RESOLUTION NO. 26.XXX
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
LAGUNA BEACH, CALIFORNIA, DETERMINING UNPAID
ASSESSMENTS IN UNDERGROUND UTILITY ASSESSMENT
DISTRICT NO. 2021-3 (FAIRVIEW/LA BREA) AND THE MANNER
OF PAYMENT THEREOF AND LISTING BONDS ISSUED ON THE
SECURITY THEREOF
WHEREAS, the City Council of the City of Laguna Beach (“City”) has taken proceedings under Article XIIID of the California Constitution, the Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the “Code”) and California Government Code Section 53750 et seq., and has confirmed an assessment which was recorded on January 16, 2026, in the office of the Superintendent of Streets, and the Assessment Diagram and Notice of Assessment which were recorded in the office of the County Recorder of Orange County on January 21, 2026 and January 27, 2026, respectively; and WHEREAS, the proceedings provided that the bonds designated City of Laguna Beach Underground Utility Assessment District No. 2021-3 (Fairview/La Brea) Limited Obligation Improvement Bonds would be issued pursuant to the Improvement Bond Act of 1915, Division 10 of the Code (the “Bonds”); and
WHEREAS, a list of unpaid assessments has been filed with the City Clerk by the City Treasurer pursuant to Section 8620 of the Code, following the expiration of the cash collection period on March 2, 2026; and
WHEREAS, this Council has, pursuant to Section 8650.1 of the Code, established the denomination of the Bonds and the amounts to mature each year which is other and different that that provided in Section 8650 of the Code; and
WHEREAS, the Bonds are to be serial and/or term bonds numbered in consecutive numerical order. The Bonds are to be dated their date of delivery. The first payment of interest is Attachment 1
6 -2- Reso. #26.XXX
payable on September 2, 2026, and thereafter the interest is payable semi-annually on September 2 and March 2 of each year. The bonds shall mature on September 2 in the amounts and years and bear interest from their dates at the rates to be established in the Bond Purchase Agreement for the Bonds.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LAGUNA BEACH DOES RESOLVE:
SECTION 1. The unpaid assessments which provide the security for the Bonds which are to be issued are those set forth on the list of unpaid assessments filed with the City Clerk as set forth in the recitals.
SECTION 2. The unpaid assessments securing the Bonds shall be payable in the manner provided in Section 8680 et seq. of the Code and shall be payable in the same manner and at the same time and in the same installments as the general taxes of the City on real property are payable.
Pursuant to Section 8682 of the Code, a certified copy of this Resolution and a copy of the list of unpaid assessments shall be filed by the City Clerk in the office of the Auditor of Orange County, California. The County Auditor shall enter in his assessment roll on which taxes will next become due the amount coming due during the fiscal year covered by the applicable assessment roll pursuant to said Section 8682.
ADOPTED this 14th day of April, 2026.
Mark Orgill, Mayor
ATTEST:
Ann Marie McKay, City Clerk
7 -3- Reso. #26.XXX
I, Ann Marie McKay, City Clerk of the City of Laguna Beach, certify that the foregoing Resolution No. 26.XXX was duly adopted at a regular meeting of the City Council of said City held on April 14, 2026, by the following vote:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
City Clerk, City of Laguna Beach, CA
8 RESOLUTION NO. 26.XXX
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
LAGUNA BEACH, CALIFORNIA, AUTHORIZING THE ISSUANCE
OF CITY OF LAGUNA BEACH UNDERGROUND UTILITY
ASSESSMENT DISTRICT NO. 2021-3 (FAIRVIEW/LA BREA)
LIMITED OBLIGATION IMPROVEMENT BONDS, AWARDING
THE SALE OF SUCH BONDS, APPROVING FISCAL AGENT
AGREEMENT, OFFICIAL STATEMENT, BOND PURCHASE
AGREEMENT, AND CONTINUING DISCLOSURE CERTIFICATE
AND AUTHORIZING THE CITY MANAGER OR FINANCE
DIRECTOR TO NEGOTIATE THE TERMS OF THE PURCHASE OF
THE BONDS
WHEREAS, the City Council (“City Council”) of the City of Laguna Beach (the “City”), California, has previously adopted its Resolution No. 25.084 on October 28, 2025 (the “Resolution of Intention”), pursuant to the provisions of Division 12 of the Streets and Highways Code of the State of California (the “Municipal Improvement Act of 1913”) with respect to the construction of certain underground utility system improvements, appurtenances, right-of-way improvements, and all appurtenant work in connection therewith in certain streets and other public easements (collectively, the “Improvements”) within, and for the benefit of property within, an assessment district, identified as Underground Utility Assessment District No. 2021-3 (Fairview/La Brea), City of Laguna Beach, Orange County, State of California (the “Assessment District”), and the levy of assessments on the lots and parcels of property within the Assessment District to finance the costs of the construction of the Improvements; and
