4. John Byouk Park - Notice of Completion (PARKS, RECREATION, AND LIBRARIES DEPARTMENT -
PARK DEVELOPMENT)
Summary: Staff recommends approval of the Notice of Completion for the John Byouk Park Project. The total cost of the construction contract with Abide Builders, Inc. is $2,349,505.
Funding for this project was included in the Neighborhood Park – Sierra Vista Fund.
CONTACT: Joel De Jong 916-774-5924 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-220 accepting the Public Work known as John Byouk Park Project, approving the "Notice of Completion", and authorizing Parks, Recreation and Libraries Director to execute said Notice on behalf of the City of Roseville.
5. Monument Sign System Replacement - Sole Source Contract Purchase Agreement Amendment (PARKS, RECREATION, AND LIBRARIES DEPARTMENT - PARK MAINTENANCE) Summary: Staff recommends approval of a sole source contract purchase agreement amendment with Illuminated Creations, Inc. dba Ellis & Ellis Sign Systems in the amount of $99,500 to provide monument sign replacements. The amendment includes the need for additional contract authority for the replacement of aging infrastructure and signage. Funding is included in the North Central, Riverside, Woodcreek East, North Roseville and North Roseville Community Facilities District budgets.
CONTACT: Eric Dexter 916-746-1769 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-245 approving a sole source contract purchase agreement amendment #2, by and between the City of Roseville and Illuminated Creations, Inc. dba Ellis & Ellis Sign Systems, and authorizing the City Manager to execute it on behalf of the City of Roseville.
6. Roseville Aquatics Complex Renovation Project - Approve Plans and Specifications and Authorize Staff to Call for Bids (PARKS, RECREATION, AND LIBRARIES DEPARTMENT - PARK
DEVELOPMENT)
Summary: Staff recommends approval of the plans and specifications for the Roseville Aquatics Complex Renovation Project and authorize staff to call for bids. The project scope includes replastering of the competition pool and upgrades to the locker rooms and restrooms. The project is estimated to cost $3,300,500 for construction and is funded in the proposed FY2026- 27 budget in the Parks Recreation and Libraries Capital Projects Fund, with funding provided by the FY2024-25 General Fund year-end budget surplus. There will be no increase in maintenance costs and no General Fund impact.
CONTACT: Heather Buck 916-774-5254 [email protected]
The City Council will consider the recommendation to:
a. Approve the plans and specifications for the Roseville Aquatics Complex Renovation Project and authorize staff to call for bids.
7. The Rocky Ridge Road Landscape Improvement Project - Notice of Completion (PARKS,
RECREATION, AND LIBRARIES DEPARTMENT - PARK DEVELOPMENT) Summary: Staff recommends approval of the Notice of Completion for the Rocky Ridge Road Landscape Improvement Project. The total cost of the construction contract with WABO Landscape & Construction, Inc. is $1,142,840. Funding for this project was approved using FY2022-23 General Fund year-end budget surplus to fund the Rocky Ridge/Cirby Streetscape and Sunrise Greenway Improvements Project.
CONTACT: Josh Cervantes 916-746-1233 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-208 accepting the Public Work known as The Rocky Ridge Road Landscape Improvement Project, approving the "Notice of Completion", and authorizing the Parks, Recreation and Libraries Director to execute said Notice on behalf of the City of Roseville.
8. Goat Grazing Services - Contract Purchase Agreement and Amendment (PARKS, RECREATION,
AND LIBRARIES DEPARTMENT - PARK MAINTENANCE)
Summary: Staff recommends approval of a contract purchase agreement amendment and contract purchase agreement with Ecosystem Concepts Inc., increasing the previously approved amount of $485,595 to $581,916 for the current fiscal year and up to $690,338 for the previously approved Fiscal Year 2026-27 renewal to provide grazing of nearly 1,700 acres of land through City preserves and open space. Funding is included in the General Fund and Open Space Fund FY2025-26 and FY2026-27 budgets.
CONTACT: Eric Dexter 916-746-1769 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-231 approving a contract purchase agreement amendment and a contract purchase agreement, by and between the City of Roseville and Ecosystems Concepts Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
9. Securing Facilities Services (RFP 13-184) - Contract Purchase Agreement (PARKS, RECREATION,
AND LIBRARIES DEPARTMENT - PARK MAINTENANCE)
Summary: Staff recommends approval of a contract purchase agreement with CALTAC Security, to visit and secure parks and facilities, restrooms, and gates, outside of normal business hours.
The agreement is in the amount of $80,406, which includes a 10% contingency. Staff additionally requests authority for the City Manager or his designee to execute four optional one-year renewals without further City Council approval, provided the applicable budget is approved by the City Council, or until staff determines that continuing with this vendor is not in the best
interest of the City. Funding for each year’s annual contract will be included in the Parks, Recreation & Libraries Department in the General Fund and Community Facilities Districts operating budgets.
CONTACT: Russell Soares 916-746-1783 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-199 approving a contract purchase agreement, by and between the City of Roseville and CALTAC Security Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
10. Salary Schedule Update, Side Letter Agreement with Roseville Police Association and Addendum to the Management/Confidential Terms, Conditions and Understandings (HUMAN
RESOURCES DEPARTMENT)
Summary: As part of an ongoing assessment of the appropriate staffing levels to provide a high level of service to the community, staff recommends that the City Council adopt an ordinance to approve the administrative correction to the International Brotherhood of Electrical Workers, Local 1245 (IBEW) A & B salary schedules to update the Senior Electric Line Troubleshooter salary range. In addition, staff recommends an Addendum to the Management/Confidential Terms, Conditions, and Understandings for Management/Confidential employees related to special compensation language amendments to comply with CalPERS requirements, and a side letter agreement between the City of Roseville and the Roseville Police Association to also address amendments to special compensation language to meet CalPERS requirements. The estimated cost of the administrative correction to the IBEW salary schedules for the Senior Electric Line Troubleshooter is $1,906 to the Electric Fund for the remainder of FY2025-26, all of which can be absorbed by existing appropriations; therefore, no budget adjustment is required at this time. Beyond this fiscal year, the recommended changes have an annual ongoing impact of $9,909 to the Electric Fund.
CONTACT: Macy Dippert 916-774-5215 [email protected] The City Council will consider the recommendation to:
a. Adopt Ordinance No. 7084 amending Ordinance 7065, the Salary Ordinance for personnel represented by the International Brotherhood of Electrical Workers, Local 1245, as amended by Appendix “B” to be effective April 18, 2026,as an urgency measure; and
b. Adopt Resolution No. 26-249 approving an addendum to the Terms, Conditions, and Understandings for Management and Confidential Employees, and authorizing the City Manager to execute it on behalf of the City of Roseville; and
c. Adopt Resolution No. 26-250 approving a side letter to the Memorandum of Understanding for Employees represented by the Roseville Police Association, and authorizing the City Manager to execute it on behalf of the City of Roseville.
11. Federal Advocacy Services - Professional Services Agreement Amendment (PUBLIC AFFAIRS
AND COMMUNICATIONS DEPARTMENT)
Summary: Staff recommends approval of an amendment to the professional services agreement with The Ferguson Group to provide federal advocacy services for City departments other than the utility departments. The amendment does not increase the total annual cost for professional services. The total annual contract amount will remain at $90,600, consistent with the prior fiscal year. With this fourth amendment to the contract, the total not-to-exceed amount is $453,000. Funding for this agreement is included in the proposed FY2026-27 budget in the General Fund.
CONTACT: Rob Baquera 916-746-1170 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-194 approving a fourth amendment to the professional services agreement, by and between the City of Roseville and The Ferguson Group and authorizing the City Manager to execute it on behalf of the City of Roseville.
12. Roseville Parkway Widening Phase 1 Project - Agreements for Acquisition of Real Property (PUBLIC WORKS DEPARTMENT - ENGINEERING - CITY PROJECTS) Summary: Staff recommends approval of the agreements for Acquisition of Real Property with CL Creekside Plaza North CA LP, a Delaware limited partnership in the amount of $153,789 and with Source Investments, LLC in the amount of $74,000 for the purchase of property for the Roseville Parkway Widening - Phase 1 Project. The scope of the Project consists of widening portions of Roseville Parkway from West Drive to Creekside Ridge Drive and adding a third left- turn lane at southbound Pleasant Grove Boulevard onto eastbound Roseville Parkway. The construction of the project is estimated to cost $3.6 million and will be primarily funded by the special tax revenue generated in the North Central Roseville Community Facilities District No. 1.
No General Fund resources will be used for the project.
CONTACT: Karen Vences 916-774-5412 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-246 approving an agreement for Acquisition of Real Property, by and between the City of Roseville and CL Creekside Plaza North CA LP, and authorizing the City Manager to execute it and all related escrow documents on behalf of the City of Roseville; and
b. Adopt Resolution No. 26-247 approving an administrative settlement agreement for acquisition of real property, by and between the City of Roseville and Source Investments, LLC, and authorizing the City Manager to execute it and all related escrow documents on behalf of the City of Roseville; and
c. Adopt Resolution No. 26-248 approving an easement variance and modification agreement, by and between the City of Roseville and Source Investments, LLC, and authorizing the City Manager to execute it on behalf of the City of Roseville.
13. Zero Emission Charge Depot Project Phase 2 - Contract Purchase Agreement (PUBLIC WORKS
DEPARTMENT - FLEET)
Summary: Staff recommends awarding a contract purchase agreement with Vasko Electric Inc. in the amount of $292,013, plus 15% change order authority, for the installation of Electric Vehicle Charging Stations for the Zero Emissions Charge Depot, Phase 2. This phase includes the remaining level 2 chargers required to fully support the City’s light-duty fleet at the Roseville Corporation yard. Funding for this work was allocated in Fiscal Year (FY) 2025-26 in the Corporation Yard Charge Depot - Light Duty - Phase 2 project budget, funded by the Fleet Operations Fund. No General Fund resources are being used for this project. This investment represents a continued, strategic advancement of the City’s long-term fleet electrification goals and ensures the necessary infrastructure is in place to reliably support zero-emission operations.
CONTACT: Brandy LeBeau 916-774-5531 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-196 approving a contract purchase agreement, by and between the City of Roseville and Vasko Electric Inc. and authorizing the City Manager to execute it on behalf of the City of Roseville.
14. School Crossing Guards for Roseville City School District - Memorandum of Understanding (PUBLIC WORKS DEPARTMENT - TRANSPORTATION)
Summary: Staff recommends approval of a Memorandum of Understanding with Roseville City School District for reimbursement of three school crossing guards for $27,900 in 2026-27, $28,800 in 2027-28, and $29,700 in 2028-29 school years. Funding is included in the Public Works/Alternative Transportation budget. No General Fund resources are used for this service.
CONTACT: Suzanne Engelke 916-746-1289 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-234 approving a Memorandum of Understanding, by and between the City of Roseville and Roseville City School District, and authorizing the City Manager to execute it on behalf of the City of Roseville.
15. School Crossing Guards for Dry Creek Joint Elementary School District - Memorandum of Understanding (PUBLIC WORKS DEPARTMENT - TRANSPORTATION) Summary: Staff recommends approval of a Memorandum of Understanding with Dry Creek Elementary School District for reimbursement of one school crossing guard in the amount of $9,300 for 2026-27, $9,600 for 2027–28, and $9,900 for 2028–29 school years. Funding is included in the Public Works/Alternative Transportation budget. No General Fund resources are used for this service.
CONTACT: Suzanne Engelke 916-746-1289 [email protected]
The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-235 approving a Memorandum of Understanding, by and between the City of Roseville and Dry Creek Elementary School District, and authorizing the City Manager to execute it on behalf of the City of Roseville.
16. Bus Shelter Improvement Project - Budget Adjustment (PUBLIC WORKS DEPARTMENT -
TRANSPORTATION)
Summary: Staff recommends approval of a budget adjustment in the amount of $232,505 in the Transit Fund to add State of Good Repair funding, provided by the state, to the Bus Shelter Improvement project. The project will replace existing shelters that have exceeded their useful life, while also installing new shelters at locations served by the City’s expanded bus route network. There will be no impact on the General Fund as a result of this project.
CONTACT: Zachary Presley 916-774-5365 [email protected] The City Council will consider the recommendation to:
a. Adopt Ordinance No. 7076 authorizing certain amendments to the fiscal year 2025-26 budget and declaring this ordinance to be immediately effective as an appropriation measure.
17. Western Placer Consolidated Transportation Services Agency – Transit Program Agreements (PUBLIC WORKS DEPARTMENT - TRANSPORTATION)
Summary: Staff recommends approval of two separate Memorandums of Understanding "Agreements" between the Western Placer Consolidated Transportation Services Agency and the City for the South Placer Transit Information (SPTI) Call Center and the Mobility Training program. Pursuant to the Agreements, funding for the SPTI Call Center and Mobility Training Program is provided through the Wester Placer Consolidated Transportation Services Agency's Local Transportation Fund (LTF) resources. No City resources, including the City’s own LTF allocations, are used to support these programs.
CONTACT: Ed Scofield 916-774-5449 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-243 approving an agreement, by and between the City of Roseville and Western Placer Consolidated Transportation Services Agency, and authorizing the City Manager to execute it on behalf of the City of Roseville; and
b. Adopt Resolution No. 26-244 approving an agreement, by and between the City of Roseville and Western Placer Consolidated Transportation Services Agency, and authorizing the City Manager to execute it on behalf of the City of Roseville.
18. Dry Creek Greenway East Phase 2 Trail Project - Settlement Agreement for Acquisition of Real Property and Professional Services Agreement Amendment (PUBLIC WORKS DEPARTMENT -
ENGINEERING - CITY PROJECTS)
Summary: Staff recommends approval of the Settlement Agreement for Acquisition of Real Property (Escrow Instructions) with George Khnouf in the amount of $10,000 and approval of the first amendment to professional services agreement with Monument ROW for right-of-way acquisition and appraisal services in the amount of $22,800 for the Dry Creek Greenway East Phase 2 Project. The acquisition and amendment are being funded with Local Transportation Funds. No General Fund resources will be used for this project. Sufficient funds exist in the approved budget for the agreement and amendment.
CONTACT: Cathy Gosalvez 916-774-5396 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-240 approving a settlement agreement for Acquisition of Real Property, by and between the City of Roseville and George Khnoug, and authorizing the City Manager to execute it and all related escrow documents on behalf of the City of Roseville; and
b. Adopt Resolution No. 26-241 approving a first amendment to professional services agreement, by and between the City of Roseville and Monument Row, and authorizing the City Manager to execute it on behalf of the City of Roseville.
19. Historic Old Town Parking Lot Improvement Project - Approval of Plans and Specifications and Authorization to Call for Bids (PUBLIC WORKS DEPARTMENT - ENGINEERING - CITY PROJECTS) Summary: Staff recommends approval of the plans and specifications for the Historic Old Town Parking Lot Improvement Project and authorize staff to call for bids. The scope of this project includes construction of surface parking lot with spaces for 128 vehicles (123 spaces and 5 accessible spaces) on the former Union Pacific Railroad property that was acquired by the City in January 2025. The project also includes the installation of 6 EV charging units (12 total EV chargers), parking lot lighting & landscaping, and architectural improvements to the Roundhouse Row Alleyway and the water tower. Construction is estimated to cost approximately $3,900,000 and is planned for summer 2026 to spring 2027. This project is funded through the Strategic Improvement Fund. No General Fund resources will be used for this project.
CONTACT: Brian Gulewich 916-746-1376 [email protected] The City Council will consider the recommendation to:
a. Approve the plans and specifications for the Historic Old Town Parking Improvement Project and authorize staff to call for bids.
20. Storm Drain Repair Project - Approval of Plans and Authorization to Call for Bids (PUBLIC
WORKS DEPARTMENT - ENGINEERING - CITY PROJECTS)
Summary: Staff recommends approval of the plans and specifications for the Storm Drain Repair Project, and authorize staff to call for bids. The project scope includes the rehabilitation of existing drainage systems and construction of new drainage systems. The project is estimated to cost $1,660,000. The project will be funded by General Fund Capital Improvement Program
Rehabilitation Funding and Highway User Tax Funds. If approved, construction is anticipated to begin in late summer of 2026.
CONTACT: Joseph Arino 916-774-5460 [email protected] The City Council will consider the recommendation to:
a. Approve the plans and specifications for the Storm Drain Repair Project and authorize staff to call for bids.
21. Dry Creek Wastewater Treatment Plant Operations and Laboratory Building Project – Construction Change Order Authority Increase (ENVIRONMENTAL UTILITIES DEPARTMENT -
TECHNICAL SERVICES)
Summary: Staff recommends approval of contract change orders for the construction agreement with BCM Construction Company, Inc. for the Dry Creek Wastewater Treatment Plant Operations and Laboratory Building project that could increase the original construction agreement by no more than 22% or $2,231,099. Funding for this Project is provided by the Wastewater Regional Rehabilitation Fund for the rehabilitation portion of the project (31%) and by the South Placer Wastewater Authority (SPWA) for the building expansion (69%).
CONTACT: Inderpreet Chaggar 916-774-5553 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-233 approving an increase in change order authority.
22. Dry Creek Greenway East Phase 1 Fence and Landscaping Project - Approval of Plans and Specifications and Authorization to Call for Bids (PUBLIC WORKS DEPARTMENT - ENGINEERING - CITY PROJECTS)
Summary: Staff recommends approval of the plans and specifications for the Dry Creek Greenway East Phase 1 Fence and Landscaping Project and authorize staff to call for bids. The scope of this project includes construction of an 8-foot-tall steel and redwood fence, landscaping and irrigation along the Dry Creek Greenway Phase 1 Trail west of Sunrise Avenue.
Construction is estimated to cost approximately $682,000 and is planned for summer to fall 2026. The project is funded with Local Transportation Funds. No General Fund resources will be used on this project.
CONTACT: Cathy Gosalvez 916-774-5396 [email protected] The City Council will consider the recommendation to:
a. Approve the plans and specifications for the Dry Creek Greenway East Phase 1 Fence and Landscaping Project and authorize staff to call for bids.
23. Water Utility Staffing Study Project - Professional Services Agreement Amendment and Budget Adjustment (ENVIRONMENTAL UTILITIES DEPARTMENT - WATER)
Summary: Staff recommends approval of a professional services agreement amendment for the Water Utility Staffing Study Project, with Brown and Caldwell, Inc., to add $19,922 to the original not-to-exceed amount of $96,489, bringing the revised not-to-exceed amount to $116,411. Staff also recommends a budget adjustment in the amount of $19,922 to further fund the study.
Funds for the budget adjustment will come from available resources in the Water Operations Fund.
CONTACT: George Hanson 916-746-1764 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-222 approving a professional services agreement amendment, by and between the City of Roseville and Brown and Caldwell, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville; and
b. Adopt Ordinance No. 7077 authorizing certain amendments to the fiscal year 2025-26 budget and declaring this ordinance to be immediately effective as an appropriation measure.
24. Dry Year Water Supply and Infrastructure Needs Assessment – Sole Source Professional Services Agreement (ENVIRONMENTAL UTILITIES DEPARTMENT - WATER) Summary: Staff recommends approval and award of a sole source professional services agreement to West Yost, Inc. in the amount of $74,800 for a Dry Year Water Supply and Infrastructure Needs Assessment. Funding for this project is from the Water Operations Fund.
Staff further is requesting approval for a future amendment to execute the anticipated Phase 2 scope of work without returning to City Council as long as the Phase 2 cost does not exceed $60,000. With Phase 2 efforts included, the not-to-exceed budget for this project would be $134,800. This sole source request is similar to the Critical Dry Year Evaluation that West Yost conducted for the City in 2015 and allows West Yost to leverage, as applicable, the knowledge developed during the 2015 study for this current effort. Additionally, West Yost is currently updating the City’s Distribution System’s Current and Buildout Hydraulic Model, and this model will be utilized for this study. Funding for this project is from the Water Operations Fund.
CONTACT: Janice Gainey 916-774-5535 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-221 approving a sole source professional services agreement, by and between the City of Roseville and West Yost, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
25. Phillip Road and Westpark Drive Bikeway Project - Capital Improvement Project Approval, Budget Adjustment, and Approval of Plans and Specifications and Authorization to Call for Bids (PUBLIC WORKS DEPARTMENT - ENGINEERING - CITY PROJECTS) Summary: Staff recommends approval to establish a new Capital Improvement Project - the Phillip Road and Westpark Drive Bikeway Project, approve a budget adjustment in the amount of $350,000 from the General Fund Capital Reserve Fund to fund the improvements, approve the
plans and specifications for the project, and authorization for staff to call for bids. The project will create a new bicycle route from the Placer Valley Soccer Complex and surrounding neighborhoods to West Park High School by adding lane markings, striping, and a new trail segment. Construction is anticipated in summer 2026.
CONTACT: Samuel Benjamin 916-746-1305 [email protected] The City Council will consider the recommendation to:
a. Approve the establishment of a new Capital Improvement Project - Phillip Road and Westpark Drive Bikeway Project; and
b. Adopt Ordinance No. 7078 authorizing certain amendments to the fiscal year 2025-26 budget and declaring this ordinance to be immediately effective as an appropriation measure; and
c. Approve the plans and specifications for the project and authorize staff to call for bids.
26. Underground Storage Supplement – Professional Services Agreement (ENVIRONMENTAL
UTILITIES DEPARTMENT - WATER)
Summary: Staff recommends approval and award of a professional services agreement to GEI Consultants, Inc. in the amount of $284,277 for Development of an Underground Storage Supplement to Support Long-Term Banking of Middle Fork Project Water Supplies. Funding for this project is from the Water Operations Fund.
CONTACT: Janice Gainey 916-774-5535 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-225 approving a professional services agreement, by and between the City of Roseville and GEI Consultants, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
27. Substation Transformer Civil Construction - Construction Agreement (ELECTRIC DEPARTMENT -
ENGINEERING)
Summary: Staff recommends approval of a construction agreement with Arrow Driller Inc. dba Arrow Construction in the amount of $379,100 to provide civil construction services at Fiddyment and Sierra Vista Substations for the installation of substation transformers. Staff additionally requests authorization for the City Manager or designee to approve and pay for contract change orders that could increase the contract amount by no more than 10%, or $37,910, for a total not to exceed $417,010. Funding is included in the Electric Department's FY2025-26 budget in the Electric Fund.
CONTACT: David Angel Jimenez 916-774-5698 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-224 approving a construction agreement, by and between the City of
Roseville and Arrow Driller Inc. dba Arrow Construction, and authorizing the City Manager to execute it on behalf of the City of Roseville.
28. Confined Space Rescue Services - Contract Purchase Agreements (ELECTRIC DEPARTMENT -
RESOURCE PLANNING & GENERATION)
Summary: Staff recommends approval of two, five-year contract purchase agreements for on- call confined space rescue services: one with Pro Safety & Rescue, Inc. (PSR) with a not-to- exceed amount of $500,000, and one with Hazardous Materials Institute LLC, doing business as California Safety Training (CST) with a not-to-exceed amount of $250,000. These two contracts will provide Roseville Electric Utility with support for confined space rescue services during maintenance activities at Roseville's power plants. Funding for the first year of the agreements in the amount of $100,000 for PSR and $50,000 for CST is included in the Electric Department's proposed FY2026-27 budget in the Electric Fund. Future funding is subject to the City Council's approval of the respective budgets.
CONTACT: Drew Yarbrough 916-746-1656 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-217 approving a contract purchase agreement, by and between the City of Roseville and Pro Safety & Rescue, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville; and
b. Adopt Resolution No. 26-218 approving a contract purchase agreement, by and between the City of Roseville and Hazardous Materials Institute LLC, and authorizing the City Manager to execute it on behalf of the City of Roseville.
29. Managed Relay Utility Interactive Voice Response System – Contract Purchase Agreement (ELECTRIC DEPARTMENT - UTILITY BILLING)
Summary: Staff recommends approval to execute a five-year contract purchase agreement with Selectron Technologies, Inc. for continued Interactive Voice Response (IVR) system services in the Utilities Customer Care division. The agreement will ensure the continued availability of critical customer service functions, including 24/7 customer access to utility account information and payment processing, outbound delinquency notification campaigns, and the Screen Pop feature implemented in 2025 to improve call-handling efficiency and customer experience. The total cost of the five-year contract is $569,848.08 and funding for the first year of the contract of $118,324.88 has been requested in the proposed FY2026-27 Utilities Customer Care budget in the Electric Fund and the Environmental Utilities Department's operations funds. There is no impact to the General Fund.
CONTACT: Jorence Wu 916-746-1261 [email protected]
The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-226 approving a contract purchase agreement, by and between the
City of Roseville and Selectron Technologies, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
30. Utility Rebate Management System - Contract Purchase Agreement (ELECTRIC DEPARTMENT -
CUSTOMER & GOVERNMENT RELATIONS)
Summary: Staff recommends approval of a contract purchase agreement with Brillion, Inc. to provide a comprehensive cloud-based rebate management platform to support programs administered by Roseville Electric Utility and the Environmental Utilities Department. The total cost for the two-year contract purchase agreement is $699,193. Funding will be included in Roseville Electric Utility’s and Environmental Utilities’ proposed budgets for FY2026-27 and FY2027-28, subject to City Council approval. The contract also includes five optional one-year renewal terms, with projected costs of $365,406 in FY2028-29, $376,368 in FY2029-30, $387,659 in FY2030-31, $399,289 in FY2031-32, and $411,267 in FY2032-33.
CONTACT: Susan Hernandez 916-774-5623 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-219 approving an agreement, by and between the City of Roseville and Brillion, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
31. Fiscal Year (FY) 2026-27 Road Maintenance and Rehabilitation Account Project Identification (PUBLIC WORKS DEPARTMENT - ENGINEERING - CITY PROJECTS) Summary: Staff recommends, as required by Senate Bill 1, approval to identify the South Cirby and Cirby Ranch Residential Resurfacing Project for use of the City's FY2026-27 funding allotment from the State Road Maintenance & Rehabilitation Account Fund. No General Fund resources will be used for the project.
CONTACT: Laura Salcedo 916-774-5437 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-237 adopting a list of projects for fiscal year 2026-27 funded by SB 1:
The Road Repair and Accountability Act of 2017.
32. Ferric Chloride (BACC 06-2026) - Contract Purchase Agreement (FINANCE DEPARTMENT -
PURCHASING)
Summary: Staff recommends approval of a contract purchase agreement with Kemira Water Solutions, Inc. in the amount of $1,085,450 for the supply and delivery of ferric chloride for FY2026-27. Sufficient funding is included in the Environmental Utilities Department's proposed FY2026-27 Wastewater Operations Fund budget.
CONTACT: Becky Philipp 916-746-1110 [email protected]
The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-205 approving a contract purchase agreement, by and between the City of Roseville and Kemira Water Solutions, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
33. Liquid Aluminum Sulfate (BACC 01-2026) - Contract Purchase Agreement (FINANCE
DEPARTMENT - PURCHASING)
Summary: Staff recommends approval of a contract purchase agreement with Chemtrade Chemicals US LLC in the amount of $345,000 for the supply and delivery of liquid aluminum sulfate for FY2026-27. Sufficient funding is included in the proposed FY2026-27 Water Operations Fund budget for this purchase.
CONTACT: Becky Philipp 916-746-1110 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-203 approving a contract purchase agreement, by and between the City of Roseville and Chemtrade Chemicals US LLC and authorizing the City Manager to execute it on behalf of the City of Roseville.
34. Hydrofluosilicic Acid (BACC 08-2026) - Contract Purchase Agreement (FINANCE DEPARTMENT -
PURCHASING)
Summary: Staff recommends approval of a contract purchase agreement with DuBois Chemicals, Inc. in the amount of $200,000 for FY2026-27 to supply and deliver hydrofluosilicic acid.
Adequate funding is available in the proposed FY2026-27 Water Operations Fund budget for this purchase.
CONTACT: Becky Philipp 916-746-1110 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-206 approving a contract purchase agreement, by and between the City of Roseville and DuBois Chemicals, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
35. Fiscal Year 2025-26 Year-End Budget Adjustments (FINANCE DEPARTMENT - BUDGET) Summary: Staff recommends approval of year-end budget adjustments to the Fiscal Year 2025- 26 budget to ensure compliance with the annual budget ordinance. The recommended year-end budget adjustments are: (1) Placer County Water Agency wheeling charges, (2) Roseville Housing Authority Housing Choice Voucher and Mainstream Programs, (3) Sierra Vista Specific Plan Area infrastructure reimbursement payment, (4) Internal Revenue Service tax credit payments, and (5) Blue Oaks Boulevard Widening Project funding adjustments.
CONTACT: Jackie Rice 916-774-5326 [email protected]
The City Council will consider the recommendation to:
a. Adopt Ordinance No. 7081 authorizing certain amendments to the fiscal year 2025-26 budget and declaring this ordinance to be immediately effective as an appropriation measure; and
b. Adopt Resolution No. 7-26 approving a budget adjustment for fiscal year 2025-26.
36. Sodium Hydroxide Solution (BACC 12-2026) - Contract Purchase Agreement (FINANCE
DEPARTMENT - PURCHASING)
Summary: Staff recommends approval of a contract purchase agreement with Univar Solutions USA LLC, doing business as Univar Solutions USA, in the amount of $2,205,000 for the supply and delivery of sodium hydroxide solution for FY2026-27. Sufficient funding is included in the Environmental Utilities and Electric Departments' proposed FY2026-27 budgets for this purchase.
CONTACT: Becky Philipp 916-746-1110 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-204 approving a contract purchase agreement, by and between the City of Roseville and Univar Solutions USA LLC, and authorizing the City Manager to execute it on behalf of the City of Roseville.
