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April 16, 2025
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at the following redemption prices, expressed as a percentage of the principal amount to be redeemed, together with accrued interest to the date of redemption:
Redemption Date Redemption Price
September 1, 2032 through and including August 31, 2033 103% September 1, 2033 through and including August 31, 2034 102 September 1, 2034 through and including August 31, 2035 101 September 1, 2035 and any date thereafter 100
The Bonds maturing on September 1, 20__ (the “20__ Term Bonds”) shall be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Redemption Account established under the Indenture, on September 1, 20__, and on each September 1 thereafter prior to maturity, in accordance with the schedule of Sinking Fund Payments set forth below. The 20__ Term Bonds so called for redemption shall be selected by the Trustee by lot and shall be redeemed at a redemption price for each redeemed 20__ Term Bond equal to the principal amount thereof, plus accrued interest to the redemption date, without premium, as follows:
Term Bonds Maturing September 1, 20__
Sinking Fund Redemption Date
(September 1) Sinking Fund Payments
$
*
_____________
* Maturity.
The Bonds maturing on September 1, 20__ (the “20__ Term Bonds”) shall be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Redemption Account established under the Indenture, on September 1, 20__, and on each September 1 thereafter prior to maturity, in accordance with the schedule of Sinking Fund Payments set forth below. The 20__ Term Bonds so called for redemption shall be selected by the Trustee by lot and shall be redeemed at a redemption price for each redeemed 20__ Term Bond equal to the principal amount thereof, plus accrued interest to the redemption date, without premium, as follows:
Term Bonds Maturing September 1, 20__
Sinking Fund Redemption Date
(September 1) Sinking Fund Payments
$
*
_____________
* Maturity.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 166
Menifee Mayor and City Council
April 16, 2025
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The Bonds maturing on September 1, 20__ (the “20__ Term Bonds”) shall be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Redemption Account established under the Indenture, on September 1, 20__, and on each September 1 thereafter prior to maturity, in accordance with the schedule of Sinking Fund Payments set forth below. The 20__ Term Bonds so called for redemption shall be selected by the Trustee by lot and shall be redeemed at a redemption price for each redeemed 20__ Term Bond equal to the principal amount thereof, plus accrued interest to the redemption date, without premium, as follows:
Term Bonds Maturing September 1, 20__
Sinking Fund Redemption Date
(September 1) Sinking Fund Payments
$
*
_____________
* Maturity.
The Bonds are subject to special mandatory redemption as a whole, or in part on a pro rata basis among maturities and by lot within a maturity, on any Interest Payment Date on or after September 1, 2025, and shall be redeemed by the Trustee, from Prepayments deposited to the Redemption Account plus amounts transferred from the Reserve Account in connection with such transfers, at the following redemption prices, expressed as a percentage of the principal amount to be redeemed, together with accrued interest to the redemption date:
Redemption Date Redemption Price
Any Interest Payment Date from September 1, 2025 through March 1, 20__
%
September 1, 20__ and March 1, 20__
September 1, 20__ and March 1, 20__
September 1, 20__ and any Interest Payment Date thereafter Notice of redemption with respect to the Bonds to be redeemed shall be mailed to the registered owners thereof not less than 30 nor more than 45 days prior to the redemption date by first class mail, postage prepaid, to the addresses set forth in the registration books; provided, however, so long as the Bonds are registered in the name of the Nominee, such notice shall be given in such manner as complies with the requirements of the Depository. Neither a failure of the Owner hereof to receive such notice nor any defect therein will affect the validity of the proceedings for redemption. All Bonds or portions thereof so called for redemption will cease to accrue interest on the specified redemption date, provided that funds for the redemption are on deposit with the Trustee on the redemption date. Thereafter, the registered owners of such Bonds shall have no rights except to receive payment of the redemption price upon the surrender of the Bonds.
This Bond shall be registered in the name of the Owner hereof, as to both principal and interest, and the District and the Trustee may treat the Owner hereof as the absolute owner for all purposes and shall not be affected by any notice to the contrary.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 167
Menifee Mayor and City Council
April 16, 2025
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The Bonds are issuable only in fully registered form in the denomination of $5,000 or any integral multiple thereof and may be exchanged for a like aggregate principal amount of Bonds of other authorized denominations of the same issue and maturity, all as more fully set forth in the Indenture. This Bond is transferable by the Owner hereof, in person or by his attorney duly authorized in writing, at the Principal Office of the Trustee, but only in the manner, subject to the limitations and upon payment of the charges provided in the Indenture, upon surrender and cancellation of this Bond. Upon such transfer, a new registered Bond of authorized denomination or denominations for the same aggregate principal amount of the same issue and maturity will be issued to the transferee in exchange therefor.
The Trustee shall not be required to register transfers or make exchanges of: (i) any Bonds for a period of 15 days next preceding any selection of the Bonds to be redeemed; or (ii) any Bonds chosen for redemption.
The rights and obligations of the District and of the registered owners of the Bonds may be amended at any time, and in certain cases without notice to or the consent of the registered owners, to the extent and upon the terms provided in the Indenture.
THE BONDS DO NOT CONSTITUTE GENERAL OBLIGATIONS OF THE CITY OR OF THE DISTRICT. NEITHER THE CITY NOR THE DISTRICT IS OBLIGATED TO LEVY OR
PLEDGE, OR HAS LEVIED OR PLEDGED, GENERAL OR SPECIAL TAXES, OTHER THAN THE SPECIAL TAXES REFERENCED HEREIN. THE BONDS ARE LIMITED OBLIGATIONS
OF THE DISTRICT PAYABLE FROM THE PORTION OF THE SPECIAL TAXES AND OTHER
AMOUNTS PLEDGED UNDER THE INDENTURE BUT ARE NOT A DEBT OF THE CITY,
THE STATE OF CALIFORNIA OR ANY OF ITS POLITICAL SUBDIVISIONS WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION OR RESTRICTION.
This Bond shall not become valid or obligatory for any purpose until the certificate of authentication and registration hereon endorsed shall have been dated and signed by the Trustee.
IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by law to exist, happen and be performed precedent to and in the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by law, and that the amount of this Bond, together with all other indebtedness of the District, does not exceed any debt limit prescribed by the laws or Constitution of the State of California.
IN WITNESS WHEREOF, Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee has caused this Bond to be dated the Dated Date, to be signed on behalf of the District by the Mayor of the City by his facsimile signature and attested by the facsimile signature of the City Clerk of the City.
Mayor of the City of Menifee, acting as the legislative body of Community Facilities District No. 2023-2
(Cimarron Ridge) of the City of Menifee
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 168
Menifee Mayor and City Council
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ATTEST:
City Clerk of the City of Menifee, acting as
the legislative body of Community Facilities
District No. 2023-2 (Cimarron Ridge) of the
City of Menifee
[FORM OF TRUSTEE’S CERTIFICATE
OF AUTHENTICATION AND REGISTRATION]
This is one of the Bonds described in the within-defined Indenture.
Dated: _____, 2025 WILMINGTON TRUST, NATIONAL
ASSOCIATION, as Trustee
By:
Authorized Signatory
[FORM OF LEGAL OPINION]
The following is a true copy of the opinion rendered by Stradling Yocca Carlson & Rauth LLP, in connection with the issuance of, and dated as of the date of the original delivery of, the Bonds. A signed copy is on file in my office.
City Clerk of the City
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 169
Menifee Mayor and City Council
April 16, 2025
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[FORM OF ASSIGNMENT]
For value received the undersigned do(es) hereby sell, assign and transfer unto whose tax identification number is ,
the within-mentioned registered Bond and hereby irrevocably constitute(s) and appoint(s) attorney to transfer the same on the books of the Trustee with full power of substitution in the premises.
Dated:
Signature guaranteed:
NOTE: Signature(s) must be guaranteed by an
eligible guarantor institution.
NOTE: The signatures(s) on this Assignment
must correspond with the name(s) as written on
the face of the within Bond in every particular
without alteration or enlargement or any change
whatsoever.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 170
Menifee Mayor and City Council
April 16, 2025
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EXHIBIT B-1
FORM OF REQUISITION FOR DISBURSEMENT OF PROJECT COSTS
$______
COMMUNITY FACILITIES DISTRICT NO. 2023-2
(CIMARRON RIDGE) OF THE CITY OF MENIFEE
IMPROVEMENT AREA NO. 1
SPECIAL TAX BONDS, SERIES 2025A
Wilmington Trust, National Association (the “Trustee”), is hereby requested to pay from the [City Facilities][Water Facilities] Account of the Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee Improvement Area No. 1 Acquisition and Construction Fund, established by the Bond Indenture, dated as of _____ 1, 2025, by and between the Trustee and Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee (the “District”), the amount specified to the payee named below for payment of the Project Costs set forth in Attachment No. 1 hereto.
Payee:
Address:
Purpose:
Amount: $
The amount is due and payable under purchase order, contract or other authorization and has not formed the basis of any prior request for payment. The conditions for the release of this amount from the [City Facilities][Water Facilities] Account, including those conditions in Section 3.9(b) of the Indenture have been satisfied.
There has not been filed with nor served upon the District notice of any lien, right to lien or attachment upon, or stop notice or claim affecting the right to receive payment of the amount specified above which has not been released or will not be released simultaneously with the payment of such amount, other than materialmen’s or mechanic’s liens accruing by mere operation of law.
Dated: COMMUNITY FACILITIES DISTRICT NO. 2023-2
(CIMARRON RIDGE) OF THE CITY OF MENIFEE
By:
Name:
Title: _____________________________________
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 171
Menifee Mayor and City Council
April 16, 2025
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FORM OF DISTRICT CONTINUING DISCLOSURE CERTIFICATE
THIS CONTINUING DISCLOSURE CERTIFICATE (this “Disclosure Certificate”) dated as of May 1, 2025 is executed and delivered by Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee (the “District”) in connection with the issuance and delivery by the District of its $_________ Improvement Area No. 1 Special Tax Bonds, Series 2025A (the “Bonds”). The Bonds are being issued pursuant to a Resolution of Issuance adopted on April __, 2025, by the City Council of the City of Menifee, acting as the legislative body of the District, and the Bond Indenture, dated as of May 1, 2025 (the “Indenture”), by and between the District and Wilmington Trust, National Association, as trustee. The District covenants as follows:
Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the District for the benefit of the Owners and Beneficial Owners of the Bonds and in order to assist the Participating Underwriter in complying with the Rule.
Section 2. Definitions. In addition to the definitions set forth in the Indenture and the Rate and Method of Apportionment, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings:
“Annual Report” shall mean any Annual Report provided by the District pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate.
“Beneficial Owner” shall mean any person which (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for federal income purposes.
“City” shall mean the City of Menifee, County of Riverside, California. “Disclosure Representative” shall mean the Chief Financial Officer of the City, or his or her designee, or such other officer or employee as the District shall designate in writing to the Dissemination Agent from time to time.
“Dissemination Agent ” shall mean, initially, Spicer Consulting Group, LLC, or any successor Dissemination Agent designated in writing by the District and which has filed with the then current Dissemination Agent a written acceptance of such designation. “District” shall mean Community F acilities Distric t No. 2023 -2 (Cimarron Ridge) of t he City of Menifee.
“EMMA” shall mean the Electronic Municipal Market Access System of the Municipal Securities Rulemaking Board, which can be found at www.emma.msrb.org, or any other repository of disclosure information that may be designated by the Securities and Exchange Commission in the future system of the MSRB.
“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. “
Improvement Area” means Improvement Area No. 1 of the District.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 172
Menifee Mayor and City Council
April 16, 2025
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“Listed Events” shall mean any of the events listed in Section 5 of this Disclosure Certificate. “MSRB” shall mean the Municipal Securities Rulemaking Board or any other entity designated or authorized by the Securities and Exchange Commission to receive reports pursuant to the Rule. Until otherwise designated by the MSRB or the Securities and Exchange Com mission, filings with the MSRB are to be made through the Electronic Municipal Market Access (EMMA) website of the MSRB, currently located at http://emma.msrb.org.
“Official Statement” shall mean that certain Official Statement for the Bonds dated _____, 2025. “Owners” shall mean the registered owners of the Bonds as set forth in the registration books maintained by the Trustee.
“Participating Underwriter” shall mean Ramirez & Co., Inc. “Rate and Method of Apportionment ” shall mean that certain Rate and Method of Apportionment of Special Tax for the Improvement Area approved pursuant to the Resolution of Formation. “Resolution of Formation” shall mean the resolutions adopted by the City Council pursuant to which the City Council formed the District and designated the Improvement Area therein. “Rule” shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. “State” shall mean the State of California.
“Trustee” shall mean Wilmington Trust, National Association or such other entity appointed by the District pursuant to the Indenture to act as the trustee under the Indenture.
Section 3. Provision of Annual Reports.
(a) Not later than March 1 of each year commencing March 1, 2026, the District shall, or shall cause the Dissemination Agent to provide to EMMA an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. If the Dissemination Agent is other than the District, then not later than 15 business days prior to the date referred to in the prior sentence hereof, the District shall provide the Annual Report (in a form suitable for filing with EMMA) to the Dissemination Agent. 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 District, if any exist, may be submitted separately from and later than the balance of the Annual Report if they are not available by the date required above for the filing of the Annual Report. (b) In the event that the Dissemination Agent is an entity other than the District, then the provisions of this Section 3(b) shall apply. Not later than fifteen (15) Business Days prior to the date specified in subsection (a) for providing the Annual Report, the District shall provide the Annual Report to the Dissemination Agent. If by fifteen (15) Business Days prior to the due date for an Annual Report the Dissemination Agent has not received a copy of the Annual Report, the Dissemination Agent shall contact the District to determine if the District will be filing the Annual Report in compliance with subsection (a). The District 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 it hereunder. The Dissemination Agent may conclusively rely upon such certification of the District and shall have no duty or obligation to review such Annual Report.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 173
Menifee Mayor and City Council
April 16, 2025
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(c) If the Dissemination Agent is other than the District and if the Dissemination Agent is unable to verify that an Annual Report has been provided to EMMA by the date required in subsection (a), the Dissemination Agent shall send, in a timely manner, a notice to EMMA of the failure to file the Annual Report in the form required by EMMA. If the District acts as its own Dissemination Agent, it shall file a notice with EMMA no later than the date specified in subsection (a) for filing an Annual Report if the District fails to file the Annual Report by that date.
(d) If the Dissemination Agent is other than the District, the Dissemination Agent shall:
(i) determine each year prior to the date for providing the Annual Report the name and address of the repository if other than the MSRB through EMMA; and (ii) promptly after receipt of the Annual Report, file a report with the District certifying that the Annual Report has been provided to EMMA and the date it was provided. (e) Notwithstanding any other provision of this Disclosure Certificate, all filings shall be made in accordance with the MSRB’s EMMA system or in another manner approved under the Rule.
Section 4. Content of Annual Reports. The District’s Annual Report shall contain or include by reference the following:
(a) Financial Statements. The audited financial statements of the District for the prior fiscal year, if any have been prepared and which, if prepared, shall be 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 District’s audited financial statements, if any are prepared, are not available by the time the Annual Report is required to be filed pursuant to Section 3(a), the Annual Report shall contain unaudited financial statements, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available.
(b) Financial and Operating Data. The Annual Report shall contain or incorporate by reference the following information:
(i) the principal amount of the Bonds outstanding as of the September 2 preceding the filing of the Annual Report;
(ii) the balance in each fund under the Indenture as of the September 2 preceding the filing of the Annual Report;
(iii) the aggregate assessed valuation of the Taxable Property within the Improvement Area;
(iv) any changes to the Rate and Method of Apportionment of Special Tax approved or submitted to the qualified electors for approval prior to the filing of the Annual Report; (v) a table setting forth the annual Special Tax delinquency rate within the Improvement Area at June 30 of each fiscal year for which a delinquency exists, listing for each fiscal year, the total Special Tax levy, the amount delinquent and the percent delinquent; (vi) an update of the value -to-lien of the property within Improvement Area No. 1 based on the assessed value and the Special Tax levy for the then current fiscal year, which update may be provided in a form similar to Table 2 in the Official Statement; provided that such update need not include overlapping special tax, assessment or general obligation indebtedness; and Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 174
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April 16, 2025
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(vii) the status of any foreclosure actions being pursued by the District with respect to delinquent Special Taxes within the Improvement Area.
(c) Any or all of the items listed in (a) or (b) above may be included by specific reference to other documents, including official statements of debt issues of the District or related public entities, which have been submitted to EMMA or the Securities an d Exchange Commission. If the document included by reference is a final official statement, it must be available from the MSRB through EMMA. The District shall clearly identify each such other document so included by reference.
Section 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section 5, the District shall give, or cause the Dissemination Agent to give, notice to EMMA in a timely manner not in excess of ten (10) business days after the occurrence of any of the following events with respect to the Bonds:
1. principal and interest payment delinquencies;
2. unscheduled draws on debt service reserves reflecting financial difficulties;
3. unscheduled draws on credit enhancements reflecting financial difficulties;
4. substitution of credit or liquidity providers, or their failure to perform;
5. adverse tax opinions or 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 Bonds;
6. defeasances;
7. tender offers;
8. ratings changes; and
9. bankruptcy, insolvency, receivership or similar proceedings.
Note: for the purposes of the event identified in subparagraph (9), the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the U.S. 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 obligated person, or if such jurisdiction has been assumed by le aving the existing governmental 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 obligated person.
10. default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the obligated person, any of which reflect financial difficulties.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 175
Menifee Mayor and City Council
April 16, 2025
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(b) Additionally, the District shall give or cause the Dissemination Agent to give notice to EMMA in a timely manner not in excess of ten (10) business days after the occurrence of any of the following events with respect to the Bonds, if material:
1. mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons or their termination;
2. appointment of a successor or additional fiscal agent or the change of the name of a fiscal agent;
3. nonpayment related defaults;
4. modifications to the rights of Bondholders;
5. bond calls;
6. release, substitution or sale of property securing repayment of the Bonds; and
7. incurrence of a Financial Obligation of the obligated person, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect security holders. (c) In the event that the District’s fiscal year changes, the District shall report or shall instruct the Dissemination Agent to report such change in the same manner and to the same parties as Listed Events would be reported pursuant to this Section.
(d) The District hereby agrees that the undertaking set forth in this Disclosure Certificate is the responsibility of the District, and the Dissemination Agent, if other than the District, shall not be responsible for determining whether the District’s instructions to the Dissemination Agent under this Section comply with the requirements of the Rule.
Section 6. Termination of Reporting Obligation. The obligations of the District and the Dissemination Agent 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 District shall give notice of such termination in the same manner as for a Listed Event under Section
5. Section 7. Dissemination Agent. The District 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 such Dissemination Agent, with or without appointing a successor Dissemina tion Agent. The Dissemination Agent, if other than the District, shall not be responsible in any manner for the content of any notice or report prepared by the District pursuant to this Disclosure Certificate. The initial Dissemination Agent shall be Spicer Consulting Group, LLC. The Dissemination Agent may resign by providing (i) thirty (30) days written notice to the District and the Trustee and (ii) upon appointment of a new Dissemination Agent hereunder.
Section 8. Amendment; Waiver.
(a) This Disclosure Certificate may be amended, by written agreement of the parties, without the consent of the Owners, and any provision of this Disclosure Certificate may be waived, if all of the following conditions are satisfied: (1) such amendment or waiver is made in connection with a change in circumstances that arises from a change in legal (including regulatory) requirements, a change in law, or a change in the identity, nature or status of the District or the type of business conducted thereby, (2) the undertakings in this Disclosure Certificate as so amended or waived would, in the opinion of a nationally recognized bond counsel, have Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 176
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April 16, 2025
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complied with the requirements of the Rule as of the date of this Disclosure Certificate, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances, and (3) the amendment or waiver either (i) is approved by the Owners of the Bonds in the same manner as provided in the Indenture for amendments to the Indenture with the consent of Owners or (ii) does not, in the determination of the District, materially impair the interests of the Owners or Beneficial Owners of the Bonds.
(b) To the extent any amendment to this Disclosure Certificate results in a change in the type of financial information or operating data provided pursuant to this Disclosure Certificate, the first Annual Report provided thereafter shall include a narrative explanation of the reasons for the amendment and the impact of the change in the type of operating data or financial information being provided.
(c) If an amendment is made to the basis on which financial statements are prepared, 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. Such comparison shall include a quantitative and, to the extent reasonably feasible, qualitative discussion of the differences in the accounting principles and the impa ct of the change in the accounting principles on the presentation of the financial information.
Section 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the District 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 District chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the District 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 10. Default. In the event of a failure of the District or the Dissemination Agent to comply with any provision of this Disclosure Certificate, any Owner 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 District and/or the Dissemination Agent to comply with their respective obligations under this Disclosure Certificate. A default under this Disclosure Certificate shall not be deemed an Event of Default under the Indenture, and the sole remedy under this Disclosure Certificate in the event of any failure of the District or the Dissemination Agent to comply with this Disclosure Certificate shall be an action to compel performance.
Section 11. Duties, Immunities and Liabilities of Dissemination Agent. Where an entity other than the District is acting as the Dissemination Agent, the Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the District agrees to indemnify and save the Dissemination Agent and 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 the ir 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. Any Dissemination Agent shall be paid (i) compensation by the District for its services provided hereunder in accordance with a schedule of fees to be mutually agreed to; and (ii) all expenses, 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 by the District pursuant to this Disclosure Certificate. The obligations of the District under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds. No person shall have any right to commence any action against the Dissemination Agent seeking any remedy other than to compel specific performance of this Disclosure Certificate. The Dis semination Agent shall not be liable under any circumstances for monetary damages to any person for any breach under this Disclosure Certificate.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 177
Menifee Mayor and City Council
April 16, 2025
Page
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Section 12. Notices. Any notices or communications to or among any of the parties to this Disclosure Certificate may be given as follows:
District: Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee
City of Menifee
29844 Haun Road
Menifee, CA 92586
Attn: Chief Financial Officer
Underwriter: Samuel A. Ramirez & Co., Inc.
12130 Millennium Drive, Suite 300
Los Angeles, CA 90094
Attn: Managing Director
Any person may, by written notice to the other persons listed above, designate a different address or telephone number(s) to which subsequent notice or communications should be sent.
Section 13. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the District, the Trustee, the Dissemination Agent, the Participating Underwriter and Owners and Beneficial Owners from time to time of the Bonds, and shall create no rights in any other person or entity.
Section 14. Merger. Any person succeeding to all or substantially all of the Dissemination Agent’s business shall be the successor Dissemination Agent without the filing of any paper or any further act.
This Disclosure Certificate is executed as of the date and year first set forth above.
COMMUNITY FACILITIES DISTRICT NO. 2023 -2
(CIMARRON RIDGE) OF THE CITY OF MENIFEE
By:
Travis Hickey
Disclosure Representative
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 178
Menifee Mayor and City Council
April 16, 2025
Page
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1 $___________
COMMUNITY FACILITIES DISTRICT NO. 2023-2 (CIMARRON RIDGE)
OF THE CITY OF MENIFEE
IMPROVEMENT AREA NO. 1
SPECIAL TAX BONDS, SERIES 2025A
BOND PURCHASE AGREEMENT
________, 2025
City of Menifee
Community Facilities District No. 2023-2
(Cimarron Ridge)
29844 Haun Road
Menifee, California 92586
Ladies and Gentlemen:
Samuel A. Ramirez & Co., Inc., as underwriter (the “Underwriter”), acting not as a fiduciary or agent for you, but on behalf of itself, offers to enter into this Bond Purchase Agreement (this “Purchase Agreement”) with Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee (the “Community Facilities District”) on behalf of Improvement Area No. 1 (the “Improvement Area”), which upon acceptance will be binding upon the Underwriter and the Community Facilities District. The agreement of the Underwriter to purchase the Bonds (as hereinafter defined) is contingent upon the Community Facilities District satisfying all of the obligations imposed upon them under this Purchase Agreement. This offer is made subject to the Community Facilities District’s acceptance by the execution of this Purchase Agreement and its delivery to the Underwriter at or before 11:59 P.M., local time, on the date hereof, and, if not so accepted, will be subject to withdrawal by the Underwriter upon notice delivered to the Community Facilities District at any time prior to the acceptance hereof by the Community Facilities District. All capitalized terms used herein, which are not otherwise defined, shall have the meaning provided for such terms in the Bond Indenture, dated as of May 1, 2025 (the “Indenture”), by and between the Community Facilities District and Wilmington Trust, National Association, as trustee (the “Trustee”).
1. Purchase, Sale and Delivery of the Bonds.
Subject to the terms and conditions and in reliance upon the representations, warranties and agreements set forth herein: (i) the Underwriter hereby agrees to purchase from the Community Facilities District and the Community Facilities District hereby agrees to sell to the Underwriter all (but not less than all) of the $___________ aggregate principal amount of the Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee Improvement Area No. 1 Special Tax Bonds, Series 2025A (the “Bonds”), dated the Closing Date (as hereinafter defined), bearing interest at the rates and maturing on the dates and in the principal amounts set forth in Exhibit A hereto. The purchase price for the Bonds shall be $______ (being 100% of the aggregate principal amount thereof, plus a net original issue premium of $______ and less an Underwriter’s discount of $_____).
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 179
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2 The Underwriter agrees to make a bona fide public offering of all of the Bonds initially at the public offering prices (or yields) set forth in Exhibit A attached hereto and incorporated herein by reference. Subsequent to the initial public offering, the Underwriter reserves the right to change the public offering prices (or yields) as it deems necessary in connection with the marketing of the Bonds subject to Section 2 hereof, provided that the Underwriter shall not change the interest rates set forth in Exhibit A. The Bonds may be offered and sold to certain dealers at prices lower than such initial offering prices.
The Bonds shall be substantially in the form described in, shall be issued and secured under the provisions of, and shall be payable from the Net Taxes as provided in the Indenture, the Preliminary Official Statement (as hereinafter defined), and the Mello-Roos Community Facilities Act of 1982, as amended (Section 53311 et seq. of the Government Code of the State of California) (the “Community Facilities District Act”). The issuance of the Bonds has been duly authorized by the City Council of the City of Menifee (the “City”), as the legislative body for the Community Facilities District (for and on behalf of the Improvement Area within the Community Facilities District), pursuant to a resolution (the “Community Facilities District Resolution of Issuance”) adopted on ________, 2025.
The net proceeds of the Bonds will be used to: (i) finance certain public improvements needed with respect to the development of property located within the Community Facilities District, including public improvements to be owned by the City, and water and sewer facilities to be owned and operated by the Eastern Municipal Water District; (ii) fund a reserve account for the Bonds; and (iii) pay costs of issuance for the Bonds.
The Bonds shall be substantially in the form described in, shall be issued and secured under the provisions of, and shall be payable from special taxes as provided in the Indenture (the “Special Taxes”).
A. The Community Facilities District hereby acknowledges that the Underwriter is entering into this Purchase Agreement in reliance on the representations, warranties and agreements made by the Community Facilities District herein, and the Community Facilities District shall take all action necessary to enforce its rights hereunder for the benefit of the Underwriter and shall immediately notify the Underwriter if it becomes aware that any representation, warranty or agreement made by the Community Facilities District herein is incorrect in any material respect.
The Community Facilities District acknowledges and agrees that (i) the purchase and sale of the Bonds pursuant to this Purchase Agreement is an arm’s-length commercial transaction between the Community Facilities District and the Underwriter, (ii) in connection therewith and with the discussions, undertakings and procedures leading up to the consummation of such transaction, the Underwriter is and has been acting solely as principal and not as the agent or fiduciary of the Community Facilities District, (iii) the Underwriter has not assumed an advisory or fiduciary responsibility in favor of the Community Facilities District with respect to (a) the offering of the Bonds or the process leading thereto (whether or not the Underwriter, or any affiliate of the Underwriter, has advised or is currently advising the Community Facilities District on other matters) or (b) any other obligations to the Community Facilities District with respect to the offering contemplated hereby, except the obligations expressly set forth in this Purchase Agreement or otherwise imposed by law, (iv) the Underwriter has financial interests that differ from those of the Community Facilities District and (v) the Community Facilities District has consulted with their own legal, financial and other advisors to the extent they have deemed appropriate in connection with this Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 180
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3 transaction. The Community Facilities District acknowledges that it has previously provided the Underwriter with an acknowledgement of receipt of the required Underwriter disclosure under Rule G-17 of the Municipal Securities Rulemaking Board (“MSRB”). The Community Facilities District acknowledges and represents that it has engaged Urban Futures, Inc. as its municipal advisor (the “Municipal Advisor”) (as defined in Securities and Exchange Commission Rule 15Ba1) and will rely solely on the financial advice of Urban Futures, Inc. with respect to the Bonds.
B. Pursuant to the authorization of the Community Facilities District, the Underwriter has distributed copies of the Preliminary Official Statement dated [POS Date], relating to the Bonds, which, together with the cover page, inside cover page and appendices thereto is herein called the “Preliminary Official Statement.” By its acceptance of this Purchase Agreement, the Community Facilities District hereby ratifies the use by the Underwriter of the Preliminary Official Statement, and the Community Facilities District agrees to execute a final official statement relating to the Bonds (including any supplements and/or amendments thereto, the “Official Statement”) which will consist of the Preliminary Official Statement with such changes as may be made thereto, with the approval of Stradling Yocca Carlson & Rauth LLP, Bond Counsel (“Bond Counsel”), Stradling Yocca Carlson & Rauth LLP, Disclosure Counsel (“Disclosure Counsel”), and the Underwriter, and to provide copies thereof to the Underwriter as set forth herein. The Community Facilities District hereby authorizes and requires the Underwriter to use and promptly distribute, in connection with the offer and sale of the Bonds, the Preliminary Official Statement, the Official Statement and any supplement or amendment thereto. The Community Facilities District further authorizes the Underwriter to use and distribute, in connection with the offer and sale of the Bonds, the Indenture, the Continuing Disclosure Certificate executed by the Community Facilities District in connection with the Bonds (the “Continuing Disclosure Certificate”), this Purchase Agreement and all information contained herein, and all other documents, certificates and statements furnished by or on behalf of the Community Facilities District to the Underwriter in connection with the transactions contemplated by this Purchase Agreement.
C. To assist the Underwriter in complying with Securities and Exchange Commission Rule 15c2-12(b)(5) (the “Rule”), the Community Facilities District will undertake pursuant to the Continuing Disclosure Certificate, in the form attached to the Official Statement as Appendix F, to provide annual reports and notices of certain enumerated events. A description of this undertaking is set forth in the Preliminary Official Statement and will also be set forth in the Official Statement.
D. Except as the Underwriter and the Community Facilities District may otherwise agree, the Community Facilities District will deliver to the Underwriter, at the offices of Bond Counsel in Newport Beach, California, or at such other location as may be mutually agreed upon by the Underwriter and the Community Facilities District, the documents hereinafter mentioned; and the Community Facilities District will deliver to the Underwriter through the facilities of The Depository Trust Company (“DTC”), the Bonds, in definitive form (all Bonds bearing CUSIP numbers), duly executed by the Community Facilities District and authenticated by the Trustee in the manner provided for in the Indenture and the Community Facilities District Act at 8:00 a.m. California time, on [Closing Date] (the “Closing Date”), and the Underwriter will accept such delivery and pay the purchase price of the Bonds as set forth in paragraph (A) of this Section by wire transfer, payable in federal or other immediately available funds (such delivery and payment being herein referred to as the “Closing”). The Bonds shall be in fully registered book-entry form (which may be typewritten) and shall be registered in the name of Cede & Co., as nominee of DTC.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 181
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April 16, 2025
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4 2. Establishment of Issue Price.
A. The Underwriter agrees to assist the Community Facilities District in establishing the issue price of the Bonds and shall execute and deliver to the Community Facilities District at Closing an “issue price” or similar certificate, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit C, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Underwriter, the Community Facilities District and Bond Counsel, to accurately reflect, as applicable, the sales price or prices or the initial offering price or prices to the public of the Bonds.
B. Except as otherwise set forth in Exhibit A attached hereto, the Community Facilities District will treat the first price at which 10% of each maturity of the Bonds (the “10% test”) is sold to the public as the issue price of that maturity (if different interest rates apply within a maturity, each separate CUSIP number within that maturity will be subject to the 10% test). At or promptly after the execution of this Purchase Agreement, the Underwriter shall report to the Community Facilities District the price or prices at which it has sold to the public each maturity of Bonds. If at that time the 10% test has not been satisfied as to any maturity of the Bonds, the Underwriter agrees to promptly report to the Community Facilities District the prices at which it sells the unsold Bonds of that maturity to the public. That reporting obligation shall continue, whether or not the Closing Date has occurred, until the 10% test has been satisfied as to the Bonds of that maturity or until all Bonds of that maturity have been sold to the public.
