poway unified school district - california tax data

CONTINUING DISCLOSURE ANNUAL REPORT FISCAL YEAR ENDING JUNE 30, 2017:

PUBLIC FINANCING AUTHORITY 2013 SPECIAL TAX REVENUE BONDS, SERIES B

BASE CUSIP: 73885Q

JANUARY 31, 2018

POWAY UNIFIED SCHOOL DISTRICT

PREPARED FOR: Poway Unified School District

Planning Department 13626 Twin Peaks Road

Poway, CA 92064 T 858.748.0010

PREPARED BY: Cooperative Strategies

8955 Research Drive Irvine, CA 92618

T 949.250.8300

Poway Unified School District Public Financing Authority

2013 Special Tax Revenue Bonds, Series B

Maturity Date (September 1) CUSIP*

2014 73885QBV0 2015 73885QBW8 2016 73885QBX6 2017 73885QBY4 2018 73885QBZ1 2019 73885QCA5 2020 73885QCB3 2021 73885QCC1 2022 73885QCD9 2023 73885QCE7 2024 73885QCF4 2025 73885QCG2 2026 73885QCH0 2027 73885QCJ6 2028 73885QCK3 2029 73885QCL1

2032 73885QCP2

2035 73885QCR8

2042 73885QCS6

* CUSIP is a registered trademark of the American Bankers Association.

List of Participants

Issuer

Poway Unified School District- Planning Department 13626 Twin Peaks Road

Poway, CA 92064 T 858.748.0010

www.powayusd.com

Bond Counsel

Best Best & Krieger LLP 655 West Broadway 15th Floor

San Diego, CA 92101

Disclosure Counsel

James F. Anderson Law Firm, A Professional Corporation 23282 Mill Creek Drive, Suite 240

Laguna Hills, CA 92653

Community Facilities District Administratorand Dissemination Agent

Cooperative Strategies, LLC 8955 Research Drive

Irvine, CA 92618 Phone: 949.250.8300

Fax: 949.250.8301 www.coopstrategies.com

Fiscal Agent

Zions Bank, a division of ZB, National Association

550 South Hope Street, Suite 2875 Los Angeles, CA 90071

Phone: 213.593.3152 Fax: 213.593.3160

www.zionsbank.com

Underwriter

Stifel, Nicolaus & Company, Inc. 515 South Figueroa Street, Suite 1800

Los Angeles, CA 90071 Phone: 213.443.5006

Fax: 213.443.5023

T.O.C. SECTION PAGE I. ISSUER’S STATEMENT ----------------------------------------------------------------------- 1 II. FINANCIAL INFORMATION --------------------------------------------------------------- 2 III. BOND INFORMATION ----------------------------------------------------------------------- 3

A. Principal Amount of Bonds Outstanding B. Fund and Account Balances C. Reserve Requirement D. Status of Projects E. Bond Authorization

IV. SPECIAL TAXES ---------------------------------------------------------------------------------- 5

A. Changes to the Rate and Method of Apportionment B. Prepayments C. Special Tax Budget D. Debt Service Coverage E. Special Tax Levy F. Major Taxpayers G. Special Tax Delinquencies H. Special Tax Foreclosures

V. ASSESSED VALUES AND LAND SECURED BONDED INDEBTEDNESS --- 8

A. Assessed Value Summary B. Overlapping Debt Report C. Assessed Value and Value-to-Lien Ratios

VI. REPORTS AND ADDITIONAL INFORMATION ------------------------------------- 9

A. Report to the California Debt and Investment Advisory Commission B. Listed Events C. Additional Information

EXHIBITS EXHIBIT A: CFD Bonds EXHIBIT B: Debt Service Schedules EXHIBIT C: Funds and Account Balances EXHIBIT D: Bond Authorizations EXHIBIT E: Rates and Methods of Apportionment EXHIBIT F: Special Tax Budgets EXHIBIT G: Annual Debt Service Coverage Summary Tables EXHIBIT H: Special Tax Levy Summary Tables EXHIBIT I: Historical Special Tax Delinquency Summary Tables EXHIBIT J: Assessed Value Summary Tables EXHIBIT K: Detailed Direct and Overlapping Debt Reports EXHIBIT L: Assessed Value-to-Lien Ratio Summary Tables EXHIBIT M: Reports to the California Debt and Investment Advisory Commission EXHIBIT N: Notice of Material Event

POWAY UNIFIED SCHOOL DISTRICT PAGE 1 CONTINUING DISCLOSURE REPORT FOR 2013 SPECIAL TAX REVENUE BONDS, SERIES B JANUARY 31, 2018

I. ISSUER’S STATEMENT This Annual Report ("Report") has been prepared pursuant to the Continuing Disclosure Agreement ("Disclosure Agreement") executed in connection with the issuance of the 2013 Special Tax Revenue Bonds, Series B ("Bonds"), by the Poway Unified School District ("School District") Public Financing Authority ("Authority"). The Authority has agreed under the Disclosure Agreement and pursuant to Rule 15c2-12 of the Securities and Exchange Commission to provide certain annual financial information, operating data, and notices of certain listed events via the Electronic Municipal Market Access ("EMMA") system, a service of the Municipal Securities Rulemaking Board. This Report has been prepared by Cooperative Strategies at the direction of the Authority, for the benefit of the owners of the Bonds and the Participating Underwriter. Any information contained herein which involves 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 information set forth herein has been furnished by the School District, or other sources which are believed to be reliable, but it is not guaranteed as to accuracy or completeness. The information and expressions of opinion herein are subject to change without notice and neither the delivery of this Report nor any sale made hereunder shall, under any circumstances, create any implication that there have been no change in the affairs of the School District or Authority since the date hereof. Capitalized terms used herein which are not otherwise defined shall have the meaning given them in the Disclosure Agreement. For a detailed listing of information provided in this Report, please contact Cooperative Strategies at [email protected]. Information requested, in accordance with the Disclosure Agreement, will be uploaded to the Electronic Municipal Market Access website. Please visit https://emma.msrb.org for any updates. Poway Unified School District

