Cities Index.
Agenda packet, regular meeting, first session

Palmdale City Council
November 6, 2024

Document
Agenda packet, regular meeting, first session
Meeting
November 6, 2024
Body
Palmdale City Council
Pages
46
Original file
35.3 MB
Text extracted from the city's file for reading and search. Open the original on d3n9y02raazwpg.cloudfront.net. That file is the official record.

1. CALL MEETING TO ORDER

Note: All City Council memberships are reflected in their City Council titles.

2. ROLL CALL

MAYOR BISHOP, MAYOR PRO TEM LOA, COUNCILMEMBERS OHLSEN,

BETTENCOURT, ALARC
Ó
N

3. PLEDGE OF ALLEGIANCE AND MOMENT OF SILENCE

4. PRESENTATIONS

4.1 Antelope Valley Union High School District (AVUHSD) Stem Expo Recognition.

4.2 Association of Sister Cities of Palmdale 50th year Anniversary presentation.

PUBLIC COMMENT RULES
“(California Government Code Section 54954.3).

(a) Every agenda for regular meetings shall provide an opportunity for members of the public to directly address the legislative body on any item of interest to the public, before or during the legislative body’s consideration of the item, that is within the subject matter jurisdiction of the legislative body, provided that no action shall be taken on any item not appearing on the agenda unless the action is otherwise authorized by subdivision (b) of

CITY COUNCIL

SUCCESSOR AGENCY

CITY COUNCIL CHAMBERS
38300 SIERRA HIGHWAY

SUITE B
PALMDALE, CA 93550

WEDNESDAY, NOVEMBER
6, 2024
5:00 PM
www.cityofpalmdaleca.gov

WELCOME
City Council
Wednesday, November
6, 2024
Section 54954.2 [section omitted].

(b) (1) The legislative body of a local agency may adopt reasonable regulations to ensure that the intent of the subdivision (a) is carried out, including, but not limited to, regulations limiting the total amount of time allocated for public testimony on particular issues and for each individual speaker.
(2) Notwithstanding paragraph (1), when the legislative body of a local agency limits time for public comment, the legislative body of a local agency shall provide at least twice the allotted time to a member of the public who utilizes a translator to ensure that non- English speakers receive the same opportunity to directly address the legislative body of a local agency.”

In furtherance of Section 54954.3 of the Brown Act, the public is allotted to speak a total of two (2) minutes on the entirety of the Consent Calendar, Appointment(s), New Business and Closed Session, with two (2) minutes on each Public Hearing, and, if desired, an additional two (2) minutes on items not on the agenda that are within the subject matter jurisdiction of the City Council. As specified in the Brown Act, a speaker utilizing a translator will receive twice the amount of time specified.

5. PUBLIC COMMENTS

CONSENT CALENDAR, APPOINTMENT(S), NEW BUSINESS, AND CLOSED SESSION: Now is the time for public participation on items listed on the Consent Calendar, Appointment(s), New Business, and Closed Session. Each speaker is allotted two (2) minutes in total for the entirety of the above sections.

6. CONSENT CALENDAR
All matters listed under the Consent Calendar will be enacted by one motion unless an item(s) is pulled by Council, in which case the item(s) will be removed from the Calendar and will be considered separately following this portion of the Agenda.

6.1 Waive full reading of the Resolution(s) and/or Ordinance(s) to be considered and voted on at this meeting. (This allows for reading the title only in lieu of reciting the entire text).

6.2 Receive and file the Monthly and Quarterly Investment Activity Reports for September 2024.

SR Investment Report SEP 2024.docx

Rpt. City & Successor Monthly & Quarterly Investment Reports Sep 2024.pdf

6.3 Adopt Resolution No. CC 2024-081, a Resolution of the City Council of the City of Palmdale of consideration to alter the rate and method of apportionment of special taxes for the City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch phase 1 Public Facilities).

City Council
Wednesday, November
6, 2024

SR RMA Modification.docx

Reso. No. CC 2024-081 RMA Modification.docx

6.4 Adopt Resolution No. CC 2024-057, a Resolution of the City Council of the City of Palmdale declaring certain property surplus land (APN's 3008-041-001 through - 010 and 3128-015-903).

SR Reso. No. CC 2024-057.docx

Reso. No. CC 2024-057.docx

6.5 Receive and file the annual Activity Report for the Development Agreement pertaining to the Oasis Wellness Village project located at the southeast corner of Palmdale Boulevard and Tierra Subida Avenue.

SR Development Agreement A-5595.docx

Agrmt No. A-5595 Oasis Wellness Village.pdf

6.6 Approve Agreement with Flock Group Inc. to provide Flock Services to 75 License Plate Reader cameras with a not to exceed amount of $1,133,950 for a contract term of five years from October 5, 2024, through October 4, 2029 .

SR Agrmt No. A-9017 with Flock Group Inc.docx

Agrmt No. A-9017 with Flock Group Inc.pdf

6.7 Accept the Charging and Fueling Infrastructure Discretionary Grant Opportunity from the U.S. Department of Transportation Federal Highway Administration for the funding amount of $14,810,000 and approve agreements for the implementation of the EVequity Leadership Project.

SR Agrmt No. A-9080 with US DOT and Agrmt No. A-8996 with TEC.docx

Agrmt No. A-9080 with The US Dept. of Transportation.pdf

Agrmt No. A-8996 with TEC.pdf

6.8 Approve Final Parcel Map No. 83985 (located at the Northeast corner of Avenue S and 40th Street East).

SR Parcel Map No. 83985.docx

Parcel Map No. 83985.pdf

6.9 Adopt Resolution No. CC 2024-083, a Resolution of the City Council of the City of Palmdale declaring its intention to conduct a public hearing to consider the vacation of portions of 8th Street East south of Rancho Vista Boulevard and north of Avenue P-8.

SR Reso. No. CC 2024-083.docx

Reso. No. CC 2024-083.docx

Exh A & B Reso. No. CC 2024-083.pdf

6.10 Approve the minutes from the previous meeting.

Minutes CC SA 10 02 2024.pdf

City Council
Wednesday, November
6, 2024

7. PUBLIC HEARING

7.1 Adopt Resolution No. CC 2024-080, a Resolution of the City Council of the City of Palmdale declaring results of majority protest proceedings and renewing the Palmdale Tourism Improvement District.

SR Reso. No. CC 2024-080.docx

Reso. No. CC 2024-080.docx

PTID Management District Plan 7-10-24.pdf

7.2 Adopt Resolution No. CC 2024-085, a Resolution of the City Council of the City of Palmdale approving Major Modification 24-0023; a request for modifications to Site Plan Review 23-003 an approved mixed-use commercial and residential development located north of Avenue R and west of 30th Street East and find that the project is categorically exempt from environmental review (APN: 3018-026- 001).

SR MOD24-0023.docx

Reso. No. CC 2024-085 MOD24-0023.docx

Atch A.pdf

Atch B.pdf

7.3 Adopt Resolution No. CC 2024-082, a Resolution of the City Council of the City of Palmdale approving the issuance of Revenue Bonds by the California Municipal Finance Authority (the “CMFA") in an aggregate outstanding principal amount not to exceed $15,000,000 to finance and refinance a 48-unit qualified residential rental project for the benefit of 9th Street E. Housing, LP, a California Limited Partnership, or another entity to be created by Milare Housing Investments, Inc. (or an affiliate), and certain other matters relating thereto.

SR TEFRA Bana at Palmdale.docx

Reso. No. CC 2024-082 TEFRA Bana at Palmdale.docx

8. CITY MANAGER’S REPORT

9. COUNCIL REPORTS, ANNOUNCEMENTS AND REQUESTS FOR FUTURE AGENDA ITEMS

10. NON-AGENDA PUBLIC COMMENTS
:

Now is the time for public participation on items not listed on the agenda. Each speaker is allotted two (2) minutes total.

11. PRESENTATION BY CITY ATTORNEY

11.1 CONFERENCE WITH LEGAL COUNSEL—EXISTING LITIGATION
Los Angeles County Superior Court Case No. 22STCV01269
This closed session is being held pursuant to the authority of California City Council
Wednesday, November
6, 2024
Government Code Section 54956.9(d)(1).

11.2 CONFERENCE WITH LEGAL COUNSEL—EXISTING LITIGATION
Los Angeles County Superior Court Case No. 22STCV29463
This closed session is being held pursuant to the authority of California Government Code Section 54956.9(d)(1).

12. ANNOUNCEMENT BY CITY ATTORNEY

13. ADJOURN
meeting to November 20, 2024, at 5:00 p.m. in the City Hall Council Chamber located at 38300 Sierra Highway, Suite B, Palmdale, California.

Americans with Disabilities Act (ADA) Accommodations
In accordance with the Americans with Disabilities Act of 1990, if you require a disability- related modification or accommodation to participate in this meeting, please contact the City Clerk’s Office at (661) 267-5151 at least 48 hours prior to the meeting.

If you require oral translation, please contact the City Clerk’s Office at (661) 267-5151 at least 48 hours prior to the meeting.

City Council
Wednesday, November
6, 2024
City Council Staff Report
DATE: NOVEMBER 6, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: OPERATIONS DEPARTMENT

FINANCE DIVISION
DISTRICT: ALL
SUBJECT: RECEIVE AND FILE THE MONTHLY AND QUARTERLY
INVESTMENT ACTIVITY REPORTS FOR SEPTEMBER 2024

RECOMMENDATION
Staff recommends that the City Council receive and file the monthly and quarterly investment activity report s for the City of Palmdale and Successor Agency for September 2024.

BACKGROUND
Pursuant to Section 16 of the City and Successor Agency Investment Policy, the City Treasurer shall prepare and present monthly and quarterly reports on investments to the City Manager/Executive Director and the City Council/Directors. The reports shall detail the type of investment, issuer’s name, purchase date, maturity date, amount of deposit, and interest rate. This information shall be provided for all City and Successor Agency pooled investments and for Certificates of Participation, Revenue Bonds, Tax Allocation Bonds, Assessment Districts, and Community Facilities District accounts managed by outside Fiscal Agents.

The monthly and quarterly investment report s provide a synopsis of the City and Successor Agency's investment activity. They provide information on assets, allocations, average maturities, yields, and book valuations. The interest rates presented are the most current rates available as of the date of this report.

The market values prese nted for pooled City and Successor Agency investments are based on closing prices for the related investment as of the date of this report. This information was obtained from the Wall Street Journal, Bloomberg Financial Markets, Capital Market Finances, or other reliable sources of market prices.

Report to Mayor and City Council
Re: Monthly and Quarterly Investment Reports
November 6, 2024

Page 2 ends

DISCUSSION
Compliance with Investment Policy
For September, the City’s invested portfolio totaled $335,408,279, an increase of $10,532,427 from the previous month and an increase of $25,595,305 compared to last year. The monthly increase resulted from the reinvestment of funds from investments that had matured in prior months.

The par value of Successor Agency’s portfolio as of September was $4,707,911. The balance decreased by $6,612,526 from last month due to Debt Service payments made within the month.

All investments meet criteria appropriate to Section 8 of the Investment Policy. The portfolios are based on a combination of various investments, including CDs, Corporate Notes, US Treasury Securities, and Government Agency Paper, each adhering to portfolio percentage limitations.

The Finance Division is the custodian for the City and Successor Agency’s investment portfolio and follows the three main principles of both entities’ investment policies: 1) Investment in financial instruments that mitigate the risk of monetary losses stemming from market fluctuations; 2) Establish and maintain a portfolio that has sufficient liquidity to allow the City and Successor Agency to meet all anticipated cash requirements; and, 3) Seek out investment instruments that provide a competitive market rate of return.

Liquidity
One core approach the Finance Division focuses on is providing liquidity to meet the City and Successor Agency’s operational requirements. Thus, the City invests in two pooled funds, LAIF and CAMP. These are intended for daily operational activities and can be used during economic uncertainties for ongoing maintenance needs. The pooled funds provide a higher liquidity ratio to ensure the City and Successor Agency meet cash flow requirements.

The City's LAIF balance at the end of September was $111,379,177, an increase of $10,215,463 due to a transfer made from the City’s general account to LAIF account for the month.

The Successor Agency’s LAIF balance at the end of September was $3,740,658, with no changes from the prior month.

The City’s CAMP balance at the end of September was $53,140,572, compared to $52,911,214 in August. The increase is due to interest earned during the quarter.

Report to Mayor and City Council
Re: Monthly and Quarterly Investment Reports
November 6, 2024

Page 3 ends

The interest rates presented are the most current rates available as of the date of this report. As of September 30, 2024, the interest rates for LAIF and CAMP investments were at 4.58 percent and 5.29 percent, respectively. By comparison, the LAIF and CAMP interest rates at the end of August were 4.58 percent and 5.41 percent. This time last year, LAIF and CAMP rates were at 3.53 percent and 5.55, respectively.

The chart above shows the LAIF and CAMP average monthly yields from December 2023 through September 2024. The difference between the two funds’ performance is primarily due to their varying pool characteristics. CAMP’s portfolio composition is more prone to market volatility, resulting in performance variations.

Diversity
The Finance Division aims to diversify the investment portfolios to avoid incurring unreasonable and avoidable risks regarding specific security types or individual financial institutions.

The City and Successor Agency’s investment portfolios remain strongly diversified. The monthly and quarterly reports include all investments held by both entities and current book values as of September 30, 2024.

The City and Successor Agency are expected to have sufficient funds to meet its expenditure requirements for the next six months. The Finance Division will continue to monitor current economic conditions and the impact on interest rates.

Attached are summaries of the investments in the City and Successor Agency’s books as of September 30, 2024.

3.93% 4.01% 4.12% 4.23% 4.27% 4.33% 4.48% 4.52% 4.58% 4.58%

5.55% 5.54% 5.50% 5.48% 5.44% 5.43% 5.43% 5.43% 5.41% 5.29%

0.00%

1.00%

2.00%

3.00%

4.00%

5.00%

6.00%
Q2 Dec Jan Feb Q3 Mar Apr May Q4 Jun July Aug Q1 Sep
Pooled Investments Monthly Yields

LAIF CAMP
Report to Mayor and City Council
Re: Monthly and Quarterly Investment Reports
November 6, 2024

Page 4 ends

FISCAL IMPACT
There is no fiscal impact associated with the recommended actions for this report.

STRATEGIC PLAN
Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

B. Manage resources, costs, and liabilities to ensure the City’s long-term fiscal health.

C. Involve and expand engagement to enhance public oversight and transparency.

Prepared by: Janelle Samson, Director of Operations
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, City Manager
Approved as to form: William P. Curley, III, City Attorney

ATTACHMENTS
Rpt. Monthly and Quarterly Investment Reports September 2024

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
SEPTEMBER 30, 2024

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT
U.S. TREASURY SECURITIES Yield
03-19-21 12-31-25 CITY 9128285T3 U.S. Treasury Note 2.63 3,000,000.00 3,260,634.36 2,902,140.00 05-11-21 02-28-26 CITY 9128286F2 U.S. Treasury Note 0.66 3,000,000.00 3,261,331.50 2,888,310.00 05-11-21 12-31-24 CITY 9128283P3 U.S. Treasury Note 0.40 3,000,000.00 3,200,040.56 2,954,940.00 07-12-21 12-31-25 CITY 9128285T3 U.S. Treasury Note 2.63 5,000,000.00 5,451,958.35 4,836,900.00 12-17-21 12-15-24 CITY 91282CDN8 U.S. Treasury Note 0.85 10,000,000.00 10,045,505.25 9,807,400.00 12-22-21 12-15-24 CITY 91282CDN8 U.S. Treasury Note 0.88 5,000,000.00 5,018,208.38 4,903,700.00 12-20-21 12-15-24 CITY 91282CDN8 U.S. Treasury Note 1.00 5,000,000.00 5,017,187.50 4,903,710.95 03-08-23 03-31-26 CITY 9128286L9 U.S. Treasury Note 2.25 3,200,000.00 3,029,330.80 3,064,000.00 01-03-24 12-31-26 CITY 912828YX2 U.S. Treasury Note 0.04 5,000,000.00 4,696,880.23 4,666,600.00 01-03-24 06-30-27 CITY 91282CEW7 U.S. Treasury Note 0.04 5,000,000.00 4,897,630.28 4,825,200.00 01-03-24 09-30-27 CITY 91282CFM8 U.S. Treasury Note 0.04 2,500,000.00 2,523,771.66 2,472,450.00 01-08-24 02-15-26 CITY 91282CGL9 U.S. Treasury Note 0.04 5,000,000.00 4,987,205.23 4,932,250.00 01-08-24 06-15-26 CITY 91282CHH7 U.S. Treasury Note 0.04 5,000,000.00 5,001,760.94 4,942,800.00 TOTAL U.S. TREASURY SECURITIES 59,700,000.00$ 60,391,445.04$ 58,100,400.95$

GOVERNMENT AGENCY PAPER
06-10-20 06-16-25 CITY 3133ELK37 Federal Farm Credit 0.78 5,000,000.00 5,000,000.00 4,781,500.00 08-27-20 11-27-24 CITY 3134GWNG7 Freddie Mac 0.50 2,000,000.00 2,000,000.00 1,958,542.76 04-01-21 04-01-25 CITY 3133EMUP5 Federal Farm Credit 0.71 5,000,000.00 5,000,000.00 4,826,404.05 05-11-21 09-04-25 CITY 3133EJYM5 Federal Farm Credit 0.59 1,000,000.00 1,103,275.25 976,880.00 05-11-21 09-04-25 CITY 3133EJYM5 Federal Farm Credit 0.57 2,000,000.00 2,208,460.00 1,953,760.00 06-04-21 11-07-25 CITY 3135G06G3 Fannie Mae 0.55 3,000,000.00 2,993,675.25 2,826,750.00 06-30-21 12-30-25 CITY 3130AMRQ7 Federal Home Loan Note0.88 3,000,000.00 3,000,000.00 2,821,947.30 07-29-21 04-29-26 CITY 3130AN5C0 Federal Home Loan Note1.05 4,000,000.00 4,010,455.13 3,734,320.00 12-17-21 11-12-25 CITY 3134GXBM5 Federal Home Loan Note1.15 1,150,000.00 1,125,785.50 1,082,265.00 12-17-21 12-30-24 CITY 3130AQDY6 Federal Home Loan Note1.00 6,750,000.00 6,750,000.00 6,603,527.70 12-17-21 06-23-25 CITY 3133ENHW3 Federal Farm Credit 1.17 10,000,000.00 10,000,000.00 9,595,310.20 12-20-21 07-30-25 CITY 3136G4ZP1 Fannie Mae 0.65 3,500,000.00 3,444,175.00 3,339,331.94 12-20-21 09-24-25 CITY 3134GWUG9 Freddie Mac 0.57 10,000,000.00 9,806,600.00 9,459,892.40 12-21-21 12-22-26 CITY 3133ENJC5 Federal Farm Credit 1.29 5,000,000.00 5,000,000.00 4,589,481.35 01-14-22 01-14-25 CITY 3130AQEA7 Federal Home Loan Note1.05 7,000,000.00 7,000,000.00 6,839,056.49 06-29-22 08-12-25 CITY 3133EL3P7 Federal Farm Credit 3.34 1,810,000.00 1,660,349.20 1,722,111.58 06-29-22 03-28-25 CITY 3130A5DH9 Federal Home Loan Note3.34 1,950,000.00 1,937,715.00 1,920,301.71 06-24-22 02-26-27 CITY 3130AL5A8 Federal Home Loan Note3.33 5,000,000.00 4,479,000.00 4,533,218.00 08-17-22 10-27-26 CITY 3134GW4C7 Freddie Mac 0.80 5,000,000.00 4,539,500.00 4,562,202.10 01-06-23 02-25-27 CITY 3130AQRH8 Federal Home Loan Note4.38 5,000,000.00 4,590,638.89 4,670,265.65 01-06-23 04-19-27 CITY 3130ARHJ3 Federal Home Loan Note4.38 5,000,000.00 4,801,354.86 4,801,570.80 05-18-23 05-18-27 CITY 3133EPKC8 Federal Farm Credit 5.39 5,000,000.00 5,000,000.00 4,991,602.80 06-05-23 05-30-28 CITY 3133EPLE3 Federal Farm Credit 4.67 2,815,000.00 2,822,746.50 2,790,565.80 05-03-24 05-01-28 CITY 3133ERCX7 Federal Farm Credit 5.17 5,000,000.00 5,000,000.00 5,000,777.50 TOTAL GOVERNMENT AGENCY PAPER 104,975,000.00$ 103,273,730.58$ 100,381,585.13$

CITY OF PALMDALE INVESTMENTS

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
SEPTEMBER 30, 2024

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT

CERTIFICATES OF DEPOSIT
01-04-24 06-15-26 CITY 05580A4Y7 BMW Bank of NA NA 4.03 240,000.00 243,434.40 238,848.00 01-04-24 11-30-27 CITY 46656MVH1 JPMorgan Chase Bank DE US RT4.76 240,000.00 242,022.91 240,415.20 01-04-24 12-28-28 CITY 09582YAV4 Blue Ridge Bank NA VA US RT4.09 240,000.00 240,948.00 234,677.60 06-11-24 06-12-28 59541KCV7 Mid-Missouri Bank 5.15 245,000.00 245,034.57 243,510.50 06-11-24 06-11-26 38150VUZ0 Goldman Sachs Bank 5.05 245,000.00 245,033.90 245,615.57 06-13-24 06-13-29 89235MPP0 Toyota Financial SGS 4.65 245,000.00 245,000.00 246,281.17 06-14-24 06-15-26 34520LBC6 Forbright Bank 5.05 245,000.00 245,000.00 245,699.42 06-14-24 06-14-28 307811KA6 Farmers & Merchs Bank 5.00 245,000.00 245,000.00 242,169.22 06-14-24 06-14-29 69503PAB7 Pacific Valley Bank 5.20 245,000.00 245,000.00 243,313.18 06-17-24 06-17-26 8562855V9 State Bank of India 5.10 245,000.00 245,000.00 245,875.30 06-18-24 06-18-29 229083AA8 Evangeline Bank & Trust 5.30 245,000.00 245,000.00 245,000.16 06-20-24 06-22-26 06051XER9 Bank of America NA 5.05 245,000.00 245,000.00 245,737.44 06-21-24 06-22-26 35634MAE1 Freedom Bank/Maywood NJ 5.05 245,000.00 245,000.00 245,737.72 06-25-24 06-25-29 09776DAG9 BOM Bank 5.35 245,000.00 245,000.00 245,000.11 TOTAL CERTIFICATES OF DEPOSIT 1,210,000.00$ 3,421,473.78$ 3,407,880.59$ 05-17-23 03-01-26 CITY 30231GAT9 Exxon Mobile Corporation3.04 1,000,000.00 982,084.11 967,125.82 05-17-23 03-02-26 CITY 194162AQ6 Colgate-Palmolive CO GlobalL4.80 1,000,000.00 1,035,553.33 997,703.43 05-17-23 01-26-26 CITY 742718FY0 Procter & Gamble CO/The Global4.10 1,000,000.00 1,018,471.67 987,387.46 01-04-24 07-27-26 CITY 61761J3R8 Morgan Stanley 4.70 500,000.00 481,185.25 478,020.00 01-04-24 06-15-26 CITY 46625HRS1 JPMorgan Chase & CO4.52 500,000.00 484,840.25 481,325.00 01-04-24 03-02-28 CITY 718172CE7 Philip Morris Intl Inc 4.49 500,000.00 474,395.25 466,815.00 01-04-24 04-01-27 CITY 808513BW4 Charles Schaw Corp 4.68 500,000.00 479,390.25 477,190.00 01-09-24 06-02-26 CITY 11271LAA0 Brookfield Fin Inc 5.13 500,000.00 490,115.25 489,610.00 01-09-24 11-28-28 CITY 05565QDH8 BP Capital Markets PLC4.48 500,000.00 483,460.25 475,490.00 01-09-24 01-28-26 CITY 06406RAQ0 Bank OF NY Mellon Corp4.52 500,000.00 463,355.25 466,490.00 01-09-24 07-09-27 CITY 22550L2K6 Crdit Suisse New York 4.92 500,000.00 500,910.25 495,950.00 01-09-24 08-15-28 CITY 797440CE2 San Diego G & E 4.49 500,000.00 509,340.25 497,940.00 01-09-24 07-01-27 CITY 75973QAA5 Reneissance Financial5.01 500,000.00 475,470.25 473,980.00 01-09-24 01-27-26 CITY 780082AD5 Royal Bank of Canada 4.97 500,000.00 496,930.25 492,915.00 08-27-24 02-01-29 CITY 06406RBN6 Bank of NY Mellon Corp4.20 656,000.00 663,116.29$ 663,116.29$ TOTAL CORPORATE BONDS $9,156,000 $8,375,502 8,911,058.00$

STATE OF CALIFORNIA LOCAL AGENCY INVESTMENT FUND
09-01-84 n/a CITY 98-19-620 0.78 60,492,217.57 60,492,217.57 60,492,217.57 06/23/08 n/a PCA 40-19-060 0.78 0.00 0.00 0.00
40-19-078 36,500,000.00 36,500,000.00 36,500,000.00
n/a ARPA 19-19-004 0.78 14,386,959.06 14,386,959.06 14,386,959.06 TOTAL LAIF ACCOUNTS 111,379,176.63$ 111,379,176.63$ 111,379,176.63$

CAMP- CALIFORNIA ASSET MANAGEMENT PROGRAM
6080-01 n/a CITY 6080-01 0.30 53,140,571.85 53,140,571.85 53,140,571.85 TOTAL CAMP ACCOUNTS 53,140,571.85$ 53,140,571.85$ 53,140,571.85$

UBS FINANCIAL SERVICES
n/a n/a CITY 0.00 87,605.97 87,605.97 87,605.97
TOTAL UBS FINANCIAL SERVICES ACCOUNTS 87,605.97$ 87,605.97$ 87,605.97$ TOTAL CITY INVESTMENTS 339,648,354.45$ 340,069,505.71$ 335,408,279.12$

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
SEPTEMBER 30, 2024

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT

STATE OF CALIFORNIA LOCAL AGENCY INVESTMENT FUND
11-20-84 n/a LIBRARY 16-19-012 0.78 13,311.99
TOTAL LIBRARY INVESTMENTS 13,311.99$
SIERRA GATEWAY COMMUNITY FACILITIES DISTRICT 91-1
Fiscal Agent: U.S. Bank National Association (fka First Trust) 05-10-95 n/a BOND 95421220 0.35 116.93
05-10-95 n/a IMPROVEMENT 95421222 0.10 169,945.80
TOTAL SIERRA GATEWAY COMMUNITY FACILITIES DISTRICT 91-1 170,062.73$

BOND PROCEEDS
RITTER RANCH COMMUNITY FACILITIES DISTRICT 93-1
Fiscal Agent: U.S. Bank National Association (fka First Trust) 04-06-95 n/a RESERVE-SEN 95420880 n/a 13.48
04-06-95 n/a IMPV-ACQUI 95420884 0.01 2,828,755.32
04-06-95 n/a BOND 95420887 0.15 0.15
TOTAL RITTER RANCH COMMUNITY FACILITIES DISTRICT 93-1 2,828,768.95$

BOND PROCEEDS
ANAVERDE COMMUNITY FACILITIES DISTRICT 2003-1
Fiscal Agent: U.S. Bank National Association (fka First Trust) 08-01-19 n/a SP TAX - B BOND 242969000 0.00 101,450.34
08-01-19 n/a RESERVE 242969003 0.00 1,447,057.23
08-01-19 n/a SP TAX - REFNDING BOND 242969004 0.01 15,151.07 TOTAL ANAVERDE COMMUNITY FACILITIES DISTRICT 2003-1 1,563,658.64$

BOND PROCEEDS
2005 $7.2M COMMUNITY FACILITIES DISTRICT 05-1 (TRADE AND COMMERCE CENTER) REFUNDED 2021 Fiscal Agent: U.S. Bank National Association (fka First Trust) n/a SPEC TRB SER A/B 251009000 0.01 457,014.91
n/a RESERVE FUND 251009001 0.01 641,681.92
TOTAL 2005 $7.2M COMMUNITY FACILITIES DISTRICT 05-1 (TRADE AND COMMERCE CENTER) REFUNDED 20211,098,696.83$

LIBRARY INVESTMENTS

FISCAL AGENT CASH

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
SEPTEMBER 30, 2024

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT

BOND PROCEEDS
2006-1 Godde Hill Estate Sewer Improvements LOIB
Fiscal Agent: U.S. Bank National Association (fka First Trust) 11-08-06 n/a REDEMPTION FUND 106844000 0.01 114,148.88
11-08-06 n/a ADM EXP 106844002 0.01 1,748.76
11-08-06 n/a RESERVE FUND 106844003 0.01 91,384.86
TOTAL 2006-1 Godde Hill Estate Sewer Improvements LOIB 207,282.50$ 2013 HA PALMDALE TRANSIT VILLAGE HOMES LLC ESCROW
Fiscal Agent: U.S. Bank National Association (fka First Trust) 10-11-13 n/a ESCROW FUND 206455000 0.00 2,979,525.30
TOTAL 2013 HA TRANSIT VILLAGE HOMES ESCROW 2,979,512.65$ 2015 HA DEBT SERVICE RESERVE
Fiscal Agent: Bank of America
11-19-15 n/a DEBT SVC RESERVE 1257964992 0.08 40,371.50 TOTAL 2015 HA DEBT SERVICE RESERVE 40,371.50$

PARS RESTRICTED CASH FOR PENSION STABILIZATION TRUST FUND 05-23-18 n/a CITY 104790895775 Public Agency Retirement Services2.60 10,144,551.22 TOTAL PARS PENSION TRUST FUND 10,144,551.22$

BOND PROCEEDS
2015 HA $4.3M MULTIFAMILY HOUSING REVENUE BONDS
Fiscal Agent: U.S. Bank National Association (fka First Trust) 09-03-15 n/a BOND FUND 277067000 0.00 98,638.44
09-03-15 n/a INTEREST ACCT 277067001 0.01 8.19
09-03-15 n/a BOND RESERVE 277067003 0.00 281,018.53
09-03-15 n/a REPAIR & REPLACE FUND 277067004 0.00 1,325,864.51 TOTAL 2015 HA $4.3M MULTIFAMILY HOUSING REVENUE BONDS 1,705,529.67$

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
SEPTEMBER 30, 2024

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT

BOND PROCEEDS
2017 PFA $17.4M LEASE REVENUE BONDS
Fiscal Agent: U.S. Bank National Association (fka First Trust) 04-05-17 n/a REVENUE FUND 271128000 0.00 0.31
TOTAL 2017 PFA $17.4M LEASE REVENUE BONDS 0.31$

BOND PROCEEDS
2023 A&B SERIES ACQUISITION & CONSTRUCTION REVENUE BOND Fiscal Agent: U.S. Bank National Association (fka First Trust) 248041000 6.33
11-30-23 n/a INTEREST 248041001 2,054,524.01
11-30-23 n/a REVENUE FUND 248041004 19,345,604.97
11-30-23 n/a INTEREST 248041007 0.19
11-30-23 n/a REVENUE FUND 248041008 13,690,517.93
TOTAL 2023 A&B SERIES B ACQUISITION & CONSTRUCTION REV BOND 35,090,653.43$ GRAND TOTAL - FISCAL AGENT CASH 54,730,391.60$
Cash on Hand 6,693,504$
Pooled Cash Investments

City: 335,624,557$
Insur Fund: ($216,278) 335,408,279$
Library Investments $13,312

Subtotal 342,115,095$

City/AD/CFD/PCA/PFA/HA
Fiscal Agent Cash 54,730,392$

Grand total 396,845,487$

The interest rate quoted on LAIF, AIM, and Fiscal Agent/Trustee accounts is the most current rate available.

LAIF & AIM interest rates are as of September 30, 2024.

SUMMARY OF CASH AND INVESTMENTS

Page 1 of 1 ends

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
SEPTEMBER 30, 2024

CITY OF PALMDALE

POOLED CASH - LOCAL AGENCY INVESTMENT FUND (LAIF), CALIFORNIA ASSET MANAGEMENT PROGRAM (CAMP), & UBS FINANCIAL SERVICES September 30, 2024

TRANSACTION INTEREST

DATE DEPOSIT WITHDRAWAL RECEIVED BALANCE
LAIF - CITY ACCOUNT 98-19-620
Beginning Balance 60,492,217.57$

Subtotal -$ -$ -$ 60,492,217.57$ LAIF - PCA ACCOUNT 40-19-060
Beginning Balance 26,284,537.22$
09-16-24 (26,284,537.22)$
Subtotal -$ (26,284,537.22)$ -$ 0.00$ LAIF - PFA ACCOUNT 40-19-078
Beginning Balance -$
09-19-24 24,500,000.00$
09-26-24 12,000,000.00$
Subtotal 36,500,000.00$ -$ -$ 36,500,000.00$ LAIF - LIBRARY ACCOUNT 16-19-012
Beginning Balance 13,311.99$
Subtotal -$ -$ -$ 13,311.99$ LAIF - ARPA ACCOUNT 19-19-004
Beginning Balance 14,386,959.06$
Subtotal -$ -$ -$ 14,386,959.06$ CAMP
Beginning Balance 52,911,213.71$
09-30-24 229,358.14 $
Subtotal -$ -$ 229,358.14$ 53,140,571.85$ UBS Financial Services
Beginning Balance 0.00$
09-30-24 178,218.47 $
09-30-24 (90,612.50)$
Subtotal -$ (90,612.50)$ 178,218.47$ 87,605.97$ Total 36,500,000.00$ (26,375,149.72)$ 407,576.61$ 164,620,666.44$

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
SEPTEMBER 30, 2024
TN= US Treasury C = Call
FP= Federal Paper M= Maturity
CD= Certificate of Deposit CB= Corporate Bond
FACE

PURCHASE MATURITY VALUE INTEREST NET INVESTED GAIN/

ISSUER DATE DATE REDEEMED RECEIVED FUNDS AMOUNT (LOSS)
-$ -
-$ -
-$ -
-$ -
-$ -$ -$ -$ $0.00 Total Number of Transactions: 0

CITY OF PALMDALE

POOLED CASH - INVESTMENTS MATURED OR CALLED
September 30, 2024

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
SEPTEMBER 30, 2024
TN = US Treasury
FP = Federal Paper
CD = Certificate of Deposit
CN = Corporate Notes ACCRUED
PURCHASE MATURITY FACE PREMIUM / PURCHASE INTEREST NET Yield

ISSUER DATE DATE VALUE (DISCOUNT) PRICE PURCHASED PURCHASE - -$
- -$
- -$
- -$
-$ -$ -$ -$ -$ Total Number of Transactions: 0

POOLED CASH - INVESTMENTS PURCHASED
September 30, 2024

SUCCESSOR AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
September 30, 2024

POOLED CASH - STATE OF CALIFORNIA LOCAL AGENCY INVESTMENT FUND (LAIF)

PURCHASE MATURITY ACCOUNT/ INTEREST INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT TOTAL
LAIF - SA ACCOUNT 65-19-035
09-01-84 n/a SA Account 65-19-035 0.78 3,740,658.01
3,740,658.01$

FISCAL AGENT CASH

BOND PROCEEDS
CRA - 2002 Sub Lien Tax Allocation Bonds $5.3M ($5,329,748.25) Fiscal Agent: U.S. Bank National Association
08-20-02 n/a Reserve Fund 94460700 2.54 536,531.90
08-20-02 n/a Interest Acct 94460701 0.04 27,277.96
08-20-02 n/a Principal Acct 94460702 0.04 132.33

TOTAL CRA - 2002 Sub Lien Tax Allocation Bonds $5.3M ($5,329,748.25) 563,942.19$

BOND PROCEEDS
2016 SA $31.5M Tax Allocation Refunding Bonds Series A
Fiscal Agent: U.S. Bank National Association (fka First Trust) 04-26-16 n/a Debt Service 245113000 0.00 4.47
04-26-16 n/a Interest Acc 245113001 N/A 0.00
TOTAL 2016 SA $31.5M Tax Allocation Refunding Bonds Series A 4.47$ GRAND TOTAL - FISCAL AGENT CASH $563,947

SUMMARY OF CASH AND INVESTMENTS
Cash on Hand 403,306$ 403,305.60$
$0
Pooled Cash Investments 3,740,658$ $0
403,305.60$
Successor Agency Fiscal Agent Cash 563,947$ *

Grand total 4,707,911$

* The interest rate quoted on LAIF and Fiscal Agent/Trustee accounts is the most current rate available.

LAIF interest rates are as of September 30, 2024.

