) $ (3,469,500) $ (3,469,500) $ (1,734,750) Indirect Construction Costs 15% $ (289,125) $ (578,250) $ (578,250) $ (578,250) $ (549,338) $ (520,425) $ (520,425) $ (520,425) $ (520,425) $ (520,425) $ (260,213) $ (5,435,550) Subtotal: $ (2,216,625) $ (4,433,250) $ (4,433,250) $ (4,433,250) $ (4,211,588) $ (3,989,925) $ (3,989,925) $ (3,989,925) $ (3,989,925) $ (3,989,925) $ (1,994,963) $ (41,672,550) Total Expenses $ (5,135,212) $ (7,673,160) $ (7,620,779) $ (7,568,029) $ (7,150,313) $ (6,790,774) $ (6,742,392) $ (6,693,670) $ (6,644,603) $ (6,595,190) $ (3,264,069) $ (71,878,190) NET INCOME BEFORE DEVELOPER'S $ (5,135,212) $ 10,293,595 $ 10,345,977 $ 10,398,726 $ 10,816,443 $ 9,379,306 $ 9,427,688 $ 9,476,410 $ 9,525,477 $ 9,574,890 $ 12,906,011 $ 97,009,310 Total Project Incentive 9.00% $ - $ (1,617,008) $ (1,617,008) $ (1,617,008) $ (1,617,008) $ (1,455,307) $ (1,455,307) $ (1,455,307) $ (1,455,307) $ (1,455,307) $ (1,455,307) $ (15,199,875) NET INCOME (BEFORE DISCOUNTING) $ (5,135,212) $ 8,676,588 $ 8,728,969 $ 8,781,718 $ 9,199,435 $ 7,923,999 $ 7,972,380 $ 8,021,103 $ 8,070,170 $ 8,119,582 $ 11,450,704 $ 81,809,435 Present Value Factors
Discount Rate (Cost of Borrowed Funds) 5.00% 0.98765 0.97546 0.96342 0.95152 0.93978 0.92817 0.91672 0.90540 0.89422 0.88318 0.87228 Discounted Cash Flow $ (5,071,815) $ 8,463,673 $ 8,409,648 $ 8,356,018 $ 8,645,418 $ 7,354,857 $ 7,308,408 $ 7,262,294 $ 7,216,513 $ 7,171,060 $ 9,988,191 $ 75,104,265 Net Present Value (Rounded) $ 75,100,000
per unit: $799,000
Attachment 4
391
Sales Comparison Approach 71
East Ranch (aka Francis Ranch)
Sales Comparison Approach
In this section of the report, we will utilize the sales comparison approach to estimate the market value of the subject lots. This value estimate assumes the subject property would sell on a bulk, or wholesale, basis. That is, it would transfer in one transaction to a single buyer. This approach develops an indication of value by researching, verifying, and analyzing sales of similar properties. Our sales research focused on transactions within the following parameters:
• Location: East Bay communities
• Number of Units/Lots: 50 to 250 units/lots
• Transaction Date: within the last 24 to 36 months
The bulk lot sales are analyzed on a loaded lot basis. Loaded lot is the equivalent of underlying land, any remaining site development costs and all fees paid through the building permit for home construction. The most relevant sales are summarized in the following table:
Attachment 4
392
Sales Comparison Approach 72
East Ranch (aka Francis Ranch)
Summary of Comparable Land Sales
No. Name/Address
Sale Date;
Status
Sale Price; Bond
Consideration/Lot Number of Lots $/Lot
Expenditures After
Purchase
1 Los Gatos Lodge Oct-25 $78,425,000 155 $505,968 $231,535 50 Los Gatos-Saratoga Rd. Closed $0
Los Gatos
Santa Clara County
2 Altamira at College Park Jan-25 $47,850,000 115 $416,087 $124,125 E Gobind Blvd. and S Vivani St Closed $6,400
Mountain House
San Joaquin County
3 Mountain House Tract 3974 Jan-25 $34,800,000 87 $400,000 $53,434 N/O Byron Rd., S/O Great Valley Pkwy. Closed $7,280
Mountain House
San Joaquin County
4 Mountain House Tract 3975 Jan-25 $113,000,000 203 $556,650 $50,976 N/O Byron Rd., S/O Great Valley Pkwy. Closed $10,354
Mountain House
San Joaquin County
5 Francis Ranch - Neighborhood 3 Oct-24 $103,010,000 91 $1,131,978 $131,484 Croak Rd. Closed $8,300
Dublin
Alameda County
6 Francis Ranch - Neighborhood 4 Dec-23 $88,145,000 85 $1,037,000 $123,418 Croak Rd. Closed $10,198
Dublin
Alameda County
7 Venice (91 Lots) Jun-23 $36,329,941 91 $399,230 $214,200 Dublin Blvd. Closed $10,198
Dublin
Alameda County
8 Lombard (84 Lots) Jun-23 $47,039,570 84 $559,995 $220,500 Dublin Blvd. Closed $0
Dublin
Alameda County
9 Melrose (75 Lots) Mar-23 $39,818,126 75 $530,908 $194,340 Dublin Blvd. Closed $0
Dublin
Alameda County
10 Five Canyons May-22 $11,225,000 25 $449,000 $485,633 5499 Hilltop Rd. Closed $0
Castro Valley
Alameda County
Subject
East Ranch (aka Francis Ranch)
Dublin, CA
Comments: Sale of 56.14 acres with a final map in place for 25 lots. Contract date is October 2021. Lot sizes range from 1.0 to 3.69 acres in size. Site is sloped and located along a ridgetop, which impacts utility of the site. A new roadway will need to be constructed. Site development costs are estimated to be $434,819/lot and permits and fees at $50,814/lot Comments: Previously developed as the Los Gatos Lodge, the site was purchased for the land and will be developed with 155 townhome units. The buyer/seller originally went into contract in June 2023 for $80,000,000. Pursuant to Section 3A of the purchase agreement, the buyer's initial deposit of $50,000 and 90 day extension payment of $2,000,000 were not credited against the purchase price. Ultimately, the final sale price of $78,425,000 was agreed upon. The sale also included a small, older single-family residence located above the balance of the Los Gatos Lodge development site. This property will be upgraded and re-sold separately from the balance of the 155-unit development analyzed herein. According to the Developer (buyer), $2,000,000 in contributory value was assigned to this property in the Purchase and Sale Agreement. The developer plans to renovate the home at a cost of approximately $100,000 to $150,000 and resell upon completion.
Comments: This property comprises 115 residential lots with typical lot sizes of 4,250 SF. KB Homes acquired the lots in January 2025, at which time the property was in blue top condition.
Permits and fees were reported to average $80,530/lot. It is anticipated bond financing will be utilized to finance certain impact fees of approximately $41,068/lot; net impact fees are $39,462/lot. Site development costs are budgeted at $84,663/lot. Anticipated annual special taxes are $3,200/lot.
Comments: Century Communities entered into contract in October 2024 to purchase 87 finished lots within Tract 3974 in Mountain House (3,825 SF lots). Escrow closed in January 2025.
Average permits and fees per lot are approximately $53,434. The lots will be encumbered by bond debt, proceeds of which will finance certain public improvements. Annual special taxes are estimated at $3,640 per lot.
Comments: Taylor Morrison Homes entered into contract on July 30, 2024 to purchase 203 finished lots within Tract 3975 in Mountain House (6,000 SF lots). Escrow closed in January 2025.
Average permits and fees per lot are approximately $50,976. The lots will be encumbered by bond debt, proceeds of which will finance certain public improvements. Annual special taxes are estimated at $5,177 per lot.
Comments: This comparable represents the sale of 91 finished lots (5,500 SF typical size) in Neighborhood 3 of the Francis Ranch Development. Permits & fees average $131,484 per lot and annual special taxes are $4,669 per lot. Taylor Morrison is marketing the project as Larkspur and is offering 3 floor plans ranging in size from 3,500 to 3,611 square feet, priced from $2,550,000 to $2,575,000.
Comments: This comparable represents the sale of 85 finished lots (4,500 SF typical size) in Neighborhood 4 of the Francis Ranch Development. Permits & fees average $123,418 per lot and annual special taxes are $3,980 per lot. Taylor Morrison is marketing the project as Primrose and is offering 3 floor plans ranging in size from 2,605 to 2,919 square feet, priced from $2,095,000 to $2,345,000.
Comments: This property consists of 91partially improved lots (blue top), that transferred in five takedowns between October 2021 and June 2023. This product is attached duet lots, with in a portion of Improvement Area No. 4 of the Dublin Crossing Specific Plan area. Special taxes are $4,150 per lot per year, permits and fees are reportedly $95,031/lot. This project has a typical lot of about 1,600 SF.
Comments: This property consists of 84 partially improved lots (blue top), that transferred in seven takedowns between October 2021 and June 2023. This product is detached motor court lots, with in a portion of Improvement Area No. 4 of the Dublin Crossing Specific Plan area. Special taxes are $5,099 per lot per year, permits and fees are reportedly $108,815/lot. This project has a typical lot of about 2,640 SF.
Comments: This property consists of 75partially improved lots (blue top), that transferred in three takedowns between July 2021 and March 2023. This product is detached 4-pack lots, with in a portion of Improvement Area No. 4 of the Dublin Crossing Specific Plan area. Special taxes are $5,099 per lot per year, permits and fees are reportedly $100,228/lot.
Attachment 4
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Sales Comparison Approach 73
East Ranch (aka Francis Ranch)
Comparable Land Sales Map
Attachment 4
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Sales Comparison Approach 74
East Ranch (aka Francis Ranch)
Loaded Lot Analysis
The sales are compared to the subject and adjusted to account for material differences that affect value. The adjustment process is typically applied through either quantitative or qualitative analysis, or a combination of the two. Quantitative adjustments are often developed as dollar or percentage amounts and are most credible when there is sufficient data to perform a paired sales analysis.
This analysis relies on qualitative adjustments, with adjustments being characterized as being slightly superior/inferior, superior/inferior, or significantly superior/inferior, where approximate percent adjustments would be assigned as follows:
While we present percentage adjustments in the above table for comparison purposes, they are based on qualitative judgment rather than empirical research as there is not sufficient data to develop a sound quantitative estimate.
As a result of the limited data present in the market, many of the adjustments require the appraiser’s experience and knowledge of the market and information obtained from those knowledgeable and active in the marketplace. Additionally, many of the adjustments are subjective and reflect the premiums and discounts a typical buyer would most likely assign for differing attributes between the comparables and the subject property.
Our rating of each comparable sale in relation to the subject is the basis for the adjustments. If the comparable is superior to the subject, its sale price is adjusted downward to reflect the subject’s relative attributes; if the comparable is inferior, its price is adjusted upward.
Adjustments are considered for the following factors, in the sequence shown below.
Adjustment Factors
The sales are compared to the subject and adjusted to account for material differences that affect value. Adjustments are considered for the following factors, in the sequence shown below.
Qualitative Adjustment Summary
Adjustment Identification
Sig. Inferior +++ 11% to 20+%
Inferior ++ 6% to 10%
Sl. Inferior + 1% to 5%
Similar 0%
Sl. Superior - -1% to -5%
Superior -- -6% to -10%
Sig. Superior --- -11% to -20+%
General Percent of
Adjustment Ranges
Attachment 4
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Sales Comparison Approach 75
East Ranch (aka Francis Ranch)
Adjustment Factor Accounts For Comments
Expenditures After
Purchase
Remaining site development costs
(if any) as well as a permits and fees
due upon building permit are
included on a dollar-for-dollar basis,
all of which are presumed to be an
obligation of the merchant builder.
All adjustments are accounted for
accordingly.
Bond Encumbrance The present value of the special
taxes or the assessment lien are
considered
If applicable, we consider the
estimated bond encumbrances for a
typical holding period (2 years)
which are adjusted to the subject on
a dollar-for-dollar basis
Real Property Rights Fee simple, leased fee, leasehold, partial interest, etc.
All the comparables represent fee
simple estate transactions.
Therefore, adjustments for property
rights are not necessary.
Financing Terms Seller financing, or assumption of
existing financing, at non-market
terms.
All of the comparables are all cash
or cash to seller transactions and do
not warrant an adjustment.
Conditions of Sale Extraordinary motivation of buyer
or seller, assemblage, forced sale.
All of the comparables are market
transactions and do not warrant an
adjustment for conditions of sale.
Market Conditions Changes in the economic
environment over time that affect
the appreciation and depreciation
of real estate.
Home values had been increasing
significantly from the first quarter of
2020 to the first quarter of 2022;
though, some price appreciation
had been offset by rising
construction costs (materials) and
labor shortages during the
pandemic. The sales took place
between May 2022 and September
2025. Land brokers and developers
generally agree that land values
remain relatively stable due to the
severe undersupply of vacant
developable land in the region;
however, rising construction costs,
development impact fees and
historically higher mortgage interest
rates provide constant pressure on
the housing market, with Builders
continuing to offer/use buyer
Attachment 4
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Sales Comparison Approach 76
East Ranch (aka Francis Ranch)
Adjustment Factor Accounts For Comments
incentives towards mortgage
interest rate buydowns in many
markets. Consequently, no
adjustments for market conditions
is deemed warranted.
Location/Community
Appeal
Market or submarket area
influences on sale price;
surrounding land use influences.
The subject is located in the city of
Dublin. Comparables 2 through 4
warrant upward adjustments for
their inferior Mountain House
location. No other adjustments for
location/community appeal are
warranted.
Number of Lots Generally, there is an inverse
relationship between the number of
lots and price per lot such that
larger projects (with a greater
number of lots) achieve a lower
price per lot.
Typically, variances in per lot prices,
all else being equal, are not
observed in transactions between
40 and 250 lots. All of the
comparables represent fairly similar
sized transactions and do not
require adjustment.
Site Utility Primary physical factors that affect
desirability of lots.
The comparable sales include
traditional detached single-family
residential (SFR) lots,
townhome/attached lots, and alleyloaded lots. Differences in site utility were considered based on lot
configuration, functionality, privacy,
access, and overall market appeal.
Overall, the site utility hierarchy
considered in the analysis is
generally traditional detached SFR
lots as the most functional, followed
by alley-loaded detached SFR lots,
with townhome/attached lots
generally reflecting the lowest level
of site utility. The adjustments are
intended to account for differences
in utility and each adjustment
reflects the contributory value of
the site characteristics in the
subject's market. Additionally, an
adjustment is considered for
Comparable 10, as the lots are
Attachment 4
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Sales Comparison Approach 77
East Ranch (aka Francis Ranch)
Adjustment Factor Accounts For Comments
located along a sloped ridgetop
which impacted the utility of the
lots.
Lot Premiums/
Discounts
Primary physical factors that affect
desirability of lots.
The subject has average lot
premiums/discounts. Most of the
comparables have similar lot
premiums/discounts and do not
warrant adjustments. However,
Comparable 10 is expected to
achieve greater premiums
associated with lot size and view.
This comparable receives a
downward adjustment.
Attachment 4
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Sales Comparison Approach 78
East Ranch (aka Francis Ranch)
Land Value Conclusion
The comparables reflect a range of sales prices of $399,230 to $1,131,978 per lot. The wide disparity in the unadjusted range is largely attributable to lot condition at time of sale (unimproved lots, partially improved lots and improved lots), as well as differences in permits and fees and bonds encumbrances. After accounting for remaining site development costs, permits and fees and bond encumbrances, the comparables exhibit a loaded lot range of $460,714 to $1,272,800 per loaded lot.
The most recent closed sales of the subject are summarized as follows:
Sale 1 (Neighborhood 3) Sale 2 (Neighborhood 4)
Contract Date Jun-24 Nov-23
Sale Date Oct-24 Dec-23
Sale Price $103,010,000 $88,145,000
Price per Lot $1,131,978 $1,037,000
Lot size 5,500 4,500
Lot condition 91 Finished lots 85 Finished Lots
Overall, the recent closed transactions of the subject lots/units, while at the top of the range, are reasonably supported by market transactions. Based upon the analysis presented herein, a ranking of the subject and the comparable sales is provided in the following table.
Bulk Lot Ranking Summary
Comparable Sale Date
$/ Loaded Lot
(Unadjusted) Net Adjustment
3 Jan-25 $460,714 Inferior
2 Jan-25 $546,612 Inferior
4 Jan-25 $617,980 Inferior
7 Jun-23 $621,730 Similar
9 Mar-23 $735,446 Similar
Subject (Attached Duets/TH) -- $735,000 --
1 Oct-25 $737,503 Similar
8 Jun-23 $790,693 Similar
Subject (Alley-Loaded) -- $900,000 --
10 May-22 $934,633 Similar
Subject (Traditional SFR lots) -- $1,150,000 Similar
6 Dec-23 $1,168,378 Similar
5 Oct-24 $1,272,800 Similar
Deducting the subject’s permits and fees due at building permit yields lot values for the subject property as calculated in the following table.
Attachment 4
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Sales Comparison Approach 79
East Ranch (aka Francis Ranch)
Conclusion of Value: Sales Comparison Approach
Lot Size Categories Traditional SFR Attached Alley-loaded Concluded Loaded Lot Value $1,150,000 $735,000 $900,000 Less: Permits & Fees ($145,933) ($77,774) ($142,933)
Estimated Finished Lot Value $1,004,067 $657,226 $757,067 Rounded $1,004,000 $657,000 $757,000
Attachment 4
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Reconciliation of Lot Value 80
East Ranch (aka Francis Ranch)
Reconciliation of Lot Value
The improved (finished) lot value conclusions indicated by the land residual analysis and sales comparison approach to value are presented below.
Reconciliation of Finished Lot Value
Lot Size Categories
Sales Comparison Approach $1,004,000 per finished lot $657,000 per finished lot $757,000 per finished lot Land Residual Analysis $1,067,000 per finished lot $646,000 per finished lot $799,000 per finished lot % Difference -5.90% 1.70% -5.26%
Average $1,035,500 $651,500 $778,000
Concluded Finished Lot Value $1,040,000 per finished lot $650,000 per finished lot $780,000 per finished lot Traditional SFR Lots Attached Alley-loaded lots
The subject has additional lot categories with varying lot sizes. In consideration of paired sales analyses and sales agent interviews regarding premiums achieved for home sales when isolating lot size, a lot size adjustment factor of $12.00 per square foot of difference in lot area is applied to the benchmark lot values. In the following table, adjustments for differences in lot size are made to the above-concluded benchmark typical lot and applied to the subject’s additional lot size categories.
Conclusion of Finished Lot Value (Traditional SFR lots) Community
Lot Size
(SF)
Benchmark Lot
Value
Lot Size
Adjustment
Adjusted Finished Lot
Value (Rounded)
Azure 5,000 Benchmark $1,040,000 $1,040,000
Jasmin 2,265 Benchmark $650,000 $650,000
Marigold 3,780 Benchmark $780,000 $780,000
Orchid 6,500 $1,040,000 $18,000 $1,058,000
Primrose 4,500 $1,040,000 ($6,000) $1,034,000
Larkspur 5,500 $1,040,000 $6,000 $1,046,000
Attachment 4
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Conclusion of Value 81
East Ranch (aka Francis Ranch)
Conclusion of Value
In this section, the previously concluded market values will be allocated between the four entities comprising the ownership group of the appraised properties, as of the effective appraisal date, in order to provide a market value of the appraised properties by ownership. A summary of the ownership group holdings along with the current development status is provided in the following table.
Appraised Property Summary by Ownership
Owner
Finished SFR
Lots
Partially
Completed
Homes
Completed
Homes
Total Lots
Appraised
Completed Homes and
Assessed Value Assigned;
Total Lots not Appraised
Individual Homeowners
Azure 0 0 45 45 8
Jasmine 0 0 12 12 0
Marigold 0 0 20 20 10
Orchid 0 0 19 19 8
Primrose 0 0 10 10 31
Larkspur 0 0 20 20 12
Subtotal 0 0 126 126 69
TH East Ranch Dublin, LLC
Azure 0 17 3 20 0
Jasmine 51 11 5 67 0
Marigold 1 20 3 24 0
Orchid 0 25 3 28 0
Subtotal 52 73 14 139 0
Taylor Morrison California, LLC
Primrose 15 20 9 44 0
Larkspur 5 23 0 28 0
Subtotal 20 43 9 72 0
Arroyo Cap IV3, LLC
Azure 0 23 0 23 0
Jasmine 17 0 0 17 0
Marigold 30 10 0 40 0
Orchid 22 22 0 44 0
Subtotal 69 55 0 124 0
KL LB BUY 4, LLC
Larkspur 13 11 1 25 0
Subtotal 13 11 1 25 0
TOTAL 154 182 150 486 69
In addition to completed homes, permits and impact fees have been paid for homes under construction. These fees add dollar for dollar to the project’s value and are included in the value by ownership.
The subject lots could sell within 12 months of exposure to the market; consequently, no discounting for the time value of money is warranted in this analysis.
Attachment 4
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Market Value by Ownership 82
East Ranch (aka Francis Ranch)
Market Value by Ownership
The appraised properties represent the taxable parcels in City of Dublin Community Facilities District No. 2023-1 (East Ranch). More specifically, the appraised properties consist of 486 residential units/lots held by two separate merchant builders, two landbanks, and individual homeowners.
In this section, the previously concluded finished lot values will be allocated to each ownership group comprising the appraised properties in order to provide a market value of the appraised properties by owner.
To arrive at the market value by ownership, we apply the previously concluded finished lot value to the homes under construction because we do not consider any contributory value related to structural improvements. However, we do add the value of the permits and fees that have been incurred for the homes under construction.
In light of the fact the property owners have a number of lot(s) that could sell in bulk to one buyer within 12 months, which is supported by the recent acquisition of the subject land, no discounting is necessary. Based on the previous analysis, the estimates of market value (in bulk), by ownership, as well as the cumulative, or aggregate, value of City of Dublin CFD No. 2023-1, subject to the impact of the Lien of the Special Tax securing the Bonds, as of the date of value, August 14, 2026, are estimated in the table on the following page.