C. The Underwriter confirms that it has offered the Bonds to the public on or before the date of this Purchase Agreement at the offering price or prices (the “initial offering price”), or at the corresponding yield or yields, set forth in Exhibit A attached hereto. Exhibit A also sets forth, as of the date of this Purchase Agreement, the maturities, if any, of the Bonds for which the Underwriter represents that (i) the 10% test has been satisfied (assuming orders are confirmed by the close of the business day immediately following the date of this Purchase Agreement) and (ii) the 10% test has not been satisfied and for which the Community Facilities District and the Underwriter agree that the restrictions set forth in the next sentence shall apply, which will allow the Community Facilities District to treat the initial offering price to the public of each such maturity as of the sale date as the issue price of that maturity (the “hold-the-offering-price rule”). So long as the hold-the- offering-price rule remains applicable to any maturity of the Bonds, the Underwriter will neither offer nor sell unsold Bonds of that maturity to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following:
1. the close of the fifth (5th) business day after the sale date; or
2. the date on which the Underwriter has sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public.
The Underwriter shall promptly advise the Community Facilities District when it has sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public, if that occurs prior to the close of the fifth (5th) business day after the sale date.
D. The Underwriter confirms that:
Item Title: 12.1
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5 (i) any selling group agreement and any third-party distribution agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer who is a member of the selling group and each broker-dealer that is a party to such third-party distribution agreement, as applicable:
(A)(i) to report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter that the 10% test has been satisfied as to the Bonds of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Underwriter and (ii) to comply with the hold-the-offering-price rule, if applicable, if and for so long as directed by the Underwriter,
(B) to promptly notify the Underwriter of any sales of Bonds that, to its knowledge, are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such term being used as defined below), and (C) to acknowledge that, unless otherwise advised by the dealer or broker-dealer, the Underwriter shall assume that each order submitted by the dealer or broker-dealer is a sale to the public.
(ii) any selling group agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer that is a party to a third-party distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker-dealer that is a party to such third-party distribution agreement to (A) report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter or the dealer that the 10% test has been satisfied as to the Bonds of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Underwriter or the dealer, and (B) comply with the hold-the-offering-price rule, if applicable, if and for so long as directed by the Underwriter or the dealer and as set forth in the related pricing wires.
E. The Community Facilities District acknowledges that, in making the representation set forth in this section, the Underwriter will rely on (i) in the event a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the requirements for establishing the issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the- offering-price rule, if applicable to the Bonds, as set forth in a selling group agreement and the related pricing wires, and (ii) in the event that a third-party distribution agreement was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the requirements for establishing the issue price of the Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Bonds, as set forth in the third-party distribution agreement and the related pricing wires.
F. The Underwriter acknowledges that sales of any Bonds to any person that is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 183
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6 term being used as defined below) shall not constitute sales to the public for purposes of this section.
Further, for purposes of this section:
1. “public” means any person other than an underwriter or a related party;
2. “underwriter” means (A) any person that agrees pursuant to a written contract with the Community Facilities District (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member of a selling group or a party to a third-party distribution agreement participating in the initial sale of the Bonds to the public);
3. a purchaser of any of the Bonds is a “related party” to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (B) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (C) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other); and
4. “sale date” means the date of execution of this Purchase Agreement by all parties.
3. Representations, Warranties and Covenants of the Community Facilities District.
The Community Facilities District represents, warrants and covenants to the Underwriter on behalf of itself and the City that:
A. The City is duly organized and validly existing as a general law city under the Constitution and laws of the State of California and has duly authorized the formation of the Community Facilities District pursuant to resolutions duly adopted by the City Council (the “Community Facilities District Formation Resolution” and, together with the Community Facilities District Resolution of Issuance, the “Community Facilities District Resolutions”) and the Community Facilities District Act. The City Council, as the legislative body of the City and the Community Facilities District, has duly adopted the Community Facilities District Formation Resolution, and has caused to be recorded in the real property records of the County of Riverside, notice of special tax lien, and any required amendments thereof (collectively, the “Notice of Special Tax Lien”) (the Community Facilities District Formation Resolution and Notice of Special Tax Lien being collectively referred to herein as the “Formation Documents”), and has duly adopted the Community Facilities District Resolution of Issuance on behalf of the Improvement Area. Each of its Formation Documents remains in full force and effect as of the date hereof and has not been amended. The Community Facilities District is duly organized and validly existing as a Community Facilities District under the laws of the State of California. The Community Facilities District has, and at the Closing Date will have, as the case may be, full legal right, power and authority: (i) to execute, deliver and perform its obligations under this Purchase Agreement, the Continuing Disclosure Certificate and the Indenture, and to carry out all transactions contemplated by each of Item Title: 12.1
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7 such agreements; (ii) to issue, sell and deliver the Bonds as provided herein; and (iii) to carry out, give effect to and consummate the transactions contemplated by the Formation Documents, the Indenture, the Bonds, the Continuing Disclosure Certificate, this Purchase Agreement and the Official Statement.
This Purchase Agreement, the Indenture, the Bonds and the Continuing Disclosure Certificate are collectively referred to herein as the “Community Facilities District Documents.” B. The Community Facilities District and the City, as applicable, have each complied, and will at the Closing Date be in compliance in all material respects, with the Formation Documents and the Community Facilities District Documents, and any immaterial noncompliance by the Community Facilities District and the City, if any, will not impair the ability of the Community Facilities District and the City, as applicable, to carry out, give effect to or consummate the transactions contemplated by the foregoing. From and after the date of issuance of the Bonds, the Community Facilities District will continue to comply with the covenants of the Community Facilities District contained in the Community Facilities District Documents.
C. The information in the Preliminary Official Statement and in the Official Statement relating to the Community Facilities District and the Bonds (other than information under the captions “PROPERTY OWNERSHIP AND THE DEVELOPMENT,” CONTINUING DISCLOSURE — Developer Continuing Disclosure and “UNDERWRITING,” Appendix D and Appendix H, information provided by Pulte Home Company, LLC (the “Developer”), Invitation Homes 7 LP (“Invitation Homes”), the Appraiser and the Special Tax Consultant (as each such terms are defined herein) and statements pertaining to the book entry system, as to which no view is expressed), is true and correct in all material respects and does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, upon delivery and up to and including 25 days after the End of the Underwriting Period (as defined in paragraph (D) below), the Official Statement will be amended and supplemented so as to contain no misstatement of any material fact or omission of any statement necessary to make the statements contained therein, in the light of the circumstances in which such statements were made, not misleading.
D. Up to and including 25 days after the End of the Underwriting Period (as defined below), the Community Facilities District will advise the Underwriter promptly of any proposal to amend or supplement the Official Statement and will not effect or consent to any such amendment or supplement without the consent of the Underwriter, which consent will not be unreasonably withheld. The Community Facilities District will advise the Underwriter promptly of the institution of any proceedings known to it by any governmental agency prohibiting or otherwise materially affecting the use of the Official Statement in connection with the offering, sale or distribution of the Bonds. As used herein, the term “End of the Underwriting Period” means the later of such time as: (i) the Bonds are delivered to the Underwriter; or (ii) the Underwriter does not retain, directly or as a member of an underwriting syndicate, an unsold balance of the Bonds for sale to the public. Unless the Underwriter gives notice to the contrary, the End of the Underwriting Period shall be deemed to be the Closing Date. Any notice delivered pursuant to this provision shall be written notice delivered to the Community Facilities District at or prior to the Closing Date and shall specify a date (other than the Closing Date) to be deemed the “End of the Underwriting Period.” E. Except as described in the Preliminary Official Statement and Official Statement, the Community Facilities District is not, in any respect material to the transactions Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 185
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8 referred to herein or contemplated hereby, in breach of or in default under, any law or administrative rule or regulation of the State of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the Community Facilities District is a party or is otherwise subject or bound, and the performance of its obligations under the Community Facilities District Documents and compliance with the provisions of each thereof, or the performance of the conditions precedent to be performed by the Community Facilities District pursuant to this Purchase Agreement, will not conflict with or constitute a breach of or default under any applicable law or administrative rule or regulation of the State, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the Community Facilities District is a party or is otherwise subject or bound, in any manner which would materially and adversely affect the performance by the Community Facilities District of its obligations under the Community Facilities District Documents or the performance of the conditions precedent to be performed by the Community Facilities District pursuant to this Purchase Agreement.
F. Except as may be required under the “blue sky” or other securities laws of any jurisdiction, all approvals, consents, authorizations, elections and orders of, or filings or registrations with, any governmental authority, board, agency or commission having jurisdiction which would constitute a condition precedent to, or the absence of which would materially adversely affect, the performance by the Community Facilities District of its obligations under the Community Facilities District Documents, and the performance of the conditions precedent to be performed by the Community Facilities District pursuant to this Purchase Agreement, have been or will be obtained at the Closing Date and are or will be in full force and effect at the Closing Date.
G. The Community Facilities District Documents conform as to form and tenor to the descriptions thereof contained in the Official Statement.
H. The Bonds are payable from the Special Tax of the Improvement Area, as set forth in the Indenture, the levy of which has been duly and validly authorized pursuant to the Community Facilities District Act and the Community Facilities District will covenant in the Indenture to levy the Special Taxes within the Improvement Area in an amount which, together with other available funds, is required for the payment of the principal of, and interest on, the Bonds when due and payable, all as provided in the Indenture.
I. The Indenture creates a valid pledge of, first lien upon and security interest in, the Net Taxes, and in the moneys in the Special Tax Fund (other than the Administrative Expense Account) established pursuant to the Indenture, on the terms and conditions set forth in the Indenture.
J. Except as disclosed in the Preliminary Official Statement, there are, to the best of the Community Facilities District’s knowledge, no entities with outstanding assessment liens against any of the properties within the Improvement Area or which are senior to or on a parity with the Special Taxes of the Improvement Area referred to in paragraph (I) hereof.
K. The Preliminary Official Statement was deemed final by a duly authorized officer of the Community Facilities District prior to its delivery to the Underwriter, except for the omission of such information as is permitted to be omitted in accordance with paragraph (b)(1) of the Item Title: 12.1
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9 Rule. The Community Facilities District hereby covenants and agrees that, within seven (7) business days from the date hereof, or upon reasonable written notice from the Underwriter within sufficient time to accompany any confirmation requesting payment from any customers of the Underwriter, the Community Facilities District shall cause a final printed form of the Official Statement to be delivered to the Underwriter in sufficient quantity to comply with paragraph (b)(4) of the Rule and Rules G-12, G-15, G-32 and G-36 of the Municipal Securities Rulemaking Board.
L. At the time of acceptance hereof there is and as of the Closing there will be no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, government agency, public board or body (collectively and individually, an “Action”) pending (notice of which has been served on the Community Facilities District) or to the best knowledge of the Community Facilities District or the City threatened, in which any such Action: (i) in any way questions the existence of the Community Facilities District or the titles of the officers of the Community Facilities District to their respective offices; (ii) affects, contests or seeks to prohibit, restrain or enjoin the issuance or delivery of the Bonds or the payment or collection of Special Taxes or any amounts pledged or to be pledged to pay the principal of and interest on the Bonds, or in any way contests or affects the validity of the Community Facilities District Documents or the consummation of the transactions on the part of the Community Facilities District contemplated thereby; (iii) contests the exemption of interest on the Bonds from federal or State income taxation or contests the powers of the Community Facilities District which may result in any material adverse change relating to the financial condition of the Community Facilities District; or (iv) contests the completeness or accuracy of the Preliminary Official Statement or the Official Statement or any supplement or amendment thereto or asserts that the Preliminary Official Statement or the Official Statement contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and as of the time of acceptance hereof there is and, as of the Closing Date, there will be no basis for any action, suit, proceeding, inquiry or investigation of the nature described in clauses (i) through (iv) of this sentence.
M. Any certificate signed on behalf of the Community Facilities District by any officer or employee of the Community Facilities District authorized to do so shall be deemed a representation and warranty by the Community Facilities District to the Underwriter on behalf of itself and the Community Facilities District as to the statements made therein.
N. At or prior to the Closing the Community Facilities District will have duly authorized, executed and delivered the Continuing Disclosure Certificate in substantially the form attached as Appendix F to the Official Statement. Based upon a review of its previous undertakings, and except as disclosed in the Preliminary Official Statement, the Community Facilities District has not failed to comply in all respects with any previous undertakings with regard to the Rule to provide annual reports or notices of enumerated events in the last five years.
O. The Community Facilities District will apply the proceeds of the Bonds in accordance with the Indenture and as described in the Official Statement.
P. Until such time as moneys have been set aside in an amount sufficient to pay all then outstanding Bonds at maturity or to the date of redemption if redeemed prior to maturity, plus unpaid interest thereon and premium, if any, to maturity or to the date of redemption if redeemed prior to maturity, the Community Facilities District will faithfully perform and abide by all of the covenants, undertakings and provisions contained in the Indenture.
Item Title: 12.1
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10 Q. Between the date of this Purchase Agreement and the date of Closing, the Community Facilities District will not offer or issue any bonds, notes or other obligations for borrowed money not previously disclosed to the Underwriter.
The Community Facilities District hereby approves the preparation and distribution of the Official Statement, consisting of the Preliminary Official Statement with such changes as are noted thereon and as may be made thereto, with the approval of Bond Counsel, Disclosure Counsel and the Underwriter, from time to time prior to the Closing Date.
The execution and delivery of this Purchase Agreement by the Community Facilities District shall constitute a representation by the Community Facilities District to the Underwriter that the representations and warranties contained in this Section 3 with respect to the Community Facilities District are true as of the date hereof.
4. Conditions to the Obligations of the Underwriter. The obligation of the Underwriter to accept delivery of and pay for the Bonds on the Closing Date shall be subject, at the option of the Underwriter, to the accuracy in all material respects of the representations and warranties on the part of the Community Facilities District contained herein, to the accuracy in all material respects of the statements of the officers and other officials of the Community Facilities District made in any certificates or other documents furnished pursuant to the provisions hereof, to the performance by the Community Facilities District of its obligations to be performed hereunder at or prior to the Closing Date, and in reliance upon the representations and covenants of the Developer contained in the certificates delivered as of the Closing Date, and to the following additional conditions:
A. At the Closing Date, the Community Facilities District Resolutions and the Community Facilities District Documents shall be in full force and effect, and shall not have been amended, modified or supplemented, except as may have been agreed to in writing by the Underwriter, and there shall have been taken in connection therewith, with the issuance of the Bonds and with the Bonds, and with the transactions contemplated thereby, and by this Purchase Agreement, all such actions as, in the opinion of Bond Counsel, shall be necessary and appropriate.
B. At the Closing Date, except as described in the Official Statement, the City shall not be, in any respect material to the transactions referred to herein or contemplated hereby, in breach of or in default under, any law or administrative rule or regulation of the State of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the City is a party or is otherwise subject or bound, and the performance of the conditions precedent to be performed hereunder will not conflict with or constitute a breach of or default under any applicable law or administrative rule or regulation of the State of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the City is a party or is otherwise subject or bound, in any manner which would materially and adversely affect the performance of the conditions precedent to be performed by the City hereunder.
C. At the Closing Date, except as described in the Official Statement, the Community Facilities District shall not be, in any respect material to the transactions referred to herein or contemplated hereby, in breach of or in default under, any law or administrative rule or Item Title: 12.1
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11 regulation of the State of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the Community Facilities District is a party or is otherwise subject or bound, and the performance by the Community Facilities District of its obligations under the Bonds, the Community Facilities District Resolutions, the Indenture, and any other instruments contemplated by any of such documents, and compliance with the provisions of each thereof, or the performance of the conditions precedent to be performed hereunder, will not conflict with or constitute a breach of or default under any applicable law or administrative rule or regulation of the State of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the Community Facilities District is a party or is otherwise subject or bound, in any manner which would materially and adversely affect the performance by the Community Facilities District of its obligations under the Indenture, the Bonds or the performance of the conditions precedent to be performed by the Community Facilities District hereunder.
D. The information contained in the Official Statement is, as of the Closing Date and as of the date of any supplement or amendment thereto pursuant hereto, will be true and correct in all material respects and does not, as of the Closing Date or as of the date of any supplement or amendment thereto, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.
E. Between the date hereof and the Closing Date, the market price or marketability, at the initial offering prices set forth on the inside cover page of the Official Statement, of the Bonds or the ability of the Underwriter to enforce contracts for the sale of the Bonds, shall not have been materially adversely affected, in the judgment of the Underwriter (evidenced by a written notice to the Community Facilities District terminating the obligation of the Underwriter to accept delivery of and pay for the Bonds), by reason of any of the following:
1. Legislation introduced in or enacted (or resolution passed) by the Congress of the United States of America or recommended to the Congress by the President of the United States, the Department of the Treasury, the Internal Revenue Service, or any member of Congress, or favorably reported for passage to either House of Congress by any committee of such House to which such legislation had been referred for consideration, or a decision rendered by a court established under Article III of the Constitution of the United States of America or by the Tax Court of the United States of America, or an order, ruling, regulation (final, temporary or proposed), press release or other form of notice issued or made by or on behalf of the Treasury Department of the United States of America or the Internal Revenue Service, with the purpose or effect, directly or indirectly, of imposing federal income taxation upon such interest as would be received by any owners of the Bonds beyond the extent to which such interest is subject to taxation as of the date hereof; or
2. Legislation introduced in or enacted (or resolution passed) by the Congress or an order, decree or injunction issued by any court of competent jurisdiction, or an order, ruling, regulation (final, temporary or proposed), press release or other form of notice issued or made by or on behalf of the Securities and Exchange Commission, or any other governmental agency having jurisdiction of the subject matter, to the effect that obligations of the general character of the Item Title: 12.1
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12 Bonds, including any or all underlying arrangements, are not exempt from registration under or other requirements of the Securities Act of 1933, as amended, or that the Indenture is not exempt from qualification under or other requirements of the Trust Indenture Act of 1939, as amended, or that the issuance, offering or sale of obligations of the general character of the Bonds, including any or all underlying arrangements, as contemplated hereby or by the Official Statement or otherwise is or would be in violation of the federal securities laws as amended and then in effect; or
3. A general suspension of trading on the New York Stock Exchange or other major exchange shall be in force, or minimum or maximum prices for trading shall have been fixed and be in force, or maximum ranges for prices for securities shall have been required and be in force on any such exchange, whether by virtue of determination by that exchange or by order of the SEC or any other governmental authority having jurisdiction; or
4. The introduction, proposal or enactment of any amendment to the Federal or California Constitution or any action by any Federal or California court, legislative body, regulatory body or other authority materially adversely affecting the tax status of the Community Facilities District, its property, income, securities (or interest thereon), the validity or enforceability of Special Taxes, or the ability of the Community Facilities District to issue the Bonds as contemplated by the Indenture and the Official Statement; or
5. Any event occurring, or information becoming known which, in the judgment of the Underwriter, makes untrue in any material respect any statement or information contained in the Preliminary Official Statement or in the Official Statement, or has the effect that the Preliminary Official Statement or the Official Statement contains any untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; or
6. Any national securities exchange, the Comptroller of the Currency, or any other governmental authority, shall impose as to the Bonds, or obligations of the general character of the Bonds, any material restrictions not now in force, or increase materially those now in force, with respect to the extension of credit by, or the charge to the net capital requirements of, the Underwriter; or
7. There shall have occurred (1) an outbreak or escalation of hostilities or the declaration by the United States of a national emergency or war or (2) any other calamity or crisis in the financial markets of the United States or elsewhere or the escalation of such calamity or crisis; or
8. Except as disclosed in or contemplated by the Official Statement, any material adverse change in the affairs of the City or Community Facilities District shall have occurred; or
9. Any event or circumstance shall exist that either makes untrue or incorrect in any material respect any statement or information in the Official Statement (other than any statement provided by the Underwriter) or is not reflected in the Official Statement but should be reflected therein in order to make the statements therein, in the light of the circumstances under which they were made, not misleading and, in either such event, the Community Facilities District refuses to permit the Official Statement to be supplemented to supply such statement or information, or the effect of the Official Statement as so supplemented is to materially adversely affect the market price Item Title: 12.1
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13 or marketability of the Bonds or the ability of the Underwriter to enforce contracts for the sale of the Bonds; or
10. A general banking moratorium shall have been declared by federal or State authorities having jurisdiction and be in force; or
11. A material disruption in securities settlement, payment or clearance services affecting the Bonds shall have occurred; or
12. Any new restriction on transactions in securities materially affecting the market for securities (including the imposition of any limitation on interest rates) or the extension of credit by, or a charge to the net capital requirements of, underwriters shall have been established by the New York Stock Exchange, the SEC, any other federal or State agency or the Congress of the United States, or by Executive Order; or
13. A decision by a court of the United States shall be rendered, or a stop order, release, regulation or no-action letter by or on behalf of the SEC or any other governmental agency having jurisdiction of the subject matter shall have been issued or made, to the effect that the issuance, offering or sale of the Bonds, including the underlying obligations as contemplated by this Purchase Agreement or by the Official Statement, or any document relating to the issuance, offering or sale of the Bonds, is or would be in violation of any provision of the federal securities laws at the Closing Date, including the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Trust Indenture Act of 1939, as amended; or
14. Any proceeding shall have been commenced or be threatened in writing by the Securities and Exchange Commission against the City or the Community Facilities District; or
15. The commencement of any Action.
F. At or prior to the Closing Date, the Underwriter shall have received a counterpart original or certified copy of the following documents, in each case satisfactory in form and substance to the Underwriter:
1. The Official Statement, executed on behalf of the Community Facilities District by an authorized officer;
2. The Indenture, duly executed and delivered by the Community Facilities District and the Trustee;
3. The Community Facilities District Resolution, the Community Facilities District Documents and the Formation Documents, together with a certificate dated as of the Closing Date of the City Clerk to the effect that the Community Facilities District Resolutions are true, correct and complete copies of the ones duly adopted by the City Council;
4. The Continuing Disclosure Certificate executed and delivered by an authorized officer the Community Facilities District;
5. An unqualified approving opinion for the Bonds, dated the Closing Date and addressed to the Community Facilities District, of Bond Counsel, to the effect that the Item Title: 12.1
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14 Bonds are the valid, legal and binding obligations of the Community Facilities District and that the interest thereon is excluded from gross income for federal income tax purposes and exempt from personal income taxes of the State of California, in substantially the form included as Appendix C to the Official Statement, together with a letter of Bond Counsel, dated the Closing Date and addressed to the Underwriter, to the effect that such opinion addressed to the Community Facilities District may be relied upon by the Underwriter to the same extent as if such opinion was addressed to it;
6. A supplemental opinion or opinions, dated the Closing Date and addressed to the Underwriter, of Bond Counsel, to the effect that:
(i) this Purchase Agreement and the Continuing Disclosure Certificate have been duly authorized, executed and delivered by the Community Facilities District and, assuming due authorization, execution and delivery by the other parties thereto, as applicable, constitutes the legal, valid and binding obligations of the Community Facilities District and are enforceable in accordance with their terms, except to the extent that enforceability may be limited by moratorium, bankruptcy, reorganization, insolvency or other similar laws affecting creditors’ rights generally or by the exercise of judicial discretion in accordance with general principles of equity or otherwise in appropriate cases and by limitations on legal remedies against public agencies in the State;
(ii) the Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Indenture is exempt from qualification under the Trust Indenture Act of 1939, as amended;
(iii) the information contained in the Official Statement on the cover and under the captions “THE BONDS” (other than the caption “Debt Service Schedule”), “SOURCES OF PAYMENT FOR THE BONDS,” “TAX MATTERS” and “LEGAL OPINION” and in Appendices C and E to the Official Statement, are accurate insofar as such statements purport to summarize certain provisions of the Bonds, the Indenture, and Bond Counsel’s final approving opinion.
7. The letter of Disclosure Counsel, dated the Closing Date and addressed to the Community Facilities District and to the Underwriter, to the effect that, without having undertaken to determine independently the accuracy or completeness of the statements contained in the Official Statement, but on the basis of their participation in conferences with representatives of the Community Facilities District, the Special Tax Consultant and others, and their examination of certain documents, nothing has come to their attention which has led them to believe that the Preliminary Official Statement as of its date and the date of this Purchase Agreement and the Official Statement as of its date and as of the Closing Date contained or contains any untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading (except that no opinion or belief need be expressed as to any financial statements or other financial, statistical or engineering data or forecasts, numbers, charts, estimates, projections, assumptions, or expressions of opinion, any information about valuation, appraisals, absorption, archeological or environmental matters, or any information with respect to the City, or any information with respect to prior compliance by the Developer with continuing disclosure undertakings under the Rule or about DTC or the book-entry-only system); Item Title: 12.1
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15 8. A certificate dated the Closing Date and signed by an authorized representative of the Community Facilities District or an authorized designee, on behalf of the Community Facilities District to the effect that: (i) the representations and warranties made by the Community Facilities District contained herein are true and correct in all material respects on and as of the Closing Date with the same effect as if made on the Closing Date; (ii) to the best knowledge of such officer, no event has occurred since the date of the Official Statement which should be disclosed in the Official Statement for the purpose for which it is to be used or which it is necessary to disclose therein in order to make the statements and information therein not misleading in any material respect; and (iii) the Community Facilities District has complied with all the agreements and satisfied all the conditions on its part to be satisfied under this Purchase Agreement, the Community Facilities District Resolutions, and the Community Facilities District Documents at or prior to the Closing Date;
9. An opinion of the City Attorney dated the date of Closing and addressed to the Underwriter and the City, to the effect that:
(i) The City is a municipal corporation and general law city, duly organized and existing under the Constitution and laws of the State of California; (ii) The Community Facilities District Resolutions have been duly adopted at meetings of the City Council, which were called and held pursuant to law and with all public notice required by law and at which a quorum was present and acting throughout, and the Community Facilities District Resolutions are in full force and effect and have not been modified, amended, rescinded or repealed since the respective dates of their adoption; (iii) The Community Facilities District Documents and the Official Statement have been duly authorized, executed and delivered by the City and the Community Facilities District Documents constitute the legal, valid and binding obligations of the Community Facilities District enforceable against the Community Facilities District in accordance with their terms, subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights, to the application of equitable principles where equitable remedies are sought and to the exercise of judicial discretion in appropriate cases; (iv) Except as may be stated in the Official Statement, there is no action, suit, proceeding or investigation before or by any court, public board or body pending (notice of which has been served on the City or the Community Facilities District) or, to such counsel’s knowledge, threatened wherein an unfavorable decision, ruling or finding would: (a) affect the creation, organization, existence or powers of the City, or the titles of its members and officers to their respective offices; or (b) affect the validity of the Community Facilities District Documents or restrain or enjoin the repayment of the Bonds or in any way contest or affect the validity of the Community Facilities District Documents or contest the authority of the Community Facilities District to enter into or perform its obligations under any of the Community Facilities District Documents, questions the right of the Community Facilities District to use Special Taxes levied within the Improvement Area for the repayment of the Bonds or affects in any manner the right or ability of the Community Facilities District to collect the Special Taxes or pledge the Net Taxes levied within the Improvement Area for the repayment of the Bonds;
10. A certificate dated the Closing Date from Kitty Siino & Associates, Inc. (the “Appraiser”) to the effect that: (i) the statements in the Official Statement provided by the Item Title: 12.1
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16 Appraiser and all information supplied by it for use in the Official Statement were as of the date of the Official Statement and are as of the Closing Date true and correct, and do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading and (ii) no events or occurrences have been ascertained by the Appraiser or have come to the Appraiser’s attention since January 31, 2025 that would materially change the opinion set forth in the Appraisal;
11. A certificate dated the Closing Date from Spicer Consulting Group, LLC (the “Special Tax Consultant”) to the effect that: (i) the Special Tax if collected in the maximum amounts permitted pursuant to the Rate and Method of Apportionment of Special Taxes of the Improvement Area as of the Closing Date would generate at least 110% of the annual debt service payable with respect to the Bonds plus the Administrative Expenses Cap in each year, based on such assumptions and qualifications as shall be acceptable to the Underwriter; and (ii) the statements in the Official Statement provided by the Special Tax Consultant concerning Special Taxes in the Improvement Area and all information supplied by it for use in the Official Statement were as of the date of the Official Statement and are as of the Closing Date true and correct, and do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading;
12. Certified copies of the general resolution of the Trustee authorizing the execution and delivery of certain documents by certain officers of the Trustee, which resolution authorizes the execution of the Indenture and the authentication of the Bonds;
13. A certificate of the Trustee, dated the Closing Date, to the effect that:
(i) the Trustee is authorized to carry out corporate trust powers, and has full power and authority to perform its duties under the Indenture; (ii) the Trustee is duly authorized to execute and deliver the Indenture, to accept the obligations created by the Indenture and to authenticate the Bonds pursuant to the terms of the Indenture; (iii) no consent, approval, authorization or other action by any governmental or regulatory authority having jurisdiction over the Trustee that has not been obtained is or will be required for the authentication of the Bonds or the consummation by the Trustee of the other transactions contemplated to be performed by the Trustee in connection with the authentication of the Bonds and the acceptance and performance of the obligations created by the Indenture; and (iv) to the best of its knowledge, compliance with the terms of the Indenture will not conflict with, or result in a violation or breach of, or constitute a default under, any loan agreement, indenture, bond, note, resolution or any other agreement or instrument to which the Trustee is a party or by which it is bound, or any law or any rule, regulation, order or decree of any court or governmental agency or body having jurisdiction over the Trustee or any of its activities or properties;
14. An opinion of counsel to the Trustee dated the Closing Date, addressed to the Underwriter, and the Community Facilities District to the effect that the Trustee is a national banking association duly organized and validly existing under the laws of the United States having full power and being qualified to enter into, accept and agree to the provisions of the Indenture, and that such documents has been duly authorized, executed and delivered by the Trustee, and, assuming due execution and delivery by the other parties thereto, constitutes the legal, valid and binding obligation of the Trustee, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws affecting the enforcement of creditors’ rights in general and except as such enforceability may be limited by the application of equitable principles if equitable remedies are sought;
Item Title: 12.1
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17 15. A certificate of the Community Facilities District dated the Closing Date, in a form acceptable to Bond Counsel and the Underwriter, that the Bonds are not arbitrage bonds within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended;
16. An opinion of counsel to the Developer, dated the date of the Closing, addressed to the Underwriter and the Community Facilities District, in form and substance acceptable to the Underwriter and Bond Counsel;
17. A Letter of Representations from the Developer, dated the date of the Preliminary Official Statement, substantially in the form attached hereto as Exhibit B;
18. A Closing Certificate of the Developer, dated the date of the Closing, substantially in the form attached as an exhibit to Exhibit B hereto or as such Closing Certificate may be modified with the approval of the Underwriter and Disclosure Counsel;
19. The Continuing Disclosure Certificate executed and delivered by the Developer in substantially the form attached as Appendix G to the Official Statement;
20. A certificate from Invitation Homes, dated the date of the Preliminary Official Statement, substantially in the form and substance acceptable to the Underwriter and Disclosure Counsel;
21. A Closing Certificate from Invitation Homes, dated the date of the Closing, substantially in the form and substance acceptable to the Underwriter and Disclosure Counsel;
22. An opinion of Kutak Rock LLP, counsel to the Underwriter (“Underwriter’s Counsel”), dated the date of Closing and addressed to the Underwriter in form and substance acceptable to the Underwriter; and
23. Such additional legal opinions, certificates, instruments and other documents as the Underwriter may reasonably request to evidence the truth and accuracy, as of the date hereof and as of the Closing Date, of the material representations and warranties of the Community Facilities District contained herein, and of the statements and information contained in the Official Statement and the due performance or satisfaction by the Community Facilities District at or prior to the Closing of all agreements then to be performed and all conditions then to be satisfied by the Community Facilities District in connection with the transactions contemplated hereby and by the Indenture and the Official Statement.
If the Community Facilities District shall be unable to satisfy the conditions to the obligations of the Underwriter to purchase, accept delivery of and pay for the Bonds contained in this Purchase Agreement, or if the obligations of the Underwriter to purchase, accept delivery of and pay for the Bonds shall be terminated for any reason permitted by this Purchase Agreement, this Purchase Agreement shall terminate and neither the Community Facilities District nor the Underwriter shall be under any further obligation hereunder, except that the respective obligations of the Underwriter and the Community Facilities District set forth in Section 5 hereof shall continue in full force and effect.