S:\Cash and Investment\Investment\Investment Reports\24-25\03 Sep 2024\[Sep 2024 Successor Investment Report.xls]AUG 2024 Monthly

SUCCESSOR AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS

POOLED CASH - STATE OF CALIFORNIA LOCAL AGENCY INVESTMENT FUND (LAIF) September 30, 2024

TRANSACTION INTEREST

DATE DEPOSIT WITHDRAWAL RECEIVED BALANCE
LAIF - SA ACCOUNT 65-19-035
Beginning Balance 3,740,658.01$
Subtotal -$ -$ -$ 3,740,658.01$

PORTFOLIO REVIEW AND ANALYSIS
City of Palmdale
Palmdale, CA
As of Date: 09/30/2024
Pricing as of: 09/30/2024
Date of Analysis: 10/10/2024
Account Executive: Bill Blackwill

Book Value
334,816
# Securities
68 Average Size (Book)
4,924
Yield at Book

1.30 Market Yield

2.40 $ Gain/Loss
-3,212
% Gain/Loss
-1.0%
Average Life

0.71 Average Life +300bps

0.73 % Price Change +100bps
-0.63
% Price Change +300bps
-1.89
Effective Duration

0.62 Effective Convexity
-0.01
AFS / HTM%
100% / 0%
Fixed / Floating
100% / 0%
ESG/Green Par (000's)
$500 / $500
Portfolio Overview
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 2 of 46 ends

Portfolio ID: 6748 - 58411

Historical Portfolio Overview
09/30/2024
06/30/2024
03/31/2024
12/31/2023
Book Value
334,816
353,483
331,180
285,946
Yield at Book

1.30 1.40

1.39 1.26
Yield at Book (+100)

1.30 1.40

1.39 1.26
Yield at Book (+300)

1.30 1.40

1.39 1.26
Yield at Book (-100)

1.30 1.40

1.39 1.26
WAL

0.71 0.90

0.98 0.99
WAL (+100)

0.73 0.90

1.00 0.99
WAL (+300)

0.73 0.90

1.00 0.99
WAL (-100)

0.66 0.79

0.92 0.94
% Price Change (+100)
-0.6%
-0.8%
-0.9%
-0.8%
% Price Change (+300)
-1.9%
-2.3%
-2.6%
-2.5%
% Price Change (-100)

0.6%

0.7%

0.8%

0.8%
Effective Duration

0.62 0.74

0.85 0.81
Effective Convexity
-0.01
-0.02
-0.02
-0.02
$ Gain/Loss
-3,212
-6,469
-7,376
-6,903
% Gain/Loss
-1.0%
-1.8%
-2.2%
-2.4%
$ Gain/Loss (+300)
-9,473
-14,399
-15,728
-13,826
Principal Cash Flow 2 yrs out
87%
83%
83%
83%
Principal Cash Flow 2 yrs out (+100)
86%
83%
82%
83%
Principal Cash Flow 2 yrs out (+300)
86%
83%
82%
83%
Principal Cash Flow 2 yrs out (-100)
89%
88%
85%
84%
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 3 of 46 ends

Portfolio ID: 6748 - 58411

Portfolio Sector Summary
Portfolio
Par
Book
Yield
Market
% Price Change
Gain/(Loss)
Effective
AFS
Sector
%
Value
Cpn
Maturity
Value
@Bk
Value
Yield
-100
+100
+300
$
%
WAL
Dur
Cvx
%
Treasury (13)

17.8%
59,700

2.32 1.2 yrs
59,700

2.32 59,132

4.09 1.2
-1.1
-3.3
-568
-1.0%

1.20 1.15

0.03 100 %
Agency Bullet (5)

4.5%
15,000

1.26 0.6 yrs
15,000

1.26 14,775

4.42 0.6
-0.5
-1.6
-225
-1.5%

0.56 0.55

0.01 100 %
Callable Agency (17)

24.8%
83,025

1.47 1.5 yrs
83,025

1.47 80,610

4.16 1.2
-1.3
-3.9
-2,415
-2.9%

1.53 1.23
-0.06
100 %
Treasury/Agency (35)

47.1%
157,725

1.77 1.3 yrs
157,725

1.77 154,517

4.16 1.1
-1.2
-3.5
-3,208
-2.0%

1.32 1.14
-0.02
100 %
Finance (10)

1.5%
5,156

3.63 2.5 yrs
5,156

3.63 5,104

4.24 2.3
-2.3
-6.6
-52
-1.0%

2.37 2.26

0.05 100 %
Industrial (4)

1.0%
3,500

3.86 1.7 yrs
3,500

3.86 3,486

3.94 1.6
-1.5
-4.6
-14
-0.4%

1.68 1.55

0.02 100 %
Utility (1)

0.1%
500

4.95 3.9 yrs
500

4.95 514

4.18 3.5
-3.4
-9.8
14 2.7%

3.88 3.45

0.16 100 %
Corporate (15)

2.7%
9,156

3.79 2.3 yrs
9,156

3.79 9,104

4.12 2.1
-2.0
-6.0
-52
-0.6%

2.19 2.05

0.04 100 %
NCD (14)

1.0%
3,415

4.99 3.1 yrs
3,415

5.00 3,464

4.18 1.5
-1.6
-5.8
49 1.4%

1.71 1.52
-0.10
100 %
CD (14)

1.0%
3,415

4.99 3.1 yrs
3,415

5.00 3,464

4.18 1.5
-1.6
-5.8
49 1.4%

1.71 1.52
-0.10
100 %
Cash & Other (4)

49.1%
164,520

0.62 -0.1 yrs
164,520

0.62 164,520

0.62 0.0

0.0 -0.1
0 0.0%

0.03 0.03

0.00 100 %
Other (4)

49.1%
164,520

0.62 -0.1 yrs
164,520

0.62 164,520

0.62 0.0

0.0 -0.1
0 0.0%

0.03 0.03

0.00 100 %
Total (68)
100.0%
334,816

1.30 0.7 yrs
334,816

1.30 331,604

2.40 0.6
-0.6
-1.9
-3,212
-1.0%

0.71 0.62
-0.01
100 %
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 4 of 46 ends

Portfolio ID: 6748 - 58411

Shocked Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
334,816
334,816
334,816
334,816
334,816
334,816
334,816
Book Value
334,816
334,816
334,816
334,816
334,816
334,816
334,816
Market Value
337,397
335,598
333,639
331,604
329,531
327,436
325,343
Gain/(Loss)
2,581
782
-1,177
-3,212
-5,284
-7,380
-9,473
Gain/(Loss) %

0.8%

0.2%
-0.4%
-1.0%
-1.6%
-2.2%
-2.8%
Gain/(Loss) % - Chg from Base

1.8%

1.2%

0.6%

0.0%
-0.6%
-1.3%
-1.9%
Book Price
100.00
100.00
100.00
100.00
100.00
100.00
100.00
Yield at Book

1.30 1.30

1.30 1.30

1.30 1.30

1.30 Market Price
100.77
100.23

99.65 99.04

98.42 97.80

97.17 Market Yield
-0.52

0.43 1.40

2.40 3.39

4.38 5.38
WAL

0.59 0.66

0.66 0.71

0.73 0.73

0.73 Effective Duration

0.00 0.00

0.00 0.62

0.00 0.00

0.00 Effective Convexity

0.00 0.00

0.00 -0.01

0.00 0.00

0.00 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 5 of 46 ends

Portfolio ID: 6748 - 58411

Price Risk & Market Value Change by Sector
AFS
HTM
% Change in Market Value from Level
Eff
% Change in Market Value from Level
Eff
Sector
-100
Mkt Value
+100
+200
+300
Dur
-100
Mkt Value
+100
+200
+300
Dur
Treasury/Agency

1.1%
154,517
-1.2%
-2.3%
-3.5%

1.1%
Corporate

2.1%
9,104
-2.1%
-4.1%
-6.0%

2.1%
CD

1.5%
3,464
-1.6%
-3.6%
-5.8%

1.5%
Other

0.0%
164,520

0.0%
-0.1%
-0.1%

0.0%
Total

0.6%
331,604
-0.6%
-1.3%
-1.9%

0.6%
Scenario Market Val
333,639
331,604
329,531
327,436
325,343
Scenario Gain/Loss
-1,177
-3,212
-5,284
-7,380
-9,473
Total Portfolio (AFS + HTM):
% Change in Market Val from Level
-200 bps

1.2%
-100 bps

0.6%
Level Market Val
331,604
+100 bps
-0.6%
+200 bps
-1.3%
+300 bps
-1.9%
+400 bps
-2.5%
Effective Duration

0.62 Effective Convexity
-0.01
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 6 of 46 ends

Portfolio ID: 6748 - 58411

Peer Group Comparison
As of
Book
G/L
Yield
Average Life
% Price Change
Effective
UST
Fix
Fix
Flt
Agy
Sm
Prv
CD &
%
%
Peer
Date
Value
%
@Bk
Base
-100
+300
-100
+100
+300
Dur
Cvx
Agy
MBS
ARM
CMO
CMO
CMBS
Bus.

Label
Muni
Corp
Oth
Fixed
AFS
1 07/24
301,534
-1.4

4.19 0.5

0.4 0.5

0.4 -0.4
-1.2

0.4 0.0
27%
0%
0%
0%
0%
0%
0%
0%
5%
0%
68%
100%
100%
2 08/24
244,893

6.0 3.54

2.5 2.4

2.6 2.3
-2.3
-6.6

2.3 0.0
49%
0%
0%
0%
0%
0%
0%
0%
23%
15%
13%
100%
100%
3 07/24
219,942
-2.9

4.65 1.7

1.6 1.9

1.6 -1.6
-4.7

1.6 0.0
59%
0%
0%
0%
0%
0%
0%
0%
13%
20%
8%
100%
100%
4 06/24
466,289
-2.3

2.84 1.2

1.0 1.3

1.0 -1.1
-3.3

1.0 0.0
71%
0%
0%
0%
0%
0%
0%
0%
5%
24%
0%
97%
100%
5 08/24
178,922
-2.2

2.71 1.4

1.2 2.2

1.1 -1.2
-4.4

1.1 -0.1
100%
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
100%
100%
6 09/24
153,598
-0.2

4.49 2.8

2.5 3.6

2.0 -2.2
-6.8

2.1 -0.2
3%
10%
11%
9%
5%
10%
4%
0%
24%
25%
0%
81%
100%
7 09/24
153,199

0.1 3.51

2.4 2.4

2.6 2.3
-2.2
-6.6

2.2 0.1
71%
0%
0%
0%
0%
0%
0%
0%
0%
1%
27%
100%
100%
8 08/24
135,405
-1.6

2.36 1.3

1.2 1.5

1.1 -1.2
-3.7

1.2 -0.1
59%
0%
0%
0%
0%
1%
0%
0%
0%
0%
41%
100%
100%
9 09/24
123,448
-0.8

3.57 1.1

1.0 1.3

1.0 -1.0
-3.1

1.0 0.0
24%
0%
0%
0%
0%
2%
0%
0%
36%
1%
38%
100%
100%
10 06/24
109,136
-3.0

3.82 2.6

2.4 2.7

2.2 -2.2
-6.5

2.2 -0.1
68%
0%
0%
1%
0%
3%
0%
2%
0%
14%
11%
99%
100%
11 08/24
99,384
-1.6

2.75 2.0

2.0 2.1

1.8 -1.8
-5.3

1.8 0.0
61%
0%
0%
0%
0%
12%
0%
0%
4%
0%
23%
100%
100%
12 06/24
69,890
-3.9

2.72 2.4

2.3 2.4

2.2 -2.1
-6.1

2.1 0.0
78%
0%
0%
0%
0%
0%
0%
0%
20%
0%
3%
100%
100%
13 09/24
55,730

0.4 5.07

1.4 1.4

2.5 1.2
-1.4
-4.8

1.3 -0.1
50%
0%
0%
0%
0%
9%
0%
0%
0%
0%
41%
100%
100%
14 09/24
53,011
-2.3

2.47 1.6

1.4 1.6

1.3 -1.4
-4.3

1.4 -0.1
99%
0%
0%
0%
0%
0%
0%
0%
0%
0%
1%
100%
100%
15 08/24
52,575

2.5 5.45

2.6 2.5

2.6 2.3
-2.2
-6.5

2.3 0.1
28%
0%
0%
0%
0%
57%
0%
0%
1%
0%
14%
100%
100%
16 07/24
49,405
-4.2

2.15 2.2

2.1 2.4

1.9 -2.0
-5.9

1.9 0.0
71%
0%
0%
0%
0%
0%
0%
0%
2%
0%
27%
100%
100%
17 09/24
623,056
-0.9

2.95 2.2

2.0 2.5

1.9 -1.9
-6.0

1.9 0.0
57%
0%
0%
0%
0%
1%
0%
0%
41%
0%
0%
100%
100%
18 06/24
44,100
-1.6

11.92 1.6

1.3 1.7

1.2 -1.3
-4.0

1.2 -0.1
36%
0%
0%
0%
0%
0%
0%
0%
0%
0%
64%
100%
100%
19 09/24
38,221

0.3 3.96

1.4 1.3

1.4 1.3
-1.3
-3.8

1.3 0.0
10%
0%
0%
0%
0%
0%
0%
0%
58%
2%
29%
100%
100%
20 08/24
37,048
-2.1

0.60 0.7

0.7 0.7

0.7 -0.7
-2.0

0.7 0.0
81%
0%
0%
0%
0%
1%
0%
0%
0%
0%
18%
100%
100%
21 08/24
35,707
-1.1

3.51 1.4

1.4 2.4

1.2 -1.4
-4.7

1.3 -0.2
38%
0%
0%
0%
0%
7%
0%
0%
1%
3%
52%
100%
100%
22 09/24
31,328
-4.5

1.08 1.9

1.9 1.9

1.7 -1.7
-5.1

1.7 0.0
98%
0%
0%
0%
0%
0%
0%
0%
0%
0%
2%
100%
100%
23 08/24
28,100
-2.9

0.22 0.7

0.7 0.7

0.7 -0.7
-2.0

0.7 0.0
100%
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
100%
100%
24 08/24
25,468
-3.4

1.86 1.7

1.7 1.9

1.6 -1.7
-5.0

1.6 0.0
57%
0%
0%
0%
0%
3%
0%
0%
0%
0%
40%
100%
100%
25 08/24
25,468
-3.4

1.86 1.7

1.7 1.9

1.6 -1.7
-5.0

1.6 0.0
57%
0%
0%
0%
0%
3%
0%
0%
0%
0%
40%
100%
100%
Avg
134,194
-1.5

3.37 1.7

1.6 2.0

1.5 -1.5
-4.7

1.5 0.0
58%
0%
0%
0%
0%
4%
0%
0%
9%
4%
22%
99%
100%
Port
334,816
-1.0

1.30 0.7

0.7 0.7

0.6 -0.6
-1.9

0.6 0.0
47%
0%
0%
0%
0%
0%
0%
0%
0%
3%
50%
100%
100%
Diff
200,622

0.5 -2.07
-1.0
-1.0
-1.2
-0.9

0.9 2.8
-0.9

0.0 -11%
0%
0%
0%
0%
-4%
0%
0%
-9%
-1%
28%
1%
0%
* Peer group includes Public Entitys that have received portfolio analysis from Stifel in the last three months with the closest portfolio book values.

City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 7 of 46 ends

Portfolio ID: 6748 - 58411

Summary Peer Comparison
Yield and Average Life Peer Comparison
Price Risk Peer Comparison
Each box contains the range of your peer group, the top and bottom of the boxes being the max and min. The gray box is the avg. of your peers within the range and the blue dot represents your position.

City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 8 of 46 ends

Portfolio ID: 6748 - 58411

Cash Flow and Rolloff Yield - Next 12 Months
Yield Rolloff
Month
Begin BY
Principal CF
Rolloff Yld
Ending BY
Oct 2024

1.30 164,520

0.62 1.94
Nov 2024

1.94 2,240

0.98 1.96
Dec 2024

1.96 30,240

1.19 2.12
Jan 2025

2.12 7,000

1.05 2.18
Feb 2025

2.18 0

2.18 Mar 2025

2.18 0

2.18 Apr 2025

2.18 5,000

0.71 2.24
May 2025

2.24 0

2.24 Jun 2025

2.24 15,490

1.17 2.39
Jul 2025

2.39 3,500

0.65 2.45
Aug 2025

2.45 1,810

0.53 2.48
Sep 2025

2.48 13,000

1.14 2.67
Shocked Principal and Interest Cash Flow Analysis
Year
-300
-200
-100
Base
+100
+200
+300
Oct 2024
169,910
164,910
164,910
164,910
164,910
164,910
164,910
Nov 2024
2,468
2,468
2,468
2,468
2,228
2,228
2,228
Dec 2024
30,941
30,941
30,941
30,941
30,451
30,451
30,451
Jan 2025
7,114
7,114
7,114
7,114
7,114
7,114
7,114
Feb 2025
5,246
246
246
246
246
246
246
Mar 2025
211
211
211
211
211
211
211
Apr 2025
5,070
5,150
5,150
5,150
5,150
5,150
5,150
May 2025
218
218
218
218
218
218
218
Jun 2025
18,840
18,840
18,840
16,015
15,525
15,525
15,525
Jul 2025
3,575
3,575
3,575
3,575
3,575
3,575
3,575
Aug 2025
2,002
2,052
2,052
2,052
2,052
2,052
2,052
Sep 2025
13,210
13,210
13,210
13,210
13,210
13,210
13,210
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 9 of 46 ends

Portfolio ID: 6748 - 58411

Cash Flow and Rolloff Yield - Next 10 Years
Yield Rolloff
Year
Begin BY
Principal CF
Rolloff Yld
Ending BY
2024

1.30 197,000

0.72 2.12
2025

2.12 60,950

1.20 2.86
2026

2.86 42,165

2.51 3.29
2027

3.29 24,240

2.63 4.80
2028

4.80 10,216

4.81 4.65
2029

4.65 245

4.65 2030
2031
2032
2033
Shocked Principal and Interest Cash Flow Analysis
Year
-300
-200
-100
Base
+100
+200
+300
2024
203,320
198,320
198,320
198,320
197,590
197,590
197,590
2025
72,292
66,493
66,493
63,733
63,294
63,294
63,294
2026
47,635
48,913
48,918
43,940
44,003
44,003
44,003
2027
15,102
24,736
24,736
25,139
25,442
25,442
25,442
2028
1,719
2,231
2,233
10,495
10,785
10,785
10,785
2029
251
251
251
251
1,005
1,005
1,005
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 10 of 46 ends

Portfolio ID: 6748 - 58411

Sector Cash Flow - Next 12 Months
Oct 24
Nov 24
Dec 24
Jan 25
Feb 25
Mar 25
Apr 25
May 25
Jun 25
Jul 25
Aug 25
Sep 25
Bk Yld Chg
Treasury/Agency
Cash Flow
138
2,208
30,375
7,048
215
161
5,138
206
15,456
3,511
2,024
13,162
End BY

1.77 1.79

1.94 2.00

2.00 2.00

2.05 2.05

2.21 2.26

2.30 2.48

0.71 Corporate
Cash Flow
8 9
19 63
27 47
8 9
19 63
27 47
End BY

3.79 3.79

3.79 3.79

3.79 3.79

3.79 3.79

3.79 3.79

3.79 3.79

0.00 CD
Cash Flow
4 250
548
3 3
3 3
3 540
1 1
1 End BY

5.00 5.00

4.95 4.95

4.95 4.95

4.95 4.95

4.87 4.87

4.87 4.87
-0.13
Other
Cash Flow
164,760
End BY
Total
Cash Flow
164,910
2,468
30,941
7,114
246
211
5,150
218
16,015
3,575
2,052
13,210
End BY

1.94 1.96

2.12 2.18

2.18 2.18

2.24 2.24

2.39 2.45

2.48 2.67

0.73 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 11 of 46 ends

Portfolio ID: 6748 - 58411

Sector Cash Flow - Next 3 Years
4Q24
1Q25
2Q25
3Q25
4Q25
1Q26
2Q26
3Q26
4Q26
1Q27
2Q27
3Q27
Bk Yld Chg
Treasury/Agency
Cash Flow
32,721
7,425
20,800
18,697
15,856
11,498
9,575
124
15,452
10,124
10,355
2,552
End BY

1.94 2.00

2.21 2.48

2.66 2.58

2.54 2.54

3.16 4.01

4.78 4.99

3.04 Corporate
Cash Flow
36 137
36 137
36 4,137
1,036
564
18 56
518
1,056
End BY

3.79 3.79

3.79 3.79

3.79 3.89

3.92 4.03

4.03 4.03

4.15 4.12

0.33 CD
Cash Flow
803
9 547
3 50
3 1,515
3 14
3 14
3 End BY

4.95 4.95

4.87 4.87

4.87 4.87

4.64 4.64

4.64 4.64

4.64 4.64
-0.31
Other
Cash Flow
164,760
End BY
Total
Cash Flow
198,320
7,571
21,383
18,837
15,942
15,638
12,126
691
15,484
10,183
10,886
3,611
End BY

2.12 2.18

2.39 2.67

2.86 2.77

2.68 2.68

3.29 4.03

4.63 4.79

2.66 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 12 of 46 ends

Portfolio ID: 6748 - 58411

Gap Analysis - Potential Income Impact of Principal Reinvestment Assumed
Estimated
Income
Resulting
Reinvestment
Annualized
Difference from
Yield
Yield
Income
Current Book
at Book

0.25 607
-1,274

0.92 0.50
1,214
-667

1.10 0.75
1,821
-60

1.28 1.00
2,428
547

1.46 1.25
3,035
1,154

1.64 1.50
3,642
1,761

1.82 1.75
4,249
2,368

2.00 2.00
4,856
2,975

2.18 2.25
5,463
3,582

2.37 2.50
6,070
4,189

2.55 2.75
6,677
4,796

2.73 3.00
7,284
5,403

2.91 3.25
7,891
6,010

3.09 3.50
8,498
6,617

3.27 3.75
9,105
7,224

3.45 4.00
9,712
7,831

3.63 4.25
10,319
8,438

3.82 4.50
10,926
9,045

4.00 4.75
11,533
9,652

4.18 5.00
12,140
10,259

4.36 5.25
12,747
10,866

4.54 5.50
13,354
11,473

4.72 5.75
13,961
12,080

4.90 6.00
14,568
12,687

5.08 6.25
15,175
13,294

5.27 6.50
15,782
13,901

5.45 6.75
16,389
14,508

5.63 7.00
16,996
15,115

5.81 7.25
17,603
15,722

5.99 7.50
18,210
16,329

6.17 7.75
18,817
16,936

6.35 8.00
19,424
17,543

6.54 Principal Maturing(12 Mo.Horizon): $242,800
Current Yield at Book of Principal Maturing: 0.77%
Est. Annual Income at Current Yield at Book: $1,881
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 13 of 46 ends

Portfolio ID: 6748 - 58411

Shocked Cash Flows By Sector - Next 10 Years
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 14 of 46 ends

Portfolio ID: 6748 - 58411

Cash Flows By Sector - Next 30 Years
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 15 of 46 ends

Portfolio ID: 6748 - 58411

Cash Flow Projection By Month - Next 5 Years
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 16 of 46 ends

Portfolio ID: 6748 - 58411

Agency - Summary
G/L $
G/L %
WAL
% Px
Δ
Dur
Cvx
Sector
Par
Maturity
Bk Price
Yield
Mkt Price
Mkt
Base
Base
Base
-100
Base
Base
Subsector
%
Value
Cpn
Next Call
Bk Value
@Bk
Mkt Value
Yield
+ 300
+ 300
+ 300
+300
+ 300
+ 300
AFS %

1.2 yrs
100.00

99.05 -568
-1.0%

1.20 1.2

1.15 0.03
Treasury (13)

37.9%
59,700

2.32 59,700

2.32 59,132

4.09 -2,538
-4.3%

1.20 -3.3

0.00 0.00
100.0%

0.6 yrs
100.00

98.50 -225
-1.5%

0.56 0.6

0.55 0.01
Agency Bullet (5)

9.5%
15,000

1.26 15,000

1.26 14,775

4.42 -463
-3.1%

0.56 -1.6

0.00 0.00
100.0%

1.5 yrs
100.00

97.09 -2,415
-2.9%

1.53 1.2

1.23 -0.06
Callable Agency (17)

52.6%
83,025

1.47 0.2 yrs
83,025

1.47 80,610

4.16 -5,569
-6.7%

1.53 -3.9

0.00 0.00
100.0%

1.3 yrs
100.00

97.97 -3,208
-2.0%

1.32 1.1

1.14 -0.02
Total (35)
100.0%
157,725

1.77 0.2 yrs
157,725

1.77 154,517

4.16 -8,570
-5.4%

1.32 -3.5

0.00 0.00
100.0%
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 17 of 46 ends

Portfolio ID: 6748 - 58411

Agency - Sector Cash Flow and Yield Rolloff - Next 3 Years 4Q24
1Q25
2Q25
3Q25
4Q25
1Q26
2Q26
3Q26
4Q26
1Q27
2Q27
3Q27
Bk Yld Chg
Cash Flow
32,721
7,425
20,800
18,697
15,856
11,498
9,575
124
15,452
10,124
10,355
2,552
End BY

1.94 2.00

2.21 2.48

2.66 2.58

2.54 2.54

3.16 4.01

4.78 4.99

3.04 Cash Flow
32,721
7,425
20,800
18,697
15,856
11,498
9,575
124
15,452
10,124
10,355
2,552
End BY

1.94 2.00

2.21 2.48

2.66 2.58

2.54 2.54

3.16 4.01

4.78 4.99

3.04 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 18 of 46 ends

Portfolio ID: 6748 - 58411

Shocked Agency Projected Call Schedule
Callable Agency Rate Shock Analysis
–
Projected Par Value Redeemed at NEXT Call Date
–
Monthly
-100
-75
-50
-25
0 25
50 75
100
Sep 24
-
-
-
-
-
-
-
-
-
Oct 24
-
-
-
-
-
-
-
-
-
Nov 24
-
-
-
-
-
-
-
-
-
Dec 24
-
-
-
-
-
-
-
-
-
Jan 25
-
-
-
-
-
-
-
-
-
Feb 25
-
-
-
-
-
-
-
-
-
Mar 25
-
-
-
-
-
-
-
-
-
Apr 25
-
-
-
-
-
-
-
-
-
May 25
2,815
2,815
2,815
2,815
-
-
-
-
-
Jun 25
-
-
-
-
-
-
-
-
-
Jul 25
-
-
-
-
-
-
-
-
-
Aug 25
-
-
-
-
-
-
-
-
-
Callable Agency Rate Shock Analysis
–
Projected Par Value Redeemed at NEXT Call Date
–
Quarterly
-100
-75
-50
-25
0 25
50 75
100
3Q24
-
-
-
-
-
-
-
-
-
4Q24
-
-
-
-
-
-
-
-
-
1Q25
-
-
-
-
-
-
-
-
-
2Q25
2,815
2,815
2,815
2,815
-
-
-
-
-
3Q25
-
-
-
-
-
-
-
-
-
4Q25
-
-
-
-
-
-
-
-
-
1Q26
-
-
-
-
-
-
-
-
-
2Q26
5,000
5,000
5,000
5,000
5,000
5,000
5,000
5,000
-
3Q26
-
-
-
-
-
-
-
-
-
4Q26
-
-
-
-
-
-
-
-
-
1Q27
-
-
-
-
-
-
-
-
-
2Q27
-
-
-
-
-
-
-
-
-
3Q27
-
-
-
-
-
-
-
-
-
4Q27
-
-
-
-
-
-
-
-
-
1Q28
-
-
-
-
-
-
-
-
-
2Q28
-
-
-
-
-
-
-
-
-
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 19 of 46 ends

Portfolio ID: 6748 - 58411

Agency Projected Call Report - CUSIP Level
Sec
Cpn
Par
Next
Call
Mkt
Gain/
Projected Shocked Call Dates
No.

CUSIP
Issuer
Cpn
Type
Maturity
Value
Call
Type
Price
Loss
-300
-200
-100
Base
+100
+200
+300
11 3130AQDY6
FHLB

1.00 Fixed
12/30/24
6,750
10/18/24
Anytime

99.105
-60
12/24
12/24
12/24
12/24
12/24
12/24
12/24
15 3133EMUP5
FFCB

0.71 Fixed
04/01/25
5,000
10/18/24
Anytime

98.150
-92
04/25
04/25
04/25
04/25
04/25
04/25
04/25
16 3133ELK37
FFCB

0.78 Fixed
06/16/25
5,000
10/18/24
Anytime

97.581
-121
06/25
06/25
06/25
06/25
06/25
06/25
06/25
17 3133ENHW3
FFCB

1.17 Fixed
06/23/25
10,000
10/18/24
Anytime

97.823
-218
06/25
06/25
06/25
06/25
06/25
06/25
06/25
27 3133EPLE3
FFCB

4.67 Fixed
05/30/28
2,815
05/30/25
Anytime

99.807
-5
06/25
06/25
06/25
05/28
05/28
05/28
05/28
18 3136G4ZP1
FNMA

0.65 Fixed
07/30/25
3,500
10/30/24
Quarterly

97.161
-99
07/25
07/25
07/25
07/25
07/25
07/25
07/25
20 3133EL3P7
FFCB

0.53 Fixed
08/12/25
1,810
10/18/24
Anytime

96.943
-55
08/25
08/25
08/25
08/25
08/25
08/25
08/25
24 3134GWUG9
FHLMC

0.57 Fixed
09/24/25
10,000
12/24/24
Quarterly

96.609
-339
09/25
09/25
09/25
09/25
09/25
09/25
09/25
26 3134GXBM5
FHLMC

0.60 Fixed
11/12/25
1,150
11/12/24
Quarterly

96.248
-43
11/25
11/25
11/25
11/25
11/25
11/25
11/25
30 3130AMRQ7
FHLB

0.88 Fixed
12/30/25
3,000
12/30/24
Quarterly

96.244
-113
12/25
12/25
12/25
12/25
12/25
12/25
12/25
40 3130AN5C0
FHLB

1.05 Fixed
04/29/26
4,000
10/29/24
Quarterly

95.691
-172
04/26
04/26
04/26
04/26
04/26
04/26
04/26
49 3133ERCX7
FFCB

5.17 Fixed
05/01/28
5,000
05/01/26
Anytime
101.767
88 05/26
05/26
05/26
05/28
05/28
05/28
05/28
53 3134GW4C7
FHLMC

0.80 Fixed
10/27/26
5,000
10/27/24
Quarterly

93.995
-300
10/26
10/26
10/26
10/26
10/26
10/26
10/26
54 3133ENJC5
FFCB

1.29 Fixed
12/22/26
5,000
10/18/24
Anytime

94.768
-262
12/26
12/26
12/26
12/26
12/26
12/26
12/26
55 3130AQRH8
FHLB

2.00 Fixed
02/25/27
5,000
11/25/24
Quarterly

95.987
-201
02/25
02/27
02/27
02/27
02/27
02/27
02/27
58 3130AL5A8
FHLB

0.90 Fixed
02/26/27
5,000
11/26/24
Quarterly

93.435
-328
02/27
02/27
02/27
02/27
02/27
02/27
02/27
50 3130ARHJ3
FHLB

3.18 Fixed
04/19/27
5,000
10/19/24
Monthly

98.124
-94
10/24
04/27
04/27
04/27
04/27
04/27
04/27

1.47 83,025

97.091
-2,415
Shocked Agency Projected Call Schedule - Next 12 Months -300
-200
-100
Base
+100
+200
+300
Sep 24
-
-
-
-
-
-
-
Oct 24
5,000
-
-
-
-
-
-
Nov 24
-
-
-
-
-
-
-
Dec 24
6,750
6,750
6,750
6,750
6,750
6,750
6,750
Jan 25
-
-
-
-
-
-
-
Feb 25
5,000
-
-
-
-
-
-
Mar 25
-
-
-
-
-
-
-
Apr 25
5,000
5,000
5,000
5,000
5,000
5,000
5,000
May 25
-
-
-
-
-
-
-
Jun 25
17,815
17,815
17,815
15,000
15,000
15,000
15,000
Jul 25
3,500
3,500
3,500
3,500
3,500
3,500
3,500
Aug 25
1,810
1,810
1,810
1,810
1,810
1,810
1,810
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 20 of 46 ends

Portfolio ID: 6748 - 58411

Agency - Risk/Reward Analysis
Top 5 Market Yields
Security
Mkt
Mkt
Eff.
% Px
Δ
CUSIP
Description
Subsector
Value
Yld
Dur
Up 300
9128283P3
T 2 1/4 12/31/24
Treasury
2,982

4.73%

0.25 -0.8
3133EPLE3
FFCB 4.67 05/30/28
Callable Agency
2,810

4.73%

1.12 -6.6
3130AQEA7
FHLB 1.05 01/14/25
Agency Bullet
6,927

4.71%

0.29 -0.9
91282CDN8
T 1 12/15/24
Treasury
9,925

4.65%

0.21 -0.6
91282CDN8
T 1 12/15/24
Treasury
4,963

4.65%

0.21 -0.6
Bottom 5 Market Yields
Security
Mkt
Mkt
Eff.
% Px
Δ
CUSIP
Description
Subsector
Value
Yld
Dur
Up 300
91282CFM8
T 4 1/8 09/30/27
Treasury
2,540

3.56%

2.80 -7.9
91282CEW7
T 3 1/4 06/30/27
Treasury
4,958

3.57%

2.58 -7.4
912828YX2
T 1 3/4 12/31/26
Treasury
4,801

3.61%

2.16 -6.2
91282CHH7
T 4 1/8 06/15/26
Treasury
5,034

3.71%

1.61 -4.7
3133ENJC5
FFCB 1.29 12/22/26
Callable Agency
4,738

3.76%

2.11 -6.2
Top 5 Price Volatility (% price change +300)
Security
Mkt
Mkt
Eff.
% Px
Δ
CUSIP
Description
Subsector
Value
Yld
Dur
Up 300
91282CFM8
T 4 1/8 09/30/27
Treasury
2,540

3.56%

2.80 -7.9
91282CEW7
T 3 1/4 06/30/27
Treasury
4,958

3.57%

2.58 -7.4
3130AL5A8
FHLB 0.9 02/26/27
Callable Agency
4,672

3.78%

2.32 -6.7
3133ERCX7
FFCB 5.17 05/01/28
Callable Agency
5,088

4.63%

1.69 -6.6
3133EPLE3
FFCB 4.67 05/30/28
Callable Agency
2,810

4.73%

1.12 -6.6
Next 5 Projected Redemptions
Security
Mkt
Mkt
Eff.

CUSIP
Description
Subsector
Value
Yld
Dur
Mat/Call
3134GWNG
7 FHLMC 0 1/2 11/27/24
Agency Bullet
1,987

4.62%

0.16 11/01/24
9128283P3
T 2 1/4 12/31/24
Treasury
2,982

4.73%

0.25 12/01/24
3130AQDY6
FHLB 1 12/30/24
Callable Agency
6,690

4.64%

0.25 12/01/24
91282CDN8
T 1 12/15/24
Treasury
9,925

4.65%

0.21 12/01/24
91282CDN8
T 1 12/15/24
Treasury
4,963

4.65%

0.21 12/01/24
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 21 of 46 ends

Portfolio ID: 6748 - 58411

Corporate - Summary
G/L $
G/L %
WAL
% Px
Δ
Dur
Cvx
Sector
Par
Moody's
Bk Price
Yield
Mkt Price
Mkt
Base
Base
Base
-100
Base
Base
Subsector
%
Value
Cpn
Maturity
S&P
Bk Value
@Bk
Mkt Value
Yield
+ 300
+ 300
+ 300
+300
+ 300
+ 300
AFS %
A1
100.00

98.99 -52
-1.0%

2.37 2.3

2.26 0.05
Finance (10)

56.3%
5,156

3.63 2.5 yrs
A
5,156

3.63 5,104

4.24 -388
-7.5%

2.37 -6.6

0.00 0.00
100.0%
Aa2
100.00

99.60 -14
-0.4%

1.68 1.6

1.55 0.02
Industrial (4)

38.2%
3,500

3.86 1.7 yrs
AA-
3,500

3.86 3,486

3.94 -173
-4.9%

1.68 -4.6

0.00 0.00
100.0%
A1
100.00
102.72
14 2.7%

3.88 3.5

3.45 0.16
Utility (1)

5.5%
500

4.95 3.9 yrs
A
500

4.95 514

4.18 -37
-7.3%

3.88 -9.8

0.00 0.00
100.0%
Aa3
100.00

99.43 -52
-0.6%

2.19 2.1

2.05 0.04
Total (15)
100.0%
9,156

3.79 2.3 yrs
A+
9,156

3.79 9,104

4.12 -597
-6.5%

2.19 -6.0

0.00 0.00
100.0%
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 22 of 46 ends

Portfolio ID: 6748 - 58411

Corporate - Rating Summary
Combined Rating Summary
Maturity Summary
Combined Rating
% Balance
Par Value
Yield at Book
Eff. Duration
Maturity Range
% Balance
Par Value
Yield at Book
Combined
Rating
AAA
-
-
-
-
< 1 Yr
-
-
-
-
AA

21.8%
2,000

3.57 1.26

1.00 Yr - 2.99 Yr

76.5%
7,000

3.68 A+
A

78.2%
7,156

3.85 2.27

3.00 Yr - 4.99 Yr

23.5%
2,156

4.12 A+
BBB
-
-
-
-

5.00 Yr - 6.99 Yr
-
-
-
-
BB
-
-
-
-

7.00 Yr - 9.99 Yr
-
-
-
-
B or Below
-
-
-
-
10 Yr +
-
-
-
-
NR
-
-
-
-
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 23 of 46 ends

Portfolio ID: 6748 - 58411

CD - Summary
G/L $
G/L %
WAL
Px Chg
Dur
Cvx
Sector
Par
Maturity
Bk Price
Yield
Mkt Price
Mkt
Base
Base
Base
-100
Base
Base
Subsector
%
Value
Cpn
Next Call
Bk Value
@Bk
Mkt Value
Yield
+ 300
+ 300
+ 300
+300
+ 300
+ 300
AFS %

3.1 yrs
100.00
101.42
49 1.4%

1.71 1.5

1.52 -0.10
NCD (14)
100.0%
3,415

4.99 0.6 yrs
3,415

5.00 3,464

4.18 -151
-4.4%

3.07 -5.8

0.00 0.00
100.0%

3.1 yrs
100.00
101.42
49 1.4%

1.71 1.5

1.52 -0.10
Total (14)
100.0%
3,415

4.99 0.6 yrs
3,415

5.00 3,464

4.18 -151
-4.4%

3.07 -5.8

0.00 0.00
100.0%
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 24 of 46 ends

Portfolio ID: 6748 - 58411

Other - Summary
G/L $
G/L %
WAL
Px Chg
Dur
Cvx
Sector
Par
Maturity
Bk Price
Yield
Mkt Price
Mkt
Base
Base
Base
-100
Base
Base
Subsector
%
Value
Cpn
Next Call
Bk Value
@Bk
Mkt Value
Yield
+ 300
+ 300
+ 300
+300
+ 300
+ 300
AFS %
-0.1 yrs
100.00
100.00
0 0.0%

0.03 0.0

0.03 0.00
Cash & Other (4)
100.0%
164,520

0.62 164,520

0.62 164,520

0.62 -155
-0.1%

0.03 -0.1

0.00 0.00
100.0%
-0.1 yrs
100.00
100.00
0 0.0%

0.03 0.0

0.03 0.00
Total (4)
100.0%
164,520

0.62 164,520

0.62 164,520

0.62 -155
-0.1%

0.03 -0.1

0.00 0.00
100.0%
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 25 of 46 ends

Portfolio ID: 6748 - 58411

Portfolio Considerations
Par
Book
Market
Gain/
Yield
Eff.

Historical CPR
Proj. CPR
Loan
Sector
Cnt
Cpn
Maturity
Value
Price
Price
(Loss)
@ Book
WAL
Dur
1 Mo.
3 Mo.

Life
Life
Count
Yield at Book < 2%
26 0.77

0.3 yrs
272,230
100.00

98.91 -2,972

0.77 0.4

0.39 Treasury
4 1.15

0.6 yrs
25,000
100.00

98.60 -349

1.15 0.6

0.59 Agency Bullet
3 0.82

0.5 yrs
12,000
100.00

98.36 -196

0.82 0.5

0.46 Callable Agency
14 0.96

1.2 yrs
70,210
100.00

96.58 -2,404

0.96 1.2

1.17 Finance
1 0.75

1.3 yrs
500
100.00

95.58 -22

0.75 1.3

1.29 Cash & Other
4 0.62
-0.1 yrs
164,520
100.00
100.00
0 0.62

0.0 0.03
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 26 of 46 ends

Portfolio ID: 6748 - 58411

Key Portfolio Sorts
Top 10 Up 300 Market Value Changes (%)
Par
Book
Market
Yield
% Px
Δ
$ Amt
Δ
G/L
Eff.

CUSIP
Sector
Description
Cpn
Maturity
Value
Price
Price
G/L
@ Book
WAL
+300
+300
+300
Dur
INT
89235MPP0
NCD
TOYFBN 4.65 06/13/29

4.65 06/13/29
245
100.00
104.36
11 4.650

4.70 -11.68
-30
-19

4.16 AFS
06406RBN6
Finance
BK 4.543 02/01/29

4.54 02/01/29
656
100.00
101.25
8 4.541

3.34 -10.81
-72
-64

3.77 AFS
05565QDH8
Finance
BPLN 3.723 11/28/28

3.72 11/28/28
500
100.00

98.12 -9

3.722

4.16 -10.56
-52
-61

3.69 AFS
797440CE2
Utility
SRE 4.95 08/15/28

4.95 08/15/28
500
100.00
102.72
14 4.948

3.88 -9.78
-50
-37

3.45 AFS
718172CE7
Industrial
PM 3 1/8 03/02/28

3.13 03/02/28
500
100.00

96.52 -17

3.125

3.42 -8.97
-43
-61

3.13 AFS
09582YAV4
NCD
RICBVA 4.2 12/28/27

4.20 12/28/27
240
100.00
101.55
4 4.197

3.24 -8.51
-21
-17

2.98 AFS
91282CFM8
Treasury
T 4 1/8 09/30/27

4.13 09/30/27
2,500
100.00
101.59
40 4.124

3.00 -7.94
-202
-162

2.80 AFS
91282CEW7
Treasury
T 3 1/4 06/30/27

3.25 06/30/27
5,000
100.00

99.16 -42

3.246

2.75 -7.40
-367
-409

2.58 AFS
22550L2K6
Finance
UBS 5 07/09/27

5.00 07/09/27
500
100.00
101.98
10 4.997

2.78 -7.33
-37
-27

2.55 AFS
75973QAA5
Finance
RNR 3.45 07/01/27

3.45 07/01/27
500
100.00

97.62 -12

3.449

2.75 -7.31
-36
-48

2.50 AFS

3.75 11,141
100.00
100.05
5 3.750

3.04 -8.16
-909
-904

2.85 Top 10 Up 300 Market Value Changes ($)
Par
Book
Market
Yield
% Px
Δ
$ Amt
Δ
G/L
Eff.

CUSIP
Sector
Description
Cpn
Maturity
Value
Price
Price
G/L
@ Book
WAL
+300
+300
+300
Dur
INT
91282CEW7
Treasury
T 3 1/4 06/30/27

3.25 06/30/27
5,000
100.00

99.16 -42

3.246

2.75 -7.40
-367
-409

2.58 AFS
3133ERCX7
Callable Agency
FFCB 5.17 05/01/28

5.17 05/01/28
5,000
100.00
101.77
88 5.169

3.59 -6.62
-337
-249

1.69 AFS
3130AQRH8
Callable Agency
FHLB 2 02/25/27

2.00 02/25/27
5,000
100.00

95.99 -201

2.000

2.40 -6.53
-313
-514

2.16 AFS
3130ARHJ3
Callable Agency
FHLB 3.175 04/19/27

3.18 04/19/27
5,000
100.00

98.12 -94

3.175

2.55 -6.37
-313
-407

1.71 AFS
3130AL5A8
Callable Agency
FHLB 0.9 02/26/27

0.90 02/26/27
5,000
100.00

93.44 -328

0.900

2.41 -6.68
-312
-640

2.32 AFS
912828YX2
Treasury
T 1 3/4 12/31/26

1.75 12/31/26
5,000
100.00

96.02 -199

1.750

2.25 -6.23
-299
-498

2.16 AFS
3133ENJC5
Callable Agency
FFCB 1.29 12/22/26

1.29 12/22/26
5,000
100.00

94.77 -262

1.290

2.23 -6.16
-292
-554

2.11 AFS
3134GW4C7
Callable Agency
FHLMC 0.8 10/27/26

0.80 10/27/26
5,000
100.00

93.99 -300

0.800

2.08 -5.79
-272
-572

2.00 AFS
3134GWUG9
Callable Agency
FHLMC 0.57 09/24/25

0.57 09/24/25
10,000
100.00

96.61 -339

0.570

0.98 -2.80
-270
-609

0.96 AFS
91282CHH7
Treasury
T 4 1/8 06/15/26

4.13 06/15/26
5,000
100.00
100.67
34 4.117

1.71 -4.71
-237
-204

1.61 AFS

2.15 55,000
100.00

97.01 -1,643

2.144

2.17 -5.65
-3,012
-4,655

1.84 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 27 of 46 ends

Portfolio ID: 6748 - 58411

Key Portfolio Sorts
Top 10 Marked to Market Up 300 Loss Positions
Par
Book
Market
Yield
% Px
Δ
$ Amt
Δ
G/L
Eff.