Attachment 4
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Market Value by Ownership 83
East Ranch (aka Francis Ranch)
Market Value by Ownership
Lots/Homes Lot/Home Value Permits and Fees Value per Component Market Value (Rd.) Individual Homeowners
Completed Homes†
Azure 45 $2,475,000 -- $2,475,000 $111,375,000
Jasmine 12 $1,310,000 -- $1,310,000 $15,720,000
Marigold 20 $1,730,000 -- $1,730,000 $34,600,000
Orchid 19 $2,860,000 -- $2,860,000 $54,340,000
Primrose 10 $1,900,000 -- $1,900,000 $19,000,000
Larkspur 20 $2,400,000 -- $2,400,000 $48,000,000
Total - Individual Homeowners 126 $283,035,000
TH East Ranch Dublin, LLC
Improved Lots
Jasmine 51 $650,000 -- $650,000 $33,150,000
Marigold 1 $780,000 -- $780,000 $780,000
Homes Under Construction
Azure 17 $1,040,000 $145,933 $1,186,000 $20,162,000
Jasmine 11 $650,000 $77,774 $728,000 $8,008,000
Marigold 20 $780,000 $142,933 $923,000 $18,460,000
Orchid 25 $1,058,000 $149,545 $1,208,000 $30,200,000
Completed Homes†
Azure 3 $2,475,000 -- $2,475,000 $7,425,000
Jasmine 5 $1,310,000 -- $1,310,000 $6,550,000
Marigold 3 $1,730,000 -- $1,730,000 $5,190,000
Orchid 3 $2,860,000 -- $2,860,000 $8,580,000
Total - TH East Ranch Dublin, LLC 139 $138,505,000
Taylor Morrison California, LLC
Improved Lots
Primrose 15 $1,034,000 -- $1,034,000 $15,510,000
Larkspur 5 $1,046,000 -- $1,046,000 $5,230,000
Homes Under Construction
Primrose 20 $1,034,000 $123,418 $1,157,000 $23,140,000
Larkspur 23 $1,046,000 $131,484 $1,177,000 $27,071,000
Completed Homes†
Primrose 9 $1,900,000 -- $1,900,000 $17,100,000
Total - Taylor Morrison California, LLC 72 $88,051,000
Arroyo Cap IV3, LLC
Improved Lots
Jasmine 17 $650,000 -- $650,000 $11,050,000
Marigold 30 $780,000 -- $780,000 $23,400,000
Orchid 22 $1,058,000 -- $1,058,000 $23,276,000
Homes Under Construction
Azure 23 $1,040,000 $145,933 $1,186,000 $27,278,000
Orchid 22 $1,058,000 $149,545 $1,208,000 $26,576,000
Marigold 10 $780,000 $142,933 $923,000 $9,230,000
Total - Arroyo Cap IV3, LLC 124 $120,810,000
KL LB BUY 4, LLC
Improved Lots
Larkspur 13 $1,046,000 -- $1,046,000 $13,598,000
Homes Under Construction
Larkspur 11 $1,046,000 $131,484 $1,177,000 $12,947,000
Completed Homes†
Larkspur 1 $2,400,000 -- $2,400,000 $2,400,000
Total - KL LB BUY 4, LLC 25 $28,945,000
Aggregate Market Value, subject to a hypothetical condition 486 $659,346,000 †Represents a not-less-than value
Based on the preceding valuation analysis, it is our opinion the market value of the fee simple interest in the appraised property, subject to the extraordinary assumptions and hypothetical conditions noted, and in accordance with the definitions, certifications, general assumptions and limiting conditions, August 14, 2026, are as follows:
Attachment 4
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Market Value by Ownership 84
East Ranch (aka Francis Ranch)
Value Conclusions
Appraisal Premise
No. of
Parcels Value Conclusion
Aggregate Value of Appraised Properties 486 $659,346,000 Aggregate Value of Existing Homes based on Assessed Value 69 $166,295,689 Total Aggregate Value of Appraised and Assessed Properties in the District 555 $825,641,689 Extraordinary Assumptions and Hypothetical Conditions
None
1. The value derived herein is based on the hypothetical condition that proceeds to be financed by the Bond proceeds from the City of Dublin Community Facilities District No. 2023-1 Special Tax Bonds are available to reimburse the Developer for public improvements completed.
The use of any extraordinary assumption or hypothetical condition may have affected the assignment results.
The value conclusions are based on the following hypothetical conditions. A hypothetical condition is a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis.
The value conclusions are subject to the following extraordinary assumptions. An extraordinary assumption is an assignment-specific assumption as of the effective date regarding uncertain information used in an analysis which, if found to be false, could alter the appraiser’s opinions or conclusions.
Exposure Time
Exposure time is the length of time the subject property would have been exposed for sale in the market had it sold on the effective valuation date at the concluded market value. Exposure time is always presumed to precede the effective date of the appraisal. Based on our review of recent sales transactions for similar properties and our analysis of supply and demand in the local land market, it is our opinion that the probable exposure time for the subject at the concluded market value / values stated previously is 12 months. As it relates to the completed home component of the subject, current market conditions indicate that 30-to-60-day exposure period is reasonable.
Marketing Time
Marketing time is an estimate of the amount of time it might take to sell a property at the concluded market value immediately following the effective date of value. As we foresee no significant changes in market conditions in the near term, it is our opinion that a reasonable marketing period for the subject in bulk is likely to be the same as the exposure time. Accordingly, we estimate the subject’s marketing period at 12 months.
Attachment 4
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Certification 85
East Ranch (aka Francis Ranch)
Certification
We certify that, to the best of our knowledge and belief:
1. The statements of fact contained in this report are true and correct.
2. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are our personal, impartial, and unbiased professional analyses, opinions, and conclusions.
3. We have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved.
4. We have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding the agreement to perform this assignment.
5. We have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment.
6. Our engagement in this assignment was not contingent upon developing or reporting predetermined results.
7. Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal.
8. Our analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice as well as applicable state appraisal regulations.
9. The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute.
10. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.
11. Eric Segal, MAI, and Kari Tatton have made a personal inspection of the property that is the subject of this report. Noah Kauffman, MAI, R/W-AC, has not personally inspected the subject.
12. No one provided significant real property appraisal assistance to the person(s) signing this certification.
13. We have experience in appraising properties similar to the subject and are in compliance with the Competency Rule of USPAP.
14. As of the date of this report, Eric Segal, MAI, and Noah Kauffman, MAI, R/W-AC, have completed the continuing education program for Designated Members of the Appraisal Institute.
Attachment 4
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Certification 86
East Ranch (aka Francis Ranch)
Eric Segal, MAI
Certified General Real Estate Appraiser
California Certificate # AG026558
Noah Kauffman, MAI, R/W-AC
Certified General Real Estate Appraiser
California Certificate # 3004618
Kari Tatton
Certified General Real Estate Appraiser
California Certificate # 3002218
Attachment 4
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Assumptions and Limiting Conditions 87
East Ranch (aka Francis Ranch)
Assumptions and Limiting Conditions
This appraisal and any other work product related to this engagement are limited by the following standard assumptions, except as otherwise noted in the report:
1. The title is marketable and free and clear of all liens, encumbrances, encroachments, easements and restrictions. The property is under responsible ownership and competent management and is available for its highest and best use.
2. There are no existing judgments or pending or threatened litigation that could affect the value of the property.
3. There are no hidden or undisclosed conditions of the land or of the improvements that would render the property more or less valuable. Furthermore, there is no asbestos in the property.
4. The revenue stamps placed on any deed referenced herein to indicate the sale price are in correct relation to the actual dollar amount of the transaction.
5. The property is in compliance with all applicable building, environmental, zoning, and other federal, state and local laws, regulations and codes.
6. The information furnished by others is believed to be reliable, but no warranty is given for its accuracy.
This appraisal and any other work product related to this engagement are subject to the following limiting conditions, except as otherwise noted in the report:
1. An appraisal is inherently subjective and represents our opinion as to the value of the property appraised.
2. The conclusions stated in our appraisal apply only as of the effective date of the appraisal, and no representation is made as to the effect of subsequent events.
3. No changes in any federal, state or local laws, regulations or codes (including, without limitation, the Internal Revenue Code) are anticipated.
4. No environmental impact studies were either requested or made in conjunction with this appraisal, and we reserve the right to revise or rescind any of the value opinions based upon any subsequent environmental impact studies. If any environmental impact statement is required by law, the appraisal assumes that such statement will be favorable and will be approved by the appropriate regulatory bodies.
5. Unless otherwise agreed to in writing, we are not required to give testimony, respond to any subpoena or attend any court, governmental or other hearing with reference to the property without compensation relative to such additional employment.
6. We have made no survey of the property and assume no responsibility in connection with such matters. Any sketch or survey of the property included in this report is for illustrative purposes only and should not be considered to be scaled accurately for size. The appraisal Attachment 4
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Assumptions and Limiting Conditions 88
East Ranch (aka Francis Ranch)
covers the property as described in this report, and the areas and dimensions set forth are assumed to be correct.
7. No opinion is expressed as to the value of subsurface oil, gas or mineral rights, if any, and we have assumed that the property is not subject to surface entry for the exploration or removal of such materials, unless otherwise noted in our appraisal.
8. We accept no responsibility for considerations requiring expertise in other fields. Such considerations include, but are not limited to, legal descriptions and other legal matters such as legal title, geologic considerations such as soils and seismic stability; and civil, mechanical, electrical, structural and other engineering and environmental matters. Such considerations may also include determinations of compliance with zoning and other federal, state, and local laws, regulations and codes.
9. The distribution of the total valuation in the report between land and improvements applies only under the reported highest and best use of the property. The allocations of value for land and improvements must not be used in conjunction with any other appraisal and are invalid if so used. The appraisal report shall be considered only in its entirety. No part of the appraisal report shall be utilized separately or out of context.
10. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraisers, or any reference to the Appraisal Institute) shall be disseminated through advertising media, public relations media, news media or any other means of communication (including without limitation prospectuses, private offering memoranda and other offering material provided to prospective investors) without the prior written consent of the persons signing the report.
11. Information, estimates and opinions contained in the report and obtained from third-party sources are assumed to be reliable and have not been independently verified.
12. Any income and expense estimates contained in the appraisal report are used only for the purpose of estimating value and do not constitute predictions of future operating results.
13. If the property is subject to one or more leases, any estimate of residual value contained in the appraisal may be particularly affected by significant changes in the condition of the economy, of the real estate industry, or of the appraised property at the time these leases expire or otherwise terminate.
14. Unless otherwise stated in the report, no consideration has been given to personal property located on the premises or to the cost of moving or relocating such personal property; only the real property has been considered.
15. The current purchasing power of the dollar is the basis for the values stated in the appraisal; we have assumed that no extreme fluctuations in economic cycles will occur.
16. The values found herein are subject to these and to any other assumptions or conditions set forth in the body of this report but which may have been omitted from this list of Assumptions and Limiting Conditions.
17. The analyses contained in the report necessarily incorporate numerous estimates and assumptions regarding property performance, general and local business and economic Attachment 4
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Assumptions and Limiting Conditions 89
East Ranch (aka Francis Ranch)
conditions, the absence of material changes in the competitive environment and other matters. Some estimates or assumptions, however, inevitably will not materialize, and unanticipated events and circumstances may occur; therefore, actual results achieved during the period covered by our analysis will vary from our estimates, and the variations may be material.
18. The Americans with Disabilities Act (ADA) became effective January 26, 1992. We have not made a specific survey or analysis of the property to determine whether the physical aspects of the improvements meet the ADA accessibility guidelines. We claim no expertise in ADA issues, and render no opinion regarding compliance of the subject with ADA regulations.
Inasmuch as compliance matches each owner’s financial ability with the cost to cure the nonconforming physical characteristics of a property, a specific study of both the owner’s financial ability and the cost to cure any deficiencies would be needed for the Department of Justice to determine compliance.
19. The appraisal report is prepared for the exclusive benefit of the Client, its subsidiaries and/or affiliates. It may not be used or relied upon by any other party. All parties who use or rely upon any information in the report without our written consent do so at their own risk.
20. No studies have been provided to us indicating the presence or absence of hazardous materials on the subject property or in the improvements, and our valuation is predicated upon the assumption that the subject property is free and clear of any environment hazards including, without limitation, hazardous wastes, toxic substances and mold. No representations or warranties are made regarding the environmental condition of the subject property. Integra Realty Resources – San Francisco, Integra Realty Resources, Inc., Integra Strategic Ventures, Inc. and/or any of their respective officers, owners, managers, directors, agents, subcontractors or employees (the “Integra Parties”), shall not be responsible for any such environmental conditions that do exist or for any engineering or testing that might be required to discover whether such conditions exist. Because we are not experts in the field of environmental conditions, the appraisal report cannot be considered as an environmental assessment of the subject property.
21. The persons signing the report may have reviewed available flood maps and may have noted in the appraisal report whether the subject property is located in an identified Special Flood Hazard Area. We are not qualified to detect such areas and therefore do not guarantee such determinations. The presence of flood plain areas and/or wetlands may affect the value of the property, and the value conclusion is predicated on the assumption that wetlands are nonexistent or minimal.
22. Integra Realty Resources – San Francisco is not a building or environmental inspector. Integra San Francisco does not guarantee that the subject property is free of defects or environmental problems. Mold may be present in the subject property and a professional inspection is recommended.
23. The appraisal report and value conclusions for an appraisal assume the satisfactory completion of construction, repairs or alterations in a workmanlike manner.
24. It is expressly acknowledged that in any action which may be brought against any of the Integra Parties, arising out of, relating to, or in any way pertaining to this engagement, the Attachment 4
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East Ranch (aka Francis Ranch)
appraisal reports, and/or any other related work product, the Integra Parties shall not be responsible or liable for any incidental or consequential damages or losses, unless the appraisal was fraudulent or prepared with intentional misconduct. It is further acknowledged that the collective liability of the Integra Parties in any such action shall not exceed the fees paid for the preparation of the appraisal report unless the appraisal was fraudulent or prepared with intentional misconduct. Finally, it is acknowledged that the fees charged herein are in reliance upon the foregoing limitations of liability.
25. Integra Realty Resources – San Francisco, an independently owned and operated company, has prepared the appraisal for the specific intended use stated elsewhere in the report. The use of the appraisal report by anyone other than the Client is prohibited except as otherwise provided. Accordingly, the appraisal report is addressed to and shall be solely for the Client’s use and benefit unless we provide our prior written consent. We expressly reserve the unrestricted right to withhold our consent to your disclosure of the appraisal report or any other work product related to the engagement (or any part thereof including, without limitation, conclusions of value and our identity), to any third parties. Stated again for clarification, unless our prior written consent is obtained, no third party may rely on the appraisal report (even if their reliance was foreseeable).
26. The conclusions of this report are estimates based on known current trends and reasonably foreseeable future occurrences. These estimates are based partly on property information, data obtained in public records, interviews, existing trends, buyer-seller decision criteria in the current market, and research conducted by third parties, and such data are not always completely reliable. The Integra Parties are not responsible for these and other future occurrences that could not have reasonably been foreseen on the effective date of this assignment. Furthermore, it is inevitable that some assumptions will not materialize and that unanticipated events may occur that will likely affect actual performance. While we are of the opinion that our findings are reasonable based on current market conditions, we do not represent that these estimates will actually be achieved, as they are subject to considerable risk and uncertainty. Moreover, we assume competent and effective management and marketing for the duration of the projected holding period of this property.
27. All prospective value opinions presented in this report are estimates and forecasts which are prospective in nature and are subject to considerable risk and uncertainty. In addition to the contingencies noted in the preceding paragraph, several events may occur that could substantially alter the outcome of our estimates such as, but not limited to changes in the economy, interest rates, and capitalization rates, behavior of consumers, investors and lenders, fire and other physical destruction, changes in title or conveyances of easements and deed restrictions, etc. It is assumed that conditions reasonably foreseeable at the present time are consistent or similar with the future.
28. The appraisal is also subject to the following:
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Assumptions and Limiting Conditions 91
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Extraordinary Assumptions and Hypothetical Conditions
None
1. The value derived herein is based on the hypothetical condition that proceeds to be financed by the Bond proceeds from the City of Dublin Community Facilities District No. 2023-1 Special Tax Bonds are available to reimburse the Developer for public improvements completed.
The use of any extraordinary assumption or hypothetical condition may have affected the assignment results.
The value conclusions are based on the following hypothetical conditions. A hypothetical condition is a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis.
The value conclusions are subject to the following extraordinary assumptions. An extraordinary assumption is an assignment-specific assumption as of the effective date regarding uncertain information used in an analysis which, if found to be false, could alter the appraiser’s opinions or conclusions.
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Addendum A
Appraiser Qualifications
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Integra Realty Resources - Los
Angeles (219)
irr.com
T 916.435.3883
F 916.435.4774
12100 Wilshire Blvd
Suite 800
Los Angeles, CA 90025
Eric Segal, MAI
Experience
Mr. Segal is a Certified General real estate appraiser and holds the Appraisal Institute's MAI designation. In 1998, Mr. Segal began his career in real estate as a research analyst/appraiser trainee for Richard Seevers and Associates. By 1999, he began writing narrative appraisal reports covering a variety of commercial properties, with an emphasis on residential master planned communities and subdivisions. Today, Mr. Segal is a partner in the firm and is involved in appraisal assignments covering a wide variety of properties including office, retail, industrial, multifamily housing, master planned communities, and specializes in the appraisal of Mello Roos Community Facilities Districts and Assessment Districts for land secured municipal financings, as well as multifamily developments under the U.S. Department of Housing and Urban Development’s Multifamily Accelerated Processing (MAP) Guide. He has developed the experience and background necessary to deal with complex assignments covering an array of property types, with a particular focus on urban redevelopment in the cities of San Francisco, Oakland, Monterey, Alameda and San Mateo. He has developed the experience and background necessary to deal with complex assignments covering an array of property types. Eric is currently Senior Managing Director of the Integra Los Angeles office, and Managing Director of the Integra Orange County, Integra-San Francisco and Integra-Sacramento offices.
Professional Activities & Affiliations
MAI Designation, Appraisal Institute Appraisal Institute, January 2016 Licenses
California, Certified General Real Estate Appraiser, AG026558, Expires February 2027 Nevada, Certified General, A.0207666-CG, Expires January 2027 Arizona, Certified General, CGA - 1006422, Expires January 2026 Washington, Certified General, 20100611, Expires June 2025 Education
Academic:
Bachelor of Science in Business Administration (Concentrations in Finance and Real Estate & Land Use Affairs), California State University, Sacramento Appraisal and Real Estate Courses:
Uniform Appraisal Standards for Federal Land Acquisitions (Yellow Book) Uniform Standards of Professional Appraisal Practice
Appraisal Principles
Basic Income Capitalization
Highest & Best Use and Market Analysis
Advanced Income Capitalization
Report Writing and Valuation Analysis
Self Storage Economics and Appraisal Seminar
Appraisal Litigation Practice and Courtroom Management
Hotel Valuations: New Techniques for today’s Uncertain Times Computer Enhanced Cash Flow Modeling
Advanced Sales Comparison & Cost Approaches
[email protected] - 916.435.3883 x228
Attachment 4
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Integra Realty Resources - Los
Angeles (219)
irr.com
T 916.435.3883
F 916.435.4774
12100 Wilshire Blvd
Suite 800
Los Angeles, CA 90025
Eric Segal, MAI
Education (Cont'd)
Advanced Applications
Subdivision Valuation
Appraisal of Self-Storage Facilities
Appraisal of Fast Food Facilities
Appraisal of Limited Service Hotels
How Tenants Create or Destroy Value: Leasehold Valuation and its Impact on Value Appraisal of Manufactured Homes Featuring Next Generation Manufactured Homes Appraisal and Real Estate Courses (cont’d):
Business Practices and Ethics
IRS Valuation Update
[email protected] - 916.435.3883 x228
Attachment 4
415
Attachment 4
416
Integra Realty
Resources - Sacramento
irr.com
T 916.435.3883
F 916.435.4774
516 Gibson Drive
Suite 290
Roseville, CA 95678
Noah Kauffman, MAI, R/W-AC
Experience
Mr. Kauffman is a Certified General real estate appraiser with Integra Realty Resources, a real estate appraisal firm that engages in a wide variety of real estate valuation and consultation assignments. Mr. Kauffman joined IRR’s Sacramento office in 2014, following roles with financial firms including Bridgewater Associates and Trust Company of the West. Having lived in both Northern and Southern California, he brings statewide market knowledge and focuses on subdivision development appraisals for land-secured financing including Community Facilities Districts (CFDs) and Assessment Districts (ADs).
He also manages the company’s Right-of-Way / public acquisition appraisal services across multiple California offices. Mr. Kauffman has developed the experience and background necessary to deal with complex assignments covering an array of property types. Noah Kauffman holds the Appraisal Institute's MAI designation and the Right of Way – Appraisal Certification (R/W-AC) from the International Right of Way Association.
Licenses
California, Certified General Real Estate Appraiser, 3004618, Expires June 2027 Education
Academic:
Bachelor of Science in Agricultural Management and Rangeland Resources, University of California, Davis
Appraisal and Real Estate Courses:
Advanced Concepts & Case Studies
Advanced Income Capitalization
Advanced Market Analysis & Highest and Best Use
Subdivision Valuation
Quantitative Analysis
Laws and Regulations for California Appraisers
Problems in the Valuation of Partial Acquisitions
Reviewing Appraisals in Eminent Domain
The Uniform Act Executive Summary
The Valuation of Partial Acquisitions
Uniform Appraisal Standards for Federal Land Acquisitions: Practical Applications Ethics and the Right of Way Profession
Farm and Rural Resources Appraisal
Basic Appraisal Principles
Basic Appraisal Procedures
Business Practices and Ethics
General Appraiser Sales Comparables Approach
General Appraiser Site Valuation and Cost Approach
General Appraiser Market Analysis and Highest and Best Use General Appraiser Report Writing and Case Studies
General Appraiser Income Capitalization Approach Part I & II Residential Sales Comparables and Income Approach
Residential Site Valuation and Cost Approach
Residential Market Analysis and Highest and Best Use
Residential Report Writing and Case Studies
[email protected] - 916.773.3258
Attachment 4
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Attachment 4
418
Integra Realty Resources -
Sacramento
irr.com
T 916.435.3883
F 916.435.4774
516 Gibson Drive
Suite 290
Roseville, CA 95678
Kari Tatton
Experience
Ms. Tatton is a Certified General real estate appraiser. After completing her bachelor’s degree at California State University, Sacramento, Ms. Tatton began her career in real estate in March 2011, and has been writing narrative appraisal reports for a variety of commercial properties including office, retail, industrial, multifamily housing, land and special-purpose properties including self-storage facilities, religious facilities, schools and auto dealerships. She specializes in the appraisal of residential master planned communities and subdivisions, as well as Mello-Roos and Assessment Districts for land-secured municipal financings.
Licenses
California, California Certified General Real Estate Appraiser, 3002218, Expires June 2028 Education
Academic:
Bachelor of Arts in Interior Design (Concentration in Interior Architecture) California State University, Sacramento
Appraisal and Real Estate Courses:
Basic Appraisal Principles
Basic Appraisal Procedures
Site Valuation & Cost Approach
General Market Analysis & Highest and Best Use
Sales Comparison Approach
Income Capitalization Approach Part I
Income Capitalization Approach Part II
General Appraiser Report Writing and Case Studies
Appraisal of Fast Food Facilities
Appraising Small Apartment Properties
Appraisal of Land Subject to Ground Leases
Appraising Automobile Dealerships
[email protected] - 916.435.3883 x229
Attachment 4
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420
Attachment 4
About IRR
Integra Realty Resources, Inc. (IRR) provides world-class commercial real estate valuation, counseling, and advisory services. Routinely ranked among leading property valuation and consulting firms, we are now the largest independent firm in our industry in the United States, with local offices coast to coast and in the Caribbean.
IRR offices are led by MAI-designated Senior Managing Directors, industry leaders who have over 25 years, on average, of commercial real estate experience in their local markets. This experience, coupled with our understanding of how national trends affect the local markets, empowers our clients with the unique knowledge, access, and historical perspective they need to make the most informed decisions.
Many of the nation's top financial institutions, developers, corporations, law firms, and government agencies rely on our professional real estate opinions to best understand the value, use, and feasibility of real estate in their market.
Local Expertise...Nationally!
irr.com
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Addenda
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Addendum B
Definitions
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Definitions
The source of the following definitions is the Appraisal Institute, The Dictionary of Real Estate Appraisal, 6th ed. (Chicago: Appraisal Institute, 2015), unless otherwise noted.
As Is Market Value
The estimate of the market value of real property in its current physical condition, use, and zoning as of the appraisal date.
