cc 2025 AR 04/08 authorize issuance of refunding lease revenue bonds series 2025a — Vista City Council, April 8, 2025 (part 2 of 2)

EXHIBIT A

MATURITIES, PRINCIPAL AMOUNTS,

INTEREST RATES, PRICES AND YIELDS
$______

VISTA JOINT POWERS FINANCING AUTHORITY
Refunding Lease Revenue Bonds, Series 2025A

Maturity
(May 1)
Principal
Amount
Interest
Rate Price Yield

_________________________
c
T
Redemption Provisions
Optional Redemption. The Bonds maturing on or before May 1, 20__, are not subject to redemption prior to their respective stated maturities. The Bonds maturing on or after May 1, ____, are subject to redemption in whole, or in part at the at the election of the Authority among maturities on such basis as designated by the Authority and by lot within a maturity, at the option of the Authority, on any date on or after May 1, ____, from any available source of funds, at a redemption price equal to 100% of the principal amount thereof to be redeemed together with accrued interest thereon to the redemption date, without premium.

Mandatory Sinking Fund Redemption. The Bonds with stated maturities on May 1, 20___ are subject to mandatory sinking fund redemption in part (by lot) on each May 1 on and after May 1, 20___, in integral multiples of $5,000 at a Redemption Price equal to the principal 04/08/2025
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amount thereof plus accrued interest to the date fixed for redemption, without premium, in accordance with the following schedule:

Sinking Fund
Redemption Date
(May 1)
Principal Amount
To Be Redeemed

†Maturity
Extraordinary Redemption. The Bonds are subject to mandatory redemption prior to maturity in whole or in part, among maturities as determined by the Authority, on any date, at a redemption price equal to 100% of the principal amount thereof to be redeemed (plus accrued but unpaid interest to the redemption date), without premium, from Net Proceeds received under from amounts deposited in the Insurance and Condemnation Fund under the Indenture, and any other funds available under the Indenture.

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Exhibit B

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EXHIBIT B

ISSUE PRICE CERTIFICATE
$______

VISTA JOINT POWERS FINANCING AUTHORITY
Refunding Lease Revenue Bonds, Series 2025A

The undersigned, on behalf of Oppenheimer & Co. Inc., as underwriter (“Oppenheimer”), based on the information available to it, hereby certifies as set forth below with respect to the sale and issuance of the above-captioned obligations (the “Bonds”).

I. General

1. Oppenheimer and the Vista Joint Powers Financing Authority and City of Vista (collectively, the “Issuer”) have executed a bond purchase agreement in connection with the Bonds on the Sale Date . Oppenheimer has not modified the bond purchase agreement since its execution on the Sale Date.

II. Price

1. As of the date of this certificate, for each Maturity of the Bonds, the first price at which at least 10% of such Maturity of the Bonds was sold to the Public is the respective price listed in Schedule A.

III. Defined Terms

1. Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities.

2. Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a Related Party to an Underwriter.

3. A person is a “Related Party” to an Underwriter if the Underwriter and the person are subject, directly or indirectly, to (i) at least 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (iii) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other).

4. Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is _____, 2025. 04/08/2025
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5. Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with Oppenheimer to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public).

All terms not defined herein shall have the same meanings as in the Tax Certificate with respect to the Bonds, to which this Certificate is attached.

The Issuer may rely on the statements made herein in connection with its efforts to comply with the conditions imposed by the Internal Revenue Code of 1986, as amended (the “Code”). Bond Counsel may also rely on this Certificate for purposes of its opinion regarding the treatment of interest on the Bonds as excludable from gross income for federal income tax purposes. However, notwithstanding the foregoing, we remind you that Oppenheimer is not an accountant or actuary, nor is Oppenheimer engaged in the practice of law. Accordingly, while Oppenheimer believes the calculations described above to be correct, it does not warrant their validity for purposes of Sections 103 and 141 through 150 of the Code or make any representation as to the legal sufficiency of the factual matters set forth herein . Except as expressly set forth above, the certifications set forth herein may not be relied upon or used by any third party or for any other purpose.

Dated: ________, 2025 OPPENHEIMER & CO. INC., as
Underwriter
By
Managing Director
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SCHEDULE A TO ISSUE PRICE CERTIFICATE
$______

VISTA JOINT POWERS FINANCING AUTHORITY
Refunding Lease Revenue Bonds, Series 2025A

Hold-the-
Offering
Price
General
Rule
Maturities
Maturity
Date
(May 1)
Principal
Amount
Interest
Rate Price

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Exhibit C

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EXHIBIT C

FORM OF SUPPLEMENTAL OPINION

Re: $_______________ Vista Joint Powers Financing Authority Refunding Lease Revenue Bonds, Series 2025A
Ladies and Gentlemen:

We have examined certified copies of proceedings taken for the sale and issuance of the above-referenced bonds (the “Bonds”), and we have rendered our opinion to the Vista Joint Powers Financing Authority (the “Authority”) this day regarding the validity and enforceability of the Bonds (the “Approving Opinion”). The Bonds are being issued pursuant to an Indenture dated as of May 1, 2025 (the “Indenture”), by and among the Authority, the City of Vista (the “City”) and U.S. Bank Trust Company, National Association, as Trustee. You may rely upon our Approving Opinion as if it were addressed to you. Capitalized terms used herein and not otherwise defined shall have the meaning given to such terms in the Bond Purchase Agreement dated ______________, 2025 (the “Purchase Agreement”), among the Authority, the City, and Oppenheimer & Co. Inc. (the “Underwriter”), relating to the Bonds.

We have assumed, but not independently verified, that the signatures on all documents, letters, certificates and instructions which we have examined are genuine, that all documents submitted to us are authentic and were duly and properly executed by the parties thereto and that all representations made in the documents that we have reviewed are true and accurate.

We express no opinion herein with respect to any indemnification, contribution, choice of law, choice of forum, penalty or waiver provisions contained in the Bonds, the Indenture, the Ground Lease, the Lease Agreement, the Assignment Agreement, the Continuing Disclosure Certificate or the Purchase Agreement (collectively, the “Legal Documents”), nor do we express any opinion with respect to the state or quality of title to any of the real or personal property described in the Ground Lease, the Lease Agreement or the Indenture, or the accuracy or sufficiency of the description of any such property contained therein.

Based upon the foregoing and such other information and documents as we consider necessary to render this opinion, we are of the opinion that:

1. The Purchase Agreement has been duly authorized, executed and delivered by the Authority and the City and is a valid and binding agreement of the Authority and the City.

2. The statements on the cover of the Official Statement and in the Official Statement under the captions “INTRODUCTION,” “THE SERIES 2025A BONDS,” “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS,” and “TAX MATTERS,” and in “APPENDIX B —SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS” and “APPENDIX D—PROPOSED FORM OF BOND COUNSEL OPINION,” excluding any material that may be treated as included under such captions and appendices by any cross-reference, insofar as such statements expressly summarize provisions of the Bonds, the Ground Lease, the Lease Agreement, the Assignment Agreement, the Indenture and Bond 04/08/2025
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Counsel’s final opinion concerning certain federal and state tax matters relating to the Bonds, are accurate in all material respects as of the date of Closing.

3. The Bonds are exempt from registration pursuant to the Securities Act of 1933, as amended, and the Indenture is exempt from qualification as an indenture pursuant to the Trust Indenture Act of 1939, as amended.

The opinions expressed herein are based upon our analysis and interpretation of existing laws, regulations, rulings and judicial decisions and cover certain matters not directly addressed by such authorities. This opinion is limited to matters governed by the laws of the State of California and federal securities laws, and we assume no responsibility with respect to the applicability or the effect of the laws of any other jurisdiction.

We call attention to the fact that the rights and obligations under the Legal Documents are subject to bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or transfer and other similar laws affecting creditors’ rights, to the application of equitable principles if equitable remedies are sought, to the exercise of judicial discretion in appropriate cases and to limitations on legal remedies against public agencies in the State of California.

We express no opinion herein regarding any tax consequences with respect to the Bonds.

No opinion is expressed herein with respect to the compliance with, or applicability of, any “blue sky” laws of any state as they relate to the offer or sale of the Bonds.

We call attention to the fact that the foregoing opinions may be affected by actions taken (or not taken) or events occurring (or not occurring) after the date hereof. We have not undertaken to determine, or to inform any person, whether such actions or events are taken (or not taken) or occur (or do not occur).

This opinion is furnished by us to you and is solely for your benefit, and may not be used, circulated, quoted or otherwise referred to or relied upon by others without our prior written consent. This letter is not intended to be, and may not be, relied upon by the owners of the Bonds or any beneficial ownership interest therein. You have acknowledged that no attorney- client relationship exists between us and you with respect to any matters related to the Bonds.

Our engagement with respect to the Bonds has concluded with their delivery, and we disclaim any obligation to update this opinion or other matters discussed in the Official Statement.

Respectfully submitted,

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EXHIBIT D

FORM OF DISCLOSURE COUNSEL LETTER

Re: $_____________ Vista Joint Powers Financing Authority Refunding Lease Revenue Bonds, Series 2025A
Ladies and Gentlemen:

We have acted as Disclosure Counsel to the Vista Joint Powers Financing Authority (the “Authority”) and the City of Vista (the “City”) in connection with the issuance by the Authority of the above -referenced bonds (the “Bonds”). The Bonds are being delivered pursuant to an Indenture dated as of May 1, 2025 (the “Indenture”), by and among the Authority, the City, and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Bond Purchase Agreement dated __________, 2025 (the “Purchase Agreement”), among Oppenheimer & Co. Inc. (the “Underwriter”), the Authority, and the City. This letter is being delivered to you pursuant to [Section 9(d)(xv)] of the Purchase Agreement.

In rendering the advice contained herein, we have examined originals or copies certified or otherwise identified to our satisfaction of: (i) the electronic version of the Preliminary Official Statement relating to the Bonds, dated _______________, 2025 and posted on _____________, 2025 (the “Preliminary Official Statement”); (ii) the electronic version of the Official Statement relating to the Bonds, dated _____________, 2025 and posted on _____________, 2025 (the “Official Statement”); and (iii) the agreements, letters, certificates, and opinions delivered to you pursuant to [Section 9] of the Purchase Agreement.

We have assumed, but not independently verified, that the signatures on all documents, letters, opinions and certificates which we have examined are genuine, that all documents submitted to us are authentic and were duly and properly executed by the parties thereto and that all representations made in the documents that we have reviewed are true and accurate.

We express no opinion regarding any tax consequences with respect to the Bonds. No opinion is expressed herein with respect to the compliance with, or applicability of, any “blue sky” laws of any state as they relate to the offer or sale of the Bonds.

We are not passing upon and have not undertaken to determine independently or to verify the accuracy or completeness of the statements contained in the Preliminary Official Statement and the Official Statement and are, therefore, unable to make any representation to you in that regard. Based on our participation in c onferences prior to the date of the Official Statement with representatives of the Authority and the City, NHA Advisors, LLC , as municipal advisor to the City, the City Attorney, the Underwriter, Underwriter’s counsel, and others, during which the content of the Preliminary Official Statement and the Official Statement and related matters were discussed, our reliance on the oral and written statements of the Authority, the City and others, our review of and reliance upon the documents, certificates, instructions and records and the opinions of counsel described above and our understanding of applicable law, and subject to the limitations on our role as Disclosure Counsel, we advise you as a matter of fact but not opinion that no information has come to the attention of the attorneys in the firm representing the 04/08/2025
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Authority and the City as Disclosure Counsel on this matter which caused us to believe that :
(a) the Preliminary Official Statement as of its date or as of [PRICING DATE], 2025 ( excluding therefrom financial, demographic, statistical, economic or demographic data; forecasts, numbers, charts, tables, graphs, projections, estimates, assumptions and expressions of opinions; information relating to DTC and its book -entry only system; [information regarding the Insurer and the Insurance Policy;] CUSIP numbers; information under the captions “TAX MATTERS” and “UNDERWRITING”; and the Appendices to the Preliminary Official Statement, as to which we express no view) contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for such information as is permitted to be excluded from the Preliminary Official Statement pursuant to Rule 15c2-12, including but not limited to information as to pricing, yields, interest rates, maturities, amortization, redemption provisions, ratings, debt service requirements, Underwriter’s discount and CUSIP numbers; or (b) the Official Statement as of its date and as of the date hereof (excluding therefrom financial, demographic, statistical, economic or demographic data ; forecasts, numbers, charts, tables, graphs, projections, estimates, assumptions and expressions of opinions; information relating to DTC and its book- entry only system; [information regarding the Insurer and the Insurance Policy;] CUSIP numbers; information under the captions “TAX MATTERS” and “UNDERWRITING”; and the Appendices to the Official Statement , as to which we express no view) contained or contains any untrue statement of a material fact or omitted or omits to state a material fact necessary to make the statements made therein, in the light of the circumstances under which they were made, not misleading. We advise you that, in providing advice and assistance as Disclosure Counsel, we provided no independent diligence on the MSRB’s Electronic Municipal Market Access website, and we express no view regarding the City’s or the City’s related entities’ compliance with any obligation to file annual reports or provide notice of events, each as described in Rule 15c2- 12. Finally, we advise you that, other than reviewing the various certificates and opinions required by [Section 9] of the Purchase Agreement, we have not taken any steps since the date of the Official Statement to verify the accuracy of the statements contained in the Preliminary Official Statement or the Official Statement as of the date hereof.

No responsibility is undertaken or opinion rendered with respect to any other disclosure document, materials or activity, or as to any information from another document or source referred to by, or incorporated by reference in, the Official Statement.

By acceptance of this letter you acknowledge that the preceding paragraph is neither a legal opinion nor a guarantee regarding the Preliminary Official Statement or the Official Statement; rather it is a statement of negative assurance regarding factual information that did not come to the attention of the attorneys in our firm working on this matter during the limited activities that we performed as Disclosure Counsel. Our services did not include financial or other non-legal advice.

By acceptance of th is letter, the Underwriter recognizes and acknowledges that: (i ) the advice herein is based on certain limited activities performed by specific attorneys in our firm in our role as Disclosure Counsel; (ii) the scope of the activities performed by such attorneys in our role as Disclosure Counsel and for purposes of delivering such advice was inherently limited and does not purport to encompass all activities necessary for compliance by the Underwriter with applicable state and federal securities laws; and (iii ) the activities performed by such attorneys in 04/08/2025
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our role as Disclosure Counsel rely in part by representations, warranties, certifications and opinions of other parties to the transaction, including representations, warranties and certifications made by the Authority, the City, the Underwriter and others.

This letter is furnished by us as Disclosure Counsel to the Authority and the City. No attorney-client relationship has existed or exists between our firm and you in connection with the Bonds or by virtue of this letter. This letter is solely for your benefit and is not to be used, circulated, quoted or otherwise referred to or relied upon for any other purpose without our prior written consent. This letter is not intended to and may not be relied upon by owners of Bonds or any beneficial interest therein.

Our engagement with respect to the Bonds terminates as of the date hereof, and we have not undertaken any duty, and expressly disclaim any responsibility, to advise you as to events occurring after the date hereof with respect to the Bonds or other matters discussed herein or in the Official Statement.

Respectfully submitted,
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Stradling Draft of 3/7/25
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RECORDING REQUESTED BY:

City of Vista
AND W
HEN RECORDED MAIL TO:

Stradling Yocca Carlson & Rauth LLP
660 Newport Center Drive, Suite 1600
Newport Beach, California 92660
Attn: Vanessa S. Legbandt, Esq.
[Space above for Recorder’s use.]
T

ERMINATION AGREEMENT
by and among
CI

TY OF VISTA
and

VISTA JOINT POWERS FINANCING AUTHORITY
and
U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,
as 2015 Trustee
Dated as of _______ 1, 2025
Relating to
$96,120,000

CITY OF VISTA

VISTA JOINT POWERS FINANCING AUTHORITY
2015 REFUNDING LEASE REVENUE BONDS
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EXHIBIT 9

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TERMINATION AGREEMENT

This TERMINATION AGREEMENT (this “Termination Agreement”) is dated as of _________ 1, 2025, and is by and among the CITY OF VISTA, a municipal corporation and chartered city duly organized and existing under and by virtue of the Constitution and the laws of the State of California (the “City”), the VISTA JOINT POWERS FINANCING AUTHORITY, a joint exercise of powers entity organized and existing under and by virtue of the laws of the State of California (the “Authority”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as trustee (t he “2015 Trustee”).

W I T N E S S E T H:

WHEREAS, the City and the Authority have heretofore entered into a Ground Lease dated as of September 1, 2015 and recorded in the Official Records of San Diego County, California (“Official Records”) on September 14, 2015 as Instrument No. 2015-0482521 (the “2015 Ground Lease”), pursuant to which the City agreed to lease certain real property described therein, with existing improvements thereon (the “Site”) to the Authority; and WHEREAS, the City and the Authority have heretofore entered into a Lease Agreement dated as of September 1, 2015, evidenced by a Memorandum of Lease Agreement dated as of September 1, 2015 and recorded in the Official Records on September 14, 2015 as Instrument No. 2015-0482522 (the “2015 Lease”), pursuant to which the Authority agreed to lease the Site to the City, and the City agreed to make certain base rental payments (the “2015 Base Rental Payments”) to the Authority; and WHEREAS, pursuant to an Assignment Agreement dated as of September 1, 2015 and recorded in the Official Records on September 14, 2015 as Instrument No. 2015-0482523 (the “2015 Assignment Agreement”), by and between the Authority and the 2015 Trustee, the Authority assigned to the 2015 Trustee, among other things, its rights to receive the 2015 Base Rental Payments from the City under the 2015 Lease and the right to exercise such rights and remedies conferred on the Authority under the 2015 Lease to enforce payment of the 2015 Base Rental Payments; and WHEREAS, the City and the Authority issued the Vista Joint Powers Financing Authority Refunding Lease Revenue Bonds, Series 2025A (the “2025 Bonds”) to refund the Vista Joint Powers Financing Authority 2015 Refunding Lease Revenue Bonds (the “2015 Bonds”) in full; and WHEREAS, by reason of the defeasance in full of the 2015 Bonds, on ______, 2025, the 2015 Ground Lease, the 2015 Lease and the 2015 Assignment Agreement have each terminated by their terms and all of the 2015 Base Rental Payments have been deemed paid and fully discharged in accordance with the 2015 Assignment Agreement; and
WHEREAS, the City, the Authority and the 2015 Trustee entered into that certain Indenture dated as of September 1, 2015 (the “2015 Indenture”), providing for the execution and delivery of the 2015 Bonds; and
WHEREAS, the City has notified the 2015 Trustee of its intention to exercise its option to redeem and defease the outstanding 2015 Bonds on ________, 2025 (the “ Defeasance Date”), by providing for the payment of all principal components of the 2015 Base Rental Payments maturing on 04/08/2025
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or after the Defeasance Date, and all accrued interest with respect thereto, pursuant to the terms of Section 10.02 of the 2015 Indenture and Section 7.02 of the 2015 Lease; and WHEREAS, the City hereby certifies that it has caused to be delivered: (i) the redemption price as described in Section 1 0.02 of the 2015 Indenture ; and (ii) moneys sufficient to pay the principal components of the 2015 Base Rental Payments maturing through and including the Defeasance Date and accrued interest with respect thereto (collectively, the “Defeasance”), to U.S. Bank Trust Company, National Association, as escrow agent (the “Escrow Agent”), under that certain Escrow Agreement (2015 Bonds ) dated a s of _____ 1, 2025, by and among the City, the Authority and the Escrow Agent, in order to effect such Defeasance on the Defeasance Date; and WHEREAS, to facilitate the City’s exercise of the option to redeem the 2015 Base Rental Payments, the City and the Authority now desire to terminate and discharge the 2015 Ground Lease, the 2015 Lease and the 2015 Assignment Agreement.

NOW, THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto do hereby agree as follows:

1. Recordation. This Termination Agreement shall not be recorded until the City has deposited the Defeasance with the Escrow Agent.

2. Termination of 2015 Ground Lease, 2015 Lease and 2015 Assignment Agreement.

Effective as of the recordation of this Termination Agreement, the Authority, the City and the 2015 Trustee hereby acknowledge and agree that the 2015 Ground Lease, the 2015 Lease and the 2015 Assignment Agreement shall be terminated and discharged, and shall be of no further force or effect.

3. Counterparts . This Termination Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which, when taken together, shall constitute one agreement. The signature and acknowledgment pages from each counterpart may be removed and attached to a single document in order to create one original instrument. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]
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IN WITNESS WHEREOF, the parties hereto have executed and entered into this Termination Agreement by their officers thereunto duly authorized as of the day and year first above written.

CITY OF VISTA
By:

John Conley,
City Manager
ATTEST:

Kathy Valdez,
City Clerk

VISTA JOINT POWERS FINANCING AUTHORITY
By:

John Conley,
Executive Director

ATTEST:

Kathy Valdez,
Secretary

[SIGNATURES CONTINUED ON NEXT PAGE.]

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[SIGNATURE PAGE CONTINUED.]
U.S. BANK TRUST COMPANY, NATIONAL

ASSOCIATION
By:

Authorized Officer
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A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA )
) ss.

COUNTY OF SAN DIEGO )

On ___________________ before me, ____________________________________, Notary Public,

personally appeared _____________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is /are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal

SIGNATURE OF NOTARY PUBLIC

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STATE OF CALIFORNIA )
) ss.

COUNTY OF LOS ANGELES )

On ___________________ before me, ____________________________________, Notary Public,

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal

SIGNATURE OF NOTARY PUBLIC

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EXHIBIT A

DESCRIPTION OF THE PROPERTY

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF SAN DIEGO, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

BRENGLE TERRACE PARK

PARCEL 1: (APN: 177-010-06 & - 17)

THAT PARCEL OF LAND IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING A PORTION OF LOT 215 OF ORLEAVO HEIGHTS UNIT NO. 4, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 7, 1928, A PORTION OF TRACT “W” IN RANCHO BUENA VISTA,

ACCORDING TO MAP PARTITION OF THE RANCHO BUENA VISTA AND CERTAIN OTHER

LAND ADJACENT THERETO ACCOMPANYING THE REPORT OF THE REFERRE IN THE ACTION OF “YSIDORA COUTS FULLER VS. CAVE J. COUTS, ET AL”, CASE NO. 13315, SUPERIOR COURT OF SAN DIEGO COUNTY, AND A PORTION OF LOT 2 OF SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900, DESCRIBED AS A WHOLE FOLLOWS:

FEET TO THE NORTHERLY LINE OF SAID RANCHO BUENA VISTA, BEING ALSO THE NORTHERLY LINE OF LOT 211 OF SAID ORLEAVO HEIGHTS UNIT NO. 4, AS SHOWN ON SAID MAP NO. 2125; THENCE ALONG THE NORTHERLY LINE OF SAID RANCHO AN D SAID LOT 211, NORTH 76°08’40” WEST, 135.84 FEET, MORE OR LESS TO AN ANGLE POINT IN THE BOUNDARY OF SAID LOT 211; THENCE LEAVING SAID NORTHERLY LINE OF

RANCHO BUENA VISTA, AND CONTINUING ALONG THE NORTHERLY LINE OF SAID LOT 211, NORTH 89°46’43” WEST, 261.31 FEET TO THE NORTHEASTERLY CORNER OF SAID LOT 215 OF ORLEAVO HEIGHTS UNIT NO. 4; THENCE ALONG THE EASTERLY LINE OF SAID LOT 215, SOUTH 22°00’00” WEST 51.90 FEET TO THE SOUTHEASTERLY CORNER OF SAID LOT; THENCE ALONG THE SOUTHERLY LINE OF SAID LOT 215, NOR TH 85°00’00” WEST, 372.82 FEET, MORE OR LESS, TO A POINT DISTANT ALONG SAID SOUTHERLY LOT LINE SOUTH 85°00’00” EAST, 205.87 FEET, FROM THE MOST WESTERLY CORNER OF SAID LOT; THENCE LEAVING SAID SOUTHERLY LOT LINE, NORTH 14°01’00” WEST, 117.43 FEET TO THE MO ST SOUTHERLY CORNER OF THAT

PARCEL OF LAND DESCRIBED IN DEED TO THE OPTIMIST CLUB OF VISTA, RECORDED DECEMBER 3, 1953 AS INSTRUMENT NO. 162513 IN BOOK 5065, PAGE 84 OF OFFICIAL RECORDS; THENCE ALONG THE EASTERLY LINE OF SAID LAND NORTH 09°01’40” WEST, 391.98 FEET TO AN ANGLE POINT IN THE EASTERLY BOUNDARY OF THE LAND DESCRIBED IN PARCEL 2 OF DEED TO THE OPTIMIST CLUB OF VISTA, RECORDED JANUARY 21, 1953 IN BOOK 4722, PAGE 283 OF OFFICIAL RECORDS; THENCE ALONG 04/08/2025
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THE BOUNDARY OF SAID LAND NORTH 29°05’00” WEST, 49.02 FEET TO THE NORTHWESTERLY BOUNDARY OF THAT PARCEL OF LAND DESCRIBED IN PARCEL 3 IN DEED TO WALTER J. PAUL, ET UX, RECORDED APRIL 1, 1944 AS INSTRUMENT NO. 23397 IN BOOK 1654, PAGE 335 OF OFFICIAL RECORD S; THENCE ALONG THE BOUNDARY OF SAID PAUL’S LAND, NORTH 61°39’00” EAST 96.93 FEET, MORE OR LESS, TO AN ANGLE POINT; NORTH 25°17’00” EAST 195.30 FEET; NORTH 50°36’00” EAST 458.94 FEET; AND NORTH 26°53’00” WEST, 100.28 FEET TO THE NORTH LINE OF SAID SECTION 20; THENCE THEREON SOUTH 89°38’22” EAST, 423.54 FEET TO THE POINT OF BEGINNING.

EXCEPTING THEREFROM THAT PORTION OF THE RIGHT OF WAY VALE TERRACE.

PARCEL 2A: (APN: 177-010-14 PORTION)

THAT PORTION OF TRACT “W” OF THE RANCHO BUENA VISTA, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AS SAME IS SHOWN ON MAP OF “PARTITION OF RANCHO BUENA VISTA AND CERTAIN OTHER LANDS ADJACENT THERETO” ACCOMPANYING THE REPORT OF THE REFEREES IN THE ACTION OF “YSIDORA COUTS FULLER VS. CAVE J. COUTS, ET AL,” CASE NO. 13315 IN THE SUPERIOR COURT OF THE

STATE OF CALIFORNIA, IN AND FOR THE COUNTY OF SAN DIEGO, LYING WITHIN THE BOUNDARIES OF THE FOLLOWING DESCRIBED PROPERTY:

BEGINNING AT THE MOST WESTERLY CORNER OF LOT 215 OF ORLEAVO HEIGHTS UNIT NO. 4, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER AUGUST 7, 1928; THENCE ALONG THE SOUTHERLY LINE OF SAID LOT SOUTH 85°00’ EAST 205.87 FEET; THENCE NORTH 14°01’ WEST 117.43 FEET; THENCE NORTH 64°56’30” WEST 178 FEET; THENCE NORTH 81°35’ WEST 152.65 FEET; THENCE NORTH 40°54’30” EAST 52.11 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF SAID TRACT “W” DISTANT ALONG SAID BOUNDARY SOUTH 76°08’44” EAST 247.35 FEET FROM THE NORTHWESTERLY CORNER OF SAID TRACT “W”; THENCE ALONG SAID NORTHERLY BOUNDARY NORTH 76°08’44” WEST 247.35 FEET TO SAID NORTHWESTERLY CORNER; THENCE ALONG THE WESTERLY BOUNDARY OF SAID TRACT “W” , SOUTH 0°04’13” WEST 291 FEET TO THE NORTHWESTERLY CORNER OF LOT 216 OF SAID ORLEAVO HEIGHTS UNIT NO. 4; THENCE ALONG THE NORTHERLY LINE OF SAID LOT 216 SOUTH 89°46’43” EAST 342 FEET TO THE POINT OF BEGINNING.

PARCEL 2B: (APN: 177-010-09)

THAT PORTION OF LOT 2, OF FRACTIONAL SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, IN THE COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA, ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900, DESCRIBED AS FOLLOWS:

BEGINNING AT A SET ROCK MARKING THE INTERSECTION OF THE NORTHERLY LINE OF RANCHO BUENA VISTA WITH THE LINE BETWEEN TRACTS “F” AND “W” OF SAID RANCHO BUENA VISTA AS SHOWN ON A MAP NO. 2125 OF ORLEAVO HEIGHTS, UNIT NO. 4, RECORDS OF SAID SAN DIEGO COUNTY, SAID INTERSECTION ON BEING THE 04/08/2025
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SOUTHWESTERLY CORNER OF SAID LOT 2 OF SAID FRACTIONAL SECTION 20; THENCE

ALONG THE NORTHERLY BOUNDARY OF SAID RANCHO BUENA VISTA SOUTH 76°08’44” EAST 247.35 FEET; THENCE LEAVING SAID BOUNDARY LINE, NORTH 40°54’30” EAST 330.80 FEET; THENCE NORTH 29°05’ WEST 49.02 FEET TO THE NORTHWESTERLY LINE OF THAT PARCEL OF LAND DESCRIBED AS PARCEL 3 IN DEED TO WALTER J.

PAUL, ET UX, RECORDED APRIL 1, 1944, AS DOCUMENT NO. 23397, IN BOOK 1654, PAGE 335 OF OFFICIAL RECORDS; THENCE ALONG SAID NORTHWESTERLY LINE SOUTH 61°39’ WEST 491.96 FEET TO THE POINT OF BEGINNING.

PARCEL 2C: (APN: 177-010-14 PORTION)

STATE OF CALIFORNIA, IN AND FOR THE COUNTY OF SAN DIEGO, AND THAT PORTION OF LOT 2 OF FRACTIONAL SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN

BERNARDINO MERIDIAN, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900, DESCRIBED AS A WHOLE AS FOLLOWS:

BEGINNING AT THE MOST WESTERLY CORNER OF LOT 215 OF ORLEAVO HEIGHTS UNIT NO. 4, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER AUGUST 7, 1928; THENCE ALONG THE SOUTHERLY LINE OF SAID LOT, SOUTH 85°00’ EAST 205.87 FEET; THENCE NORTH 14°01’ WEST 117.43 FEET; TO THE TRUE POINT OF BEGINNING; THENCE NORTH 64°56’30” WEST 178 FEET; THENCE NORTH 81°35’ WEST 152.65 FEET; THENCE NORTH 40°54’30” EAST 52.11 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF SAID TRACT “W”, DISTANT ALONG SAID BOUNDARY SOUTH 76°08’44” EAST 247.35 FEET FROM THE NORTHWESTERLY CORNER OF SAID TRACT “W”; THENCE NORTH 40°54’30” EAST 330.80 FEET; THENCE SOUTH 9°01’40” EAST 391.98 FEET TRUE POINT OF BEGINNING.

PARCEL 2D: (APN: 177-010-14 REMAINDER)

LOTS 215 AND 216 OF ORLEAVO HEIGHTS, UNIT NO. 4, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY OF SAN DIEGO COUNTY AUGUST 7, 1928.

EXCEPTING FROM THE ABOVE DESCRIBED PROPERTY THAT PORTION OF SAID LAND GRANTED TO THE COUNTY OF SAN DIEGO BY INSTRUMENT RECORDED JULY 20, 1961 AS FILE NO. 124764 OF OFFICIAL RECORDS.

PARCEL 3: (APN: 177-010-10)

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THAT PORTION OF LOT 1 OF SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN

BERNARDINO MERIDIAN, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA, ACCORDING TO OFFICIAL PLAT THEREOF AND THAT PORTION OF LOT 211 OF ORLEAVO HEIGHTS UNIT NO. 4, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 7, 1928, DESCRIBED AS A WHOLE AS FOLLOWS:

COMMENCING AT THE MOST WESTERLY CORNER OF SAID LOT 211; THENCE ALONG THE SOUTHWESTERLY LINE OF SAID LOT, SOUTH 51°00’ EAST, 449.57 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID SOUTHWESTERLY LOT LINE, NORTH 39°00’ EAST, 291.47 FEET TO THE BEGINNING OF A TANGENT 270 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44’20”, A DISTANCE OF 182.55 FEET; THENCE TANGENT TO SAID CURVE, NORTH 0°15’40” EAST, 376.66 FEET; THENCE NORTH 36°40’40” EAST, 101.06 FEET TO POINT “X” OF THIS DESCRIPTION; THENCE NORTH 0°15’40” EAST, 340.41 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE, CONCAVE

SOUTHEASTERLY, THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 90°05’27”, A DISTANCE OF 39.31 FEET; THEN CE TANGENT TO SAID CURVE, SOUTH 89°38’53” EAST, 803.85 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 90°03’13”, A DISTANCE OF 39.29 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 0°24’40” WEST, 722.75 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY, BEING POINT “A” OF THIS DESCRIPTION; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 89°56’47”, A DISTANCE OF 39.25 FEET; THENCE TANGE NT TO SAID CURVE, NORTH 89°38’53” WEST, 826.91 FEET TO A LINE WHICH BEARS SOUTH 0°15’40” WEST FROM SAID POINT “X”; THENCE SOUTH 0°15’40” WEST, 50.68 FEET TO THE BEGINNING OF A TANGENT 330 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44’20”, A DISTANCE OF 223.12 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 39°00’ WEST, 291.47 FEET TO THE SOUTHWESTERLY LINE OF SAID LOT 211; THENCE ALONG SAID SOUTHWESTERLY LOT LINE, NORTH 51°00’ WEST, 60.00 FEET TO THE TRU E POINT OF BEGINNING.

EXCEPTING THEREFROM, THAT PORTION OF SAID LOT 1 OF SECTION 20 DESCRIBED AS FOLLOWS:

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THENCE SOUTH 84°09’32” WEST 50.00 FEET; THENCE SOUTH 30°40’58” WEST 22.00 FEET; THENCE SOUTH 00°41’42” EAST 98.97 FEET; THENCE SOUTH 47°39’19” EAST, 158.90 FEET; THENCE SOUTH 35°31’39” WEST, 227.34 FEET; THENCE SOUTH 24°30’24” WEST, 147.94 FEET; THENCE SOU TH 03°48’22” EAST, 200.69 FEET; THENCE SOUTH 66°21’32” EAST,

39.00 FEET; THENCE SOUTH 36°56’11” EAST, 11.40 FEET; THENCE SOUTH 70°55’24” EAST 574.01 FEET; THENCE NORTH 74°10’47” EAST, 144.50 FEET, THENCE NORTH 03°39’13” WEST, 254.22 FEET; THENCE NORTH 86°05’32” EAST, 210.28 FEET, THENCE NORTH 00°34’29” EAST 328.77 FEET TO THE TRUE POINT OF BEGINNING.

PARCEL 4: (APN: 177-010-13 & -18; 177-183-30 PTN)

LOTS 210 AND 211 OF ORLEAVO HEIGHTS UNIT NO. 4, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 7, 1928.

ALSO TOGETHER WITH THAT PORTION OF LOT 209 OF ORLEAVO HEIGHTS UNIT NO. 4,

IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 7, 1928, LYING WESTERLY OF A LINE PARALLEL WITH AND DISTANT 150 FEET AT RIGHT ANGLES WESTERLY FROM THE EASTERLY LINE OF SAID LOT 209.

ALSO TOGETHER WITH THAT PORTION OF LOT 3 IN FRACTIONAL SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE

COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900, DESCRIBED AS FOLLOWS:

BEGINNING AT THE MOST WESTERLY CORNER OF SAID LOT 3 AS SHOWN ON LICENSED SURVEYOR’S MAP NO. 486 FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY; THENCE ALONG THE NORTH LINE OF SAID LOT 3, SOUTH 89°38’49” EAST 454.66 FEET, THENCE LEAVING SAID NORTH LINE SOUTH 23° WEST 109.52 FEET TO A POINT IN THE SOUTHERLY LINE OF SAID LOT 3, BEING ALSO

THE NORTHEASTERLY BOUNDARY LINE OF RANCHO BUENA VISTA, WHICH IS IDENTICAL WITH THE NORTHEASTERLY LINE OF LOTS 209, 210 AND 211 ORLEAVO HEIGHTS, AS SHOWN ON MAP NO. 2125, SHEET 5 – ON FILE IN THE OFFICE OF THE RECORDER OF SAID COUNTY; THENCE ALONG SAID NORTHEASTERLY LINE OF SAID RANCHO BUENA VISTA, NORTH 76°08’40” WEST, 425.01 FEET TO THE TRUE POINT OF BEGINNING.

ALSO TOGETHER WITH FRACTIONAL LOT 1 – THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN

BERNARDINO BASE AND MERIDIAN, IN THE COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA, ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900.

EXCEPTING THEREFROM THAT PORTION DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF SAID NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SAID FRACTIONAL SECTION 20, AS SOWN ON 04/08/2025
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LICENSED SURVEY MAP NO. 486, ON FILE IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY; THENCE ALONG THE NORTH AND SOUTH CENTER LINE OF THE SAID FRACTIONAL SECTION 20 AS SHOWN ON LICENSED SURVEY MAP NO. 371 ON FILE IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY, NORTH 0°23’10” EAST 454.66 FEET; THENCE LEAVING SAID NORTH AND SOUTH CENTER LINE SOUTH 23° WEST 492.65 FEET TO A POINT IN THE NORTH LINE OF LOT 3 OF SAID FRACTIONAL SECTION 20, BEING ALSO THE SOUTH LINE OF THE SAID NORTHEAST QUARTER OF THE NORTHWEST QUARTER; THENCE ALONG THE SAID LINE, SOUTH 89°38’49” EAST 189.43 FEET TO THE POINT OF BEGINNING.

ALSO EXCEPTING THAT PORTION DESCRIBED AS FOLLOWS:

COMMENCING AT THE MOST WESTERLY CORNER OF LOT 211 OF ORLEAVO HEIGHTS UNIT NO. 4, ACCORDING TO MAP THEREOF NO. 2125; THENCE ALONG THE SOUTHWESTERLY LINE OF SAID LOT, SOUTH 51°00’ EAST 449.57 FEET; THENCE LEAVING SAID SOUTHWESTERLY LOT LINE, NORTH 39°00’ EAST 291.47 FEET TO THE BEGINNING OF A TANGENT 270 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44’20” A DISTANCE OF 182.55 FEET; THENCE TANGENT TO SAID CURVE, NORTH 0°15’40” EAST 376.66 FEET; THENCE NORTH 36°40’40” EAST 101.06 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 0°15’40” EAST 340.41 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 90°05’27” A DISTANCE OF 39.31 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 89° 38’53” EAST 803.85 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE CONCAVE SOUTHWESTERLY; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 90°03’13” A DISTANCE OF 39.29 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 0°24’40’ WEST 722.75 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 89°56’47” A DISTANCE OF 39.25 FEET; THENCE TANGENT TO SAID CURVE, NORTH 89°38’53” WEST 826.91 FEET TO A LINE WHICH BEARS SOUTH 0°15’40” WEST FROM THE TRUE POINT OF BEGINNING; THENCE 0°15’40’ EAST 407.30 FEET TO THE TRUE POINT OF BEGINNING.