5. Expenses. Whether or not the transactions contemplated by this Purchase Agreement are consummated, the Underwriter shall be under no obligation to pay, and the Community Facilities Item Title: 12.1
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18 District shall pay only from the proceeds of the Bonds, or any other legally available funds of the City, or the Community Facilities District, but only as the Community Facilities District and such other party providing such services may agree, all expenses and costs of the Community Facilities District incident to the performance of its obligations in connection with the authorization, execution, sale and delivery of the Bonds to the Underwriter, including, without limitation, printing costs, rating agency fees and charges, initial fees of the Trustee, including fees and disbursements of its counsel, if any, fees and disbursements of Bond Counsel, Disclosure Counsel and other professional advisors employed by the City, costs of preparation, printing, signing, transportation, delivery and safekeeping of the Bonds and for expenses (included in the expense component of the Underwriter’s discount) incurred by the Underwriter on behalf of the City’s employees which are incidental to implementing this Purchase Agreement, including, but not limited to, meals, transportation, lodging, and entertainment of those employees. The Underwriter shall pay all out-of-pocket expenses of the Underwriter, including, without limitation, advertising expenses, the California Debt and Investment Advisory Commission fee, CUSIP Services Bureau charges, regulatory fees imposed on new securities issuers and any and all other expenses incurred by the Underwriter in connection with the public offering and distribution of the Bonds, including fees and disbursements of Underwriter’s Counsel. Any meals in connection with or adjacent to meetings, rating agency presentations, pricing activities or other transaction-related activities shall be considered an expense of the transaction and included in the expense component of the Underwriter’s discount.
6. Notices. Any notice of other communication to be given to the Community Facilities District or the City under this Purchase Agreement may be given by delivering the same in writing to the City of Menifee, 29844 Haun Road, Menifee, California 92586, Attention: City Manager; any notice or other communication to be given to the Underwriter under this Purchase Agreement may be given by delivering the same in writing to Samuel A. Ramirez & Co., Inc., 633 West Fifth Street, Suite 2693, Los Angeles, California 90071, Attention: Public Finance.
7. Parties In Interest. This Purchase Agreement is made solely for the benefit of the Community Facilities District and Underwriter (including any successors or assignees of the Underwriter) and no other person shall acquire or have any right hereunder or by virtue hereof.
8. Survival of Representations and Warranties. The representations and warranties of the Community Facilities District under this Purchase Agreement shall not be deemed to have been discharged, satisfied or otherwise rendered void by reason of the Closing and regardless of any investigations made by or on behalf of the Underwriter (or statements as to the results of such investigations) concerning such representations and statements of the Community Facilities District and regardless of delivery of and payment for the Bonds.
9. Execution in Counterparts. This Purchase Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same instrument.
10. No Prior Agreements. This Purchase Agreement supersedes and replaces all prior negotiations, agreements and understanding among the parties hereto in relation to the sale of the Bonds by the Community Facilities District.
11. Governing Law. This Purchase Agreement shall be governed by the laws of the State of California.
Item Title: 12.1
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S-1
12. Effective Date. This Purchase Agreement shall become effective and binding upon the respective parties hereto upon the execution of the acceptance hereof by the Community Facilities District and shall be valid and enforceable as of the time of such acceptance.
Very truly yours,
SAMUEL A. RAMIREZ & CO., INC.
By:
Its: Authorized Officer
The foregoing is hereby agreed to and accepted as of the date first above written:
COMMUNITY FACILITIES DISTRICT
NO. 2023-2 (CIMARRON RIDGE) OF
THE CITY OF MENIFEE
By:
Authorized Officer
Time of Execution: _____________ p.m. California time
Item Title: 12.1
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A-1
EXHIBIT A
COMMUNITY FACILITIES DISTRICT NO. 2023-2 (CIMARRON RIDGE)
OF THE CITY OF MENIFEE
IMPROVEMENT AREA NO. 1
SPECIAL TAX BONDS, SERIES 2025A
MATURITY SCHEDULE
Maturity
(September 1)
Principal
Amount
Interest
Rate Yield Price
10% Test
Satisfied*
10% Test
Not
Satisfied
Subject to
Hold-The-
Offering-
Price Rule
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
20__(T)
20__(T)
20__(T)
20__(T)
_________________
(T) Term Bond.
(C) Priced to optional call at [par] on September 1, 20__. * At the time of execution of this Purchase Agreement and assuming orders are confirmed by the close of the business day immediately following the date of this Purchase Agreement.
Item Title: 12.1
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B-1
EXHIBIT B
COMMUNITY FACILITIES DISTRICT NO. 2023-2 (CIMARRON RIDGE)
OF THE CITY OF MENIFEE
IMPROVEMENT AREA NO. 1
SPECIAL TAX BONDS, SERIES 2025A
LETTER OF REPRESENTATIONS – PULTE HOME COMPANY, LLC
[POS Date]
City of Menifee
Community Facilities District No. 2023-2 (Cimarron Ridge) 29844 Haun Road
Menifee, California 92586
Samuel A. Ramirez & Co., Inc.
633 West Fifth Street, Suite 2693
Los Angeles, CA 90071
Ladies and Gentlemen:
Reference is made to Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee Improvement Area No. 1 Special Tax Bonds, Series 2025A (the “Bonds”) and to the Bond Purchase Agreement to be entered into in connection therewith (the “Bond Purchase Agreement”). This Letter of Representations of Pulte Home Company, LLC (the “Letter of Representations”) is delivered pursuant to and in satisfaction of Section 4(F)(17) of the Bond Purchase Agreement. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Bond Purchase Agreement.
The undersigned certifies and represents that he or she is duly authorized on behalf of Pulte Home Company, LLC, a Michigan limited liability company (the “Developer”), to execute and deliver this Letter of Representations in connection with the issuance, sale and delivery by Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee (the “Community Facilities District”) of the Bonds. The Bonds are described in the Preliminary Official Statement dated the date hereof relating to the Bonds (the “Preliminary Official Statement”).
As used in this Letter of Representations, the term “Actual Knowledge of the Undersigned” means the knowledge that the undersigned currently has as of the date of this Letter of Representations or has obtained through (i) interviews with such current officers and responsible employees of the Developer and its Relevant Entities (or its members or agents) as the undersigned has reasonably determined are likely, in the ordinary course of their respective duties, to have knowledge of the matters set forth in this Letter of Representations, and/or (ii) review of documents reasonably available to the undersigned and which the undersigned reasonably deemed necessary for the undersigned to execute this Letter of Representations. The undersigned has not conducted any extraordinary inspection or inquiry other than such inspections or inquiries as are prudent and Item Title: 12.1
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customary in connection with the ordinary course of the Developer’s current business and operations.
The undersigned has not contacted any individuals who are no longer employed by, or associated with, the Developer.
As used in this Letter of Representations, the term “Relevant Entity” of the Developer means any person presently directly or indirectly through one or more intermediaries controlling, controlled by or under common control with the Developer, and about whom information could be material to potential investors in their evaluation of the Community Facilities District and Improvement Area No. 1 therein and investment decision regarding the Bonds (i.e., such person’s assets or funds would materially affect the Developer’s ability to develop the Property as described in the Preliminary Official Statement or to pay the special taxes levied by the Community Facilities District (the “Special Taxes”) with respect to the portion of the Property then owned by the Developer (to the extent the responsibility of the Developer) prior to delinquency).
As used in this Letter of Representations, the term “Property” means the property currently owned by the Developer within Improvement Area No.1 of the Community Facilities District as described in the Preliminary Official Statement.
The undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of the Developer, and the undersigned, on behalf of the Developer, further certifies as follows:
1. The Developer is duly organized and validly existing under the laws of the State of Michigan and in good standing under the laws of the State of California, and has all requisite limited liability company right, power and authority: (i) to execute and deliver this Letter of Representations; (ii) to execute and deliver the Developer Continuing Disclosure Certificate to be executed by the Developer (the “Continuing Disclosure Certificate”), and (iii) to undertake all of the transactions on its part described in the Preliminary Official Statement.
2. Except as otherwise described in the Preliminary Official Statement, the Developer is and the Developer’s current expectations are that the Developer shall remain the party responsible for the development of the Property. The Developer has not entered into an agreement for development or management of the Property by any other entity, except such subcontracts, consultant agreements and similar agreements for land development activities associated with the Developer’s development plan as are entered into in the ordinary course of business.
3. Except as disclosed in the Preliminary Official Statement, (i) no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, regulatory agency, public board or body, is pending against the Developer (with proper service of process or proper notice to the Developer having been accomplished), or to the Actual Knowledge of the Undersigned, is overtly threatened in writing against the Developer, and (ii) neither the Developer nor, to the Actual Knowledge of the Undersigned, any of its Relevant Entities is currently in material default on any loans, lines of credit or other obligation to repay borrowed money, in each such case (a) which, if successful, or the result of which, is reasonably likely to materially and adversely affect the Developer’s ability to complete the development and sale of the Property as described in the Preliminary Official Statement or to pay the Special Taxes levied against the portion of the Property then owned by the Developer (to the extent the responsibility of the Developer) prior to delinquency, or (b) which challenges or questions the validity or Item Title: 12.1
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enforceability of the Bonds or the Continuing Disclosure Certificate to be executed by the Developer in connection with the issuance of the Bonds.
4. As of the date of the Preliminary Official Statement, the information contained therein solely with respect to the Developer, its Relevant Entities, ownership of the Property, the Developer’s development plan, the Developer’s financing plan, the Developer’s lenders, if any, and contractual arrangements of the Developer or any Relevant Entities (including, if material to the Developer’s development plan or the Developer’s financing plan, loans of such Relevant Entities) as set forth under the section of the Preliminary Official Statement captioned “PROPERTY OWNERSHIP AND THE DEVELOPMENT” and “CONTINUING DISCLOSURE – Developer Continuing Disclosure” (excluding therefrom in all cases information regarding the Appraisal Report, market value ratios and annual special tax ratios, and information which is identified as having been provided by a source other than the Developer), is true and correct in all material respects and did not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.
5. Except as described in the Preliminary Official Statement, there are no material loans outstanding and unpaid and no material lines of credit of the Developer or its Relevant Entities, that are secured by an interest in the Property.
6. To the Actual Knowledge of the Undersigned, the Developer is not aware that any of the Property has a current liability with respect to the presence of a substance presently classified as hazardous under the federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 or applicable California law or is adversely affected by the presence of endangered or threatened species or habitat for endangered or threatened species.
7. The Developer covenants that, while the Bonds or any refunding obligations related thereto are outstanding, the Developer and its Relevant Entities which it controls will not bring any action, suit, proceeding, inquiry or investigation at law or in equity, before any court, regulatory agency, public board or body, that in any way seeks to challenge or overturn the formation of the Community Facilities District and Improvement Area No. 1 therein, to challenge the adoption of the ordinance of the Community Facilities District levying Special Taxes within Improvement Area No. 1 of the Community Facilities District, to invalidate the Community Facilities District and Improvement Area No. 1 therein or any of the Bonds or any refunding bonds related thereto, or to invalidate the special tax liens imposed under Section 3115.5 of the Streets and Highways Code based on recordation of the notices of special tax lien relating thereto. The foregoing covenant shall not prevent the Developer and its Relevant Entities in any way from bringing any other action, proceeding, inquiry or investigation at law or in equity, before any court, regulatory agency, public board or body including, without limitation, (a) an action or suit contending that the Special Tax has not been levied in accordance with the methodologies contained in the Rate and Method of Apportionment of Special Taxes pursuant to which Special Taxes are levied, (b) an action or suit with respect to the application or use of the Special Taxes levied and collected or (c) an action or suit to enforce the obligations of the City and/or the Community Facilities District under the Community Facilities District Resolutions, the Indenture, the Continuing Disclosure Certificate or any other agreements among the Developer, any Relevant Entity, the City and/or the Community Facilities District or to which the Developer or any Relevant Entity is a party or beneficiary.
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8. The Developer consents to the issuance of the Bonds. The Developer expects that the proceeds of the Bonds will be used as described in the Preliminary Official Statement.
9. The Developer intends to comply with the provision of the Mello-Roos Community Facilities District Act of 1982, as amended relating to the Notice of Special Tax described in Government Code Section 53341.5 in connection with the sale of the Property, or portions thereof.
10. To the Actual Knowledge of the Undersigned, the Developer and its Relevant Entities are able to pay their respective bills as they become due and no legal proceedings are pending against the Developer or any Relevant Entity (with proper service of process to the Developer or any Relevant Entity having been accomplished) or, to the Actual Knowledge of the Undersigned, threatened in writing in which the Developer or any Relevant Entity may be adjudicated as bankrupt or discharged from any and all of its respective debts or obligations, or granted an extension of time to pay its respective debts or obligations, or be allowed to reorganize or readjust its respective debts, or be subject to control or supervision of the Federal Deposit Insurance Corporation.
11. To the Actual Knowledge of the Undersigned, during the last five years, neither the Developer nor any current Relevant Entity has, during the period of its ownership, been delinquent to any material extent in the payment of any ad valorem property tax, special assessment or special tax on property in California owned by the Developer or any such Relevant Entity (during the period of their ownership) included within the boundaries of a community facilities district or an assessment district in California that (a) caused a draw on a reserve fund relating to such assessment district or community facilities district financing or (b) resulted in a foreclosure action being commenced against the delinquent Developer or Relevant Entity by a court filing. However, unpaid Special Taxes do not constitute a personal indebtedness of the Developer or any of its Relevant Entities, and there is no recourse against the Developer for the failure to pay the Special Taxes other than the filing of a foreclosure action.
12. The Developer has not filed for the reassessment of the assessed value of portions of the Property, other than in connection with the sale of homes to individual homebuyers.
13. To the Actual Knowledge of the Undersigned, there are no claims, disputes, suits, actions or contingent liabilities by and among the Developer, its Relevant Entities or any contractors working on the development of the Property which is reasonably likely to materially and adversely affect the Developer’s ability to develop the Property as described in the Preliminary Official Statement or to pay the Special Taxes levied against the portion of the Property then owned by the Developer (to the extent the responsibility of the Developer) prior to delinquency.
14. Based upon the current development plans, including, without limitation, the current budget and subject to economic conditions and risks generally inherent in the development of real property, including, but not limited to, the risks described in the Preliminary Official Statement under the section entitled “SPECIAL RISK FACTORS,” the Developer presently anticipates that it will have sufficient funds to complete the development of the Property as described in the Preliminary Official Statement and to pay the Special Taxes levied against the portion of the Property then owned by the Developer (to the extent the responsibility of the Developer) prior to delinquency and does not anticipate that the City or the Community Facilities Item Title: 12.1
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District will be required to resort to a draw on the Reserve Account of the Special Tax Fund for payment of principal of or interest on the Bonds due to the Developer’s nonpayment of Special Taxes. However, neither the Developer nor any of its Relevant Entities are obligated to pay the Special Taxes or to make any additional capital contribution or loan to the Developer at any time, and the Developer reserves the right to change its respective development plan and financing plan for the Property at any time without notice, and there is no recourse against the Developer for the failure to pay the Special Taxes other than the filing of a foreclosure action.
15. An appraisal of the taxable properties within Improvement Area No. 1 of the Community Facilities District, dated _________, 2025 (the “Appraisal Report”), with a date of value of January 31, 2025 (the “Date of Value”), was prepared by Kitty Siino & Associates, Inc. (the “Appraiser”). The Appraisal Report estimates the market value of the appraised taxable properties within Improvement Area No. 1 of the Community Facilities District as of the Date of Value. To Actual Knowledge of the Undersigned, all information submitted by, or on behalf of and authorized by, the Developer to the Appraiser and contained in the sections of the Appraisal Report highlighted in yellow or circled in Exhibit B attached hereto, was true and correct in all material respects as of the Date of Value.
16. If between the date hereof and the Closing Date any event relating to or affecting the Developer, its Relevant Entities, ownership of the Property, the Developer’s development plan, the Developer’s financing plan, the Developer’s lenders, if any, and contractual arrangements of the Developer or any Relevant Entities (including, if material to the Developer’s development plan or the Developer’s financing plan, loans of such Relevant Entities) shall occur of which the Developer has actual knowledge which would cause the information under the sections of the Preliminary Official Statement indicated in Paragraph 4 hereof, to contain an untrue statement of a material fact or to omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Developer shall notify the City, the Community Facilities District and the Underwriter and if in the opinion of counsel to the City or the Underwriter such event requires the preparation and publication of a supplement or amendment to the information described in the section of the Preliminary Official Statement referenced in Paragraph 4 hereof, the Developer shall reasonably cooperate with the City and the Community Facilities District in the preparation of an amendment or supplement to the Preliminary Official Statement in form and substance satisfactory to counsel to the City, the Community Facilities District and to the Underwriter.
17. The Developer agrees to deliver a Closing Certificate dated the date of issuance of the Bonds at the time of issuance of the Bonds in substantially the form attached as Exhibit A.
18. On behalf of the Developer, the undersigned has reviewed the contents of this Letter of Representations and has consulted with counsel to the Developer regarding the meaning of its contents. The undersigned acknowledges and understands that a variety of state and federal securities laws, including but not limited to the Securities Act of 1933 and Rule 10b-5 promulgated under the Securities Exchange Act of 1934, may apply to the Developer and that under some circumstances certification as to the matters set forth in this Letter of Representations, without additional disclosures or other action, may not fully discharge all duties and obligations of the Developer under such securities laws.
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The undersigned has executed this Letter of Representations solely in his or her capacity as an officer of the Developer and he or she will have no personal liability arising from or relating to this Letter of Representations. Any liability arising from or relating to this Letter of Representations may only be asserted against the Developer subject to the limitations and procedures set forth above.
PULTE HOME COMPANY, LLC,
a Michigan limited liability company
By: [FORM—DO NOT SIGN] ______________
[EXECUTION PAGE OF LETTER OF REPRESENTATIONS OF
PULTE HOMES HOME COMPANY, LLC]
Item Title: 12.1
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EXHIBIT A
COMMUNITY FACILITIES DISTRICT NO. 2023-2 (CIMARRON RIDGE)
OF THE CITY OF MENIFEE
IMPROVEMENT AREA NO. 1
SPECIAL TAX BONDS, SERIES 2025A
CLOSING CERTIFICATE OF
PULTE HOMES HOME COMPANY, LLC
[Closing Date]
City of Menifee
Community Facilities District No. 2023-2 (Cimarron Ridge) 29844 Haun Road
Menifee, California 92586
Samuel A. Ramirez & Co., Inc.
633 West Fifth Street, Suite 2693
Los Angeles, CA 90071
Ladies and Gentlemen:
Reference is made to the above-captioned bonds (the “Bonds”) and to the Bond Purchase Agreement, dated [BPA Date] (the “Bond Purchase Agreement”), entered into in connection therewith. This Closing Certificate of Pulte Homes Home Company, LLC (the “Closing Certificate”) is delivered by Pulte Homes Home Company, LLC, a Michigan limited liability company (the “Developer”) pursuant to the Bond Purchase Agreement. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Letter of Representations of Pulte Homes Home Company, LLC (the “Letter of Representations”), dated [POS Date], delivered by the Developer.
The undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of the Developer, and the undersigned, on behalf of the Developer, further certifies as follows:
1. The Developer has received the final Official Statement relating to the Bonds, dated [BPA Date] (the “Official Statement”). To the Actual Knowledge of the Undersigned, each statement, representation and warranty made in the Letter of Representations is true and correct in all material respects on and as of the date hereof with the same effect as if made on the date hereof, except that all references therein to the Preliminary Official Statement shall be deemed to be references to the final Official Statement.
2. To the Actual Knowledge of the Undersigned, no event has occurred since the date of the Preliminary Official Statement affecting the statements and information described in Paragraph 4 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 4 of the Letter of Representations) relating to the Developer, its Relevant Entities, the Item Title: 12.1
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proposed development of the Property, ownership of the Property, the Developer’s development plan, the Developer’s financing plan, the Developer’s lenders, if any, and contractual arrangements of the Developer or any Relevant Entities (including, if material to the Developer’s development plan or the Developer’s financing plan, other loans of its Relevant Entities), which should be disclosed in the Official Statement for the purposes for which it is to be used in order to make such statements and information contained in the Official Statement not misleading in any material respect.
3. For the period through 25 days after the “end of the underwriting period” as defined in the Bond Purchase Agreement to mean the Closing Date unless the Underwriter gives notice to the contrary, if any event relating to or affecting the Developer, its Relevant Entities, the proposed development of the Property, ownership of the Property, the Developer’s development plan, the Developer’s financing plan, the Developer’s lenders, if any, and contractual arrangements of the Developer or any Relevant Entities (including, if material to the Developer’s development plan or the Developer’s financing plan, loans of such Relevant Entities) shall occur as a result of which it is necessary, in the opinion of the Underwriter or counsel to the City or the Community Facilities District, to amend or supplement the Official Statement in order to make the Official Statement not misleading in the light of the circumstances existing at the time it was delivered to a purchaser, the Developer shall reasonably cooperate with the City, the Community Facilities District and the Underwriter in the preparation and publication of a supplement or amendment to the information described in the section of the Official Statement referenced in Paragraph 4 of the Letter of Representations, in form and substance satisfactory to the Underwriter and counsel to the City and the Community Facilities District which will amend or supplement the Official Statement so that it will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances existing at the time the Official Statement is delivered to a purchaser, not misleading.
4. The Developer has duly executed and delivered the Continuing Disclosure Certificate.
[Remainder of Page Intentionally Left Blank; Signature Page Follows] Item Title: 12.1
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The undersigned has executed this Closing Certificate solely in his or her capacity as an authorized officer or representative of the Developer and he or she will have no personal liability arising from or relating to this Closing Certificate. Any liability arising from or relating to this Closing Certificate may only be asserted against the Developer.
PULTE HOME COMPANY, LLC,
a Michigan limited liability company
[FORM—DO NOT SIGN]
By: ________________________________________
[EXECUTION PAGE OF CLOSING CERTIFICATE OF
PULTE HOMES HOME COMPANY, LLC]
Item Title: 12.1
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EXHIBIT B
COMMUNITY FACILITIES DISTRICT NO. 2023-2 (CIMARRON RIDGE)
OF THE CITY OF MENIFEE
IMPROVEMENT AREA NO. 1
SPECIAL TAX BONDS, SERIES 2025A
DEVELOPER PROVIDED INFORMATION IN APPRAISAL REPORT
See attached.
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EXHIBIT C
$___________
COMMUNITY FACILITIES DISTRICT NO. 2023-2 (CIMARRON RIDGE)
OF THE CITY OF MENIFEE
IMPROVEMENT AREA NO. 1
SPECIAL TAX BONDS, SERIES 2025A
FORM OF ISSUE PRICE CERTIFICATE
The undersigned, on behalf of Samuel A. Ramirez & Co., Inc. (“Ramirez”) hereby certifies as set forth below with respect to the sale and issuance of the above-captioned bonds (the “Bonds”).
1.Sale of the General Rule Maturities. As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule A.
2.Defined Terms.
(a)General Rule Maturities means those Maturities of the Bonds listed in Schedule A hereto as the “General Rule Maturities.”
(b)Issuer means the Community Facilities District No. 2023-2 (Cimarron Ridge) of the City of Menifee.
(c)Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities.
(d)Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter.
The term “related party” for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (e)Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public).
The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents Ramirez’s interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Stradling Yocca Carlson & Rauth LLP in connection with rendering its opinion that the interest on the Bonds is excluded from Item Title: 12.1
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gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds.
SAMUEL A. RAMIREZ & CO., INC.
By:
Name:
Dated: [Closing Date]
Item Title: 12.1
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SCHEDULE A
SALE PRICES OF THE GENERAL RULE MATURITIES
(To be attached)
Item Title: 12.1
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APPRAISAL REPORT
COMMUNITY FACILITIES DISTRICT NO. 2023-2
OF THE CITY OF MENIFEE
(Cimarron Ridge Improvement Area 1)
2025 Series Bonds
City of Menifee, Riverside County, California
(Appraiser’s File No. 2025-1303)
Prepared For
City of Menifee
29844 Haun Road
Menifee, California 92586
Prepared By
Kitty Siino & Associates, Inc.
115 East Second Street, Suite 100
Tustin, California 92780
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KITTY SIINO & ASSOCIATES, INC.
REAL ESTATE APPRAISERS & CONSULTANTS
March 11, 2025
Travis Hickey, Chief Financial Officer
City of Menifee
29844 Haun Road
Menifee, California 92586
Reference: Appraisal Report – City of Menifee
Community Facilities District No. 2023-2
Cimarron Ridge Improvement Area 1 (2025 Bond Financing) Menifee, California
Dear Mr. Hickey:
At the request and authorization of the City of Menifee, we have completed an Appraisal Report for Community Facilities District No. 2023 -2 Improvement Area No. 1 ( Cimarron Ridge) of the City of Menifee (“Menifee CFD No. 2023-2 IA 1”) for the 2025 series bonds.
Menifee CFD No. 2023-2 IA 1 consists of a new home master planned community known as Cimarron Ridge by Pulte Home Company, LLC (“Pulte”). It is our understanding this is the first of two issues of bonds to be sold on CFD No. 2023- 2 IA 1. Cimarron Ridge includes a total of 424 proposed single- family detached homes within three neighborhoods known as : Pathway at Cimarron Ridge (“Pathway”), Greenway at Cimarron Ridge (“Greenway”), and Meadows at Cimarron Ridge (“Meadows”). A portion of the Pathway community is being sold to Invitation Homes 7 LP (“Invitation Homes”), which is within a publicly traded Real Estate Investment Trust (“REIT”) that purchases completed homes and rents them to individuals. Pathway includes 238 proposed homes, with three plans ranging from 1,959 to 2,824 square feet with 72 closed to individuals, 72 closed in several sales to a single owner ( Invitation Homes), 55 in escrow to Invitation Homes and 16 in escrow to individuals. Greenway includes 70 proposed homes, with three plans ranging in size from 1,959 to 3,301 square feet and has closed 60 completed homes to individuals with another four in escrow. Meadow s includes 116 proposed homes, with four plans ranging in size from 2,550 to 3,994 square feet, and has closed 65 completed homes to individuals, with an additional 14 homes in escrow. The lots which have not yet closed are owned by Pulte and range from models to production homes over 95 percent to production homes under construction and finished lots.
The valuation method used in this report is the Sales Comparison Approach along with a mass appraisal technique as defined within this report. The fee simple estate of the subject property has been valued subject to the Menifee CFD No. 2023-2 IA 1 special tax lien. The fee simple estate valuation includes two bulk sale values due to multiple homes under two separate ownerships. This report is written with the hypothetical condition that the subject property is enhanced by the improvements and/or fee credits to be funded by bonds issued by City of Menifee CFD No. 2023-2 IA 1. As a result of our investigation, the concluded market value for the subject property is shown on the following page.
115 East Second Street, Suite 100, Tustin, California 92780 (714) 544-9978 - Phone, (714) 544-9985 – Fax, E-Mail: [email protected] Item Title: 12.1
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Travis Hickey
CITY OF MENIFEE
March 11, 2025
Cimarron Ridge – Improvement Area 1
Pulte Ownership (108 lots & 47 houses) $ 46,829,907 Invitation Homes Ownership (72 houses) 30,146,782 Individual Owners (197 houses) 128,285,175
Total Aggregate Value Menifee CFD No. 2023-2 IA 1 $ 205,261,864
The above values are stated subject to the Assumptions and Limiting Conditions of this report, the Appraiser’s Certification and as of January 31, 2025.
Some supporting documentation concerning the data, reasoning and analyses may be retained in the appraiser’s files. The information contained in this report is specific to the needs of the client and for the intended use stated in this report. This Appraisal Report is intended to comply with both the Uniform Standards of Professional Appraisal Practic e (“USPAP” January 2022) and with the Appraisal Standards of the California Debt and Investment Advisory Commission (“CDIAC”). The appraiser is not responsible for unauthorized use of this report. The appraised value contained within this report is being estimated with the hypothetical condition of the special tax lien of the 202 4 series of Menifee CFD No. 2023-2 IA 1 bonds.
This letter of transmittal is part of the attached report, which sets forth the data and analyses upon which our opinion of value is, in part, predicated.
Respectfully submitted,
KITTY SIINO & ASSOCIATES, INC.
Kitty S. Siino, MAI
California State Certified General
Real Estate Appraiser (AG004793)
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TABLE OF CONTENTS
Assumptions and Limiting Conditions............................................................................... i Hypothetical Condition .................................................................................................... iii Extraordinary Assumption ............................................................................................... iii Aerial Photo of Menifee CFD No. 2023-2 IA 1 ................................................................. iv Purpose of the Appraisal ................................................................................................ 1 The Subject Property ...................................................................................................... 1 Intended Use of the Report ............................................................................................ 3 Definitions ...................................................................................................................... 3 Property Rights Appraised ............................................................................................. 6 Effective Date of Value ................................................................................................... 6 Date of Report ................................................................................................................ 6 Scope of Appraisal ........................................................................................................ 6 Regional Area Map.......................................................................................................... 9 County of Riverside Area Description ........................................................................... 10 Menifee Area Map ......................................................................................................... 18 City of Menifee Description ........................................................................................... 19 Cimarron Ridge Specific Plan ....................................................................................... 22 Immediate Surroundings ............................................................................................... 24 Community Facilities District No. 2023-2 ....................................................................... 26 Subject Property Description ......................................................................................... 29 Riverside County Housing Market ................................................................................. 39 Highest and Best Use Analysis ..................................................................................... 49 Valuation Analyses and Conclusions ............................................................................ 55 Appraisal Report Summary ........................................................................................... 79 Appraiser’s Certification ............................................................................................... 80
ADDENDA
CFD No. 2023-2 Boundary Maps
Tract Map Nos. 36658-1, 36658-2, 36658-3 and 36658-4
Menifee General Plan High Fire Map
Discounted Cash Flow Analyses
Residential Land Sales Map and Summary Chart
Improved Residential Sales Map and Summary Chart
Appraiser’s Qualifications
Item Title: 12.1
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ASSUMPTIONS AND LIMITING CONDITIONS
1. This report might not include full discussions of the data, reasoning and analyses that were used in the appraisal process to develop the appraiser’s opinion of value. Some supporting documentation concerning the data, reasoning and analyses may be retained in the appraiser’s files. The information contained in this report is specific to the needs of the client and for the intended use stated in this report. The appraiser is not responsible for unauthorized use of this report.
2. No responsibility is assumed for legal or title considerations. Title to the property is assumed to be good and marketable unless otherwise stated in this report.
3. The property is appraised subject to the special tax lien of the 2025 series of bonds for City of Menifee CFD No. 2023-2 IA 1.
4. Responsible ownership and competent property management are assumed unless otherwise stated in this report.
5. The information furnished by others is believed to be reliable, however, no warranty is given for its accuracy.
6. All engineering is assumed to be correct. Any plot plans and illustrative material used in this report are included only to assist the reader in visualizing the property and may not be to scale.
7. It is assumed that there are no hidden or unapparent conditions of the property, subsoil or structures that would render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them.
8. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws unless otherwise stated in this report.
9. It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless nonconformity has been stated, defined and considered in this appraisal report.
10. It is assumed that all required licenses, certificates of occupancy or other legislative or administrative authority from any local, state or national governmental or private entity or organization have been or can be obtained or renewed for any use on which the value estimates contained in this report are based.
11. Any sketch included in this report may show approximate dimensions and is included only to assist the reader in visualizing the properties. Maps and exhibits found in this report are provided for reader reference purposes only. No guarantee regarding accuracy is expressed or implied unless otherwise stated in this report. No survey has been made for the purpose of this report.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 216
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12. It is assumed that the utilization of the land and improvements are within the boundaries or property lines of the property described and that there is no encroachment or trespass unless otherwise stated in this report.
13. The appraiser is not qualified to detect hazardous waste and/or toxic materials. Any comment by the appraiser that might suggest the possibility of the presence of such substances should not be taken as confirmation of the presence of hazardous waste and/or toxic materials. Such determination would require investigation by a qualified expert relating to asbestos, urea- formaldehyde foam insulation or other potentially hazardous materials that may affect the value of the property. The appraiser’s value estimate is predicated on the assumption that there is no such material on or in the property that would cause a loss in value unless otherwise stated in this report. No responsibility is assumed for any environmental conditions or for any expertise or engineering knowledge required to discover them. The appraiser’s descriptions and resulting comments are the result of the routine observations made during the appraisal process.
