FISCAL IMPACT:
In October, the approximate yield of the City’s combined investments was 2.03% (see attachment 3) on a weighted average. For the portfolio of securities alone, the yield to maturity on cost was 1.74%. For comparative purposes, the yields (as of October 31, 2022) of other investments commonly used by public agencies are listed below:
Local Agency Investment Fund: 1.77%
1-Year U.S. Treasury Note: 4.67%
2-Year U.S. Treasury Note: 4.53%
The Portfolio maintains sufficient liquidity to meet the City's projected expenditure requirements for at least the next six months.
COMMITTEE RECOMMENDATION:
This item has not gone before a committee.
CEQA/NEPA REQUIREMENTS:
N/A
RECOMMENDED COUNCIL ACTION:
Staff Recommendations:
Motion accepting the Monthly Investment Report for October 2022.
Approved by:
DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:
1. Monthly Investment Report
2. Account Statement
3. Combined Yields
4. Portfolio Holdings and Earnings Projections
5. Cash with Fiscal Agent
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PORTFOLIO HOLDINGS
Attachment 1
Percentages may not total to 100% due to rounding.
Investment Type No. of Investments Amount Invested
CAMP 1 46,499,175
Federal Agency 31 65,740,064
Federal Home Loan Bank 2 4,145,151
Federal Home Loan Mortgage Co. 9 18,780,881
Federal Nat’l Mortgage Assc. 19 40,560,794
Federal Farm Credit Bank 1 2,253,238
Federal Agency CMO 2 885,832
U.S. Treasury 59 215,429,036
Commercial Paper 3 29,979,144
Negotiable CD 3 7,895,017
Corporate Note 18 37,922,950
Asset-Backed 12 5,370,449
Municipal 10 7,023,455
Supranational 2 5,498,713
Total Invested 141 422,243,835
Sector Allocation
October 31, 2022 versus September 30, 2022
Sector October 31, 2022 September 30, 2022 Change in Allocation Permitted by Policy
U.S. Treasury 51.0% 51.2% -0.18% 100%
Federal Agency 15.6% 16.1% -0.50% 100%
Federal Agency CMO 0.2% 0.2% 0.00% 100%
Commercial Paper 7.1% 7.1% 0.01% 25%
Negotiable CD 1.9% 1.1% 0.79% 30%
Corporate Note 9.0% 9.0% -0.04% 30%
Asset-Backed 1.3% 1.3% -0.08% 20%
Municipal 1.7% 1.7% -0.01% 100%
Supranational 1.3% 1.3% 0.00% 30%
CAMP 11.0% 11.0% 0.02% 100%
* Total invested includes only the bolded numbers
* * Amount invested are market values excluding accrued interest Additional, detailed information regarding security types and investment activity may be found in Attachment 2 accompanying this memo. Moreover, the addendum data will confirm continued compliance with the investment policy as well as with California Government Code.
RECENT ACTIVITY & CORPORATE EXPOSURE
Throughout the month, recession probabilities increased while the labor market remained strong, adding 261,000 jobs in October. Treasury yields across the curve continue to rise. Federal Reserve Chair Powell's comments at the November FOMC meeting indicated further rate hikes are warranted but will possibly come at a slower pace at future meetings. Despite remarks for possible easing in the pace of hikes in coming months, we saw the fourth consecutive 75 basis point (0.75%) hike at the November meeting.
Credit sector spreads widened throughout October as elevated levels of volatility persist. In the LongTerm Portfolio, we purchased a 2-year negotiable CD with the proceeds from the sale of a short duration agency. There was no activity in the Short-Term Portfolio in October. #14..
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PERFORMANCE
Interest rates rose across the curve, resulting in negative total return performance for the Long-Term Portfolio and the benchmark. Since inception, the portfolio continues to return strong performance relative to the benchmark. With the continued rise in interest rates, the portfolio yield at cost has steadily increased over the past month. Income earnings potential has gravitated higher with the current rising interest rate environment.
1. Performance is calculated on trade-date basis, gross (i.e., before fees) in accordance the CFA Institute's Global Investment Performance Standards (GIPS).
2. Performance numbers for periods greater than 1 year are presented on an annualized basis unless otherwise noted.
3. The performance calculation excludes any funds not invested in the 1-5 year strategy.
4. Performance benchmark through December 31, 2018 was the ICE BofAML 1-3 Year U.S. Treasury Index, and is now the ICE BofAML 1-5 Year U.S. Treasury Index, sourced from Bloomberg.
5. Inception date is 3/31/04.
Percentages may not add due to rounding.
Long-Term Portfolio Total Return
October 31, 2022
1 Month Trailing
12 Months
Trailing 36
Months
Trailing 60
Months
Since
Inception5
City of Modesto Investment Portfolio1,2,3-0.17% -5.97% -0.77% 0.78% 1.87% Modesto Performance Benchmark4-0.20% -6.53% -1.14% 0.39% 1.58% Average Portfolio Yields
October 31, 2022
Past
Month
Past 3
Months
Past
Year
Past 3
Years
Past 5
Years
City of Modesto Investment Portfolio 1.74% 1.71% 1.51% 1.53% 1.96% City of Modesto Short-Term Portfolio 3.34% 2.94% - - -
$91.0
$47.6
$77.0 $84.9
$94.9
$26.9
$-
$30.0
$60.0
$90.0
$120.0
$150.0
Under 6
Months
6-12
Months
1-2 Years 2-3 Years 3-4 Years 4-5 Years
Millions
Maturity Distribution
October 31, 2022
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INVESTMENT POLICY
The City’s investment policy embraces the following standards: the prudent investor rule, requiring the safety of principal, through prudent and safe investments; sufficient liquidity to meet expected and unforeseen cash flows; generation of an above-market, risk-adjusted rate of return (meaning, returnsexpectations taking safety and liquidity into account). No investments longer than five years are permitted.
Some investments have maturity limits of 270 days or less. The table below details the City’s permitted investments.
Investment Type
Maximum
Maturity
Maximum Specified
% of Portfolio
Maximum
% per
Issuer
Minimum Quality
Requirements
Local Agency Bonds 5 Years None None None
Treasury Obligations 5 Years None None None
State Obligations 5 Years None None A rating
CA Local Agency Obligations 5 Years None None A rating
Federal Agencies 5 Years None None None
Supranationals 5 Years 30 percent 5 percent AA
Banker’s Acceptances 180 days 40 percent 5 percent Federal Reserve eligible Commercial Paper 270 days 25 percent 5 percent A1/P1 rating Negotiable Certificates of Deposit 5 Years 30 percent 5 percent A rating Certificates of Deposit 1 Year 20 percent 5 percent FDIC insured or collateralized Repurchase Agreements 90 days None 5 percent None
Reverse Repurchase Agreements 92 days 20 percent of
combined base value 5 percent None
Medium Term Notes 5 Years 30 percent 5 percent A rating Money Market Mutual Funds N/A 20 percent 10 percent Multiple Mortgage and Asset-backed Securities 5 Years 20 percent 5 percent AA Rating CAMP N/A None None N/A
LAIF N/A N/A None N/A
The City is not required to include a list of investments held by our bond trustees; however, staff believes the City Council should be kept informed of these investments. These investments are identified on Attachment A.
LONG TERM PORTFLIO INCOME RETURN
Monthly Income Return
0.11%
Fiscal Year-to-Date Income Return
0.41%
Prior 12 Months Income Return
1.25%
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Source: Bloomberg, as of 11/4/2022.
Economic Summary
Fed Continues on its Path of Rate Hikes
June 23- 5.12%
0.00%
1.00%
2.00%
3.00%
4.00%
5.00%
6.00%
2013 2014 2015 2016 2017 2018 2019 2020 2021 2022
Fed Funds Rate
Projections
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Source: Bloomberg, as of October 2022. Data is seasonally adjusted.
Economic Summary
Labor Market Remains Tight Despite Fed Action
60%
61%
62%
63%
64%
65%
66%
67%
68%
2000 2005 2010 2015 2020 2025 2030
Labor Force Participation Rate
Actual LFPR CBO Forecast Potential
0 5
10 15
20 25
Millions
Job Openings vs. Unemployed Workers
Job Openings Unemployed
The labor force participation rate eased
to 62.2%.
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Source: ICE BofAML 1-5 year Indices via Bloomberg, MarketAxess and PFM as of 10/31/2022. Spreads on ABS are option-adjusted spreads of 0-5 year indices based on weighted average life; spreads on agencies are relative to comparable maturity Treasuries.
Economic Summary
Credit and Securitized Sector Spreads Widen while Agency Spreads Remain Volatile
-0.10%
-0.05%
0.00%
0.05%
0.10%
0.15%
0.20%
0.25%
Oct-21 Jan-22 Apr-22 Jul-22 Oct-22
Federal Agency Yield Spreads
0.30%
0.40%
0.50%
0.60%
0.70%
0.80%
0.90%
1.00%
Oct-21 Jan-22 Apr-22 Jul-22 Oct-22
Corporate Notes A-AAA Yield Spreads
0.20%
0.30%
0.40%
0.50%
0.60%
0.70%
0.80%
0.90%
1.00%
1.10%
Oct-21 Jan-22 Apr-22 Jul-22 Oct-22
Asset-Backed Securities AAA Yield Spreads
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Treasury Yields Inversion Steepens
Source: Bloomberg as of 10/31/2022.
Economic Summary
4.54%
4.60%
4.44%
4.05%
4.16%
1.50%
1.75%
2.00%
2.25%
2.50%
2.75%
3.00%
3.25%
3.50%
3.75%
4.00%
4.25%
4.50%
4.75%
5.00%
3M1Y 2Y 3Y 4Y 5Y 10Y 30Y
U.S. Treasury Yield Curve
October 31, 2022
September 30, 2022
June 30, 2022
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This material is based on information obtained from sources generally believed to be reliable and available to the public, however, PFM Asset Management LLC cannot guarantee its accuracy, completeness or suitability. This material is for general information purposes only and is not intended to provide specific advice or a specific recommendation. All statements as to what will or may happen under certain circumstances are based on assumptions, some but not all of which are noted in the presentation. Assumptions may or may not be proven correct as actual events occur, and results may depend on events outside of your or our control. Changes in assumptions may have a material effect on results. Past performance does not necessarily reflect and is not a guaranty of future results. The information contained in this presentation is not an offer to purchase or sell any securities.
Investment advisory services are provided by PFM Asset Management LLC (“PFMAM”), an investment adviser registered with the U.S. Securities and Exchange Commission and a subsidiary of U.S. Bancorp Asset Management, Inc. (“USBAM”). USBAM is a subsidiary of U.S. Bank National Association (“U.S. Bank”). U.S. Bank is a separate entity and subsidiary of U.S. Bancorp. U.S. Bank is not responsible for and does not guarantee the products, services or performance of PFMAM. The information contained is not an offer to purchase or sell any securities. Additional applicable regulatory information is available upon request.
For more information regarding PFMAM’s services or entities, please visit www.pfmam.com.
Disclosures
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For the Month Ending October 31, 2022
Account Statement
Consolidated Summary Statement
CITY OF MODESTO
Investment Allocation
Investment Type Closing Market Value Percent
Asset-Backed Security 5,370,449.42 1.27
Federal Agency Bond / Note 65,740,063.88 15.57
Corporate Note 37,922,950.22 8.98
Certificate of Deposit 7,895,016.53 1.87
Federal Agency Commercial Mortgage-Backed Security 885,832.21 0.21 Commercial Paper 29,979,143.97 7.10
Municipal Bond / Note 7,023,455.25 1.66
Supra-National Agency Bond / Note 5,498,713.12 1.30
U.S. Treasury Bond / Note 215,429,035.70 51.03
CAMP Pool 46,499,174.80 11.01
Total $422,243,835.10 100.00%
Portfolio Summary
and Income
Closing
Portfolio Holdings Market Value
Cash Dividends
PFMAM Managed Account 232,287.37 375,744,660.30
CAMP Pool 0.00 46,499,174.80
Total $232,287.37 $422,243,835.10
Maturity Distribution (Fixed Income Holdings)
Portfolio Holdings Closing Market Value Percent
56,449,837.30
10,034,091.31
19,945,052.66
4,540,068.87
47,559,165.82
76,957,833.82
84,893,777.74
94,949,337.63
26,914,669.95
0.00 13.36
2.38 4.72
1.08 11.26
18.23 20.11
22.49 6.37
0.00 Under 30 days
31 to 60 days
61 to 90 days
91 to 180 days
181 days to 1 year
1 to 2 years
2 to 3 years
3 to 4 years
4 to 5 years
Over 5 years
Total $422,243,835.10
694
100.00%
Weighted Average Days to Maturity
Sector Allocation
1.27% ABS
15.57%
Fed Agy Bond /
Note
8.98%
Corporate Note
1.87%
Cert of Deposit
0.21%
Federal Agency
Commercial
Mortgage-Backed
Security
7.10%
Commercial Paper
1.66%
Muni Bond / Note
1.30%
Supra-National
Agency Bond / Note 51.03%
US TSY Bond / Note
11.01%
CAMP Pool
Summary Page 1
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For the Month Ending October 31, 2022
Account Statement
Consolidated Summary Statement
CITY OF MODESTO
and Income
Closing Market
Value
Change in
Account Name Value Deposits Maturities Trades Value
Account
Number
Opening Market Purchases / Redemptions / Sales/ Unsettled Cash Dividends 57710050 CITY OF MODESTO 335,590,497.28 3,355,000.00 (2,207,897.92) 0.00 (922,745.53) 335,814,853.83 232,287.37 57710062 CITY OF MODESTO SHORT-TERM 39,838,802.91 0.00 0.00 0.00 91,003.56 39,929,806.47 0.00 Total $375,429,300.19 $3,355,000.00 ($2,207,897.92) $0.00 ($831,741.97) $375,744,660.30 $232,287.37 Summary Page 2
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Managed Account Summary Statement For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Total Cash Basis Earnings
Plus Net Realized Gains/Losses
Less Purchased Interest Related to Interest/Coupons
Interest/Dividends/Coupons Received
Earnings Reconciliation (Cash Basis) - Managed Account
Less Beginning Accrued Interest
Less Beginning Amortized Value of Securities
Less Cost of New Purchases
Plus Coupons/Dividends Received
Plus Proceeds of Maturities/Calls/Principal Payments
Plus Proceeds from Sales
Ending Accrued Interest
Ending Amortized Value of Securities
Earnings Reconciliation (Accrual Basis)
$335,590,497.28
(311,245.12)
(1,896,652.80)
3,355,000.00
0.00 (922,745.53)
$335,814,853.83
230,691.20
0.00 1,596.17
$232,287.37
Total
357,511,536.00
1,050,298.08
1,916,012.80
311,245.12
211,331.20
(3,355,000.00)
(356,228,719.05)
(924,042.11)
Total Accrual Basis Earnings $492,662.04
Closing Market Value
Change in Current Value
Unsettled Trades
Principal Acquisitions
Principal Dispositions
Maturities/Calls
Opening Market Value
Transaction Summary - Managed Account
_________________
_________________
_______________________________________________ _______________________________________________ Reconciling Transactions Net Cash Contribution
Security Purchases
Principal Payments
Coupon/Interest/Dividend Income
Sale Proceeds
Maturities/Calls
Cash Transactions Summary - Managed Account
0.00 1,916,012.80
211,331.20
311,245.12
(3,355,000.00)
0.00 0.00
Cash Balance
Closing Cash Balance $15,196.52
Account 57710050 Page 1
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Portfolio Summary and Statistics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Account Summary
Description Par Value Market Value Percent
U.S. Treasury Bond / Note 225,196,000.00 205,478,373.20 61.19 Supra-National Agency Bond / Note 5,885,000.00 5,498,713.12 1.64 Municipal Bond / Note 7,590,000.00 7,023,455.25 2.09
Federal Agency Commercial
Mortgage-Backed Security
900,507.55 885,832.21 0.26
Federal Agency Bond / Note 70,230,000.00 65,740,063.88 19.58 Corporate Note 40,100,000.00 37,922,950.22 11.29
Certificate of Deposit 7,955,000.00 7,895,016.53 2.35
Asset-Backed Security 5,608,027.35 5,370,449.42 1.60
Managed Account Sub-Total 363,464,534.90 335,814,853.83 100.00% Accrued Interest 1,050,298.08
Total Portfolio 363,464,534.90 336,865,151.91
Unsettled Trades 0.00 0.00
Sector Allocation
1.60%
ABS
2.35%
Cert of Deposit
11.29%
Corporate Note
19.58%
Fed Agy Bond /
Note
0.26%
Federal Agency
Commercial
Mortgage-Backed
Security
2.09%
Muni Bond / Note
1.64%
Supra-National
Agency Bond / Note
61.19%
US TSY Bond / Note
0 - 6 Months 6 - 12 Months 1 - 2 Years 2 - 3 Years 3 - 4 Years 4 - 5 Years Over 5 Years
1.36%
14.16%
22.92%
25.28%
28.27%
8.01%
0.00%
Maturity Distribution Characteristics
Yield to Maturity at Cost
Yield to Maturity at Market
Weighted Average Days to Maturity 866
1.74%
4.54%
Account 57710050 Page 2
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Managed Account Issuer Summary For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Credit Quality (S&P Ratings)
2.00%
A
4.07%
A+
2.18%
A0.81%
A-1
0.54%
A-2
3.26%
AA
81.26%
AA+
1.61%
AA3.99%
AAA
0.28%
NR
Issuer Summary
Issuer of Holdings Percent
Market Value
AMAZON.COM INC 4,786,667.47 1.43
BANK OF AMERICA CO 3,894,056.42 1.16
BARCLAYS PLC 2,720,271.97 0.81
BRISTOL-MYERS SQUIBB CO 1,975,249.26 0.59
CALIFORNIA DEPARTMENT OF WATER RESOURCES 90,695.00 0.03 CALIFORNIA STATE UNIVERSITY 549,582.00 0.16
CARMAX AUTO OWNER TRUST 1,403,344.74 0.42
CREDIT SUISSE GROUP RK 1,819,796.90 0.54
DISCOVER FINANCIAL SERVICES 715,145.98 0.21
FANNIE MAE 41,440,200.84 12.34
FEDERAL FARM CREDIT BANKS 2,253,237.81 0.67
FEDERAL HOME LOAN BANKS 4,145,151.02 1.23
FLORIDA STATE BOARD OF ADMIN FIN CORP 1,618,092.00 0.48 FREDDIE MAC 18,787,306.42 5.59
HONDA AUTO RECEIVABLES 903,974.26 0.27
HYUNDAI AUTO RECEIVABLES 927,869.79 0.28
INTER-AMERICAN DEVELOPMENT BANK 3,789,746.42 1.13
INTL BANK OF RECONSTRUCTION AND DEV 1,708,966.70 0.51
JP MORGAN CHASE & CO 3,428,083.65 1.02
LOS ANGELES COMMUNITY COLLEGE DISTRICT 826,700.25 0.25
MASTERCARD INC 1,652,953.28 0.49
MICROSOFT CORP 2,776,005.00 0.83
NEW JERSEY TURNPIKE AUTHORITY 447,702.70 0.13
NISSAN AUTO RECEIVABLES 19,741.75 0.01
NOVARTIS AG 2,142,038.52 0.64
PACCAR FINANCIAL CORP 1,681,343.39 0.50
PFIZER INC 3,366,364.43 1.00
STATE OF CALIFORNIA 2,255,114.40 0.67
STATE OF MARYLAND 578,298.80 0.17
TARGET CORP 325,727.10 0.10
THE BANK OF NEW YORK MELLON CORPORATION 3,022,037.87 0.90 TORONTO-DOMINION BANK 3,354,947.66 1.00
Account 57710050 Page 3
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Managed Account Issuer Summary For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Issuer of Holdings Percent
Market Value
TOYOTA MOTOR CORP 3,598,468.29 1.07
UNITED STATES TREASURY 205,478,373.20 61.19
UNIVERSITY OF CALIFORNIA 657,270.10 0.20
US BANCORP 2,796,376.44 0.83
WAL-MART STORES INC 3,877,952.00 1.15
Total $335,814,853.83 100.00%
Account 57710050 Page 4
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note
US TREASURY NOTES
DTD 08/01/2016 1.250% 07/31/2023
912828S92 3,155,000.00 AA+ Aaa 02/08/19 02/12/19 2,997,126.76 2.44 9,966.54 3,128,655.51 3,076,125.00
US TREASURY NOTES
DTD 08/01/2016 1.250% 07/31/2023
912828S92 5,625,000.00 AA+ Aaa 04/02/19 04/04/19 5,386,816.41 2.28 17,769.19 5,583,970.27 5,484,375.00
US TREASURY NOTES
DTD 08/31/2016 1.375% 08/31/2023
9128282D1 1,750,000.00 AA+ Aaa 07/01/19 07/03/19 1,723,886.72 1.75 4,121.20 1,744,794.52 1,703,242.10
US TREASURY NOTES
DTD 09/15/2020 0.125% 09/15/2023
91282CAK7 4,395,000.00 AA+ Aaa 04/06/22 04/07/22 4,264,523.44 2.24 713.28 4,316,118.73 4,226,067.19
US TREASURY NOTES
DTD 10/01/2018 2.875% 09/30/2023
9128285D8 2,700,000.00 AA+ Aaa 05/01/19 05/02/19 2,769,820.31 2.26 6,824.18 2,714,423.18 2,659,921.74
US TREASURY NOTES
DTD 11/15/2020 0.250% 11/15/2023
91282CAW1 3,910,000.00 AA+ Aaa 04/29/21 04/30/21 3,909,389.06 0.26 4,515.63 3,909,750.76 3,736,493.75
US TREASURY NOTES
DTD 11/15/2013 2.750% 11/15/2023
912828WE6 8,790,000.00 AA+ Aaa 03/06/19 03/08/19 8,878,930.08 2.52 111,666.44 8,809,675.72 8,619,693.75
US TREASURY NOTES
DTD 11/30/2016 2.125% 11/30/2023
912828U57 3,275,000.00 AA+ Aaa 01/07/19 01/09/19 3,216,408.21 2.52 29,282.62 3,262,074.38 3,187,495.93
US TREASURY NOTES
DTD 12/15/2020 0.125% 12/15/2023
91282CBA8 4,430,000.00 AA+ Aaa 04/06/22 04/07/22 4,263,528.91 2.41 2,103.04 4,319,648.82 4,212,653.13
US TREASURY NOTES
DTD 12/31/2018 2.625% 12/31/2023
9128285U0 270,000.00 AA+ Aaa 01/30/19 01/31/19 270,801.56 2.56 2,388.18 270,189.78 263,967.17
US TREASURY NOTES
DTD 02/28/2019 2.375% 02/29/2024
9128286G0 457,000.00 AA+ Aaa 08/11/21 08/12/21 480,671.17 0.33 1,858.93 469,331.38 443,647.01
US TREASURY NOTES
DTD 02/28/2019 2.375% 02/29/2024
9128286G0 1,564,000.00 AA+ Aaa 08/11/21 08/12/21 1,644,582.66 0.35 6,361.85 1,605,979.15 1,518,301.80
US TREASURY NOTES
DTD 03/15/2021 0.250% 03/15/2024
91282CBR1 4,450,000.00 AA+ Aaa 04/06/22 04/07/22 4,262,960.94 2.49 1,444.41 4,317,910.27 4,190,648.66
US TREASURY N/B NOTES
DTD 04/15/2021 0.375% 04/15/2024
91282CBV2 4,890,000.00 AA+ Aaa 04/29/21 04/30/21 4,893,629.30 0.35 856.42 4,891,782.76 4,596,600.00 Account 57710050 Page 5
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note
US TREASURY N/B NOTES
DTD 06/15/2021 0.250% 06/15/2024
91282CCG4 4,485,000.00 AA+ Aaa 04/06/22 04/07/22 4,262,852.34 2.59 4,258.30 4,320,610.73 4,180,159.93
US TREASURY NOTES
DTD 07/31/2017 2.125% 07/31/2024
9128282N9 2,450,000.00 AA+ Aaa 08/01/19 08/06/19 2,489,142.58 1.79 13,157.10 2,463,713.87 2,347,788.94
US TREASURY NOTES
DTD 08/31/2017 1.875% 08/31/2024
9128282U3 1,630,000.00 AA+ Aaa 09/04/19 09/05/19 1,672,214.45 1.34 5,234.46 1,645,500.26 1,552,320.39
US TREASURY N/B NOTES
DTD 09/15/2021 0.375% 09/15/2024
91282CCX7 4,505,000.00 AA+ Aaa 04/06/22 04/07/22 4,264,440.04 2.65 2,193.39 4,320,534.74 4,169,940.63
US TREASURY NOTES
DTD 10/02/2017 2.125% 09/30/2024
9128282Y5 1,850,000.00 AA+ Aaa 10/01/19 10/03/19 1,905,283.20 1.50 3,456.04 1,871,185.83 1,768,773.53
US TREASURY NOTES
DTD 10/31/2017 2.250% 10/31/2024
9128283D0 460,000.00 AA+ Aaa 11/01/19 11/05/19 475,039.84 1.57 28.59 466,025.84 440,234.35
US TREASURY NOTES
DTD 11/30/2017 2.125% 11/30/2024
9128283J7 1,215,000.00 AA+ Aaa 12/02/19 12/04/19 1,239,964.45 1.69 10,863.63 1,225,407.56 1,156,907.81
US TREASURY NOTES
DTD 11/30/2017 2.125% 11/30/2024
9128283J7 3,450,000.00 AA+ Aaa 01/03/20 01/07/20 3,529,916.02 1.63 30,847.34 3,483,949.79 3,285,046.88
US TREASURY NOTES
DTD 11/30/2017 2.125% 11/30/2024
9128283J7 4,585,000.00 AA+ Aaa 04/29/21 04/30/21 4,848,816.60 0.50 40,995.66 4,738,053.91 4,365,779.69
US TREASURY N/B NOTES
DTD 12/15/2021 1.000% 12/15/2024
91282CDN8 4,445,000.00 AA+ Aaa 04/06/22 04/07/22 4,251,920.31 2.68 16,881.28 4,292,775.42 4,133,850.00
US TREASURY N/B NOTES
DTD 02/15/2022 1.500% 02/15/2025
91282CDZ1 4,400,000.00 AA+ Aaa 04/06/22 04/07/22 4,255,109.38 2.70 13,989.13 4,283,948.85 4,114,000.00
US TREASURY NOTES
DTD 04/30/2020 0.375% 04/30/2025
912828ZL7 4,945,000.00 AA+ Aaa 04/29/21 04/30/21 4,894,777.34 0.63 51.23 4,913,683.89 4,478,315.63
US TREASURY NOTES
DTD 07/02/2018 2.750% 06/30/2025
912828XZ8 4,230,000.00 AA+ Aaa 04/06/22 04/07/22 4,232,148.05 2.73 39,196.47 4,231,769.41 4,052,868.75
US TREASURY NOTES
DTD 08/31/2020 0.250% 08/31/2025
91282CAJ0 4,340,000.00 AA+ Aaa 08/02/21 08/06/21 4,291,514.06 0.53 1,858.29 4,306,262.14 3,859,887.50 Account 57710050 Page 6
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note
US TREASURY NOTES
DTD 08/31/2020 0.250% 08/31/2025
91282CAJ0 4,635,000.00 AA+ Aaa 04/06/22 04/07/22 4,262,932.62 2.74 1,984.60 4,325,243.42 4,122,253.13
US TREASURY NOTES
DTD 09/30/2020 0.250% 09/30/2025
91282CAM3 1,100,000.00 AA+ Aaa 09/27/21 09/28/21 1,076,023.44 0.80 241.76 1,082,562.50 976,593.75
US TREASURY NOTES
DTD 09/30/2020 0.250% 09/30/2025
91282CAM3 4,550,000.00 AA+ Aaa 09/07/21 09/09/21 4,473,574.22 0.67 1,000.00 4,495,130.21 4,039,546.88
US TREASURY NOTES
DTD 10/31/2020 0.250% 10/31/2025
91282CAT8 5,010,000.00 AA+ Aaa 04/29/21 04/30/21 4,894,339.45 0.77 34.60 4,933,010.15 4,427,587.50
US TREASURY NOTES
DTD 10/31/2020 0.250% 10/31/2025
91282CAT8 6,930,000.00 AA+ Aaa 10/04/21 10/06/21 6,783,278.91 0.78 47.86 6,821,884.53 6,124,387.50
US TREASURY NOTES
DTD 11/30/2020 0.375% 11/30/2025
91282CAZ4 4,250,000.00 AA+ Aaa 11/01/21 11/02/21 4,133,291.02 1.07 6,705.94 4,161,821.62 3,757,929.90
US TREASURY NOTES
DTD 11/30/2020 0.375% 11/30/2025
91282CAZ4 4,635,000.00 AA+ Aaa 04/06/22 04/07/22 4,254,785.16 2.75 7,313.42 4,314,113.51 4,098,354.14
US TREASURY NOTES
DTD 12/31/2020 0.375% 12/31/2025
91282CBC4 500,000.00 AA+ Aaa 02/02/21 02/04/21 498,613.28 0.43 631.79 499,104.94 441,015.60
US TREASURY NOTES
DTD 12/31/2020 0.375% 12/31/2025
91282CBC4 1,040,000.00 AA+ Aaa 01/07/21 01/08/21 1,035,978.13 0.45 1,314.13 1,037,442.64 917,312.45
US TREASURY NOTES
DTD 12/31/2020 0.375% 12/31/2025
91282CBC4 3,735,000.00 AA+ Aaa 04/05/21 04/07/21 3,646,439.65 0.89 4,719.50 3,675,789.03 3,294,386.53
US TREASURY NOTES
DTD 01/31/2021 0.375% 01/31/2026
91282CBH3 2,400,000.00 AA+ Aaa 07/02/21 07/07/21 2,353,875.00 0.80 2,274.46 2,367,195.70 2,108,250.00
US TREASURY NOTES
DTD 01/31/2021 0.375% 01/31/2026