Disposition Value
The most probable price that a specified interest in property should bring under the following conditions:
1. Consummation of a sale within a specified time, which is shorter than the typical exposure time for such a property in that market.
2. The property is subjected to market conditions prevailing as of the date of valuation.
3. Both the buyer and seller are acting prudently and knowledgeably.
4. The seller is under compulsion to sell.
5. The buyer is typically motivated.
6. Both parties are acting in what they consider to be their best interests.
7. An adequate marketing effort will be made during the exposure time.
8. Payment will be made in cash in U.S. dollars (or the local currency) or in terms of financial arrangements comparable thereto.
9. The price represents the normal consideration for the property sold, unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.
This definition can also be modified to provide for valuation with specified financing terms.
Effective Date
1. The date on which the appraisal or review opinion applies.
2. In a lease document, the date upon which the lease goes into effect.
Entitlement
In the context of ownership, use, or development of real estate, governmental approval for annexation, zoning, utility extensions, number of lots, total floor area, construction permits, and occupancy or use permits.
Entrepreneurial Profit
1. A market-derived figure that represents the amount an entrepreneur receives for his or her contribution to a project and risk; the difference between the total cost of a property (cost of Attachment 4
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development) and its market value (property value after completion), which represents the entrepreneur’s compensation for the risk and expertise associated with development. An entrepreneur is motivated by the prospect of future value enhancement (i.e., the entrepreneurial incentive). An entrepreneur who successfully creates value through new development, expansion, renovation, or an innovative change of use is rewarded by entrepreneurial profit. Entrepreneurs may also fail and suffer losses.
2. In economics, the actual return on successful management practices, often identified with coordination, the fourth factor of production following land, labor, and capital; also called entrepreneurial return or entrepreneurial reward.
Exposure Time
1. The time a property remains on the market.
2. The estimated length of time that the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal; a retrospective opinion based on an analysis of past events assuming a competitive and open market.
Fee Simple Estate
Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat.
Floor Area Ratio (FAR)
The relationship between the above-ground floor area of a building, as described by the zoning or building code, and the area of the plot on which it stands; in planning and zoning, often expressed as a decimal, e.g., a ratio of 2.0 indicates that the permissible floor area of a building is twice the total land area.
Highest and Best Use
1. The reasonably probable use of property that results in the highest value. The four criteria that the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum productivity.
2. The use of an asset that maximizes its potential and that is possible, legally permissible, and financially feasible. The highest and best use may be for continuation of an asset’s existing use or for some alternative use. This is determined by the use that a market participant would have in mind for the asset when formulating the price that it would be willing to bid. (ISV)
3. [The] highest and most profitable use for which the property is adaptable and needed or likely to be needed in the reasonably near future. (Uniform Appraisal Standards for Federal Land Acquisitions)
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Investment Value
1. The value of a property to a particular investor or class of investors based on the investor’s specific requirements. Investment value may be different from market value because it depends on a set of investment criteria that are not necessarily typical of the market.
2. The value of an asset to the owner or a prospective owner for individual investment or operational objectives.
Lease
A contract in which rights to use and occupy land, space, or structures are transferred by the owner to another for a specified period of time in return for a specified rent.
Leased Fee Interest
The ownership interest held by the lessor, which includes the right to receive the contract rent specified in the lease plus the reversionary right when the lease expires.
Leasehold Interest
The right held by the lessee to use and occupy real estate for a stated term and under the conditions specified in the lease.
Liquidation Value
The most probable price that a specified interest in real property should bring under the following conditions:
1. Consummation of a sale within a short time period.
2. The property is subjected to market conditions prevailing as of the date of valuation.
3. Both the buyer and seller are acting prudently and knowledgeably.
4. The seller is under extreme compulsion to sell.
5. The buyer is typically motivated.
6. Both parties are acting in what they consider to be their best interests.
7. A normal marketing effort is not possible due to the brief exposure time.
8. Payment will be made in cash in U.S. dollars (or the local currency) or in terms of financial arrangements comparable thereto.
9. The price represents the normal consideration for the property sold, unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.
This definition can also be modified to provide for valuation with specified financing terms.
Marketing Time
An opinion of the amount of time it might take to sell a real or personal property interest at the concluded market value level during the period immediately after the effective date of an appraisal.
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Marketing time differs from exposure time, which is always presumed to precede the effective date of an appraisal.
Market Value
The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby:
• buyer and seller are typically motivated;
• both parties are well informed or well advised, and acting in what they consider their own best interests;
• a reasonable time is allowed for exposure in the open market; • payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and
• the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (Source: Code of Federal Regulations, Title 12, Chapter I, Part 34.42[g]; also Interagency Appraisal and Evaluation Guidelines, Federal Register, 75 FR 77449, December 10, 2010, page 77472) Prospective Opinion of Value
A value opinion effective as of a specified future date. The term does not define a type of value.
Instead, it identifies a value opinion as being effective at some specific future date. An opinion of value as of a prospective date is frequently sought in connection with projects that are proposed, under construction, or under conversion to a new use, or those that have not yet achieved sellout or a stabilized level of long-term occupancy.
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Addendum C
Comparable Data
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Addenda
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Land Sales
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Land Sale Profile Sale No. 1
Location & Property Identification
Property Name: Los Gatos Lodge
Sub-Property Type: Residential, Townhome
Development Land
Address: 50 Los Gatos-Saratoga Rd.
City/State/Zip: Los Gatos, CA 95032
County: Santa Clara
Market Orientation: Suburban
IRR Event ID: 3395670
Sale Information
Sale Price: $78,425,000
Effective Sale Price: $78,425,000
Sale Date: 10/15/2025
Contract Date: 06/29/2023
Sale Status: Closed
$/Unit: $505,968 /Unit
$/Acre(Gross): $12,330,975
$/Land SF(Gross): $283.08
$/Acre(Usable): $12,330,975
$/Land SF(Usable): $283.08
$/Unit (Potential): $505,968 /Approved Unit
Grantor/Seller: Los Gatos Lodge, LLC
Grantee/Buyer: Summerhill Homes LLC
Assets Sold: Real estate only
Property Rights: Fee Simple
% of Interest Conveyed: 100.00
Financing: Cash to seller
Conditions of Sale: Arm's-length
Document Type: Contract of Sale
Recording No.: 25884750
Subsidized/Restricted: No
Sale Analysis
Expenditures After Purchase: $231,535
Expenditures Description: permits & fees, site
improvement costs,
demo costs
Improvement and Site Data
MSA: San Jose-Sunnyvale-Santa
Clara, CA Metropolitan
Statistical Area
Legal/Tax/Parcel ID: 529-24-032 and 529-24-001
Acres(Usable/Gross): 6.36/6.36
Land-SF(Usable/Gross): 277,042/277,042
Usable/Gross Ratio: 1.00
No. of Units (Potential): 155
Exterior Walls: Stucco
No. of Buildings/Stories: 28/3
Air-Conditioning Type: Central
Roof,Heating,AC Comm.: Tile
Shape: Irregular
Topography: Level
Corner Lot: No
Frontage Desc.: Los Gatos Saratoga
Frontage Type: 2 way, 1 lane each way
Traffic Control at Entry: Traffic light
Traffic Flow: Moderate
Los Gatos Lodge
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Land Sale Profile Sale No. 1
Improvement and Site Data (Cont'd)
Visibility Rating: Average
Density-Unit/Gross Acre: 24.37
Density-Unit/Usable Acre: 24.37
Zoning Code: CH:PD:HEOZ
Zoning Desc.: Hwy Coml, Pd Dev, Housing
Element Overlay
Flood Plain: No
Flood Zone Designation: X
Comm. Panel No.: 06085C0376H
Date: 05/18/2009
Source of Land Info.: Other
Comments
Previously developed as the Los Gatos Lodge, the site was purchased for the land and will be developed with 155
townhome units. The buyer/seller originally went into contract in June 2023 for $80,000,000. Pursuant to Section 3A of the purchase agreement, the buyer's initial deposit of $50,000 and 90 day extension payment of $2,000,000 were not credited against the purchase price. Ultimately, the final sale price of $78,425,000 was agreed upon. The sale also included a small, older single-family residence located above the balance of the Los Gatos Lodge development site. This property will be upgraded and re-sold separately from the balance of the 155-unit development analyzed herein. According to the
Developer (buyer), $2,000,000 in contributory value was assigned to this property in the Purchase and Sale Agreement.
The developer plans to renovate the home at a cost of
approximately $100,000 to $150,000 and resell upon
completion.
Los Gatos Lodge
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Land Sale Profile Sale No. 2
Location & Property Identification
Improvement Area No. 12 of
Mountain House CFD No.
Property Name:
Sub-Property Type: Residential, Single Family
Development Land
Address: E Gobind Blvd. and S Vivani St
City/State/Zip: Mountain House, CA 95391
County: San Joaquin
Market Orientation: Suburban
IRR Event ID: 3454762
Sale Information
Sale Price: $47,850,000
Effective Sale Price: $47,850,000
Sale Date: 01/10/2025
Sale Status: Closed
$/Building SF: $11,258.82
$/Unit (Potential): $416,087 /Approved Lot
Grantor/Seller: Mountain House Developers
LLC
Grantee/Buyer: KB Homes
Assets Sold: Real estate only
Property Rights: Fee Simple
Financing: Cash to seller
Conditions of Sale: Arm's-length
Sale Analysis
Expenditures After Purchase: $124,125
Expenditures Description: net fees, and site
development costs
Other Adjustment: $3,200
Adjustment Comments: estimated annual
special taxes
Improvement and Site Data
209-570-01 through -22,
and -24
Legal/Tax/Parcel ID:
Acres(Gross): 0.00
Land-SF(Gross): 0
Potential Building SF: 4,250
No. of Units (Potential): 115
Shape: Irregular
Topography: Level
Corner Lot: No
Frontage Desc.: S Vivani St.
Zoning Code: RM
Zoning Desc.: Medium Density Residential
Flood Plain: No
Flood Zone Designation: X
Comm. Panel No.: 06077C0570F
Date: 10/16/2009
Source of Land Info.: Public Records
Comments
This property comprises 115 residential lots with typical lot sizes of 4,250 SF. KB Homes acquired the lots in January Improvement Area No. 12 of Mountain House CFD No.
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Land Sale Profile Sale No. 2
Comments (Cont'd)
2025, at which time the property was in blue top condition.
Permits and fees were reported to average $80,530/lot. It is anticipated bond financing will be utilized to finance certain impact fees of approximately $41,068/lot; net impact fees are $39,462/lot. Site development costs are budgeted at
$84,663/lot. Anticipated annual special taxes are $3,200/lot.
Improvement Area No. 12 of Mountain House CFD No.
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Land Sale Profile Sale No. 3
Location & Property Identification
Property Name: Mountain House Tract 3974
Sub-Property Type: Residential, Finished SFR Lots
N/O Byron Rd., S/O Great
Valley Pkwy.
Address:
City/State/Zip: Mountain House, CA 95391
County: San Joaquin
Market Orientation: Suburban
IRR Event ID: 3297654
Sale Information
Sale Price: $34,800,000
Effective Sale Price: $34,800,000
Sale Date: 01/01/2025
Recording Date: 01/01/2025
Contract Date: 10/01/2024
Sale Status: Closed
$/Acre(Gross): $34,800,000
$/Land SF(Gross): $798.90
$/Building SF: $9,098.04
$/Unit (Potential): $400,000 /Improved Lot
Grantor/Seller: Mountain House Developers,
LLC
Grantee/Buyer: Century Communities
Assets Sold: Real estate only
Property Rights: Fee Simple
Financing: Cash to seller
Conditions of Sale: Arm's-length
Sale Analysis
Expenditures After Purchase: $53,434
Expenditures Description: Permits and fees per
lot
Other Adjustment: $3,640
Adjustment Comments: Annual Special Taxes
per lot
Improvement and Site Data
Acres(Gross): 1.00
Land-SF(Gross): 43,560
Potential Building SF: 3,825
No. of Units (Potential): 87
Zoning Code: RM
Zoning Desc.: Medium Density Residential
Source of Land Info.: Other
Comments
Century Communities entered into contract in October 2024 to purchase 87 finished lots within Tract 3974 in Mountain House (3,825 SF lots). Escrow closed in January 2025. Average permits and fees per lot are approximately $53,434. The lots will be encumbered by bond debt, proceeds of which will finance certain public improvements. Annual special taxes are estimated at $3,640 per lot.
Mountain House Tract 3974
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Land Sale Profile Sale No. 4
Location & Property Identification
Property Name: Mountain House Tract 3975
Sub-Property Type: Residential, Finished SFR Lots
N/O Byron Rd., S/O Great
Valley Pkwy.
Address:
City/State/Zip: Mountain House, CA 95391
County: San Joaquin
Market Orientation: Suburban
IRR Event ID: 3297649
Sale Information
Sale Price: $113,000,000
Effective Sale Price: $113,000,000
Sale Date: 01/01/2025
Recording Date: 01/01/2025
Contract Date: 07/30/2024
Sale Status: Closed
$/Acre(Gross): $4,248,120
$/Land SF(Gross): $97.52
$/Building SF: $18,833.33
$/Unit (Potential): $556,650 /Improved Lot
Grantor/Seller: Mountain House Developers,
LLC
Grantee/Buyer: Taylor Morrison Homes
Assets Sold: Real estate only
Property Rights: Fee Simple
Financing: Cash to seller
Conditions of Sale: Arm's-length
Sale Analysis
Expenditures After Purchase: $50,976
Expenditures Description: Permits and fees per
lot
Other Adjustment: $5,177
Adjustment Comments: Annual Special Taxes
per lot
Improvement and Site Data
Acres(Gross): 26.60
Land-SF(Gross): 1,158,696
Potential Building SF: 6,000
No. of Units (Potential): 203
Zoning Code: RL
Zoning Desc.: Low Density Residential
Source of Land Info.: Other
Comments
Taylor Morrison Homes entered into contract on July 30, 2024 to purchase 203 finished lots within Tract 3975 in Mountain House (6,000 SF lots). Escrow closed in January 2025. Average permits and fees per lot are approximately $50,976. The lots will be encumbered by bond debt, proceeds of which will finance certain public improvements. Annual special taxes are estimated at $5,177 per lot.
Mountain House Tract 3975
Attachment 4
434
Land Sale Profile Sale No. 5
Location & Property Identification
Francis Ranch - Neighborhood
3 Property Name:
Sub-Property Type: Residential, Finished SFR Lots
Address: Croak Rd.
City/State/Zip: Dublin, CA 94568
County: Alameda
Market Orientation: Suburban
IRR Event ID: 3542892
Sale Information
Sale Price: $103,010,000
Effective Sale Price: $103,010,000
Sale Date: 10/18/2024
Contract Date: 06/21/2024
Sale Status: Closed
$/Land SF(Gross): $103,010,000.00
$/Building SF: $18,729.09
$/Unit (Potential): $1,131,978 /Improved Lot
Grantor/Seller: Arroyo Cap IV3, LLC
Grantee/Buyer: Taylor Morrison California, LLC
Assemblage: No
Portfolio Sale: No
Assets Sold: Real estate only
Property Rights: Fee Simple
% of Interest Conveyed: 100.00
Financing: Cash to seller
Conditions of Sale: Arm's-length
Document Type: Deed
Recording No.: N/Av
Sale Analysis
Expenditures After Purchase: $131,484
Expenditures Description: permits & fees
Other Adjustment: $4,669
Adjustment Comments: Annual special taxes
Sale Price Includes FF&E? Yes
Improvement and Site Data
Acres(Gross): 0.00
Land-SF(Gross): 1
Potential Building SF: 5,500
No. of Units (Potential): 91
Source of Land Info.: Engineering Report
Comments
This comparable represents the sale of 91 finished lots (5,500 SF typical size) in Neighborhood 3 of the Francis Ranch Development. Permits & fees average $131,484 per lot and annual special taxes are $4,669 per lot. Taylor Morrison is marketing the project as Larkspur and is offering 3 floor plans ranging in size from 3,500 to 3,611 square feet, priced from $2,550,000 to $2,575,000.
Francis Ranch - Neighborhood 3
Attachment 4
435
Land Sale Profile Sale No. 6
Location & Property Identification
Francis Ranch - Neighborhood
4 Property Name:
Sub-Property Type: Residential, Finished SFR Lots
Address: Croak Rd.
City/State/Zip: Dublin, CA 94568
County: Alameda
Market Orientation: Suburban
IRR Event ID: 3542891
Sale Information
Sale Price: $88,145,000
Effective Sale Price: $88,145,000
Sale Date: 12/24/2023
Contract Date: 11/03/2023
Sale Status: Closed
$/Land SF(Gross): $88,145,000.00
$/Building SF: $19,587.78
$/Unit (Potential): $1,037,000 /Unit
Grantor/Seller: TH East Ranch Dublin, LLC
Grantee/Buyer: Taylor Morrison California, LLC
Assemblage: No
Portfolio Sale: No
Assets Sold: Real estate only
Property Rights: Fee Simple
% of Interest Conveyed: 100.00
Financing: Cash to seller
Conditions of Sale: Arm's-length
Document Type: Deed
Recording No.: N/Av
Sale Analysis
Expenditures After Purchase: $123,418
Expenditures Description: permits & fees
Other Adjustment: $3,980
Adjustment Comments: Annual special taxes
Sale Price Includes FF&E? Yes
Improvement and Site Data
Acres(Gross): 0.00
Land-SF(Gross): 1
Potential Building SF: 4,500
No. of Units (Potential): 85
Source of Land Info.: Engineering Report
Comments
This comparable represents the sale of 85 finished lots (4,500 SF typical size) in Neighborhood 4 of the Francis Ranch Development. Permits & fees average $123,418 per lot and annual special taxes are $3,980 per lot. Taylor Morrison is marketing the project as Primrose and is offering 3 floor plans ranging in size from 2,605 to 2,919 square feet, priced from $2,095,000 to $2,345,000.
Francis Ranch - Neighborhood 4
Attachment 4
436
Land Sale Profile Sale No. 7
Location & Property Identification
Property Name: Venice (91 Lots)
Sub-Property Type: Residential, Single Family
Development Land
Address: Dublin Blvd.
City/State/Zip: Dublin, CA 94568
County: Alameda
Market Orientation: Suburban
IRR Event ID: 3056333
Sale Information
Sale Price: $36,329,941
Effective Sale Price: $36,329,941
Sale Date: 06/01/2023
Sale Status: Closed
$/Acre(Gross): $5,512,889
$/Land SF(Gross): $126.56
$/Acre(Usable): $5,512,889
$/Land SF(Usable): $126.56
$/Unit (Potential): $399,230 /Approved Lot
Grantor/Seller: Dublin Crossing, LLC
Grantee/Buyer: Lennar
Assets Sold: Real estate only
Property Rights: Fee Simple
Financing: Cash to seller
Conditions of Sale: Arm's-length
Sale Analysis
Expenditures After Purchase: $214,200
Expenditures Description: Site development &
permits and fees
Other Adjustment: $4,150
Adjustment Comments: Avg. annual special tax
Improvement and Site Data
Acres(Usable/Gross): 6.59/6.59
Land-SF(Usable/Gross): 287,060/287,060
Usable/Gross Ratio: 1.00
No. of Units (Potential): 91
Zoning Desc.: Single-family residential
Source of Land Info.: Other
Comments
This property consists of 91partially improved lots (blue top), that transferred in five takedowns between October 2021 and June 2023. This product is attached duet lots, with in a portion of Improvement Area No. 4 of the Dublin Crossing Specific Plan area. Special taxes are $4,150 per lot per year, permits and fees are reportedly $95,031/lot. This project has a typical lot of about 1,600 SF.
Venice (91 Lots)
Attachment 4
437
Land Sale Profile Sale No. 8
Location & Property Identification
Property Name: Lombard (84 Lots)
Sub-Property Type: Residential, Single Family
Development Land
Address: Dublin Blvd.
City/State/Zip: Dublin, CA 94568
County: Alameda
Market Orientation: Suburban
IRR Event ID: 3056325
Sale Information
Sale Price: $47,039,570
Effective Sale Price: $47,039,570
Sale Date: 06/01/2023
Sale Status: Closed
$/Acre(Gross): $5,488,865
$/Land SF(Gross): $126.01
$/Acre(Usable): $5,488,865
$/Land SF(Usable): $126.01
$/Building SF: $17,818.02
$/Unit (Potential): $559,995 /Approved Lot
Grantor/Seller: Dublin Crossing, LLC
Grantee/Buyer: Lennar
Assets Sold: Real estate only
Property Rights: Fee Simple
Financing: Cash to seller
Conditions of Sale: Arm's-length
Sale Analysis
Expenditures After Purchase: $220,500
Expenditures Description: Site development &
permits and fees
Other Adjustment: $5,099
Adjustment Comments: Avg. annual special
taxes
Improvement and Site Data
Acres(Usable/Gross): 8.57/8.57
Land-SF(Usable/Gross): 373,309/373,309
Usable/Gross Ratio: 1.00
Potential Building SF: 2,640
No. of Units (Potential): 84
Zoning Desc.: Single-family residential
Source of Land Info.: Other
Comments
This property consists of 84 partially improved lots (blue top), that transferred in seven takedowns between October 2021 and June 2023. This product is detached motor court lots, with in a portion of Improvement Area No. 4 of the Dublin Crossing Specific Plan area. Special taxes are $5,099 per lot per year, permits and fees are reportedly $108,815/lot. This project has a typical lot of about 2,640 SF.
Lombard (84 Lots)
Attachment 4
438
Land Sale Profile Sale No. 9
Location & Property Identification
Property Name: Melrose (75 Lots)
Sub-Property Type: Residential, Single Family
Development Land
Address: Dublin Blvd.
City/State/Zip: Dublin, CA 94568
County: Alameda
Market Orientation: Suburban
IRR Event ID: 3056328
Sale Information
Sale Price: $39,818,126
Effective Sale Price: $39,818,126
Sale Date: 03/01/2023
Sale Status: Closed
$/Acre(Gross): $5,664,029
$/Land SF(Gross): $130.03
$/Acre(Usable): $5,664,029
$/Land SF(Usable): $130.03
$/Unit (Potential): $530,908 /Approved Lot
Grantor/Seller: Dublin Crossing, LLC
Grantee/Buyer: Brookfield
Assets Sold: Real estate only
Property Rights: Fee Simple
Financing: Cash to seller
Conditions of Sale: Arm's-length
Sale Analysis
Expenditures After Purchase: $194,340
Expenditures Description: Site development &
permits and fees
Other Adjustment: $5,099
Adjustment Comments: Avg. annual special tax
Improvement and Site Data
Acres(Usable/Gross): 7.03/7.03
Land-SF(Usable/Gross): 306,227/306,227
Usable/Gross Ratio: 1.00
No. of Units (Potential): 75
Zoning Desc.: Single-family residential
Source of Land Info.: Other
Comments
This property consists of 75partially improved lots (blue top), that transferred in three takedowns between July 2021 and March 2023. This product is detached 4-pack lots, with in a portion of Improvement Area No. 4 of the Dublin Crossing Specific Plan area. Special taxes are $5,099 per lot per year, permits and fees are reportedly $100,228/lot.
Melrose (75 Lots)
Attachment 4
439
Land Sale Profile Sale No. 10
Location & Property Identification
Property Name: Five Canyons
Sub-Property Type: Residential, Single Family
Development Land
Address: 5499 Hilltop Rd.