ALSO EXCEPTING THAT PORTION DESCRIBED AS FOLLOWS:

COMMENCING AT THE MOST WESTERLY CORNER OF SAID LOT 211; THENCE ALONG THE SOUTHWESTERLY LINE OF SAID LOT, SOUTH 51°00’ EAST449.57 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID SOUTHWESTERLY LOT LINE, NORTH 39°00’ EAST 291.47 FEET TO THE BEGINNING OF A TANGENT 270 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44’20” A DISTANCE OF 182.55 FEET; THENCE TANGENT TO SAID CURVE, NORTH 0°15’40” EAST 376.66 FEET; THENCE NORTH 36°40’40” EAST 101.06 FEET; THENCE SOUTH 0°15’40” WEST 457.98 FEET TO THE BEGINNING OF A TANGENT 330 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44’20” A DISTANCE OF 223.12 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 39°00’ WE ST 291.47 FEET TO THE SOUTHWESTERLY LINE OF SAID LOT 211; THENCE ALONG SAID SOUTHWESTERLY LOT LINE, NORTH 51°00’ WEST 60 FEET TO THE TRUE POINT OF BEGINNING. 04/08/2025
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ALSO EXCEPTING THEREFROM, THAT PORTION OF SAID LOT 1 OF SECTION 20 DESCRIBED AS FOLLOWS:

THENCE NORTHWESTERLY AND WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 82°24’07”, AN ARC DISTANCE OF 186.96 FEET; THENCE SOUTH 71°56’02” WEST, 64.54 FEET; THENCE SOUTH 81°24’23” WEST, 58.69 FEET; THENCE NORTH 05°48’36” WEST, 108.46 FEET; THENCE NORTH 89°29’36” WEST, 313.75 FEET; THENCE SOUTH 84°09’32” WEST 50.00 FEET; THENCE SOUTH 30°40’58” WEST 22.00 FEET; THENCE SOUTH 00°41’42” EAST 98.97 FEET; THENCE SOUTH 47°39’19” EAST, 158.90 FEET; THENCE SOUTH 35°31’39” WEST, 227.34 FEET; THENCE SOUTH 24°30’24” WEST, 147.94 FEET; THENCE SOUTH 03°48’22” EAST, 200.69 FEET; THENCE SOUTH 66°21’32” EAST,

PARCEL 5A: (APN: 177-183-30 REMAINDER)

PARCELS A AND B OF PARCEL MAP NO. 8798, IN THE CITY OF VISTA, COUNTY OF SAN

DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 11, 1979.

PARCEL 5B:

AN EASEMENT AND RIGHT OF WAY FOR INGRESS AND EGRESS AND ROAD PURPOSES OVER THE WESTERLY 20 FEET OF PARCEL “D” AND THAT PORTION OF THE NORTHERLY 10 FEET OF PARCEL “D”, LYING ADJACENT TO THAT PORTION OF THE NORTHERLY LINE OF SAID PARCEL “D” HAVING A BEARING AND DISTANCE OF NORTH 77°23’40” WEST, 231.78 FEET OF PARCEL MAP NO. 1884, IN THE CITY OF VISTA, COUNTY

OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 30, 1973.

THE SOUTHERLY LINE OF SAID NORTHERLY 10 FEET OF PARCEL “D” TO BE EXTENDED EASTERLY TO INTEREST THE SOUTHWESTERLY LINE OF PARCEL “C” OF SAID PARCEL MAP NO. 1884.

PARCEL 6A: (APN: 177-183-30 REMAINDER)

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PARCEL A AND B, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AS SHOWN ON PARCEL 9562 OF PARCEL MAPS, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JANUARY 10, 1980.

PARCEL 6B:

AN EASEMENT FOR ROAD PURPOSES AND FOR SEWER, WATER, GAS, POWER AND

TELEPHONE LINES AND APPURTENANCES THERETO, TO BE USED IN COMMON WITH OTHERS OVER, UNDER, ALONG AND ACROSS A STRIP OF LAND 20.00 FEET IN WIDTH LYING WITHIN LOT 208 OF ORLEAVO HEIGHTS, UNIT NO. 4, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 7, 1928, THE CENTER LINE OF SAID STRIP BEING DESCRIBED AS FOLLOWS:

COMMENCING AT THE INTERSECTION OF THE NORTHERLY LINE OF LOT 209 OF SAID MAP NO. 2125, WITH A LINE WHICH IS PARALLEL WITH AND 150.00 FEET

NORTHWESTERLY MEASURED AT RIGHT ANGLES TO THE SOUTHEASTERLY LINE OF SAID LOT 209; THENCE ALONG SAID PARALLEL LINE SOUTH 23°00’00” WEST, 188.30 FEET TO THE MOST WESTERLY CORNER OF LAND DESCRIBED IN PARCEL 1 IN DEED TO STACY W. MCCAUL, ET UX, RECORDED AUGUST 21, 1964 AS INSTRUMENT NO. 151869; THENCE ALONG THE SOUTHERLY LINE OF SAID MCCAULE’S LAND, SOUTH 75°09’00” EAST 151.53 FEET TO THE NORTHWESTERLY LINE OF SAID LOT 208; THENCE CONTINUING ALONG SAID SOUTHERLY LINE SOUTH 75°09’00” EAST 69.04 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 23°40’20” WEST 520.32 FEET; THENCE SOUTH 30°51’20” WEST 92.46 FEET; THENCE SOUTH 22°56’23” WEST 46.11 FEET TO A POINT ON THE NORTHEASTERLY LINE OF COUNTY ROAD SURVEY NO. 1518 TO A POINT ON THE NORTHEASTERLY LINE OF COUNTY ROAD SURVEY NO. 1518 (VALE TERRACE

DRIVE) ACCORDING TO MAP THEREOF FILED IN THE OFFICE OF THE COUNTY SURVEY OF SAN DIEGO COUNTY, AUGUST 7, 1928, SAID EASEMENT TO BEGIN IN THE SOUTHERLY LINE OF SAID MCCAUL’S LAND AND TO TERMINATE THE NORTHEASTERLY LINE OF SAID COUNTY ROAD SURVEY NO. 1518.

PARCEL 7: (APN: 177-183-30 PTN)

THOSE PORTIONS OF LOTS 208 AND 209 OF ORLEAVO HEIGHTS UNIT NO. 4, IN THE CITY

OF VISTA, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 7, 1928, DESCRIBED AS FOLLOWS:

BEGINNING AT THE MOST SOUTHERLY CORNER OF SAID LOT 209; THENCE ALONG THE SOUTHWESTERLY LINE OF SAID LOT 209, NORTH 51°00’00” WEST, 156.05 FEET TO THE MOST WESTERLY CORNER OF THE SOUTHEASTERLY 150.00 FEET OF SAID LOT 209; THENCE ALONG THE NORTHWESTERLY LINE OF THE SOUTHEASTERLY 150.00 FEET OF SAID LOT 209, NORTH 23°00’00” EAST 595.09 FEET TO THE MOST NORTHERLY CORNER OF LAND DESCRIBED IN PARCEL 1 IN DEED TO HAROLD F. SCHIERHOLT, ET UX, RECORDED OCTOBER 17, 1969 AS INSTRUMENT NO. 190906; THENCE ALONG THE NORTHEASTERLY LINE OF SAID PARCEL 1 OF SCHIERHOLT’S LAND SOUTH 75°09’00” 04/08/2025
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EAST, 190.82 FEET TO THE MOST NORTHERLY CORNER OF THE SOUTHEASTERLY 10.00 FEET OF SAID PARCEL 1 OF SCHIERHOLT’S LAND; THENCE ALONG THE NORTHWESTERLY BOUNDARY OF THE SOUTHEASTERLY 10.00 FEET OF SAID SCHIERHOLT’S LAND AS FOLLOWS: SOUTH 23°40’10” WEST, 518.06 FEET TO AN ANGLE POINT THEREIN; SOUTH 30°51’20” WEST 97.61 FEET TO AN ANGLE POINT THEREIN; AND SOUTH 22°56’25” WEST 56.03 FEET TO THE SOUTHWESTERLY LINE OF SAID LOT 208; THENCE ALONG SAID SOUTHWESTERLY LINE NORTH 51°00’00” WEST, 20.32 FEET TO THE POINT OF BEGINNING.

EXCEPTING THEREFROM THAT PORTION LYING SOUTHWESTERLY OF THE NORTHEASTERLY LINE OF 60.00 FEET WIDE COUNTY ROAD SURVEY NO. 1518 (KNOWN

AS VALE TERRACE DRIVE) AS DESCRIBED IN DEED TO THE COUNTY OF SAN DIEGO, RECORDED SEPTEMBER 25, 1959 IN BOOK 7902, PAGE 125, OF OFFICIAL RECORDS.

NOTE: SAID LAND IS ALSO KNOWN AS PARCELS 11, 12, 13, 14, 15, 49, 50, 51, 52, 53, 55 AND 56 OF MISCELLANEOUS MAP NO. 563, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 11, 1976 AS INSTRUMENT NO. 142084, OF OFFICIAL RECORDS.

FIRE STATION NO. 1

PARCEL 8: (APN: 164-122-20)

THAT PORTION OF LOT 14 OF RICHARDSON’S ADDITION TO VISTA, IN THE CITY OF

VISTA, COUNTY OF SAN DIEGO, STATE OP CALIFORNIA, ACCORDING TO MAP THEREOF NO. 1501, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID SAN DIEGO COUNTY, DECEMBER 4, 1912, DESCRIBED AS FOLLOWS:

BEGINNING AT THE INTERSECTION OF THE SOUTHWESTERLY PROLONGATION OF THE NORTHWESTERLY BOUNDARY OF SAID LOT 14 WITH THE CENTER LINE OF MELROSE DRIVE (FORMERLY LOS ANGELES DRIVE), AS SHOWN ON SAID MAP NO. 1501 AND RECORD OF SURVEY MAP NO. 1953, RECORDS OF SAID SAN DIEGO COUNTY; THENCE SOUTH 36°35’25” EAST (RECORD - SOUTH 36°38’00” EAST) ALONG SAID CENTER LINE OF SAID MELROSE DRIVE (FORMERLY LOS ANGELES DRIVE), 175.55 FEET; THENCE NORTH 68°34’00” EAST, 290.50 FEET; THENCE NORTH 21°15’20” WEST, 242.60 FEET, MORE OR LESS, TO A POINT IN THE SAID NORTHWESTERLY BOUNDARY OF SAID LOT 14, DISTANT THEREON NORTH 56°19’2511 EAST (RECORD - NORTH 56°20’00” EAST), 345.00 FEET FROM THE POINT OF BEGINNING; THENCE SOUTH 56°19’25” WEST (RECORD - SOUTH 56°20’00” WEST) ALONG SAID NORTHWESTERLY BOUNDARY 345.00 FEET TO THE POINT OF BEGINNING.

WILDWOOD CENTER (FIRE STATION NO. 6)

PARCEL 9: (APN: 176-060-18,19,06,11)

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LOTS 1 AND 2 AND THE SOUTH HALF OF LOT 3, CROMWELL’S ADDITION TO VISTA, IN

THE CITY OF VISTA, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 3333, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1955.

CITY HALL COMPLEX

PARCEL 10: (APN: 176-101-10)

PARCEL “C” OF PARCEL MAP NO. 9786, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO,

STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARCH 12, 1980.

TOGETHER WITH THAT PORTION OF SAID PARCEL MAP NO. 97 86, AS DELINEATED AND DESIGNATED “AREA TO BE RESERVED FOR ROAD PURPOSES” LYING SOUTHEASTERLY OF AND IMMEDIATELY ADJOINING PARCEL “C” OF SAID PARCEL MAP NO. 9786.

PARCEL 11: (APN: 176-101-13)

PARCEL B OF PARCEL MAP NO. 15239, IN THE COUNTY OF SAN DIEGO, STATS OF

CALIFORNIA, ACCORDING TO MAP THEREOF FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 18, 1988.

PARCEL 12: (APN: 176-101-12)

PARCEL A OF PARCEL MAP NO. 15239, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO,

STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 18, 1988 AS FILE NO. 88-234492.

PARCEL 13: (APN: 176-101-08)

PARCEL A OF PARCEL MAP NO. 9786, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO,

STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARCH 12, 1980 AS INSTRUMENT NO. 80-085476 OF OFFICIAL RECORDS.

EXCEPTING THEREFROM THAT PORTION THAT PORTION SAID LAND GRANTED TO THE CITY OF VISTA FOR ROAD PURPOSES BY A RESOLUTION RECORDED JUNE 2, 1985 AS INSTRUMENT NO. 85-238014, OF OFFICIAL RECORDS.

FIRE STATION NO. 5

PARCEL 14: (APN: 217-010-46)

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ALL OF PARCEL E OF PARCEL MAP NO. 15104, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. JANUARY 12, 1988, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY.

EXCEPTING THEREFROM THAT PORTION OF SAID LAND AS GRANTED TO THE

OPTIMIST CLUB OF VISTA, A CALIFORNIA NONPROFIT CORPORATION, RECORDED MAY 26, 1992 AS INSTRUMENT NO. 1992-0319178. OF OFFICIAL RECORDS.

RESERVING THEREFROM A 60 -FOOT WIDE PRIVATE ROAD AND PUBLIC UTILITY EASEMENT, AS SHOWN ON SAID PARCEL MAP NO. 15104 AS “PROPOSED 60’ PRIVATE ROAD EASEMENT”. SAID EASEMENT IS FOR THE BENEFIT AND USE OF THE PRESENT AND FUTURE OWNERS OF PARCEL D OF SAID PARCEL MAP NO. 15104.

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RECORDING REQUESTED BY:

Vista Joint Powers Financing Authority
AND WHEN RECORDED MAIL TO:

Stradling Yocca Carlson & Rauth LLP
660 Newport Center Drive, Suite 1600
Newport Beach, California 92660
Attn: Vanessa S. Legbandt, Esq.
[Space above for Recorder’s use.]

THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11921 OF THE CALIFORNIA REVENUE AND TAXATION CODE AND THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE BECAUSE THE ASSIGNOR IS A GOVERNMENTAL AGENCY. LEASE TERM LESS THAN 35 YEARS.

THE GRANTOR AND THE GRANTEE ARE GOVERNMENTAL AGENCIES.

EMORANDUM OF LEASE AGREEMENT
by and between

CITY OF VISTA
and

VISTA JOINT POWERS FINANCING AUTHORITY
Dated as of _________ 1, 2025
Relating to
$__________

VISTA JOINT POWERS FINANCING AUTHORITY
REFUNDING LEASE REVENUE BONDS, SERIES 2025A
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MEMORANDUM OF LEASE AGREEMENT
THIS MEMORANDUM OF LEASE AGREEMENT (th is “Memorandum”) is made and entered into as of the 1st day of _______, 2025, by and between the CITY OF VISTA , a municipal corporation and chartered city duly organized and existing under and by virtue of the Constitution and the laws of the State of California (the “City”) and the VISTA JOINT POWERS FINANCING AUTHORITY, a joint exercise of powers entity organized and existing under and by virtue of the laws of the State of California (the “Authority”).

The City has pursuant to a Ground Lease, dated as of _________ 1, 2025 (the “Ground Lease”), by and between the City and the Authority, which Ground Lease is being recorded currently herewith, leased all of the real property legally described in Exhibit A attached hereto to the Authority.

FOR VALUABLE CONSIDERATION, the Authority hereby leases to the City, and the City hereby leases back from the Authority, all of the real property legally described in Exhibit A attached hereto and made a part hereof, subject to the terms and conditions of that certain unrecorded Lease Agreement, dated as of _________ 1, 2025 (the “Lease”), by and between the City and the Authority, which by this reference is incorporated herein. All capitalized terms in this Memorandum not otherwise defined herein shall have the same meaning as set forth in the Lease.

The Authority’s rights under the Lease, including the right to receive and enforce payment of the Rental Payments to be made by the City under the Lease, have been assigned and transferred to U.S. Bank Trust Company, National Association , a national banking association organized and existing under the laws of the United States, as trustee pursuant to the Indenture (the “Trustee”), without recourse for the benefit of the Owners of the Bonds pursuant to the Assignment Agreement, dated as of _________ 1, 2025, by and between the Authority and the Trustee, to which assignment, transfer and sale the City hereby consents.

The term of the Lease shall commence on the Delivery Date and shall end on [May 1, 2037], unless such term is extended as provided in the Lease. If on [May 1, 2037] the Bonds shall not be fully paid, or provision therefor made in accordance with the Indenture, or the Indenture shall not be discharged by its terms, or if the Rental Payments shall remain due and payable or shall have been abated at any time and for any reason, then the term of the Lease shall be extended until the date upon which (i) all Bonds shall be fully paid, or provision therefor made in accordance with the Indenture, or (ii) the Indenture shall be discharged by its terms and all Rental Payments shall have been paid in full. Notwithstanding the foregoing, the term of the Lease shall in no event be extended more than ten years beyond [May 1, 2047]. Such extended date being the “Maximum Lease Term.” If prior to [May 1, 2047] all Bonds shall be fully paid, or provision therefor made in accordance with the Indenture, the Indenture shall be discharged by its terms and all Rental Payments shall have been paid in full, the term of the Lease shall end simultaneously therewith.

Furthermore, pursuant to the terms and conditions set forth in the Lease, the City may substitute additional real property for the property described in Exhibit A or delete portions of the real property described therein from the Lease.
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IN WITNESS WHEREOF, each of the parties hereto has executed this Memorandum of Lease as of the day and year first hereinabove written.

CITY OF VISTA
By:

John Conley,
City Manager
ATTEST:

Kathy Valdez,
City Clerk

VISTA JOINT POWERS FINANCING

AUTHORITY
By:

John Conley,
Executive Director
ATTEST:

Kathy Valdez,
Secretary

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CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in the Property conveyed under the foregoing to the City of Vista, a municipal corporation and general law city duly organized and existing under and by virtue of the Constitution and the laws of the State of California, is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Vista , pursuant to authority conferred by resolution of the said City Council adopted on [April 8] , 2025, and the grantee consents to recordation thereof by its duly authorized officer.

Dated: __________, 2025 CITY OF VISTA
By:

John Conley,
City Manager

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A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA )
) ss.

COUNTY OF SAN DIEGO )

On ___________________ before me, ____________________________________, Notary Public,

personally appeared _____________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal

SIGNATURE OF NOTARY PUBLIC

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STATE OF CALIFORNIA )
) ss.

COUNTY OF _________________________ )

On ___________________ before me, ____________________________________, Notary Public,

personally appeared _____________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal

SIGNATURE OF NOTARY PUBLIC

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EXHIBIT A

LEGAL DESCRIPTION OF THE PROPERTY

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF SAN DIEGO, IN

THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

BRENGLE TERRACE PARK

PARCEL 1: (APN: 177-010-06 & - 17)

VISTA, ACCORDING TO MAP PARTITION OF THE RANCHO BUENA VISTA AND

CERTAIN OTHER LAND ADJACENT THERETO ACCOMPANYING THE REPORT OF THE REFERRE IN THE ACTION OF “YSIDORA COUTS FULLER VS. CAVE J. COUTS, ET AL”, CASE NO. 13315, SUPERIOR COURT OF SAN DIEGO COUNTY, AND A PORTION OF LOT 2 OF SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900, DESCRIBED AS A WHOLE FOLLOWS:

BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2 FRACTIONAL SECTION 20, SAID CORNER BEING DISTANT NORTH 89°38’22” WEST, 1333.50 FEET FROM THE NORTH QUARTER CORNER OF SAID SECTION 20, POINT OF BEGINNING OF TRAVERSE AROUND PARCEL; THENCE ALONG THE EAST LINE OF SAID LOT 2, SOUTH 00°13’30’ WEST, 1162.75 FEET TO THE NORTHERLY LINE OF SAID RANCHO BUENA VISTA, BEING ALSO THE NORTHERLY LINE OF LOT 211 OF SAID ORLEAVO HEIGHTS UNIT NO. 4, AS SHOWN ON SAID MAP NO. 2125; THENCE ALONG THE NORTHERLY LINE OF SAID RANCHO AND SAID LOT 211, NORTH 76°08’40” WEST, 135.84 FEET, MORE OR LESS TO AN ANGLE POINT IN THE BOUNDARY OF SAID LOT 211; THENCE LEAVING SAID

NORTHERLY LINE OF RANCHO BUENA VISTA, AND CONTINUING ALONG THE NORTHERLY LINE OF SAID LOT 211, NORTH 89°46’43” WEST, 261.31 FEET TO THE NORTHEASTERLY CORNER OF SAID LOT 215 OF ORLEAVO HEIGHTS UNIT NO. 4; THENCE ALONG THE EASTERLY LINE OF SAID LOT 215, SOUTH 22°00’00” WEST 51.90 FEET TO THE SOUTHEASTERLY CORNER OF SAID LOT; THENCE ALONG THE SOUTHERLY LINE OF SAID LOT 215, NOR TH 85°00’00” WEST, 372.82 FEET, MORE OR LESS, TO A POINT DISTANT ALONG SAID SOUTHERLY LOT LINE SOUTH 85°00’00” EAST, 205.87 FEET, FROM THE MOST WESTERLY CORNER OF SAID LOT; THENCE LEAVING SAID SOUTHERLY LOT LINE, NORTH 14°01’00” WEST, 117.43 FEET TO THE

MOST SOUTHERLY CORNER OF THAT PARCEL OF LAND DESCRIBED IN DEED TO THE OPTIMIST CLUB OF VISTA, RECORDED DECEMBER 3, 1953 AS INSTRUMENT NO. 162513 IN BOOK 5065, PAGE 84 OF OFFICIAL RECORDS; THENCE ALONG THE EASTERLY LINE OF SAID LAND NORTH 09°01’40” WEST, 391.98 FEET TO AN ANGLE POINT IN THE EASTERLY BOUNDARY OF THE LAND DESCRIBED IN PARCEL 2 OF DEED TO THE 04/08/2025
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OPTIMIST CLUB OF VISTA, RECORDED JANUARY 21, 1953 IN BOOK 4722, PAGE 283 OF OFFICIAL RECORDS; THENCE ALONG THE BOUNDARY OF SAID LAND NORTH 29°05’00” WEST, 49.02 FEET TO THE NORTHWESTERLY BOUNDARY OF THAT PARCEL OF LAND DESCRIBED IN PARCEL 3 IN DEED TO WALTER J. PAUL, ET UX, RECORDED APRIL 1, 1944 AS INSTRUMENT NO. 23397 IN BOOK 1654, PAGE 335 OF OFFICIAL RECORDS; THENCE ALONG THE BOUNDARY OF SAID PAUL’S LAND, NORTH 61°39’00” EAST 96.93 FEET, MORE OR LESS, TO AN ANGLE POINT; NORTH 25°17’00” EAST 195.30 FEET; NORTH 50°36’00” EAST 458.94 FEET; AND NORTH 26°53’00” WEST, 100.28 FEET TO THE NORTH LINE OF SAID SECTION 20; THENCE THEREON SOUTH 89°38’22” EAST, 423.54 FEET TO THE POINT OF BEGINNING.

EXCEPTING THEREFROM THAT PORTION OF THE RIGHT OF WAY VALE TERRACE.

PARCEL 2A: (APN: 177-010-14 PORTION)

THAT PORTION OF TRACT "W" OF THE RANCHO BUENA VISTA, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AS SAME IS SHOWN ON MAP OF "PARTITION OF RANCHO BUENA VISTA AND CERTAIN OTHER LANDS ADJACENT THERETO" ACCOMPANYING THE REPORT OF THE REFEREES IN THE ACTION OF "YSIDORA COUTS FULLER VS. CAVE J. COUTS, ET AL," CASE NO. 13315 IN THE SUPERIOR COURT

OF THE STATE OF CALIFORNIA, IN AND FOR THE COUNTY OF SAN DIEGO, LYING WITHIN THE BOUNDARIES OF THE FOLLOWING DESCRIBED PROPERTY:

BEGINNING AT THE MOST WESTERLY CORNER OF LOT 215 OF ORLEAVO HEIGHTS UNIT NO. 4, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER AUGUST 7, 1928; THENCE ALONG THE SOUTHERLY LINE OF SAID LOT SOUTH 85°00' EAST 205.87 FEET; THENCE NORTH 14°01' WEST 117.43 FEET; THENCE NORTH 64°56'30" WEST 178 FEET; THENCE NORTH 81°35' WEST 152.65 FEET; THENCE NORTH 40°54'30" EAST 52.11 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF SAID TRACT "W" DISTANT ALONG SAID BOUNDARY SOUTH 76°08'44" EAST 247.35 FEET FROM THE NORTHWESTERLY CORNER OF SAID TRACT "W"; THENCE ALONG SAID NORTHERLY BOUNDARY NORTH 76°08'44" WEST 247.35 FEET TO SAID NORTHWESTERLY CORNER; THENCE ALONG THE WESTERLY BOUNDARY OF SAID TRACT "W", SOUTH 0°04'13" WEST 291 FEET TO THE NORTHWESTERLY CORNER OF LOT 216 OF SAID ORLEAVO HEIGHTS UNIT NO. 4; THENCE ALONG THE NORTHERLY LINE OF SAID LOT 216 SOUTH 89°46'43" EAST 342 FEET TO THE POINT OF BEGINNING.

PARCEL 2B: (APN: 177-010-09)

THAT PORTION OF LOT 2, OF FRACTIONAL SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, IN THE COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA, ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900, DESCRIBED AS FOLLOWS:

BEGINNING AT A SET ROCK MARKING THE INTERSECTION OF THE NORTHERLY LINE OF RANCHO BUENA VISTA WITH THE LINE BETWEEN TRACTS "F" AND "W" OF SAID 04/08/2025
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RANCHO BUENA VISTA AS SHOWN ON A MAP NO. 2125 OF ORLEAVO HEIGHTS, UNIT NO. 4, RECORDS OF SAID SAN DIEGO COUNTY, SAID INTERSECTION ON BEING THE SOUTHWESTERLY CORNER OF SAID LOT 2 OF SAID FRACTIONAL SECTION 20;

THENCE ALONG THE NORTHERLY BOUNDARY OF SAID RANCHO BUENA VISTA SOUTH 76°08'44" EAST 247.35 FEET; THENCE LEAVING SAID BOUNDARY LINE, NORTH 40°54'30" EAST 330.80 FEET; THENCE NORTH 29°05' WEST 49.02 FEET TO THE NORTHWESTERLY LINE OF THAT PARCEL OF LAND DESCRIBED AS PARCEL 3 IN DEED TO WALTER J. PAUL, ET UX, RECORDED APRIL 1, 1944, AS DOCUMENT NO. 23397, IN BOOK 1654, PAGE 335 OF OFFICIAL RECORDS; THENCE ALONG SAID NORTHWESTERLY LINE SOUTH 61°39' WEST 491.96 FEET TO THE POINT OF BEGINNING.

PARCEL 2C: (APN: 177-010-14 PORTION)

OF THE STATE OF CALIFORNIA, IN AND FOR THE COUNTY OF SAN DIEGO, AND THAT PORTION OF LOT 2 OF FRACTIONAL SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3

WEST, SAN BERNARDINO MERIDIAN, IN THE COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900, DESCRIBED AS A WHOLE AS FOLLOWS:

BEGINNING AT THE MOST WESTERLY CORNER OF LOT 215 OF ORLEAVO HEIGHTS UNIT NO. 4, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER AUGUST 7, 1928; THENCE ALONG THE SOUTHERLY LINE OF SAID LOT, SOUTH 85°00' EAST 205.87 FEET; THENCE NORTH 14°01' WEST 117.43 FEET; TO THE TRUE POINT OF BEGINNING; THENCE NORTH 64°56'30" WEST 178 FEET; THENCE NORTH 81°35' WEST 152.65 FEET; THENCE NORTH 40°54'30" EAST 52.11 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF SAID TRACT "W", DISTANT ALONG SAID BOUNDARY SOUTH 76°08'44" EAST 247.35 FEET FROM THE NORTHWESTERLY CORNER OF SAID TRACT "W"; THENCE NORTH 40°54'30" EAST 330.80 FEET; THENCE SOUTH 9°01'40" EAST 391.98 FEET TRUE POINT OF BEGINNING.

PARCEL 2D: (APN: 177-010-14 REMAINDER)

LOTS 215 AND 216 OF ORLEAVO HEIGHTS, UNIT NO. 4, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 2125, FILED IN THE

OFFICE OF THE COUNTY RECORDER OF SAID COUNTY OF SAN DIEGO COUNTY AUGUST 7, 1928.

EXCEPTING FROM THE ABOVE DESCRIBED PROPERTY THAT PORTION OF SAID LAND GRANTED TO THE COUNTY OF SAN DIEGO BY INSTRUMENT RECORDED JULY 20, 1961 AS FILE NO. 124764 OF OFFICIAL RECORDS.
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PARCEL 3: (APN: 177-010-10)

THAT PORTION OF LOT 1 OF SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN

BERNARDINO MERIDIAN, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO, STATE OF

COMMENCING AT THE MOST WESTERLY CORNER OF SAID LOT 211; THENCE ALONG THE SOUTHWESTERLY LINE OF SAID LOT, SOUTH 51°00' EAST, 449.57 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID SOUTHWESTERLY LOT LINE, NORTH 39°00' EAST, 291.47 FEET TO THE BEGINNING OF A TANGENT 270 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44'20", A DISTANCE OF 182.55 FEET; THENCE TANGENT TO SAID CURVE, NORTH 0°15'40" EAST, 376.66 FEET; THENCE NORTH 36°40'40" EAST, 101.06 FEET TO POINT "X" OF THIS DESCRIPTION; THENCE NORTH 0°15'40" EAST, 340.41 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS

CURVE, CONCAVE SOUTHEASTERLY, THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 90°05'27", A DISTANCE OF 39.31 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 89°38'53" EAST, 803.85 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 90°03'13", A DISTANCE OF 39.29 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 0°24'40" WEST, 722.75 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY, BEING POINT "A" OF THIS DESCRIPTION; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 89°56'47", A DISTANCE OF 39.25 FEET; THENCE TANGENT TO SAID CURVE, NORTH 89°38'53" WEST, 826.91 FEET TO A LINE WHICH BEARS SOUTH 0°15'40" WEST FROM SAID POINT "X"; THENCE SOUTH 0°15'40" WEST,

50.68 FEET TO THE BEGINNING OF A TANGENT 330 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44'20", A DISTANCE OF 223.12 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 39°00' WEST, 291.47 FEET TO THE SOUTHWESTERLY LINE OF SAID LOT 211; THENCE ALONG SAID SOUTHWESTERLY LOT LINE, NORTH 51°00' WEST, 60.00 FEET TO THE TRUE POINT OF BEGINNING.

EXCEPTING THEREFROM, THAT PORTION OF SAID LOT 1 OF SECTION 20 DESCRIBED AS FOLLOWS:

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A CENTRAL ANGLE OF 82°24’07”, AN ARC DISTANCE OF 186.96 FEET; THENCE SOUTH 71°56’02” WEST, 64.54 FEET; THENCE SOUTH 81°24’23” WEST, 58.69 FEET; THENCE NORTH 05°48’36” WEST, 108.46 FEET; THENCE NORTH 89°29’36” WEST, 313.75 FEET; THENCE SOUTH 84°09’32” WEST 50.00 FEET; THENCE SOUTH 30°40’58” WEST 22.00 FEET; THENCE SOUTH 00°41’42” EAST 98.97 FEET; THENCE SOUTH 47°39’19” EAST, 158.90 FEET; THENCE SOUTH 35°31’39” WEST, 227.34 FEET; THENCE SOUTH 24°30’24” WEST, 147.94 FEET; THENCE SOUTH 03°48’22” EAST, 200.69 FEET; THENCE SOUTH 66°21’32” EAST, 39.00 FEET; THENCE SOUTH 36°56’11” EAST, 11.40 FEET; THENCE SOUTH 70°55’24” EAST 574.01 FEET; THENCE NORTH 74°10’47” EAST, 144.50 FEET, THENCE NORTH 03°39’13” WEST, 254.22 FEET; THENCE NORTH 86°05’32” EAST, 210.28 FEET, THENCE NORTH 00°34’29” EAST 328.77 FEET TO THE TRUE POINT OF BEGINNING.

PARCEL 4: (APN: 177-010-13 & -18; 177-183-30 PTN)

ALSO TOGETHER WITH THAT PORTION OF LOT 209 OF ORLEAVO HEIGHTS UNIT NO. 4,

ALSO TOGETHER WITH THAT PORTION OF LOT 3 IN FRACTIONAL SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN

THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900, DESCRIBED AS FOLLOWS:

ALSO TOGETHER WITH FRACTIONAL LOT 1 – THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20, TOWNSHIP 11 SOUTH, RANGE 3 WEST, SAN

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CALIFORNIA, ACCORDING TO UNITED STATES GOVERNMENT SURVEY APPROVED DECEMBER 26, 1900.

EXCEPTING THEREFROM THAT PORTION DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF SAID NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SAID FRACTIONAL SECTION 20, AS SOWN ON LICENSED SURVEY MAP NO. 486, ON FILE IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY; THENCE ALONG THE NORTH AND SOUTH CENTER LINE OF THE SAID FRACTIONAL SECTION 20 AS SHOWN ON LICENSED SURVEY MAP NO. 371 ON FILE IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY, NORTH 0°23’10” EAST 454.66 FEET; THENCE LEAVING SAID NORTH AND SOUTH CENTER LINE SOUTH 23° WEST 492.65 FEET TO A POINT IN THE NORTH LINE OF LOT 3 OF SAID FRACTIONAL SECTION 20, BEING ALSO THE SOUTH LINE OF THE SAID NORTHEAST QUARTER OF THE NORTHWEST QUARTER; THENCE ALONG THE SAID LINE, SOUTH 89°38’49” EAST 189.43 FEET TO THE POINT OF BEGINNING.

ALSO EXCEPTING THAT PORTION DESCRIBED AS FOLLOWS:

COMMENCING AT THE MOST WESTERLY CORNER OF LOT 211 OF ORLEAVO HEIGHTS UNIT NO. 4, ACCORDING TO MAP THEREOF NO. 2125; THENCE ALONG THE SOUTHWESTERLY LINE OF SAID LOT, SOUTH 51°00’ EAST 449.57 FEET; THENCE LEAVING SAID SOUTHWESTERLY LOT LINE, NORTH 39°00’ EAST 291.47 FEET TO THE BEGINNING OF A TANGENT 270 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44’20” A DISTANCE OF 182.55 FEET; THENCE TANGENT TO SAID CURVE, NORTH 0°15’40” EAST 376.66 FEET; THENCE NORTH 36°40’40” EAST 101.06 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 0°15’40” EAST 340.41 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 90°05’27” A DISTANCE OF 39.31 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 89°38’53” EAST 803.85 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE CONCAVE SOUTHWESTERLY; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 90°03’13” A DISTANCE OF 39.29 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 0°24’40’ WEST 722.75 FEET TO THE BEGINNING OF A TANGENT 25 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 89°56’47” A DISTANCE OF 39.25 FEET; THENCE TANGENT TO SAID CURVE, NORTH 89°38’53” WEST 826.91 FEET TO A LINE WHICH BEARS SOUTH 0°15’40” WEST FROM THE TRUE POINT OF BEGINNING; THENCE 0°15’40’ EAST 407.30 FEET TO THE TRUE POINT OF BEGINNING.

ALSO EXCEPTING THAT PORTION DESCRIBED AS FOLLOWS:

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TANGENT TO SAID CURVE, NORTH 0°15’40” EAST 376.66 FEET; THENCE NORTH 36°40’40” EAST 101.06 FEET; THENCE SOUTH 0°15’40” WEST 457.98 FEET TO THE BEGINNING OF A TANGENT 330 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 38°44’20” A DISTANCE OF 223.12 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 39°00’ WEST 291.47 FEET TO THE SOUTHWESTERLY LINE OF SAID LOT 211; THENCE ALONG SAID SOUTHWESTERLY LOT LINE, NORTH 51°00’ WEST 60 FEET TO THE TRUE POINT OF BEGINNING.

ALSO EXCEPTING THEREFROM, THAT PORTION OF SAID LOT 1 OF SECTION 20 DESCRIBED AS FOLLOWS:

COMMENCING AT THE NORTH QUARTER CORNER OF SAID SECTION 20; THENCE ALONG THE EASTERLY LINE OF SAID LOT 1, SOUTH 00°24’26” WEST (NORTH 00°24’40” EAST PER RECORD OF SURVEY NO. 5467, RECORDED OCTOBER 27, 1960, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY), 559.77 FEET; THENCE NORTH 89°35’34” WEST, 232.13 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 89°25’31” WEST 112.49 FEET; THENCE NORTH 25°39’51” WEST, 194.99 FEET TO THE BEGINNING OF A TANGENT 130.00 FOOT RADIUS CURVE, CONCAVE TO THE SOUTH; THENCE NORTHWESTERLY AND WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 82°24’07”, AN ARC DISTANCE OF 186.96 FEET; THENCE SOUTH 71°56’02” WEST, 64.54 FEET; THENCE SOUTH 81°24’23” WEST, 58.69 FEET; THENCE NORTH 05°48’36” WEST, 108.46 FEET; THENCE NORTH 89°29’36” WEST, 313.75 FEET; THENCE SOUTH 84°09’32” WEST 50.00 FEET; THENCE SOUTH 30°40’58” WEST 22.00 FEET; THENCE SOUTH 00°41’42” EAST 98.97 FEET; THENCE SOUTH 47°39’19” EAST, 158.90 FEET; THENCE SOUTH 35°31’39” WEST, 227.34 FEET; THENCE SOUTH 24°30’24” WEST, 147.94 FEET; THENCE SOUTH 03°48’22” EAST, 200.69 FEET; THENCE SOUTH 66°21’32” EAST, 39.00 FEET; THENCE SOUTH 36°56’11” EAST, 11.40 FEET; THENCE SOUTH 70°55’24” EAST 574.01 FEET; THENCE NORTH 74°10’47” EAST, 144.50 FEET, THENCE NORTH 03°39’13” WEST, 254.22 FEET; THENCE NORTH 86°05’32” EAST, 210.28 FEET, THENCE NORTH 00°34’29” EAST 328.77 FEET TO THE TRUE POINT OF BEGINNING.

PARCEL 5A: (APN: 177-183-30 REMAINDER)

PARCELS A AND B OF PARCEL MAP NO. 8798, IN THE CITY OF VISTA, COUNTY OF SAN

DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 11, 1979.

PARCEL 5B:

A-8
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COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 30, 1973.