91282CBH3 5,000,000.00 AA+ Aaa 02/17/22 02/18/22 4,719,531.25 1.85 4,738.45 4,769,288.70 4,392,187.50
US TREASURY NOTES
DTD 01/31/2021 0.375% 01/31/2026
91282CBH3 5,775,000.00 AA+ Aaa 01/04/22 01/06/22 5,570,167.97 1.27 5,472.91 5,611,382.49 5,072,976.56
US TREASURY NOTES
DTD 01/31/2021 0.375% 01/31/2026
91282CBH3 7,980,000.00 AA+ Aaa 05/03/22 05/04/22 7,256,812.50 2.95 7,562.57 7,352,497.40 7,009,931.25 Account 57710050 Page 7
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note
US TREASURY NOTES
DTD 02/28/2019 2.500% 02/28/2026
9128286F2 3,210,000.00 AA+ Aaa 03/01/21 03/01/21 3,492,881.25 0.70 13,744.48 3,398,329.16 3,019,406.25
US TREASURY NOTES
DTD 02/28/2021 0.500% 02/28/2026
91282CBQ3 4,645,000.00 AA+ Aaa 04/06/22 04/07/22 4,259,973.05 2.76 3,977.76 4,316,252.46 4,085,422.42
US TREASURY NOTES
DTD 02/28/2021 0.500% 02/28/2026
91282CBQ3 6,000,000.00 AA+ Aaa 12/03/21 12/07/21 5,838,281.25 1.15 5,138.12 5,872,740.75 5,277,187.20
US TREASURY N/B NOTES
DTD 03/31/2021 0.750% 03/31/2026
91282CBT7 2,480,000.00 AA+ Aaa 09/07/21 09/09/21 2,479,031.25 0.76 1,635.17 2,479,274.60 2,194,800.00
US TREASURY N/B NOTES
DTD 03/31/2021 0.750% 03/31/2026
91282CBT7 4,925,000.00 AA+ Aaa 04/29/21 04/30/21 4,896,719.73 0.87 3,247.25 4,905,380.17 4,358,625.00
US TREASURY N/B NOTES
DTD 05/31/2021 0.750% 05/31/2026
91282CCF6 1,405,000.00 AA+ Aaa 06/23/21 06/25/21 1,396,987.11 0.87 4,433.81 1,399,184.98 1,236,400.00
US TREASURY N/B NOTES
DTD 05/31/2021 0.750% 05/31/2026
91282CCF6 4,615,000.00 AA+ Aaa 04/06/22 04/07/22 4,253,551.76 2.76 14,563.73 4,303,176.34 4,061,200.00
US TREASURY N/B NOTES
DTD 05/31/2021 0.750% 05/31/2026
91282CCF6 4,800,000.00 AA+ Aaa 06/06/22 06/08/22 4,399,125.00 2.99 15,147.54 4,439,405.63 4,224,000.00
US TREASURY N/B NOTES
DTD 08/31/2021 0.750% 08/31/2026
91282CCW9 4,640,000.00 AA+ Aaa 04/06/22 04/07/22 4,258,106.25 2.75 5,960.22 4,307,536.18 4,051,300.00
US TREASURY N/B NOTES
DTD 09/30/2021 0.875% 09/30/2026
91282CCZ2 4,310,000.00 AA+ Aaa 04/05/22 04/07/22 3,968,398.83 2.77 3,315.38 4,011,803.25 3,773,270.53
US TREASURY NOTES
DTD 11/15/2016 2.000% 11/15/2026
912828U24 4,545,000.00 AA+ Aaa 06/06/22 06/08/22 4,355,920.90 3.01 41,991.85 4,372,950.85 4,148,732.81
US TREASURY NOTES
DTD 02/15/2017 2.250% 02/15/2027
912828V98 9,220,000.00 AA+ Aaa 07/05/22 07/07/22 8,981,576.56 2.85 43,970.38 8,998,141.61 8,470,875.00
US TREASURY N/B NOTES
DTD 04/30/2020 0.500% 04/30/2027
912828ZN3 6,480,000.00 AA+ Aaa 08/03/22 08/05/22 5,791,500.00 2.92 89.50 5,826,542.22 5,484,712.18
US TREASURY NOTES
DTD 06/30/2020 0.500% 06/30/2027
912828ZV5 5,545,000.00 AA+ Aaa 08/09/22 08/10/22 4,920,754.30 2.99 9,342.12 4,949,780.85 4,666,464.06 Account 57710050 Page 8
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note
US TREASURY NOTES
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 1,200,000.00 AA+ Aaa 08/29/22 08/31/22 1,142,625.00 3.30 5,722.83 1,144,590.33 1,094,812.56
US TREASURY NOTES
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 2,985,000.00 AA+ Aaa 09/01/22 09/06/22 2,830,036.52 3.40 14,235.53 2,834,846.92 2,723,346.24 Security Type Sub-Total 225,196,000.00 217,801,325.55 1.95 613,440.48 218,914,130.61 205,478,373.20 Supra-National Agency Bond / Note
INTL BK RECON & DEVELOP NOTES
DTD 11/24/2020 0.250% 11/24/2023
459058JM6 1,790,000.00 AAA Aaa 11/17/20 11/24/20 1,786,151.50 0.32 1,951.60 1,788,636.33 1,708,966.70
INTER-AMERICAN DEVEL BK NOTES
DTD 09/23/2021 0.500% 09/23/2024
4581X0DZ8 4,095,000.00 AAA Aaa 09/15/21 09/23/21 4,091,969.70 0.52 2,161.25 4,093,086.71 3,789,746.42 Security Type Sub-Total 5,885,000.00 5,878,121.20 0.46 4,112.85 5,881,723.04 5,498,713.12 Municipal Bond / Note
CA ST TXBL GO BONDS
DTD 10/24/2019 2.400% 10/01/2023
13063DRJ9 2,310,000.00 AA- Aa2 10/16/19 10/24/19 2,356,223.10 1.87 4,620.00 2,320,736.10 2,255,114.40
MD ST TXBL GO BONDS
DTD 08/05/2020 0.510% 08/01/2024
574193TQ1 620,000.00 AAA Aaa 07/23/20 08/05/20 619,826.40 0.52 790.50 619,923.86 578,298.80
CA ST UNIV TXBL REV BONDS
DTD 09/17/2020 0.685% 11/01/2024
13077DMK5 600,000.00 AA- Aa2 08/27/20 09/17/20 600,000.00 0.69 2,055.00 600,000.00 549,582.00
CA ST DEPT WTR RES WTR SYS TXBL REV
BNDS
DTD 08/06/2020 0.560% 12/01/2024
13067WRB0 100,000.00 AAA Aa1 07/30/20 08/06/20 100,000.00 0.56 233.33 100,000.00 90,695.00
UNIV OF CAL TXBL REV BONDS
DTD 07/16/2020 0.883% 05/15/2025
91412HGE7 220,000.00 AA Aa2 07/14/20 07/16/20 220,796.40 0.81 895.76 220,411.52 198,081.40
UNIV OF CAL TXBL REV BONDS
DTD 07/16/2020 0.883% 05/15/2025
91412HGE7 510,000.00 AA Aa2 07/10/20 07/16/20 510,000.00 0.88 2,076.52 510,000.00 459,188.70
FL ST BOARD OF ADMIN TXBL REV BONDS
DTD 09/16/2020 1.258% 07/01/2025
341271AD6 505,000.00 AA Aa3 09/03/20 09/16/20 508,570.35 1.11 2,117.63 506,986.25 453,964.70 Account 57710050 Page 9
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Municipal Bond / Note
FL ST BOARD OF ADMIN TXBL REV BONDS
DTD 09/16/2020 1.258% 07/01/2025
341271AD6 1,295,000.00 AA Aa3 09/03/20 09/16/20 1,295,000.00 1.26 5,430.37 1,295,000.00 1,164,127.30
LOS ANGELES CCD, CA TXBL GO BONDS
DTD 11/10/2020 0.773% 08/01/2025
54438CYK2 925,000.00 AA+ Aaa 10/30/20 11/10/20 925,000.00 0.77 1,787.56 925,000.00 826,700.25
NJ TURNPIKE AUTHORITY TXBL REV BONDS
DTD 02/04/2021 1.047% 01/01/2026
646140DP5 505,000.00 AA- A1 01/22/21 02/04/21 505,000.00 1.05 1,762.45 505,000.00 447,702.70 Security Type Sub-Total 7,590,000.00 7,640,416.25 1.22 21,769.12 7,603,057.73 7,023,455.25 Federal Agency Commercial Mortgage-Backed Security
FANNIEMAE-ACES
DTD 04/01/2014 3.346% 03/01/2024
3136AJB54 894,082.44 AA+ Aaa 12/13/19 12/18/19 937,529.25 2.14 2,493.00 907,838.24 879,407.10 FHMS KJ27 A1
DTD 11/01/2019 2.092% 07/01/2024
3137FQ3V3 6,425.11 AA+ Aaa 11/20/19 11/26/19 6,424.95 2.09 11.20 6,425.05 6,425.11 Security Type Sub-Total 900,507.55 943,954.20 2.14 2,504.20 914,263.29 885,832.21 Federal Agency Bond / Note
FREDDIE MAC NOTES
DTD 06/11/2018 2.750% 06/19/2023
3137EAEN5 2,250,000.00 AA+ Aaa 11/01/18 11/05/18 2,220,030.00 3.06 22,687.50 2,245,913.99 2,223,713.25
FREDDIE MAC NOTES
DTD 06/11/2018 2.750% 06/19/2023
3137EAEN5 3,615,000.00 AA+ Aaa 01/07/19 01/09/19 3,640,377.30 2.58 36,451.25 3,618,598.51 3,572,765.96
FREDDIE MAC NOTES
DTD 06/26/2020 0.250% 06/26/2023
3137EAES4 3,315,000.00 AA+ Aaa 06/24/20 06/26/20 3,305,320.20 0.35 2,877.60 3,312,904.92 3,222,299.34
FANNIE MAE NOTES
DTD 07/10/2020 0.250% 07/10/2023
3135G05G4 3,395,000.00 AA+ Aaa 07/08/20 07/10/20 3,387,700.75 0.32 2,616.98 3,393,326.84 3,294,273.75
FREDDIE MAC NOTES
DTD 08/21/2020 0.250% 08/24/2023
3137EAEV7 2,200,000.00 AA+ Aaa 08/19/20 08/21/20 2,197,756.00 0.28 1,023.61 2,199,395.06 2,123,070.40
FANNIE MAE NOTES
DTD 09/14/2018 2.875% 09/12/2023
3135G0U43 3,745,000.00 AA+ Aaa 11/07/18 11/09/18 3,699,610.60 3.15 14,654.91 3,736,913.09 3,688,034.81 Account 57710050 Page 10
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Federal Agency Bond / Note
FANNIE MAE NOTES
DTD 09/14/2018 2.875% 09/12/2023
3135G0U43 5,665,000.00 AA+ Aaa 12/03/18 12/06/18 5,653,556.70 2.92 22,168.25 5,662,929.56 5,578,829.68
FEDERAL FARM CREDIT BANK (CALLABLE)
DTD 09/21/2020 0.250% 09/21/2023
3133EMAM4 2,345,000.00 AA+ Aaa 10/07/20 10/09/20 2,341,013.50 0.31 651.39 2,343,800.72 2,253,237.81
FANNIE MAE NOTES
DTD 11/25/2020 0.250% 11/27/2023
3135G06H1 900,000.00 AA+ Aaa 01/25/21 01/26/21 901,368.00 0.20 962.50 900,516.80 858,698.10
FREDDIE MAC NOTES
DTD 12/04/2020 0.250% 12/04/2023
3137EAFA2 2,015,000.00 AA+ Aaa 12/02/20 12/04/20 2,013,005.15 0.28 2,056.98 2,014,274.93 1,920,196.27
FEDERAL HOME LOAN BANKS NOTES
DTD 12/09/2013 3.375% 12/08/2023
3130A0F70 2,025,000.00 AA+ Aaa 01/30/19 01/31/19 2,084,684.63 2.72 27,147.66 2,038,540.19 1,995,947.33
FANNIE MAE NOTES
DTD 01/10/2020 1.625% 01/07/2025
3135G0X24 3,500,000.00 AA+ Aaa 03/04/20 03/05/20 3,628,135.00 0.85 18,010.42 3,557,802.00 3,288,208.00
FREDDIE MAC NOTES
DTD 02/14/2020 1.500% 02/12/2025
3137EAEP0 640,000.00 AA+ Aaa 02/27/20 02/28/20 649,676.80 1.18 2,106.67 644,456.35 597,921.92
FEDERAL HOME LOAN BANK NOTES
DTD 04/16/2020 0.500% 04/14/2025
3130AJHU6 2,370,000.00 AA+ Aaa 04/15/20 04/16/20 2,358,244.80 0.60 559.58 2,364,231.96 2,149,203.69
FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
3135G03U5 475,000.00 AA+ Aaa 04/29/20 04/30/20 475,731.50 0.59 74.22 475,363.34 431,743.65
FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
3135G03U5 1,910,000.00 AA+ Aaa 06/03/20 06/05/20 1,919,779.20 0.52 298.44 1,914,955.45 1,736,063.94
FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
3135G03U5 3,195,000.00 AA+ Aaa 04/22/20 04/24/20 3,188,418.30 0.67 499.22 3,191,741.63 2,904,044.13
FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
3135G03U5 3,345,000.00 AA+ Aaa 05/01/20 05/04/20 3,347,475.30 0.61 522.66 3,346,232.19 3,040,384.23
FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 200,000.00 AA+ Aaa 09/17/20 09/18/20 200,712.00 0.42 372.22 200,394.00 180,114.40
FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 1,075,000.00 AA+ Aaa 10/01/20 10/05/20 1,080,041.75 0.40 2,000.69 1,077,817.62 968,114.90 Account 57710050 Page 11
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Federal Agency Bond / Note
FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 1,190,000.00 AA+ Aaa 01/04/21 01/05/21 1,197,223.30 0.36 2,214.72 1,194,265.48 1,071,680.68
FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 3,675,000.00 AA+ Aaa 06/17/20 06/19/20 3,667,392.75 0.54 6,839.58 3,671,000.35 3,309,602.10
FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 3,820,000.00 AA+ Aaa 10/02/20 10/05/20 3,836,311.40 0.41 7,109.45 3,829,115.75 3,440,185.04
FREDDIE MAC NOTES
DTD 07/23/2020 0.375% 07/21/2025
3137EAEU9 2,220,000.00 AA+ Aaa 07/21/20 07/23/20 2,208,944.40 0.48 2,312.50 2,213,981.24 1,985,310.48
FANNIE MAE NOTES
DTD 08/27/2020 0.375% 08/25/2025
3135G05X7 450,000.00 AA+ Aaa 10/22/20 10/23/20 447,480.00 0.49 309.37 448,533.92 400,879.80
FANNIE MAE NOTES
DTD 08/27/2020 0.375% 08/25/2025
3135G05X7 550,000.00 AA+ Aaa 10/15/20 10/16/20 548,289.50 0.44 378.12 549,008.80 489,964.20
FANNIE MAE NOTES
DTD 08/27/2020 0.375% 08/25/2025
3135G05X7 2,360,000.00 AA+ Aaa 08/25/20 08/27/20 2,348,955.20 0.47 1,622.50 2,353,775.19 2,102,391.84
FREDDIE MAC NOTES
DTD 09/25/2020 0.375% 09/23/2025
3137EAEX3 130,000.00 AA+ Aaa 09/29/20 09/30/20 129,829.70 0.40 51.46 129,901.04 115,475.49
FREDDIE MAC NOTES
DTD 09/25/2020 0.375% 09/23/2025
3137EAEX3 3,400,000.00 AA+ Aaa 09/23/20 09/25/20 3,389,766.00 0.44 1,345.83 3,394,069.44 3,020,128.20
FANNIE MAE NOTES
DTD 11/12/2020 0.500% 11/07/2025
3135G06G3 2,040,000.00 AA+ Aaa 11/19/20 11/24/20 2,039,224.80 0.51 4,930.00 2,039,527.77 1,811,107.92
FANNIE MAE NOTES
DTD 11/12/2020 0.500% 11/07/2025
3135G06G3 2,215,000.00 AA+ Aaa 11/09/20 11/12/20 2,207,070.30 0.57 5,352.92 2,210,201.25 1,966,472.57 Security Type Sub-Total 70,230,000.00 70,313,124.83 1.11 190,209.20 70,273,489.38 65,740,063.88 Corporate Note
TOYOTA MOTOR CREDIT CORP CORP
NOTES
DTD 09/20/2018 3.450% 09/20/2023
89236TFN0 2,230,000.00 A+ A1 11/13/18 11/15/18 2,210,175.30 3.65 8,762.04 2,226,382.27 2,198,095.39 Account 57710050 Page 12
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Corporate Note
US BANK NA CINCINNATI CORP NOTES
(CALLAB
DTD 02/04/2019 3.375% 02/05/2024
91159HHV5 2,860,000.00 A+ A2 07/19/19 07/23/19 2,995,535.40 2.27 23,058.75 2,895,820.67 2,796,376.44
BANK OF AMERICA CORP NOTE (CALLABLE)
DTD 03/05/2018 3.550% 03/05/2024
06051GHF9 2,010,000.00 A- A2 09/28/20 09/30/20 2,142,318.30 1.57 11,099.67 2,028,518.59 1,990,671.84
PFIZER INC CORP NOTES
DTD 03/11/2019 2.950% 03/15/2024
717081ES8 3,445,000.00 A+ A2 04/02/19 04/04/19 3,486,374.45 2.69 12,985.74 3,455,960.27 3,366,364.43 AMAZON.COM INC CORPORATE NOTES
DTD 05/12/2021 0.450% 05/12/2024
023135BW5 1,590,000.00 AA A1 05/10/21 05/12/21 1,587,678.60 0.50 3,358.88 1,588,818.12 1,489,367.31
JP MORGAN CHASE BANK CORP NOTE
DTD 05/13/2014 3.625% 05/13/2024
46625HJX9 1,320,000.00 A- A1 09/22/20 09/24/20 1,461,028.80 0.65 22,330.00 1,379,408.51 1,292,463.48
WALMART INC CORPORATE NOTES
DTD 04/23/2019 2.850% 07/08/2024
931142EL3 4,000,000.00 AA Aa2 07/10/19 07/12/19 4,124,840.00 2.19 35,783.33 4,040,731.40 3,877,952.00
JPMORGAN CHASE & CO CORPORATE
NOTES (CAL
DTD 09/16/2020 0.653% 09/16/2024
46647PBS4 1,405,000.00 A- A1 09/09/20 09/16/20 1,405,000.00 0.65 1,146.83 1,405,000.00 1,338,966.41
PACCAR FINANCIAL CORP CORPORATE
NOTES
DTD 02/06/2020 1.800% 02/06/2025
69371RQ66 1,810,000.00 A+ A1 05/11/20 05/13/20 1,839,014.30 1.45 7,692.50 1,823,886.61 1,681,343.39
NOVARTIS CAPITAL CORP
DTD 02/14/2020 1.750% 02/14/2025
66989HAP3 2,290,000.00 AA- A1 05/07/20 05/11/20 2,378,050.50 0.92 8,571.60 2,331,474.93 2,142,038.52
MASTERCARD INC CORP NOTES (CALLABLE)
DTD 12/03/2019 2.000% 03/03/2025
57636QAN4 1,760,000.00 A+ A1 05/04/20 05/06/20 1,836,225.60 1.08 5,671.11 1,796,266.51 1,652,953.28 AMAZON.COM INC CORPORATE NOTES
DTD 04/13/2022 3.000% 04/13/2025
023135CE4 3,430,000.00 AA A1 04/11/22 04/13/22 3,424,546.30 3.06 5,145.00 3,425,551.45 3,297,300.16
JPMORGAN CHASE & CO (CALLABLE) CORP
NOTE
DTD 06/01/2021 0.824% 06/01/2025
46647PCH7 865,000.00 A- A1 05/24/21 06/01/21 865,000.00 0.82 2,969.83 865,000.00 796,653.76 Account 57710050 Page 13
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Corporate Note
BRISTOL-MYERS SQUIBB CO CORPORATE
NOTES
DTD 11/13/2020 0.750% 11/13/2025
110122DN5 2,230,000.00 A+ A2 06/23/21 06/25/21 2,210,888.90 0.95 7,805.00 2,216,782.09 1,975,249.26
BANK OF NY MELLON CORP (CALLABLE)
CORPOR
DTD 01/28/2021 0.750% 01/28/2026
06406RAQ0 3,465,000.00 A A1 02/02/21 02/04/21 3,465,831.60 0.75 6,713.44 3,465,536.26 3,022,037.87
BANK OF AMERICA CORP NOTES
(CALLABLE)
DTD 03/22/2022 3.384% 04/02/2026
06051GKM0 2,025,000.00 A- A2 03/17/22 03/22/22 2,025,000.00 3.38 5,520.15 2,025,000.00 1,903,384.58
MICROSOFT CORP (CALLABLE) NOTES
DTD 08/08/2016 2.400% 08/08/2026
594918BR4 3,000,000.00 AAA Aaa 02/23/22 02/25/22 3,033,150.00 2.14 16,600.00 3,027,765.56 2,776,005.00
TARGET CORP CORP NOTES (CALLABLE)
DTD 01/24/2022 1.950% 01/15/2027
87612EBM7 365,000.00 A A2 01/19/22 01/24/22 364,379.50 1.99 2,095.71 364,475.46 325,727.10 Security Type Sub-Total 40,100,000.00 40,855,037.55 1.89 187,309.58 40,362,378.70 37,922,950.22 Certificate of Deposit
BARCLAYS BANK PLC NY CERT DEPOS
DTD 02/03/2022 1.050% 02/01/2023
06742TG34 2,750,000.00 A-1 P-1 02/02/22 02/03/22 2,750,000.00 1.05 21,736.46 2,750,000.00 2,720,271.97
CREDIT SUISSE NEW YORK CERT DEPOS
DTD 03/23/2021 0.590% 03/17/2023
22552G3C2 1,850,000.00 A-2 P-2 03/19/21 03/23/21 1,850,000.00 0.59 6,943.15 1,850,000.00 1,819,796.90
TORONTO DOMINION BANK NY CERT
DEPOS
DTD 10/31/2022 5.470% 10/25/2024
89115B6F2 3,355,000.00 A A1 10/27/22 10/31/22 3,355,000.00 5.44 509.77 3,355,000.00 3,354,947.66 Security Type Sub-Total 7,955,000.00 7,955,000.00 2.81 29,189.38 7,955,000.00 7,895,016.53 Asset-Backed Security
NAROT 2019-B A3
DTD 05/28/2019 2.500% 11/15/2023
65479HAC1 19,752.72 NR Aaa 05/21/19 05/28/19 19,748.25 2.51 21.95 19,751.68 19,741.75 Account 57710050 Page 14
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Asset-Backed Security
CARMX 2019-2 A3
DTD 04/17/2019 2.680% 03/15/2024
14316LAC7 34,854.16 AAA NR 04/09/19 04/17/19 34,850.60 2.68 41.52 34,853.17 34,814.93 HAROT 2020-1 A3
DTD 02/26/2020 1.610% 04/22/2024
43813RAC1 398,011.81 NR Aaa 02/19/20 02/26/20 397,933.79 1.61 178.00 397,984.14 393,651.03 TAOT 2020-A A3
DTD 02/12/2020 1.660% 05/15/2024
89232HAC9 479,946.41 AAA Aaa 02/04/20 02/12/20 479,911.75 1.66 354.09 479,933.90 476,346.09 CARMX 2020-1 A3
DTD 01/22/2020 1.890% 12/16/2024
14315XAC2 328,167.04 AAA NR 01/14/20 01/22/20 328,102.65 1.89 275.66 328,139.13 323,366.78 HAROT 2021-1 A3
DTD 02/24/2021 0.270% 04/21/2025
43813GAC5 526,635.18 NR Aaa 02/17/21 02/24/21 526,625.54 0.27 39.50 526,629.45 510,323.23 HART 2021-A A3
DTD 04/28/2021 0.380% 09/15/2025
44933LAC7 510,000.00 AAA NR 04/20/21 04/28/21 509,946.35 0.38 86.13 509,964.85 490,758.21 CARMX 2021-1 A3
DTD 01/27/2021 0.340% 12/15/2025
14316NAC3 320,660.03 AAA NR 01/20/21 01/27/21 320,596.66 0.34 48.46 320,619.51 308,350.95 TAOT 2021-C A3
DTD 09/27/2021 0.430% 01/15/2026
89239BAC5 980,000.00 AAA Aaa 09/21/21 09/27/21 979,921.89 0.43 187.29 979,941.78 924,026.81 CARMX 2021-2 A3
DTD 04/21/2021 0.520% 02/17/2026
14314QAC8 770,000.00 AAA NR 04/13/21 04/21/21 769,834.07 0.52 177.96 769,886.68 736,812.08 HART 2021-C A3
DTD 11/17/2021 0.740% 05/15/2026
44935FAD6 465,000.00 AAA NR 11/09/21 11/17/21 464,896.21 0.75 152.93 464,918.30 437,111.58 DCENT 2021-A1 A1
DTD 09/27/2021 0.580% 09/15/2026
254683CP8 775,000.00 AAA Aaa 09/20/21 09/27/21 774,834.07 0.58 199.78 774,870.66 715,145.98 Security Type Sub-Total 5,608,027.35 5,607,201.83 0.77 1,763.27 5,607,493.25 5,370,449.42 Managed Account Sub-Total 363,464,534.90 356,994,181.41 1.74 1,050,298.08 357,511,536.00 335,814,853.83 Account 57710050 Page 15
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
$363,464,534.90 $356,994,181.41 1.74% $1,050,298.08 $357,511,536.00 $335,814,853.83 $336,865,151.91
$1,050,298.08
Total Investments
Accrued Interest
Securities Sub-Total
Account 57710050 Page 16
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY NOTES 912828S92 3,155,000.00 RBC 97.50 3,076,125.00 78,998.24 (52,530.51) DTD 08/01/2016 1.250% 07/31/2023
0.75 4.68
US TREASURY NOTES 912828S92 5,625,000.00 NOMURA 97.50 5,484,375.00 97,558.59 (99,595.27) DTD 08/01/2016 1.250% 07/31/2023
0.75 4.68
US TREASURY NOTES 9128282D1 1,750,000.00 RBS 97.33 1,703,242.10 (20,644.62) (41,552.42) DTD 08/31/2016 1.375% 08/31/2023
0.83 4.69
US TREASURY NOTES 91282CAK7 4,395,000.00 NOMURA 96.16 4,226,067.19 (38,456.25) (90,051.54) DTD 09/15/2020 0.125% 09/15/2023
0.87 4.67
US TREASURY NOTES 9128285D8 2,700,000.00 TD 98.52 2,659,921.74 (109,898.57) (54,501.44) DTD 10/01/2018 2.875% 09/30/2023
0.91 4.55
US TREASURY NOTES 91282CAW1 3,910,000.00 MERRILL 95.56 3,736,493.75 (172,895.31) (173,257.01) DTD 11/15/2020 0.250% 11/15/2023
1.04 4.67
US TREASURY NOTES 912828WE6 8,790,000.00 TD 98.06 8,619,693.75 (259,236.33) (189,981.97) DTD 11/15/2013 2.750% 11/15/2023
1.02 4.68
US TREASURY NOTES 912828U57 3,275,000.00 BNP_PARI 97.33 3,187,495.93 (28,912.28) (74,578.45) DTD 11/30/2016 2.125% 11/30/2023
1.07 4.68
US TREASURY NOTES 91282CBA8 4,430,000.00 NOMURA 95.09 4,212,653.13 (50,875.78) (106,995.69) DTD 12/15/2020 0.125% 12/15/2023
1.12 4.66
US TREASURY NOTES 9128285U0 270,000.00 MERRILL 97.77 263,967.17 (6,834.39) (6,222.61) DTD 12/31/2018 2.625% 12/31/2023
1.15 4.61
US TREASURY NOTES 9128286G0 457,000.00 WELLS_F 97.08 443,647.01 (37,024.16) (25,684.37) DTD 02/28/2019 2.375% 02/29/2024
1.31 4.66
US TREASURY NOTES 9128286G0 1,564,000.00 WELLS_F 97.08 1,518,301.80 (126,280.86) (87,677.35) DTD 02/28/2019 2.375% 02/29/2024
1.31 4.66
US TREASURY NOTES 91282CBR1 4,450,000.00 RBS 94.17 4,190,648.66 (72,312.28) (127,261.61) DTD 03/15/2021 0.250% 03/15/2024
1.37 4.68
US TREASURY N/B NOTES 91282CBV2 4,890,000.00 BARCLAY 94.00 4,596,600.00 (297,029.30) (295,182.76) DTD 04/15/2021 0.375% 04/15/2024
1.45 4.69
US TREASURY N/B NOTES 91282CCG4 4,485,000.00 NOMURA 93.20 4,180,159.93 (82,692.41) (140,450.80) DTD 06/15/2021 0.250% 06/15/2024
1.62 4.65
US TREASURY NOTES 9128282N9 2,450,000.00 TD 95.83 2,347,788.94 (141,353.64) (115,924.93) DTD 07/31/2017 2.125% 07/31/2024
1.72 4.63
US TREASURY NOTES 9128282U3 1,630,000.00 MERRILL 95.23 1,552,320.39 (119,894.06) (93,179.87) DTD 08/31/2017 1.875% 08/31/2024
1.80 4.62
Account 57710050 Page 17
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY N/B NOTES 91282CCX7 4,505,000.00 BARCLAY 92.56 4,169,940.63 (94,499.41) (150,594.11) DTD 09/15/2021 0.375% 09/15/2024
1.87 4.56
US TREASURY NOTES 9128282Y5 1,850,000.00 HSBC 95.61 1,768,773.53 (136,509.67) (102,412.30) DTD 10/02/2017 2.125% 09/30/2024
1.88 4.54
US TREASURY NOTES 9128283D0 460,000.00 MORGAN_S 95.70 440,234.35 (34,805.49) (25,791.49) DTD 10/31/2017 2.250% 10/31/2024
1.97 4.52
US TREASURY NOTES 9128283J7 1,215,000.00 NOMURA 95.22 1,156,907.81 (83,056.64) (68,499.75) DTD 11/30/2017 2.125% 11/30/2024
2.03 4.56
US TREASURY NOTES 9128283J7 3,450,000.00 RBS 95.22 3,285,046.88 (244,869.14) (198,902.91) DTD 11/30/2017 2.125% 11/30/2024
2.03 4.56
US TREASURY NOTES 9128283J7 4,585,000.00 HSBC 95.22 4,365,779.69 (483,036.91) (372,274.22) DTD 11/30/2017 2.125% 11/30/2024
2.03 4.56
US TREASURY N/B NOTES 91282CDN8 4,445,000.00 BNP_PAR 93.00 4,133,850.00 (118,070.31) (158,925.42) DTD 12/15/2021 1.000% 12/15/2024
2.10 4.49
US TREASURY N/B NOTES 91282CDZ1 4,400,000.00 RBS 93.50 4,114,000.00 (141,109.38) (169,948.85) DTD 02/15/2022 1.500% 02/15/2025
2.25 4.52
US TREASURY NOTES 912828ZL7 4,945,000.00 JPM_CHA 90.56 4,478,315.63 (416,461.71) (435,368.26) DTD 04/30/2020 0.375% 04/30/2025
2.49 4.40
US TREASURY NOTES 912828XZ8 4,230,000.00 BARCLAY 95.81 4,052,868.75 (179,279.30) (178,900.66) DTD 07/02/2018 2.750% 06/30/2025
2.56 4.43
US TREASURY NOTES 91282CAJ0 4,340,000.00 WELLS_F 88.94 3,859,887.50 (431,626.56) (446,374.64) DTD 08/31/2020 0.250% 08/31/2025
2.82 4.45
US TREASURY NOTES 91282CAJ0 4,635,000.00 BNP_PAR 88.94 4,122,253.13 (140,679.49) (202,990.29) DTD 08/31/2020 0.250% 08/31/2025
2.82 4.45
US TREASURY NOTES 91282CAM3 1,100,000.00 BNP_PAR 88.78 976,593.75 (99,429.69) (105,968.75) DTD 09/30/2020 0.250% 09/30/2025
2.90 4.39
US TREASURY NOTES 91282CAM3 4,550,000.00 HSBC 88.78 4,039,546.88 (434,027.34) (455,583.33) DTD 09/30/2020 0.250% 09/30/2025
2.90 4.39
US TREASURY NOTES 91282CAT8 5,010,000.00 HSBC 88.38 4,427,587.50 (466,751.95) (505,422.65) DTD 10/31/2020 0.250% 10/31/2025
2.99 4.43
US TREASURY NOTES 91282CAT8 6,930,000.00 TD 88.38 6,124,387.50 (658,891.41) (697,497.03) DTD 10/31/2020 0.250% 10/31/2025
2.99 4.43
US TREASURY NOTES 91282CAZ4 4,250,000.00 WELLS_F 88.42 3,757,929.90 (375,361.12) (403,891.72) DTD 11/30/2020 0.375% 11/30/2025
3.06 4.44
Account 57710050 Page 18
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY NOTES 91282CAZ4 4,635,000.00 WELLS_F 88.42 4,098,354.14 (156,431.02) (215,759.37) DTD 11/30/2020 0.375% 11/30/2025
3.06 4.44
US TREASURY NOTES 91282CBC4 500,000.00 HSBC 88.20 441,015.60 (57,597.68) (58,089.34) DTD 12/31/2020 0.375% 12/31/2025
3.14 4.41
US TREASURY NOTES 91282CBC4 1,040,000.00 CITIGRP 88.20 917,312.45 (118,665.68) (120,130.19) DTD 12/31/2020 0.375% 12/31/2025
3.14 4.41
US TREASURY NOTES 91282CBC4 3,735,000.00 JPM_CHA 88.20 3,294,386.53 (352,053.12) (381,402.50) DTD 12/31/2020 0.375% 12/31/2025
3.14 4.41
US TREASURY NOTES 91282CBH3 2,400,000.00 BNP_PAR 87.84 2,108,250.00 (245,625.00) (258,945.70) DTD 01/31/2021 0.375% 01/31/2026
3.23 4.43
US TREASURY NOTES 91282CBH3 5,000,000.00 NOMURA 87.84 4,392,187.50 (327,343.75) (377,101.20) DTD 01/31/2021 0.375% 01/31/2026
3.23 4.43
US TREASURY NOTES 91282CBH3 5,775,000.00 MORGAN_ 87.84 5,072,976.56 (497,191.41) (538,405.93) DTD 01/31/2021 0.375% 01/31/2026
3.23 4.43
US TREASURY NOTES 91282CBH3 7,980,000.00 JPM_CHA 87.84 7,009,931.25 (246,881.25) (342,566.15) DTD 01/31/2021 0.375% 01/31/2026
3.23 4.43
US TREASURY NOTES 9128286F2 3,210,000.00 GOLDMAN 94.06 3,019,406.25 (473,475.00) (378,922.91) DTD 02/28/2019 2.500% 02/28/2026
3.20 4.44
US TREASURY NOTES 91282CBQ3 4,645,000.00 NOMURA 87.95 4,085,422.42 (174,550.63) (230,830.04) DTD 02/28/2021 0.500% 02/28/2026
3.30 4.43
US TREASURY NOTES 91282CBQ3 6,000,000.00 WELLS_F 87.95 5,277,187.20 (561,094.05) (595,553.55) DTD 02/28/2021 0.500% 02/28/2026
3.30 4.43
US TREASURY N/B NOTES 91282CBT7 2,480,000.00 WELLS_F 88.50 2,194,800.00 (284,231.25) (284,474.60) DTD 03/31/2021 0.750% 03/31/2026
3.37 4.41
US TREASURY N/B NOTES 91282CBT7 4,925,000.00 MORGAN_ 88.50 4,358,625.00 (538,094.73) (546,755.17) DTD 03/31/2021 0.750% 03/31/2026
3.37 4.41
US TREASURY N/B NOTES 91282CCF6 1,405,000.00 MERRILL 88.00 1,236,400.00 (160,587.11) (162,784.98) DTD 05/31/2021 0.750% 05/31/2026
3.53 4.41
US TREASURY N/B NOTES 91282CCF6 4,615,000.00 NOMURA 88.00 4,061,200.00 (192,351.76) (241,976.34) DTD 05/31/2021 0.750% 05/31/2026
3.53 4.41
US TREASURY N/B NOTES 91282CCF6 4,800,000.00 CITIGRP 88.00 4,224,000.00 (175,125.00) (215,405.63) DTD 05/31/2021 0.750% 05/31/2026
3.53 4.41
US TREASURY N/B NOTES 91282CCW9 4,640,000.00 RBC 87.31 4,051,300.00 (206,806.25) (256,236.18) DTD 08/31/2021 0.750% 08/31/2026
3.78 4.38
Account 57710050 Page 19
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY N/B NOTES 91282CCZ2 4,310,000.00 RBC 87.55 3,773,270.53 (195,128.30) (238,532.72) DTD 09/30/2021 0.875% 09/30/2026
3.85 4.37