CUSIP
Sector
Description
Cpn
Maturity
Value
Price
Price
G/L
@ Book
WAL
+300
+300
+300
Dur
INT
3130AL5A8
Callable Agency
FHLB 0.9 02/26/27

0.90 02/26/27
5,000
100.00

93.44 -328

0.900

2.41 -6.68
-312
-640

2.32 AFS
3134GWUG9
Callable Agency
FHLMC 0.57 09/24/25

0.57 09/24/25
10,000
100.00

96.61 -339

0.570

0.98 -2.80
-270
-609

0.96 AFS
3134GW4C7
Callable Agency
FHLMC 0.8 10/27/26

0.80 10/27/26
5,000
100.00

93.99 -300

0.800

2.08 -5.79
-272
-572

2.00 AFS
3133ENJC5
Callable Agency
FFCB 1.29 12/22/26

1.29 12/22/26
5,000
100.00

94.77 -262

1.290

2.23 -6.16
-292
-554

2.11 AFS
3130AQRH8
Callable Agency
FHLB 2 02/25/27

2.00 02/25/27
5,000
100.00

95.99 -201

2.000

2.40 -6.53
-313
-514

2.16 AFS
912828YX2
Treasury
T 1 3/4 12/31/26

1.75 12/31/26
5,000
100.00

96.02 -199

1.750

2.25 -6.23
-299
-498

2.16 AFS
3133ENHW3
Callable Agency
FFCB 1.17 06/23/25

1.17 06/23/25
10,000
100.00

97.82 -218

1.169

0.73 -2.11
-206
-424

0.71 AFS
91282CEW7
Treasury
T 3 1/4 06/30/27

3.25 06/30/27
5,000
100.00

99.16 -42

3.246

2.75 -7.40
-367
-409

2.58 AFS
3130ARHJ3
Callable Agency
FHLB 3.175 04/19/27

3.18 04/19/27
5,000
100.00

98.12 -94

3.175

2.55 -6.37
-313
-407

1.71 AFS
3130AN5C0
Callable Agency
FHLB 1.05 04/29/26

1.05 04/29/26
4,000
100.00

95.69 -172

1.050

1.58 -4.44
-170
-342

1.52 AFS

1.48 59,000
100.00

96.35 -2,155

1.481

1.81 -4.95
-2,814
-4,969

1.66 Top 10 Average Life Extension Up 300bps
Par
Book
Market
Yield
% Px
Δ
Eff.

WAL
Chg in
CUSIP
Sector
Description
Cpn
Maturity
Value
Price
Price
G/L
@ Book
+300
Dur
WAL
+300
WAL
INT
69503PAB7
NCD
PACVYB 5.2 06/14/29

5.20 06/14/29
245
100.00
100.06
0 5.158
-5.19

0.28 0.21

4.71 4.50
AFS
229083AA8
NCD
EVANBT 5.35 06/18/29

5.35 06/18/29
245
100.00
100.12
0 5.403
-4.58

0.24 0.22

4.72 4.50
AFS
09776DAG9
NCD
BOMBNK 5.35 06/25/29

5.35 06/25/29
245
100.00
100.71
2 5.396
-5.82

0.85 0.74

4.74 4.00
AFS
59541KCV7
NCD
MIDMIB 5.15 06/12/28

5.15 06/12/28
245
100.00
100.46
1 5.195
-5.29

0.82 0.70

3.70 3.00
AFS
46656MVH1
NCD
JPM 5 11/30/27

5.00 11/30/27
240
100.00
100.00
0 4.972
-4.17

0.25 0.17

3.17 3.00
AFS
05580A4Y7
NCD
BMW 4.65 06/15/26

4.65 06/15/26
240
100.00
101.16
3 4.642
-4.70

1.61 1.71

1.71 0.00
AFS
06051XER9
NCD
BAC 5.05 06/22/26

5.05 06/22/26
245
100.00
101.98
5 5.040
-4.74

1.62 1.73

1.73 0.00
AFS
35634MAE1
NCD
FREBNJ 5.05 06/22/26

5.05 06/22/26
245
100.00
101.98
5 5.040
-4.74

1.62 1.73

1.73 0.00
AFS
34520LBC6
NCD
FORBBK 5.05 06/15/26

5.05 06/15/26
245
100.00
101.95
5 5.041
-4.69

1.60 1.71

1.71 0.00
AFS
38150VUZ0
NCD
GS 5.05 06/11/26

5.05 06/11/26
245
100.00
101.93
5 5.041
-4.66

1.59 1.70

1.70 0.00
AFS

5.09 2,440
100.00
101.04
25 5.094
-4.86

1.05 1.06

2.96 1.90
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 28 of 46 ends

Portfolio ID: 6748 - 58411

Agency - CUSIP Detail
Maturity
Book
Market
Gain/(Loss)
% Px
Δ
Eff.

CUSIP
Cpn Type
Next Call Dt
Step Date
Proj.

Price
Price
bp
→

call
%
-100
Dur
ESG/Gr
Security Description
Ticker
Par
Coupon
Call Type
Step Cpn
Final
Value
Yield
Value
Yield
$
+300
Cvx
Intent
91282CDN8
Fixed
12/24
100.00

99.25 -0.8%

0.2 0.21
T 1 12/15/24
T
10,000

1.000
12/15/24
10,000

1.00 9,925

4.65 -75
-0.6

0.00 AFS
91282CDN8
Fixed
12/24
100.00

99.25 -0.8%

0.2 0.21
T 1 12/15/24
T
5,000

1.000
12/15/24
5,000

1.00 4,963

4.65 -38
-0.6

0.00 AFS
91282CDN8
Fixed
12/24
100.00

99.25 -0.8%

0.2 0.21
T 1 12/15/24
T
5,000

1.000
12/15/24
5,000

1.00 4,963

4.65 -38
-0.6

0.00 AFS
9128283P3
Fixed
12/24
100.00

99.39 -0.6%

0.3 0.25
T 2 1/4 12/31/24
T
3,000

2.250
12/31/24
3,000

2.26 2,982

4.73 -18
-0.8

0.00 AFS
91282CGL9
Fixed
02/26
100.00
100.27

0.3%

1.3 1.32
T 4 02/15/26
T
5,000

4.000
02/15/26
5,000

4.00 5,013

3.80 13
-3.8

0.03 AFS
9128286F2
Fixed
02/26
100.00

98.22 -1.8%

1.4 1.37
T 2 1/2 02/28/26
T
3,000

2.500
02/28/26
3,000

2.50 2,947

3.80 -53
-4.0

0.03 AFS
9128286L9
Fixed
03/26
100.00

97.80 -2.2%

1.5 1.45
T 2 1/4 03/31/26
T
3,200

2.250
03/31/26
3,200

2.25 3,130

3.77 -70
-4.2

0.04 AFS
91282CHH7
Fixed
06/26
100.00
100.67

0.7%

1.7 1.61
T 4 1/8 06/15/26
T
5,000

4.125
06/15/26
5,000

4.12 5,034

3.71 34
-4.7

0.04 AFS
9128285T3
Fixed
12/25
100.00

98.48 -1.5%

1.2 1.21
T 2 5/8 12/31/25
T
5,000

2.625
12/31/25
5,000

2.62 4,924

3.88 -76
-3.5

0.03 AFS
9128285T3
Fixed
12/25
100.00

98.48 -1.5%

1.2 1.21
T 2 5/8 12/31/25
T
3,000

2.625
12/31/25
3,000

2.62 2,955

3.88 -45
-3.5

0.03 AFS
912828YX2
Fixed
12/26
100.00

96.02 -4.0%

2.2 2.16
T 1 3/4 12/31/26
T
5,000

1.750
12/31/26
5,000

1.75 4,801

3.61 -199
-6.2

0.07 AFS
91282CEW7
Fixed
06/27
100.00

99.16 -0.8%

2.6 2.58
T 3 1/4 06/30/27
T
5,000

3.250
06/30/27
5,000

3.25 4,958

3.57 -42
-7.4

0.09 AFS
91282CFM8
Fixed
09/27
100.00
101.59

1.6%

2.9 2.80
T 4 1/8 09/30/27
T
2,500

4.125
09/30/27
2,500

4.12 2,540

3.56 40
-7.9

0.11 AFS
Treasury
100.00

99.05 -1.0%

1.2 1.15
59,700

2.318
59,700

2.32 59,132

4.09 -568
-3.3

0.03 3134GWNG7
Fixed
11/24
100.00

99.36 -0.6%

0.2 0.16
FHLMC 0 1/2 11/27/24
FHLMC
2,000

0.500
Quarterly
11/27/24
2,000

0.50 1,987

4.62 -13
-0.5

0.00 AFS
3133EJYM5
Fixed
09/25
100.00

99.06 -0.9%

0.9 0.90
FFCB 3.02 09/04/25
FFCB
1,000

3.020
09/04/25
1,000

3.02 991

4.06 -9
-2.6

0.02 AFS
3133EJYM5
Fixed
09/25
100.00

99.06 -0.9%

0.9 0.90
FFCB 3.02 09/04/25
FFCB
2,000

3.020
09/04/25
2,000

3.02 1,981

4.06 -19
-2.6

0.02 AFS
3135G06G3
Fixed
11/25
100.00

96.31 -3.7%

1.1 1.07
FNMA 0 1/2 11/07/25
FNMA
3,000

0.500
11/07/25
3,000

0.50 2,889

3.95 -111
-3.1

0.02 AFS
3130AQEA7
Fixed
01/25
100.00

98.96 -390
-1.0%

0.3 0.29
FHLB 1.05 01/14/25
FHLB
7,000

1.050
Quarterly
01/14/25
7,000

1.05 6,927

4.71 -73
-0.9

0.00 AFS
Agency Bullet
100.00

98.50 -1.5%

0.6 0.55
15,000

1.261
15,000

1.26 14,775

4.42 -225
-1.6

0.01 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 29 of 46 ends

Portfolio ID: 6748 - 58411

Agency - CUSIP Detail
Maturity
Book
Market
Gain/(Loss)
% Px
Δ
Eff.

CUSIP
Cpn Type
Next Call Dt
Step Date
Proj.

Price
Price
bp
→

call
%
-100
Dur
ESG/Gr
Security Description
Ticker
Par
Coupon
Call Type
Step Cpn
Final
Value
Yield
Value
Yield
$
+300
Cvx
Intent
3130AL5A8
Fixed
11/26/24
02/27
100.00

93.44 -436
-6.6%

2.3 2.32
FHLB 0.9 02/26/27
FHLB
5,000

0.900
Quarterly
02/26/27
5,000

0.90 4,672

3.78 -328
-6.7

0.05 AFS
3130AMRQ7
Fixed
12/30/24
12/25
100.00

96.24 -420
-3.8%

1.2 1.21
FHLB 0 7/8 12/30/25
FHLB
3,000

0.875
Quarterly
12/30/25
3,000

0.87 2,887

3.98 -113
-3.5

0.02 AFS
3133ERCX7
Fixed
05/01/26
05/28
100.00
101.77
94 1.8%

1.6 1.69
FFCB 5.17 05/01/28
FFCB
5,000

5.170
Anytime
05/01/28
5,000

5.17 5,088

4.63 88
-6.6
-0.34
AFS
3130ARHJ3
Fixed
10/19/24
04/27
100.00

98.12 -215
-1.9%

1.4 1.71
FHLB 3.175 04/19/27
FHLB
5,000

3.175
Monthly
04/19/27
5,000

3.17 4,906

3.95 -94
-6.4
-0.52
AFS
3134GW4C7
Fixed
10/27/24
10/26
100.00

93.99 -458
-6.0%

2.0 2.00
FHLMC 0.8 10/27/26
FHLMC
5,000

0.800
Quarterly
10/27/26
5,000

0.80 4,700

3.84 -300
-5.8

0.05 AFS
3133ENJC5
Fixed
10/18/24
12/26
100.00

94.77 -401
-5.2%

2.1 2.11
FFCB 1.29 12/22/26
FFCB
5,000

1.290
Anytime
12/22/26
5,000

1.29 4,738

3.76 -262
-6.2
-0.01
AFS
3130AQRH8
Fixed
11/25/24
02/27
100.00

95.99 -321
-4.0%

2.0 2.16
FHLB 2 02/25/27
FHLB
5,000

2.000
Quarterly
02/25/27
5,000

2.00 4,799

3.76 -201
-6.5
-0.12
AFS
3133EMUP5
Fixed
10/18/24
04/25
100.00

98.15 -448
-1.8%

0.5 0.50
FFCB 0.71 04/01/25
FFCB
5,000

0.710
Anytime
04/01/25
5,000

0.71 4,908

4.47 -92
-1.5

0.00 AFS
3133ELK37
Fixed
10/18/24
06/25
100.00

97.58 -438
-2.4%

0.7 0.70
FFCB 0.78 06/16/25
FFCB
5,000

0.780
Anytime
06/16/25
5,000

0.78 4,879

4.27 -121
-2.1

0.01 AFS
3133ENHW3
Fixed
10/18/24
06/25
100.00

97.82 -392
-2.2%

0.7 0.71
FFCB 1.17 06/23/25
FFCB
10,000

1.170
Anytime
06/23/25
10,000

1.17 9,782

4.23 -218
-2.1

0.01 AFS
3136G4ZP1
Fixed
10/30/24
07/25
100.00

97.16 -450
-2.8%

0.8 0.81
FNMA 0.65 07/30/25
FNMA
3,500

0.650
Quarterly
07/30/25
3,500

0.65 3,401

4.15 -99
-2.4

0.01 AFS
3133EL3P7
Fixed
10/18/24
08/25
100.00

96.94 -467
-3.1%

0.9 0.85
FFCB 0.53 08/12/25
FFCB
1,810

0.530
Anytime
08/12/25
1,810

0.53 1,755

4.16 -55
-2.5

0.01 AFS
3130AQDY6
Fixed
10/18/24
12/24
100.00

99.10 -393
-0.9%

0.3 0.25
FHLB 1 12/30/24
FHLB
6,750

1.000
Anytime
12/30/24
6,750

1.00 6,690

4.64 -60
-0.7

0.00 AFS
3134GXBM5
Fixed
11/12/24
11/25
100.00

96.25 -472
-3.8%

1.1 1.09
FHLMC 0.6 11/12/25
FHLMC
1,150

0.600
Quarterly
11/12/25
1,150

0.60 1,107

4.07 -43
-3.2

0.02 AFS
3133EPLE3
Fixed
05/30/25
05/28
100.00

99.81 -18
-0.2%

0.9 1.12
FFCB 4.67 05/30/28
FFCB
2,815

4.670
Anytime
05/30/28
2,815

4.67 2,810

4.73 -5
-6.6
-0.48
AFS
3134GWUG9
Fixed
12/24/24
09/25
100.00

96.61 -442
-3.4%

1.0 0.96
FHLMC 0.57 09/24/25
FHLMC
10,000

0.570
Quarterly
09/24/25
10,000

0.57 9,661

4.12 -339
-2.8

0.02 AFS
3130AN5C0
Fixed
10/29/24
04/26
100.00

95.69 -427
-4.3%

1.5 1.52
FHLB 1.05 04/29/26
FHLB
4,000

1.050
Quarterly
04/29/26
4,000

1.05 3,828

3.89 -172
-4.4

0.03 AFS
Callable Agency
100.00

97.09 -2.9%

1.2 1.23
83,025

1.471
83,025

1.47 80,610

4.16 -2,415
-3.9
-0.06
Total
100.00

97.97 -2.0%

1.1 1.14
157,725

1.772
157,725

1.77 154,517

4.16 -3,208
-3.5
-0.02
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 30 of 46 ends

Portfolio ID: 6748 - 58411

Corporate - CUSIP Detail
Gain/(Loss)
% Px
Δ
Eff.

CUSIP
Sector
Par
Index
Moody's
Bk Price
Yield
Mkt Price
Mkt
%
-100
Dur
ESG/Gr
Security Description
Subsector
Value
Cpn
Maturity
Margin
S&P
Bk Value
@Bk
Mkt Value
Yield
$
+300
Cvx
Intent
11271LAA0
Finance
A-
100.00

99.84 -0.2%

1.4 1.43
BNCN 4 1/4 06/02/26
Other Financial
500

4.250
06/02/26
A3
500

4.25 499

4.34 -1
-4.5
-0.02
AFS
46625HRS1
Finance
A-
100.00

98.46 -1.5%

1.5 1.54
JPM 3.2 06/15/26
Banks
500

3.200
06/15/26
A1
500

3.20 492

4.14 -8
-4.7
-0.07
AFS
61761J3R8
Finance
A-
100.00

98.37 -1.6%

1.8 1.74
MS 3 1/8 07/27/26
Banks
500

3.125
07/27/26
A1
500

3.12 492

4.06 -8
-5.0

0.05 AFS
808513BW4
Finance
A-
100.00

97.82 -2.2%

2.3 2.26
SCHW 3.3 04/01/27
Other Financial
500

3.300
04/01/27
A2
500

3.30 489

4.23 -11
-6.7

0.02 AFS
75973QAA5
Finance
A-
100.00

97.62 -2.4%

2.5 2.50
RNR 3.45 07/01/27
Other Financial
500

3.450
07/01/27
A3
500

3.45 488

4.37 -12
-7.3

0.07 AFS
22550L2K6
Finance
A+
100.00
101.98

2.0%

2.6 2.55
UBS 5 07/09/27
Banks
500

5.000
07/09/27
Aa2
500

5.00 510

4.23 10
-7.3

0.09 AFS
780082AD5
Finance
A-
100.00
100.19

0.2%

1.3 1.26
RY 4.65 01/27/26
Banks
500

4.650
01/27/26
A3
500

4.65 501

4.49 1
-3.7

0.03 AFS
06406RAQ0
Finance
A
100.00

95.58 -4.4%

1.3 1.29
BK 0 3/4 01/28/26
Other Financial
500

0.750
01/28/26
A1
500

0.75 478

4.21 -22
-3.8

0.03 AFS
05565QDH8
Finance
A-
100.00

98.12 -1.9%

3.8 3.69
BPLN 3.723 11/28/28
Other Financial
500

3.723
11/28/28
A1
500

3.72 491

4.22 -9
-10.6

0.12 AFS
06406RBN6
Finance
SOFR
A
100.00
101.25

1.2%

3.8 3.77
BK 4.543 02/01/29
Other Financial
656

4.543
02/01/29
A1
656

4.54 664

4.14 8
-10.8

0.13 AFS
Finance
A
100.00

98.99 -1.0%

2.3 2.26
5,156

3.628
A1
5,156

3.63 5,104

4.24 -52
-6.6

0.05 194162AQ6
Industrial
A+
100.00
101.24

1.2%

1.4 1.36
CL 4.8 03/02/26
Consumer
Goods
1,000

4.800
03/02/26
Aa3
1,000

4.80 1,012

3.89 12
-3.9

0.03 AFS
742718FY0
Industrial
AA-
100.00
100.24

0.2%

1.3 1.27
PG 4.1 01/26/26
Consumer
Goods
1,000

4.100
01/26/26
Aa3
1,000

4.10 1,002

3.91 2
-3.7

0.03 AFS
718172CE7
Industrial
A-
100.00

96.52 -3.5%

3.2 3.13
PM 3 1/8 03/02/28
Consumer
Goods
500

3.125
03/02/28
A2
500

3.12 483

4.23 -17
-9.0

0.09 AFS
30231GAT9
Industrial
AA-
100.00

98.84 -1.2%

1.2 1.26
XOM 3.043 03/01/26
Energy Company
1,000

3.043
03/01/26
Aa2
1,000

3.04 988

3.89 -12
-3.9
-0.05
AFS
Industrial
AA-
100.00

99.60 -0.4%

1.6 1.55
3,500

3.859
Aa2
3,500

3.86 3,486

3.94 -14
-4.6

0.02 797440CE2
Utility
A
100.00
102.72

2.7%

3.5 3.45
Y/Y
SRE 4.95 08/15/28
Electric Power
500

4.950
08/15/28
A1
500

4.95 514

4.18 14
-9.8

0.16 AFS
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 31 of 46 ends

Portfolio ID: 6748 - 58411

Corporate - CUSIP Detail
Gain/(Loss)
% Px
Δ
Eff.

CUSIP
Sector
Par
Index
Moody's
Bk Price
Yield
Mkt Price
Mkt
%
-100
Dur
ESG/Gr
Security Description
Subsector
Value
Cpn
Maturity
Margin
S&P
Bk Value
@Bk
Mkt Value
Yield
$
+300
Cvx
Intent
Utility
A
100.00
102.72

2.7%

3.5 3.45
500

4.950
A1
500

4.95 514

4.18 14
-9.8

0.16 Total
A+
100.00

99.43 -0.6%

2.1 2.05
9,156

3.788
Aa3
9,156

3.79 9,104

4.12 -52
-6.0

0.04 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 32 of 46 ends

Portfolio ID: 6748 - 58411

CD - CUSIP Detail
Coupon
Step
Maturity
Gain/(Loss)
% Px
Δ
Effective
CUSIP
Par
Type
Date
Proj.

Bk Price
Yield
Mkt Price
Mkt
%
-100
Dur
ESG/G
r
Security Description
Ticker
Value
Rate
Rate
Final
Bk Value
@Bk
Mkt Value
Yield
$
+300
Cvx
Intent
229083AA8
Fixed
12/24
100.00
100.12

0.1%

0.2 0.24
EVANBT 5.35 06/18/29
EVANBT
245

5.350
06/18/29
245

5.40 245

4.82 0
-4.6
-0.11
AFS
46656MVH1
Fixed
11/24
100.00
100.00

0.0%

0.2 0.25
JPM 5 11/30/27
JPM
240

5.000
11/30/27
240

4.97 240

4.98 0
-4.2
-0.46
AFS
69503PAB7
Fixed
12/24
100.00
100.06

0.1%

0.2 0.28
PACVYB 5.2 06/14/29
PACVYB
245

5.200
06/14/29
245

5.16 245

4.84 0
-5.2
-0.37
AFS
59541KCV7
Fixed
06/25
100.00
100.46

0.5%

0.7 0.82
MIDMIB 5.15 06/12/28
MIDMIB
245

5.150
06/12/28
245

5.20 246

4.51 1
-5.3
-0.42
AFS
09776DAG9
Fixed
06/25
100.00
100.71

0.7%

0.8 0.85
BOMBNK 5.35 06/25/29
BOMBN
K
245

5.350
06/25/29
245

5.40 247

4.39 2
-5.8
-0.45
AFS
38150VUZ0
Fixed
06/26
100.00
101.93

1.9%

1.6 1.59
GS 5.05 06/11/26
GS
245

5.050
06/11/26
245

5.04 250

3.86 5
-4.7

0.04 AFS
34520LBC6
Fixed
06/26
100.00
101.95

1.9%

1.6 1.60
FORBBK 5.05 06/15/26
FORBBK
245

5.050
06/15/26
245

5.04 250

3.85 5
-4.7

0.04 AFS
8562855V9
Fixed
06/26
100.00
102.04

2.0%

1.6 1.61
SBIIN 5.1 06/17/26
SBIIN
245

5.100
06/17/26
245

5.09 250

3.85 5
-4.7

0.04 AFS
05580A4Y7
Fixed
06/26
100.00
101.16

1.2%

1.6 1.61
BMW 4.65 06/15/26
BMW
240

4.650
06/15/26
240

4.64 243

3.93 3
-4.7

0.04 AFS
06051XER9
Fixed
06/26
100.00
101.98

2.0%

1.7 1.62
BAC 5.05 06/22/26
BAC
245

5.050
06/22/26
245

5.04 250

3.85 5
-4.7

0.04 AFS
35634MAE1
Fixed
06/26
100.00
101.98

2.0%

1.7 1.62
FREBNJ 5.05 06/22/26
FREBNJ
245

5.050
06/22/26
245

5.04 250

3.85 5
-4.7

0.04 AFS
307811KA6
Fixed
06/28
100.00
101.60

1.6%

1.8 1.87
FMBKWI 5 06/14/28
FMBKWI
245

5.000
06/14/28
245

5.05 249

4.58 4
-7.0
-0.24
AFS
09582YAV4
Fixed
12/27
100.00
101.55

1.6%

3.1 2.98
RICBVA 4.2 12/28/27
RICBVA
240

4.200
12/28/27
240

4.20 244

3.69 4
-8.5

0.12 AFS
89235MPP0
Fixed
06/29
100.00
104.36

4.4%

4.3 4.16
TOYFBN 4.65 06/13/29
TOYFBN
245

4.650
06/13/29
245

4.65 256

3.63 11
-11.7

0.23 AFS
NCD
100.00
101.42

1.4%

1.5 1.52
3,415

4.991
3,415

5.00 3,464

4.18 49
-5.8
-0.10
Total
100.00
101.42

1.4%

1.5 1.52
3,415

4.991
3,415

5.00 3,464

4.18 49
-5.8
-0.10
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 33 of 46 ends

Portfolio ID: 6748 - 58411

Other - CUSIP Detail
Coupon
Step
Gain/(Loss)
% Px
Δ
Effective
Par
Type
Date
Proj.Mat.

Bk Price
Yield
Mkt Price
%
-100
Dur
ESG/G
r
CUSIP
Ticker
Value
Rate
Rate
Final Mat.

Bk Value
@ Bk
Mkt Value
Mkt Yield
$
+300
Cvx
Intent
Fixed
10/24
100.00
100.00

0.0%

0.1 0.09

PLMDLCAMP
53,141

0.300
10/31/24
53,141

0.30 53,141

0.30 0
-0.3

0.00 AFS
Fixed
10/24
100.00
100.00

0.0%

0.0 0.01

PLMDLLAIF
60,492

0.780
07/31/24
60,492

0.78 60,492

0.78 0

0.0 0.00
AFS
Fixed
10/24
100.00
100.00

0.0%

0.0 0.01

PLMDLLAIF
36,500

0.780
07/31/24
36,500

0.78 36,500

0.78 0

0.0 0.00
AFS
Fixed
10/24
100.00
100.00

0.0%

0.0 0.01

PLMDLLAIF
14,387

0.780
07/31/24
14,387

0.78 14,387

0.78 0

0.0 0.00
AFS
100.00
100.00

0.0%

0.0 0.03
Cash & Other
164,520

0.625
164,520

0.62 164,520

0.62 0
-0.1

0.00 100.00
100.00

0.0%

0.0 0.03
Total
164,520

0.625
164,520

0.62 164,520

0.62 0
-0.1

0.00 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 34 of 46 ends

Portfolio ID: 6748 - 58411

Shocked CUSIP Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
CUSIP
Coupon
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Description
Maturity
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
1,810
44 2.51%
30 1.72%
15 0.85%
0 0.00%
-15
-0.84%
-29
-1.67%
-44
-2.48%
3133EL3P7

0.53 99.37

1.26 98.61

2.16 97.77

3.16 96.94

4.16 96.13

5.16 95.33

6.15 94.54

7.14 FFCB 0.53 08/12/25
08/12/2025

0.00 0.87

0.00 0.87

0.00 0.87

0.85 0.87

0.00 0.87

0.00 0.87

0.00 0.87
5,000
73 1.49%
49 1.00%
25 0.50%
0 0.00%
-24
-0.50%
-48
-0.99%
-72
-1.47%
3133EMUP5

0.71 99.61

1.49 99.14

2.45 98.64

3.46 98.15

4.47 97.66

5.48 97.18

6.49 96.71

7.51 FFCB 0.71 04/01/25
04/01/2025

0.00 0.50

0.00 0.50

0.00 0.50

0.50 0.50

0.00 0.50

0.00 0.50

0.00 0.50
5,000
100

2.05%
69 1.41%
34 0.70%
0 0.00%
-34
-0.69%
-67
-1.38%
-100
-2.05%
3133ELK37

0.78 99.58

1.37 98.96

2.27 98.27

3.26 97.58

4.27 96.90

5.27 96.24

6.27 95.58

7.27 FFCB 0.78 06/16/25
06/16/2025

0.00 0.71

0.00 0.71

0.00 0.71

0.70 0.71

0.00 0.71

0.00 0.71

0.00 0.71
10,000
196

2.00%
140

1.43%
71 0.72%
0 0.00%
-70
-0.71%
-138
-1.41%
-206
-2.11%
3133ENHW3

1.17 99.78

1.48 99.22

2.25 98.53

3.22 97.82

4.23 97.13

5.23 96.44

6.23 95.76

7.22 FFCB 1.17 06/23/25
06/23/2025

0.00 0.73

0.00 0.73

0.00 0.73

0.71 0.73

0.00 0.73

0.00 0.73

0.00 0.73
5,000
244

5.14%
186

3.93%
99 2.09%
0 0.00%
-100
-2.11%
-197
-4.16%
-292
-6.16%
3133ENJC5

1.29 99.64

1.45 98.50

1.98 96.75

2.81 94.77

3.76 92.77

4.75 90.82

5.74 88.93

6.72 FFCB 1.29 12/22/26
12/22/2026

0.00 2.23

0.00 2.23

0.00 2.23

2.11 2.23

0.00 2.23

0.00 2.23

0.00 2.23
1,000
28 2.79%
18 1.84%
9 0.91%
0 0.00%
-9
-0.90%
-18
-1.77%
-26
-2.64%
3133EJYM5

3.02 101.82

1.04 100.88

2.05 99.96

3.06 99.06

4.06 98.17

5.06 97.30

6.05 96.45

7.04 FFCB 3.02 09/04/25
09/04/2025

0.00 0.93

0.00 0.93

0.00 0.93

0.90 0.93

0.00 0.93

0.00 0.93

0.00 0.93
2,000
55 2.79%
36 1.84%
18 0.91%
0 0.00%
-18
-0.90%
-35
-1.77%
-52
-2.64%
3133EJYM5

3.02 101.82

1.04 100.88

2.05 99.96

3.06 99.06

4.06 98.17

5.06 97.30

6.05 96.45

7.04 FFCB 3.02 09/04/25
09/04/2025

0.00 0.93

0.00 0.93

0.00 0.93

0.90 0.93

0.00 0.93

0.00 0.93

0.00 0.93
2,815
63 2.26%
44 1.58%
25 0.89%
0 0.00%
-43
-1.53%
-107
-3.82%
-184
-6.56%
3133EPLE3

4.67 102.06

1.88 101.38

2.78 100.70

3.71 99.81

4.73 98.28

5.19 95.99

5.90 93.26

6.77 FFCB 4.67 05/30/28
05/30/2028

0.00 0.75

0.00 0.75

0.00 0.75

1.12 3.67

0.00 3.67

0.00 3.67

0.00 3.67
5,000
247

4.85%
165

3.24%
84 1.65%
0 0.00%
-95
-1.86%
-208
-4.08%
-337
-6.62%
3133ERCX7

5.17 106.70

0.90 105.06

1.91 103.44

2.93 101.77

4.63 99.87

5.21 97.61

5.92 95.03

6.75 FFCB 5.17 05/01/28
05/01/2028

0.00 1.59

0.00 1.59

0.00 1.59

1.69 3.59

0.00 3.59

0.00 3.59

0.00 3.59
3,000
97 3.37%
70 2.41%
35 1.22%
0 0.00%
-35
-1.20%
-69
-2.38%
-102
-3.54%
3130AMRQ7

0.88 99.49

1.29 98.56

2.05 97.42

2.99 96.24

3.98 95.09

4.98 93.95

5.97 92.84

6.95 FHLB 0 7/8 12/30/25
12/30/2025

0.00 1.25

0.00 1.25

0.00 1.25

1.21 1.25

0.00 1.25

0.00 1.25

0.00 1.25
5,000
290

6.20%
211

4.52%
108

2.32%
0 0.00%
-107
-2.29%
-211
-4.52%
-312
-6.68%
3130AL5A8

0.90 99.23

1.23 97.65

1.90 95.60

2.80 93.44

3.78 91.29

4.77 89.21

5.77 87.20

6.75 FHLB 0.9 02/26/27
02/26/2027

0.00 2.41

0.00 2.41

0.00 2.41

2.32 2.41

0.00 2.41

0.00 2.41

0.00 2.41
6,750
50 0.75%
34 0.50%
17 0.25%
0 0.00%
-17
-0.25%
-33
-0.50%
-50
-0.75%
3130AQDY6

1.00 99.85

1.60 99.60

2.60 99.35

3.62 99.10

4.64 98.86

5.66 98.61

6.69 98.37

7.72 FHLB 1 12/30/24
12/30/2024

0.00 0.25

0.00 0.25

0.00 0.25

0.25 0.25

0.00 0.25

0.00 0.25

0.00 0.25
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 35 of 46 ends

Portfolio ID: 6748 - 58411

Shocked CUSIP Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
CUSIP
Coupon
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Description
Maturity
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
7,000
61 0.88%
41 0.59%
20 0.29%
0 0.00%
-20
-0.29%
-40
-0.58%
-60
-0.87%
3130AQEA7

1.05 99.83

1.63 99.54

2.65 99.25

3.68 98.96

4.71 98.67

5.74 98.39

6.77 98.10

7.80 FHLB 1.05 01/14/25
01/14/2025

0.00 0.29

0.00 0.29

0.00 0.29

0.29 0.29

0.00 0.29

0.00 0.29

0.00 0.29
4,000
155

4.04%
114

2.97%
59 1.53%
0 0.00%
-58
-1.51%
-115
-2.99%
-170
-4.44%
3130AN5C0

1.05 99.56

1.33 98.53

2.00 97.16

2.90 95.69

3.89 94.24

4.88 92.83

5.87 91.44

6.85 FHLB 1.05 04/29/26
04/29/2026

0.00 1.58

0.00 1.58

0.00 1.58

1.52 1.58

0.00 1.58

0.00 1.58

0.00 1.58
5,000
199

4.15%
170

3.53%
98 2.04%
0 0.00%
-106
-2.20%
-211
-4.39%
-313
-6.53%
3130AQRH8

2.00 99.97

2.07 99.38

2.27 97.94

2.89 95.99

3.76 93.87

4.73 91.77

5.71 89.72

6.70 FHLB 2 02/25/27
02/25/2027

0.00 0.40

0.00 2.40

0.00 2.40

2.16 2.40

0.00 2.40

0.00 2.40

0.00 2.40
5,000
96 1.96%
93 1.90%
67 1.37%
0 0.00%
-97
-1.97%
-204
-4.16%
-313
-6.37%
3130ARHJ3

3.18 100.05

2.21 99.99

3.18 99.47

3.39 98.12

3.95 96.19

4.78 94.04

5.72 91.87

6.69 FHLB 3.175 04/19/27
04/19/2027

0.00 0.05

0.00 2.55

0.00 2.55

1.71 2.55

0.00 2.55

0.00 2.55

0.00 2.55
2,000
10 0.48%
6 0.32%
3 0.16%
0 0.00%
-3
-0.16%
-6
-0.32%
-9
-0.48%
3134GWNG7

0.50 99.84

1.54 99.68

2.56 99.52

3.59 99.36

4.62 99.20

5.65 99.04

6.69 98.88

7.73 FHLMC 0 1/2 11/27/24
11/27/2024

0.00 0.16

0.00 0.16

0.00 0.16

0.16 0.16

0.00 0.16

0.00 0.16

0.00 0.16
10,000
274

2.84%
188

1.94%
94 0.97%
0 0.00%
-92
-0.95%
-182
-1.88%
-270
-2.80%
3134GWUG9

0.57 99.35

1.24 98.49

2.13 97.54

3.13 96.61

4.12 95.69

5.12 94.79

6.11 93.91

7.09 FHLMC 0.57 09/24/25
09/24/2025

0.00 0.98

0.00 0.98

0.00 0.98

0.96 0.98

0.00 0.98

0.00 0.98

0.00 0.98
1,150
35 3.18%
24 2.20%
12 1.10%
0 0.00%
-12
-1.08%
-24
-2.14%
-35
-3.17%
3134GXBM5

0.60 99.31

1.23 98.36

2.09 97.31

3.07 96.25

4.07 95.21

5.07 94.19

6.06 93.19

7.04 FHLMC 0.6 11/12/25
11/12/2025

0.00 1.12

0.00 1.12

0.00 1.12

1.09 1.12

0.00 1.12

0.00 1.12

0.00 1.12
5,000
259

5.52%
186

3.96%
95 2.02%
0 0.00%
-93
-1.99%
-184
-3.92%
-272
-5.79%
3134GW4C7

0.80 99.18

1.20 97.72

1.93 95.89

2.85 93.99

3.84 92.13

4.83 90.31

5.82 88.55

6.81 FHLMC 0.8 10/27/26
10/27/2026

0.00 2.08

0.00 2.08

0.00 2.08

2.00 2.08

0.00 2.08

0.00 2.08

0.00 2.08
3,000
96 3.33%
64 2.20%
31 1.09%
0 0.00%
-31
-1.07%
-61
-2.11%
-91
-3.13%
3135G06G3

0.50 99.52

0.94 98.43

1.95 97.36

2.95 96.31

3.95 95.28

4.95 94.27

5.94 93.29

6.93 FNMA 0 1/2 11/07/25
11/07/2025

0.00 1.10

0.00 1.10

0.00 1.10

1.07 1.10

0.00 1.10

0.00 1.10

0.00 1.10
3,500
81 2.39%
56 1.64%
28 0.82%
0 0.00%
-27
-0.81%
-54
-1.60%
-81
-2.38%
3136G4ZP1

0.65 99.48

1.28 98.76

2.16 97.96

3.15 97.16

4.15 96.38

5.15 95.60

6.14 94.84

7.13 FNMA 0.65 07/30/25
07/30/2025

0.00 0.83

0.00 0.83

0.00 0.83

0.81 0.83

0.00 0.83

0.00 0.83

0.00 0.83
10,000
63 0.63%
42 0.42%
21 0.21%
0 0.00%
-21
-0.21%
-41
-0.42%
-62
-0.62%
91282CDN8

1.00 99.88

1.58 99.67

2.60 99.46

3.62 99.25

4.65 99.04

5.68 98.84

6.71 98.63

7.74 T 1 12/15/24
12/15/2024

0.00 0.21

0.00 0.21

0.00 0.21

0.21 0.21

0.00 0.21

0.00 0.21

0.00 0.21
5,000
31 0.63%
21 0.42%
10 0.21%
0 0.00%
-10
-0.21%
-21
-0.42%
-31
-0.62%
91282CDN8

1.00 99.88

1.58 99.67

2.60 99.46

3.62 99.25

4.65 99.04

5.68 98.84

6.71 98.63

7.74 T 1 12/15/24
12/15/2024

0.00 0.21

0.00 0.21

0.00 0.21

0.21 0.21

0.00 0.21

0.00 0.21

0.00 0.21
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 36 of 46 ends

Portfolio ID: 6748 - 58411

Shocked CUSIP Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
CUSIP
Coupon
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Description
Maturity
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
5,000
31 0.63%
21 0.42%
10 0.21%
0 0.00%
-10
-0.21%
-21
-0.42%
-31
-0.62%
91282CDN8