THE SOUTHERLY LINE OF SAID NORTHERLY 10 FEET OF PARCEL “D” TO BE EXTENDED EASTERLY TO INTEREST THE SOUTHWESTERLY LINE OF PARCEL “C” OF SAID PARCEL MAP NO. 1884.

PARCEL 6A: (APN: 177-183-30 REMAINDER)

PARCEL 6B:

AN EASEMENT FOR ROAD PURPOSES AND FOR SEWER, WATER, GAS, POWER AND

COMMENCING AT THE INTERSECTION OF THE NORTHERLY LINE OF LOT 209 OF SAID MAP NO. 2125, WITH A LINE WHICH IS PARALLEL WITH AND 150.00 FEET

TERRACE DRIVE) ACCORDING TO MAP THEREOF FILED IN THE OFFICE OF THE COUNTY SURVEY OF SAN DIEGO COUNTY, AUGUST 7, 1928, SAID EASEMENT TO BEGIN IN THE SOUTHERLY LINE OF SAID MCCAUL’S LAND AND TO TERMINATE THE NORTHEASTERLY LINE OF SAID COUNTY ROAD SURVEY NO. 1518.

PARCEL 7: (APN: 177-183-30 PTN)

THOSE PORTIONS OF LOTS 208 AND 209 OF ORLEAVO HEIGHTS UNIT NO. 4, IN THE

CITY OF VISTA, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO 04/08/2025
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MAP THEREOF NO. 2125, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 7, 1928, DESCRIBED AS FOLLOWS:

10.00 FEET OF SAID PARCEL 1 OF SCHIERHOLT’S LAND; THENCE ALONG THE NORTHWESTERLY BOUNDARY OF THE SOUTHEASTERLY 10.00 FEET OF SAID SCHIERHOLT’S LAND AS FOLLOWS: SOUTH 23°40’10” WEST, 518.06 FEET TO AN ANGLE POINT THEREIN; SOUTH 30°51’20” WEST 97.61 FEET TO AN ANGLE POINT THEREIN; AND SOUTH 22°56’25” WEST 56.03 FEET TO THE SOUTHWESTERLY LINE OF SAID LOT 208; THENCE ALONG SAID SOUTHWESTERLY LINE NORTH 51°00’00” WEST,

20.32 FEET TO THE POINT OF BEGINNING.

EXCEPTING THEREFROM THAT PORTION LYING SOUTHWESTERLY OF THE NORTHEASTERLY LINE OF 60.00 FEET WIDE COUNTY ROAD SURVEY NO. 1518 (KNOWN AS VALE TERRACE DRIVE) AS DESCRIBED IN DEED TO THE COUNTY OF SAN DIEGO, RECORDED SEPTEMBER 25, 1959 IN BOOK 7902, PAGE 125, OF OFFICIAL RECORDS.

FIRE STATION NO. 1

PARCEL 8: (APN: 164-122-20)

THAT PORTION OF LOT 14 OF RICHARDSON'S ADDITION TO VISTA, IN THE CITY OF

VISTA, COUNTY OF SAN DIEGO, STATE OP CALIFORNIA, ACCORDING TO MAP THEREOF NO. 1501, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID SAN DIEGO COUNTY, DECEMBER 4, 1912, DESCRIBED AS FOLLOWS:

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242.60 FEET, MORE OR LESS, TO A POINT IN THE SAID NORTHWESTERLY BOUNDARY OF SAID LOT 14, DISTANT THEREON NORTH 56°19'2511 EAST (RECORD - NORTH 56°20'00" EAST), 345.00 FEET FROM THE POINT OF BEGINNING; THENCE SOUTH 56°19'25" WEST (RECORD - SOUTH 56°20'00" WEST) ALONG SAID NORTHWESTERLY BOUNDARY 345.00 FEET TO THE POINT OF BEGINNING.

CITY HALL COMPLEX

PARCEL 10: (APN: 176-101-10)

PARCEL "C" OF PARCEL MAP NO. 9786, IN THE CITY OF VISTA, COUNTY OF SAN

DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARCH 12, 1980.

TOGETHER WITH THAT PORTION OF SAID PARCEL MAP NO. 97 86, AS DELINEATED AND DESIGNATED "AREA TO BE RESERVED FOR ROAD PURPOSES" LYING SOUTHEASTERLY OF AND IMMEDIATELY ADJOINING PARCEL "C" OF SAID PARCEL MAP NO. 9786.

PARCEL 11: (APN: 176-101-13)

PARCEL B OF PARCEL MAP NO. 15239, IN THE COUNTY OF SAN DIEGO, STATS OF

CALIFORNIA, ACCORDING TO MAP THEREOF FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 18, 1988.

PARCEL 12: (APN: 176-101-12)

PARCEL A OF PARCEL MAP NO. 15239, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO,

STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 18, 1988 AS FILE NO. 88-234492.

PARCEL 13: (APN: 176-101-08)

PARCEL A OF PARCEL MAP NO. 9786, IN THE CITY OF VISTA, COUNTY OF SAN DIEGO,

STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARCH 12, 1980 AS INSTRUMENT NO. 80-085476 OF OFFICIAL RECORDS.

EXCEPTING THEREFROM THAT PORTION THAT PORTION SAID LAND GRANTED TO THE CITY OF VISTA FOR ROAD PURPOSES BY A RESOLUTION RECORDED JUNE 2, 1985 AS INSTRUMENT NO. 85-238014, OF OFFICIAL RECORDS.

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PRELIMINARY OFFICIAL STATEMENT DATED ______, 2025
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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 them be accepted, prior to the time the Official Statement is delivered in final form. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

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 them be accepted, prior to the time the Official Statement is delivered in final form. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

NEW ISSUE—BOOK-ENTRY ONLY RATINGS:
[S&P: “__”(Insured 2025A Bonds Rating)]
[S&P: “__” (Underlying/Uninsured Rating)]
(See “RATINGS” herein)
In the opinion of Stradling Yocca Carlson & Rauth LLP, Bond Counsel (“Bond Counsel”), under existing statutes, regulations, rulings and judicial decisions, and assuming the accuracy of certain representations and compliance with certain covenants an d requirements described in this Official Statement, interest (and original issue discount) on the Series 2025A Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alt ernative minimum tax imposed on individuals. In the further opinion of Bond Counsel, interest (and original issue discount) on the Series 2025A Bonds is exempt from State of California personal income tax . See the caption “TAX MATTERS” herein with respect to tax consequences relating to the Series 2025A Bonds, including with respect to the alternative minimum tax imposed on certain large corporations.
$________*

VISTA JOINT POWERS FINANCING AUTHORITY
REFUNDING LEASE REVENUE BONDS, SERIES 2025A
Dated: Date of Delivery Due: May 1, as shown on inside cover The Vista Joint Powers Financing Authority Refunding Lease Revenue Bonds , Series 2025A (the “Series 2025A Bonds”) are payable from base rental payments (the “ Base Rental Payments ”) to be made by the City of Vista (the “City”) for the right to use certain real property (the “Property” ) pursuant to a Lease Agreement, dated as of May 1, 2025 (the “Lease Agreement”), by and between the City, as lessee, and the Vista Joint Powers Financing Authority (the “Authority”), as lessor. See “ SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS.”
The Series 2025A Bonds are being issued to provide funds to (i ) refund the Authority’s outstanding 2015 Refunding Lease Revenue Bonds, (ii) [purchase a municipal bond insurance policy to guarantee payment of the principal of and interest on the Insured Series 2025A Bonds], and (iii) pay the costs incurred in connection with the issuance of the Series 2025A Bonds. See “FINANCING PLAN.” The City has covenanted under the Lease Agreement to make all Base Rental Payments provided for therein, to include all such payments as a separate line item in its biennial budgets, and to make all the necessary annual appropriations for such Base Rental Payments. The City’s obligation to make Base Rental Payments is subject to abatement during any period in which, by reason of material damage to, or destruction or condemnation of, the Property, or any defects in title to the Property, there is substantial interference with the City’s right to use and occupy any portion of the Property. See “RISK FACTORS—Abatements.” The Series 2025A Bonds are being issued in fully registered book-entry only form, initially registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ( “DTC”). Interest on the Series 2025A Bonds is payable semiannually on May 1 and November 1 of each year, commencing November 1, 2025 . Purchasers will not receive certificates representing their interest in the Series 2025A Bonds. Individual purchases will be in principal amounts of $5,000 or integral multiples thereof. Principal of and interest and premium, if any, on the Series 2025A Bonds will be paid by U.S. Bank Trust Company, National Association, as trustee (the “ Trustee”) to DTC for subsequent disbursement to DTC Participants who are obligated to remit such payments to the Beneficial Owners of the Series 2025A Bonds. See “THE SERIES 2025A BONDS—Book- Entry Only System” herein.

The Series 2025A Bonds will be issued pursuant to an Indenture, dated as of May 1, 2025 (the “Indenture”) by and among the City, the Authority and the Trustee. The Series 2025A Bonds and any additional bonds issued pursuant to the Indenture (“Additional Bonds”) are collectively referred to as the “Bonds.”
The Series 2025A Bonds are subject to optional, extraordinary and mandatory sinking fund redemption prior to maturity. See “THE SERIES 2025A BONDS—Redemption.”
The Series 2025A Bonds are special obligations of the Authority, payable solely from Base Rental Payments and the other assets pledged therefor under the Indenture. Neither the faith and credit nor the taxing power of the Authority, the City or the State of California, or any political subdivision thereof, is pledged to the payment of the Series 2025A Bonds.

The obligation of the City to make the Base Rental Payments does not constitute a debt of the City or the State of California or of any political subdivision thereof within the meaning of any constitutional or statutory debt limit or restriction, and does not constitute an obligation for which the City or the State of California is obligated to levy or pled ge any form of taxation or for which the City or the State of California has levied or pledged any form of taxation. The Authority has no power to tax.

THIS COVER PAGE CONTAINS CERTAIN INFORMATION FOR QUICK REFERENCE ONLY. IT IS NOT A SU
MMARY OF THIS ISSUE. INVESTORS MUST READ THE ENTIRE OFFICIAL STATEMENT TO OBTAIN INFORMATION ESSENTIAL TO THE MAKING OF AN INFORMED INVESTMENT DECISION. [INSURER’S LOGO]
[The scheduled payment of principal of and interest on the Bonds maturing on May 1, 20 ____ through May 1, 20 ____, inclusive, when due will be guaranteed under a municipal bond insurance policy to be issued concurrently with the issuance of the Bonds by [INSURER].]
The Series 2025A Bonds will be offered when, as and if issued and received by the Underwriter, subject to the approval as to their validity by Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, Bond Counsel. Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, is also acting as Disclosure Counsel to the City and the Authority. Certain legal matters will be passed upon for the City and the Authority by the City Attorney of the City of Vista , and for the Underwriter by Nixon Peabody LLP, Los Angeles, California. It is anticipated that the Series 2025A Bonds in definitive form will be available for delivery to DTC in New York, New York on or about May ___, 2025.
* P reliminary, subject to change.
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[OPPENHEIMER LOGO]
Dated: May ____, 2025
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MATURITY SCHEDULE
$__________________*

VISTA JOINT POWERS FINANCING AUTHORITY
Refunding Lease Revenue Bonds, Series 2025A
Base CUSIP†: 928317
Maturity Date
(May 1) Principal Amount Interest Rate Yield Price CUSIP† 2025 $ % %
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037

* Preliminary, subject to change.

I Insured Series 2025A Bond.

C Priced to optional redemption date of May 1, [2035], at par. † CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by FactSet Research Systems Inc. Copyright© 202 5 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by 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 Underwriter, the Authority or the City, or their agents or counsel, assume responsibility for the accuracy of such numbers.
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No dealer, broker, salesperson or other person has been authorized by the City or the Authority to give any information or to make any representations in connection with the offer or sale of the Series 2025A Bonds other than those contained herein and, if given or made, such other information or representations must not be relied upon as having been authorized by the City or the Authority. 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 Series 2025A Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers or Owners of the Series 2025A Bonds. Statements contained in this Official Statement which involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as representations of fact.

The Underwriter has provided the following sentence for inclusion in this Official Statement. The Underwriter has reviewed the information in this Official Statement in accordance with, and as a part of, its responsibilities to investors u nder 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.

This Official Statement and the information contained herein are subject to completion or amendment 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 Authority or any other parties described herein s ince the date hereof. These securities may not be sold nor may an offer to buy be accepted prior to the time the Official Statement i s delivered in final form. This Official Statement is being submitted in connection with the sale of the Series 2025A Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose, unless authorized in writin g by the City. All summaries of documents and laws are made subject to the provisions thereof and do not purport to be complete statements of any or all such provisions.

Certain statements included or incorporated by reference in this Official Statement constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended.

Such statements are generally identifiable by the terminology used such as “ plan,” “ expect,” “ estimate,” “ project,” “ budget,” “intend” or similar words. Such forward-looking statements include, but are not limited to, certain statements contained in the information under the captions “THE CITY OF VISTA,” “CITY FINANCIAL INFORMATION” and “RISK FACTORS.”

THE ACHIEVEMENT OF CERTAIN RESULTS OR OTHER EXPECTATIONS CONTAINED IN SUCH

FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND

OTHER FACTORS WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS

DESCRIBED TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE CITY DOES

NOT PLAN TO ISSUE ANY UPDATES OR REVISIONS TO THE FORWARD-LOOKING STATEMENTS SET FORTH IN THIS OFFICIAL STATEMENT. IN EVALUATING SUCH STATEMENTS, POTENTIAL INVESTORS

SHOULD SPECIFICALLY CONSIDER THE VARIOUS FACTORS WHICH COULD CAUSE ACTUAL EVENTS OR

RESULTS TO DIFFER MATERIALLY FROM THOSE INDICATED BY SUCH FORWARD-LOOKING STATEMENTS.

IN CONNECTION WITH THE OFFERING OF THE SERIES 2025A BONDS, THE UNDERWRITER MAY

OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE SERIES 2025A 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 UNDERWRITER MAY OFFER AND SELL THE SERIES 2025A BONDS TO CERTAIN DEALERS AND DEALER

BANKS AND BANKS ACTING AS AGENT AND OTHERS AT PRICES LOWER THAN THE PUBLIC OFFERING

PRICE STATED ON THE COVER PAGE HEREOF AND SAID PUBLIC OFFERING PRICE MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITER.

THE SERIES 2025A BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933,

AS AMENDED, IN RELIANCE UPON AN EXEMPTION CONTAINED IN SUCH ACT AND HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE. [[INSURER] (the “Insurer”) makes no representation regarding the Bonds or the advisability of investing in the Bonds.

In addition, the Insurer has not independently verified, makes no representation regarding, and does not accept any responsibility for the accuracy or completeness of this Official Statement or any information or disclosure contained herein, or omitted herefrom, other than with respect to the accuracy of the information regarding the Insurer supplied by the Insurer and presented under the heading “BOND INSURANCE” and APPENDIX G—”SPECIMEN MUNICIPAL BOND INSURANCE POLICY”.] The City maintains a website; however, information presented there is not a part of this Official Statement and should not be relied upon in making an investment decision with respect to the Series 2025A Bonds. 04/08/2025
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VISTA JOINT POWERS FINANCING AUTHORITY GOVERNING BOARD AND

CITY COUNCIL OF THE CITY OF VISTA

John Franklin, Chair/Mayor
Katie Melendez, Vice Chair/Deputy Mayor
Corinna Contreras, Board Member/Council Member
Jeff Fox, Board Member/Council Member
Dan O’Donnell, Board Member/Council Member

_____________

CITY/AUTHORITY OFFICIALS
John Conley, City Manager/Executive Director
Mike Sylvia, Finance Director/City Treasurer/Treasurer
Kathy Valdez, City Clerk/Secretary
_____________

BOND COUNSEL AND DISCLOSURE COUNSEL
Stradling Yocca Carlson & Rauth LLP
Newport Beach, California
_____________

MUNICIPAL ADVISOR
NHA Advisors, LLC
San Rafael, California
_____________

TRUSTEE
U.S. Bank Trust Company, National Association
Los Angeles, California
_____________

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TABLE OF CONTENTS
Page
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INTRODUCTION ......................................................................................................................................................... 1 THE SERIES 2025A BONDS ....................................................................................................................................... 3 General ...................................................................................................................................................................... 3 Registration, Transfers and Exchanges...................................................................................................................... 4 Redemption ............................................................................................................................................................... 4 Book-Entry Only System .......................................................................................................................................... 6 SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS ................................................... 7 Pledge of Revenues ................................................................................................................................................... 7 Base Rental Payments ............................................................................................................................................... 7 Additional Rental Payments ...................................................................................................................................... 8 Abatement ................................................................................................................................................................. 9 Substitution or Release of the Property ..................................................................................................................... 9 Action on Default .................................................................................................................................................... 10 No Reserve Fund ..................................................................................................................................................... 10 Additional Bonds ..................................................................................................................................................... 10 Insurance ................................................................................................................................................................. 11 [BOND INSURANCE] ............................................................................................................................................... 11 SOURCES AND USES OF FUNDS ........................................................................................................................... 12 BASE RENTAL PAYMENT SCHEDULE ................................................................................................................ 12 FINANCING PLAN .................................................................................................................................................... 12 THE PROPERTY ........................................................................................................................................................ 13 THE AUTHORITY ..................................................................................................................................................... 14 THE CITY OF VISTA ................................................................................................................................................ 14 General .................................................................................................................................................................... 14 City Council ............................................................................................................................................................ 14 City Management .................................................................................................................................................... 15 Employee and Employee Relations ......................................................................................................................... 16 Risk Management .................................................................................................................................................... 16 CITY FINANCIAL INFORMATION ......................................................................................................................... 18 Accounting and Financial Reporting ....................................................................................................................... 18 City Component Units and Discrete Component Units ........................................................................................... 20 Financial Policies .................................................................................................................................................... 21 Budget Procedure, Current Budget and Historical Budget Information .................................................................. 23 Comparative Change in Fund Balance of the City General Fund ........................................................................... 28 Comparative General Fund Balance Sheets of the City .......................................................................................... 30 Tax Revenues By Source......................................................................................................................................... 31 Property Taxes ......................................................................................................................................................... 31 Sales Taxes .............................................................................................................................................................. 34 Transient Occupancy Tax (Hotel Visitor’s Tax) ..................................................................................................... 35 Cannabis Tax ........................................................................................................................................................... 36 Business License Tax .............................................................................................................................................. 36 Franchise Tax .......................................................................................................................................................... 36 Charges for Services ................................................................................................................................................ 36 Fines and Forfeitures ............................................................................................................................................... 36 Other Revenue Sources ........................................................................................................................................... 36 Indebtedness ............................................................................................................................................................ 37 Retirement System .................................................................................................................................................. 37 Other Post-Employment Benefits ............................................................................................................................ 45 RISK FACTORS ......................................................................................................................................................... 45 General Considerations – Security for the Series 2025A Bonds ............................................................................. 45 Abatements .............................................................................................................................................................. 46 04/08/2025
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No Reserve Fund ..................................................................................................................................................... 46 Effect of Economy on Revenues ............................................................................................................................. 47 Natural Disasters ..................................................................................................................................................... 47 Hazardous Substances ............................................................................................................................................. 48 Other Financial Matters ........................................................................................................................................... 49 Substitution, Addition and Removal of Property; Additional Bonds ...................................................................... 49 Limited Recourse on Default; No Acceleration of Base Rental .............................................................................. 49 Limitations on Remedies Available; Bankruptcy .................................................................................................... 50 Possible Insufficiency of Insurance Proceeds .......................................................................................................... 51 Loss of Tax Exemption ........................................................................................................................................... 51 No Liability of Authority to the Owners ................................................................................................................. 51 Dependence on State for Certain Revenues............................................................................................................. 52 Cybersecurity........................................................................................................................................................... 53 Bond Insurance ........................................................................................................................................................ 53 CONSTITUTIONAL AND STATUTORY LIMITATIONS ON TAXES AND APPROPRIATIONS ..................... 54 Article XIIIA of the State Constitution ................................................................................................................... 54 Legislation Implementing Article XIIIA ................................................................................................................. 54 Article XIIIB of the State Constitution .................................................................................................................... 54 Articles XIIIC and XIIID of the State Constitution ................................................................................................. 55 Proposition 62 ......................................................................................................................................................... 56 Proposition 1A ......................................................................................................................................................... 56 Proposition 22 ......................................................................................................................................................... 57 Proposition 26 ......................................................................................................................................................... 57 Possible Future Initiatives ....................................................................................................................................... 58 TAX MATTERS ......................................................................................................................................................... 58 CERTAIN LEGAL MATTERS .................................................................................................................................. 60 ABSENCE OF LITIGATION ..................................................................................................................................... 60 UNDERWRITING ...................................................................................................................................................... 60 RATINGS .................................................................................................................................................................... 61 MUNICIPAL ADVISOR ............................................................................................................................................ 61 CONTINUING DISCLOSURE ................................................................................................................................... 61 FINANCIAL STATEMENTS OF THE CITY ............................................................................................................ 61 MISCELLANEOUS .................................................................................................................................................... 62

APPENDIX A ECONOMIC AND DEMOGRAPHIC INFORMATION REGARDING THE CITY OF VISTA ....................................................................................................................................... A-1 APPENDIX B SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS .................................................. B-1

APPENDIX C AUDITED FINANCIAL STATEMENTS OF THE CITY FOR THE YEAR ENDED JUNE 30, 2024 .......................................................................................................................... C-1 APPENDIX D PROPOSED FORM OF BOND COUNSEL OPINION ........................................................... D-1 APPENDIX E FORM OF CONTINUING DISCLOSURE CERTIFICATE .................................................... E-1 APPENDIX F BOOK-ENTRY ONLY SYSTEM ........................................................................................... F-1 APPENDIX G SPECIMEN MUNICIPAL BOND INSURANCE POLICY ..................................................... G-1 04/08/2025
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CITY OF VISTA

REGIONAL LOCATION MAP

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OFFICIAL STATEMENT
$_________*

VISTA JOINT POWERS FINANCING AUTHORITY
REFUNDING LEASE REVENUE BONDS, SERIES 2025A

INTRODUCTION
This Official Statement (which includes the cover page and the appendices hereto) (the “Official Statement”) provides certain information concerning the sale and delivery of $ ________* aggregate principal amount of Vista Joint Powers Financing Authority Refunding Lease Revenue Bonds , Series 2025A (the “Series 2025A Bonds”).

The net proceeds of the sale of the Series 2025A Bonds will be used to (i) refund the Authority’s outstanding 2015 Refunding Lease Revenue Bonds (the “2015 Bonds”) , (ii) [ purchase a municipal bond insurance policy to guarantee payment of the principal of and interest on the Insured Series 2025A Bonds], and (iii) pay the costs incurred in connection with the issuance of the Series 2025A Bonds . See “ FINANCING PLAN” herein.

The Series 2025A Bonds are equally and ratably payable from base rental payments (the “Base Rental Payments”) to be made by the City of Vista (the “City”) for the right to use certain real property ( collectively, the “Property” and described further under the caption “THE PROPERTY” ) pursuant to a Lease Agreement, dated as of May 1, 2025 (the “Lease Agreement”), between the City, as lessee, and the Vista Joint Powers Financing Authority (the “Authority”), as lessor.

The Series 2025A Bonds will be issued pursuant to an Indenture, dated as of May 1, 2025 (the “Indenture”), by and among the Authority, the City and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). Pursuant to the Indenture, the Authority may issue additional bonds (the “Additional Bonds”) payable from the Base Rental Payments on a parity with the Series 2025A Bonds (the Series 2025A Bonds and any such Additional Bonds being collectively referred to as the “Bonds” ). In addition, the City has the right to incur other obligations payable from its general revenues. See the caption “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS—Additional Bonds.” Pursuant to a Ground Lease, dated as of May 1, 2025 (the “Ground Lease”), by and between the City and the Authority, the City has leased the Property to the Authority. The Authority has subleased the Property to the City under the Lease Agreement. The Lease Agreement obligates the City to make Base Rental Payments to the Authority.

The Trustee and the Authority have entered into an Assignment Agreement, dated as of May 1, 2025, pursuant to which the Authority has assigned to the Trustee for the benefit of the Bond Owners substantially all of the Authority’s right, title and interest in and to the Ground Lease and the Lease Agreement, including its right to receive the Base Rental Payments due under the Lease Agreement and to enforce any remedies in the event of a default by the City.

The Property leased under the Ground Lease and the Lease Agreement will initially consist of the City’s City Hall Complex , Fire Station No. 1 and Brengle Terrace Park (exclusive of a 15 acre botanical garden therein). The Moonlight Stage House is located within the Brengle Terrace Park and constitutes a component of the Property. See the caption “THE PROPERTY.” The City has the right to substitute or release all or portion of the Property subject to certain conditions precedent. See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS—Substitution, Addition and Removal of Property.”

* Preliminary, subject to change.
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The City will covenant under the Lease Agreement to take such action as may be necessary to include all Rental Payments, which are comprised of Base Rental Payments and Additional Rental Payments (which include taxes and assessments affecting the Property, administrative costs of the Authority relating to the Property, fees and expenses of the Trustee and other amounts payable under the Lease Agreement), due under the Lease Agreement as a separate line item in its biennial budgets and to make the necessary annual appropriations therefor, subject to abatement as described herein.

Base Rental Payments are subject to complete or partial abatement in the event and to the extent that there is substantial interference with the City’s right to use and occupy the Property or any portion thereof.

See “RISK FACTORS—Abatements.” Abatement of Base Rental Payments under the Lease Agreement, to the extent that payment is not made from alternative sources as set forth below, would result in all Bond Owners receiving less than the full amount of principal of and interest on the Series 2025A Bonds. To the extent that proceeds of insurance are available or moneys are available in certain funds and accounts pledged as security for the Series 2025A Bonds , Base Rental Payments (or a portion thereof) may be made during periods of abatement.

THE SERIES 2025A BONDS ARE SPECIAL OBLIGATIONS OF THE AUTHORITY, PAYABLE

SOLELY FROM BASE RENTAL PAYMENTS AND THE OTHER ASSETS PLEDGED THEREFOR UNDER THE INDENTURE. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE AUTHORITY, THE CITY OR THE STATE OF CALIFORNIA (THE “STATE”), OR ANY POLITICAL SUBDIVISION THEREOF, IS PLEDGED TO THE PAYMENT OF THE SERIES 2025A BONDS. THE AUTHORITY HAS NO TAXING POWER.

THE OBLIGATION OF THE CITY TO MAKE THE BASE RENTAL PAYMENTS DOES NOT

CONSTITUTE A DEBT OF THE CITY, THE STATE OR ANY POLITICAL SUBDIVISION THEREOF

WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMIT OR

RESTRICTION, AND DOES NOT CONSTITUTE AN OBLIGATION FOR WHICH THE CITY OR THE

STATE IS OBLIGATED TO LEVY OR PLEDGE ANY FORM OF TAXATION OR FOR WHICH THE CITY OR THE STATE HAS LEVIED OR PLEDGED ANY FORM OF TAXATION. [Payment of principal of and interest on the Insured Series 2025A Bonds will be insured by the Policy to be delivered by [INSURER] (the “Insurer”) concurrently with the issuance of the Bonds. See the caption “BOND INSURANCE” and APPENDIX G.]
In the opinion of Bond Counsel under existing statutes, regulations, rulings and judicial decisions, and assuming the accuracy of certain representations and compliance with certain covenants and requirements described herein, interest (and original issue discount) on the Series 2025A Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals. In the further opinion of Bond Counsel, interest (and original issue discount) on the Series 2025A Bonds is exempt from State of California personal income tax.

See “TAX MATTERS” with respect to tax consequences relating to the Series 2025A Bonds, including with respect to the alternative minimum tax imposed on certain large corporations.

The Authority is not funding a debt service reserve fund for the Series 2025A Bonds.

The City has agreed to provide, or cause to be provided, to the Municipal Securities Rulemaking Board for purposes of Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission (“Rule 15c2- 12”) certain annual financial information and operating data and, in a timely manner, notice of certain listed events. These covenants have been made in order to assist the Underwriter in complying with Rule 15c2-12.

See “CONTINUING DISCLOSURE” herein for a description of the Authority’s and the City’s complia nce with its prior continuing disclosure undertakings pursuant to Rule 15c2- 12 and APPENDIX —E “FORM OF CONTINUING DISCLOSURE CERTIFICATE” for a description of the specific nature of the annual report 04/08/2025
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and notices of listed events and the terms of the disclosure undertaking pursuant to which such reports are to be made.

U.S. Bank Trust Company, National Association, Los Angeles, California, will act as Trustee with respect to the Series 2025A Bonds. The Series 2025A Bonds will be issued subject to the approval as to their legality by Stradling Yocca Carlson & Rauth LLP , Newport Beach, California, Bond Counsel. Certain legal matters will be passed upon for the City and the Authority by the City Attorney of the City of Vista and by Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, Disclosure Counsel. Certain legal matters will be passed upon for the Underwriter by Nixon Peabody LLP, Los Angeles, California. The City’s financial statements for the fiscal year ended June 30, 2024 included as Appendix C hereto have been audited by Davis Farr LLP, Irvine, California (the “Auditor”). See APPENDIX C—“AUDITED FINANCIAL STATEMENTS OF THE CITY FOR THE FISCAL YEAR ENDED JUNE 30, 2024” herein. The City’s financial statements are public documents and are included within this Official Statement without the prior approval of the Auditor.

Accordingly, the Auditor has not performed any post -audit review of the financial condition of the City and also has not performed any procedures relating to this Official Statement.

Certain events could affect the ability of the City to make the Base Rental Payments when due. See “RISK FACTORS” for a discussion of certain factors that should be considered, in addition to other matters set forth herein, in evaluating an investment in the Series 2025A Bonds.

The presentation of information, including tables of receipt of revenues, is intended to show recent historical information and, except for a budget discussion for the 2023- 25 biennial period and the City’s periodic five-year forecast, is not intended to indicate future or continuing trends in the financial position or other affairs of the City. No representation is made that past experience, as it might be shown by such financial and other information, will necessarily continue or be repeated in the future. See the captions “THE CITY OF VISTA” and “CITY FINANCIAL INFORMATION” for financial and operating information related to the City.

The summaries or references to the Indenture, the Lease Agreement, the Ground Lease, the Assignment Agreement and other documents, agreements and statutes referred to herein, and the description of the Series 2025A Bonds included in this Official Statement, do not purport to be comprehensive or definitive, and such summaries, references and descriptions are qualified in their entireties by reference to each such document or statute. All capitalized terms used in this Official Statement (unless otherwise defined herein) which are defined in the Indenture or the Lease Agreement shall have the meanings set forth therein . See APPENDIX B—“SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS.”
THE SERIES 2025A BONDS
General
The Series 2025A Bonds shall be issued in fully registered form without coupons in denominations of $5,000 or any integral multiple thereof. The Series 2025A Bonds will be dated as of and bear interest (calculated on the basis of a 360- day year comprised of twelve 30- day months) from the dated date thereof at the rates set forth on the inside cover page hereof. Interest on the Series 2025A Bonds will be paid semiannually on May 1 and November 1 (each, an “ Interest Payment Date ”) of each year, commencing November 1, 2025.

Interest on the Series 2025A Bonds will be payable from the Interest Payment Date next preceding the date of authentication thereof (a “Record Date” ) unless (i) a Series 2025A Bond is authenticated on or before an Interest Payment Date and after the close of business on the preceding Record Date, in which event it will bear interest from such Interest Payment Date, (ii) a Series 2025A Bond is authenticated on or before the first Record Date, in which event interest thereon will be payable from the dated date thereof, or (iii) interest on any Series 2025A Bond is in default as of the date of authentication thereof, in which event interest thereon will be 04/08/2025
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payable from the date to which interest has been paid in full, payable on each Interest Payment Date. Interest will be paid in lawful money of the United States on each Interest Payment Date to the Persons in whose names the ownership of the Series 2025A Bonds is registered on the Registration Books at the close of business on the immediately preceding Record Date, except as provided below. Interest will be paid by check of the Trustee mailed by first class mail, postage prepaid, on each Interest Payment Date to the Series 2025A Bond Owners at their respective addresses shown on the Registration Books as of the close of business on the preceding Record Date.

The principal and premium, if any, of the Series 2025A Bonds will be payable in lawful money of the United States of America upon presentation and surrender thereof upon maturity or earlier redemption at the Office of the Trustee. The Series 2025A Bonds will be subject to redemption as set forth herein.

Registration, Transfers and Exchanges
The Series 2025A Bonds will be issued as fully registered bonds, registered in the name of Cede & Co. as nominee of DTC, and will be available to actual purchasers of the Series 2025A Bonds (the “Beneficial Owners”) in the denominations set forth above, under the book-entry system maintained by DTC, only through brokers and dealers who are or act through DTC Participants (as defined in Appendix F) as described herein.

Beneficial Owners will not be entitled to receive physical delivery of the Series 2025A Bonds. See “ THE SERIES 2025A BONDS—Book-Entry Only System.”
Redemption*
Extraordinary Redemption from Net Proceeds. The Series 2025A Bonds are subject to redemption, in whole or in part, on any date, in denominations of $5,000 or any integral multiple thereof, from and to the extent of any Net Insurance Proceeds received with respect to all or a portion of the Property, deposited by the Trustee in the Redemption Fund pursuant to the Indenture, at a Redemption Price equal to the principal amount of the Series 2025A Bonds to be redeemed, plus accrued interest thereon to the date of redemption, without premium.

Optional Redemption of Series 2025A Bonds. The Series 2025A Bonds maturing on or after May 1, 20___, are subject to optional redemption, in whole or in part, on any date on or after May 1, 20___, in denominations of $5,000 or any integral multiple thereof, from and to the extent of prepaid Base Rental Payments paid pursuant to the Lease, at a Redemption Price equal to the principal amount of the Series 2025A Bonds to be redeemed, plus accrued interest thereon to the date of redemption, without premium.

Mandatory Sinking Fund Redemption . The Series 2025A Bonds with stated maturities on May 1, 20___ are subject to mandatory sinking fund redemption in part (by lot) on each May 1 on and after May 1, 20___, in integral multiples of $5,000 at a Redemption Price equal to the principal amount thereof plus accrued interest to the date fixed for redemption, without premium, in accordance with the following schedule:

Redemption Date
(May 1)
Principal
Amount
_____
_____
_____
_____
_____**

* Preliminary, Subject to Change.
** Final Maturity.
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The Series 2025A Bonds with stated maturities on May 1, 20___ are subject to mandatory sinking fund redemption in part (by lot) on each May 1 on and after May 1, 20___, in integral multiples of $5,000 at a Redemption Price equal to the principal amount thereof plus accrued interest to the date fixed for redemption, without premium, in accordance with the following schedule:

Redemption Date
(May 1)
Principal
Amount
_____
_____
_____
_____
_____**

** Final Maturity.

In the event of a partial optional redemption or extraordinary mandatory redemption of any of the Term Bonds, the City will provide the Trustee with a revised mandatory sinking fund schedule giving effect to the redemption so completed.

Selection of Bonds for Redemption. Whenever provision is made in the Indenture for the redemption of less than all of the Bonds, the Trustee shall select the Bonds to be redeemed from all Bonds not previously called for redemption (a) with respect to any optional redemption of Bonds of a Series, among maturities of Bonds of such Series as directed in a Written Request of the Authority and as to any term Bonds described in the Indenture, with such adjustments to mandatory sinking fund redemption described in such Written Request, (b) with respect to any redemption from and to the extent of any insurance proceeds or condemnation award received with respect to all or a portion of the Property and the corresponding provision of any Supplemental Indenture pursuant to which Additional Bonds are issued, among maturities of all Series of Bonds on a pro rata basis as nearly as practicable, and (c) with respect to any other redemption of Additional Bonds, among maturities as provided in the Supplemental Indenture pursuant to which such Additional Bonds are issued, and by lot among Bonds of the same Series with the same maturity in any manner which the Trustee in its sole discretion deems appropriate and fair. For purposes of such selection, all Bonds will be deemed to be comprised of separate $5,000 denominations and such separate denominations will be treated as separate Bonds which may be separately redeemed.

Notice of Redemption . Unless otherwise provided in a the Indenture or Supplemental Indenture, notice of redemption will be given by the Trustee, not less than 20 nor more than 60 days prior to the redemption date (i) as to Bonds not registered in the name of a Securities Depository or its nominee, to the respective Owners of the Bonds designated for redemption at their addresses appearing on the Registration Books, (ii) as to Bonds registered in the name of a Securities Depository or its nominee, to such Securities Depository for such Bonds, and (iii) the Information Services. Notice of redemption to the Owners pursuant to (i) above will be given by mail at their addresses appearing on the Registration Books, or any other method agreed upon by such Owner and the Trustee. Notice of redemption to the Securities Depositories pursuant to (ii) above and the Information Services pursuant to (iii) above will be given by electronically secure means, or any other method agreed upon by such entities and the Trustee . Such notice will state the date of the notice, the redemption date, the redemption place and the Redemption Price and shall designate the CUSIP numbers, the Bond numbers and the maturity or maturities (except in the event of redemption of all of the Bonds of such maturity or maturities in whole) of the Bonds to be redeemed, and will require that such Bonds be then surrendered at the principal corporate trust office of the Trustee for redemption at the Redemption Price, giving notice also that further interest on such Bonds will not accrue from and after the date fixed for redemption.

Neither the failure to receive any notice so mailed , nor any defect in such notice, will affect the validity of the proceedings for the redemption of the Bonds or the cessation of accrual of interest thereon from and after the date fixed for redemption.
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With respect to any notice of optional redemption of the Bonds, such notice may state that such redemption is conditional upon the receipt by the Trustee, on or prior to the date fixed for such redemption, of moneys sufficient to pay the principal of, premium if any, and interest on the Bonds to be redeemed and upon other conditions set forth therein and that, if such money has not been so received or such other conditions have not been satisfied, said notice is of no force and effect and the Trustee is not required to redeem such Bonds. If any condition stated in the redemption notice for an optional redemption have not been satisfied on or prior to the redemption date: (i ) the redemption notice will be of no force and effect, (ii ) the Authority will not be required to redeem such Bonds, (iii) the redemption will not be made, and (iv) the Trustee will within a reasonable time thereafter give notice to the persons in the manner in which the conditional redemption notice was given that such condition or conditions were not met and that the redemption was canceled.

Partial Redemption of Bonds . Upon surrender of any Bonds redeemed in part only, the Authority will execute and the Trustee will authenticate and deliver to the Owner thereof, at the expense of the Authority, a new Bond or Bonds of the same Series in authorized denominations equal in aggregate principal amount representing the unredeemed portion of the Bonds surrendered.

Effect of Notice of Redemption . Notice having been mailed as aforesaid, and moneys for the Redemption Price, and the interest to the applicable date fixed for redemption, having been set aside in the Redemption Fund, the Bonds will become due and payable on said date, and, upon presentation and surrender thereof at the principal corporate trust office of the Trustee, said Bonds will be paid at the Redemption Price thereof, together with interest accrued and unpaid to said date.