US TREASURY NOTES 912828U24 4,545,000.00 RBC 91.28 4,148,732.81 (207,188.09) (224,218.04) DTD 11/15/2016 2.000% 11/15/2026
3.86 4.38
US TREASURY NOTES 912828V98 9,220,000.00 JPM_CHA 91.88 8,470,875.00 (510,701.56) (527,266.61) DTD 02/15/2017 2.250% 02/15/2027
4.08 4.35
US TREASURY N/B NOTES 912828ZN3 6,480,000.00 NOMURA 84.64 5,484,712.18 (306,787.82) (341,830.04) DTD 04/30/2020 0.500% 04/30/2027
4.45 4.29
US TREASURY NOTES 912828ZV5 5,545,000.00 WELLS_F 84.16 4,666,464.06 (254,290.24) (283,316.79) DTD 06/30/2020 0.500% 06/30/2027
4.60 4.28
US TREASURY NOTES 9128282R0 1,200,000.00 BNP_PAR 91.23 1,094,812.56 (47,812.44) (49,777.77) DTD 08/15/2017 2.250% 08/15/2027
4.53 4.29
US TREASURY NOTES 9128282R0 2,985,000.00 HSBC 91.23 2,723,346.24 (106,690.28) (111,500.68) DTD 08/15/2017 2.250% 08/15/2027
4.53 4.29
Security Type Sub-Total 225,196,000.00 205,478,373.20 (12,322,952.35) (13,435,757.41) 2.63 4.49 Supra-National Agency Bond / Note
INTL BK RECON & DEVELOP NOTES 459058JM6 1,790,000.00 TD 95.47 1,708,966.70 (77,184.80) (79,669.63) DTD 11/24/2020 0.250% 11/24/2023
1.07 4.65
INTER-AMERICAN DEVEL BK NOTES 4581X0DZ8 4,095,000.00 JPM_CHA 92.55 3,789,746.42 (302,223.28) (303,340.29) DTD 09/23/2021 0.500% 09/23/2024
1.89 4.65
Security Type Sub-Total 5,885,000.00 5,498,713.12 (379,408.08) (383,009.92) 1.63 4.65 Municipal Bond / Note
CA ST TXBL GO BONDS 13063DRJ9 2,310,000.00 MORGAN_S 97.62 2,255,114.40 (101,108.70) (65,621.70) DTD 10/24/2019 2.400% 10/01/2023
0.91 5.08
MD ST TXBL GO BONDS 574193TQ1 620,000.00 JPM_CHA 93.27 578,298.80 (41,527.60) (41,625.06) DTD 08/05/2020 0.510% 08/01/2024
1.74 4.55
CA ST UNIV TXBL REV BONDS 13077DMK5 600,000.00 GOLDMAN 91.60 549,582.00 (50,418.00) (50,418.00) DTD 09/17/2020 0.685% 11/01/2024
1.98 5.15
Account 57710050 Page 20
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Municipal Bond / Note
CA ST DEPT WTR RES WTR SYS TXBL REV 13067WRB0 100,000.00 MORGAN_ 90.70 90,695.00 (9,305.00) (9,305.00) BNDS
DTD 08/06/2020 0.560% 12/01/2024
2.07 5.33
UNIV OF CAL TXBL REV BONDS 91412HGE7 220,000.00 JPM_CHA 04/15/25 90.04 198,081.40 (22,715.00) (22,330.12) DTD 07/16/2020 0.883% 05/15/2025
2.43 5.11
UNIV OF CAL TXBL REV BONDS 91412HGE7 510,000.00 JPM_CHA 04/15/25 90.04 459,188.70 (50,811.30) (50,811.30) DTD 07/16/2020 0.883% 05/15/2025
2.43 5.11
FL ST BOARD OF ADMIN TXBL REV BONDS 341271AD6 505,000.00 MERRILL 89.89 453,964.70 (54,605.65) (53,021.55) DTD 09/16/2020 1.258% 07/01/2025
2.62 5.37
FL ST BOARD OF ADMIN TXBL REV BONDS 341271AD6 1,295,000.00 MERRILL 89.89 1,164,127.30 (130,872.70) (130,872.70) DTD 09/16/2020 1.258% 07/01/2025
2.62 5.37
LOS ANGELES CCD, CA TXBL GO BONDS 54438CYK2 925,000.00 MERRILL 89.37 826,700.25 (98,299.75) (98,299.75) DTD 11/10/2020 0.773% 08/01/2025
2.72 4.95
NJ TURNPIKE AUTHORITY TXBL REV 646140DP5 505,000.00 CITIGRP 88.65 447,702.70 (57,297.30) (57,297.30) BONDS
DTD 02/04/2021 1.047% 01/01/2026
3.11 4.96
Security Type Sub-Total 7,590,000.00 7,023,455.25 (616,961.00) (579,602.48) 1.97 5.09 Federal Agency Commercial Mortgage-Backed Security
FANNIEMAE-ACES 3136AJB54 894,082.44 JPM_CHAS 98.36 879,407.10 (58,122.15) (28,431.14) DTD 04/01/2014 3.346% 03/01/2024
1.25 4.62
FHMS KJ27 A1 3137FQ3V3 6,425.11 JPM_CHAS 100.00 6,425.11 0.16 0.06 DTD 11/01/2019 2.092% 07/01/2024
0.22 2.09
Security Type Sub-Total 900,507.55 885,832.21 (58,121.99) (28,431.08) 1.24 4.60 Federal Agency Bond / Note
FREDDIE MAC NOTES 3137EAEN5 2,250,000.00 CITIGRP 98.83 2,223,713.25 3,683.25 (22,200.74) DTD 06/11/2018 2.750% 06/19/2023
0.63 4.63
FREDDIE MAC NOTES 3137EAEN5 3,615,000.00 MORGAN_S 98.83 3,572,765.96 (67,611.34) (45,832.55) DTD 06/11/2018 2.750% 06/19/2023
0.63 4.63
FREDDIE MAC NOTES 3137EAES4 3,315,000.00 TD 97.20 3,222,299.34 (83,020.86) (90,605.58) DTD 06/26/2020 0.250% 06/26/2023
0.65 4.63
Account 57710050 Page 21
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Federal Agency Bond / Note
FANNIE MAE NOTES 3135G05G4 3,395,000.00 CITIGRP 97.03 3,294,273.75 (93,427.00) (99,053.09) DTD 07/10/2020 0.250% 07/10/2023
0.69 4.64
FREDDIE MAC NOTES 3137EAEV7 2,200,000.00 CITIGRP 96.50 2,123,070.40 (74,685.60) (76,324.66) DTD 08/21/2020 0.250% 08/24/2023
0.82 4.66
FANNIE MAE NOTES 3135G0U43 3,745,000.00 JPM_CHAS 98.48 3,688,034.81 (11,575.79) (48,878.28) DTD 09/14/2018 2.875% 09/12/2023
0.86 4.68
FANNIE MAE NOTES 3135G0U43 5,665,000.00 TD 98.48 5,578,829.68 (74,727.02) (84,099.88) DTD 09/14/2018 2.875% 09/12/2023
0.86 4.68
FEDERAL FARM CREDIT BANK (CALLABLE) 3133EMAM4 2,345,000.00 TD 96.09 2,253,237.81 (87,775.69) (90,562.91) DTD 09/21/2020 0.250% 09/21/2023
0.89 4.78
FANNIE MAE NOTES 3135G06H1 900,000.00 MORGAN_ 95.41 858,698.10 (42,669.90) (41,818.70) DTD 11/25/2020 0.250% 11/27/2023
1.07 4.68
FREDDIE MAC NOTES 3137EAFA2 2,015,000.00 CITIGRP 95.30 1,920,196.27 (92,808.88) (94,078.66) DTD 12/04/2020 0.250% 12/04/2023
1.09 4.71
FEDERAL HOME LOAN BANKS NOTES 3130A0F70 2,025,000.00 BARCLAYS 98.57 1,995,947.33 (88,737.30) (42,592.86) DTD 12/09/2013 3.375% 12/08/2023
1.08 4.72
FANNIE MAE NOTES 3135G0X24 3,500,000.00 CITIGRP 93.95 3,288,208.00 (339,927.00) (269,594.00) DTD 01/10/2020 1.625% 01/07/2025
2.14 4.56
FREDDIE MAC NOTES 3137EAEP0 640,000.00 WELLS_FA 93.43 597,921.92 (51,754.88) (46,534.43) DTD 02/14/2020 1.500% 02/12/2025
2.25 4.56
FEDERAL HOME LOAN BANK NOTES 3130AJHU6 2,370,000.00 CITIGRP 90.68 2,149,203.69 (209,041.11) (215,028.27) DTD 04/16/2020 0.500% 04/14/2025
2.44 4.55
FANNIE MAE NOTES 3135G03U5 475,000.00 WELLS_F 90.89 431,743.65 (43,987.85) (43,619.69) DTD 04/24/2020 0.625% 04/22/2025
2.46 4.55
FANNIE MAE NOTES 3135G03U5 1,910,000.00 HSBC 90.89 1,736,063.94 (183,715.26) (178,891.51) DTD 04/24/2020 0.625% 04/22/2025
2.46 4.55
FANNIE MAE NOTES 3135G03U5 3,195,000.00 CITIGRP 90.89 2,904,044.13 (284,374.17) (287,697.50) DTD 04/24/2020 0.625% 04/22/2025
2.46 4.55
FANNIE MAE NOTES 3135G03U5 3,345,000.00 WELLS_F 90.89 3,040,384.23 (307,091.07) (305,847.96) DTD 04/24/2020 0.625% 04/22/2025
2.46 4.55
FANNIE MAE NOTES 3135G04Z3 200,000.00 WELLS_F 90.06 180,114.40 (20,597.60) (20,279.60) DTD 06/19/2020 0.500% 06/17/2025
2.61 4.55
FANNIE MAE NOTES 3135G04Z3 1,075,000.00 NOMURA 90.06 968,114.90 (111,926.85) (109,702.72) DTD 06/19/2020 0.500% 06/17/2025
2.61 4.55
Account 57710050 Page 22
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Federal Agency Bond / Note
FANNIE MAE NOTES 3135G04Z3 1,190,000.00 RBS 90.06 1,071,680.68 (125,542.62) (122,584.80) DTD 06/19/2020 0.500% 06/17/2025
2.61 4.55
FANNIE MAE NOTES 3135G04Z3 3,675,000.00 NOMURA 90.06 3,309,602.10 (357,790.65) (361,398.25) DTD 06/19/2020 0.500% 06/17/2025
2.61 4.55
FANNIE MAE NOTES 3135G04Z3 3,820,000.00 RBS 90.06 3,440,185.04 (396,126.36) (388,930.71) DTD 06/19/2020 0.500% 06/17/2025
2.61 4.55
FREDDIE MAC NOTES 3137EAEU9 2,220,000.00 WELLS_F 89.43 1,985,310.48 (223,633.92) (228,670.76) DTD 07/23/2020 0.375% 07/21/2025
2.71 4.54
FANNIE MAE NOTES 3135G05X7 450,000.00 NOMURA 89.08 400,879.80 (46,600.20) (47,654.12) DTD 08/27/2020 0.375% 08/25/2025
2.80 4.54
FANNIE MAE NOTES 3135G05X7 550,000.00 CITIGRP 89.08 489,964.20 (58,325.30) (59,044.60) DTD 08/27/2020 0.375% 08/25/2025
2.80 4.54
FANNIE MAE NOTES 3135G05X7 2,360,000.00 BARCLAY 89.08 2,102,391.84 (246,563.36) (251,383.35) DTD 08/27/2020 0.375% 08/25/2025
2.80 4.54
FREDDIE MAC NOTES 3137EAEX3 130,000.00 WELLS_F 88.83 115,475.49 (14,354.21) (14,425.55) DTD 09/25/2020 0.375% 09/23/2025
2.88 4.53
FREDDIE MAC NOTES 3137EAEX3 3,400,000.00 CITIGRP 88.83 3,020,128.20 (369,637.80) (373,941.24) DTD 09/25/2020 0.375% 09/23/2025
2.88 4.53
FANNIE MAE NOTES 3135G06G3 2,040,000.00 NOMURA 88.78 1,811,107.92 (228,116.88) (228,419.85) DTD 11/12/2020 0.500% 11/07/2025
2.99 4.52
FANNIE MAE NOTES 3135G06G3 2,215,000.00 BARCLAY 88.78 1,966,472.57 (240,597.73) (243,728.68) DTD 11/12/2020 0.500% 11/07/2025
2.99 4.52
Security Type Sub-Total 70,230,000.00 65,740,063.88 (4,573,060.95) (4,533,425.50) 1.77 4.60 Corporate Note
TOYOTA MOTOR CREDIT CORP CORP 89236TFN0 2,230,000.00 JPM_CHAS 98.57 2,198,095.39 (12,079.91) (28,286.88) NOTES
DTD 09/20/2018 3.450% 09/20/2023
0.88 5.11
US BANK NA CINCINNATI CORP NOTES 91159HHV5 2,860,000.00 GOLDMAN 01/05/24 97.78 2,796,376.44 (199,158.96) (99,444.23) (CALLAB
DTD 02/04/2019 3.375% 02/05/2024
1.16 5.21
BANK OF AMERICA CORP NOTE (CALLABLE) 06051GHF9 2,010,000.00 MERRILL 03/05/23 99.04 1,990,671.84 (151,646.46) (37,846.75) DTD 03/05/2018 3.550% 03/05/2024
0.35 4.29
Account 57710050 Page 23
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Corporate Note
PFIZER INC CORP NOTES 717081ES8 3,445,000.00 BONY 02/15/24 97.72 3,366,364.43 (120,010.02) (89,595.84) DTD 03/11/2019 2.950% 03/15/2024
1.27 4.68
AMAZON.COM INC CORPORATE NOTES 023135BW5 1,590,000.00 JPM_CHA 93.67 1,489,367.31 (98,311.29) (99,450.81) DTD 05/12/2021 0.450% 05/12/2024
1.53 4.78
JP MORGAN CHASE BANK CORP NOTE 46625HJX9 1,320,000.00 JPM_CHA 97.91 1,292,463.48 (168,565.32) (86,945.03) DTD 05/13/2014 3.625% 05/13/2024
1.48 5.05
WALMART INC CORPORATE NOTES 931142EL3 4,000,000.00 CITIGRP 06/08/24 96.95 3,877,952.00 (246,888.00) (162,779.40) DTD 04/23/2019 2.850% 07/08/2024
1.57 4.75
JPMORGAN CHASE & CO CORPORATE 46647PBS4 1,405,000.00 JPM_CHA 09/16/23 95.30 1,338,966.41 (66,033.59) (66,033.59)
NOTES (CAL
DTD 09/16/2020 0.653% 09/16/2024
0.88 3.25
PACCAR FINANCIAL CORP CORPORATE 69371RQ66 1,810,000.00 MITSU 92.89 1,681,343.39 (157,670.91) (142,543.22) NOTES
DTD 02/06/2020 1.800% 02/06/2025
2.22 5.16
NOVARTIS CAPITAL CORP 66989HAP3 2,290,000.00 CITIGRP 01/14/25 93.54 2,142,038.52 (236,011.98) (189,436.41) DTD 02/14/2020 1.750% 02/14/2025
2.16 4.76
MASTERCARD INC CORP NOTES 57636QAN4 1,760,000.00 JSEB 02/03/25 93.92 1,652,953.28 (183,272.32) (143,313.23) (CALLABLE)
DTD 12/03/2019 2.000% 03/03/2025
2.21 4.77
AMAZON.COM INC CORPORATE NOTES 023135CE4 3,430,000.00 JPM_CHA 96.13 3,297,300.16 (127,246.14) (128,251.29) DTD 04/13/2022 3.000% 04/13/2025
2.38 4.69
JPMORGAN CHASE & CO (CALLABLE) CORP 46647PCH7 865,000.00 JPM_CHA 06/01/24 92.10 796,653.76 (68,346.24) (68,346.24) NOTE
DTD 06/01/2021 0.824% 06/01/2025
1.57 4.07
BRISTOL-MYERS SQUIBB CO CORPORATE 110122DN5 2,230,000.00 MERRILL 10/13/25 88.58 1,975,249.26 (235,639.64) (241,532.83) NOTES
DTD 11/13/2020 0.750% 11/13/2025
2.91 4.84
BANK OF NY MELLON CORP (CALLABLE) 06406RAQ0 3,465,000.00 US_BANC 12/28/25 87.22 3,022,037.87 (443,793.73) (443,498.39) CORPOR
DTD 01/28/2021 0.750% 01/28/2026
3.12 5.07
BANK OF AMERICA CORP NOTES 06051GKM0 2,025,000.00 MERRILL 04/02/25 93.99 1,903,384.58 (121,615.42) (121,615.42) (CALLABLE)
DTD 03/22/2022 3.384% 04/02/2026
2.34 5.33
Account 57710050 Page 24
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Corporate Note
MICROSOFT CORP (CALLABLE) NOTES 594918BR4 3,000,000.00 TD 05/08/26 92.53 2,776,005.00 (257,145.00) (251,760.56) DTD 08/08/2016 2.400% 08/08/2026
3.37 4.58
TARGET CORP CORP NOTES (CALLABLE) 87612EBM7 365,000.00 CITIGRP 12/15/26 89.24 325,727.10 (38,652.40) (38,748.36) DTD 01/24/2022 1.950% 01/15/2027
3.95 4.80
Security Type Sub-Total 40,100,000.00 37,922,950.22 (2,932,087.33) (2,439,428.48) 1.92 4.78 Certificate of Deposit
BARCLAYS BANK PLC NY CERT DEPOS 06742TG34 2,750,000.00 BARCLAY 98.92 2,720,271.97 (29,728.03) (29,728.03) DTD 02/03/2022 1.050% 02/01/2023
0.27 5.25
CREDIT SUISSE NEW YORK CERT DEPOS 22552G3C2 1,850,000.00 CSFB 98.37 1,819,796.90 (30,203.10) (30,203.10) DTD 03/23/2021 0.590% 03/17/2023
0.39 4.92
TORONTO DOMINION BANK NY CERT 89115B6F2 3,355,000.00 TD 100.00 3,354,947.66 (52.34) (52.34) DEPOS
DTD 10/31/2022 5.470% 10/25/2024
1.93 5.44
Security Type Sub-Total 7,955,000.00 7,895,016.53 (59,983.47) (59,983.47) 1.00 5.25 Asset-Backed Security
NAROT 2019-B A3 65479HAC1 19,752.72 WELLS_FA 99.94 19,741.75 (6.50) (9.93) DTD 05/28/2019 2.500% 11/15/2023
0.05 2.55
CARMX 2019-2 A3 14316LAC7 34,854.16 RBC 99.89 34,814.93 (35.67) (38.24) DTD 04/17/2019 2.680% 03/15/2024
0.07 2.76
HAROT 2020-1 A3 43813RAC1 398,011.81 JPM_CHAS 98.90 393,651.03 (4,282.76) (4,333.11) DTD 02/26/2020 1.610% 04/22/2024
0.34 2.37
TAOT 2020-A A3 89232HAC9 479,946.41 MITSU 99.25 476,346.09 (3,565.66) (3,587.81) DTD 02/12/2020 1.660% 05/15/2024
0.26 2.16
CARMX 2020-1 A3 14315XAC2 328,167.04 MERRILL 98.54 323,366.78 (4,735.87) (4,772.35) DTD 01/22/2020 1.890% 12/16/2024
0.45 2.60
HAROT 2021-1 A3 43813GAC5 526,635.18 JPM_CHA 96.90 510,323.23 (16,302.31) (16,306.22) DTD 02/24/2021 0.270% 04/21/2025
0.65 1.55
HART 2021-A A3 44933LAC7 510,000.00 BARCLAY 96.23 490,758.21 (19,188.14) (19,206.64) DTD 04/28/2021 0.380% 09/15/2025
0.74 1.73
Account 57710050 Page 25
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Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Asset-Backed Security
CARMX 2021-1 A3 14316NAC3 320,660.03 MITSU 96.16 308,350.95 (12,245.71) (12,268.56) DTD 01/27/2021 0.340% 12/15/2025
0.74 1.60
TAOT 2021-C A3 89239BAC5 980,000.00 BARCLAY 94.29 924,026.81 (55,895.08) (55,914.97) DTD 09/27/2021 0.430% 01/15/2026
1.21 2.28
CARMX 2021-2 A3 14314QAC8 770,000.00 MERRILL 95.69 736,812.08 (33,021.99) (33,074.60) DTD 04/21/2021 0.520% 02/17/2026
0.73 1.87
HART 2021-C A3 44935FAD6 465,000.00 SMBC 94.00 437,111.58 (27,784.63) (27,806.72) DTD 11/17/2021 0.740% 05/15/2026
1.33 2.51
DCENT 2021-A1 A1 254683CP8 775,000.00 CITIGRP 92.28 715,145.98 (59,688.09) (59,724.68) DTD 09/27/2021 0.580% 09/15/2026
1.83 2.68
Security Type Sub-Total 5,608,027.35 5,370,449.42 (236,752.41) (237,043.83) 0.91 2.16 Managed Account Sub-Total 363,464,534.90 335,814,853.83 (21,179,327.58) (21,696,682.17) 2.28 4.54 Total Investments $336,865,151.91
$1,050,298.08
$335,814,853.83
Accrued Interest
Securities Sub-Total $363,464,534.90 ($21,179,327.58) ($21,696,682.17) 2.28 4.54% Account 57710050 Page 26
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Managed Account Security Transactions & Interest For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method
BUY
10/31/22 TORONTO DOMINION BANK NY CERT
DEPOS
DTD 10/31/2022 5.470% 10/25/2024
10/27/22 89115B6F2 3,355,000.00 (3,355,000.00) 0.00 (3,355,000.00) Transaction Type Sub-Total 3,355,000.00 (3,355,000.00) 0.00 (3,355,000.00)
INTEREST
10/01/22 CA ST TXBL GO BONDS
DTD 10/24/2019 2.400% 10/01/2023
10/01/22 13063DRJ9 2,310,000.00 0.00 27,720.00 27,720.00 10/25/22 FANNIEMAE-ACES
DTD 04/01/2014 3.346% 03/01/2024
10/01/22 3136AJB54 907,890.94 0.00 2,541.67 2,541.67
10/25/22 FHMS KJ27 A1
DTD 11/01/2019 2.092% 07/01/2024
10/01/22 3137FQ3V3 6,966.64 0.00 12.15 12.15
10/02/22 BANK OF AMERICA CORP NOTES
(CALLABLE)
DTD 03/22/2022 3.384% 04/02/2026
10/02/22 06051GKM0 2,025,000.00 0.00 36,166.50 36,166.50 10/03/22 10/03/22 MONEY MARKET FUND MONEY0002 0.00 0.00 936.24 936.24 10/13/22 AMAZON.COM INC CORPORATE NOTES
DTD 04/13/2022 3.000% 04/13/2025
10/13/22 023135CE4 3,430,000.00 0.00 51,450.00 51,450.00 10/14/22 FEDERAL HOME LOAN BANK NOTES
DTD 04/16/2020 0.500% 04/14/2025
10/14/22 3130AJHU6 2,370,000.00 0.00 5,925.00 5,925.00
10/15/22 CARMX 2020-1 A3
DTD 01/22/2020 1.890% 12/16/2024
10/15/22 14315XAC2 362,993.88 0.00 571.72 571.72
10/15/22 US TREASURY N/B NOTES
DTD 04/15/2021 0.375% 04/15/2024
10/15/22 91282CBV2 4,890,000.00 0.00 9,168.75 9,168.75
10/15/22 TAOT 2020-A A3
DTD 02/12/2020 1.660% 05/15/2024
10/15/22 89232HAC9 559,906.56 0.00 774.54 774.54
10/15/22 CARMX 2021-1 A3
DTD 01/27/2021 0.340% 12/15/2025
10/15/22 14316NAC3 340,065.22 0.00 96.35 96.35
10/15/22 DCENT 2021-A1 A1
DTD 09/27/2021 0.580% 09/15/2026
10/15/22 254683CP8 775,000.00 0.00 374.58 374.58
10/15/22 TAOT 2021-C A3
DTD 09/27/2021 0.430% 01/15/2026
10/15/22 89239BAC5 980,000.00 0.00 351.17 351.17
10/15/22 CARMX 2021-2 A3
DTD 04/21/2021 0.520% 02/17/2026
10/15/22 14314QAC8 770,000.00 0.00 333.67 333.67
Account 57710050 Page 27
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Managed Account Security Transactions & Interest For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method
INTEREST
10/15/22 NAROT 2019-B A3
DTD 05/28/2019 2.500% 11/15/2023
10/15/22 65479HAC1 59,762.09 0.00 124.50 124.50
10/15/22 CARMX 2019-2 A3
DTD 04/17/2019 2.680% 03/15/2024
10/15/22 14316LAC7 60,959.26 0.00 136.14 136.14
10/15/22 HART 2021-C A3
DTD 11/17/2021 0.740% 05/15/2026
10/15/22 44935FAD6 465,000.00 0.00 286.75 286.75
10/15/22 HART 2021-A A3
DTD 04/28/2021 0.380% 09/15/2025
10/15/22 44933LAC7 510,000.00 0.00 161.50 161.50
10/21/22 HAROT 2021-1 A3
DTD 02/24/2021 0.270% 04/21/2025
10/21/22 43813GAC5 566,590.14 0.00 127.48 127.48
10/21/22 HAROT 2020-1 A3
DTD 02/26/2020 1.610% 04/22/2024
10/21/22 43813RAC1 454,645.29 0.00 609.98 609.98
10/22/22 FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
10/22/22 3135G03U5 8,925,000.00 0.00 27,890.63 27,890.63 10/31/22 US TREASURY N/B NOTES
DTD 04/30/2020 0.500% 04/30/2027
10/31/22 912828ZN3 6,480,000.00 0.00 16,200.00 16,200.00 10/31/22 US TREASURY NOTES
DTD 10/31/2017 2.250% 10/31/2024
10/31/22 9128283D0 460,000.00 0.00 5,175.00 5,175.00
10/31/22 US TREASURY NOTES
DTD 04/30/2020 0.375% 04/30/2025
10/31/22 912828ZL7 4,945,000.00 0.00 9,271.88 9,271.88
10/31/22 US TREASURY NOTES
DTD 10/31/2020 0.250% 10/31/2025
10/31/22 91282CAT8 11,940,000.00 0.00 14,925.00 14,925.00 Transaction Type Sub-Total 54,594,780.02 0.00 211,331.20 211,331.20
PAYDOWNS
10/25/22 FANNIEMAE-ACES
DTD 04/01/2014 3.346% 03/01/2024
10/01/22 3136AJB54 13,808.50 13,808.50 0.00 13,808.50 (671.01) 0.00 10/25/22 FHMS KJ27 A1
DTD 11/01/2019 2.092% 07/01/2024
10/01/22 3137FQ3V3 541.53 541.53 0.00 541.53 0.01 0.00
10/15/22 CARMX 2020-1 A3
DTD 01/22/2020 1.890% 12/16/2024
10/15/22 14315XAC2 34,826.84 34,826.84 0.00 34,826.84 6.83 0.00 10/15/22 TAOT 2020-A A3
DTD 02/12/2020 1.660% 05/15/2024
10/15/22 89232HAC9 79,960.15 79,960.15 0.00 79,960.15 5.77 0.00 Account 57710050 Page 28
#14..
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Managed Account Security Transactions & Interest For the Month Ending October 31, 2022 CITY OF MODESTO - 57710050
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method
PAYDOWNS
10/15/22 NAROT 2019-B A3
DTD 05/28/2019 2.500% 11/15/2023
10/15/22 65479HAC1 40,009.37 40,009.37 0.00 40,009.37 9.04 0.00 10/15/22 CARMX 2019-2 A3
DTD 04/17/2019 2.680% 03/15/2024
10/15/22 14316LAC7 26,105.10 26,105.10 0.00 26,105.10 2.67 0.00 10/15/22 CARMX 2021-1 A3
DTD 01/27/2021 0.340% 12/15/2025
10/15/22 14316NAC3 19,405.19 19,405.19 0.00 19,405.19 3.83 0.00 10/21/22 HAROT 2021-1 A3
DTD 02/24/2021 0.270% 04/21/2025
10/21/22 43813GAC5 39,954.96 39,954.96 0.00 39,954.96 0.73 0.00 10/21/22 HAROT 2020-1 A3
DTD 02/26/2020 1.610% 04/22/2024
10/21/22 43813RAC1 56,633.48 56,633.48 0.00 56,633.48 11.10 0.00 Transaction Type Sub-Total 311,245.12 311,245.12 0.00 311,245.12 (631.03) 0.00 SELL
10/31/22 FREDDIE MAC NOTES
DTD 06/11/2018 2.750% 06/19/2023
10/27/22 3137EAEN5 1,920,000.00 1,896,652.80 19,360.00 1,916,012.80 2,227.20 (19,845.31) FIFO Transaction Type Sub-Total 1,920,000.00 1,896,652.80 19,360.00 1,916,012.80 2,227.20 (19,845.31) Managed Account Sub-Total (1,147,102.08) 230,691.20 (916,410.88) 1,596.17 (19,845.31) Total Security Transactions ($1,147,102.08) $230,691.20 ($916,410.88) $1,596.17 ($19,845.31) Account 57710050 Page 29
#14..
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Managed Account Summary Statement For the Month Ending October 31, 2022 CITY OF MODESTO SHORT-TERM - 57710062
Total Cash Basis Earnings
Plus Net Realized Gains/Losses
Less Purchased Interest Related to Interest/Coupons
Interest/Dividends/Coupons Received
Earnings Reconciliation (Cash Basis) - Managed Account
Less Beginning Accrued Interest
Less Beginning Amortized Value of Securities
Less Cost of New Purchases
Plus Coupons/Dividends Received
Plus Proceeds of Maturities/Calls/Principal Payments
Plus Proceeds from Sales
Ending Accrued Interest
Ending Amortized Value of Securities
Earnings Reconciliation (Accrual Basis)
$39,838,802.91
0.00 0.00
0.00 0.00
91,003.56
$39,929,806.47
0.00 0.00
0.00 $0.00
Total
39,981,172.30
74,767.66
0.00 0.00
0.00 0.00
(39,880,797.64)
(61,133.56)
Total Accrual Basis Earnings $114,008.76
Closing Market Value
Change in Current Value
Unsettled Trades
Principal Acquisitions
Principal Dispositions
Maturities/Calls
Opening Market Value
Transaction Summary - Managed Account
_________________
_________________
_______________________________________________ _______________________________________________ Reconciling Transactions Net Cash Contribution
Security Purchases
Principal Payments
Coupon/Interest/Dividend Income
Sale Proceeds
Maturities/Calls
Cash Transactions Summary - Managed Account
0.00 0.00
0.00 0.00
0.00 0.00
0.00 Cash Balance
Closing Cash Balance $0.00
Account 57710062 Page 1
#14..
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Portfolio Summary and Statistics For the Month Ending October 31, 2022 CITY OF MODESTO SHORT-TERM - 57710062
Account Summary
Description Par Value Market Value Percent
U.S. Treasury Bond / Note 9,960,000.00 9,950,662.50 24.92 Commercial Paper 30,200,000.00 29,979,143.97 75.08
Managed Account Sub-Total 40,160,000.00 39,929,806.47 100.00% Accrued Interest 74,767.66
Total Portfolio 40,160,000.00 40,004,574.13
Unsettled Trades 0.00 0.00
Sector Allocation
75.08%
Commercial Paper
24.92%
US TSY Bond / Note
0 - 6 Months 6 - 12 Months 1 - 2 Years 2 - 3 Years 3 - 4 Years 4 - 5 Years Over 5 Years 100.00%
0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Maturity Distribution Characteristics
Yield to Maturity at Cost
Yield to Maturity at Market
Weighted Average Days to Maturity 51
3.34%
4.15%
Account 57710062 Page 2
#14..
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Managed Account Issuer Summary For the Month Ending October 31, 2022 CITY OF MODESTO SHORT-TERM - 57710062
Credit Quality (S&P Ratings)
75.08%
A-1
24.92%
AA+
Issuer Summary
Issuer of Holdings Percent
Market Value
COLLAT COMM PAPER V CO 10,031,202.66 25.12
LMA AMERICAS LLC 9,913,850.00 24.83
MANHATTAN ASSET FUNDING CO LLC 10,034,091.31 25.13
UNITED STATES TREASURY 9,950,662.50 24.92
Total $39,929,806.47 100.00%
Account 57710062 Page 3
#14..
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Managed Account Detail of Securities Held For the Month Ending October 31, 2022 CITY OF MODESTO SHORT-TERM - 57710062
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note
US TREASURY NOTES
DTD 11/15/2012 1.625% 11/15/2022
912828TY6 9,960,000.00 AA+ Aaa 09/19/22 09/19/22 9,938,212.50 3.03 74,767.66 9,954,648.68 9,950,662.50 Security Type Sub-Total 9,960,000.00 9,938,212.50 3.03 74,767.66 9,954,648.68 9,950,662.50 Commercial Paper
MANHATTAN ASSET FDG CO COMM PAPER
DTD 09/22/2022 0.000% 12/19/2022
56274MMK5 10,090,000.00 A-1 P-1 09/23/22 09/23/22 10,000,997.79 3.68 0.00 10,040,895.33 10,034,091.31
COLLAT COMM PAPER V CO COMM PAPER
DTD 09/02/2022 0.000% 01/05/2023
19424JN51 10,110,000.00 A-1 P-1 09/12/22 09/12/22 9,999,871.21 3.45 0.00 10,047,753.29 10,031,202.66
LMA AMERICAS LLC COMM PAPER
DTD 07/12/2022 0.000% 01/11/2023
53944RNB0 10,000,000.00 A-1 P-1 08/01/22 08/01/22 9,857,375.00 3.20 0.00 9,937,875.00 9,913,850.00 Security Type Sub-Total 30,200,000.00 29,858,244.00 3.44 0.00 30,026,523.62 29,979,143.97 Managed Account Sub-Total 40,160,000.00 39,796,456.50 3.34 74,767.66 39,981,172.30 39,929,806.47 $40,160,000.00 $39,796,456.50 3.34% $74,767.66 $39,981,172.30 $39,929,806.47 $40,004,574.13
$74,767.66
Total Investments
Accrued Interest
Securities Sub-Total
Account 57710062 Page 4
#14..
- 322 -
Managed Account Fair Market Value & Analytics For the Month Ending October 31, 2022 CITY OF MODESTO SHORT-TERM - 57710062
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY NOTES 912828TY6 9,960,000.00 CITIGRP 99.91 9,950,662.50 12,450.00 (3,986.18) DTD 11/15/2012 1.625% 11/15/2022
0.04 3.90
Security Type Sub-Total 9,960,000.00 9,950,662.50 12,450.00 (3,986.18) 0.04 3.90 Commercial Paper
MANHATTAN ASSET FDG CO COMM PAPER 56274MMK5 10,090,000.00 CSFB 99.45 10,034,091.31 33,093.52 (6,804.02) DTD 09/22/2022 0.000% 12/19/2022
0.14 4.09
COLLAT COMM PAPER V CO COMM PAPER 19424JN51 10,110,000.00 RBC 99.22 10,031,202.66 31,331.45 (16,550.63) DTD 09/02/2022 0.000% 01/05/2023
0.19 4.28
LMA AMERICAS LLC COMM PAPER 53944RNB0 10,000,000.00 GOLDMAN 99.14 9,913,850.00 56,475.00 (24,025.00) DTD 07/12/2022 0.000% 01/11/2023
0.21 4.34
Security Type Sub-Total 30,200,000.00 29,979,143.97 120,899.97 (47,379.65) 0.18 4.24 Managed Account Sub-Total 40,160,000.00 39,929,806.47 133,349.97 (51,365.83) 0.14 4.15 Total Investments $40,004,574.13
$74,767.66
$39,929,806.47
Accrued Interest
Securities Sub-Total $40,160,000.00 $133,349.97 ($51,365.83) 0.14 4.15% Account 57710062 Page 5
#14..