WHEREAS, the Resolution of Intention provides for the issuance of bonds pursuant to Division 10 of the Streets and Highways Code of the State of California (the “Improvement Bond Act of 1915”) to represent and be secured by unpaid assessments levied on lots and parcels of property within the Assessment District; and
WHEREAS, proceedings for the formation of the Assessment District and the levy of assessments on the assessable lots and parcels of property therein have been completed, the 9 -2- Reso. #26.XXX
Assessment District has been formed, and assessments have been authorized to be levied on the lots and parcels of property therein; and
WHEREAS, the City Treasurer has confirmed an unpaid assessment in the total amount of $3,563,203.19 (the “Unpaid Assessment Amount”), which consists of the total assessment of $4,302,200.37 less $738,997.18 in prepaid assessments; and WHEREAS, the City Council proposes to issue bonds for the Assessment District to be designated “City of Laguna Beach Underground Utility Assessment District No. 2021-3 (Fairview/La Brea) Limited Obligation Improvement Bonds” (the “Bonds”) in an aggregate principal amount which shall not exceed the amount of the unpaid assessments on lots and parcels of property within the Assessment District, the proceeds of which will be used to finance the costs of the construction of the Improvements; and
WHEREAS, there has been made available to the City Council a form of fiscal agent agreement (the “Fiscal Agent Agreement”) by and between The Bank of New York Mellon Trust Company, as Fiscal Agent (the “Fiscal Agent”) and the City providing for the issuance, administration, and payment of the Bonds; and
WHEREAS, there has been presented to the City Council a form of preliminary official statement (the “Preliminary Official Statement”) describing the Bonds, the City, and the Assessment District; and
WHEREAS, there has been presented to the City Council a form of bond purchase agreement (the “Bond Purchase Agreement”) between Oppenheimer & Co. Inc., as underwriter (the “Underwriter”), and the City whereby the Underwriter will purchase the Bonds from the City; and
10 -3- Reso. #26.XXX
WHEREAS, there has also been presented to the City Council a form of continuing disclosure certificate (the “Continuing Disclosure Certificate”) to be executed and delivered by the City with respect to the Assessment District and the Bonds for the benefit of the owners of the Bonds in order to assist the Underwriter in complying with Rule 15c2-12(b)(5) of the Securities and Exchange Commission (the “Rule”); and
WHEREAS, Section 8830(b) of the California Streets and Highways Code authorizes a legislative body issuing bonds under the Improvement Bond Act of 1915 to covenant, by resolution, to commence and diligently prosecute to completion any foreclosure action regarding delinquent installments of any assessment which secures the bonds and to specify, by resolution, a deadline for commencement of such foreclosures and such other terms and conditions regarding it as the legislative body may determine to be reasonable; and WHEREAS, Section 5852.1 of the Government Code of the State of California (“Section 5852.1”) provides that the City obtain from an underwriter, financial advisor or private lender and disclose, in a meeting open to the public, prior to authorization of the issuance of the Bonds, good faith estimates of (a) the true interest cost of the Bonds, (b) the finance charge of the Bonds, meaning the sum of all fees and charges paid to third parties, (c) the amount of proceeds of the Bonds received less the finance charge described above and any reserves or capitalized interest paid or funded with proceeds of the Bonds and (d) the sum total of all debt service payments on the Bonds calculated to the final maturity of the Bonds plus the fees and charges paid to third parties not paid with the proceeds of the Bonds; and
11 -4- Reso. #26.XXX
WHEREAS, in accordance with Section 5852.1, the City has obtained such good faith estimates from Fieldman, Rolapp & Associates, Inc., the City’s municipal advisor (the “Municipal Advisor”), and such estimates are disclosed in Exhibit A attached hereto; and WHEREAS, the City Council has determined that the Bonds should be issued and sold on the terms and conditions hereinafter specified.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LAGUNA BEACH DOES RESOLVE AS FOLLOWS:
SECTION 1. Recitals. The foregoing recitals are true and correct and are incorporated herein by this reference.