37. Sodium Hypochlorite (BACC 13-2026) - Contract Purchase Agreement (FINANCE DEPARTMENT -
PURCHASING)
Summary: Staff recommends approval of a contract purchase agreement with Pioneer Americas LLC, doing business as Olin Finance Company, in the amount of $1,802,000 for the supply and delivery of sodium hypochlorite for FY2026-27. The chemical will be used at the Pleasant Grove Wastewater Treatment Plant, Barton Road Water Treatment Plant, Roseville Energy Park, groundwater well sites, West Side Tank and Pump Station, Johnson Pool, Mike Shellito Pool, and the Roseville Aquatic Complex. Sufficient funding is included in the Environmental Utilities, Electric, and Parks, Recreation and Libraries Departments' proposed FY2026-27 budgets for this purchase.
CONTACT: Becky Philipp 916-746-1110 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-207 approving a contract purchase agreement, by and between the City of Roseville and Pioneer Americas LLC dba Olin Finance Company, and authorizing the City Manager to execute it on behalf of the City of Roseville.
38. Roseville Natural Gas Financing Authority – Fiscal Year 2026-27 Budget (FINANCE
DEPARTMENT)
Summary: Staff recommends approval of the $16.6 million Roseville Natural Gas Financing Authority (RNGFA) budget for FY2026-27. The RNGFA issued the 2007 Gas Revenue Bonds which
financed the prepayment of natural gas used for power generation at the Roseville Energy Park.
Approval of the annual budget has no new fiscal impact.
CONTACT: Teri Quinlan 916-774-5316 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 1-26 adopting the Annual Budget for the Fiscal Year 2026-27.
39. Enterprise Project Management Software - Budget Adjustment (INFORMATION TECHNOLOGY
DEPARTMENT - STRATEGIC PLANNING)
Summary: Staff recommends approval of a budget adjustment in the amount of $319,106 for internal labor charges for the Enterprise Project Management Software project. Funding is available proportionally from the nine City funds originally approved to fund the project, including the General Fund.
CONTACT: Deanne Baquera 916-774-5157 [email protected] The City Council will consider the recommendation to:
a. Adopt Ordinance No. 7079 authorizing certain amendments to the fiscal year 2025-26 budget and declaring this ordinance to be immediately effective as an appropriation measure.
40. Customer Relationship Management Project - Budget Adjustment (INFORMATION
TECHNOLOGY DEPARTMENT - STRATEGIC PLANNING)
Summary: Staff recommends approval of a budget adjustment in the amount of $261,374 for internal labor costs for the Customer Relationship Management project. Funding is available in the Information Technology Operations Fund budget.
CONTACT: Deanne Baquera 916-774-5157 [email protected] The City Council will consider the recommendation to:
a. Adopt Ordinance No. 7080 authorizing certain amendments to the fiscal year 2025-26 budget and declaring this ordinance to be immediately effective as an appropriation measure.
41. On-Call Transportation Impact Studies - Professional Services Agreements (DEVELOPMENT
SERVICES DEPARTMENT - ENGINEERING DIVISION)
Summary: Staff recommends approval of three (3) professional services agreements with (1) DKS Associates, (2) Fehr & Peers, and (3) Kimley-Horn and Associates, Inc., for On-Call Transportation Impact Studies. The agreements include an annual not-to-exceed limit of $500,000 per contract.
Funding is included in the Development Services Department's Full Cost-Consolidated Billing Project(s) budget and is fully recoverable through project applicant funding. Staff also recommends authorization for the City Manager to execute future amendments to extend the agreements for up to four (4) additional one (1) year renewal terms on behalf of the City. All
development projects are required to pay the full cost of traffic impact studies prior to the City authorizing work to begin, resulting in no net fiscal impact on the General Fund.
CONTACT: Stacie Marchetti 916-774-5278 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-200 approving an on-call professional services agreement, by and between the City of Roseville and DKS Associates, and authorizing the City Manager to execute it on behalf of the City of Roseville; and
b. Adopt Resolution No. 26-201 approving an on-call professional services agreement, by and between the City of Roseville and Fehr & Peers, and authorizing the City Manager to execute it on behalf of the City of Roseville; and
c. Adopt Resolution No. 26-202 approving an on-call professional services agreement, by and between the City of Roseville and Kimley-Horn and Associates, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
42. Sierra Vista Village JM-01 - Final Map and Subdivision Agreement (DEVELOPMENT SERVICES
DEPARTMENT - ENGINEERING DIVISION)
Summary: Staff recommends approval of the Sierra Vista Village JM-01 Subdivision Agreement with John Mourier Construction, Inc., and the final map. Review of the final map has been completed, and it is in compliance with the approved tentative map. This map will create 134 residential lots, a private street (Lot A), and one (1) remainder parcel. The actions requested have no fiscal impact to the City's General Fund.
CONTACT: Ed Winston 916-774-5432 [email protected] The City Council will consider the recommendation to:
a. Approve the final map on file with the City Clerk and accept on behalf of the public right of way and public easements offered thereon; and
b. Adopt Resolution No. 26-197 approving a subdivision agreement, by and between the City of Roseville and John Mourier Construction, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
43. Sierra Vista Village FD-07 - Final Map and Subdivision Agreement (DEVELOPMENT SERVICES
DEPARTMENT - ENGINEERING DIVISION)
Summary: Staff recommends approving the Sierra Vista Village FD-07 Subdivision Agreement with John Mourier Construction, Inc., and the final map. Review of the final map has been completed, and it is in compliance with the approved tentative map. This map will create 58 residential lots, a private street (Lot A), one (1) public landscape lot (Lot B), and two (2) public drainage lots (Lots C and D). The actions requested have no fiscal impact to the City's General Fund.
CONTACT: Jeff Hendrix 916-774-5463 [email protected] The City Council will consider the recommendation to:
a. Approve the final map on file with the City Clerk and accept on behalf of the public the public easements offered thereon, and accept subject to improvement, Lots B, C, and D and the rights of way offered thereon; and
b. Adopt Resolution No. 26-232 approving a subdivision agreement, by and between the City of Roseville and John Mourier Construction, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
44. On-Call Building Plan Review and Inspection Services - On-Call Professional Services Agreement (DEVELOPMENT SERVICES DEPARTMENT - BUSINESS SERVICES DIVISION) Summary: Staff recommends approval of five (5) professional services agreements with (1) 4LEAF, Inc., (2) BPR Consulting Group LLC, (3) Bureau Veritas North America, Inc., (4) TRB and Associates, Inc., and (5) Urban37, Inc., for on-call building plan review and inspection services.
The agreements include an annual not-to-exceed limit of $350,000 per contract for 4LEAF, BPR Consulting, TRB and Associates, and Urban37, and an annual not-to-exceed limit of $750,000 for Bureau Veritas due to anticipated increased workload and specialized project support. Funding is included in the Development Services Department's Contracted Building Plan Review operating budget and is fully recoverable through permit fee revenue. Staff also recommends authorization for the City Manager to execute future amendments to extend the agreements for up to four (4) additional one-year renewal terms on behalf of the City.
CONTACT: Stacie Marchetti 916-774-5278 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-210 approving an on-call professional services agreement, by and between the City of Roseville and 4LEAF, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville; and
b. Adopt Resolution No. 26-211 approving an on-call professional services agreement, by and between the City of Roseville and BPR Consulting Group LLC, and authorizing the City Manager to execute it on behalf of the City of Roseville; and
c. Adopt Resolution No. 26-212 approving an on-call professional services agreement, by and between the City of Roseville and Bureau Veritas North America, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville; and
d. Adopt Resolution No. 26-213 approving an on-call professional services agreement, by and between the City of Roseville and TRB and Associates, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville; and
e. Adopt Resolution No. 26-214 approving an on-call professional services agreement, by and
between the City of Roseville and Urban37, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville; and
45. Sierra Vista Specific Plan Mitigation Fee Program Administration - Sole Source Professional Services Agreement Amendment (DEVELOPMENT SERVICES DEPARTMENT - ENGINEERING
DIVISION)
Summary: Staff recommends approval of a sole source professional services agreement amendment with Economic and Planning Systems, Inc. in the amount of $7,500 to provide Sierra Vista Specific Plan Mitigation Fee Program administration, and authorize the City Manager to execute the agreement. To accommodate the increased workload and maintain consistency and continuity of services, staff recommends increasing the contract authority by $7,500 for FY2025- 26, raising the annual not-to-exceed contract limit from $300,000 to $307,500. This amendment will cover EPS's work through June 30, 2026. The consulting services are funded by the fee revenue collected through the fee program. There is no impact to the General Fund.
CONTACT: Stacie Marchetti 916-774-5278 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-215 approving a sole source professional services agreement amendment, by and between the City of Roseville and Economic and Planning Systems, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
46. Electronic Plan Review - Sole Source Agreement (DEVELOPMENT SERVICES DEPARTMENT -
BUSINESS SERVICES DIVISION)
Summary: Staff recommends approval of a sole source agreement with Lifecycle Technologies, LLC dba LCT Software for access to its cloud-based electronic plan review platform, DigEplan, with a not-to-exceed (NTE) amount of $63,953 for the initial term and a total NTE amount of $210,193 over the full three-year term, including renewal options. Funding is included in the Development Services Department’s Technology Replacement Fund, which is funded through permit fees designated for development-driven technology improvements, and is included in the Department's FY2025–26 budget. Approval of the agreement will have no net fiscal impact on the General Fund. Staff also recommends authorization for the City Manager to execute future amendments to extend the agreement for up to two (2) additional one (1) year renewal terms on behalf of the City.
CONTACT: Chris Fanucchi 916-746-1353 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-223 approving a sole source agreement, by and between the City of Roseville and Lifecycle Technologies, LLC dba LCT Software, and authorizing the City Manager to execute it on behalf of the City of Roseville.
47. Assistance to Firefighters Grant Program - Grant Application (FIRE DEPARTMENT)
Summary: Staff recommends approval for staff to submit an application to the U.S. Federal Emergency Management Agency (FEMA) for the FY2025 Assistance to Firefighters Grant for $511,217, with a ten percent matching funds requirement, or $51,121, to implement an updated Knox Box rapid entry system, and authorize the Fire Chief or designee to execute all related forms and agreements. An updated electronic system would improve security, accountability, and emergency response capabilities by allowing immediate deactivation of compromised keys without replacing physical locks. If awarded the grant, the matching funds would be provided by the Fire Department budget or the General Fund contingency budget.
CONTACT: Jordan Paul 916-774-5802 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-242 approving a grant application to the U.S. Federal Emergency Management Agency for the Fiscal Year 2025 Assistance to Firefighters Grant Program, and authorizing the Fire Chief or designee to execute all related forms and agreements on behalf of the City of Roseville.
48. Vegetation and Firebreak Management - Contract Purchase Agreement Amendment (PARKS,
RECREATION, AND LIBRARIES DEPARTMENT - PARK MAINTENANCE) Summary: Staff recommends approval of an amendment to a contract purchase agreement with Sperber Landscape Companies LLC dba Cagwin & Dorward LLC, in the amount of $100,000, increasing the not-to-exceed amount from $180,000 to $280,000, to provide weed abatement for firebreaks and vegetation management throughout the city. This is in the final year of a five- year agreement. Funding is included in the Parks, Recreation & Libraries budget in the General Fund and Open Space Fund.
CONTACT: Eric Dexter 916-746-1769 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-227 approving a contract purchase agreement amendment, by and between the City of Roseville and Sperber Landscape Companies LLC dba Cagwin & Dorward LLC, and authorizing the City Manager to execute it on behalf of the City of Roseville.
49. School Resource Officers - Memorandum of Understanding (POLICE DEPARTMENT) Summary: Staff recommends approval of the Memorandum of Understanding between the City and the Roseville Joint Union High School District for the School Resource Officers (SRO's). Their primary role is to investigate crimes that occur on campus or that involve the student population, educate and develop positive relationships with students and staff, monitor and enforce truancy laws and act as liaison with county agencies that also support and work with student populations, including probation, children's protective services, mental health, social service agencies and the courts. SRO's help school officials maintain a safe and secure learning environment on campuses. The net cost to the City is approximately $319,550 for 2026-2027, $303,490 for 2027-2028, and $287,030 for 2028-2029. Funding for the five SRO's is included in the Police Department's General Fund budget.
CONTACT: Courtney Scurria 916-746-1051 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-236 approving an Memorandum of Understanding, by and between the City of Roseville and Roseville Joint Union High School District, and authorizing the City Manager to execute it on behalf of the City of Roseville.
50. Sutter Roseville Medical Center Neighborhood Policing Program - Grant Award Agreement and Budget Adjustment (POLICE DEPARTMENT)
Summary: Staff recommends approval of the Sutter Roseville Medical Center (SRMC) Neighborhood Policing Grant Award to provide a dedicated police officer presence on the SRMC campus, and approve a budget adjustment in the amount of $985,642 to the project budget.
The budget adjustment increases revenue and expenditure budgets for the new award agreement of $938,794 in the General Fund, and increases revenue and expenditure budgets for the Fleet Operations and Fleet Replacement internal service funds totaling $46,848 for the maintenance and replacement cost of one patrol vehicle.
CONTACT: Mark Peinado 916-774-5021 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-228 approving a grant award agreement, by and between the City of Roseville and Sutter Roseville Medical Center, and authorizing the City Manager to execute it on behalf of the City of Roseville; and
b. Adopt Ordinance No. 7082 authorizing certain amendments to the fiscal year 2025-26 budget and declaring this ordinance to be immediately effective as an appropriation measure.
51. Downtown Roseville Security Patrol - Professional Services Agreement Amendment (POLICE
DEPARTMENT)
Summary: Staff recommends approval of a second amendment to a professional services agreement with Universal Protection Service, LP dba Allied Universal Security Services to increase the contract amount by $28,825.23, to a total of $195,236.82 for private security patrols in the Downtown and Historic Old Town areas to assist in providing public safety.
Funding for the increase is included in the Police Department's operating budget in the General Fund.
CONTACT: Mark Peinado 916-774-5021 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-229 approving a professional services agreement amendment, by and between the City of Roseville and Universal Protection Service, LP dba Allied Universal Security Services, and authorizing the City Manager to execute it on behalf of the City of Roseville.
52. Body-Worn Cameras - Contract Purchase Agreement Amendment (POLICE DEPARTMENT) Summary: Staff recommends approval of an amendment to a contract purchase agreement with Axon Enterprise, Inc. to increase the agreement total by $7,446.44, bringing the total five-year agreement amount to $2,536,810.72 to purchase additional license bundles and docking stations for the Police Department. Funding for the first-year cost was included in the Police Body-worn Camera Replacement project, through the Equipment Replacement Fund.
CONTACT: Mark Peinado 916-774-5021 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-230 approving a contract purchase agreement amendment, by and between the City of Roseville and Axon Enterprise, Inc., and authorizing the City Manager to execute it on behalf of the City of Roseville.
53. Homeless Outreach Worker Program - Contract Amendment (ECONOMIC DEVELOPMENT
DEPARTMENT - HOUSING)
Summary: Staff recommends approval of the second amendment for the Homeless Outreach Worker Program Contract between the Placer County Department of Health and Human Services and the City. The amendment will extend the contract through June 30, 2027 and will allow outreach workers to continue building relationships with members of the community who are experiencing homelessness, assist with navigation of services and resources, and serve as liaisons to the downtown business community. No General Fund resources will be used for this contract extension.
CONTACT: Suzanne Acrell 916-774-5469 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-216 approving a second amendment to the Homeless Outreach Worker Program Contract, by and between the Placer County Department of Health and Human Services and the City of Roseville, and authorizing the City Manager to execute it on behalf of the City of Roseville.
54. Roseville Housing Authority - Administrative Plan Amendment (ECONOMIC DEVELOPMENT
DEPARTMENT - HOUSING)
Summary: Staff recommends approval of revisions to Chapters 7 and 16 of the Roseville Housing Authority Administrative Plan to align with updated guidance from the United States Department of Housing and Urban Development. The Administrative Plan has no impact on the City's General Fund.
CONTACT: Suzi Cook-Turner, Trisha Isom 916-774-5414, 916-746-1239 smcook- [email protected], [email protected]
The City Council will consider the recommendation to:
a. Adopt Housing Authority Resolution No. 5-26 approving the updated Roseville Housing Authority Administrative Plan.
55. WB-30 Lot 1 Affordable Rental Housing Agreement (ECONOMIC DEVELOPMENT DEPARTMENT -
HOUSING)
Summary: Staff recommends approval of an Affordable Rental Housing Agreement between the City of Roseville and Roseville Senior Affordable LP for phase 1 of the Riviera at Roseville West. This affordable senior rental housing development is located at 3380 Pleasant Grove Boulevard within the Sierra Vista Specific Plan area. The agreement will support the City's General Plan in meeting the affordable housing goals. No General Fund resources will be used in the development of this project.
CONTACT: Suzanne Acrell 916-774-5469 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-251 approving an Affordable Rental Housing Agreement, by and between the City of Roseville and Roseville Senior Affordable LP, and authorizing the City Manager to execute it on behalf of the City of Roseville.
56. Proclamation - Park and Recreation Month
Summary: Proclaim July 2026 as Park and Recreation Month and urge all residents to visit and enjoy Roseville's recreation facilities, parks, trails and natural areas.
CONTACT: Arleta Wagenhals 916-774-5200 [email protected]
57. Minutes of Prior Meeting (CITY CLERK DEPARTMENT)
Summary: Staff recommends approval of the minutes of the May 20, 2026 and June 3, 2026, City Council Meetings.
CONTACT: Adilia Keller 916-774-5265 [email protected] The City Council will consider the recommendation to:
a. Approve minutes of the May 20, 2026 and June 3, 2026, City Council Meetings.
END OF CONSENT CALENDAR
VIII. PRESENTATIONS/REPORTS
58. Board and Commissions Bi-Annual Vacancies (CITY CLERK DEPARTMENT) Summary: Staff recommends Council appoint two (2) individuals to the Economic Development Advisory Committee to terms expiring June 30, 2028 from the applications received from Kristen Holihan, Derek Pell, and Angela Tsukiji; appoint three (3) individuals to the Grants Advisory Commission to terms expiring June 30, 2030 from the applications received from Nina Acosta, Rick Jenkins, Loretta Odebiyi, Jim Ratliff, and David Williams; appoint Ravi Sharma to the Local
Sales Tax Citizens' Oversight Committee to a term expiring June 30, 2027; and appoint three (3) individuals to the Planning Commission to terms expiring June 30, 2030 from the applications received from Sandra Pollack-Cushing, Frank Fernandez, Ed Kriz, Einar Maisch, Derek Pell, Jason Probst, and Julia Sweeney.
CONTACT: Katrina Six 916-774-5267 [email protected] The City Council will consider the recommendation to:
a. Appoint two (2) individuals to the Economic Development Advisory Committee to terms expiring June 30, 2028 from the applications received from: Kristen Holihan, Derek Pell, and Angela Tsukiji; and
b. Appoint three (3) individuals to the Grants Advisory Commission to terms expiring June 30, 2030 from the applications received from Nina Acosta, Rick Jenkins, Loretta Odebiyi, Jim Ratliff, and David Williams; and
c. Appoint Ravi Sharma to the Local Sales Tax Citizens' Oversight Committee to terms expiring June 30, 2027; and
d. Appoint three (3) individuals to the Planning Commission to terms expiring June 30, 2030 from the applications received from Sandra Pollack-Cushing, Frank Fernandez, Ed Kriz, Einar Maisch, Derek Pell, Jason Probst, and Julia Sweeney.
City Clerk Technician Katrina Six made presentation to the City Council.
No public comment received.
Motion by Councilmember Mendonsa, seconded by Councilmember Roccucci, to appoint Kristen Holidhan and Angela Tsukiji to the Economic Development Advisory Committee to terms expiring June 30, 2028; appoint Nina Acosta, Rick Jenkins and Loretta Odebiyi to the Grants Advisory Commission to terms expiring June 30, 2030; appoint Ravi Sharma to the Local Sales Tax Citizens' Oversight Committee to a term expiring June 30, 2027; and appoint Ed Kriz, Einar Maisch and Jason Probst to the Planning Commission to terms expiring June 30, 2030. The motion passed.
Ayes: Vice Mayor Alvord, Councilmember Houdesheldt, Councilmember Mendonsa, Councilmember Roccucci, Mayor Bernasconi.
59. Fiscal Year 2026-27 Citywide Budget, Position Allocation Schedule, Roseville Housing Authority Budget, and Roseville Finance Authority Budget (FINANCE DEPARTMENT - BUDGET) Summary: Staff recommends approval of the proposed City of Roseville Fiscal Year (FY) 2026-27 citywide budget and position allocation schedule, as incorporated into the budget document, effective July 1, 2026. The proposed FY2026-27 expenditure budget totals $876.8 million from all funding sources. The General Fund expenditure budget is $275.3 million, consisting of $257.9 million in operating expenditures and $17.4 million in non-operating expenditures. The FY2026-
27 Roseville Housing Authority expenditure budget totals $12.9 million and is primarily comprised of funding from the federally funded Housing Choice Voucher Program, which provides rental assistance to up to 846 families, seniors, persons with disabilities, and veterans annually. The FY2026-27 Roseville Finance Authority budget includes $878,881 in debt service payments, reflecting scheduled payments on the Certificates of Participation for 316 Vernon Street. In addition, capital outlay expenditures totaling $645,615 are budgeted for park improvements at Crabb Park, Goto Park, and Uribe Park.
CONTACT: Jackie Rice 916-774-5326 [email protected] The City Council will consider the recommendation to:
a. Adopt Ordinance No. 7083 adopting the Annual Budget for the Fiscal Year 2026-27, adopting budget control policies, adopting an appropriations limit, adopting the budget for the Successor Agency of the Roseville Redevelopment Agency, to be effective immediately as an urgency measure; and
b. Adopt Housing Authority Resolution No. 6-26 approving the annual budget for Fiscal Year 2026-27; and
c. Adopt Finance Authority Resolution No. 3-26 adopting the annual budget for the Fiscal Year 2026-27.
Finance Director Scott Pettingell introduced Budget Manager Jackie Rice who made the presentation to the City Council.
Julia Sweeney - spoke on expense of deferring neighborhood maintenance.
Jennifer Chapman - spoke on sound walls, neighborhood maintenance funded by the general fund and the CFD fund, and on transformers.
Kathleen - explained what a Community Facility District (CFD) is and inquired why the general fund is not enough to maintain neighborhoods.
Motion by Vice Mayor Alvord, seconded by Councilmember Mendonsa, to adopt Ordinance No. 7083 adopting the Annual Budget for the Fiscal Year 2026-27, adopting budget control policies, adopting an appropriations limit, adopting the budget for the Successor Agency of the Roseville Redevelopment Agency, to be effective immediately as an urgency measure; and to adopt Housing Authority Resolution No. 6-26 approving the annual budget for Fiscal Year 2026-27; and to adopt Finance Authority Resolution No. 3-26 adopting the annual budget for the Fiscal Year 2026-27. The motion passed.
Ayes: Vice Mayor Alvord, Councilmember Houdesheldt, Councilmember Mendonsa, Councilmember Roccucci, Mayor Bernasconi.
60. Council Discretionary Funds - Roseville Community Crime Stoppers (CITY MANAGER
DEPARTMENT - CITY MANAGER)
Summary: Staff recommends City Council consider providing sponsorship to Roseville Community Crime Stoppers for its annual Fourth of July Fun Run in the amount of $1,500. The balance remaining in the Council Discretionary Funds for FY2025-26 is $4,021.
CONTACT: Amy Ruiz 916-746-1362 [email protected]
The City Council will consider the recommendation to:
a. Consider providing sponsorship to Roseville Community Crime Stoppers for its annual Fourth of July Fun Run in the amount of $1,500.
City Clerk Carmen Avalos made the presentation to the City Council.
President of Roseville Community Crime Stoppers Ann Carpenter spoke in support of the request.
Motion by Councilmember Roccucci, seconded by Vice Mayor Alvord, to provide sponsorship to Roseville Community Crime Stoppers for its annual Fourth of July Fun Run in the amount of $1,500. The motion passed.
Ayes: Vice Mayor Alvord, Councilmember Houdesheldt, Councilmember Mendonsa, Councilmember Roccucci, Mayor Bernasconi.
IX. PUBLIC HEARINGS
NOTICE TO THE PUBLIC: Public Hearing Process
City Council, when considering the matter, will take the following actions:
1. Open the Public Hearing
2. Presentation by staff
3. Presentation by applicant or appellant
4. Accept public testimony
5. Appellant or applicant rebuttal period
6. Close the Public Hearing
7. City Council comments and questions
8. City Council action
Any challenges in court about public hearing matters noticed on this agenda may be limited to only those issues, that were raised orally at the public hearing or in written form received by the City on or before the hearing.
Public Hearings listed for continuance will be continued and posting of this agenda will serve as notice of continuation.
61. 2025 Urban Water Management Plan and Water Shortage Contingency Plan – Public Hearings and Consideration of Adoption (ENVIRONMENTAL UTILITIES DEPARTMENT - WATER)
Summary: Staff recommends City Council hold two public hearings to receive comments on the Draft 2025 Urban Water Management Plan (UWMP) and the Draft Water Shortage Contingency Plan (WSCP). If found acceptable, staff is requesting that the City Council consider the adoption of the Draft 2025 UWMP and the draft WSCP upon close of the public hearing. Approving the plans has no impact on the City's General Fund.
CONTACT: Janice Gainey 916-774-5535 [email protected] The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-238 adopting the Urban Water Management Plan and authorizing staff to submit to the California Department of Water Resources; and
b. Adopt Resolution No. 26-239 adopting the Water Shortage Contingency Plan and authorizing staff to submit to the California Department of Water Resources.
Mayor Bernasconi opened the public hearing at 7:09 P.M.
Assistant Environmental Utilities Director Devin Whittington introduced Principal Engineer Janice Gainey who made the presentation to City Council.
Colleen Vokes with Water Works Engineers continued the presentation.
No public comment received.
Mayor Bernasconi closed the public hearing at 7:30 P.M.
Motion by Councilmember Houdesheldt, seconded by Councilmember Mendonsa, to adopt Resolution No. 26-238 adopting the Urban Water Management Plan and authorizing staff to submit to the California Department of Water Resources; and to adopt Resolution No. 26-239 adopting the Water Shortage Contingency Plan and authorizing staff to submit to the California Department of Water Resources. The motion passed.
Ayes: Vice Mayor Alvord, Councilmember Houdesheldt, Councilmember Mendonsa, Mayor Bernasconi.
Absent: Councilmember Roccucci.
62. Zoning and Subdivision Ordinance - Roseville Municipal Code Updates (DEVELOPMENT
SERVICES - PLANNING)
Summary: Staff recommends the City Council introduce for first reading an ordinance amending Chapters 19.10, 19.12, and 19.28 of the Roseville Municipal Code regarding Residential Zone Permitted Use Types, Commercial Zone Permitted Use Types, and Density Bonus Regulations; and introduce for first reading an Ordinance amending Chapter 18.05 of the Roseville Municipal Code regarding Ministerial Multifamily Maps. The proposed ordinance amendments will have no impact on the City’s General Fund.
CONTACT: Eric Singer 916-774-5536 [email protected] The City Council will consider the recommendation to:
a. Introduce for first reading an Ordinance amending Chapter 18.05 of the Roseville Municipal Code regarding Ministerial Multifamily Maps; and
b. Introduce for first reading an Ordinance amending Section 19.10.020 of Chapter 19.10, Section 19.12.020 or Chapter 19.12, and Chapter 19.28 of Title 19 of the Roseville Municipal Code regarding Residential Zone Permitted Use Types, Commercial Zone Permitted Use Types, and Density Bonus Regulations.
Mayor Bernasconi opened the public hearing at 7:32 P.M.
Development Services Associate Planner Eric Singer made the presentation to the City Council.
Planning Manager Lauren Hocker continued the presentation to the City Council.
No public comment received.
Mayor Bernasconi closed the public hearing at 7:38 P.M.
Motion by Councilmember Houdesheldt, seconded by Councilmember Mendonsa, to introduce for first reading an Ordinance amending Chapter 18.05 of the Roseville Municipal Code regarding Ministerial Multifamily Maps; and to introduce for first reading an Ordinance amending Section 19.10.020 of Chapter 19.10, Section 19.12.020 of Chapter 19.12, and Chapter
19.28 of Title 19 of the Roseville Municipal Code regarding Residential Zone Permitted Use Types, Commercial Zone Permitted Use Types, and Density Bonus Regulations. The motion passed.
Ayes: Vice Mayor Alvord, Councilmember Houdesheldt, Councilmember Mendonsa, Councilmember Roccucci, Mayor Bernasconi.
63. WB-30 Phase 1 Senior Affordable Rental Housing Project - Fee Deferrals and Government Financing Agreement (ECONOMIC DEVELOPMENT DEPARTMENT)
Summary: Staff recommends approval of an extended fee deferral for an affordable housing project, adopting a fee deferral of parks fees, approving a government financing agreement and granting authority for the City Manager to execute it and all necessary documents. Staff requests an extended fee deferral in the amount of approximately $2,704,246, a fee deferral in the amount of approximately $1,188,225, and approval of a Government Financing Agreement and granting authority for City Manager to execute it and all necessary documents to effectuate its purpose for the Phase 1 of Sierra Vista Specific Plan (SVSP) WB-30 Sierra Vista Senior Affordable Rental Housing Project (a.k.a. The Riviera at Roseville West). Approval of the fee deferrals has no impact on the City's General Fund.
