City of Fillmore Community Facilities District No.5 Improvement Area A (Heritage Valley Parks) $17,155,000 Special Tax Bonds, 2015 Series Ventura County, California Dated: December 8, 2015 Base CUSIP + : 317078 2014/2015 ANNUAL CONTINUING DISCLOSURE INFORMATION STATEMENT AS OF FEBRUARY 12, 2016 27368 Via Industria Suite 200 Temecula, CA 92590 T 951.587.3500 800.755.6864 F 951.587.3510 www.willdan.com/financial + Copyright, American Banker s Association. CUSIP data is provided by Standard and Poor s, CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. This data is not intended to create a database and does not serve in any way as a substitute for the CUSIP service. The issuer takes no responsibility for the accuracy of such number.
City of Fillmore Community Facilities District No. 5 DISTRICT PARTICIPANTS AGENCY Gaylynn Brien Finance Director City of Fillmore 250 Central Park Plaza Fillmore, California 93015 (805) 524-1500 Gbrien@ci.fillmore.ca.us http:www.fillmoreca.com BOND COUNSEL Aleshire & Wynder, LLP 18881 Von Karman Ave., Suite 1700, Irvine, CA 92612 Tel: (949) 223-1170 Fax: (949) 223-1180 DISTRICT ADMINISTRATOR DISCLOSURE CONSULTANT Willdan Financial Services* 27368 Via Industria, Suite 200 Temecula, CA 92590 Phone (951) 587-3500 Fax (951) 587-3510 www.willdan.com/financial FISCAL AGENT MUFG Union Bank, N.A. 120 South San Pedro Street, Suite 410 Los Angeles, California 90012 Tel: 213-972-5682 Fax: 213-972-5694 UNDERWRITER Stifel, Nicolaus & Co. * In its role as Disclosure Consultant, Willdan Financial Services has not passed upon the accuracy, completeness or fairness of the statements contained herein.
I. INTRODUCTION Pursuant to an Official Statement dated November 10, 2015, the City of Fillmore (the City ) issued $17,155,000 Community Facilities District No. 5 (Heritage Valley Parks) ( Community Facilities District ) Special Tax Bonds, 2015 Series (the Bonds ) for its Improvement Area A ( Improvement Area A ).The Bonds are being issued to (i) finance the acquisition, construction and completion of certain facilities and improvements to be owned and operated by the City and the Fillmore Unified School District, (ii) fund a reserve fund for the Bonds, (iii) fund capitalized interest with respect to the Bonds for a limited period, and (iv) pay the costs of issuing the Bonds. The City, which comprises approximately 3.25 square miles, is located approximately 40 miles northwest of downtown Los Angeles. The City is in the heart of the Santa Clara River Valley in southern Ventura County, approximately 20 miles from the Pacific Ocean and 15 miles from Interstate 5. Community Facilities District No. 5 (Heritage Valley Parks) (the District ) is located in the City and is comprised of two Improvement Areas, A & B. Improvement Area A makes up the westerly portion of the Heritage Valley Parks Specific Plan Area, and is located on the south side of State Highway 126 (Ventura Street/Telegraph Road). On the east, Improvement Area A is bounded by the Pole Creek Retention Basin, and on the south, by the Santa Clara River. The property in Improvement Area A has been developed with 170 single-family homes and is intended for additional development of 166 single-family homes. The property within Improvement Area B is owned by Hearthstone Entity C, is currently being graded, and is intended for future development as 459 single-family dwelling units. The Bonds are special tax bonds secured by special taxes (the Special Taxes ) levied on the properties in the District. The Bonds are not a debt of the City, the State of California, or any of its political subdivisions and neither the City, the State of California, nor any of its political subdivisions is liable. The Bonds do not constitute indebtedness within the meaning of any constitutional or statutory debt limit or restriction. This Annual Continuing Disclosure Information Statement is being provided pursuant to a covenant made by the City for the benefit of the holders of the Bonds and includes the information specified in the Continuing Disclosure Certificate. For further information and a more complete description of the City and the Bonds, reference is made to the Official Statement. The information set forth herein has been furnished by the City and by sources, which are believed to be accurate and reliable but is not guaranteed as to accuracy or completeness. Statements contained in this Annual Continuing Disclosure Information Statement which involve estimates, forecasts, or other 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. Further, the information and expressions of opinion contained herein are subject to change without notice and the delivery of this Annual Continuing Disclosure Information Statement will not, under any circumstances, Page 1 of 5