1.00 99.88

1.58 99.67

2.60 99.46

3.62 99.25

4.65 99.04

5.68 98.84

6.71 98.63

7.74 T 1 12/15/24
12/15/2024

0.00 0.21

0.00 0.21

0.00 0.21

0.21 0.21

0.00 0.21

0.00 0.21

0.00 0.21
5,000
329

6.85%
216

4.49%
106

2.21%
0 0.00%
-103
-2.14%
-202
-4.22%
-299
-6.23%
912828YX2

1.75 102.59

0.59 100.33

1.60 98.14

2.61 96.02

3.61 93.96

4.61 91.97

5.60 90.04

6.58 T 1 3/4 12/31/26
12/31/2026

0.00 2.25

0.00 2.25

0.00 2.25

2.16 2.25

0.00 2.25

0.00 2.25

0.00 2.25
3,000
125

4.25%
83 2.80%
41 1.38%
0 0.00%
-40
-1.35%
-79
-2.67%
-117
-3.96%
9128286F2

2.50 102.40

0.80 100.97

1.80 99.58

2.80 98.22

3.80 96.89

4.79 95.59

5.78 94.32

6.76 T 2 1/2 02/28/26
02/28/2026

0.00 1.42

0.00 1.42

0.00 1.42

1.37 1.42

0.00 1.42

0.00 1.42

0.00 1.42
3,200
141

4.52%
93 2.97%
46 1.47%
0 0.00%
-45
-1.43%
-89
-2.83%
-131
-4.20%
9128286L9

2.25 102.21

0.76 100.71

1.77 99.23

2.77 97.80

3.77 96.40

4.77 95.03

5.75 93.69

6.74 T 2 1/4 03/31/26
03/31/2026

0.00 1.50

0.00 1.50

0.00 1.50

1.45 1.50

0.00 1.50

0.00 1.50

0.00 1.50
3,000
23 0.77%
15 0.51%
8 0.25%
0 0.00%
-8
-0.25%
-15
-0.51%
-23
-0.76%
9128283P3

2.25 100.15

1.64 99.90

2.67 99.64

3.70 99.39

4.73 99.14

5.77 98.89

6.80 98.64

7.84 T 2 1/4 12/31/24
12/31/2024

0.00 0.25

0.00 0.25

0.00 0.25

0.25 0.25

0.00 0.25

0.00 0.25

0.00 0.25
5,000
185

3.76%
122

2.48%
60 1.23%
0 0.00%
-59
-1.20%
-117
-2.37%
-174
-3.52%
9128285T3

2.63 102.19

0.86 100.93

1.87 99.69

2.88 98.48

3.88 97.30

4.87 96.15

5.86 95.01

6.85 T 2 5/8 12/31/25
12/31/2025

0.00 1.25

0.00 1.25

0.00 1.25

1.21 1.25

0.00 1.25

0.00 1.25

0.00 1.25
3,000
111

3.76%
73 2.48%
36 1.23%
0 0.00%
-35
-1.20%
-70
-2.37%
-104
-3.52%
9128285T3

2.63 102.19

0.86 100.93

1.87 99.69

2.88 98.48

3.88 97.30

4.87 96.15

5.86 95.01

6.85 T 2 5/8 12/31/25
12/31/2025

0.00 1.25

0.00 1.25

0.00 1.25

1.21 1.25

0.00 1.25

0.00 1.25

0.00 1.25
5,000
409

8.25%
268

5.40%
131

2.65%
0 0.00%
-127
-2.56%
-249
-5.02%
-367
-7.40%
91282CEW7

3.25 107.34

0.55 104.51

1.56 101.78

2.57 99.16

3.57 96.62

4.57 94.18

5.56 91.82

6.54 T 3 1/4 06/30/27
06/30/2027

0.00 2.75

0.00 2.75

0.00 2.75

2.58 2.75

0.00 2.75

0.00 2.75

0.00 2.75
5,000
207

4.12%
136

2.72%
67 1.34%
0 0.00%
-66
-1.31%
-130
-2.59%
-193
-3.85%
91282CGL9

4.00 104.40

0.78 102.99

1.80 101.61

2.80 100.27

3.80 98.95

4.80 97.67

5.79 96.41

6.78 T 4 02/15/26
02/15/2026

0.00 1.38

0.00 1.38

0.00 1.38

1.32 1.38

0.00 1.38

0.00 1.38

0.00 1.38
5,000
257

5.10%
169

3.35%
83 1.65%
0 0.00%
-81
-1.61%
-160
-3.18%
-237
-4.71%
91282CHH7

4.13 105.81

0.69 104.05

1.70 102.34

2.71 100.67

3.71 99.05

4.70 97.47

5.69 95.93

6.68 T 4 1/8 06/15/26
06/15/2026

0.00 1.71

0.00 1.71

0.00 1.71

1.61 1.71

0.00 1.71

0.00 1.71

0.00 1.71
2,500
226

8.91%
148

5.83%
73 2.86%
0 0.00%
-70
-2.75%
-137
-5.39%
-202
-7.94%
91282CFM8

4.13 110.65

0.54 107.51

1.55 104.50

2.56 101.59

3.56 98.80

4.56 96.12

5.55 93.53

6.53 T 4 1/8 09/30/27
09/30/2027

0.00 3.00

0.00 3.00

0.00 3.00

2.80 3.00

0.00 3.00

0.00 3.00

0.00 3.00
Treasury/Agency
157,725
4,893

3.17%
3,400

2.20%
1,740

1.13%
0 0.00%
-1,779
-1.15%
-3,574
-2.31%
-5,362
-3.47%

1.77 101.07

1.28 100.12

2.19 99.07

3.14 97.97

4.16 96.84

5.13 95.70

6.12 94.57

7.12 0.00

1.06 0.00

1.20 0.00

1.20 1.14

1.32 0.00

1.32 0.00

1.32 0.00

1.32 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 37 of 46 ends

Portfolio ID: 6748 - 58411

Shocked CUSIP Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
CUSIP
Coupon
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Description
Maturity
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
500
19 3.98%
13 2.64%
6 1.31%
0 0.00%
-6
-1.28%
-12
-2.53%
-18
-3.76%
06406RAQ0

0.75 99.39

1.22 98.11

2.20 96.83

3.21 95.58

4.21 94.36

5.20 93.16

6.20 91.99

7.18 BK 0 3/4 01/28/26
01/28/2026

0.00 1.33

0.00 1.33

0.00 1.33

1.29 1.33

0.00 1.33

0.00 1.33

0.00 1.33
656
77 11.54%
51 7.69%
25 3.83%
0 0.00%
-25
-3.75%
-49
-7.36%
-72
-10.81%
06406RBN6

4.54 112.93

0.62 109.04

1.74 105.13

2.92 101.25

4.14 97.46

5.38 93.80

6.64 90.30

7.90 BK 4.543 02/01/29
02/01/2029

0.00 3.34

0.00 3.34

0.00 3.34

3.77 3.34

0.00 3.34

0.00 3.34

0.00 3.34
500
22 4.31%
14 2.86%
7 1.43%
0 0.00%
-7
-1.47%
-15
-2.96%
-22
-4.45%
11271LAA0

4.25 104.15

1.30 102.70

2.31 101.28

3.46 99.84

4.34 98.38

5.27 96.89

6.23 95.40

7.22 BNCN 4 1/4 06/02/26
06/02/2026

0.00 1.42

0.00 1.42

0.00 1.67

1.43 1.67

0.00 1.67

0.00 1.67

0.00 1.67
500
58 11.86%
38 7.76%
19 3.81%
0 0.00%
-18
-3.67%
-35
-7.19%
-52
-10.56%
05565QDH8

3.72 109.76

1.16 105.73

2.27 101.85

3.24 98.12

4.22 94.52

5.20 91.06

6.19 87.75

7.18 BPLN 3.723 11/28/28
11/28/2028

0.00 3.91

0.00 4.16

0.00 4.16

3.69 4.16

0.00 4.16

0.00 4.16

0.00 4.16
1,000
43 4.23%
28 2.79%
14 1.38%
0 0.00%
-14
-1.34%
-27
-2.66%
-40
-3.94%
194162AQ6

4.80 105.52

0.88 104.06

1.89 102.63

2.89 101.24

3.89 99.88

4.89 98.55

5.87 97.25

6.86 CL 4.8 03/02/26
03/02/2026

0.00 1.42

0.00 1.42

0.00 1.42

1.36 1.42

0.00 1.42

0.00 1.42

0.00 1.42
500
22 4.55%
15 3.05%
8 1.54%
0 0.00%
-8
-1.57%
-15
-3.14%
-23
-4.67%
46625HRS1

3.20 102.94

1.16 101.46

2.32 99.98

3.21 98.46

4.14 96.92

5.10 95.38

6.09 93.86

7.07 JPM 3.2 06/15/26
06/15/2026

0.00 1.46

0.00 1.71

0.00 1.71

1.54 1.71

0.00 1.71

0.00 1.71

0.00 1.71
500
27 5.47%
18 3.60%
9 1.77%
0 0.00%
-8
-1.73%
-17
-3.41%
-25
-5.04%
61761J3R8

3.13 103.76

1.04 101.91

2.05 100.12

3.06 98.37

4.06 96.67

5.05 95.02

6.04 93.41

7.03 MS 3 1/8 07/27/26
07/27/2026

0.00 1.83

0.00 1.83

0.00 1.83

1.74 1.83

0.00 1.83

0.00 1.83

0.00 1.83
1,000
40 3.96%
26 2.61%
13 1.29%
0 0.00%
-13
-1.26%
-25
-2.49%
-37
-3.70%
742718FY0

4.10 104.21

0.89 102.86

1.90 101.54

2.91 100.24

3.91 98.98

4.90 97.74

5.89 96.54

6.88 PG 4.1 01/26/26
01/26/2026

0.00 1.32

0.00 1.32

0.00 1.32

1.27 1.32

0.00 1.32

0.00 1.32

0.00 1.32
500
47 9.82%
31 6.46%
15 3.19%
0 0.00%
-15
-3.10%
-29
-6.09%
-43
-8.97%
718172CE7

3.13 106.00

1.19 102.76

2.28 99.60

3.25 96.52

4.23 93.54

5.21 90.65

6.20 87.86

7.19 PM 3 1/8 03/02/28
03/02/2028

0.00 3.17

0.00 3.42

0.00 3.42

3.13 3.42

0.00 3.42

0.00 3.42

0.00 3.42
500
38 7.73%
25 5.11%
12 2.54%
0 0.00%
-12
-2.50%
-24
-4.94%
-36
-7.31%
75973QAA5

3.45 105.17

1.34 102.61

2.46 100.10

3.41 97.62

4.37 95.19

5.35 92.80

6.34 90.49

7.32 RNR 3.45 07/01/27
07/01/2027

0.00 2.50

0.00 2.75

0.00 2.75

2.50 2.75

0.00 2.75

0.00 2.75

0.00 2.75
500
20 3.96%
13 2.61%
6 1.29%
0 0.00%
-6
-1.26%
-12
-2.49%
-19
-3.70%
780082AD5

4.65 104.16

1.47 102.80

2.48 101.48

3.49 100.19

4.49 98.93

5.49 97.69

6.49 96.49

7.48 RY 4.65 01/27/26
01/27/2026

0.00 1.33

0.00 1.33

0.00 1.33

1.26 1.33

0.00 1.33

0.00 1.33

0.00 1.33
500
34 6.98%
23 4.63%
11 2.30%
0 0.00%
-11
-2.28%
-22
-4.52%
-33
-6.70%
808513BW4

3.30 104.65

1.20 102.34

2.33 100.07

3.27 97.82

4.23 95.59

5.20 93.40

6.19 91.27

7.17 SCHW 3.3 04/01/27
04/01/2027

0.00 2.25

0.00 2.50

0.00 2.50

2.26 2.50

0.00 2.50

0.00 2.50

0.00 2.50
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 38 of 46 ends

Portfolio ID: 6748 - 58411

Shocked CUSIP Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
CUSIP
Coupon
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Description
Maturity
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
500
57 11.12%
37 7.25%
18 3.54%
0 0.00%
-17
-3.40%
-34
-6.66%
-50
-9.78%
797440CE2

4.95 114.15

1.13 110.17

2.14 106.37

3.19 102.72

4.18 99.23

5.17 95.89

6.16 92.68

7.14 SRE 4.95 08/15/28
08/15/2028

0.00 3.79

0.00 3.79

0.00 3.87

3.45 3.88

0.00 3.88

0.00 3.88

0.00 3.88
500
42 8.17%
27 5.35%
13 2.63%
0 0.00%
-13
-2.53%
-25
-4.97%
-37
-7.33%
22550L2K6

5.00 110.32

1.21 107.44

2.22 104.66

3.23 101.98

4.23 99.40

5.23 96.91

6.23 94.51

7.21 UBS 5 07/09/27
07/09/2027

0.00 2.78

0.00 2.78

0.00 2.78

2.55 2.78

0.00 2.78

0.00 2.78

0.00 2.78
1,000
36 3.64%
24 2.44%
12 1.24%
0 0.00%
-13
-1.29%
-26
-2.59%
-38
-3.88%
30231GAT9

3.04 102.44

0.94 101.25

2.14 100.07

2.99 98.84

3.89 97.57

4.83 96.28

5.81 95.01

6.79 XOM 3.043 03/01/26
03/01/2026

0.00 1.17

0.00 1.42

0.00 1.42

1.26 1.42

0.00 1.42

0.00 1.42

0.00 1.42
Corporate
9,156
581

6.38%
384

4.21%
190

2.09%
0 0.00%
-186
-2.05%
-368
-4.05%
-545
-5.98%

3.79 105.77

1.07 103.62

2.14 101.50

3.13 99.43

4.12 97.39

5.12 95.41

6.13 93.48

7.13 0.00

2.07 0.00

2.17 0.00

2.19 2.05

2.19 0.00

2.19 0.00

2.19 0.00

2.19 245
13 5.13%
8 3.37%
4 1.66%
0 0.00%
-4
-1.62%
-8
-3.20%
-12
-4.74%
06051XER9

5.05 107.21

0.83 105.42

1.84 103.68

2.85 101.98

3.85 100.33

4.84 98.71

5.83 97.15

6.82 BAC 5.05 06/22/26
06/22/2026

0.00 1.73

0.00 1.73

0.00 1.73

1.62 1.73

0.00 1.73

0.00 1.73

0.00 1.73
240
12 5.09%
8 3.34%
4 1.65%
0 0.00%
-4
-1.61%
-8
-3.17%
-11
-4.70%
05580A4Y7

4.65 106.31

0.92 104.54

1.93 102.83

2.93 101.16

3.93 99.53

4.93 97.95

5.92 96.41

6.91 BMW 4.65 06/15/26
06/15/2026

0.00 1.71

0.00 1.71

0.00 1.71

1.61 1.71

0.00 1.71

0.00 1.71

0.00 1.71
245
5 2.23%
4 1.49%
2 0.76%
0 0.00%
-3
-1.09%
-7
-3.03%
-14
-5.82%
09776DAG9

5.35 102.95

1.31 102.21

2.32 101.48

3.32 100.71

4.39 99.61

5.51 97.66

5.99 94.85

6.71 BOMBNK 5.35 06/25/29
06/25/2029

0.00 0.74

0.00 0.74

0.00 0.74

0.85 0.74

0.00 4.74

0.00 4.74

0.00 4.74
245
2 0.66%
1 0.44%
1 0.22%
0 0.00%
-1
-0.47%
-5
-1.99%
-11
-4.58%
229083AA8

5.35 100.78

1.73 100.56

2.75 100.34

3.77 100.12

4.82 99.66

5.50 98.13

5.88 95.53

6.54 EVANBT 5.35 06/18/29
06/18/2029

0.00 0.22

0.00 0.22

0.00 0.22

0.24 0.22

0.00 4.72

0.00 4.72

0.00 4.72
245
13 5.21%
9 3.49%
4 1.78%
0 0.00%
-5
-2.02%
-11
-4.38%
-17
-7.03%
307811KA6

5.00 106.89

0.93 105.14

1.94 103.41

2.96 101.60

4.58 99.55

5.19 97.15

5.93 94.46

6.79 FMBKWI 5 06/14/28
06/14/2028

0.00 1.71

0.00 1.71

0.00 1.71

1.87 3.71

0.00 3.71

0.00 3.71

0.00 3.71
245
13 5.07%
8 3.34%
4 1.65%
0 0.00%
-4
-1.60%
-8
-3.17%
-12
-4.69%
34520LBC6

5.05 107.12

0.84 105.35

1.85 103.63

2.85 101.95

3.85 100.31

4.85 98.72

5.84 97.17

6.82 FORBBK 5.05 06/15/26
06/15/2026

0.00 1.71

0.00 1.71

0.00 1.71

1.60 1.71

0.00 1.71

0.00 1.71

0.00 1.71
245
13 5.13%
8 3.37%
4 1.66%
0 0.00%
-4
-1.62%
-8
-3.20%
-12
-4.74%
35634MAE1

5.05 107.21

0.83 105.42

1.84 103.68

2.85 101.98

3.85 100.33

4.84 98.71

5.83 97.15

6.82 FREBNJ 5.05 06/22/26
06/22/2026

0.00 1.73

0.00 1.73

0.00 1.73

1.62 1.73

0.00 1.73

0.00 1.73

0.00 1.73
245
13 5.04%
8 3.32%
4 1.64%
0 0.00%
-4
-1.59%
-8
-3.15%
-12
-4.66%
38150VUZ0

5.05 107.07

0.84 105.31

1.85 103.60

2.86 101.93

3.86 100.30

4.85 98.72

5.84 97.18

6.83 GS 5.05 06/11/26
06/11/2026

0.00 1.70

0.00 1.70

0.00 1.70

1.59 1.70

0.00 1.70

0.00 1.70

0.00 1.70
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 39 of 46 ends

Portfolio ID: 6748 - 58411

Shocked CUSIP Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
CUSIP
Coupon
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Description
Maturity
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
240
1 0.52%
1 0.35%
0 0.18%
0 0.00%
-1
-0.55%
-5
-2.01%
-10
-4.16%
46656MVH1

5.00 100.52

1.84 100.35

2.87 100.18

3.89 100.00

4.98 99.45

5.19 97.99

5.70 95.83

6.47 JPM 5 11/30/27
11/30/2027

0.00 0.17

0.00 0.17

0.00 0.17

0.25 0.17

0.00 3.17

0.00 3.17

0.00 3.17
245
5 2.13%
4 1.43%
2 0.73%
0 0.00%
-3
-1.05%
-7
-2.84%
-13
-5.29%
59541KCV7

5.15 102.60

1.40 101.89

2.41 101.19

3.43 100.46

4.51 99.40

5.39 97.60

5.95 95.14

6.73 MIDMIB 5.15 06/12/28
06/12/2028

0.00 0.70

0.00 0.70

0.00 0.70

0.82 0.70

0.00 3.70

0.00 3.70

0.00 3.70
245
2 0.64%
1 0.43%
1 0.22%
0 0.00%
-1
-0.61%
-6
-2.40%
-13
-5.19%
69503PAB7

5.20 100.71

1.73 100.49

2.75 100.28

3.77 100.06

4.84 99.45

5.33 97.66

5.77 94.87

6.48 PACVYB 5.2 06/14/29
06/14/2029

0.00 0.21

0.00 0.21

0.00 0.21

0.28 0.21

0.00 4.71

0.00 4.71

0.00 4.71
240
23 9.62%
15 6.28%
7 3.08%
0 0.00%
-7
-2.95%
-14
-5.79%
-21
-8.51%
09582YAV4

4.20 111.32

0.67 107.93

1.68 104.67

2.68 101.55

3.69 98.55

4.68 95.67

5.68 92.91

6.66 RICBVA 4.2 12/28/27
12/28/2027

0.00 3.24

0.00 3.24

0.00 3.24

2.98 3.24

0.00 3.24

0.00 3.24

0.00 3.24
245
13 5.09%
8 3.35%
4 1.65%
0 0.00%
-4
-1.61%
-8
-3.18%
-12
-4.70%
8562855V9

5.10 107.23

0.84 105.45

1.85 103.72

2.85 102.04

3.85 100.40

4.85 98.80

5.84 97.24

6.82 SBIIN 5.1 06/17/26
06/17/2026

0.00 1.71

0.00 1.71

0.00 1.71

1.61 1.71

0.00 1.71

0.00 1.71

0.00 1.71
245
35 13.75%
23 8.91%
11 4.33%
0 0.00%
-10
-4.10%
-20
-7.99%
-30
-11.68%
89235MPP0

4.65 118.71

0.61 113.66

1.62 108.88

2.63 104.36

3.63 100.08

4.63 96.02

5.62 92.18

6.61 TOYFBN 4.65 06/13/29
06/13/2029

0.00 4.70

0.00 4.70

0.00 4.70

4.16 4.70

0.00 4.70

0.00 4.70

0.00 4.70
CD
3,415
163

4.70%
107

3.09%
53 1.53%
0 0.00%
-56
-1.62%
-123
-3.55%
-200
-5.76%

4.99 106.19

1.08 104.55

2.09 102.97

3.11 101.42

4.18 99.79

5.04 97.82

5.83 95.58

6.72 0.00

1.57 0.00

1.57 0.00

1.57 1.52

1.71 0.00

3.07 0.00

3.07 0.00

3.07 14,387
2 0.02%
2 0.01%
1 0.01%
0 0.00%
-1
-0.01%
-2
-0.01%
-2
-0.02%

PLMDLLAIF

0.78 100.02
-2.21
100.01
-1.22
100.01
-0.22
100.00

0.78 99.99

1.79 99.99

2.80 99.98

3.81 LAIF
07/31/2024

0.00 0.01

0.00 0.01

0.00 0.01

0.01 0.01

0.00 0.01

0.00 0.01

0.00 0.01
60,492
10 0.02%
7 0.01%
3 0.01%
0 0.00%
-3
-0.01%
-7
-0.01%
-10
-0.02%

PLMDLLAIF

0.78 100.02
-2.21
100.01
-1.22
100.01
-0.22
100.00

0.78 99.99

1.79 99.99

2.80 99.98

3.81 LAIF
07/31/2024

0.00 0.01

0.00 0.01

0.00 0.01

0.01 0.01

0.00 0.01

0.00 0.01

0.00 0.01
36,500
6 0.02%
4 0.01%
2 0.01%
0 0.00%
-2
-0.01%
-4
-0.01%
-6
-0.02%

PLMDLLAIF

0.78 100.02
-2.21
100.01
-1.22
100.01
-0.22
100.00

0.78 99.99

1.79 99.99

2.80 99.98

3.81 LAIF
07/31/2024

0.00 0.01

0.00 0.01

0.00 0.01

0.01 0.01

0.00 0.01

0.00 0.01

0.00 0.01
53,141
137

0.26%
91 0.17%
46 0.09%
0 0.00%
-46
-0.09%
-91
-0.17%
-136
-0.26%

PLMDLCAMP

0.30 100.26
-2.77
100.17
-1.75
100.09
-0.73
100.00

0.30 99.91

1.33 99.83

2.37 99.74

3.41 LAIF - CAMP
10/31/2024

0.00 0.08

0.00 0.08

0.00 0.08

0.09 0.08

0.00 0.08

0.00 0.08

0.00 0.08
Other
164,520
156

0.09%
104

0.06%
52 0.03%
0 0.00%
-52
-0.03%
-103
-0.06%
-155
-0.09%

0.62 100.09
-2.39
100.06
-1.39
100.03
-0.38
100.00

0.62 99.97

1.64 99.94

2.66 99.91

3.68 0.00

0.03 0.00

0.03 0.00

0.03 0.03

0.03 0.00

0.03 0.00

0.03 0.00

0.03 City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 40 of 46 ends

Portfolio ID: 6748 - 58411

Shocked CUSIP Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
CUSIP
Coupon
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Description
Maturity
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Total
334,816
5,793

1.75%
3,994

1.20%
2,035

0.61%
0 0.00%
-2,073
-0.63%
-4,168
-1.26%
-6,261
-1.89%

1.30 100.77
-0.52
100.23

0.43 99.65

1.40 99.04

2.40 98.42

3.39 97.80

4.38 97.17

5.38 1

0.00 0.59

0.00 0.66

0.00 0.66

0.62 0.71

0.00 0.73

0.00 0.73

0.00 0.73
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 41 of 46 ends

Portfolio ID: 6748 - 58411

Portfolio Changes
New Securities 6/2024-9/2024
CUSIP
Sector
Security Description
Maturity
Coupon
Original Face
Book Price
Intent
06406RBN6
Corporate
BK 4.543 02/01/29
02/01/2029

4.54 656,000
100.00
AFS
3130A5DH9
1,950,000
100.00
AFS
Partial Buy6/2024-9/2024
CUSIP
Sector
Security Description
Maturity
Coupon
Original Face
Book Price
Intent
Redemption Type

PLMDLCAMP
Other

LAIF - CAMP
10/31/2024

0.30 53,140,572
100.00
AFS
Same CUSIP buys
Securities Sold/Redeemed 6/2024-9/2024
CUSIP
Sector
Security Description
Maturity
Coupon
Original Face
Book Price
Intent
Redemption Type
3130AXAP3
Treasury/Agency
FHLB 5 3/4 09/21/26
09/21/2026

5.75 4,750,000
100.00
AFS
Called
3130AMHH8
Treasury/Agency
FHLB 0.41 08/01/24
08/01/2024

0.41 4,000,000
100.00
AFS
Expired/Matured

PLMDLLAIF
Other
LAIF
07/31/2024

0.78 111,379,177
100.00
AFS
Partial Sale
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 42 of 46 ends

Portfolio ID: 6748 - 58411

Shocked Assumptions
Scenarios
Down 300
Down 200
Down 100
Base
Up 100
Up 200
Up 300
Shift Amount
-300
-200
-100
0 100
200
300
Curve Slope Change
0 0
0 0
0 0
0 Shock Horizon
Immediate
Immediate
Immediate
Immediate
Immediate
Immediate
Immediate
Curve Type
Static
Static
Static
Static
Static
Static
Static
Valuation Date
2024-09-30
2024-09-30
2024-09-30
2024-09-30
2024-09-30
2024-09-30
2024-09-30
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 43 of 46 ends

Portfolio ID: 6748 - 58411

Report Assumptions
Assumptions
·

Calculation Engine
The Yield Book © and ZM Financial
·

Cash Flow Model
The Yield Book ©
·

Curve Date
Same as Portfolio As Of Date
·

Curve Type Used
Swap Curve
·

Curve Shape
Immediate Sustained Parallel Shocks
·

Price Shock Methodology
Constant OAS for fixed rate securities; immediate market shift for floating rate securities ·

Horizon Period
Immediate Time Horizon
·

Reinvestment Rate
3 Month T-Bill
·

Cost of Funds

1.00%
·

Tax Rate

21.0%
Additional Information
Rolloff Yield
- Rolloff Yield is the weighted average yield of the cashflows (maturities, calls and paydowns) that roll off during the noted time period. Ending Yield at Book is the weighted average yield of the remaining securities at the noted time period.

Shocked Scenarios
- All shocked scenarios are instant and parallel and assume a sustained rate cycle from that point on. LIBOR OAS is held constant in order to generate shocked market scenarios and The Yieldbook was used to generate the projected cash flows. In shocked scenarios, 0.01% is considered the floor.

Bonds Likely to be Called
- The page identifies all callable agencies which will either be called or mature in the next 12 months in any of the shocked scenarios. The methodology used to determine the call assumes a small internal margin to account for the "cost to call." Municipals
- For taxable institutions, the above tax rate detailed - along with TEFRA adjustments for BQs - is used to calculate TEY unless otherwise input. Ratings are a blend of Moody's and Standard & Poors.

Duration
- Duration in the shocked detail section is generated by Yield Book.

Original Face
- If original face was not supplied, original face was estimated by dividing current face by current factor.

Yields
-
All yields are Yield to Projected Scenario. (Assumes 100% of The Yield Book prepayment model).

City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 44 of 46 ends

Portfolio ID: 6748 - 58411

The information contained herein has been prepared from sources believed reliable but is not guaranteed by Stifel and is not a complete summary or statement of all available data, nor is it to be construed as an offer to buy or sell any securities referred to herein. Opinions expressed are subject to change without notice and do not take into account the particular investment objectives, financial situation, or needs of investors. Employees of Stifel or its affiliates may, at times, release written or oral commentary, technical analysis, or trading strategies that differ from the opinions expressed within. No investments or services mentioned are available to "private customers" in the European Economic Area or to anyone in Canada other than a "Designated Institution." Stifel and/or its employees involved in the preparation or the issuance of this communication may have positions in the securities or options of the issuer/s discussed or recommended herein.

Securities identified herein are subject to availability and changes in price.

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Moreover, Stifel and its affiliates and their respective shareholders, directors, officers, and/or employees, may from time to time have long or short positions in such securities or in options or other derivative instruments based thereon.

Readers of this report should assume that Stifel or one of its affiliates is seeking or will seek investment banking and/or other business relationships with the issuer or issuers, or borrower or borrowers, mentioned in this report. Stifel ’
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High yield fixed income securities, or fixed income securities that don ’
t have credit ratings from nationally recognized statistical rating organizations, may be subject to greater fluctuations in price and greater risk of loss of income and principal, due to greater potential default risk by the associated borrowers than fixed income securities that have investment grade credit ratings from the nationally recognized statistical rating organizations.

All Moody
’
s Ratings data, furnished by Stifel pursuant to this subscription agreement are proprietary to Stifel (or Stifel ’
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subscriber's request and for subscriber's exclusive use. No Moody ’
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’
s prior written consent (or that of Stifel
’
s licensors
’,
as applicable).

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©
2024
Stifel, Nicolaus & Company, Incorporated | Member SIPC & NYSE, One South Street, Baltimore, MD 21202
. All rights reserved.

Disclaimer
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 45 of 46 ends

Portfolio ID: 6748 - 58411

Portfolio Exceptions
Hld
Exception
Sub
Indic
Par
Book
Market
ID
Description
CUSIP
Sector
Sector
Table
Security Description
Value
Price
Price
1 7785771
Called
3133EPKC8
Treasury/Agency
Agency Bullet
AGY
FFCB 5.39 05/18/27
5,000
100.000
100.000
2 8197055
Called
3130A5DH9
AGY
FHLB 2.000 05/18/20 CALd
1,950
100.000
100.000
Portfolio Exceptions Summary
Total Par
Total Par
Total Par
% Par
Holding Count
Holding Count
Holding Count
% Count
From Customer
Excluded
In Analysis
Excluded
From Customer
Excluded
In Analysis
Excluded
341,766
6,950
334,816

2.03 %
70 2
68 2.86 %
City of Palmdale - Palmdale, CA
As of 9/30/2024

Page 46 of 46 ends

Portfolio ID: 6748 - 58411

PORTFOLIO REVIEW AND ANALYSIS
City of Palmdale - Successor Agency
Palmdale, CA
As of Date: 09/30/2024
Pricing as of: 09/30/2024
Date of Analysis: 10/10/2024
Account Executive: Bill Blackwill

Book Value
3,741
# Securities
1 Average Size (Book)
3,741
Yield at Book

0.78 Market Yield

0.78 $ Gain/Loss
0 % Gain/Loss

0.0%
Average Life

0.08 Average Life +300bps

0.08 % Price Change +100bps
-0.09
% Price Change +300bps
-0.26
Effective Duration

0.09 Effective Convexity

0.00 AFS / HTM%
100% / 0%
Fixed / Floating
100% / 0%
ESG/Green Par (000's)
$0 / $0
Portfolio Overview
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 2 of 26 ends

Portfolio ID: 6753 - 58411

Historical Portfolio Overview
09/30/2024
06/30/2024
03/31/2024
12/31/2023
Book Value
3,741
8,150
6,283
6,216
Yield at Book

0.78 0.78

0.78 0.78
Yield at Book (+100)

0.78 0.78

0.78 0.78
Yield at Book (+300)

0.78 0.78

0.78 0.78
Yield at Book (-100)

0.78 0.78

0.78 0.78
WAL

0.08 0.08

0.08 0.01
WAL (+100)

0.08 0.08

0.08 0.01
WAL (+300)

0.08 0.08

0.08 0.01
WAL (-100)

0.08 0.08

0.08 0.01
% Price Change (+100)
-0.1%
-0.1%
-0.1%

0.0%
% Price Change (+300)
-0.3%
-0.3%
-0.2%

0.0%
% Price Change (-100)

0.1%

0.1%

0.1%

0.0%
Effective Duration

0.09 0.09

0.08 0.01
Effective Convexity

0.00 0.00

0.00 0.00
$ Gain/Loss
0 0
0 0
% Gain/Loss

0.0%

0.0%

0.0%

0.0%
$ Gain/Loss (+300)
-10
-21
-16
-1
Principal Cash Flow 2 yrs out
100%
100%
100%
100%
Principal Cash Flow 2 yrs out (+100)
100%
100%
100%
100%
Principal Cash Flow 2 yrs out (+300)
100%
100%
100%
100%
Principal Cash Flow 2 yrs out (-100)
100%
100%
100%
100%
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 3 of 26 ends

Portfolio ID: 6753 - 58411

Portfolio Sector Summary
Portfolio
Par
Book
Yield
Market
% Price Change
Gain/(Loss)
Effective
AFS
Sector
%
Value
Cpn
Maturity
Value
@Bk
Value
Yield
-100
+100
+300
$
%
WAL
Dur
Cvx
%
Cash & Other (1)
100.0%
3,741

0.78 0.1 yrs
3,741

0.78 3,741

0.78 0.1
-0.1
-0.3
0 0.0%

0.08 0.09

0.00 100 %
Other (1)
100.0%
3,741

0.78 0.1 yrs
3,741

0.78 3,741

0.78 0.1
-0.1
-0.3
0 0.0%

0.08 0.09

0.00 100 %
Total (1)
100.0%
3,741

0.78 0.1 yrs
3,741

0.78 3,741

0.78 0.1
-0.1
-0.3
0 0.0%

0.08 0.09

0.00 100 %
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 4 of 26 ends

Portfolio ID: 6753 - 58411

Shocked Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
3,741
3,741
3,741
3,741
3,741
3,741
3,741
Book Value
3,741
3,741
3,741
3,741
3,741
3,741
3,741
Market Value
3,750
3,747
3,744
3,741
3,737
3,734
3,731
Gain/(Loss)
10 6
3 0
-3
-6
-10
Gain/(Loss) %

0.3%

0.2%

0.1%

0.0%
-0.1%
-0.2%
-0.3%
Gain/(Loss) % - Chg from Base

0.3%

0.2%

0.1%

0.0%
-0.1%
-0.2%
-0.3%
Book Price
100.00
100.00
100.00
100.00
100.00
100.00
100.00
Yield at Book

0.78 0.78

0.78 0.78

0.78 0.78

0.78 Market Price
100.26
100.17
100.09
100.00

99.91 99.83

99.74 Market Yield
-2.30
-1.28
-0.25

0.78 1.82

2.86 3.90
WAL

0.08 0.08

0.08 0.08

0.08 0.08

0.08 Effective Duration

0.00 0.00

0.00 0.09

0.00 0.00

0.00 Effective Convexity

0.00 0.00

0.00 0.00

0.00 0.00

0.00 City of Palmdale - Successor Agency - Palmdale, CA As of 9/30/2024

Page 5 of 26 ends

Portfolio ID: 6753 - 58411

Price Risk & Market Value Change by Sector
AFS
HTM
% Change in Market Value from Level
Eff
% Change in Market Value from Level
Eff
Sector
-100
Mkt Value
+100
+200
+300
Dur
-100
Mkt Value
+100
+200
+300
Dur
Other

0.1%
3,741
-0.1%
-0.2%
-0.3%

0.1%
Total

0.1%
3,741
-0.1%
-0.2%
-0.3%

0.1%
Scenario Market Val
3,744
3,741
3,737
3,734
3,731
Scenario Gain/Loss
3 0
-3
-6
-10
Total Portfolio (AFS + HTM):
% Change in Market Val from Level
-200 bps

0.2%
-100 bps

0.1%
Level Market Val
3,741
+100 bps
-0.1%
+200 bps
-0.2%
+300 bps
-0.3%
+400 bps
-0.3%
Effective Duration

0.09 Effective Convexity

0.00 City of Palmdale - Successor Agency - Palmdale, CA As of 9/30/2024

Page 6 of 26 ends

Portfolio ID: 6753 - 58411

Peer Group Comparison
As of
Book
G/L
Yield
Average Life
% Price Change
Effective
UST
Fix
Fix
Flt
Agy
Sm
Prv
CD &
%
%
Peer
Date
Value
%
@Bk
Base
-100
+300
-100
+100
+300
Dur
Cvx
Agy
MBS
ARM
CMO
CMO
CMBS
Bus.