If, on said date fixed for redemption, moneys for the Redemption Price of all the Bonds to be redeemed, together with interest to said date, will be held by the Trustee so as to be available therefor on such date, and, if notice of redemption thereof has been mailed as aforesaid and not canceled, then, from and after said date, interest on said Bonds will cease to accrue and become payable. All moneys held by or on behalf of the Trustee for the redemption of Bonds will be held in trust for the account of the Owners of the Bonds so to be redeemed without liability to such Owners for interest thereon. All Bonds paid at maturity or redeemed prior to maturity pursuant to the provisions of the Indenture will be canceled upon surrender thereof and destroyed.

Book-Entry Only System
General. DTC will act as securities depository for the Series 2025A Bonds. The Series 2025A Bonds will be issued as fully -registered bonds registered in the name of Cede & Co. (DTC’s partnership nominee).

One fully-registered Series 2025A Bond will be issued for each maturity of the Series 2025A Bonds, each in the initial aggregate principal amount of such maturity, and will be deposited with DTC. See APPENDIX F— “BOOK-ENTRY ONLY SYSTEM.”
Transfer and Exchange of Bonds . The following provisions regarding the exchange and transfer of the Series 2025A Bonds apply only during any period in which the Series 2025A Bonds are not subject to DTC’s book- entry system. While the Series 2025A Bonds are subject to DTC’s book- entry system, their exchange and transfer will be effected through DTC and the Participants and will be subject to the procedures, rules and requirements established by DTC.

Any Bond may, in accordance with its terms, be transferred upon the books required to be kept by the Trustee pursuant to the provisions of the Indenture by the Person in whose name it is registered, in person or by his or her duly authorized attorney, upon surrender of such Bond for cancellation, accompanied by delivery of a written instrument of transfer, duly executed in a form acceptable to the Trustee. Whenever any Bond or Bonds will be surrendered for transfer, the Authority will execute and the Trustee will authenticate and will deliver a new Bond or Bonds of the same Series in a like aggregate principal amount, in any Authorized Denomination. The Trustee will require the Bond Owner requesting such transfer to pay any tax or other governmental charge required to be paid with respect to such transfer. 04/08/2025
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The Bonds may be exchanged at the principal corporate trust office of the Trustee for a like aggregate principal amount of Bonds of the same Series of other authorized denominations. The Trustee will require the payment by the Bond Owner requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange.

The Trustee is not obligated to make any transfer or exchange of Bonds of a Series during the period established by the Trustee for the selection of Bonds of such Series for redemption, or with respect to any Bonds of such Series selected for redemption.

SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS Pledge of Revenues
The Series 2025A Bonds are equally and ratably payable from and secured by Base Rental Payments and certain amounts on deposit in certain funds and accounts established under the Indenture. Base Rental Payments will be paid by the City from any and all legally available funds. See the captions “ THE CITY OF VISTA,” “CITY FINANCIAL INFORMATION” and “RISK FACTORS” for a description of such available funds and the potential risks associated with the availability of such funds to make Base Rental Payments. The City has covenanted in the Lease Agreement to take such action as may be necessary to include all Base Rental Payments and Additional Rental Payments due under the Lease Agreement as a separate line item in its biennial budgets and to make the necessary annual appropriations therefor.

The Authority, pursuant to the Assignment Agreement, will assign to the Trustee for the benefit of the Series 2025A Bond Owners all of the Authority’s right, title and interest in and to the Ground Lease and the Lease Agreement, including, without limitation, its right to receive Base Rental Payments to be paid by the City under and pursuant to the Lease Agreement; provided that, the Authority will retain the rights to indemnification and to payment of reimbursement of its reasonable costs and expenses under the Lease Agreement. The City will pay Base Rental Payments directly to the Trustee, as assignee of the Authority. See “—Base Rental Payments ” below. Pursuant to the Indenture, the Authority may issue Additional Bonds payable from the Base Rental Payments on a parity with the Series 2025A Bonds, subject to certain conditions precedent. See “—Additional Bonds.”
Subject only to the provisions of the Indenture permitting the application thereof for the purposes and on the terms and conditions set forth in the Indenture, all of the Base Rental Payments and any other amounts (including proceeds of the sale of the Bonds) held in the Base Rental Payment Fund, the Interest Fund, the Principal Fund and the Redemption Fund are pledged by the Authority pursuant to the Indenture to secure the payment of the principal of, premium, if any, and interest on the Bonds in accordance with their terms, the provisions of the Indenture and the Act. Said pledge constitutes a first lien on such assets.

THE SERIES 2025A BONDS ARE SPECIAL OBLIGATIONS OF THE AUTHORITY, PAYABLE

SOLELY FROM BASE RENTAL PAYMENTS AND THE OTHER ASSETS PLEDGED THEREFOR UNDER THE INDENTURE. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE

AUTHORITY, THE CITY OR THE STATE, OR ANY POLITICAL SUBDIVISION THEREOF, IS PLEDGED TO THE PAYMENT OF THE SERIES 2025A BONDS. THE AUTHORITY HAS NO TAXING POWER.

Base Rental Payments
Rental Payments (collectively, the Base Rental Payments and the Additional Rental Payments) will be paid by the City to the Authority for and in consideration of the right to use and occupy the Property and in consideration of the continued right to the quiet use and enjoyment thereof during each Rental Period for which such Rental Payments are to be paid. Each Base Rental Payment will be deposited with the Trustee no later than the 25th day of the month preceding each Interest Payment Date (the “Base Rental Deposit Date”) on 04/08/2025
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which such Base Rental Payment is due. All Base Rental Payments will be paid directly by the City to the Trustee, and if received by the Authority at any time will be transferred by the Authority to the Trustee within one Business Day after the receipt thereof. All Base Rental Payments received by the Trustee will be deposited by the Trustee in the Base Rental Payment Fund.

Pursuant to the Indenture, on the Business Day immediately preceding each Interest Payment Date , the Trustee will transfer amounts in the Base Rental Payment Fund to the Interest Fund the amount, if any, necessary to cause the amount on deposit in the Interest Fund to be equal to the interest due on the Series 2025A Bonds on such Interest Payment Date. Moneys in the Interest Fund will be used by the Trustee to pay interest due on the Series 2025A Bonds on each Interest Payment Date.

Scheduled Base Rental Payments relating to the Series 2025A Bonds are set forth below under the caption “BASE RENTAL PAYMENT SCHEDULE.”

THE OBLIGATION OF THE CITY TO MAKE THE BASE RENTAL PAYMENTS DOES NOT

CONSTITUTE A DEBT OF THE CITY, THE STATE OR ANY POLITICAL SUBDIVISION THEREOF

WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMIT OR

RESTRICTION, AND DOES NOT CONSTITUTE AN OBLIGATION FOR WHICH THE CITY OR THE

STATE IS OBLIGATED TO LEVY OR PLEDGE ANY FORM OF TAXATION OR FOR WHICH THE CITY OR THE STATE HAS LEVIED OR PLEDGED ANY FORM OF TAXATION.

Additional Rental Payments
For the right to use and occupy the Property, the Lease Agreement requires the City to pay, as Additional Rental payments thereunder, in addition to the Base Rental Payments, such amounts as shall be required for the payment of the following:
(i) All taxes and assessments of any type or nature charged to the Authority or the City or affecting the Property or the respective interests or estates of the Authority or the City therein. (ii) All reasonable administrative costs of the Authority relating to the Property including, but without limiting the generality of the foregoing, salaries, wages, fees and expenses, compensation and indemnification of the Trustee payable by the Authority under the Indenture, fees of auditors, accountants, attorneys or engineers, and all other necessary and reasonable administrative costs of the Authority or charges required to be paid by it in order to maintain its existence or to comply with the terms of the Indenture or the Lease Agreement or to defend the Authority and its members, officers, agents and employees.
(iii) Insurance premiums for all insurance required pursuant to the Lease Agreement. (iv) Any amounts with respect to the Lease Agreement or the Bonds required to be rebated to the federal government in accordance with section 148(f) of the Internal Revenue Code of 1986. (v) [all amounts due to the Insurer that are not payable from the Base Rental Payments.] (vi) All other payments required to be paid by the City under the provisions of the Lease Agreement or the Indenture.

Amounts constituting Additional Rental Payments payable under the Lease Agreement will be paid by the City directly to the person or persons to whom such amounts are payable. The City will pay all such amounts when due or at such later time as such amounts may be paid without penalty or, in any other case, within 60 days after notice in writing from the Trustee to the City stating the amount of Additional Rental Payments then due and payable and the purpose thereof.
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Abatement
Base Rental Payments and Additional Rental Payments are paid by the City in each Rental Period for and in consideration of the right to use and occupy the Property. Except as otherwise specifically provided in the Lease Agreement, during any period in which, by reason of material damage to, or destruction or condemnation of, the Property, or any defect in title to the Property, there is substantial interference with the City’s right to use and occupy any portion of the Property, Rental Payments are subject to abatement proportionately, and the City waives the benefits of Civil Code Sections 1932(1), 1932(2) and 1933(4) and any and all other rights to terminate the Lease Agreement by virtue of any such interference, and the Lease Agreement will continue in full force and effect. The amount of such abatement will be agreed upon by the City and the Authority; provided, however, that the Rental Payments due for any Rental Period may not exceed the annual fair rental value of that portion of the Property available for use and occupancy by the City during such Rental Period. The City and the Authority will calculate such abatement and will provide the Trustee with a certificate setting forth such calculation and the basis therefor . S uch abatement will continue for the period commencing with the date of interference resulting from such damage, destruction, condemnation or title defect and, with respect to damage to or destruction of the Property, ending with the substantial completion of the work of repair or replacement of the Property, or the portion thereof so damaged or destroyed; and the term of the Lease Agreement will be extended as provided in the Lease Agreement, except that the term will in no event be beyond the Maximum Lease Term described therein . The Trustee cannot terminate the Lease Agreement in the event of such substantial interference. Abatement of Base Rental Payments and Additional Rental Payments is not an event of default under the Lease Agreement and does not permit the Trustee to take any action or avail itself of any remedy against the City. See APPENDIX B— “SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS —THE LEASE AGREEMENT— Rental Payments—Rental Abatement.”
Notwithstanding the foregoing, to the extent that moneys are available for the payment of Rental Payments due under the Lease Agreement in any of the funds and accounts established under the Indenture (including as a result of the availability of insurance proceeds or amounts in certain funds and accounts pledged to the Series 2025A Bonds ), such Rental Payments will not be abated as provided above but, rather, will be payable by the City as a special obligation payable solely from said funds and accounts.

The Lease Agreement provides that if the Bonds have not been fully paid or defeased by the final maturity thereof, or if the Rental Payments remain due and payable or have been abated at any time and for any reason, then the term of the Lease Agreement will be extended until the date upon which (i) all Bonds are fully paid or provision therefor made in accordance with the Indenture, (ii) the Indenture is discharged by its terms and all Rental Payments are paid in full, or (iii) all amounts due and owing to the Insurer under the Lease Agreement or under the Indenture are paid in full.

Substitution or Release of the Property
General. The Authority and the City may amend the Lease Agreement to substitute alternate real property for any portion of the Property or to release a portion of the Property from the Lease Agreement, upon compliance with all of the conditions set forth in the Lease Agreement and described below. After a substitution or release, the portion of the Property for which the substitution or release has been effected will be released from the leasehold encumbrance of the Lease Agreement.

The Lease Agreement provides that there will be no reduction in or abatement of the Base Rental Payments due from the City thereunder as a result of such substitution or release. Any such substitution or release is subject to the following specific conditions precedent:
(a) the City finds (as set forth in a certificate delivered by the City to the Trustee) that the Property, as constituted after such substitution or release: (i) has an annual fair rental value at least equal to the 04/08/2025
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maximum Base Rental Payments payable by the City in any Rental Period, and (ii) has a useful life in excess of the final maturity of any Outstanding Bonds.
(b) the City obtains or causes to be obtained a CLTA or ALTA title insurance policy or policies with respect to the Property (as such term will be defined after such substitution or addition) that when taken together with other title insurance policies covering portions of the Property other than such substituted or added property, will be in an amount at least equal to the aggregate principal amount of any Outstanding Bonds, of the type and with the endorsements described in the Lease Agreement; (c) the City, the Authority and the Trustee execute, and the City causes to be recorded with the San Diego Clerk-Recorder, any document necessary to reconvey to the City the portion of the Property being released and to include any substituted real property in the description of the Property contained in the Lease Agreement and in the Ground Lease;
See APPENDIX B—“SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS —THE LEASE AGREEMENT—No Consequential Damages; Use of Property; Substitution or Release.” Action on Default
Should the City default under the Lease Agreement, the Trustee, as assignee of the Authority under the Lease Agreement, may terminate the Lease Agreement and recover certain damages from the City, or may retain the Lease Agreement and hold the City liable for all Base Rental Payments thereunder on an annual basis, and will have the right to re -enter and re-let the Property. In the event such re -letting occurs, the City would be liable for any resulting deficiency in Base Rental Payments. Base Rental Payments may not be accelerated upon a default under the Lease Agreement. See “RISK FACTORS—Limited Recourse on Default; No Acceleration of Base Rental.”
For purposes of certain actions of Bond Owners under the Indenture and the Lease Agreement, such as certain consents and amendments and the direction of remedies following default, Series 2025A Bond Owners do not act alone and may not control such matters to the extent such matters are not supported by the requisite number of the Owners of all Series 2025A Bonds and Additional Bonds, if any.

For a description of the events of default and permitted remedies of the Trustee (as assignee of the Authority) contained in the Lease Agreement and the Indenture, see APPENDIX B—“SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS—THE LEASE AGREEMENT—Defaults and Remedies” and “— THE INDENTURE—Default and Limitations of Liability.”
No Reserve Fund
The Authority has not funded a debt service reserve fund for the Series 2025A Bonds.

Additional Bonds
Pursuant to the Indenture, the Authority may issue Additional Bonds payable from the Base Rental Payments on parity with the Series 2025A Bonds upon satisfaction of certain conditions, including, but not limited to, the following:
(a) The issuance of such Additional Bonds has been authorized under and pursuant to the Indenture and provided for by a Supplemental Indenture; (b) The Authority and the City are in compliance with all agreements, conditions, covenants and terms contained in the Indenture, the Lease Agreement and the Ground Lease required to be observed or performed by each of them;
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(c) The Ground Lease has been amended, to the extent necessary, and the Lease Agreement has been amended so as to increase the Base Rental Payments payable by the City thereunder by an aggregate amount equal to the principal of and interest on such Additional Bonds, payable at such times and in such manner as may be necessary to provide for the timely payment of the principal of and interest on such Additional Bonds; provided, however, that no such amendment is permitted to be made such that the sum of Base Rental Payments, including any increase in the Base Rental Payments as a result of such amendment, plus Additional Rental Payments, in any Rental Period is in excess of the annual fair rental value of the Property after taking into account the use of the proceeds of any Additional Bonds issued in connection therewith.

See APPENDIX B—“SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS —THE INDENTURE—Issuance of Bonds; Application of Proceeds.”
Insurance
The Lease Agreement requires the City to maintain or cause to be maintained fire, lightning and special extended coverage insurance (which includes coverage for vandalism and malicious mischief, but need not include coverage for earthquake damage) on all improvements constituting any part of the Property in an amount equal to the greater of 100% of the replacement cost of such improvements or 100% of the outstanding principal amount of the Bonds. All insurance required to be maintained pursuant to the Lease Agreement may be subject to a deductible in an amount not to exceed $500,000.

The Lease Agreement requires the City to maintain rental interruption insurance to cover the Authority’s loss, total or partial, of Base Rental Payments resulting from the loss, total or partial, of the use of any part of the Property as a result of any of the hazards covered by the casualty insurance described in the preceding paragraph, in an amount sufficient at all times to pay an amount not less than the product of two times the maximum amount of Base Rental Payments scheduled to be paid during any Rental Period.

The City is also required to maintain or cause to be maintained, throughout the term of the Lease Agreement, a standard commercial general liability insurance policy or policies in protection of the City, the Authority and their respective members, officers, agents and employees, and workers’ compensation insurance as described in APPENDIX B—“SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS—THE LEASE AGREEMENT—Insurance.”
The City’s obligation to maintain the insurance described above (including rental interruption insurance) may be satisfied by self -insurance, provided such self-insurance complies with the requirements of the Lease Agreement.

The City is required under the Lease Agreement to provide, at its own expense, one or more CLTA or ALTA title insurance policies for the Property, in the aggregate amount of not less than the initial aggregate principal amount of the Bonds (and the initial aggregate principal amount of Additional Bonds issued after the Closing Date) , insuring the fee interest of the City in the Property, the Authority’s leasehold estate in the Property under the Ground Lease, and the City’s subleasehold estate in the Property under the Lease Agreement, subject only to Permitted Encumbrances, and providing that all proceeds thereunder are payable to the Trustee for the benefit of the Owners.

See APPENDIX B—“SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS —THE LEASE AGREEMENT—Insurance.”
[BOND INSURANCE]
The information under this caption has been prepared by [INSURER] for inclusion in this Official Statement. None of the Authority, the City or the Underwriter has reviewed this information, nor do such 04/08/2025
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entities make any representation with respect to the accuracy or completeness thereof or any information incorporated by reference. Reference is made to Appendix G for a specimen of the Policy.

SOURCES AND USES OF FUNDS
The sources and uses of funds with respect to the Series 2025A Bonds are shown below.

Sources
Principal Amount of Series 2025A Bonds
Net Original Issue Premium
Total Sources

Uses
Escrow Fund
Costs of Issuance(1)
Total Uses

(1) Includes legal, municipal advisory, rating agency, printing fees , underwriter’s discount, [premium for the Policy], and other miscellaneous costs of issuance.

BASE RENTAL PAYMENT SCHEDULE
Following is the annual schedule of Base Rental Payments due with respect to the Series 2025A Bonds, assuming no optional or extraordinary redemption prior to maturity:

Bond Year
(Ending May 1) Principal Interest Total
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
Total

FINANCING PLAN
General. The net proceeds of the sale of the Series 2025 A Bonds will be used to: (i) refund the Authority’s outstanding 2015 Refunding Lease Revenue Bonds (the “2015 Bonds”), (ii) [purchase a municipal bond insurance policy to guarantee payment of the principal of and interest on the Insured Series 2025A Bonds], and (iii) pay the costs incurred in connection with the issuance of the Series 2025A Bonds.

Pursuant to the Indenture, the Authority will deliver a portion of the proceeds of the Series 202 5A Bonds to the Trustee to transfer to U.S. Bank Trust Company, National Association, acting as escrow agent 04/08/2025
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(the “Escrow Agent”), for deposit in an escrow fund (the “Escrow Fund”) established under the Escrow Agreement, dated as of May 1, 202 5, by and among the Authority, the City and the Escrow Agent (the “Escrow Agreement”). Proceeds of the Series 202 5A Bonds and other moneys held in the Escrow Fund to refund the 2015 Bonds will be [held in cash] and used to refund the outstanding 20 15 Bonds on _____, 2025.

Amounts in the Escrow Fund will be irrevocably pledged to secure, when due, the payment of the principal of, interest and premium due with respect to the outstanding 2015 Bonds and will not be available to pay debt service on the Series 2025A Bonds.
[Verification. Upon issuance of the Series 2025A Bonds, ______, ___, ___, as verification agent, will deliver a report on the mathematical accuracy of certain computations based upon certain information and assertions provided to it by the Underwriter relating to: (a) the adequacy of amounts in the Escrow Fund to pay the redemption price of the 2015 Bonds on the redemption date of ______ 1, 20__; and (b) the computations of yield of the Series 2025A Bonds which support Bond Counsel’s opinion that the interest on the Series 2025A Bonds is excluded from gross income for federal income tax purposes.]

THE PROPERTY
General
Pursuant to the Ground Lease, the City has leased the Property to the Authority, in consideration of a one-time upfront rental payment by the Authority and the Authority’s promise to lease the Property back to the City pursuant to the Lease Agreement. See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS—Abatement” below. The City and the Authority have agreed in the Lease Agreement that the fair rental value of the Property is not less than the maximum annual Base Rental Payments due in any year.

The City has the right to substitute or release all or a portion of the Property subject to certain conditions precedent. See “Substitution, Addition and Removal of Property; Additional Bonds” below.

The Property
The Property consists of the (1) City Hall Complex , (2) Fire Station No. 1 and (3) Brengle Terrace Park. Each of these assets is described below.

Facility Location
Approx.

Building
Square
Footage
Approx.

Land
Acreage
Estimated
Building Value(1)
Estimated
Land Value(2)
City Hall Complex 200 Civic Center 103,301(3) 10.29 $49,742,559(4) $ 6,100,566 Fire Station No. 1 175 North Melrose Drive 14,600 0.90 5,489,756 533,577 Brengle Terrace Park

1200 and 1270 Vale Terrace Drive 57,600 65.28 941,882 38,702,136 Total 175,501 76.47 $56,174,197 $ 45,336,279

(1) Building value is the value listed on the City’s current Statement of Values for purposes of the City’s property insurance policy.
(2) Land values are estimated by the City. For properties with a commercial or residential zoning designation, the City estimated the land value based on recent appraisals or land transactions for properties in the City with similar zoning designations. For Brengle Terrace Park, the City applied the per square foot cost of a recent land acquisition for park purposes in the City.
(3) Including approximately 4,100 square feet of office space leased to a private operator of a dental office (the “Dental Lease”), which is excluded from the Leased Property.
(4) Excluding approximately 4,100 square feet of the Dental Lease.

Source: The City.
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The City’s City Hall Complex is located at 200 Civic Center and sits on approximately 10.29 acres.

This facility houses most of the City's departments including City Council, City Manager, City Attorney, City Clerk, Human Resources, Information Technology, Finance, Fire Administration, Economic Development, Community Development, Engineering, and Recreation & Community Services Administration.

Approximately 4,100 square feet of office space on the first floor of the Civic Center building is subject to the Dental Lease. [The Dental Lease is a Permitted Encumbrance under the Lease Agreement.] Fire Station No. 1 is located at 175 North Melrose Drive and sits on approximately 0.90 acres. Fire Station No. 1 provides fire protection and other emergency services.

The City’s Brengle Terrace Park is located at 1200 Vale Terrace Drive with some of its restrooms located at 1270 Vale Terrace Drive and sits on approximately 65.28 acres. This is a large regional park with the following amenities: pickleball and tennis courts, ballfields, outdoor and indoor basketball courts, the Jim Porter Recreation Center, horseshoe pits, volleyball and bocce ball courts, general play areas, and the Moonlight Amphitheatre. The Alta Vista Gardens area of the site is separately operated via a lease to the Alta Vista Gardens, a CA nonprofit corporation, and is not included in the Leased Property.

THE AUTHORITY
The Authority was established pursuant to the provisions of Articles 1, 2 and 4 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the “Act”) and a Joint Exercise of Powers Agreement dated as of November 13, 1989 (as amended, the “JPA Agreement”), between the City and the Community Development Commission of the City of Vista. The City Council of the City is appointed as the Governing Board of the Authority and the Authority is administered by the City’s staff. Under the Joint Exercise of Powers Agreement and Article 4 of the Act, the Authority is authorized to assist in the financing of public capital improvements. The Authority has acted as a conduit issuer for the City for a variety of financings.

THE CITY OF VISTA
General
The City is located in San Diego County, California, approximately 30 miles north of the City of San Diego, California, seven miles inland from the Pacific Ocean, and encompasses an area of approximately 18.75 square miles. As of January 1, 2024, the City had an estimated population of 99,723 and was the seventh most populous city in the County and the 77
th most populous city in the State. The City was incorporated as a general law city in 1963 and transitioned to a charter city in 200 7. For additional economic and demographic information regarding the City, see APPENDIX A  “ECONOMIC AND DEMOGRAPHIC INFORMATION REGARDING THE CITY OF VISTA.”
City Council
The City is a charter city that operates under the council-manager form of government. Four members of the City Council are elected by voters within their respective districts to a four -year term. Elections for these four districts are staggered so that only two seats are elected during a single election cycle. The Mayor is elected by the voters of the City at-large for a four-year term, during the same election cycle as Districts 1 and

4. The regularly scheduled public meetings of the City Council are currently on the second and fourth Tuesday of the month.

The City Council is responsible for, among other things, establishing local law and policies through the enactment of ordinances and resolutions, adopting the City budget, appointing members to advisory municipal commissions, committees, and activities. Members of the City Council also serve from time to time on regional committees and boards whose policies may affect the City. The City Council appoints the City 04/08/2025
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Manager, who heads the executive branch of the government, implements City Council directives and policies, and manages the administrative and operational functions through the various departmental heads. The City Council also appoints the City Attorney.

The members of the City Council and the current expiration dates of their respective terms are set forth in the table below.

CITY OF VISTA
City Council
Name District Term Expires
John B. Franklin, Mayor At-Large December 2026
Katie Melendez, Deputy Mayor and Councilmember 3 December 2028 Corinna Contreras, Councilmember 1 December 2026
Jeff Fox, Councilmember 2 December 2028
Dan O’Donnell, Councilmember 4 December 2026

Source: City of Vista.

City Management
City Manager. The City Manager serves as the chief administrator of the City, reporting directly to the City Council. Responsible for carrying out the policies and goals set by the Council, the City Manager oversees the City ’s day-to-day operations and provides guidance and policy recommendations to the Mayor and City Council. Additionally, the City Manager is responsible for hiring the City’s Department Directors, incorporating input from various city stakeholders, to ensure effective leadership across all municipal departments.

The Assistant City Manager leads the City Manager’s Department and is responsible for managing the City’s law enforcement contract with the San Diego Sheriff’s Department, as well as overseeing the City of Vista’s Climate Action Plan. Additionally, the Assistant City Manager supervises Code Enforcement, Housing & Homeless Services, Economic Development, Information Technology, Public Works, Legislative Affairs, and Communications. The department is also responsible for a wide range of administrative functions and special projects that support the City’s operations and strategic initiatives.

The City’s current City Manager is John Conley. M r. Conley began serving as the City Manager of the City in March 2023, and has worked for the City for 25 years, most recently as Community Development and Engineering Director where he overs aw the review and approval of all private and public development projects within the City . Mr. Conley’s service career at the City has been in the Community Development Department, where he previously served as City Planner, Principal Environmental Planner, Principal Planner, and Environmental Planner. Mr. Conley holds a Master’s Degree in Urban Planning and a Bachelor of Art in Geography, both from San Diego State University.

Imelda Huerta was promoted to Assistant City Manager on September 13, 2023. Ms. Huerta served as the Assistant to the City Manager since January 2022. Prior to that, Ms. Huerta held the positions of Assistant to the City Manager, Senior Management Analyst, Management Analyst, Management Assistant, Development Services Technician, Senior Office Specialist, and Office Specialist at the City of Vista, where she began her career in public service on January 10, 2000.

Ms. Huerta served for many years as a regional Board Member for the Municipal Management Association of Southern California (MMASC), is a member of the International City/County Management Association (ICMA), and a member of the California City Management Foundation (CCMF). Ms. Huerta has a Bachelor of Arts degree in Sociology, a Master of Public Administration (Public Management Concentration) 04/08/2025
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degree, a Professional Certificate in Grant Writing, and ICMA Professional Development Academy High Performance Leadership Master Certificate.

Finance Director/City Treasurer . The Finance Director/City Treasurer (the “Finance Director”) of the City assumes the full management responsibilities for all Finance Department services and activities, including finance, budgeting, treasury, accounting, purchasing, payroll, revenues, and cashiering customer service.

The Ci ty’s current Finance Director is Michael Sylvia . Mr. Sylvia began serving as the Finance Director of the City in March 2019. Prior to joining the City, Mr. Sylvia served as the Finance and Purchasing Manager for the City of Chula Vista, California. Mr. Sylvia holds a Master of Business Administration degree in Financial Management from California State University, San Bernardino , a Bachelor of Art in Social Science, from California State University, San Marcos, and is also a Certified Public Finance Officer.

Employee and Employee Relations
For fiscal year 2023 -24, the City has approximately 322 full -time authorized positions, of which approximately 296 are filled. The City also employs approximately 657 part -time employees. In accordance with the provisions of California Government Code Section 3500, the City participates in labor negotiations with its employee associations . The result of the negotiations processes is memorialized in memoranda of understanding ( each an “ MOU”) reached between the City and the City employee associations. The table below lists the City’s four employee associations and the approximate membership as of June 30, 2024, as well as the unrepresented executive employees:

Unit/Affiliation
Contract
Expiration Date
Number of
Members(2)
Vista Firefighters Association June 30, 2025 93
Vista City Maintenance Association June 30, 2025 43
Vista City Employees Association June 30, 2025 69
Vista Chief Officers Association June 30, 2025 8
Unrepresented Management(1) N/A 83
Total

(1) Represents the City’s central and middle management employees, which are not represented by any bargaining unit. (2) Represents filled positions.

Source: City of Vista.

Risk Management
For more information with respect to the insurance requirements under the Lease Agreement, see the caption “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025 BONDS—Insurance” in this Official Statement.

The City is exposed to various risks of loss related to torts; contract disputes, theft of, damage to, and destruction of assets; errors and omissions; injuries to employees; natural disasters ; etc. The City established self-insurance programs for workers’ compensation and general liability insurance. Funding for these programs is derived from employee salary rate charges and transfers at predetermined rates from other funds.

Funds are used for the settlement of claims and for management provided by insurance firms. The City self- insures for the first $250,000 per occurrence on workers ’ compensation claims and the first $150,000 per occurrence on general liability claims. The City is covered up to the statutory limit for workers’ compensation and $50,000,000 for general liability by an excess liability policy for any claims in excess of the above amounts. Settled claims have not exceeded this commercial coverage in any of the past three fiscal year s in the City’s audited financial statements for the fiscal years ending June 30, 2022 to June 30, 2024. 04/08/2025
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The City reports its risk management activities in an internal service fund in the City ’s audited financial statements. Claim expenditures and liabilities are reported when it is probable that a loss has occurred, and the amount of that loss can be reasonably estimated . At June 30, 2024, claims outstanding against the City were $9,145,000.

The City is a member of the California Joint Powers Insurance Authority (the “CJPIA”). The CJPIA is composed of 124 California public entities and is organized under a joint powers agreement pursuant to California Government Code §6500 et seq. The CJPIA arranges and administers programs for the pooling of self-insured losses, purchases excess insurance and reinsurance, and arranges for group purchased insurance for other lines of coverage.

The CJPIA began covering claims of its members in 1978. Each member government has an elected official as its representative on the Authority’s Board of Directors. The Board operates through a nine-member Executive Committee.

The City’s general liability coverage, as part of CJPIA’s excess liability program, includes auto liability, employment practices liability, public officials’ errors and omissions, bodily injury, personal injury, third party property damage, advertising injury, and employee benefit administration liability. The City has a retained limit of $150,000 per occurrence. The overall coverage limit for each member, including all layers of coverage, is $50 million per occurrence. The coverage structure is composed of a combination of pooled self - insurance, reinsurance, and excess insurance.

The City also participates in the following coverage programs provided by the CJPIA:

Crime Insurance Program . Formerly called Blanket Fidelity Bond, this policy covers faithful performance, depositor’s forgery, theft of money and securities, and computer fraud related to the transfer of money. The policy limit is $5,000,000, and the deductible is $25,000.

Special Event Tenant User Liability Insurance . This coverage protects against liability damages by requiring tenant users of certain property to purchase low -cost tenant user liability insurance for certain activities on City property. The insurance premium is paid by the tenant user and is paid to the City according to a schedule. The City then pays the insurance broker and/or carrier. The insurance is facilitated by the CJPIA.

The City is a member of the Public Risk Innovation, Solutions, and Management (PRISM) Property Program, which provides coverage for City property, vehicles and equipment. The all risk deductible is $25,000 per occurrence. The deductible for vehicles and mobile equipment is $10,000 per occurrence except $100,000 per occurrence for any vehicle with a value greater than or equal to $250,000.

The City also participates in the following coverage programs provided by PRISM:

Pollution Liability Program. This policy coverage sudden and gradual pollution of scheduled property owned by the City. Coverage is on a claims-made basis. There is an aggregate limit of $10,000,000.

For additional information about the City insurance policies, see Note 14 to the City ’s audited financial statements for fiscal year 2023-24 attached hereto as Appendix C. 04/08/2025
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CITY FINANCIAL INFORMATION
Accounting and Financial Reporting
The City maintains its accounting records in accordance with Generally Accepted Accounting Principles (“ GAAP”) and the standards established by the Governmental Accounting Standards Board (“GASB”).

The City’s government-wide financial statements include a S tatement of Net Position (“Statement of Net Position”) and a Statement of Activities (“Statement of Activities”). These statements present summaries of governmental and business-type activities for the City accompanied by a total column. Fiduciary activities of the City are not included in these statements.

The government-wide financial statements are presented on an “ economic resources” measurement focus and the accrual basis of accounting. Accordingly, all of the City’s assets and liabilities, including capital assets, as well as infrastructure assets, and long-term liabilities, are included in the accompanying Statement of Net Position. The Statement of Activities presents changes in net position. Under the accrual basis of accounting, revenues are recognized in the period in which they are earned while expenses are recognized in the period in which the liability is incurred.

Certain types of transactions are reported as program revenues for the City in three categories: (1) Charges for services, (2) Operating contributions and grants, and (3) Capital contributions and grants.

Certain eliminations have been made as prescribed by GASB’s Statement No. 34 (“GASB 34”), in regard to interfund activities, payables and receivables. All internal balances in the Statement of Net Position have been eliminated except those representing balances between the governmental activities and the business type activities, which are presented as internal balances and eliminated in the total primary government column. In the Statement of Activities, internal service fund transactions have been eliminated, however, those transactions between governmental and business -type activities have not been eliminated. The following interfund activities have been eliminated: (1) Due to and from other funds and (2) Transfers in and out.

Governmental fund financial statements include a Balance Sheet (“Balance Sheet”) and a Statement of Revenues, Expenditures and Changes (“Statement of Revenues, Expenditures and Changes”) in fund balances for all major governmental funds and non-major funds aggregated. An accompanying schedule is presented to reconcile and explain the differences in fund balances as presented in these statements to the net position presented in the government -wide financial statements. The City has presented all major funds that met the required qualifications.

All governmental funds are accounted for, in the City’s audited financial statements, on a spending or “current financial resources” measurement focus and the modified accrual basis of accounting. Accordingly, only current assets and current liabilities are included on the balance sheets.

The Statement of Revenues, Expenditures and Changes in fund balances presents increases (revenues and other financing sources) and decreases (expenditures and other financing uses) in fund balances. Under the modified accrual basis of accounting, revenues are recognized in the accounting period in which they become both measurable and available to finance expenditures of the current period.

Revenues are recorded when received in cash, except that revenues subject to accrual (generally 60 days after year -end) are recognized when due. The primary revenue sources, which have been treated as susceptible to accrual by the City, are real and personal property tax, other local taxes, franchise fees, forfeitures and penalties, motor license fees, rents and concessions, interest revenue, and state and federal grants and subventions. Expenditures are recorded in the accounting period in which the related fund liability is incurred.
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Unavailable revenues arise when potential revenues do not meet both the “ measurable” and “available” criteria for recognition in the current period, in the City’s audited financial statements. Unearned revenues arise when the government receives resources before it has a legal claim to them, as when grant monies are received prior to incurring qualifying expenditures. In subsequent periods when both revenue recognition criteria are met or when the government has a legal claim to the resources, the unavailable or unearned revenue is removed from the balance sheet and revenue is recognized.

Certain indirect costs are included as part of the program expenses reported for individual functions and activities.

The reconciliation of the fund f inancial statements to the government-wide financial statements is provided to explain the differences created by the integrated approach of GASB 34.

The City’s General Fund accounts for the general operations of the City as it is used to account for all financial resources, except those required to be accounted for in another fund. The City also reports two other major funds, a Housing Authority Fund and ARPA Fund. The City also reports special revenue funds (which accounts for and reports the proceeds of specific revenue sources that are restricted or committed to expenditure for specified purposes other than debt service or capital projects), capital projects funds (which accounts for and reports financial resources that are restricted, committed, or assigned to expenditure for capital outlays, including the acquisition and construction of capital facilities and other capital assets), and debt service funds (which reports financial resources that are restricted, committed, or assigned to expenditure for principal and interest). For more information regarding special revenue funds, capital projects funds and debt service funds of the City, see Note 1, “Summary of Significant Accounting Policies ,” to the City’s audited financial statements for fiscal year 2023-24 attached to this Official Statement as Appendix C.

Proprietary fund financial statements include a Statement of Net Position, a Statement of Revenues, Expenses and Changes in Net Position (“Statement of Revenues, Expenses and Changes in Net Position”), and a Statement of Cash Flows (“Statement of Cash Flows”) for all proprietary funds.

Proprietary funds are accounted for using the “ economic resources ” measurement focus and the accrual basis of accounting. Accordingly, all assets and liabilities (whether current or noncurrent) are included on the Statement of Net Position. The Statement of Revenues, Expenses and Changes in Net Position presents increases (revenues) and decreases (expenses) in total net position. Under the accrual basis of accounting, revenues are recognized in the period in which they are earned while expenses are recognized in the period in which liability is incurred.

Operating revenues in the proprietary funds are those revenues that are generated from the primary operations of the fund. All other revenues are reported as nonoperating revenues. Operating expenses are those expenses that are essential to the primary operations of the fund. All other expenses are reported as nonoperating expenses.

The City’s major proprietary funds consists of a Sewer Fund (“Sewer Fund”) and a Buena Sanitation District Fund (“Buena Sanitation District Fund ”). The Sewer Fund accounts for the provision of sewer services to the residents of the City, some County residents and joint agreement users. All activities necessary to provide sewer services are included in this fund. Funding is provided by charges for services. Customer billings are directly processed by the City and placed annually on the property tax roll. The Buena Sanitation District Fund accounts for sewer services provided to City and County residents, within a specified area southeast of the City, other than the sewer services provided in the Sewer Fund, a component unit of the City.

For more information regarding non- major enterprise funds in aggregate and internal service funds , see Note 1 to the City’s audited financial statements for fiscal year 2023 -24 attached to this Official Statement as Appendix C.
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The City’s fiduciary fund’s financial statements include a Statement of Net Position. The fiduciary funds present custodial and private -purpose trust funds. The City’s c ustodial funds are used primarily to account for assessment collections from property owners to pay debt service on bonds for which the City has no obligation and pass -through monies held for retired City employees that are used to provide medical benefits. The City’s p rivate-purpose t rust fund a ccounts for the assets and liabilities of the former redevelopment agency and is allocated revenue to pay estimated installment payments of enforceable obligations until obligations of the former redevelopment agency are paid in full and assets have been liquidated.

Because the General Fund is the City’s account for the general operations of the City and accounts for all financial resources, except those required to be accounted for in other funds, the City expects to pay Base Rental Payments from amounts in the General Fund. Tables 3 and 4 below set forth certain historical a nd current fiscal year budget information for the General Fund. Tables 5 and 6 show the audited five -year trend of the General Fund’s revenues and expenditures and balance sheet. Information on the other governmental funds of the City as of June 30, 2024 is set forth in Appendix C.