14. Proposed improvements , if any, are assumed to be completed in a good workmanlike manner in accordance with the submitted plans and specifications.
15. The distribution, if any, of the total valuation in this report between land and improvements applies only under the stated program of utilization. The separate allocations for land and buildings , if any, must not be used in conjunction with any other appraisal and are invalid if so used.
16. The Americans with Disabilities Act (“ADA”) became effective on January 26, 1992.
The appraiser has made no specific compliance survey and analysis of the property to determine whether they conform to the various detailed requirements of the ADA, nor is the appraiser a qualified expert regarding the requirements of the ADA. It is possible that a compliance survey of the property, together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the ADA. If so, this fact could have a negative effect upon the value of the property. Since the appraiser has no direct evidence relating to this issue, a possible noncompliance with requirements of the ADA in estimating the value has not been considered.
17. It is assumed there are no environmental concerns that would slow or thwart development of the subject property and that the soils are adequate to support the highest and best use conclusion.
18. Possession of this report, or a copy thereof, does not carry with it the right of publication. It may not be used for any purpose by any person other than the party to whom it is addressed without the written consent of the appraiser, and in any event, only with proper qualification and only in its entirety. Permission is given for this appraisal to be published as a part of the Official Statement or similar document in association with the Menifee CFD No. 2023-2 IA 1 Special Tax Bonds.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 217
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HYPOTHETICAL CONDITION
1. It is assumed that all improvements and/or benefits to the subject propert y, which are to be funded by the 2025 series of the Menifee CFD No. 2023- 2 IA 1 Special Tax Bond proceeds, are completed and in place or have accrued to the property.
EXTRAORDINARY ASSUMPTION
1. It is an extraordinary assumption that the reported sales and remaining land development costs as received from the builder are true and accurate. We have reviewed both the sales and cost information and they appear reasonable. We have reviewed sample sales against public records in order to verify the sample sales, however we have not reviewed each sale against public record. Additionally, we are not experts in cost estimating and if the cost estimates change, it may change the value conclusions.
It is an extraordinary assumption that the park is completed in a timely manner and does not slow or thwart development or sale of any homes within Menifee CFD No. 2023-2 IA 1. Pulte and the City of Menifee recently updated the development agreement to increase the number of homes which can obtain building permits prior to the completion of the park.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 218
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Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 219
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PURPOSE OF THE APPRAISAL
The purpose of this appraisal report is to estimate the value of the fee simple interest of the subject property, subject to the special tax lien of the City of Menifee CFD No. 2023- 2 IA 1, 2025 Special Tax Bonds.
THE SUBJECT PROPERTY
The subject property is located between Goetz Road and Valley Boulevard both north and south of Thornton Avenue in the northwestern most portion of the City of Menifee. It is encompassed by Menifee CFD No. 2023-2 IA 1 and is proposed for 424 single-family detached homes spread over four tract maps (Tract Map Nos. 36658-1, 36658-2, 36658- 3 and a portion of 36658- 4) being built out as Improvement Area 1 of Cimarron Ridge.
Pulte Homes is the builder of Cimmaron Ridge. Pulte is selling homes within three product lines: Pathways at Cimarron Ridge consisting of 238 proposed homes, Greenway at Cimarron Ridge consisting of 70 proposed homes and Meadows at Cimarron Ridge consisting of 116 proposed homes. While Pulte is building all the homes within Pathways, Invitation Homes (a publicly held Real Estate Investment Trust - “REIT”) is purchasing 127 of the 238 homes as they are completed. As of the date of value of this report, Cimarron Ridge (including all three product lines ) has a total of 197 completed homes closed to indiv iduals, 72 completed homes closed to Invitation Homes , seven model homes (one in escrow), 40 production homes over 95 percent complete (22 in escrow to individuals), 40 houses under construction (9 in escrow to individuals and 25 in escrow to Invitation Homes), and 68 additional finished lots (two in escrow to individuals and 30 in escrow to Invitation Homes). A more detailed table showing the status and ownership of the lots is on the following page:
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 220
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Description No. Lots Owner Condition/Status
Pathway at Cimarron Ridge – Lots 27-34, 48-88, 101-107, 120-127 of 36658-1; Lots 1- 104 of 36658-3 and Lots 12-81 of 36658-4
Lots 27-34, 48-72, 80-88, 101-107, and
120-127 of 36658-1 and Lots 78-79,
82-93 and 95 of 36658-3
72 Individuals Completed Homes
Lots 1-67, and 100-104 of 36658-3 72 Invitation
Homes
Completed Rental Homes
Lots 75-76 of 36658-1 2 Pulte Model Homes (0 in
escrow)
Lots 68-77, 80-81, 94, 96-99 of 36658-
3 17 Pulte Over 95% Complete (12 in
escrow)
Lots 12-15, 21-27, 38, 41-46, 52-64
and 80-81 of Tract 36658-4
33 Pulte Under Construction (4 in
escrow to homeowners
and 25 in escrow to
Invitation Homes)
Lots 73-74 and 77-79 of 36658-1; Lots
16-20, 28-37,39-40, 47-51, and 65-79
of 36658-4
42 Pulte Finished Lots (0 in escrow
to individuals and 30 in
escrow to Invitation
Homes)
Pathways Subtotal 238
Greenway at Cimarron Ridge - Lots 1-26, 45-47, 90-100, 108-119 and 128-134 of 36658-1 Lots 5-23, 38-47, 89-100, 108-119 and
128-134 of Tract 36658-1
60 Individuals Completed Homes
Lots 1-2 of Tract 36658-1 2 Pulte Model Homes (1 in
escrow)
Lots 24-26 and 35-37 of 36658-1 6 Pulte Over 95% Complete (1 in escrow)
N/A 0 N/A Under Construction
Lots 3-4 of 36658-1 2 Pulte Finished Lots (2 in escrow) Greenway Subtotal 70
Meadows at Cimarron Ridge - Lots 1-116 of 36658-2
Lots 16-19, 21-52, 54-55, 57-60, 66,
68-70, 72, 75-77 and 102-116 of
36658-2
65 Individuals
Completed Homes
Lots 1-3 of 36658-2 3 Pulte Model Homes
Lots 20, 53, 56, 61-65, 67, 71, 73-74
and 86-90 of 36658-2
17 Pulte Over 95% Complete (9 in
escrow)
Lots 83-85 and 91-94 of 36658-2 7 Pulte Under Construction (5 in escrow)
Lots 4-15, 78-82 and 95-101 of 36658-
2 24 Pulte Finished Lots (0 in escrow)
Meadows Subtotal 116
Menifee CFD No. 2023-2 IA 1 Total 424
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 221
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INTENDED USE OF THE REPORT
It is the appraiser’s understanding that the client, the City of Menifee, will utilize this report in disclosure documents associated with selling the first series of bonds for Menifee CFD No. 2023-2 IA 1 and that this report is to be included in the Official Statement or similar document to be distributed in connection with the offering of the bonds. It is the appraiser’s understanding that there are no other intended uses of this report.
DEFINITIONS
Market Value
The term “Market Value” as used in this report is defined as:
"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, 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 each acting in what he or she considers his or her own best interest;
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 Inherent in the Market Value definition is exposure time or the time the property would have had to have been exposed on the open market prior to the appraisal in order to sell at the concluded values. In the case at hand and considering current market conditions the exposure time for the builder-owned lots and houses, the Invitation Homes -owned houses or for an individually owned home is under one year.
1 The Appraisal of Real Estate, 1 3th Edition
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Minimum Market Value
The term “Minimum Market Value” as used in this report is defined as:
“The base market value of a home. That is, most buyers purchase some upgrades, options and/or lot premiums when purchasing a new home. The sales price for the new home typically includes the base price for the plan, plus any upgrades, options or lot premiums, less concessions, if any, which were given or paid for by the builder. The concluded minimum market value is for the base value of the plan only, not taking into consideration any upgrades, options or premiums ; however, does take into consideration concessions given by the builder.”
Mass Appraisal
The term “Mass Appraisal” as used in this report is defined as:
“The process of valuing a universe of properties as of a given date using standard methodology employing common data and allowing for statistical testing”
2 In the case at hand, the statistical testing included reviewing all original builder sales , reviewing the Multiple Listing Service for re-sales and current escrows (if any) and determining the actual range of sales and escrow prices for each plan type which is utilized in the valuation process.
Bulk Sale Value
The term “Bulk Sale Value” is defined in CDIAC as:
“The most probabl e price, in a sale of all parcels within a tract or development, to a single purchaser or sales to multiple buyers, over a reasonable absorption period discounted to present value, as of a specified date, in cash, or in terms equivalent to cash, for which t he property rights should sell after reasonable exposure, in a competitive market under all conditions requisite to a fair sale, with buyer and seller each acting prudently, knowledgeable, and for self -interest, and assuming that neither is under undue stress”.
It is further stated within CDIAC that “the bulk sales value, in a land secured financing appraisal, is really a hypothetical definition of value, as a forced sale of the entire property ownership most likely will never occur. Nonetheless, the assumptions embedded in bulk sale value can and should be market driven.”
2 USPA P 2020-20 21 Edition
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Hypothetical Condition
The term “Hypothetical Condition” is defined by USPAP as:
“That which is contrary to what exists but is supposed for the purpose of the analysis”
The Hypothetical Condition within this report is that subject property is enhanced by the improvements and/or fee credits to be funded by bonds issued by the 2025 series of bonds for Menifee CFD No. 2023-2 IA 1.
Extraordinary Assumption
The term “extraordinary assumption” is defined by USPAP as:
“An assumption, directly related to a specific assignment, which, if found to be false, could alter the appraiser’s opinions or conclusion”
The first extraordinary assumption in this report is that the reported sales information and remaining land development cost information, as received from the builder, are true and accurate. We have reviewed the sales information and verified samples against public record information; however, all sales have not been verified through public record. In addition, we have reviewed the costs and they appear reasonable; however, we are not experts in the field of cost estimating. It should be noted that these costs were relied upon in the valuation of the subject propert ies and if the actual costs differ, it could alter the value conclusions.
The second extraordinary assumption in this report is that the completion of the park does not slow or thwart the obtaining of building or certificate of occupancy permits on the homes. Per the current development agreement Pulte can obtain 485 building permits prior to the park being completed. Per a new amendment to the development agreement, which was approved February 19, 2025, the 485 building permits is changed to 635 building permits due to delays outside of the builder’s control . To date, 406 buildi ng permits have been issued within Cimarron Ridge in total. Pulte believes this issue will not affect the obtaining of building or certificate of occupancy permits on the project. It is assumed that construction, completion and occupancy of the homes is not affected by this issue.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 224
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PROPERTY RIGHTS APPRAISED
The property rights being appraised are of a fee simple interest, subject to easements of record and both series of Menifee CFD No. 2023- 2 IA 1 bonds. The definition of “ fee simple estate” is defined by USPAP as:
“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.”
EFFECTIVE DATE OF VALUE
The subject property is valued as of January 31, 2025.
DATE OF REPORT
The date of this report is March 11, 2025.
SCOPE OF APPRAISAL
As previously stated, the purpose of this appraisal is to report the appraiser’s best estimate of the market value for the subject properties. This appraisal will be presented in the following format:
• County of Riverside Description
• City of Menifee Description
• Immediate Surroundings
• Brief Description of City of Menifee CFD No. 2023-2 IA 1 • Subject Property Description
• Riverside County Housing Market Discussion
• Highest and Best Use Analysis
• Valuation Procedures, Analyses and Conclusions
• Appraisal Report Summary
The subject property consists of 424 proposed single- family ho uses within three neighborhoods. There are 197 homes completed and closed to individuals and 72 homes closed to Invitation Homes, seven models (one in escrow) , 40 homes over 95 percent complete (22 in escrow to individuals), 40 homes under construction (nine in escrow to individuals and 25 in escrow to Invitation Homes), and 68 generally finished lots (two in Item Title: 12.1
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escrow to individuals and 30 in escrow to Invitation Homes ). In valuing the subject property, the value estimates will be based upon the highest and best use conclusion using the Sales Comparison Approach. The Sales Comparison Approach to value is defined as:
“…a set of procedures in which a value indication is derived by comparing the property being appraised to similar properties that have been sold recently, then applying appropriate units of comparison and making adjustments to the sale prices of the comparables based on the elements of compari son. The sales comparison approach may be used to value improved properties, vacant land, or land being considered as though vacant; it is the most common and preferred method of land valuation when an adequate supply of comparable sales is available.”
3 In the Sales Comparison Approach, market value is estimated by comparing properties similar to the subject property that have recently been sold, are listed for sale or are under contract. Along with the Sales Comparison Approach, a Discounted Cash Flow Analysis is considered for both the builder-owned existing homes and the Invitation Homes-owned existing houses. Due to the number of homes under a single ownership, a bulk value is needed in order to determine the current market value. Neither a cost nor income approach was utilized as they were not considered necessary to arrive at credible results.
The due diligence of this appraisal assignment included the following:
1. Compiled demographic information and related that data to the subject propert ies to perform a feasibility/demand analysis.
2. Gathered and analyzed information on the subject marketplace, reviewed several real estate brokerage publications on historical and projected growth in the subject market and researched the micro and macroeconomics within Riverside County and the Menifee area.
3. Inspected the subject property between January 1, 2025, and February 4, 2025.
4. Had the property flown for an aerial photograph on February 1, 2025.
5. Interviewed representatives from the builder s to obtain available information on the subject property.
6. Reviewed Preliminary Title Reports on the subject property.
3Dictionary of Real Estate Appraisal, 4th Edition, 2002 Item Title: 12.1
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7. Reviewed the City of Menifee General Plan Land Use Map, Zoning Map, Specific Plan, tentative map/site plan and recorded Tract Maps regarding entitlements and allowances on the subject site.
8. Reviewed the Cimarron Ridge Specific Plan along with the Amendments to the Specific Plan.
9. Reviewed the Development Agreements along with the first and second amendments in order to research the condition of park completion in relation to the construction of the homes.
10. Searched the area for relevant comparable new home residential projects, including sales prices and concessions and interviewed representatives from each comparable neighborhood.
11. Reviewed sales brochures and sales information on each of the subject neighborhoods.
12. Reviewed actual builder sales information on all closed homes and current escrows for each neighborhood.
13. Reviewed Multiple Listing Service (“MLS”) information on re-sales and current listings of existing homes within City of Menifee CFD No. 2023-2 IA 1.
14. Inspected the subject propert y for any for-sale or property listing signs that may not be listed on the MLS yet.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 227
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REGIONAL AREA MAP
Item Title: 12.1
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COUNTY OF RIVERSIDE AREA DESCRIPTION
Location
The subject property is located in the sout hwest portion of Riverside County (the “County”) west of I-215 along the east side of Goetz Road south of Ethanac Road in the northwestern most portion of the City of Menifee (“City”). The County encompasses approximately 7,300 square miles, and includes large expanses of undeveloped deserts, valleys, canyons, and mountains. The County is a major beneficiary of outward urban pressure from Orange and Los Angeles Counties as well as growth from San Diego County to the south. Although located at the periphery of most urban activity in Southern California, Riverside County, particularly the western area, has been a major growth area and is perceived by most observers as an area expected to continue to grow. Riverside and San Bernardino Counties are considered dist inct from Los Angeles and Orange Counties and belong to the same Metropolitan Statistical Area (“MSA”). This area, consisting of San Bernardino and Riverside Counties, is commonly referred to as the Inland Empire.
Transportation
The subject property is situated northeast of I -15, west of I -215, south of McLaughlin Road, along both the north and south of Thornton Road between Goetz Road and Valley Boulevard in Menifee. I-15 travels in a northerly/southerly direction about eight miles west and provides access to Barstow and Nevada to the north and San Diego to the south.
Highway 74 is approximately three miles north of the subject and provides access to the west into Orange County on what is also known as Ortega Highway and access to the east into the Cit ies of Perris and Hemet. Interstate 215 is approximately 1.5 miles east , travels in a northerly/southerly direction within the County, branching off from I -15 and heading generally north where it parallels I -15 to the east and merges back into I -15 approximately 40 miles northwest of the subject in San Bernardino County. In addition, the 60 Freeway runs in an east-west direction approximately 15 miles north of the subject providing access into Los Angeles County to the west and merges with Interstate 10 to the east which provides access across California and into Arizona.
Item Title: 12.1
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The County is served by Amtrak and Metrolink as well as several rail freight lines. The Ontario International Airport provides regional air service and is located approximately 30 miles northwest of the subject property while the Orange County Airport is located approximately 38 miles west and the San Diego International Airport is located about 6 8 miles south. In addition, the County has extensive trucking corridors along the previously referred to interstates, highways, and state freeways.
Population
The County has experienced population growth for several decades and is anticipated to continue to do so in the foreseeable future. Per the California Department of Finance, the January 1, 2024 (most recent available) , County population was 2.442 million, representing a one- year increase of 0.6 percent. This compares to an average annual growth rate over the past thirteen years of about 0.8 percent, and an average annual growth rate of approximately 2.5 percent for the previous eighteen-year period. It should be noted however, California’s overall population increased for the first time in 2024 by
0.2 percent following three years of decreasing populati on statewide. Current State projections for Riverside County suggest the population is anticipated to reach approximately 2.525 million by 2030, indicating an average annual increase of approximately 0.6 percent over the next six years. The current growth of 0.6 percent is lower than the previous twelve-year annual average of about 0.8 percent likely due to the COVID pandemic disruption, and significantly lower than the previous 18- year average (2.5 percent) likely due to the Great Recession. Future growth is predicted assuming a more stable market than was seen prior to the Great Recession.
Economy
The U.S. economy in the past few years has experienced challenging times due to reactions from the COVID disruption. These economic challenges include d significant inflation, increasing interest rates, banks’ instability and reaching an agreement on the debt ceiling. During COVID, the Federal, State, County and City Governments (“Governments”) originally shut down non-essential businesses and areas where social gatherings occur in order to slow the spread of the virus. This created a strain on small and large businesses alike. Restaurants and hotels were hit hard, and travel reduced Item Title: 12.1
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drastically as citizens were urged to stay home. Layoffs occurred with reports of 40 million people filing for unemployment in the first few months of the pandemic. The Governments attempted to curtail the job losses and hardships with the approval of over $5.6 trillion in COVID relief to our nation. In addition, the Federal Reserve Board (“Board”) reduced interest rates and started quantitative easing by buying bonds. This legislation helped shore up the U.S. economy; however, due to the significant amount of new money introduced into the economy, inflation began occurring at a rate not seen for 40 years. As of January 2025, the national inflation rate was at 3.0 percent; up from a low of 2. 4 in September 2024, and down from the peak in June 2022 of 9.1 percent. The year 2021 had an annual inflation rate of 4.7 percent as inflation began after the origination of the COVID pandemic. This compares to a 1.24 annual percent rate for 2020 and an average of 1.74 percent annual rate for the previous ten years. In 2024, the annual inflation growth rate was 2.9 percent.
In an effort to curb inflation, the Federal Reserve Board (“Board”) began raising interest rates. Between March 2022 and August 2023, there were eleven interest rate increases rising the Federal Funds Rate (“FFR”) from 0.25 – 0.50 percent to 5.25 – 5.50 percent.
The Board has not increased rates since August 2023 due to the decrease in inflation coupled with other signs in the economy. In the last quarter of 2024, the Board decreased the FFR three times with the year -end rate at 4.48 percent. Unfortunately , these FFR rate decreases have not translated into a significant drop in mortgage rates. T he eleven FFR increases in 2022 and 2023 increased a typical 30- year fixed mortgage rate from
2.98 percent as of November 10, 2021, to the high of 7.79 percent as of October 2023; however, the current rate is 6.95 percent as of January 30, 2025 (per Federal Reserve Economic Data- St. Louis). This steep increase significantly affected the real estate market.
The COVID disruption to the economy also caused extreme volatility in the stock market with the Dow Jones Industrial Average (“DJIA”) dropping from 29,398 in February 2020 to 19,174 in March 2020, a drop of 37 percent. The Government interventions resulted in a bounce back in the DJIA to 27,111 by June 2020 with the stock market then climbing up to a peak of 36,799 in January 2022. In February 2022, Russia began invading Ukraine Item Title: 12.1
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which caused volatility in world economics followed by U.S. inflation, interest rate increases and instability in the U.S. due to the debt ceiling being reached. In addition, Israel declared war on Hamas on October 7, 2023, which added to the global strain. All of these factors caused a drop in the DJIA of over ten percent from January 2022 to the low on October 27, 2023 (32,418); however, the Federal Reserve Board’s pausing of the interest rate increases coupled with strong economic news, brought the stock market to a new near all-time high of 44,545 (January 31, 2025) . The change in the U.S.
Administration appears to have led to a stabilized stock market, at least during the first two weeks. Current concerns on the U.S. economy include the new Administration as many watch to see how the Country will react including Washington D.C. working on the debt limit. The partisanship in our government caused a stand- off in increasing the debt limit which has been in danger of being reached numerous times with several temporary deals being reached, however, no permanent agreements at this time.
The significant increase in mortgage rates over the past two years is just one part of the puzzle affecting the impact of new housing on the broader economy. Additional risks include homebuilders trying to find balanced inventory levels, supply chain issues and both wage and price increases. Over the past 25 years, the Inland Empire economy has had significant cycles with home prices almost doubling from 1995 to 2005, then falling by over 50 percent during the Great Recession, taking prices back to 2002 levels. Home values appeared to hit bottom in 2009 then remained essentially flat for two to three years with the majority of the Inland Empire housing market seeing an improvement beginning in mid -2012. Contrary to homebuilders ’ original thoughts of a slowdown due to the pandemic, new home buyers stepped up in the spring of 2020 and new home sales were significantly higher during the second half of 2020 versus the previous year and continued extremely strong throughout 2021. This exceptional activity in new home sales was the one bright spot in the COVID disruption and is thought to be due to several factors, including: a tight supply of resale homes; historically low interest rates; millennials finally buying homes; and the work from home factor which began during the pandemic allowing residents to live in more suburban areas without long commutes. As rates began increasing in early 2022, there was a significant slowdown in sales within the Inland Empire. The high mortgage rates have significantly slowed exist ing homeowners from Item Title: 12.1
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moving as they do not want to trade in their existing under four percent mortgages for a current near seven percent mortgage. The limited availability of existing homes on the market has resulted in new homes capturing a much larger share of total home sales.
While most jobs have come back, job losses were significant during the COVID recession as the Nation’s unemployment rate went from 3.5 percent in February 2020 to 14.4 percent in April 2020, with the December 2024 National unemployment rate at 3.8 percent (Employment Development Department, not seasonally adjusted). The unemployment rate for the MSA was estimated at 4.9 percent as of December 2024. This reflects a decrease from the peak during the Great Recession of 15.1 percent in 2010 and a decrease from the peak during COVID of 14.9 percent. As of December 2024, Riverside County’s unemployment rate was 5.0 and San Bernardino County had a 4.8 percent unemployment rate. The current unemployment rate for the MSA of 4.9 percent is similar to the California rate at 4.8 percent and higher than the December 2024 National rate of
3.8 percent. Below is a table comparing Riverside County’s unemployment rate to the unemployment rates of the surrounding counties as of December 2024.
Jurisdiction As of Unemployment Rate*
Los Angeles County Dec-2024 5.7%
Riverside County Dec-2024 5.0%
San Bernardino County Dec-2024 4.8%
Orange County Dec-2024 3.8%
San Diego County Dec-2024 4.3%
Source: State of California E.D.D.; *Not Seasonally Adjusted
The latest UCLA Anderson Forecast (“Forecast”) was issued December 10, 2024, and discussed the uncertainties amid the new Administration’s discussed policies which include increased tariffs, deportations, tax cuts and deregulation. While details of all of these issues are uncertain, the Forecast states they all point in the direction of impacting the cost of living. The Forecast believes this will raise inflation to just above three percent and raise consumer prices by just under one percent. They believe t he impact of deportations will create the need for wages to rise and that tariffs will lead to lower GDP growth which they anticipate to dip below two percent in the second half of 2025. They do believe GDP will recover by the end of 2026 as the economy adjusts to the tariffs and the changing composition and size of the labor force.
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The UCLA Forecast for California is typically more positive than the overall Nation due to job growth in California; however, this Forecast suggests a slower -growing California economy with the growth similar to that of the U.S. They believe that the new Administration’s immigration policy will have two effects on California. The first is the withdrawal of millions of workers due to deportation while the Forecast believes the H1B visas (typically tech industry workers) suggests growth in California high tech industry.
The Forecast states their assumptions are based on the new Administration’s policies as based on the pronouncements that were made during the campaign. With these assumptions, they anticipate unemployment to be 5.5 percent in 2025 and 5.0 percent in 2026 in California. In the California housing market, despite higher interest rates, the continued demand for the limited amount of housing stock, coupled with state policies inducing new home building should result in the beginning of a recovery in the housing market by the end of 2025. The Forecast is estimating 143,000 new housing units by the end of 2026; however, it should be noted the last Forecast (about three months ago) estimated 159,500 new homes in 2026. It should be noted that the Forecast was completed prior to the Los Angeles fires in January 2025, which destroyed over 16,000 structures. This rebui lding will put pressure on both labor and material prices, making building more expensive for California; however, the government is stating it will streamline the approval process which is needed in the State.
One bright spot in the current economy is sales of new homes. While existing homeowners are reluctant to put their houses on the market due to their under -four percent mortgages, new home sales continue. Even with rates in the seven percent range, new homes are still selling. This is partially due to the extremely limited availability of existing homes on the market. While builders were buying down interest rates in 2023 and 2024, this appears to be lessoning as homebuyers adjust to the new higher mortgage rates. While new homes historically captured 10 – 13 percent of total home sales; over the past year new homes are now capturing around 25 percent of total home sales. This rush to new home purchases has put pressure on pricing, even while interest rates have soared. During the Great Recession median housing prices (existing) in Riverside County dropped from a high of $431,713 in June 2006 to a low of $171,480 in April 2009. Median prices surpassed the pre-recession high in April 2020 ($435,000), hit a peak in May 2022 Item Title: 12.1
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of $650,000 and decreased until April 2024 when the median home price in Riverside County was again at the peak of $650,000 while the current December 2024 median home price is $624,790 (all statistics per the California Association of Realtors). It should be noted that the median home price in Riverside County is up 3.3 percent year over year.
This will be discussed further in the Riverside County Housing Market section later within this report.
As a final indicator of overall economic activity for the region, we have reviewed the rise and fall of TEUs (Twenty-foot Equivalent Units – i.e., containers) being processed in the local ports. This is especially important for the Inland communities, as it represents much of the growth in development of West Coast distribution centers and warehouses in the Inland Empire linked to supply -chain nodes in the Pacific Rim. The chart below shows TEU activity at the Port of Long Beach. Generally, there had been increases since 2009 except for slight dips in 2016, 2019, 2022 followed by an over 12 percent dip in 2023 due to cooling consumer demand. The calendar year 2024 saw an over 20 percent increase which has wiped out the negative growth years and put TEU’s back on a more normal growth trend.
Government
A Board of Supervisors oversees the County as the governing body of the County, certain County special districts, and the County Housing Authority. The Supervisors enact ordinances and resolutions, adopt the annual budget, approve contracts, and appropriate Item Title: 12.1
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funds, determine land use zoning for unincorporated areas, and appoint certain County officers and members of various boards and commissions. The Board of Supervisors is elected from five different districts within the County.
Education
Menifee Union School District (K thru 8th) and the Perris Union High School District serve the subject area. The Menifee Union School District operates 11 elementary schools and four middle schools , one K -8 school (Harvest Hill STEAM Academy), two alternative schools and one preschool . Perris Union High School District covers a larger area than Menifee Union and operates five high schools, four alternative high schools and one alternative middle school to serve the greater Perris area including Menifee. Higher education is available within an hour’s drive at the University of California campuses at Riverside and Irvine or California State University campuses in San Bernardino, San Marcos, Fullerton, and Pomona along with several additional private colleges. The closest community college is Mt. San Jacinto College, which has a campus in Menifee.
Conclusion
Population in the County has increased over the past 20 years with predictions for continued population growth. The Nation’s economy has been slowing after the Board increased the FFR over five percent to fight historical inflation which began during COVID.
One bright spot during COVID was housing; the region’s relative affordability and low interest rates, coupled with the rising prices in the coastal market and the demand for housing, set up a new housing boom in the Inland Empire. This was followed by a significant drop in existing home sales due to existing homeowners being unwilling to give up their low -rate mortgages, which turned out to be a boon for new homes. Current concerns for the Inland Empire economy include the unknowns of the new Administration, stubborn inflation, the high prices of homes, higher interest rates, supply chain issues and labor, along with the Russian/Ukraine and Israel/Palestine conflicts, which are all creating volatility in both local and global financial markets. In conclusion, the County is expected to continue to grow in population due to its Southern California location, the availability of land, and the relatively lower land and housing prices in comparison to adjacent Orange, Los Angeles, and San Diego Counties.
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MENIFEE AREA MAP
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CITY OF MENIFEE DESCRIPTION
The subject property is located in the northwest corner of the City of Menifee, which is located in the southwestern portion of the County. Menifee became a city in October 2008 after voting to incorporate. Menifee was the 26th city within the County of Riverside and is located along both sides of I-215 between Murrieta and Perris. The City includes the diverse lifestyle communities of Menifee, Sun City, Quail Valley, and portions of Romoland. The City is bordered by unincorporated lands and the City of Murrieta to the south, the cities of Lake Elsinore and Canyon Lake to the west, the City of Perris, area of Winchester and unincorporated lands to the north and unincorporated lands (portion known as the French Valley) to the east.
In the 1960s, early development of the Menifee Valley began when the concept of an active retirement community was envisioned for Sun City. Since that time the Menifee Valley has grown substantially. At incorporation in 2008, the City of Menifee had a total population of 60,000 residents. The Menifee Valley includes some portions of Romoland that are not included within the city limits. Although this area currently serves as a bedroom community for the workforces of North San Diego County, Temecula, Riverside, Corona and Orange County, economic development groups are in the process of recruiting future quality employers to relocate in the Menifee Valley . There have been several new commercial developments in the past 15 years on the I-215 corridor south of McCall Boulevard including major shopping centers at the Newport Road off ramp, the Menifee Town Center west of the off ramp and an additional shopping center at Clinton Keith Road. Per the City of Menifee there are 42 new commercial projects within 22 centers either recently opened, coming soon or under construction within the overall City.
A more micro view of planned development within the subject’s neighborhood (in the northwestern portion of the City of Menifee, west of I- 215 and north of Newport Road) , there are two small commercial projects planned, a gas station/convenience store at Goetz Road and Ethanac and a Truck Stop/D iesel gas station at Ethanac and the I -215 offramp. In addition, there are eight residential projects either in planning or engineering with the closest being three tract maps to the south and east (generally condominiums) and three larger tract maps (single family detached) to the south and southwest. Finally, Item Title: 12.1
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there are eight industrial projects north of McLaughlin, south of Ethanac and west of I - 215 either in the planning or engineering stages. North of Ethanac is the City of Perris with Green Valley Ranch (immediately north of Ethanac) , a master planned community originally approved in the early 1990s and proposed for over 4,000 homes. There are currently several neighborhoods selling including Silverstone and Amber Ridge by Lennar and a Seasons Collection by Richmond American.
Between 1990 and 2003, there was an extraordinary growth rate of 48 percent in the community of Menifee. The population is estimated at 111,560 as of January 2024 per the California Department of Finance (most recent available) , representing a growth of
2.0 percent year-over-year. This compares to the Riverside County past year’s growth of
0.6 percent from January 2023 to January 2024. The City’s higher growth rate than the County is due to the wide expanses of land available for development within the City, and because of the planned communities such as Cimarron Ridge (subject), Shadow Mountain, Town Center, Quartz Ranch, Countryview, Rockport Ranch and Banner Park along with the future development known as Legado (near I-215 and McCall), as well as single new home tracts.