CONTACT: Gina McColl 916-774-5452 [email protected]
The City Council will consider the recommendation to:
a. Adopt Resolution No. 26-252 approving a fee deferral for the WB-30 Phase 1 Senior Affordable Housing Project; and
b. Adopt Resolution No. 26-253 approving park development impact fee deferrals for the WB-30 Phase 1 Senior Affordable Housing Project; and
c. Adopt Resolution No. 26-254 approving a Government Financing Agreement, by and between the City of Roseville and Pine Island Apartments, LLC, and authorizing the City Manager to execute it and all necessary documents to effectuate its purpose on behalf of the City of Roseville.
Mayor Bernasconi opened the public hearing at 7:39 P.M.
Economic Development Manager Wayne Wiley introduced Economic Development Analyst Gina McColl who made the presentation to the City Council.
Scott Cannon from Ten South Construction spoke in support of the project.
Mayor Bernasconi closed the public hearing at 7:47 P.M.
Motion by Vice Mayor Alvord, seconded by Councilmember Roccucci, to introduce for first reading an Ordinance amending Chapter 18.05 of the Roseville Municipal Code regarding Ministerial Multifamily Maps; and to introduce for first reading an Ordinance amending Section
19.10.020 of Chapter 19.10, Section 19.12.020 of Chapter 19.12, and Chapter 19.28 of Title 19 of the Roseville Municipal Code regarding Residential Zone Permitted Use Types, Commercial Zone Permitted Use Types, and Density Bonus Regulations. The motion passed.
Ayes: Vice Mayor Alvord, Councilmember Houdesheldt, Councilmember Mendonsa, Councilmember Roccucci, Mayor Bernasconi.
X. PUBLIC COMMENTS
This is the second opportunity to make a public comment on non-agenda items.
No public comment received.
XI. STAFF/COUNCIL REPORTS
Placer County Water Agency Retreat - Councilmember Mendonsa reported on attendance.
Councilmember Mendonsa spoke on various community events.
Councilmember Roccucci spoke on various community events.
Northern California Power Agency Meeting - Councilmember Roccucci reported on attendance.
Councilmember Houdesheldt spoke on various community events.
Western Placer Waste Management Authority Meeting - Councilmember Houdesheldt reported on attendance.
Placer County Transportation Planning Agency - Councilmember Houdesheldt reported on attendance.
Capitol Corridor Joint Powers Authority Meeting - Councilmember Houdesheldt reported.
Greater Sacramento Economic Council Board Meeting - Mayor Bernasconi reported on attendance.
Roseville Police Athletic League Board Meeting - Mayor Bernasconi reported on attendance.
Mayor Bernasconi spoke on various community events.
XII. ADJOURNMENT
Mayor Bernasconi adjourned the meeting at 7:57 P.M.
City Council
Communication
Meeting Date: 7/15/2026
Item #: VII.29
File #: 0721 & 0201-01
Item ID: 2026-501
Title: Roseville Traffic Garden - Capital Improvement Project Approval and Budget Adjustment Contact: Suzanne Engelke 916-746-1289 [email protected]
SUMMARY
Staff recommends authorization to establish a new Capital Improvement Project to design, construct, and install a traffic garden and approval of a budget adjustment in the amount of $247,821. Traffic gardens are scaled-down street networks painted on asphalt that provide children and new riders with a safe, car-free environment to practice biking and pedestrian safety skills. The recommended project qualifies as an eligible expenditure under the Transportation Fund. Adequate available resources are available within the fund to support the project and its associated costs. No General Fund resources will be used for this project.
RECOMMENDATION
Staff recommends that the City Council authorize the establishment of a new Capital Improvement Project, Roseville Traffic Garden, and adopt an ordinance to approve a budget adjustment in the amount of $247,821.
BACKGROUND
Traffic gardens are scaled-down street networks painted on asphalt that provide children and new riders with a safe, car-free environment to practice biking and pedestrian safety skills. These community-focused spaces help build essential life skills while transforming underused paved areas into active, engaging public amenities. Roseville’s first traffic garden is planned for Downtown Roseville on City-owned property at 201 Oak Street, near the downtown roundabout.
With cycling rates declining over the past two decades in the United States, traffic gardens encourage bike riding by providing a safe, engaging way for children and new riders to gain mobility skills and joy through active play. These interactive spaces build confidence by providing a realistic, hands-on space for children to practice navigating stop signs, yield signs, roundabouts, railroad tracks, and pedestrian crossings. This early exposure builds the intuition needed to stay safe around active traffic.
Compared to complex "Safety Towns," traffic gardens are affordable and easy to install. They require minimal freestanding equipment and can be painted onto existing pavement. Traffic gardens create welcoming, family-friendly destinations that encourage active, screen-free outdoor play. This promotes physical and mental well-being while sparking an early interest in eco-friendly transportation.
The Roseville Traffic Garden will bring new life, art, and color to a reimagined public space. It will not only offer stand-alone activities for families and groups, but will be a destination for STEAM/STEM educational events, safety events including Bikefest, and future City programs. The Traffic Garden will bring a sense of pride and community building to the area. The process of creating a traffic garden brings together local advocates, businesses, City staff, and residents. Working as a team of volunteers and City staff in its
creation will build strong community relationships and a shared pride and ownership of the Traffic Garden.
FISCAL IMPACT
The recommended project qualifies as an eligible expenditure under the Transportation Fund. Adequate available resources are available within the fund to support the project and its associated costs. There is no impact to the General Fund.
ENVIRONMENTAL REVIEW
The proposed project involves the minor alteration of an existing facility. This activity is categorically exempt from CEQA as a Class 1 Exemption (State CEQA Guidelines Section 15301). The Exemption has been prepared and no further CEQA action is required.
CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
1. Ensure a safe and healthy community
5. Support community engagement and advocacy
Respectfully Submitted,
Suzanne Engelke, Associate Transportation Planner
Jason Shykowski, Public Works Director
ATTACHMENTS:
1. Ordinance 7087
2. Traffic Garden exhibits
3. CEQA Exemption
REVIEWERS:
Suzanne Engelke, Public Works Department - Transportation Created/Initiated - 5/27/2026 Ed Scofield, Public Works Department - Transportation Approved - 6/1/2026 Jason Shykowski, Public Works Department - All Approved - 6/1/2026 Kelly Aye, City Attorney Department Approved - 6/24/2026 Katrina Six, City Clerk Department Approved - 6/24/2026 Ryan DeVore, City Manager Department - Assistant City Manager Approved - 6/24/2026 Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 7/1/2026 Michelle Sheidenberger, City Attorney Department Approved - 7/1/2026 Dominick Casey, City Manager Department - City Manager Approved - 7/1/2026 Katrina Six, City Clerk Department Final Approval - 7/1/2026
ORDINANCE NO. 7087
ORDINANCE OF THE COUNCIL OF THE CITY OF ROSEVILLE
AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2026-27
BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY
EFFECTIVE AS AN APPROPRIATION MEASURE
THE CITY OF ROSEVILLE ORDAINS:
SECTION 1. The City of Roseville Annual Budget, Fiscal Year 2026-27, is hereby amended as listed on the attached budget adjustment for the Roseville Traffic Garden project.
SECTION 2. This ordinance is hereby declared to be an appropriation measure, immediately effective pursuant to the provisions of Section 5.03 of the Charter.
SECTION 3. The City Clerk is hereby authorized and directed to post a true copy of the foregoing ordinance in each of three (3) conspicuous locations in the City and she shall immediately after such posting enter in the ordinance book, under the record of the ordinance, a certificate under her hand stating the time and place of such publication by posting.
PASSED AND ADOPTED by the Council of the City of Roseville, this day of , 2026, by the following vote on roll call:
AYES COUNCILMEMBERS:
NOES COUNCILMEMBERS:
ABSENT COUNCILMEMBERS:
MAYOR
ATTEST:
City Clerk
REQUEST FOR BUDGET ADJUSTMENT
Updated 11/19/2025
Please complete the cells highlighted in yellow.
REQUESTER NAME & TITLE: FISCAL YEAR:
PREPARER NAME & TITLE: ORDINANCE:
DEPARTMENT/DIVISION:
EXPENDITURES/EXPENSES/TRANSFERS OUT
ACCOUNT STRING BUDGET ($)
Fund Account Center Project Adjustment DESCRIPTION
6520 6587 84001 500710 217,821 Establish Capital Outlay budget for Roseville Traffic Garden project
6520 5080 84001 500710 30,000 Establish Internal Project Labor budget for Roseville Traffic Garden project
EXPENDITURES/EXPENSES/TRANSFERS OUT TOTAL 247,821
REVENUES/TRANSFERS IN
ACCOUNT STRING BUDGET ($)
Fund Account Center Project Adjustment DESCRIPTION
REVENUES/TRANSFERS IN TOTAL -
NET ADJUSTMENT 247,821
FUND BALANCE
ACCOUNT STRING BUDGET ($)
Fund Account Center Project Adjustment DESCRIPTION
6520 3601 00000 000000 (247,821) Reduce 6520 Transportation Fund Balance 3601 00000 000000
3601 00000 000000
3601 00000 000000
3601 00000 000000
3601 00000 000000
FUND BALANCE TOTAL (247,821)
Justification for Budget Adjustment:
The Public Works Department recommends that Council authorize the establishment of a new Capital Improvement Project – Roseville Traffic Garden (#500710), and adopt an ordinance to approve a budget adjustment appropriating $247,821 from available resources in the Transportation Fund (6520) to the Project for design, construction, and installation of the Traffic Garden. Traffic gardens are scaled-down street networks painted on asphalt that provide children and new riders with a safe, car-free environment to practice biking and pedestrian safety skills. 2026-27
Suzanne Engelke, Associate Transportation Planner
Kimberly Goulet, Transportation Grants Analyst
Public Works / Alternative Transportation
Notice of Exemption
To: Placer County Clerk From: City of Roseville
Recorder’s Office Development Services Dept.
2954 Richardson Drive 311 Vernon Street
Auburn, CA 95603 Roseville, CA 95678
Project Title: Roseville Traffic Garden Project
Project Location(s): 201 Oak Street, Roseville, CA 95678 (APN 013-290-003) Project Description: The City of Roseville Public Works Department is proposing the approval and construction of a traffic garden. Traffic gardens are minor street networks painted on asphalt to provide children and new riders with a safe, car -free environment to practice biking and pedestrian safety skills. Improvements include painting and striping of the existing asphalt, installation of bike racks, benches, trash receptacles, signage, and a storage shed.
Public Agency Approving Project: Roseville City Council Agency/Individual Carrying Out Project: City of Roseville Public Works Department Reason why this Project is Exempt: The project qualifies for a Class 1 Categorical Exemption as described in Sections 15301 of the California Environmental Quality Act (CEQA) guidelines which state:
“Class 1 consists of the…minor alteration of existing public…facilities…or topographical features, involving negligible or no expansion of existing or former use… Examples include but are not limited to:
(c) Existing highways and streets, sidewalks, gutter, bicycle and pedestrian trails, and similar facilities (this includes road grading for the purpose of public safety), and other alterations such as the addition of bicycle facilities, including but not limited to bicycle parking, bicycle-share facilities and bicycle lanes, transit improvements such as bus lanes, pedestrian crossings, street trees, and other similar alterations that do not create additional automobile lanes.”
The project consists of the construction of a traffic garden that utilizes an existing parking lot. The project would include the addition of bike racks, benches, trash receptacles, signage, and a storage shed to support the traffic garden. All project activities are consistent with the Class 1 Categorical Exemption. The project would not result in expansion of automobile capacity or use or removal of trees. Therefore, the Class 1 Exemption applies.
Lead Agency Contact Person : Suzanne Engelke, Roseville Department of Public Works (916- 746-1305).
Signature: Date: 6/4/2026
Brianna Gustafson, Associate Planner
City of Roseville
City Council
Communication
Meeting Date: 7/15/2026
Item #: VII.30
File #: 0206-03-01
Item ID: 2026-550
Title: Hewlett Packard Campus Oaks Community Facilities District No. 1 - Bond Refunding Contact: Jeannine Thrash 916-774-5473 [email protected]
SUMMARY
Staff recommends authorization of the issuance of Special Tax Refunding Bonds for Hewlett Packard (HP) Campus Oaks Community Facilities District (CFD) No. 1 (Public Facilities), approving and directing the execution of a Fiscal Agent Agreement, approving the form of the preliminary official statement, approving the sale of such bonds pursuant to Bond Purchase Agreement, and approving other related documents and actions. Refunding the HP Campus Oaks CFD No. 1 bonds is currently projected to generate a net present value savings of approximately 8.75% (or $1.4 million). The savings will be used to fund eligible improvements and/or provide annual tax savings to property owners. There will be no fiscal impact on the General Fund as all bond issuance costs will be paid from bond proceeds.
RECOMMENDATION
Staff recommends that the City Council adopt the resolution authorizing the issuance of Special Tax Refunding Bonds for and on behalf of the City of Roseville HP Campus Oaks Community Facilities District No.1 (Public Facilities), approving and directing the execution of a Fiscal Agent Agreement, approving the form of Preliminary Official Statement, approving the sale of such bonds pursuant to a Bond Purchase Agreement, and approving other related documents and actions.
BACKGROUND
HP Campus Oaks Community Facilities District (CFD) No. 1 was formed on September 22, 2015, by the adoption of Resolution 15-443, authorizing Special Tax Bonds in a principal amount not to exceed $36,000,000. The first series of bonds was issued in 2016 with a par amount of $23,000,000. The outstanding principal is $16,830,000, with interest rates ranging from 5.0 to 5.5% for the remainder of the life of the bonds and a final maturity on September 1, 2046. The bonds are being refunded to achieve net present value (NPV) savings of approximately 8.75% (or $1.4 million). The savings will be used to fund eligible improvements and/or provide annual tax savings to property owners.
FISCAL IMPACT
The bond refunding will not increase the term of the outstanding bonds, and is currently projected to generate a net present value savings of approximately 8.75% (or $1.4 million). Savings from the bond refunding will be used to fund eligible improvements and/or provide annual tax savings to property owners.
There will be no fiscal impact on the General Fund as all bond issuance costs will be paid from bond proceeds.
ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. The
approval of the resolution(s) and other actions contemplated by this item meet the above criteria and are not subject to CEQA. No additional environmental review is required.
COMPLIANCE STATEMENT
In accordance with Government Code 5852.1, the following information consists of estimates of certain costs and charges for the Bonds that have been provided by the City's municipal financial advisor, which has been represented by such party to have been provided in good faith: (1) estimated true interest costs of the Bonds: 4.32%; (2) estimated finance charge of the Bonds (sum of all fees and charges paid to third parties): $702,595; (3) estimated amount of proceeds of the Bonds received by the City (net of finance charges and reserves): $14,962,063; and (4) estimated total payment amount (sum total of all payments to pay debt service on the Bonds plus the finance charge not paid with proceeds of the Bonds) calculated to the final maturity of the Bonds: $24,832,915.
CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
2. Remain fiscally responsible in a changing world
4. Invest in well-planned infrastructure and growth
Respectfully Submitted,
Jeannine Thrash, Management Analyst
Scott Pettingell, Finance Director
ATTACHMENTS:
1. Resolution 26-282
2. POS 2026 Roseville-HP Campus Oaks
3. 2026 Fiscal Agent Agmt Campus Oaks
4. BPA - City of Roseville HP Campus Oaks CFD No. 1 (Public Facilities) Special Tax Refunding Bonds Series 2026
REVIEWERS:
Jeannine Thrash, Finance Department Created/Initiated - 6/23/2026 Scott Pettingell, Finance Department Approved - 6/25/2026 Kelly Aye, City Attorney Department Approved - 6/26/2026 Katrina Six, City Clerk Department Approved - 6/29/2026 Ryan DeVore, City Manager Department - Assistant City Manager Approved - 6/30/2026 Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 7/1/2026 Michelle Sheidenberger, City Attorney Department Approved - 7/1/2026 Dominick Casey, City Manager Department - City Manager Approved - 7/1/2026 Katrina Six, City Clerk Department Final Approval - 7/1/2026
-1-
RESOLUTION NO. 26-282
A RESOLUTION AUTHORIZING THE ISSUANCE OF SPECIAL TAX REFUNDING
BONDS FOR AND ON BEHALF OF THE CITY OF ROSEVILLE HP CAMPUS OAKS COMMUNITY FACILITIES DISTRICT NO. 1 (PUBLIC FACILITIES), APPROVING AND
DIRECTING THE EXECUTION OF A FISCAL AGENT AGREEMENT, APPROVING
THE FORM OF PRELIMINARY OFFICIAL STATEMENT, APPROVING SALE OF
SUCH BONDS PURSUANT TO BOND PURCHASE AGREEMENT, AND APPROVING
OTHER RELATED DOCUMENTS AND ACTIONS
WHEREAS, this City Council (the “Council”) of the City of Roseville (the “City”) has conducted proceedings under and pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing at Section 53311, of the California Government Code (the “Act”), to form the HP Campus Oaks Community Facilities District No. 1 (Public Facilities) (the “District”), to authorize the levy of special taxes upon the land within the District, and to issue bonds secured by said special taxes for the purpose of providing moneys for the construction and acquisition of improvements within the District; and
WHEREAS, following a vote of landowners in the District authorizing the levy of a special tax, the Council, as legislative body of the District, authorized the issuance of special tax bonds of the City for the District in the maximum principal amount of not to exceed $36,000,000; and
WHEREAS, in 2016, the Council authorized bonds to be issued for the District in the original principal amount of $23,000,000 designated City of Roseville HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Special Tax Bonds Series 2016 (the “2016 Bonds”); and
WHEREAS, in order to generate debt service savings, the City desires to refund all of the 2016 Bonds, and, after due investigation and deliberation the City has determined that it is in the interests of the City and the District at this time for the Council, as legislative body of the District, to authorize a series of special tax bonds as refunding bonds for the District, designated City of Roseville HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Special Tax Refunding Bonds Series 2026 (the “2026 Bonds”); and
WHEREAS, there has been submitted to the Council a form of Fiscal Agent Agreement (the “Fiscal Agent Agreement”), between the City and U.S. Bank Trust Company, National Association, as fiscal agent, which provides for the issuance of the 2026 Bonds of the City for the District, and the Council, with the aid of City staff, has reviewed the Fiscal Agent Agreement and found it to be in proper order, and now desires to approve the Fiscal Agent Agreement and the issuance of the 2026 Bonds; and
WHEREAS, the City proposes to sell the 2026 Bonds to Piper Sandler & Co., as underwriter (the “Underwriter”), pursuant to the terms of a Bond Purchase Agreement (the “Bond Purchase Agreement”) by and between the City and the Underwriter, and the Underwriter proposes to offer the 2026 Bonds to the investing public by means of a Preliminary Official Statement (the “Preliminary Official Statement”); and
WHEREAS, it appears that each of said documents and instruments which are now before this meeting is in appropriate form and is an appropriate document or instrument to be executed and delivered for the purpose intended; and
- 2 -
WHEREAS, all conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the 2026 Bonds as contemplated by this Resolution and the documents referred to herein exist, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the Act.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ROSEVILLE RESOLVES AS FOLLOWS:
1. Findings. The Council hereby makes the following findings and determinations:
(i) it is prudent in the management and development of the City and the District to issue the 2026 Bonds for the purpose of providing moneys for the refunding of the 2016 Bonds to achieve interest cost savings for the taxpayers within the District, (ii) the 2026 Bonds and the District are in compliance with the City’s guidelines for issuance of Mello-Roos bonds, except that to the extent refunding savings parameters set forth in the guidelines cannot be achieved upon pricing the 2026 Bonds, the Council hereby waives such parameters if and to the extent an Authorized Officer (defined below) deems, evidenced by execution of the Bond Purchase Agreement, that a lesser parameter serves the public interest and achieves savings for taxpayers in the District, and (iii) the value of the real property within the District subject to the special tax to pay debt service on the proposed 2026 Bonds, based upon the current assessed valuation of property in the District, is at least three times the principal amount of the proposed 2026 Bonds to be secured by a special tax levied pursuant to the Act on property within the District.
2. Law Applicable. For the purposes of these proceedings in and for the District, the Act shall be the authority for the issuance of the 2026 Bonds.
3. Bonds Authorized. Pursuant to the Act, this Resolution, the Fiscal Agent Agreement, special tax bonds of the City for the District designated as “City of Roseville HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Special Tax Refunding Bonds Series 2026” in an aggregate principal amount not to exceed $18,000,000 are hereby authorized to be issued. The 2026 Bonds may include an amount of additional proceeds for capital projects within the City, as determined by an Authorized Officer. The 2026 Bonds shall be executed in the form set forth in and otherwise as provided in the Fiscal Agent Agreement.
4. Fiscal Agent Agreement. The Council hereby approves the Fiscal Agent Agreement in the form presented to the Council at this meeting. The City Manager, the Assistant City Manager/Chief Financial Officer or such other person or persons as either of them may designate (collectively, the “Authorized Officers”) are each hereby authorized and directed to execute the Fiscal Agent Agreement, for and in the name and on behalf of the City and the District, in such form, together with any additions thereto or changes therein, including providing for municipal bond insurance or a reserve surety deemed advisable by the Authorized Officer executing such document, upon consultation with Bond Counsel. The proceeds of the 2026 Bonds shall be applied by the City for the purposes and in the amounts as set forth in the Fiscal Agent Agreement. The Council hereby authorizes the execution, delivery and performance by the City of the Fiscal Agent Agreement as an Authorized Officer deems appropriate.
5. Covenant to Foreclose. The City hereby covenants, for the benefit of the owners of the 2026 Bonds, to commence and diligently pursue to completion any foreclosure action regarding delinquent installments of any amount levied as a special tax for the payment of interest
- 3 -
or principal of the 2026 Bonds, said foreclosure action to be commenced and pursued as more completely set forth in the Fiscal Agent Agreement.
6. Approval of Official Statement. The Council hereby approves the Preliminary Official Statement with respect to the 2026 Bonds, in substantially the form on file with the City Clerk.
Distribution of the Preliminary Official Statement by the City and the Underwriter is hereby approved, and, prior to the distribution of the Preliminary Official Statement, each Authorized Officer, each acting alone or together with any other Authorized Officer, is authorized and directed, on behalf of the City, to deem the Preliminary Official Statement “final” pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the “Rule”). The execution of the final Official Statement, which shall include such changes and additions thereto deemed advisable by the Authorized Officer executing the same, and such information permitted to be excluded from the Preliminary Official Statement pursuant to the Rule, is hereby approved for delivery to the purchasers of the 2026 Bonds, and each Authorized Officer, each acting alone or together with any other Authorized Officer, is authorized and directed to execute and deliver the final Official Statement for and on behalf of the City, to deliver to the Underwriter a certificate with respect to the information set forth therein and to deliver to the Underwriter a continuing disclosure undertaking, the form of which is included as part of the Preliminary Official Statement, in substantially such form, together with such changes and additions thereto deemed advisable by the Authorized Officer executing the same.
7. Approval of Bond Purchase Agreement. The Council hereby approves the Bond Purchase Agreement between the City and the Underwriter, in substantially the form on file with the City Clerk; provided, that the aggregate principal amount of Bonds shall not exceed $18,000,000 or result in an Underwriter’s discount in excess of 1.50%, or a true interest cost in excess of 5.50%. Subject to the foregoing parameters, an Authorized Officer is hereby authorized and directed to execute the Bond Purchase Agreement in substantially the form on file with the City Clerk, together with such changes and additions thereto deemed advisable by the Authorized Officer executing the same. The Council hereby finds and determines that the sale of the Bonds at negotiated sale as contemplated by the Bond Purchase Agreement will result in a lower overall cost.
8. Actions Authorized. All actions heretofore taken by the officers, employees and agents of the City with respect to the establishment of the District and the sale and issuance of the 2026 Bonds are hereby approved, confirmed and ratified, and the Authorized Officers of the City are hereby authorized and directed to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the 2026 Bonds in accordance with this resolution, and any certificate, agreement, and other document described in the documents herein approved. All actions to be taken by a specified Authorized Officer as specified herein, may be taken by the Authorized Officer or any designee, with the same force and effect as if taken by such Authorized Officer.
9. Effectiveness. This Resolution shall take effect upon its adoption.
* * * * *
I hereby certify that the foregoing Resolution was duly adopted by the City Council of the City of Roseville, California, at a regularly scheduled meeting thereof, held on the _______ day of ____________, 2026, by the following vote of the City Council:
- 4 -
AYES: COUNCILMEMEBERS
NOES: COUNCILMEMEBERS
ABSENT: COUNCILMEMEBERS
ABSTAIN: COUNCILMEMEBERS
_______________________________________
Mayor
ATTEST:
City Clerk
Jones Hall Draft of 6.10.26
PRELIMINARY OFFICIAL STATEMENT DATED _________, 2026
NEW ISSUE-FULL BOOK ENTRY RATINGS: Insured Rating (S&P): “___” Underlying Rating (S&P): “___”
(See “RATINGS” herein)
In the opinion of Jones Hall LLP, San Mateo, California, Bond Counsel, subject, however to certain qualifications described herein, under existing law, the interest on the Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax. Interest on the Bonds may be subject to the corporate alternative minimum tax. In the further opinion of Bond Counsel, such interest is exempt from California personal income taxes. See “TAX MATTERS” herein.
$15,500,000*
CITY OF ROSEVILLE
HP CAMPUS OAKS COMMUNITY FACILITIES DISTRICT NO. 1 (PUBLIC FACILITIES)
SPECIAL TAX REFUNDING BONDS
SERIES 2026
Dated: Date of Delivery Due: September 1, as shown below The bonds captioned above (the “Bonds”), are being issued by the City of Roseville (the “City”) by and through its HP Campus Oaks Community Facilities District No. 1 (Public Facilities) (the “District”). The Bonds are special tax obligations of the City, authorized pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, being California Government Code Section 53311, et seq. (the “Act”), and are issued pursuant to a Fiscal Agent Agreement dated as of September 1, 2026 (the “Fiscal Agent Agreement”) by and between the City and U.S. Bank Trust Company, National Association, as fiscal agent (the “Fiscal Agent”). See “THE BONDS – Authority for Issuance.” The Bonds are being issued to refund special tax bonds issued in 2016 (the “2016 Bonds”) for the District to finance the construction and acquisition of certain public improvements related to development of the District.
Interest on the Bonds is payable semiannually on March 1 and September 1 of each year, commencing March 1, 2027. The Bonds will be issued in the denomination of $5,000 or integral multiples of $5,000 in excess thereof. The Bonds, when delivered, will be initially registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). DTC will act as securities depository for the Bonds. See “THE BONDS – Description of the Bonds” and “APPENDIX F – DTC and the Book-Entry Only System.” The Bonds are secured by and payable from a pledge of (i) Special Tax Revenues (as defined herein) derived from Special Taxes (as defined herein) to be levied by the City on real property within the boundaries of the District and from the proceeds of any foreclosure actions brought following a delinquency in the payment of the Special Taxes, and (ii) amounts held in certain funds under the Fiscal Agent Agreement, all as more fully described herein. Unpaid Special Taxes do not constitute a personal indebtedness of the owners of the parcels within the District. In the event of delinquency, proceedings may be conducted only against the parcel of real property securing the delinquent Special Tax. There is no assurance the owners will be able to pay the Special Tax or that they will pay a Special Tax even though financially able to do so. To provide funds for payment of the Bonds and the interest thereon as a result of any delinquent Special Taxes, the City will establish a Reserve Fund, as described herein. See “SECURITY FOR THE BONDS.” Land in the District is mostly developed, comprising 567 parcels subject to the Special Tax on the Fiscal Year 2025-26 tax roll, 552 of which are residential homes owned by individual homeowners. The remaining 15 parcels comprise 9 developed commercial parcels, 4 commercial use parcels under development and 2 undeveloped commercial use parcels. The land is part of an urban oriented mixed use in-fill project near residential, commercial and light industrial uses to the east and single-family residential developments to the north, south and west. See “THE DISTRICT” and “OWNERSHIP AND VALUE OF PROPERTY WITHIN THE DISTRICT.” The Bonds are subject to optional and mandatory redemption prior to maturity as described herein. See “THE BONDS — Redemption.”
The scheduled payment of principal of and interest on the Bonds when due will be guaranteed under a municipal bond insurance policy (the “Policy”) to be issued concurrently with the delivery of the Bonds by ________ (“_____”). See “BOND INSURANCE” and APPENDIX G. ___ will also issue a Municipal Bond Debt Service Reserve Insurance Policy (the “Reserve Surety”) concurrently with the delivery of the Bonds.
See “SECURITY FOR THE BONDS – Reserve Fund.”
[[Bond Insurer Logo]]
NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY, THE COUNTY OF PLACER, THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE BONDS. THE BONDS DO NOT CONSTITUTE A DEBT OF THE CITY IN CONTRAVENTION OF ANY STATUTORY OR CONSTITUTIONAL DEBT LIMITATION. THE INFORMATION SET FORTH IN THIS OFFICIAL STATEMENT, INCLUDING INFORMATION UNDER THE HEADING “SPECIAL RISK FACTORS,” SHOULD BE READ IN ITS ENTIRETY.
This cover page contains certain information for general reference only. It is not a summary of all of the provisions of the Bonds.
Prospective investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. See “SPECIAL RISK FACTORS” herein for a discussion of the special risk factors that should be considered, in addition to the other matters and risk factors set forth herein, in evaluating the investment quality of the Bonds.
The Bonds are offered when, as and if issued, subject to approval as to their legality by Jones Hall LLP, San Mateo, California, Bond Counsel. Certain legal matters will also be passed on by Jones Hall, as Disclosure Counsel and Kutak Rock LLP, Irvine, California, as counsel to the Underwriter. Certain legal matters will be passed upon for the City by the City Attorney. It is anticipated that the Bonds will be available for delivery through the facilities of DTC on or about _______, 2026*. [Piper logo]
The date of this Official Statement is _________, 2026.
