HomeMy WebLinkAboutAgenda Report - December 1, 1998 (30)CITY OF LODI COUNCIL COMMUNICATION
AGENDA TITLE: Amendment To The Joint Powers Agreement Establishing The San Joaquin Regional Rail
Commission And Approval Of Lease Lease -Back Transaction Regarding ACE Rolling Stock
MEETING DATE: December 1, 1998
PREPARED BY: Public Works Director
RECOMMENDED ACTION: That the City Council adopt the attached resolutions amending the Joint
Powers Agreement (JPA) establishing the San Joaquin Regional Rail
Commission and approving the lease lease -back transaction regarding
ACE rolling stock.
BACKGROUND INFORMATION: The San Joaquin Regional Rail Commission is requesting that the Joint
Powers Agreement (JPA) establishing the Commission be amended in order
to have more flexibility with their finances and equipment. If amended, the
Commission would have revenue opportunities that are not available under
Section 12 of the original JPA. This future flexibility will enable the Commission to manage their assets efficiently and
profitably. The attachments from the Commission staff are provided in order to assist you in consideration of this item.
Additionally, the Commission is asking that all the members to the current JPA approve a resolution, which authorizes
a lease lease -back transaction related to the ACE rolling stock. This action is needed at this time to comply with the
current requirements of the JPA.
FUNDING:
RCP/RAH/jmp
None required.
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Richard C. Prima Jr.
Public Works Director
APPROVED' —
H. Don Flynn — ClAy Manager,
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P. I
SAN JOAQUIN REGIONAL
A_
RAIL COMMISSION
5000 South Airport Way
P.O. Box 31360
Stockton, California 95213
(209) 468-5600 /FAX (209) 468-5610
November 19, 1998
i MRMQRAND11M
TO: All Parties to the Joint Powers Agreement of the San Joaquin Regional
Rail Commission
FROM: Stacey Mortensen, SJRRC Executive Director
RE: Request for Amendment to Section 12 "Assignability" of the Joint
Powers Agreement and approval of a lease lease -back transaction
relating to the ACE rolling stock.
---------------------------------------------------------------------------------------------------------
Section 12, "Assignability", of the Rail Commission Ioint Powers Agreement (JPA), is
1 broadly worded to only allow the assignment of Rail Commission property upon the
approval of the governing bodies of each of the Parties that are signatory to the JPA.
This section severely limits the ability of the Rail Commission to take advantage of
certain opportunities, such as the Ioan, lease or assignment of property or equipment
that may further the purposes of the Rail Program, particularly in terms of opportunities
for revenue generation,
If, for example, the Rail Commission had an opportunity to lease equipment to another
commuter rail agency, or to participate in a lease lease -back transaction such as those
entered into by nearly all other publicly owned commuter rail services, it would be
couutsSIONBs
i necessary to obtain the approval of each of the Parties to the JPA. Often, these
opportunities present themselves with little time to accommodate the process of
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{ obtaining approvals in each of the eight jurisdictions. .
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GARY ?ODa5 ; O
Currently the Rail Commission is negotiating a lease lease -back transaction on the ACE
Cty.fStktV,:
f
f rolling stock in conjunction with Santa Clara Valley Transportation Authority. Duc to a
newly proposed change in a tax regulation that would take effect after December 16,
(Jr-, 4 Lodi P PE1v v1N0
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1998, the transaction must be closed prior to December 16th. Any changes in tax
regulations require the transactions to be initiated all over again under new protocols.
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The Santa Clara. agency has just closed their transaction under the current regulations.
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Since the value of the Rail Commission's lease transaction is much smaller than the
WILLIAM PERRY
minimum transaction size available in the market, the Rail Commission's transaction
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must be closed in conjunction with, and using the same document structure as was used
with Santa Clara.