In the past 15 years Menifee has had exceptional growth in the commercial and retail sector. Prior to the Great Recession several shopping centers were either constructed or planned. Included are the Town Center Marketplace, which is anchored by Aldi Mar ket, PetSmart, and several national restaurants (located at the southwest corner of Haun and Newport Roads), and the popular Menifee Countryside Marketplace, which is anchored by Target, Lowe’s, Kohls, Ulta, TJ Maxx, Best Buy and Home Goods along with numerous restaurants (located at the southeast corner of Haun and Newport Roads). The Town Center Specific Plan (“TCSP”) includes 170 acres of mixed use with a proposed City Hall, a Fairfield Inn & Suites by Marriott on Town Center Drive, the recently opened Family and Civil Courthouse, along with several completed new home neighborhoods and Riverwalk Village at Town Center by Richmond American which is currently selling. Prior to the COVID pandemic shutdowns, the Krikorian theaters were under construction within TCSP along with a Krikorian retail center planned adjacent to the theaters , however , the shutdown of the economy stopped construction. The theater had been caught in litigation Item Title: 12.1
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for three years with contractor lawsuits. The City adopted a resolution declaring the Krikorian theater a public nuisance with orders to tear down what is left of the theatre construction and demolition began January 24, 2025. Aside from the Krikorian theater, other new commercial development has proceeded with both Center Pointe (retail northwest of the theaters) and Menifee Plaza (retail northeast of theaters), which front Newport Road, opening. Along the north side of Newport at Haun Road is a newer commercial area that houses the Menifee Union School District’s administration building, the existing City Hall, a Post Office, and several national chain restaurants.
The Menifee community also benefits from its proximity to Diamond Valley Lake, which was dedicated on March 18, 2000, and initially filled by the end of 2002. Diamond Valley Lake is located approximately five miles east of the City and is a 13,000- acre site with a 4,500-acre reservoir for boating and fishing. There is no swimming, water skiing or personal watercraft all owed in Diamond Valley Lake. The reservoir contains 800,000 acre-feet (260 billion gallons) of water and is owned by the Metropolitan Water District.
Access to Diamond Valley Lake is via Newport Road, which becomes Dom enigoni Parkway east of I-215, and State Route 79, which was completed in 2008.
Land prices in the Menifee area have been historically lower than prices in the Murrieta and Temecula areas. As housing prices increased in the early 2000s, the price difference narrowed between Menifee and Murrieta/Temecula, however, there is still a var iance.
The price difference appears to be due to the Murrieta/Temecula area being along the I - 15 corridor, which commands a premium due to easier commuting to adjacent counties.
Menifee is located along the I -215 corridor, which creates a slightly longer commute to employment centers.
As discussed under the economy section under County of Riverside Area Description, new home sales had prospered during the COVID pandemic and Menifee is no exception.
Per the January 28 , 2025, Ryness Report (a new home sales tracking and research company), there are 45 new home projects currently selling in the South Riverside submarket with 15 of the 45 new home projects located in Menifee. This compares to 54 new home projects within the South Riverside submarket selling one year ago, suggesting Item Title: 12.1
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a reduction of 17 percent of new homes projects in the past year. The average sales rate per project for the week ending January 28, 2025, in the South Riverside submarket was
3.8 homes per month which is similar to the average 2024 sales rate per project of 3.6 sales per month. In comparing with the overall Inland Empire, the average sales rate per project year to date as of January 28, 2025, the sales rate per month was 2.8 sales while the average 2024 sales rate per project was at 3.6 sales per month.
In summary, the future growth of Menifee should continue. While there are fewer projects than one year ago, there are still a significant number of new residential projects in Menifee, both currently selling and planned in the area. Housing is less expensive than the Murrieta/Temecula neighboring communities , which is attractive to homebuyers as price points are important in today’s Inland Empire housing market. The South Riverside submarket, which houses the subject property , is experiencing a higher -than-average sales rate when compared to the overall Inland Empire. Diamond Valley Lake is another asset to the Menifee Valley area. The lower land prices and the availability of land for development combine to make Menifee an excellent candidate for future growth.
CIMARRON RIDGE SPECIFIC PLAN
The Cimarron Ridge Specific Plan (“Specific Plan”) was originally adopted by the City of Menifee on October 21, 2015, with the intent to develop a master -planned community that would contain a variety of innovative housing types and functional open spaces. The original Specific Plan allowed for 756 planned single family detached homes on lots ranging in size from 5,000 to 10,000 square feet on an overall 240 gross acres. On October 12, 2022, Pulte Home Company LLC filed a formal application requesting to amend the Cimarron Ridge Specific Plan and their request was approved with the new Cimarron Ridge Specific Plan being adopted April 3, 2024. The Amended Specific Plan allows for the same number of homes on the same sized lots, however moved the park from Planning Area 5 to Planning Area 4. The current Specific Plan Land Use Map is shown on the exhibit on the following page with the subject property comprising Planning Item Title: 12.1
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Areas 1, 2, 3 and a portion of 4. The subject property is generally outlined in red on the map below (boundary approximate) which is meant to be consistent with Improvement Area 1 on the Community Facilities District 2023-2 Boundary Map.
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In the Specific Plan, Planning Areas 1, 3, 4 and 5 were approved for 5,000 square foot lots, Planning Area 6 for 5,500 square foot lots, Planning Area 7 for 6,500 square foot lots and Planning Area 2 for 10,000 square foot lots. Within the subject propert y (Planning Areas 1, 2, 3 and a portion of 4) there are minimum 5,000 square foot lots and minimum 10,000 square foot lots allowed.
The original Development Agreement was approved in 2017 and noted that the Park within Phase 5 (Planning Area 5B) would be constructed prior to the completion of Phase
5. Amendment No. 1 of the Development Agreement revised the approvals to develop Planning Areas 5 and 6 as a private and gated age- restricted, active adult community with certain private recreational amenities and to relocate the public neighborhood park from Planning Area 5 to Planning Area 4. Amendment No. 2 to the Development Agreement (re corded 5/17/24), among other items, changed the construction of the Sports Park to be completed no later than the earlier of (i) twelve months following commencement of construction and (ii) issuance of the 485 th building permit. Amendment
No. 3 to the Development Agreement, which is going through approvals at this time , among other things increases the number of building permits in the project that may be issued prior to the completion of the Sports Park from 485 permits to 635 permits, due to substantial delays outside of the developer’s control. It is the appraiser’s understanding that 406 building permits have been pulled to date within the entirety of Cimarron Ridge.
It is an extraordinary assumption that the completion of the park does not slow or thwart development or the obtaining of building or occupancy permits within the subject property.
IMMEDIATE SURROUNDINGS
The subject site is located both north and south of Thornton Avenue between Goetz Road and Valley Boulevard west of I-215 and south of Ethanac Road in the northwesternmost portion of the City, near the City of Perris border. The project has access both from I-215 via Ethanac Road and from I -15 via Railroad Canyon Road and Goetz Road. The immediate area is generally made up of existing homes to the northwest (Monument Ranch in Perris), to the east (Sun Ranch) and the southeast (along the east side of Valley Item Title: 12.1
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Boulevard) interspersed with some undeveloped lands to the south and west. There is also some rural housing to the west at Thornton Road (known as Sotelo Road west of Goetz Road). The subject property was raw and generally hilly with hills and valleys when it was purchased in a raw condition by Pulte in September of 2020. Beyond Ethanac Road to the north (the City of Menifee border with the City of Perris is the master planned community of Green Valley Ranch, with three new home communities currently selling.
Shopping is available at a large neighborhood shopping center known as Perris Crossings, about 1.5 miles northeast of the subject along Ethanac just west of I -215.
Perris Crossings is anchored by a Winco Supermarket and a Home Depot. About two miles southeast at the southwest quadrant of McCall Boulevard and I -215 are two additional shopping centers anchored by Stater Bros and Von’s Supermarkets. More regional shopping is available about 3.5 miles southeast at Menifee Countryside Marketplace at the southwest intersection of Newport Road and I -215. Countryside Marketplace is anchored by a Target, Home Depot, and a Kohls. There is an Aldi supermarket across from the Countryside Marketplace along with a Stater Brothers Market at Murrieta Road and Newport Road. Just north of Newport across from Menifee Town Center on Haun Road is commercial center which houses the existing City Hall for Menifee. In addition, there are several medical office buildings in this center.
Approximately fifteen miles south is Promenade Temecula, a major sho pping mall anchored by Macy’s and JC Penney, located off the I -15 near the intersection of I -215 and Winchester Road (State Route 79). In addition to the aforementioned shopping and entertainment, the community is about eight miles away from Loma Linda University Medical Center in Murrieta.
The subject property is located within the Menifee Union School District (K-8 th) and the
Perris Union High School District (9th -12th). The community is served by Paloma Valley High School, about 4.5 miles southeast ; Kathryn Newport Middle School located about
2.5 miles south of the subject; and Ridgemoor Elementary School about 1.5 miles south of the subject property.
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CITY OF MENIFEE CFD NO. 2023-2 (CIMARRON RIDGE)
Menifee CFD No. 2023-2 (Cimarron Ridge Improvement Areas 1 and 2) was formed per the Resolution of Intention of the City Council of the City of Menifee dated March 15, 2023. Per the City of Menifee CFD No. 2023- 2 CFD Report, the CFD is comprised of approximately 209 gross acres anticipated to include 756 residential properties at buildout. There are two separate Improvement Areas included within the boundaries of CFD 2023-2. Improvement Area No. 1 includes three separate Tax Zones within Tract Map Nos. 36558- 1, 36558- 2, 36558- 3 and a portion of 36658- 4 which will cover 424 proposed single family detached residential properties (subject property). Improvement Area No. 2 will also include three separate Tax Zones within the remaining portion of Tract Map 36658-4 and Tract Map Nos. 36658-5, 36658-6 and 36658-7 which will cover a total of 332 proposed single family detached residential properties. The overall boundary map is shown below with the approximate shape of the subject property outlined in red. A larger version of the overall map along with the additional Sheets 2 and 3 showing the Improvement Areas and Tax Zones are located in the Addenda.
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Per the CFD Report prepared by Spicer Consulting Group and dated April 19 , 2023, the types of facilities that are proposed by Menifee CFD No. 2023- 2 consist of the construction, purchase, modification, expansion, rehabilitation and/or improvement of (i) drainage, library, park, roadway, traffic, administration and general government facilities, animal shelter facilities, fire and safety and other public facilities of the City including the foregoing public facilities which are included in the City’s fee programs with respect to such facilities and authorized to be financed under the Mello-Roos Commmunity Facilities Act of 1982, as amended (the “City Facilities”); (ii) water and sewer facilities including the acquisition of capacity in the sewer system and/or water system of the Eastern Municipal Water District which are included in EMWD’s water and sewer capacity and connection fee programs (the “Water District Facilities”) and (iii) interim and permanent school facilities of the Menifee Union School District, Romoland School District and Perris Union High School District, including cla ssrooms, mult i-purpose facilities, administration and auxiliary space at school facilities, athletic fields, playgrounds and recreational facilities and improvements thereto, landscaping, access roadways, drainage, sidewalks and gutters and utility lines, furniture, equipment and technology, including technology upgrades and mobile devices and infrastructure therefore, with a useful life of at least five (5) years at such school facilities (the “School Facilities”) (the City Facilities, the Water Facilities, and the School Facilities shall be referred to as the “Facilities”), and all appurtenances and appurtenant work in connection with the foregoing Facilities, including the cost of engineering, planning, designing, materials testing, coordination, construction staking, construction management and supervision for such Facilities. In addition, incidental expenses include the cost of engineering, planning and designing the Facilities; and all costs including costs of the property owner petitioning to form the District, associated with the creation of the District, the issuance of the bonds, the determination of the amount of special taxes to be levied and costs otherwise incurred in order to carry out the authorized purposes of the District and any other expens es incidental to the construction, acquisition, modification, rehabilitation, completion and inspection of the Facilities.
According to the CFD Report, the Cost Estimate of the eligible facilities are $5,460,657 for Improvement Area 1 and $7,982,676 for Improvement Area 2 based on fiscal year Item Title: 12.1
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2022-23 dollars. For Improvement Area 1 the estimates include $3,925,165 for City Fees, $1,535,492 for City Facilities, and no EMWD or School District Fees along with $1,099,343 of incidental financing costs for a total bond amount for Improvement Area 1 of $6,560,000. For Improvement Area 2 the estimates include $3,073,478 in City Fees, $3,035,648 in City Facilities, $682,214 in EMWD Fees and $1,191,336 in EMWD Facilities along with $1,517,324 in financing costs for a total of $9,500,000 for Improvement Area 2. It should be noted that within Improvement Area 2 the EMWD Fees estimate includes an estimated $5,004,809 EMWD CFD credit and the above stated $682,214 is the remaining amount after the CFD credit to be funded via City of Menifee CFD 2023-2. Per the CFD Report, the Assigned Special Tax within Improvement Area 1 ranges from $801 to $1,069 in Tax Zone 1, $1,252 to $1,464 in Tax Zone 2 and $254 to $843 in Tax Zone 3. Within Improvement Area 2 the Assigned Special Tax ranges from $1,617 to $1,920 in Tax Zone 1, $1,543 to $1,873 in Tax Zone 2 and $1,681 to $1,869 in Tax Zone 3. All of the above assigned special taxes are based on 2022- 23 dollars and shall increase by two percent of the amount each July 1. It is the appraiser’s understanding that the Improvement Area 1 bonds will be sold in two series with this being the first series of Improvement Area 1 bonds.
Per the latest sources and uses of funds for the first series of bonds for Improvement Area 1 of Menifee CFD 2023- 2 dated March 10, 2025, they are projecting a bond par amount of $4,635,000 along with a premium of $ 1,206 and $148,725 funds on hand totaling $4,784,931. The expenditures include $4,007,377 of project fund deposits, a debt service reserve fund of $ 403,029 and costs of issuance, underwriter’s discount and administrative expense of $374,525 (all estimated amounts subject to change).
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 247
Menifee Mayor and City Council
April 16, 2025
Page
648 of 750
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SUBJECT PROPERTY DESCRIPTION
The subject property consists of 424 proposed single-family homes within the community known as Cimarron Ridge being developed by Pulte. The 424 lots are divided among three single- family detached neighborhoods within the Cimarron Ridge community:
Pathway, Greenway and Meadows. A portion of the Pathway community is being purchased by Invitation Homes , an REIT that is planning on renting out the homes and holding them for investment. Below is a map showing all of Cimarron Ridge with the subject property outlined in red, essentially the bottom half of the map.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 248
Menifee Mayor and City Council
April 16, 2025
Page
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_________________________________________________________________________________________________________ Menifee CFD No. 2023-2 IA 1 (Cimarron Ridge Improvement Area 1) - 2025 Series Bonds Kitty Siino & Associates, Inc. Page 30
Location: Both north and south side of Thornton Avenue between Valley Boulevard and Goetz Road, Menifee, California
Legal Description: Lots 1-134 of Tract No. 36658- 1; Lots 1-116 of Tract No. 36658- 2; Lots 1-104 of Tract No. 36658-3 and Lots 12-81 of Tract No. 36658- 4, all located in City of Menifee, County of Riverside, California.
Owner of Record: Individual owners as to Lots 5-23, 27-34, 38-72, 8 0-134 of Tract 36658-1; Lots 16-19, 21-52, 54-55, 57-60, 66, 68-70, 72, 75-77 and 102-116 of Tract 36658-2; Lots 78-79, 82-93 and 95 of Tract 36658-
3. Invitation Homes 7 LP as to Lots 1-67 and 100-104 of Tract 36658-
3. Pulte Home Company LLC as to Lots 1-4, 24-26, 35-37 and 73-79 of Tract 36658-1, Lots 1-15, 20, 53, 56, 61-65, 67, 71, 73-74, 78-101 of Tract 36658-2; Lots 68-77, 80-81, 94, 96-104 of Tract 36658-3 and Lots 12-81 of Tract 36658-4.
Three-Year
Sales History: Pulte Home Company, LLC purchased the entire Cimmaron Ridge property (both Improvement Area 1 and 2) consisting of 756 proposed single-family residential lots from Cimmaron Ridge, LLC (a related entity to Van Daele Investment Properties, LLC) on July 16, 2021, for $47,000,000 per public record documents. The property closed in an unimproved condition, with tract maps ready to record.
The subject property is known as Improvement Area 1 and consists of 424 of the total 756 proposed lots which is essentially the bottom half of the project . At time of purchase, it is the appraiser’s understanding that 127 of the proposed lots within Improvement Area 1 (Lots 1-67 and 100-104 of Tract 36658-3 and Lots 12-15 and 28-37, 41-81 of Tract 36658-4) were included in a sales agreement between Invitation Homes 7 LP and Pulte Home Company LLC dated March 19, 2021. Invitation Homes 7 LP is within a REIT that purchases homes, property manages them and rents them out to individuals. Invitation Homes is purchasing the 127 homes as they get completed by Pulte. The takedown schedule between Pulte and Invitation Homes shows homes closing between March 2024 and December 2025. As the homes are completed, Invitation Homes closes on typically six at a time. Seventy-two homes have closed at this time with the additional 55 currently anticipated to be taken down monthly beginning in May 2025 through December 2025 (schedule may be updated). We have reviewed the summarized sales information provided by Pulte and Invitation Homes and have considered it in our analysis, however, due to the confidential nature we are retaining the information in our files. The price for the homes was determined in March of 2021. Out of the total 424 subject homes in Improvement Area 1, 197 homes have closed to individual Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 249
Menifee Mayor and City Council
April 16, 2025
Page
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homebuyers with closing dates between October 24, 202 3 and January 31, 202 5 and 72 homes have closed to Invitation Homes between March 2024 and December 2024. As of January 31, 2025, an additional 34 proposed homes are in escrow to individuals (due to close upon completion) and an additional 55 homes are in escrow to Invitation Homes).
Assessor’s Parcel
Numbers: The subject 424 lots encompass Assessor’s Parcel 335-550-001 thru 058; 335-560-001 thru 056; 335-570-001 thru 028; 335-571-001 thru 018; 335-572-001 thru 008; 335-573-001 thru 032 and 038 thru 041.
In addition, the subject encompasses 335- 070-057 (Tract Map - 4) and 335-530-various and 335-540-various. The AP Maps for Tract Map -4 and 335- 530 and 335 -540 are not available from First American Title at this time.
Property Taxes: We have reviewed the Riverside County Tax Collector’s 2024 tax bill for APN 355-550-002, a sample lot within Cimarron Ridge. The 2025 tax bill is not available on the County web site at this time. Per the tax collector the total 2024 property tax invoice is $10,389.08 based on an assessed value of $ 580,330. The general-purpose taxes are $5,803.29; the miscellaneous charges (includes Perris Union HS, Mt.
San Jacinto Jr. College, MWD East 1301999, Menifee School, FLD CNTL Stormwater/ Cleanwater, EMWD Infrastructure availability charge and MWD Standby East which total $763.45; the Special Assessment charges include CFD 2017-1 Maintenance Services for $916.34, CFD 2023-2 (subject) for $1,407.60, Perris Union HS CFD 92-1 for $336.26 and MUSD CFD No. 2020 -1 for $1,162.14. This equates to a total tax rate of 1. 79 percent based on the assessed value. This amount is typical for new homes in the subject market area.
Flood Zone: Per the County of Riverside a flood plain review is not required.
Size and Shape: The neighborhood is irregular in shape and includes 141.62 gross acres and 100.41 net acres per recorded Tract Map Nos. 36658-1, - 2, -3 and - 4. It should be noted that Tract Map 36658- 4 includes eleven residential lots which are not included in the subject property (Lots 1-11 of Tract 36658-4). The estimated gross acreage for these 11 lots has been extracted from the net acreage reported above. The difference between the gross and net acreages reported above includes internal streets , several open space/landscaping lots, surrounding streets and setback areas, a long with a 12.6-acre park/open space (known as Lots 83 and 84) located in Tract 36658- 4, which are not included within the CFD boundary lines.
Zoning: Per the City of Menifee Land Use Map, the subject site is shown as the Cimarron Ridge Specific Plan. The current Cimarron Ridge Specific Plan was adopted by the City of Menifee on April 3, 2024.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 250
Menifee Mayor and City Council
April 16, 2025
Page
651 of 750
_________________________________________________________________________________________________________ Menifee CFD No. 2023-2 IA 1 (Cimarron Ridge Improvement Area 1) - 2025 Series Bonds Kitty Siino & Associates, Inc. Page 32
Per the Specific Plan, the subject property includes Planning Areas 1, 2, 3 and a portion of 4 and allows for 424 single family detached lots with sizes ranging from 5,000 square feet up to 10,000 square feet, 116 with a minimum lot size of 10,000 square feet (the Meadows neighborhood consisting of Tract Map 36658- 2) and 308 with a minimum lot size of 5,000 square feet (Greenway neighborhood with 70 lots in Tract 36658-1 and Pathways neighborhood with 238 lots in Tract 36658-1, 36658-3 and a portion of 36658-4).
Entitlements: The subject property is covered by Tract Map Nos. 36658 -1 (recorded December 23, 2022), 36658-2 (recorded June 27, 2003), 36658-3 (recorded September 15, 2023) and a portion of 36658- 4 (Lots 12-81 of Tract 36658- 4 which recorded December 6, 2024) .
The maps are detailed in the table below:
Tract No. Gross Ac. Net Ac. No. Lots Density
36658-1 36.75 27.03 134 3.64
36658-2 41.75 31.96 116 2.78
36658-3 26.22 18.08 104 3.97
36658-4* 33.90* 23.34* 70 2.06
Totals 138.62 100.41 424 3.06 Avg
*Both the net and gross acreage of Tract No. 36658- 4 has been reduced by 2.49 acres which is the estimated acreage for Lots 1- 11 which are not included in the CFD boundary lines.
Dividing the 424 total lots over the 138.62 gross acres equates to a density of 3. 06 dwelling units per acre which is within the allowed density per the Specific Plan . Copies of the above tract maps are located within the Addenda of this report.
Topography: The original topography was hilly with hills and valleys. The property has been graded into 424 single family lots. Due to the topography, there are slopes and/or retaining walls on some of the lots. The property is at street grade of Goetz Road which forms the western border and along Thornton Road which bisects the site. The terrain is hilly to the south and west of the subject with flatter lands to the east and north. After grading, the lots are at street level of both the surrounding and internal streets , however some have slopes in the yards between the houses . The lands have been graded and developed into single- family detached lots. Drainage is within an engineered street drainage system with drainage outlets and retention basins where needed (one large retention basin is constructed along the east side of the site along the south side of Thornton Avenue near Valley Boulevard).
Soils Condition: We have not received a soils report for our review. It is an assumption of this report that the soils are adequate to support the highest and best use conclusion and that all recommendations made within any soil’s reports were adhered to during construction. This is supported Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 251
Menifee Mayor and City Council
April 16, 2025
Page
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_________________________________________________________________________________________________________ Menifee CFD No. 2023-2 IA 1 (Cimarron Ridge Improvement Area 1) - 2025 Series Bonds Kitty Siino & Associates, Inc. Page 33
by existing development on the subject lands which was overseen by City inspectors.
Seismic
Conditions: Per the County of Riverside, the subject is not located in a Fault Zone or in a Liquefaction Area.
Fire Hazard Map: Per the City of Menifee general plan High Fire Zone Map, the subject is located in a High Fire Zone, however not in a Very High Fire Severity Zone. A copy of the map with the subject shown as a blue star is located in the Addenda for your review.
Environmental
Concerns: We have not received an environmental report to review. The builder and/or their representatives have stated (and this appraisal assumes) that there are no environmental issues that would slow or thwart development of the site. This is supported by existing development on the subject lands which were overseen by City inspectors.
Easements/
Encumbrances: We have reviewed four Preliminary Title Reports on the subject Tract Map Nos. 36658-1, 36658-2, 36658-3 and 36658-4 all prepared by First American Title . The Reports are dated and numbered as followed: Tract No. 36658-1 (Greenway and a portion of Pathway) is covered by Order No. NHSC-6720436 and dated October 15, 2024; Tract No. 36658 -2 (Meadows) is covered by Order No. NHSC- 6720440 and dated October 8, 2024; Tract No. 26658-3 (a portion of Pathway) is covered by Order No. NHSC- 6720444 and dat ed October 10, 2024; and Tract No. 36658-4 (a portion of Pathway) is covered by Order No. NHSC- 6720445 and dated September 26, 2024. We have reviewed the title reports and most of the exceptions appear typical for subject-type lands. As a sample we are providing the exceptions from Order No. NHSC- 6720440 dated October 8, 2024, which covers the builder-owned lots within Tract 36658 -1. All four title reports are similar. The exceptions within the sample report are as follows:
Item Nos. 1 -6 pertain to property taxes and assessments on the property including CFD 2018- 1 (Cimarron Ridge – since been deleted), CFD 2020-1 (Menifee Union School District), CFD 2023-2 (subject CFD) and CFD 2017-1 (Maintenance Services). Item No. 7 refers to a right of way for ditches and canals recorded in 1915. Item Nos. 8 and 11 refer to the School Facilities Mitigation Agreement.
Item No. 9 pertains to a notice of non- compliance for unapproved grading recorded in 2008, prior to the current ownership. Item No. 10 is regarding a Development Agreement. Item Nos. 12, 13, 20, 21, 29, 30 and 31 all refer to easements for public roads, public utilities and drainage on the property. Item No. 14 refers to an agreement between the City and property owner regarding a CFD on the site.
Item No. 15 pertains to a cooperative Agreement by Riverside Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 252
Menifee Mayor and City Council
April 16, 2025
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County Flood Control and the property owner. Item No. 17 refers to an agreement and notification of high- water pressure. While No. 18 refers to the agreement for water service. Item No. 19 pertains to open space lands on the recorded map. Item No. 22 refers to the environmental constraints on said map. Item No. 23 sta tes the property is within the Homeland/Romoland drainage plan and subject to such fees while Item No. 24 states the landowner deferred payment of drainage fees until actual permit issuance. Item No. 25 pertains to CC & R’s recorded on the site. Item No. 26 is regarding a document entitled master dispute resolution declaration. Item No. 27 and 27 pertain to solar energy. Item Nos. 32 thru 38 refer to liens for unsecured property taxes recorded in August 2023, September 2023, October 2023 and July 2024. These liens total $6,147.65 per the report dated October 8, 2024. Item No. 39 refers to the right of parties in possession while Item No. 40 pertains to water rights.
It should be noted that Item No. 9 (notice of non- compliance for unapproved grading filed in 2008) and Item Nos. 32-38 (unsecured property tax liens) are unusual for subject type lands . Our research has resulted in the liens not being associated with the subject property. It appears Item No. 9 is no longer an issue as the site has been graded into finished lots. It is an assumption in this appraisal report that the subject lands are free and clear of any liens and/or encumbrances except for Menifee CFD No. 2023-2 IA 1 and the aforementioned assessments and CFDs. The appraiser is not a title expert, and it is recommended that any concerns relating to title should be addressed to the appropriate experts.
Utilities: All normal utilities serve the subject site by the following companies:
• Electrical: Southern California Edison Company
• Natural Gas: The Gas Company
• Sewer/Water: Eastern Municipal Water District
• Schools: Menifee Union School District /
Perris Union High School District
Streets/Access: Access to the subject is via I-15 to Railroad Canyon Road, east about five miles to Goetz Road and north about four miles to the subject property. Additional access is from I -215 to Ethanac Road, west about two miles to Goetz Road and south about a mile to the subject.
It should be noted that there is construction on Goetz Road at the subject property at this time, thus detours are needed via Thornton Road and Valley Road. It should be noted that The Meadows community which encompasses Tract Map 36658- 2 contains the larger lots (10,000 square foot minimum) and is a gated community with entrances off Thornton Avenue and off Diamond Crest Way.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 253
Menifee Mayor and City Council
April 16, 2025
Page
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I-15 is a major north/south freeway providing access to international borders both north and south. I-15 is the main access into the City of Lake Elsinore from the north and south.
Railroad Canyon Road is a major arterial from I-15 providing access into eastern Lake Elsinore and the master planned community of Canyon Hills, the City of Canyon Lake and Menifee and the master planned community of Audie Murphy Ranch where it becomes Newport Road. West of I -15 Railroad Canyon Road is known as Diamond Drive which provides access into the Summerly master planned community.
Goetz Road begins at Newport Road in the City of Menifee and is generally a rural road north forming the southeastern border of the City of Canyon Lake, the community of Quail Valley and some undeveloped areas south of the subject. North of the subject Goetz Road terminates in the City of Perris.
I-215 is a major Southern California Freeway beginning at the I-15 in Murrieta in Southern Riverside County and providing access north through Riverside and into San Bernardino where it combines with I- 15 once again.
Ethanac Road is a n arterial with on/off ramps from I -215 and provided the original access into Sun City (prior to Menifee’s incorporation). West of I-215 Ethanac Road now provides access sto the master planned community of Green Valley Ranch (along the north side in the City of Perris . Ethanac Road currently terminates about one mile west of Goetz Road. East of I-215 Ethanac becomes Case Road.
Internal public streets within the subject portion of Cimmaron Ranch include: White Quartz Way, Mountain Violet Way, Zircon Road, Basalt Drive, Indigo Bush Road, Breccia Way, Denali Peak Road, Butte Drive, Felsic Drive, Loan Oak Drive, Gold Stone Drive, Sand Drive, Bronzite Way, Thornton Avenue, Ametrine Street, Circle Stone Drive, Picket Range Way, Diamond Crest Way. Stone Cliff Court, Luna Peak Road, Golden Nugget Street and Summer Creek Drive. The following streets are private within the gated area of Meadows - Greythorn Drive, Lapis Drive, Desert Sage Drive, Sand Wedge Drive, Zeolite Road, River Peak Drive, Elk Hill Drive and Diamond Crest Way. It should be noted there are two entrances which will be gated at the terminus of White Quartz Way and from the adjacent neighborhood at Diamond Crest way.
Current Condition: The subject property has been developed into 424 single-family detached lots, 116 which have a minimum lot size of 10,000 square feet (The Meadows community which is gated) and 308 lots with a Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 254
Menifee Mayor and City Council
April 16, 2025
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minimum lot size of 5,000 square feet (The Greenway and Pathways neighborhoods), however the average lot size is closer to 6,000 square feet. The lots have been graded with streets completed and utilities stubbed to each lot. One hundred ninety -seven of the completed homes have closed to individuals and 72 have closed to Invitation Homes . In addition, there are seven completed model homes, a n additional 40 production homes are over 95 percent complete, 40 homes under construction (under 95 percent complete) and 68 finished and/or partially finished lots.
Conditions of
Approval: It is the appraiser ’s understanding that there is one condition remaining that affects the subject property on the completion of the park. The development agreement originally stated that the park needed to be complete prior to the 486
th building permit being pulled.
Due to delays outside of the builder’s control, this number has been increased to 635 permits. At this time 406 building permits have been pulled across all projects within Cimarron Ridge. It is the appraiser’s understanding that this request is going through the approval process with the city at this time. It is an Extraordinary Assumption of this report that no building permits or certificates of occupancy are held up due to the completion of the park.
Remaining
Costs: The majority of the subject lots are in a physically finished lot condition with estimated remaining hard costs and fees for land development including development fees (not funded by Menifee CFD 2023-2), landscaping, walls, streets, dry utilities and consultant costs are estimated to be $7,100,000. This takes into account the CFD funded fees and improvements. T he remaining costs for the subject property of $7,100,000 are associated with all of the builder- owned property which includes 155 lots (47 homes over 95 percent complete, 40 lots with homes under construction and 68 remaining lots) suggesting an average amount of $4 5,806.45 per lot in remaining costs for each of the builder -owned parcels. These costs will be taken into consideration in the valuation section later within this report.
HOA Amounts: There is a Homeowner’s Association at Cimarron Ridge which maintains the community lighting , a small pocket park and landscaping. The HOA monthly assessment for the overall community is $91 per month per home at build- out. Additionally, Planning Area 2 (also known as Tract 36658-2) is gated and has an additional $78 per month (total $169 per month) to maintain the gates and internal streets.
Other: Within the Pathway community in Planning Area 3 and 4 (Tract Maps 36658-3 and 36658-4) Invitation Homes is purchasing 127 of the 238 homes with 72 of the homes closed to date. Invitation Homes is part of an REIT that purchases homes, property manages the homes and Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 255
Menifee Mayor and City Council
April 16, 2025
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rents them to individuals . Upon our inspection the rental homes do not appear to be any different from the individually owned homes.
That is, landscaping, upkeep and condition of the homes are all identical. The Invitation Homes -owned houses do have the same blinds on all windows and have a Ring doorbell, both of which could be seen during our inspection. Per the Pulte sales information, no options or upgrades are purchased for the Invitation Homes houses and very little incentives are offered (average for the 72 closed homes is under $1,000 per home) . The Pathway homes
representative in the model home complex stated there have not been any issues with selling homes to individuals that are in the Invitation Homes neighborhood. Per Pulte, th is fact is disclosed in both the white report and in their community report. She stated Invitation Homes has a very strict vetting process for their tenants and the renters are typically professionals.
