First Amendment to the Amended and Restated Memorandum of Loan Agreement and Promissory Note between the City of Richmond and the Port of Richmond This First Amendment to the Amended and Restated Memorandum of Loan Agreement and Promissory Note with the Port of Richmond (“First Amendment”) is made this 20th day of November, 2024, by and between the City of Richmond, a California municipal corporation (“City”), and the Port of Richmond (“Port”) for the purposes of revising the Loan Agreement’s payment schedule.
Recitals
A. Since in or about December 1977, the City of Richmond (the “City”) has provided the following services and loans to the Port of Richmond (the “Port”): Port leases, contracts, project assistance and loans funded by the General Fund (the “Loan”); B. On May 17, 2006, the Port and City entered into a memorandum of agreement and promissory note for payment of the Loan, and on May 24, 2007, the Port and City entered into a subsequent memorandum of agreement and promissory note for payment of the Loan (collectively, the “Original Loan Documents”); C. On October 15, 2013, The City and the Port entered into that certain Amended and Restated Loan Agreement and Promissory Note (the “Loan Agreement”) to terminate and replace the Original Loan Documents in favor of the Loan Agreement; D. Pursuant to Section 2(d) of the Loan Agreement (“Prepayments”), the Port may prepay the Loan in whole or in part, at any time, from time to time; E. In accordance with the above, the Port wishes to exercise its right to prepay on the Loan in the amount of four million, five hundred thousand dollars ($4,500,000) to be paid over a six-month period between January, 2025 and June, 2025.
Now therefore, for good and valuable consideration, the amount and sufficiency of which is hereby acknowledged, the Parties agree as follows:
1. Exhibit A of the Loan Agreement (“Payment Schedule”) is amended and replaced in its entirety by Exhibit A, attached hereto this First Amendment, to memorialize prepayments by the Port on the Loan in the amount of four million, five hundred thousand dollars ($4,500,000) to be paid over a six-month period between January, 2025 and June, 2025.
2. All other terms and conditions in the Loan Agreement not otherwise modified by this First Amendment will remain in full force and effect.
In witness whereof, the Parties have entered this Amendment on the date written above.
The City of Richmond,
A California Municipal Corporation
Shasa Curl
City Manager
Date: ____________________________
The Port of Richmond
Charles Gerard
Port Director
Date: ______________________________
PAYMENT SCHEDULE
Advance to Port from General Fund
Interest Deferred Until FY2010
Outstanding Balance (06/30/13) 16,942,096.86
Interest Rate (3 year LAIF Average)
Date Interest Principal Payments Red Oak Victory
Offset 2004-2012
Balance Annual Debt
Service
Notes:
6/30/2005
6/30/2006 17,139,855.00 -
6/30/2007 - 50,000.00 17,089,855.00 50,000.00
6/30/2008 - 50,000.00 17,039,855.00 50,000.00
6/30/2009 - 17,039,855.00 -
6/30/2010 397,525.00 17,437,380.00 397,525.00 6/30/2011 347,594.20 17,784,974.20 347,594.20 6/30/2012 - 842,877.34 16,942,096.86 -