mailto:[email protected]

https://emma.msrb.org/

POWAY UNIFIED SCHOOL DISTRICT, PAGE 2 CONTINUING DISCLOSURE REPORT FOR 2013 SPECIAL TAX REVENUE BONDS, SERIES B JANUARY 31, 2018

II. FINANCIAL INFORMATION Audited financial statements of the Authority are not prepared; however, the School District's annual audited financial statements for Fiscal Year 2016/2017 are available online at http://emma.msrb.org/ and are hereby incorporated by reference. The School District's annual financial statements are provided solely to comply with the Securities Exchange Commission staff's interpretation of Rule 15c2-12. No funds or assets of the Authority or the School District are required to be used to pay debt service on the Bonds, and neither Authority nor the School District is obligated to advance available funds to cover any delinquencies. Investors should not rely on the financial condition of the Authority or the School District in evaluating whether to buy, hold, or sell the Bonds.

http://emma.msrb.org/


III. BOND INFORMATION 2013 Special Tax Revenue Bonds, Series B. The Bonds were issued in the amount of $17,795,000 on May 22, 2013. The Bonds were issued to (i) purchase three (3) separate CFD Bonds including the 2013 Special Tax Bonds for CFD No. 4, 2013 Special Tax Bonds for CFD No. 12, and 2013 Special Tax Bonds for CFD No. 13 (collectively "CFD Bonds"), (ii) fund a Reserve Fund or to acquire a reserve surety for the Bonds in the amount equal to the Reserve Requirement and (iii) pay the cost of issuance of the Bonds and CFD Bonds. The Bonds are limited obligations of the Authority and are payable solely from revenues received through the collection of interest and principal on the Special Tax Bonds. The Bonds are not a debt of the School District, the State of California, or any of its political subdivisions. The items below summarize information required by the Disclosure Agreement. A. Principal Amount of Bonds Outstanding

Exhibit B includes the debt service schedule for the Bonds and the CFD Bonds. The outstanding principal amount of the Bonds as of January 1, 2018 is $17,030,000. The outstanding principal amount of the CFD Bonds is shown in the table below.

CFD No. Principal Amount Outstanding CFD No. 4 $7,730,000.00 CFD No. 12 $4,080,000.00 CFD No. 13 $5,220,000.00 Total $17,030,000.00

B. Fund and Account Balances

For information regarding the balances of the Funds and Accounts established as

part of the sale of the Bonds and CFD Bonds please refer to Exhibit C.


C. Reserve Requirement As of January 1, 2018, the Reserve Requirement of the Bonds was $1,567,571.25; therefore, based on the balance in the Reserve Fund of $1,570,205.90, the Reserve Requirement was satisfied as of this date.

D. Status of Projects

2013 Special Tax Bonds, Series B. Construction proceeds generated from the issuance of the Bonds were used for construction of Elementary and Middle school seats at Design 39 Campus. The last expenditure from Bond proceeds occurred in February 2014.

E. Bond Authorization

For information regarding the original bond authorizations and remaining bond authorizations of each CFD please refer to Exhibit D.


IV. SPECIAL TAXES Each CFD has covenanted to annually levy the respective Special Tax in accordance with the applicable Rate and Method of Apportionment ("RMA") so long as the Special Tax Bonds are outstanding. The items below summarize information required by the Disclosure Agreement. A. Changes to the Rate and Method of Apportionment

There have been no changes to the RMAs since the date of the Official Statement. A copy of the RMA for each CFD has been included as Exhibit E.

B. Prepayments

A summary of the Assessor's Parcel Numbers that have prepaid their Special Tax Obligations in Fiscal Year 2016/2017 is presented in the table below.

Assessor's Parcel Number Fiscal Year Prepaid

Amount of Principal Redeemed

Principal Redemption Date

CFD No. 4 269-270-01-00 2016/2017 $35,000.00 September 1, 2017 CFD No. 12 312-300-18-00 2016/2017 $40,000.00 September 1, 2016 312-300-17-00 2016/2017 $35,000.00 September 1, 2016 312-300-02-00 2016/2017 $40,000.00 March 1, 2017 312-311-26-00 2016/2017 $40,000.00 March 1, 2017 312-311-30-00 2016/2017 $40,000.00 March 1, 2017 312-322-27-00 2016/2017 $40,000.00 March 1, 2017

C. Special Tax Budget

A summary of the Fiscal Year 2017/2018 Special Tax budget for each CFD is outlined in Exhibit F.