This Preliminary Official Statement and the information contained herein are subject to completion or amendment. These securities may not be sold nor may offers to buy be accepted prior to the time the Official Statement is delivered in final form. Under no circumstances will this Preliminary Official Statement constitute an offer to sell or a solicitation of an offer to buy nor will there be any sale of these securities in any jurisdiction in which such offer solicitation or sale would be unlawful.
________________________
* Preliminary; subject to change.
MATURITY SCHEDULE
Maturity Date
(September 1)
Principal
Amount
Interest
Rate
Price or
Yield
CUSIP†
(____)
$___________ _______% Term Bond Due September 1, ____ Price: _______% CUSIP†: _______
$___________ _______% Term Bond Due September 1, ____ Price: _______% CUSIP†: _______
† CUSIP Global Services (CGS) is managed on behalf of American Bankers Association by FactSet Research Systems Inc. Copyright 2026 CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP numbers are provided for convenience of reference only. None of the City, the Fiscal Agent or the Underwriter take any responsibility for the accuracy of the CUSIP data.
CITY OF ROSEVILLE, CALIFORNIA
City Council
Krista Bernasconi, Mayor
Karen Alvord, Vice Mayor
Bruce Houdesheldt, Councilmember
Tracy Mendonsa, Councilmember
Pauline Roccucci, Councilmember
City Staff
Dominick Casey, City Manager
Dennis Kauffman, Assistant City Manager/Chief Financial Officer Scott Pettingell, Finance Director
Michelle Sheidenberger, City Attorney
Carmen Avalos, City Clerk
____________________________
SPECIAL SERVICES
Bond Counsel
Jones Hall LLP
San Mateo, California
Fiscal Agent
U.S. Bank Trust Company, National Association
Los Angeles, California
Municipal Advisor
Fieldman, Rolapp & Associates, Inc.
Irvine, California
Special Tax Consultant and
Special Tax Administrator
Willdan Financial Services
Temecula, California
Disclosure Counsel
Jones Hall LLP
San Mateo, California
GENERAL INFORMATION ABOUT THIS OFFICIAL STATEMENT
Use of Official Statement. This Official Statement is submitted in connection with the sale of the Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose. This Official Statement is not to be construed as a contract with the purchasers of the Bonds.
Estimates and Forecasts. When used in this Official Statement and in any continuing disclosure by the City, in any press release and in any oral statement made with the approval of an authorized officer of the City, the words or phrases “will likely result,” “are expected to”, “will continue,” “is anticipated,” “estimate,” “project,” “forecast,” “expect,” “intend” and similar expressions identify “forward looking statements.” Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements. Any forecast is subject to such uncertainties. Inevitably, some assumptions used to develop the forecasts will not be realized and unanticipated events and circumstances may occur. Therefore, there are likely to be differences between forecasts and actual results, and those differences may be material. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, give rise to any implication that there has been no change in the affairs of the City or the District since the date hereof.
Limit of Offering. No dealer, broker, salesperson or other person has been authorized by the City to give any information or to make any representations in connection with the offer or sale of the Bonds other than those contained herein and if given or made, such other information or representation must not be relied upon as having been authorized by the City or the Underwriter. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale.
Involvement of Underwriter. The Underwriter has reviewed the information in this Official Statement in accordance with, and as a part of, their responsibilities to investors under the Federal Securities Laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information. The information and expressions of opinions herein are subject to change without notice and neither delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City or the District since the date hereof. All summaries of the documents referred to in this Official Statement, are made subject to the provisions of such documents, respectively, and do not purport to be complete statements of any or all of such provisions.
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT
OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF
THE BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.
THE BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, IN RELIANCE UPON AN EXCEPTION FROM THE REGISTRATION REQUIREMENTS CONTAINED IN SUCH ACT. THE BONDS HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE.
TABLE OF CONTENTS
INTRODUCTION ........................................................2 FINANCING PLAN ......................................................6 Refunding of 2016 Bonds .......................................6 ESTIMATED SOURCES AND USES OF FUNDS ......6
THE BONDS ...............................................................7 Authority for Issuance .............................................7 Description of the Bonds ........................................7 Redemption ............................................................8 Transfer or Exchange of Bonds ............................10 SECURITY FOR THE BONDS .................................11 Pledge of Special Tax Revenues and Other
Amounts ...........................................................11 Special Taxes .......................................................11 Special Tax Methodology .....................................12 Special Tax Fund ..................................................14 Bond Fund ............................................................14 Reserve Fund .......................................................15 Covenant to Foreclose .........................................16 No Future Parity Bonds ........................................17 BOND INSURANCE .................................................18 DEBT SERVICE SCHEDULE ...................................19 THE DISTRICT .........................................................20 Formation of the District .......................................20 Location and Description of the District and the
Immediate Area ................................................20 Development in the District ...................................21
OWNERSHIP AND VALUE OF PROPERTY
WITHIN THE DISTRICT .......................................25 Assessed Valuation ..............................................25 Ownership of Property in the District ....................26 Overlapping Liens and Priority of Lien ..................32 Value to Special Tax Burden Ratios .....................34 Estimated Fiscal Year 2025-26 Tax Bill ................36 SPECIAL RISK FACTORS .......................................37 Limited Obligation of the City to Pay Debt
Service .............................................................37 Levy and Collection of the Special Tax ................37 Bankruptcy Delays ................................................39 Property Tax Delinquencies .................................39 Risks Related to Homeowners With High Loan-
to-Value Ratios ................................................40 Payment of Special Tax is Not a Personal
Obligation of the Property Owners ...................40 Property Values ....................................................40 Wildfires and Fire Insurance .................................41 Other Possible Claims Upon the Value of
Taxable Property ..............................................42 Exempt Properties ................................................43 FDIC/Federal Government Interests in
Properties .........................................................43 Depletion of Reserve Fund ...................................44 Disclosure to Future Purchasers ..........................45 No Acceleration Provisions ...................................45 Pandemic Diseases ..............................................45 Cyber Security ......................................................45 Potential Early Redemption of Bonds from
Prepayments ....................................................46
CONSTITUTIONAL LIMITATIONS ON TAXATION
AND APPROPRIATIONS .....................................47 CONTINUING DISCLOSURE ...................................48 RATINGS ..................................................................48 UNDERWRITING .....................................................48 MUNICIPAL ADVISOR .............................................49 LEGAL OPINION ......................................................49 TAX MATTERS .........................................................49 LITIGATION ..............................................................51 EXECUTION .............................................................51
APPENDIX A – AMENDED RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX APPENDIX B – THE CITY OF ROSEVILLE AND PLACER COUNTY
APPENDIX C – FORM OF OPINION OF BOND COUNSEL
APPENDIX D – FORM OF CONTINUING DISCLOSURE UNDERTAKING
APPENDIX E – THE BOOK ENTRY SYSTEM
APPENDIX F – SUMMARY OF CERTAIN PROVISIONS OF THE FISCAL AGENT AGREEMENT APPENDIX G – SPECIMEN MUNICIPAL BOND INSURANCE POLICY
-2-
OFFICIAL STATEMENT
$15,500,000*
CITY OF ROSEVILLE
HP CAMPUS OAKS COMMUNITY FACILITIES DISTRICT NO. 1
(PUBLIC FACILITIES)
SPECIAL TAX REFUNDING BONDS
SERIES 2026
This Official Statement, including the cover page and all appendices hereto, is provided to furnish certain information in connection with the issuance by the City of Roseville (the “City”) by and through its HP Campus Oaks Community Facilities District No. 1 (Public Facilities) (the “District”) of the bonds captioned above (the “Bonds”).
Any statements made in this Official Statement involving matters of opinion or of estimates, whether or not so expressly stated, are set forth as such and not as representations of fact, and no representation is made that any of the estimates will be realized. Definitions of certain terms used herein and not defined herein have the meaning set forth in the Fiscal Agent Agreement described herein.
INTRODUCTION
This introduction is not a summary of this Official Statement. It is only a brief description of and guide to, and is qualified by, more complete and detailed information contained in the entire Official Statement, including the cover page and attached appendices, and the documents summarized or described in this Official Statement. A full review should be made of the entire Official Statement. The offering of the Bonds to potential investors is made only by means of the entire Official Statement.
Authority for Issuance. The Bonds are issued pursuant to the provisions of the Mello- Roos Community Facilities Act of 1982, as amended (Sections 53311, et seq., of the Government Code of the State of California) (the “Act”), a Fiscal Agent Agreement dated as of September 1, 2026 (the “Fiscal Agent Agreement”) between the City and U.S. Bank Trust Company, National Association, Los Angeles, California, as fiscal agent (the “Fiscal Agent”), and Resolution No. _______ adopted on _________ 2026 by the City Council of the City (the “City Council”), as the legislative body of the District (the “Resolution of Issuance”), which authorized the issuance of the Bonds payable from Special Taxes (as defined herein) levied on property within the District according to a methodology approved by the City Council and pursuant to the Fiscal Agent Agreement. The District and the City are located in Placer County (the “County”), California (the “State”). For additional demographic information on the City and County, see “APPENDIX B – The City of Roseville and Placer County.”
________________
* Preliminary; subject to change.
-3-
Bond Terms. The Bonds will be dated as of, and bear interest from, the date of delivery thereof at the rate or rates set forth on the inside cover page of this Official Statement. Interest on the Bonds is payable on March 1 and September 1 of each year, commencing March 1, 2027. The Bonds will be issued without coupons in initial denominations of $5,000 or any integral multiple of $5,000 in excess thereof. See “THE BONDS – Description of the Bonds.”
Registration of Ownership of Bonds. The Bonds will be issued only as fully registered bonds in book-entry form, registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). Ultimate purchasers of Bonds will not receive physical certificates representing their interest in the Bonds. So long as the Bonds are registered in the name of Cede & Co., as nominee of DTC, references herein to the Owners will mean Cede & Co., and will not mean the ultimate purchasers of the Bonds. Payments of the principal, premium, if any, and interest on the Bonds will be made directly to DTC, or its nominee, Cede & Co. so long as DTC or Cede & Co. is the registered owner of the Bonds. Disbursements of such payments to DTC’s Participants is the responsibility of DTC and disbursements of such payments to the Beneficial Owners is the responsibility of DTC’s Participants and Indirect Participants, as more fully described herein. See “APPENDIX E – The Book Entry System.”
Redemption of Bonds Before Maturity. The Bonds are subject to optional redemption, mandatory sinking fund redemption and special mandatory redemption from prepaid Special Taxes. See “THE BONDS – Redemption.”
Use of Proceeds. In 2016, the City issued a series of special tax bonds (the “2016 Bonds”) for the District to finance the construction and acquisition of certain public improvements related to development of the District. The Bonds are being issued to refund the 2016 Bonds, which are outstanding in the principal amount of $__________. See “FINANCING PLAN.”
Source of Payment of the Bonds. The Bonds are payable from “Special Tax Revenues” which consist of the proceeds received by the City of special taxes levied on taxable real property within the boundaries of the District (the “Special Taxes”), including all scheduled payments and delinquent payments thereof, interest thereon and proceeds of the redemption or sale of property sold as a result of foreclosure of the lien of the Special Taxes, net of Priority Administration of 3% of the Tax Levy, but not any interest in excess of the interest due on the Bonds or any penalties collected in connection with any such foreclosure. The Bonds are also payable from amounts held in certain funds and accounts pursuant to the Fiscal Agent Agreement, including a reserve fund. The Special Tax applicable to each parcel of taxable property in the District is levied and collected by the City according to the tax liability determined by application of an amended rate and method of apportionment of Special Tax for the District, (as amended, the “Rate and Method”), which has been approved by the City Council, as the legislative body of the District. The Rate and Method is set forth in APPENDIX A hereto. The Special Taxes represent a lien on the taxable parcels as set forth in the Rate and Method and failure to pay the Special Taxes could result in proceedings to foreclose the delinquent property.
The Special Taxes do not constitute the personal indebtedness of the owners of taxed parcels.
See “SECURITY FOR THE BONDS – Special Tax Methodology” and “SPECIAL RISK FACTORS.”
Bond Insurance; Reserve Fund Insurance. Concurrently with the issuance of the Bonds, __________ (“______” or the “Bond Insurer”) will issue its Municipal Bond Insurance Policy (the “Policy”). The Policy guarantees the scheduled payment of principal of and interest
-4-
on the Bonds when due as set forth in the form of the Policy included as APPENDIX G to this Official Statement. ___ will also issue a Municipal Bond Debt Service Reserve Insurance Policy (the “Reserve Surety”) concurrently with the delivery of the Bonds in the amount of the Reserve Requirement (defined herein). See “BOND INSURANCE” and APPENDIX G.
Additional Bonds for Refunding Purposes Only. The City covenants not to issue additional Bonds payable from Special Taxes and by the Special Tax Revenues equally and ratably with Bonds previously issued, except that the City may issue bonds to refund all or part of the Bonds.
Reserve Fund. In the Fiscal Agent Agreement, the City directs the Fiscal Agent to establish a reserve fund (the “Reserve Fund”) in the amount of the Reserve Requirement (as defined herein), which amount is available to be transferred to the bond fund established by the Fiscal Agent pursuant to the Fiscal Agent Agreement in the event of delinquencies in the payment of the Special Taxes, to the extent of such delinquencies. The Reserve Fund is initially funded 50% in cash and 50% from the Reserve Surety and required to be maintained at the Reserve Requirement from moneys available under the Fiscal Agent Agreement. See “SECURITY FOR THE BONDS – Reserve Fund.” If there are additional delinquencies after depletion of funds in the Reserve Fund, the City is not obligated to pay the Bonds or supplement the Reserve Fund.
The District. The land in the District is approximately one mile west of the State Route 65/Blue Oaks Boulevard interchange at the southeast quadrant of the intersection of Woodcreek Oaks Boulevard and Blue Oaks Boulevard, extending to Roseville Parkway as its eastern border. The District is an infill area surrounded by developed property, including light industrial uses (formerly a Hewlett Packard facility) immediately to the east, single-family residential developments to the north and west, and a golf course and neighborhood commercial developments in the vicinity, including a Walgreens store directly across Blue Oaks Boulevard from the commercial portion of the District.
Land in the District is mostly developed, comprising 567 parcels subject to the Special Tax, 552 of which are residential owned by individual homeowners. The remaining 15 parcels comprise 9 developed commercial parcels, 4 commercial use parcels under development and 2 undeveloped commercial use parcels.
See “THE DISTRICT” and “OWNERSHIP AND VALUE OF PROPERTY WITHIN THE DISTRICT.”
Risks of Investment. See the section of this Official Statement entitled “SPECIAL RISK FACTORS” for a discussion of special factors that should be considered, in addition to the other matters set forth herein, in considering the investment quality of the Bonds.
Limited Obligation of the City. The general fund of the City is not liable and the full faith and credit of the City is not pledged for the payment of the interest on, or principal of or redemption premiums, if any, on the Bonds. The Bonds are not secured by a legal or equitable pledge of or charge, lien or encumbrance upon any property of the City or any of its income or receipts, except the money held in certain funds established under the Fiscal Agent Agreement, and neither the payment of the interest on nor principal of or redemption premiums, if any, on the Bonds is a general debt, liability or obligation of the City. The Bonds do not constitute an indebtedness of the City in contravention of any constitutional or statutory debt limitation or restrictions and neither
-5-
the City Council, the City nor any officer or employee thereof are liable for the payment of the interest on or principal of or redemption premiums, if any, on the Bonds other than from Special Tax Revenues and the money held in certain funds established under the Fiscal Agent Agreement, all as provided in the Fiscal Agent Agreement.
Summary of Information. Brief descriptions of certain provisions of the Fiscal Agent Agreement, the Bonds and certain other documents are included in this Official Statement. The descriptions and summaries of documents herein do not purport to be comprehensive or definitive, and reference is made to each such document for the complete details of all its respective terms and conditions, copies of which are available for inspection at the office of the Finance Director of the City. All statements herein with respect to certain rights and remedies are qualified by reference to laws and principles of equity relating to or affecting creditors’ rights generally. Capitalized terms used in this Official Statement and not otherwise defined herein have the meanings ascribed to such terms in the Fiscal Agent Agreement. The information and expressions of opinion herein speak only as of the date of this Official Statement and are subject to change without notice. Neither delivery of this Official Statement, any sale made hereunder, nor any future use of this Official Statement shall, under any circumstances, create any implication that there has been no change in the affairs of the City or the District since the date hereof.
-6-
FINANCING PLAN
Refunding of 2016 Bonds
The Bonds are being issued primarily to refund the 2016 Bonds, which are the HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Series 2016 Bonds issued in the original principal amount of $23,000,000. The outstanding principal amount of the 2016 Bonds is $__________. On or about ________, 2026 (the “Redemption Date”), the 2016 Bonds will be redeemed at a redemption price equal to 100% of the principal amount thereof, together with interest coming due and payable on the Redemption Date, without premium.
In order to accomplish the refinancing plan, proceeds of the Bonds, together with certain other funds on hand with respect to the 2016 Bonds in a total amount sufficient to redeem the 2016 Bonds, will be transferred to U.S. Bank Trust Company, National Association, as successor fiscal agent for the 2016 Bonds (the “2016 Bonds Fiscal Agent”), for deposit in a 2016 Bonds redemption account to be established pursuant to Irrevocable Refunding Instructions by and between the City and the 2016 Bonds Fiscal Agent. These funds, together with any remaining amounts held in cash by the 2016 Bonds Fiscal Agent, will be sufficient to pay and redeem the 2016 Bonds in full on the Redemption Date. Proceeds of the Bonds deposited into the redemption account established pursuant to the Irrevocable Refunding Instructions are not available to pay debt service on the Bonds.
ESTIMATED SOURCES AND USES OF FUNDS
A summary of the estimated sources and uses of funds associated with the sale of the Bonds follows:
Estimated Sources of Funds:
Principal Amount of Bonds $
Less [Plus] Original Issue
Discount [Premium]
Total
Estimated Uses of Funds:
Deposit to Reserve Fund
Costs of Issuance(1)
Total $
(1) Includes fees of bond and disclosure counsel, initial fees, expenses and charges of the Fiscal Agent, costs of printing the Official Statement, administrative fees of the City, Special Tax Consultant and Municipal Advisor fees, Underwriter’s discount, insurance and surety premiums and other costs of issuance.
-7-
THE BONDS
Authority for Issuance
The Bonds are issued pursuant to the Resolution of Issuance, the Fiscal Agent Agreement and the Act.
On September 22, 2015, the City Council adopted Resolution No. 15-443 (the “Resolution of Formation”), which formed the District and followed a Resolution of Intention adopted on August 19, 2015. The District was established and authorized to incur bonded indebtedness in an aggregate principal amount not to exceed $36,000,000 at a special election in the District held on the same day. Under the provisions of the Act, since there were fewer than 12 registered voters residing within the District at a point during the 90-day period preceding the adoption of the Resolution of Formation, the qualified electors entitled to vote in the special election consisted solely of the Developer, the only eligible landowner/voter in the District, who cast one vote for each gross acre or portion of an acre of land owned within the District. The landowner voted to incur the indebtedness and to approve the levy of Special Taxes to be collected within the District pursuant to the Rate and Method. In March 2016, at the request of the Developer and in accordance with the approved RMA, the original Rate and Method of Apportionment was amended to accommodate light industrial uses and modify certain tax rates.
Description of the Bonds
Bond Terms. The Bonds will be dated as of and bear interest from the date of delivery thereof at the rates and mature in the amounts and years, as set forth on the cover page hereof.
Interest on the Bonds will be payable semiannually on March 1 and September 1 of each year (each an “Interest Payment Date”), commencing March 1, 2027. The principal of the Bonds and premiums due upon the redemption thereof, if any, will be payable in lawful money of the United States of America at the principal corporate trust office of the Fiscal Agent in Los Angeles, California, or such other place as designated by the Fiscal Agent, upon presentation and surrender of the Bonds; provided that so long as any Bonds are in book-entry form, payments with respect to such Bonds will be made by wire transfer, or such other method acceptable to the Fiscal Agent, to DTC.
Book-Entry Only System. The Bonds are being issued as fully registered bonds, registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”), and will be available to ultimate purchasers under the book-entry system maintained by DTC. Ultimate purchasers of Bonds will not receive physical certificates representing their interest in the Bonds. So long as the Bonds are registered in the name of Cede & Co., as nominee of DTC, references herein to the Owners will mean Cede & Co., and will not mean the ultimate purchasers of the Bonds. The Fiscal Agent will make payments of the principal, premium, if any, and interest on the Bonds directly to DTC, or its nominee, Cede & Co., so long as DTC or Cede & Co. is the registered owner of the Bonds. Disbursements of such payments to DTC’s Participants is the responsibility of DTC and disbursements of such payments to the Beneficial Owners is the responsibility of DTC’s Participants and Indirect Participants, as more fully described herein. See “APPENDIX E – The Book Entry System” below.
-8-
Calculation and Payment of Interest. The Bonds shall bear interest at the rates set forth above payable on the Interest Payment Dates in each year. Interest shall be calculated on the basis of a 360 day year composed of twelve 30 day months. Each Bond shall bear interest from the Interest Payment Date next preceding the date of authentication thereof unless (i) it is authenticated on an Interest Payment Date, in which event it shall bear interest from such date of authentication, or (ii) it is authenticated prior to an Interest Payment Date and after the close of business on the Record Date (the “Record Date”) preceding such Interest Payment Date, in which event it shall bear interest from such Interest Payment Date, or (iii) it is authenticated prior to the Record Date preceding the first Interest Payment Date, in which event it shall bear interest from the Closing Date; provided, however, that if at the time of authentication of a Bond, interest is in default thereon, such Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment thereon.
Interest on the Bonds (including the final interest payment upon maturity or earlier redemption) is payable by check of the Fiscal Agent mailed on the Interest Payment Dates by first class mail to the registered Owner thereof at such registered Owner’s address as it appears on the registration books maintained by the Fiscal Agent at the close of business on the Record Date preceding the Interest Payment Date, or by wire transfer made on such Interest Payment Date upon written instructions received by the Fiscal Agent on or before the Record Date preceding the Interest Payment Date of any Owner of $1,000,000 or more in aggregate principal amount of Bonds; provided that so long as any Bonds are in book-entry form, payments with respect to such Bonds shall be made by wire transfer or such other method acceptable to the Fiscal Agent. The principal of the Bonds and any premium on the Bonds are payable in lawful money of the United States of America upon surrender of the Bonds at the Principal Office of the Fiscal Agent. All Bonds paid by the Fiscal Agent pursuant to this Section shall be cancelled by the Fiscal Agent. The Fiscal Agent shall dispose of the cancelled Bonds in accordance with its then-customary procedures and issue a certificate of disposal thereof to the City upon written request. See “APPENDIX E – The Book Entry System” below.
Redemption*
Optional Redemption. The Bonds are subject to optional redemption from any source of available funds prior to maturity, in whole, or in part among maturities as specified by the City and by lot within a maturity, on any date on or after September 1, 2036, at a redemption price equal to the principal amount of the Bonds to be redeemed, plus accrued interest thereon to the date of redemption, without premium.
Mandatory Redemption From Prepayments. The Bonds are subject to mandatory redemption from Prepayments of the Special Tax by property owners, in whole or in part among maturities as specified by the City and by lot within a maturity, on any Interest Payment Date at the following respective redemption prices (expressed as percentages of the principal amount of the Bonds to be redeemed), plus accrued interest thereon to the date of redemption:
____________
* Preliminary; subject to change.
-9-
Redemption Dates
Redemption
Price
Interest Payment Dates through March 1, _____
September 1, _____ and March 1, _____
September 1, _____ and March 1, _____
September 1, _____ and Interest Payment Dates thereafter
Mandatory Sinking Fund Redemption. The Bonds maturing September 1, ____ and September 1, ____ (the “Term Bonds”) are subject to mandatory sinking payment redemption in part on September 1, ____ and September 1, ____, respectively, and on each September 1 thereafter to maturity, by lot, at a redemption price equal to 100% of the principal amount thereof to be redeemed, without premium, in the aggregate respective principal amounts as set forth in the following tables:
Term Bonds Due September 1, ____
Mandatory
Redemption Date
(September 1)
Sinking Fund
Payment
Term Bonds Due September 1, ____
Mandatory
Redemption Date
(September 1)
Sinking Fund
Payment
The amounts in the foregoing tables will be reduced pro rata, in order to maintain substantially level debt service, as a result of any prior partial optional redemption or mandatory redemption of the Term Bonds.
Purchase In Lieu of Redemption. In lieu of redemption, moneys in the Bond Fund may be used and withdrawn by the Fiscal Agent for purchase of outstanding Bonds, upon the filing with the Fiscal Agent of an Officer’s Certificate requesting such purchase, at public or private sale as and when, and at such prices (including brokerage and other charges) as such Officer’s Certificate may provide, but in no event may Bonds be purchased at a price in excess of the principal amount thereof, plus interest accrued to the date of purchase.
Redemption Procedure by Fiscal Agent. The Fiscal Agent will cause notice of any redemption to be mailed by first class mail, postage prepaid, at least 30 days but not more than 60 days prior to the date fixed for redemption, to the Securities Depositories and to one or more Information Services, and to the respective registered Owners of any Bonds designated for redemption, at their addresses appearing on the Bond registration books in the principal office of the Fiscal Agent; but such mailing is not a condition precedent to such redemption and failure to mail or to receive any such notice, or any defect therein, will not affect the validity of the proceedings for the redemption of such Bonds.
-10-
Such notice will state the redemption date and the redemption price and, if less than all of the then outstanding Bonds are to be called for redemption, will designate the CUSIP numbers and Bond numbers of the Bonds to be redeemed by giving the individual CUSIP number and Bond number of each Bond to be redeemed or will state that all Bonds between two stated Bond numbers, both inclusive, are to be redeemed or that all of the Bonds of one or more maturities have been called for redemption, will state as to any Bond called in part the principal amount thereof to be redeemed, and will require that such Bonds be then surrendered at the principal office of the Fiscal Agent for redemption at the said redemption price, and will state that further interest on such Bonds will not accrue from and after the redemption date.
Whenever provision is made in the Fiscal Agent Agreement for the redemption of less than all of the Bonds of any maturity, the Fiscal Agent will select the Bonds to be redeemed, from all Bonds or such given portion thereof of such maturity by lot in any manner which the Fiscal Agent in its sole discretion deems appropriate. Upon surrender of Bonds redeemed in part only, the City will execute and the Fiscal Agent will authenticate and deliver to the registered Owner, at the expense of the City, a new Bond or Bonds, of the same series and maturity, of authorized denominations in aggregate principal amount equal to the unredeemed portion of the Bond or Bonds.
City’s Right to Rescind. The City has the right to rescind any notice of the optional redemption of Bonds and such notice may be cancelled and annulled if for any reason funds will not be or are not available on the date fixed for redemption for the payment in full of the Bonds then called for redemption. Neither the City nor the Fiscal Agent will have any liability to the Owners of the Bonds or any other party related to any such rescission of redemption.
Effect of Redemption. From and after the date fixed for redemption, if funds available for the payment of the principal of, and interest and any premium on, the Bonds so called for redemption are deposited in the Bond Fund, such Bonds so called will cease to be entitled to any benefit under the Fiscal Agent Agreement other than the right to receive payment of the redemption price, and no interest will accrue thereon on or after the redemption date specified in such notice.
Transfer or Exchange of Bonds
So long as the Bonds are registered in the name of Cede & Co., as nominee of DTC, transfers and exchanges of Bonds will be made in accordance with DTC procedures. See “APPENDIX E – The Book Entry System.” Any Bond may, in accordance with its terms, be transferred or exchanged by the person in whose name it is registered, in person or by his duly authorized attorney, upon surrender of such Bond for cancellation, accompanied by delivery of a duly written instrument of transfer in a form approved by the Fiscal Agent. Whenever any Bond or Bonds are surrendered for transfer or exchange, the City will execute and the Fiscal Agent will authenticate and deliver a new Bond or Bonds, for a like aggregate principal amount of Bonds of authorized denominations and of the same maturity. The cost for any services rendered or any expenses incurred by the Fiscal Agent in connection with any such transfer or exchange will be paid by the City. The Fiscal Agent will collect from the Owner requesting such transfer any tax or other governmental charge required to be paid with respect to such transfer or exchange.
-11-
No transfers or exchanges of Bonds will be required to be made (i) within 15 days prior to the date established by the Fiscal Agent for selection of Bonds for redemption or (ii) with respect to a Bond after such Bond has been selected for redemption.
-12-
SECURITY FOR THE BONDS
Pledge of Special Tax Revenues and Other Amounts
The Bonds are payable from “Special Tax Revenues” which consist of the proceeds received by the City of special taxes levied on taxable real property within the boundaries of the District (the “Special Taxes”), including all scheduled payments and delinquent payments thereof, interest thereon and proceeds of the redemption or sale of property sold as a result of foreclosure of the lien of the Special Taxes, net of Priority Administration, but not any interest in excess of the interest due on the Bonds or any penalties collected in connection with any such foreclosure.
The Special Tax applicable to each parcel of taxable property in the District will be levied and collected by the City according to the tax liability determined by application of an amended rate and method of apportionment of Special Tax for the District (as amended the “Rate and Method”), which has been approved by the City Council, as the legislative body of the District.
The Rate and Method is set forth in APPENDIX A hereto. The Special Taxes represent a lien on the taxable parcels as set forth in the Rate and Method and failure to pay the Special Taxes could result in proceedings to foreclose the delinquent property. The Special Taxes do not constitute the personal indebtedness of the owners of taxed parcels. See “SECURITY FOR THE BONDS – Special Tax Methodology” and “SPECIAL RISK FACTORS.”