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Attachment 3
City of Modesto Combined Yields
Month
Ending
Combined
Yield
CAMP
Balance
CAMP Monthly
Distribution Yields
Long Term
Amortized Cost
Balance
Long Term
Portfolio Yield
Short Term
Amortized Cost
Balance
Short Term
Portfolio Yield
11/30/2020 1.41% 70,075,022.52 0.14% 237,871,749.29 1.79% 12/31/2020 1.33% 85,083,671.36 0.12% 237,485,609.39 1.77% 1/31/2021 1.31% 85,092,301.61 0.12% 238,149,298.87 1.74% 2/28/2021 1.14% 120,099,726.01 0.10% 232,079,913.81 1.68% 3/31/2021 1.08% 137,608,358.86 0.08% 234,986,337.21 1.67% 4/30/2021 1.09% 99,414,400.76 0.06% 273,342,506.45 1.47% 5/31/2021 1.00% 134,419,293.96 0.05% 273,479,692.78 1.46% 6/30/2021 0.97% 134,424,844.05 0.05% 273,831,695.68 1.42% 7/31/2021 1.02% 108,729,978.62 0.05% 273,119,224.63 1.40% 8/31/2021 1.01% 108,734,764.86 0.05% 272,424,046.82 1.39% 9/30/2021 0.97% 108,739,293.68 0.05% 275,543,849.60 1.33% 10/31/2021 0.91% 123,744,124.02 0.05% 274,089,339.67 1.30% 11/30/2021 0.90% 123,749,269.51 0.05% 275,079,950.15 1.28% 12/31/2021 0.91% 123,754,558.86 0.05% 274,968,424.92 1.29% 1/31/2022 0.92% 123,759,932.29 0.05% 276,103,753.02 1.31% 2/28/2022 0.92% 106,765,158.19 0.06% 276,530,404.21 1.31% 39,948,433.34 0.53% 3/31/2022 0.98% 106,788,084.24 0.25% 277,035,730.56 1.33% 39,948,380.00 0.53% 4/30/2022 1.39% 30,016,017.61 0.50% 353,203,903.46 1.56% 39,984,016.67 0.53% 5/31/2022 1.47% 50,044,305.28 0.82% 353,781,386.85 1.59% 39,880,961.12 1.26% 6/30/2022 1.56% 75,106,114.53 1.14% 354,423,884.74 1.64% 39,871,394.45 1.66% 7/31/2022 1.66% 46,186,072.35 1.64% 354,553,148.20 1.66% 39,928,141.66 1.66% 8/31/2022 1.79% 46,276,184.59 2.30% 356,564,454.56 1.69% 39,858,625.00 2.14% 9/30/2022 1.95% 46,375,593.86 2.61% 356,228,719.05 1.71% 39,880,797.64 3.34% 10/31/2022 2.03% 46,499,174.80 3.14% 357,511,536.00 1.74% 39,981,172.30 3.34% Notes:
1. Long and Short Term Portfolio AC Balance is the amortized cost value of the separately managed portfolios.
2. Long and Short Term Portfolio Yields are the separately managed portfolios yield at costs. #14..
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Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected Earnings
Rate to June 30, 2023
Expected Earnings to
June 30, 2023
PFMAM Managed Portfolios and CAMP Pool
Federal Agency
FHLMC 3,615,000 6/19/2023 4.63% 1 59,063 2.66% 63,814
FHLMC 2,250,000 6/19/2023 4.63% 1 43,584 3.12% 46,541
FHLMC 3,315,000 6/26/2023 4.63% 1 7,521 0.41% 9,105
FNMA 3,395,000 7/10/2023 4.64% 1 7,549 0.32% 7,250
FHLMC 2,200,000 8/24/2023 4.66% 1 5,085 0.28% 4,144
FNMA 3,745,000 9/12/2023 4.68% 1 102,012 3.15% 78,123
FNMA 5,665,000 9/12/2023 4.68% 1 143,218 2.92% 109,680
FFCB 2,345,000 9/21/2023 4.78% 1 6,430 0.31% 4,788
FNMA 900,000 11/27/2023 4.68% 1 1,897 0.20% 1,171
FHLMC 2,015,000 12/4/2023 4.71% 1 6,237 0.28% 3,783
FHLB 2,025,000 12/8/2023 4.72% 1 60,867 2.72% 36,550
FNMA 3,500,000 1/7/2025 4.56% 2 65,205 0.85% 19,749
FHLMC 640,000 2/12/2025 4.56% 2 17,348 1.18% 5,028
FHLB 2,370,000 4/14/2025 4.55% 2 34,963 0.60% 9,443
FNMA 3,195,000 4/22/2025 4.55% 2 52,781 0.67% 14,129
FNMA 475,000 4/22/2025 4.55% 2 6,983 0.59% 1,869
FNMA 3,345,000 4/22/2025 4.55% 2 50,523 0.61% 13,525
FNMA 1,910,000 4/22/2025 4.55% 2 24,533 0.52% 6,567
FNMA 3,675,000 6/17/2025 4.55% 3 52,395 0.54% 13,208
FNMA 200,000 6/17/2025 4.55% 3 2,231 0.42% 562
FNMA 1,075,000 6/17/2025 4.55% 3 11,286 0.40% 2,845
FNMA 3,820,000 6/17/2025 4.55% 3 41,009 0.41% 10,338
FNMA 1,190,000 6/17/2025 4.55% 3 11,342 0.36% 2,859
FHLMC 2,220,000 7/21/2025 4.54% 3 28,779 0.48% 7,006
FNMA 2,360,000 8/25/2025 4.54% 3 31,265 0.47% 7,353
FNMA 550,000 8/25/2025 4.54% 3 6,819 0.44% 1,604
FNMA 450,000 8/25/2025 4.54% 3 6,245 0.49% 1,469
FHLMC 3,400,000 9/23/2025 4.53% 3 42,968 0.44% 9,828
FHLMC 130,000 9/23/2025 4.53% 3 1,513 0.40% 346
FNMA 2,215,000 11/7/2025 4.52% 3 38,350 0.57% 8,414
FNMA 2,040,000 11/7/2025 4.52% 3 31,303 0.51% 6,868
Federal Agency CMO
FNMA 894,082 3/1/2024 4.62% 1 25,482 2.14% 12,662
FHLMC 6,425 7/1/2024 2.09% 2 224 2.09% 89
U.S. Treasury
U.S. Treasury 9,960,000 11/15/2022 3.90% 0 12,390 4.33% 286,152 U.S. Treasury 3,155,000 7/31/2023 4.68% 1 57,558 2.44% 51,022 U.S. Treasury 5,625,000 7/31/2023 4.68% 1 96,065 2.28% 85,156 U.S. Treasury 1,750,000 8/31/2023 4.69% 1 25,482 1.75% 20,285 U.S. Treasury 4,395,000 9/15/2023 4.67% 1 85,851 2.24% 65,128 U.S. Treasury 2,700,000 9/30/2023 4.55% 1 55,732 2.26% 40,381 U.S. Treasury 3,910,000 11/15/2023 4.67% 1 10,428 0.26% 6,641 U.S. Treasury 8,790,000 11/15/2023 4.68% 1 230,554 2.52% 146,826 U.S. Treasury 3,275,000 11/30/2023 4.68% 1 89,167 2.52% 54,629 U.S. Treasury 4,430,000 12/15/2023 4.66% 1 119,826 2.41% 70,726 U.S. Treasury 270,000 12/31/2023 4.61% 1 8,067 2.56% 4,583 U.S. Treasury 1,564,000 2/29/2024 4.66% 1 7,186 0.35% 3,578 U.S. Treasury 457,000 2/29/2024 4.66% 1 2,036 0.33% 1,014 U.S. Treasury 4,450,000 3/15/2024 4.68% 1 151,811 2.49% 73,330 U.S. Treasury 4,890,000 4/15/2024 4.69% 1 24,929 0.35% 11,340 U.S. Treasury 4,485,000 6/15/2024 4.65% 2 188,830 2.59% 77,060 U.S. Treasury 2,450,000 7/31/2024 4.63% 2 76,710 1.79% 29,051 U.S. Treasury 1,630,000 8/31/2024 4.62% 2 39,985 1.34% 14,442 U.S. Treasury 4,505,000 9/15/2024 4.56% 2 224,190 2.65% 79,203 U.S. Treasury 1,850,000 9/30/2024 4.54% 2 53,269 1.50% 18,416 U.S. Treasury 460,000 10/31/2024 4.52% 2 14,425 1.57% 4,775 U.S. Treasury 1,215,000 11/30/2024 4.56% 2 42,906 1.69% 13,644 U.S. Treasury 3,450,000 11/30/2024 4.56% 2 117,295 1.63% 37,300 U.S. Treasury 4,585,000 11/30/2024 4.56% 2 48,130 0.50% 15,305 U.S. Treasury 4,445,000 12/15/2024 4.49% 2 253,695 2.68% 79,116 U.S. Treasury 4,400,000 2/15/2025 4.52% 2 273,180 2.70% 78,890 U.S. Treasury 4,945,000 4/30/2025 4.40% 2 78,154 0.63% 20,738 U.S. Treasury 4,230,000 6/30/2025 4.43% 3 308,145 2.73% 76,640 U.S. Treasury 4,340,000 8/31/2025 4.45% 3 64,973 0.53% 15,192 U.S. Treasury 4,635,000 8/31/2025 4.45% 3 360,262 2.74% 84,235 U.S. Treasury 4,550,000 9/30/2025 4.39% 3 88,993 0.67% 20,222 U.S. Treasury 1,100,000 9/30/2025 4.39% 3 25,808 0.80% 5,864 U.S. Treasury 5,010,000 10/31/2025 4.43% 3 116,286 0.77% 25,676 U.S. Treasury 6,930,000 10/31/2025 4.43% 3 162,261 0.78% 35,828 U.S. Treasury 4,250,000 11/30/2025 4.44% 3 139,651 1.07% 30,014 U.S. Treasury 4,635,000 11/30/2025 4.44% 3 393,732 2.75% 84,621 U.S. Treasury 1,040,000 12/31/2025 4.41% 3 14,955 0.45% 3,128 U.S. Treasury 500,000 12/31/2025 4.41% 3 6,850 0.43% 1,433 U.S. Treasury 3,735,000 12/31/2025 4.41% 3 105,106 0.89% 21,984 U.S. Treasury 2,400,000 1/31/2026 4.43% 3 62,843 0.80% 12,801 U.S. Treasury 5,775,000 1/31/2026 4.43% 3 239,170 1.27% 48,720 U.S. Treasury 5,000,000 1/31/2026 4.43% 3 301,749 1.85% 61,467 U.S. Treasury 7,980,000 1/31/2026 4.43% 3 766,198 2.95% 156,077 U.S. Treasury 3,210,000 2/28/2026 4.44% 3 75,107 0.70% 14,947 U.S. Treasury 6,000,000 2/28/2026 4.43% 3 230,830 1.15% 45,938 U.S. Treasury 4,645,000 2/28/2026 4.43% 3 426,809 2.76% 84,941 U.S. Treasury 4,925,000 3/31/2026 4.41% 3 146,302 0.87% 28,392 U.S. Treasury 2,480,000 3/31/2026 4.41% 3 64,285 0.76% 12,475 U.S. Treasury 1,405,000 5/31/2026 4.41% 4 43,721 0.87% 8,089 U.S. Treasury 4,615,000 5/31/2026 4.41% 4 456,622 2.76% 84,482 U.S. Treasury 4,800,000 5/31/2026 4.41% 4 514,728 2.99% 95,233 U.S. Treasury 4,640,000 8/31/2026 4.38% 4 489,447 2.75% 84,604 U.S. Treasury 4,310,000 9/30/2026 4.37% 4 467,386 2.77% 79,096 U.S. Treasury 4,545,000 11/15/2026 4.38% 4 553,008 3.01% 90,669 U.S. Treasury 9,220,000 2/15/2027 4.35% 4 1,129,853 2.85% 174,378 U.S. Treasury 6,480,000 4/30/2027 4.29% 4 850,643 2.92% 125,369 U.S. Treasury 5,545,000 6/30/2027 4.28% 5 774,211 2.99% 110,017 U.S. Treasury 1,200,000 8/15/2027 4.29% 5 189,958 3.30% 26,283 U.S. Treasury 2,985,000 8/15/2027 4.29% 5 486,352 3.40% 67,294 October 31, 2022
Earnings to
Maturity
#14..
- 325 -
Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected Earnings
Rate to June 30, 2023
Expected Earnings to
June 30, 2023
October 31, 2022
Earnings to
Maturity
Commercial Paper
Sumitomo Mitsui Financial Group Inc 10,090,000 12/19/2022 4.09% 0 49,881 4.27% 285,471 Collat Commercial Paper V Co 10,110,000 1/5/2023 4.28% 0 63,025 4.15% 278,105 LMA Americas LLC 10,000,000 1/11/2023 4.34% 0 63,036 4.05% 268,446 Negotiable CD
Barclays PLC 2,750,000 2/1/2023 5.25% 0 7,357 3.11% 56,791 Credit Suisse Group 1,850,000 3/17/2023 4.92% 0 4,069 2.24% 27,416 Toronto-Dominion Bank 3,355,000 10/25/2024 5.44% 2 362,536 5.44% 121,012 Corporate Note
Toyota Motor Corp 2,230,000 9/20/2023 5.11% 1 72,272 3.65% 53,981 US Bancorp 2,860,000 2/5/2024 5.21% 1 82,135 2.27% 43,023 Bank Of America Co 2,010,000 3/5/2024 4.29% 1 42,481 1.57% 20,938 Pfizer Inc 3,445,000 3/15/2024 4.68% 1 127,144 2.69% 61,415 Amazon.Com Inc 1,590,000 5/12/2024 4.78% 2 12,153 0.50% 5,261 JPMorgan Chase & Co 1,320,000 5/13/2024 5.05% 2 13,105 0.65% 5,663 Wal-Mart Stores Inc 4,000,000 7/8/2024 4.75% 2 147,585 2.19% 57,980 JPMorgan Chase & Co 1,405,000 9/16/2024 3.25% 2 17,243 0.65% 6,083 Paccar Financial Corp 1,810,000 2/6/2025 5.16% 2 59,526 1.45% 17,377 Novartis Capital Corp 2,290,000 2/14/2025 4.76% 2 48,423 0.92% 14,001 Mastercard Inc 1,760,000 3/3/2025 4.77% 2 44,322 1.08% 12,560 Amazon.Com Inc 3,430,000 4/13/2025 4.69% 2 257,015 3.06% 69,495 JPMorgan Chase & Co 865,000 6/1/2025 4.07% 3 18,434 0.82% 4,726 Bristol-Myers Squibb Co 2,230,000 11/13/2025 4.84% 3 64,370 0.95% 14,047 The Bank Of New York Mellon Corporation 3,465,000 1/28/2026 5.07% 3 83,817 0.75% 17,117 Bank Of America Co 2,025,000 4/2/2026 5.33% 3 234,475 3.38% 45,431 Microsoft Corp 3,000,000 8/8/2026 4.58% 4 242,018 2.14% 42,533 Target Corp 365,000 1/15/2027 4.80% 4 30,526 1.99% 4,806 Asset-Backed Securities
Nissan Auto Receivables 19,753 11/15/2023 2.55% 1 515 2.51% 328 Carmax Auto Owner Trust 34,854 3/15/2024 2.76% 1 1,283 2.68% 620 Honda Auto Receivables 398,012 4/22/2024 2.37% 1 9,491 1.61% 4,261 Toyota Motor Corp 479,946 5/15/2024 2.16% 2 12,280 1.66% 5,288 Carmax Auto Owner Trust 328,167 12/16/2024 2.60% 2 13,232 1.89% 4,121 Honda Auto Receivables 526,635 4/21/2025 1.55% 2 3,524 0.27% 944 Hyundai Auto Receivables 510,000 9/15/2025 1.73% 3 5,611 0.38% 1,293 Carmax Auto Owner Trust 320,660 12/15/2025 1.60% 3 3,449 0.34% 732 Toyota Motor Corp 980,000 1/15/2026 2.28% 3 13,590 0.43% 2,806 Carmax Auto Owner Trust 770,000 2/17/2026 1.87% 3 13,332 0.52% 2,677 Hyundai Auto Receivables 465,000 5/15/2026 2.51% 4 12,263 0.75% 2,297 Discover Card Execution Note Trust 775,000 9/15/2026 2.68% 4 17,557 0.58% 3,003 Municipal Securities
California St 2,310,000 10/1/2023 5.08% 1 39,657 1.87% 28,648 Maryland St 620,000 8/1/2024 4.55% 2 5,622 0.52% 2,126
California State University 600,000 11/1/2024 5.15% 2 8,242 0.68% 2,725 State Of California 100,000 12/1/2024 5.33% 2 1,169 0.56% 371 University Of California 510,000 5/15/2025 5.11% 3 11,438 0.88% 2,986 University Of California 220,000 5/15/2025 5.11% 3 4,506 0.81% 1,176 Florida State Board of Administration Finance 1,295,000 7/1/2025 5.37% 3 43,476 1.26% 10,802 Florida State Board of Administration Finance 505,000 7/1/2025 5.37% 3 14,907 1.11% 3,704 Los Angeles Community College District 925,000 8/1/2025 4.95% 3 19,689 0.77% 4,741 New Jersey Turnpike Authority 505,000 1/1/2026 4.96% 3 16,775 1.05% 3,506 Supranational Securities
Intl Bank Of Reconstruction And Dev 1,790,000 11/24/2023 4.65% 1 6,144 0.32% 3,822 Inter-American Development Bank 4,095,000 9/23/2024 4.65% 2 40,810 0.52% 14,251 Overnight Investments 46,499,175 Varies Varies 4.23% 1,304,901 Totals (PFMAM Managed Portfolios and CAMP Pool) 450,123,710 15,936,616 2.24% 6,671,362 Notes:
1. Earnings projections are based on stated par value, future market expectations and current investment positions.
2. Earnings on overnight investments are based on the investment balances and the Fed Funds Futures rates.
3. Callable securities priced above par are considered to be called on their next call date. #14..
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Attachment 5
Issue Name / Type Trustee Bank Investment Total Amount
1993 Community Center Refinancing U.S. Bank First American Treasury Obligation Fund $3,307,484.17 1993 Golf Course Refinancing U.S. Bank First American Treasury Obligation Fund $988,522.28 Instl Res Tre and Agny Cash Adv6541 $312,376.84
Financial Guaranty Insurance Pol $1.00
CAMP $1,946,026.52
Total $2,258,404.36
Instl Res Tre and Agny Cash Adv6541 $275,083.55
Cash $77,623.54
CAMP $4,814,258.75
Total $5,166,965.84
2015 Wastewater Refunding Bank of New York Cash $2,762,885.61 2018 Wastewater Refunding Bank of New York Fidelity Inv MM Trsy Only $277,700.00 2020 Wastewater Refunding Bank of New York Cash $6,583,399.74 Fairview Village Refunding US Bank First American Government $196,212.10 Blackrock Federal Fund Instl 30 $2,026.75
CAMP $2,756,289.34
Total $2,758,316.09
PCE Litigation Bank of America Business Interest Maximizer $491,973.11 Water ARRA Grants Bank of the West Business Money Market $36,289.42 Other Post Employment Benefits Section 115
Trust PARS HighMark Plus Moderate $1,358,897.37
Pension Section 115 Trust PARS HighMark Plus Moderately Conservative $2,415,096.87 Innovative Claim Solutions* (Previous Third
Party Administrator - Worker's Compensation) Wells Fargo Bank Business Money Market $165,973.56 Athens Administrators (New Third Party
Administrator - Worker's Compensation) Wells Fargo Bank $895,662.97 George Hills Company - General Liability Claims
Administration Services California Bank & Trust $42,853.88 Kemper Sports Management Inc. BMO Harris Bank Business Money Market $35,372.17 Stanislaus Community Foundation Modesto Commerce Bank Charles Schwab $681,624.33 California Bank of
Commerce $3,317,398.08
Columbia Bank $199,721.16
Banner Bank $19,282.55
Village One #2 Refunding Bank of New York
Third-Party Construction Contract Retention
Cash with Fiscal Agent Investments
As of October 31, 2022
2008 Water Refunding COP Bank of New York
2008 Lease Revenue Bonds Bank of New York
#14..
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CITY OF MODESTO
COUNCIL AGENDA REPORT
DATE OF MEETING:
January 24, 2023
Date: December 15, 2022
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: Fiscal Year 22-23 Vehicle Replacements and Additions CONTACT: Dianne Love, Senior Buyer, [email protected], 209-571-5164 DESCRIPTION:
Consider accepting a report on Fiscal Year 2022-23 Vehicle Replacements and Additions planned for bidding or use of Cooperative Agreements to comply with bidding requirements. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:
Consider accepting a report on Fiscal Year 2022-23 Vehicle Replacements and Additions planned for bidding or use of Cooperative Agreements to comply with bidding requirements and forwarding to Council for approval. (Funding Source: Various Funds) BACKGROUND:
Every year, City vehicles and equipment are individually evaluated based on their age, condition, mileage and maintenance costs. Following this process, a Fleet Replacement List is submitted to Council and is approved as part of a new fiscal year’s Fleet Replacement Budget.
Once a unit is replaced and placed into City service, funds for its replacement are charged out as monthly recurring charges until the end of the unit’s service life. These funds are specifically designated for the replacement of City vehicles and equipment.
Throughout the fiscal year, new vehicles need to be added to the City’s Fleet inventory due to the operational needs for the City departments. When these vehicles are added, they will be added to the Fleet Replacement and Addition list to prepare for future replacement.
DISCUSSION:
Currently 67 vehicles are scheduled to be replaced under the new Fiscal Year 22-23 Fleet Replacement and Additions list; this does not include emergency replacements for vehicles that have been involved in accidents and are unable to be repaired or the cost of repairs exceed the value of the vehicle.
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City Council, January 10, 2023
Fiscal Year 22-23 Vehicle Replacements and Additions
When bids are received the Purchasing and Fleet Divisions will review submitted bids to ensure that all specifications have been met. Purchasing will send an Intent to Award letter to vendors notifying who will be awarded the bid pending Council approval, based on providing the lowest responsive and responsible bid.
Awarded vendors are unable to order the vehicle and place into production until a purchase order is received, which can take 3-4 months depending on the submittal deadlines to upload for OnBase. When the purchase order is emailed to the awarded vendor and the vehicle is placed into production it can take up to a year for the vehicle to be delivered.
The use of cooperative agreements streamlines the procurement process by developing Request for Bids (RFBs) for national competitive solicitations that meet or exceed local requirements. The competitive process is continually refined to best meet agency needs and allow government agencies to offer exceptional products from nationally acclaimed vendors.
The COVID-19 pandemic and inflation has greatly impacted the purchase of vehicles for the City of Modesto, the lack of semiconductor computer chips, increase in steel surcharges and limited production from manufacturers has resulted in increased pricing and current year chassis limitations.
Approving the Fleet Replacement and Additions list at Finance Committee will significantly decrease the timeline of providing a purchase order to an awarded vendor after the bid event or cooperative Agreement has been reviewed and will decrease the possibility of prices increasing due to delays in ordering the vehicles.
FISCAL IMPACT:
The following FY 22-23 Vehicle Replacement and Additions are anticipated to be bid or the use of cooperative Agreement will be utilized within the next twelve months:
Funding Source Vehicle Count Estimated Budget Amount
American Rescue Funding 3 $ 88,000.00
Fleet Replacement Fund 56 $ 5,630,375.00
General Fund 2 $ 115,000.00
Solid Waste 1 $ 50,000.00
Surface Transportation Fund 3 $ 650,000.00
Traffic Safety Fund 2 $ 55,000.00
Grand Total 67 $ 6,588,375.00
Staff presented this report of upcoming Vehicle Replacements and Additions to the Finance Committee prior to seeking Council approval for award of bids.
COMMITTEE RECOMMENDATION:
This item was presented at the December 14, 2022 Finance Committee and approved to move forward to Council.
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City Council, January 10, 2023
Fiscal Year 22-23 Vehicle Replacements and Additions
RECOMMENDED COUNCIL ACTION:
Staff Recommendations:
Motion accepting a report on Fiscal Year 2022-23 Vehicle Replacements and Additions planned for bidding or use of Cooperative Agreements to comply with bidding requirements.
Approved by:
DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:
1. FY 22-23 Fleet Replacement and Additions List
#15..
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# Fiscal Year
Estimated
Budget Amount
Replacement or New
Addition Description of Unit Vehicle Use
1 22-23 $24,195 Replacement MOTORCYCLE TRAFFIC PD Traffic 2 22-23 $24,195 Replacement MOTORCYCLE TRAFFIC PD Traffic 3 22-23 $50,000 Replacement SUV FULL SIZE PD Training/Admin 4 22-23 $50,000 Replacement SEDAN PATROL PD Patrol
5 22-23 $50,000 Replacement SUV PATROL PD Patrol
6 22-23 $50,000 Replacement SUV PATROL PD Patrol
7 22-23 $50,000 Replacement SUV PATROL PD Patrol
8 22-23 $50,000 Replacement SUV PATROL PD Patrol
9 22-23 $50,000 Replacement SUV PATROL PD Patrol
10 22-23 $50,000 Replacement SUV PATROL PD Patrol
11 22-23 $50,000 Replacement SUV PATROL PD Patrol
12 22-23 $50,000 Replacement SUV PATROL PD Patrol
13 22-23 $50,000 Replacement SUV PATROL PD Patrol
14 22-23 $40,000 Replacement TRK 1/2 TON PU C/C MID SIZE PD Maintenance 15 22-23 $35,000 Replacement TRK 1/2 TON PU FULL SIZE EXT CAB Building Service 16 22-23 $38,000 Replacement TRK 1/2 TON PU FULL SIZE CREW CAB Park Maintenance 17 22-23 $40,000 Replacement TRK 3/4 TON EXT CAB Street Crew Maint. 18 22-23 $68,785 Replacement TRK 3/4 ton ext cab w/ goose neck Horse Trailer, Special 19 22-23 $38,000 Replacement TRK 3/4 TON FULL SIZE REG CABConcrete Maint. 20 22-23 $55,000 Replacement VAN 3/4 TON UTILITY Building Service 21 22-23 $65,000 Replacement VAN 1 TON CUTAWAY W/ LIFT GATE Building Service 22 22-23 $60,000 Replacement TRK 1 TON FLATBED/CREW/CAB Tree Maintenance 23 22-23 $160,000 Replacement TRK 1 TON PAINT/ STENCIL Street Striping 24 22-23 $130,000 Replacement TRK 14.5 W/UTILITY Street Striping 25 22-23 $130,000 Replacement TRK 14.5 CREW CAB UTILITY Street Maintenance 26 22-23 $250,000 Replacement TRK 33.0 W/ AIR COMP & SERVICE BODY Utility Water Maint. 27 22-23 $250,000 Replacement TRK 33.0 W/ AIR COMP & SERVICE BODY Utility Water Maint. 28 22-23 $250,000 Replacement TRK 33.0 W/ AIR COMP & SERVICE BODY Utility Water Maint. 29 22-23 $205,000 Replacement TRK 33.0 W/AERIAL BUCKET Forestry Maint. 30 22-23 $200,000 Replacement TRK 52.0 14 YD DUMP Concrete Maint. 31 22-23 $510,000 Replacement TRK 60.0 VACUUM 3 AXLE Storm water maint. 32 22-23 $510,000 Replacement TRK 60.0 VACUUM 3 AXLE Storm water maint. 33 22-23 $250,000 Replacement TRK 66.0 PACKER 3 AXLE Green Waste Disp. 34 22-23 $250,000 Replacement TRK 66.0 PACKER 3 AXLE Green Waste Disp. 35 22-23 $250,000 Replacement TRK 66.0 PACKER 3 AXLE Green Waste Disp. 36 22-23 $16,000 Replacement UTIL VEH 3-4 WHEEL ELECTRIC Parking Enforcement 37 22-23 $8,300 Replacement TRK CONCRETE PUSH Sidewalk Maint.
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# Fiscal Year
Estimated
Budget Amount
Replacement or New
Addition Description of Unit Vehicle Use
38 22-23 $8,300 Replacement TRK CONCRETE PUSH Sidewalk Maint. 39 22-23 $7,200 Replacement GRINDER - CONCRETE Sidewalk Maint. 40 22-23 $7,200 Replacement GRINDER - CONCRETE Sidewalk Maint. 41 22-23 $2,200 Replacement COMPACTOR VIBRA-PLATE Concrete Maint. 42 22-23 $2,200 Replacement COMPACTOR VIBRA-PLATE Concrete Maint. 43 22-23 $7,800 Replacement ROLLER WACKER Concrete Maint. 44 22-23 $40,000 Replacement FORKLIFT 6000LB Compost Ops. 45 22-23 $107,000 Replacement LOADER W/CLAW ATTACHMENT Green Waste Disp. 46 22-23 $107,000 Replacement LOADER W/CLAW ATTACHMENT Green Waste Disp. 47 22-23 $210,000 Replacement TRACTOR 4X4 Wastewater Ops. 48 22-23 $250,000 Replacement TRACTOR Airport Operations 49 22-23 $85,000 Replacement TRACTOR PD Training Center 50 22-23 $150,000 Replacement ROLLER VIBRATOR 4TON Streets Maint. 51 22-23 $18,000 Replacement LIGHT TOWER 4000 WATT Wastewater Ops. 52 22-23 $120,000 Replacement TRAILER MOUNTED VACUUM SYSTEM Utility Water Maint. 53 22-23 $22,000 Replacement TRAILER MOUNTED 325GAL STEAM CLEANER Parking Garage 54 22-23 $42,000 Replacement TRAILER PUMP MOUNTED 4" Wastewater Ops. 55 22-23 $28,000 Replacement TRAILER BACKHOE W/AIR (59844)(40083) Water Systems 56 22-23 $9,000 Replacement TRAILER, FLATBED WITH RAMPSCompost Ops. 58 22-23 $40,000 Addition SUV Fire Admin.
59 22-23 $100,000 Addition Thermoplastic Kettles/Trailer Street Striping 60 22-23 $27,500 Addition Radar Trailer Traffic Safety
61 22-23 $27,500 Addition Radar Trailer Traffic Safety
62 22-23 $500,000 Addition Street Sweeper Street Maintenance 63 22-23 $50,000 Addition TRK 1 TON FULL SIZE REGULAR CAB Blight 64 22-23 $18,000 Addition TRAILER, DUMPING Blight
65 22-23 $50,000 Addition TRK, HALF TON FULL SIZE Blight 69 22-23 $20,000 Addition Dumping trailer Blight
70 22-23 $75,000 Addition Mower, Zero Turn PD Training
71 22-23 $50,000 Addition Trailer, tanker Street Maint.
Total $6,588,375
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CITY OF MODESTO
COUNCIL AGENDA REPORT
DATE OF MEETING:
January 24, 2023
Date: January 12, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Laurie A. Smith, Director of Parks, Recreation and Neighborhoods Department William Wong, Director of Utilities Department
SUBJECT: Purchase and Sale Agreement for Sutter Primary Treatment Facility Parking Lot/Security Project
CONTACT: Nathan Houx, Parks Planning and Development Manager [email protected], 209-571-5526
Cristian Ciotau, Senior Civil Engineer
[email protected], 209-577-5260
DESCRIPTION:
Consider approving the sale of 5.01 Acres of real property at 1500 Robertson Road jointly owned by the City of Modesto, the City of Ceres and Stanislaus County as part of the Tuolumne River Regional Park for $191,000 and approving the purchase of such property by the City of Modesto to be used for the Sutter Primary Treatment Facility Parking Lot/Security Project. (Funding Source: Wastewater Fund)
STRATEGIC PLAN ELEMENT:
The recommended action supports the 2020-2025 City’s Strategic Plan Initiatives, Goal D:
Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance and sustainability efforts.
BACKGROUND:
The Wastewater Division of the Utilities Department operates the Sutter Primary Treatment Facility (the Facility), located at 1221 Sutter Avenue in Modesto. The Facility is currently undergoing a redesign of the entrance to increase efficiency of traffic flows into and out of the Facility, increase visitor and employee parking, and add to equipment storage areas.
Adjacent to the Facility is approximately 28.13-acres, which is part of the Tuolumne River Regional Park (TRRP) (see attached map). This property is located at 1500 Robertson Road and managed by the City of Modesto as administrator of the TRRP. TRRP is a partnership between the City of Ceres, Stanislaus County and the City of Modesto, and is governed pursuant to a Joint Powers Agreement between the agencies. The property is currently open space/raw land and is located on the south side of Robertson Road, west of Sutter Avenue, in the southwesterly portion of the City of Modesto (APN 037-023-002). #16..
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City Council, January 10, 2023
Purchase and Sale Agreement for Sutter Primary Treatment Facility Parking/Lot Security Project
The property is under the jurisdiction of the City of Modesto and it is within the Tuolumne River Comprehensive Planning District of the General Plan and has a General Plan designation of Open Space (OS). The adjacent property to the east is the Sutter Primary Treatment Facility.
DISCUSSION:
Expansion of the Facility is limited by residential use to the north, Dryden Golf Course to the east, and the Tuolumne River to the south. This request is to purchase a 5.01-acre portion of the adjacent 28.13 acres, to allow for the needed expansion to the west.
The Sutter Facility Layout Plan (SFLP) identifies recommended improvements for access, traffic circulation and parking. The project’s scope of work is a combination of the SFLP identified improvements as well as improvements identified by Operations and Maintenance staff. The project will include a new entrance for the Facility, that will be located along Robertson Rd, a new guard booth with proximity card reader, automated entry gates, new parking lot, new septic receiving station, card access and analyzer equipment at septic receiving station, new ornamental iron fence, road and various drainage improvements.
Attached is an exhibit showing the preliminary design of the Sutter Primary Treatment Facility Parking and Entrance project
The following graphic represents the subject parcel:
#16..
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City Council, January 10, 2023
Purchase and Sale Agreement for Sutter Primary Treatment Facility Parking/Lot Security Project
The following graphic represents the portion of the parcel to be acquired/sold, which is approximately five acres:
#16..
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City Council, January 10, 2023
Purchase and Sale Agreement for Sutter Primary Treatment Facility Parking/Lot Security Project
The property has never been used as a park facility but is designated to be a portion of a soccer complex in the TRRP Master Plan. After the conceptual design was completed it was determined that the triangular shaped parcel is not necessary in order to construct full build out of the soccer complex. Therefore, the sale of this land for a treatment plant entrance will not negatively affect the implementation of the TRRP Master Plan.
Under the TRRP Joint Powers Agreement, the property is owned jointly by the County, Ceres, and Modesto. Accordingly, Modesto must both approve of the sale of the TRRP property as a member of TRRP and approve of the purchase of this property by the Wastewater Division. In addition, since they are part owners of the property, the City of Ceres and Stanislaus County must also approve of the sale of the TRRP property. After the sale, TRRP will retain a remainder of 23.13 acres and the City of Modesto will file a record of survey to show the established boundaries of the two parcels.
The Tuolumne River Regional Park Citizens Advisory Committee (TRRP CAC) unanimously recommended conceptual approval of this sale of land at the March 17, 2021, meeting. In addition, on August 3, 2022, the TRRP CAC, by a vote of 4-1, recommended the sale of this land. Finally, the TRRP JPA Commission on August 10, 2022, by a vote of 3-0, recommended the sale of this land and forwarded to the legislative bodies of the members of the JPA for approval.
#16..
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City Council, January 10, 2023
Purchase and Sale Agreement for Sutter Primary Treatment Facility Parking/Lot Security Project
The sale of the property to the City of Modesto Utilities Department for a public use is exempt from compliance with the Surplus Land Act because the property is “exempt surplus property” pursuant to Government Code Section 54221 (f)(1)(D).
The property was appraised in August, 2019 by Chapman & Patton. The appraised fair market value of the property was determined to be $191,000. Staff believes the appraised value is within fair market range for the property based on research of other TRRP property located within the 100-year flood plain. In addition, although the appraisal is two years old, due to the fact that this land is in the 100-year flood plain, staff believes that an updated appraisal will not significantly affect the appraised value. Staff recommends approving the acquisition and sale of this property.
Pursuant to the Subdivision Map Act, Government Code Section 66428 (a)(2), the creation of parcels of land conveyed between public agencies is exempt from requirements of a parcel map. Therefore, the creation of the 5.01-acre parcel is allowed to be created by the attached legal description and then transferred between the agencies by grant deed FISCAL IMPACT:
The attached appraisal was prepared by Chapman & Patton on September 3, 2019, and the property was appraised at $191,000. Funding for the acquisition of the property is available in the current FY 2022-2023 CIP budget account for the Sutter Plant Parking Lot/Security number:
100372. It is anticipated that there could be up to $11,000 of closing costs. The Wastewater Fund will pay for the entire cost of the purchase.