D. Debt Service Coverage

At the time the Bonds were sold, the Authority represented that the Debt Service of the Special Tax Bonds would yield 100.00% coverage of the annual debt service on the Bonds. Each CFD also represented that, the amount of Net Taxes that may be levied on the parcels for which a building permit has been issued, if levied in accordance with the RMA, would annually yield revenue in an amount not less than 1.10 times the annual debt service on the Special Tax Bonds. In Fiscal Year 2017/2018 the amount of debt service on the CFD Bonds yields 100.00% of the of the annual debt service on the Bonds. An Annual Debt Service Coverage Summary Tables for the Bonds and the CFD Bonds have been included as Exhibit G.

E. Special Tax Levy

A summary of the Fiscal Year 2016/2017 Special Tax levy and collections/delinquencies as well as the 2017/2018 Special Tax levy is listed in Exhibit H.

F. Major Taxpayers

"Major Taxpayers" are those property owners responsible for more than five percent (5.00%) of the Special Tax levy of any CFD. There are no property owners responsible for more than five percent (5.00%) of the Special Taxes levied in Fiscal Year 2017/2018 for CFD Nos. 4 and 13. Below are the Major Taxpayers for CFD No. 12.

Major Taxpayers for CFD No. 12

Major Taxpayer Special Tax Levy Assessed Value [1]

Amount Percentage Amount Percentage CALATLANTIC GROUP INC $115,268.00 9.43% $36,729,509.00 7.26% INDIVIDUAL TAXPAYERS $1,107,549.34 90.57% $465,437,481.00 92.74% Total $1,222,817.34 100.00% $501,877,610.00 100.00% [1] Total Assessed Values as reported on the Fiscal Year 2017/2018 equalized tax roll of the County of San Diego.


G. Special Tax Delinquencies

The Special Tax delinquencies for Fiscal Year 2016/2017 and prior Fiscal Years within each CFD are shown in Exhibit I. There is no delinquent taxpayer obligated for greater than five percent (5.00%) of the annual Special Tax levy in any of the CFDs, as of August 15, 2017.

H. Special Tax Foreclosures

Each CFD has covenanted that it will commence judicial foreclosure proceedings against a parcel with delinquent Special Taxes in the event (i) any single parcel has aggregate delinquent Special Taxes in excess of $5,000 or (ii) a property owner of multiple parcels has delinquent Special Taxes in excess of $10,000 by the August 30th following the close of each Fiscal Year in which such Special Taxes were due and will commence judicial foreclosure proceedings against all parcels with delinquent Special Taxes by the August 30th following the close of each Fiscal Year in which it receives Special Taxes in an amount which is less than 95% of the total Special Taxes levied. After reviewing the level of delinquencies within CFD Nos. 4, 12, and 13 as of June 1, 2017 it was determined that CFD Nos. 4, 12 and 13 were not required to initiate foreclosure proceedings for Fiscal Year 2016/2017. The table below contains a detailed listing of the Assessor’s Parcel Numbers and their respective foreclosure status for prior fiscal years as of the date of this Report.

CFD No. 12 Special Tax Foreclosures APN Fiscal Year Amount [1] Status 267-311-06-00 2014/2015 $3,026.80 Unresolved 267-311-06-00 2016/2017 $3,087.34 Unresolved 303-190-13-00 2014/2015 $2,627.70 Unresolved 303-190-13-00 2015/2016 $2,680.24 Unresolved [1] Amount does not include interest, penalties and attorney fees.


V. ASSESSED VALUES AND LAND SECURED BONDED INDEBTEDNESS The assessed values and direct and overlapping land secured bonded indebtedness on individual parcels vary among parcels within each CFD. The value of and debt burden on individual parcels is significant because in the event of a delinquency in the payment of Special Taxes each CFD may foreclose only against delinquent parcels. The items below summarize information required by the Disclosure Agreement. A. Assessed Value Summary

A summary of the assessed value of the property within each CFD, distinguishing between the assessed value of improved parcels and unimproved parcels, is included in Exhibit J.

B. Overlapping Debt Report

Certain overlapping local agencies provide public services and assess property taxes, assessments, special taxes and other charges on the property within the CFDs. Many of these local agencies have outstanding debt. The direct and overlapping debt affecting the property in the CFDs as of the date of this Report is outlined in Exhibit K. Exhibit K was prepared by National Tax Data, Inc., and has not been reviewed for completeness or accuracy by the School District or Cooperative Strategies. Additional indebtedness could be authorized by the School District or other public agencies at any time.

C. Assessed Values and Value-to-Lien Ratios

A summary of the assessed values and value-to-lien ratios for all parcels within each CFD are shown in Exhibit L.


VI. REPORTS AND ADDITIONAL INFORMATION In addition to the operational data included herein, the Disclosure Agreement require the Authority to incorporate within this Report various other reports and information, summarized below, regarding the Bonds. A. Report to the California Debt and Investment Advisory Commission

A copy of the reports prepared and filed with the California Debt and Investment Advisory Commission pursuant to Section 53359.5(b) of the Act for Fiscal Year 2016/2017 is included as Exhibit M.

B. Listed Events

Pursuant to the Disclosure Agreement, the Authority shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material:

(i) Principal and interest payment delinquencies; (ii) Non-payment related defaults, if material; (iii) Unscheduled draws on debt service reserves reflecting financial

difficulties; (iv) Unscheduled draws on credit enhancements reflecting financial

difficulties; (v) Substitution of credit or liquidity providers, or their failure to

perform; (vi) Adverse tax opinions, the issuance by the Internal Revenue Service

of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security or other material events affecting the tax status of the security;

(vii) Modifications to rights of security holders, if material; (viii) Bond calls, if material, and tender offers; (ix) Defeasances; (x) Release, substitution, or sale of property securing repayment of the

securities, if material; (xi) Rating changes;


(xii) Bankruptcy, insolvency, receivership or similar event of the obligated person;

(xiii) The consummation of a merger, consolidation or acquisition involving an obligated person or sale of all the assets of the obligated person or 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 definitive agreement to undertake such actions, other than pursuant to its terms, if material; and

(xiv) Appointment of a successor or additional trustee or the change of name of a trustee, if material.