City Component Units and Discrete Component Units
General. GAAP requires that the City’s financial statements present the City and its component units; entities for which the City is considered to be financially accountable. The City is considered to be financially accountable for an organization if the City appoints a voting majority of that organization’ s governing body and either the City is able to impose its will on that organization or there is a potential for that organization to provide specific financial benefits to or impose specific financial burdens on the City. The City is also considered to be financially accountable for an organization if that organization is fiscally dependent (i.e., it is unable to adopt its budget, levy taxes, set rates or charges, or issue bonded debt without approval from the City). In certain cases, other organizations are included as component units if the nature and significance of their relationship with the City are such that their exclusion would cause the City ’s financial statements to be misleading or incomplete.

The following entities are considered component units for which the City is considered financially accountable and are included in the City’s reporting entity for purposes of the City’s financial statements.

Vista Joint Powers Financing Authority . The Vista Joint Powers Financing Authority was established pursuant to a Joint Exercise of Powers Agreement dated November 13, 1989, by and among the City and the Vista Community Development Commission (Members). The Authority was created for the purpose of providing financing for public capital improvements for the Members or other local agencies in the State of California. The Authority is included within the scope of the reporting entity of the City because its governing body is composed in its entirety of council members of the City and the City has operational responsibility for the Authority. City employees are used for Authority operations . For more information regarding the Authority, see the caption “THE AUTHORITY.” Buena Sanitation District. The Buena Sanitation District (the “ Buena Sanitation District” ) was established to provide sewer services to city and county residents, within a specified area southeast of the City.

The Buena Sanitation District is included within the scope of the reporting entity of the City because its governing body is composed in its entirety of council members of the City. City employees are used for Buena Sanitation District operations.

Vista Housing Authority . The Vista Housing Authority ( the “ Vista Housing Authority” ) was established on January 24, 2012. The Vista Housing Authority was activated pursuant to Section 34240 of the California Health and Safety Code, which allows for every City to establish a housing authority. The Vista Housing Authority is designed to protect local housing funds and programs, provide new revenue opportunities for affordable housing programs, serve the public interest, promote public safety and welfare, and ensure decent, safe, sanitary, and affordable housing accommodations to persons of low income. The financial 04/08/2025
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activities of the Vista Housing Authority are reported in the City’ s governmental fund statements as a special revenue fund. Separate financial statements for the Housing Authority are not prepared.

Since the City Council serves as the governing board for these entities, and the City has operational responsibility for the Vista Housing Authority, they are considered blended component units. Blended component units, although legally separate entities, are in substance, part of the City’s operations and so data from these units are reported with the interfund data of the primary government.

Successor Agency of the Former Redevelopment Agency. The Successor Agency to the redevelopment functions of the Community Development Commission of the City of Vista (the “Successor Agency”) was created by Assembly Bill 1X 26 (the “Bill”) which provides the requirements for the dissolution of all redevelopment agencies in the State of California. The Successor Agency is a separate legal entity from the City, but City Council serves in separate sessions as the Successor Agency’s governing body. The responsibilities of the City, acting as the Successor Agency , are limited to acting in a fiduciary capacity, until all enforceable obligations of the Successor Agency have been paid. Financial statements for the Successor Agency are provided in Note 17 to the City’s audited financial statements for the fiscal year end ing June 30, 2024.

Financial Policies
General. The City Council has adopted a comprehensive set of financial management policies to provide for: (i) accounting and financial reporting policies; (ii) financial policies; (iii) general fund reserve policy; (iv) debt management policy; (v) policy for federal securities laws disclosure procedure; (vi) investment policy. A summary of certain of these City Council policies is set forth below.

General Fund Reserve Policy. The City maintains an Emergency Reserve Account within the General Fund, set at 30% to 35% of the greater of the two fiscal years’ original General Fund appropriations, including transfers out to other funds, as outlined in either the current biennial Operating Budget or the second- year (mid-term) amended and adopted Operating Budget. In addition to the Emergency Reserve Account, the City maintains a Section 115 Pension Trust, with funding policy details provided in the Section 115 Pension Trust section of this document. The use and replenishment of these reserves are governed by the City’ s fiscal policies and require City Council approval to ensure ongoing financial stability and resilience. Furthermore, unappropriated fund balances within the General Fund and other operating funds may only be used for one - time capital projects or emergency operational expenditures if specific conditions are met: (i) sufficient surplus unappropriated fund balances remain after all required reserve and fund allocations are recorded, (ii) the City conducts a comprehensive financial analysis with justifying evidence confirming adequate short - and long- term resources exist, and (iii) if unappropriated fund balances are allocated for one -time capital projects or operating expenditures, the funds must be specifically appropriated by the City Council.

As of November 2024 as presented with the unaudited 4
th quarter financial report for fiscal year 2023-
24, the City maintained an emergency reserve balance of $36.7 million, representing 32.5% of the greater of the adopted General Fund expenditures for the fiscal year 2023- 24 and 2024- 25 operating budgets. The Biennial Operating Budget for fiscal years 2025- 26 and 2026- 27 is currently in development. The City remains committed to adhering to its General Fund Reserve Policy and will adjust the committed emergency reserve balance as necessary with the 4th quarter unaudited financial report in November 2025.

Debt Management Policy. The City has adopted a debt management policy (the “ Debt Management Policy”) in compliance with California Government Code Section 8855. The Debt Management Policy generally provides that long-term debt may be issued to finance the construction, acquisition, and rehabilitation of capital improvements and facilities, equipment and land to be owned and operated by the City and are generally appropriate when the project to be financed is necessary to provide basic services , the project to be financed will provide benefit to constituents over multiple years, the total debt does not c onstitute an unreasonable burden to the City and its taxpayers and ratepayers, and the debt is used to refinance outstanding 04/08/2025
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debt to produce debt service savings or to realize the benefits of a debt restructuring. The Debt Management Policy also generally provides that short -term debt may utilized to serve as a bridge for anticipated revenues, construction financing or future bond issues. The City ’s Debt Management Policy is implemented in conjunction with annual budgeting and the City’s capital improvement program.

Investment Policy . The City invests its funds in accordance with the City’ s investment policy (the “Investment Policy ”). In accordance with Section 53600 et seq . of the California Government Code, investments and cash management are the responsibility of the City Treasurer. The City ’s Investment Policy sets forth the policies and procedures applicable to the investment of City funds and designates eligible investments. The Investment Policy sets forth a stated objective, among others, of ensuring the safety of invested funds by limiting credit and market risks. On an annual basis, the Investment Policy is reviewed and amended by Staff and adopted by City Council. Funds are invested in the following order of priority:
• Safety;
• Liquidity; and
• Yield.

Eligible investments are generally limited to: bankers acceptances; bonds issued by the City; bonds, notes or other evidence of indebtedness of any local agency within California, or state warrants, or Treasury Notes or Bonds of California; bonds, notes or other evidence of indebtedness in any of the other 49 states, in addition to California; commercial paper; discount notes or notes issued by agencies of the Federal Government; diversified management companies, as defined by Section 53601(l) of the California Government Code; medium -term notes issued by corporations; mortgage- backed pass -through securities, collateralized mortgage obligations and asset -backed securities; negotiable certificates of deposit issued by a nationally or state-chartered bank, a federal association, or a state licensed branch of a foreign owned bank (insured by Federal Government); repurchase agreements; supranationals; State of California Local Agency Investment Fund or other local government investment pools established by public entities; and United States Treasury Notes, Bonds, Bills, or other certificates of indebtedness backed by the United States Government. In many cases, the eligible investments are subject to certain maximum maturity and ratings requirements , as well as certain maximum portfolio limitations for any particular category of eligible investments . Subject to certain constraints set forth in the Investment Policy, the authority to direct the City’s investments is delegated to the Finance Director/Treasurer. The Finance Director/ Treasurer is required to file a monthly investment report with the City Council which provides a clear picture of the status of current investments, including comments on the fixed income markets and economic conditions, discussions regarding restrictions on percentages of investments by category, possible changes in the portfolio structure and significant changes to investment strategies.

At June 30, 202 4, the City had an investment portfolio with a market value of $363,678,323 and at January 31, 2025 the City had an investment portfolio with a market value of $354,413,506. The following table presents a summary of the City ’s investment portfolio as of such dates. The City’s annual cashflows typically peak in May or June, which is reflected in this comparison of June 2024 and January 2025. 04/08/2025
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TABLE 1

CITY OF VISTA

SUMMARY OF INVESTMENTS
(AS OF JUNE 30, 2024 AND JANUARY 31, 2025)
Investment Type
Market Value
As of
June 30, 2024
As of
January 31, 2025
United States Treasury Securities $ 104,519,739 $ 144,978,805 Federal Home Loan Banks 12,246,710 3,356,752
Federal National Mortgage Association 20,362,818 2,580,766 Municipal Bonds 4,152,213 3,018,420
Certificates of Deposits 2,417,642 2,441,987
Corporate Notes 49,156,542 42,250,648
Asset-Backed Securities 10,150,317 9,010,750
Federal Commercial Mortgage- Backed Securities(1) 40,708,084 43,642,183 Section 115 Trust(2)
Money Market Funds 95,994 208,580
Exchange-traded Funds - Bond 2,571,423 2,664,342
Exchange-traded Funds - Equity 9,697,865 9,964,383
Mutual Fund - Bond 7,958,891 8,287,417
Mutual Fund - Equity 1,026,490 1,461,737
Money Market Fund(3) 320,439 31,610
Local Agency Investment Fund(3) 34,298 35,636
San Diego County Investment Pool(3) 89,435 91,855
CAMP(3) 95,458,877 77,673,901
Investments with fiscal Agents:

Money Market funds 2,710,546 2,713,734
Total $ 363,678,323 $ 354,413,506

(1) Commercial Mortgage-backed securities were incorrectly recorded as supranatural Agency Bonds on the 2023- 24 Annual Comprehensive Financial Report (ACFR).
(2) PARS funds are in a Section 115 trust available only for pension costs. See the caption “—Retirement System—Section 115 Pension Trust.”
(3) Investments not measured at fair value.

Source: City of Vista.

For additional information with respect to the City ’s cash and investments, see Note 3 to the audited financial statements for fiscal year 2023-24 attached to the Official Statement as Appendix C.

Budget Procedure, Current Budget and Historical Budget Information Budget Procedure . Biennially, in odd numbered years, the City Council approves two, one -year operating budgets submitted by the City Manager prior to the beginning of the first of the two fiscal years. In even numbered years, the City Council approves adjustments submitted by the City Manager prior to the beginning of the second of the two fiscal years, which begins on July 1. The public and City Council receive quarterly financial updates as well as a mid-cycle review approximately 12 months after the initial adoption of the two -year budget. The City maintains budgetary controls to use its resources more efficiently, allocate resources to the capital budgeting process during the off -cycle year and reinforce the City’s commitment to long-term fiscal health by looking beyond a two- year period in its ability to fund operating and capital improvements. Budgetary control (which is the policy that expenditures may not exceed appropriations) is at the Department level within each fund, however, the City Manager is authorized to transfer budgeted amounts within an individual fund if such transfers do not change the total appropriation in any given fund. Amounts 04/08/2025
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appropriated for each year in the operating budget lapse at the end of each fiscal year, unless carried forward through the encumbrance process.

Fiscal Year 2023-25 Adopted Budget. The City ’s biennial operating budget for the 202 3-25 period (the “2023-25 Budget”) was approved by the City Council on June 27, 2023 and presented a balanced budget for both fiscal years. The 2023- 25 Budget projects General Fund revenues in fiscal year 2023- 24 to be approximately $109 million, a decrease of approximately 7.4% from fiscal year 2022-23 audited amounts, and approximately $111.1 million in fiscal year 2024-25. The 2023-25 Budget projects General Fund expenditures in fiscal year 2023-24 to be approximately $97.7 million, which represents an increase of approximately 8.3% from fiscal year 2022-23 audited amounts, and approximately $98.8 million in fiscal year 2024-25.

The City ’s three primary General Fund revenue sources are property taxes, sales taxes and Proposition L sales taxes, which collectively account for approximately 84.2% of the City ’s General Fund tax revenues in the 2023- 25 Budget . The 2023-25 Budget projected that property taxes w ould grow at approximately 18.2% percent in fiscal year 2023- 24 and are projected to grow 3.3% in fiscal year 2024-25.

Sales tax receipts were projected to increase by approximately 10.9% in fiscal year 2023- 24 and are projected to grow 2.4% in fiscal year 2024- 25. The increase in the budget from 2023- 24 to 2024-25 was primarily due to higher costs associated with the sheriff’s contract, cost -of-living adjustments (COLA) and merit increases for employees, rising professional service expenses, and other adjustments reflecting year -over-year increases in the Consumer Price Index (CPI).

Capital Improvement Program . The City ’s adopted 2024-2026 biennial capital project budget (the “2024-26 Capital Project Budget”) includes the City’s Capital Improvement Plan (the “CIP”), which consists of long- range (six year) capital projects approved by the City Council. Capital funds account for the acquisition, construction, and maintenance of major capital assets, such as land, infrastructure, and other public improvements. The City ’s CIP projects are grouped into seven different categories: Parks & Recreation , Public Facilities, Streets, Traffic Signals, Drainage, Vista Sewer, and Buena Sewer . The following table sets forth the City’s projected Six -Year CIP expenditures by CIP category. Total CIP appropriations for the six years total $ 142,321,075 million and appropriations for fiscal years 2024- 25 and 2025- 26 are approximately $28,774,950 million and $ 21,595,300 million, respectively. The City does not expect to issue new debt to finance any of the projects described in this paragraph and the following table. 04/08/2025
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TABLE 2

CITY OF VISTA

CAPITAL IMPROVEMENT PLAN
(FISCAL YEARS 2024-25 THROUGH 2029-30)
Project Description
Fiscal Year
2024-25(4)
Fiscal Year
2025-26
Fiscal Years
2026-27 through 2029-30 Total
Parks & Recreation(1) $ 862,495 $ -- $ -- $ 862,495 Public Facilities(2) 327,778 50,000 200,000 577,778
Streets(3) 8,382,985 6,405,000 28,052,000 42,839,985
Traffic Signals(4) 600,000 -- -- 600,000
Drainage(2) 1,268,500 1,319,200 3,458,500 6,046,200
Vista Sewer(2) 11,592,779 10,886,775 44,960,601 67,440,155 Buena Sewer(2) 5,740,413 2,934,325 15,279,725 23,954,462 Total $ 28,774,950 $ 21,595,300 $ 91,950,826 $ 142,321,075

(1) Payable from various funding sources, including General Fund expenditures for fiscal year 2024-25 of $178,404. Not expected to be paid from the General Fund after fiscal year 2024-25. (2) Not expected to be paid from the General Fund.
(3) Payable from various funding sources, including General Fund expenditures in fiscal year 2024-25 of $1.1 million. Not expected to be paid from the General Fund after fiscal year 2024-25. (4) Payable from various funding sources, including General Fund expenditures in fiscal year 2024 -25 of $250,000. Not expected to be paid from the General Fund after fiscal year 2024-25.

Source: City of Vista.

Historical and Preliminary Budget Information. Table 3 presents the adopted General Fund budgets for fiscal years 2022- 23 and 2023- 24 and the audited results for fiscal year s 2022-23 and 2023- 24. Table 4 presents the original adopted General Fund budget for fiscal years 2023- 24 and original and revised adopted budgets for fiscal year 2024- 25, with budgeted expenditures broken down by department and by type.

Requests to the City Council to alter the original budget are made quarterly or at the mid- cycle review which occurs at the midpoint of the Biennial budget process. The General Fund budget shown in Table 4 below does not reflect the application of GAAP and therefore differ s in certain respects to the audited General Fund Statement of Revenues, Expenditures and Change in Fund Balance shown in Table 5 below. 04/08/2025
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TABLE 3

CITY OF VISTA

GENERAL FUND BUDGETS TO ACTUAL COMPARISONS (ON A BUDGETARY BASIS)

Adopted
Fiscal Year
2022-23 Budget
Audited
Fiscal Year
2022-23 Results
Adopted
Fiscal Year
2023-24 Budget
Audited
Fiscal Year
2023-24 Results

BUDGETARY FUND BALANCE,
as of July 1
$ 126,608,153 $ 126,608,153 $ 137,614,902 $ 137,614,902

REVENUES
Taxes $ 68,749,602 $ 81,965,963 $ 81,624,288 $ 83,508,179 Licenses and permits 1,859,435 2,838,763 2,726,870 2,463,758 Intergovernmental 252,100 1,954,151 1,873,655 4,199,389 Charges for service 19,450,439 23,339,126 22,509,961 24,970,484 Fines and forfeitures 1,442,530 1,631,674 1,393,210 1,496,571 Use of money and property assessments(1) 2,061,874 5,378,029 2,687,899 10,307,720 Other revenues 614,010 590,648 1,253,471 948,577
Use of Reserves -- -- 2,829,241 --
Transfers in(2) 495,750 372,485 363,268 395,858 Total revenues 94,925,740 119,086,035 117,261,863 128,290,536 Total Available for Appropriations(3) 221,533,893 244,678,992 254,876,765 265,905,438

EXPENDITURES
Current
General government 9,389,493 13,021,250 10,613,855 11,008,787 Public safety 58,105,021 56,487,979 63,743,734 61,904,106 Culture and recreation 7,282,369 7,396,271 8,154,119 8,364,656 Highways, streets, and parks 3,790,039 3,882,340 4,441,064 4,770,634 Community development 5,640,669 7,268,200 8,387,931 9,217,704 Capital outlay(4) 1,241,170 2,184,772 2,388,014 4,255,762 Transfers out(5) 11,537,208 16,823,278 17,551,920 28,138,407 Total Charges to Appropriations 96,985,969 107,064,090 115,280,637 127,660,056

BUDGETARY FUND BALANCE, as of
June 30
$ 124,547,924 $ 137,614,902 $ 139,596,128 $ 138,245,382

(1) Increased investment earnings and the GASB 31 market value adjustment is not budgeted. (2) The majority of the transfers are from State COPS grant fund and administration expenses for the Vista Redevelopment Agency fund.
(3) Total Revenues plus fund balance as of July 1.
(4) The increase from budgeted to actual capital outlay is primarily due to higher expenses for equipment and vehicle upfits for the Fire Department, totaling an increase of $1.6 million. (5) During the fiscal year, the General Fund transferred $1,334,914 to the Wave Waterpark to cover operating losses, an increase of $654,914 from the originally budgeted subsidy to address higher operating expenses. Additionally, $18,287,797 of the transfers to capital projects represents the increase from budget to actual to cover the costs of various capital improvement projects.
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TABLE 4

CITY OF VISTA
ADOPTED FISCAL YEAR 2023-25 BIENNIAL BUDGET (ON A BUDGETARY BASIS)(1)

Adopted
Fiscal Year
2023-24 Budget
Adopted
Fiscal Year
2024-25 Budget
Revised
Fiscal Year
2024-25 Budget(2)

REVENUES
Taxes $ 69,603,863 $ 71,385,649 $ 72,943,061
Proposition L Sales Tax 12,020,425 12,271,998 11,927,710 Licenses and permits 2,726,870 2,771,654 2,601,687
Intergovernmental 1,873,655 927,628 490,514
Charges for service 18,076,224 18,651,898 19,959,014
Fines and forfeitures 1,393,210 1,393,210 1,393,210
Use of money and property assessments 2,687,899 3,109,182 3,637,336 Other revenues 585,396 618,196 618,196
Total Revenues $ 108,967,542 $ 111,129,415 $ 113,570,728

EXPENSES
Public Safety(3) $ 63,538,360 $ 64,618,779 $ 73,230,690 General Government 10,623,905 11,056,736 14,470,838
Community Development 10,945,857 10,196,950 21,087,282 Public Works 4,469,144 4,574,004 6,410,611
Recreation & Community Services 8,154,119 8,315,926 8,879,441 Total Expenses $ 97,731,385 $ 98,762,395 $ 124,078,863

OTHER USES
Transfers Out-Other Funds $ 1,543,763 $ 1,466,533 $ 3,587,360 Transfers Out-Prop L Debt Service 7,028,500 7,227,000 7,227,000 Transfers Out – CIP 600,000 600,000 3,972,745
Transfers Out to Reserves 2,059,149 2,099,730 1,582,580 Designated Excess Cannabis 2,533,604 2,533,604 2,533,604 Transfers Out-Prop L reserve 3,786,904 3,839,977 3,495,689 Total Other Uses $ 17,551,920 $ 17,766,844 $ 22,398,978

TOTAL EXPENSES & USES $ 115,283,305 $ 116,529,239 $ 146,477,841

(1) Based on the City’s adopted fiscal year 202 3-25 biennial budget. Include operating budget, internal service funds and capital improvement.
(2) The City of Vista Adopted Fiscal Year 2023- 25 Biennial Budget establishes the City’s financial plan for the two -year period. Adjustments to the adopted budget may be requested through quarterly budget updates or during the Mid-Cycle Budget Review, which occurs at the midpoint of the biennial budget period. The mid-cycle review allows the City Council to evaluate financial performance, adjust revenue and expenditure projections, and reallocate resources as needed to align with policy priorities and economic conditions.
(3) Increases from original budget is due to $2.5 million in prepaid asset expenditures carried forward to be accrued as expenses when the assets are considered “in-use” as well as $1.9 million in budget carried forward from the prior year.

Source: City of Vista Adopted Fiscal Year 2023-25 Biennial Budget. 04/08/2025
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Comparative Change in Fund Balance of the City General Fund The table below presents the City ’s audited General Fund Statement of Revenues, Expenditures and Change in Fund Balances for fiscal years 2019-20 through 2023-24.

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TABLE 5

CITY OF VISTA GENERAL FUND STATEMENT OF

REVENUES, EXPENDITURES AND CHANGE IN FUND BALANCES
2020 2021 2022 2023 2024
REVENUES:

Taxes(1) $ 58,800,919 $ 69,681,714 $ 78,106,967 $ 81,965,963 $ 83,508,179 Licenses and permits 2,041,106 2,089,954 2,318,666 2,838,763 2,463,758 Intergovernmental 816,258 3,942,538 2,395,567 1,954,151 4,199,389 Charges for services 18,553,161 17,508,581 21,261,756 23,339,126 24,970,484 Fines and forfeitures 1,624,351 1,386,141 1,439,284 1,631,674 1,496,571 Use of money and property(2) 7,642,632 4,464,101 (3,969,366) 5,378,029 10,307,720 Other revenues 1,740,249 1,151,423 792,718 590,648 948,577 Total Revenues 91,218,676 100,224,452 102,345,592 117,698,354 127,894,678 EXPENDITURES:

Current:

General government 8,018,269 9,202,119 11,279,577 13,021,250 11,008,787 Public safety 48,771,917 51,707,977 54,467,378 56,487,979 61,904,106 Highways, and streets, and parks 3,226,569 3,308,684 3,615,512 3,882,340 4,770,634 Community development 4,997,040 5,307,353 4,830,926 7,268,200 9,217,704 Culture and recreation 5,447,270 3,526,154 6,557,293 7,396,271 8,364,656 Capital outlay 787,814 1,278,935 1,160,583 2,184,772 4,255,762 Total Expenditures 71,248,879 74,331,222 81,911,269 90,240,812 99,521,649 Excess (Deficiency) of Revenues Over
(Under) Expenditures $ 19,969,797 $ 25,893,230 $ 20,434,323 $ 27,457,542 $ 28,373,029

OTHER FINANCING SOURCES (USES)
Transfers in 314,216 297,706 373,030 372,485 395,858 Transfers out(3) (8,772,134) (12,112,421) (18,652,721) (16,823,278) (28,138,407) Total Other Financing Sources (Uses) (8,457,918) (11,814,715) (18,279,691) (16,450,793) (27,742,549) Net Change in Fund Balance 11,511,879 14,078,515 2,154,632 11,006,749 630,480 Fund Balance, Beginning of Year 98,863,127 110,375,006 124,453,521 126,608,153 137,614,902 Fund Balance, End of Year $ 110,375,006 $ 124,453,521 $ 126,608,153 $ 137,614,902 $ 138,245,382

(1) See Table 7 and the caption “—Tax Revenues By Source.” (2) The major driver in the differences each year is the GASB 31 adjustment for fair market value. The fiscal years ending 2021, 2022 and 2023 were affected by a large negative market value. Fiscal year 2024, investment earnings and fair market value adjustment were very favorable.
(3) The $3 million increase from fiscal year 2020 to fiscal year 2021 was mainly for the Wave operations and construction as it was closed during Covid–19. From fiscal year 2020- 21 to fiscal year 2021 -22, the $6 million increase was for Capital projects –IT security upgrade, Vehicle replacement, Fire Station 3 construction. From fiscal year 2022-23 to fiscal year 2023-24 an increase of $11 million is for multiple capital projects throughout the City.

Source: City of Vista Audited Financial Statements for fiscal years 2019-20 through 2023-24.

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Comparative General Fund Balance Sheets of the City
The table below presents the City ’s audited General Fund Balance Sheets for fiscal years 2019-20 through 2023-24.

TABLE 6

CITY OF VISTA

GENERAL FUND BALANCE SHEETS

FIVE YEAR COMPARISON
2020 2021 2022 2023 2024
Assets:

Cash and investments $ 90,125,805 $ 107,300,946 $ 107,911,412 $ 117,989,803 $ 121,792,199 Receivables:

Accounts 1,859,332 4,036,754 3,665,210 3,895,989 2,282,603 Interest 1,480,642 945,951 806,198 1,082,665 1,521,711
Notes and loans 9,523 7,293 - 626,296 632,581
Due from other governments and agencies(1) 7,937,024 7,861,161 7,887,381 8,366,921 8,380,208 Deposits 31,118 35,318 47,318 23,000 77,200
Due from other funds 1,535,803 1,874,367 935,326 524,100 1,867,293 Prepaid costs 149,179 705,254 2,500,883 2,903,340 1,829,771 Lease receivable(2) - - 7,483,111 6,895,031 5,522,722
Due from Successor Agency(3) 14,798,161 9,898,667 4,534,849 - - Restricted Assets:

Cash and investments(4) 5,702,733 6,901,882 18,163,045 19,233,827 21,350,663 Total Assets $ 123,629,320 $ 139,567,593 $ 153,934,733 $ 161,540,972 $ 165,256,951 Liabilities:

Accounts payable $ 5,292,352 $ 5,266,564 $ 6,624,087 $ 6,582,708 $ 8,173,503 Accrued wages payable 1,301,886 1,420,740 1,819,343 1,773,116 2,753,567 Due to other governments and agencies 43,038 24,273 6,032 4,429 - Deposits payable 1,236,929 3,215,927 3,441,460 2,470,303 2,439,937 Unearned revenue(5) 341,469 340,409 4,668,703 3,513,872 7,552,921 Total Liabilities $ 8,215,674 $ 10,267,913 $ 16,559,625 $ 14,344,428 $ 20,919,928 Deferred Inflows of Resources:

Leases(6) - - $ 7,481,518 $ 6,755,857 $ 5,249,446 Unavailable revenues(7) 5,038,640 4,846,159 3,285,437 2,825,785 842,195 Total Deferred Inflows of Resources $ 5,038,640 $ 4,846,159 $ 10,766,955 $ 9,581,642 $ 6,091,641 Fund Balances:

Nonspendable $ 14,947,340 $ 10,603,921 $ 7,035,732 $ 2,903,340 $ 1,829,771 Restricted 10,606,951 12,015,342 23,164,059 23,815,502 25,466,840 Committed 25,134,112 36,314,712 41,776,408 50,550,781 57,267,843 Assigned 20,689,354 30,223,882 40,046,208 33,371,719 16,501,152 Unassigned 38,997,249 35,295,664 14,585,746 26,973,560 37,179,776 Total Fund Balances $ 110,375,006 $ 124,453,521 $ 126,608,153 $ 137,614,902 $ 138,245,382 Total Liabilities, Deferred Inflows of
Resources and Fund Balances $ 123,629,320 $ 139,567,593 $ 153,934,733 $ 161,540,972 $ 165,256,951

(1) This figure represents tax revenue due from other governmental entities, primarily the State of California and County of San Diego for Sales Taxes and Property Tax, respectively. This occurs annually, with payments received during the July/August accrual period, but earned on or prior to June 30th.
(2) Lease receivable is reported according to GASB 87. This is the amount of all leases over one year for the duration of the lease. (3) The City loans to the Vista Redevelopment Agency were paid off in fiscal year ending 2022. (4) In fiscal year 2022 the City council approved a one-time deposit of $12.2 million into the Section 115 Trust. (5) The city recorded $4.1 in unearned revenues from a state grant used to fund the Buena Creek Navigation Center. (6) Deferred inflow of resources for Leases is reported according to GASB 87 which went into effect for fiscal years ending after June 2021.
(7) The decrease in unavailable revenue from fiscal year 2022 -23 to fiscal year 2023 -24 is due to the Permanent Local Housing Allocation which recorded as unavailable as of June 30, 2023 and was received in fiscal year 2023 -24 as well as a reduction in unavailable revenue from ambulance billing which varies from year-to-year.

Source: City of Vista Audited Financial Statements for fiscal years 2019-20 through 2023-24.

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Tax Revenues By Source
The City derives its General Fund tax revenues from a variety of sources including ad valorem property taxes, sales and use taxes, Proposition L sales taxes, cannabis taxes, transient occupancy tax es, and franchise taxes. The City’s total General Fund tax revenues by source for the five most recent fiscal years are set forth below.

TABLE 7

CITY OF VISTA

GENERAL FUND TAX REVENUES BY SOURCE
Revenue Category 2019-20 2020-21 2021-22 2022-23 2023-24 Property taxes(1) $ 25,534,481 $27,202,163 $ 28,981,824 $32,378,465 $34,801,792 Sales taxes(2) 18,383,587 21,698,813 24,480,913 24,222,679 23,524,937 Proposition L Sales Taxes 8,669,604 10,351,761 12,009,138 11,950,840 11,874,115 Intergovernmental - unrestricted 80,718 75,491 119,301 102,800 123,318 Transient occupancy tax 1,060,021 1,501,801 1,997,247 2,101,882 2,161,020 Franchise tax 3,794,826 3,813,179 3,828,749 4,393,902 4,606,254 Business license tax 1,984,805 2,036,506 2,251,121 2,343,492 2,345,141 Cannabis Tax(3) 1,358,400 5,113,996 6,809,095 6,918,195 6,540,061 Total taxes(4) $ 60,866,442 $71,793,710 $ 80,477,388 $84,412,256 $85,976,638

(1) Inclusive of property taxes in lieu of Department of Motor Vehicles license fees. See “—Property Taxes” below. (2) The 2018 South Dakota v. Wayfair, Inc. decision enabled states to require online retailers to collect and remit sales tax, even without a physical presence in the state. For the City of Vista, via California’s AB 147 of 2019, this has resulted in increased sales tax revenue from online transactions, expanding the local tax base and enhancing General Fund revenues. (3) Beginning in the fiscal year ending June 30, 2020, the City of Vista received significant medical cannabis sales tax revenue following the implementation of local regulations allowing legal cannabis businesses to operate. This growth was driven by the opening of licensed dispensaries, increased consumer demand, and the formalization of the cannabis market, contributing to a new and expanding revenue stream for the City’s General Fund. (4) Total taxes in Table 7 differ from total taxes in Table 3 as Business license tax and intergovernmental unrestricted revenues are categorized as Licenses and permits and intergovernmental on Table 3.

Source: City of Vista.

Property Taxes
During fiscal year 2023-24, property tax receipts of approximately $34.8 million provided the largest tax revenue source of the City, contributing approximately 27.2% of total General Fund revenues. General Fund property tax revenues of approximately $33.6 million are budgeted to be received during fiscal year 2024-25.

Several years ago, the Statewide Department of Motor Vehicles license fees (“VLF”) were reduced by approximately two-thirds. However, the State continued to remit to cities and counties the same amount that those local agencies would have received if the VLF had not been reduced, known as the “VLF backfill.” The State VLF backfill was phased out, and as of fiscal year 2011-12, all of the VLF is now received through an in- lieu payment from State property tax revenues referred to as Property Taxes in lieu of VLF.

In California, property which is subject to ad valorem taxes is classified as “secured” or “unsecured.” The secured classification includes property on which any property tax levied by a county becomes a lien on that property. A tax levied on unsecured property does not become a lien against the taxed unsecured property, but may become a lien on certain other property owned by the taxpayer. Every tax which becomes a lien on secured property has priority over all other liens, arising pursuant to State Law, on the secured property, regardless of the time of the creation of other liens. The valuation of property is determined as of January 1 each year, and installments of taxes levied upon secured property are due November 1 and February 1 and become delinquent on the following December 10 and April 10, respectively. Taxes on unsecured property are due July 1, and become delinquent August 31.
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Secured and unsecured properties are entered separately on the assessment roll maintained by the county assessor. The method of collecting delinquent taxes is substantially different for the two classifications of property. The exclusive means of enforcing the payment of delinquent taxes with respect to property on the secured roll is the sale of the property securing the taxes of the State for the amount of taxes that are delinquent. The taxing authority has four methods of collecting unsecured personal property taxes: (1) a civil action against the taxpayer; (2) filing a certificate in the office of the county clerk specifying certain facts in order to obtain a judgment lien on certain property of the taxpayer; (3) filing a certificate of delinquency for record in the County Recorder ’s Office in order to obtain a lien on certain property of the taxpayer, and (4) seizure and sale of personal property, improvement or possessory interest belonging or taxable to the assessee.

A ten percent penalty is added to delinquent taxes which have been levied with respect to property on the secured roll. In addition, beginning on the July 1 following a delinquency, interest begins accruing at the rate of 1 1/2% per month on the amount delinquent. Such property may thereafter be redeemed by the payment of the delinquent taxes and the ten percent penalty, plus interest at the rate of 1 1/2% per month to the time of redemption. 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 tax collector. A ten percent penalty also applies to the delinquent taxes or property on the unsecured roll, and further, an additional penalty of 1 1/2% per month accrues with respect to such taxes beginning on the varying dates related to the tax billing date.

Legislation enacted in 1984 (Section 75 et seq . of the Revenue and Taxation Code of the State of California), provides for the supplemental assignment and taxation of property as of the occurrence of a change in ownership or completion of new construction. Previously, statutes enabled the assessment of such changes only as of the next tax lien date following the change and thus delayed the realization of increased property taxes from the new assessment for up to 14 months. Collection of taxes based on supplemental assessments occurs throughout the year. Taxes due are prorated according to the amount of time remaining in the tax year, with the exception of tax bills dated January 1 through May 31, which are calculated on the basis of the remainder of the current fiscal year and the full 12 months of the next fiscal year.

In the past, the State Legislature has shifted property taxes from cities, counties and special districts to the Educational Revenue Augmentation Fund. The term “ ERAF” is often used as a shorthand reference for this shift of property taxes. In 1992- 93 and 1993- 94, in response to serious budgetary shortfalls, the State Legislature and administration permanently redirected over $3 billion of property taxes from cities, counties, and special districts to schools and community college districts. The 2004 -05 State budget included an additional $1.3 billion shift of property taxes from certain local agencies, including the City, to occur in fiscal years 2004- 05 and 2005- 06. See “CONSTITUTIONAL AND STATUTORY LIMITATIONS ON TAXES AND APPROPRIATIONS—Proposition 1A” and “—Proposition 22” for a description of certain limitations on the State’s authority over local government revenue sources.

The table below sets forth the secured and unsecured assessed valuations for property in the City for the fiscal years 2014-15 through 2023- 24. Values shown in the following table include the incremental assessed value of property within the redevelopment project area established in the City above the “RDA Base Year Values” of such properties (i.e. the assessed value of the property at the time the redevelopment project areas were established), which are also shown in the following table. The City receives a share of the residual property taxes generated by such incremental assessed value, after property taxes are allocated to the Successor Agency to pay its enforceable obligations (sometimes referred to as “residual property tax revenue”) . The amount of residual property tax revenue received from the City fluctuates from year to year. In fiscal year 2022-23 the City received approximately $5.8 million in residual property tax revenue, and in fiscal year 2023- 24 the City received approximately $5.3 million in residual property tax revenue. 04/08/2025
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TABLE 8

CITY OF VISTA

ASSESSED VALUATION
FISCAL YEARS 2014-15 THROUGH 2023-24
(in thousands)
Fiscal Year
Ending
June 30
Residential
Property
Commercial
Property
Industrial
Property Other Property
RDA Base
Year Values Total
Change
From Prior
Year
2015 $ 4,903,193,950 $ 298,103,492 $ 384,301,339 $ 279,261,967 $1,507,754,720 $ 7,372,615,468 5.93% 2016 5,170,404,933 297,598,561 396,179,441 318,898,827 1,536,615,147 7,719,696,909 4.71 2017 5,553,942,519 309,775,588 422,443,967 280,544,688 1,536,615,147 8,103,321,909 4.97 2018 5,989,428,211 321,842,790 447,037,848 300,206,461 1,537,640,063 8,596,155,373 6.08 2019 7,946,576,046 1,308,275,960 1,628,301,999 721,532,059 1,537,640,063 13,142,326,127 52.89 2020 8,381,763,536 1,348,748,310 1,659,225,592 823,885,323 1,537,640,063 13,751,262,824 4.63 2021 8,871,965,922 1,380,855,068 1,746,916,111 909,593,534 1,537,640,063 14,446,970,698 5.06 2022 9,440,757,172 1,442,212,735 1,825,748,907 781,230,008 1,537,640,063 15,027,588,885 4.02 2023 10,258,197,560 1,511,935,296 2,110,903,727 971,676,703 1,537,640,063 16,390,353,349 9.07 2024 10,879,579,119 1,634,187,637 2,396,832,078 1,106,426,034 1,537,640,063 17,554,664,931 7.10

Source: City of Vista Audited Financial Statements for fiscal years 2014-15 through 2023-24. 04/08/2025
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The County operates under a statutory program entitled Alternate Method of Distribution of Tax Levies and Collections and of Tax Sale Proceeds (the “Teeter Plan ”). Under the Teeter Plan local taxing entities receive 100% of their tax levies net of delinquencies, but do not receive interest or penalties on delinquent taxes collected by the County. The City’ s share of the ad valorem property tax levy is included in the County’s Teeter Plan. As a result, the City currently receives 100% of such levy and is not impacted by delinquencies in payment. However, the County may choose to discontinue the Teeter Plan at any time.

The 10 largest property taxpayers in the City for fiscal year 2023-24 based on total assessed valuation, the land use and the percentage of the City’ s total assessed value attributable to each are shown in the below table. The information in the following table has been obtained from third- party sources and is included for general information purposes only. The City has not verified the information in the following table and does not guarantee the accuracy of such information.