City/State/Zip: Castro Valley, CA 94546
County: Alameda
Market Orientation: Suburban
IRR Event ID: 2957147
Sale Information
Sale Price: $11,225,000
Effective Sale Price: $11,225,000
Sale Date: 05/11/2022
Contract Date: 10/22/2021
Sale Status: Closed
$/SF GBA: $11225000.00
$/SF NRA: $11225000.00
$/Acre(Gross): $199,944
$/Land SF(Gross): $4.59
$/Acre(Usable): $199,944
$/Land SF(Usable): $4.59
$/Unit (Potential): $449,000 /Unit
Grantor/Seller: The Five Canyons, LLC
Grantee/Buyer: Castro Valley 1 Inv, LLC
Property Rights: Fee Simple
Financing: Cash to seller - buyer obtained
financing
Sale Analysis
Expenditures After Purchase: $485,633
Expenditures Description: site development
costs, permits & fees
Improvement and Site Data
MSA: San
Francisco-Oakland-Hayward,
CA
Legal/Tax/Parcel ID: 85A-6000-3 thru 28
GBA-SF: 1
NRA-SF: 1
Acres(Usable/Gross): 56.14/56.14
Land-SF(Usable/Gross): 2,445,486/2,445,486
Usable/Gross Ratio: 1.00
No. of Units (Potential): 25
Property Class: C
Topography: Level
Frontage Desc.: Hilltop Road
Land to Building Ratio: 2,445,486.00
Zoning Code: PD-1923
Zoning Desc.: Planned Development
Flood Plain: No
Flood Zone Designation: X
Comm. Panel No.: 06001C0292G
Date: 08/03/2009
Source of Land Info.: Public Records
Comments
Five Canyons
Attachment 4
440
Land Sale Profile Sale No. 10
Comments (Cont'd)
Sale of 56.14 acres with a final map in place for 25 lots.
Contract date is October 2021. Lot sizes range from 1.0 to
3.69 acres in size. Site is sloped and located along a ridgetop, which impacts utility of the site. A new roadway will need to be constructed. Site development costs are estimated to be $434,819/lot and permits and fees at $50,814/lot
Five Canyons
Attachment 4
441
C-1
APPENDIX C
THE CITY OF DUBLIN AND ALAMEDA COUNTY
The District is located in the City of Dublin (the “City”), which is located in Alameda County (the “County”), California (the “State”). Certain financial and economic data for the City, County and State are presented in this appendix for information purposes only. The Bonds are not a debt or obligation of the City, County or State, but are a limited obligation of the City, secured solely by the Special Tax Revenues and other amounts pledged under the Fiscal Agent Agreement, all as described in more detail in this Official Statement.
General
The City. The City is located in the East Bay region of the San Francisco Bay Area, within the Amador Valley portion of the Tri-Valley (comprising San Ramon Valley, Amador Valley and Livermore Valley) area of southern Alameda County. The City lies approximately 35 miles east of the City of San Francisco. Access to San Francisco is provided by the San Francisco Bay Bridge.
The County. The northern part of the County has direct access to San Francisco Bay and the City of San Francisco. It is highly diversified with residential areas, as well as traditional heavy industry, the University of California at Berkeley, the Port of Oakland, and sophisticated manufacturing, computer services and biotechnology firms. The middle of the County is also highly developed including older established residential and industrial areas. The southeastern corner of the County has seen strong growth in residential development and manufacturing. Many high-tech firms have moved from neighboring Silicon Valley in Santa Clara County to this area.
The southwestern corner of the County has seen the most development in recent years due to land availability. Agriculture and the rural characteristics of this area are disappearing as the region maintains its position as the fastest growing residential, commercial and industrial part of the County.
Attachment 4
442
C-2
Population
The following table lists population estimates for the City, the County and the State of California for the last five calendar years, as of January 1.
ALAMEDA COUNTY
Population Estimates
Calendar Years 2022 through 2026 as of January 1
2022 2023 2024 2025 2026
Alameda 77,739 78,288 79,996 80,085 80,023
Albany 20,431 20,398 20,525 20,614 20,564
Berkeley 124,014 125,063 125,477 127,123 127,654
Dublin 73,369 73,275 74,133 75,014 74,769
Emeryville 12,572 12,808 13,564 13,555 13,612
Fremont 230,190 232,299 232,673 233,428 233,974
Hayward 160,686 161,561 161,796 162,383 161,557
Livermore 86,435 86,060 86,447 86,447 86,118
Newark 47,473 48,171 48,552 49,156 48,962
Oakland 424,670 426,752 427,141 429,732 429,591
Piedmont 10,949 10,899 10,866 10,841 10,802
Pleasanton 77,741 77,225 76,863 76,659 76,149
San Leandro 88,098 88,075 87,666 87,387 87,431
Union City 68,078 67,598 67,208 67,036 66,665
Unincorporated County 149,860 149,022 148,545 148,441 148,265 County Total 1,652,305 1,657,494 1,661,452 1,667,901 1,666,136 State Total 39,159,480 39,167,274 39,446,835 39,646,907 39,592,978 Source: State Department of Finance estimates.
Attachment 4
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C-3
Employment and Industry
The unemployment rate in the Oakland-Fremont-Berkeley MD was 4.7 percent in July 2026, up from a revised 4.5 percent in June 2026, and below the year-ago estimate of 5.1 percent.
This compares with an unadjusted unemployment rate of 5.3 percent for California and 4.4 percent for the nation during the same period. The unemployment rate was 4.6 percent in Alameda County, and 4.8 percent in Contra Costa County.
The table below list employment by industry group for Alameda and Contra Costa Counties for the years 2021 to 2025.
OAKLAND- FREMONT- BERKELEY- MD
(Alameda and Contra Costa Counties)
Annual Averages Civilian Labor Force, Employment and Unemployment, Employment by Industry
(March 2025 Benchmark)
I.
2021 2022 2023 2024 2025
Civilian Labor Force (1)(2) 1,417,100 1,434,900 1,451,300 1,455,300 1,459,600 Employment 1,332,800 1,387,700 1,395,500 1,390,400 1,391,000 Unemployment 84,300 47,100 55,700 64,800 68,600
Unemployment Rate 5.9% 3.3% 3.8% 4.5% 4.7%
Wage and Salary Employment: (3)
Agriculture 1,700 1,900 1,800 1,500 1,300
Mining and Logging 200 300 300 300 300
Construction 74,300 75,600 75,700 74,100 71,000
Manufacturing 106,000 112,300 111,200 104,100 98,400
Wholesale Trade 41,100 41,500 41,200 40,400 40,100
Retail Trade 105,300 106,200 105,300 103,200 101,900
Transportation, Warehousing, Utilities 47,100 51,700 52,200 52,000 50,900 Information 24,700 25,000 25,100 24,800 24,500
Finance and Insurance 34,800 33,600 31,100 28,800 27,300 Real Estate and Rental and Leasing 17,200 18,400 18,500 18,100 17,600 Professional and Business Services 190,900 194,800 188,300 186,400 183,300 Educational and Health Services 198,500 205,800 216,800 229,700 241,000 Leisure and Hospitality 92,500 108,300 111,700 111,000 110,500 Other Services 35,600 39,200 41,500 43,000 43,800
Federal Government 13,400 13,100 13,200 13,300 12,700
State Government 35,900 33,100 34,500 36,600 36,300
Local Government 111,800 115,200 118,000 123,100 126,100 Total all Industries 1,130,900 1,176,000 1,186,300 1,190,200 1,187,000 (1) Labor force data is by place of residence; includes self-employed individuals, unpaid family workers, household domestic workers, and workers on strike.
(2) Industry employment is by place of work; excludes self-employed individuals, unpaid family workers, household domestic workers, and workers on strike.
(3) Totals may not add due to rounding.
Source: State of California Employment Development Department.
Attachment 4
444
C-4
Principal Employers
The following table shows the principal employers in the City, as shown in the City’s Annual Comprehensive Financial Report for the fiscal year ending June 30, 2025.
CITY OF DUBLIN
Principal Employers
As of June 30, 2025
Employer
Number of
Employees Rank
U.S. Government & Federal Correction Institute 4,052 1
County of Alameda 1,364 2
Dublin Unified School District 1,301 3
Ross Stores Headquarters 1,140 4
Zeiss Meditec 672 5
Kaiser Permanente 662 6
Patelco Credit Union 474 7
Snowflakes, Inc. 375 8
Target Stores 331 9
City of Dublin 321 10
Source: City of Dublin, California. Annual Comprehensive Financial Report for fiscal year ended June 30, 2025. [Remainder of page intentionally left blank]
Attachment 4
445
C-5
Major Employers
The following tables list the largest manufacturing and non-manufacturing employers within the County as of June 2026, in alphabetical order.
COUNTY OF ALAMEDA
Largest Employers
June 2026
Employer Name Location Industry
Alameda County Law Enforcement Oakland Government Offices-County Alameda County Sheriff's Ofc Oakland Government Offices-County Alta Bates Summit Med Ctr Alta Berkeley Hospitals
BART PD Oakland Transit Lines
BELFOR Property Restoration Hayward Building Preservation California State Univ East Bay Hayward Schools-Universities & Colleges Academic Cooper Vision Inc Pleasanton Optical Goods-Wholesale
Dell EMC Pleasanton Computer Storage Devices (mfrs)
East Bay Muni Utility Dist Oakland Water & Sewage Companies-Utility Kaiser Permanente Oakland Med Oakland Hospitals
Lawrence Berkeley Lab Berkeley Laboratories-Research & Development Lawrence Livermore NTNL Lab Livermore Laboratories
Linl St & T Staff Livermore Research Service
Logitech Newark Computer Peripherals (mfrs)
Oracle Pleasanton Software/Application/Platform Publishing Ross Stores Inc Dublin Department Stores
San francisco Bay area Rapid Oakland Transit Lines
Tekion Corp Pleasanton Software/Application/Platform Publishing Tesla Fremont Factory Fremont Automobile-Manufacturers
Transportation Dept-California Oakland Government Offices-State UCSF Benioff Children's Hosp Oakland Hospitals
University of Ca-Berkeley Berkeley University-College Dept/Facility/Office University-Ca-Berkeley Dept Berkeley University-College Dept/Facility/Office Valley Care Health System Livermore Health Services
Western Digital Corp Fremont Computer Storage Devices (mfrs) Source: State of California Employment Development Department, extracted from The America's Labor Market Information System (ALMIS) Employer Database, 2026 1st Edition.
[Remainder of page intentionally left blank.]
Attachment 4
446
C-6
Effective Buying Income
“Effective Buying Income” is defined as personal income less personal tax and nontax payments, a number often referred to as “disposable” or “after-tax” income. Personal income is the aggregate of wages and salaries, other labor-related income (such as employer contributions to private pension funds), proprietor’s income, rental income (which includes imputed rental income of owner-occupants of non-farm dwellings), dividends paid by corporations, interest income from all sources, and transfer payments (such as pensions and welfare assistance).
Deducted from this total are personal taxes (federal, state and local), nontax payments (fines, fees, penalties, etc.) and personal contributions to social insurance. According to U.S. government definitions, the resultant figure is commonly known as “disposable personal income.” The following table summarizes the estimated total effective buying income and estimated median household effective buying income for the City, the County, the State, and the United States for the years 2022 through 2026.
CITY OF DUBLIN AND ALAMEDA COUNTY
Total Effective Buying Income
Estimated Effective Buying Income
Calendar Years 2022 through 2026
Year Area
Total Effective
Buying Income
(000’s Omitted)
Median Household
Effective Buying
Income
2022 City of Dublin $4,059,625 $139,121
Alameda County 85,225,529 99,940
California 1,452,426,153 77,058
United States 11,208,582,541 64,448
2023 City of Dublin $4,368,839 $135,205
Alameda County 80,766,211 98,721
California 1,461,799,662 77,175
United States 11,454,846,397 65,326
2024 City of Dublin $4,761,846 $148,584
Alameda County 84,213,255 101,689
California 1,510,708,521 80,973
United States 11,987,185,826 67,876
2025 City of Dublin $5,004,758 $157,896
Alameda County 88,476,678 106,127
California 1,557,429,767 82,725
United States 12,525,577,707 69,687
2026 City of Dublin $5,337,048 $169,220
Alameda County 93,282,704 110,609
California 1,730,654,738 90,403
United States 13,932,177,817 75,433
Source: Claritas, LLC.
Attachment 4
447
C-7
Taxable Transactions
Summaries of historic taxable sales within the City and the County during the past five years in which data is available are shown in the following tables.
Total taxable sales during calendar year 2025 in the City were reported to be $2,254,816,898, a 2.48% decrease from the total taxable sales of $2,312,100,087 reported during calendar year 2024.
CITY OF DUBLIN
Taxable Transactions
Number of Permits and Valuation of Taxable Transactions (Dollars in Thousands)
Retail Stores Total All Outlets
Number
of Permits
Taxable
Transactions
Number
of Permits
Taxable
Transactions
2021 824 $1,457,921 1,407 $2,060,608
2022 847 1,495,036 1,436 2,234,322
2023 856 1,559,327 1,446 2,463,183
2024 876 1,617,664 1,481 2,312,100
2025 936 1,824,538 1,556 2,254,817
Source: State Department of Tax and Fee Administration.
Total taxable sales during calendar year 2025 in the County were reported to be $39,928,871,720, a 0.92% increase over the total taxable sales of $39,565,009,542 reported during calendar year 2024.
ALAMEDA COUNTY
Taxable Transactions
Number of Permits and Valuation of Taxable Transactions (Dollars in Thousands)
Retail Stores Total All Outlets
Number
of Permits
Taxable
Transactions
Number
of Permits
Taxable
Transactions
2021 26,964 $22,602,772 47,565 $37,935,594
2022 27,010 23,910,667 48,059 44,323,669
2023 26,192 23,070,366 46,749 41,390,500
2024 26,239 22,841,009 47,167 39,565,010
2025 26,271 23,442,423 47,780 39,928,872
Source: State Department of Tax and Fee Administration.
Attachment 4
448
D-1
APPENDIX D
FORM OF OPINION OF BOND COUNSEL
[Closing Date]
City Council
City of Dublin
100 Civic Plaza
Dublin, California 94568
OPINION: $__________ City of Dublin Community Facilities District No. 2023-1 (East Ranch) Special Tax Bonds, Series 2026 Members of the City Council:
We have acted as bond counsel to the City of Dublin (the “City”) in connection with the issuance by the City of the above-referenced bonds (the “Bonds”), pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, constituting Section 53311, et seq. of the California Government Code (the “Act”) and a Fiscal Agent Agreement dated as of October 1, 2026 (the “Fiscal Agent Agreement”), by and between the City, on behalf of the City of Dublin Community Facilities District No. 2023-1 (East Ranch), and U.S. Bank Trust Company, National Association, as fiscal agent. We have examined the law and such certified proceedings, opinions, and other papers as we deem necessary to render this opinion.
As to questions of fact material to our opinion, we have relied upon representations of the City contained in the Fiscal Agent Agreement, and in the certified proceedings and other certifications of public officials furnished to us, without undertaking to verify the same by independent investigation.
Based upon the foregoing, we are of the opinion, under existing law, as follows:
1. The City is duly created and validly existing as a public body, corporate and politic, with the power to adopt the resolution authorizing the issuance of the Bonds, enter into the Fiscal Agent Agreement and perform the agreements on its part contained therein, and to issue the Bonds.
2. The Bonds have been duly authorized, executed and delivered by the City and are valid and binding limited obligations of the City, payable solely from the sources provided therefor in the Fiscal Agent Agreement.
3. The Fiscal Agent Agreement has been duly entered into by the City and constitutes a valid and binding obligation of the City enforceable upon the City.
4. Pursuant to the Act, the Fiscal Agent Agreement creates a valid lien on the funds pledged by the Fiscal Agent Agreement.
Attachment 4
449
D-2
5. The interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax.
The opinions set forth in the preceding sentence are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended, relating to the exclusion from gross income for federal income tax purposes of interest on obligations such as the Bonds.
The City has made certain representations and covenants in order to comply with each such requirement. Inaccuracy of those representations, or failure to comply with certain of those covenants, may cause the inclusion of such interest in gross income for federal income tax purposes, which may be retroactive to the date of issuance of the Bonds.
6. The interest on the Bonds is exempt from personal income taxation imposed by the State of California.
Interest on the Bonds may be subject to the corporate alternative minimum tax. We express no opinion regarding any other tax consequences arising with respect to the ownership, sale or disposition of, or the amount, accrual or receipt of interest on, the Bonds.
The rights of the owners of the Bonds and the enforceability of the Bonds are limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights generally, and by equitable principles, whether considered at law or in equity.
This opinion is given as of the date hereof, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention, or any changes in law that may hereafter occur. Moreover, our opinions are not a guarantee of a particular result, and are not binding on the Internal Revenue Service or any court; rather, our opinions represent our legal judgment based upon our review of existing law that we deem relevant to such opinions and in reliance upon the representations and covenants referenced above. Our engagement with respect to this matter has terminated as of the date hereof.
Respectfully submitted,
Attachment 4
450
E-3
APPENDIX E
FORMS OF CONTINUING DISCLOSURE UNDERTAKINGS
CONTINUING DISCLOSURE CERTIFICATE
(City)
This CONTINUING DISCLOSURE CERTIFICATE (this “Disclosure Certificate”) dated as of October ___, 2026, is executed and delivered by the CITY OF DUBLIN (the “City”) in connection with the execution and delivery of its City of Dublin Community Facilities District No. 2023-1 (East Ranch) Special Tax Bonds, Series 2026 (the “Bonds”). The Bonds are being executed and delivered pursuant to a Fiscal Agent Agreement dated as of October 1, 2026 (the “Fiscal Agent Agreement”), by and between the City and U.S. Bank Trust Company, National Association, as fiscal agent (the “Fiscal Agent”).
The District covenants and agrees as follows:
Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the City for the benefit of the holders and beneficial owners of the Bonds and in order to assist the Participating Underwriter in complying with S.E.C. Rule 15c2- 12(b)(5).
Section 2. Definitions. In addition to the definitions set forth above and in the Fiscal Agent Agreement, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section 2, the following capitalized terms shall have the following meanings:
“Annual Report” means any Annual Report provided by the City pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. “Annual Report Date” means the date that is nine months after the end of the City’s fiscal year (currently April 1 based on the City’s fiscal year end of June 30). “Dissemination Agent” means Goodwin Consulting Group, Inc., or any successor Dissemination Agent designated in writing by the City and which has filed with the City a written acceptance of such designation.
“Listed Events” means any of the events listed in Section 5(a) of this Disclosure Certificate. “MSRB” means the Municipal Securities Rulemaking Board, which has been designated by the Securities and Exchange Commission as the sole repository of disclosure information for purposes of the Rule, or any other repository of disclosure information that may be designated by the Securities and Exchange Commission as such for purposes of the Rule in the future. “Official Statement” means the final official statement executed by the City in connection with the issuance of the Bonds.
“Participating Underwriter” shall mean any of the original underwriters of the Bonds.
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“Rule” means Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as it may be amended from time to time.
Section 3. Provision of Annual Reports.
(a) The City shall, or shall cause the Dissemination Agent to, not later than the Annual Report Date, commencing April 1, 2027, with the report for the 2025-26 fiscal year, provide to the MSRB, in an electronic format as prescribed by the MSRB, an Annual Report that is consistent with the requirements of Section 4 of this Disclosure Certificate. Not later than 15 Business Days prior to the Annual Report Date, the City shall provide the Annual Report to the Dissemination Agent (if other than the City). If by 15 Business Days prior to the Annual Report Date the Dissemination Agent (if other than the City) has not received a copy of the Annual Report, the Dissemination Agent shall contact the City to determine if the City is in compliance with the previous sentence. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by reference other information as provided in Section 4 of this Disclosure Certificate; provided that the audited financial statements of the City may be submitted separately from the balance of the Annual Report, and later than the Annual Report Date, if not available by that date. If the City’s fiscal year changes, it shall give notice of such change in the same manner as for a Listed Event under Section 5(b). The City shall provide a written certification with each Annual Report furnished to the Dissemination Agent to the effect that such Annual Report constitutes the Annual Report required to be furnished by the City hereunder.
(b) If the City does not provide (or cause the Dissemination Agent to provide) an Annual Report by the Annual Report Date, the City shall provide (or cause the Dissemination Agent to provide) in a timely manner to the MSRB, in an electronic format as prescribed by the MSRB, a notice to that effect.
(c) With respect to each Annual Report, the Dissemination Agent shall:
(i) determine prior to each Annual Report Date the then-applicable rules and electronic format prescribed by the MSRB for the filing of annual continuing disclosure reports; and
(ii) if the Dissemination Agent is other than the City, file a report with the City certifying that the Annual Report has been provided pursuant to this Disclosure Certificate, and stating the date it was provided.
Section 4. Content of Annual Reports. The City’s Annual Report shall contain or incorporate by reference the following:
(a) The City’s audited financial statements prepared in accordance with generally accepted accounting principles as promulgated to apply to governmental entities from time to time by the Governmental Accounting Standards Board. If the City’s audited financial statements are not available by the Annual Report Date, the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the Official Statement, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available.
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(b) The following information:
(i) Principal amount of all outstanding bonds of the District. (ii) Balance in the improvement fund.
(iii) Balance in Reserve Fund, and statement of the Reserve Requirement for the Bonds; and statement of projected draws on the Reserve Fund, if any. (iv) Balance in other funds and accounts held by the City or fiscal agent related to the Bonds.
(v) Additional debt authorized by the City and payable from or secured by assessments or special taxes with respect to property within the District. (vi) The Special Tax levy, collections, the delinquency rate, total amount of delinquencies, number of parcels delinquent in payment for the five most recent Fiscal Years.
(vii) The identity of each delinquent taxpayer responsible for 5% or more of total special tax/assessment levied, and for each such taxpayer, the applicable assessor parcel number, assessed value of applicable properties, amount of Special Tax levied, amount delinquent by parcel number and status of foreclosure proceedings. If any foreclosure has been completed, a summary of results of foreclosure sales or transfers shall be provided.
(viii) Most recently available total assessed value of all parcels subject to the Special Tax (in total, not by individual APNs).
(ix) Value-to-lien ratios of top taxpayers (substantially in the form of Table 4 to the Official Statement, but excluding any appraised values, overlapping debt information and special tax-related projections).
(x) To the extent not already provided pursuant to (ix) above, list of landowners subject to 5% or more of the Special Tax levy, including the following information:
development status to the extent shown in City records, land use classification, and assessed value. The reporting of development status shall coincide with cut-off dates applicable to the latest special tax levy.
(xi) Building permits issued the District during the reporting period. (c) In addition to any of the information expressly required to be provided under this Disclosure Certificate, the City shall provide such further material information, if any, as may be necessary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading.
(d) Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the City or related public entities, which are available to the public on the MSRB’s Internet web site or filed with the Securities and Exchange Commission. The City shall clearly identify each such other document so included by reference.
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Section 5. Reporting of Significant Events.
(a) The City shall give, or cause to be given, notice of the occurrence of any of the following Listed Events with respect to the Bonds:
(1) Principal and interest payment delinquencies.
(2) Non-payment related defaults, if material.