All of the Special Tax Revenues and all moneys deposited in the Bond Fund, the Reserve Fund and the Special Tax Fund are pledged to secure the repayment of the Bonds.
Such pledge shall constitute a first lien on the Special Tax Revenues and said amounts. The Special Tax Revenues are dedicated in their entirety to the payment of the principal of and interest and any premium on, the Bonds as provided by the Fiscal Agent Agreement and in the Act until all of the Bonds have been paid and retired or until moneys or Federal Securities have been set aside irrevocably for that purpose in accordance with the Fiscal Agent Agreement.
Amounts in the Costs of Issuance Fund are not pledged to the repayment of the Bonds.
The facilities acquired with the proceeds of the Bonds are not in any way pledged to pay debt service on the Bonds. Any proceeds of condemnation, destruction or other disposition of any facilities financed with the proceeds of the Bonds are not pledged to pay debt service on the Bonds and are free and clear of any lien or obligation imposed under the Fiscal Agent Agreement.
Special Taxes
A Special Tax applicable to each parcel of taxable property in the District will be levied and collected according to the tax amount determined by the City Council through the application of the Rate and Method by Willdan Financial Services, Temecula, California (the “Special Tax Administrator”), as originally adopted and subsequently amended, at the request of the Developer, and set forth in APPENDIX A hereto for all taxable properties in the District.
The Special Taxes are exempt from the property tax limitation of Article XIIIA of the State Constitution, pursuant to Section 4 thereof as a “special tax” authorized by a two-thirds vote of the qualified electors. The levy of the Special Taxes was authorized by the City pursuant to the Act in an amount determined according to the Rate and Method approved by the City. See “– Special Tax Methodology” below and “APPENDIX A – Amended Rate and Method of Apportionment of Special Tax.”
-13-
The amount of Special Taxes that the District may levy in any year, and from which principal and interest on the Bonds is to be paid, is strictly limited by the maximum rates approved by the qualified electors within the District which are set forth as the “Maximum Annual Special Tax” in the Rate and Method. Under the Rate and Method, Special Taxes for the purpose of making payments on the Bonds will be levied annually in an amount not in excess of the Maximum Annual Special Tax. The Special Taxes and any interest earned on the Special Taxes constitute a trust fund for the principal of and interest on the Bonds pursuant to the Fiscal Agent Agreement and, so long as the principal of and interest on these obligations remains unpaid, the Special Taxes and investment earnings thereon will not be used for any other purpose, except as permitted by the Fiscal Agent Agreement, and will be held in trust for the benefit of the owners thereof and will be applied pursuant to the Fiscal Agent Agreement.
The Rate and Method apportions the Annual Costs (as defined in the Rate and Method and described below) among the parcels of taxable property within the District according to the rate and methodology set forth in the Rate and Method. See “– Special Tax Methodology” below and “APPENDIX A – Amended Rate and Method of Apportionment of Special Tax.”
The City may levy the Special Tax at the Maximum Annual Special Tax rate authorized by the qualified electors within the District, as set forth in the Rate and Method, if conditions so require. The City has covenanted in the Fiscal Agent Agreement to annually levy the Special Taxes in an amount at least sufficient to pay the Annual Costs. Because each Special Tax levy on a parcel is limited to the Maximum Annual Special Tax authorized for such parcel as set forth in the Rate and Method, no assurance can be given that, in the event of Special Tax delinquencies, the amount of the Annual Costs will in fact be collected in any given year. See “SPECIAL RISK FACTORS – Tax Delinquencies” herein. The Special Taxes will be collected for the District by the County in the same manner and at the same time as the general taxes on real property are payable, although the City may prescribe another manner for collection if necessary to pay the debt service on the Bonds.
Special Tax Methodology
The Special Tax authorized under the Act applicable to land within the District will be levied and collected according to the tax liability determined by the City through the application of the Rate and Method. The following summary of the Rate and Method is qualified in its entirety by reference to the full text of the Rate and Method, which is set forth in “APPENDIX A – Amended Rate and Method of Apportionment of Special Tax.”
Capitalized terms set forth in this section and not otherwise defined have the meanings set forth in the Rate and Method.
Determination of Annual Costs. Each year, the City will determine the Annual Costs of the District for the upcoming Fiscal Year. The “Annual Costs” includes the following items:
(i) Debt Service on the Bonds, where “Bonds” is defined to include bonds issued by the City for the District under the Act and any other debt, as defined in the Act, the City incurs to further the District’s purposes;
(ii) any amounts needed to replenish Bond reserve funds, to the extent not included in the computation of Annual Costs in a previous Fiscal Year;
(iii) Administrative Expenses for such Fiscal Year;
-14-
(iv) any amounts needed to cure any delinquencies in the payment of principal or interest on Bonds which have occurred in the prior Fiscal Year or foreseeable deficiency expected to occur in such Fiscal Year; and
(v) pay-as-you-go expenditures for Authorized Facilities.
The calculation of Annual Costs is the basis for the amount of Special Tax to be levied within the District. In no event may the City levy a Special Tax in any year above the Maximum Annual Special Tax identified for each parcel in the Rate and Method.
Classification of Parcels. By June 30 of each Fiscal Year, using the records of the City and the County Assessor, the City will cause each parcel in the District to be classified as a Taxable Parcel or a Tax-Exempt Parcel. Further, the City will cause each parcel to be classified as a Developed Parcel, a Small Lot Tentative Map Parcel, a Large Lot Parcel (including Remainder Parcels) or an Undeveloped Parcel. A “Taxable Parcel” is a parcel that is not a Tax-Exempt Parcel. A “Tax-Exempt Parcel” means a Parcel not subject to the Special Tax.
Tax-Exempt Parcels, include (a) Public Parcels, (b) Parcels owned by the City, school districts, special districts, or the state or federal government, and (c) certain parcels specifically described in the Rate and Method.
Calculating the Maximum Annual Special Tax. The Rate and Method provides a mechanism by which the Maximum Annual Special Tax is assigned to parcels in the District.
Pursuant to the Rate and Method, the Maximum Annual Special Tax will be increased in each Fiscal Year following the Base Year by the “Tax Escalation Factor,” which is equal to 2% of the Maximum Annual Special Tax in effect in the prior Fiscal Year. See “APPENDIX A – Amended Rate and Method of Apportionment of Special Tax.”
Calculating Annual Special Taxes. The Special Tax will be levied each year by calculating the Annual Costs which need to be generated by all Taxable Parcels in the District; the Special Tax (up to the maximum allowable amount) will be levied against each Taxable Parcel until the Special Tax levy equals the Annual Costs; however, the Rate and Method establishes a priority for which taxable properties will be levied a Special Tax. First, all Developed Parcels will receive a Special Tax levy. If additional Special Taxes are needed to pay Annual Costs, a levy will be made against all Small Lot Tentative Map Parcels, then against all Large Lot Parcels, and finally against all Undeveloped Parcels. In no event may a parcel be subject to a Special Tax levy that is greater than the Maximum Annual Special Tax applicable to it.
Limitation on Increases in Special Tax Levy. If owners of Taxable Parcels are delinquent in the payment of Special Taxes, the City may not increase Special Tax levies to make up for delinquencies for prior Fiscal Years above the Maximum Annual Special Tax rates specified for each category of property within the District. In addition, Section 53321(d) of the Act provides that the special tax levied against any parcel for which an occupancy permit for private residential use has been issued may not be increased as a consequence of delinquency or default by the owner of any other parcel within a community facilities district by more than 10% above the amount that would have been levied in such fiscal year had there never been any such delinquencies or defaults. In cases of significant delinquency, these factors may result in defaults in the payment of principal of and interest on the Bonds. See “SPECIAL RISK FACTORS.”
-15-
Prepayment of the Special Tax. The Rate and Method provides that, subject to certain conditions, landowners may permanently satisfy all or a portion of the Special Tax by a cash settlement with the City (a “Prepayment”) according to a procedure set forth in the Rate and Method. Partial Prepayments are allowed only for Parcels owned by a property owner before the issuance of the initial building permit and only after the final sale of bonds and if the City determines that the partial prepayment will not jeopardize its ability to make timely payments of debt service and maintain a 110-percent maximum Special Tax coverage of debt service, plus Administrative Expenses in all years where there will be outstanding bonds.
Subsequent to formation of the District, ____ parcels prepaid the Special Tax, resulting in early redemption of $________ of the 2016 Bonds on _____________. All ___ parcels were owned by a single entity and all the parcels were multifamily uses.
Duration of the Special Tax. The Special Tax will be levied and collected (up to the maximum allowable amount) for as long as needed to pay the Annual Costs. However, the Rate and Method provides that the Special Tax may not be levied on any parcel in the District after Fiscal Year 2060-61. When all the costs of the Improvements and other Annual Costs incurred by the District have been paid, the Special Taxes will cease to be levied.
Special Tax Fund
Pursuant to the Fiscal Agent Agreement, there is a separate fund (the “Special Tax Fund”) to be held by the Chief Financial Officer, to the credit of which the City shall deposit, immediately upon receipt, all Special Tax Revenues received by the City and any amounts required hereunder to be deposited in the Special Tax Fund. Moneys in the Special Tax Fund shall be held in trust by the City for the benefit of the City and the Owners of the Bonds, shall be disbursed as provided below and, pending any disbursement, shall be subject to a lien in favor of the Owners of the Bonds.
As soon as practicable after the receipt by the City of any Special Tax Revenues or the transfer of amounts to the Special Tax Fund pursuant to the terms hereof, but no later than 10 Business Days after such receipt or transfer, the City shall withdraw from the Special Tax Fund and transfer: (i) to the Fiscal Agent for deposit in the Bond Fund an amount, taking into account any amounts then on deposit in the Bond Fund, such that the amount in the Bond Fund equals the principal, premium, if any, and interest due on the Bonds during the then- current Bond Year, and (ii) to the Fiscal Agent for deposit in the Reserve Fund, an amount which when added to the amount then on deposit therein is equal to the Reserve Requirement.
At such time as deposits to the Special Tax Fund equal the principal, premium if any, and interest becoming due on the Bonds for the current Bond Year and the amount needed to restore the Reserve Fund balance to the Reserve Requirement or to compensate the provider of a reserve surety, the amount in the Special Tax Fund in excess of such amount shall be available to the City to pay Administrative Expenses; provided, however, that as soon as practicable after the receipt by the City of any prepayments of Special Taxes, but no later than 10 Business Days after such receipt, the City shall transfer such prepayments to the Fiscal Agent for deposit into the Prepayment Account to be used for the redemption of Bonds.
Bond Fund
The Fiscal Agent Agreement establishes a Bond Fund (the “Bond Fund”) to be held by the Fiscal Agent, to the credit of which deposits shall be made as required by the Fiscal Agent Agreement and any other amounts required to be deposited therein by the Fiscal Agent
-16-
Agreement or the Act. Moneys in the Bond Fund shall be held in trust by the Fiscal Agent for the benefit of the Owners of the Bonds, shall be disbursed for the payment of the principal of, and interest and any premium on, the Bonds as provided below, and, pending such disbursement, shall be subject to a lien in favor of the Owners of the Bonds.
Within the Bond Fund there is established the Prepayment Account, which shall be used exclusively for the administration of any prepayments of Special Taxes to assure the timely redemption of Bonds. Moneys in the Prepayment Account shall be used to redeem Bonds on the redemption date specified in the notice to the Fiscal Agent given pursuant to the Fiscal Agent Agreement.
On each Interest Payment Date, the Fiscal Agent shall withdraw from the Bond Fund and pay to the Owners of the Bonds the principal of, and interest and any premium, then due and payable on the Bonds, provided however, that if the amounts so transferred under the Fiscal Agent Agreement equal the amount due on the Bonds for the then-current bond year and if there is excess moneys in the Bond Fund, such excess shall be paid to the City upon receiving a request from an Authorized Officer to do so.
In the event a Qualified Reserve Fund Credit Instrument is not in effect, the Fiscal Agent shall withdraw from the Reserve Fund to the extent of any funds therein, the amount of such insufficiency, and the Fiscal Agent shall provide written notice to the Chief Financial Officer of the amounts so withdrawn from the Reserve Fund. Amounts so withdrawn from the Reserve Fund shall be deposited in the Bond Fund. If, after the foregoing transfer, there are insufficient funds in the Bond Fund to make the payments provided for to pay regularly scheduled payments of principal of and interest on the Bonds, the Fiscal Agent shall apply the available funds first to the payment of interest on the Bonds, then to the payment of principal due on the Bonds. See “ – Reserve Fund” below.
If ten days before any Interest Payment Date it appears to the Fiscal Agent that there is a danger of deficiency in the Bond Fund and that the Fiscal Agent may be unable to pay regularly scheduled debt service on the Bonds in a timely manner, the Fiscal Agent shall report to the Chief Financial Officer such fact. The City covenants to increase the levy of the Special Taxes in the next Fiscal Year (subject to the maximum amount authorized by the Resolution of Formation) in accordance with the procedures set forth in the Act for the purpose of curing Bond Fund deficiencies.
If on any Interest Payment Date the Fiscal Agent is unable to pay principal, interest and premium, if any, due on any Interest Payment Date for the Bonds due to insufficient funds in the Bond Fund, or if funds are withdrawn from the Reserve Fund to pay principal and/or interest on the Bonds the Fiscal Agent shall notify the Chief Financial Officer in writing of such fact, and the Chief Financial Officer shall notify CDIAC of such fact within 10 days of such Interest Payment Date. The Fiscal Agent has no obligation to provide notice or disclosure to the Bondowners of insufficient funds or anticipation of deficiency in the Bond Fund.
Reserve Fund
The Fiscal Agent Agreement establishes a Reserve Fund (the “Reserve Fund”), to be held by the Fiscal Agent, and funded in the amount of the “Reserve Requirement” which is the least of (i) 125% of the average Annual Debt Service with respect to the applicable series of Bonds; (ii) Maximum Annual Debt Service with respect to the applicable series of Bonds; and (iii) 10% of the original principal amount of the applicable series of Bonds (or, if the series
-17-
of Bonds has more than a de minimis amount of original issue discount or premium, 10% of the issue price of the Bonds). Moneys in the Reserve Fund shall be held in trust by the Fiscal Agent for the benefit of the Owners of the Bonds as a reserve for the payment of principal of, and interest on, the Bonds and shall be subject to a lien in favor of the Owners of the Bonds.
The Reserve Requirement will be initially partially satisfied with the Reserve Surety delivered by the Bond Insurer, representing 50% of the Reserve Requirement, with the remainder being funded from proceeds of the Bonds. The Reserve Requirement will not increase subsequent to the date of issuance of the Bonds.
Except as otherwise provided in the Fiscal Agent Agreement, all amounts deposited in the Reserve Fund shall be used and withdrawn by the Fiscal Agent for the purpose of making transfers to the Bond Fund in the event of any deficiency within 5 days prior to any Interest Payment Date in the Bond Fund of the amount required for payment of the principal of, and interest on, the Bonds on such Interest Payment Date. Whenever transfer is made from the Reserve Fund to the Bond Fund due to a deficiency in the Bond Fund, the Fiscal Agent shall provide written notice thereof to the Chief Financial Officer.
Whenever, on the Business Day prior to any Interest Payment Date, the amount in the Reserve Fund exceeds the then applicable Reserve Requirement, the Fiscal Agent shall provide written notice to the Chief Financial Officer of the amount of the excess and, following any transfer required pursuant to the Fiscal Agent Agreement, shall transfer an amount equal to the excess from the Reserve Fund to the Bond Fund to be used for the payment of the principal of and interest on the Bonds in accordance with the Fiscal Agent Agreement; provided, however, that to the extent that such excess results from the prepayment of Special Taxes, such amount shall be transferred to the Prepayment Account and applied to the corresponding redemption of Bonds.
Covenant to Foreclose
The City covenants with and for the benefit of the Owners of the Bonds that it will annually on or before September 1 of each year review the public records of the County of Placer relating to the collection of the Special Tax in order to determine the amount of the Special Tax collected in the prior Fiscal Year, and if the City determines on the basis of such review that the amount so collected is deficient by more than five percent (5%) of the total amount of the Special Tax levied in such Fiscal Year, it will within thirty (30) days thereafter institute foreclosure proceedings as authorized by the Act in order to enforce the lien of the delinquent installment of the Special Tax against each separate lot or parcel of land in the District for which such installment of the Special Tax is delinquent, and will diligently prosecute and pursue such foreclosure proceedings to judgment and sale; provided, that if the City determines on the basis of such review that the amount so collected is deficient by less than 5% of the total amount of the Special Tax levied in the District in such Fiscal Year, but that property owned by any single property owner in the District is delinquent by more than 4 semi-annual payments with respect to the Special Tax due and payable by such property owner (irrespective of the total delinquencies in the District), then the City will institute, prosecute and pursue such foreclosure proceedings in the time and manner provided herein against each such property owner. The Treasurer or Finance Director shall notify legal counsel of any such delinquency of which it is aware, and such legal counsel shall commence, or cause to be commenced, such actions to collect such delinquencies and subsequent foreclosure proceedings in such a manner as such counsel deems appropriate.
-18-
Notwithstanding the foregoing, the City may determine not to initiate foreclosure proceedings if (a) the amount in the Reserve Fund is equal to the Reserve Requirement, and (b) there have been no defaults in the payment of debt service on the Bonds.
Additionally, notwithstanding any of the foregoing, in certain instances the amount of a Special Tax delinquency on a particular parcel in relation to the cost of appropriate foreclosure proceedings may be such that the costs do not warrant the foreclosure proceedings costs. In such cases, foreclosure proceedings may be delayed by the City until there are sufficient Special Tax delinquencies accruing to such parcel (including interest and penalties thereon) to warrant the cost of such foreclosure proceedings.
No Future Parity Bonds
The City covenants not to issue additional Bonds payable from Special Taxes and by the Special Tax Revenues equally and ratably with Bonds previously issued, except that the City may issue bonds to refund all or part of the Bonds.
-19-
BOND INSURANCE
The following information has been furnished by the Bond Insurer for use in this Official Statement. No representation is made as to the accuracy or completeness of this information, or the absence of material adverse changes therein at any time subsequent to the date hereof.
Reference is made to APPENDIX G for a specimen of the Policy.
[TBD]
-20-
DEBT SERVICE SCHEDULE
The annual debt service on the Bonds, based on the interest rates and maturity schedule set forth on the inside cover of this Official Statement (assuming no early redemptions), is set forth below, followed by a 5-year projected coverage table.
HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Special Tax Refunding Bonds Series 2026
Annual Debt Service
Year Ending
(Sept. 1)
Principal
Interest
Total
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
Source: Underwriter.
Projected Debt Service Coverage
Fiscal Years 2026-27 through 2030/31
Fiscal Year
Levy
Total
Maximum
Special Tax
Revenue
Less: 1%
Priority Admin
(County)
Net Annual
Special
Tax
Revenues
Proposed
Series 2026
Bond Debt
Service
Estimated
Coverage
2026/27
2027/28
202829
202830
2030/31
Sources: Willdan for special tax data; Underwriter for debt service and coverage.
-21-
THE DISTRICT
Formation of the District
On August 19, 2015, the City Council adopted a Resolution of Intention to form a community facilities district under the Act, to levy a special tax and to incur bonded indebtedness for the purpose of financing certain public infrastructure improvements. After conducting a noticed public hearing, on September 22, 2015, the City Council adopted the Resolution of Formation, which established the District, set forth the Rate and Method within the District and described the Improvements to be financed by the District. On the same day, an election was held within the District in which the only landowner/voter in the District, the Developer, approved the proposed bonded indebtedness in the maximum aggregate principal amount of $36,000,000 and the levy of the Special Tax in accordance with the Rate and Method. In March 2016, at the request of the Developer, the original Rate and Method of Apportionment was amended to accommodate light industrial uses and modify certain tax rates.
Location and Description of the District and the Immediate Area
General. The land in the District is approximately one mile west of the State Route 65/Blue Oaks Boulevard interchange and within the City’s North Industrial Planning Area (“NIPA”), as designated by the City's General Plan as a planning subarea of the City, which consists of approximately 2,045 gross acres west of Washington Boulevard and north of the Northwest Roseville Specific Plan. Devoted primarily to industrial uses, the NIPA area provides a major employment/industrial center for the South Placer region. The property within the District was annexed into the NIPA in 2000 and although originally designated for light industrial use under the General Plan, under an amended Development Agreement applicable to development in the District, land in the District was approved for residential and neighborhood commercial uses.
The land in the District is approximately one mile west of the State Route 65/Blue Oaks Boulevard interchange at the southeast quadrant of the intersection of Woodcreek Oaks Boulevard and Blue Oaks Boulevard, extending to Roseville Parkway as its eastern border. The District is an infill area surrounded by developed property, including light industrial uses (formerly a Hewlett Packard facility) immediately to the east, single-family residential developments to the north and west, and a golf course and neighborhood commercial developments in the vicinity, including a Walgreens store directly across Blue Oaks Boulevard from the commercial portion of the District.
At the time of formation of the District in 2015, land in the District was owned by BBC Roseville Oaks, LLC (the “Developer”). The Developer acquired all of the land in the District in December 2013 from the nonprofit Hewlett-Packard Company Foundation, which acquired the land as a donation from the Hewlett-Packard Company in 2009. Development of land in the District was geographically positioned to complement an adjoining Hewlett Packard campus located at 8000 Foothills Boulevard in the City. Residential development in the District was expected to complement nearby neighborhood commercial, office and retail uses consistent with the needs of the suburban residents and employees currently living and working in the immediate vicinity.
The District is a part of the Hewlett-Packard Campus Oaks Master Plan (the “HPCO Master Plan”) area, encompassing an approximate 375 acre infill area intended to locate jobs, housing and services in close proximity to one another on one of the largest infill sites in south
-22-
Placer County. The area was designated for development for over 35 years, with a portion of the area (the original Hewlett-Packard campus immediately adjacent to and outside of the District) developed with light industrial and office uses as of the time of formation of the District.
The HPCO Master Plan is a portion of the larger original Hewlett-Packard Roseville Campus Master Plan (the “HP Campus Master Plan”) encompassing approximately 500 acres at the southwest corner of Blue Oaks and Foothills Boulevards in the NIPA. Originally adopted in June 1996, the HP Campus Master Plan envisioned manufacturing and office campus to accommodate Hewlett-Packard’s existing and planned operations. Hewlett-Packard subsequently adjusted its facilities needs, divesting its ownership in all but a portion of the land in the HP Campus Master Plan area. The eastern portion of the HP Campus Master Plan area includes development originally utilized by Hewlett Packard, and much of the western portion remains undeveloped.
Development in the District
Land in the District currently comprises 567 parcels subject to the Special Tax on the Fiscal Year 2026-27 County tax roll, 552 of which are homes owned by individual homeowners.
The remaining 15 parcels include 9 developed commercial parcels, 4 commercial use parcels under development and 2 undeveloped commercial use parcels.
As of the 2026-27 County tax roll, the Developer’s only ownership in the District is the 2 undeveloped commercial use parcels comprising 2.65 acres of the overall 29.75 acres of nonresidential property subject to Special Taxes.
See Tables 2, 3 and 4 for data on the ownership and development of parcels in the District.
The Improvements Financed by the 2016 Bonds. The 2016 Bonds provided a funding source for moneys expended for public infrastructure and facilities authorized to be financed by the levy of Special Taxes in the District, referred to herein as the Improvements. The list of eligible Improvements reimbursed in part with proceeds of the 2016 Bonds is set forth in an exhibit to the Resolution of Formation, adopted by the City Council, as the legislative body of the District, on September 22, 2015. The eligible Improvements consisted of all or a portion of the project’s water and wastewater infrastructure, drainage, park and open space improvements, transportation Improvements, and other public facilities and infrastructure, including the project's pro rata contribution to the land acquisition of the off-site fire station site; site clearing; grading; and street frontage improvements, including curbs, gutters, and paving, and fire station site acquisition and improvements.
The Developer commenced construction of infrastructure improvements in the District in early 2016, to be completed in a single phase before selling the land to merchant home builders and commercial users or developers. Backbone infrastructure financed in part by the 2016 Bonds and was completed in late 2016.
Maps. A District boundary map and an aerial overview map showing the in-fill nature of the development within the District, are shown on the following pages.
-23-
[#1 - CFD Boundary Map]
-24-
[Map 2 - Aerial Overview]
-25-
Flood Hazard Map Information. According to the Federal Emergency Management Agency’s flood insurance rate maps (Map Panel Number 06061C-0413F and -0476F, with an effective date of June 8, 1998), the District is located within Flood Zone X, described as areas of minimal flooding (outside of the 100-year and 500-year floodplains). Land in the District is also located outside of the Central Valley Flood Protection Plan’s target 200-year level of protection area.
Seismic Conditions. According to the Seismic Safety Commission, property in the District is located within Zone 3, which is considered to be the lowest risk zone in the State.
There are only two zones in the State: Zone 4, which is assigned to areas near major faults; and Zone 3, which is assigned to all other areas of more moderate seismic activity. In addition, property in the District is not located in a Fault-Rupture Hazard Zone (formerly referred to as an Alquist-Priolo Special Study Zone), as defined by Special Publication 42 (revised January 1994) of the California Department of Conservation, Division of Mines and Geology.
Wildfire Hazards. Land in the District is not located in a High or Very High Fire Hazard Severity Zone, as defined by CAL FIRE.
-26-
OWNERSHIP AND VALUE OF PROPERTY WITHIN THE DISTRICT
Assessed Valuation
In connection with valuing property in the District, the City has obtained the 2025-26 County assessed valuation (the “Assessed Valuation”) of the property in the District. The “full cash” assessed values of all of the taxable parcels in the District has been established by the County Assessor for Fiscal Year 2025-26 in the amount of $439,376,099. The following table shows a history of assessed valuations of parcels in the District since Fiscal Year 2016-17.
Table 1
City of Roseville
HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Historical Assessed Values
Fiscal Years 2016-17 through 2025-26
Fiscal Year
Levied
Land
Assessed
Value
Structure
Assessed Value
Total
Assessed
Value
% Annual
Change in Total
Assessed Values
2016-17 $37,614,782 $0 $37,614,782 N/A
2017-18 $44,203,172 $0 $44,203,172 18%
2018-19 $46,277,465 $6,475,000 $52,752,465 19%
2019-20 $47,203,005 $17,610,000 $64,813,005 23%
2020-21 $54,264,323 $38,500,000 $92,764,323 43%
2021-22 $66,976,124 $36,483,677 $103,459,801 12%
2022-23 $82,404,546 $89,150,811 $171,555,357 66%
2023-24 $82,772,854 $186,329,422 $269,102,276 57%
2024-25 $92,659,431 $254,890,879 $347,550,310 29%
2025-26 $96,633,810 $342,742,289 $439,376,099 26%
____________
Source: Assessed Values - Respective Placer County Secured Property Rolls as compiled by Willdan Financial Services.
The County assessed valuations are not in all cases reflective of most current development status, as is the case with certain properties in the District. As provided by Article XIII A of the California Constitution, county assessors' assessed values are to reflect market value as of the date the property was last assessed (or 1975, which ever is more recent), increased by a maximum of 2% per year. Properties may be reassessed by the County only upon a change of at least 51% ownership of existing property or upon new construction. The assessed values of parcels in the District thus reflect, for undeveloped parcels, the estimate of the County Assessor (the “Assessor”) of market value when acquired (or 1975, whichever is later), possibly increased by 2% per year, and for parcels on which construction has occurred since their date of acquisition, the Assessor's estimate of market value as of the time of construction, possibly increased by 2% per year. The actual market value of parcels in the District, if sold at foreclosure, may be higher or lower than the Assessor's assessed values, depending upon the date of the Assessor's most recent assessment. The actual fair market value of any parcel can often be more accurately established through an arms-length sale or an appraisal by an independent appraiser.
Because of the general limitation to 2% per year in increases in full cash value of properties which remain in the same ownership, the County tax roll does not reflect values uniformly proportional to actual market values. No assurance can be given that should a parcel
-27-
with delinquent Special Taxes be foreclosed and sold for the amount of the delinquency, that any bid will be received for such property, or if a bid is received that such bid will be sufficient to pay such delinquent installments.
The following table sets forth the District's annual Special Tax levies since formation together with delinquency information as of May 12, 2026.
City of Roseville
HP Campus Oaks CFD No. 1 (Public Facilities)
Special Tax Refunding Bonds Series 2026
Annual Special Tax Levies and Delinquencies
(as of May 12, 2026)
As of May or June of each year(1) As of May 12, 2026
Fiscal
Year
Annual
Special Tax
Levy
Number
of Parcels
Levied
Amount
Delinquent (2)
No. of
Parcels
Delinquent
Percent
Levy
Delinquent
Parcels
Delinquent(1)
Delinquent
Amount
Percent
Delinquent
2016/17 $8,802 21 $5,239 21 59.52% 0 $0 0.00%
2017/18 1,526,378 21 0 0 0.00 0 0 0.00
2018/19 1,501,270 21 0 0 0.00 0 0 0.00
2019/20 1,665,587 21 0 0 0.00 0 0 0.00
2020/21 1,698,898 119 0 0 0.00 0 0 0.00
2021/22 1,643,141 269 11,485 10 0.70 0 0 0.00
2022/23 1,525,203 446 2,355 2 0.15 0 0 0.00
2023/24 1,555,706 567 10,599 7 0.68 0 0 0.00
2024/25 1,586,822 567 15,448 10 0.97 0 0 0.00
2025/26 1,618,558 567 21,589 15 1.33 15 21,589 1.33
___________________
(1) Delinquent amounts and collections shown above do not include penalties, interest or fees. (2) Delinquency information for FY 2016-17, FY 2017-18, FY 2018-19, FY 2019-20, FY 2020-21, FY 2021-22, FY 2022-23, FY 2023-24, 2024-25 and 2025-26 Special Tax Levies as of May 17, 2017, May 16, 2018, May 14, 2019, June 24, 2020, May 18, 2021, June 6, 2022, May 15, 2023, May 31, 2024, June 4, 2025 and May 12, 2026, respectively. FY 2016/17 was the first levy and was direct billed by the City, all installments were fully paid in September.