Label
Muni
Corp
Oth
Fixed
AFS
1 09/24
3,942
-4.3

0.94 1.6

1.6 1.6

1.5 -1.5
-4.3

1.5 0.0
94%
0%
0%
0%
0%
0%
0%
0%
0%
0%
6%
100%
100%
2 07/24
2,976

1.2 5.44

2.0 2.0

2.0 1.9
-1.8
-5.3

1.9 0.1
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
100%
100%
100%
3 06/24
4,514
-1.4

2.08 0.4

0.4 0.4

0.4 -0.4
-1.1

0.4 0.0
89%
0%
0%
0%
0%
0%
0%
0%
0%
0%
11%
100%
100%
4 08/24
2,275
-2.4

2.78 1.8

1.8 1.8

1.7 -1.7
-4.9

1.7 0.0
46%
0%
0%
0%
0%
0%
0%
0%
0%
0%
54%
100%
100%
5 09/24
7,000
-5.1

0.94 1.9

1.9 1.9

1.9 -1.8
-5.3

1.8 0.0
100%
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
100%
100%
6 08/24
7,158
-4.0

3.15 3.1

3.1 3.4

2.5 -2.5
-7.6

2.5 -0.1
0%
14%
0%
14%
0%
0%
0%
0%
0%
0%
73%
100%
100%
7 07/24
9,113
-11.5

3.67 6.6

5.8 8.7

3.8 -4.2
-12.7

4.0 -0.3
5%
0%
0%
0%
11%
0%
0%
0%
75%
3%
5%
89%
100%
8 08/24
17,087
-2.0

3.28 1.4

1.2 2.3

1.2 -1.4
-4.7

1.3 -0.2
63%
0%
0%
0%
0%
13%
0%
0%
0%
0%
23%
100%
100%
9 08/24
18,006

0.1 5.27

1.2 1.2

1.2 1.1
-1.1
-3.3

1.1 0.0
5%
0%
0%
0%
0%
0%
0%
0%
17%
0%
78%
100%
100%
10 08/24
22,956

0.0 4.25

4.4 4.2

4.7 3.0
-3.1
-9.1

3.0 -0.1
56%
13%
0%
0%
0%
22%
9%
0%
0%
0%
0%
91%
100%
11 08/24
25,468
-3.4

1.86 1.7

1.7 1.9

1.6 -1.7
-5.0

1.6 0.0
57%
0%
0%
0%
0%
3%
0%
0%
0%
0%
40%
100%
100%
12 08/24
25,468
-3.4

1.86 1.7

1.7 1.9

1.6 -1.7
-5.0

1.6 0.0
57%
0%
0%
0%
0%
3%
0%
0%
0%
0%
40%
100%
100%
13 08/24
28,100
-2.9

0.22 0.7

0.7 0.7

0.7 -0.7
-2.0

0.7 0.0
100%
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
100%
100%
14 09/24
31,328
-4.5

1.08 1.9

1.9 1.9

1.7 -1.7
-5.1

1.7 0.0
98%
0%
0%
0%
0%
0%
0%
0%
0%
0%
2%
100%
100%
15 08/24
35,707
-1.1

3.51 1.4

1.4 2.4

1.2 -1.4
-4.7

1.3 -0.2
38%
0%
0%
0%
0%
7%
0%
0%
1%
3%
52%
100%
100%
16 08/24
37,048
-2.1

0.60 0.7

0.7 0.7

0.7 -0.7
-2.0

0.7 0.0
81%
0%
0%
0%
0%
1%
0%
0%
0%
0%
18%
100%
100%
17 09/24
38,221

0.3 3.96

1.4 1.3

1.4 1.3
-1.3
-3.8

1.3 0.0
10%
0%
0%
0%
0%
0%
0%
0%
58%
2%
29%
100%
100%
18 06/24
44,100
-1.6

11.92 1.6

1.3 1.7

1.2 -1.3
-4.0

1.2 -0.1
36%
0%
0%
0%
0%
0%
0%
0%
0%
0%
64%
100%
100%
19 07/24
49,405
-4.2

2.15 2.2

2.1 2.4

1.9 -2.0
-5.9

1.9 0.0
71%
0%
0%
0%
0%
0%
0%
0%
2%
0%
27%
100%
100%
20 08/24
52,575

2.5 5.45

2.6 2.5

2.6 2.3
-2.2
-6.5

2.3 0.1
28%
0%
0%
0%
0%
57%
0%
0%
1%
0%
14%
100%
100%
21 09/24
53,011
-2.3

2.47 1.6

1.4 1.6

1.3 -1.4
-4.3

1.4 -0.1
99%
0%
0%
0%
0%
0%
0%
0%
0%
0%
1%
100%
100%
22 09/24
55,730

0.4 5.07

1.4 1.4

2.5 1.2
-1.4
-4.8

1.3 -0.1
50%
0%
0%
0%
0%
9%
0%
0%
0%
0%
41%
100%
100%
23 06/24
69,890
-3.9

2.72 2.4

2.3 2.4

2.2 -2.1
-6.1

2.1 0.0
78%
0%
0%
0%
0%
0%
0%
0%
20%
0%
3%
100%
100%
24 08/24
99,384
-1.6

2.75 2.0

2.0 2.1

1.8 -1.8
-5.3

1.8 0.0
61%
0%
0%
0%
0%
12%
0%
0%
4%
0%
23%
100%
100%
25 06/24
109,136
-3.0

3.82 2.6

2.4 2.7

2.2 -2.2
-6.5

2.2 -0.1
68%
0%
0%
1%
0%
3%
0%
2%
0%
14%
11%
99%
100%
Avg
33,984
-2.4

3.25 2.0

1.9 2.3

1.7 -1.7
-5.2

1.7 0.0
56%
1%
0%
1%
0%
5%
0%
0%
7%
1%
29%
99%
100%
Port
3,741

0.0 0.78

0.1 0.1

0.1 0.1
-0.1
-0.3

0.1 0.0
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
100%
100%
100%
Diff
-30,243

2.4 -2.47
-1.9
-1.8
-2.2
-1.6

1.6 4.9
-1.6

0.0 -56%
-1%
0%
-1%
0%
-5%
0%
0%
-7%
-1%
71%
1%
0%
* Peer group includes Public Entitys that have received portfolio analysis from Stifel in the last three months with the closest portfolio book values.

City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 7 of 26 ends

Portfolio ID: 6753 - 58411

Summary Peer Comparison
Yield and Average Life Peer Comparison
Price Risk Peer Comparison
Each box contains the range of your peer group, the top and bottom of the boxes being the max and min. The gray box is the avg. of your peers within the range and the blue dot represents your position.

City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 8 of 26 ends

Portfolio ID: 6753 - 58411

Cash Flow and Rolloff Yield - Next 12 Months
Yield Rolloff
Month
Begin BY
Principal CF
Rolloff Yld
Ending BY
Oct 2024

0.78 3,741

0.78 Shocked Principal and Interest Cash Flow Analysis
Year
-300
-200
-100
Base
+100
+200
+300
Oct 2024
3,743
3,743
3,743
3,743
3,743
3,743
3,743
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 9 of 26 ends

Portfolio ID: 6753 - 58411

Cash Flow and Rolloff Yield - Next 10 Years
Yield Rolloff
Year
Begin BY
Principal CF
Rolloff Yld
Ending BY
2024

0.78 3,741

0.78 2025
2026
2027
2028
2029
2030
2031
2032
2033
Shocked Principal and Interest Cash Flow Analysis
Year
-300
-200
-100
Base
+100
+200
+300
2024
3,743
3,743
3,743
3,743
3,743
3,743
3,743
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 10 of 26 ends

Portfolio ID: 6753 - 58411

Sector Cash Flow - Next 12 Months
Oct 24
Nov 24
Dec 24
Jan 25
Feb 25
Mar 25
Apr 25
May 25
Jun 25
Jul 25
Aug 25
Sep 25
Bk Yld Chg
Other
Cash Flow
3,743
End BY
Total
Cash Flow
3,743
End BY
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 11 of 26 ends

Portfolio ID: 6753 - 58411

Sector Cash Flow - Next 3 Years
4Q24
1Q25
2Q25
3Q25
4Q25
1Q26
2Q26
3Q26
4Q26
1Q27
2Q27
3Q27
Bk Yld Chg
Other
Cash Flow
3,743
End BY
Total
Cash Flow
3,743
End BY
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 12 of 26 ends

Portfolio ID: 6753 - 58411

Gap Analysis - Potential Income Impact of Principal Reinvestment Assumed
Estimated
Income
Resulting
Reinvestment
Annualized
Difference from
Yield
Yield
Income
Current Book
at Book

0.25 9
-20

0.25 0.50
19 -11

0.50 0.75
28 -1

0.75 1.00
37 8

1.00 1.25
47 18

1.25 1.50
56 27

1.50 1.75
65 36

1.75 2.00
75 46

2.00 2.25
84 55

2.25 2.50
94 64

2.50 2.75
103
74 2.75

3.00 112
83 3.00

3.25 122
92 3.25

3.50 131
102

3.50 3.75
140
111

3.75 4.00
150
120

4.00 4.25
159
130

4.25 4.50
168
139

4.50 4.75
178
148

4.75 5.00
187
158

5.00 5.25
196
167

5.25 5.50
206
177

5.50 5.75
215
186

5.75 6.00
224
195

6.00 6.25
234
205

6.25 6.50
243
214

6.50 6.75
252
223

6.75 7.00
262
233

7.00 7.25
271
242

7.25 7.50
281
251

7.50 7.75
290
261

7.75 8.00
299
270

8.00 Principal Maturing(12 Mo.Horizon): $3,741
Current Yield at Book of Principal Maturing: 0.78%
Est. Annual Income at Current Yield at Book: $29
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 13 of 26 ends

Portfolio ID: 6753 - 58411

Shocked Cash Flows By Sector - Next 10 Years
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 14 of 26 ends

Portfolio ID: 6753 - 58411

Cash Flows By Sector - Next 30 Years
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 15 of 26 ends

Portfolio ID: 6753 - 58411

Cash Flow Projection By Month - Next 5 Years
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 16 of 26 ends

Portfolio ID: 6753 - 58411

Other - Summary
G/L $
G/L %
WAL
Px Chg
Dur
Cvx
Sector
Par
Maturity
Bk Price
Yield
Mkt Price
Mkt
Base
Base
Base
-100
Base
Base
Subsector
%
Value
Cpn
Next Call
Bk Value
@Bk
Mkt Value
Yield
+ 300
+ 300
+ 300
+300
+ 300
+ 300
AFS %

0.1 yrs
100.00
100.00
0 0.0%

0.08 0.1

0.09 0.00
Cash & Other (1)
100.0%
3,741

0.78 3,741

0.78 3,741

0.78 -10
-0.3%

0.08 -0.3

0.00 0.00
100.0%

0.1 yrs
100.00
100.00
0 0.0%

0.08 0.1

0.09 0.00
Total (1)
100.0%
3,741

0.78 3,741

0.78 3,741

0.78 -10
-0.3%

0.08 -0.3

0.00 0.00
100.0%
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 17 of 26 ends

Portfolio ID: 6753 - 58411

Portfolio Considerations
Par
Book
Market
Gain/
Yield
Eff.

Historical CPR
Proj. CPR
Loan
Sector
Cnt
Cpn
Maturity
Value
Price
Price
(Loss)
@ Book
WAL
Dur
1 Mo.
3 Mo.

Life
Life
Count
Yield at Book < 2%
1 0.78

0.1 yrs
3,741
100.00
100.00
0 0.78

0.1 0.09
Cash & Other
1 0.78

0.1 yrs
3,741
100.00
100.00
0 0.78

0.1 0.09
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 18 of 26 ends

Portfolio ID: 6753 - 58411

Key Portfolio Sorts
Top 10 Up 300 Market Value Changes (%)
Par
Book
Market
Yield
% Px
Δ
$ Amt
Δ
G/L
Eff.

CUSIP
Sector
Description
Cpn
Maturity
Value
Price
Price
G/L
@ Book
WAL
+300
+300
+300
Dur
INT

PLDMLLAIF
Cash & Other
LAIF

0.78 10/31/24
3,741
100.00
100.00
0 0.781

0.08 -0.26
-10
-10

0.09 AFS

0.78 3,741
100.00
100.00
0 0.781

0.08 -0.26
-10
-10

0.09 Top 10 Up 300 Market Value Changes ($)
Par
Book
Market
Yield
% Px
Δ
$ Amt
Δ
G/L
Eff.

CUSIP
Sector
Description
Cpn
Maturity
Value
Price
Price
G/L
@ Book
WAL
+300
+300
+300
Dur
INT

PLDMLLAIF
Cash & Other
LAIF

0.78 10/31/24
3,741
100.00
100.00
0 0.781

0.08 -0.26
-10
-10

0.09 AFS

0.78 3,741
100.00
100.00
0 0.781

0.08 -0.26
-10
-10

0.09 City of Palmdale - Successor Agency - Palmdale, CA As of 9/30/2024

Page 19 of 26 ends

Portfolio ID: 6753 - 58411

Key Portfolio Sorts
Top 10 Marked to Market Up 300 Loss Positions
Par
Book
Market
Yield
% Px
Δ
$ Amt
Δ
G/L
Eff.

CUSIP
Sector
Description
Cpn
Maturity
Value
Price
Price
G/L
@ Book
WAL
+300
+300
+300
Dur
INT

PLDMLLAIF
Cash & Other
LAIF

0.78 10/31/24
3,741
100.00
100.00
0 0.781

0.08 -0.26
-10
-10

0.09 AFS

0.78 3,741
100.00
100.00
0 0.781

0.08 -0.26
-10
-10

0.09 Top 10 Average Life Extension Up 300bps
Par
Book
Market
Yield
% Px
Δ
Eff.

WAL
Chg in
CUSIP
Sector
Description
Cpn
Maturity
Value
Price
Price
G/L
@ Book
+300
Dur
WAL
+300
WAL
INT

PLDMLLAIF
Cash & Other
LAIF

0.78 10/31/24
3,741
100.00
100.00
0 0.781
-0.26

0.09 0.08

0.08 0.00
AFS

0.78 3,741
100.00
100.00
0 0.781
-0.26

0.09 0.08

0.08 0.00
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 20 of 26 ends

Portfolio ID: 6753 - 58411

Other - CUSIP Detail
Coupon
Step
Gain/(Loss)
% Px
Δ
Effective
Par
Type
Date
Proj.Mat.

Bk Price
Yield
Mkt Price
%
-100
Dur
ESG/G
r
CUSIP
Ticker
Value
Rate
Rate
Final Mat.

Bk Value
@ Bk
Mkt Value
Mkt Yield
$
+300
Cvx
Intent
Fixed
10/24
100.00
100.00

0.0%

0.1 0.09

PLDMLLAIF
3,741

0.780
10/31/24
3,741

0.78 3,741

0.78 0
-0.3

0.00 AFS
100.00
100.00

0.0%

0.1 0.09
Cash & Other
3,741

0.780
3,741

0.78 3,741

0.78 0
-0.3

0.00 100.00
100.00

0.0%

0.1 0.09
Total
3,741

0.780
3,741

0.78 3,741

0.78 0
-0.3

0.00 City of Palmdale - Successor Agency - Palmdale, CA As of 9/30/2024

Page 21 of 26 ends

Portfolio ID: 6753 - 58411

Shocked CUSIP Analysis
-300
-200
-100
Base
+100
+200
+300
Par Value
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
$ Amt
Δ
% Px
Δ
CUSIP
Coupon
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Mkt Px
Mkt Yld
Description
Maturity
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
Dur
WAL
3,741
10 0.26%
6 0.17%
3 0.09%
0 0.00%
-3
-0.09%
-6
-0.17%
-10
-0.26%

PLDMLLAIF

0.78 100.26
-2.30
100.17
-1.28
100.09
-0.25
100.00

0.78 99.91

1.82 99.83

2.86 99.74

3.90 LAIF
10/31/2024

0.00 0.08

0.00 0.08

0.00 0.08

0.09 0.08

0.00 0.08

0.00 0.08

0.00 0.08
Other
3,741
10 0.26%
6 0.17%
3 0.09%
0 0.00%
-3
-0.09%
-6
-0.17%
-10
-0.26%

0.78 100.26
-2.30
100.17
-1.28
100.09
-0.25
100.00

0.78 99.91

1.82 99.83

2.86 99.74

3.90 0.00

0.08 0.00

0.08 0.00

0.08 0.09

0.08 0.00

0.08 0.00

0.08 0.00

0.08 Total
3,741
10 0.26%
6 0.17%
3 0.09%
0 0.00%
-3
-0.09%
-6
-0.17%
-10
-0.26%

0.78 100.26
-2.30
100.17
-1.28
100.09
-0.25
100.00

0.78 99.91

1.82 99.83

2.86 99.74

3.90 0

0.00 0.08

0.00 0.08

0.00 0.08

0.09 0.08

0.00 0.08

0.00 0.08

0.00 0.08
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 22 of 26 ends

Portfolio ID: 6753 - 58411

Portfolio Changes
New Securities 6/2024-9/2024
CUSIP
Sector
Security Description
Maturity
Coupon
Original Face
Book Price
Intent

PLDMLLAIF
Other
LAIF
10/31/2024

0.78 3,740,658
100.00
AFS
Securities Sold/Redeemed 6/2024-9/2024
CUSIP
Sector
Security Description
Maturity
Coupon
Original Face
Book Price
Intent
Redemption Type

PLMDLLAIF
Other
LAIF
07/31/2024

0.78 8,150,477
100.00
AFS
Sold/Redeemed
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 23 of 26 ends

Portfolio ID: 6753 - 58411

Shocked Assumptions
Scenarios
Down 300
Down 200
Down 100
Base
Up 100
Up 200
Up 300
Shift Amount
-300
-200
-100
0 100
200
300
Curve Slope Change
0 0
0 0
0 0
0 Shock Horizon
Immediate
Immediate
Immediate
Immediate
Immediate
Immediate
Immediate
Curve Type
Static
Static
Static
Static
Static
Static
Static
Valuation Date
2024-09-30
2024-09-30
2024-09-30
2024-09-30
2024-09-30
2024-09-30
2024-09-30
City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

Page 24 of 26 ends

Portfolio ID: 6753 - 58411

Report Assumptions
Assumptions
·

Calculation Engine
The Yield Book © and ZM Financial
·

Cash Flow Model
The Yield Book ©
·

Curve Date
Same as Portfolio As Of Date
·

Curve Type Used
Swap Curve
·

Curve Shape
Immediate Sustained Parallel Shocks
·

Price Shock Methodology
Constant OAS for fixed rate securities; immediate market shift for floating rate securities ·

Horizon Period
Immediate Time Horizon
·

Reinvestment Rate
3 Month T-Bill
·

Cost of Funds

1.00%
·

Tax Rate

21.0%
Additional Information
Rolloff Yield
- Rolloff Yield is the weighted average yield of the cashflows (maturities, calls and paydowns) that roll off during the noted time period. Ending Yield at Book is the weighted average yield of the remaining securities at the noted time period.

Shocked Scenarios
- All shocked scenarios are instant and parallel and assume a sustained rate cycle from that point on. LIBOR OAS is held constant in order to generate shocked market scenarios and The Yieldbook was used to generate the projected cash flows. In shocked scenarios, 0.01% is considered the floor.

Bonds Likely to be Called
- The page identifies all callable agencies which will either be called or mature in the next 12 months in any of the shocked scenarios. The methodology used to determine the call assumes a small internal margin to account for the "cost to call." Municipals
- For taxable institutions, the above tax rate detailed - along with TEFRA adjustments for BQs - is used to calculate TEY unless otherwise input. Ratings are a blend of Moody's and Standard & Poors.

Duration
- Duration in the shocked detail section is generated by Yield Book.

Original Face
- If original face was not supplied, original face was estimated by dividing current face by current factor.

Yields
-
All yields are Yield to Projected Scenario. (Assumes 100% of The Yield Book prepayment model).

City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

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Portfolio ID: 6753 - 58411

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City of Palmdale - Successor Agency - Palmdale, CA
As of 9/30/2024

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Portfolio ID: 6753 - 58411

City Council Staff Report
DATE: NOVEMBER 6, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: OPERATIONS DEPARTMENT

FINANCE DIVISION
DISTRICT: ALL
SUBJECT: ADOPT RESOLUTION NO. CC 2024 -081, A RESOLUTION OF THE

CITY COUNCIL OF THE CITY OF PALMDALE OF CONSIDERATION

TO ALTER THE RATE AND METHO D OF APPORTIONMENT OF

SPECIAL TAXES FOR THE CITY OF PALMDALE COMMUNITY
FACILITIES DISTRICT NO. 2022 -3 (RITTER RANCH PHASE 1

PUBLIC FACILITIES)

RECOMMENDATION
Staff recommends that the City Council adopt Resolution No. CC 2024 -081, a Resolution of the City Council of the City of Palmdale of consideration to alter the Rate and Method of Special Tax for the City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities).

BACKGROUND
In September 2022, RdR Development Holdings, LLC (RdR), the property owner of the Ritter Ranch property (Project), requested that the City form a new community facilities district for the Phase 1 property p ortion of the Project to fund public infrastructure and improvements necessary for the development. Phase 1 is expected to include up to 1,180 residential units. The City formed the City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities) (“CFD 2022-3”) in late 2022.

At the same time, the City formed the City of Palmdale Community Facilities District No. 2022-2 (“CFD 2022-2”) to pay for City services required as a result of the development of Phase 1.

Since the formation of CFD 2022 -3, RdR has been involved in discussions with homebuilders and has developed different strategies over time with respect to the tax rates to be levied in Phase 1. RdR has requested that the City proceed with altering the current Amended and Restated Rate and Method of Apportionment of Special Taxes prior to the approval of the first series of Special Tax Bonds for CFD 2022 -3 (“Bonds”), expected to be issued in the coming months.

Report to Mayor and City Council
Adopt Resolution CC 2024-081
November 6, 2024

Page 2 ends

DISCUSSION
During the CFD 2022-3 formation process, special tax rates were established pursuant to a Rate and Method of Apportionment of Special Taxes (“2022 RMA”), which is the document that governs how special taxes will be levied on property within CFD 2022-3.

The special tax rates for CFD 2022-3 to pay for Bonds issued to fund public facilities were designed so that the total property tax burden on each dwelling unit will not exceed 2% of the projected/assumed assessed value of such property. This tax burden incorporates all ad valorem taxes – the 1% general levy and any school, college, or AVEK general obligation bond tax levy – as well as any special assessments or fees included on the property tax bill. These additional special assessments also include the special taxes for the City’s Services CFD 2022-2, which is contiguous with the property in CFD 2022-3.

By early 2024, RdR had filed Tentative Tract Maps and had a clear idea of the lot sizes in Phase 1. Further, home prices had declined, and to calculate any adjustments to the maximum CFD 2022-3 special tax rates, the City commissioned a new Price Point Study (“2023 PPS”) to determine a reasonable sales price for each unit type proposed for Phase 1. As a result of the prices shown in the 2023 PPS, as well as adjustments needed resulting from better lot size information, special tax rates were reduced, and lot size adjustments were made to the 2022 RMA. In addition, RdR requested an additional special tax reduction to be applied to the first three tracts they expected to sell to merchant builders. The City’s Special Tax Consultant prepared an Amended and Restated Rate and Method of Apportionment of Special Tax (“Amended RMA”) to take these various factors into account and include the special tax rate adjustments. The Amended RMA was approved in March 2024.

Since March 2024, RdR has continued discussions with merchant builders. Although the overall concept is the same – to provide lower taxes for the initial tracts to be sold to homebuilders, the specific tracts that RdR may want to market first may change. To that end, it is beneficial to remove the three specific tracts designated with lower tax rates from the Amended RMA and provide for a tract-by-tract reduction in tax rates administratively when the marketing plan is more clearly defined in early 2025.

Achieving this flexibility requires the approval of a Second Amended and Restated Rate and Method of Apportionment of Special Tax (“Second Amended and Restated RMA”).

The City Council can now consider adopting a resolution of consideration to alter the Amended RMA for CFD 2022-3 to provide this flexibility.

Future Actions
The resolution sets a time and place for the public hearing on the alteration of the Amended RMA for CFD 2022-3, which is proposed to be December 18, 2024, at 5 pm.

Report to Mayor and City Council
Adopt Resolution CC 2024-081
November 6, 2024

Page 3 ends

On that date, the City Council will conduct the public hearing and take related actions required to alter the Amended RMA for CFD 2022-3.

FISCAL IMPACT
$0; there is no fiscal impact associated with the proposed action.

Special taxes levied on undeveloped property or developed homes within CFD 2022-3 will pay debt service on Bonds issued to finance public facilities necessary to proceed with the proposed residential development of up to 1,180 new dwelling units. The special taxes levied on property in CFD 2022-3 have no fiscal impact on the City. The issuance of any CFD 2022-3 Bonds will be the subject of a future City Council resolution.

The preparation cost for the Second Amended and Restated RMA is paid from funds deposited with the City by RdR for this purpose

STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability.

A. Seek innovative, cost-effective, customer-focused methods of service delivery.

C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Janelle Samson, Director of Operations
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, City Manager
Approved as to form: William P. Curley, III, City Attorney

ATTACHMENTS
Reso No. CC 2024-081

CITY COUNCIL

CITY OF PALMDALE, CALIFORNIA
RESOLUTION NO. CC 2024 -081

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALMDALE

OF CONSIDERATION TO ALTER THE RATE AND METHOD OF

APPORTIONMENT OF SPECIAL TAXES FOR THE CITY OF PALMDALE COMMUNITY FACILITIES DISTRICT NO. 2022-3 (RITTER RANCH
PHASE 1 PUBLIC FACILITIES)
WHEREAS, on October 24, 2022, this City Council adopted Resolution No. CC 2022-109 (the “Resolution of Formation”) forming City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Improvements) (the “District”) pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, constituting Chapter

2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311, of the California Government Code (the “Act”), for the purpose of financing certain public improvements (the “Facilities”), as further provided in the Resolution of Formation; and WHEREAS, under proceedings pursuant to the Resolution of Formation and the Act, the City Council authorized the levy of a special tax (the “Special Tax”) on real property in the District, as specified in the Rate and Method of Apportionment for City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities) (the “Original Rate and Method”), with the proceeds of the Special Tax to be used to pay debt service on special tax bonds issued for the District to finance the Facilities and administrative expenses related to the District; and WHEREAS, on February 21, 2024, this City Council adopted Resolution No. CC 2024-019 to consider proceedings to amend provisions of the Original Rate and Method and adopted an Amended and Restated Rate and Method of Apportionment of Special Taxes (the “Amended Rate and Method”), and such Amended Rate and Method was approved by the voters of the District on March 20, 2024; and WHEREAS, the owner of all of the property in the District, RdR Development Holdings, LLC, has requested that the City Council take the actions necessary to alter the Amended Rate and Method; and
WHEREAS, the City Council now desires to undertake the proceedings required by the Act to authorize the District to alter the Amended Rate and Method.

Resolution No. CC 2024-081

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NOW THEREFORE, BE IT RESOLVED, THE CITY COUNCIL OF THE CITY OF

PALMDALE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:

SECTION 1. The City Council hereby finds as follows:
(a) The public convenience and necessity require the proposed changes specified in the preceding recitals;
(b) there are not any persons registered to vote within the territory of the District;
(c) pursuant to Section 53326 of the California Government Code, the vote in the special election on the changes which are proposed by this resolution, if it is held, shall, therefore, be by the landowners within the District, with each landowner of record at the close of the public hearing having one vote for each acre or portion of an acre of land that he or she owns within the District; and
(d) that public convenience and necessity require that the Amended Rate and Method be changed.

SECTION 2. The name of the District is “City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities),” and the territory included in the District is as shown on the map of the District recorded on September 26, 2022 in Book 196 of Maps of Assessment and Community Facilities Districts at Page 37 (Instrument No. 20220937555), in the Office of the County Recorder for the County of Los Angeles, State of California.

SECTION 3. It is proposed that the Amended Rate and Method be amended and restated with the adoption of the Second Amended and Restated Rate and Method of Apportionment of the Special Taxes as set forth in Exhibit A attached hereto and by this reference incorporated herein
SECTION 4.Wednesday, December 18, 2024, at 5:00 p.m., in the regular meeting place of this City Council, Council Chambers, City Hall, 38300 Sierra Highway, Suite B, Palmdale, California, are hereby designated as the time and place when and where this City Council, as legislative body for the District, will conduct a public hearing on the proposed alteration of the rate and method of apportionment of the special tax to be as set forth in Exhibit A hereto, and consider and finally determine whether the public interest, convenience and necessity require the amendment and restatement of the Amended Rate and Method, as described above.

SECTION 5. Description of Voting Procedures. Since less than 12 persons are registered to vote within the territory of the District, pursuant to Section 53326 of the California Government Code (“Section 53326”), the vote in the special election on the changes which are proposed by this resolution will be by the landowners of the property Resolution No. CC 2024-081

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located within the District, with each landowner of record at the close of the public hearing having one vote for each acre or portion of an acre of land that he or she owns within the District, and the special election shall be conducted as a mail ballot election.

The special election shall be conducted by the City Clerk. The special election shall be held on the earliest date, following the conclusion of the public hearing, as may be selected by the City Council, pursuant to Section 53326, or such earlier date as the owners of land of the District and the City Clerk agree and concur is acceptable.

Pursuant to Section 53326, the special election may be held earlier than 90 days following the close of the public hearing if the qualified electors of the District waive the time limits for conducting the election set forth in Section 53326 by unanimous written consent and the City Clerk concurs in such earlier election date as shall be consented to by the qualified electors. Pursuant to Section 53326, ballots for the special election shall be distributed to the qualified electors by the City Clerk by mail with return postage prepaid, or by personal service, and the special election shall be conducted in conformance with the applicable requirements of Section 53326, 53327 and 53327.5 of the California Government Code. The procedures set forth in this section for conducting the special election, if it is held, may be modified as the City Council may determine to be necessary or desirable by a resolution subsequently adopted by the City Council.

SECTION 6. The City Clerk is hereby directed to cause notice of the public hearing to be given by publication one time in a newspaper of general circulation circulated within the District. The publication of the notice shall be completed at least seven (7) days before the date herein set for the public hearing. The notice shall be substantially in the form of Exhibit B hereto.

SECTION 7. The City Clerk shall certify to the adoption of this resolution.

PASSED, APPROVED and ADOPTED this 06 day of November 2024. _________________________________
Approved as to form: Austin Bishop, Mayor
ATTEST:
___________________________ _________________________________ William P. Curley, III Rochelle Scott, City Clerk
City Attorney
Resolution No. CC 2024-081

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I, Rochelle Scott, City Clerk of the City of Palmdale, California, do hereby certify that the foregoing resolution was duly passed, approved, and adopted by the City Council of the City of Palmdale at a regular meeting of said Council held on the 6 th day of November, 2024 by the following roll call vote:

AYES:

NOES:___________________________________________________________ ABSTAIN:______________________ABSENT:___________________________ Date:

Rochelle Scott, City Clerk
Resolution No. CC 2024-081

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EXHIBIT A

SECOND AMENDED AND RESTATED

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAXES

FOR CITY OF PALMDALE
COMMUNITY FACILITIES DISTRICT NO. 2022-3
(RITTER RANCH PHASE 1 PUBLIC FACILITIES)
A Special Tax, as hereinafter defined, shall be levied and collected in the City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities) (“CFD No. 2022-3”) each Fiscal Year commencing in Fiscal Year 2023/24, in an amount determined by the application of the procedures below. All Taxable Property, as hereinafter defined, unless exempted by law or by the provisions hereof, shall be taxed for the purposes, to the extent and in the manner herein provided.

A. DEFINITIONS
The terms hereinafter set forth have the following meaning:
“Accessory Dwelling Unit” or “ADU” means all Assessor’s Parcels of Residential Property for which a building permit(s) has been issued for an “Accessory Dwelling Unit” as defined in California Government Code Section 65852.2(j)(1), as may be amended from time to time, that is accessory to a primary Unit. The ADU may be located on the same Assessor’s Parcel as the primary Unit that is the primary Unit or on a separate Assessor’s Parcel. For purposes of clarification, where an ADU and primary Unit are on the same Assessor’s Parcel, the ADU located on such Assessor’s Parcel is considered a separate Unit from the primary Unit on such Assessor’s Parcel for purposes of the Special Tax. Should an Assessor’s Parcel contain only an ADU, such Assessor’s Parcel will be taxed as an ADU Unit only.
"Acre” or “Acreage" means the land area of an Assessor’s Parcel as shown on an Assessor’s Parcel Map. In the event that the Assessor’s Parcel Map shows no acreage, the Acreage for any Assessor’s Parcel may be determined by the CFD Administrator based upon, in the CFD Administrator’s discretion, the applicable condominium plan, final map, parcel map, Assessor’s Data or by using available spatial data and GIS.
"Act" means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5 of Part 1, Division 2 of Title 5 of the Government Code of the State. "Administrative Expenses" means the actual or reasonably estimated costs directly related to the administration of CFD No. 2022-3 including, but not limited to, the following: the costs of any paying agents/fiscal agents/trustees related to CFD No. 2022-3 Bond payments (including the fees and expenses of related counsel); the costs of computing the Annual Special Tax Requirement, the Special Taxes and of preparing the collection schedules for the Special Taxes; the costs of collecting the Special Taxes, including any charges levied by the County Auditor’s Office, County Tax Collector’s Office or County Treasurer’s Office; the costs of the City or designee in complying Resolution No. CC 2024-081

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with the disclosure requirements associated with applicable federal and state securities laws, or otherwise related to CFD No. 2022-3 or CFD No. 2022-3 Bonds; the City’s annual administration fees and third party expenses; costs of responding to public inquiries regarding the Special Taxes; the costs of the City or designee related to an appeal of the Special Tax or interpretation of this Rate and Method of Apportionment of Special Taxes; amounts needed to pay any required arbitrage rebate to the federal government related to CFD No. 2022-3 Bonds; the costs associated with the release of funds from any escrow account; and the costs of commencing and pursuing to completion any foreclosure action arising from delinquent Special Taxes in CFD No. 2022-3.

Administrative Expenses shall also include amounts estimated or advanced by the City or CFD No. 2022-3 for any other administrative purposes of CFD No. 2022-3. "Annual Special Tax Requirement" means that amount required in any Fiscal Year for CFD No. 2022-3 to (1) pay Debt Service on all Outstanding CFD No. 2022-3 Bonds due in the Debt Year that commences in such Fiscal Year; (2) pay debt service on bonds expected to be issued by CFD No. 2022-3 due in the Debt Year that commences in such Fiscal Year; (3) Administrative Expenses; (4) provide any amount required to establish or replenish a reserve fund in connection with any CFD No. 2022-3 Bonds; (5) provide an amount equal to reasonably anticipated Special Tax delinquencies based on the delinquency rate for Special Taxes levied in the previous Fiscal Year as determined by the CFD Administrator, as limited by the Act, and without duplicating any amounts described in clauses (3) or (4). The amounts referred to in clauses (1) through (5) of the preceding sentence may be reduced in any Fiscal Year (in the City's sole discretion) by (i) surplus balances in funds and accounts for CFD No. 2022-3 Bonds to the extent that such balances are available to apply against Debt Service pursuant to the Indenture, (ii) proceeds from the collection of penalties associated with delinquent Special Tax, and (iii) any other revenues available to pay Debt Service on the Outstanding CFD No. 2022-3 Bonds or other indebtedness as determined by the CFD Administrator.
“Assessor’s Data” means the property characteristic data compiled and maintained by the County Assessor for each Assessor’s Parcel, including, but not limited to, Assessor’s Parcel Number, Acreage, Building Square Footage, Lot Square Footage and Units. "Assessor’s Parcel" or “Parcel” means a lot or parcel shown in an Assessor’s Parcel Map with an assigned Assessor’s Parcel Number.
"Assessor’s Parcel Map" means an official map of the County Assessor designating parcels by Assessor’s Parcel Number.
“Assessor’s Parcel Number” or “APN”means, with respect to an Assessor’s Parcel, that number assigned to such Assessor’s Parcel by the County for purposes of identification. “Assigned Special Tax” means the Assigned Special Tax determined in accordance with Section C below, that can be levied in any Fiscal Year on any Assessor’s Parcel of Taxable Property. "Backup Special Tax" means the Backup Special Tax applicable to each Assessor’s Parcel of Developed Property, as determined in accordance with the applicable subsection of Section C below.

Resolution No. CC 2024-081

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“Building Permit” means a permit issued by the City for new construction of a residential or non- residential building on an Assessor’s Parcel.
“Building Square Feet” or “BSF” means all of the square footage of living area within the perimeter of a residential structure, not including any carport, walkway, garage, overhang, patio, enclosed patio, or similar area. The determination of Building Square Feet shall be made by reference to the building permit(s) issued for such residential dwelling unit. In the event that the building permit does not show Building Square Feet, other records of the City or Assessor’s Data shall be used as determined by the CFD Administrator.
"CFD Administrator" means an official of the City, or designee thereof, responsible for determining the Annual Special Tax Requirement, and otherwise providing for the levy and collection of the Special Taxes.
"CFD No. 2022-3" means City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities), established by the City Council pursuant to the Act. “CFD No. 2022-3 Bonds” means bonds or other Debt (as defined in section 53317 of the Act), whether in one or more series, issued or assumed by or on behalf of the City for CFD No. 2022-3 under the Act, and secured by pledge of the Special Taxes. “City” means the City of Palmdale, California.
“City Council” means the City Council of the City, acting as the legislative body of CFD No. 2022-3.
"County" means the County of Los Angeles, California.
“Debt Service” means for each Debt Year, the total amount of principal and interest due on any Outstanding CFD No. 2022-3 Bonds.
“Debt Year” means the twelve (12) month period ending on the second debt service payment date of each calendar year.
"Developed Property" means, in any Fiscal Year, all Taxable Property in CFD No. 2022-3 for which a Building Permit for new construction was issued by the City prior to March 1 of the preceding Fiscal Year.
“Exempt Property” means all property located within the boundaries of CFD No. 2022-3 which is exempt from the Special Tax pursuant to Section E below. “Final Map Property” means, in any Fiscal Year, all Taxable Property, exclusive of Developed Property, Taxable Property Owner Association Property, and Taxable Public Property, for which a Final Subdivision Map has recorded prior to January 1 of the preceding Fiscal Year. "Final Subdivision Map" means a final subdivision map, parcel map or lot line adjustment, approved by the City pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or recordation of a condominium plan pursuant to California Civil Code 4285, that Resolution No. CC 2024-081

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creates individual lots for which Building Permits may be issued without further subdivision of such property.
"Fiscal Year" means the period starting July 1 and ending on the following June 30. “GIS” or “Geographic Information System” means a system designed to capture, store, manipulate, analyze, manage, and present spatial or geographic data. “Indenture” means the indenture, fiscal agent agreement, resolution, or other instrument pursuant to which CFD No. 2022-3 Bonds are issued, as modified, amended, and/or supplemented from time to time, and any instrument replacing or supplementing the same. “Land Use Class” means any of the classes listed in Table 1. “Lot Square Feet” or “LSF” means, for any Assessor’s Parcel, the Acreage divided by 43,560. "Maximum Special Tax” means the Maximum Special Tax, determined in accordance with Section C below, that can be levied in any Fiscal Year on any Assessor’s Parcel of Taxable Property.
“Non-Residential Property” means, in any Fiscal Year all Assessor’s Parcels of Developed Property for which a building permit(s) was issued for a structure intended for non-residential use. “Open Space Property” means property within the boundaries of CFD No. 2022-3 which (i) has been designated with specific boundaries and Acreage on a final subdivision map as open space, (ii) has been irrevocably offered for dedication as open space to the federal government, the State, the County, the City, or any other public agency, or (iii) is encumbered by an easement or other restriction required by the City limiting the use of such property to open space. “Outstanding CFD No. 2022-3 Bonds”means all CFD No. 2022-3 Bonds which are outstanding under and in accordance with the provisions of the Indenture. “Property Owner’s Association” or “POA” means any duly constituted property owner’s association. As used in this definition, a Property Owner’s Association includes any home- owner’s association, condominium owner’s association, master or sub-association or non- residential owner’s association.
“Property Owner’s Association Property” means any property within the boundaries of CFD No. 2022-3 which is (a) owned by a Property Owner’s Association or (b) designated with specific boundaries and acreage on a final subdivision map as Property Owner Association Property. "Proportionately" means, for Developed Property, that the ratio of the actual Special Tax levy to the Assigned Special Tax or the Backup Special Tax is equal. For Final Map Property, “Proportionately” means that the ratio of the actual Special Tax Levy to the Assigned Special Tax or the Backup Special Tax is equal. For Undeveloped Property, “Proportionately” means that the ratio of the actual Special Tax levy per Acre to the Maximum Special Tax per Acre is equal. “Public Property” means any property within the boundaries of CFD No. 2022-3 which (i) is owned by a public agency, (ii) has been irrevocably offered for dedication to a public agency, or Resolution No. CC 2024-081

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(iii) is designated with specific boundaries and Acreage on a final subdivision map as property which will be owned by a public agency. For purposes of this definition, a public agency includes the federal government, the State, the County, the City, school districts, or any other governmental agency.
“Rate and Method of Apportionment” means this Second Amended and Restated Rate and Method of Apportionment of Special Taxes for CFD No. 2022-3. “Residential Property” means all Assessor’s Parcels of Developed Property for which a Building Permit has been issued for purposes of constructing one or more residential Units. “Ritter Ranch Specific Plan”means Specific Plan 89-02 approved by the City on March 3, 1992 by Ordinance No. 964, as amended on October 11, 1995 by Ordinance No. 1076 (Specific Plan Amendment 95-1-RR).
“Single Family Residential Attached Property” means all Assessor’s Parcels of Residential Property for which a building permit(s) has been issued for (i) an attached residential structure or (ii) property with a single family attached designation according to the Ritter Ranch Specific Plan including detached and paired townhomes.
“Single Family Residential Detached Property” means all Assessor’s Parcels of Residential Property for which a building permit(s) has been issued for a detached residential structure intended as a single primary Unit.
"Special Tax(es)" means the special tax or special taxes to be levied in each Fiscal Year on each Assessor’s Parcel of Taxable Property within CFD No. 2022-3 to fund the Annual Special Tax Requirement.
"State" means the State of California.
"Taxable Property" means all the Assessor’s Parcels within the boundaries of CFD No. 2022-3 that are not exempt from the Special Tax pursuant to law or Section E below. “Taxable Property Owner Association Property” means all Assessors Parcels of Property Owner Association Property that are not exempt pursuant to Section E herein. “Taxable Public Property” means all Assessors Parcels of Public Property that are not exempt pursuant to Section E herein.
“Tract” means the reference to a unique number that identifies a particular tentative or Final Subdivision Map.
"Trustee" means the trustee or fiscal agent or paying agent acting as such under the applicable Indenture.
“Undeveloped Property” means, for each Fiscal Year, all Taxable Property not classified as Developed Property, Final Map Property, Taxable Property Owner Association Property, or Taxable Public Property.