(3) Unscheduled draws on debt service reserves reflecting financial difficulties. (4) Unscheduled draws on credit enhancements reflecting financial difficulties. (5) Substitution of credit or liquidity providers, or their failure to perform. (6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security.
(7) Modifications to rights of security holders, if material. (8) Bond calls, if material, and tender offers.
(9) Defeasances.
(10) Release, substitution, or sale of property securing repayment of the securities, if material.
(11) Rating changes.
(12) Bankruptcy, insolvency, receivership or similar event of the City or other obligated person.
(13) The consummation of a merger, consolidation, or acquisition involving the City or an obligated person, or the sale of all or substantially all of the assets of the City or an obligated person (other than in the ordinary course of business), the entry into a definitive agreement to undertake such an action, or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material. (14) Appointment of a successor or additional fiscal agent or the change of name of the fiscal agent, if material.
(15) Incurrence of a financial obligation of the City, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the City, any of which affect security holders, if material (for the definition of “financial obligation,” see clause (e)).
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(16) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a financial obligation of the City, any of which reflect financial difficulties (for the definition of “financial obligation,” see clause (e)).
(b) Whenever the City obtains knowledge of the occurrence of a Listed Event, the City shall, or shall cause the Dissemination Agent (if not the City) to, file a notice of such occurrence with the MSRB, in an electronic format as prescribed by the MSRB, in a timely manner not in excess of 10 business days after the occurrence of the Listed Event. Notwithstanding the foregoing, notice of Listed Events described in subsections (a)(8) and (9) above need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to holders of affected Bonds under the Fiscal Agent Agreement.
(c) The City acknowledges that the events described in subparagraphs (a)(2), (a)(7), (a)(8) (if the event is a bond call), (a)(10), (a)(13), (a)(14) and (a)(15) of this Section 5 contain the qualifier “if material” and that subparagraph (a)(6) also contains the qualifier “material” with respect to certain notices, determinations or other events affecting the tax status of the Bonds.
The City shall cause a notice to be filed as set forth in paragraph (b) above with respect to any such event only to the extent that it determines the event’s occurrence is material for purposes of U.S. federal securities law. Whenever the City obtains knowledge of the occurrence of any of these Listed Events, the City will as soon as possible determine if such event would be material under applicable federal securities law. If such event is determined to be material, the City will cause a notice to be filed as set forth in paragraph (b) above. The Dissemination Agent shall not be responsible for determining whether an event is material. (d) For purposes of this Disclosure Certificate, any event described in paragraph (a)(12) above is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (e) For purposes of Section 5(a)(15) and (16), “financial obligation” means a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term financial obligation shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule.
Section 6. Identifying Information for Filings with the MSRB. All documents provided to the MSRB pursuant to this Disclosure Certificate shall be accompanied by identifying information as prescribed by the MSRB.
Section 7. Termination of Reporting Obligation. The City’s obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. If such termination occurs prior to the final maturity of the Bonds, the City shall give notice of such termination in the same manner as for a Listed Event under Section 5(b).
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Section 8. Dissemination Agent. The City may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any Dissemination Agent, with or without appointing a successor Dissemination Agent. Any Dissemination Agent may resign by providing 30 days’ written notice to the City.
Section 9. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Certificate, the City may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied:
(a) if the amendment or waiver relates to the provisions of Sections 3(a), 4 or 5(a), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature, or status of an obligated person with respect to the Bonds, or type of business conducted; (b) the undertakings herein, as proposed to be amended or waived, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the primary offering of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and (c) the proposed amendment or waiver either (i) is approved by holders of the Bonds in the manner provided in the Fiscal Agent Agreement for amendments to the Fiscal Agent Agreement with the consent of holders, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the holders or beneficial owners of the Bonds.
If the annual financial information or operating data to be provided in the Annual Report is amended pursuant to the provisions hereof, the first Annual Report filed pursuant hereto containing the amended operating data or financial information shall explain, in narrative form, the reasons for the amendment and the impact of the change in the type of operating data or financial information being provided.
If an amendment is made to this Disclosure Certificate modifying the accounting principles to be followed in preparing financial statements, the Annual Report for the year in which the change is made shall present a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of the differences in the accounting principles and the impact of the change in the accounting principles on the presentation of the financial information, in order to provide information to investors to enable them to evaluate the ability of the City to meet its obligations. To the extent reasonably feasible, the comparison shall be quantitative.
A notice of any amendment made pursuant to this Section 9 shall be filed in the same manner as for a Listed Event under Section 5(b).
Section 10. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the City from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the City chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically Attachment 4
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required by this Disclosure Certificate, the City shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event.
Section 11. Default. If the City fails to comply with any provision of this Disclosure Certificate, the Participating Underwriter or any holder or beneficial owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Disclosure Certificate. A default under this Disclosure Certificate shall not be deemed an Event of Default under the Fiscal Agent Agreement, and the sole remedy under this Disclosure Certificate in the event of any failure of the City to comply with this Disclosure Certificate shall be an action to compel performance.
Section 12. Duties, Immunities and Liabilities of Dissemination Agent. (a) The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the City agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which they may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys’ fees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent’s negligence or willful misconduct. The Dissemination Agent shall have no duty or obligation to review any information provided to it by the City hereunder and shall not be deemed to be acting in any fiduciary capacity for the City, the Bond holders, or any other party. The obligations of the City under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds. (b) The Dissemination Agent shall be paid compensation by the City for its services provided hereunder in accordance with its schedule of fees as amended from time to time, and shall be reimbursed for all expenses, legal fees and advances made or incurred by the Dissemination Agent in the performance of its duties hereunder.
Section 13. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the City, the Dissemination Agent, the Participating Underwriter and the holders and beneficial owners from time to time of the Bonds, and shall create no rights in any other person or entity.
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Section 14. Counterparts. This Disclosure Certificate may be executed in several counterparts, each of which shall be regarded as an original, and all of which shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Disclosure Certificate as of the date first above written.
CITY OF DUBLIN, for and on behalf of City
of Dublin Community Facilities District No.
2023-1 (East Ranch)
By:
Name:
Title:
GOODWIN CONSULTING GROUP, INC.,
as Dissemination Agent
By:
Name:
Title:
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FORM OF CONTINUING DISCLOSURE CERTIFICATE
(Developer)
THIS CONTINUING DISCLOSURE AGREEMENT (Developer) (the “Disclosure Certificate”) dated as of October ___, 2026, is executed by TH East Ranch Dublin LLC, a California limited liability company (the “Developer”) in connection with the execution and delivery by the City of Dublin of its City of Dublin Community Facilities District No. 2023-1 (East Ranch) Special Tax Bonds, Series 2026 (the “Bonds”). The Bonds are being executed and delivered pursuant to a Fiscal Agent Agreement, dated as of October 1, 2026 (the “Fiscal Agent Agreement”), by and between the City and U.S. Bank Trust Company, National Association, as fiscal agent (the “Fiscal Agent”).
The Developer covenants and agrees as follows:
Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Developer for the benefit of the holders and beneficial owners of the Bonds.
Section 2. Definitions. In addition to the definitions set forth herein and in the Fiscal Agent Agreement, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined herein, the following capitalized terms shall have the following meanings:
“Affiliate” means any person presently directly (or indirectly through one or more intermediaries) under managerial control of the Developer, and about whom information could be material to potential investors in their investment decision regarding the Bonds (including without limitation information relevant to the proposed development of the Property or to the Developer’s ability to pay the Special Taxes levied on the Property prior to delinquency). The Land Bank is not an Affiliate of the Developer.
“Assumption Agreement” means an undertaking of a Major Owner for the benefit of the holders and beneficial owners of the Bonds containing terms substantially similar to this Disclosure Certificate (as modified for such Major Owner’s development and financing plans with respect to property owned by such Major Owner in the District), whereby such Major Owner agrees to provide periodic reports and notices of significant events, setting forth the information described in sections 4 and 5 hereof, respectively, with respect to the portion of the Property in the District owned by such Major Owner and, at the option of the Developer or such Major Owner, agrees to indemnify the Dissemination Agent (if any) pursuant to a provision substantially in the form of Section 11 hereof. In addition, the conveyance of property from the Land Bank to the Developer under the Option Agreement is subject to this Disclosure Certificate and shall not require the Developer to enter into an Assumption Agreement. “Dissemination Agent” means, the Developer, or any successor Dissemination Agent designated in writing by the Developer, and which has filed with the Developer, the City and the Participating Underwriter a written acceptance of such designation, and which is experienced in providing dissemination agent services such as those required under this Disclosure Certificate. “District” means the City of Dublin Community Facilities District No. 2023-1 (East Ranch). “Land Bank” means Arroyo Cap IV 3, LLC;, serving as the land bank for the Developer pursuant to the Option Agreement.
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“Listed Events” means any of the events listed in Section 5(a) of this Disclosure Certificate.
“Major Owner” means, as of the date of determination for a Periodic Report, a Person that, together with the Person’s Affiliates, owns or is under option to acquire from the Land Bank, 76 or more taxable parcels of land in the District. A foreclosing creditor or bank shall not be considered a Major Owner.
“MSRB” means the Municipal Securities Rulemaking Board, which has been designated by the Securities and Exchange Commission as the sole repository of disclosure information, or any other repository of disclosure information that may be designated by the Securities and Exchange Commission as such in the future.
“Official Statement” means the final Official Statement executed by the City in connection with the issuance of the Bonds.
“Option Agreement” means the Option Agreement, dated September 28, 2023,] between the Developer and the Land Bank, as amended and as it may be amended and assigned from time to time.
“Participating Underwriter” means Piper Sandler & Co., the original underwriter of the Bonds.
“Periodic Report” means any Periodic Report provided by the Developer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. “Person” means an individual, a corporation, a partnership, a limited liability company, an association, a joint stock company, a trust, any unincorporated organization or a government or political subdivision thereof.
“Property” means, as of the date of determination, the real property within the boundaries of the District that is owned by (i) the Developer, (ii) any Affiliate of the Developer, (iii) the Land Bank (during the term of the Option Agreement), and (iv) the property in the District that the Developer sold to a Major Owner who has not assumed the undertakings of this Disclosure Certificate under Section 6(b) that is owned by such Major Owner. For avoidance of doubt, any parcel that is exempt from the Special Taxes shall not be considered Property for purposes of this Disclosure Certificate.
“Report Date” means April 1 and October 1 of any fiscal year. “Special Taxes” means the special taxes of the District levied on the Property within the District.
Section 3. Provision of Periodic Reports.
(a) So long as Developer’s obligations under this Disclosure Certificate have not been terminated pursuant to Section 6 below, the Developer shall, or, upon written direction of the Developer the Dissemination Agent shall, not later than the Report Date, commencing April 1, 2027, file or cause to be filed with the MSRB a Periodic Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. Not later than 15 calendar days prior to the Report Date, the Developer shall provide the Periodic Report to the Dissemination Agent (if Attachment 4
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different from the Developer). The Developer shall provide a written certification with (or included as a part of) each Periodic Report furnished to the Dissemination Agent (if different from the Developer), to the effect that such Periodic Report constitutes the Periodic Report required to be furnished by it under this Disclosure Certificate. The Dissemination Agent (if different than the Developer) may conclusively rely upon such certification of the Developer and shall have no duty or obligation to review the Periodic Report. The Periodic Report may be submitted as a single document or as separate documents comprising a package, and may incorporate by reference other information as provided in Section 4 of this Disclosure Certificate. (b) If the Dissemination Agent (if different than the Developer) does not receive a Periodic Report by 15 calendar days prior to the Report Date, the Dissemination Agent shall send a reminder notice to the Developer that the Periodic Report has not been provided as required under Section 3(a) above. The reminder notice shall instruct the Developer to determine whether its obligations under this Disclosure Certificate have terminated (pursuant to Section 6 below) and, if so, to provide the Dissemination Agent with a notice of such termination in the same manner as for a Listed Event (pursuant to Section 5 below). If the Developer does not provide, or cause the Dissemination Agent to provide, a Periodic Report to the MSRB by the Report Date as required in subsection (a) above, the Dissemination Agent shall send a notice to the MSRB to such effect, in substantially the form prescribed by the MSRB. (c) With respect to the Periodic Report, the Dissemination Agent shall, to the extent the Periodic Report has been furnished to it, file the Periodic Report with the MSRB and file a report with the Developer (if the Dissemination Agent is other than the Developer) certifying that the Periodic Report has been provided pursuant to this Disclosure Certificate, stating the date it was provided to and filed with the MSRB.
Section 4. Content of Periodic Reports. Each Periodic Report shall contain or incorporate by reference the information set forth in Exhibit A relating to the Developer, any or all of which may be included by specific reference to other documents, including official statements of debt issues of the Developer or related public entities, which are available to the public on the MSRB’s Internet web site or filed with the Securities and Exchange Commission. If the document included by reference is a final official statement, it must be available from the MSRB. The Developer shall clearly identify each such other document so included by reference.
In addition to any of the information expressly required to be provided in Exhibit A, each Periodic Report shall include such further information, if any, as may be necessary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading.
Section 5. Reporting of Significant Events.
(a) So long as Developer’s obligations under this Disclosure Certificate have not been terminated pursuant to Section 6 below, the Developer shall give, or cause to be given, notice of the occurrence of any of the following Listed Events with respect to itself or the Property, if material:
(i) bankruptcy or insolvency proceedings commenced by or against the Developer and, if known, any bankruptcy or insolvency proceedings commenced by or against any Affiliate of the Developer that is reasonably likely to have a significant impact on the Developer’s ability to pay Special Taxes on its Property prior to delinquency or to sell or develop the Property;
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(ii) failure to pay any taxes, special taxes (including the Special Taxes) or assessments due with respect to the Property on or prior to the delinquency date to the extent such failure is not promptly cured upon discovery thereof; (iii) filing of a lawsuit of which the Developer is aware against the Developer or an Affiliate seeking damages, which if successful, could have a material and adverse impact on the Developer’s ability to pay Special Taxes on its Property prior to delinquency or to sell or develop the Property;
(iv) termination of the Option Agreement prior to the takedown of all Property subject to the Option Agreement, unless the Property owned by the Land Bank will be subject to a new option agreement with the Developer or an Affiliate; (v) material damage to or destruction of any of the improvements on the Property.
(b) Whenever the Developer obtains knowledge of the occurrence of a Listed Event, the Developer shall as soon as possible determine if such event would be material under applicable Federal securities law.
(c) If the Developer determines that knowledge of the occurrence of a Listed Event would be material under applicable Federal securities law, the Developer shall, or shall cause the Dissemination Agent to, promptly file a notice of such occurrence with the MSRB, with a copy to the City and the Participating Underwriter.
Section 6. Duration of Reporting Obligation.
(a) All the Developer’s obligations hereunder shall commence on the date hereof and terminate (except as provided in Section 11) on the earliest to occur of the following:
(i) upon the legal defeasance, prior redemption or payment in full of all the Bonds, or
(ii) at such time as the Developer and its Affiliates, in the aggregate are responsible for less than 20% of the annual Special Tax levy, or (iii) the date that the Developer is no longer a Major Owner, or (iv) the date on which all of the Special Taxes attributable to the Property are prepaid in full.
The Developer shall give notice of the termination of its obligations under this Disclosure Certificate in the same manner as for a Listed Event under Section 5. The obligation ends upon the earlier of (1) Trumark is responsible for less than 20% of the special tax obligation and (2) Trumark owns less than 76 lots/homes.
(b) The Developer’s obligations hereunder shall terminate with respect to any portion of the Property on the date such portion of the Property is sold to a Person that is not a Major Owner. If a portion of the Property is conveyed to a person or entity that, upon such conveyance, will be a Major Owner, or if the Option Agreement is terminated and the Land Bank would be a Attachment 4
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Major Owner, the Property Owner shall remain obligated hereunder with respect to such Property unless the obligations have been assumed by the Major Owner or the Land Bank (if the Land Bank is then a Major Owner), as applicable, pursuant to an Assumption Agreement. If the obligations of the Developer hereunder with respect to the property conveyed to a Major Owner are assumed by such Major Owner pursuant to an Assumption Agreement, then the Developer’s obligations hereunder with respect to the property conveyed to such Major Owner will be terminated. In order to effect such assumption, such Major Owner shall enter into an Assumption Agreement in form and substance equivalent to this Disclosure Certificate or as otherwise satisfactory to the City and the Participating Underwriter. The Developer’s obligations under this Disclosure Certificate with respect to a Major Owner or the Land Bank (in the event the Option Agreement is terminated and the Land Bank is then a Major Owner) that has not executed an Assumption Agreement shall terminate upon the earlier to occur of (i) the date on which the Developer’s obligations with respect to such Major Owner or Land Bank are assumed under an Assumption Agreement entered into pursuant to this Section 6(b), or (ii) the date on which the Major Owner or Land Bank is no longer considered a Major Owner. However, a Major Owner shall not be required to enter into an Assumption Agreement if such Major Owner is already a party to a continuing disclosure certificate in form and substance similar to this Disclosure Certificate with respect to the Bonds, and under which the property conveyed to such Major Owner will become subject to future Periodic Reports.
Section 7. Dissemination Agent. The Developer may, from time to time, appoint or engage a Dissemination Agent to assist the Developer in carrying out its obligations under this Disclosure Certificate, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. The Dissemination Agent may resign by providing thirty days’ written notice to the City, the Developer and the Participating Underwriter.
Section 8. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Certificate, the Developer may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied (provided, however, that the Dissemination Agent shall not be obligated under any such amendment that modifies or increases its duties or obligations hereunder without its written consent thereto):
(a) if the amendment or waiver relates to the provisions of sections 3(a), 4 or 5(a), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature, or status of the Developer with respect to the Bonds, or type of business conducted; and (b) the proposed amendment or waiver either (i) is approved by holders of the Bonds in the manner provided in the Fiscal Agent Agreement, with the consent of holders, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the holders or beneficial owners of the Bonds.
Section 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Developer from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Periodic Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the Developer chooses to include any information in any Periodic Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the Developer shall have no Attachment 4
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obligation under this Disclosure Certificate to update such information or include it in any future Periodic Report or notice of occurrence of a Listed Event.
Section 10. Default. In the event of a failure of the Developer to comply with any provision of this Disclosure Certificate, the City, the Participating Underwriter, and any holder or beneficial owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Developer to comply with its obligations under this Disclosure Certificate. A default under this Disclosure Certificate shall not be deemed an Event of Default under the Fiscal Agent Agreement, and the sole and exclusive remedy under this Disclosure Certificate in the event of any failure of the Developer to comply with this Disclosure Certificate shall be an action to compel performance.
Section 11. Duties, Immunities and Liabilities of Dissemination Agent. The following section only applies if the Dissemination Agent is someone other than the Developer. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the Developer agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents (each, an “Indemnified Party”), harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the reasonable costs and expenses (including attorneys’ fees) of defending against any claim of liability, but excluding (i) losses, liabilities, costs and expenses due to an Indemnified Party’s negligence or willful misconduct or failure to perform its duties hereunder and (ii) losses, expenses, and liabilities due to the failure of the City to pay the fees and expenses of the Dissemination Agent. The Dissemination Agent shall be paid compensation for its services provided hereunder from Special Taxes levied for administration of the District in accordance with the Dissemination Agent’s schedule of fees as amended from time to time, which schedule, as amended, shall be reasonably acceptable, and all reasonable expenses, reasonable legal fees and advances made or incurred by the Dissemination Agent in the performance of its duties hereunder. The Dissemination Agent shall have no duty or obligation to review any information provided to it hereunder and shall not be deemed to be acting in any fiduciary capacity for the City, the Developer, the Bond owners, or any other party. The obligations of the Developer under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds, but shall be assumed by a Major Owner from and after the date of such assumption when property is sold to a Major Owner and such Major Owner enters into an Assumption Agreement.
Section 12. Notices. Any notice or communications to be among any of the parties to this Disclosure Certificate may be given by electronic, regular, or overnight mail as follows:
To the Developer
TH East Ranch Dublin LLC
c/o Trumark Homes
3001 Bishop Dr., Suite 100
San Ramon, CA 94583
Attn: Anna Sipes, Senior Project Manager
Tim Salud, Division Controller – Northern California
Email: [email protected]
[email protected]
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With a copy to: O’Neil LLP
19800 MacArthur Blvd., Suite 650
Irvine, CA 92612
Attn: Sandra A. Galle
Email: [email protected]
To the Issuer/City: City of Dublin
100 Civic Plaza
Dublin, CA 94568
Attn: Finance Director
Email: [email protected]
To the Participating
Underwriter: Piper Sandler & Co.
3626 Fair Oaks Blvd, Suite 100
Sacramento, CA 95864
Attn: Dennis McGuire, Managing Director
Email: [email protected]
Any person may, by written notice to the other persons listed above, designate a different address or telephone number(s) to which subsequent notices or communications should be sent.
Section 13. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the City, the Developer (its successors and assigns), the Dissemination Agent, the Participating Underwriter and holders and beneficial owners from time to time of the Bonds, and shall create no rights in any other person or entity. All obligations of the Developer hereunder shall be assumed by any legal successor to the obligations of the Developer as a result of a sale, merger, consolidation or other reorganization.
Section 14. Counterparts. This Disclosure Certificate may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.
Section 15. Governing Law. This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California. [Signature Page Follows]
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IN WITNESS WHEREOF, the Developer has executed this Disclosure Certificate as of the date first above written.
TH East Ranch Dublin LLC,
a California limited liability company
By:
____________________,
Authorized Agent
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EXHIBIT A
PERIODIC REPORT
$____________
CITY OF DUBLIN
COMMUNITY FACILITIES DISTRICT NO. 2023-1 (EAST RANCH)
SPECIAL TAX BONDS SERIES 2026
This Periodic Report is hereby submitted under Section 4 of the Continuing Disclosure Certificate (the “Disclosure Certificate”) dated October ___, 2026, executed by the undersigned (the “Developer”) in connection with the issuance of the above-captioned bonds by the City of Dublin (the “City”) with respect to its City of Dublin Community Facilities District No. 2023-1 (East Ranch) (the “District”).
Capitalized terms used in this Periodic Report but not otherwise defined have the meanings given to them in the Disclosure Certificate.
I. Property Ownership and Development
The information in this section is provided as of ____________________ (this date must be not more than 60 days before the date of this Periodic Report).
A. Description of the Property in the District currently owned by the Developer in the District (the "Property”), in substance and form similar to such information in the Official Statement for the Bonds under the caption “OWNERSHIP OF PROPERTY WITHIN THE DISTRICT – Trumark” or in the Semi-Annual Report last filed in accordance with the Disclosure Certificate:
______________________________________________________________________ ______________________________________________________________________ B. Updated information regarding land development and home construction activities with respect to the Property described in the Official Statement for the Bonds under the caption “OWNERSHIP OF PROPERTY WITHIN THE DISTRICT – Trumark” or the Periodic Report last filed in accordance with the Disclosure Certificate:
______________________________________________________________________ ______________________________________________________________________ C. Status of building permits and any material changes to the description of land use or development entitlements for the Property described in the Official Statement for the Bonds under the caption “OWNERSHIP OF PROPERTY WITHIN THE DISTRICT – Trumark” or the Periodic Report last filed in accordance with the Disclosure Certificate:
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D. Status of any land purchase contracts with regard to the Property, including sales of land in the District to other property owners (other than individual homeowners). ______________________________________________________________________ ______________________________________________________________________ II. Legal and Financial Status of Developer
Unless such information has previously been included or incorporated by reference in a Periodic Report, describe any material change in the legal structure of the Developer or the financial condition and financing plan of the Developer that would materially and adversely interfere with its ability to complete the development plan with respect to the Property described in the Official Statement. To the extent that the ownership of the Developer has changed, describe all material terms of the new ownership structure.
