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HomeMy WebLinkAbout2019-10-08 - Financing Authority Meeting Agenda PacketAGENDA YORBA LINDA WATER DISTRICT FINANCING AUTHORITY REGULAR MEETING  Tuesday, October 8, 2019, 6:30 PM 1717 E Miraloma Ave, Placentia CA 92870 1. CALL TO ORDER  1.1. NOTE:  This meeting will be called to order following consideration of Item No.  8.1. on the agenda for the Regular Board of Directors Meeting on Tuesday,  October 8, 2019 at 6:30 p.m. 2. ROLL CALL   Brooke Jones, President Phil Hawkins, Vice President Andrew J. Hall, Director J. Wayne Miller, Director Al Nederhood, Director 3. PUBLIC COMMENTS  Any individual wishing to address the Board or Committee is requested to identify themselves and state  the matter on which they wish to comment. If the matter is on the agenda, the Chair will recognize the  individual for their comment when the item is considered. No action will be taken on matters not listed  on the agenda. Comments are limited to three minutes and must be related to matters of public interest  within the jurisdiction of the Water District. (GC 54954.3)  4. ACTION CALENDAR  This portion of the agenda is for items where staff presentations and Board discussions are needed  prior to formal Board action.   4.1.Minutes of the Financing Authority Regular Meeting Held December 11, 2018   Recommendation:  That the Board of Directors approve the minutes as  presented.  4.2.Audit Report for Fiscal Year Ending June 30, 2019   Recommendation:  That the Board of Directors receive and file the Yorba  Linda Water District Financing Authority Comprehensive Annual Financial  Report for Fiscal Year Ending June 30, 2019. 5. ADJOURNMENT  5.1. The next regular meeting of the Financing Authority will be held Tuesday,  December 10, 2019 at 6:30 p.m. Items Distributed to the Board Less Than 72 Hours Prior to the Meeting Page 1 of 19 Non­exempt materials related to open session agenda items that are distributed to a majority of the Board or  Committee less than seventy­two (72) hours prior to the meeting will be available for public inspection in the lobby  of the District’s Administrative building located at 1717 East Miraloma Avenue, Placentia CA 92870 during regular  business hours. When practical, these materials will also be available on the District’s website  (http://www.ylwd.com/). (GC 54957.5) Accommodations for the Disabled Requests for disability­related modifications or accommodations, including auxiliary aids or services, required for  participation in the above posted meeting should be directed to the Board Secretary at (714) 701­3020 at least 24  hours in advance. (GC 54954.2(a)) Page 2 of 19 ITEM NO. 4.1. AGENDA REPORT MEETING DATE:October 8, 2019 TO:Board of Directors FROM:Marc Marcantonio, General Manager STAFF CONTACTS:Annie Alexander, Executive Assistant/Board Secretary SUBJECT:Minutes of the Financing Authority Regular Meeting Held December 11, 2018 RECOMMENDATION: That the Board of Directors approve the minutes as presented. ATTACHMENTS: 1.Draft Meeting Minutes Page 3 of 19 Minutes of the YLWD Financing Authority Regular Meeting Held December 11, 2018 at 6:30 p.m.1 FA-2018-XXX MINUTES OF THE YORBA LINDA WATER DISTRICT FINANCING AUTHORITY REGULAR MEETING Tuesday, December 11, 2018, 6:30 p.m. 1717 E Miraloma Ave, Placentia CA 92870 1.CALL TO ORDER The meeting was called to order at 6:41 p.m. 2.ROLL CALL DIRECTORS PRESENT STAFF PRESENT Andrew J. Hall Marc Marcantonio, General Manager Phil Hawkins Brett Barbre, Assistant General Manager Brooke Jones John DeCriscio, Operations Manager J. Wayne Miller Gina Knight, HR/Risk and Safety Manager Al Nederhood Delia Lugo, Finance Manager Rosanne Weston, Engineering Manager Annie Alexander, Exec Asst/Board Secretary Mike Carreon, Facilities Maintenance Worker Danielle Logsdon, Senior Engineer Anthony Manzano, Senior Project Manager Kaden Young, Management Analyst ALSO PRESENT Andrew Gagen, General Counsel, Kidman Gagen Law LLP 3.PUBLIC COMMENTS None. 4.ACTION CALENDAR 4.1.Affirmation of Officers for the Financing Authority Director Hawkins made a motion, seconded by Director Hall, to affirm the individuals designated as Chair, Vice Chair, Executive Director, Treasurer and Secretary of the Yorba Linda Water Financing Authority in accordance with the Joint Exercise of Powers Agreement between the District and the California Municipal Finance Authority. Motion carried 5-0-0-0. Page 4 of 19 Minutes of the YLWD Financing Authority Regular Meeting Held December 11, 2018 at 6:30 p.m.2 FA-2018-XXX 4.2.Minutes of the Financing Authority Regular Meeting Held October 9, 2018 Director Hawkins made a motion, seconded by Director Hall, to approve the minutes as presented. Motion carried 5-0-0-0. 