Improvement
Description: Cimarron Ridge by Pulte includes three neighborhoods known as Pathway, Greenway and Meadows. The Meadows are larger homes on 10,000 square foot lots in a gated community while Greenway and Pathway are built on 5,000 square foot minimum lots ; however, nearer a 6,000 square foot average.
.
Pathway i ncludes three floorplans, featuring one and two- stories, ranging in size from 1,959 to 2,824 square feet. It should be noted that Plan 1 is being marketed as 1,959 square feet, however, it is shown as 2,024 square feet on the building permit. We have used the smaller of the two sizes in our analysis. Greenway also has three plans with the smallest sized single-story plan identical to Pathway’s single-story plan however the remaining plans are significantly larger than Pathway homes. The homes range in size from 1,959 to 3, 301 square feet. Again, it should be note d there is a difference in the marketed square feet on Plan 3 which is 3,410 while the building permit square footage is shown as 3,301. We have used the smaller of the two sizes in our analysis. Meadows has four plans, both one single-story and three two-story homes ranging in size from 2,550 to 3,994 square feet. All of the homes offer attached two or three- car garages, concrete tile roofs, roll-up insulated garage doors, gourmet kitchens with granite countertops, interior laundry rooms and primary suites with dual sinks and walk -in closets . Interiors include 9-foot ceilings, raised panel interior doors, bullnose corners , vinyl flooring at kitchen, dining, laundry, and bathrooms. Homes include high efficiency heat pump water heaters, energy efficient HVAC units, kitchen islands open to great rooms, stainless steel Whirlpool appliances, LED lighting and drought tolerant front yard landscaping.
Greenway has a few upgrades over Pathway which includes an extra hose bib, tile at entryway and maple cabinetry in the kitchen (versus white cabinetry in Pathway) and a five- burner stove along with undermount sinks in the master bedroom. Meadows additionally Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 256
Menifee Mayor and City Council
April 16, 2025
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includes tile rather than vinyl in some areas and an undermount sink in the kitchen.
One hundred and ninety -seven of the 424 proposed homes have closed to individual homebuyers with closing dates between October 24, 2023, and January 31, 2025. Additionally, 72 homes have closed to Invitation Homes with closing dates between March 2024 and December 2024. Actual sales prices to individuals (including premium, upgrades, options, and incentives) within Cimarron Ridge ranged from $487,421 to $974,829. Actual sales prices to Invitation Homes with pricing retained in our files . There are an additional 34 homes in escrow to individuals which are due to close upon completion with estimated pricing from $582,888 to $938,426. There are an additional 55 homes in escrow to Invitation Homes with pricing from $508,454 to $554,806 (note the pricing was determined at time of sales agreement in 2021) which are due to close upon completion prior to December 2025. Base pricing at project opening in December 2022 ranged from $514,990 to $699,990 with current base pricing ranging from $562,990 to $778,990. It should be noted that Pulte is offering concessions including an interest rate buy-down for quick move -in homes. Concessions within Cimarron Ridge ranged from $0 to upwards of $80,000 with the average concession per home equating to around $18,000. All plans have seen a base price increase 7.1 to 12.9 percent with no plans seeing decreases.
Our search of the MLS revealed no closed resales however two homes on the re- sale market within Cimarron Ridge. Our physical search noted all homes appeared to be in excellent condition. The plans are detailed below.
*One of each of these plans is a model home. There are an additional 40 homes under construction, and 68 additional finished lots.
Cimarron Ridge by Pulte
Plan
Bd/Ba
Floors/
Parking
Sq. Ft.
Ind.
Owned
Invitation
Owned
Bldr.
Owned
Pathway
1 4 / 2 1 / 2 1,959 22 25 5
2 5 / 2.5 2 / 2 2,397 26 24 9*
3 5 / 3 2 / 2 2,824 24 23 5*
Subtotal Pathway: 72 72 19
Greenway
1 4 / 2 1 / 2 1,959 19 N/A 1
2 3 / 2.5 2 / 2 3,125 21 N/A 4*
3 4 / 2.5 2 / 3 3,301 20 N/A 3*
Subtotal Greenway: 60 8
Meadows
1 4 / 3 1 / 3 2,550 10 N/A 9*
2 5 / 4 2 / 3 3,520 16 N/A 6*
3 6 / 4 2 / 3 3,699 21 N/A 2
4 6 / 4.5 2 / 3 3,994 18 N/A 3*
Subtotal Meadows: 65 20
Total Cimarron Ridge 197 72 47
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 257
Menifee Mayor and City Council
April 16, 2025
Page
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RIVERSIDE COUNTY HOUSING MARKET
In analyzing the County’s housing market, population growth and economic conditions need to first be considered.
Population
The County population grew 0.6 percent between January 2023 and January 2024 (latest available statistics per the Department of Finance). This compares to an average annual growth rate over the past ten years of about 0.8 percent, and an average annual growth rate of approximately 2.5 percent for the previous eighteen- year period. Predictions are for the County to grow at an average annual rate of 0.6 percent over the next five years.
This equates to an increase of approximately 15,000 residents per year, suggesting the need for about 5,500 homes per year within the County.
Economic Conditions
Over the past twenty-five years the Inland Empire has seen various cycles in the housing market. The Great Recession impacted the Inland Empire significantly and resulted in a longer recovery period than that of other Southern California regions. The rise and then fall of housing prices in the Inland Empire between 2004 and 2009 were considerably steeper than almost anywhere in the State. Unfortunately, this meant that the people who bought near the peak of the market likely faced significant negative equi ty at the bottom of the market . After essentially remaining flat for a few years, housing prices began to increase in late 2012 through January 2020. Once the COVID pandemic hit in March 2020, the economy entered what is now known as the COVID disruption. The housing market slowed down significantly early on, but by May 2020, new homes were going under contract and selling at well above average absorption rates from May 2020 through Spring of 2022 in the region. Beginning in mid- 2022, the new home market saw a slowdown in absorption rates due to the increasing interest rates, the high prices of homes, and the high rate of inflation which was shaking consumer confidence. While the economy is still challenging with inflation higher than two percent and unemployment generally on the rise, the new home market is holding steady with generally good absorption rates.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 258
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Economic growth in the Inland Empire was strong generally between 2015 (after the Great Recession), and until the economic shutdown due to COVID. The second half of 2020 and all of 2021 saw economic growth, however the first two quarters of 2022 saw GDP shrinking as interest rates rose and consumer confidence slowed. The most recent unemployment rate for the MSA is 4.9 percent (per the December 2024 EDD report) which is lower than the previous month (5.3 percent) and similar to one year prior (5.0%). While unemployment rates are still near historical lows, the inflation factor has significantly affected the economy.
The housing market played a large role in the past two recessions. In the Great Recession, due to increased interest rates and rising home prices between June 2004 and mid-2006, the market reaction was to create non-conventional financing alternatives, such as sub- prime and non- conventional mortgages, to artificially maintain the boom housing market of 2004 and 2005. By 2007, the housing market saw a shake-up because of the problems in the sub-prime and non-conventional mortgage markets, which played a rol e in the 2008 upheaval of Wall Street and contributed significantly to the U.S. economic downturn of the Great Recession. Due to stricter income verification on new loans and the lack of available credit, coupled with job losses and declining home prices, sales of new homes slowed for the next few years and essentially remained flat until mid- 2012 when home prices began a steady climb.
During the COVID disruption, new home sales were one of the brightest spots in both the local and national economies. While new home sales slowed in March and April 2020 due to the onset of the COVID pandemic, both sales and prices increased significantly due to strong demand from May 2020 throughout COVID until spring 2022 when interest rate increases began affecting the home-buying market. The rising interest rates alone did not seem to slow sales in Spring 2022. However, a combination of increasing home prices and falling consumer confidence, added to the significant interest rate increases, slowed new home sales significantly beginning in mid- 2022. Due to the significantly higher mortgage interest rates, existing homeowners are not moving which has stifl ed the existing home market, making the new home market the only option for some. In January 2022 mortgage rates were 3.22 percent (for a typical 30- year fixed conventional Item Title: 12.1
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mortgage) while as of January 30, 2025, the rate for the same loan is 6.95 percent. On a $600,000 mortgage, the monthly payment for this loan has increased from $2,594 to $3,949 or over 52 percent. Not only have mortgage interest rates increased, insurance costs have also risen significantly with an average 25.9 percent annual increase as of December 2024 reported in California. The recent wildfires in Los Angeles will add to these insurance cost increases.
The larger public homebuilders began offering significant interest rate buy-downs in early 2023 in order to keep absorption rates steady, which reportedly cost between $30,000 and $100,000 in incentives per home. The builders are attempting to find the “sweet spot” in incentives. Per John Burns, the new home sale is much more personalized with the homes being more spec homes but the builders working with buyers to figure out the magic combination of incentives to get the buyer across the finish line. The possible help options include rate buy -downs, help with closing costs or design options. Across the Country, 53 percent of builders starts were planned on spec homes. This allows the builder to build homes quicker and rein in the costs, along with focusing on the custom sales process. These incentives are a huge advantage for builders. Despite offering all the incentives, the builders have a bigger advantage over the resale market as they can help buyers in this constrained affordability environment.
Per the Zonda Riverside-San Bernardino Market Report dated January 2025, the number of new home sales in the past year is down 9.6 percent at 10,514 sales in San Bernardino and Riverside. The year 2024 started off positively with increasing sales numbers f rom November 2023 until March 2024 when sales began slowing. Per John Burns, a new home marketing company, homebuilders are excited about 2025 and are putting 2024 in the rear view when uncertainties the second half of the year prevailed. There is thought that even with the election behind us, there is still some uncertainty in 2025 with the talks of tariffs and immigration which may affect inflation and labor resulting in higher home costs. As of the end of 2024, homebuilders across the nation when survey ed, were expecting double digit growth across sales, starts and closings and community counts.
In the Inland Empire, double digit increases shouldn’t be hard to reach due to new home Item Title: 12.1
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sales being down 9.6 percent annually in December and active projects being down 16 percent from one year ago.
Home loan mortgage rates have been and are still playing a huge part in the housing market. The Board held rates at all -time lows after the Great Recession and again after the COVID Recession in an attempt to assist the housing market’s recovery. Low rates helped home sales during this time. However, first -time buyers are now having a hard time entering the housing market due to high prices and high interest rates. In early 2024 rates dropped as the Federal Reserve Board began dropping the FFR. However, the last two decreases by the Board in November and December 2024 did not reflect as much on mortgage rates. Interest rates began rising in mid- 2022 as the Board increased the rate eleven times between March 2022 and August 2023. This increased the FFR from 0-0.25 percent to 5.25- 5.50 percent. The Board stopped the increases after August 2023 and the market began anticipating decreases in 2024. The financial markets had been anticipating a possible March 2024 decrease which caused volatility in the financial markets. The FFR increases are supposed to help slow the high inflation rate in the Nation, which appeared to happen as the latest reports are showing inflation in January 2025 at 3.0 percent, significantly down from a high of 9.1 percent in June 2022 however slightly higher than other recent readings.
While new home builders are showing optimistic for 2025, this is partly based on slower than normal sales in 2024. New home sales in the Inland Empire decreased between 2023 and 2024 by 9.6 percent to an annualized rate of 10,514 units. Existing homeowners that are locked into an under-four percent mortgage are not moving up due to the current
6.5 to 7.0 percent mortgage rates. This is creating a supply issue for existing homes. New home sales are benefiting from this supply issue as in some cases, the only option for homebuyers are new homes. Per Zonda, historically, new homes captured 10 to 13 percent of all home sales; however, due to the limited supply of existing homes currently on the market, new homes are capturing closer to 25 percent of all home sales in the Inland Empire.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 261
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Residential Land Development
While there had been little land development going on in most of the Inland Empire during the Great Recession years of 2008-2011, the second half of 2012 saw a resurgence in the more coveted areas of the Inland Empire. The increase in housing prices since 2012 combined with the limited availability of supply made land development feasible once again for homebuilders. It is thought that the increase in regulations, which has significantly increased the timeline for processing entitlements, has limited the master developers’ further entitlement of developable land in California. While prior to the recession it was not unusual to see numerous large master-planned communities selling lots to various builders, there are few currently available in the subject area with Green Valley and the new Legado the only master plans currently available to sell to various builders in the area. The majority of land sales over the past few years include single tracts of land with maps ready to record or a public builder purchasi ng a larger piece of land but developed the land for its own use such as Cimarron Ridge by Pulte (subject property). It should be noted that Pulte is diversifying the approximately 750 lots within Cimarron Ridge with about 300 slated for their age qualified Del Webb community.
Additionally, Pulte partnered with Invitation Homes to purchase 127 of the 750 proposed homes to hold for investment as rental homes.
Land sales in the Inland Empire slowly grew from 2012 until home sales exploded in May 2020 with land sales following. In 2022 as rates rose, home builders slowed on buying land which has created a low er supply of lots at this time. According to Zonda’s survey, there are 9,930 vacant developed lots as of the end of the 4 th quarter 2024 in the Inland
Empire which is 11.7 percent lower than one year prior. It should be noted that the number of vacant developed lots in 4th quarter 2023 was also 20 percent below one year prior. According to Zonda’s survey of builders regarding residential land purchases, as of January 2023 only 2 percent of builders surveyed were “full steam ahead,” and almost 40 percent were pausing transactions or bidding lower on land transactions. As of Marc h 2024, these percentages had changed drastically with 49 percent stating they are going “full steam ahead” and 46 percent moving “cautiously forward.” While optimism has increased once again, the slowdown in 2022 and 2023 in land sales has resulted in fewer vacant lots available for development.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 262
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New Home Sales and Pricing
We have researched new single- family homes within the subject’s market in order to reflect residential trends. It should be noted these sales numbers and prices pertain to new home sales while later in this section we discuss existing home sales. In review ing new home sales in the Inland Empire market area, per the J anuary 28, 2025, Ryness Report, the year -to-date average sales rate ( 2.8 sales per month) is significantly lower than the same time period of the previous year (4.1 sales per month). It should be noted that the final week of January saw an uptick to 3.3 homes per month. The lower year -to- date sales is partly due to the uncertainty with the Administration change coupled with the mortgage rates essentially staying the same during the past two FFR decreases. The last two years sales rates of generally over three homes per month, even with the higher mortgage rates, suggest homebuyers are accepting the higher rates as the new normal with new homes enjoying a boost due to the limited supply of existing homes. One additional negative is that as interest rates rise, purchasing power becomes lower and therefore fewer people purchase new homes and amenities. Along with home sales comes a demand for appliances, furniture, building materials and services such as insurance, mortgage services, inspections, interior designers, and landscapers, all contributing to the area economy.
When comparing the January 28, 2025, Inland Empire Ryness Report to one year prior, there are 29 fewer projects (248 in January 2024 and 219 in January 2025) and sales are about 30 percent lower year-to-date than the previous year at 2.8 sales per month.
Looking back, in 2024 the average sales rate per project in the Inland Empire was 3.6 sales per month, with 2023 at 3.6 sales per month, with 2022 at 3.2 sales per month , 2021 at 4.5 homes per month, 2020 at 4.3 homes per month while in 2019, prior to COVID, the average sales rate was 3.3 homes per month per project, similar to this past week in the Inland Empire.
New single -family home pricing (combines both attached and detached) in the Inland Empire has also seen changes. The average new home price in the Inland Empire changed from the peak value of $437,200 in the third quarter of 2006 to $268,155 in early 2009 (during the Great Recession, a decrease of 39 percent) while the current Inland Empire median new home price is $615,301 which is up 6.3 percent from one year prior per Zonda. New home sales prices fluctuate based on the land value and competition Item Title: 12.1
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more than on the cost of building the home. While finishes and sizes of homes can change, the basic costs on a per square foot basis typically do not fluctuate as much as land values; however, there have been inflationary increases in construction costs adding to this increase. Construction materials have increased an estimated 40 percent since 2019 and with the new proposed tariffs, this increase may rise.
Within our search for the most comparable actively selling new home communities, we searched the subject’s city of Menifee and adjacent to the north in the City of Perris, which have a multitude of actively selling new homes communities . Because the market area currently holds so many new communities , we focused on those with the most similar product and that were nearest in proximity to the subject. Our search for similar new home projects to the subject area resulted in 11 new home projects (including the subject’s three product lines) with base pricing ranging from $5 27,990 to $ 945,000, with the majority of base pricing in the $5 50,000 to $ 750,000 range. Th e subject’s most recent base pricing falls within the comparables price range, with the majority of the floorplans falling in the low to mid-range.
Existing Homes Sales and Pricing
While the previous section looked at new home sales and pricing, this section refers to existing homes in the Inland Empire. According to the California Association of Realtors’ most recent sales data, within overall Southern California, the median price p aid for an existing single- family home in December 2024 ($8 50,000) reflects an increase of 7.6 percent from the previous year ($79 0,000 in December 2023) and the same as the previous month. Existing home sales in Southern California overall were up 16.3 percent year-over-year as of December 2024 , and 8.1 percent from the previous month. The overall Southern California numbers compare to Riverside County with $624,790 as the median price paid for an existing home in the County in December 2024, down 0.5 percent from the previous month and up 3.3 percent from one year ago. Sales of existing homes in the County were up 13.9 percent month-over-month and up 11.0 percent year-over- year. Sales slowed significantly for existing homes in 2022 and 2023 reflecting homeowners not ready to sell due to the changing market. Thus , in 2024 existing home sales rose, however are still below historical averages. Historically, the new home market captures 10-13 percent of the overall home sales; however, in the past year, new home Item Title: 12.1
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sales are capturing about 25 percent of total home sales. Below is a table showing the sales and prices for the Southern California area by County per the California Association of Realtors.
Southern California Existing Home Sales
County Dec.2024 Nov. 2024 Dec. 2023
Price MTM
% Change
Price YTY
% Change
Sales YTY
% Change
Los Angeles $912,370 $937,000 $853,340 (2.6%) 6.9% 16.2% Orange $1,362,000 $1,375,000 $1,300,000 (0.9%) 4.8% 20.7% Riverside $624,790 $628,000 $605,000 (0.5%) 3.3% 11.0%
San Bernardino $490,950 $510,000 $475,000 (3.7%) 3.4% 4.2% San Diego $975,000 $975,000 $911,500 0.00% 1.4% 27.0%
Ventura $895,000 $912,000 $822,500 1.9% 7.6% 25.5%
Southern Calif. $850,000 $850,000 $790,000 0.0% 7.6% 16.3% Source: California Association of Realtors
Based on December 2024 median existing homes prices, in comparison to the majority of the surrounding counties, Riverside County has a definite price advantage. The “Riverside County Advantage” (price difference between Riverside and surrounding counties) is $287,58 0 as compared to Los Angeles County, $27 0,210 as compared to Ventura County, $350,210 as compared to San Diego County and $737,210 as compared to Orange County. That is, in December 2024, the median priced home in Riverside County was $737,210 less (or over 50 percent less) than the median priced home in Orange County ($1, 362,000). However, San Bernardino County has a $133,840 price advantage over Riverside County. Typically, as the price advantage widens, homebuyers are more open to commuting to further out areas. With the work-from-home concept, the suburban areas have seen more growth which put pressure on home prices in the Inland Empire. It’s worth noting that the majority of Southern California counties showed median price decreases from the previous month suggesting that pricing may have peaked.
In a separate attempt to capture the neighborhood specific price changes, the resale activity of existing homes in the subject area (per Redfin.com’s Housing Market Trends) has been reviewed. The number of sales and sale prices of existing homes within market areas in the immediate area of the subject are shown in the table on the following page.
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ZIP Code/Community
Name
Border
To
Subject
Sales of
Homes
Jan.
2025
Sales %
Change
from
Jan. 2024
Jan 2025
Price
Median
Price %
Change
from Jan.
2024
Jan.
2025
PSF
Median
92584 (Menifee) South 155 3.3% $620,000 3.3% $289
92586 (Subject Zip – Sun City
area of Menifee) Subject 105 9.3% $409,900 9.9% $292
92587 (Canyon Lake) West 58 34.8% $660,000 8.1% $335
92570 (Perris) West 73 12.1% $560,000 (9.0%) $349
92596 (Winchester) East 170 (3.9% $606,000 16.5% $304
92563 (Murrieta Hot Springs) Southeast 136 43% $691,000 6.3% $304 92595 (Wildomar) South 34 39% $669,000 2.4$ $277
92585 (Perris) Northwest 81 3.7% $573,955 3.5% $290
Source: Redfin.com Housing Market Trends January 2025
The median price of a detached resale home in the subject’s market area is $ 409,900, the lowest of the surrounding area due to the location being in the Sun City area of Menifee, generally with older and smaller homes. The above price fluctuations from year to year relate to the California Association of Realtors overall Riverside County detached home resale price increase of 3.3 percent year -over-year and 11.0 percent sales decrease from December 2023 to December 2024.
Cimarron Ridge Sales, Pricing and Competition
Cimarron Ridge opened for sale in December 2022 with opening base pricing ranging from $514,990 to $699,990. The current (or final) base pricing at Cimarron Ridge ranges from $556,990 to $778,990, with all plans showing base price increases. Within all of the communities base pricing has increased from 7.1 to 12.9 percent, or $37,000 to $79,000.
It is important to note that the vast majority of the homes within Cimarron Ridge are closing with premiums, upgrades and options along with incentives , which are common in today’s marketplace. Actual closed prices, including options, upgrades, and premiums, along with taking all concessions into consideration , have ranged from $4 87,421 to $974,829. Within the subject, Pulte has closed 197 homes to individuals between October 2023, and January 31, 2025, with an additional 34 homes in escrow to individuals which are due to close upon completion. Additionally, Invitation Homes has closed on 72 completed houses with prices determined at time of their sales agreement in 2021. The total of 231 sales equates to an average overall absorption rate of 9.2 homes per month.
When looking at each product line individually, the absorption is 3.5 homes per month for Pathway, 2.5 homes per month for Greenway (with temporary sell outs) and 3.2 homes per month for Meadows. These are considered to be average to good absorption rates Item Title: 12.1
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for the subject marketplace, generally, slightly higher than the Inland Empire’s overall average sales rate (2.8 sales per month). According to the Ryness Report dated January 28, 2025, there are currently 4 5 new home projects in the South Riverside submarket which includes the communities of Winchester, Menifee, Wildomar, Lake Elsinore and the French Valley. The 45 projects include 15 projects within Menifee. The average absorption rate within the 45 South Riverside communities’ year to date per the January 28, 2025, Ryness Report is 2.8 sales per month. The subject sales rates in the 2.6 to 3.5 sales per month range compares favorably to the overall average in the area.
Summary
Riverside County has seen a substantial increase in pricing since 2012 with most areas, including the subject, showing astronomical increases from Mid- 2020 through today.
While existing home sales were originally down when COVID began in spring/early summer 2020, new home sales subsequently shot up due to the existing home market supply being constrained and interest rates hitting all-time lows. The past year has seen a slowdown in sales which appears to be due to limited inventory, high pricing and high interest rates. However, buyers appear to be resilient to the increases. The subject market area saw an increase in pricing consistent with most of Southern California over the past few years. While sales slowed and prices softened due to uncertainty in the economy, the past year has seen both price increases and builders offer ing incentives. Builders’ optimism appears to have returned with the majority of builders generally believing prices will increase slightly in 2025. Despite uncertainty hitting the market due to the change in Administration, interest rates and inflation, most observers agree that the Inland Empire housing market is healthy and population growth is still estimated to occur in the area. It is believed that as the population continues to increase, housing growth will also continue.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 267
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HIGHEST AND BEST USE ANALYSIS
The highest and best use is a basic concept in real estate valuation due to the fact that it represents the underlying premise (i.e., land use) upon which the estimate of value is based. In this report, the highest and best use is defined as:
"the reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and that results in the highest value”
4F
4 Proper application of this analysis requires the subject properties to first be considered “As If Vacant” in order to identify the “ideal” improvements in terms of use, size and timing of development. The existing improvements (if any) are then compared to the “ideal” improvements to determine if the use should be continued, altered or demolished preparatory to redevelopment of the site with a more productive or ideal use.
“As If Vacant”
In the following analysis, we have considered the site’ s probable uses, or those uses which are physically possible; the legality of use, or those uses which are allowed by zoning or deed restrictions; the financially feasible uses, or those uses which generate a positive return on investment; and the maximall y productive uses, or those probable permissible uses which combine to give the owner of the land the highest net return on value in the foreseeable future.
Physically Possible Uses
The subject property consists of an estimated 138.62 gross acres in an irregular shaped parcel on both sides of Thornton Road between Goetz Road and Valley Road in Menifee.
The site has access from I -15 via Railroad Canyon Road to Goetz Road, north to the subject. Additional access is from I-215 to Ethanac Road, west to Goetz Road and south to the subject. The site was hilly with hills and valleys, however, has been graded to be generally level at street grade of Thornton Road, which is paved and bisects the site. The property has been graded and developed into 424 generally level, mostly finished lots with internal streets in and utilities stubbed to each lot. The property is surrounded by
4 The A pprai sal of Real Estate, 1 1th Edition
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vacant lands in a natural, hilly condition to the south and west with some rural housing to the west along Thor nton Avenue (known as Sotelo Road to the west of Goetz Road).
North of the east side of the subject are vacant lands which are bisected by Valley Boulevard (ties in with Goetz Road north of the subject) beyond which is a portion of Improvement Area 2 of Cimarron Ridge. North of the west side of the subject is also Improvement Area 2 of Cimarron Ridge beyond which is some rural housing, then Ethanac Road beyond which is the master planned community of Green Valley Ranch in the City of Perris. Ethanac Road is the dividing line between Menifee and Perris in the subject area. East of the subject property are existing tract homes including the community known as Sun Ranch (developed around 2005) and other tracts developed in the 1970s and 1980s, beyond which is a large mobile home community known as Hillside Mobile Estates. This area east and southeast of the subject is known as Sun City which was an original retirement area that was incorporated into Menifee when the city was formed. We have not reviewed a geotechnical report or an environmental report for our review. It is an assumption of this report that the soils are adequate to support the highest and best use conclusion and that there are no environmental issues which would slow or thwart development of the site. This is evidenced by City approvals along with City inspectors on site during construction. There is a 9.56-acre park site located north of the subject (not within the subject property, however within Cimarron Ridge) which is beginning development. An engineered drainage system appears to have been designed to alleviate any potential flooding problems and to control project water runoff with detention basins throughout the site incorporated into the development . All standard utilities serve the subject property. There is neighborhood shopping and major shopping centers within two miles of the subject site.
Based on the physical analysis, the size, access, and topography make the subject property physically suited for numerous types of development; however, the grading and development that has occurred on the site along with the surrounding uses, suggests single-family residential use.
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Legality of Use
The subject property is located within the City of Menifee, the entity responsible for land use and zoning regulation. Per the City ’s Land Use Map, the subject site is designated as the southern portion of the Cimarron Ridge Specific Plan. Per the Cimarron Ridge Specific Plan, the subject lands include Planning Areas 1, 2 and 3 along with a portion of Planning Area 4 which allows for 424 single family detached lots with sizes ranging from 5,000 to 10,000 square feet. In addition, Recorded Tract Map Nos . 36658-1, 36658-2, 36658-3 and a portion of 36658 -4 subdivide the subject 138.64 estimated gross acres into 424 single-family lots with sizes ranging from 5,000 to over 10,000 square feet. This equates to a density of 3.06 dwelling units per acre. The approved mapping is consistent with the current Specific Plan entitlements on the property. There is a limitation on the number of building permits which can be issued prior to the builder turning over the neighborhood park to the City. It is an extraordinary assumption of this report that this limitation does not slow or thwart construction or sales of the homes as discussed under the property description section. Based on the legality of use analysis, the type of development for which the subject properties can be utilized is narrowed to residential use. This is consistent with the findings of the physically possible uses.
Feasibility of Development
The third and fourth considerations in the highest and best use analysis are economic in nature, i.e., the use that can be expected to be most profitable. As discussed under the Riverside County Housing Market section earlier within this report, the market had shown strong increases in both sales and pricing since COVID. There was a slowdown in sales in late 2022 when high home prices and increasing interest rates began to slow sales.
Overall home sales have slowed down significantly, partially due to existing homeowners not moving due to the higher interest rates, which is stifling the existing home mark et, at times leaving new homes the only option for homebuyers. Interest rates seem to have stabilized in the 6.5 to 7.0 percent range and new home buyers appear to have adapted to the new rates as they are still purchasing homes.
Within Menifee CFD No. 2023-2 IA 1, out of 424 proposed houses, there have been 231 home sales to individuals to date including 197 home closings to individuals along with 72 homes closed to Invitation Homes, a REIT that is planning on holding the homes for Item Title: 12.1
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investment purposes. All structures appear to be in excellent condition with no physical depreciation apparent. Within the new home market in Menifee and the surrounding area, we found eight additional projects to be comparable to the three subject communities within Cimarron Ridge . Homebuilding had not been able to keep up with the demand during COVID with low interest rates, millennials joining the home buying market and the work from home factor all adding to the demand. As interest rates increased, the market softened, however the limited supply of existing homes on the market has increased the capture of new homes in the overall real estate market. The Menifee housing market is priced slightly higher when compared to the nearby areas of Perris and Lake Elsinore, however lower than Murrieta and Temecula (adjoining north San Diego County).
Population growth is still occurring in the area and will continue to create the need for housing. Our search of the Menifee and immediately surrounding area for compar able land sales resulted in eight land sales in the subject marketplace in the past ten months, including neighboring Winchester and Perris.
Based on the above analysis, the highest and best use for the subject property appears to be for single-family detached residential development at the right price points.
Maximum Productivity
Based on the market activity of residential lands in the immediate area, we have concluded there is a need/demand for residential lands.
Highest and Best Use Conclusion – “As If Vacant”
The final determinant of highest and best use, as vacant, is the interaction of the previously discussed factors (i.e., physical, legal, financial feasibility and maximum productivity considerations). Based upon the foregoing analysis, it is our opinion that the highest and best use for the subject property “As if Vacant” is for residential development.
Highest and Best Use – “As Improved”
The subject property consists of the community known as Cimarron Ridge which has three neighborhoods known as Pathway, Greenway and Meadows , all being built , marketed, and sold by Pulte Homes. Cimarron Ridge opened for sale in December 2022 Item Title: 12.1
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and sold 231 homes to individuals resulting in a total combined sales rate over the three projects of 9.2 sales per month. When reviewing each neighborhood, Meadows has sold 79 homes suggesting an average sales rate of 3.2 homes per month. Greenway has sold 64 homes, suggesting a sales rate of 2. 6 homes per month, however, there have been some temporary sold-out periods within Greenway (when all of the released homes are sold and new homes are not available for release). Pathway has sold 88 homes to individuals, suggesting a sales rate of 3.5 homes per month. In addition, 72 homes within Pathway have sold to Invitation Homes (discussed below). There are 4 5 actively marketing new home communities in the subject’s South Riverside submarket (15 of those within Menifee) that have a year-to-date average absorption rate of about 2.8 sales per month (according to the Ryness Report dated January 28 , 2025). All three projects have higher or similar average sales rates than the overall market area. When comparing the subject project’s sales rates of 2.6 to 3.5 home sales per month to the overall Inland Empire, the average sales rate is 2.8 sales per month, slightly lower than the average of the three subject projects. It appears all three neighborhoods have been well received and are selling at or near the corr ect price points for the area. Our search within the subject area found eight additional projects considered to be comparable with similar sized homes in the Menifee market area. The absorption or sales rates within the comparable projects used in our analysis range from 2.5 to 5.7 sales per month.
Base pricing within the t hree neighborhoods within Cimarron Ridge have had price adjustments since opening, with all showing significant price increases ranging from 7.1 percent to 12.9 percent between grand opening in December 2022 to current base pricing. Within Pathway, pricing has increased between 9.3 to 11.9 percent; within Greenway base pricing has increased between 7.1 and 9.3 percent while within Meadows base pricing has increased between 10.9 and 12.9 percent. While base pricing has seen significant increases since opening base pricing, the seller is offering incentives which generally range from $5,000 to $10,000 for sales incentives and an a verage of around $13,000 for closing incentives that may include a buy-down of the interest rate. This is typical for public builders in the Inland Empire as they attempt to keep their absorption rates up as the interest rates have increased.
Item Title: 12.1
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Invitation Homes is a publicly held Real Estate Investment Trust that is involved in an agreement with Pulte Homes to purchase a total of 127 homes within Cimarron Ridge.
