November 7, 2024
City of Santa Monica
Successor Agency to the Santa Monica Redevelopment Agency 1685 Main Street
Mail Stop 9
Santa Monica, CA 90401
Attention: Oscar Santiago,
Telephone: (310) 458-8281
Email: [email protected]
Re: Credit Agreement dated May 1, 2008, by and among the City of Santa Monica as Successor Agency to the Redevelopment Agency of the City of Santa Monica, (“Santa Monica”) and Bank of America, N.A. (as amended to date, the “Credit Agreement”)
Dear Mr. Santiago,
Bank of America, N.A. (the “Bank”) is the provider of a credit facility evidenced by the above referenced Credit Agreement. All capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Credit Agreement.
Per Section 2.2.(g) of the Credit Agreement, a LIBOR rate is not available in the London interbank market.
To memorialize the agreement between Santa Monica and Bank pursuant to Sections 1.4(d), 2.2(g) and 2.4 of the Credit Agreement, commencing on January 15, 2025, interest shall accrue and be payable on the unpaid principal balance of the Line of Credit (the “Loan”) until its Maturity Date (whether by acceleration, declaration, extension or otherwise) at a fluctuating rate of interest equal to the Federal Funds Rate plus one and 70 hundredth percent (1.70%) per annum.
The term “Federal Funds Rate” means, for any day, the rate per annum calculated by the Federal Reserve Bank of New York based on such day’s federal funds transactions by depository institutions (as determined in such manner as the Federal Reserve Bank of New York shall set forth on its public website from time to time) and published on the next succeeding Business Day by the Federal Reserve Bank of New York as the federal funds effective date; provided, that, if the Federal Funds Rate as so determined would be less than zero, such rate shall be deemed to be zero for purposes of this Agreement. Interest on the loan will continue to accrue based on an actual and 360-day year.
Each time the Federal Funds Rate changes, the per annum rate of interest on the Loan shall change immediately and contemporaneously with such change in the Federal Funds Rate. If the Federal Funds Rate ceases to exist or is deemed by the Bank to be administratively unfeasible, the applicable index that replaces the Federal Funds Rate and the spread thereon will be selected by the Bank upon a minimum 10 days’ notice to the City.
Note that the current Credit Agreement is dated May 1, 2008. There is various language in this Agreement that is no longer relevant. If desired by the City, we can explore updating/modernizing the Credit Agreement with a 2024 Amended and Restated version. Such a revision will incur Bank and /Bank Counsel fees.
As stated above, the modifications set forth herein shall become effective on January 15, 2025.
Except as provided above, the Credit Agreement remains in full force and effect.
BANK OF AMERICA, N.A.
By: ____________________________________
Name: Scott T. Nash
Title: Senior Vice President
Confirmed Receipt:
CITY OF SANTA MONICA, CA
By:____________________________________
Name:_Oscar Santiago________________
Title: __Director of Finance____________
WE ARE NOT YOUR MUNICIPAL ADVISOR OR FIDUCIARY. BofA Securities, Inc. and Bank of America, N.A. and its subsidiaries and affiliates are not acting as your “municipal advisor” within the meaning of Section 15B of the Securities Exchange Act of 1934, as amended (the “Act”), and do not owe a fiduciary duty to you pursuant to the Act with respect to the information and material contained in this communication.