Sources: Annual Special Tax Levy - Willdan Financial Services and Delinquency Data - Placer County Tax Collector, as of May 12, 2026, compiled by Willdan Financial Services.
Ownership of Property in the District
Unpaid Special Taxes do not constitute a personal indebtedness of the owners of the parcels within the District. There is no assurance that the present property owners or any subsequent owners will have the ability to pay the Special Taxes or that, even if they have the ability, they will choose to pay the Special Taxes. An owner may elect to not pay the Special Taxes when due and cannot be legally compelled to do so. Neither the City nor any Bondowner will have the ability at any time to seek payment directly from the owners of property within the District of the Special Tax or the principal or interest on the Bonds, or the ability to control who becomes a subsequent owner of any property within the District.
No assurance can be given that development of the property will be completed, or that it will be completed in a timely manner. The Special Taxes are not personal obligations of the developers or of any subsequent landowners; the Bonds are secured only by the Special Taxes and moneys available under the Fiscal Agent Agreement. See “SECURITY FOR THE BONDS” and “BOND OWNERS’ RISKS” herein.
Land in the District is mostly developed, comprising 567 parcels subject to the Special Tax on the Fiscal Year 2026-27 tax roll, 552 of which are homes owned by individual
-28-
homeowners. The remaining 15 parcels comprise 9 developed commercial parcels, 4 commercial use parcels under development and 2 undeveloped commercial use parcels. The following table shows development status and Planned Land uses by ownership, followed by a table showing the top ten payers of the Special Tax for the fiscal years indicated in the table.
-29-
Table 2
City of Roseville
HP Campus Oaks CFD No. 1 (Public Facilities)
Special Tax Refunding Bonds Series 2026
Development Status and Planned Land Uses by Ownership
Development Status (1) /
Planned Land Use / Owner
No of
Parcels
Non Res
Acres
FY 2025-26
Land
Assessed
Value
FY 2025-26
Structure
Assessed
Value
FY 2025-26
Total
Assessed
Value
FY 2026-27
Projected
Special Tax
Levy
FY 2026-27
Maximum
Tax
%
Allocation
of CFD
Bonded
Debt (1)
Allocable
Debt CFD
Bonds (2) *
Overlapping
Debt (3)
Total Direct &
Overlapping
Debt *
Average
Value-to-
Lien Ratio
(4) *
Developed
SFR (5) - Individual Homeowners
AV Structure is $0 (6) 14 $3,684,575 $0 $3,684,575 $36,057 $40,849 2.51% $388,399 $14,642 $403,041 9.14 AV Structure under $290K 19 4,600,890 3,431,652 8,032,542 43,956 49,798 3.05% 473,485 31,920 505,405 15.89 AV Structure over $290K 519 64,671,961 270,551,153 335,223,114 1,171,527 1,327,247 81.42% 12,619,561 1,330,725 13,950,286 24.03 Subtotal 552 $72,957,426 $273,982,805 $346,940,231 $1,251,540 $1,417,894 86.98% $13,481,445 $1,377,287 $14,858,732 23.35
Commercial
A M S R BUSINESS LLC 1 1.54 $1,379,570 $7,444,852 $8,824,422 $10,642 $12,057 0.74% $114,635 $35,067 $149,702 58.95 ARMSTRONG 1541 BLUE OAKS LLC 1 1.40 1,530,000 2,993,664 4,523,664 9,668 10,953 0.67% 104,145 17,976 122,121 37.04 ARMSTRONG CO ROSEVILLE LLC 1 0.72 835,978 1,217,982 2,053,960 5,008 5,674 0.35% 53,946 8,162 62,108 33.07 BANWAIT PROPERTIES INC 1 1.08 986,923 3,628,499 4,615,422 7,442 8,432 0.52% 80,169 18,341 98,510 46.85 BLUE OAKS PROPERTY OWNER LLC 1 3.40 3,818,206 24,000,000 27,818,206 23,508 26,633 1.63% 253,230 110,545 363,775 76.47 D & B HOLDINGS INC 1 1.64 1,485,691 5,465,221 6,950,912 11,337 12,845 0.79% 122,127 27,622 149,749 46.42 DEL TACO LLC LESSEE 1 1.15 1,061,208 1,591,812 2,653,020 7,929 8,983 0.55% 85,414 10,543 95,957 27.65 EL MACERO ROSEVILLE ME LLC ET AL 1 4.38 3,201,708 10,683,604 13,885,312 30,257 34,278 2.10% 325,922 55,178 381,100 36.43 SILVER STREAK RANCHES 1 3.74 2,652,000 11,733,850 14,385,850 25,875 29,314 1.80% 278,720 57,167 335,887 42.83 Subtotal 9 19.05 $16,951,284 $68,759,484 $85,710,768 $131,666 $149,169 9.15% $1,418,308 $340,601 $1,758,909 48.73
Total Developed 561 19.05 $89,908,710 $342,742,289 $432,650,999 $1,383,206 $1,567,063 96.13% $14,899,753 $1,717,888 $16,617,641 26.04
Permit Issued - Commercial
CAMPUS OAKS LLC 1 1.80 $2,100,000 $0 $2,100,000 $12,446 $14,100 0.86% $134,063 $8,345 $142,408 14.75 EL MACERO ROSEVILLE ES LLC ET AL 1 2.40 1,635,332 0 1,635,332 16,624 18,833 1.16% 179,070 6,498 185,568 8.81 PLACER EDUCATION LLC 1 1.82 650,865 0 650,865 12,589 14,262 0.87% 135,603 2,586 138,189 4.71 WERNER PROPERTIES LLC 1 2.03 1,386,785 0 1,386,785 14,065 15,935 0.98% 151,511 5,511 157,022 8.83 Total Permitted 4 8.05 $5,772,982 $0 $5,772,982 $55,724 $63,130 3.87% $600,247 $22,940 $623,187 9.26
Undeveloped - Commercial
BBC ROSEVILLE OAKS LLC 2 2.65 $952,118 $0 $952,118 $0 $20,741 0.00% $0 $3,783 $3,783 N/A (7)
District Totals 567 29.75 $96,633,810 $342,742,289 $439,376,099 $1,438,930 $1,650,934 100.00% $15,500,000 $1,744,611 $17,244,611 25.48
[Footnotes on Following Page]
-30-
* Preliminary, subject to change.
(1) Developed Properties are those showing an assessed structure value by the County Assessor unless indicated otherwise. (2) Represents each parcel’s allocable share of the *estimated* par amount of the District's Refunding Bonds. CFD bonded debt is allocated based upon each parcel's share of the District's Projected FY 2026-27 Special Tax levy. Therefore, no CFD bonded debt has been allocated to the 2.65 acres of undeveloped property owned by BBC Roseville Oaks, LLC . (3) Represents the overlapping debt liens of the District parcels as of May 1, 2026, as summarized under the “Direct and Overlapping Tax and Assessment Debt” table in the overlapping debt report prepared by California Municipal Statistics, Inc. None of the District's taxable parcels were levied FY 2025-26 charges related to PACE liens. (4) The District's Value-to-Lien Ratio of 25.48 to 1 is based upon the total assessed value of the District's taxable parcels and the District's total Direct and Overlapping Debt (5) Represents Single Family Residential Properties
(6) These 14 homes are reported as developed as City records indicate that all single family residential projects in the District are complete; County records also show each home has been deeded to an individual owner.
(7) Value-to-Lien information is shown as N/A for the 2.65 acres of undeveloped property owned by BBC Roseville Oaks, LLC as no CFD bonded debt has been allocated to these two parcels.
Sources: Planned Land Uses - City of Roseville; Ownership - Parcel Quest, extracted on April 30, 2026; Building Permits and Development Status - City of Roseville as of April 30, 2026; FY 2025- 26 Assessed Values - Placer County Secured Roll, as compiled by Willdan Financial Services; Maximum Tax - Willdan Financial Services; Overlapping Debt - California Municipal Statistics, Inc, as compiled by Willdan Financial Services and Direct Charges placed onto the County's FY 2025-26 Secured Roll related to PACE liens - Placer County Tax Collector.
-31-
Table 3
City of Roseville
HP Campus Oaks CFD No. 1 (Public Facilities)
Special Tax Refunding Bonds Series 2026
Top 10 Payers of Projected Special Tax
Owner Name
No of
Parcels
FY 2025-26
Assessed
Land Value
FY 2025-26
Assessed
Structure
Value
FY 2025-26
Total
Assessed
Value
FY 2026-27
Projected
Special Tax
Levy *
FY 2026-27
Maximum
Tax
%
Allocation
of CFD
Bonded
Debt
Allocable
Debt CFD
Bonds (1) *
Overlapping
Debt (2)
Total Direct &
Overlapping
Debt *
Average
Value to
Ratio *
EL MACERO ROSEVILLE ME LLC ET AL 1 $3,201,708 $10,683,604 $13,885,312 $30,257 $34,278 2.10% $325,922 $55,178 $381,100 36.43 SILVER STREAK RANCHES 1 2,652,000 11,733,850 14,385,850 25,875 29,314 1.80% 278,720 57,167 335,887 42.83 BLUE OAKS PROPERTY OWNER LLC 1 3,818,206 24,000,000 27,818,206 23,508 26,633 1.63% 253,230 110,545 363,775 76.47 EL MACERO ROSEVILLE ES LLC ET AL 1 1,635,332 0 1,635,332 16,624 18,833 1.16% 179,070 6,498 185,568 8.81 WERNER PROPERTIES LLC 1 1,386,785 0 1,386,785 14,065 15,935 0.98% 151,511 5,511 157,022 8.83 PLACER EDUCATION LLC 1 650,865 0 650,865 12,589 14,262 0.87% 135,603 2,586 138,189 4.71 CAMPUS OAKS LLC 1 2,100,000 0 2,100,000 12,446 14,100 0.86% 134,062 8,345 142,407 14.75 D & B HOLDINGS INC 1 1,485,691 5,465,221 6,950,912 11,338 12,845 0.79% 122,127 27,622 149,749 46.42 HAYA ERIC & HAYA NATASHA TR 5 487,856 2,411,784 2,899,640 10,780 12,213 0.75% 116,123 11,523 127,646 22.72 A M S R BUSINESS LLC 1 1,379,570 7,444,852 8,824,422 10,642 12,057 0.74% 114,635 35,067 149,702 58.95 Total Top Tax Payers 14 $18,798,013 $61,739,311 $80,537,324 $168,124 $190,470 11.68% $1,811,003 $320,042 $2,131,045 37.79 All Others 553 77,835,797 281,002,978 358,838,775 1,270,806 1,460,464 88.32% 13,688,997 1,424,569 15,113,566 23.74 Total 567 $96,633,810 $342,742,289 $439,376,099 $1,438,930 $1,650,934 100.00% $15,500,000 $1,744,611 $17,244,611 25.48
* Preliminary, subject to change.
(1) Represents each parcel’s allocable share of the *estimated* par amount of the District's Refunding Bonds. CFD bonded debt is allocated based upon each parcel's share of the District's Projected FY 2026-27 Special Tax levy.
(2) Represents the overlapping debt liens of the District parcels as of May 1, 2026, as summarized under the “Direct and Overlapping Tax and Assessment Debt” table in the overlapping debt report prepared by California Municipal Statistics, Inc. None of the District's taxable parcels were levied FY 2025-26 charges related to PACE liens.
Sources: Ownership - ParcelQuest, extracted on April 30, 2026; FY 2025/26 Assessed Values - Placer County Secured Roll, as compiled by Willdan Financial Services; Maximum Tax - Willdan Financial Services; Overlapping Debt - California Municipal Statistics, Inc, as compiled by Willdan Financial Services and Direct Charges placed onto the County's FY 2025-26 Secured Roll related to PACE liens - Placer County Tax Collector.
-32-
As of the 2026-27 County Assessor’s tax roll, 567 parcels were levied a Special Tax. The following table is a listing of nonresidential taxable parcels within the District, followed by a brief description of certain users of parcels.
Table 4
City of Roseville
HP Campus Oaks CFD No. 1 (Public Facilities)
Non-Residential Parcels
APNFMT
Planned Land
Use
Development Status
(4-30-26)
Owner Name PQ
(4-30-26)
AV Land
(7-1-25)
AV Structure
(7-1-25)
AV Total
(7-1-25)
2026-27
Max Tax
% of
Max Tax
Tax
481-260-052-000 Commercial Permitted Only CAMPUS OAKS LLC $2,100,000 $0 $2,100,000 $14,099.86 0.85% 481-260-053-000 Commercial Undeveloped BBC ROSEVILLE OAKS LLC 361,977 0 361,977 7,833.26 0.47 481-320-009-000(1) Commercial Permitted Only EL MACERO ROSEVILLE ES LLC ET AL 1,635,332 0 1,635,332 18,833.45 1.14 481-360-001-000 Commercial Undeveloped BBC ROSEVILLE OAKS LLC 590,141 0 590,141 12,907.35 0.78 481-360-002-000 Commercial Under Development PLACER EDUCATION LLC 650,865 0 650,865 14,261.82 0.86 481-360-003-000 Commercial Under Development WERNER PROPERTIES LLC 1,386,785 0 1,386,785 15,935.00 0.97 481-260-054-000 Commercial Under Development BLUE OAKS PROPERTY OWNER LLC 3,818,206 24,000,000 27,818,206 26,633.08 1.61 481-320-001-000(1) Commercial Developed EL MACERO ROSEVILLE ME LLC ET AL 3,201,708 10,683,604 13,885,312 34,278.45 2.08 481-320-002-000 Commercial Developed ARMSTRONG CO ROSEVILLE LLC 835,978 1,217,982 2,053,960 5,673.67 0.34 481-320-003-000 Commercial Developed D & B HOLDINGS INC 1,485,691 5,465,221 6,950,912 12,844.57 0.78 481-320-004-000 Commercial Developed A M S R BUSINESS LLC 1,379,570 7,444,852 8,824,422 12,056.56 0.73 481-320-005-000 Commercial Developed BANWAIT PROPERTIES INC 986,923 3,628,499 4,615,422 8,431.71 0.51 481-320-006-000 Commercial Developed SILVER STREAK RANCHES 2,652,000 11,733,850 14,385,850 29,313.99 1.78 481-320-007-000 Commercial Developed ARMSTRONG 1541 BLUE OAKS LLC 1,530,000 2,993,664 4,523,664 10,953.34 0.66 481-320-008-000 Commercial Developed DEL TACO LLC LESSEE 1,061,208 1,591,812 2,653,020 8,983.32 0.54
(1) Indicates tenants in common between related entities.
Source: Compiled by Willdan Financial Services
Planned Retail (1485 Blue Oaks Blvd). A commercial retail shell building is in early permitting, with resubmittals required and no active construction, so the site remains undeveloped.
Undeveloped Parcel (185 Roseville Pkwy). A convenience market with 8 pump gas station has been approved for this lot; currently in the building permit process.
Planned Multi ‑Pad Retail (240–290 Roseville Pkwy). Multiple retail shell buildings are proposed, but permits are still incomplete, and the site remains undeveloped.
Undeveloped Parcel (7970 Painted Desert Dr). No tenant or construction activity; the parcel remains vacant.
-33-
Primrose School (7930 Painted Desert Dr). A daycare facility under active construction, with permits in place and a near-term opening anticipated.
Ace Hardware (7890 Painted Desert Dr). Retail hardware store is under construction, with site work and buildout progressing toward an expected opening.
The Ivy at Blue Oaks (275 Roseville Pkwy). Assisted living facility is largely constructed, but final permits are still pending, placing it in late-stage development.
Nugget Market (1509 Blue Oaks Blvd). Grocery anchor tenant that is fully constructed and operating as a primary draw for the center.
Panda Express & Dog Haus Biergarten (1501 Blue Oaks Blvd). Quick-service restaurant tenants that are fully built and open for business.
Starbucks, Jamba Juice, Supercuts & Shop Tenants (140 Roseville Pkwy). Multi-tenant retail building with a mix of food, beverage, and service uses, all completed and operational.
MOD Pizza, Sourdough Co. & Service Retail (190 Roseville Pkwy). Fully built strip center with a range of restaurant and neighborhood service tenants, all open and stabilized.
Ben’s Barketplace (1525 Blue Oaks Blvd). Pet retail tenant operating within a completed retail building.
24 Hour Fitness (1533 Blue Oaks Blvd). Large-format fitness anchor that is fully operational.
SAFE Credit Union & Smashburger (1541 Blue Oaks Blvd). Financial service and restaurant tenants that are built and operating within a completed retail pad.
Del Taco (1517 Blue Oaks Blvd). Standalone quick-service restaurant that is fully constructed and operating.
-34-
Overlapping Liens and Priority of Lien
The principal of and interest on the Bonds are payable from the Special Tax authorized to be collected within the District, and payment of the Special Tax is secured by a lien on certain real property within the District. Such lien is co-equal to and independent of the lien for general taxes and any other liens imposed under the Act, regardless of when they are imposed on the property in the District. The imposition of additional special taxes, assessments and general property taxes will increase the amount of independent and co-equal liens which must be satisfied in foreclosure. The City, the County and certain other public agencies are authorized by the Act to form other community facilities districts and improvement areas and, under other provisions of State law, to form special assessment districts, either or both of which could include all or a portion of the land within the District.
In addition to bonded debt, property in the District is also subject to special taxes authorized to be levied on behalf of the City’s Community Facilities District No. 3 (Municipal Services) and Community Facilities District No. 4 (Wetlands Maintenance), which districts provide for escalating annual special taxes on property within each district’s boundaries. For Fiscal Year 2025-26, CFD No. 3 is authorized to levy maximum annual special taxes in the respective approximate amounts of $228.37 for low density residential, $133.22 for medium density residential and $622 per acre for commercial land use categories. For Fiscal Year 2025-26, CFD No. 4 is authorized to levy maximum annual special taxes in an amount of approximately $724 per acre for all taxable parcels.
Land in the District will also be subject to a CFD No. 2 (Public Services) annual maintenance special tax to primarily fund maintenance of parks, parkways, street lighting and other public amenities. For Fiscal Year 2025-26, the annual CFD No. 2 special taxes were approximately $501.00 to $517.16 per low density residential unit and $251.93 to $629.98 per medium density residential unit. A CFD No. 2 annual special tax is also levied on nonresidential land uses in the district in the amount of $2,220 to $3,026 per acre.
-35-
Table 5
HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Summary of Overlapping Bonded Debt (As of May 1, 2026)
2025-26 Assessed Valuation: $439,376,099 (Land and Improvements)
DIRECT AND OVERLAPPING TAX AND ASSESSMENT DEBT: % Applicable Debt 5/1/26 Sierra Joint Community College District SFID No. 4 General Obligation Bonds 0.432% $ 788,489 Roseville Joint Union High School District General Obligation Bonds 0.984 880,278 Roseville City School District General Obligation Bonds 1.617 75,844 City of Roseville HP Campus Oaks Community Facilities District No. 1 100.000 16,830,000 (1) TOTAL DIRECT AND OVERLAPPING TAX AND ASSESSMENT DEBT $18,574,611
OVERLAPPING GENERAL FUND DEBT:
Placer County Certificates of Participation 0.373% $ 260,873 Roseville Joint Union High School District Certificates of Participation 0.984 566,800 Roseville City School District General Fund Obligations 1.617 80,489 City of Roseville Certificates of Participation 1.239 143,230 Placer Mosquito and Vector Control District Certificates of Participation 0.373 3,610 TOTAL OVERLAPPING GENERAL FUND DEBT $1,055,002
COMBINED TOTAL DEBT $19,629,613 (2)
Ratios to 2025-26 Assessed Valuation:
Direct Debt ($16,830,000) ......................................................3.83% Total Direct and Overlapping Tax and Assessment Debt .......4.23% Combined Total Debt ..............................................................4.47% _________________________________
(1) Excludes issue to be sold.
(2) Excludes tax and revenue anticipation notes, revenue, mortgage revenue and non-bonded capital lease obligations.
Source: California Municipal Statistics, Inc.
There can be no assurance that the Developer, its affiliates or any subsequent owner will not petition for the formation of other community facilities districts and improvement areas or for a special assessment district or districts and that parity special taxes or special assessments will not be levied by the City, County or some other public agency to finance additional public facilities, however no other special districts are currently contemplated by the City or the Developer.
Private liens, such as deeds of trust securing loans obtained by the Developer, may be placed upon property in the District at any time. Under State law, the Special Taxes have priority over all existing and future private liens imposed on property subject to the lien of the Special Taxes.
-36-
Value to Special Tax Burden Ratios
The principal amount of the Bonds is $15,500,000* plus the total direct overlapping lien of $1,744,611 (shown in Table 5 above) totals $17,244,611*. Consequently, the assessed value of the real property within the District, is approximately 25.48 * times the principal amount of the Bonds, as shown in the tables on the following page.
In comparing the assessed value of the real property within the District and the principal amount of the Bonds, it should be noted that only the real property upon which there is a delinquent Special Tax can be foreclosed upon, and the real property within the District cannot be foreclosed upon as a whole to pay delinquent Special Taxes of the owners of such parcels within the District unless all of the property is subject to a delinquent Special Tax. In any event, individual parcels may be foreclosed upon separately to pay delinquent Special Taxes levied against such parcels.
Other public agencies whose boundaries overlap those of the District could, without the consent of the City and in certain cases without the consent of the owners of the land within the District, impose additional taxes or assessment liens on the land within the District. The lien created on the land within the District through the levy of such additional taxes or assessments may be on a parity with the lien of the Special Tax. In addition, construction loans may be obtained by the Developers or home loans may be obtained by ultimate homeowners. The deeds of trust securing such debt on property within the District, however, will be subordinate to the lien of the Special Tax.
* Preliminary, subject to change.
-37-
Table 6
City of Roseville
HP Campus Oaks CFD No. 1 (Public Facilities)
Special Tax Refunding Bonds Series 2026
Value to Lien Ratios by Range
Fiscal Year 2025-26
Value-to-Lien
Ratio Range *
No of
Parcels
FY 2025-26
Assessed
Land Value
FY 2025-26
Assessed
Structure
Value
FY 2025-26
Total
Assessed
Value
FY 2026-
27 Projected
Special
Tax Levy *
FY 2026-
27 Maximum
Tax
%
Allocation
of CFD
Bonded
Debt
Allocable
Debt CFD
Bonds (1) *
Overlapping
Debt (2)
Total
Direct &
Overlapping
Debt *
Average
Value to
Lien
Ratio (3) *
Greater than 30:1 61 $23,741,456 $107,032,528 $130,773,984 $238,304 $269,979 16.56% $2,566,988 $518,977 $3,085,965 42.38 20:1 to 29.99:1 389 49,833,813 200,124,125 249,957,938 878,551 995,329 61.06 9,463,656 992,593 10,456,249 23.91 10:1 to 19.99:1 97 14,659,246 35,418,886 50,078,132 240,419 272,376 16.71 2,589,771 199,002 2,788,773 17.96 5:1 to 9.99:1 17 6,796,312 166,750 6,963,062 69,067 78,247 4.80 743,982 27,670 771,652 9.02 3:1 to 4.99:1 1 650,865 0 650,865 12,589 14,262 0.87 135,603 2,586 138,189 4.71 N/A (4) 2 952,118 0 952,118 0 20,741 0.00 0 3,783 3,783 N/A Total 567 $96,633,810 $342,742,289 $439,376,099 $1,438,930 $1,650,934 100.00% $15,500,000 $1,744,611 $17,244,611 25.48
* Preliminary, subject to change.
(1) Represents each parcel’s allocable share of the *estimated* par amount of the District's Refunding Bonds. CFD bonded debt is allocated based upon each parcel's share of the District's Projected FY 2026-27 Special Tax levy. (2) Represents the overlapping debt liens of the District parcels as of May 1, 2026, as summarized under the “Direct and Overlapping Tax and Assessment Debt” table in the overlapping debt report prepared by California Municipal Statistics, Inc. None of the District's taxable parcels were levied FY 2025-26 charges related to PACE liens.
(3) The District's Value-to-Lien Ratio of 25.48 to 1 is based upon the total assessed value of the District's taxable parcels and the District's total Direct and Overlapping Debt
(4) Value-to-Lien information is shown as N/A for the 2.65 acres of undeveloped property owned by BBC Roseville Oaks, LLC . No CFD bonded debt has been allocated to these two parcels as they are not expected to be levied in FY 2026-27.
Sources: FY 2025-26 Assessed Values - Placer County Secured Roll, as compiled by Willdan Financial Services; Maximum Tax - Willdan Financial Services; Overlapping Debt - California Municipal Statistics, Inc, as compiled by Willdan Financial Services and Direct Charges placed onto the County's FY 2025-26 Secured Roll related to PACE liens - Placer County Tax Collector.
-38-
Estimated Fiscal Year 2025-26 Tax Bill
The following tables show the estimated tax bills for property in the District for Fiscal Year 2025-26.
Table 7
City of Roseville
HP Campus Oaks CFD No. 1 (Public Facilities)
Special Tax Refunding Bonds Series 2026
Projected Overall Tax Burden for Representative Single-Family Residential Parcels (1) Fiscal Year 2025-26 Illustrative Tax Bill
Land Use
MDR(2) LDR
Assessed Value $546,210 $713,465
Less: Homeowner's Exemption (7,000) (7,000)
Net Assessed Value $539,210 $706,465
2025-26 Ad Valorem Property Taxes Rate Taxes(2) Taxes
Base Property Tax Rate 1.000000% $5,392 $7,065
Sierra Coll SFID #4 B&I 2018 Series A 0.002190 12 15
Sierra Coll SFID #4 B&I 2018 Series B 0.002723 15 19
Sierra Coll SFID #4 B&I 2018 Series C 0.000403 2 3
Rsvl City Elem B&I 2002 Series A Non Refunding 0.005103 28 36 Rsvl City Elem B&I 2002 Series A&B Ref 2011 0.003566 19 25 Rsvl High B&I 1992 0.001030 6 7
Rsvl High B&I 2004 Series C Non Refunding 0.005822 31 41 Rsvl High B&I 2016 Series A 0.002732 15 19
Rsvl High B&I 2016 Series B 0.004974 27 35
Rsvl High B&I 2016 Series C 0.001358 7 10
Total Ad Valorem Taxes 1.029901% $5,553 $7,276
Parcel Charges, Special Taxes and Assessments Charges Charges Placer Mosquito & Vector Control $36 $36
City of Roseville, HP Campus Oaks CFD # 1 (Public Facilities) (4) 2,320 2,857 City of Roseville, HP Campus Oaks CFD # 2 (Public Services) (4) 501 501 City of Roseville, CFD #3 (Municipal Services) (4) 133 228 City of Roseville, CFD #4 (Public Services) (4) 66 101
Total Parcel Charges, Assessments, and Special Taxes (5) $3,056 $3,723
Total Taxes and Direct Charges $8,609 $10,999
Total Effective Tax Rate 1.60% 1.56%
(1) The representative single family residential parcels used in this table were selected using the median assessed value of each type of land use.
(2) The Net Assessed Value and tax amounts of the representative MDR home has been adjusted to include a $7,000 reduction for homeowner exemption despite the county records showing no exemption. (3) Charges per the FY 2025-26 property tax bill.
(4) Equal to the applicable Maximum Special Tax for FY 2025-26. (5) Assumes no PACE related Special Taxes.
Sources: FY 2025-26 Ad Valorem Tax Rates and Placer Mosquito & Vector charges - Placer County property tax bills; Maximum Special Tax Rates of CFD Nos. 1, 2, 3 and 4 - Willdan Financial Services.
-39-
SPECIAL RISK FACTORS
The purchase of the Bonds described in this Official Statement involves a degree of risk that may not be appropriate for some investors. The following includes a discussion of some of the risks which should be considered before making an investment decision.
Limited Obligation of the City to Pay Debt Service
The City has no obligation to pay principal of and interest on the Bonds if Special Tax collections are delinquent or insufficient, other than from amounts, if any, on deposit in the Reserve Fund or funds derived from the tax sale or foreclosure and sale of parcels for Special Tax delinquencies. The City is not obligated to advance funds to pay debt service on the Bonds.
Levy and Collection of the Special Tax
General. The principal source of payment of principal of and interest on the Bonds is the proceeds of the annual levy and collection of the Special Tax against property within the District.
Limitation on Maximum Special Tax Rate. The annual levy of the Special Tax is subject to the maximum annual Special Tax rate authorized in the Rate and Method. The levy cannot be made at a higher rate even if the failure to do so means that the estimated proceeds of the levy and collection of the Special Tax, together with other available funds, will not be sufficient to pay debt service on the Bonds.
In addition to the maximum annual Special Tax rate limitation in the Rate and Method, Section 53321(d) of the Act provides that the special tax levied against any parcel for which an occupancy permit for private residential use has been issued may not be increased as a consequence of delinquency or default by the owner of any other parcel within a community facilities district by more than 10% above the amount that would have been levied in such Fiscal Year had there never been any such delinquencies or defaults. In cases of significant delinquency, these factors may result in defaults in the payment of principal of and interest on the Bonds.