SECTION 2. Approval of Issuance of the Bonds. The issuance of the aggregate principal amount of the Bonds shall not exceed the Unpaid Assessment Amount in order to construct the Improvements within and for the Assessment District is hereby authorized and approved. The Bonds shall be issued as fully registered bonds in denominations of $5,000 or any integral multiple thereof, except that one Bond may include the amount by which the total exceeds the maximum integral of $5,000, if any and shall be issued in accordance with the terms and conditions set forth in the Fiscal Agent Agreement.
SECTION 3. Fiscal Agent Agreement. The form of the Fiscal Agent Agreement with respect to the Bonds by and between the City and the Fiscal Agent, which has been made available to the City Council at the meeting at which this Resolution is adopted and to the City Treasurer, is hereby approved, and the City Treasurer or her designated deputies are each individually authorized, for and in the name of and on behalf of the City, and directed to execute and deliver the Fiscal Agent Agreement in substantially the form made available at said meeting with such 12 -5- Reso. #26.XXX
changes thereto as the City Treasurer or their deputies may approve, such approval to be conclusively evidenced by the execution and delivery thereof.
SECTION 4. Form of Bonds. The form of the Bonds as set forth in the Fiscal Agent Agreement is hereby approved. The City Treasurer and the City Clerk, or their designees, are authorized and directed to execute, by manual or facsimile signature, in the name of and on behalf of the City, the Bonds in either temporary or definitive form and to deliver the Bonds to the Underwriter as provided in the Fiscal Agent Agreement.
SECTION 5. Approval of Preliminary Official Statement; Preparation of Final Official Statement. The form of the Preliminary Official Statement, which has been made available to the City Council at the meeting at which this Resolution is adopted, is hereby approved, together with any changes therein or additions thereto as the City Manager or Finance Director may approve in consultation with Best Best & Krieger LLP, bond counsel to the City (“Bond Counsel”), and Anzel Galvan LLP, as Disclosure Counsel (“Disclosure Counsel”). The City Manager and Finance Director are each, acting alone, authorized to determine, with the assistance of Bond Counsel and Disclosure Counsel, when the Preliminary Official Statement is to be deemed final within the meaning of the Rule and to deliver a certificate to that effect to the Underwriter. The City Manager or Finance Director may authorize the Underwriter to distribute the Preliminary Official Statement as approved hereby, or as modified with the consent of the City Manager or Finance Director, to prospective purchasers of the Bonds. The City Manager and Finance Director are each authorized to participate in the preparation of the final official statement, based on the Preliminary Official Statement, together with any changes therein or additions thereto as may be approved by either of them in consultation with Bond Counsel, Disclosure Counsel and the Underwriter, such approval 13 -6- Reso. #26.XXX
to be conclusively evidenced by the execution and delivery thereof by the City Manager or Finance Director. The City Manager and Finance Director are each alone authorized to sign the final official statement on behalf of the City.
SECTION 6. Sale of Bonds. The City Council hereby approves and authorizes the issuance and sale of the Bonds by negotiation with the Underwriter pursuant to the Bond Purchase Agreement between the City and the Underwriter in the form presented to the City Council at the meeting at which this Resolution is adopted, together with any changes therein or additions thereto which are deemed advisable by the City Manager or Finance Director and Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof by the City Manager or Finance Director. The City Manager and Finance Director are each, acting alone, authorized and directed to execute and deliver the final form of the Bond Purchase Agreement on behalf of the City upon the submission of an offer by the Underwriter to purchase the Bonds, which offer is acceptable to the City Manager or Finance Director and is consistent with the requirements of this Resolution; provided, however, that the true interest cost of the Bonds shall not exceed five and one-half percent (5.50%); underwriter’s discount shall not exceed 1.5% (exclusive of original issue discount) of the original aggregate principal amount of the Bonds; and the last maturity of the Bonds shall be paid and redeemed no later than September 2, 2051. The City Manager and Finance Director are each, acting alone, authorized to allow original issue discount in determining the purchase price to be paid by investors who purchase the Bonds from the Underwriter if either the City Manager or Finance Director determines that allowing such discount will result in a lower total interest cost for the Bonds. When either the City Manager or Finance Director has negotiated the Bond Purchase Agreement with the Underwriter within the parameters specified above and 14 -7- Reso. #26.XXX
when the other terms and conditions of the Bond Purchase Agreement are satisfactory to either the City Manager or Finance Director and Bond Counsel, the City Manager and Finance Director are each, acting alone, authorized to execute and deliver the Bond Purchase Agreement on behalf of the City.