Resolution No. CC 2024-081

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“Unit” means (i) for Single Family Residential Attached Property, an individual single family attached residential unit or property with a single family attached designation according to the Ritter Ranch Specific Plan, (ii) for Single Family Residential Detached Property, an individual single family detached residential unit. The number of Units assigned to each Assessor’s Parcel may be determined by (i) referencing Assessor’s Data, (ii) site surveys and physical unit counts, and/or (iii) other research by the CFD Administrator.
“Welfare Exempt Property” means, in any Fiscal Year, all Parcels within the boundaries of CFD No. 2022-3 that (a) have been granted a welfare exemption by the County under subdivision (g) of Section 214 of the Revenue and Taxation Code indicated in the Assessor’s Data finalized as of January 1 of the previous Fiscal Year, and (b) are exempt from the Special Tax pursuant to Section 53340(c) of the Act. Pursuant to Section 53340(c) of the Act, after the issuance of the first series of CFD No. 2022-3 Bonds, as applicable, any Assessor’s Parcels that received a welfare exemption under subdivision (g) of Section 214 of the Revenue and Taxation Code shall not be classified as Welfare Exempt Property and will be subject to the Special Tax.

B. ASSIGNMENT TO LAND USE CATEGORIES
Each Fiscal Year, the CFD Administrator shall determine the Assessor’s Parcel Numbers for all Taxable Property within CFD No. 2022-3 for the then-current Fiscal Year. To the extent a Parcel or Parcels of Taxable Property are subdivided, consolidated, or otherwise reconfigured, the Maximum Special Tax shall be assigned to the new Assessor’s Parcels Numbers pursuant to Section C. The CFD Administrator shall also determine: (i) which Parcels are Developed Property, Final Map Property, Undeveloped Property, Taxable Property Owner Association Property and Taxable Public Property; (ii) the number of Units or Acreage each Parcel contains; (iii) the property type, i.e., Single Family Residential Attached Property, Single Family Residential Detached Property, Accessory Dwelling Unit, Non-Residential Property, etc.; (iv) the Tract where the Assessor’s Parcel is located; and (v) the Annual Special Tax Requirement for the Fiscal Year.

The Assigned Special Tax for Single Family Residential Attached Property shall be based on the number of Units on such Assessor’s Parcel and the Building Square Feet of the Units located on such Assessor’s Parcel and, if applicable, on the Tract where the Assessor’s Parcel is located. The Assigned Special Tax for Single Family Detached Property shall be based on the number of Units on such Assessor’s Parcel, the Building Square Feet of the Units located on such Assessor’s Parcel, the Lot Square Feet of such Assessor’s Parcel, and, if applicable, the Tract where the Assessor’s Parcel is located. The Assigned Special Tax for Non-Residential Property, Taxable Property Owner Association Property and Taxable Public Property shall be based on the Acreage of the Assessor’s Parcel and, if applicable, the Tract where the Assessor’s Parcel is located.

C. MAXIMUM SPECIAL TAX RATES

1. Developed Property
The Maximum Special Tax for each Assessor’s Parcel of Developed Property shall be the greater of (i) the amount derived by application of the Assigned Special Tax or (ii) the amount derived by application of the Backup Special Tax.
a. Assigned Special Tax
Resolution No. CC 2024-081

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The Assigned Special Tax for each Assessor’s Parcel of Developed Property is shown in Table 1
TABLE 1

ASSIGNED SPECIAL TAX FOR DEVELOPED PROPERTY
FISCAL YEAR 2025/26
Land
Use
Class Description
Building Square
Feet Lot Square Feet Assigned
Special Tax
1-A Single Family Attached
Property >= 1,900 BSF N/A $2,692.56 per
Unit
2-A Single Family Attached
Property < 1,900 BSF N/A $2,140.10 per
Unit
1-B Single Family Detached
Property >= 2,600 BSF <= 5,999 LSF $3,519.67 per
Unit
2-B Single Family Detached
Property
=2,300 - < 2,600
BSF <= 5,999 LSF $3,172.18 per
Unit
3-B Single Family Detached
Property < 2,300 BSF <= 5,999 LSF $2,758.10 per
Unit
1-C Single Family Detached
Property >= 3,300 BSF > 5,999 - = 6,999
LSF
$4,253.16 per
Unit
2-C Single Family Detached
Property
=3,000 - < 3,300
BSF
> 5,999 - = 6,999
LSF
$3,977.45 per
Unit
3-C Single Family Detached
Property < 3,000 BSF > 5,999 - = 6,999
LSF
$3,563.37 per
Unit
1-D Single Family Detached
Property >= 3,300 BSF > 6,999 LSF $4,597.53 per
Unit
2-D Single Family Detached
Property < 3,300 BSF > 6,999 LSF $4,037.79 per
Unit
1-E Accessory Dwelling Unit N/A N/A See below
2-E Non-Residential Property N/A N/A $23,441.25 per
Acre
The Assigned Special Tax for an Accessory Dwelling Unit shall be calculated as a percentage of the Assigned Special Tax for the primary Unit the ADU is accessory to, based on Building Square Footage. For example, if a primary Unit in Land Use Class 1- A of 2,000 BSF has an ADU of 800 BSF, the Assigned Special Tax for the ADU shall be calculated by the following steps:

1. 800 BSF / 2,000 BSF = 0.40 or 40%
$2,692.56 Assigned Special Tax per Unit x 40% = $1,077.02 Assigned Special Tax for such ADU
b. Backup Special Tax
Resolution No. CC 2024-081

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The Fiscal Year 2025/26 aggregate Backup Special Tax attributable to property within a Final Subdivision Map will equal $23,441.25 multiplied by the Acreage of all Taxable Property located within such Final Subdivision Map, excluding Acreage associated with current or expected Taxable Public Property and Taxable Property Owner Association Property.

The Backup Special Tax for each Assessor’s Parcel of Residential Property in a Final Subdivision Map shall be computed by dividing the aggregate Backup Special Tax attributable to all Assessor’s Parcels of Taxable Property for which building permits for residential construction have or may be issued, as determined in the preceding paragraph, by the number of such Assessor’s Parcels (i.e., the number of residential lots).

Notwithstanding the foregoing, if all or any portion of a Final Subdivision Map is subsequently changed or modified, then the Backup Special Tax for each Assessor’s Parcel of Residential Property in such Final Subdivision Map, or the portion thereof that is changed or modified, shall be a rate per Acre calculated as follows:

1. Determine the total Backup Special Taxes anticipated to apply to the changed or modified portion of the Final Subdivision Map prior to the change or modification.

2. Divide the amount determined pursuant to paragraph 1 above by the total Acreage of Residential Property excluding Taxable Public Property and Taxable Property Owner Association Property which is ultimately expected to exist in such changed or modified Final Subdivision Map area, as reasonably determined by the CFD Administrator.

The result is the Backup Special Tax per Acre which shall be applicable to all Assessor's Parcels of Residential Property in such changed or modified Final Subdivision Map. c. Increase in the Assigned Special Tax and Backup Special Tax On each July 1, commencing on July 1, 2026 and ending on 2038/39, the Assigned Special Tax and the Backup Special Tax for Developed Property and Final Map Property shall be increased by an amount equal to two percent (2%) of the amount in effect for the previous Fiscal Year.
d. Multiple Land Use Classes
In some instances, an Assessor’s Parcel of Developed Property may contain more than one Land Use Class. The Special Tax levied on an Assessor’s Parcel shall be the sum of the Special Tax for all Land Use Classes located on that Assessor’s Parcel.

2. Final Map Property, Undeveloped Property, Taxable Property Owner Association Property, and Taxable Public Property
a. Maximum Special Tax
The Maximum Special Tax for each Assessor’s Parcel of Final Map Property, Undeveloped Property, Taxable Property Owner Association Property, and Taxable Public Property shall be $23,441.25 per Acre in Fiscal Year 2025/26.
b. Increase in the Maximum Special Tax
Resolution No. CC 2024-081

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On each July 1, commencing on July 1, 2026 and ending on 2038/39, the Maximum Special Tax for Final Map Property, Undeveloped Property, Taxable Property Owner Association Property, and Taxable Public Property shall be increased by an amount equal to two percent (2%) of the amount in effect for the previous Fiscal Year.

D. METHOD OF APPORTIONMENT OF THE SPECIAL TAXES
Commencing with Fiscal Year 2025/26 and for each following Fiscal Year, the CFD Administrator shall determine the Annual Special Tax Requirement and shall levy the Special Tax until the amount of the Special Tax levied equals the Annual Special Tax Requirement. The Special Tax shall be levied each Fiscal Year as follows:

First: The Special Tax shall be levied Proportionately on each Assessor's Parcel of Developed Property at a rate up to 100% of the applicable Assigned Special Tax to satisfy the Annual Special Tax Requirement.

Second: If additional monies are needed to satisfy the Annual Special Tax Requirement after the first step has been completed, the Special Tax shall be levied Proportionately on each Assessor’s Parcel of Final Map Property at a rate up to 100% of the Maximum Special Tax for Final Map Property to satisfy the Annual Special Tax Requirement.

Third: If additional monies are needed to satisfy the Annual Special Tax Requirement after the second step has been completed, the Special Tax shall be levied Proportionately on each Assessor’s Parcel of Undeveloped Property at a rate up to 100% of the Maximum Special Tax for Undeveloped Property to satisfy the Annual Special Tax Requirement.

Fourth: If additional monies are needed to satisfy the Annual Special Tax Requirement after the first three steps have been completed, then the levy of the Special Tax on each Assessor’s Parcel of Developed Property whose Maximum Special Tax is determined through the application of the Backup Special Tax shall be increased in equal percentages from the applicable Assigned Special Tax up to 100% of the Maximum Special Tax for each such Assessor’s Parcel to satisfy the Annual Special Tax Requirement.

Fifth: If additional monies are needed to satisfy the Annual Special Tax Requirement after the first four steps have been completed, the Special Tax shall be levied on each Assessor’s Parcel of Taxable Property Owner Association Property at a rate up to 100% of the Maximum Special Tax for Taxable Property Owner Association Property to satisfy the Annual Special Tax Requirement.

Sixth: If additional monies are needed to satisfy the Annual Special Tax Requirement after the first five steps have been completed, then the Special Tax shall be levied Proportionately on all Taxable Public Property at a rate up to 100% of the Maximum Special Tax for Taxable Public Property to satisfy the Annual Special Tax Requirement.

E. EXEMPTIONS

1. No Special Tax shall be levied on up to 35.20 Acres of Property Owner Association Property, and up to 120.70 Acres of Public Property. Tax-exempt status will be assigned by the CFD Resolution No. CC 2024-081

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Administrator in the chronological order in which property becomes Property Owner Association Property, or Public Property.

2. Property Owner Association Property, that is not exempt from the Special Tax under this section, or pursuant to the Act, shall be classified as Taxable Property Owner Association Property. Taxable Property Owner Association Property shall be subject to the levy of the Special Tax and shall be taxed Proportionately as part of the fifth step in Section D above, at up to 100% of the applicable Maximum Special Tax for Taxable Property Owner Association Property.

3. Public Property, that is not exempt from the Special Tax under this section, or pursuant to the Act, shall be classified as Taxable Public Property. Taxable Public Property shall be subject to the levy of the Special Tax and shall be taxed Proportionately as part of the sixth step in Section D above, at up to 100% of the applicable Maximum Special Tax for Taxable Public Property.

4. No Special Tax shall be levied on any Assessor’s Parcel in any Fiscal Year in which such Assessor’s Parcel is classified as Welfare Exempt Property.

F. APPEAL OF SPECIAL TAX LEVY
Any property owner may file a written appeal of the Special Tax with the CFD Administrator claiming that the amount or application of the Special Tax is not correct with respect to one or more specific Assessor’s Parcels. The appeal must be filed not later than one calendar year after having paid the Special Tax that is disputed, and the appellant must be current in all payments of the Special Taxes theretofore levied on the Assessor’s Parcel(s). In addition, during the term of the appeal process, all Special Tax levied must be paid for the subject Assessor’s Parcel(s) prior to delinquency.

The appeal must specify the reasons why the appellant claims the Special Tax is in error. The CFD Administrator shall review the appeal, meet with the appellant if the CFD Administrator deems necessary, and advise the appellant of its determination.

If the property owner disagrees with the CFD Administrator’s decision relative to the appeal, the owner may then file a written appeal with the City Council whose subsequent decision shall be final and binding on all interested parties. If the decision of the CFD Administrator or subsequent decision by the City requires the Special Tax to be modified or changed in favor of the property owner, then an adjustment shall be made to credit future Special Taxes.

This procedure shall be exclusive and its exhaustion by any property owner shall be a condition precedent to filing any legal action by such owner.

G. INTERPRETATION OF RATE AND METHOD OF APPORTIONMENT
The City may, by resolution or ordinance, interpret, clarify and/or revise this Rate and Method of Apportionment to correct any inconsistency, vagueness, or ambiguity as it relates to the Special Taxes, method of apportionment, classification of Assessor’s Parcels, or any definition used herein, as long as once CFD No. 2022-3 Bonds have been issued such correction does not materially adversely affect the levy and collection of Special Taxes on any Assessor’s Parcel Resolution No. CC 2024-081

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needed to repay the CFD No. 2022-3 Bonds. In addition, the interpretation and application of any section of this document shall be at the CFD Administrator’s discretion.

H. MANNER OF COLLECTION
The Special Taxes shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, that the CFD Administrator may directly bill the Special Tax, may collect the Special Tax at a different time or in a different manner if needed to meet the financial obligations of CFD No. 2022-3. The City may covenant to foreclose and may actually foreclose or cause an action for foreclosure to be prosecuted in respect of Assessor's Parcels of Taxable Property that are delinquent in the payment of the Special Tax.

I. PREPAYMENT OF SPECIAL TAX
The following definitions apply to this Section I:
“Authorized Facilities” means the public facilities authorized to be financed, in whole or in part, by CFD No. 2022-3.
“Buildout” means the state of maximum development of CFD No. 2022-3 and any property annexed thereto, based on plans and anticipated development. "CFD Public Facilities Cost" means $68,048,940 for CFD No. 2022-3, expressed in 2024 dollars, which shall increase by the annual percentage change in the Construction Inflation Index on July 1, 2025 and on each July 1 thereafter, or such lower number as (i) shall be determined by the CFD Administrator as sufficient to provide the public facilities to be provided by CFD No. 2022-3 under the authorized bonding program for CFD No. 2022-3, or (ii) shall be determined by the City Council concurrently with a covenant that it will not issue any more Bonds to be supported by Special Taxes levied under this Rate and Method of Apportionment as described in Section D. "Construction Inflation Index" means the annual percentage change in the Engineering News- Record Building Cost Index for the City of Los Angeles, measured as of the calendar year which ends in the previous Fiscal Year, but not less than zero percent. In the event this index ceases to be published, the Construction Inflation Index shall be another index as determined by the City that is reasonably comparable to the Engineering News-Record Building Cost Index for the City of Los Angeles.
"Future Facilities Costs" means, as of the date of prepayment, the CFD Public Facilities Costs minus the proceeds of any Previously Issued CFD No. 2022-3 Bonds which were, at the time of issuance, available to the City for Authorized Facilities. "Previously Issued CFD No. 2022-3 Bonds"means all Outstanding CFD No. 2022-3 Bonds that have been issued by CFD No. 2022-3 prior to the date of prepayment.

1. Prepayment in Full
The Special Tax obligation of an Assessor's Parcel of Developed Property, Taxable Public Property, Final Map Property, or Undeveloped Property for which a Building Permit has been issued, may be prepaid and permanently satisfied as described herein; provided that Resolution No. CC 2024-081

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there are no delinquent installments of the Special Tax with respect to such Assessor's Parcel at the time of prepayment. An owner of an Assessor's Parcel intending to prepay the Special Tax obligation shall provide the CFD Administrator with written notice of intent to prepay. Within 45 days of receipt of such written notice, the CFD Administrator shall notify such owner of the prepayment amount for such Assessor's Parcel. Prepayment must be made not less than 75 days prior to the next occurring date that notice of redemption of Outstanding CFD No. 2022-3 Bonds, if any. Proceeds of such prepayment may be given to the Trustee pursuant to the Indenture. If a prepayment is made prior to the issuance of CFD No. 2022-3 Bonds, the Redemption Premium, Interest Amount, Reserve Fund Credit and Capitalized Interest Credit as calculated below, shall be zero. The CFD Administrator may charge the property owner requesting a prepayment calculation a fee for providing this service.

The Special Tax Prepayment Amount (defined below) shall be calculated as summarized below (capitalized terms as defined below):

Bond Redemption Amount
Plus Future Facilities Amount
plus Redemption Premium
plus Interest Amount
plus Administrative Fees and Expenses
less Reserve Fund Credit
less Capitalized Interest Credit
Total: equals Special Tax Prepayment Amount
As of the proposed date of prepayment, the Special Tax Prepayment Amount (defined below) shall be calculated by the CFD Administrator as follows:

Step Number:

1. Confirm that no Special Tax delinquency apply to such Assessor’s Parcel, and if delinquencies are applicable compute all amounts due, including interest and penalties.

2. For Assessor’s Parcels of Developed Property and Taxable Public Property compute the Assigned Special Tax and Backup Special Tax. For Assessor’s Parcels of Final Map Property, and Undeveloped Property to be prepaid, compute the Assigned Special Tax and Backup Special Tax for that Assessor’s Parcel as though it was already designated as Developed Property, based upon the building permits issued for that Assessor’s Parcel.

3. a. Divide the Assigned Special Tax computed pursuant to Step 2 by the total estimated Assigned Special Tax for CFD No. 2022-3 based on the Developed Property Special Tax which could be charged in the current Fiscal Year on all expected development through Buildout of CFD No. 2022-
b. Divide the Backup Special Tax computed pursuant to Step 2 by the total estimated Backup Special Tax for CFD No. 2022-3 based on the Developed Property Special Tax which could be charged in the current Fiscal Year on all expected development through Buildout of CFD No. 2022-
Resolution No. CC 2024-081

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c. Determine which quotient computed pursuant to Step 3.a or 3.b is larger (the “Maximum Special Tax Percentage”).

4. Multiply the Maximum Special Tax Percentage by the Outstanding CFD No. 2022-3 Bonds to compute the principal amount of Outstanding CFD No. 2022-3 Bonds to be redeemed (the “Bond Redemption Amount”).

5. Compute the Future Facilities Costs.

6. Multiply the Maximum Special Tax Percentage by the total Future Facilities Costs to compute the Future Facilities amount to be prepaid (the “Future Facilities Amount”).

7. Multiply the Bond Redemption Amount computed pursuant to Step 4 by the applicable redemption premium, if any, on the Outstanding CFD No. 2022-3 Bonds to be redeemed (the "Redemption Premium") determined by reference to the Indenture.

8. Compute the amount needed to pay interest on the Bond Redemption Amount from the first bond interest and/or principal payment date following the current Fiscal Year until the earliest redemption date for the Outstanding CFD No. 2022-3 Bonds (the “ Interest Amount”).

9. Verify the administrative fees and expenses, including the costs of computation of the prepayment, the costs to invest the prepayment proceeds, the costs of redeeming the Outstanding CFD No. 2022-3 Bonds, and the costs of recording any notices to evidence the prepayment and the redemption (the “Administrative Fees and Expenses”).

10. If reserve funds for the Outstanding CFD No. 2022-3 Bonds held under the Indenture, if any, are at or above 100% of the then reserve requirement (as required by the Indenture) on the prepayment date, a reserve fund credit shall be calculated as a reduction in the applicable reserve requirement for the Outstanding CFD No. 2022-3 Bonds to be redeemed pursuant to the prepayment (the "Reserve Fund Credit"). No Reserve Fund Credit shall be granted if reserve funds are below 100% of the applicable reserve requirement on the prepayment date or if the Reserve Fund is satisfied by a credit instrument rather than cash funded.

11. If any capitalized interest for the Outstanding CFD No. 2022-3 Bonds will not have been expended at the time of the first interest and/or principal payment following the current Fiscal Year, a capitalized interest credit shall be calculated by multiplying the Maximum Special Tax Percentage by the expected balance in the capitalized interest fund after such first interest and/or principal payment (the "Capitalized Interest Credit").

12. The Special Tax prepayment is equal to the sum of the amounts computed pursuant to Steps 4, 6, 7, 8 and 9 less the amount computed pursuant to Steps 10 and 11 (the " Prepayment Amount").

13. From the Prepayment Amount, the amounts computed pursuant to Step 6 shall be used by the City to pay for Future Facilities Costs. The amounts computed pursuant to Steps 4, 6, 7 and 8 shall be deposited into the appropriate fund as established under the Indenture and be used to redeem Outstanding CFD No. 2022-3 Bonds or make Debt Service payments.

Resolution No. CC 2024-081

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The amount computed pursuant to Step 9 shall be retained by the City for the payment of Administrative Fees and Expenses.

The Special Tax Prepayment Amount may be sufficient to redeem other than a $5,000 increment of Outstanding CFD No. 2022-3 Bonds. In such cases, the increment above $5,000 or integral multiple thereof will be retained in the appropriate fund established under the Indenture to be used with the next prepayment of Outstanding CFD No. 2022-3 Bonds or to make Debt Service payments.

Current year Special Taxes that are not yet paid will remain outstanding and will be collected in the manner billed. With respect to any Assessor's Parcel that is prepaid, the CFD Administrator shall cause a suitable notice to be recorded in compliance with the Act to indicate the prepayment of the Special Tax and the obligation of such Assessor's Parcel satisfied.

Notwithstanding the foregoing, no prepayment will be allowed unless the Maximum Special Tax that may be levied on Taxable Property both prior to and after the proposed prepayment is at least

1.1 times the maximum annual Debt Service on all Outstanding CFD No. 2022-3 Bonds plus annual Administrative Expenses, as reasonably estimated by the CFD Administrator.

2. Prepayment in Part
The Special Tax may be partially prepaid, provided that a partial prepayment may be made only after all authorized CFD No. 2022-3 Bonds have been issued and only for Assessor’s Parcels of Developed Property, Final Map Property, Taxable Public Property and Undeveloped Property for which a Building Permit has been issued and only if there are no delinquent Annual Special Taxes with respect to such Assessor's Parcel at the time of partial prepayment. The amount of the prepayment shall be calculated as in Section I.1; except that a partial prepayment shall be calculated by the CFD Administrator according to the following formula:

PP = PE x F.

These terms have the following meaning:

PP = the partial prepayment
PE = the Special Tax Prepayment Amount calculated according to Section I.1 F = the Maximum Special Tax Percentage
The Special Tax partial prepayment amount must be sufficient to redeem at least a $5,000 increment of Bonds.

The owner of any Assessor’s Parcel who desires such partial prepayment shall notify the CFD Administrator of such owner’s intent to partially prepay the Special Tax and the percentage by which the Special Tax shall be prepaid. The CFD Administrator shall provide the owner with a statement of the amount required for the partial prepayment of the Special Tax for an Assessor’s Parcel within 45 days of the request and may charge a fee for providing this service. With respect to any Assessor’s Parcel that is partially prepaid, the CFD Administrator shall (i) distribute the prepayment funds remitted according to Section I.1, and (ii) indicate in the records of CFD No. 2022-3 that there has been a partial prepayment of the Special Tax and that a portion of the Special Resolution No. CC 2024-081

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Tax with respect to such Assessor’s Parcel, equal to the outstanding percentage (1.00 - F) of the remaining Maximum Special Tax, shall continue to be levied on such Assessor’s Parcel pursuant to Section D.

J. SPECIAL TAX REDUCTION
The following definitions apply to this Section J:
"Issuance Date” means the date a bond purchase contract related to the sale of the CFD No. 2022- 3 Bonds is entered into between the purchaser of the CFD No. 2022-3 Bonds and CFD No. 2022-

3. “Plan Type” means a discrete residential plan type (generally consisting of residential dwelling units that share a common product type (e.g., detached, condominium) and that have nearly identical amounts of living area) that is constructed or expected to be constructed within CFD No. 2022-3 as identified in the Price Point Study.
“Price Point Consultant” means any consultant or firm of such consultants selected by the City that (a) has substantial experience in performing price point studies for residential units within community facilities districts or otherwise estimating or confirming pricing for residential units in community facilities districts, (b) has recognized expertise in analyzing economic and real estate data that relates to the pricing of residential units in community facilities districts, (c) is in fact independent and not under the control of CFD No. 2022-3 or the City, (d) does not have any substantial interest, direct or indirect, with or in (i) CFD 2022-3, (ii) the City, (iii) any owner of real property in CFD No. 2022-3, or (iv) any real property in CFD No. 2022-3, and (e) is not connected with CFD No. 2022-3 or the City as an officer or employee thereof, but who may be regularly retained to make reports to CFD No. 2022-3 or the City. “Price Point Study” means a price point study or a letter updating a previous price point study prepared by the Price Point Consultant which (a) sets forth the Plan Types constructed or expected to be constructed within CFD No. 2022-3, (b) sets forth the estimated number of constructed and expected residential dwelling units for each Plan Type, (c) sets forth such Price Point Consultant’s estimate of the Price Point for each Plan Type and (d) uses a date for establishing such Price Points that is no earlier than 30 days and no later than 180 days prior to the date the Price Point Study is delivered to the CFD Administrator pursuant to Section C herein. "Total Effective Tax Rate” means, for a Plan Type, the quotient of (a) the Total Tax Burden for such Plan Type divided by (b) the Price Point for such Plan Type, converted to a percentage. “Total Tax Burden” means, for any Unit of Single Family Residential Property, the sum of the Assigned Special Tax, together with ad valorem property taxes, special assessments, special taxes for any overlapping community facilities district, and any other taxes, fees and charges, and excluding services charges such as sewer and trash, which are collected by the County via property tax bills and which are payable from and secured by the property, assuming such Unit of Single Family Residential Property has been completed, sold and subject to such levies and impositions.

Special Tax Reduction Calculation
Resolution No. CC 2024-081

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Prior to the issuance of the first series of CFD No. 2022-3 Bonds, the following steps shall be taken for each Land Use Class of Residential Property in CFD No. 2022-3:

A. Mandatory Calculation Based on Price Point Study:

1. At least 30 days prior to the expected Issuance Date of the first series of CFD No. 2022-3 Bonds, CFD No. 2022-3 shall cause a Price Point Study to be delivered to the CFD Administrator.

2. As soon as practicable after receipt of the Price Point Study, the CFD Administrator shall calculate the Total Tax Burden and Total Effective Tax Rate for each Plan Type.

3. Separately, for each Land Use Class of Residential Property, the CFD Administrator shall determine whether or not the Total Effective Tax Rate for all Plan Types in a Land Use Class is less than or equal to 2.00%.
a. If the Total Effective Tax Rate for all Plan Types in a Lands Use Class is less than or equal to 2.00%, then there shall be no change in the Assigned Special Tax for such Land Use Class.
b. If the Total Effective Tax Rate for any Plan Type in a Land Use Class is greater than

2.00%, the CFD Administrator shall calculate a revised Assigned Special Tax for such Land Use Class which revised Assigned Special Tax shall be the highest amount (rounded to the nearest whole dollar) that will not cause the Total Effective Tax Rate for any Plan Type in such Land Use Class to exceed 2.00%. c. For each Land Use Class group (i.e., A, B, C or D) as shown in Table 1, if the revised Assigned Special Tax amounts result in a situation in which the Assigned Special Tax for a particular Land Use Class of Residential Property would be less than the Assigned Special Tax for the numerical Land Use Class of Residential Property directly above it for such Land Use Class (e.g., the Assigned Special Tax for Land Use Class 1-B is less than the Assigned Special Tax for Land Use Class 2-B), then the Assigned Special Tax for the higher numbered Land Use Class shall be revised to be equal to the Assigned Special Tax for the lower numbered Land Use Class (i.e., the Assigned Special Tax for Land Use Class 2-B shall be revised to be equal to the updated Assigned Special Tax for Land Use Class 1-B).

4. If the Assigned Special Tax for any Land Use Class is revised pursuant to step 3.b. or 3.c. above, the CFD Administrator shall calculate a revised Backup Special Tax for all property.

The revised Backup Special Tax per Acre shall be an amount (rounded to the nearest whole dollar) equal to the Backup Special Tax per Acre as set forth in Section C above, reduced by a percentage equal to the weighted average percentage reduction in the Assigned Special Taxes for all Land Use Classes of Residential Property resulting from the calculations in steps 3.a. through 3.c. above. The weighted average percentage will be calculated by taking the sum of the products of the number of units constructed or expected to be constructed in each Land Use Class multiplied by the percentage change in the Assigned Special Tax (pursuant to step 3.b. or 3.c. above) for each Land Use Class (or 0 for Land Use Classes that are not changing). This amount is then divided by the total number of units constructed or expected to be constructed and converted to a percentage.

5. If the Assigned Special Tax for any Land Use Class is revised pursuant to step 3.b. or 3.c. above, the CFD Administrator shall prepare and execute a Certificate of Reduction in Special Taxes substantially in the form of Attachment A hereto and shall deliver such Resolution No. CC 2024-081

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Certificate of Reduction in Special Taxes to CFD No. 2022-3. The Certificate of Reduction in Special Taxes shall be completed for all Land Use Classes and shall set forth, as applicable, either (i) the reduced Assigned Special Tax for a Land Use Class as calculated pursuant to step 3.b. or 3.c., or (ii) the Assigned Special Tax as identified in Table 1 in Section C for a Land Use Class that was not revised as determined pursuant to step 3.a.; as well as either (i) the revised Backup Special Tax as calculated pursuant to step 4, or (ii) the Backup Special Tax as identified in in Section C.1.(b) that was not revised as determined pursuant to step 4.

6. If the Issuance Date of the first series of CFD No. 2022-3 Bonds is within 120 days of the date of receipt of the Price Point Study by the CFD Administrator, CFD No. 2022-3 shall execute the acknowledgement on such Certificate of Reduction in Special Taxes, dated as of the closing date of such Bonds, and upon the closing of such first series of Bonds, the Assigned Special Tax for each Land Use Class and the Backup Special Tax shall be, for all purposes, as set forth in such Certificate of Reduction in Special Taxes. If the Issuance Date of the first series of Bonds is not within 120 days of the date of receipt of the Price Point Study by the CFD Administrator, such Certificate of Reduction in Special Taxes shall not be acknowledged by CFD No. 2022-3 and shall, as of such date, be void and of no further force and effect. In such case, if subsequently a first series of CFD No. 2022-3 Bonds is expected to be issued, at least 30 days prior to the expected Issuance Date of such first series of CFD No. 2022-3 Bonds, the CFD Administrator shall cause a new Price Point Study to be delivered to the CFD Administrator and, following such delivery, steps 2 through 5 of this section shall be performed based on such new Price Point Study.

7. As soon as practicable after the execution by CFD No. 2022-3 of the acknowledgement on the Certificate of Reduction in Special Taxes, CFD No. 2022-3 shall cause to be recorded in the records of the County Recorder an Amended Notice of Special Tax Lien for CFD No. 2022-3 reflecting the Assigned Special Taxes and the Backup Special Tax set forth in such Certificate of Reduction in Special Taxes.

8. If the Assigned Special Tax is not required to be changed for any Land Use Class based on the calculations performed under step 3 above, there shall be no reduction in the Maximum Special Tax, and no Certificate of Reduction in Special Taxes shall be required. However, the CFD Administrator shall prepare and deliver to CFD No. 2022-3 a Certificate of No Reduction in Special Taxes substantially in the form of Attachment B hereto dated as of the closing date of the first series of Bonds that states that the calculations required pursuant to this Section J have been made and that no changes to the Maximum Special Tax are necessary.

9. CFD No. 2022-3 and the CFD Administrator shall take no further actions under this Section J.A. upon the earlier to occur of the following: (i) the execution of the acknowledgement by CFD No. 2022-3 on a Certificate of Reduction in Special Taxes pursuant to step A.6.; or (ii) the delivery by the CFD Administrator of a Certificate of No Reduction in Special Taxes pursuant to step A.8.

B. Optional Reduction at Property Owner Request:

1. Notwithstanding the foregoing, prior to the issuance of the first series of CFD No. 2022-3 Resolution No. CC 2024-081

Page 22 of 29 ends

Bonds, upon the request of the property owner, the CFD Administrator may reduce the Assigned Special Tax as shown in Table 1 and Maximum Special Tax on a Tract-by-Tract basis to an amount or amounts as requested by the property owner.

2. As soon as practicable after the execution by CFD No. 2022-3 of the acknowledgement on the Certificate of Reduction in Special Taxes, CFD No. 2022-3 shall cause to be recorded in the records of the County Recorder an Amended Notice of Special Tax Lien for CFD No. 2022-3 reflecting the Assigned Special Taxes and the Backup Special Tax set forth in such Certificate of Reduction in Special Taxes.

3. CFD No. 2022-3 and the CFD Administrator shall take no further actions under this Section J.B. upon the issuance of the first series of CFD No. 2022-3 Bonds.

K. TERM
The Special Tax shall be levied and collected as needed to fund the Annual Special Tax Requirement for up to 60 years from the initial levy of the Special Tax. In any event no Special Tax shall be levied for CFD No. 2022-3 after the 2083/84 Fiscal Year.

Resolution No. CC 2024-081

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ATTACHMENT A

CERTIFICATE OF REDUCTION IN SPECIAL TAXES
COMMUNITY FACILITIES DISTRICT NO. 2022-3

1. Pursuant to Section J of the Rate and Method of Apportionment of Special Taxes attached to the Notice of Special Tax Lien recorded in the Official Records of the County of Los Angeles as Document No. on the day of , 20__, the CFD Administrator hereby reduces the Maximum Special Tax for Developed Property for [certain or all] Land Use Classes within CFD No. 2022-3.

2. The calculations made pursuant to Section J were based upon a Price Point Study that was received by the CFD Administrator on _________________ and/or a request of the property owner that was received by the CFD Administrator on _____________________. 3 . Table A-1 below shows the Assigned Special Tax for each Land Use Class for all Tracts or a specific Tract after such reduction:

Table A-1
Reduced Assigned Special Taxes for Developed Property
Tract No. ________
Fiscal Year _____________
Land
Use
Class Description Building Square Feet Lot Square Feet
Assigned
Special Tax
1-A Single Family Attached Property >= 1,900 BSF N/A $____ per unit 2-A Single Family Attached Property < 1,900 BSF N/A $____ per unit 1-B Single Family Detached Property >= 2,600 BSF <= 5,999 LSF $____ per unit 2-B Single Family Detached Property =2,300 - < 2,600 BSF <= 5,999 LSF $____ per unit 3-B Single Family Detached Property < 2,300 BSF <= 5,999 LSF $____ per unit 1-C Single Family Detached Property >= 3,300 BSF > 5,999 - = 6,999 LSF $____ per unit
2-C Single Family Detached Property =3,000 - < 3,300 BSF > 5,999 - = 6,999 LSF $____ per unit
3-C Single Family Detached Property < 3,000 BSF > 5,999 - = 6,999 LSF $____ per unit
1-D Single Family Detached Property >= 3,300 BSF > 6,999 LSF $____ per unit 2-D Single Family Detached Property < 3,300 BSF > 6,999 LSF $____ per unit 1-E Accessory Dwelling Unit N/A N/A See Below
Resolution No. CC 2024-081

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2-E Non-Residential Property N/A N/A $____ per Acre
The Assigned Special Tax for an Accessory Dwelling Unit shall be calculated as a percentage of the Assigned Special Tax for the primary Unit the ADU is accessory to, based on Building Square Footage. For example, if a primary Unit in Land Use Class 1-A of 2,000 BSF has an ADU of 800 BSF, the Assigned Special Tax for the ADU shall be calculated by the following steps:
a. 800 BSF / 2,000 BSF = 0.40 or 40%
b. $______Assigned Special Tax per Unit x 40% = $________ Assigned Special Tax for such ADU

4. The Backup Special Tax for each Assessor’s Parcel of Developed Property in CFD No. 2022-3 shall be equal to $______ after such reduction.

5. The Maximum Special Tax for each Assessor’s Parcel of Final Map Property and Undeveloped Property in CFD No. 2022-3 shall be $________ per Acre.

6. Upon execution of the certificate by the City, the CFD Administrator shall cause an amended notice of special tax lien for CFD No. 2022-3 to be recorded reflecting the modifications set forth herein.

7. By execution hereof, the undersigned acknowledges, on behalf of the City and CFD No. 2022-3, receipt of this certificate and modification of the Rate and Method of Apportionment of Special Taxes as set forth in this certificate.

Submitted

CFD ADMINISTRATOR
By: Date: ___________________
Community Facilities District No. 2022-3 of the City of Palmdale By: Date as of : ------------------------------------ ---- [closing date of Bonds]
Resolution No. CC 2024-081

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ATTACHMENT B

CERTIFICATE OF NO REDUCTION IN SPECIAL TAXES
COMMUNITY FACILITIES DISTRICT NO. 2022-3

1. All calculations required pursuant to Section J of the Rate and Method of Apportionment have been made based upon a Price Point Study that was received by the CFD Administrator on _________________ and/or a request of the property owner that was received on ______________________________.

2. Total Effective Tax Rate for all Plan Types in all Land Use Classes in all Zones is less than or equal to 2.00%.

3. The Maximum Special Tax for Developed Property within CFD No. 2022-3, including the Assigned Special Taxes set forth in Sections C.1.(a) and the Backup Special Tax set forth in Section C.1.(b) of the Rate and Method of Apportionment, shall remain in effect and not be reduced.

Submitted

CFD ADMINISTRATOR
By: Date as of: _______
[closing date of Bonds]
Resolution No. CC 2024-081

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EXHIBIT B

NOTICE OF PUBLIC HEARING
City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities)
Notice is hereby given that on February 21, 2024, the City Council of the City of Palmdale adopted a Resolution entitled “A Resolution of the City Council of the City of Palmdale of Consideration to Alter the Rate and Method of Apportionment of Special Taxes for the City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities).” Pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the “Act”), the City Council of the City of Palmdale hereby gives notice as follows:

A. The text of said Resolution is as follows:

WHEREAS, on October 24, 2022, this City Council adopted Resolution No. CC 2022- 109 (the “Resolution of Formation”) forming City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Improvements) (the “District”) pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, constituting Chapter

2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311, of the California Government Code (the “Act”), for the purpose of financing certain public improvements (the “Facilities”), as further provided in the Resolution of Formation; and WHEREAS, under proceedings pursuant to the Resolution of Formation and the Act, the City Council authorized the levy of a special tax (the “Special Tax”) on real property in the District, as specified in the Rate and Method of Apportionment for City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities) (the “Original Rate and Method”), with the proceeds of the Special Tax to be used to pay debt service on special tax bonds issued for the District to finance the Facilities and administrative expenses related to the District; and
WHEREAS, on February 21, 2024, this City Council adopted Resolution No. CC 2024- 019 to consider proceedings to amend provisions of the Original Rate and Method and adopted an Amended and Restated Rate and Method of Apportionment of Special Taxes (the “Amended Rate and Method”), and such Amended Rate and Method was approved by the voters of the District on March 20, 2024; and
WHEREAS, the owner of all of the property in the District, RdR Development Holdings, LLC, has requested that the City Council take the actions necessary to alter the Amended Rate and Method; and
WHEREAS, the City Council now desires to undertake the proceedings required by the Act to authorize the District to alter the Amended Rate and Method.

Resolution No. CC 2024-081

Page 27 of 29 ends

NOW, THEREFORE, BE IT RESOLVED, THE CITY COUNCIL OF THE CITY OF

PALMDALE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:

SECTION 1. The City Council hereby finds as follows:
(a) The public convenience and necessity require the proposed changes specified in the preceding recitals;
(b) there are not any persons registered to vote within the territory of the District; (c) pursuant to Section 53326 of the California Government Code, the vote in the special election on the changes which are proposed by this resolution, if it is held, shall, therefore, be by the landowners within the District, with each landowner of record at the close of the public hearing having one vote for each acre or portion of an acre of land that he or she owns within the District; and (d) that public convenience and necessity require that the Amended Rate and Method be changed.