On March 31, 2017, Standard & Poor’s Ratings Services (“S&P) upgraded the School District’s long term and underlying Special Tax Revenue Bond debt rating from a “BBB-“to “BBB”. A copy of this notice of material event is included in Exhibit N.

C. Additional Information

In addition to any of the information expressly required to be provided by the Disclosure Agreement, the Authority shall provide such further information, if any, as may be necessary to make the specifically required statements, in light of the circumstances under which they are made, not misleading. After careful review it has been determined that there is no such information for Fiscal Year 2016/2017.

S:\Clients\Poway Unified SD\SADM\CFDs\Authority 2013 Series B\FY1617\Reports\Continuing Disclosure\ContDisc.2013BAuthority_1617_Fn.PDF

EXHIBIT A

CFD Bonds



Community Facilities District Bond

Original Principal Amount

Poway Unified School District Community Facilities District No. 4

2013 Special Tax Bonds $7,990,000.00





A-1

EXHIBIT B

Debt Service Schedule


2013 Special Tax Revenue Bonds, Series B*

Maturity Date (September 1)

Principal Amount/ Sinking Fund Payment Interest Total Debt Service

2018 $150,000.00 $788,412.50 $938,412.50 2019 $185,000.00 $785,037.50 $970,037.50 2020 $195,000.00 $779,487.50 $974,487.50 2021 $225,000.00 $773,637.50 $998,637.50 2022 $260,000.00 $764,637.50 $1,024,637.50 2023 $300,000.00 $756,837.50 $1,056,837.50 2024 $350,000.00 $747,462.50 $1,097,462.50 2025 $395,000.00 $736,087.50 $1,131,087.50 2026 $450,000.00 $722,756.26 $1,172,756.26 2027 $495,000.00 $707,006.26 $1,202,006.26 2028 $535,000.00 $689,062.50 $1,224,062.50 2029 $550,000.00 $669,000.00 $1,219,000.00 2030 $575,000.00 $647,000.00 $1,222,000.00 2031 $635,000.00 $618,250.00 $1,253,250.00 2032 $680,000.00 $586,500.00 $1,266,500.00 2033 $720,000.00 $552,500.00 $1,272,500.00 2034 $770,000.00 $516,500.00 $1,286,500.00 2035 $820,000.00 $478,000.00 $1,298,000.00 2036 $875,000.00 $437,000.00 $1,312,000.00 2037 $935,000.00 $393,250.00 $1,328,250.00 2038 $990,000.00 $346,500.00 $1,336,500.00 2039 $1,055,000.00 $297,000.00 $1,352,000.00 2040 $1,120,000.00 $244,250.00 $1,364,250.00 2041 $1,825,000.00 $188,250.00 $2,013,250.00 2042 $1,940,000.00 $97,000.00 $2,037,000.00

*Updated to reflect bond calls due to prepayments.

B-1





2018 $80,000.00 $352,318.76 $432,318.76 2019 $90,000.00 $350,518.76 $440,518.76 2020 $100,000.00 $347,818.76 $447,818.76 2021 $115,000.00 $344,818.76 $459,818.76 2022 $130,000.00 $340,218.76 $470,218.76 2023 $155,000.00 $336,318.76 $491,318.76 2024 $190,000.00 $331,475.00 $521,475.00 2025 $220,000.00 $325,300.00 $545,300.00 2026 $255,000.00 $317,875.00 $572,875.00 2027 $290,000.00 $308,950.00 $598,950.00 2028 $305,000.00 $298,437.50 $603,437.50 2029 $300,000.00 $287,000.00 $587,000.00 2030 $300,000.00 $275,000.00 $575,000.00 2031 $335,000.00 $260,000.00 $595,000.00 2032 $350,000.00 $243,250.00 $593,250.00 2033 $365,000.00 $225,750.00 $590,750.00 2034 $380,000.00 $207,500.00 $587,500.00 2035 $400,000.00 $188,500.00 $588,500.00 2036 $415,000.00 $168,500.00 $583,500.00 2037 $435,000.00 $147,750.00 $582,750.00 2038 $455,000.00 $126,000.00 $581,000.00 2039 $480,000.00 $103,250.00 $583,250.00 2040 $500,000.00 $79,250.00 $579,250.00 2041 $520,000.00 $54,250.00 $574,250.00 2042 $565,000.00 $28,250.00 $593,250.00