TABLE 9

CITY OF VISTA

TOP TEN PRINCIPAL PROPERTY TAXPAYERS
2023-24 ASSESSED VALUATION
Property Owner Secured
% of
Total(1)

1. Park Center Industrial ILP LLC $ 169,830,000 1.11%

2. BCI IV North County Commerce Center LP 150,450,000 0.99 3 MG Preserve at Melrose Apartments LLC 148,140,930 0.97

4. PMI Monarch LLC 125,767,885 0.82

5. MG Waterleaf Apartments SHL LLC 118,004,409 0.77

6. Persea Senior Borrower LLC 113,585,169 0.74

7. N M-Skye LLC 98,013,248 0.64

8. Bella Terra Del LLC 85,936,248 0.56

9. 100 Main Street Owner LLC 72,100,000 0.47

10. CFT Vista LLC 70,979,761 0.47
Totals $ 1,152,807,650 7.55%

(1) Percentages based on 2023-24 Local Assessed Secured Valuation: $ 15,259,860,684 (including incremental value in the redevelopment project areas).

Source: City of Vista.

Sales Taxes
General. During fiscal year 2023-24 , sales tax receipts of approximately $34.5 million provided the second largest tax revenue source for the City, contributing approximately 27% of total General Fund revenues. General Fund sales tax revenues of approximately $24.6 million are budgeted to be received during fiscal year 202 4-25. A sales tax is imposed on retail sales or consumption of personal property. The basic sales tax rate is established by the State Legislature, and local overrides may be approved by voters. The current total sales tax rate in the City is 8.25%, which includes the 7.25% sales tax rate established by the State Legislature plus the .05% TransNet surcharge that county voters approved to pay for transportation projects , and the 0.5% transactions and use tax imposed by the City’s Proposition L.

In November 2004, voters approved an extension ordinance and expenditure plan (Proposition A) that extends the TransNet program to 2048. Funds are expected to be generated among highway, transit, and local road projects to reduce traffic congestion in San Diego County. That initial 20 -year TransNet program generated approximately $3.3 billion between 1988 and 2008. SANDAG distributed the money in equal thirds among transit, highway, and local road projects. In addition, $1 million was earmarked annually for bike paths and facilities. The program also funded seven innovative Walkable Community Demonstration Projects in 04/08/2025
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Encinitas, San Marcos, Oceanside, El Cajon, and the communities of North Park, Golden Hill, and Clairemont in the City of San Diego.

In November 2006, Measure L was approved by the voters of the City which imposes a general half cent transaction and use tax within the City. Similar to sales tax, the tax is levied on the same goods and merchandise as the one cent State of California sales tax. The intended use of the funds generated from the tax includes hiring and training new fire personnel, building two additional neighborhood fire stations, hiring anti- gang and neighborhood policing deputies, repair of streets and potholes, building a Civic Center to replace the aging City Hall, adding a sports park with fields for local use and renovating the stage house for the Moonlight Amphitheater. The voters authorized the Measure L sales tax to be collected until 2037, and the revenues generated by the Measure L sales tax are General Fund revenues.

The City is home to over 4,644 businesses; the top 25 businesses in the City generated approximately 45.7% of the City’s total sales tax revenues in fiscal year 2023-24. The City’s sales tax base is diverse and comprised of the following categories: Service Stations, Grocery Stores, Used automotive Dealers, Discount Department Stores, Transportation and Rentals, Plumbing and Electrical Supplies, Electrical Equipment, Building Materials, Home Furnishing, Cannabis Related, Boats and Motorcycles, and Contractors.

The table below sets forth the top twen ty-five sales tax producers as of June 30, 2024 in alphabetical order.

TABLE 10

CITY OF VISTA
TOP 25 SALES TAX PRODUCERS
(AS OF JUNE 30, 2024)
7 Eleven McCain Traffic Supply
76 Rocket Norm Reeves Honda Superstore Vista
Albertsons North County Ford
Avis Car Sales Off The Charts
Barnicle Express Pacific Builders Hardware/Lighting
Costco RideNow SoCal
Enterprise Rent A Car Roofline Supply & Delivery
Ferguson Enterprises Stater Bros
GDS Industries Target
Home Depot US Food Service
Living Spaces Furniture Walmart Supercenter
Lowes Wellgreens Vista Cannabis Dispensary
March & Ash

Source: City of Vista.

Transient Occupancy Tax (Hotel Visitor’s Tax)
During fiscal year 2023-24, hotel visitor’s tax receipts of approximately $2.2 million contributed approximately 1.7% of total General Fund revenues. General Fund hotel visitor’s tax revenues of approximately $2.1 million are budgeted to be received during fiscal year 2024-25. The City applies a 10% hotel visitor’s tax on the cost of hotel or other lodging stays of less than 30 days. The City’s hotel visitor’s tax does not expire and the revenues collected are General Fund revenues. In June 2024, the City added Short - term Rentals to this requirement beginning in fiscal year 2024-25. 04/08/2025
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Cannabis Tax
Cannabis businesses, implemented as a result of citizen ’s initiative Measure Z, are in the fifth year of operations. F iscal year 2021-22 was the first year where all 11 dispensaries located in the City were in operation for the full fiscal year, and total revenue received was approximately $6.8 million. Cannabis tax revenues for f iscal year 2023-24 were approximately $6.5 million. Revenue collected from the 7% tax on gross receipts is estimated at $ 6 million for the next two fiscal years. There is still uncertainty at what level this revenue will stabilize due to potential approval of medical and adult use cannabis businesses in other jurisdictions. The use of this revenue has been capped at $4.5 million in both fiscal years to fund on-going expenditures, and based on the current revenue estimates, approximately $1.5 million will be available at the end of each fiscal year for City Council designated special projects.

Business License Tax
Business Licenses are a non-regulatory tax. Any person or entity that is physically present in the City of Vista conducting business activity needs a Business License from the City. During fiscal year 2023- 24, business operation tax receipts of approximately $2.4 million contributed approximately 1.9% of total General Fund Revenues. General Fund business operation tax revenues of approximately $2.8 million are budgeted to be received during fiscal year 2024-25.

Franchise Tax
Franchise taxes are collected for services provided within the City. During fiscal year 2023- 24, franchise tax receipts of approximately $4.6 million contributed approximately 3.6% of total General Fund Revenues. General Fund franchise tax revenues of approximately $4.1 million are budgeted to be received during fiscal year 2024-25. Franchise taxes are collected for services provided within the City. Typically, franchise taxes are collected from electric, natural gas, refuse, cable, and telephone service providers and based on consumer use. Franchise tax revenues are expected to be impacted by changes in gas and electric pricing along with changes in weather patterns. While residential population may be slightly increasing, the cable franchise tax is estimated to decline due to the increasing prevalence of alternative entertainment options, including satellite television and online streaming service subscriptions.

Charges for Services
During fiscal year 2023- 24, charges for services of approximately $25 million contributed approximately 19.5% of total General Fund revenues. General Fund revenues from charges for services of approximately $18.7 million are budgeted to be received during fiscal year 2024-25. The City collects charges for services for various building inspection fees, use of City facilities, non- resident ambulance reimbursement, and overhead charges to other funds.

Fines and Forfeitures
During fiscal year 2023-24 , revenues from fines and forfeitures of approximately $1.5 million contributed approximately 1.2% of total General Fund revenues. General Fund revenues from fines and forfeitures of approximately $1.4 million are budgeted to be received during fiscal year 2024-25. Revenues from fines and forfeitures consists of traffic fines, parking citations, water violations and code enforcement citations.

Other Revenue Sources
Intergovernmental. The City receives other General Fund revenue from other government agencies, principally from the State and Federal governments. These revenues include monies called subventions, as well as grants for specific projects, and reimbursements related to State mandated activities or 04/08/2025
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disaster/emergency declarations. These revenues can fluctuate from year -to-year for on -going programs and activities.

Investment Earnings . Revenues from investment earnings include interest earned on City investments, adjusted to market value at the end of the fiscal year in accordance with GASB 31, when applicable.

Other. Other sources of General Fund revenue for the City include reimbursements for special events, recovery from damage to City properties, donations , sale of City assets, and other miscellaneous revenue sources. These revenues can be inconsistent from year-to-year or are generally one-time in nature.

Indebtedness
Long-Term Debt. The City’s long -term obligations payable from the General Fund include the 2015 Bonds, which are expected to be refunded by the Series 2025A Bonds, a copier lease for approximately $52,000 per year, and certain subscription based IT arrangements (“SBITA”). As of June 30, 2024, the City has recognized a liability of $2,349,841 related to the SBITA; the City also recognized an intangible asset of $3,731,674, representing the right to use the SBITA for the remaining subscription period. Total debt service with respect to the City’s SBITA is $5,836,573 through fiscal year 2028-29.

The City has also entered into several State Revolving Fund Loans with an aggregate principal balance of approximately $22.0 million, and an SBITA with a principal balance of approximately $67,490, payable from the City’s Sewer Fund.

For additional information with respect to the City’s outstanding long- term obligations, see Note 9 to the audited financial statements for fiscal year 2023-24 attached to the Official Statement as Appendix C.

Short-Term Debt. As of June 30, 2024, the General Fund short -term liabilities included an Accounts Payable balance of $8.2 million and Wages Payable of $2.8 million.

Retirement System
This caption contains certain information relating to the California Public Employees Retirement System ( “CalPERS”). The information is primarily derived from information produced by CalPERS, its independent accountants and actuaries. The City has not independently verified the information provided by CalPERS and makes no representations nor expresses any opinion as to the accuracy of the information provided by CalPERS.

The annual comprehensive financial reports of CalPERS are available on its Internet website at www.calpers.ca.gov. The CalPERS website also contains CalPERS’ most recent actuarial valuation reports and other information concerning benefits and other matters. Such information is not incorporated by reference herein. The City cannot guarantee the accuracy of such information. Actuarial assessments are “forward-looking” statements that reflect the judgment of the fiduciaries of the pension plans, and are based upon a variety of assumptions, one or more of which may not materialize or be changed in the future.

Actuarial assessments will change with the future experience of the pension plans.

Plan Description. The City ’s defined benefit pension plans, the Miscellaneous Plan of the City of Vista (the “Miscellaneous Plan”) and the Safety Plan of the City of Vista (the “Safety Plan”) , provide retirement and disability benefits, annual cost -of-living adjustments, and death benefits to plan members and beneficiaries. The Miscellaneous Plan is an agent multiple-employer plan and the Safety Plan is a cost-sharing multiple-employer defined benefit plan, both administered by the California Public Emplo yees Retirement System (“CalPERS”), which acts as a common investment and administrative agent for participating public employers within the State. A menu of benefit provisions as well as other requirements are established by 04/08/2025
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State statutes within the Public Employees’ Retirement Law. The City selects optional benefit provisions from the benefit menu by contract with CalPERS and adopts those benefits through local ordinance. CalPERS issues a separate Annual Comprehensive Financial Report. Copies of CalPERS ’ annual financial report may be obtained from the CalPERS Executive Office, 400 P Street, Sacramento, CA 95814 or CalPERS’ internet website.

On September 12, 2012, the California Governor signed the California Public Employees ’ Pension Reform Act of 2013 (“PEPRA”) into law. PEPRA took effect January 1, 2013. Among other things, PEPRA:
(1) established PEPRA which applies to all public employers and public pension plans on and after January 1, 2013 (except specific exemptions); (2) established new retirement tiers/benefits for new public employees; (3) prohibited certain cash payment from being counted as compensation; and (4) increased retirement age for all new public employees.

Each employee contributes toward his or her retirement based upon the retirement formula. Under PEPRA, the mandated employee contribution rate is one half of the normal cost as determined annually by CalPERS for the City when the actuarial valuation of the plans is performed. Active PEPRA plan members in the Miscellaneous Plan are required to contribute 8.2 5% of reportable earnings for a 2.0% at 62 retirement plan. Active PEPRA plan members in the Safety Plan are required to contribute 13.75% of reportable earnings for a 2.7% at 57 retirement plan. Active “Classic” plan members in the Miscellaneous Plan are required to contribute 8.11% of reportable earnings for a 3.0% at 60 retirement plan. Active “Classic” plan members in the Safety Plan of the City are required to contribute 8.99% of reportable earnings for a 3.0% at 50 retirement plan.

The required employer contribution rates for fiscal year ended June 30, 2024 under PEPRA are

12.77% for miscellaneous employees and 13.54% for public safety employees.

Benefits provided. CalPERS provides service retirement and disability benefits, annual cost of living adjustments and death benefits to plan members, who must be public employees and beneficiaries. Benefits are based on years of credited service, equal to one year of full-time employment. Members with five years of total service are eligible to retire at age 50 with statutorily reduced benefits. All members are eligible for non -duty disability benefits after 10 years of service. The death benefit is one of the following: the Basic Death Benefit, the 1957 Survivor Benefit, or the Optional Settlement 2W Death Benefit. The cost -of-living adjustments for each plan are applied as specified by the Public Employees’ Retirement Law.

The Plans’ provisions and benefits in effect at June 30, 2024, are summarized as follows:

Miscellaneous Plan
Hire date Prior to January 1, 2013 On or after January 1, 2013 Benefit formula 3.0% @ 60 2.0% @ 62
Benefit vesting schedule 5 years of service 5 years of service Benefit payments Monthly for life Monthly for life
Retirement age 50 yrs 52 yrs
Monthly benefits, as a % of eligible compensation 2.0% to 3.0% 1.0% to 2.5% Required employee contribution rates 8.11% 8.25%
Required employer contribution rates(1) 12.77% 12.77%

(1) As described under “—Contributions” below, CalPERS no longer collects required contributions for the unfunded portion of pension liability based on a percentage of payroll.
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Safety Plan
Hire date Prior to January 1, 2013 On or after January 1, 2013 Benefit formula 3.0% @ 50 2.7% @ 57
Benefit vesting schedule 5 years of service 5 years of service Benefit payments Monthly for life Monthly for life
Retirement age Minimum 50 yrs Minimum 52 yrs
Monthly benefits, as a % of eligible compensation 3.00% at 50 yrs 2.0% to 2.7% from 50 to 57+ yrs
Required employee contribution rates 8.99% 13.75%
Required employer contribution rates(1) 27.11% 13.54%

(1) As described under “—Contributions” below, CalPERS no longer collects required contributions for the unfunded portion of pension liability based on a percentage of payroll.

Employees Covered. As of the June 30, 2022 actuarial valuation date, the following employees were covered by the benefit terms for each plan:

Description Miscellaneous Safety
Active members 212 84
Inactive employees or beneficiaries currently receiving benefits 369 108 Inactive employees entitled to but not yet receiving benefits 347 62 Total 928 254

Contributions. Section 20814(c) of the California Public Employee ’s Retirement Law (PERL) requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. The total plan contributions are determined through CalPERS’ annual actuarial valuation process. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability. The employer is required to contribute the difference between the actuarially determined rate and the contribution rate of employees. Employer contribution rates may change if plan contracts are amended. Payments made by the employer to satisfy contribution requirements that are identified by the pension plan terms as plan member contributions requirements are classified as plan member contributions. PEPRA employees contribute 50% of the base total normal cost established by the plan.

The required employer contribution is comprised of a Normal Cost component and a component equal to an amortized amount of the unfunded liability or Annual Unfunded Accrued Liability ( “UAL”) Payment.

The Normal Cost is the annual cost of service earned by active employees for the upcoming fiscal year, which is expressed as a percentage of payroll. The Annual UAL Payment is the amortized dollar amount needed to fund past service credit earned (or accrued) for members who are currently receiving benefits, active members, and for members entitled to deferred benefits, as of the valuation date. The UAL Payment is a fixed dollar annual payment, billed monthly.

Beginning with fiscal year 2017- 18 CalPERS began collecting employer contributions toward the plan’s unfunded liability as dollar amounts instead of the prior method of a contribution rate. According to CalPERS, this change was to address potential funding issues that could arise from a declining payroll or reduction in the number of active members in the plan. Funding the unfunded liability as a percentage of payroll could lead to the underfunding of the plans. Due to stakeholder feedback regarding internal needs for total contributions expressed as an estimated percentage of payroll, the CalPERS reports include such results in the contribution projection set forth in the tables below. CalPERS indicates that these results are provided for information purposes only and contributions toward the unfunded liability will continue to be collected as set dollar amounts.
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For the year ended June 30, 2024, the City’s total contributions across all funds are summarized below in the following table, noting that approximately 78% is contributed by the General Fund with the balance sourced from the City’s Sewer Utility, Buena Sanitation District, and the Housing Authority funds.

Expenditure Category Miscellaneous Plan Safety Plan All Plans Employer Normal Costs 2,386,319 2,009,590 4,395,909
Unfunded Actuarial Liability 3,907,422 2,285,749 6,193,171 Employee Contributions 1,520,155 1,286,914 2,807,069
TOTALS 7,813,896 5,582,253 13,396,149

The tables below are derived from the City of Vista Annual Valuation Reports with valuation dates as of June 30, 2023 and delivered in June, 2024 (the “2024 Reports”) and show the required and projected employer contributions for the next six fiscal years. Projected results reflect the adopted changes to the discount rates described in the 2024 Report. Such projections also assume that all actuarial assumptions will be realized and that no further changes to assumptions, contributions, benefits, or funding will occur during the projection period. The projected normal cost percentages in the projections below does not reflect that the normal cost will decline over the time as new employees are hired into PEPRA or other lower cost benefit tiers.

The projections set forth below assume the gross investment return for fiscal year 2023-24 and beyond would be 6.9%. CalPERS announced a final investment return of 9.5% for fiscal year 202 3-24. As a result, the actual contribution requirements for the fiscal years 2025-26 and the following years shown below can be expected to differ from such projections. No assurance can be provided that the City’s CalPERS plan expenses will not increase significantly in the future.

Miscellaneous Plan

Required
Contribution
Projected Future Employer Contributions
(Assumes 6.80% Return for Fiscal Year 2023-24 and Beyond) Fiscal Year 2025-26 2026-27 2027-28 2028-29 2029-30 2030-31 Normal Cost % 11.95% 11.6% 11.3% 11.0% 10.7% 10.4%
UAL Payment $ 4,358,645 $ 4,748,000 $ 5,038,000 $ 5,697,000 $ 5,829,000 $ 5,938,000 Total as a % of Payroll* 35.68% 36.7% 37.2% 39.5% 39.1% 38.6% Projected Payroll $ 18,369,619 $ 18,883,968 $ 19,412,719 $ 19,956,276 $ 20,515,051 $ 21,089,472

* Illustrative only and based on the projected payroll shown.

Source: CalPERs Miscellaneous Plan of the City of Vista Annual Valuation Report as of June 30, 2023.

Safety Plan

* Illustrative only and based on the projected payroll shown.

Source: CalPERs Safety Plan of the City of Vista Annual Valuation Report as of June 30, 2023. 04/08/2025
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PEPRA Safety Fire Plan

* Illustrative only and based on the projected payroll shown.

Source: CalPERs PEPRA Safety Fire Plan of the City of Vista Annual Valuation Report as of June 30, 2023.

Net Pension Liability. The City ’s net pension liability is measured as the total pension liability, less the pension plan’s fiduciary net position. The City’ s June 30, 2022 valuation was rolled forward to determine the June 30, 2023 total pension liability, based on the following actuarial methods and assumptions:

Actuarial Cost Method Entry Age Actuarial Cost Method
Actuarial Assumptions
Discount Rate 6.90%
Inflation 2.30%
Salary Increases Varies by Entry Age and Service
Mortality Rate Table(1) Derived using CalPERS’ membership data for all funds Post Retirement Benefit Increase The lesser of contract COLA up to 2.30% until Purchasing Power Protection Allowance Floor on Purchasing Power applies, 2.30% thereafter

(1) The mortality table used was developed based on CalPERS -specific data. The probabilities of mortality are based on the 2021 CalPERS Experience Study and Review of Actuarial Assumptions. Mortality rates incorporate full generational mortality improvement using 80% of Scale MP -2020 published by the Society of Actuaries. For more details on this table, please refer to the 2021 experience study report from November 2021 that can be found on the CalPERS website.

Source: City of Vista.

The following table s show the changes in net pension liability recognized over the measurement period.

Miscellaneous Plan
Increase (Decreases)

Total Pension
Liability
Plan Fiduciary Net
Position
Plan Net Pension
Liability
Balance at June 30, 2022 (Valuation Date) $ 182,154,259 $ 137,994,271 $ 44,159,988 Changes recognized for the Measurement Period:

Service cost 3,344,592 3,344,592
Interest on the total pension liability 12,582,391 12,582,391 Changes of benefit terms 236,285 236,285
Difference between actual and expected experience 2,954,305 2,954,305 Contribution - employer 8,450,230 (8,450,230)
Contribution - employee 1,435,176 (1,435,176)
Net Investment income 8,575,696 (8,575,696)
Benefit payments, including refunds of employee
contributions (9,327,317) (9,327,317)
Administrative expense (101,475) 101,475
Net changes during 2021-2022 9,790,256 9,032,310 757,946 Balance at June 30, 2023 (Measurement Date) $ 191,944,515 $ 147,026,581 $ 44,917,934

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Safety Plan
Increase (Decreases)

Plan Total
Pension Liability
Plan Fiduciary Net
Position
Plan Net Pension
Liability/(Asset)
Balance at June 30, 2022 (Valuation date) $ 126,479,919 $ 91,681,892 $ 34,798,027 Balance at June 30, 2023 (Measurement date) 136,811,168 100,383,285 36,427,883 Net changes during 2022-2023 $ 10,331,249 $ 8,701,393 $ 1,629,856

Sensitivity of the Net Pension Liability to Changes in the Discount Rate. The following presents the net pension liability of each Plan, calculated using the discount rate of 6.9% for each Plan, as well as what the net pension liability would be if it were calculated using a discount rate that is one percentage-point lower or one percentage-point higher than the current rate:

Miscellaneous Plan Safety Plan
1% Lower 5.90% 5.90%
Net Pension Liability $70,239,560 $55,195,941
Current Discount Rate 6.90% 6.90%
Net Pension Liability $44,917,934 $36,427,883
1% Higher 7.90% 7.90%
Net Pension Liability $24,034,335 $21,083,660

The Net Pension Liabilities for the City ’s pension plans have been primarily liquidated by funding from the General, Water, Sewage Collection and Housing Authority funds based on their proportionate personnel costs of the year.

Detailed information about each pension plan’ s fiduciary net position is available in the separately issued CalPERS financial reports and can be obtained on the CalPERS website.

Pension Expenses and Deferred Outflows/Inflows of Resources Related to Pensions. On June 25, 2012, the Governmental Accounting Standards Board approved GASB Statement No. 68 ( “GASB 68”) with respect to pension accounting and financial reporting standards for state and local governments and pension plans. GASB 68 states that, for pensions within the scope of the statement, a cost -sharing employer that does not have a special funding situation is required to recognize a net pension liability, deferred outflows of resources, deferred inflows of resources related to pensions, and pension expense based on its proportionate share of the net pension liability for benefits provided through the pension plan. While the accounting standard changed financial statement reporting requirements, they do not impact funding policies of the pension systems. The audited financial statements of the City for fiscal year 2023-24 attached hereto as Appendix C reflect the application of the GASB 68.
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At June 30, 2024, the City reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources:

Miscellaneous Plan

Deferred
Outflows of
Resources
Deferred Inflows
of Resources
Pension contributions subsequent to measurement date $ 6,395,386 -- Changes in assumptions 525,578 --
Differences between expected and actual experiences 1,723,345 $ (32,458) Net difference between projected and actual earnings on pension plan investments 6,616,530 --
Totals $ 15,260,839 $ (32,458)

Safety Plan

Deferred
Outflows of
Resources
Deferred Inflows
of Resources
Pension contributions subsequent to measurement date $ 4,150,290 -- Changes in assumptions 2,125,980 --
Differences between expected and actual experiences 2,674,478 $ (228,964) Difference between employer’s contribution and
proportionate share of contribution 1,349,786 (1,347,761) Adjustments due to difference in proportions 533,284 (636,854) Net difference between projected and actual earnings on pension plan investments 4,985,146 --
Totals $ 15,818,964 $ (2,213,579)
The $6,395,386 and $4,150,290 reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the fiscal year ending June 30, 2025. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized as pension expense as follows:

Miscellaneous Plan Safety Plan
Measurement
Period Ended
June 30:

Deferred Outflows/(Inflows) of
Resources, Net
Deferred Outflows/(Inflows) of
Resources, Net
2025 $2,941,223 $2,965,309
2026 1,195,644 2,135,505
2027 4,506,110 4,215,135
2028 190,018 139,146
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Funded Status. The tables below are derived from the 2024 Reports and show the funded status of the City’s defined benefit pension plan as of the valuation dates shown.

Miscellaneous Plan
Valuation
Date
Accrued
Liability
Market Value of
Assets
Unfunded
Liability Funded Ratio
Annual
Covered
Payroll
6/30/2019 $160,963,378 $118,644,481 $42,318,897 73.7% $14,603,469 6/30/2020 166,689,248 122,714,634 43,974,614 73.6 15,164,050 6/30/2021 177,898,670 149,336,653 28,562,017 83.9 14,314,055 6/30/2022 187,580,826 137,990,951 49,589,875 73.6 15,940,686 6/30/2023 198,255,650 146,988,517 51,267,133 74.1 16,909,112

Source: CalPERs Safety Plan of the City of Vista Annual Valuation Report as of June 30, 2023.

Safety Plan
Valuation
Date
Accrued
Liability
Market Value of
Assets
Unfunded
Liability Funded Ratio
Annual
Covered
Payroll
6/30/2019 $106,616,424 $76,294,033 $30,322,391 71.6% $5,409,306 6/30/2020 111,570,856 78,570,325 33,000,531 70.4 5,496,435 6/30/2021 119,533,503 95,450,118 24,083,385 79.9 5,380,151 6/30/2022 128,352,188 90,114,518 38,237,670 70.2 5,451,467 6/30/2023 133,010,835 93,997,970 39,012,865 70.7 5,002,213

Source: CalPERs Miscellaneous Plan of the City of Vista Annual Valuation Report as of June 30, 2023.

PEPRA Safety Fire Plan
Valuation
Date
Accrued
Liability
Market Value of
Assets
Unfunded
Liability Funded Ratio
Annual
Covered
Payroll
6/30/2019 $1,870,037 $1,696,112 $173,925 90.7% $2,363,070 6/30/2020 2,663,771 2,392,408 271,363 89.8 2,887,310
6/30/2021 3,892,707 4,025,173 (132,466) 103.4 3,367,219 6/30/2022 5,311,430 4,576,752 734,678 86.2 4,041,336
6/30/2023 6,825,350 5,841,394 983,956 85.6% 4,725,415

Source: CalPERs Safety Plan of the City of Vista Annual Valuation Report as of June 30, 2023.

Section 115 Pension Trust. The City has established an Internal Revenue Service (IRS) Section 115 Trust to prefund pension obligations. This tax- exempt, irrevocable trust ensures that its assets are used exclusively for the payment of pension liabilities. Assets held in the trust are reported as restricted cash investments within the General Fund. Funding for the Section 115 Trust comes from two primary sources:
(i) portfolio earnings and (ii) City Council-approved deposits from the General Fund. From 2020 to 2024, median annual investment revenue was $371,841, while the average annual revenue was $497,259. The City of Vista has made deposits of $4.9 million in fiscal year 2018 and $12.2 million in fiscal year 2023, bringing the Section 115 Trust’s market value to $21,350,663 as of June 30, 2024.

As part of its General Fund reserve policy, the City maintains a target balance in the Section 115 Pension Trust of 1.0 to 1.5 times the total annual CalPERS pension obligation, including both the Unfunded 04/08/2025
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Actuarial Liability (UAL) and Normal Costs. This target is based on the greater of the two fiscal years’ original pension expenditure appropriations within either the current biennial Operating Budget or the second- year (mid-term) amended and adopted Operating Budget. This funding strategy helps mitigate pension cost volatility, enhance long- term pension sustainability, and provide financial flexibility, ensuring that future pension obligations are managed without placing undue strain on the General Fund.

For additional information with respect to the City’s retirement plans, including with respect to the long-term expected rate of return, discount rate, amortization of deferred outflows and deferred inflows of resources, and recognition of gains and losses, see Note 11 to the City’s audited financial statements for fiscal year 2023-24 attached hereto as Appendix C.

Other Post-Employment Benefits
Retiree Health Fund . At the time of retirement, qualifying employees that separate from the City after ten years of service, as provided under the City’ s contractual agreements with its employee associations (management and mid management employees) may elect to apply a portion of their earned and unused sick leave hours towards future medical insurance premiums. Benefits are payable only to the extent that the employee’s unvested sick leave balance is available to finance the medical insurance premiums. Upon the employee’s retirement, a balance is recorded and held in trust in the Retiree Health custodial fund for the amount of the retiring employee ’s unvested sick leave. Payouts in the amount of $26,320 were recognized during the fiscal year. The amount held in trust by the City in the Retiree Health custodial fund totaled $738,434 at June 30, 2024 and is available for use by those eligible retirees wit h available balances, for insurance premiums and other medical expenses.

RISK FACTORS
The following factors, along with the other information in this Official Statement, should be considered by potential investors in evaluating the purchase of the Series 2025A Bonds. However, they do not purport to be an exhaustive listing of risks and other considerations which may be relevant to an investment in the Series 2025A Bonds. In addition, the order in which the following factors are presented is not intended to reflect the relative importance of any such risks.

General Considerations – Security for the Series 2025A Bonds The Series 2025A Bonds are special obligations of the Authority, payable solely from Base Rental Payments and the other assets pledged therefor under the Indenture. Neither the faith and credit nor the taxing power of the Authority, the City or the State, or any political subdivision thereof, is pledged to the payment of the Series 2025A Bonds. The Authority has no taxing power.

The obligation of the City to make the Base Rental Payments does not constitute a debt of the Cit y, the State or of any political subdivision thereof within the meaning of any constitutional or statutory debt limit or restriction, and does not constitute an obligation for which the City or the State is obligated to levy or pledge any form of taxation or for which the City or the State has levied or pledged any form of taxation.

Although the Lease Agreement does not create a pledge, lien or encumbrance upon the funds of the City, the City is obligated under the Lease Agreement to pay the Base Rental Payments and Additional Rental Payments from any source of legally available funds and the City has covenanted in the Lease Agreement that it will take such action as may be necessary to include all Base Rental Payments and Additional Rental Payments due under the Lease Agreement as a separate line item in its biennial budgets and to make necessary annual appropriations for all such Rental Payments, subject to abatement. The City is currently liable and may become liable on other obligations payable from general revenues. See “ CITY FINANCIAL INFORMATION—Indebtedness.”
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The City has the capacity to enter into other obligations which may constitute additional charges against its revenues. To the extent that additional obligations are incurred by the City, the funds available to make Base Rental Payments may be decreased. In the event the City’s revenue sources are less than its total obligations, the City could choose to fund other activities before making Base Rental Payments and other payments due under the Lease Agreement. The same result could occur if, because of California Constitutional limits on expenditures, the City is not permitted to appropriate and spend all of its available revenues. However, the City’s appropriations have never exceeded the limitation on appropriations under Article XIIIB of the California Constitution. See “CONSTITUTIONAL AND STATUTORY LIMITATIONS ON TAXES AND APPROPRIATIONS—Article XIIIB of the California Constitution.” Abatements
In the event of substantial interference with the City’s right to use and occupy any portion of the Property by reason of damage to, or destruction or condemnation of the Property, or any defects in title to the Property, Base Rental Payments will be subject to abatement. See “ SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS—Abatement.” In the event that a portion of the Property, if damaged or destroyed by an insured casualty, could not be replaced during the period of time in which proceeds of the City’s rental interruption insurance will be available in lieu of Base Rental Payments, plus the period for which funds are available from the funds and accounts established under the Indenture, or in the event that casualty insurance proceeds are insufficient to provide for complete repair or replacement of such portion of the Property or redemption of the Series 2025A Bonds, there could be insufficient funds to make payments to Owners in full. The Authority has not funded a reserve fund for the Series 2025A Bonds.

It is not always possible to predict the circumstances under which abatement of rental may occur. In addition, there is no statute, case or other law specifying how such an abatement of rental should be measured.

For example, it is not clear whether fair rental value is established as of commencement of the lease or at the time of the abatement. If the latter, it may be that the value of the Property is substantially higher or lower than its value at the time of the execution and delivery of the Series 2025A Bonds. Abatement, therefore, could have an uncertain and material adverse effect on the security for and payment of the Series 2025A Bonds.

The City is required under the Lease Agreement to maintain property insurance and rental interruption insurance with respect to the Property, as well as a policy of title insurance (which is obtained at Closing). See the caption “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025 BONDS—Insurance.” If damage, destruction, title defect or eminent domain proceedings with respect to the Property results in abatement of the Base Rental Payments related to such Property and if such abated Base Rental Payments, if any, together with moneys from rental interruption or use and occupancy insurance (in the event of any insured loss due to damage or destruction), and eminent domain proceeds, if any, are insufficient to make all payments of principal and interest with respect to the Series 2025A Bonds during the period that the Property is being replaced, repaired or reconstructed, then all or a portion of such payments of principal and interest may not be made. Under the Lease Agreement and the Indenture, no remedy is available to the Series 2025A Bond Owners for nonpayment under such circumstances.

Any such abatement will continue for the period commencing with the date of interference resulting from such damage, destruction, condemnation or title defect and, with respect to damage to or destruction of the Property, ending with the substantial completion of the work of repair or replacement of the Property, or the portion thereof so damaged or destroyed; and the term of the Lease Agreement will be extended as provided in the Lease Agreement, up to a maximum of ten years beyond the stated termination date of the Lease Agreement.

No Reserve Fund
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Effect of Economy on Revenues
The City relies heavily on property tax and sales tax revenues. These revenues can be negatively affected by economic downturns in various ways. Property taxes are directly linked to the assessed value of property in the City and an economic recession affecting real estate markets can cause a significant decline in the City’s property tax revenues. Similarly, a recession could cause a reduction in consumer spending, which would have a material adverse impact on the City’s sales tax revenues. The City can provide no assurance that economic factors affecting the City, the State, or the nation will not cause a reduction in the City’s General Fund tax revenues and a material adverse effect on the City’s ability to pay Base Rental Payments.

Natural Disasters
The occurrence of any natural disaster in the City, including, without limitation, fire, windstorm, drought, earthquake, landslide, mudslide, flood or a rise in sea levels as result of climate change, could have an adverse material impact on the economy within the City, its General Fund and the revenues available for the payment of Base Rental Payments.

The City part akes in the San Diego County Multi -Jurisdictional Hazard Mitigation Plan which is a countywide plan that identifies risks and ways to minimize damage by natural and human- caused disasters.

The plan is a comprehensive resource document that serves many purposes such as enhancing public awareness, creating a decision tool for management, promoting compliance with state and federal program requirements, enhancing local policies for hazard mitigation capability, and providing inter -jurisdictional coordination. Furthermore, the City has a Emergency Operations Plan and a Standards of Cover, which are specific to fire, disaster, hazardous materials, rescue and emergency medical services . The City regularly exercises the activation of the emergency operations center, and the City practices a range of scenarios by engaging in full scale exercises, smaller breakouts, and section-specific training. The planning process for hazard mitigation is an on-going collaboration actively involving external local, county and state partners.

Earthquakes. Although no known active or potentially active faults, as defined in the Alquist -Priolo Earthquake Fault Zone Act, cross the Property and the Property is not located in an Alquist -Priolo Earthquake Study Zone, all jurisdictions in California are subject to the effects of damaging earthquakes. An earthquake along one of the faults in the vicinity, either known or unknown, could cause a number of casualties and extensive property damage, including to the Property. The effects of such an earthquake could be aggravated by aftershocks and secondary effects such as fires, landslides, liquefaction and other threats to public health, safety and welfare. The potential direct and indirect consequences of a major earthquake could easily exceed the resources of the City and could require a high level of self-help, coordination and cooperation. The City is not required to, and does not, maintain earthquake insurance with respect to the Property.

Wildfires. The State is periodically subject to wildfires. When wildfires scorch land, they destroy all vegetation on mountains and hillsides. As a result, when heavy rain falls in the winter, there is nothing to stop the rain from penetrating directly into the soil. In addition, waxy compounds in plants and soil that are released during fires create a natural barrier in the soil that prevents rain water from seeping deep into the ground. The result is erosion, mudslides, and excess water running off the hillsides often causing flash flooding. According to the Public Safety, Facilities, and Services Element of the City’s General Plan, wildfires are a primary concern given the City’s generally dry climate , location within a semi- rural setting , the abundance of dry, low-lying dry brush and chaparral on the hillsides, the frequency of high wind velocity from Santa Ana winds and the steep terrain in portions of the City. W ildfires are of special concern in communities that are located in the Wildland -Urban Interface (the “WUI”) which is commonly described as the area where human development meets and intermingles with undeveloped wild land dry brush near homes and/or vegetative fuels. This results in creation of a wildfire hazard area that poses significant risks to life, property, and infrastructure. Additionally, fires outside the City can impact residents as smoke and air pollution from wildfires can be a severe health hazard, especially for more vulnerable health impaired populations. 04/08/2025
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Natural disasters such as wildfires may be intensified by climate change resulting in increased wildfires, more intense and frequent droughts and more extreme weather events. The City is located in the County which was the location of a major wildfire in October 2003. In October 2007 wildfires in the County destroyed several hundred homes. There were also wildfires in the County in May 2014 and December 2017.

Flood Risk. Most of the City is subject to minimal flood risk, and is located in a low risk flood zone.

In the City, the flood zone areas are designated by the Federal Emergency Management Agency (“FEMA”) as Flood Zone A or Flood Zone X. Flood Zone A is designated as the high risk, Special Flood Hazard Area (SFHA), inundated by a 100-year floodplain. Flood Zone X designates areas of a 500-year flood; areas of 100- year flood with average depths of less than 1-foot or with drainage less than 1-square mile; and areas protected by levees from a 100-year flood. According to the flood insurance maps, most of City is within Flood Zone X, which means that Vista has a less than 0.2 percent annual chance of flooding within most areas. Areas within Zone X do not require mandatory flood insurance because hazards related to flooding in these areas are not considered to pose a serious threat. Areas of the Buena Vista and Agua Hedionda Creeks are within the designated 100-year floodways and floodplains and 500-year floodplains, and are associated with Flood Zones AE, AH, AO, and A; and these zones are required to be covered by FEMA' s flood insurance. The City does, however, maintain flood insurance for all City facilities , which will cover the Property. No portion of the Property is located within Flood Zone A.

Climate Change. Climate change caused by human activities may have adverse effects on the City.

Climate change can also result in more variable weather patterns throughout the State, which can lead to longer and more severe droughts as well as increased risk of flooding and a rise in sea levels. The City considers the potential effects of climate change in its planning.

Projections of the impacts of global climate change on the City are complex and depend on many factors that are outside the City’s control. The various scientific studies that forecast the amount and timing of adverse impacts of climate change are based on assumptions contained in such studies, but actual events may vary materially. Also, the scientific understanding of climate change and its effects continues to evolve .