Purchase price of land $191,000
Preliminary estimate for closing costs $ 11,000
TOTAL ANTICIPATED LAND EXPENDITURES $202,000
Proceeds of the sale in the amount of approximately $191,000 will be disbursed to the TRRP Operating Fund (Fund 6700) at the City of Modesto and will be allocated in accordance with the requirements of the TRRP JPA agreement. The agreement states that revenues shall be applied against expenditures for that fiscal year. If revenue exceed expenditures, the excess shall be allocated to the parties’ contribution accounts in proportion to the size of each such account.
COMMITTEE RECOMMENDATION:
This item was reviewed by the Economic Development Committee on January 11, 2023, and the Committee recommended the item be forwarded to Council for approval.
CEQA/NEPA REQUIREMENTS:
The City has completed the environmental review process for the Project. The Sutter Plant Parking/Lot Security Project is within the scope of the Modesto Wastewater Master Plan master EIR (SCH#2006052076) and General Plan Master EIR (SCH#2007072023), and no additional California Environmental Quality Act clearance is needed. #16..
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City Council, January 10, 2023
Purchase and Sale Agreement for Sutter Primary Treatment Facility Parking/Lot Security Project
RECOMMENDED COUNCIL ACTION:
Staff Recommendations:
Resolution approving the sale of 5.01 Acres of real property at 1500 Robertson Road jointly owned by the City of Modesto, the City of Ceres and Stanislaus County as part of the Tuolumne River Regional Park for $191,000, and approving the purchase of such property by the City of Modesto to be used for the Sutter Primary Treatment Facility Parking Lot/Security Project, and authorizing the City Manager, or his designee, to execute the Purchase and Sale Agreement, and all related documents required to complete the transaction and close of escrow.
Approved by:
William Wong, Director of Utilities Department
Laurie A. Smith, Director
Parks, Recreation and Neighborhoods Department
Joseph P. Lopez, City Manager
Attachments:
1. Resolution
2. Purchase and Sale Agreement & Exhibits
3. Appraisal from Chapman & Patton, September 3, 2019
4. Preliminary design of the Sutter Wastewater Treatment Plant Parking and Entrance Project
#16..
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01/24/2023/PRN/NHoux/Item XX 1 2023-XXX
MODESTO CITY COUNCIL
RESOLUTION NO. 2023-
RESOLUTION APPROVING THE SALE OF 5.01 ACRES OF REAL PROPERTY AT 1500 ROBERTSON ROAD JOINTLY OWNED BY THE CITY OF
MODESTO, THE CITY OF CERES AND STANISLAUS COUNTY AS PART OF THE TUOLUMNE RIVER REGIONAL PARK FOR $191,000, AND APPROVING
THE PURCHASE OF SUCH PROPERTY BY THE CITY OF MODESTO TO BE
USED FOR THE SUTTER PRIMARY TREATMENT FACILITY PARKING
LOT/SECURITY PROJECT, AND AUTHORIZING THE CITY MANAGER, OR
HIS DESIGNEE, TO EXECUTE THE PURCHASE AND SALE AGREEMENT,
AND ALL RELATED DOCUMENTS REQUIRED TO COMPLETE THE
TRANSACTION AND CLOSE OF ESCROW
WHEREAS, the City of Modesto desires to expand the entrance area of the Sutter Primary Treatment Facility because the current entrance requires additional area for efficient traffic flows, added parking and equipment storage, and WHEREAS, the Sutter Primary Treatment Facility is only able to expand to the west due to surrounding development and the Tuolumne River, and WHEREAS, adjacent to the Sutter Primary Treatment Facility is approximately
28.13-acres, which is part of the Tuolumne River Regional Park (TRRP), and WHEREAS, this property is located at 1500 Robertson Road and managed by the City of Modesto as administrator of the TRRP, and
WHEREAS, TRRP is a partnership between the City of Ceres, Stanislaus County and the City of Modesto, and is governed pursuant to a Joint Powers Agreement between the agencies, and
WHEREAS, the City of Modesto requests the purchase of a 5.01-acre portion of the adjacent parcel, and
WHEREAS, the sale of this land for a treatment plant entrance would not negatively affect the implementation of the TRRP Master Plan, and #16..
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01/24/2023/PRN/NHoux/Item XX 2 2023-XXX
WHEREAS, an appraisal prepared by Chapman & Patton on September 3, 2019, determined that the fair market value of the Property was $191,000, and staff believes the appraised value is within fair market range for the property, and WHEREAS, a Purchase and Sale Agreement is needed for the acquisition and sale of the property, and
WHEREAS, the City of Modesto will file a record of survey to show the established boundaries of the two parcels, and
WHEREAS, the sale of the property to the City of Modesto to be used by the Utilities Department for a public use as part of the Sutter Primary Treatment Facility is exempt from compliance with the Surplus Land Act because the property is “exempt surplus property” pursuant to Government Code Section 54221 (f)(1)(D), and WHEREAS, Pursuant to the Subdivision Map Act, Government Code Section 66428 (a)(2), the creation of parcels of land conveyed between public agencies is exempt from requirements of a parcel map, and
WHEREAS, the creation of the 5.01-acre parcel is allowed to be created by the attached legal description and then transferred between the agencies by grant deed, and WHEREAS, the Tuolumne River Regional Park Citizens Advisory Committee, on August 3, 2022, by a vote of 4-1, recommended the sale of this land; and WHEREAS, the Tuolumne River Regional Park JPA Commission on August 10, 2022, by a vote of 3-0, recommended the sale of this land and forwarded to the legislative bodies of the members of the JPA for approval, and
#16..
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01/24/2023/PRN/NHoux/Item XX 3 2023-XXX
WHEREAS, the item was reviewed by the Economic Development Committee on January 11, 2023, and the Committee recommended the item be forwarded to Council for approval, and
WHEREAS, proceeds of the sale in the amount of approximately $191,000 will be disbursed to the TRRP Operating Fund (Fund 6700) at the City of Modesto and will be allocated in accordance with the requirements of the TRRP JPA agreement.
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby authorizes the sale of 5.01 Acres of real property at 1500 Robertson Road jointly owned by the City of Modesto, City of Ceres and Stanislaus County for $191,000 to the City of Modesto.
BE IT FURTHER RESOLVED by the Council of the City of Modesto that it hereby authorizes the purchase of such real property for $191,000 to be used by the Utilities Department for the Sutter Plant Parking Lot/Security Project.
BE IT FURTHER RESOLVED that the City Manager, or his designee, is authorized to execute the Purchase and Sale Agreement on behalf of the City in its capacity as one of the sellers of the property and as the sole buyer of the property, in a form approved by the City Attorney, and all related documents required to complete the transaction and close of escrow.
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 24th day of January, 2023, by Councilmember who moved its adoption, which motion being duly seconded by Councilmember , was upon roll call carried and the resolution adopted by the following vote:
AYES: Councilmembers:
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01/24/2023/PRN/NHoux/Item XX 4 2023-XXX
NOES: Councilmembers:
ABSENT: Councilmembers:
ATTEST:____________________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:
BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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1 PURCHASE AND SALE AGREEMENT
WITH ESCROW INSTRUCTIONS
This Purchase And Sale Agreement With Escrow Instructions (hereafter “Agreement”) is made this day of , 2023 (the
“Effective Date”), by and between the STANISLAUS COUNTY, a political subdivision of the State of California, the CITY OF CERES, a California municipal corporation, the CITY OF MODESTO, a California charter city acting through its Department of Parks, Recreational and Neighborhoods (each a “SELLER” and collectively herein, the “SELLERS”) and the CITY OF MODESTO, a California charter city acting through its Department of Utilities (hereafter “BUYER”). SELLERS and BUYER may each be referred to herein as a “Party” or collectively as the “Parties”. This Agreement is made with reference to the following recitals:
RECITALS
WHEREAS, SELLERS are comprised of three independent public agencies each of which is a party to the “Agreement Between County of Stanislaus, City of Modesto and City of Ceres Relating to the Acquisition, Development and Operation of the Tuolumne River Regional Park” entered into on February 19, 1972 (as amended from time to time, the “Joint Agreement”) which created the Tuolumne River Regional Park (“TRRP”) and established the Tuolumne River Regional Park Committee (“TRRP Committee”) to operate the TRRP; and
WHEREAS, SELLERS own, through their participation in the Joint Agreement, an undivided interest of approximately 28 acres of real property located in the City of Modesto commonly known as 1500 Robertson Road and more particularly described in Exhibit “C” as parcel A, as shown on that certain parcel map filed for record July 7, 1966, in Book 2 of Parcel Maps at Page 12, Stanislaus County Records, attached hereto and incorporated herein by this reference and being assessor’s parcel number 037-023- 002 (hereafter the “Property”); and
WHEREAS, SELLERS desire to sell and are willing to sell to BUYER, on the terms and conditions herein, fee simple title in a 5.01acre portion of the Property (hereafter referred to as the “Subject Property”) which is more particularly described in Exhibit “A” and shown in Exhibit “B”, both of which are attached hereto and incorporated herein by this reference; and
WHEREAS, BUYERS desire to buy and are willing to buy from SELLER, on the terms and conditions herein, fee simple title in the Subject Property; WHEREAS, sale of the Property is exempt from the requirements of the Subdivision Map Act pursuant to Government Code section 66426.5; WHEREAS, the Subject Property is undeveloped and has never been improved or used as a public park; and
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2 WHEREAS, BUYER and SELLERS acknowledge and agree that the Subject Property is necessary for public use, that is, the construction of improvements to improve the entry to the Sutter Treatment Plant and BUYER intends on using the Subject Property for that purpose (“Sutter Treatment Plant Entrance Project”); and WHEREAS SELLERS agree that all proceeds from the sale of the Subject Property will be disbursed to the Special Revenue Fund set forth in Section 5 of the Joint Agreement, now designated as the Tuolumne River Regional Park (TRRP) Operating Fund (Fund 6700) managed by the City of Modesto, and shall so instruct Escrow Holder through the Escrow Instructions contained herein; and
WHEREAS, the SELLERS hereby agree that all revenues derived from sale of subject property will be allocated to the Parties’ Contribution Accounts in accordance with the requirements of the Joint Agreement.
NOW, THEREFORE BUYER and SELLERS agree as follows:
Section 1. RECITALS.
The Parties agree that the foregoing recitals are true and correct and are part of this Agreement.
Section 2. EFFECTIVE DATE OF AGREEMENT.
The Effective Date of the Agreement, as set forth hereinabove, shall be the date City Council of City of Modesto approves the Agreement.
Section 3. PURCHASE AND SALE.
SELLERS agree to sell and BUYER agrees to purchase the Subject Property subject to the terms and conditions in this Agreement.
Section 4. PURCHASE PRICE.
The full purchase price for the Subject Property shall be ONE HUNDRED NINETY-ONE THOUSAND AND NO/100 DOLLARS
($191,000.00), (the “Purchase Price”).
BUYER shall pay the full Purchase Price to SELLERS by depositing the full sum into an escrow account at Chicago Title Company at 1700 Standiford Road, Modesto, CA 95350.
Section 5. ESCROW. ESCROW AGENT. ESCROW INSTRUCTIONS.
By this Agreement, BUYER and SELLERS shall establish an escrow (“Escrow”) to consummate the sale of the Subject Property according to the terms of this Agreement, at the office of Chicago Title Company (“Title Company”), 1700 Standiford Ave, Suite 110, Modesto, California, 95350, Attention: Pamela Shaw (“Escrow Agent”), subject to Escrow Agent’s standard instructions and the terms of this Agreement. An executed copy of this Agreement shall be delivered as escrow instructions #16..
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3 to Escrow Agent. In the event of any conflict between the terms of this Agreement and Escrow Agent’s standard escrow instructions, the terms of this Agreement shall control. Escrow Agent shall deliver a Preliminary Title Report for the Subject Property (the “Preliminary Report”) to BUYER.
At least ten (10) days prior to the Closing Date (as defined in Section 12), Escrow Agent shall notify BUYER and SELLERS in writing of the estimated costs to close escrow to include the following:
a. The estimated cost of premium for the CLTA standard coverage title insurance policy in the full amount of the Purchase Price of the Subject Property;
b. Escrow Agent’s escrow fees:
c. An estimate for any governmental fees to be charged; and d. An estimate of recording fees.
Section 6. CONDITIONAL PURCHASE, CONDITIONS PRECEDENT,
CONDITIONS TO BUYER’S PERFORMANCE.
SELLERS understand and agree that BUYER’s agreement to purchase the Subject Property is a conditional one and is contingent on multiple conditions, each of which must be satisfied. The close of escrow and BUYER’s obligation to purchase the Subject Property pursuant to this Agreement are contingent on the satisfaction or written waiver by BUYER of each of the following conditions which are solely for BUYER’s benefit unless otherwise indicated. Any of said conditions may be waived by BUYER, so long as such waiver is in writing. The City Manager of the City of Modesto is authorized to waive any such condition and/or give any notices under this Agreement on behalf of BUYER.
a. SELLERS’ Representations and Warranties. SELLERS’ representations and warranties being correct as of the Effective Date of this Agreement and as of the Closing Date.
b. Marketable Title. The conveyance to BUYER of good and marketable fee simple title to the Subject Property, as evidenced by a CLTA standard coverage title insurance policy issued by the Title Company in the full amount of the Purchase Price insuring title to the Subject Property vested in BUYER free and clear of all title defects, liens, encumbrances, conditions, covenants, restrictions, and other adverse interests of record or known to SELLERS, subject only to those exceptions approved by BUYER’s City Manager in writing and the following: (i) the Approved Exceptions, as defined herein; and #16..
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4 (ii) general and special real property taxes and assessments constituting a lien not yet due and payable.
c. Possession/Condition of Subject Property. The delivery of possession of the Subject Property to BUYER immediately on the close of escrow, free and clear of all uses and occupancies except those approved in writing by BUYER’s City Manager. The Subject Property will be conveyed by SELLERS to BUYER in an “as is” condition, with no warranty, express or implied, by SELLERS as to the physical condition including, but not limited to, the soil, its geology, or the presence of known or unknown faults or Hazardous Materials or hazardous waste (as defined by state and federal law); provided, however, that the foregoing shall not relieve SELLERS from disclosure of any such conditions of which SELLERS have actual knowledge.
d. SELLERS’ Performance of Obligations. SELLERS’ satisfactory performance of all of SELLERS’ obligations under this Agreement. e. Title Policy. Escrow’s Agent commitment to issue a CLTA standard coverage title insurance policy in the amount of the Purchase Price of the Subject Property subject only to approved exceptions. f. BUYER’s Right to Terminate Agreement/Waiver. If any condition set forth herein is not satisfied, or if BUYER notifies each of SELLERS in writing before the Closing Date of SELLERS’ breach of any of SELLERS’ warranties set forth in the Agreement, BUYER may, in BUYER’s sole discretion, cancel the escrow and terminate this Agreement by giving written notice to SELLERS and Escrow Agent before the Closing Date. The exercise of this power shall not waive any other rights BUYER may have against SELLERS for breach of contract.
If this Agreement terminates pursuant to this provision, the Parties shall be relieved of all further obligations and liabilities to each other under this Agreement except as otherwise provided herein and all funds and documents deposited with Escrow Agent shall be promptly returned by Escrow Agent to the depositing Party. In the event of such termination of the Agreement, BUYER shall bear any costs and expense of escrow. g. Approval by City Council. Approval of the Agreement by City Council of City of Modesto as set forth in Section 18.
Section 7. SPECIAL CONDITIONS.
a. In addition to the Purchase Price, BUYER shall pay its portion of all escrow, recording and title insurance charges incurred at the close of escrow for the purchase of the Subject Property.
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5 b. Each Party represents that no real estate broker has been retained by the Party in the sale of the Property or the negotiation of this Agreement.
BUYER shall have no responsibility or liability for the payment of any real estate commission for the purchase and sale of the Subject Property. c. If the Property is encumbered by a mortgage(s), deed(s) of trust, or other secured instrument, SELLERS are responsible for payment of any demand under authority of said mortgage, deed of trust, or security interest and authorizes Escrow Agent to pay such amount out of SELLERS’ proceeds from the sale of the Subject Property. Such amounts may include but not be limited to payments of unpaid principal and interest.
Section 8. CONDITIONS TO SELLERS’ PERFORMANCE.
SELLERS’ obligation to perform under this Agreement is subject to the following conditions:
a. BUYER’s representations and warranties in this Agreement being correct as of the Effective Date of this Agreement and as of the Close of Escrow;
b. BUYER’s performance of all of BUYER’s obligations which it is required to perform pursuant to this Agreement.
Section 9. SELLERS’ REPRESENTATIONS AND WARRANTIES.
SELLERS warrant to BUYER that as of the Effective date of this Agreement and as of the Close of Escrow:
a. SELLERS own the Property and, except as disclosed herein, and in the Preliminary Report, SELLERS have no knowledge of any unrecorded or undisclosed legal or equitable interest in the Property owned or claimed by anyone other than SELLERS.
b. Leases. No leases, licenses or other agreements or arrangements allowing any third-party rights to use the Subject Property or any portion thereof are or will be in force. If any lease interest is discovered or identified, as a condition precedent to the approval of this Agreement by the City Council or the City of Modesto, quit claim deeds or similar releases sufficient to clear any such possessory rights from the Subject Property shall be obtained by SELLERS and delivered to BUYER by SELLERS.
c. Condition of the Property.
(i) SELLERS have no knowledge or notice of any buried or partially buried storage tanks located on the Subject Property #16..
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6 containing or having contained gasoline, diesel, herbicides, insecticides, or other petrochemicals;
(ii) To SELLERS’ knowledge the Subject Property is free from and has always been free from hazardous substances, hazardous materials or other contaminants;
(iii) SELLERS have not conducted any activity or allowed others to conduct any activity that has resulted in toxic or hazardous wastes or substances to be deposited on the Subject Property;
(iv) SELLERS have received no notice, warning, notice of violation, administrative complaint, judicial complaint, or other formal or informal notice alleging that conditions on the Subject Property are or have been in violation of any environmental law or informing SELLERS that the Subject Property is subject to investigation or inquiry regarding hazardous substances or hazardous materials on the Subject Property or the potential violation of any environmental law.
(v) The Subject Property has never been used as a dump or landfill. d. Litigation. There is no pending, or, to SELLERS actual knowledge, threatened litigation, administrative proceeding or other legal or governmental action with respect to the Subject Property. e. Disclosure. Any and all information that SELLERS have delivered to BUYER, either directly or through SELLERS agents is accurate, and SELLERS have disclosed all material facts with respect to the Subject Property.
f. New Facts. SELLERS shall promptly notify BUYER of any fact that would cause any of the representations contained in this Agreement to be untrue as of the Close of Escrow. If BUYER reasonably concludes that any new fact materially and adversely affects the Subject Property, BUYER shall have the option, in BUYER’s sole discretion, to terminate this Agreement by delivering written notice of same to SELLERS. In such event neither BUYER nor SELLERS shall have any further obligations to or rights against the other under this Agreement except as otherwise provided herein.
g. SELLERS have full power and authority to enter into and perform this Agreement. The execution, delivery and performance of this Agreement by SELLERS has been duly authorized by all necessary actions on the part of SELLERS, and all required consents or approvals of SELLERS have been duly obtained. Upon its execution, this #16..
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7 Agreement is a legal, valid and binding obligation of SELLERS, enforceable against it in accordance with its terms.
Section 10. BUYER’S REPRESENTATIONS AND WARRANTIES.
BUYER warrants to SELLERS that as of the date of this Agreement and as of the Close of Escrow:
a. BUYER is a chartered city and municipal corporation of the State of California validly existing and in good standing.
b. BUYER has full power and authority to enter into and perform this Agreement. The execution, delivery and performance of this Agreement by BUYER has been duly authorized by all necessary actions on the part of BUYER, and all required consents or approvals of BUYER have been duly obtained. Upon its execution, this Agreement is a legal, valid and binding obligation of BUYER, enforceable against it in accordance with its terms.
Section 11. TITLE.
a. Within ten (10) days of the Effective Date of this Agreement, BUYER shall cause, at BUYER’s sole expense, Escrow Agent to issue to BUYER (with a copy to SELLERS) a preliminary report (hereinafter “Preliminary Report”) for a CLTA Policy of Title Insurance for the Subject Property, setting forth all liens, encumbrances, easements, restrictions, conditions, covenants, pending litigation, judgments, administrative proceedings and any other matters affecting SELLERS’ title to the Subject Property (hereafter “Exceptions”) together with copies of all documents relating to the Exceptions referred to in the Preliminary Report.
b. BUYER shall advise SELLERS in writing within twenty-one (21) days after receipt of the Preliminary Report of BUYER’s disapproval of any Exception or any other matter that adversely affects title to the Subject Property (hereafter “Disapproved Exception”). BUYER’s failure to advise SELLERS within twenty-one (21) days of receipt of the Preliminary Report of its disapproval of any exceptions disclosed in the Preliminary Report shall be deemed to be approval of any such exceptions (hereafter, the “Approved Exceptions”). BUYER’s City Manager is authorized to determine the condition of title and to provide the required notices hereunder.
c. As to any Disapproved Exception, SELLERS shall have the right, but not the obligation, within thirty (30) days, following expiration of the twenty-one (21) day period provided in Section11 (b) above, to cause each or any Disapproved Exception to be discharged, satisfied, released #16..
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8 or terminated as the case may be, of record, and in a form that is reasonably satisfactory to BUYER and Escrow Agent, all at SELLERS’ sole cost and expense. SELLERS authorize Escrow Agent to disperse from the cash portion of the purchase price and proceeds otherwise disbursable to SELLERS upon Close of Escrow with sum sufficient to discharge any Disapproved Exception that may be discharged only by the payment of money. If SELLERS are unable or unwilling to obtain a discharge, satisfaction, above, then this Agreement shall automatically terminate ten (10) business days after expiration of the thirty-day (30) period for curing the Disapproved Exceptions or after SELLERS advise BUYER in writing that SELLERS are unable or unwilling to cause such discharge, satisfaction, release, or termination, whichever occurs first, unless within such ten-business-day period BUYER’s City Manager waives in writing such Disapproved Exception, in which event such Disapproved Exception shall be deemed an Approved Exception under this Exception under this Agreement. If this Agreement terminates pursuant to the foregoing sentence, neither BUYER nor SELLERS shall have any further obligations to or rights against each other under this Agreement except as otherwise provided herein and all funds and documents deposited with Escrow Agent shall be promptly refunded or returned, as the case may be, by Escrow Agent to the depositing Party.
Section 12. CLOSE OF ESCROW.
a. Title. Simultaneously with the Close of Escrow, Escrow Agent shall issue a CLTA policy of Title Insurance insuring BUYER in the amount of the Purchase Price, subject only to the following matters:
(i) Approved Exceptions by BUYER in accordance with
Section 11 of this Agreement.
b. SELLERS’ Deposit into Escrow. SELLERS shall deposit with Escrow Agent on or before the Close Date the following documents/items:
(i) A grant deed duly executed and acknowledged by
SELLERS suitable for recordation conveying to BUYER
good and marketable fee simple title to the Subject
Property subject only to Approved Exceptions in
accordance with Section 11 of this Agreement;
(ii) SELLERS affidavit of non-foreign status as contemplated by the United States Internal Revenue Code (FIRPTA
Affidavit);
(iii) SELLERS’ affidavit as contemplated by the California Revenue and Taxation Code (“Withholding Affidavit”);
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9 (iv) All other documents/items reasonably required by Escrow Agent or Title Company to consummate Close of Escrow.
c. BUYER’s Deposit into Escrow. BUYER shall deposit with Escrow Agent on or before the Closing Date the following documents/items:
(i) The full Purchase Price in the form of cash or immediately available funds;
(ii) The total amount of fees and charges BUYER is
responsible to pay pursuant to Section 7 a. of this
Agreement in the form of cash or in immediately available funds;
(iii) All other documents/items reasonably required by Escrow Agent to consummate Close of Escrow;
(iv) A deed reflecting the parcel as described in Exhibit “A” and “B” to be recorded at the closing, or such other deed as requested by the Title Company.
d. Closing Date. BUYER and SELLERS agree the conveyance of the Property by SELLERS to BUYER in the closing of the transaction covered in this Agreement (“Close of Escrow”) shall take place on a date mutually agreeable to BUYER and SELLERS that is within twenty (20) days following the satisfaction of the last condition of those conditions set forth in Sections 6 and Section 11 of this Agreement, but in no event later than ninety (90) days from the Effective Date of this Agreement (the “Closing Date”). If escrow has not closed by the Closing Date, the Parties may extend the Closing Date by mutual agreement in writing or in the alternative either Party may elect to terminate this Agreement by notifying the other Party in writing of the election to terminate and in such event neither Party shall have any further obligations to or rights against the other under the Agreement.
e. Escrow Agent’s Duties. On the Closing Date, Escrow Agent shall close escrow as follows:
(i) Record the Grant Deed (marked for return to “BUYER”) in the Office of the Recorder of the County of Stanislaus
(which shall be deemed delivery to BUYER);
(ii) Issue the CLTA Policy of Title Insurance described in Section 6 b. of this Agreement.
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10 (iii) Per the Joint Agreement, on behalf of SELLERS, disburse into the Tuolumne River Regional Park Operating Fund
(Fund 6700), managed by the City of Modesto, the
Purchase Price less amounts and charges to be paid on
behalf of SELLERS;
(iv) Charge BUYER and SELLERS for those costs and
expenses to be paid by them respectively pursuant to this Agreement and disburse any net funds remaining after the preceding disbursement to BUYER.
(v) Prepare and deliver to both BUYER and SELLERS one
signed copy of Escrow Agent’s closing statement showing all receipts and disbursements of the Escrow;
(vi) Deliver to BUYER the FIRPTA Affidavit and Withholding Affidavit, if required;
(vii) Apportion costs, fees and expenses between SELLERS and BUYER in accordance with sub-section (f) below.
If Escrow Agent is unable to simultaneously perform all of the instructions set forth above, Escrow Agent shall notify BUYER and SELLERS and retain all funds and documents pending receipt of further instructions jointly by BUYER and SELLERS.
f. Prorations. Escrow Agent shall prorate the following costs at the Close of Escrow:
(i) BUYER shall pay:
i. The premium for the CLTA Policy Title Insurance; and ii. One-half of the escrow fee charged by Escrow Agent. (ii) SELLERS shall pay:
i. Any demand for payoff under authority of a mortgage, deed of trust or secured instrument of the Property
pursuant to Section 6 of this Agreement; and
ii. One-half of the escrow fee charged by Escrow
Agent.
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11 g. Real Estate Taxes, Bonds and Assessments. The Parties to this agreement are all public agencies and are exempt from the payment of transfer taxes, recording fees and real property taxes. All installments of any bond or assessment that constitutes a lien on the Property at the Close of Escrow shall be paid by SELLERS.
Section 13. POSSESSION.
Possession of the Subject Property shall be delivered to BUYER at the Close of Escrow.
Section 14. SELLERS’ PRECLOSING COVENANTS.
Commencing on the Effective Date of this Agreement and until the Close of Escrow:
a. SELLERS shall not permit any liens, encumbrances or easements to be placed on the Property, other than the Approved Exceptions, nor shall SELLERS enter into any Agreement regarding the sale, rental, management, repair, improvement or any other matter affecting the Property that would be binding on BUYER or on the Subject Property after the Close of Escrow without the prior written consent of BUYER.
b. SELLERS shall not permit any act of waste or act that would tend to diminish the value of the Subject Property for any reason, except that caused by ordinary wear and tear.
c. SELLERS shall maintain the Subject Property in its present condition subject to ordinary wear and tear, until the Close of Escrow.
d. If the Subject Property, or any portion of the Subject Property, is encumbered by a deed of trust, mortgage or any other secured instrument, SELLERS shall pay any demand under authority of said deed of trust, mortgage or secured instrument out of SELLERS’ proceeds of the sale of the Subject Property. Such amounts may include, but not be limited to payments of unpaid principle and interest.
Section 15. AMENDMENTS.
This Agreement shall not be amended, modified or changed except by an instrument in writing executed by the Parties. Any amendment or addendum to this Agreement shall expressly refer to this Agreement.
Section 16. WAIVERS.
No Breach of any provision of this Agreement can be waived unless in writing. Waiver of any one breach of a provision hereof shall not be #16..
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12 deemed a waiver of any other breach of the same or any other provision or covenant in this Agreement, including the time for performance of any obligation. An extension of time for performance of any obligation or act shall not be deemed an extension of time for performance of any other obligation or act.
The exercise by a Party of any remedy provided in this Agreement or at law shall not prevent the exercise by that Party of any other remedy provided in this Agreement or at law.
Section 17. SUCCESSORS. BINDING EFFECT.
This Agreement shall be binding on and inure to the benefit of the Parties to this Agreement and their heirs, personal representatives, successors, and assigns, except as otherwise provided in this Agreement.
Section 18. APPROVAL.
SELLERS acknowledge, understand and agree that this AGREEMENT is subject to the approval by City Council of the City of Modesto and this Agreement shall have no force or affect unless and until such approval by the City Council of the City of Modesto is obtained.
BUYER similarly acknowledges that this AGREEMENT is subject to approval by the City Council of the City of Ceres, City Council of the City of Modesto and Board of Supervisors of the County of Stanislaus.
Section 19. AUTHORITY OF SELLERS.
SELLERS hereby represent and warrant that the signatories to this Agreement are authorized to enter into this Agreement to convey the Subject Property and that no other authorizations are required to implement this Agreement on behalf of the SELLERS. This Agreement has been negotiated at arm’s length and each Party has been represented by independent legal counsel in this transaction and this Agreement has been reviewed and revised by counsel to each of the Parties.
Accordingly, each Party hereby waives any benefit under any rule of law (including Section 1654 of the California Civil Code) or legal decision that would require interpretation of any ambiguities in this Agreement against the drafting Party.
Section 20. NOTICES.
All notices permitted or required to be given under this Agreement or which either SELLERS or BUYER desire to serve upon the other shall be in writing and shall be deemed to be properly given if delivered, mailed, or sent as follows:
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13 a. A nationally recognized overnight courier, in which case notice shall be deemed delivered one (1) business day after deposit with that courier;
b. Hand delivery, in which case notice shall be deemed delivered upon receipt;
c. By United States Mail, by postage prepaid, in which case notice shall be deemed delivered five (5) days after delivery in the United States Mail; or
All notices under this section shall be given as set forth below or to any other individual or addressed as may be designated by a Party:
Section 21. SEVERABILITY.
If any term or provision of this Agreement shall, to any extent, be held invalid or unenforceable, the remainder of the Agreement shall not be affected.
Section 22. GOVERNING LAW.
SELLERS: BUYER:
By United States Mail, Personal
Delivery or Overnight Mail:
City of Modesto
ATTN: City of Modesto (TRRP)
c/o Laurie A. Smith, Director of PRN
P.O. Box 642
1010 10th Street, Suite 4400
Modesto, CA 95353
Stanislaus County
ATTN: Stanislaus County
c/o Jody Hayes, CEO
1010 10th Street
Modesto, CA 95354
City of Ceres
ATTN: City of Ceres
c/o Alex Terrazas, City Manager
2220 Magnolia Street
Ceres, CA 95307
By United States Mail, Personal
Delivery or Overnight Courier:
City of Modesto
Attn: City of Modesto (Utilities)
c/o William Wong, Director of
Utilities
P.O. Box 642
1010 10th Street, Suite 4500
Modesto, CA 95353
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14 This Agreement shall be interpreted under and be governed by the laws of the State of California.
Section 23. REMEDIES
If, because of SELLERS’ default or breach of this Agreement, the purchase and sale of the Subject Property is not consummated as set forth herein by the Closing Date, BUYER shall be entitled to either (a) seek specific performance from SELLERS or (b) to do any of the following: (i) to waive the breach or default and proceed to close as provided herein; (ii) to extend the time for performance and the Closing Date until SELLER is able to perform; or (iii) to terminate this Agreement upon written notice to SELLER, whereupon SELLER shall cause Escrow AGENT to return to BUYER any and all sums placed into the Escrow by BUYER, and except for the rights and obligations expressly provided to survive termination of this Agreement, neither Party shall have any further obligations or liabilities to each other hereunder. In the event of a breach or default hereunder by BUYER and the closing does not occur due to such default, BUYER shall be responsible for any fees owed to the Title Company and Escrow Officer.
The Parties agree that SELLERS shall have no other remedies. IN NO
EVENT SHALL EITHER PARTY BE ENTITLED TO LOST PROFITS
OR CONSEQUENTIAL DAMAGES AS A RESULT OF THE OTHER
PARTY’S BREACH OF THIS AGREEMENT.
Section 24. ATTORNEY’S FEES.
If any action, proceeding is commenced between the Parties arising out of or relating to this Agreement, the prevailing Party in that action or proceeding shall be entitled to receive from the other Party, in addition to any other relief that may be granted, the reasonable attorney’s fees, costs and expenses incurred in the action or proceeding by the prevailing Party.
Section 25. COUNTERPARTS SIGNATURE.
This Agreement may be executed in counterparts, each of which shall be an original, but all counterparts shall constitute one contract.
Section 26. ENTIRE AGREEMENT.
This Agreement and the documents referenced herein contain the entire Agreement between the Parties to this Agreement.
Section 27. TIME.
Time is of the essence of this Agreement.
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15 IN WITNESS WHEREOF, the City of Modesto, a charter city and municipal corporation, has authorized the execution of this Agreement by its City Manager and attestation by its City Clerk by Resolution No. 2023- adopted by the Council on the day of ____________, 2023, and Stanislaus County, a political subdivision of the State of California, and the City of Ceres, a municipal corporation, have caused this Agreement to be duly executed as of the Effective Date.