No Relationship Between Property Value and Special Tax Levy. Because the Rate and Method set forth in the Rate and Method is not based on property value, the levy of the Special Tax will rarely, if ever, result in a uniform relationship between the value of particular parcels of Taxable Property and the amount of the levy of the Special Tax against those parcels. Thus, there will rarely, if ever, be a uniform relationship between the value of the parcels of Taxable Property and their proportionate share of debt service on the Bonds, and certainly not a direct relationship.
Factors that Could Lead to Special Tax Deficiencies. The following are some of the factors that might cause the levy of the Special Tax on any particular parcel of Taxable Property to vary from the Special Tax that might otherwise be expected:
Transfers to Governmental Entities. The number of parcels of Taxable Property could be reduced through the acquisition of Taxable Property by a governmental entity and failure of the government to pay the Special Tax based upon a claim of exemption or, in the case of the
-40-
federal government or an agency thereof, immunity from taxation, thereby resulting in an increased tax burden on the remaining taxed parcels.
Property Tax Delinquencies. Failure of the owners of Taxable Property to pay property taxes (and, consequently, the Special Tax), or delays in the collection of or inability to collect the Special Tax by tax sale or foreclosure and sale of the delinquent parcels, could result in a deficiency in the collection of Special Tax Revenues. See “–Property Tax Delinquencies” below.
Delays Following Special Tax Delinquencies and Foreclosure Sales. The Fiscal Agent Agreement generally provides that the Special Tax is to be collected in the same manner as ordinary ad valorem property taxes are collected and, except as provided in the special covenant for foreclosure described in “SECURITY FOR THE BONDS – Delinquent Payments; Covenant to Foreclosure” and in the Act, is subject to the same penalties and the same procedure, sale and lien priority in case of delinquency as is provided for ordinary ad valorem property taxes. Under these procedures, if taxes are unpaid for a period of five years or more, the property is deeded to the State and then is subject to sale by the County.
If sales or foreclosures of property are necessary, there could be a delay in payments to owners of the Bonds pending such sales or the prosecution of foreclosure proceedings and receipt by the City of the proceeds of sale if the Reserve Fund is depleted. See “SECURITY FOR THE BONDS – Delinquent Payments; Covenant to Foreclosure.”
The ability of the City to collect interest and penalties specified by State law and to foreclose against properties having delinquent Special Tax installments may be limited in certain respects with regard to properties in which the Federal Deposit Insurance Corporation (the “FDIC”) has or obtains an interest. The FDIC would obtain such an interest by taking over a financial institution that has made a loan that is secured by property within the District. See “ – FDIC/Federal Government Interests in Properties” below.
Other laws generally affecting creditors’ rights or relating to judicial foreclosure may affect the ability to enforce payment of Special Taxes or the timing of enforcement of Special Taxes. For example, the Soldiers and Sailors Civil Relief Act of 1940 affords protections such as a stay in enforcement of the foreclosure covenant, a six-month period after termination of military service to redeem property sold to enforce the collection of a tax or assessment and a limitation on the interest rate on the delinquent tax or assessment to persons in military service if the court concludes the ability to pay such taxes or assessments is materially affected by reason of such service.
-41-
Bankruptcy Delays
The payment of the Special Tax and the ability of the City to foreclose the lien of a delinquent unpaid Special Tax, as discussed in “SECURITY FOR THE BONDS,” may be limited by bankruptcy, insolvency or other laws generally affecting creditors’ rights or by the laws of the State of California relating to judicial foreclosure. The various legal opinions to be delivered concurrently with the delivery of the Bonds (including Bond Counsel’s approving legal opinion) will be qualified as to the enforceability of the various legal instruments by bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights, by the application of equitable principles and by the exercise of judicial discretion in appropriate cases.
Although bankruptcy proceedings would not cause the Special Taxes to become extinguished, bankruptcy of a property owner or any other person claiming an interest in the property could result in a delay in superior court foreclosure proceedings and could result in the possibility of Special Tax installments not being paid in part or in full. Such a delay would increase the likelihood of a delay or default in payment of the principal of and interest on the Bonds.
In addition, the amount of any lien on property securing the payment of delinquent Special Taxes could be reduced if the value of the property were determined by the bankruptcy court to have become less than the amount of the lien, and the amount of the delinquent Special Taxes in excess of the reduced lien could then be treated as an unsecured claim by the court.
Any such stay of the enforcement of the lien for the Special Tax, or any such delay or non- payment, would increase the likelihood of a delay or default in payment of the principal of and interest on the Bonds and the possibility of delinquent Special Taxes not being paid in full.
Property Tax Delinquencies
General. Delinquencies in the payment of property taxes and, consequently, the Special Taxes, can occur because the owners of delinquent parcels may not have received property tax bills from the County in a timely manner. Delinquencies can also reflect economic difficulties and duress by the property owner.
Numerous future delinquencies by the owners of Taxable Property in the District in the payment of property taxes (and, consequently, the Special Taxes, which are collected on the ordinary property tax bills) when due could result in a deficiency in Special Tax Revenues necessary to pay debt service on the Bonds, which could in turn result in the depletion of the Reserve Fund, prior to reimbursement from the resale of foreclosed property or payment of the delinquent Special Tax. In that event, there could be a delay or failure in payments of the principal of and interest on the Bonds. See “SECURITY FOR THE BONDS –Reserve Fund.”
Measures to Mitigate Consequences of Continuing Delinquencies. The City intends to take certain actions designed to mitigate the impact of future delinquencies, including:
enforcing the lien of the Special Taxes through collection procedures that will include foreclosure actions under certain circumstances (see “SECURITY FOR THE BONDS – Delinquent Payments; Covenant to Foreclosure”); and increasing the levy of Special Taxes against non-delinquent property owners in the District, to the extent permitted under the Rate and Method and the Act and to the extent the Special Taxes are not already being levied at the Maximum Annual Special Tax rate.
-42-
Risks Related to Homeowners With High Loan-to-Value Ratios
Any future decline in home values or over-borrowing by homeowners in the District could result in property owner unwillingness or inability to pay mortgage payments, as well as ad valorem property taxes and Special Taxes, when due. Under such circumstances, bankruptcies are likely to increase. Bankruptcy by homeowners with delinquent Special Taxes would delay the commencement and completion of foreclosure proceedings to collect delinquent Special Taxes.
It is possible that laws could be enacted in the future to assist homeowners in default in the payment of mortgages and property taxes. It is further possible that federal laws could be enacted that would adversely impact the ability of the City to foreclose on parcels with delinquent Special Taxes. No assurance can be given that any such laws will be enacted, or if enacted will be effective in assisting affected homeowners.
Payment of Special Tax is Not a Personal Obligation of the Property Owners
Parcel owners in the District are not personally obligated to pay the Special Taxes.
Rather, the Special Taxes are an obligation running only against the parcels of Taxable Property. If, after a default in the payment of the Special Tax and a foreclosure sale by the City, the resulting proceeds are insufficient, taking into account other obligations also constituting a lien against the affected parcels of Taxable Property, the City has no recourse against the owner.
Property Values
The value of Taxable Property within the District is a critical factor in determining the investment quality of the Bonds. If a property owner defaults in the payment of the Special Tax, the City’s only remedy is to foreclose on the delinquent property in an attempt to obtain funds with which to pay the delinquent Special Tax. Land values could be adversely affected by economic and other factors beyond the City’s control, such as a general economic downturn, relocation of employers out of the area, shortages of water, electricity, natural gas or other utilities, destruction of property caused by earthquake, flood, wildfires, or other natural disasters, environmental pollution or contamination, or unfavorable economic conditions.
The following is a discussion of specific risk factors that could affect the value of property in the District.
Natural Disasters. The value of the Taxable Property in the future can be adversely affected by a variety of natural occurrences, particularly those that may affect infrastructure and other public improvements and private improvements on the Taxable Property and the continued habitability and enjoyment of such private improvements.
The areas in and surrounding the District, like those in much of California, may be subject to unpredictable seismic activity, including earthquakes. See “THE DISTRICT – Environmental Matters.”
Other natural disasters could include, without limitation, floods, wildfires, droughts or tornadoes. One or more natural disasters could occur and could result in damage to improvements of varying seriousness. The damage may entail significant repair or replacement costs and that repair or replacement may never occur either because of the cost, or because
-43-
repair or replacement will not facilitate habitability or other use, or because other considerations preclude such repair or replacement. Under any of these circumstances there could be significant delinquencies in the payment of Special Taxes, and the value of the Taxable Property may well depreciate or disappear.
Legal Requirements. Other events that may affect the value of Taxable Property include changes in the law or application of the law. Such changes may include, without limitation, local growth control initiatives, local utility connection moratoriums and local application of statewide tax and governmental spending limitation measures.
Hazardous Substances. One of the most serious risks in terms of the potential reduction in the value of Taxable Property is a claim with regard to a hazardous substance. In general, the owners and operators of Taxable Property may be required by law to remedy conditions of the parcel relating to releases or threatened releases of hazardous substances. The federal Comprehensive Environmental Response, Compensation and Liability Act of 1980, sometimes referred to as “CERCLA” or the “Superfund Act,” is the most well-known and widely applicable of these laws, but California laws with regard to hazardous substances are also stringent and similar. Under many of these laws, the owner or operator is obligated to remedy a hazardous substance condition of property whether or not the owner or operator has anything to do with creating or handling the hazardous substance. The effect, therefore, should any of the Taxable Property be affected by a hazardous substance, is to reduce the marketability and value of the parcel by the costs of remedying the condition, because the purchaser, upon becoming owner, will become obligated to remedy the condition.
The property values set forth in this Official Statement do not take into account the possible reduction in marketability and value of any of the Taxable Property by reason of the possible liability of the owner or operator for the remedy of a hazardous substance condition of the parcel. Although the City is not aware that the owner or operator of any of the Taxable Property has such a current liability with respect to any of the Taxable Property, it is possible that such liabilities do currently exist and that the City is not aware of them.
Further, it is possible that liabilities may arise in the future with respect to any of the Taxable Property resulting from the existence, currently, on the parcel of a substance presently classified as hazardous but that has not been released or the release of which is not presently threatened, or may arise in the future resulting from the existence, currently on the parcel of a substance not presently classified as hazardous but that may in the future be so classified.
Further, such liabilities may arise not simply from the existence of a hazardous substance but from the method of handling it. All of these possibilities could significantly affect the value of Taxable Property that is realizable upon a delinquency.
Wildfires and Fire Insurance
In the past, drought conditions in the State have led to increased risk of wildfire. In particular, certain electrical operators in the State have seen their distribution/transmission lines cause billions of dollars in property damage and the loss of lives. In 2023, as in several prior years, for example, devastating wildfires burned in various communities in California, causing wide-spread damage. In 2025, communities in Los Angeles County, including Pacific Palisades, Malibu and Altadena, experienced widespread devastation from wildfires causing losses of life, thousands of burned homes, and billions of dollars in property damage. Although not located in a very high fire hazard severity zone, no assurance can be given that wildfires will not erupt in
-44-
the District and negatively impact the property in the District or the willingness and ability of taxpayers to pay property taxes in the future.
On January 16, 2025, Governor Gavin Newsom issued Executive Order N-10-25 (the “Governor’s Order”) which canceled penalties, costs and interest on overdue property taxes (including special taxes) within certain zip codes affected by the Palisades Fire and the Altadena Fire during calendar year 2025. This type of action could cause a delay in the payment of special taxes by certain property owners in any community facilities districts affected by such an order. Unless the majority of property owners within the community facilities districts pay their special taxes voluntarily or have mortgage impound accounts, it is likely that the community facilities districts will need to draw upon a reserve fund to make debt service payments on outstanding bonds prior to the expiration of the Governor’s Order and it is possible that outstanding bonds will experience a payment default. In the event of a major fire or other natural disaster affecting the District, a similar order affecting the District could impact the debt service payment for the Bonds.
Various insurance companies in the State have restricted the availability of fire insurance in the State. Should homeowners within the District be unable to obtain fire insurance, they may not be able to qualify for a mortgage, which in turn may affect the rate of home sales within the District.
Other Possible Claims Upon the Value of Taxable Property
While the Special Taxes are secured by the taxable property in the District, the security only extends to the value of such taxable property that is not subject to priority and parity liens and similar claims.
The table in the section entitled “OWNERSHIP AND VALUE OF PROPERTY WITHIN THE DISTRICT –Overlapping Liens and Priority of Lien” shows the presently outstanding amount of governmental obligations (with stated exclusions), the tax or assessment for which is or may become an obligation of one or more of the parcels of taxable property in the District.
The table also states the additional amount of general obligation bonds the tax for which, if and when issued, may become an obligation of one or more of the parcels of taxable property in the District. The table does not specifically identify which of the governmental obligations are secured by liens on one or more of the parcels of such taxable property.
In addition, other governmental obligations may be authorized and undertaken or issued in the future, the tax, assessment or charge for which may become an obligation of one or more of the parcels of taxable property in the District and may be secured by a lien on a parity with the lien of the Special Tax securing the Bonds.
In general, as long as the Special Tax is collected on the County tax roll, the Special Tax and all other taxes, assessments and charges also collected on the tax roll are on a parity, that is, are of equal priority. Questions of priority become significant when collection of one or more of the taxes, assessments or charges is sought by some other procedure, such as foreclosure and sale. In the event of proceedings to foreclose for delinquency of Special Taxes securing the Bonds, the Special Tax will be subordinate only to existing prior governmental liens, if any.
Otherwise, in the event of such foreclosure proceedings, the Special Taxes will generally be on a parity with the other taxes, assessments and charges, and will share the proceeds of such foreclosure proceedings on a pro rata basis. Although the Special Taxes will generally have priority over non-governmental liens on a taxable parcel, regardless of whether the non-
-45-
governmental liens were in existence at the time of the levy of the Special Tax or not, this result may not apply in the case of bankruptcy. See “– Bankruptcy and Foreclosure Delays” below.
Exempt Properties
Certain properties are exempt from the Special Tax in accordance with the Rate and Method and the Act, which provides that properties or entities of the state, federal or local government are exempt from the Special Tax; provided, however, that property within the District acquired by a public entity through a negotiated transaction or by gift or devise, which is not otherwise exempt from the Special Tax, will continue to be subject to the Special Tax. See “SECURITY FOR THE BONDS – Rate and Method.”
In addition, although the Act provides that if property subject to the Special Tax is acquired by a public entity through eminent domain proceedings, the obligation to pay the Special Tax with respect to that property is to be treated as if it were a special assessment, the constitutionality and operation of these provisions of the Act have not been tested, meaning that such property could become exempt from the Special Tax. The Act further provides that no other properties or entities are exempt from the Special Tax unless the properties or entities are expressly exempted in a resolution of consideration to levy a new special tax or to alter the rate or method of apportionment of an existing special tax.
FDIC/Federal Government Interests in Properties
General. The ability of the City to foreclose the lien of delinquent unpaid Special Tax installments may be limited with regard to properties in which the FDIC, the Drug Enforcement Agency, the Internal Revenue Service, or other federal agency has or obtains an interest.
Federal courts have held that, based on the supremacy clause of the United States Constitution, in the absence of Congressional intent to the contrary, a state or local agency cannot foreclose to collect delinquent taxes or assessments if foreclosure would impair the federal government interest.
The supremacy clause of the United States Constitution reads as follows: “This Constitution, and the Laws of the United States which shall be made in Pursuance thereof; and all Treaties made, or which shall be made, under the Authority of the United States, shall be the supreme Law of the Land; and the Judges in every State shall be bound thereby, any Thing in the Constitution or Laws of any State to the contrary notwithstanding.”
This means that, unless Congress has otherwise provided, if a federal governmental entity owns a parcel that is subject to Special Taxes but does not pay taxes and assessments levied on the parcel (including Special Taxes), the applicable state and local governments cannot foreclose on the parcel to collect the delinquent taxes and assessments.
Moreover, unless Congress has otherwise provided, if the federal government has a mortgage interest in the parcel and the City wishes to foreclose on the parcel as a result of delinquent Special Taxes, the property cannot be sold at a foreclosure sale unless it can be sold for an amount sufficient to pay delinquent taxes and assessments on a parity with the Special Taxes and preserve the federal government’s mortgage interest. In Rust v. Johnson (9th Circuit; 1979) 597 F.2d 174, the United States Court of Appeal, Ninth Circuit held that the Federal National Mortgage Association (“FNMA”) is a federal instrumentality for purposes of this doctrine, and not a private entity, and that, as a result, an exercise of state power over a
-46-
mortgage interest held by FNMA constitutes an exercise of state power over property of the United States.
The City has not undertaken to determine whether any federal governmental entity currently has, or is likely to acquire, any interest (including a mortgage interest) in any of the parcels subject to the Special Taxes, and therefore expresses no view concerning the likelihood that the risks described above will materialize while the Bonds are outstanding.
FDIC. In the event that any financial institution making any loan which is secured by real property within the District is taken over by the FDIC, and prior thereto or thereafter the loan or loans go into default, resulting in ownership of the property by the FDIC, then the ability of the District to collect interest and penalties specified by State law and to foreclose the lien of delinquent unpaid Special Taxes may be limited.
The FDIC’s policy statement regarding the payment of state and local real property taxes (the “Policy Statement”) provides that property owned by the FDIC is subject to state and local real property taxes only if those taxes are assessed according to the property’s value, and that the FDIC is immune from real property taxes assessed on any basis other than property value.
According to the Policy Statement, the FDIC will pay its property tax obligations when they become due and payable and will pay claims for delinquent property taxes as promptly as is consistent with sound business practice and the orderly administration of the institution’s affairs, unless abandonment of the FDIC’s interest in the property is appropriate. The FDIC will pay claims for interest on delinquent property taxes owed at the rate provided under state law, to the extent the interest payment obligation is secured by a valid lien. The FDIC will not pay any amounts in the nature of fines or penalties and will not pay nor recognize liens for such amounts. If any property taxes (including interest) on FDIC-owned property are secured by a valid lien (in effect before the property became owned by the FDIC), the FDIC will pay those claims. The Policy Statement further provides that no property of the FDIC is subject to levy, attachment, garnishment, foreclosure or sale without the FDIC’s consent. In addition, the FDIC will not permit a lien or security interest held by the FDIC to be eliminated by foreclosure without the FDIC’s consent.
The Policy Statement states that the FDIC generally will not pay non-ad valorem taxes, including special assessments, on property in which it has a fee interest unless the amount of tax is fixed at the time that the FDIC acquires its fee interest in the property, nor will it recognize the validity of any lien to the extent it purports to secure the payment of any such amounts.
Special taxes imposed under the Mello-Roos Act and a Rate and Method which determines the special tax due each year are specifically identified in the Policy Statement as being imposed each year and therefore covered by the FDIC’s federal immunity. The Ninth Circuit issued a ruling on August 28, 2001, in which it determined that the FDIC, as a federal agency, is exempt from special taxes levied under the Act.
The City is unable to predict what effect the application of the Policy Statement would have in the event of a delinquency in the payment of Special Taxes on a parcel within the District in which the FDIC has or obtains an interest, although prohibiting the lien of the Special Taxes to be foreclosed out at a judicial foreclosure sale could reduce or eliminate the number of persons willing to purchase a parcel at a foreclosure sale. Such an outcome could cause a draw on the Reserve Fund and perhaps, ultimately, if enough property were to become owned by the FDIC, a default in payment on the Bonds.
Depletion of Reserve Fund
-47-
The Reserve Fund is to be maintained at an amount equal to the Reserve Requirement for the Bonds. See “SECURITY FOR THE BONDS –Reserve Fund.” The Reserve Fund will be used to pay principal of and interest on the Bonds if insufficient funds are available from the proceeds of the levy and collection of the Special Tax against property within the District. If the Reserve Fund is depleted (or a Qualified Reserve Fund Credit Instrument is no longer in effect, such as the Reserve Surety), it can be replenished from the proceeds of the levy and collection of the Special Taxes that exceed the amounts to be paid to the owners of the Bonds under the Fiscal Agent Agreement. However, because the Special Tax levy is limited to the annual Maximum Annual Special Tax rates, it is possible that no replenishment would be achieved if the Special Tax proceeds, together with other available funds, remain insufficient to pay all such amounts. Thus it is possible that the Reserve Fund will be depleted and not be replenished by the levy and collection of the Special Taxes.
Disclosure to Future Purchasers
The City has recorded a notice of the Special Tax lien in the Office of the County Recorder. While title companies normally refer to such notices in title reports, there can be no guarantee that such reference will be made or, if made, that a prospective purchaser or lender will consider such special tax obligation in the purchase of a parcel of land or a home in the District or the lending of money secured by property in the District. Failure by a purchaser or lessor to consider or understand the nature and existence of the Special Tax, could adversely affect the willingness and ability of the purchaser or lessor to pay the Special Tax when due.
No Acceleration Provisions
The Bonds do not contain a provision allowing for their acceleration in the event of a payment default or other default under the terms of the Bonds or the Fiscal Agent Agreement.
Under the Fiscal Agent Agreement, a Bondholder is given the right for the equal benefit and protection of all Bond owners similarly situated to pursue certain remedies. So long as the Bonds are in book-entry form, DTC will be the sole Bondholder and will be entitled to exercise all rights and remedies of Bond holders.
Pandemic Diseases
In recent years, public health authorities have warned of threats posed by outbreaks of disease and other public health threats. Pandemic diseases arising in the future could have significant adverse health and financial impacts throughout the world, leading to loss of jobs and personal financial hardships, and/or actions by federal, State and local governmental authorities to contain or mitigate the effects of an outbreak.
Taxpayer assistance measures may include deferral of due dates of property taxes, which was an assistance program during the COVID-19 pandemic, and with or without a deferral some taxpayers may be unable to make their property and Special Tax payments. No assurance can be given that the property tax payment dates will not be deferred in the future, which may cause a delay in the receipt of Special Taxes. In addition, home values may be affected by a reduction in demand stemming from personal finances, or general widespread economic circumstances resulting from pandemic diseases.
Cyber Security
-48-
The City, like many other public and private entities, relies on computer and other digital networks and systems to conduct its operations. As a recipient and provider of personal, private or other sensitive electronic information, the City is potentially subject to multiple cyber threats, including without limitation hacking, viruses, ransomware, malware and other attacks. No assurance can be given that the City’s efforts to manage cyber threats and attacks will be successful in all cases, or that any such attack will not materially impact the operations or finances of the City or the District, or the administration of the Bonds. The City is also reliant on other entities and service providers in connection with the administration of the Bonds, including without limitation the County tax collector for the levy and collection of Special Taxes, the Fiscal Agent, and the dissemination agent. No assurance can be given that the City, the District and these other entities will not be affected by cyber threats and attacks in a manner that may affect the Bond owners.
Potential Early Redemption of Bonds from Prepayments
Property owners within the District are permitted to prepay their Special Tax obligation at any time. Such prepayments could also be made from the proceeds of bonds issued by or on behalf of an overlapping special assessment district or community facilities district. Such prepayments will result in a redemption of the Bonds on the interest payment date for which timely notice may be given under the Fiscal Agent Agreement following the receipt of the prepayment. The resulting redemption of Bonds that were purchased at a price greater than par could reduce the otherwise expected yield on such Bonds.
-49-
CONSTITUTIONAL LIMITATIONS ON TAXATION AND APPROPRIATIONS
Article XIIIA of the State Constitution, commonly known as “Proposition 13,” provides that each county will levy the maximum ad valorem property tax permitted by Proposition 13 and will distribute the proceeds to local agencies in accordance with an allocation formula based in part on pre-Proposition 13 ad valorem property tax rates levied by local agencies.
Article XIIIA limits the maximum ad valorem tax on real property to 1% of “full cash value,” which is defined as the County Assessor’s valuation of real property as shown on the 1975-76 tax bill under full cash value, or, thereafter, the appraised value of real property when purchased, newly constructed, or a change in ownership has occurred after the 1975 assessment. The full cash value may be adjusted annually to reflect increases of no more than 2% per year or decreases in the consumer price index or comparable local data, or declining property value caused by damage, destruction or other factors.
Article XIIIA exempts from the 1% tax limitation any taxes to repay indebtedness approved by the voters prior to July 1, 1978, and requires a vote of two-thirds of the qualified electorate to impose Special Taxes or any additional ad valorem, sales, or transaction taxes on real property. In addition, Article XIIIA requires the approval of two-thirds of all members of the State Legislature to change any State laws resulting in increased tax revenues. On June 3, 1986, State voters approved an amendment to Article XIIIA of the State Constitution to allow local governments and school districts to raise their property tax rates above the constitutionally mandated 1% ceiling for the purpose of paying off certain new general obligation debt issued for the acquisition or improvement of real property and approved by two-thirds of the votes cast by the qualified electorate. If any such voter-approved debt is issued, it may be on a parity with the lien of the Special Tax on the parcels within the District.
State and local government agencies in the State, and the State itself are subject to annual appropriation limits, imposed by Article XIIIB of the State Constitution. Article XIIIB prohibits government agencies and the State from spending “appropriations subject to limitation” in excess of the appropriations limits imposed. “Appropriations subject to limitation” are authorizations to spend “proceeds of taxes,” which consist of tax revenues, certain state subventions and certain other funds, including proceeds from regulatory licenses, user charges or other fees to the extent that such proceeds exceed the cost reasonably borne by such entity in providing the regulation, product or service. No limit is imposed on appropriations of funds which are not “proceeds of taxes” such as debt service on indebtedness existing or authorized before January 1, 1979, or subsequently authorized by the voters, appropriations required to comply with mandates of courts or the federal government, reasonable user charges or fees and certain other non-tax funds.
-50-
CONTINUING DISCLOSURE
The City has agreed for the benefit of owners of the Bonds to provide certain financial information and operating data relating to the District by not later than nine months after the end of the City’s fiscal year (presently June 30) in each year (the “City Annual Report”) commencing with its report for the 2025-26 fiscal year (due April 1, 2027) and to provide notices of the occurrence of certain enumerated events.
The City Annual Report, Developer Annual Reports and notice of a listed event will be filed with the Municipal Securities Rulemaking Board. The covenants of the City have been made in order to assist the Underwriter in complying with Securities Exchange Commission Rule 15c2-12(b)(5) (the “Rule”). The specific nature of the information to be contained in the annual reports or the notices of listed events by the City and the Developer is summarized in “APPENDIX E – Forms of Continuing Disclosure Undertaking.”
A review of the City’s compliance with prior continuing disclosure undertakings in the last five years indicates that the City has been in compliance during such period, other than being two days late on a financial statements filing.
The City has engaged contract support for the preparation and filing of its continuing disclosure reports, including as to the District, in order to ensure compliance with future continuing disclosure obligations.
RATINGS
S&P Global Ratings, a business unit of Standard & Poor’s Financial Services LLC (“S&P”) is anticipated to assign the Bonds its municipal bond rating of “__” with the understanding that upon delivery of the Bonds, the Policy will be issued by ____. S&P has assigned an underlying rating of “__” to the Bonds.
Such ratings reflect only the views of S&P and any desired explanation of the significance of such ratings should be obtained from S&P. Generally, a rating agency bases its ratings on the information and materials furnished to it and on investigations, studies and assumptions of its own. There is no assurance such ratings will continue for any given period of time or that such ratings will not be revised downward or withdrawn entirely by S&P, if in the judgment of S&P, circumstances so warrant. Any such downward revision or withdrawal of such ratings may have an adverse effect on the market price for the Bonds.
UNDERWRITING
The Bonds were purchased through negotiation by Piper Sandler & Co. (the “Underwriter”). The Underwriter agreed to purchase the Bonds at a price of $_________ (which is equal to the par amount of the Bonds, less an original issue discount of $_________ and less the Underwriter’s discount of $_________). The initial public offering prices set forth on the inside cover page hereof may be changed by the Underwriter. The Underwriter may offer and sell the Bonds to certain dealers and others at a price lower than the public offering prices set forth on the inside cover page hereof.
-51-
MUNICIPAL ADVISOR
Fieldman, Rolapp & Associates, Inc. has acted as municipal advisor (the “Municipal Advisor”) to the City in conjunction with the issuance of the Bonds. The Municipal Advisor has assisted in matters related to the planning, structuring, execution, and delivery of the Bonds.
The Municipal Advisor will receive compensation contingent upon the sale and delivery of the Bonds. The Municipal Advisor has not audited, authenticated, or otherwise independently verified the information set forth in this Official Statement, or any other related information available, with respect to accuracy and completeness of disclosure of such information.
Because of this limited participation, the Municipal Advisor makes no guaranty, warranty, or other representation with respect to the accuracy or completeness of this Official Statement, or any other matter related to this Official Statement.
LEGAL OPINION
The validity of the Bonds and certain other legal matters are subject to the approving opinion of Jones Hall LLP, Bond Counsel. A complete copy of the proposed form of Bond Counsel opinion is contained in APPENDIX C to this Official Statement, and the final opinion will be made available to registered owners of the Bonds at the time of delivery. The fees of Bond Counsel are contingent upon the sale and delivery of the Bonds.
TAX MATTERS
Federal Tax Status. In the opinion of Jones Hall LLP, San Mateo, California, Bond Counsel, subject, however to the qualifications set forth below, under existing law, the interest on the Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax. Interest on the Bonds may be subject to the corporate alternative minimum tax.
The opinions set forth in the preceding paragraph are subject to the condition that the District comply with all requirements of the Internal Revenue Code of 1986, as amended (the “Tax Code”) that must be satisfied subsequent to the issuance of the Bonds. The District has covenanted to comply with each such requirement. Failure to comply with certain of such requirements may cause the inclusion of such interest in gross income for federal income tax purposes to be retroactive to the date of issuance of the Bonds.