B-2





2018 $15,000.00 $195,118.76 $210,118.76 2019 $30,000.00 $194,781.26 $224,781.26 2020 $25,000.00 $193,881.26 $218,881.26 2021 $30,000.00 $193,131.26 $223,131.26 2022 $40,000.00 $191,931.26 $231,931.26 2023 $45,000.00 $190,731.26 $235,731.26 2024 $50,000.00 $189,325.00 $239,325.00 2025 $55,000.00 $187,700.00 $242,700.00 2026 $65,000.00 $185,843.76 $250,843.76 2027 $65,000.00 $183,568.76 $248,568.76 2028 $75,000.00 $181,212.50 $256,212.50 2029 $85,000.00 $178,400.00 $263,400.00 2030 $95,000.00 $175,000.00 $270,000.00 2031 $105,000.00 $170,250.00 $275,250.00 2032 $115,000.00 $165,000.00 $280,000.00 2033 $125,000.00 $159,250.00 $284,250.00 2034 $140,000.00 $153,000.00 $293,000.00 2035 $150,000.00 $146,000.00 $296,000.00 2036 $165,000.00 $138,500.00 $303,500.00 2037 $180,000.00 $130,250.00 $310,250.00 2038 $195,000.00 $121,250.00 $316,250.00 2039 $205,000.00 $111,500.00 $316,500.00 2040 $225,000.00 $101,250.00 $326,250.00 2041 $880,000.00 $90,000.00 $970,000.00 2042 $920,000.00 $46,000.00 $966,000.00


B-3





2017 $50,000.00 $241,975.00 $291,975.00 2018 $55,000.00 $240,975.00 $295,975.00 2019 $65,000.00 $239,737.50 $304,737.50 2020 $70,000.00 $237,787.50 $307,787.50 2021 $80,000.00 $235,687.50 $315,687.50 2022 $90,000.00 $232,487.50 $322,487.50 2023 $100,000.00 $229,787.50 $329,787.50 2024 $110,000.00 $226,662.50 $336,662.50 2025 $120,000.00 $223,087.50 $343,087.50 2026 $130,000.00 $219,037.50 $349,037.50 2027 $140,000.00 $214,487.50 $354,487.50 2028 $155,000.00 $209,412.50 $364,412.50 2029 $165,000.00 $203,600.00 $368,600.00 2030 $180,000.00 $197,000.00 $377,000.00 2031 $195,000.00 $188,000.00 $383,000.00 2032 $215,000.00 $178,250.00 $393,250.00 2033 $230,000.00 $167,500.00 $397,500.00 2034 $250,000.00 $156,000.00 $406,000.00 2035 $270,000.00 $143,500.00 $413,500.00 2036 $295,000.00 $130,000.00 $425,000.00 2037 $320,000.00 $115,250.00 $435,250.00 2038 $340,000.00 $99,250.00 $439,250.00 2039 $370,000.00 $82,250.00 $452,250.00 2040 $395,000.00 $63,750.00 $458,750.00 2041 $425,000.00 $44,000.00 $469,000.00 2042 $455,000.00 $22,750.00 $477,750.00

B-4

EXHIBIT C

Funds and Account Balances

Poway Unified School District 2013 Special Tax Revenue Bonds, Series B

Funds and Account Balances As of January 1, 2018

Funds and Accounts [1] Amount 2013 Special Tax Revenue Bonds, Series B Interest Account $0.02 Principal Account $0.00 Redemption Fund $0.00 Reserve Fund $1,570,205.90 Revenue Fund $233.80 Community Facilities District No. 4 2007 Administrative Expense Fund $347,704.58 2007 Bond Interest $0.00 2007 Bond Principal $0.00 2007 Special Tax Fund $329,478.15 Redemption Fund $1,864.22 Community Facilities District No. 12 2007 Administrative Expense Fund $142,923.11 2007 Bond Interest $0.00 2007 Bond Principal $0.00 2007 Special Tax Fund $185,180.75 Redemption Fund $39,473.94 Community Facilities District No. 13 Administrative Expense Fund $40,025.25 Interest Account $0.00 Principal Account $0.00 Redemption Fund $100.11 Special Tax Fund $625,234.82 [1] The balances of all other Funds and Accounts referenced in the Indenture of Trust or respective Bond Indenture are $0.00 and/or have been closed.

C-1

EXHIBIT D

Bond Authorizations

Poway Unified School District 2013 Special Tax Revenue Bonds, Series 2013 B

Bond Authorizations and Uses

CFD No. 4 Bond Issuance Issuance Date Use of Proceeds Amount

Original Bond Authorization $32,000,000.00

2007 Special Tax Bonds June 20, 2007

Construction of Elementary School seats at Willow Grove Elementary

School

$11,989,000.00 Construction of Middle School seats

at Black Mountain Ranch Middle School

Construction of High School seats at Del Norte High School


May 22, 2013 Construction of Elementary and Middle school seats at Design 39

Campus $7,990,000.00

Special Tax Revenue Bonds, Series 2016

August 18, 2016 Fully refunded the 2007 Special Tax

Bonds $0.00

Remaining Bond Authorization $12,021,000.00

CFD No. 12

Bond Issuance Issuance Date Use of Proceeds Amount


2007 Special Tax Bonds June 20, 2007 Construction of High School seats at

Del Norte High School $7,689,087.48



Campus $4,430,000.00

Special Tax Revenue Bonds, Series 2016

August 18, 2016 Fully refunded the 2007 Special Tax

Bonds $0.00


CFD No. 13

Bond Issuance Issuance Date Use of Proceeds Amount




Campus $5,375,000.00


D-1

EXHIBIT E

Rates and Methods of Apportionment

of 23

FIRST AMENDED RATE AND METHOD OF APPORTIONMENT FOR COMMUNITY FACILITIES DISTRICT NO. 4

OF THE POWAY UNIFIED SCHOOL DISTRICT

The following sets forth the First Amended Rate and Method of Apportionment for the levy and collection of Special Taxes of Poway Unified School District ("District") Community Facilities District No. 4 ("CFD No. 4"). Special Taxes as herein provided will be levied on and collected in CFD No. 4 each Fiscal Year, in an amount determined through the application of the First Amended Rate and Method of Apportionment described below. All the real property in CFD No. 4, unless exempted by law or by the provisions hereof, will be taxed for the purposes, to the extent, and in the manner herein provided. A. DEFINITIONS