When Pulte purchased Cimarron Ridge in 2020, the number of lots (over 750 in total) was an extremely large undertaking at the time, so they agreed to sell 127 of the completed homes, as they were finished, to Invitation Homes to add to their portfolio. The agreement between Pulte and Invitation Homes was struck in early 2021 with the home prices determined at that time (amount has been retained in our files due to confidentiality purposes). As of January 31, 2025, seventy -two of the homes have closed escrow to Invitation Homes and a reported forty-four have been leased to individuals. For purposes of this analysis, we are considering a bulk value for the 72 owned homes owned by Invitation Homes.
The sales rates within the subject and the competitive projects in the immediate area suggest there is demand for the subject homes in the current market at the right price points. All of the homes are of good design and appear to be of good quality workmanship. In addition there are a significant number of homes in escrow. Based on Cimarron Ridge’s sales rates, current demand and the condition of the homes , it is our conclusion that the highest and best use for the subject property is for the continued use of new homes for sale, as improved.
Item Title: 12.1
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VALUATION ANALYSIS AND CONCLUSIONS
The Sales Comparison Approach will be used to value the subject property. This approach compares similar properties that have recently sold or are in escrow. In determining the value for the property, a unit of comparison needs to be addressed. For single-family detached lots, the lots are typically sold on a finished lot basis. That is, the sales price is determined by a finished lot value and then the remaining costs to develop the property to a finished lot condition are considered in the sales price. T herefore, in determining a current market value for the residential lands, the current condition of the lots will be considered. In the case of the existing home valuations, a single home sale is the unit of comparison. In determining the value for each existing house, a base value will be concluded for each plan which will be considered a minimum market value as most buyers typically purchase some premiums, upgrades or options which increase the price of the home.
The valuation will be presented as follows. First, a discussion of the single- family detached lot market data will be given. Each of the comparable market data (on a finished lot basis) will be detailed along with a comparison discussion of their relationship to the subject property. The remaining construction costs and development fees for the subject site will be taken into consideration. This analysis will be followed by a finished lot value conclusion for the subject property. Houses which are under co nstruction (under 95 percent complete) will be valued on the basis of a finished lot rather than attribute value to a partially complete improvement.
In determining the value of the Invitation Homes owned houses, a bulk sale value will be concluded due to the single ownership of 72 homes. That is, the 72 Invitation Homes owned houses are being rented out for investment purposes. Invitation Homes is purchasing the homes as they are completed by Pulte. This appraisal, per the CDIAC standards is for the fee simple value of the property. It is our opinion that a bulk sales value for the Invitation Homes owned houses should be considered. In valuing the homes, the Sales Comparison Approach to value will be used to conclude on a retail base value for each plan, followed by a Discounted Cash Flow (“DCF”) Analysis due to the Item Title: 12.1
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“bulk” or single ownership. The DCF will consider the fair market value of the completed homes, the costs associated with the property management of the homes during any remaining rental period along with a cost to re -paint, re-carpet and complete repairs if needed, prior to selling. In addition, the marketing and carrying costs associated with selling off the homes, a profit due to the risk of the developer or investor selling off the homes along with a discount rate reflecting both the risk associated with selling off the homes along with the time value of money during the estimated absorption period.
In the case of the completed (over 95 percent complete) builder -owned models and production units, the homes will be valued similar to the Invitation Homes-owned houses using a DCF due to the “bulk” or single ownership of the homes. The DCF will consider the fair market value of the completed homes (utilizing the Sales Comparison Approach), any remaining land development costs and fees, the marketing and carrying costs associated with selling off the homes, a profit due to the developer of the homes, and a discount rate reflecting both the risk associated with selling off the homes along with the time value of money during the estimated absorption period.
In the case of the individually owned homes, a concluded base value will be used for each plan and a mass appraisal technique will be addressed. In determining the concluded base value, new home sales in the area will be reviewed and compared with sales of the subject completed homes using standard methodology and statistical testing. In addition, resales, if any, will be taken into consideration. All of the value conclusions will take into consideration improvements funded by the Menifee CFD No. 2023- 2 IA 1 Special Tax Bonds and their lien. A summary of the final value conclusions will be reported at the end of this valuation section.
Market Data Discussion – Detached Residential Lots
Cimarron Ridge consists of 197 individually owned homes, 72 Invitation Homes owned houses, seven model homes, 40 production homes over 95 complete (22 in escrow), 40 homes under construction (under 95 percent complete, nine in escrow to individuals and 25 in escrow to Invitation Homes) and 68 remaining lots which are either in a finished condition or in a nearly finished condition (two in escrow to individuals and 30 in escrow Item Title: 12.1
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to Invitation Homes). The Pathway and Greenway lots have a minimum of 5,000 square feet but the majority of the lots are nearer 6,000 square feet. The Meadows lots are larger with a minimum of 10,000 square feet. The homes under construction (under 95 percent complete) will be valued on the basis of a finished lot rather than attribute value to a partially completed improvement , therefore, we will value 108 lots (68 lots plus 40 lots with homes under construction that are under 95 percent complete).
We have searched the area and found the eight land transactions summarized in the Addenda. A discussion of each transaction in relation to the subject site is below.
Land Sale No. 1 refers to the most recent closed residential land transaction found in our search of the subject area. The lands are located along the south side of Salt Creek Drive, east of Leon Road in Winchester, about 6.5 miles southeast of the subject property. This area was originally entitled prior to the great recession, was stalled in development for about ten years and is now being built out. Richmond American purchased 186 cluster lots in January 2025 for $172,661 based on a finished lot estimated price of $257,000, assuming a CFD on the site similar to the subject . Cluster lots are typically in the 2,500 to 4,000 square foot range with typically four to six homes in a “cluster” with a shared driveway. The lots were in a blue -topped condition with approved mapping at time of closing. In comparison to the subject property these lots are considered significantly inferior in size to the subject’s generally 6,000 to 10,000 square foot lots. The location is considered to be similar. While located in Winchester, both sites are in newly developing areas with similar distances to freeway access for commuters.
Land Sale No. 2 is also located in the area of Winchester, about eight miles east of the subject property at the northeast corner of Winchester Road and Stetson Avenue. Lennar purchased 527 lots ranging in size from 5,000 to 7,200 square feet in December 2024 for $31,500,000 or $59,772 per lot based on an estimated finished lot price of $230,000 , assuming a CFD on the site similar to the subject . Due to the number of lots within this transaction, it is believed that Lennar got a discount (“bulk sale”). That is, typically builders purchase lots in the range of 100 to 200 for a community. Out of the subject eight transactions we have considered to be comparable to the subject, five are within the “typical number of lots” (or range from 80 to 186) while the remaining three transactions Item Title: 12.1
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are for over 300 lots which would command a discount due to the time to develop and sell off the homes. This project purchased by Lennar is known as Villages North. In comparison to the subject Cimarron Ridge, the lots are slightly smaller in size (5,000 – 7,200 square foot lots versus the subject’s generally 6,000 to 10,000 square foot lots). In addition, this location is further out for commuters in an area that is just beginning development which is considered to be slightly inferior to the subject site’s location which is near the new Green Valley Ranch master plan and several existing neighborhoods.
Land Sale No. 3 is known as Planning Area 4 of Park West, a master planned community located in Perris, about five miles northeast of the subject property. While the Park West Specific Plan was approved in 2006, this appears to be the first planning area to be developed. However, there are several master planned communities that have recently been developed to the north and northwest. KB Home purchased the 184 mapped lots in a blue-topped condition for $34,478,042 or $187,381 per lot based on a finished lot of $257,500 assuming a CFD on the site similar to the subject. The lots have a minimum lot size of 5,000 square feet. In comparison to the subject property this site is considered to be slightly inferior in location as Perris is further out for commuters and slightly inferior in lot size. This site was purchased in an unimproved condition which is considered inferior to the subject’s finished lots. While the costs of development are taken into consideration, there is risk associated wit h the grading and development of the lots which need to be considered.
Land Sale No. 4 is located in the northernmost portion of the City of Lake Elsinore and west of Canyon Lake along Little Valley Road about five miles southwest of the subject property. The Little Valley area is essentially not developed at this time with difficult access and consists of rolling hills and valleys with some rural housing. Access is currently off Greenwald Avenue from Highway 74, south about two miles through a rural community. Greenwald Avenue also provides access to the North Security Gate into Canyon Lake where Greenwald Avenue becomes Vacation Drive. The gate is for Canyon Lake residents only and is not open to the public. KB Home purchased the 335 lots in an unimproved condition with approved mapping for 335 minimum 5,000 square foot lots.
The site was purchased for $13,000,000 or for $38,806 per lot based on an estimated Item Title: 12.1
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finished lot price of $247,000 assuming a CFD similar to the subject. In comparison to the subject site, this location is considered to be inferior due to the access , the lot size is considered inferior (5,000 square foot minimum lots versus the subject’s generally 6,000 – 10,000 square foot lots) and the condition is considered inferior. In addition, this is considered to be a bulk sale as there are over 300 lots in the transaction.
Land Sale No. 5 is located at Holland and Evans Road in Menifee, about four miles south of the subject property. This is the most recent land sale our search found within the City of Menifee. The lands were mapped for 80 lots with a minimum lot size of 7,200 square feet and were developed into a finished condition prior to the sale. Lennar purchased the 80 lots in September 2024 for $22,076,500 or for $275,956 per lot based on an estimated finished lot price of $300,000 assuming a CFD similar to the subjec t. The remainder of the costs are for fees which are to be paid outside of the CFD. The surrounding area is being developed with new homes currently being sold in the area. In comparison to the subject property this is the most similar sale. It is slightly closer in to economic areas making it slightly superior for commuters in location. Additionally, the minimum lot size is 7,200 square feet, larger than the subject’s minimum 5,000 square feet.
Land Sale No. 6 is known as Nautical Cove Phase I and is located at the northwest corner of Briggs Road and Holland Road in Menifee about six miles southeast of the subject site.
KB Home purchased the site which was in an unimproved condition at time of sale and mapped for 120 lots with a minimum lot size of 6,000 square feet. The lots sold for $6,143,330 or $51,194 per lot based on a $253,000 finished lot with a similar CFD to the subject. This is the first take-down on a total of 230 lots that are anticipated to be phased in three takedowns at the reported price per lot. The phasing of the purchase is due to agency permits needed on the remaining 110 lots. The second phase is estimated to close in March 2025, once the permits are obtained. This site is located adjacent to The Lakes master planned community in the eastern portion of Menifee within walking distance to a park and elementary school . In comparison to the subject site this location is considered to be slightly superior due to the walkability to schools. The unimproved condition is considered to be inferior to the subject’s finished lots.
Item Title: 12.1
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Land Sale No. 7 is known as Canterwood Phase II and is located at the northwest corner of Leon Road and Craig Avenue in Menifee, about seven miles southeast of the subject property and about one mile east of Land Sale No. 6. KB Home purchased the 53 lots , with a minimum lot size of 5,500 square feet , in June 2024. They are scheduled to purchase Phase 3 consisting of an additional 93 lots in February 2025. The lots were purchased in an unimproved condition with approved final mapping for $4,246,364 or $80,120 per lot based on an estimated finished lot price of $227,500 with a similar CFD to the subject property. In comparison to the subject property this location is considered similar as it does not have the walkability that Land Sale No. 6 has. The lot size is considered to be inferior when comparing the 5,500 square foot lots to the subject’s 6,000 – 10,000 square foot lots and the condition and date of negotiation are considered inferior.
Land Sale No. 8 is located about two miles east of the subject at the southeast corner of Rouse Road and Encanto Drive just east of I -215 in Menifee. The site is also known as Phase 1 of Legado, a large master planned community which has been in the planning stages for over ten years. Lennar purchased the 491 lots with minimum 5,000 square feet and minimum 7,000 square feet in March 2024 for $22,500,000 or for around $45,825 per lot based on a blended finished lot in the $240,000 range. This site had bee n graded at time of sale and had an approved final map. In comparison to the subject property, the lot size is slightly smaller which is considered inferior. However, the location is considered to be slightly superior as it has excellent access to I -215. In addition, the number of lots in this transaction (491) is considered a bulk sale as builders typically purchase between 100 and 200 lots in a transaction which makes it inferior to the subject also.
The chart on the following page summarizes the considerations used in adjusting the market data to the subject lot.
Item Title: 12.1
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Data
No.
Location
Date of
Sale Lot Size Finished
Lot Price Comparison to Subject
1 Winchester 1 / 25 Cluster $257,000 Inferior – Lot Size 2 Winchester 12 / 24 5,000 –
7,000 $230,000 Inferior Condition, Lot Size & # of
Lots
3 Perris 12 / 24 5,000 $257,500 Inferior – Lot Size & Location 4 Lake Elsinore 10 / 24 5,000 $247,000 Inferior – Lot Size, Condition & Access/Location & # of Lots
5 Menifee 9 / 24 7,200 $300,000 Superior – Location & Lot Size 6 Menifee 7 / 24 6,000 $253,000 Superior – Location
Inferior – Condition
7 Menifee 6 / 24 5,500 $227,500 Inferior – Condition & Lot Size, Date of Negotiation
8 Menifee 3 / 24 5,000 –
7,000 $240,000 Superior – Access/Location
Inferior – Lot Size & # of Lots
The market data has an overall finished lot range from $ 227,500 to $300,000. Data No. 7, at the lowest end of the range is located in Menifee in a similar area, however, has smaller lots and was negotiated in early 2022, prior to a substantial amount of appreciation in the subject marketplace. The most recent sale is Data No. 1 which closed in January at $257,000 per finished lot, however the lots are in a cluster format which is significantly inferior to the subject’s conventional lots ranging in size from generally 6,000 to 10,000 square feet. Data No. 5, at the high- end of the finished lot range is the most similar to the subject in condition (finished lots, minimum 7,200 square foot lots and in Menifee), however it is located in a slightly superior location with easier access and closer in for commuters. The subject lots are generally in a physically finished condition with no remaining development risk . The above market data is considered to be good and plentiful. Fifty-five of the remaining lots are currently under an option agreement between Pulte and Invitation Homes to be purchased once the homes are completed, however, this appraisal is for the current market value of the fee simple interest of the property and does not take into account the option agreement.
We have concluded that the subject lots have a current market value of $275,000 for the blended price of the generally 6,500 to 10,000 square foot lots . As discussed under the Property Description Section, there are remaining costs associated with developing the subject property into true finished lots. These costs are estimated at $45,806.45 per lot.
The value conclusion for the final lot within Cimarron Ridge is calculated below:
Item Title: 12.1
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108 Lots x $275,000 $ 29,700,000
Less: Remaining Costs ($45,806.45 x 108) ( 4,947,097) Current Value for Remaining Lots $ 24,752,903
Retail House Valuations
Due to the single ownership of multiple houses by Pulte ( including model homes and production homes over 95 percent complete) and by Invitation Homes (72 total homes), a Discounted Cash Flow (“DCF”) analysis is needed in order to arrive at a bulk sale value for each ownership. First, a retail value for each plan will be concluded followed by a DCF for the builder-owned lots, which will consider the absorption time to sell off the houses, the costs associated with selling off the homes and any remaining costs owed by the builder. The resulting revenue will be discounted using an appropriate rate to determine the builder-owned bulk value. This will be followed by a DCF for the Invitation Homes - owned houses which will again use the retail value for each plan and consider a property management fee and refurbishment cost for the rental homes, the absorption time to sell off the houses, the costs associated with selling off the homes along with an appropriate discount rate on the resulting revenue. The DCF analyses will be followed by a reporting of the concluded values for the individually owned homes using the concluded base retail value for each plan with a separate check of the analysis utilizing a mass appraisal technique based on actual sales prices of the homes and considering any re-sale market data.
Cimarron Ridge consists of 197 individually owned homes, 72 completed homes owned by Invitation Homes, seven model homes ( one in escrow), 40 homes over 95 percent complete (22 in escrow), 40 houses under construction (nine in escrow to individuals and 25 in escrow to Invitation Homes ), and 68 additional finished lots ( two in escrow to individuals and 30 in escrow to Invitation Homes). The homes under construction and the lots have been valued above. The 47 builder-owned homes over 95 percent complete (including seven model homes) are addressed in this section with a separate valuation for each plan.
Below is a summary of the floor plans within Pathway, Greenway and Meadows at Cimarron Ridge. A listing of the improved residential comparable properties is located in Item Title: 12.1
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the Addenda of this report. All of the improved residential properties are located within the subject area of Menifee or nearby in Green Valley Ranch in Perris. Our search of the subject property and the local Multiple Listing Service (MLS) has resulted in no closed resales and two current resale listings within Cimarron Ridge.
The plans are detailed below.
*One of each of these plans is a model home. There are an additional 40 homes under construction, and 68 additional finished lots that are all owned by Pulte (not shown on the above table).
The most appropriate new home comparable data for Pathway Plan 1 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 1 4 / 2 1 / 2 1,959 --
2 1 4 / 2 1 / 2 1,959 $284.32
3 1 4 / 3 1 / 3 2,550 $270.19
5 1 3 / 2 1 / 2 1,942 $284.03
5 2 4 / 2 1 / 2 2,194 $259.34
7 1 3 / 2.5 1 / 2 2,021 $261.25
9 1 4 / 2 1 / 2 2,336 $274.44
10 1 3 / 2 1 / 2 1,939 $329.17
All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. It should be noted that Greenway’s price (Data No. 2), reflects the base price in May 2024 which is Cimarron Ridge by Pulte
Plan
Bd/Ba
Floors/
Parking
Sq. Ft.
Ind.
Owned
Invitation
Owned
Bldr.
Owned
Pathway
1 4 / 2 1 / 2 1,959 22 25 5
2 5 / 2.5 2 / 2 2,397 26 24 9*
3 5 / 3 2 / 2 2,824 24 23 5*
Subtotal Pathway: 72 72 19
Greenway
1 4 / 2 1 / 2 1,959 19 N/A 1
2 3 / 2.5 2 / 2 3,125 21 N/A 4*
3 4 / 2.5 2 / 3 3,301 20 N/A 3*
Subtotal Greenway: 60 8
Meadows
1 4 / 3 1 / 3 2,550 10 N/A 9*
2 5 / 4 2 / 3 3,520 16 N/A 6*
3 6 / 4 2 / 3 3,699 21 N/A 2
4 6 / 4.5 2 / 3 3,994 18 N/A 3*
Subtotal Meadows: 65 20
Total Cimarron Ridge 197 72 47
Item Title: 12.1
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when the project sold out with the exception of the final build-out which is under construction now. The new home comparables have a base price range from $259.34 to $329.17 per square foot. Plan 1 has a current base asking price of $287.39 per square foot. There have been 22 closings of Pathway Plan 1 to individuals with sales prices ranging from $220.82 to $296.89 per square foot. There are currently four escrows of Pathway Plan 1, with a price range of $287.99 to $299.22 per square foot with the escrows reflecting the appreciation which has occurred in the marketplace. It should be noted that the reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. The builder is currently giving concessions which may include an interest rate buy -down.
Invitation Homes purchased 25 of Pathway Plan 1 with pricing ranging from $250.71 to $250.82 as the price for each plan was set at time of negotiation of the purchase sale agreement in 2021. The price is currently under market value when comparing the Invitation Homes prices with the current escrows. All of the homes appear to be in excellent condition with no depreciation visible. It has been concluded that Pathway Plan 1 has a base current market value of $285.00 per square foot. This calculates as follows:
1,959 sf x $285.00 = $558,315
The most appropriate new home comparable data for Pathway Plan 2 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 2 5 / 2.5 2 / 2 2,397 --
1 3 5 / 3 2 / 2 2,824 $223.79
4 1 4 / 3 2 / 2 2,583 $229.16
6 3 4 / 3.5 2 / 2 2,370 $253.66
8 5 4 / 3 2 / 2 2,219 $289.10
9 2 4 / 3 2 / 2 2,590 $229.63
11 2 4 / 3 2 / 2 2,239 $285.84
11 3 5 / 3 2 / 2 2,311 $281.26
All new home comparables are located within either Menifee or Green Vallely Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. The new home comparables have a base price range from $223.79 to $289.10 per square foot with the lowest price per square foot for the largest sized home and the highest price per square Item Title: 12.1
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foot for the smallest sized home. This is due to the economy of scale obtained during construction. Plan 2 has a current base asking price of $249.47 per square foot. There have been 26 closings of Pathway Plan 2 to individuals with sales prices ranging from $218.28 to $265.08 per square foot. There are currently five escrows of Pathway Plan 2, with a price range of $248.21 to $264.17 per square foot with the escrows reflecting the appreciation which has occurred in the marketplace. It should be noted that the reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. The builder is currently giving concessions which may include an interest rate buy -down.
Invitation Homes purchased 24 of Pathway Plan 2 with pricing ranging from $220.50 to $220.60 as the price for each plan was set at time of negotiation of the purchase sale agreement in 2021. The price is currently under market value when comparing the Invitation Homes prices with the current escrows. All of the homes appear to be in excellent condition with no depreciation visible. It has been concluded that Pathway Plan 2 has a base current market value of $245.00 per square foot. This calculates as follows:
2,397 sf x $245.00 = $587,265
The most appropriate new home comparable data for Pathway Plan 3 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 3 5 / 3 2 / 2 2,824 --
1 2 5 / 2.5 2 / 2 2,397 $249.47
2 2 3 / 2.5 2 / 2 3,125 $206.40
3 2 5 / 4 2 / 3 3,520 $211.08
4 2 5 / 3 2 / 2 3,010 $210.75
6 4 4 / 3.5 2 / 2 2,680 $234.26
9 3 3 / 3.5 2 / 2 3,091 $223.52
10 3 4 / 2.5 2 / 2 2,835 $262.64
All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. It should be noted that Greenway’s price (Data No. 2), reflects the base price in May 2024 which is when the project sold out with the exception of the final build-out which is under construction now. The remaining new home comparables have a base price range from $206.40 to Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 284
Menifee Mayor and City Council
April 16, 2025
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$262.64 per square foot. Plan 3 has a current base asking price of $223.79 per square foot.
There have been 24 closings of Pathway Plan 3 to individuals with sales prices ranging from $201.37 to $241.74 per square foot. There are currently five escrows of Pathway Plan 3, with a price range of $221.74 to $238.50 per square foot. It should be noted that the reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. There is one Pathway Plan 3 currently listed for resale. The home originally sold in January 2024 for $594,000. The current asking price is $764,000 (a reduction from $769,000). The house has been on the market for 117 days. The builder is currently giving concessions which may include an interest rate buy-down. Invitation Homes purchased 23 Pathway Plan 3 houses with pricing ranging from $196.10 to $196.18 as the price for each plan was set at time of negotiation of the purchase sale agreement in 2021. The price is currently under market value when comparing the Invitation Homes prices with the current escrows. All of the homes appear to be in excellent condition with no depreciation visible. It has been concluded that Pathway Plan 3 has a base current market value of $220.00 per square foot. This calculates as follows:
2,824 sf x $220.00 = $621,280
The most appropriate new home comparable data for Greenway Plan 1 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 1 4 / 2 1 / 2 1,959 --
1 1 4 / 2 1 / 2 1,959 $287.39
3 1 4 / 3 1 / 3 2,550 $270.19
5 1 3 / 2 1 / 2 1,942 $284.03
5 2 4 / 2 1 / 2 2,194 $259.34
7 1 3 / 2.5 1 / 2 2,021 $261.25
9 1 4 / 2 1 / 2 2,336 $274.44
10 1 3 / 2 1 / 2 1,939 $329.17
All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. The new home comparables have a base price range from $259.34 to $329.17 per square foot. The most recent base price for Plan 1 was in May 2024 and was $284.32 per square foot. There Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 285
Menifee Mayor and City Council
April 16, 2025
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have been 19 closings of Greenway Plan 1 with sales prices ranging from $2 60.56 to $310.94 per square foot. There are no current escrows of Greenway Plan 1. There is one Greenway Plan 1 that is offered on the market as a resale. The home originally sold in February 2024 for $552,000 and is on the market at an asking price of $649,000 with no offers to date. It should be noted that the reported builder sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. The builder is currently giving concessions which may include an interest rate buy-down. All of the homes appear to be in excellent condition with no depreciation visible. It has been concluded that Greenway Plan 1 has a base current market value of $28 5.00 per square foot. This calculates as follows:
1,959 sf x $285.00 = $558,315
The most appropriate new home comparable data for Greenway Plan 2 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 2 3 / 2.5 2 / 2 3,125 --
1 3 5 / 3 2 / 2 2,824 $223.79
2 3 4 / 2.5 2 / 3 3,301 $199.93
3 2 5 / 4 2 / 3 3,520 $211.08
4 2 5 / 3 2 / 2 3,010 $210.75
6 5 5 / 3.5 2 / 2 3,040 $220.68
9 3 3 / 3.5 2 / 2 3,092 $223.52
10 4 5 / 3.5 2 / 3 3,146 $253.02
All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. The new home comparables have a base price range from $199.93 to $253.02 per square foot. The most recent base price for Plan 2 was in May 2024 and was $206.40 per square foot. There have been 21 closings of Greenway Plan 2 with sales prices ranging from $ 190.22 to $230.63 per square foot. There are two current escrows of Greenway Plan 2 with a reported sales price range of $209.24 to $229.99 per square foot. It should be noted that the reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 286
Menifee Mayor and City Council
April 16, 2025
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concessions. The builder is currently giving concessions which may include an interest rate buy-down. All of the homes appear to be in excellent condition with no depreciation visible.
It has been concluded that Greenway Plan 2 has a base current market value of $210.00 per square foot. This calculates as follows:
3,125 sf x $210.00 = $656,250
The most appropriate new home comparable data for Greenway Plan 3 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 3 4 / 2.5 2 / 3 3,301 --
1 3 5 / 3 2 / 2 2,824 $223.79
3 2 5 / 4 2 / 3 3,520 $211.08
3 3 6 / 4 2 / 3 3,699 $204.92
4 3 5 / 3.5 2 / 3 4,134 $199.33
6 5 5 / 3.5 2 / 2 3,040 $220.68
9 3 3 / 3.5 2 / 2 3,092 $223.52
10 4 5 / 3.5 2 / 3 3,146 $253.02
All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. The new home comparables have a base price range from $199.33 to $253.02 per square foot. The most recent base price for Plan 3 was in May 2024 and was $199.93 per square foot. There have been 20 closings of Greenway Plan 3 with sales prices ranging from $ 184.57 to $230.23 per square foot. There are two current escrows of Greenway Plan 3 with a reported sales price range of $207.76 to $263.25 per square foot, however the highest sales price is for the model. It should be noted that the reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. The builder is currently giving concessions which may include an interest rate buy-down. All of the homes appear to be in excellent condition with no depreciation visible. It has been concluded that Greenway Plan 3 has a base current market value of $205.00 per square foot. This calculates as follows:
3,301 sf x $205.00 = $676,705
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 287
Menifee Mayor and City Council
April 16, 2025
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The most appropriate new home comparable data for Meadows Plan 1 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 1 4 / 3 1 / 3 2,550 --
1 1 4 / 2 1 / 2 1,959 $287.39
3 1 4 / 3 1 / 3 2,550 $270.19
5 3 3 / 2 1 / 2 2,287 $254.30
6 2 4 / 3 1 / 2 2,080 $294.82
7 3 4 / 3 1 / 2 2,420 $238.84
9 1 4 / 2 1 / 2 2,336 $274.44
10 2 5 / 3.5 1 / 2 2,752 $275.05
All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. The new home comparables have a base price range from $238.84 to $294.82 per square foot. The current base asking price for Plan 1 is $270.19 per square foot. There have been ten closings of Meadows Plan 1 with sales prices ranging from $254.10 to $299.18 per square foot. There are two current escrows of Meadows Plan 1 with a sales price range from $254.11 to $300.72. It should be noted that the reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. The builder is currently giving concessions which may include an interest rate buy-down. All of the homes appear to be in excellent condition with no depreciation visible. It has been concluded that Meadows Plan 1 has a base current market value of $2 60.00 per square foot. This calculates as follows:2,550 sf x $260.00 = $663,000
The most appropriate new home comparable data for Meadows Plan 2 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 2 5 / 4 2 / 3 3,520 --
2 3 4 / 2.5 2 / 3 3,301 $199.93
3 3 6 / 4 2 / 3 3,699 $204.92
3 4 6 / 4.5 2 / 3 3,994 $195.04
4 3 5 / 3.5 2 / 3 4,134 $199.33
6 5 5 / 3.5 2 / 2 3,040 $220.68
9 4 7 / 4.5 2 / 2 4,134 $189.43
10 5 7 / 4.5 2 / 3 4,134 $228.54
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 288
Menifee Mayor and City Council
April 16, 2025
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All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. It should be noted that Data No. 2 refers to the last asking base price at Greenway which was determined in May 2024. The new home comparables have a base pric e range from $189.43 to $228.54 per square foot. The current base asking price for Plan 2 is $211.08 per square foot. There have been 16 closings of Meadows Plan 2 with sales prices ranging from $205.96 to $260.90 per square foot. There are four current escrows of Meadows Plan 2 with a sales price range from $2 22.00 to 242.03 per square foot . It should be noted that the reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. The builder is currently giving concessions which may include an interest rate buy-down. All of the homes appear to be in excellent condition with no depreciation visible.
It has been concluded that Meadows Plan 2 has a base current market value of $208.00 per square foot. This calculates as follows:
3,520 sf x $208.00 = $732,160
The most appropriate new home comparable data for Meadows Plan 3 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 3 6 / 4 2 / 3 3,699 --
2 3 4 / 2.5 2 / 3 3,301 $199.93
3 2 5 / 4 2 / 3 3,520 $211.08
3 4 6 / 4.5 2 / 3 3,994 $195.04
4 3 5 / 3.5 2 / 3 4,134 $199.33
6 5 5 / 3.5 2 / 2 3,040 $220.68
9 4 7 / 4.5 2 / 2 4,134 $189.43
10 5 7 / 4.5 2 / 3 4,134 $228.54
All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. It should be noted that Data No. 2 refers to the last asking base price at Greenway which was determined in May 2024. The new home comparables have a base price range from Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 289
Menifee Mayor and City Council
April 16, 2025
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$189.43 to $228.54 per square foot. The current base asking price for Plan 3 is $204.92 per square foot. There have been 21 closings of Meadows Plan 3 with sales prices ranging from $191.38 to $237.82 per square foot. There are three current escrows of Meadows Plan 3 with a sales price range from $218.87 to $231.87 per square foot. It should be noted that the reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. The builder is currently giving concessions which may include an interest rate buy -down. All of the homes appear to be in excellent condition with no depreciation visible. It has been concluded that Meadows Plan 3 has a base current market value of $200.00 per square foot. This calculates as follows:
3,699 sf x $200.00 = $739,800
The most appropriate new home comparable data for Meadows Plan 4 are shown below.
Data Model Rm. Ct. Flrs/Pkg. Sq. Ft. Price/SF
Subj. 4 6 / 4.5 2 / 3 3,994 --
2 3 4 / 2.5 2 / 3 3,301 $199.93
3 2 5 / 4 2 / 3 3,520 $211.08
3 3 6 / 4 2 / 3 3,699 $204.92
4 3 5 / 3.5 2 / 3 4,134 $199.33
6 5 5 / 3.5 2 / 2 3,040 $220.68
9 4 7 / 4.5 2 / 2 4,134 $189.43
10 5 7 / 4.5 2 / 3 4,134 $228.54
All new home comparables are located within either Menifee or Green Valley Ranch. All are of similar quality, design, and appeal. Adjustments were considered (when applicable) for location, master plan amenities, lot size, stories, sales concessions, CFD taxes, common area benefits, total square footage, room count, garage space and other amenities. It should be noted that Data No. 2 refers to the last asking base price at Greenway which was determined in May 2024. The new home comparables have a base price range from $189.43 to $228.54 per square foot. The current base asking price for Plan 4 is $195.04 per square foot. There have been 18 closings of Meadows Plan 4 with sales prices ranging from $187.16 to $244.07 per square foot. There are four current escrows of Meadows Plan 4 with a sales price range from $203.53 to $234.96 per square foot. It should be noted that the Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 290
Menifee Mayor and City Council
April 16, 2025
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reported sales prices include upgrades, premiums, and options along with any concessions given by the builder while the concluded value relates to a base price for the plan considering concessions. The builder is currently giving concessions which may include an interest rate buy-down. All of the homes appear to be in excellent condition with no depreciation visible.