SECTION 2. The name of the District is “City of Palmdale Community Facilities District No. 2022-3 (Ritter Ranch Phase 1 Public Facilities),” and the territory included in the District is as shown on the map of the District recorded on September 26, 2022 in Book 196 of Maps of Assessment and Community Facilities Districts at Page 37 (Instrument No. 20220937555), In the Office of the County Recorder for the County of Los Angeles, State of California.

SECTION 3. It is proposed that the Amended Rate and Method be amended and restated with the adoption of the Second Amended and Restated Rate and Method of Apportionment of the Special Taxes as set forth in Exhibit A attached hereto and by this reference incorporated herein.

SECTION 4. Wednesday, December 18, 2024, at 5:00 p.m., in the regular meeting place of this City Council, Council Chambers, City Hall, 38300 Sierra Highway, Suite B, Palmdale, California, are hereby designated as the time and place when and where this City Council, as legislative body for the District, will conduct a public hearing on the proposed alteration of the rate and method of apportionment of the special tax to be as set forth in Exhibit A hereto, and consider and finally determine whether the public interest, convenience and necessity require the amendment and restatement of the Amended Rate and Method, as described above.

SECTION 5. Description of Voting Procedures. Since less than 12 persons are registered to vote within the territory of the District, pursuant to Section 53326 of the California Government Code (“Section 53326”), the vote in the special election on the changes which are proposed by this resolution will be by the landowners of the property located within the District, with each landowner of record at the close of the public hearing having one Resolution No. CC 2024-081

Page 28 of 29 ends

vote for each acre or portion of an acre of land that he or she owns within the District, and the special election shall be conducted as a mail ballot election. The special election shall be conducted by the City Clerk. The special election shall be held on the earliest date, following the conclusion of the public hearing, as may be selected by the City Council, pursuant to Section 53326, or such earlier date as the owners of land of the District and the City Clerk agree and concur is acceptable. Pursuant to Section 53326, the special election may be held earlier than 90 days following the close of the public hearing if the qualified electors of the District waive the time limits for conducting the election set forth in Section 53326 by unanimous written consent and the City Clerk concurs in such earlier election date as shall be consented to by the qualified electors. Pursuant to Section 53326, ballots for the special election shall be distributed to the qualified electors by the City Clerk by mail with return postage prepaid, or by personal service, and the special election shall be conducted in conformance with the applicable requirements of Section 53326, 53327 and 53327.5 of the California Government Code. The procedures set forth in this section for conducting the special election, if it is held, may be modified as the City Council may determine to be necessary or desirable by a resolution subsequently adopted by the City Council.

SECTION 6. The City Clerk is hereby directed to cause notice of the public hearing to be given by publication one time in a newspaper of general circulation circulated within the District. The publication of the notice shall be completed at least seven (7) days before the date herein set for the public hearing. The notice shall be substantially in the form of Exhibit B hereto.

SECTION 7. This Resolution shall take effect upon its adoption.

B. The time and place established under said Resolution for the public hearing required under the Act are Wednesday, December 18, 2024, at the hour of 5:00 p.m., in the regular meeting place of the City Council of the City of Palmdale, Council Chambers, City Hall, 38300 Sierra Highway, Suite B, Palmdale, California.

C. At the public hearing, the testimony of all interested persons or taxpayers in the District for or against the alteration of the rate and method of apportionment of the special taxes for the District will be heard. Any person interested may file a protest In writing as provided in Section 53337 of the Act.

If 50 percent or more of the registered voters, or six registered voters, whichever is more, residing within the District, or the owners of one-half or more of the area of the land in the territory included in the District and not exempt from the Special Tax file written protests against the proposed alteration of the Original Rate and Method, those changes shall be eliminated from any resolution and the changes shall not be included in a resolution for a period of one year from the date of the decision of the City Council on the hearing.

Resolution No. CC 2024-081

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E. The proposed voting procedure shall be by special mail or hand-delivered ballot of the sole owner of the real property located within the District. /s/ Rochelle Scott
/a/ Rochelle Scott
City Clerk, City of Palmdale
City Council Staff Report
DATE: NOVEMBER 6, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: DEPARTMENT OF ECONOMIC AND COMMUNITY DEVELOPMENT

ECONOMIC DEVELOPMENT DIVISION
DISTRICT: 1
SUBJECT: ADOPT RESOLUTION NO. CC 2024-057, A RESOLUTION OF THE

CITY COUNCIL OF THE CITY OF PALMDALE DECLARING

CERTAIN PROPERTY SURPLUS LAND PURSUANT TO
GOVERNMENT CODE SECTIONS 54220 ET SEQ

RECOMMENDATION
Staff recommends that the City Council:

1. Adopt Resolution No. CC 2024-057, a resolution of the City Council of the City of Palmdale declaring certain property surplus land pursuant to Govern ment Code Sections 54220 et seq.; and,

2. Authorize the City Manager or her designee to prepare and execute all necessary documents required by state law related to surplus property , including minimal non-substantial changes.

BACKGROUND
The City of Palmdale owns real property (APNs 3128-015-903; 3008-041-001; -002; - 003; -004; -005; -006; -007; -008; -009; and -010) (Propert ies). APN 3128 -015-903 consists of approximately 9 acres, is located at the southeast corner of Avenue M and 10th Street West and is zoned for Commercial use within the AV Business Park Specific Plan. APNs: 3008-041-001; -002; -003; -004; -005; -006; -007; -008; -009; and -010 consist of approximately 57 acres , is located at the northwest corner of Palmdale Boulevard and Division Street and is zoned Regional Commercial. Please note that the APNs for the approximately 57-acre property are expected to change once the City’s acquisition is recorded within the Los Angeles County Assessor’s roll. The City wishes to pursue the sale of the Propert ies; therefore, it must comply with the requirements of the Surplus Land Act (SLA).

Report to Mayor and City Council
Re: Resolution No. CC 2024-057
November 6, 2024

Page 2 ends

On October 9, 2019, Governor Newsom signed Assembly Bill (AB) 1486. AB 1486, which amended the SLA, effective January 1, 2020, changed the existing, long-standing definition of “surplus land”; providing that land no longer necessary for a local agency’s use shall be declared either “surplus land” or “exempt surplus land” before taking any action to sell or lease land. To that end, AB 1486 also added a new limitation providing that an “agency’s use” “shall not include commercial or industrial uses or activities, including nongovernmental retail, entertainment, or office development,” or “property disposed of for the sole purpose of investment or generation or revenue.” AB 1486 further prohibits the City from negotiating any disposition of the Property prior to compliance with the procedural requirements of the SLA.

On October 11, 2023, the Governor signed AB 480 and Senate Bill (SB) 747 into law, which further clarified provisions of the Surplus Land Act. AB 480 and SB 747, which became effective on January 1, 2024, generally provide some increased flexibility as it pertains to the lease of public agency land, expands the definition of exempt surplus land, and the methodology for assessment of penalties for non-compliance (e.g. fair market value or sales price, whichever is greater).

DISCUSSION
As indicated above, the SLA, Government Code Sections 54220 et seq., requires that public agencies first declare land "surplus land" or "exempt surplus land" before negotiating any disposition of the land, either for sale or for lease.

Pursuant to the SLA, City staff must send a written Notice of Availability (NOA) of the Properties by electronic mail or by certified mail to all of the entities identified in Government Code Section 54222, which include local public entities and housing sponsors that have notified the California Department of Housing and Community Development (HCD) of their interest in surplus land for the purpose of developing low- and moderate-income housing, to any regional park authority and the State Resources Agency for open-space purposes; and local school districts for the purpose of school facilities or use.

If the Properties are within an infill opportunity zone or covered by a transit village plan, the NOA must also be sent to the City, or housing authority operating within the City. If one of the entities/agencies receiving the NOA desires to purchase or lease one or more of the Properties, it must notify the City of its interest to do so in writing within 60 days of the date of the NOA. The City is then required to negotiate price and terms for the disposition with any entity(ies)/agency(ies) that respond for a period of 90 days. Finally, in the event no agreement is reached between the City and any interested entity(ies)/agency(ies) after a good faith negotiation period of 90 days, the land may be disposed of without further regard to the Surplus Land Act subsequent to a compliance letter from HCD.

Report to Mayor and City Council
Re: Resolution No. CC 2024-057
November 6, 2024

Page 3 ends

Staff has determined that there is no further governmental use for the Properties and recommends that the City Council declare the Properties as surplus land and complete the surplus property disposition process in accordance with the SLA. Once declared as surplus land, the City will follow the notice and negotiation procedures outlined in the SLA. Declaring the Properties as surplus land does not preclude the City from developing the Properties in the future. It simply provides flexibility to move forward with potential public-private partnerships to develop the Properties. Any future property sale, development agreement, and entitlements for the Properties would still adhere to the appropriate process as described within the Palmdale Municipal Code.

FISCAL IMPACT
Direct costs for undergoing the sale of the Properties involve an appraisal(s) and traditional real estate broker services, which will be offset by any proceeds received from the sale of the Properties. Given the complexity and unknown factors when negotiating under the SLA process, the exact final costs for these services are unknown.

STRATEGIC PLAN
Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

A. Manage resources, costs, and liabilities to ensure the City’s long-term fiscal health.

Prepared by: Megan Taggart, Acting Director of Economic & Community Development
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, City Manager
Approved as to form: William P. Curley, III, City Attorney

ATTACHMENT
Reso. No. CC 2024-057

CITY COUNCIL

CITY OF PALMDALE, CALIFORNIA
RESOLUTION NO. CC 2024-057

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALMDALE,

DECLARING CERTAIN PROPERTY SURPLUS LAND PURSUANT TO
GOVERNMENT CODE SECTIONS 54220 ET SEQ.

WHEREAS, the City of Palmdale owns certain real properties consisting of approximately 66 acres, described herein (hereinafter referred to as ‘Property’); and WHEREAS, the declaration applies to two locations; one totaling approximately 9 acres located on the southwest corner of Avenue M and 10 th Street West indicated on the Los Angeles County Assessor’s roll as Assessor Parcel Number (APN) 3128-015- 903. The second consists of nine parcels totaling approximately 57 acres located on the northwest corner of Palmdale Boulevard and Division Street currently indicated on the Los Angeles County Assessor’s roll as APN’s 3008-041-001; -002; -003; -004; -005; - 006; -007; -008; -009; AND -010, as shown on the map attached hereto as Exhibit A; and
WHEREAS, the Surplus Land Act (SLA), Government Code Sections 54220 et seq., applies when a local agency disposes of “surplus land,” as that term is defined in Government Code Section 54221; and
WHEREAS, on October 9, 2019, Governor Newsom signed Assembly Bill (AB) 1486. AB 1486 significantly amended the SLA effective January 1, 2020. These amendments included, among others, changing the previous, long-standing definitions of “surplus land” and “exempt surplus land”; providing that property shall be declared either “surplus land” or “exempt surplus land” before a local agency may take any action to dispose of it; and adding a new limitation providing that an agency’s use “shall not include commercial or industrial uses or activities, including nongovernmental retail, entertainment, or office development” or “property disposed of for the sole purpose of investment or generation or revenue”; and
WHEREAS, on October 11, 2023, the Governor signed AB 480 and Senate Bill (SB) 747 into law, which further clarified provisions of the SLA. AB 480 and SB 747 became effective on January 1, 2024, and generally provide some increased flexibility as it pertains to the lease of public agency land, expands the definition of exempt surplus land, and clarifies the assessment of penalties for non-compliance; and WHEREAS, the Property would fall within the definition of “surplus land” pursuant to Government Code Section 54221, as amended by AB 1486; and WHEREAS, in order to pursue new uses for the Property, including the possible disposition through a sale or lease of the property, the City must now comply with the SLA as amended by AB 1486; and
Resolution No. CC 2024-057
Declaration of Surplus Land

Page 2 ends

WHEREAS, pursuant to the SLA, City staff will send a written notice of availability of the properties by electronic mail or by certified mail to all of the entities identified in Government Code Section 54222; and
WHEREAS, subject to Government Code Section 54227, if one of the entities/agencies desires to purchase or lease the property after having received notice, it must indicate its interest to do so in writing within 60 days of the date of the City’s notice, and the City and the entity/agency responding to the notice may negotiate price and terms for the disposition of the Property; and,
WHEREAS, pursuant to Government Code Section 54223, in the event no agreement is reached between the City and any interested entity/agency after a good faith negotiation period of 90 days, the Property may be disposed of without further regard to the SLA subsequent to a compliance letter from HCD.

NOW, THEREFORE, BE IT RESOLVED, THE CITY COUNCIL OF THE CITY OF

PALMDALE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:

SECTION 1. The City Council hereby specifically finds that all facts set forth in the Recitals of this Resolution are true and correct.

SECTION 2. For purposes of compliance with the SLA, the Property, as described herein, is hereby declared surplus land.

SECTION 3 The City Council authorizes the City Manager, or her designee, to proceed with all the requirements of the SLA, as amended, to facilitate the possible disposition and reuse of the property. Whenever an administrative action is required by the City to implement the terms of the SLA process, the City Manager, or her authorized designee, will have the authority to act on behalf of the City, except with respect to matters reserved under California law wholly for determination by the governing body.

Resolution No. CC 2024-057
Declaration of Surplus Land

Page 3 ends

SECTION 4. The City Clerk shall certify to the adoption of this Resolution.

PASSED, APPROVED and ADOPTED this 6th day of November 2024. _________________________________
Approved as to form: Austin Bishop, Mayor
ATTEST:
___________________________ _________________________________ William P. Curley, III Rochelle Scott, City Clerk
City Attorney
I, Rochelle Scott, City Clerk of the City of Palmdale, California, do hereby certify that the foregoing resolution was duly passed, approved, and adopted by the City Council of the City of Palmdale at a regular meeting of said Council held on the 6 th day of November, 2024 by the following roll call vote:

AYES:

NOES:___________________________________________________________ ABSTAIN:______________________ABSENT:___________________________ Date:

Rochelle Scott, City Clerk
Resolution No. CC 2024-057
Declaration of Surplus Land

Page 4 ends

City Council Staff Report
DATE: NOVEMBER 6, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: ECONOMIC AND COMMUNITY DEVELOPMENT DEPARTMENT

PLANNING DIVISION
DISTRICT: 1
SUBJECT: RECEIVE AND FILE THE ANNUAL ACTIVITY REPORT FO R

DEVELOPMENT AGREEMENT PERTAINING TO THE

OASIS WELLNESS VILLAGE PROJECT LOCATED AT THE

SOUTHEAST CORNER OF PALMDALE BOULEVARD AND

TIERRA SUBIDA AVENUE

RECOMMENDATION
Staff recommends that the City Council receive and file the annual activity report for Development Agreement (DA) No. A-5595 pertaining to the Oasis Wellness Village project located at the southeast corner of Palmdale Boulevard and Tierra Subida Avenue.

BACKGROUND
On October 5, 2016, the City Council approved General Plan Amendment 15 -001, Zone Change 15 -001, and DA No. A-5595 (Resolution No. CC 2016 -083) and, subsequently, on January 12, 2017, the Planning Commission approved Planned Development 16 -001, Tentative Parcel Map 73748, and Site Plan Review 15 -006 (Resolution No. PC-2017-005) for the Oasis Wellness Village project. The development includes construction of a campus -style, mixed-use project composed of services and businesses centered on a theme of wellnes s and healthy living (Figure 1). The site is located at the southeast corner of Palmdale Boulevard and Tierra Subida Avenue.

Report to Mayor and City Council
Re: Development Agreement No. A-5595 Oasis Wellness Village Project November 6, 2024

Page 2 ends

FIGURE 1 – SITE PLAN

DISCUSSION
In compliance with Section 9 of the DA and California Government Code Sections 65865.1 and 66006, the City is required to periodically review the DA (at least every 12 months). During the review period, the applicant or successor in interest must demonstrate good faith compliance with the terms of the agreement. If the review determines that the applicant or successor in interest has not complied with the terms or conditions of the agreement, the City may terminate or modify the agreement.

Exhibits C and D of DA No. A-5595 (Attachment 1) require the developer to provide certain benefits and pay fees to the City at specific timeframes during the development process. No fees or public benefit payments were required during the review period

Report to Mayor and City Council
Re: Development Agreement No. A-5595 Oasis Wellness Village Project November 6, 2024

Page 3 ends

(November 1, 2023, to November 1, 2024) because no development was proposed. As such, the applicant is in compliance with the terms and conditions of the DA.

FISCAL IMPACT
$294; Other than the processing fee specified within the City’s fee resolution (Resolution No. CC 2024-059), there is no fiscal impact associated with this action.

STRATEGIC PLAN
Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

A. Management resources, costs, and liabilities to ensure the City’s long-term fiscal health.

Prepared by: Megan Taggart, Acting Director of Economic and Community Development
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, City Manager
Approved as to form: William P. Curley, III, City Attorney

ATTACHMENT
Agrmt No. A-5595 Oasis Wellness Village Project
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THIS FORM IS NOT TO BE DUPLICATED
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V

RECORDED AT REQUEST OF

AND WHEN RECORDED RETURN TO
City of Palmda le
38250 5¡erra Highway
Palmdale, Ca liforn ia 93550
Attn: City lvla nager
Fee Exem- Gov't Code6103
(Space above for Recorder's Use)

DEVELOPMENT AGREEMENT
between

THE CITY OF PALMDALE,
a California munic¡pal corporation
and

PALMDALE INVESTMENT COMPANY, LLC,
a California limited liability company
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This Development Agreement (the "Agreement") is entered by and between the City of Palmdale, a California municipal corporation ("City"), and Palmdale Investment Company, LLC, a California limited liability company ("Owner"). City and Owner shall be referred to jointly within this Agreement as the "Parties."

RECITALS
A. To strengthen the public planning process, encourage private particìpation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted the "Development Agreement Statute," Sections 65864 et seq,, of the Government Code. City, a general law city, is authorized by the Development Agreement Statute to enter into development agreements with persons and ent¡ties havìng legal or equitable interests in real property for the purpose of establishing predìctability for both City and the property owner in the development process,
B. Owner has requested that City enter into a development agreement for property with the C¡ty and more particularly described in Exhibit "A" and depicted on Exhib¡t "8" (the "Property"). City enters into this Agreement pursuant to the provisions of the California Government Code, the City's General Plan, the City Municipal Code, and applicable City policies.

C. Owner has a legal or equitable interest in the Property and desires to develop on the Property the Oasis Wellness Village (the "Project"), a collection of state-of-t he-a rt continuum care facilities adjacent to the Palmdale Regional Medical Center which will bring critica lly-needed healthcare facilities within easy reach of the est¡mated 40-50% of the region's residents who now travel extended distances to obtain their medical care.

D. The City has a significant interest ¡n enhancing the health and welfare of the community by creating opportunities for increased access to quality health care facilities.

E. Owner has fìled with the City its request for approval of the following d¡scretionary act¡ons pertaining to the Property:

L. General Plan Amendment 15-001, a request to amend the General Plan land use designation for an approximately 9,9-acre port¡on of the Project site from CC (Community Commercial) to RC (Regional Commercial) (the "General Plan Amendment"); and

2. Zone Change 15-001, a request to change the zoning desìgnat¡on for an approximately 9.9-acre portion of the Project site from C-3 (General Commercial) to C-4 (Commercial Center) (the "Zone Change").

F. ln addition to the General Plan Amendment and the Zone Change, Owner plans in the future to f¡le with the City applications for approval of discretionary actions which more specifically wiìl describe and implement the Project (the "Future Appl¡cat¡ons"). The Future Applications will include, but are not be limited to, applications for approvalof:
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1. The "Oasis Wellness Village Planned Development" pursuant to Section

28.05 of the City's Zoning Ordinance; and

2. Tentative Parcel Map No. 73748, a request to subdivide three contiguous parcels totaling approximately 12.13 acres (the "Tentative Parcel Map").

G. This Agreement assures that development of the Property will occur in accordance with City's General Plan, as amended by the General Plan Amendment. The development of the Property pursuant to thÌs Agreement shall be referred to as the "Development Pla n."
H. This Agreement const¡tutes a current exercise of City's police powers to provide predictability to both the City and Owner in the development approval process by vesting the permitted use(s), density, intensity of use, and timing and phasing of development consistent with the Development Plan, thus maximizing the opportunìty to achieve the significant enhancement of the community's access to quality health which will result from implementation of the Development Plan (the "Public Benefits").

AG REEMENT
city and Owner agree as follows:

INTEREST OF OWNER, Owner represents that it has a legal or equitable ¡nterest in the Property and is authorized to enter into this Agreement.

PUBLIC HEARINGS. On September 22,2076, after providing notice as required by law, the Planning comm¡ss¡on of the city held a public hearing on this Agreement and recommended to the City Council the adoption of this Agreement. On October 5, 2016, after providing notice as required by law, the City Counc¡l held a public hearing on this Agreement and made the find¡ngs set forth in Sect¡on 3.

3. CITY COUNCIL FINDINGS. The City Councìl finds that:
3,1Subject to the approval of the General Plan Amendment becomìng effective on or before the Effective Date, th¡s Agreement ¡s consistent with city's General Plan.

3.2This Agreement strengthens the public planning process, encourages pr¡vate participation in comprehensive planning, particularly with respect to the implementation of the City's General Plan, and reduces the economic costs of development and government.

The best interests of the residents of the City and their public health, safety, and welfare will be served by entering into this Agreement, t.

2. 2

3.3 LCONTINUING OBLIGATIONS. This Agreement binds the Parties now and in the future.

By approving th¡s Agreement, the C¡ty Council has elected to exercise certain governmental powers at the time of enter¡ng into this Agreement rather than deferring its actions to some undetermined future date. The terms and conditlons of this Agreement have been reviewed by City staff and the City Council and have been found to be fair, just, and reasonable.

DEFINITIONS. ln this Agreement, unless the context otherwise requlres, the following terms and phrases shall have the following meanings:

5.1"Administrative Fees" shall mean any fee routinely charged by the City to all development projects within the City for the tíme expended by full-time City employees in providing services related to the development of the Project.

Admin¡strat¡ve Fees do not, however, include "Development Fees" as defined in Section 5.11 below.
"Agreement" shall mean this Development Agreement between the city and Owner. The term "Agreement" shall include âny amendment properly approved and executed pursuant to Section 7.5,
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5 "Approval Date" means the date on which the City Council conducted the first reading of the ordinance adopting this Agreement. That date is October 5, 2016. "City" shall mean the City of Palmdale, a California mun¡cipalcorporation. "City Council" shall mean the governing body of the City. "C¡ty Municipal Code" shall mean the Palmdale Municipal Code. However, changes to the Palmdale Municipal Code occurring between the Approval Date and the Effective Date shall not be considered part ofthe City Municipal Code for purposes of this Agreement w¡thout owner's prior written consent. "Day" refers to a calendar day unless specifically stated as a "business day." "Default" refers to the material and substantial faÌlure by a Party to comply with one or more material provisions of this Agreement.

5. 5.2

5.3 5.4

5.5 5.6

5.7 5.8

5.9"Development" refers to the improvement of the Property for the purposes of complet¡ng all structures, improvements, and facilities comprising the Project.

5.10 "Development Approvals" refers to all permits and other entitlements approved or issued by the City for the use of, construct¡on upon, and/or development of the Property. Development Approvals shall be deemed to include, but are not limited to, the following (and related amendments):

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. This Agreement;
. Amendments to the General PIan;
. Master P la ns;
Tentative Maps, FinalMaps, includìng parcel maps;
Planned Developments, as set forth in Section 28.05 of the City's Zoning Ordinance;
Conditional use permits, use permits, and site development permìts; Va ria n ces;
Grading and building permits;
Certificates of compliance and/or lot line adjustments; Street, draìnage, utility, storm water, and landscape permits; Occu pa ncy permits; and
Environmental review documents for the Project.

5.11 "Development Fees" refers to all fees established by the City for entitlement and construction activ¡ties which, but for this Agreement, could be imposed upon the Project. Development Fees include, but are not limited to, development ¡mpact fees, (for example, traffic and fire facility) that could be imposed pursuant to the Mitigation Fee Act (California Government Code Section 66000 et seq.). Other examples of Development Fees include, but are not limited to, fees for demolition, utility connections, site plan rev¡ew, traffic review, application filing, ¡nspections, plan check, geotechnicaì review, storm water management, permit issuance, insurance, school fees, occupancy, design review, flow test, and d ra inage.
5,12 "Development Plan" means Owner's plan for development of the Property cons¡sting of the Existing Land Use Regulations, this Agreement, the Subsequent Land Use Regulations to wh¡ch Owner has consented ¡n wr¡ting, and Subsequent Development Approvals.

5.13 "Effective Date" shall mean the later of (l) date the ordinance adopting this Agreement becomes effective and (ii) the expiration of the perìod provided by a
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applicable law, including but not limited to Government Code Section 65009, for challenging the General Plan Amendment.

5.f4 "Existing Land Use Regulations" means all Land Use Regulations in effect on the Effective Date, including, but not limited to, the General PIan as amended by the General Plan Amendment and the provisions of the City Municipal Code falling within the definition of "Land Use Regulations" (see Section 5.17 below), incìuding, but not Iimited to, Title 1-6 (Subdivisions) and T¡tle 17 (Zonìng) However, changes to Land Use Regulatìons occurring between the Approval Date and the Effective Date shall be considered part of the Existing Land Use Regulations only with Owner's written consent. Owner has consented to the General Plan Amendment and the Zone Change, which shall be considered part of the Existing Land Use Regulations.

5.15 "General Plan" shall mean the general plan of the City.

5.16 "General Plan Amendment" shall refer to the amendment of the City's General Plan on October 5, 2016, for the Property.

5.17 "Land Use Regulations" shall mean all ordinances, resolutions, codes, rules, regulations and official policies of the City governing the development and use of land, including, without lìmitation, the permitted use of land, the density or intensity of use, subdivisìon requirements, timing and phasing of development, the maximum height and size of buildings, the provisions for reservation or dedication of land for public purposes, and the design, ¡mprovement, construct¡on, and initial occupancy standards and specifications applicable to the Project. Land Use Regulations do not include any City ordinance, resolution, code, rule, regulation or official policy governing:

The conduct or taxation of businesses, professions, and occupations applicable to all businesses, professions, and occupations in the City; Taxes and assessments of general applicatlon upon all residents of the City, provided that the taxes and assessments are not imposed for the purpose of tax¡ng the right, power or privilege of developing or improving land (e.g., excise tax) or to directly finance the acquisition or dedication of open space or any other public improvement ¡n respect of which the Owner is paying any fee (directly or through an assessment or similar financing d¡strict) or providing any improvement pursuant to this AgreemenU or
The controland abatement of nuisances
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"Land Use Regulations" also do not include any county, state, or federal ordinances, resolutions, codes, rules, regulations and official policies or any City ordinances, resolutions, codes, rules, regulations and offìcial policies, the specifìc provisions of which are mandated (as opposed to permitted) by county, state, or federa I law.

5.18 "Minor Changes" refers to any change to the Project that is otherwise cons¡stent with the Development Plan and which does not result in a change in the type of use, an increase in density or intensity of use, significant new or increased environmental impacts that cannot be mitigated, or violations of any applicable health and safety regulations in effect on the Effective Date.

5.19 "Mortgage" refers to any mortgage, deed of trust, or other securlty device recorded against some or all of the Property or improvements to the Property for the purpose of securing a debt or other obligation,

5.20 "Mortgagee" refers to a mortgagee of a mortgage, a benefÌciary under a deed of trust or any other security dev¡ce, a lender, and their successors and assigns.

5.27 "Operating Memorandum" refers to the wr¡tten memor¡alÌzation of the Partìes' mutual consent to adopting "Minor Changes" to the Project.

5.22 "Owner" refers to Palmdale lnvestment Company, LLC, a Californìa limited I¡ab¡lity company, and Owner's successors and assigns.

5.23 "Owner's Vested Right" refers to Owner's guaranteed right to develop the Property as set forth ¡n this Agreement.

5.24 "Paragraph" means a lettered or numbered paragraph of an Exhibit to this Agreement, unless speclfically stated to refer to another document or matter. A reference to a Paragraph includes all subparagraphs ofthat Paragraph. 5,25 "Parcel Map" means a Final Parcel Map approved by the City as a ministerial action.

5.26 "Parking Distr¡ct" refers to an anticipated parking d¡strict which will be formed by the City to provide bond financing as a means to fund the construction of the Parking Fa cilities.

5.27 "Parking Facilitìes" refers to the two parking structures which are part of the proposed Development Plan, all internal Project streets, each of which provides direct or ìndirect access to at least one of the parking structures, and all utilities and infrastructure installed and/or constructed beneath those streets. 6 A-5595

5.28 "Parking Structures" refers to the two parking structures which are part of the Pa rking Facilitìes.

5.29 The "Parties" means the City and Owner. A "Party" refers to either the City or the Owner.
5,30 "Pass-Through Fees" means those fees assessed against the Project and/or the Development by other public agencies, but which are collected (as opposed to imposed) by the C¡ty and which, after collection, are "passed through" to the public agency whlch imposed the fee in the first instance. 5,31 "Project" means the development of the Property as set forth in the Development Plan.

5.32 "Property" means the real property described in Exhibit "A" and depicted on Exh ibit "B".

5.33"Publlc Benefits" refers to those benefits provìded to the residents of the City and the surrounding community by the development of the health care facilities contemplated by the Development Plan. Some of the Public Benefits are listed on Exh ibit "C".
5,34 "Reservation of Authority" means the rights and authority specifically reserved to C¡ty as described in SectÌon 8,6.
5,35 "Sect¡on" refers to a numbered section of this Agreement, unless specifically stated to refer to another document or matter.

5.36 "Subsequent Development Approvaìs" means all Development Approvals approved, granted, or issued after the Effective Date for the Project which are required or permÌtted by the Existing Land Use Regulations, the Subsequent Land Use Regulations to which Owner has consented in writing, and this Agreement.

Subsequent Development Approvals include, without limitation, all development review approvals required under the Subdivision Map Act, the City's subdivision ordinance and/or other provisions of the City Municipal Code, site development permits, excavation, grading, building, construction, encroachment or street improvement permits, occupancy certificates, utility connection authorizations, drainage, landscape, or other permits or approvals necessary for the grading, construction, marketing, use and occupancy of the Project.

5.37 "Subsequent Land Use Regulations" means those Land Use Regulations which are both adopted and effective after the Approval Date and which are not included withìn the definition of Existing Land Use Regulations, "Subsequent 7 A-5595
Land Use Regulations" include any Land Use Regulat¡ons adopted by moratorium by ¡nitiative, City action, or otherw¡se

5.38 "Tentative Map" shall mean a tentative parcel map, as defined in the Subdivision Map Act and the City Municipal Code, for the Project'

5.39 "Term" means the term of this Agreement as set forth in Section 7.2 of this Agreement.

5.40 "Zone Change" means the amendment to the C¡ty's Municipal Code with respect to the zoning des¡gnat¡on for the Property which was approved by the City Councìl on the Approval Date.

6.EXHIBITS. All exhibits attached to this Agreement are Ìncorporated as a part of th¡s Agreement. Those exhibits are:

7. G EN ERAL PROVISIONS

7.7 Bìnding Effect of Agreement. This Agreement shall be recorded against the Property and shall run with the land. The Development shall be carr¡ed out in accordance with the terms of th¡s Agreement.

7.2Term of Asreement. The Term shall commence on the Effective Date, The Term shall continue for a period of twenty-f¡ve years from the Effective Date, but shall be extended for periods equal to the time during which:

Litigation ìs pending whìch challenges any matter, including compliance with CEQA or any other local, state, or federal law, related in any way to the approval or implementation of all or any part of the Development Plan. Any such extens¡on shall be equal to the time between the filing of litigation, on the one hand, and the entry of final judgment or dismissal, on the other. All such extens¡ons shall be cumulative.
8 :¡::iExtii¡ii:.: lDiscription : '
.''
Legal Description of the Property
rtDe piction of the Property
Pu blic Benefits
Fees
a
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Any application by Owner for a regulatory permit and/or approval from an agency other than City which is required for the Project, but has been pending more than one year after its subm¡ttal, beginning on the 366th day following its submittai for approval.

Any other delay occurs which is beyond the control of the Parties, as described in Section 13.10.

Termlnatìon. This Agreement shall be deemed terminated and of no further effect upon the earlier occurrence of any of the following events:
. Expiration of the Term as set forth in Section 7.2;
Completion of the Project ìn accordance with the terms of th¡s Agreement, including issuance of all required occupancy perm¡ts and acceptance, as required by state law, by City, or the applicable public agency, of all required dedications and the satìsfaction of all of Owner's obligations under this Agreement; and
As may be provided by other specific provisions of this Agreement.

Effect of Termination. Subject to Sect¡on 8.10, upon any term¡nation of th¡s Agreement, the only rights or obligations under this Agreement which eìther Party shall have are:
. The completion of obl¡gations which were to have been performed prior to terminat¡on, subject to Section 11; and
¡ The performance and cure r¡ghts set forth in Section 11.

Amendment or Cance¡lation of AÊreement. Th¡s Agreement may be amended from time to time or canceled only by the written consent of both CÌty and Owner in the same manner as its adoption, as set forth in California Government Code Section 65868. Any amendment or cancellation shall be in a form suitable for recording in the Offìcial Records of Los Angeles County, California. An amendment or other modification of this Agreement will contìnue to relate back to the Effective Date of this Agreement (as opposed to the effective date of the amendment or modification), unless the amendment or modification expressly states otherwise,

7.3 7.4

7.5 9

7.6 77
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Release of Obligations With Respect to lndividual Parcels Upon CertifÎcation of Occupancv. Notwithstanding any other provìsion of this Agreement:

7.6.L When any individual parcel has been finally subdivided and sold, leased, or made available for lease to a member of the public or any other ultimate user, and a certificate of occupancy has been obtained for the building(s) on the lot, that lot and its owner shall have no further obl¡gations under and shall be released from this Agreement.

7.6.2 Upon the conveyance of any lot, parcel, or other port¡on of the Property to a property owners'association or public or quasi-public entity, that lot, parcel, or port¡on of the Property and its owner shall have no further obligations under and shall be released from this Agreement.

No formal actlon by the City is required to effect this release, but, upon Owner's request, City shall sign an estoppel certificate or other document to evìdence the re lease.

Minor Changes. The provisions of this Agreement require a close degree of cooperation between the Parties and "Minor Changes" to the Project may be required from time to time to accommodate design changes, engineering changes, and other refinements related to the detaìls of the Parties' performance. "Minor Changes" shall mean changes to the Project that are otherwise consistent with the Development Plan, and which do not result in a change in the type of use, an increase in density or intensity of use, signif¡cant new or increased environmental impacts that cannot be mitigated, or violations of any applicable health and safety regulatÌons in effect on the Effective Date, Accordingty, the Parties may mutually consent to adoptìn8 "Mìnor Changes" through their signing of an "Operating Memorandum" reflecting the Minor Changes. Neither the Minor Changes nor any Operating Memorandum shall require public notice or hearing. The City Attorney and City Manager shall be authorized to determine whether proposed modifications and refinements are "Minor Changes" subject to this Sect¡on 7.7 or more significant changes requiring amendment of this Agreement, The City Manager may execute any Operating Memorandum without City Councll action.

Term of Map{s) and Other Development Approvals.

7.8.I Subdivision Maps. Pursuant to Government Code Section 66452.6, the term of all parcel maps that are approved for all or any portion of the Property shall be extended to a date coincident with the Term and, where not proh¡bited by State law, with any extension of the Term 10 7.8
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7.a.2Site Development Perm¡ts. Site Development Perm¡ts for the Project shall have terms that coincide with the term of the subdivision or parcel map for the portion of the Property to which a part¡cular Site Development Permit perta¡ns.

7.8,3Other Devetopment Approvals. Pursuant to Government Code Section 65863.9, any and all other Development Approvals, including, but not limited to, those discretionary approvals listed in Recital E above, for any portion of the Project shall automatically be extended for a term ending concurrently with the applicable tentative maps for the Project. Pursuant to Section 7.8.1, those terms shall be the same as the Term of this Agreement.

7.8.4Decisìons of Planning Manaser. Any decision of the Planning Manager with respect to Subsequent Development Approvals may be appealed to the City's Planning Commission pursuant to the procedures of the cìty's Munic¡pal code, Decìs¡ons of the Planning Commission on appeal may be appealed to the City Council pursuant to the procedures of the City's Municipal Code.

7.9 Retationship of Citv and Owner. The contractual relationship between CÌty and Owner aris¡ng out of this Agreement is one of independent contractor and not agency. This Agreement does not create any th¡rd-party beneficiary rights

7.IO Notices. All notices, demands, and correspondence required or permitted by this Agreement shall be in writing and delivered in person or mailed by first class or certified mail, postage prepaid, addressed as follows:
lf to C¡ty, to:
city of Palmdale
38300 Sie rra Highway
Palmdale, Ca liforn ia 93550
Attn: City Manager
With a copv to:

City of Palmda le
38300 Sierra Highway, Suìte A
Palmdale, CA 935 50
Attn: City Attorney
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lf to Owner, to
Palmdale lnvestment Company, LLC
1146 N. Central Ave., #441
Glenda le, CA 91202-2502
Attn: Joh n Thomas
joh n @thomaspa rtn ers.com
With a copy to
Tim Paone
Cox, Castle & N icholso n
3121 M ichelson Drive
Suite 200
lrvine, CA 92612
tpaone @ coxcastle.com
C¡ty or Owner may change its address by giving notice in writing to each of the other names and addresses listed above. Thereafter, notices, demands, and correspondence shall be addressed and transmitted to the new address. Notice shall be deemed gìven upon personal delivery or, if mailed, two (2) business days following deposit ¡n the United States mail.

8. DEVELOPMENT OF THE PROPERTY.

8.1Owner's Vested Right. Owner shall have the vested right to complete Development of the Property in accordance w¡th the Development Plan ("owner's Vested Right").

Governing Land Use Regulations. The Land Use Regulations applicable to the Project and the Property shall be those contained in the Development Plan. An amendment or other modification of this Agreement will not change these applicable Land Use Regulations unless the amendment or modification expressly provides otherwise. Subsequent Land Use Regulations shall not apply to the Property unless the Parties mutually agree in writing that the Project will be subject to one or more Subsequent Land Use Regulations. Owner's applicat¡on for a Subsequent Land Use Regulation and the City's approval of that application as submitted or as otherwise agreed to in writing by Owner shall be deemed an effective mutual written agreement of the Parties.

8.2 12
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Nothing contained in this Agreement shall be deemed to author¡ze City to withhold any building permit, approval, and/or certificate of occupancy based on Owner's failure to comply with any Land Use Regulation that, as a result of thìs Agreement, is not applicable to the Project.

8.3 Permitted Uses. The permitted uses on the Property shall be as provided in the Development Pla n.
8,4 Density and lntensitv; Requirement for Reservation and Dedication of Land. The density and ìntensity of use for all Development on the Property, and the requirements for reservation and dedication of land, shall be as provided in the Development Plan.

8.5 Su bdivisio n Map Processing.

8.5.1The Porcel Mop. Processing, filing, and recording of the Parcel lvlap shall be as provided within the Subdivision Map Act and subject only to the Existing Land Use Regulations.