FXEC•Jr1V'E DIRECTOR
Stacey Mortensen
j -20 998 1 : LL2AM FROM SJ RA i LCuMM GfGSc:bt5t3db5
!. 2
Because of the crucial tinning, the Rail Commission is requesting two (2) actions by the governing
bodies of the Parties to the JPA at the earliest available date. The first and most important request, is
a resolution approving the lease lease -back transaction (See attached Rail Commission staff report for
anticipated terms and conditions and sample resolution). The approval by all of the Parties will allow
this particular transaction to move forward by the December 16th deadline. There is no fiscal impact
to the Parties, as the JPA specifically states that the debts, liabilities or obligations of the Commission
shall not be debts, liabilities or obligations of the Parties, either singly or collectively.
The second request is a resolution amending Section 12 of the Rail Commission JPA as proposed on
the attached sample resolution. The amendment continues to require tate approval of all Parties when
"alt Qc s i stand 1 y all of such riQ s ol: properv," are assigned. This approval will provide the Rail
Commission the necessary flexibility to take advantage of profitable opportunities that may arise with
the loan, lease or assignment of equipment or property.
Your assistance on this matter is greatly appreciated.
I i -_'IJ- : _+`_{ I = SyPt•l SJNA I LCOMM 209,1688455
R-98- o9
RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN
REGIONAL RAIL COMMISSION RECOMMENDING AMENDMENT OF SECTION
12 OF THE JOINT POWERS AGREEMENT ESTABLISHING THE SAN JOAQUIN
REGIONAL RAM COMMISSION
WHEREAS, the Board of Commissioners of the San Joaquin Regional Rail
Commission have deemed it necessary and proper to amend the Joint Powers Agreement
Establishing the San Joaquin Regional Rail Commission, in such a way as to increase the
flexibility with which the Commission may assign rights to property, for the purpose of
financing, subject to the Joint Powers Agreement, and;
WHEREAS, it is necessary for each of the Parties to the Joint Powers Agreement to
consent to, and approve of, its the amendment.
NOW THEREFORE BE IT RESOL'V'ED THAT, The Board of Commissioners of the
San Joaquin Regional Rail Commission hereby recommends to each of the Parties to the
SJR.R.0 JPA that Section 12 of the Joint Powers Agreement Establishing the San Joaquin
Regional Rail Commission, be amended to read in full as contained in the attached
amendment.
PASSED AND ADOPTED by the Board of Commissioners this 20th day of
Nnu.-Mher , 1998, by the following vote:
AYES: 3
NOES: o
ABSENT: '-
ABSTAINING:
ATTEST:
Perry, Pennino, Cabral
Ives, Podesco
By: STA Y MORTENSEN
E. cucive Director
SAN JOAQUIN REGIONAL
RAIL COMM ION
By: -
ROBERT RAI., Chair
In79a?-I
P.
R-98-�
RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN
REGIONAL RAIL COMMISSION RECOMMENDING AND REQUESTING
RESOLUTIONS FROM THE PARTIES TO THE JOINT POWERS AGREEMENT
ESTABLISHING THE SAN JOAQUIN REGIONAL RAIL COMMISSION
APPROVING THE LEASE LEASE -BACK TRANSACTION RELATED TO THE ACE
ROLLING STOCK
WHEREAS, the Board of Commissioners of the San Joaquin Regional Rail
Commission has determined that entering into a lease lease -back transaction related to the
ACE rolling stock will result in the receipt of substantial revenue to SJRRC, and in so doing
will further the purpose of the SJRRC JPA, and;
WHEREAS, Section 12 of the Joint Powers Agreement Establishing the San Joaquin
Regional Rail Commission reads in relevant part: "With the approval of, and upon the terms
agreed upon by, the governing body of each party to this Agreement, all or any of the rights
and property subject to this Agreement may be assigned to further the purpose of this
Agreement. " and,
WHEREAS, the ACE rolling stock is property subject to the S.IRRC JPA, anti:
WHEREAS, the Board of Commissioners of the San Joaquin Regional Rail
Commission has recommended and requested resolutions from the Parties to the. Joint Powers
Agreement Establishing the San Joaquin Regional Rail Commission. approving a lease lease-
back transaction related to the ACE rolling stock, and;
NOW THEREFORE BE IT RESOLVED THAT. The Board of Commissioners of the
San Joaquin Regional Rail Commission hereby recommends and requests resolutions from the
Parties to the SJRRC JPA approving the lease -lease back transaction related to the ACE
rolling stock.