Accordingly, the City is unable to forecast with certainty when adverse impacts of climate change will occur or the extent of such impacts.

The City’s existing Climate Action Plan (the “CAP”), which was adopted in 2012 and most recently updated in 2021, evaluated the impact of climate change through 2030 and established a roadmap by which the City could measure and reduce GHG emissions, assist residents in adapting to the effects of climate change improving public health and quality of life and increase the City’s resilience to the effects of climate change.

The CAP also sought to ensure that the City’s climate change response supported local economic development in the City, including by encouraging investments in energy efficient technologies and methods.

The occurrence of natural disasters in the City could result in substantial damage to the City and the Property which, in turn, could substantially reduce General Fund revenues and affect the ability of the City to make Base Rental Payments or cause an abatement in Base Rental Payments. Reduced ability to pay Base Rental Payments could affect the payment of the principal of and interest on the Series 2025A Bonds. The City maintains self-insurance programs for workers’ compensation and general liability insurance and participates in the Pollution Liability Program, the Crime Insurance Program and the Special Event Tenant User Liability Insurance. See the caption “ THE CITY OF VISTA—Risk Management.” However, there can be no assurance that specific losses will be covered by insurance or, if covered, that claims will be paid in full by the applicable insurers.

Hazardous Substances
An additional environmental condition that may result in the reduction in the assessed value of property, and therefore property tax revenue available to make Base Rental Payments, would be the discovery of a hazardous substance that would limit the beneficial use of taxable property within the City. In general, the 04/08/2025
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owners and operators of a property may be required by law to remedy conditions of the property relating to releases or threatened releases of hazardous substances. The owner or operator may be required 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 property within the City be affected by a hazardous substance, could be to reduce the marketability and value of the property by the costs of remedying the condition.

Other Financial Matters
Due to weakness in the economy of the State and the United States, it is possible that the general revenues of the City will decline. Such financial matters may have a detrimental impact on the City’s General Fund, and, accordingly, may reduce the City’s ability to make Base Rental Payments. See “ THE CITY OF VISTA” and “CITY FINANCIAL INFORMATION.”
Substitution, Addition and Removal of Property; Additional Bonds The Authority and the City may amend the Lease Agreement to substitute alternate real property for any portion of or add additional real property to the Property or to release a portion of the Property from the Lease Agreement, upon compliance with all of the conditions set forth in the Lease Agreement. After a substitution or release, the portion of the Property for which the substitution or release has been effected will be released from the leasehold encumbrance of the Lease Agreement. Moreover, the Authority may issue Additional Bonds secured by Base Rental Payments which are increased from current levels. See the caption “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS—Additional Bonds.” Although the Lease Agreement requires, among other things, that the Property, as constituted after such substitution or release, have an annual fair rental value at least equal to the maximum Base Rental Payments payable by the City in any Rental Period, it does not require that such Property have an annual fair rental value equal to the annual fair rental value of the Property at the time of substitution or release. Thus, a portion of the Property could be replaced with less valuable real property or could be released altogether. Such a replacement or release could have an adverse impact on the security for the Series 2025A Bonds, particularly if an event requiring abatement of Base Rental Payments were to occur subsequent to such substitution or release. See APPENDIX B—“SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS —THE LEASE AGREEMENT—No Consequential Damages; Use of the Property; Substitution or Release.” The Indenture requires, among other things, that upon the issuance of Additional Bonds, the Ground Lease and the Lease Agreement will be amended, to the extent necessary, so as to increase the Base Rental Payments payable by the City thereunder by an aggregate amount equal to the principal of and interest on such Additional Bonds; provided, however, that no such amendment will be made such that the sum of Base Rental Payments, including any increase in the Base Rental Payments as a result of such amendment, plus Additional Rental Payments, in any Rental Period is in excess of the annual fair rental value of the Property after taking into account the use of the proceeds of any Additional Bonds issued in connection therewith. See APPENDIX B—“SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS —THE INDENTURE— Issuance of Bonds; Application of Proceeds.”
Limited Recourse on Default; No Acceleration of Base Rental Failure by the City to make Base Rental Payments or other payments required to be made under the Lease Agreement, or failure to observe and perform any other terms, covenants or conditions contained in the Lease Agreement or in the Indenture for a period of 30 days after written notice of such failure and request that it be remedied has been given to the City by the Authority or the Trustee, constitute events of default under the Lease Agreement and permit the Trustee or the Authority to pursue any and all remedies available. In the event of a default, notwithstanding anything in the Lease Agreement or in the Indenture to the contrary, there is no right under any circumstances to accelerate the Base Rental Payments or otherwise declare any Base 04/08/2025
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Rental Payments not then in default to be immediately due and payable, nor do the Authority or the Trustee have any right to re-enter or re-let the Property except as described in the Lease Agreement.

The enforcement of any remedies provided in the Lease Agreement and the Indenture could prove both expensive and time consuming. If the City defaults on its obligation to make Base Rental Payments with respect to the Property, the Trustee, as assignee of the Authority, may retain the Lease Agreement and hold the City liable for all Base Rental Payments thereunder on an annual basis and enforce any other terms or provisions of the Lease Agreement to be kept or performed by the City.

Alternatively, the Authority or the Trustee may terminate the Lease Agreement, retake possession of the Property and proceed against the City to recover damages pursuant to the Lease Agreement. Due to the specialized nature of the Property or any property substituted therefor pursuant to the Lease Agreement and the restrictions on its use, no assurance can be given that the Trustee will be able to re -let the Property so as to provide rental income sufficient to make all payments of principal of, interest and premium, if any, on the Series 2025A Bonds when due, and the Trustee is not empowered to sell the Property for the benefit of the Owners of the Series 2025A Bonds. Any suit for money damages would be subject to limitations on legal remedies against cities in California, including a limitation on enforcement of judgments against funds needed to serve the public welfare and interest. See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS” and APPENDIX B —“SUMMARY OF PRINCIPAL LEGAL DOCUMENTS — THE LEASE AGREEMENT—Defaults and Remedies.”
Limitations on Remedies Available; Bankruptcy
The enforceability of the rights and remedies of the Owners and the obligations of the City may become subject to the following: the federal bankruptcy code and applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or affecting the enforcement of creditors’ rights generally, now or hereafter in effect; usual equitable principles which may limit the specific enforcement under state law of certain remedies; the exercise by the United States of America of the powers delegated to it by the Federal Constitution; and the reasonable and necessary exercise, in certain exceptional situations, of the police power inherent in the sovereignty of the State of California and its governmental bodies in the interest of servicing a significant and legitimate public purpose.

Under Chapter 9 of the United States Bankruptcy Code (Title 11, United States Code) (the “Bankruptcy Code”), which governs bankruptcy proceedings of public entities such as the City, no involuntary bankruptcy petition may be filed against a public entity. However, upon satisfaction of certain prerequisite conditions, a voluntary bankruptcy petition may be filed by the City. The filing of a bankruptcy petition results in a stay against enforcement of remedies under agreements to which the bankrupt entity is a party. A bankruptcy filing by the City could thus limit remedies under the Lease Agreement. A bankruptcy debtor may choose to assume or reject executory contracts and leases, such as the Lease Agreement. In the event of rejection of a lease by debtor lessee, the leased property is returned to the lessor and the lessor has a claim for a limited amount of the resulting damages.

Under the Indenture, the Trustee holds a security interest in the Base Rental Payments for the benefit of the Owners of the Bonds, but such security interest arises only when the Base Rental Payments are actually received by the Trustee following payment by the City. The Property is not subject to a security interest, mortgage or any other lien in favor of the Trustee for the benefit of Owners. In the event of a bankruptcy filed by the City and the subsequent rejection of the Lease Agreement by the City, the Authority would recover possession of the Property and the Trustee, as assignee of the Authority, would have a claim for damages against the City. The Trustee’s claim would constitute a secured claim only to the extent of Revenues in the possession of the Trustee; the balance of such claim would be unsecured.

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or modification of their rights with respect to the Series 2025A Bonds. In a bankruptcy case, the amount recovered by Owners of the Series 2025A Bonds could be affected by whether the Lease Agreement is determined to be a “true lease” or a loan or other financing arrangement (a “financing lease”), and the Owners’ recovery could be reduced in either case. If the Lease Agreement is determined by the bankruptcy court to constitute a “true lease” (rather than a financing lease), the City could choose not to perform under the Lease Agreement by rejecting it and the claim of the Owners could be substantially limited pursuant to Section 365 of the Bankruptcy Code to a fraction of the scheduled amount of Base Rental Payments, and that reduced claim amount could be impaired as an unsecured claim under a plan of adjustment. If a bankruptcy court were to treat the Lease Agreement as a financing lease then, under a plan of adjustment, the priority, payment terms, collateral, payment dates, payment sources, covenants and other terms or provisions of the Lease Agreement and the Series 2025A Bonds may be altered. Such a plan could be confirmed even over the objections of the Trustee and the Owners, and without their consent. For example, the amount of the Base Rental Payments from the City might be substantially reduced because of the power of the bankruptcy court under the Bankruptcy Code to adjust secured claims to the value of their collateral, which, as described above, could be limited to the Base Rental Payments held by the Trustee. In addition , there can be a substantial disparity in treatment based on the nature of the Property. Whether the Lease Agreement is characterized by the bankruptcy court as a true lease or a financing lease, either scenario could result in the Owners not receiving the full amount of the principal and interest due on the Series 2025A Bonds.

The opinions of counsel, including Bond Counsel, delivered in connection with the issuance of the Series 2025A Bonds will be so qualified. Bankruptcy proceedings, or the exercising of powers by the federal or state government, if initiated, could subject the Owners to judicial discretion and interpretation of their rights in bankruptcy or otherwise and consequently may entail risks of delay, limitation, or modification of their rights.

Possible Insufficiency of Insurance Proceeds
The Lease Agreement obligates the City to keep in force various forms of insurance, subject to deductibles, for repair or replacement of the Property in the event of damage, destruction or title defects, subject to certain exceptions. The Authority and the City make no representation as to the ability of any insurer to fulfill its obligations under any insurance policy obtained pursuant to the Lease Agreement and no assurance can be given as to the adequacy of any such insurance to fund necessary repair or replacement or to pay principal of and interest on the Series 2025A Bonds when due. In addition, certain risks, such as earthquakes and floods, are not required to be insured under the Lease Agreement, and therefore, are not carried by the City. See “ SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS—Insurance.”
Loss of Tax Exemption
As discussed under the heading “TAX MATTERS,” the interest (and original issue discount) on the Series 2025A Bonds could become includable in gross income for purposes of federal income taxation retroactive to the date of delivery of the Series 2025A Bonds, as a result of acts or omissions of the Authority or the City in violation of its covenants in the Indenture and the Lease Agreement. Should such an event of taxability occur, the Series 2025A Bonds would not be subject to a special redemption and would remain Outstanding until maturity or until redeemed under the redemption provisions contained in the Indenture.

No Liability of Authority to the Owners
Except as expressly provided in the Indenture, the Authority will not have any obligation or liability to the Owners of the Series 2025A Bonds with respect to the payment when due of the Base Rental Payments by the City, or with respect to the performance by the City of other agreements and covenants required to be performed by it contained in the Lease Agreement or the Indenture, or with respect to the performance by the Trustee of any right or obligation required to be performed by it contained in the Indenture. 04/08/2025
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Dependence on State for Certain Revenues
On January 10, 2025 , the Governor released his proposed State budget for fiscal year 2025-26 (the “Proposed 2025-26 State Budget”). The following is drawn from the Department of Finance (“DOF”) and Legislative Analyst’s Office (“LAO”) summaries of the Proposed 2025-26 State Budget.

The Proposed 2025-26 Budget reports that the State began 2025 in a stronger fiscal position than it has in recent years. The State experienced significant budget shortfalls in recent years due to the combination of extreme revenue volatility and an unprecedented federal tax filing delay. The economy has generally performed better than projected in the 2024- 25 State Budget, leading to an upgraded forecast in the near term and modest upward revisions in the long term. The stronger -than-anticipated performance of the economy, stock market, and cash receipts, combined with an improved economic outlook, have all contributed to the upgraded revenue forecast, with general fund revenues before accounting to transfers and tax policy proposals projected to be higher by approximately $16.5 billion in the three -year budget window. In its review of the Proposed 2025- 26 Budget, the LAO notes that the Governor’s revenue estimates exceed the LAO’s by approximately $9 billion, owing largely to higher estimates of personal income and corporation taxes. The Proposed 2025-26 Budget recognizes several risk factors that could affect the economy and State revenues, including stock market and asset price volatility and declines, as well as geopolitical instability. Although the Proposed 2025- 26 Budget anticipates shortfalls in subsequent fiscal years that are driven by expenditures exceeding revenues, additional decisions may be necessary at the May revision to maintain a balanced budget, not only in the coming year, but also on an ongoing basis.

The 2024-25 State Budget assumed withdrawals from the BSA of approximately $5.1 billion in 2024- 25 and $7.1 billion in 2025 -26 in order to provide for a balanced budget. The Proposed 2025- 26 Budget maintains the $7.1 billion withdrawal from the BSA for 2025- 26. In order to address revenue volatility and increase budget resiliency, the Proposed 2025-26 Budget proposes statutory changes to allow the State to save even more during economic upswings. The Proposed 2025- 26 Budget proposes to increase the mandatory deposit level in the BSA from the current 10 percent to 20 percent of general fund revenues and exempt deposits into the BSA from the State appropriations limit. The Proposed 2025- 26 Budget assumes that increased reserves would allow the State to weather future revenue volatility and avoid needing to make reductions, deferrals and funding delays during revenue downswings or other emergencies.

For fiscal year 2024 -25, the Proposed 2025- 26 State Budget projects total general fund revenues and transfers of $222.5 billion and authorizes expenditures of $232.1 billion. The State is projected to end the 2024-25 fiscal year with total reserves of approximately $27.4 billion, including $18.0 billion in the BSA, $8.3 billion in traditional general fund reserves and $1.2 billion in the PSSSA. For fiscal year 2025- 26, the Proposed 2025-26 Budget projects total general fund revenues and transfers of $225.1 billion and authorizes expenditures of $228.9 billion. The State is projected to end the 2025- 26 fiscal year with total reserves of approximately $16.9 billion, including $4.5 billion in the traditional general fund reserve, $10.9 billion in the BSA and $1.5 billion in the PSSSA. The Safety Net Reserve is projected to have a zero balance across both fiscal years 2024-25 and 2025-26.

The City cannot predict the extent of the budgetary problems the State may encounter in future fiscal years, and it is not clear what measures would be taken by the State to balance its budget, as required by law.

In addition, the City cannot predict the impact that State budgets will have on the City’s finances and operations or what actions will be taken in the future by the State Legislature and the Governor to deal with changing State revenues and expenditures. Current and future State budgets will be affected by international, national and State economic conditions and other factors over which the City has no control.

A number of the City’s revenues are collected and dispersed by the State (such as sales taxes and the VLF) or allocated in accordance with State law (most importantly, property taxes). Therefore, State budget decisions can have an impact on City finances. In the event of a material economic downturn in the State, there can be no assurance that any resulting revenue shortfalls to the State will not reduce revenues to local 04/08/2025
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governments (including the City) or shift financial responsibility for programs to local governments as part of the State’s efforts to address any such related State financial difficulties.

Cybersecurity
The City, like many other public and private entities, relies on a large and complex technology environment to conduct its operations. As a recipient and provider of personal, private, or sensitive information, the City is subject to multiple cyber threats including, but not limited to, hacking, viruses, malware and other attacks on computer and other sensitive digital networks and systems. Entities or individuals may attempt to gain unauthorized access to the City’s digital systems for the purposes of misappropriating assets or information or causing operational disruption and damage. The City employs a multi-level cyber protection scheme that includes network firewalls, server- and personal computer- level anti- virus software, anti -spam/malware software, email protection as well as intrusion protection. The City also conducts periodic cybersecurity training for City employees. To date, the City has not experienced an attack on its computer operating systems which resulted in a breach of its cybersecurity systems that are in place.

However, no assurances can be given that the City’s efforts to manage cyber threats and attacks will be successful or that any such attack will not materially impact the operations or finances of the City.

Additionally, the City carries cybersecurity insurance.

Bond Insurance
[In the event of default of the payment of the scheduled principal of or interest on the Insured Series 2025A Bonds when all or some becomes due, the Trustee on behalf of any owner of the Insured Series 2025A Bonds shall have a claim under the Policy for such payments. The Insurer may direct and must consent to any remedies with respect to the Insured Series 2025A Bonds and the Insurer’s consent may be required in connection with amendments to any applicable documents relating to the Bonds. See Appendix B — “SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS.”
The Insurer is expected to insure a majority of the Series 2025A Bonds and will therefore have the ability to direct the actions of the Trustee [ give consents and waivers] and take other actions without regard to the views of the O wners of the Series 2025A Bonds. As a result, Owners of the Bonds may be limited in the rights and remedies they are able to exercise in the event of a default by the City under the Lease Agreement.

The Insurer may have different business and other interests than the Owners of the Series 2025A Bonds.

The long- term ratings on the Insured Series 2025A Bonds are dependent in part on the financial strength of the Insurer and its claims paying ability. The Insurer’s financial strength and claims paying ability are predicated upon a number of factors which could change over time. No assurance is given that the long - term ratings of the Insurer and the ratings on the Insured Series 2025A Bonds will not be subject to downgrade and such event could adversely affect the market price of the Insured Series 2025A Bonds or the marketability (liquidity) for the Insured Series 2025A Bonds. See the caption “RATINGS” herein.

The obligations of the Insurer are unsecured contractual obligations and in an event of default by the Insurer, the remedies available may be limited by applicable bankruptcy law or state law related to insolvency of insurance companies.

None of the Authority, the City, or the Underwriter has made independent investigation into the claims paying ability of the Insurer and no assurance or representation regarding the financial strength or projected financial strength of the Insurer is given. Thus, when making an investment decision, potential investors should carefully consider the ability of the Agency to make Base Rental Payments when due under the Lease Agreement and the claims paying ability of the Insurer, particularly over the life of the investment.

See “BOND INSURANCE” herein for further information regarding the Insurer and the Policy, which includes further instructions for obtaining current financial information concerning the Insurer.] 04/08/2025
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CONSTITUTIONAL AND STATUTORY LIMITATIONS ON TAXES AND APPROPRIATIONS Principal of and interest on the Series 2025A Bonds are payable from Base Rental Payments made from the City’s General Fund. See the caption “ SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS.” Articles XIIIA, XIIIB, XIIIC and XIIID of the State Constitution, Propositions 62, 111, 218, 1A and 22, and certain other provisions of law discussed below are included in this Official Statement to describe the potential effect of these Constitutional and statutory measures on the ability of the City to levy taxes and spend tax proceeds for operating and other purposes.

Article XIIIA of the State Constitution
On June 6, 1978, State voters approved Proposition 13, which added Article XIIIA to the State Constitution. Article XIIIA, as amended, limits the amount of any ad valorem tax on real property to 1% of the full cash value thereof, except that additional ad valorem taxes may be levied to pay debt service : (i) on indebtedness approved by the voters prior to December 1, 1978; (ii) on bonded indebtedness approved by a two-thirds vote on or after December 1, 1978, for the acquisition or improvement of real property; or (iii) bonded indebtedness incurred by a school district, community college district or county office of education for the construction, reconstruction, rehabilitation or replacement of school facilities, including the furnishing and equipping of school facilities or the acquisition or lease of real property for school facilities, approved by 55% of the voters voting on the proposition. Article XIIIA defines full cash value to mean “ 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.” This full cash value may be increased at a rate not to exceed 2% per year to account for inflation.

Article XIIIA has subsequently been amended to permit reduction of the “full cash value” base in the event of declining property values caused by damage, destruction or other factors, including a general economic downturn, to provide that there would be no increase in the “ full cash value ” base in the event of reconstruction of property damaged or destroyed in a disaster, and in other minor or technical ways.

Legislation Implementing Article XIIIA
Legislation has been enacted and amended a number of times since 1978 to implement Article XIIIA.

Under current law, local agencies are no longer permitted to levy directly any property tax (except to pay voter-approved indebtedness). The 1% property tax is automatically levied by counties and distributed according to a formula among taxing agencies.

Increases in assessed valuation resulting from reappraisals of property due to new construction, change in ownership or from the 2% annual adjustment are allocated among the various jurisdictions in the “taxing area” based upon their respective “situs.” Any such allocation made to a local agency continues as part of its allocation in future years.

All taxable property is shown at full cash value on the tax rolls. Consequently, the tax rate is expressed as $1 per $100 of taxable value. All taxable property value included in this Official Statement is shown at 100 percent of taxable value (unless noted differently) and all tax rates reflect the $1 per $100 of taxable value.

Article XIIIB of the State Constitution
In addition to the limits that Article XIIIA imposes on property taxes that may be collected by local governments, certain other revenues of the State and most local governments are subject to an annual “appropriations limit” imposed by Article XIIIB which effectively limits the amount of such revenues that such entities are permitted to spend. Article XIIIB, approved by the voters in June 1979, was modified 04/08/2025
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substantially by Proposition 111 in 1990. The appropriations limit of each government entity applies to “proceeds of taxes,” which consist of tax revenues and the investment proceeds thereof, 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.” “Proceeds of taxes ” excludes tax refunds and some benefit payments such as unemployment insurance. No limit is imposed on the appropriation of funds which are not “ proceeds of taxes, ” such as reasonable user charges or fees, and certain other non -tax funds. Article XIIIB also does not limit appropriation of local revenues to pay debt service on bonds existing or authorized as of October 1, 1979, or subsequently authorized by the voters (such as the Bonds), appropriations required to comply with mandates of courts or the federal government, appropriations for qualified capital outlay projects, and appropriation by the State of revenues derived from any increase in gasoline taxes and motor vehicle weight fees above January 1, 1990 levels. The appropriations limit may also be exceeded in case of emergency; however, the appropriations limit for the next three years following such emergency appropriation must be reduced to the extent by which it was exceeded, unless the emergency arises from civil disturbance or natural disaster declared by the Governor, and the expenditure is approved by two-thirds of the legislative body of the local government.

The State and each local government entity has its own appropriations limit. Each year, the limit is adjusted to allow for changes, if any, in the cost of living, the population of the jurisdiction, and any transfer to or from another government entity of financial responsibility for providing services. Proposition 111 requires that each local government’s actual appropriations be tested against its limit every two years.

If the aggregate “proceeds of taxes” for the preceding two-year period exceeds the aggregate limit, the excess must be returned to the agency’s taxpayers through tax rate or fee reductions over the following two years.

The City’s appropriations have never exceeded the limitation on appropriations under Article XIIIB.

Articles XIIIC and XIIID of the State Constitution
On November 5, 1996, State voters approved Proposition 218, known as the “Right to Vote on Taxes Act.” Proposition 218 adds Articles XIIIC and XIIID to the State Constitution and contains a number of interrelated provisions affecting the ability of the City to levy and collect both existing and future taxes, assessments and property-related fees and charges. The interpretation and application of Proposition 218 will ultimately be determined by the courts with respect to a number of the matters discussed below, and it is not possible at this time to predict with certainty the outcome of such determination.

Article XIIIC requires that all new local taxes be submitted to the electorate before they become effective. Taxes for general governmental purposes of the City require a majority vote and taxes for specific purposes, even if deposited in the City’s General Fund, require a two- thirds vote. The voter approval requirements of Proposition 218 reduce the flexibility of the City to raise revenues for the General Fund, and no assurance can be given that the City will be able to impose, extend or increase such taxes in the future to meet increased expenditure needs.

Article XIIID also adds several provisions making it generally more difficult for local agencies to levy and maintain property- related fees, charges, and assessments for municipal services and programs, such as hearings and stricter and more individualized benefit requirements and findings. These provisions include, among other things: (i) a prohibition against assessments which exceed the reasonable cost of the proportional special benefit conferred on a parcel; (ii) a requirement that assessments must confer a “ special benefit,” as defined in Article XIIID, over and above any general benefits conferred; (iii) a majority protest procedure for assessments which involves the mailing of notice and a ballot to the record owner of each affected parcel, a public hearing and the tabulation of ballots weighted according to the proportional financial obligation of the affected party; and (iv) a prohibition against fees and charges which are used for general governmental services, including police, fire or library s ervices, where the service is available to the public at large in 04/08/2025
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substantially the same manner as it is to property owners. If the City is unable to continue to collect these revenues, the services and programs funded with these revenues would have to be curtailed and/or the City’s General Fund might have to be used to support them. The City is unable to predict whether or not in the future it will be able to continue all existing services and programs funded by the fees, charges and assessments in light of Proposition 218 or, if these services and programs are continued, which amounts (if any) would be used from the City’s General Fund to continue to support such activities.

Article XIIIC also removes limitations on the initiative power in matters of reducing or repealing local taxes, assessments, fees or charges. This extension of the initiative power is not limited to taxes imposed on or after November 6, 1996, the effective date of Proposition 218, and could result in retroactive repeal or reduction in any existing taxes, assessments, fees and charges, subject to overriding federal constitutional principles relating to the impairments of contracts. Legislation implementing Proposition 218 provides that the initiative power provided for in Proposition 218 “ shall not be construed to mean that any owner or beneficial owner of a municipal security, purchased before or after (the effective date of Proposition 218) assumes the risk of, or in any way consents to, any action by initiative measure that constitutes an impairment of contractual rights” protected by the United States Constitution. However, no assurance can be given that the voters of the City will not, in the future, approve an initiative or initiatives which reduce or repeal local taxes, assessments, fees or charges currently comprising a substantial part of the City’s General Fund.

Although a portion of the City’s General Fund revenues are derived from taxes purported to be governed by Proposition 218, all of such taxes were imposed in accordance with the requirements of Proposition 218. No assurance can be given that the voters of the City will not, in the future, approve an initiative or initiatives which reduce or repeal local taxes, assessments, fees or charges which support the City’s General Fund.

Proposition 62
Proposition 62 was adopted by the voters at the November 4, 1986, general election and: (a) requires that any new or higher taxes for general governmental purposes imposed by local governmental entities such as the City be approved by a two- thirds vote of the governmental entity’s legislative body and by a majority vote of the voters of the governmental entity voting in an election on the tax; (b) requires that any special tax (defined as taxes levied for other than general governmental purposes) imposed by a local governmental entity be approved by a two- thirds vote of the voters of the governmental entity voting in an election on the tax; (c) restricts the use of revenues from a special tax to the purposes or for the service for which the special tax was imposed; (d) prohibits the imposition of ad valorem taxes on real property by local governmental entities except as permitted by Article XIIIA; (e) prohibits the imposition of transaction taxes and sales taxes on the sale of real property by local governmental entities; and (f ) requires that any tax imposed by a local governmental entity on or after July 1, 1985, be ratified by a majority vote of the voters voting in an election on the tax within two years of the adoption of the initiative or be terminated by November 15, 1988.

California appellate court cases have overturned the provisions of Proposition 62 pertaining to the imposition of taxes for general government purposes. However, the California Supreme Court upheld Proposition 62 in its decision on August 28, 1995 in Fresno County Transportation Authority v. Guardino.

This decision reaffirmed the constitutionality of Proposition 62. Certain matters regarding Proposition 62 were not addressed in the Court’s decision, such as what remedies exist for taxpayers subject to a tax not in compliance with Proposition 62, and whether the decision applies to charter cities. The City has not experienced any substantive adverse financial impact as a result of the passage of Proposition 62.

Proposition 1A
Proposition 1A, proposed by the State Legislature in connection with the State’s fiscal year 2004- 05 budget, approved by the voters in November 2004 and generally effective in State fiscal year 2006-07, provides that the State may not reduce any local sales tax rate, limit existing local government authority to levy 04/08/2025
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a sales tax rate or change the allocation of local sales tax revenues, subject to certain exceptions.

Proposition 1A generally prohibits the State from shifting to schools or community colleges any share of property tax revenues allocated to local governments for any fiscal year, as set forth under the laws in effect as of November 3, 2004. Any change in the allocation of property tax revenues among local governments within a county must be approved by two-thirds of both houses of the Legislature. Proposition 1A provides, however, that beginning in State fiscal year 2008-09, the State may shift to schools and community colleges up to 8% of local government property tax revenues, which amount must be repaid, with interest, within three years, if the Governor proclaims that the shift is needed due to a severe state financial hardship, the shift is approved by two-thirds of both houses and certain other conditions are met. The State also will not be able to borrow from local property tax revenues for more than two fiscal years within a period of ten fiscal years. In addition, the State cannot reduce the local sales tax rate or restrict the authority of local governments to impose or change the distribution of the State- wide local sales tax. The State may also approve voluntary exchanges of local sales tax and property tax revenues among local governments within a county. Proposition 1A also provides that if the State reduces the motor vehicle license fee rate currently in effect, 0.65% of vehicle value, the State must provide local governments with equal replacement revenues. Further, Proposition 1A requires the State, beginning July 1, 2005, to suspend State mandates affecting cities, counties and special districts, excepting mandates relating to employee rights, schools or community colleges, in any year that the State does not fully reimburse local governments for their costs to comply with such mandates.

Proposition 1A may result in increased and more stable City revenues. The magnitude of such increase and stability is unknown and would depend on future actions by the State. However, Proposition 1A could also result in decreased resources being available for State programs. This reduction, in turn, could affect actions taken by the State to resolve budget difficulties. Such actions could include increasing State taxes, decreasing spending on other State programs or other action, some of which could be adverse to the City.

Many of the provisions of Proposition 1A have been superseded by Proposition 22 enacted in November 2010 and described below.

Proposition 22
On November 2, 2010, the voters of the State approved Proposition 22, known as “ The Local Taxpayer, Public Safety, and Transportation Protection Act” (“Proposition 22”). Proposition 22, among other things, broadens the restrictions established by Proposition 1A. While Proposition 1A permits the State to appropriate or borrow local property tax revenues on a temporary basis during times of severe financial hardship, Proposition 22 amends Article XIII of the State Constitution to prohibit the State from appropriating or borrowing local property tax revenues under any circumstances. The State can no longer borrow local property tax revenues on a temporary basis even during times of severe financial hardship. Proposition 22 also prohibits the State from appropriating or borrowing proceeds derived from any tax levied by a local government solely for the local government’s purposes. Furthermore, Proposition 22 restricts the State’s ability to redirect redevelopment agency property tax revenues to school districts and other local governments and limits uses of certain other funds although this provision no longer has any meaningful impact given the statewide dissolution of redevelopment agencies. Proposition 22 is intended to stabilize local government revenue sources by restricting the State government’s control over local revenues. The City cannot predict whether Proposition 22 will have a beneficial effect on the City’s financial condition Proposition 26
On November 2, 2010, State voters also approved Proposition 26. Proposition 26 amends Article XIIIC of the State Constitution to expand the definition of “ tax” to include “ any levy, charge, or exaction of any kind imposed by a local government” except the following: (a) a charge imposed for a specific benefit conferred or privilege granted directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of conferring the benefit or granting the privilege; 04/08/2025
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(b) a charge imposed for a specific government service or product provided directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of providing the service or product; (c ) a charge imposed for the reasonable regulatory costs to a local government for issuing licenses and permits, performing investigations, inspections, and audits, enforcing agricultural marketing orders, and the administrative enforcement and adjudication thereof; (d) a charge imposed for entrance to or use of local government property, or the purchase, rental or lease of local government property; (e) a fine, penalty or other monetary charge imposed by the judicial branch of government or a local government as a result of a violation of law; (f ) a charge imposed as a condition of property development; and (g) assessments and property -related fees imposed in accordance with the provisions of Article XIIID. Proposition 26 provides that the local government bears the burden of proving by a preponderance of the evidence that a levy, charge, or other exaction is not a tax, that the amount is no more than necessary to cover the reasonable costs of the governmental activity, and that the manner in which those costs are allocated to a payor bear a fair or reasonable relationship to the payor’s burdens on, or benefits received from, the governmental activity. The City does not believe that Proposition 26 will adversely affect its General Fund revenues.

Possible Future Initiatives
General. Articles XIIIA, XIIIB, XIIIC and XIIID and Propositions 218, 111, 62, 1A, 22 and 26 were each adopted as measures that qualified for the ballot pursuant to the State’s initiative process. From time to time other initiative measures could be adopted, further affecting revenues of the City or the City’s ability to expend revenues. The nature and impact of these measures cannot be anticipated by the City.

TAX MATTERS
In the opinion of Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, Bond Counsel, under existing statutes, regulations, rulings and judicial decisions, and assuming the accuracy of certain representations and compliance with certain covenants and requirements described herein, interest (and original issue discount) on the Series 2025A Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals. However, it should be noted with respect to applicable corporations as defined in Section 59(k) of the Internal Revenue Code of 1986, as amended (the “Code”), generally certain corporations with more than $1,000,000,000 of average annual adjusted financial statement income, interest (and original issue discount) with respect to the Series 2025A Bonds might be taken into account in determining adjusted financial statement income for purposes of computing the alternative minimum tax imposed by Section 55 of the Code on such corporations. In the further opinion of Bond Counsel, interest (and original issue discount) on the Series 2025A Bonds is exempt from State of California personal income tax.

Bond Counsel’s opinion as to the exclusion from gross income for federal income tax purposes of interest (and original issue discount) on the Series 2025A Bonds is based upon certain representations of fact and certifications made by the Authority and others and is subject to the condition that the Authority comply with all requirements of the Code that must be satisfied subsequent to the issuance of the Series 2025A Bonds to assure that interest (and original issue discount) on the Series 2025A Bonds will not become includable in gross income for federal income tax purposes. Failure to comply with such requirements of the Code might cause interest (and original issue discount) on the Series 2025A Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Series 2025A Bonds. The Authority has covenanted to comply with all such requirements.

In the opinion of Bond Counsel, the difference between the issue price of a Series 2025A Bond (the first price at which a substantial amount of the Series 2025A Bonds of a maturity is to be sold to the public) and the stated redemption price at maturity of such Series 2025A Bond constitutes original issue discount. Original issue discount accrues under a constant yield method, and original issue discount will accrue to a Beneficial Owner before receipt of cash attributable to such excludable income. The amount of 04/08/2025
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original issue discount deemed received by a Beneficial Owner will increase the Beneficial Owner’s basis in the applicable Series 2025A Bond. The amount of original issue discount that accrues to the Beneficial Owner of a Series 2025A Bond is excluded from the gross income of such Beneficial Owner for federal income tax purposes, is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals, and is exempt from State of California personal income tax.

The amount by which a Series 2025A Bond Owner’s original basis for determining loss on sale or exchange in the applicable Series 2025A Bond (generally, the purchase price) exceeds the amount payable on maturity (or on an earlier call date) constitutes amortizable bond premium, which must be amortized under Section 171 of the Code; such amortizable bond premium reduces the Series 2025A Bond Owner’s basis in the applicable Series 2025A Bond (and the amount of tax- exempt interest received with respect to the Series 2025A Bonds), and is not deductible for federal income tax purposes. The basis reduction as a result of the amortization of bond premium may result in a Series 2025A Bond Owner realizing a taxable gain when a Series 2025A Bond is sold by the Owner for an amount equal to or less (under certain circumstances) than the original cost of the Series 2025A Bond to the Owner. Purchasers of the Series 2025A Bonds should consult their own tax advisors as to the treatment, computation and collateral consequences of amortizable bond premium.

The IRS has initiated an expanded program for the auditing of tax-exempt bond issues, including both random and targeted audits. It is possible that the Series 2025A Bonds will be selected for audit by the IRS. It is also possible that the market value of the Series 2025A Bonds might be affected as a result of such an audit of the Series 2025A Bonds (or by an audit of similar municipal obligations). No assurance can be given that in the course of an audit, as a result of an audit, or otherwise, Congress or the IRS might not change the Code (or interpretation thereof) subsequent to the issuance of the Series 2025A Bonds to the extent that it adversely affects the exclusion from gross income of interest (and original issue discount) on the Series 2025A Bonds or their market value.

SUBSEQUENT TO THE ISSUANCE OF THE SERIES 2025A BONDS THERE MIGHT BE

FEDERAL, STATE OR LOCAL STATUTORY CHANGES (OR JUDICIAL OR REGULATORY

CHANGES TO OR INTERPRETATIONS OF FEDERAL, STATE OR LOCAL LAW) THAT AFFECT THE FEDERAL, STATE OR LOCAL TAX TREATMENT OF THE SERIES 2025A BONDS, INCLUDING THE

IMPOSITION OF ADDITIONAL FEDERAL INCOME OR STATE TAXES BEING IMPOSED ON OWNERS OF TAX- EXEMPT STATE OR LOCAL OBLIGATIONS, SUCH AS THE SERIES 2025A BONDS. THESE CHANGES COULD ADVERSELY AFFECT THE MARKET VALUE OR LIQUIDITY OF THE SERIES 2025A BONDS. NO ASSURANCE CAN BE GIVEN THAT SUBSEQUENT TO THE ISSUANCE OF THE SERIES 2025A BONDS STATUTORY CHANGES WILL NOT BE INTRODUCED

OR ENACTED OR JUDICIAL OR REGULATORY INTERPRETATIONS WILL NOT OCCUR HAVING THE EFFECTS DESCRIBED ABOVE. BEFORE PURCHASING ANY OF THE SERIES 2025A BONDS,

ALL POTENTIAL PURCHASERS SHOULD CONSULT THEIR TAX ADVISORS REGARDING

POSSIBLE STATUTORY CHANGES OR JUDICIAL OR REGULATORY CHANGES OR

INTERPRETATIONS, AND THEIR COLLATERAL TAX CONSEQUENCES RELATING TO THE SERIES 2025A BONDS.

Bond Counsel’s opinions may be affected by actions taken (or not taken) or events occurring (or not occurring) after the date hereof. Bond Counsel has not undertaken to determine, or to inform any person, whether any such actions or events are taken or do occur. The Indenture and the Tax Certificate relating to the Series 2025A Bonds permit certain actions to be taken or to be omitted if a favorable opinion of Bond Counsel is provided with respect thereto. Bond Counsel expresses no opinion as to the effect on the exclusion from gross income of interest (and original issue discount) for federal income tax purposes with respect to any Series 2025A Bond if any such action is taken or omitted based upon the advice of counsel other than Stradling Yocca Carlson & Rauth LLP.
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Although Bond Counsel has rendered an opinion that interest (and original issue discount) on the Series 2025A Bonds is excluded from gross income for federal income tax purposes provided that the Authority continues to comply with certain requirements of the Code, the ownership of the Series 2025A Bonds and the accrual or receipt of interest (and original issue discount) on the Series 2025A Bonds may otherwise affect the tax liability of certain persons. Bond Counsel expresses no opinion regarding any such tax consequences. Accordingly, before purchasing any of Series 2025A Bonds, all potential purchasers should consult their tax advisors with respect to collateral tax consequences relating to the Series 2025A Bonds.