All action which has been taken by or at the direction of the City Manager or Finance Director prior to the adoption of this Resolution with respect to the sale of the Bonds, including but not limited to the negotiation of the terms of the Bond Purchase Agreement, is hereby ratified and approved.
SECTION 7. No City Obligation. Pursuant to Section 8769 of the Streets and Highways Code of the State of California, the City Council has determined in the Resolution of Intention, and does hereby determine, that the City will not obligate itself to advance funds from the City treasury to cure any deficiency in the Redemption Fund for the Bonds established pursuant to the Fiscal Agent Agreement.
SECTION 8. Approval of Continuing Disclosure Certificate. The form of the Continuing Disclosure Certificate in the form included as an appendix to the Preliminary Official Statement is hereby approved and the City Manager and Finance Director are each, acting alone, authorized to execute and deliver the final form of the Continuing Disclosure Certificate, together with any changes therein or additions thereto as either of them may approve in consultation with Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof, for and in the name and on behalf of the City.
SECTION 9. Foreclosure. In the event of delinquency in payment of any installment of an assessment then due and payable, the City Council shall commence foreclosure proceedings, 15 -8- Reso. #26.XXX
pursuant to Section 8830 et seq. of the California Streets and Highways Code in accordance with the terms and conditions set forth in the Fiscal Agent Agreement.
SECTION 10. Modifications. The approval of the form of the Fiscal Agent Agreement, Continuing Disclosure Certificate, Preliminary Official Statement, the Final Official Statement, and Bond Purchase Agreement given by this Resolution shall apply to any modification, amendment, or supplement of any of said documents which is agreed upon and approved by the City Attorney, Bond Counsel, the City Manager or Finance Director, and additionally for the Fiscal Agent Agreement, the City Treasurer, as being necessary to carry out the provisions thereof and the authorization and direction provided in this Resolution.
SECTION 11. Appointment of Professionals. In compliance with Section 4(a) of the City’s Debt Management Policy (the “Policy”), the Council hereby authorizes and approves the following professionals to provide services in connection with the issuance the Bonds:
(a) Fiscal Agent. The Bank of New York Mellon Trust Company, N.A. is hereby appointed as fiscal agent under the Fiscal Agent Agreement, to take any and all action provided for therein to be taken by the Fiscal Agent. (b) Municipal Advisor. Fieldman, Rolapp & Associates, Inc. is hereby appointed as municipal advisor.
(c) Bond Counsel. Best Best & Krieger LLP is hereby appointed as bond counsel.
(d) Disclosure Counsel. Anzel Galvan LLP is hereby appointed as disclosure counsel.
(e) Assessment Administrator/Dissemination Agent. DTA Public Finance, Inc. is hereby appointed as Assessment Administrator and Dissemination Agent. (f) Underwriter. Oppenheimer & Co. Inc. is hereby authorized to serve as the Underwriter for the Bonds in accordance with the conditions set forth in Section 6 hereof. 16 -9- Reso. #26.XXX
SECTION 12. Debt Management Policy Disclosures. In compliance with Section 4 of the Policy, the estimated maximum annual debt service on the Bonds is $238,000 and estimated costs of issuance on the Bonds is $185,000. The Bonds shall be subject to optional, mandatory and sinking fund redemption as set forth in the Fiscal Agent Agreement.
SECTION 13. Further Action. The City Manager, Finance Director and City Treasurer are hereby authorized to take any and all action which is directed by the City Attorney and Bond Counsel with respect to the execution and delivery of the Fiscal Agent Agreement, the Continuing Disclosure Certificate, the Preliminary Official Statement, and the Bond Purchase Agreement, and the issuance, sale and delivery of the Bonds, and are which in the opinion of the City Attorney and Bond Counsel is necessary in order for the authorization and direction provided in this Resolution to be carried out. The City Manager and Finance Director are hereby authorized to do any and all things and to execute and deliver any and all documents which they, in consultation with the City Attorney and Bond Counsel, may deem necessary or advisable in order to effectuate the sale and issuance of the Bonds. Any references in this Resolution to the City Manager or Finance Director shall include persons appointed to such positions on an interim or acting basis.