CITY OF MODESTO (As the BUYER & one of the SELLERS),
a municipal corporation
By:
JOSEPH P. LOPEZ, City Manager
ATTEST:
By:
DIANE NAYARES-PEREZ, CMC, City Clerk
APPROVED AS TO LEGAL FORM:
By:
JOSE M. SANCHEZ, City Attorney
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16 STANISLAUS COUNTY (As one of the SELLERS),
a political subdivision of the State of California
By: ___
JODY HAYES, Chief Executive Officer
ATTEST:
By:
ELIZABETH A. KING, Clerk of the Board
Approved as to Legal Form:
STANISLAUS COUNTY COUNSEL
Thomas E. Boze, County Counsel
By:
G. MICHAEL ZIMAN, Deputy County Counsel
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17 CITY OF CERES (As one of the SELLERS),
a municipal corporation
By:
ALEX TERRAZAS, City Manager
ATTEST:
By:
FALLON MARTIN, City Clerk
APPROVED AS TO LEGAL FORM:
By:
NUBIA GOLDSTEIN, City Attorney
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18 EXHIBIT A & B
Attached Plat & Legal Description
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Appraisal Report
TRRP PROPERTY
1500 ROBERTSON ROAD
MODESTO, CALIFORNIA
PREPARED FOR
CITY of MODESTO
PREPARED BY
CHAPMAN & PATTON
EFFECTIVE DATE OF VALUE
AUGUST 16, 2019
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CHAPMAN & PATTON
Real Estate Appraisers and Consultants
108 Club Terrace
Danville, California 94526
Phone (925) 831-1311
September 3, 2019
Ryan Daugherty, Property Agent
City of Modesto, Utilities Department
1010 10th Street
PO Box 642
Modesto, CA 95353
Dear Mr. Daugherty,
Pursuant to our agreement, an appraisal has been made of the Fair Market Value of the TRRP property identified as Assessor’s Parcel Number 037-023-002 located at 1500 Robertson Road in Modesto (Stanislaus County), California. The property being appraised will be referred to as the Subject property in this report.
The purpose of this appraisal is to provide you with an opinion of total compensation for the proposed acquisition of one fee parcel required from the Subject property for the Sutter Wastewater Treatment Plant Project.
This report contains a description of the entire property in the before condition, the acquisition, the effect of the acquisition upon the remainder, and estimated total compensation associated with the acquisition and project. The appraisal of the property in the before condition is made under the hypothetical condition that the proposed Sutter Wastewater Treatment Plant Project does not exist.
An onsite viewing of the Subject property was made on August 16, 2019 with Ryan Daugherty, Property Agent with the City of Modesto.
I have gathered pertinent information, sales and other data relevant to the valuation of the property, and analyzed the data to reach my conclusions. In my opinion, total just compensation for the property rights to be acquired from the Subject property as of August 16, 2019 was $191,000.
This is a Restricted Use appraisal report that may not be understood properly without additional information retained in the appraiser’s file. This report is performed in accordance with generally accepted reporting requirements for Uniform Standards of Professional Appraisal Practice 2-2(b). Please refer to the General Assumptions and Limiting Conditions found in the Introduction & Summary section of this report.
Very truly yours,
CHAPMAN & PATTON
Michelle Patton, MAI, SR/WA, R/W-AC
Certified General Real Estate Appraiser # AG030012
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TABLE of CONTENTS
INTRODUCTION & SUMMARY
Purpose of the Appraisal............................................................................................................................... 1 Appraisal Report Format............................................................................................................................... 1 Scope of the Assignment .............................................................................................................................. 1 Intended Use ................................................................................................................................................. 2 Intended User and Client .............................................................................................................................. 2 Definitions..................................................................................................................................................... 2 General Assumptions and Limiting Conditions............................................................................................ 4 Extraordinary Assumptions and Hypothetical Conditions............................................................................ 5 Certification of Appraiser ............................................................................................................................. 6
ANALYSIS
Subject Property Photographs....................................................................................................................... 7 Subject Property Identification ................................................................................................................... 13 Highest And Best Use - Before Condition.................................................................................................. 17 Project Description...................................................................................................................................... 18 Project Acquisition...................................................................................................................................... 18 Construction Contract Work ....................................................................................................................... 18 Effect of Acquisition Upon Remainder ...................................................................................................... 18 Highest And Best Use - After Condition .................................................................................................... 18
VALUATION
Approaches to Value................................................................................................................................... 20 Valuation Methodology Used for the Subject Property.............................................................................. 20 Sales Comparison Approach - Value of the Whole – As If Vacant............................................................ 20 Valuation of Rights Being Acquired........................................................................................................... 23 Remainder Values....................................................................................................................................... 23 Severance Damage/Benefits ....................................................................................................................... 24 Final Opinion of Value - Total Compensation............................................................................................ 24
ADDENDA
Addendum A – Qualifications of Appraiser ............................................................................................... 26 Addendum B – Preliminary Report ............................................................................................................ 32 Addendum C – Comparable Sales - Satellite Images & Photographs........................................................ 48 #16..
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INTRODUCTION & SUMMARY
Purpose of the Appraisal
The purpose of this appraisal is to estimate total compensation for the acquisition of one fee parcel from a 28-acre open space property in Modesto, California.
Appraisal Report Format
This is a Restricted Use Appraisal Report, in accordance with the requirements identified in Standard Rule 2-2(b) of USPAP. It is intended to provide a brief description of the entire property in the before condition, the acquisition, the effect of the acquisition upon the remainder, and estimated total compensation associated with the acquisition and project. A Restricted Use appraisal reports limits the use of the report to the client (intended user). It should be noted that the appraiser’s opinions and conclusions set forth in the report may not be understood properly without additional information retained in the appraiser’s work file. The report format had been mutually agreed upon by the client prior to completion of this assignment. Additional supporting documentation and analyses, as appropriate, is retained in the appraiser’s file.
Scope of the Assignment
The scope of inspection consisted of an on-site viewing of the Subject property by Michelle Patton on August 16, 2019, accompanied by Ryan Daugherty, Property Agent with the City of Modesto.
A Notice of Decision to Appraise was sent to Laurie Smith, Director of the City of Modesto Department of Parks, Recreation and Neighborhoods.
The scope of comparative data verification included a conversation with at least one of the parties to the transactions and review of county recording data. Each comparable sale was viewed, photographed and verified by Michelle Patton. The comparables cited herein should be construed as being a pertinent sampling, which were selected based upon physical and location similarities relative to the property under appraisement and/or the credibility of the data.
The geographic scope of research was focused in Modesto and surrounding communities.
The following scope of resources was used in the development of the market value opinion expressed herein. Information provided by the client consisted of a prior appraisal of the property dated February 9, 2017 and completed by ARWS. The appraiser was instructed to use the acquisition exhibits from this prior appraisal report, as no recent engineering maps were made available.
Sources used in the process of analyzing the Subject property included:
• Assessor’s map
• Flood hazard map
• Discussions with local brokers
• Zoning ordinance for Modesto
• General Plan for Modesto
• Engineering maps for the property to be acquired
• Discussions with Modesto Planning Department planner Paul, Liu Sources used in the process of estimating value for the Subject included:
• Assessor’s records
• Multiple Listing Service (MLS)
• Local brokers
• CoStar
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TRRP Property
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Intended Use
The intended use of the appraisal and report is to provide the City of Modesto and their legal representatives with a basis for determining total compensation for the proposed acquisition.
Intended User and Client
The intended user and client of this appraisal is the City of Modesto and their legal representatives.
Definitions
After Condition - The after condition refers to the property as it existed on the valuation date, but following the partial acquisition and project construction.
Appraisal Report - A written appraisal report prepared under Standards Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice.
Before Condition - The before condition is the condition of the property on the valuation date (as if) prior to the project, planning and steps leading up to the project.
Benefits - A benefit is an increase in value accruing specially to a remainder property as a result of a partial acquisition or project construction.1
Easement - Nonpossessory (incorporeal) interest in landed property conveying use, but not ownership, of a portion of that property.2
Encumbrance - Any claim or liability that affects or limits the title to property. An encumbrance can affect the title such as a mortgage or other lien, or it can affect the physical condition of the property such as an easement. An encumbrance cannot prevent the transfer of possession, but it does remain after the transfer.3
Extraordinary Assumption - An assumption, directly related to a specific assignment, as of the effective date of the assignment results, which, if found to be false, could alter the appraiser’s opinions or conclusions.”4 An extraordinary assumption may be used in an assignment only if:
• It is required to properly develop credible opinions and conclusions; • The appraiser has a reasonable basis for the extraordinary assumption; • Use of the extraordinary assumption results in a credible analysis; and • The appraiser complies with the disclosure requirements set forth in USPAP for extraordinary assumptions.
Fee Simple - 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.5 Highest And Best Use - The following explanation is taken directly from the 14th Edition of The Appraisal of Real Estate:
The reasonably probable and legal use of vacant land or an improved property that is physically possible, appropriately supported, financially feasible, and that results in the 1 Source: Section 1263.430 from the Code of Civil Procedure 2 Source: The Dictionary of Real Estate Appraisal, 5th Ed., published by the Appraisal Institute, 2010. 3 Source: The Dictionary of Real Estate Appraisal, 5th Ed., published by the Appraisal Institute, 2010. 4 Source: 2014-2015 Edition of USPAP, page U-3
5 Source: The Dictionary of Real Estate Appraisal, 5th Ed., published by the Appraisal Institute, 2010. Pg. 78 #16..
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highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum productivity.
Alternatively, the probable use of land or improved property – specific with respect to the user and timing of the use – that is adequately supported and results in the highest present value.
Hypothetical Condition - A Hypothetical Condition is “a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis.” Comment: “Hypothetical Conditions are contrary to known facts about physical, legal or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in the analysis.”6
Larger Parcel - In governmental land acquisitions, the tract or tracts of land that are under the beneficial control of a single individual or entity and have the same, or an integrated, highest and best use. Elements for consideration by the appraiser in making a determination in this regard are contiguity, or proximity, as it bears on the highest and best use of the property, unity of ownership, and unity of highest and best use.7 Market Value - The fair market value of the property taken is the highest price on the date of the valuation that would be agreed to by a seller, being willing to sell, but under no particular or urgent necessity of so doing nor obliged to sell, and a buyer, being ready, willing and able to buy, but under no particular necessity for so doing, each dealing with each other with full knowledge of the uses and purposes for which the property is reasonably adaptable and available.8 Severance Damage - Severance damage is a loss in value to a remainder property caused by a partial acquisition(s) and/or Project construction.9
Total Compensation - Total compensation is the estimated value of a partial acquisition plus any severance damage, from which any special benefits have been deducted.10 6 Source: 2014-2015 Edition of USPAP, page U-3
7 Source: The Dictionary of Real Estate Appraisal, 5th Ed., published by the Appraisal Institute, 2010. Pg. 110 8 Source: Code of Civil Procedure, Section 1263.320(a)
9 Source: Section 1263.420 from the Code of Civil Procedure 10 Source: Section 1263.410 from the Code of Civil Procedure #16..
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TRRP Property
1500 Robertson Road, Modesto, CA
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General Assumptions and Limiting Conditions
The following Assumptions and Limiting Conditions have been relied upon and used in making this appraisal and estimating the respective values required by the purpose of the appraisal and its intended use.
1) 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. 2) The property is appraised free and clear of any or all liens and encumbrances unless otherwise stated in this report.
3) Responsible ownership and competent property management are assumed unless otherwise stated in this report.
4) The information furnished by others is believed to be reliable. However, no warranty is given for its accuracy.
5) Sketches, plats, or photographs contained in this report are included to assist the reader in visualizing properties and no survey has been made of the property in the report. 6) The Appraiser assumes no responsibility for discovery of hidden or non-apparent conditions of the property, subsoil, or the structures that render it more or less valuable. Encroachment of real property improvements is assumed to not exist. No responsibility is assumed for arranging engineering studies or a survey, which may be required to discover these conditions. 7) 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. 8) 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. 9) 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 conclusions contained in this report are based.
10) The Appraiser is not a soil expert. The existing soil and substructure has been assumed adequate for existing or proposed uses unless contrary information is provided and contained in this report. It is advisable to have a soil analysis and report completed by a qualified soil engineer or other qualified expert so that any interested party will become knowledgeable as to the important soil information including seismic data, soil contaminants, type of fill, if any, or other relevant matters. 11) Unless otherwise stated in this report, the subject property is appraised without a specific compliance survey having been conducted to determine if the property is or is not in conformance with the requirements of the Americans with Disabilities Act. 12) 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 improvements must not be used in conjunction with any other appraisal and are invalid if so used. #16..
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13) 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 prior consent of the Appraiser, and in any event, only with proper written qualifications and only in its entirety.
14) Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the Appraiser, or the firm with which the Appraiser is connected) shall be disseminated to the public through advertising, public relations, news sales, or other media.
Extraordinary Assumptions and Hypothetical Conditions
Please note that all Extraordinary Assumptions and Hypothetical Conditions could have an effect on the results of this appraisal.
Extraordinary Assumptions
1) It is assumed that there are no hazardous or toxic substances on the Subject property or the soils comprising the Subject land.
2) It is assumed that no other easements exist on the entire property that could affect use and/or value other than those noted in this report.
Hypothetical Condition
1) This assignment was prompted by the Sutter Wastewater Treatment Plant Project. Therefore, the project will be disregarded in the appraisal of the Subject in the before condition. #16..
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Certification of Appraiser
I certify that, to the best of my knowledge and belief:
− the statements of fact contained in this report are true and correct. − the reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are my personal, impartial, and unbiased professional analyses, opinions, and conclusions.
− I have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved. − I have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment.
− my engagement in this assignment was not contingent upon developing or reporting predetermined results.
− my compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal.
− I made a personal inspection of the property that is the subject of this report. − I have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the 3-year period immediately preceding acceptance of this assignment.
− no one provided significant real property appraisal assistance to the person signing this certification. − the reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. − the use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.
− as of the date of this report, Michelle Patton has completed the continuing education program for designated members of the Appraisal Institute.
− as of the date of this report, Michelle Patton has completed the Standards and Ethics Education Requirement of the Appraisal Institute.
September 3, 2019
Date Michelle Patton, MAI, SR/WA, R/W-AC
Certified General Real Estate Appraiser # AG030012
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Subject Property Photographs
Westerly view of Robertson Road frontage – Subject on left Westerly view of Subject’s northerly boundary
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Southwesterly view of Subject from Robertson Road – approximate location of proposed fee parcel Southerly view of Subject from Robertson Road – approximate view of proposed fee parcel #16..
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1500 Robertson Road, Modesto, CA
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Southerly view of Subject from Robertson Road – approximate view of proposed fee parcel – easterly boundary on left
Southeasterly view of Subject – existing entrance to Sutter Wastewater Treatment Plant in background #16..
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Southerly view of Subject’s northwesterly corner
Easterly view of Robertson Road frontage – Subject on right #16..
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Southerly view of Sutter Avenue – existing entrance to Sutter Wastewater Treatment Plant Southerly view existing entrance to Sutter Wastewater Treatment Plant #16..
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1500 Robertson Road, Modesto, CA
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Southwesterly view of Subject’s northeasterly corner – approximate location of proposed fee parcel Southwesterly view of proposed fee parcel
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TRRP Property
1500 Robertson Road, Modesto, CA
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Subject Property Identification
Address
1500 Robertson Road, Modesto, California.
Location
South side of Robertson Road, west of Sutter Avenue, in the southwesterly portion of the city of Modesto.
Assessor’s Parcel Number
037-023-002
County
Stanislaus
Owners of Record
Public records indicate the property is owned by: MODESTO CITY OF ET AL. The Preliminary Report that was provided is dated October 2016. It reflects ownership vesting as follows:
County of Stanislaus, a political subdivision of the State of California, City of Modesto, a municipal corporation of the State of California, and the City of Ceres, a municipal corporation of the State of California.
The client has indicated that the ownership is vested in the Tuolumne River Regional Park (TRRP) Joint Powers Authority (JPA), which is comprised of Stanislaus County, the City of Ceres, and the City of Modesto, as referenced above.
History of Ownership
The property has been under the ownership of the TRRP JPA for many years; no recent transfers or listings of the property were found in public records.
Larger Parcel
The larger parcel includes the single Assessor’s parcel noted above.
Site Description
Size/Shape/Topography
The Subject property consists of one parcel of land with 28 acres. It has an atypical shape, with the northerly boundary paralleling Robertson Road and the southerly boundary following the contours of the adjacent City-owned sewer treatment plant. The site is generally level and at street grade.
Utilities
The Subject’s neighborhood is served with electricity and natural gas from Pacific Gas and Electric Company. The City of Modesto provides public water, sewer and storm drain services.
Access
The Subject has approximately 1,127 feet of frontage along the southerly side of Robertson Road, which is a two-lane, asphalt-paved public road. While the northerly perimeter of the street has off-site improvements such as concrete curbs, gutters and sidewalks, the southerly boundary along the Subject’s frontage is lacking any street improvements. Vehicular access to the Subject is unrestricted along the unimproved street frontage.
Satellite Image
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Assessor’s Parcel Map 037-023
Subject
Sutter Wastewater
Treatment Plant
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Current Use/Improvements
The property is primarily vacant, raw land. There is fencing along the southerly and easterly perimeters.
There appears to be a well or storage tank near the southerly portion of the property, enclosed by a fenced area. However, these improvements were not inspected and no information regarding the structure/improvements was provided. There were no other structural improvements noted.
Easements
An older Preliminary Report (Addendum B) was provided for the Subject; it was dated October 4, 2016.
The easements identified in that report include:
4) An easement for utilities purposes in favor of Pacific Telephone and Telegraph Company 5) An easement for electrical facilities including sewer pipeline in favor of the City of Modesto It is assumed the Subject may also be encumbered by typical utility easements. The Preliminary Report also refers to matters, rights, claims and instruments, for which the appraiser has not been provided a copy of. As such, it is assumed that no easements exist that could negatively affect the property’s value or marketability other than those mentioned in this report.
Zoning & General Plan: City of Modesto
The Subject is under the jurisdiction of the City of Modesto and has a zoning designation of R-1, Single Family Residential. It is within the Tuolumne River Comprehensive Planning District of the General Plan and has a General Plan designation of Open Space (OS). The surrounding properties to the north and west also have R-1 zoning. The Subject is slated to eventually be developed with a park facility, including a sports complex and parking facilities. It would be an extension of the existing Bellenita Park.
According to Modesto Planner, Paul Liu, the City of Modesto does not have a Public/Quasi-public zoning designation. As such, any City-owned park land is assigned an R-1 zoning designation. However, for R-1 uses to be allowed on the Subject site, various development challenges exist, including a General Plan amendment and various environmental hurdles. On the other hand, the OS general plan designation allows for development with one dwelling unit per 10 acres.
Probability of a Zoning Change
Since the Subject is owned by a public entity, there is no anticipated change of zoning for the Subject.
Legal Description
As per the Preliminary Report:
PARCEL A AS SHOWNON THAT CERTAIN PARCEL MAP FILED FOR RECORD JULY 7, 1966 IN BOOK 2 OF PARCEL MAPS, AT PAGE 12, STANISLAUS COUNTY RECORDS Hazardous Material Sites
No Environmental Site Assessments were provided for this assignment. There are no known or apparent adverse environmental conditions that would negatively impact the value of the Subject property. The appraisers are not qualified to make a hazardous waste determination. Please refer to the Limiting Conditions section of this report.
Seismic Hazard
The Subject is not located in a Special Earthquake Studies Zone, but is in an area subject to liquefaction and is also subject to ground shaking as are all properties in this region. #16..
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Zoning Map
General Plan Map
Subject
Subject
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FEMA Flood Hazard Area
As illustrated on the flood insurance rate map on the following page, the northerly portion of the Subject is shown in the unshaded Zone X flood hazard area. The Zone X designation is used for areas determined to be outside 500-year floodplain determined to be outside the 1% and 0.2% annual chance of floodplains. Flood insurance in this zone is not required.
However, over half of the site is located within Flood Zone AE, which includes areas subject to inundation by the 1-percent-annual-chance flood event determined by detailed methods. Base Flood Elevations (BFEs) are shown. Mandatory flood insurance purchase requirements and floodplain management standards apply.
FIRM Map
Assessed Value and Taxes (2019 – 2020)
Since the Subject property is owned by public entities, no assessed value has been established and no taxes have been imposed.
Highest and Best Use – Before Condition
Highest and best use is defined as that use, from among reasonably probable and legal alternative uses, found to be physically possible, appropriately supported, financially feasible, and which results in highest land value. It may also be referred to as the most efficient and profitable permissible use.
The development potential of the Subject is limited given its various property characteristics. The Subject property is zoned R-1, for single family residential uses. However, despite the R-1 zoning, the Subject has a general plan designation of Open Space. More intensive residential development of the site would require a general plan amendment. The site could also require an Environmental Impact Report (EIR) or Mitigated Negative Declaration, at the minimum, according to Modesto Planner, Paul Liu.
Subject
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TRRP Property
1500 Robertson Road, Modesto, CA
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Given its location adjacent to the City of Modesto wastewater treatment plant, the proximity of such a use could have an impact on the environmental impact for developing the property. Additionally, its location within a flood zone presents significant development challenges and potentially increased capital expenditures or limitations on development on that portion of the property. While the residential market in Stanislaus and surrounding communities is relatively strong, the viability of developing the Subject property is hindered by these characteristics.
While more intensive development of the Subject could be possible, there is no certainty that a developer would pay any premium for the Subject land just because it has R-1 zoning. There are too many other factors that would bring risk to the potential development of the site. As such, the highest and best use of the Subject is consistent with the historical and legally allowable uses of agricultural/open space.
Project Description
The project that prompted the Subject acquisition is the proposed Sutter Wastewater Treatment Plant Project. The project will include redesigning the main entrance to the Sutter Wastewater Treatment Plant and adding additional parking. The new entrance will be located westerly of the existing entrance and will provide a safer route of travel for incoming and outgoing traffic, as the existing entrance is located directly at the intersection of Sutter Avenue and Robertson Road.
Project Acquisition
Fee Parcel
The project will include the acquisition of one fee parcel that contains 5.01 acres (218,236 square feet).
The parcel is located at the northeasterly corner of the Subject property.
Except for a few mature trees, there are no improvements within the fee parcel. There are no known easements within the proposed project area.
Construction Contract Work
None.
Effect of Acquisition upon Remainder
In the after condition, the Subject will be 22.99 acres. It will still have an atypical shape, but the utility of the site is generally unchanged. It will still have significant frontage along Robertson Road and can still be assembled with Bellenita Park to the west.
Highest and Best Use – After Condition
The highest and best use in the after condition is unchanged from the highest and best use in the before condition.
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Engineer’s Map – Fee Parcel
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VALUATION
Approaches to Value
In valuing real estate, three valuation methodologies are typically accepted in the appraisal process.
These are the sales comparison approach, the income approach, and the cost approach. They are further described below.
Sales Comparison Approach
The sales comparison approach utilizes the principle of substitution, wherein recently sold comparable properties are found and analyzed for comparability to the subject property. The underlying assumption is that market support will be either similar to, or identical to any of a group of adjusted substitute properties; thus, the indicated value for the subject is based on a range of adjusted values for the “substitute” or “comparable” transactions.
Income Approach
Generally, the income approach converts income expectations into market value. The assumptions for the investment model can either be implicit in the model (direct capitalization, which converts a single year’s expected income into value using a ratio from the market), or explicit (yield capitalization, or DCF, which converts each year’s net income over a specified holding period).
Cost Approach
The cost approach identifies market supported improvements costs, subtracts a market supported amount assignable to accrued depreciation, adds land value, and derives a value based on the cost to reproduce the improvements. This “cost approach” presumes that a typical buyer would not pay more for an existing improved property (or a finished lot) than it would cost to reproduce the same improvements on a highly similar (substitute) site.
Value Methodology Used for the Subject Property
The Sales Comparison Approach is applicable when a sufficient number of recent, reliable transactions create a perceptible value pattern in the market. For properties that are bought and sold regularly, the Sales Comparison Approach provides a good indication of market value, as it generally reflects the motivations of buyers and sellers. The Sales Comparison Approach was used to estimate the value of the land (as vacant) in the before and after conditions.
The Cost and Income Approaches were not utilized in this assignment.
Sales Comparison Approach -Value of the Whole - As If Vacant The process of developing comparable sales included searching public record and published data sources for the most relevant sales of similar, competing properties in the Subject’s market area. Each sale was then verified by interviewing brokers, agents, buyers or sellers. The sales prices were adjusted as necessary for transactional elements such as financing, conditions of sale, post-sale expenditures, and market conditions. Finally, the sale properties were compared to the Subject for property characteristic differences. Primary elements of comparison are location, size, shape, access, topography and zoning.
Sales of agricultural properties with some urban influence in Modesto and surrounding communities were researched and analyzed. The selected sales are presented on the following comparable sales summary table and location map. Satellite Images of each comparable sale can be found as Addendum C. The most appropriate unit of comparison for this assignment is the price per acre of land. #16..
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# Address Size - Acres Shape Zoning Grantor Rec. Date
City Size - SF Access General Plan Grantee Price
County Topography Easements Doc. # Price/Acre
APN Offsites Flood Zone Allocated
1 713 Ladd Raod 58.19 Atypical A-2-40 Michelotti 8/28/2019 Modesto 2,534,756 Average Agriculture Grewal $3,200,000 Stanislaus Level Typical 49511 $54,992
004-076-003 None ZoneX
2 1740 Claus Road 51.12 Atypical SP-H Glick 7/6/2018
Modesto 2,226,787 Average BCR Carone $1,780,000
Stanislaus Level Typical 46414 $34,820
014-026-017 None Zone X
3 4200 Milnes Road 53.35 Atypical SP-H Claus & Milnes 4/12/2018 Modesto 2,323,926 Average BCR C&T Murphy $1,900,000
Stanislaus Level Typical 25111 $35,614
014-025-015 None Zone X
4 3800 Ruble Road 19.77 Typical I Zarek 3/7/2018
Turlock 861,181 Poor Industrial Cardenas $842,500
Stanislaus Level Typical 15591 $42,615
044-004-005 None Zone X
5 2224 Claus Road 29.2 Atypical SP-H Arocta 1/11/2018
Modesto 1,271,952 Average BCR RMG $1,100,000
Stanislaus Level Typical 1482 $37,671
014-025-002 None Zone X
6 2230 E Service Road 19.71 Typical A-2-10 Rossman 1/13/2017 Ceres 858,568 Average Planned Development SPNA LLC $650,000 Stanislaus Level Typical 2588 $32,978
041-010-001 None Zone X
Sub 1500 Robertson Road 28 Atypical R-1 N/A 8/16/2019
Modesto 1,219,680 Good Open Space N/A DOV
Stanislaus Level Typical N/A
037-023-002 None Zone X and AE
Comparable Land Sales
Sale Map
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1500 Robertson Road, Modesto, CA
CHAPMAN & PATTON
Sale 1 ($54,992/ac) is the sale of 58.19 acres of land located at 713 Ladd Road just south of the community of Del Rio. It sold in August 2019 for $3,200,000. The property has been historically used for agricultural and rural residential purposes, but has some future development potential due to its proximity to existing residential development. It has an existing older, single-family dwelling. As compared to the Subject, it is superior for location and existing improvements, but inferior for size.
Overall, this sale is considered superior to the Subject and would indicate a lower unit value for the Subject property.
Sale 2 ($34,820/ac) is located at 1740 Claus Road and sold in July 2018. It consists of 51.12 acres of agricultural land in an area that is in transition to more urban uses. The property is zoned SH-H and has a general plan designation of Business Park. Although it was previously improved with rural residential structures, these improvements had no contributory value. Sale 4 is considered inferior for its larger size, but superior for location and zoning.
Sale 3 ($35,614/ac) is located at 4200 Milnes Road in the northwesterly portion of the city of Modesto. It sold in April 2018 for $1,900,000 and includes 53.35 acres of land with an older 2-bedroom, 1-bathroom dwelling. According to the listing agent, the existing structures had no contributory value. The property is within the Modesto city limits and is zoned Specific Plan H, with a general plan designation of Business Park. The property was marketed for its development potential, but the historical uses include only agricultural and rural residential uses. Overall, the location and zoning are superior to the Subject.
However, the size is inferior.
Sale 4 ($42,615/ac) is located at 3800 Ruble Road in the city of Turlock. The property sold in July 2018 and includes 19.77 acres of land slated for future industrial uses. The historical uses include agricultural and rural residential. As compared to the Subject, Sale 5 is superior for size and zoning. It is also superior for structural improvements, despite their interim nature. Overall, this sale indicates a lower unit value for the Subject.
Sale 5 ($37,671/ac) is located at 2224 Claus Road and sold in January 2018. The 29.20-acre property is within the Modesto city limits and is zoned SP-H, with a general plan designation of Business Park. As compared to the Subject, Sale 3 has a similar size and historical use. However, it is superior for zoning and location.
Sale 6 ($32,978/ac) is located at 2230 East Service Road just outside of Ceres. The property consists of
19.71 acres of land that sold in January 2017 for $650,000. Although the property is zoned for agricultural uses, it has a general plan designation of Planned Development, with a variety of potential mixed uses. As compared to the Subject, Sale 6 is superior for location and site size.
Summary of Sales Comparison Approach
All of the sales occurred between January 2017 and August 2019, a period of time with generally stable to values for agricultural and residential properties in this market area. As such, no time adjustment is warranted.
The sale prices range from $32,978 to $54,992 per acre. The upper end of the range is defined by Sales 1 and 2 (sale prices of $54,992 and $42,615/acre, respectively). Both of these sales are considered to be superior to the Subject for various reasons and indicate a lower unit value for the Subject property.
The remaining sales range from $32,978 to $37,671 per acre. Each of these sales has various differences in the elements of comparison, but generally bracket the Subject’s expected value, given their similarities.
The following ranking analysis includes the sales arrayed from highest to lowest based on the unit indicator with the Subject in its respective place.
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TRRP Property
1500 Robertson Road, Modesto, CA
CHAPMAN & PATTON
Price – As If Vacant
Sale No.
Overall
Comparison
Sale
Price/Acre Comments
1 Superior $54,992 58.19 ac – Superior location and existing improvements, inferior size 4 Superior $42,615 19.77 ac – Superior size and development horizon, inferior location Subject - $38,000 28.0 ac – R-1 zoning, Flood Zone X, AE, marginal location 5 Similar $37,671 29.2 ac – Similar size, superior location, inferior development horizon 3 Similar $35,614 53.35 ac – Inferior size, superior location, inferior development horizon 2 Similar $34,820 51.12 ac – Inferior size, superior location, inferior development horizon 6 Similar $32,978 19.71 ac – Superior size and location, inferior zoning Indicated Value of the Whole (Land Only) using the Sales Comparison Approach Taking into consideration the Subject’s location and accessibility, size and availability of utilities, redevelopment potential and corresponding development challenges, a value of $38,000 per acre of land is estimated for the Subject site in the before condition. As such, the estimated value of the Subject property (land only) in the before condition is $1,064,000, when rounded.
Summary of Value
Size Indicated Unit Value Total
28.00 acres $38,000/ac $1,064,000
Valuation of Rights Being Acquired
The estimated value of the land as if vacant in the before condition is equivalent to $38,000 per acre. This same figure will be used to calculate the value of the fee parcel. The entire fee parcel contains 5.01 acres.
Value of Fee Parcel to be Acquired
Parcel Size Ac Full Fee Value/Ac Total
Fee Parcel 5.01 x $38,000 = $190,380
Remainder Values
Before Condition - Land and Improvements__________________________ Value of Whole - Before Condition (Land Only): $1,064,000 Less Permanent Acquisition: $190,380
Remainder Value - Before Condition: $873,620
Remainder Values - After Condition (Disregarding Benefits) In the after condition, the project will not have a permanent adverse effect on the Subject remainder’s use and/or value.
In terms of value, the remainder in the after condition before considering benefits is unchanged from the remainder value in the before condition. Therefore, the same sales used in the valuation of the property in the before condition were used to estimate the value of the remainder in the after condition. The property’s value is still estimated to be $38,000 per acre #16..
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1500 Robertson Road, Modesto, CA
CHAPMAN & PATTON
Severance Damage/Benefits
Severance damage is the difference between the remainder value in the before condition and the remainder value in the after condition. If the latter is less than the former, damages exist. In the case of the Subject, no severance damage is indicated.
No benefits were identified.
Final Opinion of Value - Total Compensation
Please refer to the Valuation Summary Table on the following page. #16..
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TRRP Property
1500 Robertson Road, Modesto, CA
CHAPMAN & PATTON
A Value of Whole $1,064,000
Land Only $1,064,000
B Value of Part Acquired as Part of the Whole
Fee Parcel $190,380 $190,380
C Value of Remainder as Part of the Whole (A-B)
$873,620
D Value of Remainder, After Condition, Before Benefits $873,620 E Severance Damages (C-D) $0
F Remainder Value after acquisition, considering benefits Land and Improvements $0
G Benefits (F-D)
Land $0
H Total Just Compensation $190,380
Rounded $191,000
Valuation Summary
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ADDENDA
ADDENDUM A – QUALIFICATIONS of APPRAISER
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CHAPMAN & PATTON
CHAPMAN & PATTON
Danville Office Oakdale Office
108 Club Terrace P.O. Box 973
Danville, CA 94526 Oakdale, CA 95361
Phone: 925.831.1311 Phone: 209.484.3217
Email: [email protected] Email: [email protected] Michelle Patton MAI, SR/WA, R/W-AC
Senior Appraiser, Chapman & Patton
Experience:
2014 - Present Senior Appraiser: Chapman & Patton
Oakdale, California. (formerly Dean Chapman & Associates) 2008-2013 Senior Appraiser: Craig Owyang Real Estate, Inc.
Elk Grove, California.
2003-2008 Staff Appraiser: Robert Ford & Associates, Inc.
Modesto, California.
Memberships: The Appraisal Institute
International Right-of-Way Association
National Association of Realtors®
American Society of Farm Managers and Rural Appraisers (ASFMRA) Appraisal Designations: MAI (Designated Member of Appraisal Institute) Right-of-Way Designation: SR/WA (Senior Right-of-Way Agent – IRWA) R/W-AC (Right-of-Way Appraisal Certification – IRWA)
State Certification: Certified General Real Estate Appraiser State of California (AG030012)
Other Licensure: Real Estate Broker - Bureau of Real Estate State of California (BRE 01767847)
Appraiser Profile
Michelle Patton, MAI, SR/WA, R/W-AC was born and raised in California, originally from Danville but now resides near Oakdale.
Mrs. Patton began her appraisal career in 2003 with Robert Ford and Associates, a commercial appraisal firm in Modesto, California. In 2009, the firm was purchased by Craig Owyang Real Estate where Mrs. Patton was a senior appraiser for over four years. She officially joined Dean Chapman & Associates as a staff appraiser in 2014. She earned the MAI designation from the Appraisal Institute in 2012 and the SR/WA and R/W-AC (Right-of-Way Appraisal Certification) from the International Right of Way Association in 2017 and 2013, respectively. She served as President on the Northern California Chapter of the Appraisal Institute’s board of directors in 2018. In 2019, she co-authored an article entitled “Transitional Use TCE”, which appeared in Right of Way magazine published by the International Right of Way Association.
Ms. Patton has five children: two daughters and three sons. Her free time is spent hiking, running, woodworking and cheering for her kids on soccer fields all over California. #16..