5.ADJOURNMENT 5.1.The meeting adjourned at 6:42 p.m. Annie Alexander Board Secretary Page 5 of 19 ITEM NO. 4.2. AGENDA REPORT MEETING DATE:October 8, 2019 TO:Board of Directors FROM:Marc Marcantonio, General Manager STAFF CONTACTS:Delia Lugo, Finance Manager SUBJECT:Audit Report for Fiscal Year Ending June 30, 2019 RECOMMENDATION: That the Board of Directors receive and file the Yorba Linda Water District Financing Authority Comprehensive Annual Financial Report for Fiscal Year Ending June 30, 2019. BACKGROUND: Staff is pleased to present to the Board of Directors with the Yorba Linda Water District Financing Authority Comprehensive Annual Financial Report (CAFR) for the Fiscal Year Ending June 30, 2019. White Nelson Diehl Evans LLP, the District's external auditing firm, complete their audit of the Yorba Linda Water District Financing Authority for the fiscal year end June 30, 2019. Ms. Daphnie Munoz, Partner of White Nelson Diehl Evans LLP, will be in attendance to present the CAFR. ATTACHMENTS: 1.Financing Authority Audit Report Page 6 of 19 YORBA LINDA WATER DISTRICT FINANCING AUTHORITY (A COMPONENT UNIT OF YORBA LINDA WATER DISTRICT) BASIC FINANCIAL STATEMENTS WITH REPORT ON AUDIT BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS FOR THE YEAR ENDED JUNE 30, 2019 Page 7 of 19 YORBA LINDA WATER DISTRICT FINANCING AUTHORITY For the Fiscal Year Ended June 30, 2019 Table of Contents Page Number Independent Auditors’ Report 1 - 2 Management Discussion and Analysis (Required Supplementary Information) 3 - 4 Basic Financial Statements: Statement of Net Position 5 Statement of Revenues, Expenses, and Changes in Net Position 6 Statement of Cash Flows 7 Notes to the Basic Financial Statements 8 - 11 Page 8 of 19 2875 Michelle Drive, Suite 300 | Irvine, California 92606 | WNDECPA.com | 714.978.1300 1 INDEPENDENT AUDITORS’ REPORT Board of Directors Yorba Linda Water District Financing Authority Placentia, California We have audited the accompanying financial statements of the Yorba Linda Water District Financing Authority (the Authority) (a component unit of the Yorba Linda Water District) as of and for the year ended June 30, 2019, and the related notes to the financial statements, which collectively comprise the Authority’s basic financial statements as listed in the table of contents. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these basic financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the basic financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the Authority’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Authority’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Page 9 of 19 2 Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Authority as of June 30, 2019, and the changes in financial position and cash flows thereof for the year ended June 30, 2019, in accordance with accounting principles generally accepted in the United States of America. Emphasis of a Matter As described more fully in Note 1A, the basic component unit financial statements present only the Authority and are not intended to present fairly the financial position and results of operations of the Yorba Linda Water District in accordance with accounting principles generally accepted in the United States of America. Other Matter Report on Required Supplementary Information Accounting principles generally accepted in the United States of America require that the management’s discussion and analysis, identified as Required Supplementary Information (RSI) in the accompanying table of contents, be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the RSI in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during the audit of the basic financial statements. We do not express an opinion or provide any assurance on the RSI because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Irvine, California September 13, 2019 Page 10 of 19 YORBA LINDA WATER DISTRICT FINANCING AUTHORITY MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended June 30, 2019 3 This section of the Authority's annual financial report presents our analysis of the Authority's financial performance during the fiscal year that ended on June 30, 2019. Please read it in conjunction with the financial statements, which follow this section. FINANCIAL