SECTION 14. Conditions of Approval. The approvals, authorization and direction given by this Resolution are conditioned upon the satisfaction of the requirements of Section 6 hereof with respect to the issuance and sale of the Bonds. The officers of the City designated above shall not take any action with respect to the execution and delivery of the Fiscal Agent Agreement, the Continuing Disclosure Certificate and the Bond Purchase Agreement, or the issuance, sale and delivery of the Bonds unless and until such conditions are satisfied; provided, however, that upon satisfaction of such conditions, this Resolution shall be carried out by such officers without further 17 -10- Reso. #26.XXX
approval or action of the City Council. The approvals, authorization and direction provided by this Resolution shall continue, subject to the satisfaction of such conditions, until December 1, 2026, and the Bonds may be sold, and the Bonds, the Fiscal Agent Agreement, the Continuing Disclosure Certificate, the Bond Purchase Agreement, the Preliminary Official Statement, and the final Official Statement may be dated, entered into, executed and delivered or distributed, as appropriate, on any date selected by the Mayor, the City Treasurer, the City Manager or the Finance Director, in consultation with Bond Counsel and the Underwriter, prior to said date.
SECTION 15. Effective Date. This Resolution shall take effect upon adoption and shall remain in effect until all of the Bonds are paid at or redeemed prior to maturity.
ADOPTED this 14th day of April, 2026.
Mark Orgill, Mayor
ATTEST:
Ann Marie McKay, City Clerk
18 -11- Reso. #26.XXX
I, Ann Marie McKay, City Clerk of the City of Laguna Beach, certify that the foregoing Resolution No. 26.XXX was duly adopted at a regular meeting of the City Council of said City held on April 14, 2026, by the following vote:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
City Clerk, City of Laguna Beach, CA
19 -12- Reso. #26.XXX
EXHIBIT A
GOOD FAITH ESTIMATES
The good faith estimates set forth herein are provided with respect to the Bonds in accordance with California Government Code Section 5852.1. Such good faith estimates have been provided to the City by the Municipal Advisor in consultation with the Underwriter.
Principal Amount. The Municipal Advisor has informed the City that, based on the financing plan and current market conditions, it’s good faith estimate of the aggregate principal amount of the Bonds to be sold is $3,330,000 (the “Estimated Principal Amount”).
True Interest Cost of the Bonds. The Municipal Advisor has informed the City that, assuming that the Estimated Principal Amount of the Bonds is sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the true interest cost of the Bonds, which means the rate necessary to discount the amounts payable on the respective principal and interest payment dates to the purchase price received for the Bonds, is
5.01%.
Finance Charge of the Bonds. The Municipal Advisor has informed the City that, assuming that the Estimated Principal Amount of the Bonds is sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the finance charge for the Bonds, which means the sum of all fees and charges paid to third parties (or costs associated with the Bonds), is $233,037.
Amount of Proceeds to be Received. The Municipal Advisor has informed the City that, assuming that the Estimated Principal Amount of the Bonds is sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the amount of proceeds expected to be received by the City, on behalf of the Assessment District, for the sale of the Bonds, less the finance charge of the Bonds, as estimated above, and any reserves or capitalized interest paid or funded with proceeds of the Bonds, is $2,884,567.
Total Payment Amount. The Municipal Advisor has informed the City that, assuming that the Estimated Principal Amount of the Bonds is sold, and based on market interest rates prevailing at the time of preparation of such estimate, its good faith estimate of the total payment amount, which means the sum total of all payments the Assessment District will make to pay debt service on the Bonds, plus the finance charge for the Bonds, as described above, not paid with the proceeds of the Bonds, calculated to the final maturity of the Bonds, is $5,903,750 (excluding any offsets from reserves or capitalized interest).
The foregoing estimates constitute good faith estimates only. The actual principal amount of the Bonds issued and sold, the true interest cost thereof, the finance charges thereof, the amount of proceeds received therefrom and total payment amount with respect thereto may differ from such good faith estimates due to (a) the actual date of the sale of the Bonds being different than 20 -13- Reso. #26.XXX
the date assumed for purposes of such estimates, (b) the actual principal amount of Bonds sold being different from the Estimated Principal Amount, (c) the actual amortization of the Bonds being different than the amortization assumed for purposes of such estimates, (d) the actual market interest rates at the time of sale of the Bonds being different than those estimated for purposes of such estimates, (e) other market conditions, or (f) alterations in the financing plan or finance charges, or a combination of such factors. The actual date of sale of the Bonds and the actual principal amount of Bonds sold will be determined by the City based on the timing of the need for proceeds of the Bonds and other factors. The actual interest rates borne by the Bonds will depend on market interest rates at the time of sale thereof. The actual amortization of the Bonds will also depend, in part, on market interest rates at the time of sale thereof. Market interest rates are affected by economic and other factors beyond the control of the City. 21