PASSED AND ADOPTED by the Board of Commissioners of the San Joaquin
Regional Rail Commission this 20th day of November , 1993. by the following vote-
AYES:
ote:
AYES:
NOES: 0
ABSENT: 2
ABSTAINING:
Perry, Pennino, Cabral
Ives, Podesto
ATTEST:
By: ST EY MORTENSEN
E ecutive Director
SAN JOAQUIN REGIONAL
RAIL COM SSION
By:
ROBERT,0ABRAL, Chair
107937.1
RESOLUTION NO. 98-178
A RESOLUTION OF THE LODI CITY COUNCIL OF THE CITY
OF LODI AMENDING SECTION 12 OF THE JOINT POWERS
AGREEMENT ESTABLISHING THE SAN JOAQUIN REGIONAL
RAIL COMMISSION
WHEREAS, the Board of Commissioners of the San Joaquin Regional Rail
Commission have deemed it necessary and proper to amend the Joint Powers
Agreement Establishing the San Joaquin Regional Rail Commission, in such a way as to
increase the flexibility with which the Commission may assign rights to property, for the
purpose of financing, subject to the Joint Powers Agreement; and
WHEREAS, it is necessary for each of the Parties to the Joint Powers
Agreement to consent to, and approve of, the amendment; and
WHEREAS, the City Council of the City of Lodi is a Party to the SJRRC JPA.
NOW THEREFORE, BE IT RESOLVED, that the City Council of the City of Lodi
hereby agrees that Section 12 of the Joint Powers Agreement Establishing the San
Joaquin Regional Rail Commission, be amended to read in full as contained in the
attached amendment; and
BE IT FURTHER RESOLVED, that the City Council of the City of Lodi hereby
directs that the required signatures be affixed to the attached amendment.
Dated: December 1, 1998
I hereby certify that Resolution No. 98-178 was passed and adopted by the City
Council of the City of Lodi in a special meeting held December 1, 1998, by the following
vote:
AYES: COUNCIL MEMBERS — Johnson, Land, Mann, Pennino and
Sieglock (Mayor)
NOES: COUNCIL MEMBERS — None
ABSENT: COUNCIL MEMBERS — None
ABSTAIN: COUNCIL MEMBERS — None
ALICE M. RE CHE
City Clerk
D:allnu.3
AMENDMENT TO THE JOINT POWERS AGREEMENT
ESTABLISHING THE SAN JOAQUIN REGIONAL RAIL COMMISSION
Section 12 of the Joint Powers Agreement Establishing the San Joaquin Regional Rail
Commission which formerly read:
Section 12. ASSIGNABILITY
With the approval of, and upon the terms agreed upon by, the governing body of each party
to this Agreement, all or any of the rights and property subject to this Agreement may be
assigned to further the purpose of this Agreement. Provided, however, no right or property
of the Commission shall be assigned without compliance with all conditions imposed by any
federal entity from whom the Commission has received financial assistance.
is hereby amended to read as follows:
Section 12. ASSIGNABILITY
The rights or property subject to this Agreement may be encumbered, hypothecated, leased,
or assigned, as security or otherwise, for value received, upon approval of the Rail Board,
but all or substantially all of such rights or property may not otherwise be transferred or
assigned except with the approval of, and upon the terms agreed upon by, the governing
body of each party to this Agreement, including also, compliance with all conditions imposed
by any state or federal entity having jurisdiction over such transfer or assignment.