HIGHLIGHTS The Authority's net position did not change, as the revenue and interest earned on the money market equaled the expenditures and interest expense on the bonds payable. OVERVIEW OF THE FINANCIAL STATEMENTS The discussion and analysis are intended to serve as an introduction to the Yorba Linda Water District Financing Authority's basic financial statements. The Authority's basic financial statements consist of two components: (I) financial statements and (2) notes to the financial statements. The Authority is a self-supporting entity and follows the enterprise fund reporting. Accordingly, the financial statements are presented using the accrual basis of accounting. FINANCIAL ANALYSIS OF THE AUTHORITY Our analysis of the Authority begins on page 6 of the financial statements. The goal of the Authority is to have the installment contract and interest income receivables remain equal to the amount of outstanding debt in order that its proceeds are available to pay the debt. Thus, net position of the Authority (the difference between the interest income received and the unpaid debt) should be zero. Since the Authority is a financing entity, all of the revenues and principal collected on the investment in Yorba Linda Water District’s Financing Authority's Revenue Bonds, Series 2017A is used to pay the interest and principal on the Bonds resulting in no change in net position. NET POSITION To begin our analysis a summary of the Authority's Statement of Net Position is as follows: Fiscal Year Fiscal Year 2019 2018 Interest receivable 325,111$ 333,411$ Installment contract receivable: Due in one year 860,000 830,000 Due in more than one year 26,700,000 27,560,000 27,885,111 28,723,411 Interest payable 325,111 333,411 Long-term Liabilities Due in one year 860,000 830,000 Due in more than one year 26,700,000 27,560,000 TOTAL LIABILITIES 27,885,111 28,723,411 -$ -$ Page 11 of 19 YORBA LINDA WATER DISTRICT FINANCING AUTHORITY MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended June 30, 2019 4 REVENUES, EXPENSES AND CHANGES IN NET POSITION The Authority's Statement of Net Position as June 30, 2018 is as follows: Fiscal Year Fiscal Year 2018 2017 Interest receivable 333,411$ 211,866$ Installment contract receivable: Due in one year 830,000 945,000 Due in more than one year 27,560,000 28,390,000 28,723,411 29,546,866 Interest payable 333,411 211,866 Long-term Liabilities Due in one year 830,000 945,000 Due in more than one year 27,560,000 28,390,000 TOTAL LIABILITIES 28,723,411 29,546,866 -$ -$ REVENUES, EXPENSES AND CHANGES IN NET POSITION The interest income of $325,111 and $333,411 was used to pay the interest expense on the bonds as of June 30, 2019 and June 30, 2018, respectively. BUDGETARY HIGHLIGHTS The Authority's Board of Directors is not required to adopt a budget. CAPITAL ASSETS AND DEBT ADMINISTRATION Capital Assets - The Authority does not own any capital assets. Long-term Debt - At year-end, the Authority had $27,560,000 and $28,390,000 in long-term debt as of June 30, 2019 and June 30, 2018, respectively. More detailed information about the Authority's long-term debt is presented on page 10 in the Notes to the Financial Statements. CONTACTING THE AUTHORITY’S FINANCIAL MANAGER This financial report is designed to provide our citizens, customers, investors, and creditors with a general overview of the Authority's finances and to demonstrate the Authority's accountability for the money it receives. If you have questions about the report or need additional financial information, please contact the District at 1717 E. Miraloma Avenue, Placentia, California 92807 or the Finance Department at (714) 701-3040. Page 12 of 19 Interest receivable 325,111$ Installment contract receivable: Due in one year 860,000 Due in more than one year 26,700,000 TOTAL ASSETS 27,885,111 Interest payable 325,111 Long-term liabilities: Due in one year 860,000 Due in more than one year 26,700,000 TOTAL LIABILITIES 27,885,111 -$ NET POSITION ASSETS: LIABILITIES: YORBA LINDA WATER DISTRICT FINANCING AUTHORITY STATEMENT OF NET POSITION June 30, 2019 See accompanying notes to the basic financial statements. 5 Page 13 of 19 OPERATING REVENUES -$ OPERATING EXPENSES - OPERATING INCOME - NONOPERATING INCOME (EXPENSES): Interest income 1,308,744 Interest expense (1,308,744) TOTAL NONOPERATING INCOME (EXPENSES) - CHANGE IN NET POSITION - NET POSITION - BEGINNING OF PERIOD - NET POSITION - END OF PERIOD -$ YORBA LINDA WATER DISTRICT FINANCING AUTHORITY STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET POSITION For the year ended June 30, 2019 See accompanying notes to the basic financial statements. 