______________________________________________________________________ ______________________________________________________________________ III. Change in Development or Financing Plans
Unless such information has previously been included or incorporated by reference in a Periodic Report, describe any development plans or financing plans relating to the Property that are materially different from the proposed development and financing plan for the Property described in the Official Statement or in a previous Periodic Report. ______________________________________________________________________ ______________________________________________________________________ IV. Official Statement Updates
Unless such information has previously been included or incorporated by reference in a Periodic Report, describe any other significant changes in the information relating to the Developer or the Property contained in the Official Statement under the heading “OWNERSHIP OF PROPERTY WITHIN THE DISTRICT – Trumark” and “—Trumark’s Land Bank Agreement” that would materially and adversely interfere with the Developer’s ability to develop and sell the Property as described in the Official Statement.
______________________________________________________________________ ______________________________________________________________________ V. Other Material Information
In addition to any of the information expressly required above, provide such further information, if any, with respect to the Property and the Developer as may be necessary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading.
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______________________________________________________________________ Certification
On behalf of the Developer, the undersigned officer or authorized representative, based on actual knowledge after reasonable inquiry of employees of Developer and its affiliates hereby certifies that this Periodic Report constitutes the Periodic Report required to be furnished by the Developer under the Disclosure Certificate.
ANY OTHER STATEMENTS REGARDING THE DEVELOPER, THE DEVELOPMENT OF THE PROPERTY, THE DEVELOPER’S FINANCING PLAN OR FINANCIAL CONDITION, OR
THE BONDS, OTHER THAN STATEMENTS MADE BY THE DEVELOPER IN AN OFFICIAL
RELEASE, OR FILED WITH THE MUNICIPAL SECURITIES RULEMAKING BOARD, ARE NOT AUTHORIZED BY THE DEVELOPER. THE DEVELOPER IS NOT RESPONSIBLE FOR THE
ACCURACY, COMPLETENESS OR FAIRNESS OF ANY SUCH UNAUTHORIZED STATEMENTS.
THE DEVELOPER HAS NO OBLIGATION TO UPDATE THIS PERIODIC REPORT OTHER THAN AS EXPRESSLY PROVIDED IN THE DISCLOSURE CERTIFICATE.
Dated:
TH East Ranch Dublin LLC,,
a California limited liability company
[DO NOT SIGN – FORM]
By:
Name:
Title:
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APPENDIX F
SUMMARY OF CERTAIN PROVISIONS OF FISCAL AGENT AGREEMENT The following contains a brief summary of certain provisions of the Fiscal Agent Agreement not found in the main body of the Official Statement. Investors are hereby directed to obtain a complete copy of the Fiscal Agent Agreement, which is available from the City or the Fiscal Agent upon request.
Certain Definitions
“Administrative Expenses” means any or all of the following: the fees and expenses of the Fiscal Agent (including, but not limited to, any fees or expenses of its counsel), the expenses of the City in carrying out its duties hereunder (including, but not limited to, the levying and collection of the Special Taxes, and the foreclosure of the liens of delinquent Special Taxes) including the fees and expenses of its counsel, an allocable share of the salaries of City staff directly related thereto and a proportionate amount of City general administrative overhead related thereto, any amounts paid by the City from its general funds pursuant to the Agreement, and all other costs and expenses of the City or the Fiscal Agent incurred in connection with the issuance and administration of the Bonds and/or the discharge of their respective duties hereunder (including, but not limited to, the calculation of the levy of the Special Taxes, foreclosures with respect to delinquent taxes, and the calculation of amounts subject to rebate to the United States) and, in the case of the City, in any way related to the administration of the District. Administrative Expenses shall include any such expenses incurred in prior years but not yet paid, and any advances of funds by the City under the Agreement. “Agreement” means this Fiscal Agent Agreement, as it may be amended or supplemented from time to time by any Supplemental Agreement. “Annual Debt Service” means, for each Bond Year and each series of Outstanding Bonds, the sum of (i) the interest due on the respective series of Outstanding Bonds in such Bond Year, assuming that such Outstanding Bonds are retired as scheduled, and (ii) the principal amount of the respective series of Outstanding Bonds, including any mandatory sinking fund payments, due in such Bond Year.
“Authorized Officer” means the City Manager, Assistant City Manager, Finance Director of the City, or any other Person authorized by the City to perform an act or sign a document on behalf of the City for purposes of this Agreement.
“Bond Counsel” means (i) Jones Hall LLP or (ii) any other attorney or firm of attorneys acceptable to the City and nationally recognized for expertise in rendering opinions as to the legality and tax-exempt status of securities issued by public entities. “Bond Year” means each twelve-month period beginning on September 2 in any year and extending to the next succeeding September 1, both dates inclusive. “Business Day” means any day other than (i) a Saturday or a Sunday or (ii) a day on which banking institutions in the state in which the Principal Office of the Fiscal Agent is located are authorized or obligated by law or executive order to be closed.
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“CDIAC” means the California Debt and Investment Advisory Commission of the office of the California State Treasurer or any successor agency or bureau thereto. “City” means the City of Dublin, California, and any successor thereto. “Closing Date” the date upon which there is a physical delivery of the Bonds in exchange for the amount representing the purchase price of the Bonds by the Original Purchaser. “Code” means the Internal Revenue Code of 1986 as in effect on the date of issuance of the Bonds or (except as otherwise referenced herein) as it may be amended to apply to obligations issued on the date of issuance of the Bonds, together with applicable temporary and final regulations promulgated, and applicable official public guidance published, under the Code. “Continuing Disclosure Certificate” means the Continuing Disclosure Certificate, dated as of the Closing Date, executed by the City and Willdan Financial Services, in its capacity as Dissemination Agent, as originally executed and as it may be amended from time to time in accordance with the terms thereof.
“Cost of Issuance” means items of expense payable or reimbursable directly or indirectly by the City and related to the authorization, sale and issuance of the Bonds, which items of expense shall include, but not be limited to, printing costs, costs of reproducing and binding documents, closing costs, filing and recording fees, initial fees, expenses and charges of the Fiscal Agent, including its first annual administration fee, and expenses and fees of counsel to the Fiscal Agent, expenses incurred by the City in connection with the issuance of the Bonds, financial advisor fees, Bond (underwriter’s) discount or underwriting fee, legal fees and charges, including bond counsel, charges for execution, transportation and safekeeping of the Bonds and other costs, charges and fees in connection with the foregoing. “DTC” means the Depository Trust Company, and its successors and assigns. “Debt Service” means the scheduled amount of interest and amortization of principal payable on the Bonds during the period of computation, excluding amounts scheduled during such period which relate to principal which has been retired before the beginning of such period. “Depository” means (i) initially, DTC, and (ii) any other Securities Depository acting as Depository pursuant to the Agreement.
“District” the City of Dublin Community Facilities District No. 2023-1 (East Ranch) formed pursuant to the Resolution of Formation.
“Fair Market Value” means the price at which a willing buyer would purchase the investment from a willing seller in a bona fide, arm’s length transaction (determined as of the date the contract to purchase or sell the investment becomes binding) if the investment is traded on an established securities market (within the meaning of Section 1273 of the Code) and, otherwise, the term “Fair Market Value” means the acquisition price in a bona fide arm’s length transaction (as referenced above) if (i) the investment is a certificate of deposit that is acquired in accordance with applicable regulations under the Code, (ii) the investment is an agreement with specifically negotiated withdrawal or reinvestment provisions and a specifically negotiated interest rate (for example, a guaranteed investment contract, a forward supply contract or other investment agreement) that is acquired in accordance with applicable regulations under the Code, (iii) the investment is a United States Treasury Security—State and Local Government Series that is Attachment 4
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acquired in accordance with applicable regulations of the United States Bureau of Public Debt, or (iv) the investment is the Local Agency Investment Fund of the State of California, but only if at all times during which the investment is held its yield is reasonably expected to be equal to or greater than the yield on a reasonably comparable direct obligation of the United States. “Federal Securities” means any of the following which are non-callable and which at the time of investment are legal investments under the laws of the State of California for funds held by the Fiscal Agent (the Fiscal Agent entitled to rely upon investment direction from the City as a certification that such investment constitutes a legal investment):
(i) Direct general obligations of the United States of America (including obligations issued or held in book-entry form on the books of the United States Department of the Treasury) and obligations, the payment of principal of and interest on which are directly or indirectly guaranteed by the United States of America, including, without limitation, such of the foregoing which are commonly referred to as “stripped” obligations and coupons; or
(ii) Any of the following obligations of the following agencies of the United States of America: (a) direct obligations of the Export-Import Bank, (b) certificates of beneficial ownership issued by the Farmers Home Administration, (c) participation certificates issued by the General Services Administration, (d) mortgage-backed bonds or passthrough obligations issued and guaranteed by the Government National Mortgage Association, (e) project notes issued by the United States Department of Housing and Urban Development, and (f) public housing notes and bonds guaranteed by the United States of America.
“Fiscal Agent” means the Fiscal Agent appointed by the City and acting as an independent fiscal agent with the duties and powers herein provided, its successors and assigns, and any other corporation or association which may at any time be substituted in its place, as provided in the Agreement.
“Fiscal Year” means the twelve-month period extending from July 1 in a calendar year to June 30 of the succeeding year, both dates inclusive.
“Information Services” means “EMMA” or the “Electronic Municipal Market Access” system of the Municipal Securities Rulemaking Board; or, in accordance with then-current guidelines of the Securities and Exchange Commission, such other services providing information with respect to called bonds as the City may designate in an Officer’s Certificate delivered to the Fiscal Agent.
“Maximum Annual Debt Service” means, for each series of Outstanding Bonds, the largest Annual Debt Service for any Bond Year after the calculation is made through the final maturity date of the respective series of Outstanding Bonds. “Officer’s Certificate” means a written certificate of the City signed by an Authorized Officer of the City.
“Ordinance” means any ordinance of the City levying the Special Taxes. “Original Purchaser” means, with respect to each series of Bonds, the first purchaser of such Bonds from the City.
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“Outstanding,” when used as of any particular time with reference to Bonds, means (subject to the provisions of the Agreement) all Bonds except (i) Bonds theretofore canceled by the Fiscal Agent or surrendered to the Fiscal Agent for cancellation; (ii) Bonds paid or deemed to have been paid within the meaning of the Agreement; and (iii) Bonds in lieu of or in substitution for which other Bonds shall have been authorized, executed, issued and delivered by the City pursuant to the Agreement or any Supplemental Agreement. “Owner” or “Bondowner” means any person who shall be the registered owner of any Outstanding Bond.
“Participating Underwriter” shall have the meaning ascribed thereto in the Continuing Disclosure Certificate.
“Permitted Investments” means any of the following, to the extent that they are lawful investments for City funds at the time of investment, and are acquired at Fair Market Value (the Fiscal Agent is entitled to rely upon investment direction from the City as a certification that such investment constitutes a legal investment):
(i) Federal Securities;
(ii) any of the following obligations of federal agencies not guaranteed by the United States of America: (a) debentures issued by the Federal Housing Administration; (b) participation certificates or senior debt obligations of the Federal Home Loan Mortgage Corporation or Farm Credit Banks (consisting of Federal Land Banks, Federal Intermediate Credit Banks or Banks for Cooperatives); (c) bonds or debentures of the Federal Home Loan Bank Board established under the Federal Home Loan Bank Act, bonds of any federal home loan bank established under said act and stocks, bonds, debentures, participations and other obligations of or issued by the Federal National Mortgage Association, the Student Loan Marketing Association, the Government National Mortgage Association and the Federal Home Loan Mortgage Corporation; and (d) bonds, notes or other obligations issued or assumed by the International Bank for Reconstruction and Development;
(iii) interest-bearing demand or time deposits (including certificates of deposit) in federal or State of California chartered banks (including the Fiscal Agent and its affiliates), provided that (a) in the case of a savings and loan association, such demand or time deposits shall be fully insured by the Federal Deposit Insurance Corporation, or the unsecured obligations of such savings and loan association shall be rated in one of the top two rating categories by a nationally recognized rating service, and (b) in the case of a bank, such demand or time deposits shall be fully insured by the Federal Deposit Insurance Corporation, or the unsecured obligations of such bank (or the unsecured obligations of the parent bank holding company of which such bank is the lead bank) shall be rated in one of the top two rating categories by a nationally recognized rating service;
(iv) repurchase agreements with a registered broker/dealer subject to the Securities Investors Protection Corporation Liquidation in the event of insolvency, or any commercial bank provided that: (a) the unsecured obligations of such bank shall be rated in one of the top two rating categories by a nationally recognized rating service, or such bank shall be the lead bank of a banking holding company whose unsecured obligations Attachment 4
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are rated in one of the top two rating categories by a nationally recognized rating service; (b) the most recent reported combined capital, surplus an undivided profits of such bank shall be not less than $100 million; (c) the repurchase obligation under any such repurchase obligation shall be required to be performed in not more than thirty (30) days; (d) the entity holding such securities as described in clause (c) shall have a pledged first security interest therein for the benefit of the Fiscal Agent under the California Commercial Code or pursuant to the book-entry procedures described by 31 C.F.R. 306.1 et seq. or 31 C.F.R. 350.0 et seq. and are rated in one of the top two rating categories by a nationally recognized rating service;
(v) bankers’ acceptances endorsed and guaranteed by banks described in clause (iv) above;
(vi) obligations, the interest on which is exempt from federal income taxation under Section 103 of the Code and which are rated in the one of the top two rating categories by a nationally recognized rating service;
(vii) money market funds which invest solely in Federal Securities or in obligations described in the preceding clause (ii) of this definition, or money market funds which are rated in the highest rating category by Standard & Poor’s Ratings Services or Moody’s Investor Service, including such funds for which the Fiscal Agent, its affiliates or subsidiaries provide investment advisory or other management services or for which the Fiscal Agent or an affiliate of the Fiscal Agent serves as investment administrator, shareholder servicing agent, and/or custodian or subcustodian, notwithstanding that (a) the Fiscal Agent or an affiliate of the Fiscal Agent receives and retains a fee for services provided to the fund, (b) the Fiscal Agent collects fees for services rendered pursuant to this Agreement, which fees are separate from the fees received from such funds, and (c) services performed for such funds and pursuant to this Agreement may at times duplicate those provided to such funds by the Fiscal Agent or an affiliate of the Fiscal Agent; (viii) units of a taxable government money market portfolio comprised solely of obligations listed in (i) and (iv) above, such funds for which the Fiscal Agent, its affiliates or subsidiaries provide investment advisory or other management services or for which the Fiscal Agent or an affiliate of the Fiscal Agent serves as investment administrator, shareholder servicing agent, and/or custodian or subcustodian, notwithstanding that (a) the Fiscal Agent or an affiliate of the Fiscal Agent receives and retains a fee for services provided to the fund, (b) the Fiscal Agent collects fees for services rendered pursuant to this Agreement, which fees are separate from the fees received from such funds, and (c) services performed for such funds and pursuant to this Agreement may at times duplicate those provided to such funds by the Fiscal Agent or an affiliate of the Fiscal Agent; (ix) any investment which is a legal investment for proceeds of the Bonds at the time of the execution of such agreement, and which investment is made pursuant to an agreement between the City or the Fiscal Agent or any successor Fiscal Agent and a financial institution or governmental body whose long term debt obligations are rated in one of the top two rating categories by a nationally recognized rating service; (x) commercial paper which at the time of purchase is of “prime” quality of the highest ranking or of the highest letter and numerical rating as provided for by Moody’s Investors Service, or Standard and Poor’s Corporation, of issuing corporations that are organized and operating within the United States and having total assets in excess of five Attachment 4
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hundred million dollars ($500,000,000) and having an “AA” or higher rating for the issuer’s debentures, other than commercial paper, as provided for by Moody’s Investors Service or Standard and Poor’s Corporation, and provided that purchases of eligible commercial paper may not exceed 180 days maturity nor represent more than 10 percent of the outstanding paper of an issuing corporation;
(xi) any general obligation of a bank or insurance company whose long term debt obligations are rated in one of the two highest rating categories of a national rating service;
(xii) shares in a common law trust established pursuant to Title 1, Division 7, Charter 5 of the Government Code of the State which invests exclusively in investments permitted by Section 53635 of Title 5, Division 2, Chapter 4 of the Government Code of the State, as it may be amended;
(xiii) shares in the California Asset Management Program; or (xiii) the Local Agency Investment Fund established pursuant to Section 16429.1 of the Government Code of the State of California, provided, however, that the Fiscal Agent shall be permitted to make investments and withdrawals in its own name and the Fiscal Agent may restrict investments in the such fund if necessary to keep moneys available for the purposes of this Fiscal Agent Agreement. (xiv) any other lawful investment for City funds.
“Prepayment” means moneys received by the City from the prepayment of Special Taxes as provided in the Special Tax Formula.
“Principal Office” means the corporate trust office of the Fiscal Agent set forth in the Agreement, or such other or additional offices as may be designated by the Fiscal Agent. “Project” means the acquisition and/or construction of the authorized facilities for the District described in the Resolution of Formation, including Administrative Expenses related thereto.
“Qualified Reserve Fund Credit Instrument” means an irrevocable standby or direct-pay letter of credit or surety bond issued by a commercial bank or insurance company and deposited with the Fiscal Agent, provided that all of the following requirements are met: (i) the long-term credit rating of such bank or insurance company is rated in the top two categories (without regard to modifier) by S&P or Moody’s at the time of issuance; (ii) such letter of credit or surety bond has a term of at least 12 months; (iii) such letter of credit or surety bond has a stated amount at least equal to the portion of the Reserve Requirement being met by such instrument or with respect to which funds are proposed to be released pursuant to the Fiscal Agent Agreement; and (iv) the Fiscal Agent is authorized pursuant to the terms of such letter of credit or surety bond to draw thereunder an amount equal to any deficiencies which may exist from time to time in the Bond Fund for the purpose of making payments required pursuant to the Fiscal Agent Agreement.
“Record Date” means the 15th day of the month preceding an Interest Payment Date, whether or not such day is a Business Day.
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“Regulations” means temporary and permanent regulations promulgated under the Code. “Resolution of Formation” means Resolution No. 121-23, adopted by the City Council of the City on December 5, 2023, establishing the District. “Securities Depositories” means DTC; and, in accordance with then current guidelines of the Securities and Exchange Commission, such other addresses and/or such other securities depositories as the City may designate in an Officer’s Certificate delivered to the Fiscal Agent. “Special Tax Formula” means the “Rate, Method of Apportionment, and Manner of Collection of Special Tax for City of Dublin Community Facilities District No. 2023-1 (East Ranch),” approved by the qualified electors in the District on December 5, 2023, and as it may be amended in the future.
“Supplemental Agreement” means an agreement the execution of which is authorized by a resolution which has been duly adopted by the City under the Act and which agreement is amendatory of or supplemental to this Agreement, but only if and to the extent that such agreement is specifically authorized hereunder.
Bond Fund
Establishment. There is established as a separate fund to be held by the Fiscal Agent the Creekview Phase 5 Community Facilities District No. 1 (Public Facilities) Special Tax Bonds Bond Fund, to the credit of which deposits shall be made as required by the Agreement, or the Act. Within the Bond Fund, the Fiscal Agent shall establish and maintain a Capitalized Interest Account, to the credit of which deposit shall be made as required by the Agreement. Moneys in the Bond Fund shall be held in trust by the Fiscal Agent for the benefit of the Owners of the Bonds, shall be disbursed for the payment of the principal of, and interest and any premium on, the Bonds as provided below, and, pending such disbursement, shall be subject to a lien in favor of the Owners of the Bonds.
Within the Bond Fund there is hereby established the Prepayment Account, which shall be used exclusively for the administration of any prepayments of Special Taxes to assure the timely redemption of Bonds. Monies in the Prepayment Account shall be used to redeem Bonds on the redemption date specified in the notice to the Fiscal Agent given pursuant to the Agreement. In the event all of the Special Taxes are prepaid in full, the Prepayment Account shall be closed.
Disbursements. On each Interest Payment Date, the Fiscal Agent shall withdraw from the Bond Fund and pay to the Owners of the Bonds the principal of, and interest and any premium, then due and payable on the Bonds, including any amounts due on the Bonds by reason of the sinking payments set forth in the Agreement, provided however, that so long as monies remain in the Capitalized Interest Account of the Bond Fund, the Fiscal Agent shall first withdraw from such Capitalized Interest Account for payment to the Owners of the respective Bonds the interest then due and payable on such Bonds.
In the event that amounts in the Bond Fund are insufficient to pay regularly scheduled payments of principal of and interest on any Series of Bonds, the Fiscal Agent shall withdraw from the respective reserve account within the Reserve Fund established for such Series of Bonds to the extent of any funds therein, the amount of such insufficiency, and the Fiscal Agent shall provide written notice to the Finance Director of the amounts so withdrawn from the Attachment 4
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Reserve Fund. Amounts so withdrawn from the Reserve Fund shall be deposited in the Bond Fund.
If, after the foregoing transfer, there are insufficient funds in the Bond Fund to make the payments provided for to pay regularly scheduled payments of principal of and interest on the Bonds, the Fiscal Agent shall apply the available funds first to the payment of interest on the Bonds, then to the payment of principal due on the Bonds other than by reason of sinking payments, and then to payment of principal due on the Bonds by reason of sinking payments.
Any sinking payment not made as scheduled shall be added to the sinking payment to be made on the next sinking payment date.
Investment. Moneys in the Bond Fund shall be invested and deposited in accordance with the Agreement. Interest earnings and profits resulting from such investment and deposit shall be retained in the Bond Fund to be used for the purposes of such fund.
Deficiency. If ten days before any Interest Payment Date it appears to the Fiscal Agent that there is a danger of deficiency in the Bond Fund and that the Fiscal Agent may be unable to pay regularly scheduled debt service on the Bonds in a timely manner, the Fiscal Agent shall report to the Finance Director such fact. The City covenants to increase the levy of the Special Taxes in the next Fiscal Year (subject to the maximum amount authorized by the Resolution of Formation) in accordance with the procedures set forth in the Act for the purpose of curing Bond Fund deficiencies.
If on any Interest Payment Date the Fiscal Agent is unable to pay principal, interest and premium, if any, due on any Interest Payment Date for the Bonds due to insufficient funds in the Bond Fund, or if funds are withdrawn from the Reserve Fund to pay principal and/or interest on the Bonds the Fiscal Agent shall notify the Finance Director in writing of such fact, and the Treasurer or Finance Director shall notify CDIAC of such fact within 10 days of such Interest Payment Date. The Fiscal Agent has no obligation under the Agreement to provide notice or disclosure to the Bondowners of insufficient funds or anticipation of deficiency in the Bond Fund.
Certain Covenants
Punctual Payment. The City will punctually pay or cause to be paid the principal of, and interest and any premium on, the Bonds when and as due in strict conformity with the terms of the Agreement, and it will faithfully observe and perform all of the conditions covenants and requirements of the Agreement and all Supplemental Agreements and of the Bonds.