"Acreage" means the land area of an Assessor's Parcel as shown on an Assessor's Parcel Map, or if the land area is not shown on an Assessor's Parcel Map, the land area shown on the applicable final map, parcel map, condominium plan, or other map recorded at the County. "Act" means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Division 2 of Title 5 of the California Government Code. "Actual EDU Deficit" means, for each Final Map Area, the difference between (i) the Actual Final Map Area Quotient and (ii) the Average EDU times the number of Planned Units, provided such result is negative.

"Actual EDU Surplus" means, for each Final Map Area, the difference between (i) the Actual Final Map Area Quotient and (ii) the Average EDU times the number of Planned Units, provided such result is positive. "Actual Final Map Area Quotient" means the sum of the Projected Development Block Quotients within a Final Map Area. "Administrative Expenses" means any ordinary and necessary expense incurred by the School District on behalf of CFD No. 4 related to the determination of the amount of the levy of Special Taxes, the collection of Special Taxes including the expenses of collecting delinquencies, the administration of CFD No. 4 including the Bonds, the payment of salaries and benefits of any School District employee whose duties are directly related to the administration of CFD No. 4, and costs otherwise incurred in order to carry out the authorized purposes of CFD No. 4. "Affordable Unit" means any Unit subject to deed restrictions, resale restrictions, and/or regulatory agreements recorded in favor of the City or County providing for affordable housing.

"Annual Special Tax" means the Special Tax levied in any Fiscal Year on any Assessor's Parcel pursuant to Section K below.

E-1

of 23

"Annual Special Tax Requirement" means the amount required in any Fiscal Year to pay: (i) the debt service on all outstanding Bonds and other periodic costs on all outstanding Bonds or other obligations of CFD No. 4, (ii) Administrative Expenses of CFD No. 4, (iii) the costs associated with the release of funds from an escrow account, (iv) any amount required to establish or replenish any reserve funds established in association with the Bonds or other obligations of CFD No. 4, (v) lease payments for existing or future Facilities, and (vi) the accumulation of funds reasonably required for future debt service or for the construction, expansion, or rehabilitation of existing or future Facilities, less (vi) any amounts available to pay for debt service and Administrative Expenses pursuant to any bond indenture, fiscal agent, or trust agreement.

"Assessor's Parcel" means a lot or parcel of land designated on an Assessor's Parcel Map with an assigned Assessor's Parcel Number within the boundaries of CFD No. 4.

"Assessor's Parcel Map" means an official map of the Assessor of the County designating parcels by Assessor's Parcel Number.

"Assessor's Parcel Number" means that number assigned to an Assessor’s Parcel by the County for purposes of identification.

"Assigned Annual Special Tax" means the Special Tax of that name described in Section I below. "Assigned Unit" means any of up to 119 Units assigned to this Special Tax Class in writing to the Assistant Superintendent at the Developer’s election at the time the applicable Building Permit is issued, provided that each such Unit is an Affordable Unit and/or a Companion Unit. Under no circumstances may the Developer assign more than 119 Units to this Special Tax Class. "Assistant Superintendent" means the Assistant Superintendent, Business Support Services of the School District, or his designee. "Average EDU" means 1.057.

"Board" means the Governing Board of Poway Unified School District or its designee as the legislative body of CFD No. 4.

"Bonds" means any obligation to repay a sum of money, including obligations in the form of bonds; notes; loans from government agencies, banks, other financial institutions, private businesses, or individuals; long-term contracts; or any other obligations, including any refunding thereof, which may be incurred by CFD No. 4 or the School District and to which Special Taxes are pledged. "Building Permit" means a permit for the construction of one or more Units. For purposes of this definition, "Building Permit" will not include permits for construction or installation of commercial/industrial structures, parking structures, retaining walls, utility improvements, or other such improvements not intended for human habitation.

E-2

of 23

"Building Square Feet" or "BSF" means the square footage of assessable internal living space of a Unit, exclusive of garages or other structures not used as living space, as determined by reference to the Building Permit for such Unit.

"Calendar Year" means the period commencing January 1 of any year and ending the following December 31.

"Certificate of Improved Status" means a written certificate provided to the Assistant Superintendent by the Developer attesting to the completion and acceptance of all necessary infrastructure with respect to an Assessor’s Parcel on which a Custom Unit is expected to be constructed.

"CFD No. 4" means Community Facilities District No. 4 established by the School District under the Act.

"City" means the City of San Diego.

"Companion Unit" means a Unit that is not a Senior Unit and which is (i) the second Unit for which a Building Permit is issued on an Assessor’s Parcel if the Building Permits for the first two (2) Units are issued sequentially, or (ii) the smaller Unit, measured in terms of Building Square Feet, if the Building Permits are issued simultaneously for the first two (2) Units on an Assessor’s Parcel. Additional Units after the second Unit on an Assessor’s Parcel will not be classified as a Companion Unit, nor will any Unit on an Assessor’s Parcel be classified as a Companion Unit if Building Permits are initially issued for more than two (2) Units on such Assessor’s Parcel. In either such case described in the immediately preceding sentence, the Units that may not be classified as Companion Units will be classified as Production Units, provided that such Units are not classifiable as Affordable Units, Custom Units, or Senior Units.