6 Page 14 of 19 CASH FLOWS FROM OPERATING ACTIVITIES: Total operating revenues -$ CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES: Principal paid on 2017A Revenue Bonds (830,000) Interest paid on 2017A Revenue Bonds (1,317,044) Contract receivable installment payments received 2,147,044 NET CASH PROVIDED BY CAPITAL AND RELATED FINANCING ACTIVITIES - NET CHANGE IN CASH AND CASH EQUIVALENTS - CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR - CASH AND CASH EQUIVALENTS - END OF YEAR -$ YORBA LINDA WATER DISTRICT FINANCING AUTHORITY STATEMENT OF CASH FLOWS For the year ended June 30, 2019 See accompanying notes to the basic financial statements. 7 Page 15 of 19 8 YORBA LINDA WATER DISTRICT FINANCING AUTHORITY For the Fiscal Year Ended June 30, 2019 Notes to Basic Financial Statements 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A. Description of the Reporting Entity The Yorba Linda Water District Financing Authority (the Authority) was organized pursuant to a Joint Exercise of Powers Agreement (the JPA Agreement) between the Yorba Linda Water District (the District) and California Municipal Finance Authority, dated April 11, 2017. The Authority is statutorily authorized by Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code and is empowered under the JPA Agreement to issue its bonds for, among other things, the purposes of the plan of financing described herein. The Authority is an integral part of the reporting entity of the District. The financial activity of the Authority has been included within the scope of the basic financial statements of the District because the Board of Directors of the District is the governing board over the operations of the Authority. Only the financial activity of the Authority is included herein; therefore, these financial statements do not purport to represent the financial position or results of operations of the District. B. Basic Financial Statements The basic financial statements are composed of the statement of net position, the statement of revenues, expenses, and changes in net position, the statement of cash flows, and the notes to the basic financial statements. C. Basis of Presentation The accounts of the Authority are that of an enterprise fund. An enterprise fund is a proprietary type fund used to account for operations (a) that are financed and operated in a manner similar to private business enterprises where the intent of the governing body is that the costs (expenses) of providing goods or services to the general public on a continuing basis be financed or recovered primarily through user charges; or (b) where the governing body has decided that periodic determination of revenues earned, expenses incurred, and/or net income is appropriate for capital maintenance, public policy, management control, accountability, or other purposes. D. Measurement Focus and Basis of Accounting Measurement focus is a term used to describe which transactions are recorded within the financial statements. Basis of accounting refers to when transactions are recorded regardless of the measurement focus applied. The accompanying financial statements are reported using the economic resources measurement focus and the accrual basis of accounting. Under the economic measurement focus, all assets and liabilities (whether current or noncurrent) associated with these activities 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 recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Page 16 of 19 YORBA LINDA WATER DISTRICT FINANCING AUTHORITY For the Fiscal Year Ended June 30, 2019 Notes to Basic Financial Statements 9 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) E. New Accounting Pronouncements GASB Current-Year Standards GASB 83 - Certain Asset Retirement Obligations, effective for periods beginning after June 15, 2018, and did not impact the Authority. GASB 88 - Certain Disclosures Related to Debt, Including Direct Borrowings and Direct Placements, effective for periods beginning after June 15, 2018, and did not significantly impact the Authority. GASB Pending Accounting Standards GASB has issued the following statements, which may impact the Authority’s financial reporting requirements in the future:  GASB 84 - Fiduciary Activities, effective for periods beginning after December 15, 2018.  GASB 87 - Leases, effective for periods beginning after December 15, 2019.  