create any implication that there has been no change in the affairs of the City or any other parties described herein. This report is of a factual nature without subjective assumptions, opinions, or views and may not be relied upon as advice or recommendation to purchase or sell any product or utilize any particular strategy relating to the issuance of municipal securities or purchase of financial products. Willdan financial services and its employees (collectively "Willdan") do not recommend any actions and are not acting as an advisor to any municipal entity, board, officer, agent, employee or obligated person pursuant to section 15b of the exchange act. Prior to acting on any information or material contained in this communication, you should discuss it with appropriate internal or external advisors and experts and only rely upon their advice. BOND INFORMATION A. PRINCIPAL OUTSTANDING Bond Issue As of December 30, 2015 Special Tax Bonds, 2015 Series Community Facilities District No. 5, Improvement Area A $17,155,000.00 (1) (1) The $17,155,000 in Special Tax Bonds were issued in December 2015; therefore no Bonds were outstanding as of September 30. B. FUND BALANCES Fund Balances As of December 30, 2015 (1) Improvement Fund $15,776,631.84 Cost of Issuance Account $300,000.00 Capitalized Interest Account $161,499.95 Reserve Fund $1,465,670.41 Reserve Requirement (2) $1,465,670.41 (1) The Special Tax Bonds were issued in December 2015; therefore there were no fund balances as of September 30. (2) The Reserve Requirement means as the date of calculation, an amount equal to the least of (a) the then Maximum Annual Debt Service for the bonds, (b) ten percent (10%) of the original principal amount of the Bonds, or (c) one hundred twenty-five percent (125%) of the then average Annual Debt Service. II. FINANCIAL INFORMATION The audited financial statements for the City for the Fiscal Year ended June 30, 2015 will be separately filed with the Electronic Municipal Market Access system ( EMMA ) Page 2 of 5
and are hereby incorporated by reference into this Annual Continuing Disclosure Information Statement. The District s annual financial statement is provided solely to comply with the securities exchange commission staff s interpretation of rule 15c2-12. No funds or assets of the District are required to be used to pay debt service on the bonds and the District is not obligated to advance available funds from the District treasury to cover any delinquencies. Investors should not rely on the financial condition of the District in evaluating whether to buy, hold or sell the bonds. III. OPERATING INFORMATION A. ASSESSED VALUES The following table sets forth the assessed valuation of all parcels within the District, subject to the annual assessment. Improvements No. of Parcels Assessed Land Assessed Structure Assessed Total Special Tax Levy Developed 157 $30,104,374 $25,355,523 $55,459,897 $456,250 Undeveloped 22 9,042,231 0 9,042,231 0 Total 179 $39,146,605 $25,355,523 $64,502,128 $456,250 Note: Total Assessed Value above equals Assessed Land and Assessed Structure values only. Source: Ventura County Tax Roll Data for 2015/16, as compiled by Willdan Financial Services. B. DELINQUENCY INFORMATION The following table sets forth the Special Tax delinquencies for the last five fiscal years in the District. Fiscal Year Amount Number of Special Tax Amount Delinquent as Percent Delinquent as Parcels Delinquent Percent Delinquent as Parcels Levied Levy of FY End (1) of FY End (1) Delinquent as of as of 9/30/15 of 9/30/15 9/30/15 2010-11 77 $200,255 $1,483 0.74% 0 $0 0.00% 2011-12 82 $217,480 $3,288 1.51% 0 $0 0.00% 2012-13 85 $232,584 $2,815 1.21% 0 $0 0.00% 2013-14 84 $234,380 $6,049 2.58% 1 (2) $2,238 1.91% 2014-15 119 $326,305 $0 0.00% 0 $0 0.00% (1) Delinquency data as of approximately June 30 of each year. Delinquent amount does not include penalties and interest. (2) Special Taxes were not enrolled or collected on the County Assessor s roll for this parcel in for 2013-14. Delinquent special taxes, when collected, will be paid directly to the Community Facilities District. Source: Ventura County Tax Collector s Office as compiled by Willdan Financial Services. There are no property owners delinquent in the aggregate amount of $10,000 or more for this District. Page 3 of 5