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Examples of Appraisal Assignments by Chapman & Patton
Tax Assessment Appeals Encroachment Issues
Coca~Cola plant: San Leandro Residence: Orinda
Berkeley Farms plant: Hayward Residence: Los Angeles
Black Mountain Spring Water: Livermore
DeSilva Gates subdivision: Hayward Overhead Transmission Line Projects McCarthy Ranch: Milpitas
Channel Acquisitions Fremont Business Park: Fremont
Cypress Avenue: Oakley King and Lyons property: Fremont Downtown San José Souza property: Tracy
Near Washington Avenue: Petaluma Diablo Delta Sanitation District: Antioch Along Fremont Boulevard: Fremont Solar Project: Santa Nella Corridor: Vallejo
Road Widening/Improvement Projects
Highway 12: Sonoma* Gas Transmission Line Projects
Highway 92: Half Moon Bay* Variety of property types in Fremont, Roselle Avenue: Modesto Redwood City, Menlo Park, Santa Clara, Balfour Road/Highway 4: Brentwood* Oakland, Sunnyvale, Santa Nella, Atherton, Highway 92 Reliever Route: Hayward* Brentwood, Hillsborough, Fairfield, South Warm Springs Road: Fremont* San Francisco, Davis, Livermore, Benicia, Mission and Foothill Boulevards: Hayward* San Lorenzo and Sacramento El Camino Real Grade Separation: San Carlos* Vineyard property: Graton Adams Avenue: Fremont* Residential properties: Hillsborough Isabelle Avenue: Livermore Golf courses in Menlo Park & Redwood City North Connector: Fairfield
Claribel Avenue: Riverbank Possible Adverse Conditions
San Ramon Valley Blvd: Danville Stachybotrys (black) mold: Hayward Hartz Avenue: Danville Railroad proximity: Union City
South Main Street: Walnut Creek Residential contamination: Oakley Treat Blvd. at Concord Avenue: Concord Commercial contamination: Hayward & Emeryville Buskirk Avenue extension: Pleasant Hill Electrical transmission lines (stigma/EMF): various John Muir Parkway extension: Brentwood properties in Northern California Main Street realignment: Oakley* Gas transmission lines (stigma): Bay Area Highway 101/Cross Road: Prunedale Fire station proximity: Hayward Portola Ave. flyover: Livermore
Highway 101/Sonoma Narrows: Petaluma* Gas Transmission Line Fire Highway 101/Washington Avenue: Petaluma* San Bruno: 11 residential homes in Glenview Downtown Pleasant Hill: Pleasant Hill*
Pelandale Avenue: Modesto Forest Fire Damage
Farm property: Fairfield Raw acreage: Los Gatos (Santa Cruz mountains) Empire Avenue: Oakley and Brentwood*
O’Hara Avenue: Oakley* Loss of, or Altered Access
Interstate 580/Foothill Road: Pleasanton Multiple parcels: Cloverdale Interstate 880 widening: San Leandro Historic estate: Hayward Shaver property: Brentwood Orwood Road: Brentwood
Highway 4 Bypass: Marsh Creek Road* Claribel Road: Riverbank Highway 4: Antioch Ruby Hill: Pleasanton
Highway 101 Bypass: Willits
*Includes from 4 to 43 properties
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Public Trail Easement Acquisitions Railroad & Spur Track Corridor Golden Gate Fields: Albany Central Pacific: Santa Barbara Office parking lot: Emeryville Various properties: Emeryville 3,000-acre ranch: Fremont Albrae Avenue: Fremont
Numerous ranches: Castro Valley El Camino Real: Burlingame Loss of Parking Reservoir/Retention Basin Acquisitions
Shopping Center: Concord Dyer Road: Livermore
Office building: Walnut Creek Brooktrails: Willits
Office building: Emeryville Deer Valley Road: Antioch
Office buildings: Danville Los Vaqueros Reservoir: Brentwood Shopping center: Pleasant Hill
Loss of Right to Rent
Special Purpose Properties Provident Walk: Fairfield
Houses of Worship: Hayward, Bay Point,
and Walnut Creek Damage from Flooding
Waste Management facilities: Livermore, Vineyard: Livermore Antioch and Willits Residence: Hayward Hills
Teamsters Dispatch Hall: Oakland
Water Pump Station: Danville
Cemetery: Colma
Parking Structure: Hayward
Bowling Center: Pleasant Hill
Auto Wrecking Yards: Hayward
Schools: Throughout the Bay Area
Gas Stations: Throughout the Bay Area
Historic Movie Theatres: Alameda & Fremont
Mobile Home Parks: Hayward & Santa Clara
Funeral Homes: Concord, Livermore and E. Palo Alto
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Locations of properties appraised
by Chapman & Patton
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CHAPMAN & PATTON
ADDENDUM B – PRELIMINARY REPORT
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ADDENDUM C – COMPARABLE SALES – SATELLITE IMAGES & PHOTOGRAPHS Land Sale 1 – Satellite Image
Land Sale 2 – Satellite Image
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CHAPMAN & PATTON
Land Sale 3 – Satellite Image
Land Sale 4 – Satellite Image
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Land Sale 5 – Satellite Image
Land Sale 6 – Satellite Image
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NO. 1
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VACTOR
DUMP AREA
COLLECTIONS
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ROBERTSON ROAD
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STORAGE SUTTER AVENUE
1-800-642-2444
05/2020
05/2020
CMR
MLY WWTP PARKING AND ENTRANCE MODESTO, CALIFORNIA UTILITIES DEPARTMENT - -
No. 39713 2020 Research Park Drive Suite 100 Davis, California 95618 (530) 756-5905
FAX (530) 756-5991
C01 OVERALL SITE PLAN
6 9/24/2020
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CITY OF MODESTO
COUNCIL AGENDA REPORT
DATE OF MEETING:
January 24, 2023
Date: January 19, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Laurie A. Smith, Director of Parks, Recreation and Neighborhoods Department SUBJECT: Land Exchange with Gallo for Property along the Tuolumne River CONTACT: Nathan Houx, Parks Planning and Development Manager [email protected], 209-571-5526
DESCRIPTION:
Consider approving a Land Exchange Agreement with E. J. Gallo Winery and Gallo Glass Company to acquire certain real property located along the Tuolumne River (a portion of APNs 035-016-010, 035-018-009, 035-018-013 and 035-024-007), in exchange for a portion of Beard Brook Park (APN 106-034-001); approving a Transfer Agreement with the State of California Department of Parks and Recreation. (Funding Source: Non-Motorized Local Transportation Fund and Parks & Air Quality Capital Facility Fees Fund.) STRATEGIC PLAN ELEMENT:
This item is consistent with the following 2020-2025 Strategic Plan Area of Focus: Quality of Life and Governance and Service Delivery.
BACKGROUND:
The City of Modesto acquired Beard Brook Park in 1919. There have been numerous improvements to the park over the years, but since the 1990’s, the park’s usage by the general public has significantly declined for a variety of reasons. Unlike most City parks, Beard Brook Park is surrounded by industrial uses. Along with decreased use by the general public, the park has also experienced an increase in undesirable usage, such as transient encampments, illegal waste dumping, drug use and other criminal activity. Although some improvements have been made in recent years to try to counteract these undesirable uses, the new amenities have not resulted in an increase in positive use.
Beard Brook Park currently has two parking lots, a dilapidated restroom building, playground, baseball field and a dog park. The existing condition of the park is poor and is exacerbated by flooding, excessive vandalism and the abundance of undesirable usage.
In the early 2000’s, the City received grant funding under the Per Capita Program in the Safe Neighborhood Parks, Clean Water, Clean Air and Coastal Protection Bond Act of 2000 (the #17..
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City Council, January 24, 2023
Land Exchange with Gallo for Property along the Tuolumne River
“Grant”). The City used approximately $39,000 of the Grant to install the playground at Beard Brook Park. Both the grant agreement and State statute provide that, by using Grant funds at the park, the City committed to maintain and operate the property as a public park in perpetuity.
Based on conversations between the City and the California Department of Parks and Recreation (CA State Parks), CA State Parks indicated that the City could not sell or otherwise transfer the park without an act of the California State Legislature.
Adjacent to the Tuolumne River, between Dry Creek and Legion Park Drive, there is a section of land that is owned by E. J. Gallo Winery and Gallo Glass Company (collectively, Gallo): portions of Stanislaus County Assessor’s Parcel Numbers 035-016-010, 035-018-009, 035-018-013 and 035-024-007. Approximately 5 years ago, staff approached Gallo to begin discussions about acquiring the property that they own along the Tuolumne River. Gallo expressed an interest in exchanging their property for a portion of Beard Brook Park. Staff proposes transferring ownership of Beard Brook Park to Gallo Winery in exchange for the property they own along the Tuolumne River. Gallo recognizes the mutual benefit that the exchange would bring and has agreed to exchange their property along the Tuolumne River for a portion of Beard Brook Park.
DISCUSSION:
In 2018 and 2019, staff began discussions with CA State Parks regarding the transfer of a portion of Beard Brook Park. As noted, CA State Parks indicated that an act of the State Legislature would be required for the City to dispose of Beard Brook Park.
From 2019 to 2021, staff worked with then-Assembly Member Gray and CA State Parks to propose and adopt legislation. Unfortunately, the Legislature’s focus on the outbreak of the COVID-19 pandemic prevented the adoption of special legislation during 2020. However, staff successfully continued the effort in 2021. AB 1476, which was signed into law by Governor Newsom on October 10, 2021, authorizes the City to dispose of Beard Brook Park in exchange for other property, subject to certain requirements. Significantly, in order to dispose of Beard Brook Park, the City is required to restrict a property of equal or greater value to Beard Brook Park as a park in perpetuity. The Gallo property that the City will receive as part of the land exchange will be the equal alternative land as required by AB 1476. The Transfer Agreement with CA State Parks and AB 1476 establishes certain other minor requirements the City must satisfy prior to the transaction being considered as complete. The City has satisfied, or is in the process of satisfying, all of the conditions.
As part of the proposed land exchange, Gallo will retain an easement over the portion of the property the City will be receiving in order to access and maintain a small pump station and related infrastructure. Similarly, the City will retain an easement over a portion of Beard Brook Park to accommodate City utility lines. These easements will not interfere with the City’s planned use of the Gallo property. In addition, the City will reserve ownership of sufficient land along the edge of Morton Blvd. to construct a Class I bike trail ensuring a vital connection from the Dry Creek Trail to the Tuolumne River Regional Park’s Riverwalk Trail.
The subject Gallo property is a scenic river frontage with existing dirt trails, as well as stately oak trees and rich riparian habitat vegetation. The addition of this property to the Tuolumne River Regional Park (TRRP) will allow the City to construct a permanent trail connection (a pedestrian bridge over Dry Creek and a Class I Trail) necessary to complete the Riverwalk Trail within TRRP. This linkage will also close the existing gap within TRRP and provide 7.5 miles of continuous trail along the Tuolumne River.
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City Council, January 24, 2023
Land Exchange with Gallo for Property along the Tuolumne River
When completed, the TRRP Riverwalk Trail will make connections between three low-income neighborhood areas to downtown Modesto job centers, transportation hubs and multiple community destinations. These connections will not only create recreational benefits, but will also provide increased non-motorized commuting opportunities. The vision of the TRRP is to create a premier recreational facility for the community.
In May of 2021, staff contracted with Chapman & Patton to complete an appraisal of the parcels.
The portion of the Beard Brook Park property (11.99 Acres) appraised at $240,000 and the portion of the Gallo Parcels (12.13 Acres) appraised at $243,000. The land that the City would acquire in this transaction is of greater monetary and use value than the property that the City would dispose of, as required by the legislation. As required by AB 1476, the City also retained another qualified appraiser to peer review Chapman & Patton’s appraisal. That peer review confirmed the accuracy of the appraisal. The appraisals also take into consideration the easements to be retained by the parties.
As part of the proposed land transaction, ownership of all of the above-mentioned improvements at Beard Brook Park will be transferred to Gallo Winery, and no longer accessible to the public.
Pursuant to the Subdivision Map Act, Government Code Section 66428 (a)(2), the creation of parcels of land conveyed to and/or from a public agency is exempt from requirements of a parcel map. Therefore, the creation of the 5.01-acre parcel is allowed by the attached legal description, then transferred between the parties by grant deed. Additionally, disposal of Beard Brook Park is not subject to the requirements of the Surplus Land Act, because the City is exchanging Beard Brook Park for comparable property that will be put to a public use, as well as pursuant to the authority of AB 1476.
Portions of the Gallo property the City will be acquiring are currently owned by two closely related entities, the E. J. Gallo Winery and Gallo Glass Company. The proposed Land Exchange Agreement is with both entities. However, the final executed agreement may only be with the E.J.
Gallo Winery, given their ability to act on behalf of the entire Gallo property by that time.
Staff recommends the City Council approve the Land Exchange Agreement with E. J. Gallo Winery and Gallo Glass Company to acquire certain real property located along the Tuolumne River, also known as a portion of Stanislaus County Assessor’s Parcel Numbers 035-016-010, 035-018-009, 035-018-013 and 035-024-007, in exchange for a portion of Beard Brook Park, also known as a portion of Stanislaus County Assessor’s Parcel Number 106-034-001 and approve a Transfer Agreement with CA State Parks.
FISCAL IMPACT:
This is a land exchange; therefore, there is no additional compensation to either party. Closing costs for the transaction are anticipated not to exceed $20,000. The City’s portion of the closing costs is budgeted in project #101232 (TRRP Riverwalk Gateway-Legion).
Though the land being acquired will be owned by the City of Modesto, it will be added to the Tuolumne River Regional Park and be managed as part of the TRRP. #17..
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City Council, January 24, 2023
Land Exchange with Gallo for Property along the Tuolumne River
COMMITTEE RECOMMENDATION:
The item was reviewed by the Safety and Communities Committee on January 18, 2023, and they recommended the item be forwarded to Council for approval.
RECCOMENDED COUNCIL ACTION:
Staff Recommendation:
Resolution approving a Land Exchange Agreement with E. J. Gallo Winery and Gallo Glass Company to acquire certain real property located along the Tuolumne River (a portion of APNs 035-016-010, 035-018-009, 035-018-013 and 035-024-007), in exchange for a portion of Beard Brook Park (APN 106-034-001); approving a Transfer Agreement with the State of California Department of Parks and Recreation and authorizing the City Manager, or his designee, to execute the Agreements.
Approved by:
Laurie A. Smith, Director
Parks, Recreation & Neighborhoods Department
Joseph P. Lopez, City Manager
Attachments:
1. Resolution
2. Land Exchange Agreement
3. Property Exchange Exhibits (Exhibit A – Beard Brook Park & Exhibit B – Gallo Property)
4. Transfer Agreement with the California Department of Parks and Recreation
5. Beard Brook Park Appraisal from Chapman & Patton, May 8, 2021
6. Gallo Property Appraisal from Chapman & Patton, May 19, 2021
7. Concept Design for Beard Brook Park Trail Connection
8. Concept Design for TRRP Riverwalk Trail – Gallo Property #17..
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01/24/2023/PRN/NHoux/Item XX 1 2023-XXX
MODESTO CITY COUNCIL
RESOLUTION NO. 2023-
RESOLUTION APPROVING A LAND EXCHANGE AGREEMENT WITH E. J. GALLO
WINERY AND GALLO GLASS COMPANY TO ACQUIRE CERTAIN REAL
PROPERTY LOCATED ALONG THE TUOLUMNE RIVER (A PORTION OF APNS 035- 016-010, 035-018-009, 035-018-013 AND 035-024-007), IN EXCHANGE FOR A PORTION OF BEARD BROOK PARK (APN 106-034-001); APPROVING A TRANSFER
AGREEMENT WITH THE STATE OF CALIFORNIA DEPARTMENT OF PARKS AND
RECREATION AND AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO
EXECUTE THE AGREEMENTS
WHEREAS, the City of Modesto acquired Beard Brook Park in 1919, and WHEREAS, there have been numerous improvements to the park over the years, but since the 1990’s, the park’s usage by the general public has significantly declined for a variety of reasons; and
WHEREAS, along with decreased use by the general public, the park has also experienced an increase in undesirable usage, such as transient encampments, illegal waste dumping, drug use and other criminal activity; and
WHEREAS, in the early 2000’s, the City received grant funding under the Per Capita Program in the Safe Neighborhood Parks, Clean Water, Clean Air and Coastal Protection Bond Act of 2000 (the “Grant”), which approximately $39,000 of the Grant was used to install the playground at Beard Brook Park; and
WHEREAS, both the grant agreement and State statute provide that, by using Grant funds at the park, the City committed to maintain and operate the property as a public park in perpetuity; and
WHEREAS, based on conversations between the City and the California Department of Parks and Recreation (CA State Parks), CA State Parks indicated that the City could not sell or otherwise transfer the park without an act of the California State Legislature; and #17..
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01/24/2023/PRN/NHoux/Item XX 2 2023-XX
WHEREAS, adjacent to the Tuolumne River, between Dry Creek and Legion Park Drive, there is a section of land that is owned by E. J. Gallo Winery and Gallo Glass Company (Gallo):
portions of Stanislaus County Assessor’s Parcel Numbers 035-016-010, 035-018-009, 035-018- 013 and 035-024-007; and
WHEREAS, approximately 5 years ago, staff approached Gallo to begin discussions about acquiring the property that they own along the Tuolumne River; and WHEREAS, Gallo expressed an interest in exchanging their property for a portion of Beard Brook Park; and
WHEREAS, staff proposes transferring ownership of Beard Brook Park to Gallo Winery in exchange for the property they own along the Tuolumne River; and WHEREAS, from 2019 to 2021, staff worked with then-Assembly Member Gray and CA State Parks to propose and adopt legislation; and
WHEREAS, , AB 1476, which was signed into law by Governor Newsom on October 10, 2021, authorizes the City to dispose of Beard Brook Park in exchange for other property, subject to certain requirements; and
WHEREAS, in order to dispose of Beard Brook Park, the City is required to restrict a property of equal or greater value to Beard Brook Park as a park in perpetuity; and, WHEREAS, the Gallo property that the City will receive as part of the land exchange will be the equal alternative land as required by AB 1476; and WHEREAS, as part of the proposed land exchange, Gallo will retain an easement over the portion of the property the City will be receiving in order to access and maintain a small pump station and related infrastructure; and
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WHEREAS, similarly, the City will retain an easement over a portion of Beard Brook Park to accommodate City utility lines; and
WHEREAS, the City will reserve ownership of sufficient land along the edge of Morton Blvd. to construct a Class I bike trail ensuring a vital connection from the Dry Creek Trail to the Tuolumne River Regional Park’s Riverwalk Trail; and
WHEREAS, the subject Gallo property is a scenic river frontage with existing dirt trails, as well as stately oak trees and rich riparian habitat vegetation; and WHEREAS, the addition of this property to the Tuolumne River Regional Park (TRRP) will allow the City to construct a permanent trail connection (a pedestrian bridge over Dry Creek and a Class I Trail) necessary to complete the Riverwalk Trail within TRRP; and WHEREAS, this linkage will also close the existing gap within TRRP and provide 7.5 miles of continuous trail along the Tuolumne River; and WHEREAS, in May of 2021, staff contracted with Chapman & Patton to complete an appraisal of the parcels; and
WHEREAS, the portion of the Beard Brook Park property (11.99 Acres) appraised at $240,000 and the portion of the Gallo Parcels (12.13 Acres) appraised at $243,000; and WHEREAS, the land that the City would acquire in this transaction is of greater monetary and use value than the property that the City would dispose of, as required by the legislation; and
WHEREAS, As required by AB 1476, the City also retained another qualified appraiser to peer review Chapman & Patton’s appraisal; and
WHEREAS, that peer review confirmed the accuracy of the appraisal; and #17..
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WHEREAS, the appraisals also take into consideration the easements to be retained by the parties; and
WHEREAS, as part of the proposed land transaction, ownership of all of the abovementioned improvements at Beard Brook Park will be transferred to Gallo Winery, and no longer accessible to the public; and
WHEREAS, pursuant to the Subdivision Map Act, Government Code Section 66428 (a)(2), the creation of parcels of land conveyed to and/or from a public agency is exempt from requirements of a parcel map; and
WHEREAS, the creation of the 5.01-acre parcel is allowed by the attached legal description, then transferred between the parties by grant deed, and WHEREAS, additionally, disposal of Beard Brook Park is not subject to the requirements of the Surplus Land Act, because the City is exchanging Beard Brook Park for comparable property that will be put to a public use, as well as pursuant to the authority of AB 1476.
NOW, THEREFORE BE IT RESOLVED, the City Council approve the Land Exchange Agreement with E. J. Gallo Winery and Gallo Glass Company to acquire 12.13 acres of certain real property located along the Tuolumne River, also known as a portion of Stanislaus County Assessor’s Parcel Numbers 035-016-010, 035-018-009, 035-018-013 and 035-024-007, in exchange for a 11.99 acre portion of Beard Brook Park, also known as a portion of Stanislaus County Assessor’s Parcel Number 106-034-001 and approve a Transfer Agreement with CA State Parks.
BE IT FURTHER RESOLVED that the City Manager, or his designee, is authorized to execute the Land Exchange Agreement, Transfer Agreement, and any other #17..
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documents necessary to carry out the purpose and intent of this Resolution, in such form approved by the City Attorney.
BE IT FURTHER RESOLVED that the City Manager, or his designee, is authorized to accept on behalf of the City the 12.13 acres of certain real property located along the Tuolumne River, also known as a portion of Stanislaus County Assessor’s Parcel Numbers 035-016-010, 035-018-009, 035-018-013 and 035-024-007, pursuant to Government Code Section 27281.
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 24th day of January, 2023, by Councilmember , who moved its adoption, which motion being duly seconded by Councilmember , was upon roll call carried and the resolution adopted by the following vote:
AYES:Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ATTEST: _____________________________
DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:
BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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5117295.1
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City of Modesto and Gallo
1 LAND EXCHANGE AGREEMENT BETWEEN
CITY OF MODESTO, GALLO GLASS COMPANY, AND E. & J. GALLO WINERY THIS LAND EXCHANGE AGREEMENT (this “Agreement”) is entered into as of ____________, 2023 (“Effective Date”) by and between the City of Modesto, a California charter city (“City”), Gallo Glass Company, a California Corporation (“Gallo Glass”), and E. & J. Gallo Winery, a California corporation (“Gallo”). City, Gallo Glass, and Gallo are hereinafter collectively referred to as the “Parties.”
RECITALS
A. City is the fee owner of certain real property consisting of approximately
11.99 acres (the “City Property”), located between South Morton Blvd. and the Dry Creek stream in the City of Modesto, commonly known known Beard Brook Park, as more particularly described on Exhibit A and as depicted on Exhibit B, both of which are attached hereto and incorporated herein by this reference.
B Gallo is the fee owner of real property adjacent to the City Property, including certain real property located along the northern side of the Tuolumne River between Dry Creek Stream and Legion Park Drive in Stanislaus County (the “Gallo Property”), as more particularly described in Exhibit C and as depicted on Exhibit D, both of which are attached hereto and incorporated herein by this reference.
C. Gallo Glass is the fee owner of real property adjacent to the Gallo Property, including certain real property located along the northern side of the Tuolumne River between Dry Creek Stream and Legion Park Drive in Stanislaus County (the “Gallo Glass Property”), as more particularly described in Exhibit E and as depicted on Exhibit F, both of which are attached hereto and incorporated herein by this reference.
D. The Gallo Property and Gallo Glass Property are approximately 12.13 acres combined (the “Replacement Park Property”). The Replacement Park Property and the City Property may be collectively referred to herein as the “Property”.
E. The Tuolumne River Regional Park’s Riverwalk Trail (“Riverwalk Trail”) is a Class I trail that runs adjacent to Tuolumne River and provides recreational opportunities to residents of the greater Modesto area.
F. City desires to obtain ownership of the Replacement Park Property in order to construct the final trail connection necessary to complete the Riverwalk Trail within the Tuolumne River Regional Park and provide for a continuous 7.5 miles of trail along the Tuolumne River.
G. When completed, the Riverwalk Trail will make connections among three low-income neighborhood areas to downtown Modesto job centers, transportation hubs #17..
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2 and multiple community destinations, as well as create enhanced recreational benefits and opportunities for increased non-motorized commuting opportunities.
H. Gallo and Gallo Glass are related entities under beneficial ownership and control.
I. Gallo has agreed to transfer the Gallo Property to City, and Gallo Glass has agreed to transfer the Gallo Glass Property to City, in exchange for the City transferring the City Property to Gallo. The City Property excludes certain easements and right-of-way reserved by City, as set forth in Exhibit A and Exhibit B. The Gallo Property excludes certain easements reserved by Gallo, as set forth in Exhibit C and Exhibit D.
J. The fair market value of the Park Replacement Property is $243,000 and the fair market value of the City Property is $240,000, as determined by independent appraisals completed by certified appraisals at the firm of Chapman and Patton, in accordance with the requirements of the California Department of Parks and Recreation.
K. The transaction contemplated herein is subject to the requirements of AB 1476 (Stats. 2021, ch. 718) and an agreement between the City and the California Department of Parks and Recreation ensuring that the City has complied with all requirements of such legislation.
L. The City Property is currently used for recreational purposes, and the City Council has determined that recreational opportunities for the public would be increased and improved by the City exchanging the City Property for the Park Replacement Property. The City has determined that the disposition of the City Property and acquisition of the Park Replacement Property pursuant to this Agreement is consistent with the City’s General Plan.
M. City finds that the transactions contemplated hereby further the health, safety and welfare of the City’s residents and are in conformity with the City’s economic development plans and municipal code.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows.
1. Recitals. The Parties acknowledge that the foregoing recitals are true and correct and are incorporated herein by this reference.
2. Conveyance of Property.
2.1 Conveyance. Subject to satisfaction of the conditions precedent set forth in this Section, City shall convey the City Property to Gallo, Gallo shall convey the Gallo #17..
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3 Property to City, and Gallo Glass shall convey the Gallo Glass Property to City, in accordance with the terms, covenants and conditions set forth herein, including the reservation of certain easements. The conveyance of the City Property from City to Gallo shall be accomplished by recordation of a grant deed, substantially in the form attached hereto as Exhibit G (“City Grant Deed”). The conveyance of the Gallo Property from Gallo to City shall be accomplished by recordation of a grant deed, substantially in the form attached hereto as Exhibit H (“Gallo Grant Deed”). The conveyance of the Gallo Glass Property from Gallo Glass to City shall be accomplished by recordation of a grant deed, substantially in the form attached hereto as Exhibit I (“Gallo Glass Grant Deed”).
2.2 Conditions Precedent in Favor of City. Notwithstanding anything to the contrary set forth herein, Gallo’s conveyance of the Gallo Property to City, and Gallo Glass’s conveyance of Gallo Glass Property to City, is expressly conditioned upon satisfaction of the following conditions, unless waived by City in writing (“City Conditions Precedent”):
(a) City has approved the condition of the title to Gallo Property and Gallo Glass Property, and all due diligence items;
(b) Gallo and Gallo Glass have performed all obligations to be performed by Gallo and Gallo Glass pursuant to this Agreement; (c) Gallo and Gallo Glass’s representations and warranties herein are true and correct in all material respects as of the Closing Date; (d) The Title Company is irrevocably committed to issue to City a 2006 ALTA Extended Coverage Owner’s Policy of Title Insurance (6-17-2006) in the full amount of the value of the Replacement Park Property as set forth in Section 3, effective as of the Closing Date, insuring title to City subject only to the Permitted Exceptions, and together with such endorsements as City may reasonably require.
2.3 Conditions Precedent in Favor of Gallo. Notwithstanding anything to the contrary set forth herein, City’s conveyance of the City Property to Gallo is expressly conditioned upon satisfaction of the following conditions, unless waived by Gallo in writing (“Gallo’s Conditions Precedent”):
(a) Gallo has approved the condition of the title to City Property, and all due diligence items;
(b) City has corrected any objected to environmental conditions identified during the environmental review process defined in Section 8 below, which are located on the City Property;
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4 (c) City has performed all obligations to be performed by City pursuant to this Agreement;
(d) City’s representations and warranties herein are true and correct in all material respects as of the Closing Date.
(e) The Title Company is irrevocably committed to issue to Gallo a 2006 ALTA Extended Coverage Owner’s Policy of Title Insurance (6-17-2006) in the full amount of the value of the City Property as set forth in Section 3, effective as of the Closing Date, insuring title to Gallo subject only to the Permitted Exceptions, and together with such endorsements as Gallo may reasonably require.
2.4 Required Authorization from State Parks. Notwithstanding anything to the contrary set forth herein, the conveyance of the Property contemplated by this Agreement is expressly conditioned upon the execution of a written agreement between the City and the California Department of Parks and Recreation ensuring that the City has complied with all requirements of AB 1476 (Stats. 2021, ch. 718) .
3. Value of Property. Based on an independent appraisals completed by Chapman & Patton dated January 26, 2021, and a third party independent review of such appraisals completed by Bender Rosenthal Incorporated and dated May 25, 2021, both in accordance with the requirements of the California Department of Parks and Recreation, City and Gallo agree that:
(a) The fair market value of the City Property, including reserved easements, is Two Hundred and Forty Thousand Dollars ($240,000); and (b) The fair market value of the Park Replacement Property, including reserved easements, is Two Hundred and Forty Three Thousand Dollars ($243,000).
4. Closing & Payment of Costs
4.1 Escrow; Escrow Instructions. Not later than five (5) days following the Effective Date, Gallo and City shall open an escrow at the office of Chicago Title Company (“Title Company” or “Escrow Agent”) or such other title company as may be mutually agreed upon by the Parties. Upon the opening of escrow, the Parties shall deposit with the Escrow Agent an executed copy of this Agreement, which together with such additional instructions as may be executed by either Party and delivered to the Escrow Agent, shall serve as the escrow instructions of Gallo, Gallo Glass, and City for the conveyance of the Park Replacement Property to City and the conveyance of the City Property to Gallo.
4.2 Close of Escrow; Closing Costs. Each Party shall pay the cost of any title insurance such Party elects to purchase with respect to the property to be acquired by such Party pursuant to this Agreement. Gallo and City shall each pay one-half (1/2) of all other closing costs and escrow fees (including without limitation recording fees and #17..
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5 escrow charges) associated with the close of escrow for the conveyance of the Park Replacement Property to City and the conveyance of the City Property to Gallo (collectively, the “Close of Escrow”). Notwithstanding the foregoing, Gallo shall be responsible for paying any real estate transfer taxes and documentary transfer taxes applicable to the transfer of either Property. City is a public agency and is exempt from the payment of such taxes.
4.3 Closing Date; Documents and Funds; Timing. Provided that the conditions set forth in Section 2 have been satisfied, and no Party has terminated this Agreement prior to the end of the Due Diligence Period, the Close of Escrow shall take place as soon as practicable following the deposit into escrow of all the documents described in this Section, but in no event later than June 30, 2023 (the “Closing Date”).
The Parties each agree that they shall not unreasonably condition, delay, or withhold consent to an extension of either Closing Date.
A. Deposits into Escrow. Prior to the Close of Escrow, the Parties shall deposit the following documents into escrow:
(a) Executed agreement between the City and the California Department of Parks and Recreation.
(b) City shall deposit the fully-executed City Grant Deed substantially in the form attached hereto as Exhibit G sufficient to convey to Gallo good and marketable fee simple title to the City Property free of all title defects and encumbrances except the Permitted Exceptions (as defined in Section 7);
(c) Gallo shall deposit a fully-executed Gallo Grant Deed substantially in the form attached hereto as Exhibit H sufficient to convey to City good and marketable fee simple title to the Gallo Property free of all title defects and encumbrances except the Permitted Exceptions;
(d) Gallo Glass shall deposit a fully-executed Gallo Glass Grant Deed substantially in the form attached hereto as Exhibit I sufficient to convey to City good and marketable fee simple title to the Gallo Glass Property free of all title defects and encumbrances except the Permitted Exceptions;
(d) Gallo and City shall each deposit into escrow their share of closing costs as set forth in Section 4.2, as well as funds sufficient to satisfy their respective share of the Prorations as set forth in Section 4.4.
(e) City, Gallo Glass, and Gallo shall each deposit such additional duly executed instruments and documents as the Escrow Agent may reasonably require to consummate the conveyance of the City Property to Gallo and the Park Replacement Property to City;
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6 (f) Parties shall each deposit an affidavit or qualifying statement which satisfies the requirements of paragraph 1445 of the Internal Revenue Code of 1986, as amended, any regulations thereunder (the “Non-Foreign Affidavit”); and (g) Parties shall each deposit a California Franchise Tax Board form 590 to satisfy the requirements of California Revenue and Taxation Code Section 18805(b) and 26131 (the “California Certificate”).
4.4 Prorations. In connection with the conveyance of the Replacement Park Property to City and the City Property to Gallo, the Escrow Agent shall make the following prorations: (i) property taxes and assessments shall be prorated as of the Closing Date based upon the most recent tax bill available, including any property taxes which may be assessed after the Closing Date but which pertain to the period prior to the transfer of title, regardless of when or to whom notice thereof is delivered; (ii) any bond or assessment that constitutes a lien on the Replacement Park Property on the Closing Date shall be assumed by City and any lien on the City Property shall be assumed by Gallo (provided however, it shall be a condition to Closing that any such bond or assessment be paid current by each Party). Any utility and sewer service charges shall be prorated as of the respective Closing Date. City is a public agency exempt from the payment of property taxes and shall not be responsible for the payment of any portion of property taxes due on either Property.
4.5 Closing. The Escrow Agent shall close escrow for the conveyance of the Park Replacement Property to City and the City Property to Gallo by:
(i) causing the City Grant Deed, Gallo Glass Grant Deed, and the Gallo Grant Deed to be recorded in the official records of Stanislaus County; (ii) issuing the Title Policies (defined in Section 6), if applicable, for the Park Replacement Property and the City Property and delivering same to City and Gallo, respectively;
(iii) delivering to City and Gallo a conformed copy of the grant deeds for the property to be conveyed to each, indicating recording information thereon; and (v) delivering to the City, Gallo Glass, and Gallo, as applicable, the NonForeign Affidavit, and the California Certificate. (vi) distributing to itself the payment of escrow fees and expenses required hereunder.
On each respective Closing Date, possession of the Replacement Park Property shall be delivered to City and possession of the City Property shall be delivered to the Gallo.
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City of Modesto and Gallo
7 5. Title Documents. No later than ten (10) business days following the Effective Date, each Party shall deliver or cause to be delivered to the other Party an updated title report for its Property (“Preliminary Report”) setting forth all liens, encumbrances, easements, restrictions, conditions, and other matters of record affecting title to that Property (“Title Exceptions”) together with copies of all instruments referred to therein.
Each Party shall approve or disapprove each Title Exception within thirty (30) days following receipt of the Preliminary Report and documents relating to the Title Exceptions. Upon failure to object within such period, any Title Exceptions that are not disapproved shall be deemed to be Permitted Exceptions (as defined in Section 7).
If either Party objects to any Title Exception, the other Party shall use its best efforts at its sole expense to remove from title or otherwise satisfy each such exception in a form that is reasonably satisfactory to the requesting Party within thirty (30) days following the date that the objecting Party objects to such exception.