GASB 89 - Accounting for Interest Cost Incurred before the End of a Construction Period, effective for periods beginning after December 15, 2019.  GASB 90 - Majority Equity Interests – an amendment of GASB Statements No. 14 and No. 61, effective for periods beginning after December 15, 2018.  GASB 91 - Conduit Debt Obligations, effective for periods beginning after December 15, 2020. F. Cash and Investments The Authority considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Page 17 of 19 YORBA LINDA WATER DISTRICT FINANCING AUTHORITY For the Fiscal Year Ended June 30, 2019 Notes to Basic Financial Statements 10 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) G. Investments Investments are stated at fair value, which is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Changes in fair value that occur during a fiscal year are recognized as investment income reported for that fiscal year. Investment income includes interest earnings, changes in fair value, and any gains or losses realized upon the liquidation or sale of investments. H. Use of Estimates The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America and, accordingly, include amounts that are based on management’s best estimates and judgments. Accordingly, actual results could differ from the estimates. 2. INSTALLMENT CONTRACT RECEIVABLE In May 2017, the Authority issued $29,335,000 of Revenue Bonds, Series 2017A (the 2017A Revenue Bonds) (see Note 3) and loaned the proceeds to the District pursuant to an Installment Purchase Agreement dated May 1, 2017. The loan proceeds were used by the District to refund the District’s 2008 Revenue Certificates of Participation, as well as to provide funds for certain improvements to the District’s water system. Under the Installment Purchase Agreement, the District agrees to pay the Authority installment payments in an amount sufficient to pay the principal and interest coming due on the bonds solely from water revenues of the District’s water system that are remaining after paying operation and maintenance costs. The balance of the receivable from the District at June 30, 2019, was $27,560,000. For the year ended June 30, 2019, the receivable of the Authority consists of the following: Balance Balance July 1, 2018 Additions Deletions June 30, 2019 2017 Installment Purchase Agreement 28,390,000$ -$ (830,000)$ 27,560,000$ 3. LONG-TERM LIABILITIES The following is a summary of changes in long-term liabilities of the Authority for the year ended June 30, 2019: Due in Balance Balance Due Within More Than July 1, 2018 Additions Deletions June 30, 2019 One Year One Year 2017A Revenue Bonds 28,390,000$ -$ (830,000)$ 27,560,000$ 860,000$ 26,700,000$ Page 18 of 19 YORBA LINDA WATER DISTRICT FINANCING AUTHORITY For the Fiscal Year Ended June 30, 2019 Notes to Basic Financial Statements 11 3. LONG-TERM LIABILITIES (CONTINUED) 2017A Revenue Bonds In May 2017, the Authority issued $29,335,000 of 2017A Revenue Bonds to provide funds for the refunding of the District’s 2008 Revenue Certificates of Participation, as well as to provide funds to the District for certain improvements to the District’s water system. The 2017A Revenue Bonds bear interest at rates ranging from 3% to 5%, payable semiannually on April 1 and October 1. There is no reserve requirement for the 2017A Revenue Bonds. The 2017A Revenue Bonds are payable solely from installment payments to be made to the Authority from the District, with annual principal payments starting October 1, 2017. The installment payments required from the District are scheduled to provide sufficient monies to retire the revenue bonds as they become due and payable. The balance outstanding on the 2017A Revenue Bonds at June 30, 2019, was $27,560,000. The annual debt service requirements for the 2017A Revenue Bonds outstanding at June 30, 2019 are as follows: Year Ending June 30, Principal Interest Total 2020 860,000$ 1,283,244$ 2,143,244$ 2021 895,000 1,243,669 2,138,669 2022 945,000 1,197,669 2,142,669 2023 990,000 1,149,294 2,139,294 2024 1,045,000 1,098,419 2,143,419 2025-2029 6,035,000 4,636,095 10,671,095 2030-2034 7,435,000 3,184,835 10,619,835 2035-2039 9,355,000 1,208,475 10,563,475 27,560,000$ 15,001,700$ 42,561,700$ 4. SUBSEQUENT EVENTS In preparing these financial statements, the Authority has evaluated events and transactions for potential recognition or disclosure through September 13, 2019, the date the financial statements were available to be issued. Page 19 of 19