It has been concluded that Meadows Plan 4 has a base current market value of $195.00 per square foot. This calculates as follows:
3,994 sf x $195.00 = $778,830
Bulk Sales Value – Pulte Ownership
Due to the number of homes under a single ownership (Pulte owns 40 homes over 95 percent complete along with seven model homes), a Discounted Cash Flow Analysis needs to be considered.
Retail Value
Within Cimmaron Ridge there are 47 builder-owned homes over 95 percent complete which includes seven model homes. Per interviews with builders, upgrades, and landscape/hardscape of up to $1 50,000 are installed in the model homes, however, the builders generally consider this a marketing cost and do not anticipate recovering this investment on a dollar-for-dollar basis. Based on actual sales information of the subject model homes and the current real estate market, a consideration of a $ 75,000 premium has been included with each of the model homes. As concluded above, the retail base value conclusions for the builder-owned homes are calculated as follows:
Pathway:
Plan 1 (5 x $558,315) $ 2,791,575 Plan 2 (9 x $587,265) 5,285,385
Plan 3 (5 x $621,280) 3,106,400
Greenway:
Plan 1 (1 x $558,315) $ 558,315 Plan 2 (4 x $656,250) 2,625,000
Plan 3 (3 x $676,705) 2,030,115
Meadows:
Plan 1 (9 x $663,000) $ 5,967,000 Plan 2 (6 x $732,160) 4,392,960
Plan 3 (2 x $739,800) 1,479,600
Plan 4 (3 x $778,830) 2,336,490
Model Upgrades (7 x $75,000) 525,000
Retail Value $31,097,840
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 291
Menifee Mayor and City Council
April 16, 2025
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Absorption Period
In order to arrive at an absorption period for the 47 builder-owned homes, the absorption rate for the subject neighborhoods along with the surrounding developments has been reviewed. Cimarron Ridge grand opened in December 2022 and there have been 231 sales to individuals since that time, suggesting an average absorption of 9.2 homes per month between the three neighborhoods. The sales rates per community are 3.5 within Pathway
2.6 within Greenway (it should be noted that Greenway was temporarily sold out for a few months), and 3.2 within Meadows. Per the Ryness Report dated January 28, 2025, within the overall Inland Empire the average sales rate per project year to date 2025 is 2.8 sales per month while the average sales rate per project in 2024 was 3.6 sales per month and the average sales rate per project in 2023 was 3.5 sales per month. Within the subject’s market area of South Riverside, the average sales per project was 3.8 sales per month. It appears the subject project is near the average per project absorption rate in overall Inland Empire and slightly less than the average sales rate in the South Riverside submarket. Twenty - three of the 47 builder-owned homes are in escrow with closings scheduled as the homes are completed. Taking into consideration the product and concluded sales prices along with the current escrows and current market conditions, it is the appraiser’s opinion that the 47 builder-owned homes will be absorbed within a six-month period at the concluded values.
Remaining Costs
As discussed under the property description section above, there is $4 5,806.45 per lot remaining for land development costs and fees associated with the builder -owned property. For the 47 builder-owned homes, this equates to $2,152,903 ($45,806.45 x 47) in remaining costs. For analysis purposes this will be spread evenly over the six -month absorption period.
Expenses
In determining an expense rate, several builders in the subject area have been interviewed as to their expenses on selling existing inventory. Expenses include marketing and general administrative costs. These costs typically range from six to ten percent depending on varying factors such as absorption period, intensity of marketing, etc. Due to possible buy- downs of interest and help with closing costs in the current market, an eight percent Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 292
Menifee Mayor and City Council
April 16, 2025
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marketing cost is estimated along with two percent for general and administrative costs for a total of ten percent in expenses for this analysis.
Profit
Several interviews with merchant builders in the area were conducted in order to determine an appropriate profit percentage for the subject properties. In the early 2000s, developers typically attempted to achieve a 10 to 12 percent profit based on gross s ales proceeds. During the Great Recession, this range was lowered considerably to six to 10 percent with some builders drastically lowering their profit potential in order to maintain their work force. The subject has experienced a good sales rate. A ten percent profit is considered appropriate in the analysis for this project.
Discount Rate
In selecting a discount rate, the following was completed:
1. Interviews with merchant builders in the Menifee area
2. Review of current market conditions including current market rates as well as yields reflected in other markets (i.e., municipal bonds, corporate bonds, etc.)
3. The quality, construction, historical sales, and product on the subject property
The homes within Cimarron Ridge grand opened in December 2022 with the product being well received in the marketplace with over nine homes per month being sold to date. Based on the sales rate within the subject project, the competition, the product and location, a ten percent discount rate is considered appropriate for this analysis.
Discounted Cash Flow Summary
The discounted revenue (see DCF Analys is in addenda) for the Pulte-owned homes is $22,077,004.
Pulte Ownership Final Valuation
The builder-owned homes within Cimarron Ridge consist of seven models along with 40 production homes over 95 percent complete, 40 homes under construction (valued based on a finished lot) and 68 additional finished lots owned by Pulte. The final valuation of the Pulte owned property is shown on the following page:
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 293
Menifee Mayor and City Council
April 16, 2025
Page
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108 Lots $ 24,752,903
47 Houses 22,077,004
Total Pulte Ownership $ 46,829,907
Bulk Sales Value – Invitation Homes Ownership
Invitation Homes has purchased 72 of the homes within Pathway and is leasing them to individuals and holding title to the homes for investment purposes. Due to the single ownership of 72 homes, a bulk sales value is needed. That is, similar to the Pulte-owned homes, if the 72 homes were to be sold, a discounting would be needed in order to account for the time to sell off the homes and for the expenses incurred during the sell - off period.
Retail Value
Within Cimmaron Ridge there are 72 Pathway homes owned by Invitation Homes which consist of 25 Plan 1s, 24 Plan 2s and 23 Plan 3s. All homes were generally “base” homes with minimal to no options, upgrades or premiums included which is what the concluded market value for the homes is based upon. A portion of these homes are currently rented with reportedly 12–18-month leases. Under the hypothetical condition that the bond holders own the property, the fee simple value is determined. Due to the short -term leases, it is assumed the leases will expire as the homes are sold off. As concluded above, the retail base value conclusion for the Invitation Homes owned homes is calculated as follows:
Pathway:
Plan 1 (25 x $558,315) $ 13,957,875 Plan 2 (24 x $587,265) 14,094,360
Plan 3 (23 x $621,280) 14,289,440
Retail Value $42,341,675
Absorption Period
In order to arrive at an absorption period for the 72 Invitation Homes-owned houses, the absorption rate for the Pathway neighborhood along with the absorption rates of the surrounding developments has been reviewed. Pathway grand opened in December 2022 with the builder selling 88 of the homes to date, suggesting an average absorption of 3.5 homes per month. Prior to selling the Invitation Homes-owned houses, they would need to be vacated, and some refreshing of the home may be needed (i.e. re-painting, re-carpet and Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 294
Menifee Mayor and City Council
April 16, 2025
Page
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thorough cleaning). Based on the actual sales absorption rates within Pathway, along with the competition and condition of the homes, we are considering an absorption rate of 3.2 homes per month for this analysis or over a 22-month time period.
Refreshing Costs & Property Management
Prior to the sale of the homes, a refreshing would be needed which may include interior paint, carpet and a deep cleaning. We have estimated $10,000 per home for the re-paint, re-carpet and a deep cleaning and Property Management during this time. This equates to $ 720,000 (72 x $ 10,000) for the 72 Invitation Homes -owned houses . For analysis purposes this amount will be spread evenly over the 22-month absorption period.
Expenses
In determining an expense rate, we have considered e xpenses including marketing and general administrative costs during the absorption time. Marketing and general administrative costs typically range from six to ten percent depending on varying factors such as absorption period, intensity of marketing, etc. Due to possible buy-downs of interest and help with closing costs in the current market, an eight percent marketing cost is estimated along with two percent for general and administrative for a total of ten percent in expenses for this analysis.
Profit
Several interviews with merchant builders in the area were conducted in order to determine an appropriate profit percentage for the subject properties. In the early 2000s, developers typically attempted to achieve a 10 to 12 percent profit based on gross s ales proceeds. During the Great Recession, this range was lowered considerably to six to 10 percent with some builders drastically lowering their profit potential in order to maintain their work force. The subject has experienced a good sales rate. A ten percent profit is considered appropriate in the analysis for this project.
Discount Rate
In selecting a discount rate, the following was completed:
1. Interviews with merchant builders in the Menifee area
2. Review of current market conditions including current market rates as well as yields reflected in other markets (i.e., municipal bonds, corporate bonds, etc.) Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 295
Menifee Mayor and City Council
April 16, 2025
Page
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3. The quality, construction, historical sales, and product on the subject property
The homes within Cimarron Ridge grand opened in December 2022 with the product being well received in the marketplace with over nine homes per month being sold to date. Based on the sales rate within the subject project, the competition, the product , a ten percent discount rate is considered appropriate for this analysis.
Discounted Cash Flow Summary – Invitation Homes Ownership The discounted revenue (see DCF Analysis in Addenda) for the Invitation Homes-owned houses is $30,146,782.
Individual Owned Homes Valuation Conclusion
There are 197 individually owned homes within Cimarron Ridge. Based on the concluded value for each plan, the individually owned homes are valued as:
Pathway:
Plan 1 (22 x $558,315) $ 12,282,930 Plan 2 (26 x $587,265) 15,268,890
Plan 3 (24 x $621,280) 14,910,720
Greenway:
Plan 1 (19 x $558,315) $ 10,607,985 Plan 2 (21 x $656,250) 13,781,250
Plan 3 (20 x $676,705) 13,534,100
Meadows:
Plan 1 (10 x $663,000) $ 6,630,000 Plan 2 (16 x $732,160) 11,714,560
Plan 3 (21 x $739,800) 15,535,800
Plan 4 (18 x $778,830) 14,018,940
Total Individual Owned $128,285,175
In an additional review, we have reviewed the original builder sales prices for the homes within the Cimarron Ridge community. Closings for the 179 homes occurred between October 2023, and January 31, 2025. The reported closing prices by the builder for the individually owned homes total $ 133,213,529. The builder’s reported prices include premiums, upgrades and purchased options as well as took into consideration the concessions given by the builder. All of the plans hav e had base price increases since the project opened, ranging from 7.1 to 12.9 percent . The difference between the concluded value of $128,285,175 and the reported sales price of $133,213,529 is due to Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 296
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April 16, 2025
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_________________________________________________________________________________________________________ Menifee CFD No. 2023-2 IA 1 (Cimarron Ridge Improvement Area 1) - 2025 Series Bonds Kitty Siino & Associates, Inc. Page 78
three factors. The premiums, upgrades and options purchased, the concessions given and the appreciation of the homes. The above valuation is for the minimum market value as it takes into consideration the base plan price only and does not consider any options, premiums or upgrades which were purchased by the buyers. It is our conclusion that the original builder’s sales prices further substantiate the concluded minimum market value for the individually owned homes.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 297
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April 16, 2025
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APPRAISAL REPORT SUMMARY
The appraisal assignment was to value the subject property which is within the boundaries of Menifee CFD No. 2023- 2 IA 1 . The property is being developed into the community of Cimarron Ridge with three neighborhoods known as Pathway, Greenway and Meadows , all by Pulte Homes . Cimarron Ridge has been well received in the marketplace and with all three neighborhoods actively selling at absorption rates that are generally in line with the marketplace.
Cimarron Ridge includes a total of 424 single-family proposed homes with 197 closed to individuals, 72 closed to Invitation Homes and an additional 34 houses are in escrow to individuals and due to close upon completion . We have reviewed the builder sales and reviewed the area’s Multiple Listing Service. Our search resulted in no closed resale homes and two current listings of resale homes within the subject property. All homes appear to be in excellent condition with no depreciation apparent. The 197 home closings occurred between October 2023, and January 31, 2025. There are seven models and 40 production homes over 95 percent complet e, with an additional 40 homes under construction and 68 finished lots.
The subject property was valued using the Sales Comparison Approach to value and a mass appraisal technique. A minimum value was determined for the existing homes by concluding at a base value for each plan. The valuation considered the improvements/benefits to be funded by both the Menifee CFD No. 2023- 2 IA 1 bond proceeds, along with the Menifee CFD No. 2023-2 IA 1 special tax lien. As a result of our investigation, the concluded market value for the subject property is:
Cimarron Ridge – Improvement Area 1
Pulte Ownership (108 lots & 47 houses) $ 46,829,907 Invitation Homes Ownership (72 houses) 30,146,782 Individual Owners (197 houses) 128,285,175
Total Aggregate Value Menifee CFD No. 2023-2 IA 1 $ 205,261,864
The above values are stated subject to the Assumptions and Limiting Conditions of this report, the Appraiser’s Certification and as of January 31, 2025.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 298
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April 16, 2025
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APPRAISER’S CERTIFICATION
The appraiser certifies that to the best of his 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 my personal, unbiased, professional analyses, opinions, and conclusions.
3. The appraiser has no present or prospective interest in the property that is the subject of this report, and no personal interest or bias with respect to the parties involved.
4. The appraiser’s compensation is not contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result or the occurrence of a subsequent event.
5. This appraisal was not based on a requested minimum valuation, a specific valuation or the approval of a loan.
6. The analyses, opinions and conclusions were developed, and this report was prepared, in conformity with the Uniform Standards of Professional Appraisal Practice.
7. Kitty Siino has made a personal inspection of the property that is the subject of this report.
8. Kitty Siino has not performed appraisal services on the subject property in the past three years.
9. No other appraisers have provided significant professional assistance to the persons signing this report.
10. The reported analyses, opinions and conclusions were developed, and this report was prepared, in conformity with the requirements of the Appraisal Institute’s Code of Professional Ethics and Standards of Professional Appraisal Practice, which include the Uniform Standards of Professional Appraisal Practice.
11. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.
12. As of the date of this report, Kitty Siino has completed the requirements of the continuing education program of the Appraisal Institute.
Kitty S. Siino, MAI
State Certified General
Real Estate Appraiser (AG004793)
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 299
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April 16, 2025
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ADDENDA
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 300
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April 16, 2025
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BOUNDARY MAPS –
CITY OF MENIFEE CFD NO. 2023-2
CFD NO. 2023-2 IMPROVEMENT AREA 1
CFD NO. 2023-2 IMPROVEMENT AREA 2
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TRACT MAP NOS. 36658-1
36658-2, 36658-3 and 36658-4
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MENIFEE GENERAL PLAN
HIGH FIRE HAZARD AREA MAP
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DISCOUNTED CASH FLOW ANALYSES
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April 16, 2025
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MONTH Months MONTH 1 MONTH 2 MONTH 3 MONTH 4 MONTH 5 MONTH 6 TOTAL 6 INCOME:
Retail Sales 31,097,840 $5,182,973 $5,182,973 $5,182,973 $5,182,973 $5,182,973 $5,182,973 $31,097,840 TOTAL INCOME $5,182,973 $5,182,973 $5,182,973 $5,182,973 $5,182,973 $5,182,973 $31,097,840
EX PENSES:
Remaining Costs ($358,817) ($358,817) ($358,817) ($358,817) ($358,817) ($358,818) ($2,152,903) Marketing & Carrying Expe 10% ($518,297) ($518,297) ($518,297) ($518,297) ($518,297) ($518,297) ($3,109,784) Profit 10% ($518,297) ($518,297) ($518,297) ($518,297) ($518,297) ($518,297) ($3,109,784) TOTAL EX PENSES ($1,395,412) ($1,395,412) ($1,395,412) ($1,395,412) ($1,395,412) ($1,395,413) ($8,372,471) NET CASH FLOW $3,787,562 $3,787,562 $3,787,562 $3,787,562 $3,787,562 $3,787,561 $22,725,369 Discount Factor 10% 0.9917 0.9835 0.9754 0.9673 0.9594 0.9514 DISCOUNTED CASH FLOW $3,756,260 $3,725,216 $3,694,429 $3,663,897 $3,633,617 $3,603,586 $22,077,004 CUMULATIVE DISCOUNTED $3,756,260 $7,481,476 $11,175,905 $14,839,801 $18,473,418 $22,077,004 $22,077,004
CASH FLOW
Cimarron Ridge Pulte-Owned Houses Discounted Cash Flow Analysis Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 313
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April 16, 2025
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MONTH Months MONTH 1 MONTH 2 MONTH 3 MONTH 4 MONTH 5 MONTH 6 MONTH 7 MONTH 8 MONTH 9 MONTH 10 MONTH 11 MONTH 12 22 INCOME:
Retail Sales 42,341,675 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 TOTAL INCOME $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622
EX PENSES:
Remaining Costs ($32,727) ($32,727) ($32,727) ($32,728) ($32,727) ($32,727) ($32,727) ($32,728) ($32,727) ($32,727) ($32,727) ($32,728) Marketing & Carrying Expe 10% ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) Profit 10% ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) TOTAL EX PENSES ($417,651) ($417,651) ($417,651) ($417,652) ($417,651) ($417,651) ($417,651) ($417,652) ($417,651) ($417,651) ($417,651) ($417,652) NET CASH FLOW $1,506,970 $1,506,970 $1,506,970 $1,506,969 $1,506,970 $1,506,970 $1,506,970 $1,506,969 $1,506,970 $1,506,970 $1,506,970 $1,506,969 Discount Factor 10% 0.9917 0.9835 0.9754 0.9673 0.9594 0.9514 0.9436 0.9358 0.9280 0.9204 0.9128 0.9052 DISCOUNTED CASH FLOW $1,494,516 $1,482,165 $1,469,915 $1,457,766 $1,445,720 $1,433,771 $1,421,922 $1,410,170 $1,398,516 $1,386,958 $1,375,496 $1,364,127 CUMULATIVE DISCOUNTED $1,494,516 $2,976,681 $4,446,596 $5,904,362 $7,350,082 $8,783,853 $10,205,775 $11,615,945 $13,014,462 $14,401,420 $15,776,916 $17,141,043
CASH FLOW
MONTH MONTH 13 MONTH 14 MONTH 15 MONTH 16 MONTH 17 MONTH 18 MONTH 19 MONTH 20 MONTH 21 MONTH 22 TOTAL INCOME:
Retail Sales $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $42,341,675 TOTAL INCOME $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $1,924,622 $42,341,675
EX PENSES:
Remaining Costs ($32,727) ($32,727) ($32,728) ($32,727) ($32,727) ($32,728) ($32,727) ($32,727) ($32,727) ($32,728) (720,000)$ Marketing & Carrying EXPENSES ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($4,234,168) Profit ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($192,462) ($4,234,168) TOTAL EX PENSES ($417,651) ($417,651) ($417,652) ($417,651) ($417,651) ($417,652) ($417,651) ($417,651) ($417,651) ($417,652) (9,188,335)$ NET CASH FLOW $1,506,970 $1,506,970 $1,506,969 $1,506,970 $1,506,970 $1,506,969 $1,506,970 $1,506,970 $1,506,970 $1,506,969 $33,153,346 Discount Factor 0.8977 0.8700 0.8830 0.8757 0.8684 0.8612 0.8541 0.8471 0.8401 0.8331 DISCOUNTED CASH FLOW $1,352,854 $1,311,064 $1,330,585 $1,319,589 $1,308,683 $1,297,867 $1,287,142 $1,276,504 $1,265,954 $1,255,491 $30,146,782 CUMULATIVE DISCOUNTED $18,493,898 $19,804,962 $21,135,547 $22,455,136 $23,763,819 $25,061,686 $26,348,827 $27,625,331 $28,891,286 $30,146,777 $30,146,782
CASH FLOW
Cimarron Ridge Invitation Homes-Owned Houses Discounted Cash Flow Analysis Adj. Input
Rest.
Adj. Months
Rest.Mo
Remove Buttons
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 314
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April 16, 2025
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RESIDENTIAL LAND SALES MAP
& SUMMARY CHART
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 315
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April 16, 2025
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RESIDENTIAL LAND SALES MAP
Item Title: 12.1
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April 16, 2025
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FINISHED LOT LAND SALES SUMMARY CHART
Data No. Location / APN / Buyer / Seller Sales # Lots Lot Size Sales Price / Est.
Finished Comments
Date Price per Lot Lot Price
1 The Woods / E/O Leon Road northside of
Domenigoni Pkwy, Winchester / 416-820-
001 / Richmond American / Foremost
Pacific
January
2025 186 Cluster $32,115,000 /
$172,661 $257,000
Closed in blue-topped
condition with an approved
final map.
2 Villages North / NEC Winchester Rd and
Stetson Ave, Winchester / 458-250-012 /
Lennar / Lansing
December
2024 527 5,000 - 7,200 $31,500,000 /
$59,772 $230,000
Closed in an unimproved
condition with final map in
process.
3 Park West PA 4 / S/O Nuevo Road at
Evans Road, Perris / 310-180-072 / KB
Home / Mission Pacific
December
2024 184 5,000 $34,478,042 /
$187,381 $257,500
Closed in a blue-topped lot
condition with an approved
final map.
4 Canyon Crest / S/O Little Valley Road at
Marcelli Road, Lake Elsinore / 349-240-
054 / KB Home / Shopoff
October
2024 335 5,000 $13,000,000 /
$38,806 $247,000
Closed in an unimproved
condition with an approved
final map.
5 Foremost 80 Lots / SEC Holland & Evans
Road, Menifee / 358-800-020 / Lennar /
Foremost Pacific
September
2024 80 7,200 $22,076,500 /
$275,956 $300,000
Closed in a finished lot
condition with a recorded final
map.
6 Nautical Cove Phase 1 / NWC Briggs
Road and Holland Road, Menifee / 364-
200-009 / KB Home / Ambient
July 2024 120 6,000 $6,143,330 /
$51,194 $253,000
Closed in an unimproved
condition with an approved
final map. Three phases take
down with this the first. 2
nd due
to close in March 2025 total
project includes 230 lots.
7 Canterwood Phase 2, NWC of Leon Road
and Craig Avenue, Menifee / 466-310-026
/ KB Home / Ambient
June
2024 53 5,500 $4,246,364 /
$80,120 $227,500
Closing with an approved Final
Map in an unimproved
condition. Phase 1 closed
4/22, (Phase 3 additional 93
lots scheduled to close 2/5).
8 Legado Phase 1 / SEC Rouse Road and
Encanto Dr/I-215, Menifee / 333-020-020
/ Lennar / IHP
March
2024 491 5,000-7,000 $22,500,000 /
$45,825 $240,000
Closed with an approved final
map in a rough graded
condition.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 317
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April 16, 2025
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IMPROVED RESIDENTIAL SALES MAP
& SUMMARY CHART
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 318
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April 16, 2025
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IMPROVED RESIDENTIAL SALES MAP
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April 16, 2025
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IMPROVED RESIDENTIAL SALES SUMMARY CHART
Data
No.
Project Name
Location/Developer Plan Room
Count
Floors/
Parking Size (SF)
Lot Size or
Density /
Absorption
Base Sales
Price Price/SF
1 Pathway at Cimarron Ridge, Goetz Road
and Heard Court, Menifee / Pulte
1 4 / 2 1 / 2 1,959 6,000 sf lots $562,990 $287.39
2 5 / 2.5 2 / 2 2,397 3.5 sales/mo $597,990 $249.47
3 5 / 3 2 / 2 2,824 $631,990 $223.79
2 Greenway at Cimarron Ridge, Goetz
Road and Heard Court, Menifee / Pulte
1 4 / 2 1 / 2 1,959 6,000 sf lots $556,990 $284.32
2 3 / 2.5 2 / 2 3,125 2.6 sales/mo $644,990 $206.40
3 4 / 2.5 2 / 3 3,301 $659,990 $199.93
3 Meadows at Cimarron Ridge, Goetz Road
and Heard Court, Menifee / Pulte
1 4 / 3 1 / 3 2,550 $688,990 $270.19
2 5 / 4 2 / 3 3,520 10,000 sf lots $742,990 $211.08
3 6 / 4 2 / 3 3,699 3.2 sales/mo $757,990 $204.92
4 (NG) 6 / 4.5 2 / 3 3,994 $778,990 $195.04
4 Amber Ridge at Green Valley Ranch,
Goetz Road and W. Elm Pkwy, Perris /
Lennar
1 4 / 3 2 / 2 2,583 6,500 sf lots $591,910 $229.16
2 5 / 3 2 / 2 3,010 5.3 sales/mo $634,365 $210.75
3 5 / 3.5 2 / 3 4,134 $824,020 $199.33
5 Silverstone Ridge at Green Valley Ranch,
Goetz Road and W. Elm Pkwy, Perris /
Lennar
1 3 / 2 1 / 2 1,942 6,500 sf lots $551,580 $284.03
2 4 / 2 1 / 2 2,194 4.0 sales/mo $568,995 $259.34
3 3 / 2 1 / 2 2,287 $581,580 $254.30
6 Seasons at Green Valley Ranch / NWC
Murrieta Rd and Green Valley Pkwy,
Perris / Richmond American
1 3 / 2 1 / 2 1,740 $569,600 $327.36
2 4 / 3 1 / 2 2,080 6,500 sf lots $613,230 $294.82
3 4 / 3.5 2 / 2 2,370 2.6 sales/mo $601,165 $253.66
4 4 / 3.5 2 / 2 2,680 $627,811 $234.26
5 5 / 3.5 2 / 2 3,040 $670,869 $220.68
7 The Village / SEC McLaughlin Rd and
Sun City Blvd, Menifee / Century
Communities
1 3 / 2.5 1 / 2 2,021 2,600 sf lots $527,990 $261.25
2 4 / 3 1 / 2 2,220 5.3 sales/mo $559,990 $252.25
3 4 / 3 1 / 2 2,420 $577,990 $238.84
Item Title: 12.1
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8 Oak Shade at Shadow Mountain / SW of
Palomar Road and Rouse Road, Menifee
/ KB Home
1 3 / 2 1 / 2 1,472 $580,990 $394.69
2 3 / 2 1 / 2 1,620 $592,990 $366.04
3 4 / 2 1 / 2 1,846 5,250 sf lots $610,990 $330.98
4 4 / 3 2 / 2 1,977 4.9 sales/mo $670,046 $338.92
5 4 / 3 2 / 2 2,219 $641,505 $289.10
6 4 / 3 2 / 2 2,454 $739,990 $301.54
9 Hidden Terrace at Mountains Edge, Briggs
Road and Hillridge Street, Menifee /
Lennar
1 4 / 2 1 / 2 2,336 $641,085 $274.44
2 4 / 3 2 / 2 2,590 7,000 sf lots $594,730 $229.63
3 3 / 3.5 2 / 2 3,092 4.0 sales/mo $691,115 $223.52
4 (NG) 7 / 4.5 2 / 2 4,134 $783,085 $189.43
10 South Shore at Rockport Ranch / SWC of
Old Newport Road and Briggs Road,
Menifee / Lennar
1 3 / 2 1 / 2 1,939 $638,258 $329.17
2 5 / 3.5 1 / 2 2,752 6,500 sf lots $756,945 $275.05
3 4 / 2.5 2 / 2 2,835 4.2 sales/mo $744,590 $262.64
4 (NG) 5 / 3.5 2 / 3 3,146 $796,005 $253.02
5 (NG) 7 / 4.5 2 / 3 4,134 $944,772 $228.54
11 Juniper at Canterwood / SEC Holland Rd
and Leon Rd, Winchester / D.R. Horton
1 3 / 2 1 / 2 1,576 5,000 sf lots $564,990 $358.50
2 4 / 3 2 / 2 2,239 5.7 sales/mo $639,990 $285.84
3 5 / 3 2 / 2 2,311 $649,990 $281.26
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 321
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April 16, 2025
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APPRAISER’S QUALIFICATIONS
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 322
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April 16, 2025
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QUALIFICATIONS OF KITTY S. SIINO, MAI
Education
Bachelor of Arts in Business Administration, Financial Investments, California State University, Long Beach, California (1980)
Post-Graduate Study, Real Estate Development, University of California, Irvine, California
Appraisal Institute Classes: Uniform Standards of Professional Appraisal Practice, A & B; Appraisal Principles; Appraisal Procedures; Basic Income Capitalization; Advanced Income Capitalization; Narrative Report Writing; Advanced Applications, Case Studies.
Successfully completed all classes in addition to successfully completing the writing of a Demonstration Report and taking the Comprehensive Exam. Became a Member of the Appraisal Institute in December 1996. Have completed over 100 hours of continuing education through the Appraisal Institute every five years.
Employment
1988 - Present:
Self-Employed Real Estate Appraiser. Duties include the appraisal of various types of properties such as commercial, retail, industrial and vacant land. More complex assignments include easements, right-of-ways and special assessment districts. From 1996 to present, specialized in special assessment districts and community facilities districts appraisals for public entities, including Jurupa Community Services District, Corona Norco Unified School District, City of Corona, City of Chula Vista, City of Sa n Marcos, and City of Moreno Valley.
1986-1988:
Project Manager of Development for Ferguson Partners, Irvine, California. Duties included land acquisitions; review of fee appraisals and valuations; analysis of proposed development; planning and design; and management of development, construction and lease-up. The types of properties developed were commercial and industrial. Duties ranged from raw, vacant site development through property management of recently developed projects.
1981 - 1986
Manager of Finance, Construction for Community Development Division, The Irvine Company, Irvine, California. Duties included originating and managing a newly formed division of finance to bridge between the accounting functions and project management functions. Worked with analysis and budgets for Community Development Division. Coordinated with cities in forming new Assessment Districts and Community Facilities Districts to finance major infrastructure imp rovements.
Types of properties were apartments and single- family residential lots on a for sale basis to apartment and homebuilders.
1980 - 1981
Investment Counselor, Newport Equity Funds, Newport Beach, California. Duties included obtaining private financing for residential properties, working with appraisals of properties and analyzing the investments.
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 323
Menifee Mayor and City Council
April 16, 2025
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Licenses
Real Estate Sales Person, State of California, 1980
Certified General Appraiser, State of California (#AG004793)
Organizations
MAI #11145 - The Appraisal Institute
Public Financing
CASTOFF Meetings, 2006, 2007, 2008, 2009, 2010, 2011, 2013, 2014, 2015, 2016, 2017, 2018, 2019, 2022 and 2024
Speaker, Mello- Roos & Special Assessment Financing, UCLA Extension Publi c Policy Program, February 2009 and March 2011
Item Title: 12.1
Issuance of Special Tax Bonds for Improvement Area 1 of Community Facilities District 2023-2, Cimarron Ridge Item Page Number: 324
Menifee Mayor and City Council
April 16, 2025
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CITY OF MENIFEE
SUBJECT: First Reading and Introduction of an Ordinance Revising the City’s Procurement Procedures
MEETING DATE: April 16, 2025
TO: Mayor and City Council
PREPARED BY: Margarita Cornejo, Deputy Finance Director Amir Zaki, Finance Manager
REVIEWED BY: Travis Hickey, Chief Financial Officer
APPROVED BY: Armando G. Villa, City Manager
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RECOMMENDED ACTION
1. Introduce an ordinance, repealing and replacing Chapter 3.12 and repealing Chapter 3.30, of the Menifee Municipal Code to consolidate and revise the City’s procurement procedures; and
2. Adopt a resolution establishing the rules and procedures for the procurement of goods, services, and construction contracts and establishing purchasing authority and contract execution authority.
DISCUSSION
Background
In the delivery of municipal services to its residents, the City of Menifee must regularly engage in the procurement of a wide array of goods and services, ranging from equipment for its Police Department to construction services for one of its many infrastructure projects. Integral to the City’s fiscal management is ensuring that all procurement activity is completed in a timely, transparent, and organized manner that complies with all applicable federal, state and local laws and regulations, safeguarding the use of public funds and providing the City with the best products/services at the lowest cost. Since incorporation in 2008, the City’s procurement thresholds and regulations, as governed by Chapters 3.12 and 3.30 of the Menifee Municipal Code, have remained unchanged. During that same period the region has experienced overall cost increases reflected in annual Consumer Price Index (CPI) adjustments from 2008 to 2024 of
47.83% in aggregate, averaged at 2.81% per year, and in the last five years averaging 5.23% per year due to historical inflation levels.
Internally the City’s operations have significantly increased from 2008 to the present, with its first full year adopted budget in Fiscal Year (FY) 2009/2010 including a general fund budget of $21.8 Item Title: 12.2
First Reading and Introduction of an Ordinance Revising the City’s Procurement Procedures Item Page Number: 1
Menifee Mayor and City Council
April 16, 2025
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City of Menifee Staff Report
Purchasing Ordinance Update
April 16, 2025