6. Title Policy. It shall be a condition to the close of escrow that Title Company shall deliver to each Party, no later than seven (7) days prior to each Closing Date, a title commitment for an ALTA Owner's Title Insurance Policy ("Title Policy") to be issued by Title Company in an amount equal to the value of the relevant Property as set forth in Section 3 or such other amount approved by the Parties , showing title to each Property, subject only to the Permitted Exceptions (as defined in Section 7), including such endorsements as may reasonably be requested by each Party and committing Title Company to issue each Title Policy to its respective Party upon the Close of Escrow.
7. Conveyance of Title. Each Party shall convey by grant deed to the other Party marketable fee simple title to its respective Property, free and clear of all recorded and unrecorded liens, encumbrances, restrictions, easements, and leases, except: (i) liens for nondelinquent general and special taxes, assessments and/or bonds; and (ii) such other conditions, liens, encumbrances, restrictions, easements and exceptions as approved in writing by the Party receiving the Property or deemed approved as provided in Section 5 (all of the foregoing, are collectively hereinafter referred to as the “Permitted Exceptions”).
8. Due Diligence.
8.1 Due Diligence. Gallo and City have both undertaken such inspection, review and testing of both the Gallo Property and the City Property, respectively, as each determined to be necessary in its sole judgment.
8.2 Contracts, Reports and Investigations. Gallo, Gallo Glass, and City each represent that they have previously made available to the other Parties any and all information, studies, reports, investigations, contracts, leases, rental agreements and other obligations concerning or relating to the Property each Party has agreed to convey pursuant to this Agreement which are in such Party’s possession or which are reasonably available to such Party, including without limitation any Phase I #17..
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City of Modesto and Gallo
8 Environmental Site Assessments, surveys, studies, reports and investigations concerning the property's physical, environmental or geological condition, habitability, or the presence or absence of Hazardous Substances in, on or under the Property and its compliance with Environmental Laws.
9. “As Is” Purchase. Except as otherwise specified in this Agreement, each Party agrees to accept the Property conveyed to it pursuant to this Agreement, including the land, all buildings, structures, improvements, equipment, and operating systems located on or under the land “AS IS, WHERE IS” and in its current state and condition, without any warranties whatsoever regarding its condition except as specifically described in this Agreement, and with all faults and defects, including Hazardous Substances and any other environmental conditions or hazards, if any, that may be located on, under, or around the Property, whether known or unknown, suspected or unsuspected, actual or potential, and each Party assumes all responsibility for any such faults, defects, and conditions as of the Close of Escrow.
10. Representations, Warranties, and Covenants.
10.1 Representations and Warranties. Each Party hereby represents, warranties, and covenants that except as disclosed in writing to the other Party, as of the Effective Date and as of the Close of Escrow: (i) no contracts, licenses, leases or commitments regarding the maintenance or use of the Property or allowing any third party rights to use the Property are in force; (ii) Party knows of no pending actions, suits, condemnation or other proceedings against or affecting the Property or any portion thereof or the interest of Party in the Property; (iii) there are no threatened or pending condemnation, eminent domain, or similar proceedings affecting the Property or any portion thereof; (iv) Party knows of no receipt of notice, warning, notice of violation, administrative complaint, judicial complaint, or other formal or informal notice alleging that conditions on the Property are in violation of any Environmental Law; (v) Party has disclosed all material facts concerning the Property; and (vi) Party shall comply with all local entitlement processes.
10.2 Additional Representations. Each Party further represents and warrants that this Agreement and all other documents to which it is a party and delivered or to be delivered in connection herewith shall at the time of their delivery: (a) have been duly authorized, executed, and delivered; (b) be the binding obligations of that Party; (c) collectively be sufficient to transfer all of that Party's right, title and interest in and to the Property; and (d) not be in violation of the provisions of any agreement to which Party is a party or which affects the Property. Each Party further represents and warrants that the persons who have executed this Agreement on behalf of that Party are authorized to do, that it has the legal right to enter into this Agreement and to perform all of its terms and conditions, and that this Agreement is enforceable against the Party in accordance with its terms.
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City of Modesto and Gallo
9 10.3 Covenants. Each Party covenants that from the Effective Date and through the Close of Escrow, it: (i) shall not willingly permit any liens, encumbrances, or easements to be placed on its Property other than Permitted Exceptions; (ii) shall not without the prior written consent of the other Party, enter into any agreement regarding the sale, rental, management, repair, improvement, or any other matter affecting the Property that would be binding on the other Party or the Property after the Close of Escrow; (iii) shall not permit any act of waste or act that would tend to diminish the value of the Property for any reason, except that caused by ordinary wear and tear; and (iv) shall maintain the Property in its condition as of the date hereof, ordinary wear and tear excepted.
10.4 Notification. Each Party shall notify the other Party of any facts that would cause any of the representations contained in this Agreement to be untrue as of the Close of Escrow. If either Party reasonably believes that any fact materially and adversely affects the Property, such Party shall have the option to terminate this Agreement by delivering written notice thereof to other Party. In the event either Party elects to terminate this Agreement, all funds and documents deposited into escrow by or on behalf of each Party shall be returned to that Party, and all rights and obligations hereunder shall terminate.
11. Mutual Release & Indemnity. Each Party (i) releases and forever discharges the other Party from any and all claims and causes of action under or with respect to any Environmental Laws, including without limitation the California Hazardous Substance Account Act, California Health and Safety Code Section 25300 et seq., (including section 25359.7), the Comprehensive Environmental Response, Compensation, and Liability Act, (“CERCLA”) title 42 U.S.C. section 9601 et seq., the Resource Conservation and Recovery Act (“RCRA”) title 42 U.S.C. section 6901 et seq.; and the Clean Water Act, title 33 U.S.C. section 2601 et seq., as these laws may be amended in the future; and (ii) agrees to defend (with counsel approved by both Parties, which approval will not be unreasonably withheld) indemnify, protect and hold the other Party free and harmless from any claim, liability, damages of any kind, attorneys’ fees, costs, etc. arising out of or resulting from the physical condition or use of the Property on or after Close of Escrow, including, without limitation, due to the presence of Hazardous Substances on the Property, as well as any claims or causes of action threatened or made by anyone relating to the condition or use of the Property, including, without limitation, third parties adjoining property owners, governmental agencies, or claims brought under Proposition 65, California Health and Safety Code Sections 25249.5-25249.13.
11.1 “Hazardous Substances” means any chemical, compound, material, mixture, or substance that is now or may in the future be defined or listed in, or otherwise classified pursuant to any Environmental Laws (defined below) as a “hazardous substance”, “hazardous material”, “hazardous waste”, “extremely hazardous waste”, “infectious waste”, “toxic substance”, “toxic pollutant”, or any other formulation intended to define, list or classify substances by reason of deleterious properties such #17..
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City of Modesto and Gallo
10 as ignitability, corrosivity, reactivity, carcinogenicity, or toxicity. The term “hazardous substances” shall also include asbestos or asbestos-containing materials, radon, methyl tertiary butyl ether, perchlorate, polychlorinated biphenyls, petroleum, petroleum products or by-products, petroleum components, oil, mineral spirits, natural gas, natural gas liquids, liquefied natural gas, and synthetic gas usable as fuel, whether or not defined as a hazardous waste or hazardous substance in the Environmental Laws.
11.2 “Environmental Laws” means any and all federal, state and local statutes, ordinances, orders, rules, regulations, guidance documents, judgments, governmental authorizations, or any other requirements of governmental authorities, as may presently exist, or as may be amended or supplemented, or hereafter enacted, relating to the presence, release, generation, use, handling, treatment, storage, transportation or disposal of Hazardous Substances, or the protection of the environment or human, plant or animal health.
12. Miscellaneous Provisions.
12.1 Notices. Except as otherwise specified in this Agreement, all notices to be sent pursuant hereto shall be made in writing, and sent to the parties at their respective addresses specified below or to such other address as a party may designate by written notice delivered to the other parties in accordance with this Section. All such notices shall be sent by:
(i) personal delivery, in which case notice shall be deemed delivered upon receipt;
(ii) certified or registered mail, return receipt requested, in which case notice shall be deemed delivered two (2) business days after deposit, postage prepaid in the United States mail; or
(iii) nationally recognized overnight courier, in which case notice shall be deemed delivered one (1) day after deposit with such courier.
City: City of Modesto
1010 10th Street
Modesto, CA 95354
Attention: City Manager
Gallo: E. & J. Gallo Winery
600 Yosemite Blvd.
Modesto, CA 95354
Attention: Tim Byrd, Deputy General Counsel
Gallo Glass: Gallo Glass Company
600 Yosemite Blvd.
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City of Modesto and Gallo
11 Modesto, CA 95354
Attention: Tim Byrd, Deputy General Counsel
12.2 Attorneys’ Fees. In any action at law or in equity, arbitration or other proceeding arising in connection with this Agreement, the prevailing party shall recover reasonable attorneys’ fees and other costs, including but not limited to court costs and expert and consultants fees incurred in connection with such action, in addition to any other relief awarded.
12.3 Escrow Cancellation Charges. If the escrow fails to close by reason of a default by Gallo, Gallo Glass, or City hereunder, such defaulting party shall pay all escrow or other Title Company charges. If the escrow fails to close for any reason other than default by a Party, then Gallo and City shall each pay one-half of such charges.
12.4 Amendments; Assignment. This Agreement may be amended only by a written instrument executed by the Parties hereto or their successors in title. This Agreement may not be assigned without written authorization from both Parties.
12.5 Severability. If any term, provision, or condition of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged thereby.
12.6 Waiver. A waiver by either party of the performance of any covenant or condition herein shall not invalidate this Agreement nor shall it be considered a waiver of any other covenant or condition, nor shall the delay or forbearance by either party in exercising any remedy or right be considered a waiver of, or an estoppel against, the later exercise of such remedy or right.
12.7 Default and Remedies. An event of default (“Default”) under this Agreement shall occur if either Party fails to comply with any of such Party’s covenants or obligations set forth herein and does not commence to cure such default within ten (10) days and fails to thereafter proceed with due diligence to cure such default. Upon the occurrence of an event of default hereunder the Parties may pursue all remedies at law or in equity including the remedy of specific performance. The rights and remedies of the Parties hereunder are cumulative, and the exercise or failure to exercise one or more of such rights or remedies by either Party shall not preclude the exercise by it, at the same time or different times, of any right or remedy for the same default or any other default.
12.8 Entire Agreement. This Agreement, together with Exhibits A through I which are hereby incorporated by reference, contains the entire agreement between the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, documents and discussions pertaining thereto.
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12 12.9 Binding Effect; Due Authorization. This Agreement shall be binding upon and inure to the benefit of the heirs, administrators, executors, successors in interest and assigns of each of the Parties hereto. Any reference in this Agreement to a specifically named party shall be deemed to apply to any successor, heir, administrator, executor or assign of such party who has acquired an interest in compliance with the terms of this Agreement, or under law.
12.10 Parties Not Co-Venturers; No Brokers. Nothing in this Agreement is intended to or does establish the parties as partners, co-venturers, or principal and agent with one another. Each Party hereby represents and warrants to the other Party that it has retained no broker or other party to whom a commission or finder's fee is due with respect to the transactions contemplated hereby. Each Party agrees to defend, indemnify, and hold the other Party harmless from and against all claims, losses, costs, expenses and liabilities arising in connection with a breach of this representation and warranty by the indemnifying party. The terms of this Section shall survive the expiration or earlier termination of this Agreement and shall survive Close of Escrow.
12.11 No Third Party Beneficiaries. Nothing contained in this Agreement is intended by the Parties, nor shall any provision of this Agreement be deemed or construed by the Parties or by any third person, to be for the benefit of any third party, nor shall any third party have any right to enforce any provision of this Agreement or be entitled to damages for any breach by Gallo, Gallo Glass, or City of any of the provisions of this Agreement.
12.12 Captions; Interpretation. The section headings used herein are solely for convenience and shall not be used to interpret this Agreement. The Parties acknowledge that this Agreement is the product of negotiation and compromise on the part of both Parties, and the Parties agree, that since both Parties have participated in the negotiation and drafting of this Agreement, this Agreement shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a whole, as if both Parties had prepared it.
12.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.
12.14 Further Assurances. The Parties each agree to execute, acknowledge and deliver to the other such other documents and instruments, and to undertake such actions, as either shall reasonably request or as may be necessary to carry out the intent of this Agreement.
12.15 Governing Law; Time is of the Essence. This Agreement shall be interpreted under and pursuant to the laws of the State of California without regard to principle of conflicts of laws. Venue for any dispute arising out of this Agreement shall #17..
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5117295.1
Beard Brook Land Exchange Agreement
City of Modesto and Gallo
13 be in the state or federal courts of Stanislaus County. Time is of the essence and is a material term for all conditions and provisions contained in this Agreement.
12.16 No Merger; Survival of Representations. The obligations stated herein which are intended to operate after the Close of Escrow, including without limitation indemnification obligations, shall not merge with the transfer of title but shall remain in effect until fulfilled as provided herein. Without limiting the generality of the foregoing, the representations and warranties made by each Party shall survive Close of Escrow.
12.17 Indemnification. Each Party shall indemnify, defend and hold harmless the other Party and its respective boards, commissions, and elected and appointed officials, employees, agents and contractors (collectively “Indemnitees”) from and against all claims, actions, proceedings, demands, liabilities, judgments, losses, expenses (including reasonable attorneys’ fees and expenses) and costs (collectively “Claims”) arising out of or related to (i) any breach by the indemnifying party of this Agreement; (ii) any liability or obligation of indemnifying Party which the indemnified Party is not required to assume hereunder or accruing prior to such assumption; or (iii) the inaccuracy or breach of any of the representations, warranties, or covenants made by the indemnifying Party. Each Party shall promptly notify the other Party of any such Claim. Nothing contained in this Section shall prohibit a Party from participating in a defense of any Claim, and if it chooses to do so, it shall be reimbursed for its reasonable attorneys’ fees and expenses. The provisions of this Section shall survive the expiration or termination of this Agreement and Close of Escrow.
SIGNATURES ON FOLLOWING PAGE
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5117295.1
Beard Brook Land Exchange Agreement
City of Modesto and Gallo
14 IN WITNESS WHEREOF, the City and Gallo have executed this Agreement as of the Effective Date first written above.
CITY OF MODESTO
By: _______________________________
Joseph P. Lopez, City Manager
ATTEST:
By:
Diane Nayares-Perez, City Clerk
(SEAL)
APPROVED AS TO LEGAL FORM
By: _______________________________
Jose M. Sanchez, City Attorney
E. & J. Gallo Winery
By: ________________________________
Its: _____________________________
Gallo Glass Company
By: ________________________________
Its: _____________________________
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5117295.1
Beard Brook Land Exchange Agreement
City of Modesto and Gallo
15 Exhibit A
CITY PROPERTY
(Attach legal description)
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2674790.1
Beard Brook Land Exchange Agreement
City of Modesto
B-1
Exhibit B
CITY PROPERTY
(Attach Depiction)
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Beard Brook Land Exchange Agreement
City of Modesto
C-1
Exhibit C
GALLO PROPERTY
(Attach legal description)
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Beard Brook Land Exchange Agreement
City of Modesto
Exhibit D
GALLO PROPERTY
(Attach Depiction)
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Beard Brook Land Exchange Agreement
City of Modesto
Exhibit E
GALLO GLASS PROPERTY
(Attach Legal Description)
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Beard Brook Land Exchange Agreement
City of Modesto
Exhibit F
GALLO GLASS PROPERTY
(Attach Depiction)
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Beard Brook Land Exchange Agreement
City of Modesto
Exhibit H
CITY GRANT DEED
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Beard Brook Land Exchange Agreement
City of Modesto
Exhibit H
GALLO GRANT DEED
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Beard Brook Land Exchange Agreement
City of Modesto
Exhibit I
GALLO GLASS GRANT DEED
5117295.1
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1 State of California - The Natural Resources Agency
DEPARTMENT OF PARKS AND RECREATION
TRANSFER AGREEMENT
1. RECITALS
This AGREEMENT is entered into between the California DEPARTMENT of Parks and Recreations (“hereinafter referred to as “DEPARTMENT” and the CITY of Modesto (hereinafter referred to as “CITY”).
The CITY received $38,902 in grant funds from The Safe Neighborhood Parks, Clean Water, Clean Air, and Coastal Protection Bond Act of 2000 (the Villaraigosa-Keeley Act), Public Resources Code Division 5, Chapter 1.692 (hereinafter referred to as the “ACT”) for the purpose of making improvements to Beard Brook Park, located in the City of Modesto.
The CITY and the DEPARTMENT entered into a contract (identified as Contract Number C2003515) for the disbursal and use of these funds, which is attached as Exhibit A.
The ACT requires grant recipients to agree to use the property funded by the ACT only for the purposes of the ACT unless authorized by specific act of the Legislature.
The CITY seeks to dispose of Beard Brook park for a use not consistent with the terms of the ACT.
Chapter 718, statutes of 2021, authorizes the disposition of Beard Brook Park if all of the following conditions are met:
(1) The CITY obtains an independent appraisal of the fair market value of the Beard Brook Park property, as approved by the DEPARTMENT, and submits the appraisal to the DEPARTMENT no later than January 7, 2022.
(2) The CITY obtains an independent appraisal of the fair market value of the proposed replacement park property to be acquired, as approved by the DEPARTMENT, and submits the appraisal to the department no later than January 7, 2022.
(3) The fair market value of the proposed replacement park property is equal to or greater than the highest of the following:
(A) The original amount of the grant received by the CITY for the acquisition or development of Beard Brook Park.
(B) The fair market value of the Beard Brook Park property. (C) The actual sales price of the Beard Brook Park property. (4) The recreational utility to the public of the proposed replacement park property is equal to or greater than that of the Beard Brook Park property, as approved by the DEPARTMENT.
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2 (5) No later than January 7, 2022, the CITY provides the DEPARTMENT with all of the following:
(A) Preliminary title reports that set forth all liens, encumbrances, easements, restrictions, conditions, exceptions, and other matters of record affecting title to the Beard Brook Park property and the proposed replacement park property. (B) A written environmental site assessment on the proposed replacement park property that describes the presence, absence, and nature of all known hazardous substances, environmental problems, faults, defects, and violations located in, on, under, or around the proposed replacement park property. (C) A written attestation from the CITY regarding the presence and nature of all known hazardous substances, environmental problems, faults, defects, and violations located in, on, under, or around the proposed replacement park property, including whether the city objects to those hazardous substances, environmental problems, faults, defects, or violations. (D) A written feasibility study that evaluates the suitability of the proposed replacement park property for public recreation.
(E) A complete and detailed list of the “Permitted Exceptions” listed in the preliminary title reports for the Beard Brook Park property and the proposed replacement park property that the city and current owner of the proposed replacement park property have agreed on.
(F) A complete and detailed list of all rights, liens, mortgages, and bonds that remain in force against both the Beard Brook Park property and the proposed replacement park property, and the details of all agreements between the CITY and the current owner of the proposed replacement park property regarding the nature, payment, or retirement of those rights, liens, mortgages, and bonds. (6) No later than June 25, 2023, and before the CITY disposes of the Beard Brook Park property, the CITY provides the department with final title reports that set forth all liens, encumbrances, easements, restrictions, conditions, exceptions, and other matters of record, including a detailed list of the “Permitted Exceptions” listed in the final title reports that the city and current owner of the replacement park property have agreed on, that affect title to the Beard Brook Park property or the proposed replacement park property.
(7) No later than June 25, 2023, and before the CITY’s acquisition of the proposed replacement park property, the owner of the proposed replacement park property corrects all known hazardous substances, environmental problems, faults, defects, and violations located in, on, under, or around the proposed replacement park property that the CITY objected to in the written attestation provided to the department pursuant to subparagraph (C) of paragraph (5). (8) No later than June 25, 2023, and before the CITY’s acquisition of the proposed replacement park property, the CITY provides the department with a detailed written report of all known hazardous substances, environmental problems, faults, defects, and violations located in, on, under, or around the proposed replacement park #17..
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3 property that have been corrected and a list of all those hazardous substances, environmental problems, faults, defects, or violations that have not been corrected. (9) Upon the requirements of paragraphs (1) to (8), inclusive, being met, and before the city disposes of the Beard Brook Park property, the CITY enters into a final written agreement with the DEPARTMENT, approved by the DEPARTMENT, to transfer all of the CITY’s responsibilities and obligations pursuant to any grant contract applicable to the Beard Brook Park property to the proposed replacement park property in perpetuity.
(d) Replacement park property acquired pursuant to subdivision (c) shall be used for the Beard Tuolumne River Park purposes and shall be subject to all applicable requirements of the Safe Neighborhood Parks, Clean Water, Clean Air, and Coastal Protection Bond Act of 2000 (the Villaraigosa-Keeley Act). (e) Replacement park property acquired pursuant to subdivision (c) shall be acquired before or simultaneous with disposing of the Beard Brook Park property pursuant to subdivision (c).
2. General Provisions
A. Definitions
1. The term “Act” as used herein means the Appropriation for the Program.
2. The term “Application” as used herein means the individual Application and its required attachments for grants pursuant to the enabling legislation and/or program.
3. The term “Development” as used herein means improvements to real property by construction of new facilities or renovation or additions to existing facilities.
4. The term “Project” as used herein means the Riverwalk Trail, which will be part of the Tuolumne River Regional Park (TRRP). The TRRP already includes 4.1 miles of Class 1 Trail, more than 6.2 miles of naturalized recreation trails, and other existing recreation features. The Project will include the Gateway Parcel to Mary Grogan Grove Section of trail to be designed and constructed.
5. The term “State” as used herein means the State of California Department of Parks and Recreation.
6. The term “Replacement Park Property” or “Replacement Property” means the
12.13-acre portion of Assessor’s Parcel Numbers 035-016-010 and 035-018- 009, which are owned by E&J Gallo Winery, as well as portions of 035-018- 013 and 035-024-007, which are owned by Gallo Glass Company. The Replacement property is located west of South Santa Cruz Avenue, south of Yosemite Avenue in Modesto, California.
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4 B. Project Execution
CITY agrees to the following:
1. CITY shall ensure that the Replacement Property identified in 2.A.6. is maintained and operated in perpetuity for park purposes.
2. The CITY shall provide for public access to Project facilities in accordance with the intent and provisions of the enabling legislation and/or program.
3. The Grantee shall maintain and operate the Replacement Property in perpetuity. With the approval of the State, the CITY, or the CITY’S successor in interest in the Replacement Property, may transfer the responsibility to maintain and operate the Replacement Property in accordance with this section. CITY shall use the Replacement Property only for the purposes for which the grant was made and shall make no other use or sale or other disposition of the property, except as authorized by specific act of the Legislature. The agreements specified in this section shall not prevent the transfer of the Replacement Property from CITY to a public agency, if the successor public agency assumes the obligations imposed by those agreements. If the use of the Replacement Property is changed to a use that is not permitted by the category from which the grant funds were appropriated, or if the Replacement Property is sold or otherwise disposed of, legislative approval shall be obtained by CITY. If the Replacement Property sold or otherwise disposed of is less than the entire interest in the Replacement Property, an amount equal to either the proceeds from the sale or other disposition of the interest or the fair market value of the interest sold or otherwise disposed of, whichever is greater, shall be used by the CITY for a purpose authorized by the category from which the funds were appropriated, pursuant to agreement with the State as specified in this section, or shall be reimbursed to the fund and be available for Appropriation by the Legislature only for a use authorized by that category.
C. Hold Harmless
1. CITY shall waive all claims and recourse against the State including the right to contribution for loss or damage to persons or property arising from, growing out of, or in any way connected to this Agreement, except claims arising from the concurrent or sole negligence of the State, its officers, agents, and employees.
2. CITY agrees that in the event the State is named as codefendant under the provisions of Government Code Section 895 et. seq., the CITY shall notify the State of such fact and shall represent the State in the legal action unless the State undertakes to represent itself as codefendant in such legal action in which event the State shall bear its own litigation costs, expenses, and attorney’s fees.
3. CITY shall indemnify, hold harmless and defend the State, its officers, agents and employees against any and all claims, demands, costs, expenses or liability costs arising out of legal actions pursuant to items to which CITY has certified. #17..
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5 CITY acknowledges that it is solely responsible for compliance with items to which it has certified.
D. Nondiscrimination
1. CITY shall not discriminate against any person on the basis of sex, race, color, national origin, age, religion, ancestry, sexual orientation, or disability in the use of any property or facility acquired or developed pursuant to this Agreement.
2. CITY shall not discriminate against any person on the basis of residence except to the extent that reasonable differences in admission or other fees may be maintained on the basis of residence and pursuant to law.
3. All facilities shall be open to members of the public generally, except as noted under the special provisions of this Agreement or under provisions of the enabling legislation and/or program.
E. Severability
If any provision of this Agreement is held invalid by a court of competent jurisdiction, that invalidity shall not affect other provisions of the Agreement which can be given effect without the invalid provision, and to this end the provisions of this Agreement are severable.
DPR:
California Department of Parks and
Recreation
Signature:______________________
Printed Name: __________________
Title: __________________________
Dated: ________________________
DPR Legal Counsel:
California Department of Parks and
Recreation
Signature:_____________________
Printed
Name:________________________
Title:__________________________
Dated: ________________________
City:
City of Modesto
Signature:_____________________
Printed
Name:________________________
Title:_________________________
Dated: _______________________
City Legal Counsel:
City of Modesto
Signature:____________________
Printed
Name:________________________
Title:_________________________
Dated: _______________________
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6 EXHIBIT A - Contract Number C2003515
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TRRP
Tuolumne River
Dry Creek
New Pedestrian
Bridge
New Gallo
Access Trail
E & J GALLO WINERY
Dry Creek
BEARDBROOK
PARK
TRRP
TRRP
Existing Sewer Lines
STANISLAUS
FOODS
Approx. 12.15 Total Acres(Approx. 11.25 Acres without southern Utility Easement) New Dry Creek Trail Connection
S. Morton Blvd.
11th Street
12th Street
BEARDBROOK PARK - TRAIL CONNECTIONCONCEPT PLAN L1
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PROPOSED REPLACEMENT PARCEL - TRAIL CONNECTION
CONCEPT PLAN L2
TRRP
TRRP
Legion
Hall
Tuolumne River
Dry Creek
Tuolumne River
New Pedestrian
Bridge
New Gallo
Access Trail
New Riverwalk Trail
TRRP
New Riverwalk Trail (Approx. 11 Acres)
E & J GALLO WINERY
Proposed Replacement Parcel
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Appraisal Report
PREPARED FOR
RYAN DAUGHERTY, PROPERTY AGENT
CITY OF MODESTO
PREPARED BY
CHAPMAN & PATTON
EFFECTIVE DATE OF VALUE
JANUARY 26, 2021
BEARD BROOK PARK – CITY OF MODESTO PROPERTY
PORTION OF APN 106-034-001
SOUTH MORTON BOULEVARD
MODESTO, CALIFORNIA
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Po Box 973
Oakdale, CA 95361
Phone (209) 484-3217
Fax (209) 844-0320
www.chapmanandpatton.com
May 8, 2021
Ryan Daugherty, Property Agent
City of Modesto, Utilities Department
1010 10th Street
PO Box 642
Modesto, CA 95353
Dear Mr. Daugherty,
Pursuant to our agreement, an appraisal has been made of the Fair Market Value of the unencumbered fee simple interest of an 11.99-acre portion of Assessor’s Parcel Number 106-034-001, which is owned by the City of Modesto. The parcel is located along the easterly side of South Morton Boulevard, south of Yosemite Avenue in Modesto, California. The property being appraised will be referred to as the Subject property in this report.
The purpose of the appraisal report is to provide Ryan Daugherty with the City of Modesto with a basis for determining the fair market value of the fee simple interest of the Subject as of a current valuation date. It is understood that the appraisal will be used by the City of Modesto to help establish a basis of value for a potential land swap with E&J Gallo Winery in connection with the Tuolumne Regional River Park District Riverwalk Project. This report serves to update a prior report with additional information.
The accompanying report contains a brief description of the property to be appraised. A site visit was conducted on January 26, 2021 in the company of Nathan Houx, City of Modesto representative.
I have gathered pertinent information, sales and other data relevant to the valuation, and analyzed the data to reach my conclusions. In my opinion, the market value of the Subject property as of January 26, 2021 was $240,000.
This is an Appraisal Report that is performed in accordance with generally accepted reporting requirements for Uniform Standards of Professional Appraisal Practice 2-2(a). Please refer to the General Assumptions and Limiting Conditions, as well as the Extraordinary Assumptions and Hypothetical Conditions found in the Introduction section of this report.
Very truly yours,
CHAPMAN & PATTON
Michelle Patton, MAI, SR/WA, R/W-AC
Certified General Real Estate Appraiser # AG030012
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TABLE of CONTENTS
INTRODUCTION & SUMMARY
Purpose of the Appraisal............................................................................................................................... 1 Appraisal Report Format............................................................................................................................... 1 Scope of the Assignment .............................................................................................................................. 1 Intended Use ................................................................................................................................................. 1 Intended User and Client .............................................................................................................................. 2 Definitions..................................................................................................................................................... 2 General Assumptions and Limiting Conditions............................................................................................ 3 Extraordinary Assumptions and Hypothetical Conditions............................................................................ 4 Certification of Appraiser ............................................................................................................................. 5 Summary of Salient Facts............................................................................................................................. 6
ANALYSIS
Market Update .............................................................................................................................................. 7 Market Conditions ........................................................................................................................................ 7 Area, City and Neighborhood Data............................................................................................................... 9 Subject Property Photographs..................................................................................................................... 12 Subject Property Identification ................................................................................................................... 15 Property Data .............................................................................................................................................. 15 Highest And Best Use - As Vacant............................................................................................................. 23 Highest And Best Use Conclusion.............................................................................................................. 23
VALUATION
Approaches to Value................................................................................................................................... 24 Sales Comparison Approach....................................................................................................................... 24 Indicated Value using the Sales Comparison Approach............................................................................. 28 Exposure Time............................................................................................................................................ 28
ADDENDA
Addendum A – Qualifications of Appraiser ............................................................................................... 29 Addendum B – Preliminary Report ........................................................................................................... 34 Addendum C – Comparable Sales - Satellite Images................................................................................. 52 Addendum D – Zoning Ordinance.............................................................................................................. 56 #17..
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Beard Brook Park - City of Modesto Property
South Morton Boulevard, Modesto, CA
CHAPMAN & PATTON
INTRODUCTION
Purpose of the Appraisal
The purpose of this appraisal is to estimate the fair market value of an 11.99-acre portion of APN 106-034- 001 (Stanislaus County) in Modesto, California as of a current date of value.
Appraisal Report Format
This is an Appraisal Report, in accordance with the requirements identified in Standard Rule 2-2(a) of USPAP. The report format had been mutually agreed-upon by the client and undersigned prior to completion of this assignment. Additional supporting documentation and analyses, as appropriate, is retained in the appraiser’s file.
Scope of the Assignment
The scope of inspection consisted of a site visit of the Subject by Michelle Patton on January 26, 2021.
The scope of comparative data verification included a conversation with at least one of the parties to each transaction and review of county recording data. Each comparable sale was viewed, photographed and verified by Michelle Patton. The comparables cited herein should be construed as being a pertinent sampling, which were selected based upon physical and location similarities relative to the property under appraisement and/or the credibility of the data.
As of the date of value, the State of California was under a modified shelter-in-place mandate due to the rapid spread of COVID-19. In some cases, this mandate compromised the ability to gather information from public agencies and brokers related to this assignment.
The geographic scope of research was focused in Modesto and surrounding communities.
The following scope of resources was used in the development of the market value opinion expressed herein. Information provided by the client consisted of a preliminary report, aerial maps of the property to be appraised, and a description of the project.
Sources used in the process of analyzing the Subject property included:
• Assessor’s map
• Flood hazard map
• Discussions with local brokers
• Zoning ordinance for the City of Modesto
• General Plan for the City of Modesto
• Discussions with Ryan Daugherty, Real Property Agent with City of Modesto Sources used in the process of estimating value for the Subject included:
• Assessor’s records
• Multiple Listing Service (MLS)
• Local brokers
• CoStar
Intended Use
The intended use of the appraisal and report is to provide Ryan Daugherty (City of Modesto) with an opinion of fair market value of an 11.99-acre portion of APN 106-034-001 (Stanislaus County). It is understood that the appraisal will be used by the City of Modesto to help establish a basis for value of the Subject that will be used for a potential land swap with E&J Gallo Winery in connection with the TRRP Riverwalk Project. It is not intended for any other use.
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Beard Brook Park - City of Modesto Property
South Morton Boulevard, Modesto, CA
CHAPMAN & PATTON
Intended User and Client
The intended user and client of this appraisal is Ryan Daugherty, Property Agent with the City of Modesto.
The appraisal is not intended for any other user.
Definitions
Appraisal Report - A written appraisal report prepared under Standards Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice.
Easement - Nonpossessory (incorporeal) interest in landed property conveying use, but not ownership, of a portion of that property.1
Encumbrance - Any claim or liability that affects or limits the title to property. An encumbrance can affect the title such as a mortgage or other lien, or it can affect the physical condition of the property such as an easement. An encumbrance cannot prevent the transfer of possession, but it does remain after the transfer. 2 Extraordinary Assumption - An assignment-specific assumption as of the effective date regarding uncertain information used in an analysis which, if found to be false, could alter the appraiser’s opinions or conclusions.”3
Fee Simple - 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.4 Highest And Best Use - The following explanation is taken directly from the 14th Edition of The Appraisal of Real Estate:
The reasonably probable and legal use of vacant land or an improved property that is physically possible, appropriately supported, financially feasible, and that results in the highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum productivity. Alternatively, the probable use of land or improved property – specific with respect to the user and timing of the use – that is adequately supported and results in the highest present value.
Hypothetical Condition - A Hypothetical Condition is “a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis.”
Comment: “Hypothetical Conditions are contrary to known facts about physical, legal or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in the analysis.”5 Market Value - The fair market value of the property taken is the highest price on the date of the valuation that would be agreed to by a seller, being willing to sell, but under no particular or urgent necessity of so doing nor obliged to sell, and a buyer, being ready, willing and able to buy, but under no particular necessity for so doing, each dealing with each other with full knowledge of the uses and purposes for which the property is reasonably adaptable and available.6
1 Source: The Dictionary of Real Estate Appraisal, 5th Ed., published by the Appraisal Institute, 2010. 2 Source: The Dictionary of Real Estate Appraisal, 5th Ed., published by the Appraisal Institute, 2010. 3 Source: 2020-2021 Edition of USPAP, Page 4
4 Source: The Dictionary of Real Estate Appraisal, 5th Ed., published by the Appraisal Institute, 2010. Pg. 78 5 Source: 2020-2021 Edition of USPAP, page 4
6 Source: Code of Civil Procedure, Section 1263.320(a)
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Beard Brook Park - City of Modesto Property
South Morton Boulevard, Modesto, CA
CHAPMAN & PATTON