LN WITNESS WHEREOF, the Parties to the Joint Powers Agreement
Establishing the San Joaquin Regional Rail Commission have caused this Amendment to
be executed by their respective officers as of:
ATTEST:
Clerk of the Board of Supervisors
of the County of San Joaquin,
State of California
M
COUNTY OF SAN JOAQUIN,
political subdivision of
the State of California
0-0
Chairman
Deputy Clerk Board of Supervisors,.
"County"
Date:
*** SIGNATURES CONTINUED ON NEXT PAGE ***
107669-1
ATTEST:
City Clerk of the City of Escalon
By:
City Clerk
Date:
ATTEST:
City Clerk of the City of Lathrop
By:
City Clerk
Date:
ATTEST:
City Clerk of the City of Manteca
By:
City Clerk
Date:
CITY OF ESCALON, a
municipal corporation of
the State of California
By:
Mayor
City of Escalon
CITY OF LATHROP, a
municipal corporation of
the State of California
By:
Mayor
City of Lathrop
CM OF i'viANTECA, a
municipal corporation of
the State of California
By:
Mayor
City of Manteca
*** SIGNATURES CONTINUED ON NEXT PAGE **-
L07668-1
ATTEST: CITY OF LODI, a
City Clerk of the City of Lodi municipal corporation of
the State of California
By:
City Clerk
Date:
ATTEST:
City Clerk of the City of Ripon
By:
City Clerk
Date:
ATTEST:
City Clerk of the City of Stockton
By:
City Clerk
Date:
By:
H. Dixon Flynn, City Manager
City of Lodi
CITY OF RIPON, a
municipal corporation of
the State of California
By:
Mayor
City of Ripon
CITY OF STOCKTON, a
municipal torporation of
the State of California
By:
Mayor
City of Stockton
*** SIGNATURES CONTINUED ON NEXT PAGE ***
w7�a• i
3
ATTEST:
City Clerk of the City of Tracy
By:
City Clerk
Date:
APPROVED AS TO FORM:
Assistant County Counsel
San Joaquin County
By:
City Attorney for the
City of Lathrop
By:
City Attorney for the
City of Manteca
By:
City Attorney for the
City of Stockton
4
CITY OF TRACY, a
municipal corporation of
the State of California
By:
Mayor
City of Tracy
By:
City Attorney for the
City of Escalon
By:
Randall A. Hays
City Attorney for the
City of Lodi
By:
City Attorney for the
City of Ripon
By:
City Attorney for the
City of Tracy
1076681
RESOLUTION NO. 98-179
A RESOLUTION OF THE LODI CITY COUNCIL APPROVING
THE LEASE LEASE -BACK TRANSACTION RELATED TO THE
ACE ROLLING STOCK
WHEREAS, Section 12 of the Joint Powers Agreement Establishing the San
Joaquin Regional Rail Commission reads in relevant part: "With the approval of, and
upon the terms agreed upon by, the governing body of each party to this Agreement, all
or any of the rights and property subject to this Agreement may be assigned to further
the purpose of this Agreement"; and
WHEREAS, the Board of Commissioners of the San Joaquin Regional Rail
Commission has recommended and requested resolutions from the Parties to the Joint
Powers Agreement Establishing the San Joaquin Regional Rail Commission, approving
a lease lease -back transaction related to the ACE rolling stock; and
WHEREAS, the ACE rolling stock is property subject to the SJRRC JPA; and
WHEREAS, the City Council of the City of Lodi is a Party to the SJRRC JPA.
NOW THEREFORE, BE IT RESOLVED, that the City Council of the City of Lodi
hereby approves the lease lease -back transaction related to the ACE rolling stock.
Dated: December 1, 1998
I hereby certify that Resolution No. 98-179 was passed and adopted by the City
Council of the City of Lodi in a special meeting held December 1, 1998, by the following
vote:
AYES: COUNCIL MEMBERS — Johnson, Land, Mann, Pennino and
Sieglock (Mayor)
NOES: COUNCIL MEMBERS — None
ABSENT: COUNCIL MEMBERS — None
ABSTAIN: COUNCIL MEMBERS — None
ALICE M. RE CHE
City Clerk
98-179