C. Appraised Values and Value-to-Burden Ratios The following table sets forth the appraised and value to burden ratios, distinguishing between the developed and undeveloped property in the District. Estimated Fiscal Year Principal Number Appraised 2016-17 Special Tax Percent Amount of Property Ownership and Development Status (1)(2) of Lots Value (2) Levy (3) of Total Bonds (4) Value-to-Burden Ratio Developed Property Individual Homeowners 159 $65,000,000 $472,055 52.05% $8,929,733 7.28 :1 WH Fillmore 11 4,400,000 36,429 4.02% 689,125 6.38 :1 Subtotal: 170 $69,400,000 $508,484 56.07% $9,618,859 7.21 :1 Undeveloped Property Hearthstone Multi-Asset Entity C Iron Horse 92 8,700,000 206,787 22.80% 3,911,729 2.22 :1 Oak Haven 74 4,800,000 191,598 21.13% 3,624,412 1.32 :1 Subtotal: 166 $13,500,000 $398,385 43.93% $7,536,141 1.79 :1 Total 336 $82,900,000 $906,869 100.00% $17,155,000 4.83 :1 (1) For the purposes of this table, property is shown as Developed Property if a building permit was issued, and Undeveloped Property if a building permit was not issued, as of September 1, 2015. (2) Ownership, project, development status, and value are derived from the Appraisal. (3) Estimated Fiscal Year 2016-17 levy reflects (i) the principal amount of the Bonds, and (ii) building permits issued as of September 1, 2015, based on building permit data from the Appraisal with a date of value of September 1, 2015. (4) Allocated based on estimated FY 2016-17 levy. D. PRINCIPAL PROPERTY OWNERS The following table sets forth the Principal Property Owners responsible for more than 5% of the total fiscal year 2015/16 Special Taxes. Ownership and Development Status (1)(2) Individual Homeowners WH Fillmore Hearthstone Entity C Number of Lots Fiscal Year 2016-17Special Tax Levy (3) Percent of Total Developed Property - Completed/Sold 159 $472,055 52.05% Developed Property - Completed/Unsold [4] 11 36,429 4.02% Undeveloped Property - Finished Lot [5] 166 398,385 43.93% Total 336 $906,869 100.00% (1) Ownership and development status are based on the Appraisal with a date of value of September 1, 2015. (2) For purposes of this table, property is shown as Developed Property if a building permit was issued, and Undeveloped Property if a building permit was not issued, as of September 1, 2015. (3) Estimated Fiscal Year 2016-17 levy reflects (i) preliminary bond sizing dated September 25, 2015, and (ii) building permits issued as of September 1, 2015, based on building permit data from Appraisal with a date value of September 1, 2015. (4) As of November 10, 2015, 6 of these homes had been conveyed to homeowners, based on ownership information from DataTree.com. (5) Represents physically finished lots, which are in the process of being approved as separate legal parcels. Page 4 of 5
E. ACTUAL AND ASSIGNED SPECIAL TAXES FY 2016-2017 FY 2016-2017 FY 2016-2017 Estimated Maximum/ Estimated Actual Estimated Total Tax Residential Units/ Assigned Special Tax Special Tax Special Tax Percent Class Description Floor Area Acres (1) Per Unit/Acre (2) Per Unit/Acre Levy (3) of Total 1 Single Family Detached Property > 4,600 0 $5,097.84 $0.00 $0.00 0.00% 2 Single Family Detached Property 4,300-4,599 0 4,754.08 0.00 0.00 0.00% 3 Single Family Detached Property 4,000-4,299 0 4,684.61 0.00 0.00 0.00% 4 Single Family Detached Property 3,700-3,999 1 4,580.96 4,580.96 4,580.96 0.51% 5 Single Family Detached Property 3,000-3,699 9 3,719.14 3,719.14 33,472.26 3.69% 6 Single Family Detached Property 2,300-2,999 80 3,340.02 3,340.02 267,201.60 29.46% 7 Single Family Detached Property < 2,300 11 3,029.20 3,029.20 33,321.20 3.67% 8 Condominium Property > 1,700 44 2,512.34 2,512.34 110,542.96 12.19% 9 Condominium Property < 1,700 25 2,374.60 2,374.60 59,365.00 6.55% 10 Non-Residential Property NA 0 30,824.73 0.00 0.00 0.00% NA Undeveloped Property [4] NA 39.83 49,361.96 10,001.66 398,384.78 43.93% Total 170 Units NA NA $906,868.76 100.00% (1) Represents building permits issued as of September 1, 2015, based on building permit data from the Appraisal. The actual cutoff for the Fiscal Year 2016-17 special tax levy is January 1, 2016. To the extent that additional building permits are issued before January 1, 2016, those parcels will be reclassified as Developed Property starting with Fiscal Year 2016-17. (2) Represents Assigned Special Tax rate for Tax Classes 1-10 and Maximum Special Tax rare for Undeveloped Property. (3) Estimated Fiscal Year 2016-17 levy reflects (i) preliminary bond sizing dated September 25, 2015, and (ii) building permits issued as of September 1, 2015, based on building permit data from Appraisal. (4) Acreage is based on lot sizes set forth in the Appraisal with a date of value of September 1, 2015. F. CHANGES TO THE RATE AND METHOD There have been no changes to the Rate and Method during Fiscal Year 2014/15. G. Prepayments There have been no prepayments made during Fiscal Year 2014/15. H. CDIAC Reporting There is no CDIAC for Fiscal Year 2014/15 as this is a new bond issue. I. Debt Service A copy of the current debt service schedule for the Bonds is included in this report as an attachment. Page 5 of 5