Should interest (and original issue discount) on the Series 2025A Bonds become includable in gross income for federal income tax purposes, the Series 2025A Bonds are not subject to early redemption and will remain outstanding until maturity or until redeemed in accordance with the Indenture.

A complete copy of the proposed form of opinion of Bond Counsel is attached hereto as Appendix D.

CERTAIN LEGAL MATTERS
The validity of the Series 2025A Bonds and certain other legal matters are subject to the approving opinion of Stradling Yocca Carlson & Rauth LLP, Bond Counsel. Stradling Yocca Carlson & Rauth LLP is also acting as Disclosure Counsel for the City. A complete copy of the proposed form of Bond Counsel opinion is contained in Appendix D hereto. Bond and Disclosure Counsel will receive compensation from the City contingent upon the sale and delivery of the Series 2025A Bonds . From time to time, Bond and Disclosure Counsel represents the Underwriter on matters unrelated to the Series 2025A Bonds. Certain legal matters will be passed upon for the Underwriter by Nixon Peabody LLP . Counsel to the Underwriter will receive compensation contingent upon the issuance of the Series 2025A Bonds.

ABSENCE OF LITIGATION
To the best knowledge of the City and the Authority, there is no action, suit or proceeding pending or threatened either restraining or enjoining the execution or delivery of the Series 2025A Bonds , the Lease Agreement, the Ground Lease or the Indenture, or in any way contesting or affecting the validity of the foregoing or any proceedings of the Authority or the City taken with respect to any of the foregoing.[CITY TO CONFIRM]

UNDERWRITING
The Series 2025A Bonds are being purchased by Oppenheimer & Co. Inc. (the “Underwriter”). The Underwriter will purchase the Series 2025A Bonds from the Authority at an aggregate purchase price of $_____________ (representing the principal amount of the Series 2025A Bonds, plus a net original issue premium of $________________ and less an Underwriter’s discount of $_________________) The purchase agreement relating to the Series 2025A Bonds provides that the Underwriter will purchase all of the Series 2025A Bonds if any are purchased. The obligation to make such purchase is subject to certain terms and conditions set forth in such purchase agreement, the approval of certain legal matters by counsel and certain other conditions.

The initial offering prices that are stated on the inside front cover page of this Official Statement may be changed from time to time by the Underwriter. The Underwriter may offer and sell the Series 2025A Bonds to certain dealers (including dealers depositing Series 2025A Bonds into investment trusts), dealer banks, banks acting as agent and others at prices lower than said public offering prices. 04/08/2025
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RATINGS
S&P Global Ratings, a Standard & Poor’s Financial Services LLC business ( “S&P”) has assigned an issuer credit rating of “ ___” to the Series 2025A Bonds. [ S&P is also expected to assign the Insured Series 2025A Bonds the rating of “___” based upon the delivery of the Policy by the Insurer at the time of issuance of the Insured Series 2025A Bonds. ] See the caption “BOND INSURANCE.” Such ratings reflect only the views of S&P and any desired explanation of the significance of such ratings should be obtained from the rating agency furnishing the same. 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 the rating agency, if in the judgment of such rating agency, circumstances so warrant.

Any such downward revision or withdrawal of the rating s may have an adverse effect on the market price of the Series 2025A Bonds . None of the Authority, the City, or the Underwriter has undertaken any responsibility either to bring to the attention of the owners of the Series 2025A Bonds a proposed change in or withdrawal of any ratings or to oppose any such proposed revision or withdrawal.

MUNICIPAL ADVISOR
NHA Advisors, LLC has acted as municipal advisor (the “Municipal Advisor”) to the Authority and City in conjunction with the issuance of the Series 2025A Bonds. The Municipal Advisor has assisted in matters related to the planning, structuring, execution, and delivery of the Series 2025A Bonds. The Municipal Advisor will receive compensation contingent upon the sale and delivery of the Series 2025A 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.

CONTINUING DISCLOSURE
The City has covenanted for the benefit of the Owners of the Series 2025A Bonds to provide annually certain financial information and operating data relating to the Series 2025A Bonds and the City (the “Annual Report”), and to provide notices of the occurrence of certain enumerated events. For a complete listing of items of information which will be provided in each Annual Report and further description of the City’s undertaking with respect to the Annual Report and certain enumerated events, see APPENDIX E—“FORM OF CONTINUING DISCLOSURE CERTIFICATE. ” The Annual Report is to be provided by the City not later than each March 31 after the end of the City’s fiscal year, commencing with March 31, 2026 for the report for fiscal year 2024-25. The Annual Report will be filed by the City with the Municipal Securities Rulemaking Board. These covenants have been made in order to assist the Underwriter in complying with Rule 15c2-12.

Within the last five years, the City and its related entities have not failed to timely file all required information pursuant to its existing continuing disclosure undertakings pursuant to Rule 15c2-12.

FINANCIAL STATEMENTS OF THE CITY
Included herein as Appendix C are the audited financial statements of the City for the year ended June 30, 2024, together with the report thereon dated December 19, 2024 of Davis Farr LLP, Irvine, California, certified public accountants (the “Auditor”). Such audited financial statements have been included herein in reliance upon the report of the Auditor. The City’s financial statements are public documents and are included within this Official Statement without the prior approval of the Auditor. Accord ingly, the Auditor has not performed any post -audit review of the financial condition of the City and also has not performed any procedures relating to this Official Statement. The Auditor has not undertaken to update the audited financial 04/08/2025
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statements of the City or its report, and no opinion is expressed by the Auditor with respect to any event subsequent to its report dated December 19, 2024.

MISCELLANEOUS
References are made herein to certain documents and reports which are brief summaries thereof which do not purport to be complete or definitive and reference is made to such documents and reports for full and complete statements of the contents thereof. Copies of the Indenture, the Lease Agreement, the Ground Lease and other documents are available, upon request, and upon payment to the City of a charge for copying, mailing and handling, from the City Clerk at the City of Vista , 200 Civic Center Drive Vista, Vista, California 92084.

Any statements in this Official Statement involving matters of opinion, whether or not expressly so stated, are intended as such and not as representations of fact. This Official Statement is not to be construed as a contract or agreement between the Authority or the City and the purchasers or Owners of any of the Series 2025A Bonds.

The execution and delivery of this Official Statement have been duly authorized by the Authority and the City.

VISTA JOINT POWERS FINANCING AUTHORITY
By:

Executive Director

CITY OF VISTA
By:

City Manager

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APPENDIX A

ECONOMIC AND DEMOGRAPHIC INFORMATION

REGARDING THE CITY OF VISTA
Population
The following table summarizes population estimates for the City of Vista , the County and the State from 2020 through 2024.

POPULATION ESTIMATES
City of Vista,
County of San Diego and State of California
2020-2024(1)
Year
(January 1)
City of
Vista
County of
San Diego
State of
California
2020 102,570 3,331,279 39,648,938
2021 99,320 3,286,880 39,327,868
2022 99,997 3,278,730 39,114,785
2023 100,113 3,290,423 39,061,058
2024 99,723 3,291,101 39,128,162

(1) January 1 data.

Source: State of California, Department of Finance, E-4 Population Estimates for Cities, Counties, and the State, 2011- 2020, with 2010 Census Benchmark . Sacramento, California, May 2022 ; S tate of California, Department of Finance, E- 4 Population Estimates for Cities, Counties, and the State, 2021 -2024, with 2020 Census Benchmark . Sacramento, California, May 2024.

Building Activity
The annual building permit valuations and number of permits for new dwelling units issued for the past five years of data currently available for the City and County are shown in the following tables.

BUILDING PERMITS AND VALUATIONS
2019 through 2023
City of Vista
(Dollars in Thousands)
2019 2020 2021 2022 2023
Valuation
Residential $59,463 $75,603 $13,606 $29,017 $36,446
Non-Residential 27,825 51,311 21,062 34,261 43,289
Total $87,288 $126,914 $34,668 $63,278 $79,735

Units
Single Family 137 223 59 71 69
Multiple Family 164 199 11 92 140
Total 301 422 70 163 209

Note: Totals may not sum due to rounding.

Source: Construction Industry Research Board.
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BUILDING PERMITS AND VALUATIONS
2019 through 2023
County of San Diego
(Dollars in Thousands)
2019 2020 2021 2022 2023
Valuation
Residential $2,084,655 $2,647,919 $2,610,755 $2,519,824 $1,971,225 Non-Residential 2,359,541 1,973,800 2,505,422 1,970,011 1,387,000 Total $4,444,196 $4,621,719 $5,116,177 $4,489,835 $3,358,225

Units
Single Family 3,045 3,160 3,546 3,477 2,573
Multi Family 4,405 6,326 6,646 6,169 9,100
Total 7,450 9,486 10,192 9,646 11,673

Note: Totals may not add to sum because of rounding.

Source: Construction Industry Research Board.

Personal Income
Personal Income is the income that is received by all persons from all sources. It is calculated as the sum of wage and salary disbursements, supplements to wages and salaries, proprietors’ income with inventory valuation and capital consumption adjustments, rental income of persons with capital consumption adjustment, personal dividend income, personal interest income, and personal current transfer receipts, less contributions for government social insurance.

The personal income of an area is the income that is received by, or on behalf of, all the individuals who live in the area; therefore, the estimates of personal income are presented by the place of residence of the income recipients.

The following table summarizes per capita personal income for the City, the County, the State of California and the United States for the years 2013 through 2023. This measure of income is calculated as the personal income of the residents of the area divided by the resident population of the area. 04/08/2025
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PER CAPITA PERSONAL INCOME
City of Vista, County of San Diego, State of California, and United States 2013-2023
Year City of Vista
County of
San Diego California United States
2013 $51,384 $48,653 $48,074 $44,402
2014 53,347 50,923 50,617 46,289
2015 56,666 53,366 53,816 48,062
2016 57,689 55,082 55,862 48,974
2017 60,508 56,977 58,214 51,006
2018 63,886 59,022 60,984 53,311
2019 66,253 62,058 64,219 55,567
2020 69,738 67,569 70,098 59,123
2021 77,889 73,084 76,882 64,460
2022 81,059 74,476 76,941 66,244
2023 83,993 79,122 81,255 69,810

Source: U.S. Bureau of Economic Analysis, "CAINC1 County and MSA personal income summary: personal income, population, per capita personal income" (accessed Friday, March 7, 2025); City of Vista Annual Comprehensive Financial Report for the Fiscal Year 2023-2024 Year Ended June 30, 2024.

Employment
The following table lists labor force, employment and unemployment annual averages for the past five years of data currently available for the City, the County, the State and the United States. 04/08/2025
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CIVILIAN LABOR FORCE, EMPLOYMENT AND UNEMPLOYMENT
2019 through 2023
City of Vista, San Diego County, the State of California and the Unites States Year and Area Labor Force Employment Unemployment
Unemployment
Rate (%)
2019
City of Vista 45,100 43,500 1,600 3.6%
County of San Diego 1,580,800 1,529,400 51,400 3.3
State of California 19,385,000 18,589,600 795,700 4.1
United States 163,539,000 157,538,000 6,001,000 3.7

2020
City of Vista 43,900 39,500 4,400 10.1%
County of San Diego 1,544,300 1,399,300 145,000 9.4
State of California 18,958,600 17,037,000 1,921,600 10.1 United States 160,742,000 147,795,000 12,947,000 8.1

2021
City of Vista 43,700 40,700 3,000 6.8%
County of San Diego 1,544,400 1,444,300 100,100 6.5
State of California 18,956,600 17,568,700 1,387,800 7.3 United States 161,204,000 152,581,000 8,623,000 5.3

2022
City of Vista 44,700 43,000 1,700 3.9%
County of San Diego 1,578,500 1,523,300 55,200 3.5
State of California 19,169,300 18,348,900 820,400 4.3
United States 164,287,000 158,291,000 5,996,000 3.6

2023
City of Vista 45,200 43,300 1,900 4.3%
County of San Diego 1,596,400 1,534,400 62,000 3.9
State of California 19,308,300 18,388,300 920,000 4.8
United States 167,116,000 161,037,000 6,080,000 3.6

Note: A ll unemployment rate s shown are calculated on unrounded data . Data for City, County and State not seasonally adjusted.

Source: U.S. Department of Labor – Bureau of Labor Statistics ; California Employment Development Department.

March 2023 Benchmark.
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Industry
The County is included in the San Diego -Carlsbad Metropolitan Statistical Area (the “MSA”). The distribution of employment in the MSA is presented in the following table for the past five calendar years.

These figures are multi county-wide statistics and may not necessarily accurately reflect employment trends in the County.

INDUSTRY EMPLOYMENT & LABOR FORCE ANNUAL AVERAGES
(San Diego-Carlsbad Metropolitan Statistical Area)
2019 2020 2021 2022 2023
Civilian Labor Force 1,580,800 1,544,300 1,544,400 1,578,500 1,596,400 Civilian Employment 1,529,400 1,399,300 1,444,300 1,523,300 1,534,400 Civilian Unemployment 51,400 145,000 100,100 55,200 62,000 Civilian Unemployment Rate 3.3% 9.4% 6.5% 3.5% 3.9%

Total Farm 9,700 9,200 9,000 9,600 9,500
Total Nonfarm 1,503,100 1,385,800 1,442,100 1,531,200 1,552,100 Total Private 1,254,500 1,148,700 1,204,200 1,284,600 1,300,800 Goods Producing 200,000 195,400 198,500 204,900 205,300 Mining and Logging 400 300 300 400 300
Construction 84,000 81,300 83,800 87,600 89,800
Manufacturing 115,700 113,800 114,400 116,900 115,100
Service Providing 1,303,100 1,190,400 1,243,500 1,326,300 1,346,800 Trade, Transportation and Utilities 224,000 207,800 216,800 222,400 223,100 Wholesale Trade 44,000 41,300 42,100 43,700 43,200
Retail Trade 145,600 133,200 137,600 138,600 139,000
Transportation, Warehousing and
Utilities 34,300 33,300 37,100 40,100 40,800
Information 23,500 22,100 21,500 22,100 21,900
Financial Activities 76,500 74,800 76,200 76,900 72,700 Professional and Business Services 255,800 248,300 265,300 282,500 276,000 Educational and Health Services 216,600 210,900 216,700 228,300 243,200 Leisure and Hospitality 201,700 144,800 161,600 193,100 201,600 Other Services 56,400 44,800 47,500 54,400 57,100
Government 248,600 237,100 237,900 246,600 251,300
Total, All Industries 1,512,800 1,395,000 1,451,100 1,540,800 1,561,500

Note: Does not include proprietors, self-employed, unpaid volunteers or family workers, domestic workers in households and persons involved in labor -management trade disputes. Employment reported by place of work. Items may not add to total due to independent rounding. The “Total, All Industries” data is not directly comparable to the employment data found in this Appendix A.

Source: State of California, Employment Development Department, March 2023 Benchmark. 04/08/2025
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Principal Employers
The following tables list the principal employers located in the City and the County for the periods shown below.

MAJOR EMPLOYERS
City of Vista
(as of June 30, 2024)
Rank Name of Business Employees Percent of Total City Employment

1. Vista Unified School District 2,568 5.83%

2. Cue Health Inc 1,515 3.44

3. Watkins Manufacturing Corp 668 1.52

4. North Coast Church 428 0.97

5. Pirch, Inc. 420 0.95

6. Flyers Energy, LLC 400 0.91

7. North County Transit District 368 0.84

8. Costco Wholesale #124 349 0.79

9. Frazier Farms 330 0.75

10. Accentcare, Inc. 328 0.74

Source: City of Vista Annual Comprehensive Financial Report for the year ended June 30, 2024.

PRINCIPAL EMPLOYERS
(as of June 30, 2024)
County of San Diego
Rank Name of Business Employees

1. University of California, San Diego 35,802

2. Sharp HealthCare 19,468

3. County of San Diego 17,954

4. City of San Diego 11,820

5. General Atomics 6,745

6. San Diego State University 6,454

7. Rady Children’s Hospital-San Diego 5,711

8. San Diego Community College District 5,400

9. Sempra Energy 5,063

10. YMCA of San Diego County 5,057

Source: County of San Diego, California Annual Comprehensive Financial Report for Fiscal Year Ended June 30, 2024.

Education
K-12 public instruction in the City is provided by the Vista Unified School District, which is the fourth largest school district in San Diego County. The City includes 15 elementary schools, five Intermediate schools, three high school s, two alternative high schools, an early childhood special education center, an independent high school, an adult education school and an adult school for students with special needs.

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APPENDIX B

SUMMARY OF THE PRINCIPAL LEGAL DOCUMENTS
The following is a summary of certain provisions of the Lease Agreement and the Indenture which are not described elsewhere in this Official Statement. This summary does not purport to be comprehensive and reference should be made to the respective document for a full and complete statement of the provisions thereof.
[TO COME]

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APPENDIX C
AUDITED FINANCIAL STATEMENTS OF THE CITY FOR THE YEAR ENDED JUNE 30, 2024

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APPENDIX D

PROPOSED FORM OF BOND COUNSEL OPINION
_______, 2025
Vista Joint Powers Financing Authority
Vista, California
Re: Vista Joint Powers Financing Authority Refunding Lease Revenue Bonds, Series 2025A Ladies and Gentlemen:

We have acted as bond counsel to the Vista Joint Powers Financing Authority (the “Authority”) in connection with the issuance by the Authority of $________________ Refunding Lease Revenue Bonds , Series 2025A ( the “Series 2025A Bonds” ), pursuant to the provisions of Article 4 (commencing with Section 6584) of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “Bond Law”), and pursuant to an Indenture, dated as of May 1, 2025 (the “Indenture”), by and among the Authority, the City of Vista (the “City”) and U.S. Bank Trust Company, National Association, as Trustee. The Series 2025A Bonds will be principally secured by base rental payments to be made by the City pursuant to a Lease Agreement, dated as of May 1, 2025 (the “Lease”), by and between the Authority and the City. We have examined the law and such certified proceedings and other documents, agreements, opinions and matters as we deem necessary to render this opinion. This opinion is based on current statutory and constitutional law and published court decisions as of the date hereof. Capitalized terms used herein and not otherwise defined shall have the meaning ascribed thereto in the Indenture.

As to questions of fact material to our opinion, we have relied upon representations of the Authority contained in the Indenture and in the certified proceedings and certifications of public officials and others furnished to us, without undertaking to verify the same by independent investigation.

We have assumed the genuineness of all documents and signatures presented to us, the authenticity of documents submitted as originals and the conformity to originals of documents submitted as copies. We have not undertaken to verify independently, and have assumed, the accuracy of the factual matters represented, warranted or certified in the documents, and of the legal conclusions contained in the opinions referred to in the preceding paragraphs of this opinion. Furthermore, we have assumed compliance with all covenants and agreements contained in the Indenture, the Lease and the Ground Lease. We call attention to the fact that the rights and obligations under the Series 2025A Bonds , the Indenture, the Lease, the Ground Lease, the Assignment Agreement and the Tax Certificate may be limited by bankruptcy, insolvency, reorganization, arrangement, fraudulent conveyance, moratorium and other laws relating to or affecting creditors’ rights, by the application of equitable principles and the exercise of judicial discretion in appropriate cases and by the limitations on legal remedies against cities and public agencies in the State of California.

We express no opinion herein with respect to any indemnification, contribution, choice of law, choice of forum, penalty or waiver provisions contained in the Series 2025A Bonds, the Indenture, the Lease, the Ground Lease or the Assignment Agreement; nor do we express any opinion with respect to the state or quality of title to any of the real or personal property described in the Indenture, the Lease or the Ground Lease, or the accuracy or sufficiency of the description contained therein, or the remedies available to enforce liens on, any such property contained therein. [ Additionally, we express no opinion with respect to the municipal bond insurance policy relating to the Insured Series 2025 Bonds.] 04/08/2025
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Based upon the foregoing we are of the opinion, under existing law, as follows:

1. The Authority is a joint exercise of powers authority duly organized and validly existing under the laws of the State of California with the full power to enter into the Indenture and the Lease, to perform the agreements on its part contained therein and to issue the Series 2025A Bonds.

2. The Indenture and the Lease have each been duly authorized and approved by the Authority and the Indenture and the Lease constitute the valid and binding obligations of the Authority enforceable against the Authority in accordance with their respective terms. The Indenture creates a valid pledge of the Base Rental Payments and other moneys pledged under the Indenture, subject to the provisions of the Indenture.

3. The Indenture and the Lease have each been duly authorized and approved by the City and the Indenture and the Lease constitute the valid and binding obligations of the City enforceable against the City in accordance with their respective terms.

4. The Series 2025A Bonds have been duly and validly authorized by the Authority and are legal, valid and binding limited obligations of the Authority, enforceable in accordance with their terms and the terms of the Indenture. The Series 2025A Bonds are limited obligations of the Authority payable solely from the Base Rental Payments and other moneys pledged under the Indenture as provided in the Indenture, but are not a debt of the City, the State of California or any other political subdivision thereof within the meaning of any constitutional or statutory limitation, and, neither the faith and credit nor the taxing power of the City, the State of California, or any of its political subdivisions is pledged for the payment thereof. The Authority has no taxing power.

5. Under existing statutes, regulations, rulings and judicial decisions, and assuming the accuracy of certain representations and compliance with certain covenants and requirements described herein , interest (and original issue discount) on the Series 2025A Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals; however, it should be noted that with respect to applicable corporations as defined in Section 59(k) of the Internal Revenue Code of 1986, as amended (the “Code”), interest (and original issue discount) with respect to the Series 2025A Bonds might be taken into account in determining adjusted financial statement income for purposes of computing the alternative minimum tax imposed on such corporations.

6. Interest (and original issue discount) on the Series 2025A Bonds is exempt from personal income taxes imposed in the State of California.

7. The difference between the issue price of a Series 2025A Bond (the first price at which a substantial amount of the Series 2025A Bonds of a maturity is to be sold to the public) and the stated redemption price at maturity with respect to such Series 2025A Bond constitutes original issue discount.

Original issue discount accrues under a constant yield method, and original issue discount will accrue to a Series 2025A Bond Owner before receipt of cash attributable to such excludable income. The amount of original issue discount deemed received by a Series 2025A Bond Owner will increase the Series 2025A Bond Owner’s basis in the applicable Series 2025A Bond. Original issue discount that accrues to the Series 2025A Bond Owner is excluded from the gross income of such owner for federal income tax purposes, is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals (as described in paragraph (5) above) and is exempt from State of California personal income tax.

8. The amount by which a Series 2025A Bond Owner’s original basis for determining loss on sale or exchange in the applicable Bond (generally the purchase price) exceeds the amount payable on maturity (or on an earlier call date) constitutes amortizable Series 2025A Bond premium which must be amortized under Section 171 of the Code; such amortizable Series 2025A Bond premium reduces the Series 2025A Bond 04/08/2025
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Owner’s basis in the applicable Series 2025A Bond (and the amount of tax- exempt interest received), and is not deductible for federal income tax purposes. The basis reduction as a result of the amortization of Series 2025A Bond premium may result in a Series 2025A Bond Owner realizing a taxable gain when a Series 2025A Bond is sold by the owner for an amount equal to or less (under certain circumstances) than the original cost of the Series 2025A Bond to the owner. Purchasers of the Series 2025A Bonds should consult their own tax advisors as to the treatment, computation and collateral consequences of amortizable bond premiums.

The opinions expressed in paragraphs (5) and (7) above as to the exclusion from gross income for federal income tax purposes of interest (and original issue discount) on the Series 2025A Bonds are based upon certain representations of fact and certifications made by the District and others and are subject to the condition that the Authority and the City comply with all requirements of the Code that must be satisfied subsequent to the issuance of the Series 2025A Bonds to assure that such interest (and original issue discount) will not become includable in gross income for federal income tax purposes. Failure to comply with such requirements of the Code might cause interest (and original issue discount) on the Series 2025A Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Series 2025A Bonds. The Authority and the City have covenanted to comply with all such requirements. Except as set forth in paragraphs (5), (6), (7) and (8) above, we express no opinion as to any tax consequences related to the Series 2025A Bonds.

Certain requirements and procedures contained or referred to in the Indenture, the Lease and Tax Certificate may be changed, and certain actions may be taken, under the circumstances and subject to the terms and conditions set forth in the Indenture, the Lease and Tax Certificate, upon the advice or with the approving opinion of counsel nationally recognized in the area of tax- exempt obligations. We express no opinion as to the effect on the exclusion of interest (and original issue discount) on the Series 2025A Bonds from gross income for federal income tax purposes on and after the date on which any such change occurs or action is taken upon the advice or approval of counsel other than Stradling Yocca Carlson & Rauth LLP.

Our opinion is limited to matters governed by the laws of the State of California and federal law.

We assume no responsibility with respect to the applicability or the effect of the laws of any other jurisdiction.

The opinions expressed herein are based upon an analysis of existing statutes, regulations, rulings and judicial decisions and cover certain matters not directly addressed by such authorities. We call attention to the fact that the foregoing opinions may be affected by actions taken (or not taken) or events occurring (or not occurring) after the date hereof. We have not undertaken to determine, or to inform any person, whether such actions or events are taken (or not taken) or do occur (or do not occur). Our engagement with respect to the Series 2025A Bonds terminates upon their issuance, and we disclaim any obligation to update the matters set forth herein.

We express no opinion herein as to the accuracy, completeness or sufficiency of the Official Statement or other offering material relating to the Series 2025A Bonds. We expressly disclaim any duty to advise the owners of the Series 2025A Bonds with respect to the matters contained in the Official Statement and any other offering material relating to the Series 2025A Bonds.

Respectfully submitted,

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APPENDIX E

FORM OF CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate, dated as of ___________, 2025 (the “Disclosure Certificate”) is executed and delivered by the City of Vista (the “City”) in connection with the issuance by the Vista Joint Powers Financing Authority (the “Authority”) of its Refunding Lease Revenue Bonds, Series 2025A (the “Bonds”) pursuant to an Indenture dated as of May 1, 2025, by and among the City, the Authority, and U.S.

Bank Trust Company, National Association, as Trustee (the “Trustee”).

Capitalized terms not defined herein shall have the meaning set forth in the Indenture. The City covenants and agrees as follows:

SECTION 1. Purpose of this Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the City for the benefit of the Owners and Beneficial Owners of the Bonds and in order to assist the Participating Underwriter in complying with the Rule (as the foregoing capitalized terms are hereinafter defined).

SECTION 2. Definitions. In a ddition to the definitions set forth in the Indenture, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings:
“Beneficial Owner” shall mean any person which (a) has the power, directly or indirectly, to vote or c
onsent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for federal income tax purposes.
“Dissemination Agent” shall mean NBS 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 the absence of such a designation, the City shall act as the Dissemination Agent. “Financial Obligation” shall mean, for purposes of the Listed Events set out in Section 5(a)(10) and Section (5)(b)(8), 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 defined in the Securities Exchange Act of 1934, as amended) as to which a final official statement (as defined in the Rule) has been provided to the MSRB consistent with the Rule.
“Listed Events” shall mean any of the events listed in Section 5 of this Disclosure Certificate. “MSRB” shall mean the Municipal Securities Rulemaking Board or any other entity designated or authorized by the Securities and Exchange Commission to receive reports pursuant to the Rule. Until otherwise designated by the MSRB or the Securities and Exchange Commission, filings with the MSRB are to be made through the Electronic Municipal Market Access (“EMMA”) website of the MSRB, currently located at http://emma.msrb.org.
“Official Statement” shall mean the Official Statement for the Bonds dated ________, 2025 , as amended or supplemented.
“Participating Underwriter” shall mean the original underwriter of the Bonds required to comply with the Rule in connection with offering of the Bonds.
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“Rule” shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time.

SECTION 3. Provision of Annual Reports.
(a) The City shall, or shall cause the Dissemination Agent by written direction to such Dissemination Agent to, not later than March 31 after the end of the City’s fiscal year (which currently ends on June 30), commencing with the report due for the fiscal year ending June 30, 2025, provide to the MSRB an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Agreement. 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 Agreement; provided that the audited financial statements of the City may be submitted separately from and later than the balance of the Annual Report if they are not available by the date required above for the filing of the Annual Report.

An Annual Report shall be provided at least annually notwithstanding any fiscal year longer than 12 calendar months. The City’s fiscal year is currently effective from July 1 to the immediately succeeding June 30 of the following year. The City will promptly notify the MSRB of a change in the fiscal year dates. (b) Not later than fifteen (15) Business Days prior to the date specified in subsection (a) for providing the Annual Report to the MSRB, the City shall provide the Annual Report to the Dissemination Agent (if the Dissemination Agent is not the City). If by fifteen (15) Business Days prior to the date specified in (a) for the Annual Report, the Dissemination Agent (if other than the City) has not received a copy of the Annual Report, the Dissemination Agent shall notify the City of such failure to receive the report. If the Dissemination Agent is other than the City, 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 it hereunder. The Dissemination Agent may conclusively rely upon such certification of the City and shall have no duty or obligation to review such Annual Report. (c) If the City fails to provide an Annual Report by the date required in subsection (a), the City shall or shall cause the Dissemination Agent to, in a timely manner, send a notice of such failure to file to the MSRB, in substantially the form attached as Exhibit A.

SECTION 4. Content of Annual Reports. The City’s Annual Report shall contain or include by reference the following:
(a) Financial Statements. The audited financial statements of the City for the most recent fiscal year of the City then ended. If the City prepares audited financial statements and if the audited financial statements are not available by the time the Annual Report is required to be filed, the Annual Report shall contain any unaudited financial statements of the City in a format similar to the financial statements, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available. Audited financial statements of the City shall be audited by such auditor as shall then be required or permitted by State law. Audited financial statements, if prepared by the City, shall be prepared in accordance with generally accepted accounting principles as prescribed for governmental units by the Governmental Accounting Standards Board; provided, however, that the City may from time to time, if required by federal or state legal requirements, modify the basis upon which its financial statements are prepared. In the event that the City shall modify the basis upon which its financial statements are prepared, the City shall provide a notice of such modification to the MSRB, including a reference to the specific federal or state law or regulation specifically describing the legal requirements for the change in accounting basis. (b) Financial and Operating Data. Numerical and tabular information for the immediately preceding fiscal year in the following charts and tables:

1. Information of the type contained in Table 5 of the Official Statement; 04/08/2025
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2. Information of the type contained in Table 6 of the Official Statement;

3. Information of the type contained in Table 7 of the Official Statement;

4. Information of the type contained in Table 8 of the Official Statement; and

5. Information of the type contained in Table 9 of the Official Statement.

Any or all of the items listed above may be included in, or by specific reference to, other documents, including the City’s Annual Comprehensive Financial Reports, or official statements of debt issues of the City or related public entities, which have been submitted to the MSRB or the Securities and Exchange Commission. If the document included by reference is a final official statement, it must be available from the MSRB. The City shall clearly identify each such other document so included by reference.

SECTION 5. Reporting of Significant Events.
(a) The City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds in a timely manner not later than ten business days after the occurrence of the event:

1. Principal and interest payment delinquencies;

2. Unscheduled draws on debt service reserves reflecting financial difficulties;

3. Unscheduled draws on credit enhancements reflecting financial difficulties;

4. Substitution of credit or liquidity providers, or their failure to perform;

5. Adverse tax opinions or the issuance by the Internal Revenue Service of proposed or final determinations of taxability or of a Notice of Proposed Issue (IRS Form 5701 TEB);

6. Tender offers;

7. Defeasances;

8. Rating changes;

9. Bankruptcy, insolvency, receivership or similar event of the obligated person; or

10. Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the obligated person, any of which reflect financial difficulties.

Note: for the purposes of the event identified in subparagraph (9), the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the U.S. 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 obligated person, or if such jurisdiction has been assumed by leaving the existing governmental 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 obligated person.
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(b) The City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material, in a timely manner not later than ten business days after the occurrence of the event:

1. Unless described in paragraph 5(a)(5), notices or determinations by the Internal Revenue Service with respect to the tax status of the Bonds or other material events affecting the tax status of the Bonds;

2. Modifications to rights of Bond holders;

3. Bond calls;

4. Release, substitution, or sale of property securing repayment of the Bonds;

5. Non- payment related defaults;

6. The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the 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;

7. Appointment of a successor or additional trustee or the change of name of a trustee; or

8. Incurrence of a Financial Obligation of the obligated person, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect security holders.
(c) Whenever the City obtains knowledge of the occurrence of a Listed Event described in Section 5(b), the City shall determine if such event would be material under applicable federal securities laws. (d) If the City learns of the occurrence of a Listed Event described in Section 5(a), or determines that knowledge of a Listed Event described in Section 5(b) would be material under applicable federal securities laws, the City shall within ten business days of occurrence file a notice of such occurrence with the MSRB. Notwithstanding the foregoing, notice of the Listed Event described in subsections (b)(3) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to owners of affected Bonds pursuant to the Indenture.

SECTION 6. Format for Filings with MSRB .

Any report or filing with the MSRB pursuant to this
Disclosure Certificate must be submitted in electronic format, accompanied by such identifying information as is prescribed by the MSRB.

SECTION 7. Te
rmination of Reporting Obligation. The City’s obligations under this Disclosure Certificate shall terminate upon the legal defeasance or payment in full of all of the Bonds. If such termination occurs prior to the final maturity date of the Bonds, the City shall give notice of such termination in a filing with the MSRB.

SECTION 8. Dissemination Agent. The City may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the City pursuant to this Disclosure Certificate. The initial Dissemination Agent shall be NBS. 04/08/2025
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SECTION 9. A mendment; Waiver . Notwithstanding any other provision of this Disclosure Certificate, the City may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied:
(a) I f the amendment or waiver relates to the provisions of Sections 3, 4 or 5(a) or (b), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature or status of an obligated person with respect to the Bonds, or the type of business conducted;
(b) The undertaking, as amended or taking into account such waiver, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and
(c) The amendment or waiver does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the Owners or Beneficial Owners of the Bonds.

SECTION 10. Additional Information .

Nothing in this Disclosure Certificate shall be deemed to prevent the City from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the City chooses to include any information in any notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the City shall have no obligation under this Disclosure Certificate to update such information or include it in any future notice of occurrence of a Listed Event.

SECTION 11. Def
ault. In the event of a failure of the City to comply with any provision of this Disclosure Certificate, any Owner or Beneficial Owner of Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Disclosure Certificate. A default under this Disclosure Certificate shall not be deemed an Event of Default under the Indenture or an event of default under the Lease Agreement, and the sole remedy under this Disclosure Certificate in the event of any failure of the City to comply with this Disclosure Certificate shall be an action to compel performance.

SECTION 12. Duties, Immunities and Liabilities of Dissemination Agent. A Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the City agrees to indemnify and save such Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys’ fees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent’s negligence or willful misconduct. The obligations of the City under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds.
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SECTION 13. B eneficiaries. This Disclosure Certificate shall inure solely to the benefit of the City, the Dissemination Agent, if any, the Participating Underwriter and the Owners and Beneficial Owners from time to time of the Bonds, and shall create no rights in any other person or entity.

CITY OF V ISTA
By:

City Manager
ACKNOWLEDGED:

NBS,
as Dissemination Agent
By:

Authorized Signatory

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EXHIBIT A

NOTICE TO MUNICIPAL SECURITIES RULEMAKING BOARD

OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: Vista Joint Powers Financing Authority
Name of Issue: Vista Joint Powers Financing Authority Refunding Lease Revenue Bonds, Series 2025A Date of Issuance: ____________, 2025
NOTICE IS HEREBY GIVEN that the City of Vista (the “City”) has not provided an Annual Report with respect to the above -named Bonds as required by the Continuing Disclosure Certificate, dated as of _______, 2025, executed by the City. The City anticipates that the Annual Report will be filed by __________.

Dated: __________, 2025
NBS,
as Dissemination Agent
By:

Name:

Title:

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APPENDIX F

BOOK-ENTRY ONLY SYSTEM
The information in this section concerning DTC and DTC’s book -entry only system has been obtained from sources that the Authority believes to be reliable, but the Authority takes no responsibility for the completeness or accuracy thereof. The following description of the procedures and record keeping with respect to beneficial ownership interests in the Series 2025A Bonds, payment of principal, premium, if any, accreted value and interest on the Series 2025A Bonds to DTC Participants or Beneficial Owners, confirmation and transfers of beneficial ownership interests in the Series 2025A Bonds and other related transactions by and between DTC, the DTC Participants and the Beneficial Owners is based solely on information provided by DTC.

1. The Depository Trust Company ( “DTC”), New York, NY, will act as securities depository for the Series 2025A Bonds (the “Securities”). The Securities will be issued as fully -registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully -registered Security certificate will be issued for each maturity of the Securities in the aggregate principal amount of such maturity, and will be deposited with DTC. If, however, the aggregate principal amount of any issue exceeds $500 million, one certificate will be issued with respect to each $500 million of principal amount, and an additional certificate will be issued with respect to any remaining principal amount of such issue.

2. DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a “ banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “ clearing corporation ” within the meaning of the New York Uniform Commercial Code, and a “ clearing agency ” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non- U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants ( “Direct Participants”) deposit with DTC. DTC also facilitates the post- trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non -U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly -owned subsidiary of The Depository Trust & Clearing Corporation ( “DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non- U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ( “Indirect Participants ”). DTC has Standard & Poor’s highest rating: “AA+.” The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com and www.dtc.org.

3. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the Securities on DTC’s records. The ownership interest of each actual purchaser of each Security ( “Beneficial Owner ”) is in turn to be recorded on the Direct and Indirect Participants’ records.

Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Securities, except in the event that use of the book- entry system for the Securities is discontinued.

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authorized representative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Securities; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Securities are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.

5. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain that the nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners.

In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them.

6. Redemption notices shall be sent to DTC. If less than all of the Securities within a maturity are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed.

7. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Securities unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the Authority as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record date (identified in a listing attached to the Omnibus Proxy).

8. Principal, redemption price and interest payments on the Securities will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the Authority or the Paying Agent, on payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, the Paying Agent, or the Authority, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal, redemption price and interest payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the Authority or the Paying Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.

9. If applicable, a Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant, to tender/remarketing agent, and shall effect delivery of such Securities by causing the Direct Participant to transfer the Participant’s interest in the Securities, on DTC’s records, to tender/remarketing agent. The requirement for physical delivery of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when the ownership rights in the Securities are transferred by Direct Participants on DTC’s records and followed by a book- entry credit of tendered Securities to tender/remarketing agent’s DTC account.

10. DTC may discontinue providing its services as depository with respect to the Securities at any time by giving reasonable notice to the Authority or the Paying Agent. Under such circumstances, in the event that a successor depository is not obtained, Security certificates are required to be printed and delivered.

11. The Authority may decide to discontinue use of the system of book- entry-only transfers through DTC (or a successor securities depository). In that event, Security certificates will be printed and delivered to DTC. 04/08/2025
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APPENDIX G

SPECIMEN MUNICIPAL BOND INSURANCE POLICY

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Vista City CouncilApril 8, 2025

Vista City Council
April 8, 2025