8.5.2Phased Final Mops. Pursuant to Section 66452.6(a)(1) of the California Subdivisìon Map Act, through th¡s Agreement Owner has requested and City agrees to permit the filing of up to four "phased final maps," as that term is used in Section 66452.6(a)(1), for the Project. This request by Owner sha ll be deemed to be in effect at the approval of the Tentative Map.
8,6Reservation of Author¡tv. The following Land Use Regulations or Subsequent Land Use Regulations sha ll apply to the Property and the Project:

Procedural regulations relating to hearing bodìes, pet¡tions, applications, notices, findings, records, hearings, reports, reco m mendations, appeals, and any other matter of procedure;
Provided that they are uniformly applied to all development projects w¡thin the City and are not applied retroactively to any Development Approval issued before their adoption or amendment, uniform codes governing engineering and construction standards and specifications adopted by the C¡ty pursuant to state law (such codes include, without lim¡tation, the City's adopted version of the Uniform Adm¡nistrative Code, California Building Code, California Plumbing Code, California Mechanical Code, California Electrical Code, and Californìa Fire Code); and 13 4.7
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. Regulations which may be in conflict w¡th this Agreement, but which are objectively requìred (and there are no available reasonable alternat¡ves) to protect the public health and safety in the event of a sudden, unexpected occurrence involving a clear and ¡mm¡nent danger, and demanding immediate action to prevent or mitigate loss of, or damage to, lÌfe, health, property, or essential publÌc services within the immed¡ate community. Such regulations must be a valid exercìse of the City's police power and must be applied and construed so as to provlde owner, to the maximum extent possible, with the rights and assurances provided in this Agreement. To apply to the Property, such regulations must be adopted after a public hearing and must be based upon findings of necessity established by a preponderance of the evidence. Any regulations, including moratoria, enacted by City and imposed on the Property to protect the public health and safety in the circumstances described above shall toll the Term and any time periods for performance by Owner and City set forth ¡n this Agreement.

Assessment District or Other Public Financine. Subject to all procedural requirements of State and city law, City shall use its best efforts to conduct proceedings to consider and util¡ze one or more of a number of alternative public financing mechanisms authorized by state law, which may include, but are not limited to, Enhanced lnfrastructure Financing Districts, Mello Roos Districts, Community Fac¡l¡ties Districts, Parking/ Public lmprovement Districts, Landscaping and Lighting Assessment Distr¡cts, Utìlity Author¡ty, other land based secured assessment districts, lease leaseback transaction structures, project specific tax revenue re¡mbursement, as well as other allowed financing mechanisms (collectively, "Public Financing Mechanisms")' These Public Financing Mechanisms may, at the Cìty's sole and absolute discretion, be used to provide public financing for one or more of the following: (i) the acquìsìtion of the land designated in the Development Plan for the construction of the two park¡ng structures (the "Parking Structures") and all interior streets of the Project which prov¡de dìrect or ind¡rect access to at least one of those Park¡ng Structures (collectively, the "Parking Facilities") (ìi) the construction of the Parking Facil¡ties, and (iii) the construction of infrastructure and other public amenit¡es such as water, sewer and storm water facilities, parks, public pavilions, pedestr¡an areas, and any other projects authorized by state law governing the particular financing mechanism. lt is ant¡cipated that the city may consider creating and/or utilizing a Special Purpose Authority ("Authority"), and that a separate financing agreement(s) will be required by and between the City and/or the Authority and Owner.
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Owner's Finoncial Cqpacitv. Prior to any determination of public financing and/or funding of the Parking Facilities, City and, if applicable, Authority must be satisfied that the Owner has the ability and financial capacity to develop the Project and, therefore, provìde the sign¡ficant benefit of making high quality health care facilities reasonably accessible to residents of C¡ty and surrounding communities. Based on the foregoing determination in conjunction with an independent determination by special counsel that such financing complies with applicable federal and State regulations, the City or the Authority may authorize (i) construction and operation of the Parking Fac¡lities by Owner and (ii) issuance and sale of future bonds, if any, that shall be based on prevailing municipal financing practices and criteria and sold in a mutually agreeable timeframe that would consider the t¡ming as follows: (a) the first Parking Structure shall be complete and available for use prior to occupancy of the first non-parking building that is part of the Project and (b) the second Parking Structure shall be complete and available for use as agreed based on the future occupancy of the Project.

Proiect Continaent on Public Financinq Mechanism' Owner recognizes that City cannot commit to a Public Financing Mechanism through this Agreement, and must comply with all aspects of local, state, and federal law relevant to the formation of a Public Financing Mechanism prior to making such a commitment. City, however, recognizes that Owner cannot commit to development of the Project unless City exercises its discret¡on to form/provide a Public Financing lvlechanism to, at a minimum, f inance the construction of the Parking Facilities Proiect Continaent on Owner's Manaoement of Parkinq Structures.

City recogn¡zes that, subject to compliance with all state and federal regulatìons, Owner cannot commit to development of the Project unless City and Owner enter into an agreement for a term of no less than 75 years granting to Owner the r¡ght to (i) manage construction of the Parking Structures, (iÌ) when completed, manage and ma¡ntaìn the two Parking Structures at Owner's expense, and (iii) collect and reta¡n the revenues from the Parking Structures.

Proiect Cont¡noent on Owner's Monoaement of Park¡nq Structures city recognizes that, subject to compliance with all state and federal regulations and any bond financing restrìctions and/or covenants, Owner cannot commit to development of the Project unless City and Owner enter into an agreement grant¡ng to Owner an option for Owner to purchase at fair market value either one or both of the 15 8.7.2
a?2
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Parking Structures (whether separately, iointly, or at different times) at ãny t¡me during owner's management ofthe Parking structures.

8.8 199¡ Because of the CitY's desire for the development of the Property to provide reasonable access for the residents of the city and surrounding communities to high quality health care, Development Fees (see Section 5.1L) and, Administrative Fees (see Section 5 1) shall be as set forth on Exh¡bit "D" ln the case of any ambiguity or uncertainty as to whether a particular fee is an Admin¡strative Fee or a Development Fee, it shall be treated as a Development Fee. As noted on Exhibit "D", Pass-Through Fees (see Section 5.30) shall not be ca pped or waived.

Owner is solely responsible for obtaining a determinatìon by the Department of lndustrial Relations regarding the adjustment of Development Fees pursuant to this Agreement or any public subsidy for the Project to determ¡ne whether it meets the exemption of "de minimis in the context of the project" as outlined in Section 1720(c)(3) of the California Labor Code.

8.9 Adequacv of Required lnfrastructure, The City acknowledges and agrees that, upon Owner's completion of the Project pursuant to the City's cond¡tions of approval, there will be sufficient capacity to accommodate the Project ¡n the infrastructure and services owned, operated, outsourced, controlled, and/or provided by the City, ìncluding, without limitation, traffic circulation, storm drainage, trash collection, and flood control. Where City renders or outsources such services or owns such infrastructure, City shall serve the Project and there shall be no restr¡ctions placed upon Owner concerning hookups or service for the Project, except for reasons beyond City's control.

8.10 Vested R¡shts Upon Termination Term¡nation of this Agreement shall not invalidate any Land Use Regulations or terminate any Subsequent Development Approvals obtained prior to the date of termination. Upon any termination of thìs Agreement, Owner's vested rights, if any, shall be determined by this Agreement to the extent development has occurred on the Property, and as to the remainder of the Project, by state and federal statutes and case law and then current factual state of the Development'

8.11 Staffing and Expedited Processins City shall employ all lawful actions capable of being undertaken by City to (¡) promptly receive and, when complete, accept all applications for Subsequent Development Approvals and related environmental analysis, if any (collectively, "Ap plicatìons" ), and (iì) expeditìously process and take action upon the Applications in accordance with applicable law 16 A-5595

8.72 changes in Federal and State Law. The Property may be subject to subsequently enacted state or federal laws or regulations which preempt local regulations or mandate the adoption of local regulations that confl¡ct with or impede implementation of the Development Plan. Upon discovery of such a subsequently enacted federal or state law, City or Owner shall provide the other Party with written notice, a copy of the state or federal law or regulation, and a written explanation of the legal or regulatory conflict created. Within ten (L0) days thereafter, C¡ty and Owner shall meet and confer in good faith ln a reasonable attempt to modify this Agreement, as necessary, to comply with such federal or state law or regulat¡on. In such negotiations, City and Owner agree to preserve the terms of this Agreement and the rìghts of Owner and C¡ty as derived from this Agreement to the maximum feasible extent while resolving the conflict. City agrees to cooperate wìth Owner ìn resolving the conflict in a manner which minimizes any financial impact of the conflict upon Owner or C¡ty.

City also âgrees to process, in the same exped¡ted manner as set forth for Appl¡cations in Section 8.11, Owner's proposed changes to the Development Plan as needed to comply w¡th such federal or state law, and to process those changes in accordance with City procedures. Any delays caused by such changes in state or federal law shall toll the term of this Agreement and the time periods for performance by Owner and City set forth ¡n th¡s Agreement

8.13 Timing of Development. Because the California Supreme Court held in Pardee Construction Co. v. City of Camqrillo,3T Cal. 3d 465 (1984), that the failure of the parties ¡n that case to provìde for the timing of development resulted in a later- adopted in¡t¡ative restricting the timing of development to preva¡l over the parties' agreement, it is the specif¡c intent of the Parties to provide for the timing of the Project in this Agreement. Therefore, subject to any State requirement related to the completion of construction for which a building permit has been issued, Owner shall have the right, but not the obligation, to complete the Project in.such order, at such rate, at such times, and in as many development phases and sub-phases as Owner deems appropriate ¡n its sole subjective business judgment.

8.!4 Conditions, Covenants and Restrict¡ons. Owner shall have the right, but not the obligation, to reserve and record such covenants, conditions, and restrictions (CC&Rs) against the Property as Owner deems appropriate, in its sole and a bsolute discretion.
17 A-55q5

9. ANNUAL REVIEW

9.1 Tìming of Annual Review, Pursuant to Government Code Section 65865.1, at least once during every twelve (12) month period of the Term, City shall review the good faith compliance of Owner with the terms of this Agreement ("Annual Review").
q?Standards for Annual Review. Dur¡ng the Annual Review, Owner shall demonstrate good faith compliance with the terms of this Agreement. "Good faith compliance" shall be established if Owner is ¡n substantial compliance with the material terms and conditions of this Agreement.

9.3Procedures for Annual Review. The Annual Review shall be conducted by the C¡ty Council or its designee. Owner shall be g¡ven a minimum of sixty (60) days' notice of any date scheduled for an Annual Review. owner shall not be lìmited in the information it presents to the City Council for the Annual Review and may, if needed, provide information to the City Council in the f¡rst instance at the City Council hearing on the Annual Review. Should the City Counc¡l designate a party other than itself to conduct the Annual Review, these same notice and procedural requirements shall apply to the conduct by the designee of the Annual Review.

9.4Certificate of Compliance. At any time during any year that the City Counc¡l or its designee finds that Owner is not in Default under th¡s Agreement, Cìty shall, upon written request by Owner, provide Owner w¡th a wr¡tten certificate of good faith compliance within fifteen (15) days of City's receipt ofthat request,

10. THIRD PARTY LITIGATION,

10.1 Third Partv Lit¡patìon Concernins Agreement. owner shall, at Owner's expense, indemnify and hold City, its officers, employees and independent contractors engaged in project planning or implementation, harmless from any third-party claim, action or proceeding against City, its agents, officers or employees to attack, set aside, void, or annul the approval of this Agreement (collectively, "Thìrd-Party Claims"). City shall promptly notify Owner of any Th¡rd-Party Cla¡m and City shall cooperate in the defense.

LO.z Dutv to Defend. Owner shall defend City against all Third-Party Claims at Owner's expense with legal counsel selected by Owner. Owner shall advise City of its choice of counsel and consider, but not be obligated by, any input the C¡ty may provide regarding the retention of that counsel. With respect to any Third- Party Claim, if Owner asks City to partìcipate in the defense of a Th¡rd-Party Claim, City shall participate. Even if not requested, City may elect to part¡cipate in the defense of any Third-Party Claim. Under either circumstance, (i) City may 18 11
A-55ç5
select ìts own legat counsel to represent City in that defense and (ii) Owner shall reimburse City for the reasonable cost of that defense. For purposes of this Section 1.0,2, to "part¡cipate" in the defense of a Third-Party Claim shall mean that, whether through the city Attorney's office or outside counsel, the City shall appear in court hearings and trials, prepare and file briefs, and otherwise directly engage in litigation related to the Third-Party claim.

10.3 Processins Durins Third Partv Litisation' The filing of any third party Iawsuit(s) against city or Owner relating to this Agreemênt, the General Plan, any Development Approvals, including Subsequent Development Approvals, or other development issues affecting the Property shall not delay or stop the development, processing, or construction of the Project, approval of Subsequent Development Approvals, or issuance of Development Approvals unless the third party obtains a court order preventing such activity City shall not st¡pulate to the issuance of any such order without Owner's prior written consent.

DEFAULTS, REM EDIES, AND WAIVERS.

11.1 Notice. Before either Party may declare a Default under this Agreement this Agreement, the procedures of this Section must be followed. ln the case of a Default aris¡ng from the conduct of an Annual Review, the procedures of this Sectìon shall be strictly followed and shall constitute a second and independent review of the good faith compliance of Owner.

The Party asserting a Default (the "Non-Defaulting Party") may elect to do so by providing written not¡ce to the Party alleged to be in Default (the "Defaulting Party") setting forth the nature of the Default and the actions, if any, required by the Defaulting Party to cure the Default. The Defaulting Party shall be deemed in Default if the Defaulting Party fails to cure the Default within thirty (30) business days after the date of such not¡ce (for monetary defaults) or within sixty business (60) days after the date of such notice (for non-monetary defaults)("Cure Periods"). lf the nature of the alleged Default is such that it cannot reasonably be cured within the applicable Cure Period, the Defaultìng Party shall not be deemed to be in Default if it has commenced efforts to cure the Default within the applicable Cure Period and continues to diligently pursue complet¡on of the cure.
f]'2 Default Remedies. A Party who complies with the notice of Default and opportunity to cure requirements of this section may, at its option, institute legal action to cure, correct, or remedy the alleged Default, enjoin any threatened or attempted v¡olãtion, enforce the terms of this Agreement by specific performance, or pursue any other legal or equitable remedy, with the 19 A-5595
exception of termination of this Agreement. These remedies shall be cumulative rather than exclusìve, except as otherw¡se provided by law. 7],3 Standard of Review. Any determination that a Party is in Default shall be based upon the preponderance of evidence. ln any legalaction alleging or challenging a Party's determination of Defautt, the court shall conduct a de novo review of compliance based on the adminlstrative record and determine if the preponderance of evidence supports the claim of Default.

11.4 Waiver; Remedies Cumulative, There are no ìmplied waivers. All waìvers of performance must be in a writing signed by the Party granting the waiver.

Failure by either Party to insist upon the strict performance of any provision of this Agreement, irrespective of the length of t¡me for which such failure continues, shall not constitute a waiver of the right to demand strict compliance with this Agreement in the future.

A wr¡tten waiver affects only the performance specifically waived and defines the scope and duration of the waiver' Unless expressly stated in a wr¡tten waiver, future performance of the same or any other condition is not waived.

A Party who complies with the notice and opportunity to cure requirements of this Agreement, where applicable, and pursues a legal or equitable remedy available under this Agreement does not waive its right to pursue any other remedy available under this Agreement, unless prohibited by statute, court ru les, or judicia I precede nt.

Delays, tolling, and other actions ar¡s¡ng under this Agreement shall not be considered wâivers subject to th¡s Section.
rZ. ENCUMBRANCES, ASSIGNMENTS, AND RELEASES.

72.1, Discretion to Encumber. This Agreement shall not prevent or limit Owner, in any manner, at owner's sole discretion, from encumbering some or all of the Property or any improvement on the Property with a Mortgage (see Section s.1s),

12.2 Mortsasee Protection. City acknowledges that any lender(s) providing financing secured by the Property and/or its improvements may require Minor Changes lf requested by Owner or a lender, City shall meet with Owner and representatives of the lender(s) to negotiate in good faith any such Minor Changes. City will not unreasonably withhold or delay its consent to a requested Minor Change provided the Minor Change is consìstent with the intent and purposes of th¡s Agreement. The follow¡ng terms and conditions ãpply to all Mortgages:
20 A-55q5
L2,2,7Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish, or impair the l¡en of any Mortgage made in good faith and for value.

72.2.2lf City timely receives a request from a Mortgagee requesting a copy of any notice of Default given to Owner under the terms of this Agreement, City shall provide a copy of that notice to the lvlortgagee within ten (10) days after receiving the Mortgagee's request. The Mortgagee shall have the right, but not the obligation, to cure the Default during the remaining cure period allowed Owner under this Agreement.

12.2.3Except as otherw¡se provided within this Agreement, any Mortgagee who comes into possession of some or all of the Property pursuant to foreclosure of a Mortgage or deed in lieu of such foreclosure or otherwise, sha ll:
. Take the property acquired subject to the terms of this Agreement and as Owner's successor;
. Have the rights and obligations of an Assignee as set forth in Sections 12.3 and I2.4;
o Have the right to rely on the provisions of Section 8 of thìs Agreement, provided that any development proposed by the Mortgagee is ¡n substantial conformance with the terms of this Agreementj and
. Not be liable for any Defaults, whether material or immaterial, or monetary obligations of Owner ar¡sing prior to acqu¡sit¡on of title to the Property by the Mortgagee, except that the Mortgagee may not pursue development pursuant to this Agreement until all delinquent and current fees and other monetary obligations, if any, due to the City under this Agreement for the portions of the Property acquìred by the Mortgagee have been paid to city. f23 Assignments of lnterest in AÊreement. Owner shall have the right to sell, transfer, or assign some or all of the Propertv at any time during the Term (a "Property Conveyance"). Any sale, transfer, or assignment of Owner's rights and obligations under this Agreement (collectively, an "Assignment") in connection with a Property Conveyance, however, shall be subject to the requ¡rements outlined below.
21 A-5595

12.3.7 L2.3.2
Ass¡gnments Requir¡ng City's Consent. The qualifications and identity of Owner are of particular concern to the City. lt ¡s because of those qualifications and identity that the City has entered Ìnto this Agreement with Owner. The City has negotiated the terms of this Agreement in contemplation of the constructìon of the Parking Facilitles. Accordingiy, from the Effective Date until the issuance of a Release of Construction Covenants for the Parking Facilities, all Ass¡gnments by Owner shall be subject to the terms of this Section 72,3.

Ass¡gnments Permitted Without C¡ty's Consent. Notw¡thstanding any other prov¡sion of this Agreement, Assignments related to the following Property Conveyances and other transactions shall not req u ¡re City consent:

The conveyance or dedication of any portion of the Property to a public agency, including the City.

The granting of easements or permits to facilitate construction of the ParkÌng Fa cilities.

The granting of easements or permits for utility purposes.

Transactions for financing purposes, including the grant of a deed of trust to secure the funds necessary for land acquisition, construction, and/or permanent financing of any portion of the Project.

The acqu¡sition of some or all of the Property bV a Mortgagee ¡n its capac¡ty as a Mortgagee, such as through foreclosure or a deed in lìeu of foreclosure.
lf Owner is a publicly held corporation, real estate investment trust or publicly held partnership, a transfer of stock or other shares, provided there is no mater¡al change in the actuaì management and control of Owner.

Transact¡ons with an Owner affiliate, provided that, following the transaction, Owner shall (i) retain an ownership and operational ¡nterest in the Project (directly or indirectly) and (ii) Owner's current repTesentat¡ves shâll remain the primary Owner
representative(s) for purposes of communicat¡on with the City. a
22 A-5595

12.3.3 12.3.4

72.3.5 Transactions which have the effect of merging Owner's interest ¡n the Property with current or acquired interests of other entities, provided that, following the transact¡on, Owner shall (i) retaìn an ownership and operat¡onal ¡nterest in the Project (directly or indirectly) and (ii) Owner's current representatives shall remain the pr¡mary Owner representative(s) for purposes of commun¡cat¡on with the City.

Entering into reciprocal easement agreements and CC&Rs with tenants and end users, related to some or all ofthe Project.

C¡ty Considerotion of Requested Assignment. The City agrees that ìt will not unreasonably withhold, condition, or delay approval of a request for approval of an Assignment made pursuant to this Sect¡on

12.3 which requires the City's approval, provided the Owner delivers written not¡ce to the City requesting such approval. Such notice shall be accompanied by evidence regarding the proposed assignee's development and/or operational qualifications and experìence and its financial commitments and resources in suffìcient detail to enable the C¡ty to evaluate the proposed assignee pursuant to the cr¡teria set forth in this Section 12.3. The City may, in considering any such request, take into consideration such factors as, without limitation, the assignee's experience and expedise, the assignee's past performance as developer or operator of similar developments, and the assignee's current financial condition and capabilities.

Ass¡gnment ond Assumption Agreement. Prior to any Assignment (whether or not an Assignment requ¡r¡ng the City's consent)¡ Owner shall give wr¡tten not¡ce to City of the Assignment and satisfactory evidence that the assignee has assumed in writing through an assignment and assumption agreement all of the Owner's obligations set forth in this Agreement (an "Assignment and Assumption Agreement"). The Assignment and Assumption Agreement shall be in a form reasonably satisfactory to the City's legalcounsel.

City's Act¡on on Request for Consent. With¡n fìfteen (15) days after the receipt of the Owner's written Notice requesting City approval of an Assignment, the City shall either approve or disapprove the proposed assignment or shall respond in writing by stating what further information, if any, the City reasonably requires in order to determine the request complete and determine whether or not to grant the requested approval. Upon receipt of such a responsei the Owner shall promptly provide to the Cìty the requested information Within fifteen 23 A-5 59 5
(15) days after the receipt of such information, the City shall approve or disapprove the requested Assignment. Upon the effective date of an ass¡gnment approved by the City, Owner shall be released from all obligations to the City under this Agreement with respect to the portion of the Property which is the subject of the Ass¡gnment.

72.4 Effect of Assignment. Unless otherwise stated within the Assignment, upon an Assignment:
. The Assignee shall be liable for the performance of all remaining obligations of Owner w¡th respect to those portion of the Property which are conveyed pursuant to the Property Conveyance (the "Transferred Property"), but shall have no obligations with respect to any portions of the Property not conveyed (the "Retained Property").
. The owner of the Retained Property shall be liable for the performance of all obligations of Owner with respect to the Retained Property, but shall have no further oblìgations with respect to the Transferred Property.

The Assignee's exercise, use, and enjoyment of the Transferred Property shall be subject to the terms of this Agreement to the same extent as if the Ass¡gnee were the Owner.

MISCELLANEOUS PROVISIONS.
13,1 Rules of Construction. The singular includes the plural; the masculine gender includes the feminine; "shall" ¡s mandatory; "may" is perm¡ssive

13.2 Entire Agreement. This Agreement constitutes the entire understanding and agreement of City and Owner with respect to the matters set forth in this Agreement. Thìs Agreement supersedes all negotiations or previous agreements between city and Owner respect¡ng the subject matter of this Agreement.

13.3 Recorded Statement Upon Termìnation. Upon the complet¡on of performance of this Agreement or its cancellation or termination, a statement evidencing completion, cancellation, or termination signed by the appropriate agents of the Parties shall be recorded in the OfficialRecords of Los Angeles County, Californ¡a.

L3.4 Proiect as a Prìvate Undertak¡ng. lt is specifically understood by the Parties that (ì) the Project is a private development, (ii) City has no respons¡bility to th¡rd parties concernìng any improvements to the Property unless City accepts the improvements pursuant to the provisions of thls Agreement or in connection with subdivision map approvals, and (iii) Owner shall have exclusive control of the Property.
24 13.

13.5 13.6

13.7 13.8

13.9 13.10
A-55q9
lncorporation of Rec¡tals. Each of the Recitals set forth at the beginn¡ng of this Agreement are part of this Agreement.

Captions. The captions of this Agreement are for convenience and reference only and shall not define, explaìn, modify or aid in the interpretation, construct¡on, or meaning of any of the provisions of this Agreement.

Consent. Where the consent or approval of C¡ty or Owner is needed to implement Development under th¡s Agreement, the consent or approval shall not be unreasonably withheld, delaved, or condit¡oned.

Covenant of Cooperation. The Parties shall cooperate and act in good faith to assist each other in the performance of the provis¡ons of this Agreement Execution and Recording, The City Clerk shall cãuse a copy of this Agreement to be signed by the appropriate representat¡ves of the City and recorded with the Office of the County Recorder of Los Angeles County, California, within ten (10) days following the effective date of the ordinance adopting this Agreement. The failure of the city to sign and/or record this Agreement shall not affect the va lid ity of this Agreement.

Delav for Events Bevond the Part¡es' Control. Performance by either Party of ìts obligations under this Agreement shall be excused, and the Term shall be extended, for periods equal to the time during which (1) l¡tigation is pending which challenges any matter, including compliance with CEQA or any other local, state, or federal law, related in any way to the approval or implementation of all or any part of the Development Plan or (2) a delay caused by any event beyond the control of the performing Party prevents or delays performance by that Party of an obligation under this Agreement. Ail such extensions shall be cumulative Such events shall include, by way of example and not limitation, acts of nature, enactment of new federal or state laws or regulations, judicial actions such as the issuance of restraining orders and injunctions, delay in the ¡ssuance of bonds or formation of the Parking Distr¡ct, riots, str¡kes, and damage to work in process by reason of fire, mud, rain, floods, earthquake, or other such casualties. With respect to litigation, any such extension shall be equal to the time between the fiting of litigation, on the one hand, and the entry of finaljudgment or dismissal, on the othe r.
lf either Party seeks excuse from performance, it shall provide written notice of such delay to the other Party wìthin thirty (30) days after the commencement of such delay. Any disagreement between the Parties w¡th respect to whether th¡s Section applies to a particular delay or default ¡s subject to the filing by either Party of an action for judicial review of the matter, including requests for decla rato ry a nd/or injunctive re lief.
25 A-55q5
L3,11 lnterÞretation and Governinq Law. ln any dÌspute regarding this Agreement, the Agreement shall be governed and interpreted in accordance with the laws of the State of California. Venue for any litigation concerning this Agreement shall be in Los Angeles County, Californ¡a,

13.12 Time of Essence. Time is of the essence in the performance of the provisions of th¡s Agreement as to which t¡me is an element.

13.13Estoppel certificate. Within ten (10) business days following a written request by either of the Parties, the other Party shall execute and deliver to the requesting Party a statement certifying that (i) either this Agreement is unmodified and in full force and effect or there have been specified (date and nature) modîfications to the Agreement, but it remains in full force and effect as modified; and (ii) either there are no known current uncured Defaults under this Agreement or the responding Party alleges that specified (date and nature) Defaults exist. The statement shall also provide any other reasonable information requested. The failure to t¡mely deliver this statement shall constitute a conclusive presumption that this Agreement is in full force and effect without modìfication, except as may be represented by the requesting Party and that there are no uncured Defaults in the performance of the requesting Pârty, except as may be represented by the requesting Party Owner shalì pay to City all reasonable administrative costs incurred by City in connection w¡th the issuance of estoppel certificates under this Sect¡on prior to C¡ty's issuance of such certificates.

L3.14 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns.

13.15 Future LitiÊation Expe nses.
13,15.1 Pavment to Prevailing Partv. lf either Party brings a legal or equitable proceeding against the other Party which arises in any way out of this Agreement, the prevailing Party shall be entitled to recover its reasonable attorneys' fees and all other reasonable costs and expenses incurred in that proceeding.

L3.75.2Scope of Fees. Attorneys' fees under this Section shall include attorneys'fees on any appeal and ¡n any post-judgment proceedings to collect or enforce the judgment. This provisìon is separate and several and shall survive the termination of this Agreement.

Limitation of Liabilitv. Owner's obligations under this Agreement are solely those of Owner. ln no event shall any present, past or future officer, director, shareholder, member, employee, partner, aff¡l¡ate, 26 13. 15.3
A-559 5
Owner and City have executed this Agreement on the dates set forth below

CITYOWNER
manager, representative or agent of Owner (a "Related Party") have any personal liability, directly or indirectly, under this Agreement Recourse in any way connected with or arising from this Agreement shall not be available against any Related Party
Palmdale lnvestment Com PanY, LLC,
a California limited liability company
By:
as
Its: Managing Member
DATE
^
City of Palmdale
DATE
ATTEST:

Rebecca Smith,
City Clerk
APPROVED AS TO FORM:

By:
a
w
Wm. Matthew Dìtzhazy
CitV Attorney
DATE
27 A-5595
A notary public or other officer completing
this certificate verifies only the identity of
the ¡ndividual who signed the document to
which this cert¡ficate is attached, and not the
truthfulness, accuracy, or validity of that
docu ment.

STATE OF CATIFORNIA
couNrY oF ,*,. Ql^* J-
¿
on ? - [ \_- tk2017 before me,
pe rsona lly a ppea red
basis of satisfactory evidence
instrument and acknowledged to
l\)L(g-V'
(insert name and title of the officer),
who proved to me on the
the persoryþlwhose name(s) is/a re-su bscribed to the within me that he/she/tbey executed the same in his/her/their
ss:
authorized capacity(i€ïand that by his/hery'tleir signatureþ) on the instrument the perso-ñ-þ), or the entity upon behalf of which the person{sþcted, executed the instrument I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signatu re
ISe a l]
<\
! rí+.ù':. shABBrft ¡.2Â[J I : .Z-.I çrì.;\ cor¡n.* 214i4?1 iì i¡ r =1'¡ -L(:f:l: i ñ0rÅrr pr¡ri( . a!rf t'Á\l'. !,J
{ f\ .f'Y / Loi Åqü¿rls cour¡rY -
'; r¡:Ê;.'7 l¡':¡ri'r¡ lrP Årf 2l :ùl0i !-,"--.i,;1--*."."¡..,."* 28 ,)
A-559 5
A notary publìc or other off¡cer completing
this certìficate verìfies only the ¡dentìty of
the ìndividual who sìgned the document to
which th¡s certif¡cate ¡s attached, and not the
truthfulness, accuracy, or val¡dity of that

STATE OF CALIFORNIA
ss:

COUNTY OF
on fYl a r! e S , 2017 before me,
(insert name and title of the officer),
I certify under PENALTY OF PERJURY under the laws of the state of california that the foregoing paragraph is true and correct
WITNESS my hand and official sea I'
Signatu re
[sea l]
t-os Évrct¿\¿>
--__---__]-
29 A-5595
EXHIBIT "A"

LEGAL DESCRIPTION
IN THE CITY OF PALMDALE, COUNry OF LOS ANGELES, STATE OF CALIFORNIA BEING THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 27 TOWNSHIP 6 NORTH, RANGE 12 WEST, SAN BERNARDINO MERIDIAN, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHWEST CO RN ER OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARÍER OF THE NORTHWEST QUARTER OF SAID SECTION 27; THENCE, ALONG THE SOUTHERLY LINE OF SAID NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 27, SOUTH 89'53'26,, EAST, 5O.OO FEET TO A POINT ON THE EASTERLY LINE OF THE EASEMENT DESCRIBED IN PARTA OF THE ROAD DEED RECORDED FEBRUARY 3, 1967 AS INSTRUMENT NO, 1895, OFIICIAL RECORDS OF sAtD couNTY, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE, ALONG SAlD EASTERLY LINE THE FOLLOWING FOUR (4} COURSES:

1. NORTH OO'32'20'' WEST,71,77 FEET;
2, NORTH 0L"22,L3" EAST, 300.17 FEET;

3. NORTH 00.32'20,'WEST, 218.53 FEET TO THE BEGINNING OF A CURVE, CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 27,0O IEEI;
4, NORTHEASTERLY ATONG SAID CURVE THROUGH A CENTRAL ANGLE OF 96'11'04'AN ARC LENGTH OF 45,33 FEET TO THE BEGINNING OF A COI\IPOUND CURVE, CONCAVE SOUTHERLY, HAVING A RADIUS OF 95O,OO FEET, A RADIAL LINE FROM SAID BEGINNING OF CURVE BEARS SOUTH 05'38.44'' WEST, SAID COMPOUND CURVE BEING THE SOUTHERLY LINE OF THE EASEI\IENT DESCRIBED IN THE ROAD DEED RECORDED FEBRUARY 1, 1957 lN BOOK 53536, PAGE 146, OFFICIAL RECORDS OF SAlD COU NTY.

THENCE, ALONG SAID SOUTHERLY LINE, THE FOLLOWING TWO (2) COURSES

1. EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 23" 13'29" AN ARC LENGTH OF 385,08 FEEÏ;

2. SOUTH 6T"07'47'' EAST, ß2.47 FEET TO THE SOUTHWESTERLY LINE OF THE EASEMENT DESCRIBED IN THE DOCUMENT ENTITLED "AMENDED FINAL ORDER OF CONDEMNATION,, RECORDED MAY 17, 201145 INSTRUMENT NO. 203.10695447, OFFICIAL RECORDS OF SAID COUNTY;

THENCE, ALONG THE SOUTHWESTERLY, WESTERLY AND NORTHWESTERLY LINES OF THE PARCELS DESCRIBED IN SAID DOCUMENT, THE FOLLOWING SIX (6) COURSES:

L, souTH 51'38',47" EASI 254,92 FEET;

2. SOUTH 61"07'47" E45T,64.35 FEEÏ;
3, SOUTH !6"06'22" EAST,34,40 FEET;
4, SOUTH 29.03'41" WEST,290.26 FEETTOTHE BEGINNING OFACURVE, CONCAVE EASTERLY, HAVING A RADIUS OF 466,50 FEET;
A-1
A-5595

5. SOUTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 18'42'32'' AN ARC LENGTH OF

1.52.33 FEET;
6, SOUTH 54'1]7'21, WEST, 23.09 FEET TO THE SOUTHERLY LINE OF THE NORTH HALF OF THE

SOUTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 27;
THENCE, ALONG SAID LINE, NORTH 89"55'37., WEsT, 209,72 FEET TO THE EASTERLY LINE OF THE SOUTHWEST QUARTER OF THE NORTHWEsT QUARTER OF THE NORTHWEsT QUARTER OF SAID sECTION 27; THENCE, ALONG SAID IINE, NORTH 00"37.42'' WEST, 335,60 FEET TO SAID SOUTHERLY LINE OF SAID NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 27; THENCE, ALONG SAID SOUTHERLY LINE, NORTH 89"53'26.. WEST, 619.58 FEET TO THE TRUE POINT OF BEGINNING.

THE ABOVE DESCRIBED PARCEL CONTAINS 12.13 ACREs, I\4ORE OR LESS.

A-2
A-ïrq5
EXHIBIT "B''

DEPICTION OF THE PROPERTY
B-1
A-5 59 5
EXHIBIT "C"

ADDITIONAL PUBLIC BENEFITS
1 Where applicable, one exarnple of how this provision may be satisfied with respect to tenants is that, prior to the occupåncy of spåce by a tenant, Owner may provide a written statement to the tenant which ìncludes words to the efÍe.l ol "Owner encouruges Tenant to híre or contrdct w¡th local, women-owned, ot m¡nar¡ty-owned f¡ms ot locql res¡dents, woñen, ond m¡notities ãs patt of its bus¡ness ptoctices."
c-1
owner shall pay seventeen Thousand F¡ve
Hundred Dollars {S17,500.00) to the Pêlmdêle
Commun¡ty Foundation to be used to support
community activit¡es related to healthy
lifestyle.

S7,5oo upon occupancy of
second medical office building
within the Project, with 52,500
per year paid on the four
anniversary dates of that first
payment.

Donation to Palmdale
Commun¡ty Foundat¡on 1
The Project will comply w¡th all mandatory
provìsions of the Californìa Green BuÌlding
Standards Code.

At the times required under
applicable regulat¡ons. 2 Susta¡nability
The Project's park¡ng structures shall include
up to 1.0% (as determined by Owner), more
charg¡ng stations than otherwise required by
appl¡cable regulations.
$ Charging Stat¡onsAs built,
owner shall provide the c¡ty wlth criter¡a for
the use of public spaces within the Project
area for act¡v¡t¡es such as health fairs,
education seminars, marathons, festìvals,
special health screenings, and other healthy-
l¡ving themed events.

Prior to occupancy of the thìrd
medical office build¡ng w¡thin
the Project,
4 Public Spaces
owner shall develop a program to facilitate
short-term, below-market leases to local non-
prof¡t health care providers for up to a
cumulat¡ve total of 2,000 sf of office space.

After completion of the Project
and occupancy of all buildings
within the Project.
5Non-Profit Health Care
Provider Leases
To the extent w¡thin its control, commercially
feasible and reasonable, and consistent with
all applicable laws, Owner shall encourage the
hiring of local, women-owned, and minority-
owned firms or locêl residents, women and
minority individuals {i) for Project construction
and {i¡) bV future tenants of the Project.l
6 HiringAs âpplicable.

Developer shall use ¡ts best efforts to develop
a commercially feasible and reasonable
program for a service to transport seniors
within the City to the Project,
After the Project is complete
and fully Ieased. 7 Shuttle Access
A-55q5
EXHIBIT "D"
FEES
Development Fees shall be paid for those
Development Fees in effect on the Effective Date
at the rates in effect on the Effective Date, lf,
after the Effective Date, the City cumulatively
decreases the rate of any Development Fee by
50% or more, the Project shall be subject only to
the reduced rate,
subject to the combined
Fee Cap, Development Fees
incurred before completìon
of construction of the
second parking structure
for the Project shall be pa¡d
upon complet¡on of that
construction and the
certification by the City
that the second parking
structure ¡s available for
use. Development Fees
incurred after that date
shall be paid when due
under applicable City
regulation.
1 Development Fees
(See Section 5.11)
Under no circurnstance shall Owner be required
to pay more than Three Million Dollars
{53,000,000) toward the combined amount of
{the "combined Fee cap")r
Development Fees (including the full amount
of all Development Fees paid through the
Parking Dìstrict with respect to the Parking
Facilities); and
Adrninistrative Fees (see ltem 2 below),
Owner shall pay all Adm¡nistrêtive Fees whìch
would normally be charged for a¡l projects wìthin
the City under City regulat¡ons ¡n effect at the
time payment is due.

Development Fees {including the full amount
of all Development Fees pa¡d through the
Parking District with respect to the Parking
Fac¡litìes); and
Administrat¡ve Fees.

Subject to the Combined
Fee Cap, Administrative
Fees shall be paid at the
time those fees would
normally be pa¡d for all
projects within the City
under City regu lations in
effect when that payment
is normally due.
^ Administrative Fees z (See Section 5.1)
Under no circumstance shall Owner be required
to pay more than the Combined Fee Cap towardt
Pass-Through Fees shall be
paid at the t¡me those fees
v,rould normally be paid for
all projects within the C¡tv,
provided that no Pass-
Through Fees shall be
collected from the Project
more than thirty (30) days
before those fees are
required to be delivered to
the pass-through agencies,
3Pass-Through Fees
(See Secl¡on 5.30)
Owner shall pay all Pass-Through Fees which are
collected, but not imposed, by the City.

D-1
City Council Staff Report
DATE: NOVEMBER 6, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: PUBLIC SAFETY DEPARTMENT
DISTRICT: ALL
SUBJECT: APPROVE AGREEMENT WITH FLOCK GROUP INC. TO PROVIDE FLOCK SERVICES TO 75 LICENSE PLATE READER CAMERAS WITH
A NOT TO EXCEED AMOUNT OF $1,133,950 FOR A CONTRACT TERM OF FIVE YEARS FROM OCTOBER 5, 2024, THROUGH OCTOBER 4,
2029

RECOMMENDATION
Staff recommends that the City Council:

1. Approve Agreement No. A-9017 with Flock Group Inc. to provide Flock Services to 75 License Plate Reader cameras with a not to exceed amount of $1,133,950 for a contract term of five years from October 5, 2024, through October 4, 2029; and,

2. Authorize the City Manager or her designee to execute Agreement No. A-9017 with Flock Group Inc., including minimal and/or non-substantial changes.

BACKGROUND
On July 12, 2023, Agreement No. A-8391 with Flock Group Inc. was approved to provide Flock Services to 50 License Plate Reader (LPR) cameras, specifically the Flock Safety Falcon, with a not to exceed of $157,000 for a term of one year from the date of installation, October 5, 2023, to October 4, 2024.

The Flock Safety Falcon is a solar-powered, motion-activated, infrastructure-free camera that leverages Flock’s proprietary Vehicle Fingerprint® technology to identify and take a snapshot of the critical vehicle details as it passes by it.

Flock technology helps locate stolen vehicles, vehicles used in crime s and vehicles related to an investigation. The Flock Safety Falcon captures the make, vehicle type, color, license plate (full, partial, or missing), state of the license plate, and the vehicle’s unique features, including damage and after -market alterations. Since its installation, Report to Mayor and City Council
Re: Agreement No. A-9017 with Flock Group Inc.

November 6, 2024

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