Extension of Time for Payment. In order to prevent any accumulation of claims for interest after maturity, the City shall not, directly or indirectly, extend or consent to the extension of the time for the payment of any claim for interest on any of the Bonds and shall not, directly or indirectly, be a party to the approval of any such arrangement by purchasing or funding said claims for interest or in any other manner. In case any such claim for interest shall be extended or funded, whether or not with the consent of the City, such claim for interest so extended or funded shall not be entitled, in case of default under the Agreement, to the benefits of the Agreement, except subject to the prior payment in full of the principal of all of the Bonds then Outstanding and of all claims for interest which shall not have been so extended or funded.
Against Encumbrances. The City will not encumber, pledge or place any charge or lien upon any of the Special Tax Revenues or other amounts pledged to the Bonds superior to or on Attachment 4
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a parity with the pledge and lien herein created for the benefit of the Bonds, except as permitted by the Agreement.
Books and Accounts. The City will keep, or cause to be kept, proper books of record and accounts, separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the expenditure of amounts disbursed from the Special Tax Fund and to the Special Tax Revenues. Such books of record and accounts shall at all times during business hours be subject to the inspection of the Fiscal Agent and the Owners of not less than 10% of the principal amount of the Bonds then Outstanding, or their representatives duly authorized in writing.
The Fiscal Agent will keep, or cause to be kept, proper books of record and accounts, separate from all other records and accounts of the Fiscal Agent, in which complete and correct entries shall be made of all transactions relating to the expenditure of amounts disbursed from the Bond Fund, the Reserve Fund and the Costs of Issuance Fund. Such books of record and accounts shall at all times during business hours and upon reasonable prior notice, be subject to the inspection of the City and the Owners of not less than 10% of the principal amount of the Bonds then Outstanding, or their representatives duly authorized in writing.
Protection of Security and Rights of Owners. The City will preserve and protect the security of the Bonds and the rights of the Owners, and will warrant and defend their rights against all claims and demands of all persons. From and after the delivery of any of the Bonds by the City, the Bonds shall be incontestable by the City.
Compliance with Law; Completion of Project. The City will comply with all applicable provisions of the Act and the law in completing the acquisition and construction of the Project; provided that the City shall have no obligation to advance any funds to complete the Project in excess of the amounts available therefor in the Improvement Fund.
Collection of Special Tax Revenues. The City shall comply with all requirements of the Act so as to assure the timely collection of Special Tax Revenues, including without limitation, the enforcement of delinquent Special Taxes. On or within 5 Business Days of each June 1, the Fiscal Agent shall provide the Finance Director with a notice stating the amount then on deposit in the Bond Fund and the reserve accounts of the Reserve Fund. The receipt of such notice by the Finance Director shall in no way affect the obligations of the Finance Director under the following two paragraphs. Upon receipt of such notice, the Finance Director shall ascertain the relevant parcels on which the Special Taxes are to be levied, taking into account any parcel splits during the preceding and then current year.
The City shall effect the levy of the Special Taxes each Fiscal Year in accordance with the Ordinance such that the computation of the levy is complete before the final date on which the County Auditor will accept the transmission of the Special Tax amounts for the parcels within the District for inclusion on the next secured real property tax roll. Upon the completion of the computation of the amounts of the levy, the City shall prepare or cause to be prepared, and shall transmit to the Finance Director, such data as the County Auditor requires to include the levy of the Special Taxes on the next secured real property tax roll.
The City shall fix and levy the amount of Special Taxes within the District required for the payment of principal of and interest on any outstanding Bonds of the District becoming due and payable during the ensuing Bond Year, including any necessary replenishment or expenditure of amounts in the Reserve Fund and an amount estimated to be sufficient to pay the Administrative Attachment 4
478
F-10
Expenses during such year, all in accordance with the Special Tax Formula and the Ordinance.
In any event, the Special Taxes so levied shall not exceed the authorized amounts as provided in the proceedings pursuant to the Resolution of Formation.
The Special Taxes shall be payable and be collected in the same manner and at the same time and in the same installment as the general taxes on real property are payable, and have the same priority, become delinquent at the same times and in the same proportionate amounts and bear the same proportionate penalties and interest after delinquency as do the general taxes on real property. Notwithstanding the foregoing, the Special Taxes may be collected in such other manner as the City shall prescribe if necessary to pay the debt service on the Bonds.
Private Activity Bond Limitation. The City shall assure that the proceeds of the Bonds are not so used as to cause the Bonds to satisfy the private business tests of Section 141(b) of the Code or the private loan financing test of Section 141(c) of the Code.
Federal Guarantee Prohibition. The City shall not take any action or permit or suffer any action to be taken if the result of the same would be to cause any of the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Code.
No Arbitrage. The City shall not take, or permit or suffer to be taken by the Fiscal Agent or otherwise, any action with respect to the gross proceeds of the Bonds which if such action had been reasonably expected to have been taken, or had been deliberately and intentionally taken, on the Closing Date would have caused the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and Regulations.
Maintenance of Tax-Exemption. The City shall take all actions necessary to assure the exclusion of interest on the Bonds from the gross income of the Owners of the Bonds to the same extent as such interest is permitted to be excluded from gross income under the Code as in effect on the date of issuance of the Bonds.
Yield of the Bonds. In determining the yield of the Bonds to comply with the Agreement, the City will take into account redemption (including premium, if any) in advance of maturity based on the reasonable expectations of the City, as of the Closing, without regard to whether or not redemption moneys are received or Bonds are redeemed.
Further Assurances. The City will adopt, make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of the Agreement, and for the better assuring and confirming unto the Owners of the rights and benefits provided in the Agreement.
Investment of Funds
Deposit and Investment of Moneys in Funds. Subject in all respects to the provisions of the Agreement, moneys in any fund or account created or established by the Agreement and held by the Fiscal Agent, shall be invested by the Fiscal Agent in Permitted Investments, as directed pursuant to an Officer's Certificate filed with the Fiscal Agent at least 2 Business Days in advance of the making of such investments. In the absence of any such Officer's Certificate, the Fiscal Agent shall invest any such moneys in Permitted Investments described in clause (vii) of the definition thereof which by their terms mature prior to the date on which such moneys are required to be paid out under the Agreement provided, however, that any such investment shall be made by the Fiscal Agent only if, prior to the date on which such investment is to be made, the Fiscal Attachment 4
479
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Agent shall have received an Officer’s Certificate specifying a specific money market fund and, if no such an Officer’s Certificate is so received, the Fiscal Agent shall hold such moneys uninvested and notify the Treasurer or Finance Director that it is doing so until further direction is received from the Treasurer or Finance Director. Subject in all respects to the provisions of the Agreement, moneys in any fund or account created or established by the Agreement and held by the Treasurer or Finance Director shall be invested by the Treasurer or Finance Director in any lawful investments that the City may make, which by their terms mature prior to the date on which such moneys are required to be paid out under the Agreement. Obligations purchased as an investment of moneys in any fund shall be deemed to be part of such fund or account, subject, however, to the requirements of the Agreement for transfer of interest earnings and profits resulting from investment of amounts in funds and accounts.
The Fiscal Agent, Treasurer or Finance Director may act as principal or agent in the acquisition or disposition of any investment. Neither the Fiscal Agent, the Treasurer or the Finance Director shall incur any liability for losses arising from any investments made pursuant to the Agreement. Any losses arising from any investments made pursuant to the Agreement shall be offset against interest earnings and profits retained in the same fund.
Except as otherwise provided in the next sentence, all investments of amounts deposited in any fund or account created by or pursuant to the Agreement, or otherwise containing gross proceeds of the Bonds (within the meaning of Section 148 of the Code), shall be acquired, disposed of, and valued (as of the date that valuation is required by the Agreement or the Code) at Fair Market Value. For purposes of any Fair Market Value determination under the Agreement, the Fiscal Agent shall be entitled to conclusively rely on an Officer's Certificate of the City and shall be fully protected in relying thereon. Investments in funds or accounts (or portions thereof) that are subject to a yield restriction under applicable provisions of the Code and (unless valuation is undertaken at least annually) investments in the Reserve Fund shall be valued by the City at their present value (within the meaning of Section 148 of the Code).
Investments in any and all funds and accounts may be commingled in a separate fund or funds for purposes of making, holding and disposing of investments, notwithstanding provisions in the Agreement for transfer to or holding in or to the credit of particular funds or accounts of amounts received or held by the Fiscal Agent or the Treasurer under the Agreement, provided that the Fiscal Agent or the Treasurer, as applicable, shall at all times account for such investments strictly in accordance with the funds and accounts to which they are credited and otherwise as provided in the Agreement.
The Fiscal Agent or the Treasurer, as applicable, shall sell or present for redemption, any investment security whenever it shall be necessary to provide moneys to meet any required payment, transfer, withdrawal or disbursement from the fund or account to which such investment security is credited and neither the Fiscal Agent nor the Treasurer shall be liable or responsible for any loss resulting from the acquisition or disposition of such investment security in accordance herewith.
The City acknowledges that to the extent regulations of the Comptroller of the Currency or other applicable regulatory entity grant the City the right to receive brokerage confirmations of security transactions as they occur, the City specifically waives receipt of such confirmations to the extent permitted by law. The Fiscal Agent will furnish the City periodic cash transaction statements which include detail for all investment transactions made by the Fiscal Agent under the Agreement.
Attachment 4
480
F-12
The Fiscal Agent
Limited Liability of Fiscal Agent. The recitals of facts, covenants and agreements in the Agreement and in the Bonds contained shall be taken as statements, covenants and agreements of the City, and the Fiscal Agent assumes no responsibility for the correctness of the same, or makes any representations as to the validity or sufficiency of the Agreement or of the Bonds, or shall incur any responsibility in respect thereof, other than in connection with the duties or obligations in the Agreement or in the Bonds assigned to or imposed upon it. The Fiscal Agent shall not be liable in connection with the performance of its duties under the Agreement, except for its own negligence or willful default. The Fiscal Agent assumes no responsibility or liability for any information, statement or recital in any offering memorandum or other disclosure material prepared or distributed with respect to the issuance of the Bonds. The Fiscal Agent has no liability regarding the use of the proceeds from the purchase of the Bonds deposited in funds held by the City.
In the absence of bad faith, the Fiscal Agent may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Fiscal Agent and conforming to the requirements of the Agreement, including all Officer's Certificates of the City meeting such requirements; but in the case of any such certificates or opinions by which any provision hereof are specifically required to be furnished to the Fiscal Agent, the Fiscal Agent shall be under a duty to examine the same to determine whether or not they conform to the requirements of the Agreement. Except as provided above in this paragraph, the Fiscal Agent shall be protected and shall incur no liability in acting or proceeding, or in not acting or not proceeding, in good faith, reasonably and in accordance with the terms of the Agreement, upon any resolution, order, notice, request, consent or waiver, certificate, statement, affidavit, or other paper or document which it shall in good faith reasonably believe to be genuine and to have been adopted or signed by the proper person or to have been prepared and furnished pursuant to any provision of the Agreement, and the Fiscal Agent shall not be under any duty to make any investigation or inquiry as to any statements contained or matters referred to in any such instrument.
The Fiscal Agent shall not be liable for any error of judgment made in good faith by a responsible officer unless it shall be proved that the Fiscal Agent was negligent in ascertaining the pertinent facts.
No provision of the Agreement shall require the Fiscal Agent to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties under the Agreement, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it.
The Fiscal Agent shall be under no obligation to exercise any of the rights or powers vested in it by the Agreement at the request or direction of any of the Owners pursuant to the Agreement unless such Owners shall have offered to the Fiscal Agent reasonable security or indemnity against the costs, expenses and liabilities which might be incurred by it in compliance with such request or direction.
The Fiscal Agent shall not be considered in breach of or in default in its obligations under the Agreement or progress in respect thereto in the event of unavoidable delay in the performance of such obligations due to unforeseeable causes beyond its control and without its fault or negligence, including, but not limited to, Acts of God or of the public enemy or terrorists, acts of a Attachment 4
481
F-13
government, acts of the other party, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, earthquakes, explosion, mob violence, riot, inability to procure or general sabotage or rationing of labor, equipment, facilities, sources of energy, material or supplies in the open market, litigation or arbitration involving a party or others relating to zoning or other governmental action or inaction pertaining to the project, malicious mischief, condemnation, and unusually severe weather or delays of suppliers or subcontractors due to such causes or any similar event and/or occurrences beyond the control of the Fiscal Agent.
The Fiscal Agent may become the owner of the Bonds with the same rights it would have if it were not the Fiscal Agent. The Fiscal Agent shall not be concerned with or accountable to anyone for the subsequent use or application of any moneys which shall be released or withdrawn in accordance with the provisions of the Agreement. The permissive right of the Fiscal Agent to do things enumerated in the Agreement shall not be construed as a duty and it shall not be answerable for other than its negligence or willful misconduct.
Notice to Fiscal Agent. The Fiscal Agent may rely and shall be protected in acting or refraining from acting upon any Officer’s Certificate, notice, resolution, request, consent, order, certificate, report, facsimile transmission, electronic mail, warrant, Bond or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or proper parties and given in accordance with the requirements of the Agreement. The Fiscal Agent may execute any of the powers under the Agreement or perform any duties either directly or by or through agents or attorneys and the Fiscal Agent shall not be responsible for any misconduct or negligence on the part of any agent or attorney appointed with due care by it hereunder. The Fiscal Agent may consult with counsel, who may be counsel to the City, with regard to legal questions, and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by it hereunder in good faith and in accordance with the Agreement.
The Fiscal Agent shall have the right to accept and act upon instructions, including funds transfer instructions (“Instructions”) given pursuant to this Agreement and delivered using Electronic Means by an Authorized Officer (or his or her designee) (“Electronic Means” shall mean the following communications methods: e-mail, facsimile transmission, secure electronic transmission containing applicable authorization codes, passwords and/or authentication keys issued by the Fiscal Agent, or another method or system specified by the Fiscal Agent as available for use in connection with its services hereunder); provided, however, that the City shall provide to the Fiscal Agent an incumbency certificate for each person with the authority to provide such Instructions and containing specimen signatures of such persons, which incumbency certificate shall be amended by the City whenever a person is to be added or deleted from the listing. If the City elects to give the Fiscal Agent Instructions using Electronic Means and the Fiscal Agent in its discretion elects to act upon such Instructions, the Fiscal Agent’s understanding of such Instructions shall be deemed controlling. The City understands and agrees that the Fiscal Agent cannot determine the identity of the actual sender of such Instructions and that the Fiscal Agent shall conclusively presume that directions that purport to have been sent by an Authorized Officer (or designee) listed on the incumbency certificate provided to the Fiscal Agent have been sent by such Authorized Officer (or designee). The City shall be responsible for ensuring that only Authorized Officers (or their designees) transmit such Instructions to the Fiscal Agent and that the City is solely responsible to safeguard the use and confidentiality of applicable user and authorization codes, passwords and/or authentication keys upon receipt by the City. The Fiscal Agent shall not be liable for any losses, costs or expenses arising directly or indirectly from the Fiscal Agent’s reliance upon and compliance with such Instructions notwithstanding such directions conflict or are inconsistent with a subsequent written instruction. The City agrees: (i) Attachment 4
482
F-14
to assume all risks arising out of the use of Electronic Means to submit Instructions to the Fiscal Agent, including without limitation the risk of the Fiscal Agent acting on unauthorized Instructions, and the risk of interception and misuse by third parties; (ii) that it is fully informed of the protections and risks associated with the various methods of transmitting Instructions to the Fiscal Agent and that there may be more secure methods of transmitting Instructions than the method(s) selected by the City; (iii) that the security procedures (if any) to be followed in connection with its transmission of Instructions provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances; and (iv) to notify the Fiscal Agent immediately upon learning of any compromise or unauthorized use of the security procedures.
Compensation, Indemnification. The City shall pay to the Fiscal Agent from time to time reasonable compensation for all services rendered as Fiscal Agent under the Agreement, and also all reasonable expenses, charges, counsel fees and other disbursements, including those of their attorneys, agents and employees, incurred in and about the performance of their powers and duties under the Agreement, but the Fiscal Agent shall not have a lien therefor on any funds at any time held by it under the Agreement. The City further agrees, to the extent permitted by applicable law, to indemnify and save the Fiscal Agent, its officers, employees, directors and agents harmless against any costs, claims, expenses or liabilities, including, without limitation, fees and expenses of its attorneys which it may incur in the exercise and performance of its powers and duties under the Agreement which are not due to its negligence or willful misconduct.
This obligation of the City shall survive resignation or removal of the Fiscal Agent under the Agreement and payment of the Bonds and discharge of the Agreement.
Amendments
Amendments Permitted. The Agreement and the rights and obligations of the City and of the Owners of the Bonds may be modified or amended at any time by a Supplemental Agreement pursuant to the affirmative vote at a meeting of Owners, or with the written consent without a meeting, of the Owners of at least 60% in aggregate principal amount of the Bonds then Outstanding, exclusive of Bonds disqualified as provided in the Agreement. No such modification or amendment shall (i) extend the maturity of any Bond or reduce the interest rate thereon, or otherwise alter or impair the obligation of the City to pay the principal of, and the interest and any premium on, any Bond, without the express consent of the Owner of such Bond, or (ii) permit the creation by the City of any pledge or lien upon the Special Taxes superior to or on a parity with the pledge and lien created for the benefit of the Bonds (except as otherwise permitted by the Act, the laws of the State of California or the Agreement), or reduce the percentage of Bonds required for the amendment hereof. No such amendment may modify any of the rights or obligations of the Fiscal Agent without its written consent.
The Agreement and the rights and obligations of the City and of the Owners may also be modified or amended at any time by a Supplemental Agreement, without the consent of any Owners, only to the extent permitted by law and only for any one or more of the following purposes:
(A) to add to the covenants and agreements of the City in the Agreement contained, other covenants and agreements thereafter to be observed, or to limit or surrender any right or power in the Agreement reserved to or conferred upon the City; (B) to make modifications not adversely affecting any outstanding series of Bonds of the City in any material respect, including to effectuate the issuance of Additional Bonds in accordance with the Agreement;
Attachment 4
483
F-15
(C) to make such provisions for the purpose of curing any ambiguity, or of curing, correcting or supplementing any defective provision contained in the Agreement, or in regard to questions arising under the Agreement, as the City and the Fiscal Agent may deem necessary or desirable, and which shall not adversely affect the rights of the Owners of the Bonds; or
(D) to make such additions, deletions or modifications as may be necessary or desirable to assure compliance with Section 148 of the Code relating to required rebate of excess investment earnings to the United States or otherwise as may be necessary to assure exclusion from gross income for federal income tax purposes of interest on the Bonds or to conform with the Regulations.
No such amendment may modify any of the rights or obligations of the Fiscal Agent without its written consent.
Owners' Meetings. The City may at any time call a meeting of the Owners. In such event the City is authorized to fix the time and place of said meeting and to provide for the giving of notice thereof and to fix and adopt rules and regulations for the conduct of said meeting.
Procedure for Amendment with Written Consent of Owners. The City and the Fiscal Agent may at any time enter into a Supplemental Agreement amending the provisions of the Bonds or of the Agreement or any Supplemental Agreement, to the extent that such amendment is permitted by the Agreement, to take effect when and as provided. A copy of such Supplemental Agreement, together with a request to Owners for their consent thereto, if such consent is required under the Agreement, shall be mailed by first class mail, by the Fiscal Agent to each Owner of Bonds Outstanding, but failure to mail copies of such Supplemental Agreement and request shall not affect the validity of the Supplemental Agreement when assented to as in the Agreement provided.
If consent of the Owners is required, such Supplemental Agreement shall not become effective unless there shall be filed with the Fiscal Agent the written consents of the Owners of at least 60% in aggregate principal amount of the Bonds then Outstanding (exclusive of Bonds disqualified as provided in the Agreement) and a notice shall have been mailed as hereinafter provided. Each such consent shall be effective only if accompanied by proof of ownership of the Bonds for which such consent is given, which proof shall be such as is permitted by the Agreement. Any such consent shall be binding upon the Owner of the Bonds giving such consent and on any subsequent Owner (whether or not such subsequent Owner has notice thereof) unless such consent is revoked in writing by the Owner giving such consent or a subsequent Owner by filing such revocation with the Fiscal Agent prior to the date when the notice hereinafter provided for has been mailed.
After the Owners of the required percentage of Bonds shall have filed their consents to the Supplemental Agreement, the City shall mail a notice to the Owners in the manner hereinbefore provided for the mailing of the Supplemental Agreement, stating in substance that the Supplemental Agreement has been consented to by the Owners of the required percentage of Bonds and will be effective as provided (but failure to mail copies of said notice shall not affect the validity of the Supplemental Agreement or consents thereto). Proof of the mailing of such notice shall be filed with the Fiscal Agent. A record, consisting of the papers required to be filed with the Fiscal Agent, shall be proof of the matters therein stated until the contrary is proved.
The Supplemental Agreement shall become effective upon the filing with the Fiscal Agent of the Attachment 4
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proof of mailing of such notice, and the Supplemental Agreement shall be deemed conclusively binding (except as otherwise above specifically provided) upon the City and the Owners of all Bonds at the expiration of sixty (60) days after such filing, except in the event of a final decree of a court of competent jurisdiction setting aside such consent in a legal action or equitable proceeding for such purpose commenced within such sixty-day period.
Disqualified Bonds. Bonds owned or held for the account of the City, excepting any pension or retirement fund, shall not be deemed Outstanding for the purpose of any vote, consent or other action or any calculation of Outstanding Bonds provided for in the Agreement, and shall not be entitled to vote upon, consent to, or take any other action provided for in the Agreement. Upon request, the City shall provide an Officer's Certificate to the Fiscal Agent listing those Bonds which are disqualified pursuant to the Agreement.
Effect of Supplemental Agreement. From and after the time any Supplemental Agreement becomes effective pursuant to the Agreement, the Agreement shall be deemed to be modified and amended in accordance therewith, the respective rights, duties and obligations under the Agreement of the City and all Owners of Bonds Outstanding shall thereafter be determined, exercised and enforced under the Agreement subject in all respects to such modifications and amendments, and all the terms and conditions of any such Supplemental Agreement shall be deemed to be part of the terms and conditions of the Agreement for any and all purposes.
Endorsement or Replacement of Bonds Issued After Amendments. The City may determine that Bonds issued and delivered after the effective date of any action taken as provided in the Agreement shall bear a notation, by endorsement or otherwise, in form approved by the City, as to such action. In that case, upon demand of the Owner of any Bond Outstanding at such effective date and presentation of his Bond for that purpose at the Principal Office of the Fiscal Agent or at such other office as the City may select and designate for that purpose, a suitable notation shall be made on such Bond. The City may determine that new Bonds, so modified as in the opinion of the City is necessary to conform to such Owners' action, shall be prepared, executed and delivered. In that case, upon demand of the Owner of any Bonds then Outstanding, such new Bonds shall be exchanged at the Principal Office of the Fiscal Agent without cost to any Owner, for Bonds then Outstanding, upon surrender of such Bonds.