"County" means the County of San Diego. "Custom Unit" means a Unit identified in writing by the Developer to the Assistant Superintendent at the time a Final Map is recorded as a Unit which is owned or expected to be owned by a party not in the regular course of business of constructing Units or developing property.

"Developed Property" means all Assessor’s Parcels for which a Building Permit was issued on or before January 1 of the prior Fiscal Year. "Developer" means Santaluz, LLC. "Developer’s Account" means the account of that name established and maintained by the Assistant Superintendent which will be credited and debited as described in Section D below. "Development Block" means any geographical region within a Final Map Area identified by the Developer no later than the time of the recordation of the first Final Map within a Final Map Area as sold or intended to be sold to a single purchaser. "Development Block Special Tax" means the Special Tax of that name as described and calculated in Section G.

E-3

of 23

"Equivalent Dwelling Unit" or "EDU" means that number assigned to each Special Tax Class in accordance with Table 1. "Excess Affordable Unit" means any Affordable Unit which is not an Assigned Unit. "Excess Companion Unit" means any Companion Unit which is not an Assigned Unit.

"Exempt Property" means all Assessor’s Parcels designated as being exempt from Special Taxes in Section O. "Facilities" means those school facilities (including land, equipment, furniture and technology) and other facilities which the School District is authorized by law to construct, own or operate.

"Final Map" means (i) that portion of a final tract map, parcel map, lot line adjustment, or functionally equivalent map or instrument that creates individual lots for which Building Permits could be issued or (ii) a condominium plan recorded pursuant to California Civil Code Section l352 that creates individual lots for which Building Permits could be issued. The term "Final Map" will not include any parcel map or subdivision map or a portion thereof that does not create individual lots for which a Building Permit may be issued. The term "Final Map" will not include an interim final map or parcel map approved pursuant to provisions of law authorizing or permitting subdivision of land subject to restrictions requiring further subdivision before Building Permits may be issued. "Final Map Area" means any of the geographical regions within CFD No. 4 which are shown as Final Map Areas in Exhibit A. "Final Map Area Special Tax" means the Special Tax of that name as described and calculated in Section F. "Fiscal Year" means the period commencing on July 1 of any year and ending the following June 30. "Golf Course Property" means any Assessor’s Parcel utilized or expected to be utilized, as determined by the Assistant Superintendent, for golf course purposes, including fairways, greens, driving ranges, tennis facilities, club houses, locker rooms, maintenance facilities, garages, pro shops, restaurants, or banquet facilities. "Gross Floor Area" or "GFA" means the covered and enclosed space determined to be within the perimeter of a commercial/industrial structure, not including any storage areas incidental to the principal use of the development, garage, parking structure, enclosed walkway, or utility or disposal area, as determined by reference to the building permit application for such Assessor’s Parcel. "Gross Prepayment Amount" means any of the amounts of that name shown in Table 5 below. "Improved Property" means all Assessor’s Parcels for which a Final Map has been recorded and on which one or more Custom Units will be built and for which the

E-4

of 23

Developer has completed a Certificate of Improved Status, attesting to the completion and acceptance of all necessary infrastructure. "Index" means the Marshall & Swift Western Region Class D Wood Frame Index, or if the Marshall & Swift Western Region Class D Wood Frame Index ceases to be published, a reasonably comparable index determined by the Board to estimate changes in school construction costs, or in the absence of such an index, the Engineering News Record, Construction Cost Index (Los Angeles Area) published by McGraw-Hill, Inc.

"Inflator" means the greater of (i) two percent (2.00%) or (ii) the percentage generated from the following equation:

(4.00% H 14.13%) + (ÎIndex x 85.87%) For purposes of this calculation, the change in the Index will be measured between the Index published in December of the prior Calendar Year and the Index published in December of the Calendar Year immediately preceding the prior Calendar Year. "Lot" means an individual legal lot created by a Final Map for which a Building Permit has been or could be issued, provided that land for which one or more Building Permits have been or could be issued for the construction of one or more model Units shall not be construed as a Lot until such land has been subdivided by a Final Map.

"Maximum Annual Special Tax" means the maximum Special Tax that can be levied by CFD No. 4 in any Fiscal Year on any Assessor’s Parcel as defined in Section E.

"Minimum Gross Prepayment Amount" or "MGPA" means $15,100.46 per EDU in Calendar Year 2000. In each Calendar Year thereafter, the MGPA will be increased by the Inflator. "Net Prepayment Amount" means any of the amounts of that name shown in Table 5 below.

"One-Time Special Tax" means the single payment Special Tax which will be paid with respect to an Assessor's Parcel prior to a Building Permit being issued by the City or County for such Assessor's Parcel as shown in Table 3 below.

"Planned Unit" means any of the Units listed on the development plan from which the Assistant Superintendent calculated the Projected Development Block Quotient for a Development Block.

"Prepayment Amount" means the amount required to prepay the Annual Special Tax obligation in full for an Assessor’s Parcel, as described in Section L.

"Production Unit" means a Unit which is not an Affordable Unit, a Companion Unit, a Custom Unit, or a Senior Unit.