6/30/2013 - - 125,940.00 16,816,156.86 -
6/30/2014 - 650,000.00 127,199.40 16,038,957.46 650,000.00 [1] 6/30/2015 - 1,150,000.00 128,471.39 14,760,486.09 1,150,000.00 [2] 6/30/2016 - 150,000.00 129,756.11 14,480,729.98 150,000.00 6/30/2017 - 150,000.00 131,053.67 14,199,676.31 150,000.00 6/30/2018 - 150,000.00 132,364.21 13,917,312.10 150,000.00 6/30/2019 - 150,000.00 133,687.85 13,633,624.26 150,000.00 6/30/2020 - 150,000.00 135,024.73 13,348,599.53 150,000.00 6/30/2021 - 150,000.00 136,374.97 13,062,224.56 150,000.00 6/30/2022 - 150,000.00 137,738.72 12,774,485.83 150,000.00 6/30/2023 - 150,000.00 139,116.11 12,485,369.72 150,000.00 6/30/2024 - 200,000.00 140,507.27 12,144,862.45 200,000.00 [ 3]
1/31/2025 - 750,000.00 11,394,862.45 750,000.00 [4] 2/28/2025 750,000.00 10,644,862.45 750,000.00
3/31/2025 750,000.00 9,894,862.45 750,000.00
4/30/2025 750,000.00 9,144,862.45 750,000.00
5/31/2025 750,000.00 8,394,862.45 750,000.00
6/30/2025 750,000.00 141,912.34 7,502,950.11 750,000.00 6/30/2026 - 150,000.00 143,331.47 7,209,618.64 150,000.00 6/30/2027 - 150,000.00 144,764.78 6,914,853.86 150,000.00 6/30/2028 - 150,000.00 146,212.43 6,618,641.43 150,000.00 6/30/2029 - 150,000.00 147,674.55 6,320,966.87 150,000.00 6/30/2030 - 150,000.00 149,151.30 6,021,815.57 150,000.00 6/30/2031 - 150,000.00 150,642.81 5,721,172.76 150,000.00 6/30/2032 - 150,000.00 152,149.24 5,419,023.52 150,000.00 6/30/2033 - 150,000.00 153,670.73 5,115,352.78 150,000.00 6/30/2034 - 150,000.00 155,207.44 4,810,145.34 150,000.00 6/30/2035 - 150,000.00 156,759.52 4,503,385.83 150,000.00 6/30/2036 - 150,000.00 158,327.11 4,195,058.72 150,000.00 6/30/2037 - 150,000.00 159,910.38 3,885,148.34 150,000.00 6/30/2038 - 150,000.00 161,509.49 3,573,638.85 150,000.00 6/30/2039 - 150,000.00 163,124.58 3,260,514.27 150,000.00 6/30/2040 - 150,000.00 164,755.83 2,945,758.44 150,000.00 6/30/2041 - 150,000.00 166,403.38 2,629,355.06 150,000.00 6/30/2042 - 150,000.00 168,067.42 2,311,287.64 150,000.00 6/30/2043 - 150,000.00 169,748.09 1,991,539.55 150,000.00 6/30/2044 - 150,000.00 171,445.57 1,670,093.98 150,000.00 6/30/2045 - 150,000.00 173,160.03 1,346,933.95 150,000.00 Last Revised 11/19/2024
EXHIBIT A
PAYMENT SCHEDULE
Date Interest Principal Payments Red Oak Victory
Offset 2004-2012
Balance Annual Debt
Service
Notes:
6/30/2046 - 150,000.00 174,891.63 1,022,042.32 150,000.00 6/30/2047 - 150,000.00 176,640.55 695,401.77 150,000.00 6/30/2048 - 150,000.00 178,406.95 366,994.82 150,000.00 6/30/2049 - 186,803.80 180,191.02 0.00 186,803.80 6/30/2050 - -
6/30/2051 - -
6/30/2052 - -
6/30/2053 - -
6/30/2054 - -
6/30/2055 - -
6/30/2056 - -
6/30/2057 - -
6/30/2058 - -
6/30/2059 - -
6/30/2060 - -
6/30/2061 - -
6/30/2062 - -
6/30/2063 - -
6/30/2064 - -
Notes:
[1] Extra $500k from non-refundable deposit from sale of Terminal 1 [2] Extra $1,000,000 from Port's cash balance as a resul t of Revenue being greater than expenses [4] Proposal t
o advance payment of $4.5M paid over 6 months in place of sale proceeds of Terminal 1 [3] Additional $50k from Port's cash balance, per discussion with Charles G., Port Director, Mubeen Q., Deputy Director of Finance, and Rita M., Sr. Accountant.
Last Revised 11/19/2024