Defeasance and Discharge
If the City shall pay and discharge the entire indebtedness on all or any portion of the Bonds Outstanding in any one or more of the following ways:
(A) by well and truly paying or causing to be paid the principal of, and interest and any premium on, such Bonds Outstanding, as and when the same become due and payable;
(B) by depositing with the Fiscal Agent or other fiduciary, at or before maturity, money which, together with (in the event that all of the Bonds are to be defeased) the amounts then on deposit in certain funds and accounts provided for in the Agreement, is fully sufficient to pay such Bonds Outstanding, including all principal, interest and redemption premiums; or
(C) by irrevocably depositing with the Fiscal Agent or other fiduciary, cash and Federal Securities in such amount as the City shall determine as confirmed by an Attachment 4
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independent certified public accountant will, together with the interest to accrue thereon and (in the event that all of the Bonds are to be defeased) moneys then on deposit in certain fund and accounts provided for in the Agreement, be fully sufficient to pay and discharge the indebtedness on such Bonds (including all principal, interest and redemption premiums) at or before their respective maturity dates; and if such Bonds are to be redeemed prior to the maturity thereof notice of such redemption shall have been given as in this Agreement provided or provision satisfactory to the Fiscal Agent shall have been made for the giving of such notice, then, at the election of the City, and notwithstanding that any Bonds shall not have been surrendered for payment, the pledge of the Special Taxes and other funds provided for in the Agreement and all other obligations of the City under this Agreement with respect to such Bonds Outstanding shall cease and terminate, except only the obligations of the City (i) under the Maintenance of Tax-Exemption provisions of the Agreement and (ii) to pay or cause to be paid to the Owners of the Bonds not so surrendered and paid all sums due thereon and all amounts owing to the Fiscal Agent pursuant to the Agreement; and thereafter Special Taxes shall not be payable to the Fiscal Agent.
Attachment 4
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H-1
APPENDIX G
PRICE POINT STUDY
Attachment 4
487
Updated Price Point Study
Francis Ranch
Dublin, California
Prepared for City of Dublin
Initial Report: October 2023
This Update: September 2026
Attachment 4
488
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 2 Since 1967, RCLCO has been the “first call” for real estate developers, investors, the public sector, and non-real estate companies and organizations seeking strategic and tactical advice regarding property investment, planning, and development.
RCLCO leverages quantitative analytics and a strategic planning framework to provide end-to-end business planning and implementation solutions at an entity, portfolio, or project level. With the insights and experience gained over 55 years and thousands of projects – RCLCO brings success to all product types across the United States and around the world. RCLCO is organized into three service areas: real estate economics, management consulting, and advisory services for institutional investors through RCLCO Fund Advisors.
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services backed by 55+ years of
analyzing trends and consultation to
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Attachment 4
489
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 3 Project Director
► Derek Wyatt, Managing Director
» P: (310) 203 3035 | E: [email protected]
Additional Authors
► Sarah Scandalios, Associate
Authors
Attachment 4
490
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 4 Objectives &
Key Findings
Attachment 4
491
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 5
TABLE OF CONTENTS AND OBJECTIVES
Objectives and Key Findings 4
Supporting Exhibits 8
Disclaimers 14
The Francis Ranch (formerly East Ranch) master-planned community is located within the City of Dublin within the Eastern Dublin Specific Plan.
Francis Ranch is a 165.5-acre site with a 573-unit residential project consisting of six neighborhoods, two neighborhood parks totaling 11.5 acres, and a two-acre Public/Semi-Public site reserved for affordable housing located on Croak Road east of Fallon Road. The project site straddles existing Croak Road with Jordan Ranch to the west, Positano to the north, and undeveloped land to the east and south with the Interstate 580 beyond. The developer is pursuing a series of CFD bonds for this development, with a total tax rate that would be capped at 1.58%. The homes are being built by Tru-Mark (385 Units) and Taylor Morrison (170 Units), with an additional 18 affordable units not subject to the special taxes.
RCLCO previously completed a Market Pricing and Absorption Analysis for the project in October 2023. The City of Dublin engaged RCLCO to complete an updated Price Point study to confirm that the total tax burden for residential units in the tax zones will not exceed 1.58% of the average sales price.
Attachment 4
492
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 6
BACKGROUND
Source: Builder Websites; RCLCO
Francis Ranch includes six distinct neighborhoods, with four developed by TruMark and two by Taylor Morrison Map of Planned Neighborhoods
Francis Ranch; July 2026
Azure
(NH2)
Developer: TruMark Homes
Total Homes: 96
Avg. Size: 3,775 SF
Avg. Price: $2.59M
Primrose
(NH4)
Developer: Taylor Morrison
Total Homes: 85
Avg. Size: 2,760 SF
Avg. Price: $2.16M
Larkspur
(NH3)
Developer: Taylor Morrison
Total Homes: 85
Avg. Size: 3,556 SF
Avg. Price: $2.40M
Orchid
(NH1)
Developer: TruMark Homes
Total Homes: 99
Avg. Size: 4,643 SF
Avg. Price: $2.91M
Jasmine
(NH6)
Developer: TruMark Homes
Total Homes: 96
Avg. Size: 1,969 SF
Avg. Price: $1.27M
Marigold
(NH5)
Developer: TruMark Homes
Total Homes: 94
Avg. Size: 2,587 SF
Avg. Price: $1.81M
Note: Average prices data reflects current base prices from builders Attachment 4
493
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 7
KEY FINDINGS
TOTAL TAX BURDEN
TAX
ZONE BUILDER
MARKETRATE
UNITS
AVERAGE
BASE SALES
PRICE
AVERAGE
SALES
PRICE
FACILITIES
TAX SERVICES
OTHER
CHARGES
TOTAL SPECIAL
TAX AND OTHER
CHARGES
SPECIAL TAX AND
OTHER CHARGES
TAX BURDEN
TOTAL
TAX
BURDEN
NH1 TruMark 99 $2,892,479 $3,192,965 $6,208 $427 $1,378 $8,014 0.25% 1.49% NH2 TruMark 96 $2,538,824 $2,729,125 $4,882 $427 $1,167 $6,476 0.24% 1.47% NH3 Taylor Morrison 85 $2,394,079 $2,621,785 $4,669 $427 $1,110 $6,206 0.24% 1.47% NH4 Taylor Morrison 85 $2,115,650 $2,330,370 $3,980 $427 $915 $5,322 0.23% 1.47% NH5 TruMark 94 $1,793,946 $1,861,467 $3,502 $427 $862 $4,792 0.26% 1.49% NH6 TruMark 96 $1,266,494 $1,306,415 $2,122 $427 $717 $3,266 0.25% 1.49% Total/Average 555 $2,168,691 $2,341,309 $4,237 $427 $1,028 $5,692 0.24% 1.48% Current price positioning at Francis Ranch yields a total tax burden of 1.48% accounting for homes sold to date and remaining inventory
RCLCO assessed base prices and average sales prices (including options, upgrades, and premiums) using past sales data from TruMark and Taylor Morrison.
Future pricing was derived from builder list prices and adjusted to reflect the same premiums observed in recent sales. Based on the price positioning of both past and future sales at Francis Ranch, RCLCO calculated the special CFD tax using the weighted average sales price for each neighborhood. After accounting for both the CFD tax burden and the base ad valorem tax rate of 1.2374%, RCLCO identified the total tax burden for each neighborhood. Overall, the combined special CFD tax and base tax yield a total tax burden ranging between 1.47% and 1.49% for each Tax Zone at Francis Ranch, with an overall average of 1.48%, which falls below the City of Dublin’s 1.58% cap and therefore confirms Francis Ranch’s eligibility for CFD bonds.
Tax Burden by Neighborhood Summary
Francis Ranch; July 2026
Note Total Tax Burden calculation does not include the potential impact of the Homeowner’s Exemption Source: Builder Websites; Builders; DPFG; Fieldman; Goodwin Consulting Group; RCLCO Attachment 4
494
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 8 Supporting Exhibits
Attachment 4
495
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 9 $1,000,000
$1,500,000
$2,000,000
$2,500,000
$3,000,000
$3,500,000
1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000 5,500
Average Sales Price
Unit Size (SF)
NH1 | Orchid | TruMark
NH2 | Azure | TruMark
NH3 | Larkspur | Taylor Morrison
NH4 | Primrose | Taylor Morrison
NH5 | Marigold | TruMark
NH6 | Jasmine | TruMark
FRANCIS RANCH POSITIONING
Source: Trumark; Taylor Morrison; Client; RCLCO
The Francis Ranch program yields strong pricing segmentation across the six neighborhoods with average pricing that ranges from approximately $1.2M to $3.3M
Average Sales Price Positioning
Francis Ranch; July 2026
Attachment 4
496
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 10
HOME VALUES
Source: Zillow; RCLCO
The relationship of home values in Tri-Valley cities has remained consistent, with Dublin continuing to appreciate at a pace similar to that of its peer markets and maintaining a position above pricing in Livermore but below pricing in Danville, Pleasanton, and San Ramon
Note: 2026 YTD Data through May 2026
$0
$500,000
$1,000,000
$1,500,000
$2,000,000
$2,500,000
2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 Livermore San Ramon Pleasanton Dublin Danville
Home Values Over Time in Tri-Valley Cities
Cities of Dublin, Livermore, San Ramon, Pleasanton, and Danville; 2010 – 2026 YTD Attachment 4
497
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 11
LOCAL SALES FIGURES
Source: Redfin; RCLCO
Recent sales and active listings in Dublin average nearly $1.7M with 10% of product priced above $2.5M while the Tri-Valley commands higher prices at an average of $2M and 22% of product priced above $2.5M Note: Tri-Valley Cities includes Dublin, Livermore, Pleasanton, Danville, and San Ramon; Data includes sales from the past year and active listings for houses and townhomes built since 2010, sized over 1,500 SF, and priced over $1,000,000 Dublin
July 2025 - July 2026
Tri-Valley Cities
July 2025 - July 2026
SALES AVERAGE SALES AVERAGE
TOTAL DIST. SIZE PRICE $/SF TOTAL DIST. SIZE PRICE $/SF
BY SIZE
1,500 - 2,500 SF 75 52.1% 2,131 $1,303,256 $612 196 46.7% 2,116 $1,369,989 $647 2,500 - 3,000 SF 34 23.6% 2,737 $1,783,884 $652 88 21.0% 2,765 $1,860,713 $673 3,000 - 4,000 SF 28 19.4% 3,422 $2,341,925 $684 74 17.6% 3,448 $2,438,363 $707 4,000 - 5,000 SF 7 4.9% 4,326 $2,824,807 $653 47 11.2% 4,433 $3,346,706 $755 Over 5,000 SF 0 0.0% 0 $0 $0 15 3.6% 6,423 $5,569,009 $867 TOTAL 144 100.0% 2,632 $1,692,665 $643 420 100.0% 2,900 $2,032,214 $701
BY TYPE
2BR 0 0.0% 0 $0 $0 2 0.5% 2,372 $1,890,750 $797
3BR 22 15.3% 1,978 $1,225,083 $620 57 13.6% 1,946 $1,249,018 $642 4BR 80 55.6% 2,477 $1,593,737 $643 255 60.7% 2,665 $1,839,594 $690 5BR+ 42 29.2% 3,268 $2,126,025 $650 106 25.2% 3,988 $2,919,412 $732 TOTAL 144 100.0% 2,632 $1,692,665 $643 420 100.0% 2,900 $2,032,214 $701
BY PRICE
$1.0M - $1.5M 66 45.8% 2,149 $1,227,375 $571 147 35.0% 2,094 $1,229,790 $587 $1.5M - $2.0M 39 27.1% 2,591 $1,724,843 $666 116 27.6% 2,535 $1,733,799 $684 $2.0M - $2.5M 24 16.7% 3,251 $2,295,397 $706 66 15.7% 3,155 $2,271,684 $720 $2.5M+ 15 10.4% 3,868 $2,691,910 $696 91 21.7% 4,481 $3,535,151 $789 TOTAL 144 100.0% 2,632 $1,692,665 $643 420 100.0% 2,900 $2,032,214 $701
BY PRODUCT
Single-Family Detached 104 72.2% 2,827 $1,898,067 $671 346 82.4% 3,069 $2,218,474 $723 Townhome 40 27.8% 2,123 $1,158,622 $546 74 17.6% 2,111 $1,161,318 $550 TOTAL 144 100.0% 2,632 $1,692,665 $643 420 100.0% 2,900 $2,032,214 $701 Attachment 4
498
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 12
NEW LOCAL PRODUCT POSITIONING
Source: Redfin; Builders; RCLCO
Achieved and projected prices for Francis Ranch are consistent with established pricing for comparable new product in the Tri-Valley, providing further support for the price positioning on a go-forward basis Recent Sales and Active Listings for New Homes $1M+
Cities of Dublin, Livermore, San Ramon, Pleasanton, and Danville; July 2025 - July 2026 Note: Data includes sales from the past year and active listings for houses and townhomes built since 2010, sized over 1,500 SF, and priced over $1,000,000 $1,000,000
$1,500,000
$2,000,000
$2,500,000
$3,000,000
$3,500,000
$4,000,000
1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000 5,500 6,000 Average Sales Price
Recent Sales Active Listings Francis Ranch (Average Price) Attachment 4
499
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 13
TAX BURDEN ANALYSIS
Home sales to date at Francis Ranch achieved an average sales price of $2.48M across all six neighborhoods, and future sales are projected to achieve an average sales price of $2.2M; both yield an average total tax burden of
1.48% and remain below the 1.58% cap requirement
SOLD
TAX
ZONE BUILDER UNITS
AVERAGE
BASE SALES
PRICE
AVERAGE
SALES PRICE
FACILITIES
TAX SERVICES
OTHER
CHARGES
TOTAL SPECIAL
TAX AND OTHER
CHARGES
SPECIAL TAX AND
OTHER CHARGES
TAX BURDEN
TOTAL TAX
BURDEN
NH1 TruMark 49 $2,873,776 $3,172,319 $6,208 $427 $1,378 $8,014 0.25% 1.49% NH2 TruMark 71 $2,520,070 $2,708,966 $4,882 $427 $1,167 $6,476 0.24% 1.48% NH3 Taylor Morrison 49 $2,393,075 $2,620,687 $4,669 $427 $1,110 $6,206 0.24% 1.47% NH4 Taylor Morrison 69 $2,104,630 $2,318,231 $3,980 $427 $915 $5,322 0.23% 1.47% NH5 TruMark 43 $1,779,636 $1,846,619 $3,502 $427 $862 $4,792 0.26% 1.50% NH6 TruMark 15 $1,256,000 $1,295,590 $2,122 $427 $717 $3,266 0.25% 1.49% Total/Average 296 $2,289,137 $2,483,075 $4,516 $427 $1,067 $6,010 0.24% 1.48% Sold and Future Tax Burden by Neighborhood Tables
Francis Ranch; July 2026
Note Total Tax Burden calculation does not include the potential impact of the Homeowner’s Exemption Source: Builder Websites; Builders; DPFG; Fieldman; Goodwin Consulting Group; RCLCO 1 Future average sales prices reflect the observed relationship between base and average sales prices for sold homes, applied to current base prices listed on builder websites FUTURE
TAX
ZONE BUILDER
UNITS
AVERAGE
BASE SALES
PRICE
AVERAGE
SALES PRICE FACILITIES
TAX SERVICES
OTHER
CHARGES
TOTAL
SPECIAL TAX
AND OTHER
CHARGES
SPECIAL TAX
AND OTHER
CHARGES TAX
BURDEN
TOTAL
TAX
BURDEN
NH1 TruMark 50 $2,910,808 $3,213,198 $6,208 $427 $1,378 $8,014 0.25% 1.49% NH2 TruMark 25 $2,592,083 $2,786,377 $4,882 $427 $1,167 $6,476 0.23% 1.47% NH3 Taylor Morrison 36 $2,395,444 $2,623,281 $4,669 $427 $1,110 $6,206 0.24% 1.47% NH4 Taylor Morrison 16 $2,163,176 $2,382,720 $3,980 $427 $915 $5,322 0.22% 1.46% NH5 TruMark 51 $1,806,011 $1,873,986 $3,502 $427 $862 $4,792 0.26% 1.49% NH6 TruMark 81 $1,268,438 $1,308,420 $2,122 $427 $717 $3,266 0.25% 1.49% Total/Average 259 $2,031,040 $2,179,291 $3,918 $427 $983 $5,329 0.25% 1.48% Attachment 4
500
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 14 Disclaimers
Attachment 4
501
CFD for Francis Ranch | 11558.11 | September 15, 2026 | 15
CRITICAL ASSUMPTIONS
Our conclusions are based on our analysis of the information available from our own sources and from the client as of the date of this report. We assume that the information is correct, complete, and reliable.
We made certain assumptions about the future performance of the global, national, and local economy and real estate market, and on other factors similarly outside either our control or that of the client. We analyzed trends and the information available to us in drawing these conclusions. However, given the fluid and dynamic nature of the economy and real estate markets, as well as the uncertainty surrounding particularly the near-term future, it is critical to monitor the economy and markets continuously and to revisit the aforementioned conclusions periodically to ensure that they are reflective of changing market conditions.
It is important to recognize that stable and moderate growth patterns are historically not sustainable over extended periods of time, the economy is cyclical, and real estate markets are typically highly sensitive to business cycles. Further, it is very difficult to predict when inflection points in economic and real cycles will occur.
With the above in mind, we assume that the long-term average absorption rates and price changes will be as projected, realizing that most of the time performance will be either above or below said average rates.
Our analysis does not consider the potential impact of future economic shocks on the national and/or local economy, and does not consider the potential benefits from major "booms” that may occur. Similarly, the analysis does not reflect the residual impact on the real estate market and the competitive environment of such a shock or boom. Also, it is important to note that it is difficult to predict changing consumer and market psychology.
As such, we recommend the close monitoring of the economy and the marketplace, and updating this analysis as appropriate.
Further, the project and investment economics should be “stress tested” to ensure that potential fluctuations in revenue and cost assumptions resulting from alternative scenarios regarding the economy and real estate market conditions will not cause failure.
In addition, we assume that the following will occur in accordance with current expectations:
► Economic, employment, and household growth
► Other forecasts of trends and demographic and economic patterns, including consumer confidence levels ► The cost of development and construction
► Tax laws (i.e., property and income tax rates, deductibility of mortgage interest, and so forth) ► Availability and cost of capital and mortgage financing for real estate developers, owners and buyers ► Competitive projects will be developed as planned (active and future) and that a reasonable stream of supply offerings will satisfy real estate demand ► Major public works projects occur and are completed as planned Should any of the above change, this analysis should be updated, with the conclusions reviewed accordingly (and possibly revised).
Attachment 4
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CFD for Francis Ranch | 11558.11 | September 15, 2026 | 16 Reasonable efforts have been made to ensure that the data contained in this study reflect accurate and timely information and are believed to be reliable. This study is based on estimates, assumptions, and other information developed by RCLCO from its independent research effort, general knowledge of the industry, and consultations with the client and its representatives. No responsibility is assumed for inaccuracies in reporting by the client, its agent, and representatives or in any other data source used in preparing or presenting this study. This report is based on information that to our knowledge was current as of the date of this report, and RCLCO has not undertaken any update of its research effort since such date.
Our report may contain prospective financial information, estimates, or opinions that represent our view of reasonable expectations at a particular time, but such information, estimates, or opinions are not offered as predictions or assurances that a particular level of income or profit will be achieved, that particular events will occur, or that a particular price will be offered or accepted. Actual results achieved during the period covered by our prospective financial analysis may vary from those described in our report, and the variations may be material. Therefore, no warranty or representation is made by RCLCO that any of the projected values or results contained in this study will be achieved.
This report has been prepared solely for the benefit of the client in connection with the purposes described herein, and is subject to the ownership, confidentiality, and use restrictions set forth in the Agreement between the client and RCLCO. The client may share this report in its entirety in connection with the client's business activities, including with its advisors, lenders, investors, and affiliates, and when disclosed to RCLCO during the proposal or contract process, for the purposes of project financing and bond financing. Other than the sharing expressly permitted in the preceding sentence, this report may not be reproduced or distributed for commercial purposes, nor may it be included in any public or private offering of securities without RCLCO's prior written consent. Client may abstract, excerpt, summarize, or otherwise use the study at their own risk and will use best efforts to ensure the content reflects the intent and findings of the full report, and RCLCO bears no responsibility or liability for client’s such use. RCLCO accepts no liability for any third-party use of the report.
GENERAL LIMITING CONDITIONS
Attachment 4
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rclco.com
Attachment 4
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H-1
APPENDIX H
DTC AND THE BOOK-ENTRY ONLY SYSTEM
The following description of the Depository Trust Company (“DTC”), the procedures and record keeping with respect to beneficial ownership interests in the Bonds, payment of principal, interest and other payments on the Bonds (herein, the “Securities”) to DTC Participants or Beneficial Owners, confirmation and transfer of beneficial ownership interest in the Securities and other related transactions by and between DTC, the DTC Participants and the Beneficial Owners is based solely on information provided by DTC. Accordingly, no representations can be made concerning these matters and neither the DTC Participants nor the Beneficial Owners should rely on the foregoing information with respect to such matters, but should instead confirm the same with DTC or the DTC Participants, as the case may be.
Neither the issuer of the Securities (the “Issuer”) nor the fiscal agent appointed with respect to the Securities (the “Agent”) takes any responsibility for the information contained in this Appendix.
No assurances can be given that DTC, DTC Participants or Indirect Participants will distribute to the Beneficial Owners (a) payments of interest, principal or premium, if any, with respect to the Securities, (b) certificates representing ownership interest in or other confirmation or ownership interest in the Securities, or (c) redemption or other notices sent to DTC or Cede & Co., its nominee, as the registered owner of the Securities, or that they will so do on a timely basis, or that DTC, DTC Participants or DTC Indirect Participants will act in the manner described in this Appendix. The current “Rules” applicable to DTC are on file with the Securities and Exchange Commission and the current “Procedures” of DTC to be followed in dealing with DTC Participants are on file with DTC.
1. The Depository Trust Company (“DTC”) will act as securities depository for the securities (the “Securities”). The Securities will be issued as fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered Security certificate will be issued for each issue of the Securities, each in the aggregate principal amount of such issue, and will be deposited with DTC. If, however, the aggregate principal amount of any issue exceeds $500 million, one certificate will be issued with respect to each $500 million of principal amount, and an additional certificate will be issued with respect to any remaining principal amount of such issue.
2. DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates.
Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding Attachment 4
505
H-2
company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”). DTC has a Standard & Poor’s rating of AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. The information contained on this Internet site is not incorporated herein by reference.
3. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the Securities on DTC’s records. The ownership interest of each actual purchaser of each Security (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Securities, except in the event that use of the book-entry system for the Securities is discontinued.
4. To facilitate subsequent transfers, all Securities deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Securities; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Securities are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.
5. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain that the nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them.
6. Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.
7. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Securities unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to Issuer as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting Attachment 4
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H-3
rights to those Direct Participants to whose accounts Securities are credited on the record date (identified in a listing attached to the Omnibus Proxy).
8. Redemption proceeds, distributions, and dividend payments on the Securities will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from Issuer or Agent, on the payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, Agent, or Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of Issuer or Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.
9. DTC may discontinue providing its services as depository with respect to the Securities at any time by giving reasonable notice to Issuer or Agent. Under such circumstances, in the event that a successor depository is not obtained, Security certificates are required to be printed and delivered.
10. Issuer may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, Security certificates will be printed and delivered to DTC.
11. The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that Issuer believes to be reliable, but Issuer takes no responsibility for the accuracy thereof.
Attachment 4
507
Agenda Item 8.2
STAFF REPORT
CITY COUNCIL