Tax Treatment of Original Issue Discount and Premium. If the initial offering price to the public at which a Bond is sold is less than the amount payable at maturity thereof, then such difference constitutes “original issue discount” for purposes of federal income taxes and State of California personal income taxes. If the initial offering price to the public at which a Bond is sold is greater than the amount payable at maturity thereof, then such difference constitutes “original issue premium” for purposes of federal income taxes and State of California personal income taxes. De minimis original issue discount and original issue premium are disregarded.
Under the Tax Code, original issue discount is treated as interest excluded from federal gross income and exempt from State of California personal income taxes to the extent properly allocable to each owner thereof subject to the limitations described in the first paragraph of this section. The original issue discount accrues over the term to maturity of the Bond on the basis of a constant interest rate compounded on each interest or principal payment date (with straight- line interpolations between compounding dates). The amount of original issue discount
-52-
accruing during each period is added to the adjusted basis of such Bonds to determine taxable gain upon disposition (including sale, redemption, or payment on maturity) of such Bond. The Tax Code contains certain provisions relating to the accrual of original issue discount in the case of purchasers of the Bonds who purchase the Bonds after the initial offering of a substantial amount of such maturity. Owners of such Bonds should consult their own tax advisors with respect to the tax consequences of ownership of Bonds with original issue discount, including the treatment of purchasers who do not purchase in the original offering to the public at the first price at which a substantial amount of such Bonds is sold to the public.
Under the Tax Code, original issue premium is amortized on an annual basis over the term of the Bond (said term being the shorter of the Bond’s maturity date or its call date). The amount of original issue premium amortized each year reduces the adjusted basis of the owner of the Bond for purposes of determining taxable gain or loss upon disposition. The amount of original issue premium on a Bond is amortized each year over the term to maturity of the Bond on the basis of a constant interest rate compounded on each interest or principal payment date (with straight-line interpolations between compounding dates). Amortized Bond premium is not deductible for federal income tax purposes. Owners of premium Bonds, including purchasers who do not purchase in the original offering, should consult their own tax advisors with respect to State of California personal income tax and federal income tax consequences of owning such Bonds.
California Tax Status. In the further opinion of Bond Counsel, interest on the Bonds is exempt from California personal income taxes.
Other Tax Considerations. Current and future legislative proposals, if enacted into law, clarification of the Tax Code or court decisions may cause interest on the Bonds to be subject, directly or indirectly, to federal income taxation or to be subject to or exempted from state income taxation, or otherwise prevent beneficial owners from realizing the full current benefit of the tax status of such interest. The introduction or enactment of any such legislative proposals, clarification of the Tax Code or court decisions may also affect the market price for, or marketability of, the Bonds. It cannot be predicted whether or in what form any such proposal might be enacted or whether, if enacted, such legislation would apply to bonds issued prior to enactment.
The opinions expressed by Bond Counsel are based upon existing legislation and regulations as interpreted by relevant judicial and regulatory authorities as of the date of such opinion, and Bond Counsel has expressed no opinion with respect to any proposed legislation or as to the tax treatment of interest on the Bonds, or as to the consequences of owning or receiving interest on the Bonds, as of any future date. Prospective purchasers of the Bonds should consult their own tax advisors regarding any pending or proposed federal or state tax legislation, regulations or litigation, as to which Bond Counsel expresses no opinion.
Owners of the Bonds should also be aware that the ownership or disposition of, or the accrual or receipt of interest on, the Bonds may have federal or state tax consequences other than as described above. Other than as expressly described above, Bond Counsel expresses no opinion regarding other federal or state tax consequences arising with respect to the Bonds, the ownership, sale or disposition of the Bonds, or the amount, accrual or receipt of interest on the Bonds.
-53-
LITIGATION
At the time of delivery of and payment for the Bonds, the City Attorney will deliver his opinion that to the best of his knowledge there is no action, suit, proceeding, inquiry or investigation at law or in equity before or by any court or regulatory agency pending against the City affecting its existence or the titles of its officers to office or seeking to restrain or to enjoin the issuance, sale or delivery of the Bonds, the application of the proceeds thereof in accordance with the Fiscal Agent Agreement, or the collection or application of the Special Tax to pay the principal of and interest on the Bonds, or in any way contesting or affecting the validity or enforceability of the Bonds, the Fiscal Agent Agreement or any action of the City contemplated by any of said documents, or in any way contesting the completeness or accuracy of this Official Statement or any amendment or supplement thereto, or contesting the powers of the City or its authority with respect to the Bonds or any action of the City contemplated by any of said documents.
EXECUTION
The execution and delivery of this Official Statement by the City has been duly authorized by the City Council on behalf of the District.
CITY OF ROSEVILLE
By:
Assistant City Manager/Chief Financial
Officer
A-1
APPENDIX A
AMENDED RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
B-1
APPENDIX B
THE CITY OF ROSEVILLE AND PLACER COUNTY
The District is located in the City of Roseville (the “City”), which is located in southwestern Placer County (the “County”), California (the “State”). Certain financial and economic data for the City, County and State are presented in this appendix for information purposes only. The Bonds are not a debt or obligation of the City, County or State, but are a limited obligation of the City secured solely by the Special Tax Revenues generated in the District and certain other funds held pursuant to the Fiscal Agent Agreement, all as described in more detail in this Official Statement.
General
The City is located in Placer County, which is located in the Sacramento Valley near the foothills of the Sierra Nevada mountain range, about 16 miles northeast of Sacramento and 110 miles east of San Francisco. The City presently occupies 43 square miles in the southwestern part of the County and is the largest city in the County as well as the residential and business center of the County. It is bordered by Sacramento County to the south, the City of Rocklin to the north and un-incorporated Placer County to the east and west. The estimated population of the City as of January 1, 2025 was approximately 158,494.
The City has warm summers typical of central California, with an average July temperature of 77 degrees. Winter temperatures are moderate; the average January temperature is 46 degrees. The temperature drops below freezing an average of eight days per year. Rainfall averages 20 inches annually and falls mostly during the winter.
The City is predominately comprised of residential housing, small and large businesses, as well as numerous retail centers, the latter of which play a vital role in the economy of the City. The City has the thirteenth highest retail sales of all cities in the State, and the City is considered a regional shopping destination. The Westfield Galleria at Roseville is the main shopping center in the City and the second largest shopping mall in Northern California. Across from the Westfield Galleria lies the “Fountains at Roseville,” a 330,000 square foot retail center, containing additional stores and several recreation centers. Plans call for future construction of hotel, additional retail, and office buildings in connection with the Fountains at Roseville project.
In addition to the Westfield Galleria and Fountains at Roseville, the City has many shopping plazas surrounding the Westfield Galleria and the Douglas Boulevard financial corridor. The City is also home to one of the largest auto malls in the United States and a popular water park, Roseville Golfland-SunSplash.
Municipal Government
The City was incorporated on April 10, 1909 and is a charter city. The City operates under the council-manager form of government, with a five-member City Council elected at large for staggered four-year terms. At each election, the council member receiving the most votes is appointed mayor pro-tempore for two years and becomes mayor for the final two years.
City services include, among others, police and fire protection, library services, street maintenance, and parks and recreation. The City also owns two golf courses and provides its own electricity, water, sewer and refuse services to its citizens.
B-2
Population
The following table sets forth population estimates for the City, County and State for the past five years.
POPULATION ESTIMATES
City, County and State
Calendar Years 2021 through 2025, as of January 1
Year
City of
Roseville Placer County State of California
2021 148,851 407,282 39,369,530
2022 151,516 409,924 39,179,680
2023 152,858 410,319 39,228,444
2024 157,304 420,436 39,420,663
2025 158,494 421,446 39,529,101
Source: California State Department of Finance.
B-3
Effective Buying Income
Effective buying income (“EBI”) is designated as personal income less personal tax and non-tax payments. Personal income is the aggregate of wages and salaries, other labor income (such as employer contributions to private pension funds), proprietor’s income, rental income (which includes imputed rental income of owner-occupants of non-farm dwellings), dividends paid by corporations, personal interest income from all sources, and transfer payments (such as pensions and welfare assistance). Deducted from this total are personal taxes (federal, state and local), non-tax payments (such as fines, fees, penalties), and personal contributions for social insurance. Effective buying income is a bulk measure of market potential. It indicates the general ability to buy and is essential in comparing, selecting and grouping markets on that basis. The following table demonstrates the growth in annual estimated EBI for the City, the County, the State and the United States.
EFFECTIVE BUYING INCOME (EBI)
City, County, State and United States
As of January 1, 2022 through 2026
Year
Area
Total Effective
Buying Income
(000’s Omitted)
Median
Household
Effective Buying
Income
2022 City of Roseville $6,165,433 $87,539
Placer County 18,491,490 88,051
State of California 1,452,426,153 77,058
United States 11,208,582,541 64,448
2023 City of Roseville $6,996,310 $92,853
Placer County 19,349,979 91,862
State of California 1,461,799,662 77,175
United States 11,454,846,397 65,326
2024 City of Roseville $7,496,807 $95,863
Placer County 20,125,715 93,505
State of California 1,510,708,521 80,973
United States 11,987,185,826 67,876
2025 City of Roseville $7,682,133 $96,592
Placer County 20,632,478 95,193
State of California 1,557,429,767 82,725
United States 12,525,577,707 69,687
2026 City of Roseville $8,586,831 $103,888
Placer County 22,930,605 102,222
State of California 1,730,654,738 90,403
United States 13,932,177,817 75,433
Source: Claritas, LLC.
B-4
Employment and Industry
The unemployment rate in the Sacramento-Roseville-Folsom MSA was 5.2 percent in September 2025, down from a revised 5.4 percent in August 2025, and above the year-ago estimate of 4.6 percent. This compares with an unadjusted unemployment rate of 5.6 percent for California and 4.3 percent for the nation during the same period. The unemployment rate was 5.0 percent in El Dorado County, 4.5 percent in Placer County, 5.3 percent in Sacramento County, and 5.6 percent in Yolo County.
The table below provides information about employment rates and employment by industry type for the Sacramento MSA (which includes Sacramento, Placer, Yolo and El Dorado Counties) for the calendar years 2020 through 2024.
SACRAMENTO-ARDEN ARCADE-ROSEVILLE MSA
(El Dorado, Placer, Sacramento, Yolo Counties)
Employment by Industry
(March 2024 Benchmark)
2020 2021 2022 2023 2024
Civilian Labor Force (1) 1,115,200 1,126,000 1,139,700 1,163,400 1,180,700 Employment 1,018,500 1,054,600 1,096,600 1,114,500 1,125,600 Unemployment 96,800 71,400 43,000 48,900 55,100
Unemployment Rate 8.7% 6.3% 3.8% 4.2% 4.7%
Wage and Salary Employment (2)
Agriculture 8,300 9,000 8,600 9,000 8,900
Mining and Logging 500 500 500 500 400
Construction 70,200 74,900 77,100 74,900 76,500
Manufacturing 36,100 37,700 40,600 40,600 40,100
Wholesale Trade 26,600 26,900 28,300 28,400 28,200
Retail Trade 95,100 100,600 100,300 98,900 97,500
Transportation, Warehousing and Utilities 34,300 37,500 40,800 41,700 41,500 Information 10,200 10,100 10,500 10,000 9,400
Finance and Insurance 34,800 34,100 33,000 29,900 28,800 Real Estate and Rental and Leasing 16,900 17,700 18,800 18,200 17,800 Professional and Business Services 132,600 137,200 139,800 136,000 134,900 Educational and Health Services 164,000 168,800 175,600 187,300 198,900 Leisure and Hospitality 83,900 93,600 108,700 112,400 112,200 Other Services 31,000 33,300 36,100 38,200 39,200
Federal Government 14,800 14,500 14,400 14,500 14,800
State Government 121,700 127,300 129,800 134,300 136,600 Local Government 98,900 98,400 102,700 107,200 111,600
Total, All Industries (3) 979,800 1,021,900 1,065,400 1,081,900 1,097,300
(1) Labor force data is by place of residence; includes self-employed individuals, unpaid family workers, household domestic workers, and workers on strike.
(2) Industry employment is by place of work; excludes self-employed individuals, unpaid family workers, household domestic workers, and workers on strike.
(3) Totals may not add due to rounding.
Source: State of California Employment Development Department.
B-5
Major Employers
The following table lists the major employers within the County as of May 2026.
MAJOR EMPLOYERS
Placer County
(In Alphabetical Order)
May 2026
Employer Name Location Industry
Backyard Bar & BBQ Truckee Restaurants
City of Roseville Roseville Alternative Fuels
City of Roseville California Roseville City Government-Executive Offices Costco Wholesale Roseville Wholesale Clubs
Golfland Sunsplash Roseville Roseville Golf Courses-Miniature Hewlett Packard Enterprise Roseville Computers-System Designers & Consultants Munirs Co Roseville Office Buildings & Parks
Northstar California Truckee Resorts
Oracle Rocklin Software/Application/Platform Publishing Palisades Tahoe Alpine Lodge Alpine Meadows Skiing Centers & Resorts Placer County Food Stamps Auburn County Government-Social/Human Resources Placer County Sheriff Roseville Government Offices-County Placer County Sheriff Dept Tahoe City Government Offices-County PRIDE Industries Roseville Employment Agencies & Opportunities Resort At Squaw Creek Olympic Valley Hotels & Motels
Roseville Toyota Roseville Automobile Dealers-New Cars
Sheriff's Training Auburn Government Offices-County
Sierra Joint Cmnty Clg Dist Rocklin School Districts
Sutter Auburn Faith Hospital Auburn Hospitals
Sutter Roseville Med Ctr Fndtn Roseville Hospitals
Tasq Technology Roseville Importers (whls)
Thunder Valley Casino Resort Lincoln Casinos
Union Pacific Railroad Co Roseville Railroads
Walmart Neighborhood Market Rocklin Grocers-Retail
Walmart Supercenter Rocklin Department Stores
Source: State of California Employment Development Department, extracted from The America's Labor Market Information System (ALMIS) Employer Database, 2026 1st Edition.
.
B-6
The following table shows the principal employers in the City of Roseville, as shown in its Annual Comprehensive Financial Report for fiscal year ending June 30, 2025.
PRINCIPAL EMPLOYERS
City of Roseville
As of June 30, 2025
Employer
Percent of Total
Employment
Kaiser Permanente 6.52%
Sutter Health Roseville Medical Group 5.39
Adventist Health 1.66
City of Roseville 1.51
Roseville City School District 1.22
Penumbra 1.12
Roseville Joint Union High School 1.04
Hewlett-Packard 1.00
PRIDE Industries 0.91
Union Pacific Railroad Company 0.68
Source: City of Roseville Annual Comprehensive Financial Report for Fiscal Year 2024-25.
Commercial Activity
A summary of historical taxable sales within the City and the County during the past five years in which data is available is shown in the following tables.
Total taxable transactions in the City of Roseville during the first two quarters of calendar year 2025 were reported to be $2,902,294,453, a 2.19% decrease in total taxable transactions of $2,967,178,470 reported during the comparable two quarters of calendar year 2024.
TAXABLE TRANSACTIONS
City of Roseville
(Dollars in Thousands)
Retail Stores Total All Outlets
Number
of Permits
Taxable
Transactions
Number
of Permits
Taxable
Transactions
2020 3,912 $3,692,180 5,968 $4,425,817
2021 3,623 4,800,774 5,602 5,618,718
2022 3,676 5,056,345 5,847 5,960,761
2023 3,600 4,942,709 5,725 5,837,083
2024 3,683 4,810,379 5,916 5,879,928
Source: State Department of Tax and Fee Administration.
The total taxable sales during the first two quarters of calendar year 2025 in Placer County were reported to be $6,656,582,164, a 1.38% increase in the total taxable sales of $6,566,029,318 reported during the comparable two quarters of calendar year 2024.
B-7
TAXABLE TRANSACTIONS
Placer County
(Dollars in Thousands)
Retail Stores Total All Outlets
Number
of Permits
Taxable
Transactions
Number
of Permits
Taxable
Transactions
2020 9,165 $7,931,068 15,141 $10,319,123
2021 8,130 9,635,979 13,720 12,632,960
2022 8,201 10,072,596 14,163 13,392,761
2023 7,964 9,627,338 13,787 13,037,448
2024 7,978 9,678,521 13,958 13,328,138
Source: State Department of Tax and Fee Administration.
Transportation
The transportation network in and around the City is an integral part of its development.
Centrally located in the State, the area is the hub of several major highways. Interstate 80 runs through the City, connecting San Francisco to New York. Highway 65 runs north through the City, from I-80 to Lincoln and Marysville. Interstate 5, which is west of the City, runs north to Seattle and south to Los Angeles.
Union Pacific Railroad bought Southern Pacific in 1996 and the J.R. Davis Yard, located in Roseville, is the largest rail facility on the West Coast. Union Pacific owns and operates track in 23 states, primarily west of the Mississippi River. Amtrak provides passenger service daily to San Francisco and San Jose, and the California Zephyr connects the County to the Midwest and Chicago.
Greyhound operates a station in the City, providing interstate destination services.
Greyhound also operates throughout the County, with bus depots or regularly scheduled stops in most of the communities along major highways and roads.
Sacramento International Airport serves the Roseville area. Served by ten major carriers and several commuter airlines, as well as air-freight carriers, the airport handles passenger flights to over 140 cities with more than 130 scheduled departures per day and 4.3 million passengers annually. Nearby Auburn Municipal Airport serves charter and private aircraft for coastal, state and transcontinental flights. Executive air service is available as well.
Auburn Municipal has an elevation of 1,520 feet and an east/west runway 3,100 feet in length.
Several trucking companies serve the City, ranging from interstate lines to local haulers, and transporting a wide variety of goods. United Parcel Service, with a distribution center in Rocklin, offers freight transportation services as well.
C-1
APPENDIX C
FORM OF OPINION OF BOND COUNSEL
________________, 2026
City Council
City of Roseville
311 Vernon Street
Roseville, California 95678
OPINION: $____________ City of Roseville HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Special Tax Refunding Bonds Series 2026
Members of the City Council:
We have acted as bond counsel in connection with the issuance by the City of Roseville (the “City”) of $____________ City of Roseville HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Special Tax Refunding Bonds Series 2026 (the “Bonds”), pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, constituting Section 53311, et seq. of the California Government Code (the “Act”) and a Fiscal Agent Agreement dated as of September 1, 2026 (the “Fiscal Agent Agreement”) by and between the City for and on behalf of the City of Roseville HP Campus Oaks Community Facilities District No. 1 (Public Facilities), and U.S. Bank Trust Company, National Association, as fiscal agent. We have examined the law and such certified proceedings and other papers as we deem necessary to render this opinion.
As to questions of fact material to our opinion, we have relied upon representations of the City contained in the Fiscal Agent Agreement, and in the certified proceedings and other certifications of public officials furnished to us, without undertaking to verify the same by independent investigation.
Based upon the foregoing, we are of the opinion, under existing law, as follows:
1. The City is duly organized and existing under the laws of the State of California, with power to enter into the Fiscal Agent Agreement, to perform the agreements on its part contained therein, and to issue the Bonds.
2. The Bonds have been duly authorized, executed and delivered by the City and are legal, valid and binding obligations of the City.
3. The Fiscal Agent Agreement has been duly approved by the City and constitutes a legal, valid and binding obligation of the City, enforceable against the City in accordance with its terms.
C-2
4. Pursuant to the Act, the Fiscal Agent Agreement establishes a valid lien on and pledge of the Special Tax Revenues (as defined in the Fiscal Agent Agreement) and the other sources pledged for the security of the Bonds
5. Interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax. Interest on the Bonds may be subject to the corporate alternative minimum tax. The opinions set forth in the preceding sentences are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes. The City has covenanted to comply with each of such requirements. Failure to comply with certain of such requirements may cause the inclusion of such interest in gross income for federal income tax purposes to be retroactive to the date of delivery of the Bonds.
6. The interest on the Bonds is exempt from personal income taxation imposed by the State of California.
We express no opinion regarding any other tax consequences arising with respect to the ownership, sale or disposition of, or the amount, accrual or receipt of interest on, the Bonds.
The rights of the owners of the Bonds and the enforceability of the Bonds and the Fiscal Agent Agreement may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights heretofore or hereafter enacted and may also be subject to the exercise of judicial discretion in accordance with principles of equity or otherwise in appropriate cases.
This opinion is given as of the date hereof, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention, or any changes in law that may hereafter occur. Moreover, our opinions are not a guarantee of a particular result and are not binding on the Internal Revenue Service or any court; rather, our opinions represent our legal judgment based upon our review of existing law that we deem relevant to such opinions and in reliance upon the representations, opinions, and covenants referenced above.
Our engagement with respect to this matter has terminated as of the date hereof.
Respectfully submitted,
D-1
APPENDIX D
FORM OF CONTINUING DISCLOSURE UNDERTAKING
CONTINUING DISCLOSURE CERTIFICATE
This CONTINUING DISCLOSURE CERTIFICATE (this “Disclosure Certificate”), dated as of __________, 2026 is executed and delivered by the CITY OF ROSEVILLE (the “City”), for and on behalf of the City of Roseville HP Campus Oaks Community Facilities District No. 1 (Public Facilities) (the “District”), in connection with the execution and delivery of its City of Roseville HP Campus Oaks Community Facilities District No. 1 (Public Facilities) Special Tax Refunding Bonds Series 2026 (the “Bonds”). The Bonds are being executed and delivered pursuant to a Fiscal Agent Agreement, dated as of September 1, 2026 (the “Fiscal Agent Agreement”), by and between the City and U.S. Bank Trust Company, National Association (the “Fiscal Agent”).
The City covenants and agrees, for and on behalf of the District, as follows:
Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the City for the benefit of the holders and beneficial owners of the Bonds and in order to assist the Participating Underwriter in complying with the Rule.
Section 2. Definitions. In addition to the definitions set forth above and in the Fiscal Agent Agreement, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined herein, the following capitalized terms shall have the following meanings:
“Annual Report” means any Annual Report provided by the City pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate.
“Annual Report Date” means the date that is nine months after the end of the City’s fiscal year (currently April 1 based on the City’s fiscal year end of June 30).
“Dissemination Agent” means, initially, Willdan Financial Services, or any successor Dissemination Agent designated in writing by the City and which has filed with the City a written acceptance of such designation in accordance with Section 8 of this Disclosure Certificate.
“Listed Events” means any of the events listed in Section 5(a) of this Disclosure Certificate.
“MSRB” means the Municipal Securities Rulemaking Board, which has been designated by the Securities and Exchange Commission as the sole repository of disclosure information for purposes of the Rule, or any other repository of disclosure information that may be designated by the Securities and Exchange Commission as such for purposes of the Rule in the future.
“Official Statement” means the final official statement executed by the City in connection with the issuance of the Bonds.
“Participating Underwriter” means any of the original underwriters of the Bonds.
D-2
“Rule” means Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as it may be amended from time to time.
Section 3. Provision of Annual Reports.
(a) The City shall, or shall cause the Dissemination Agent to, not later than the Annual Report Date, commencing April 1, 2027, with the report for the 2025-26 fiscal year, provide to the MSRB, in an electronic format as prescribed by the MSRB, an Annual Report that is consistent with the requirements of Section 4 of this Disclosure Certificate; provided, however, that the first Annual Report shall consist entirely of the Official Statement. Not later than 15 Business Days prior to the Annual Report Date, the City shall provide the Annual Report to the Dissemination Agent (if other than the City). If by 15 Business Days prior to the Annual Report Date the Dissemination Agent (if other than the City) has not received a copy of the Annual Report, the Dissemination Agent shall contact the City to determine if the City is in compliance with the previous sentence. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by reference other information as provided in Section 4 of this Disclosure Certificate; provided, that the audited financial statements of the City may be submitted separately from the balance of the Annual Report, and later than the Annual Report Date, if not available by that date. If the City’s fiscal year changes, it shall give notice of such change in the same manner as for a Listed Event. The City shall provide a written certification with each Annual Report furnished to the Dissemination Agent to the effect that such Annual Report constitutes the Annual Report required to be furnished by the City hereunder.
(b) If the City does not provide (or cause the Dissemination Agent to provide) an Annual Report by the Annual Report Date, the City shall provide (or cause the Dissemination Agent to provide) in a timely manner to the MSRB, in an electronic format as prescribed by the MSRB, a notice to that effect.
(c) With respect to each Annual Report, the Dissemination Agent shall:
(i) determine prior to each Annual Report Date the then-applicable rules and electronic format prescribed by the MSRB for the filing of annual continuing disclosure reports; and
(ii) if the Dissemination Agent is other than the City, file a report with the City certifying that the Annual Report has been provided pursuant to this Disclosure Certificate, and stating the date it was provided.
Section 4. Content of Annual Reports. The City’s Annual Report shall contain or incorporate by reference the following:
(a) The City’s audited financial statements prepared in accordance with generally accepted accounting principles as promulgated to apply to governmental entities from time to time by the Governmental Accounting Standards Board. If the City’s audited financial statements are not available by the Annual Report Date, the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the Official Statement, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available.
D-3
(b) The following information:
(i) Principal amount of all outstanding bonds of the District.
(ii) Balance in debt service reserve fund, and statement of the reserve fund requirement. Statement of projected reserve fund draw, if any.
(iii) Balance in other funds and accounts held by Issuer or fiscal agent related to the Bonds.
(iv) Additional debt authorized by the City and payable from or secured by assessments or special taxes with respect to property within the District.
(v) The Special Tax levy, the delinquency rate, total amount of delinquencies, number of parcels delinquent in payment for the five most recent fiscal years.
(vi) Notwithstanding the June 30th reporting date for the Annual Report, the following information shall be reported as of the last day of the month immediately preceding the date of the Annual Report for which such data is available rather than as of June 30th: The Identity of each delinquent taxpayer responsible for 5% or more of total special tax/assessment levied, and for each such taxpayer, the applicable assessor parcel number, assessed value of applicable properties, amount of Special Tax levied, amount delinquent by parcel number and status of foreclosure proceedings. If any foreclosure has been completed, a summary of results of foreclosure sales or transfers shall be provided.
(vii) Most recently available total assessed value of all parcels subject to the special tax.
(viii) List of landowners and assessor’s parcel number of parcels subject to 20% or more of the Special Tax levy, including the following information: development status to the extent shown in City records, land use classification, and assessed value (land and improvements).
(c) In addition to any of the information expressly required to be provided under this Disclosure Certificate, the City shall provide such further material information, if any, as may be necessary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading.
(d) Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the City or related public entities, which are available to the public on the MSRB’s Internet web site or filed with the Securities and Exchange Commission. The City shall clearly identify each such other document so included by reference.
D-4
Section 5. Reporting of Listed Events.
(a) The City shall give, or cause to be given, notice of the occurrence of any of the following Listed Events with respect to the Bonds:
(1) Principal and interest payment delinquencies.
(2) Non-payment related defaults, if material.
(3) Unscheduled draws on debt service reserves reflecting financial difficulties.
(4) Unscheduled draws on credit enhancements reflecting financial difficulties.
(5) Substitution of credit or liquidity providers, or their failure to perform.
(6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security.
(7) Modifications to rights of security holders, if material.
(8) Bond calls, if material, and tender offers.
(9) Defeasances.
(10) Release, substitution, or sale of property securing repayment of the securities, if material.
(11) Rating changes.
(12) Bankruptcy, insolvency, receivership or similar event of the City or other obligated person.
(13) The consummation of a merger, consolidation, or acquisition involving the City or an obligated person, or the sale of all or substantially all of the assets of the City or an obligated person (other than in the ordinary course of business), the entry into a definitive agreement to undertake such an action, or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material.
(14) Appointment of a successor or additional fiscal agent or the change of name of the fiscal agent, if material.
(15) Incurrence of a financial obligation of the City, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the City, any of which affect security
D-5
holders, if material (for the definition of “financial obligation,” see clause (e)).
(16) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a financial obligation of the City, any of which reflect financial difficulties (for the definition of “financial obligation,” see clause (e)).
(b) Whenever the City obtains knowledge of the occurrence of a Listed Event, the City shall, or shall cause the Dissemination Agent (if not the City) to, file a notice of such occurrence with the MSRB, in an electronic format as prescribed by the MSRB, in a timely manner not in excess of 10 business days after the occurrence of the Listed Event.
Notwithstanding the foregoing, notice of Listed Events described in subsections (a)(8) and (9) above need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to holders of affected Bonds under the Fiscal Agent Agreement.
(c) The City acknowledges that the events described in subparagraphs (a)(2), (a)(7), (a)(8) (if the event is a bond call), (a)(10), (a)(13), (a)(14) and (a)(15) of this Section 5 contain the qualifier “if material” and that subparagraph (a)(6) also contains the qualifier “material” with respect to certain notices, determinations or other events affecting the tax status of the Bonds.
The City shall cause a notice to be filed as set forth in paragraph (b) above with respect to any such event only to the extent that it determines the event’s occurrence is material for purposes of U.S. federal securities law. Whenever the City obtains knowledge of the occurrence of any of these Listed Events, the City will as soon as possible determine if such event would be material under applicable federal securities law. If such event is determined to be material, the City will cause a notice to be filed as set forth in paragraph (b) above. The Dissemination Agent shall not be responsible for determining whether an event is material.
(d) For purposes of this Disclosure Certificate, any event described in paragraph (a)(12) above is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City.
(e) For purposes of Section 5(a)(15) and (16), “financial obligation” means a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term financial obligation shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule.
Section 6. Identifying Information for Filings with the MSRB. All documents provided to the MSRB pursuant to this Disclosure Certificate shall be accompanied by identifying information as prescribed by the MSRB.
Section 7. Termination of Reporting Obligation. The City’s obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in