"Projected Development Block Quotient" means the sum of the EDUs of the Planned Units within a Development Block.

E-5

of 23

"Projected EDU Deficit" means any of those amounts of that name listed in Table 2 below.

"Projected EDU Surplus" means any of those amounts of that name listed in Table 2 below. "Projected Final Map Area Quotient" means any of those amounts of that name listed in Table 2 below.

"Proportionately" means that the ratio of the actual Annual Special Tax levy to the applicable Special Tax is equal for all applicable Assessor’s Parcels.

"Running EDU Total" means, for each Development Block, that number calculated and updated by the Assistant Superintendent pursuant to Section G. "Running EDU Total Account" means the account of that name established and maintained by the Assistant Superintendent which will be credited and debited as described in Section G below. "Senior Unit" means a Unit designated as senior citizen housing, residential care facilities for the elderly, or multi-level care facilities for the elderly as referred to in California Government Code Section 65995.1. For purposes hereof, it will be sufficient to designate units as Senior Citizen Housing if Senior Citizen Restrictions have been effected.

"Senior Citizen Restriction" means (i) a restriction limiting the use of Units to senior citizen housing under the Subarea Plan, a final map or other governmental entitlements, or a declaration of covenants, conditions and restrictions or any similar recorded instrument or (ii) licensing from appropriate agencies received for residential care facilities for the elderly or multi-level care facilities as those terms are defined in Health and Safety Code Section 1569.2 and Government Code Section 15432(d)(9), respectively. "Special Tax" means any of the special taxes authorized to be levied by CFD No. 4 pursuant to the Act.

"Special Tax Class" means any of the special tax classes listed in Table 1 below.

"Taxable Property" means all Assessor's Parcels within the boundaries of CFD No. 4 which are not exempt from the Special Tax pursuant to law or Section O below.

"Undeveloped Property" means all Taxable Property which is not Developed Property, Improved Property, or Golf Course Property. "Unit" means each separate residential dwelling unit which comprises an independent facility capable of conveyance separate from adjacent residential dwelling units.

E-6

of 23

B. CLASSIFICATION OF PROPERTY

1. Classification of Assessor’s Parcels by Land Use

Each Fiscal Year, each Assessor's Parcel will be classified as Exempt Property (as described in Section O) or Taxable Property. All Taxable Property will be further classified as Developed Property (i.e., Assessor’s Parcels for which a Building Permit was issued on or before January 1 of the prior Fiscal Year); Improved Property (see definition of Improved Property in Section A); Golf Course Property (see definition of Golf Course Property in Section A; or Undeveloped Property (i.e., all other Assessor’s Parcels of Taxable Property).

2. Classification of Units by Special Tax Class

Each Unit will be assigned to a Special Tax Class in accordance with Table 1 below. The EDUs for each Unit is also provided in Table 1 below.

Table 1

Special Tax Classes

3. Classification of Assessor’s Parcels by Final Map Area

Each Assessor’s Parcel will be assigned to a Final Map Area in accordance with Exhibit A.

Special Tax Class

Description EDU

1 Production Unit (< 1,500 BSF) 0.25 2 Production Unit (1,500 – 2,249 BSF) 0.50 3 Production Unit (2,250 – 2,749 BSF) 0.75 4 Production Unit (2,750 – 3,149 BSF) 0.75 5 Production Unit (3,150 – 3,749 BSF) 0.75 6 Production Unit (3,750 – 4,049 BSF) 0.75 7 Production Unit (4,050 – 4,499 BSF) 0.85 8 Production Unit (4,500 – 4,999 BSF) 1.10 9 Production Unit (5,000 – 5,499 BSF) 1.40 10 Production Unit (5,500 – 5,999 BSF) 1.50 11 Production Unit (6,000 – 6,499 BSF) 1.60 12 Production Unit (6,500 + BSF) 1.80 13 Custom Unit 2.20 14 Assigned Unit 0.00 15 Excess Companion Unit 0.25 16 Excess Affordable Unit 0.00 17 Senior Unit 0.00

E-7

of 23

The Projected Final Map Area Quotient for each Final Map Area, as shown in Table 2 below, reflects the sum of the EDUs projected to be constructed within such Final Map Area. The Projected EDU Surplus or Projected EDU Deficit, as applicable, for each Final Map Area, as shown in Table 2 below, reflects the extent to which such Final Map Area is expected to subsidize or be subsidized by other Final Map Areas. A Projected EDU Surplus indicates that the Final Map Area is expected to generate more Special Taxes than needed to mitigate its school facilities impact. Conversely, a Projected EDU Deficit indicates that the Final Map Area is expected to generate insufficient Special Taxes to mitigate its school facilities impact. Therefore, a Projected EDU Surplus indicates that the Final Map Area is subsidizing other Final Map Areas while a Projected EDU Deficit indicates that the Final Map Area is being subsidized by other Final Map Areas. For the entire CFD No. 4, the sum of all the Projected EDU Surpluses and Projected EDU Deficits is approximately zero (0). Therefore, as a whole, CFD No. 4 is expected to produce exactly the amount of Special Taxes needed to mitigate its school facilities impact.

Table 2

Projected Final Map Area Quotients

and Projected EDU Surpluses/(Deficits) Final

Map Area Projected Final

Map Area Quotient Projected EDU

Surplus/(Deficit) 1 1 162.30 (56.42) 2 104.85 (16.66) 3 104.25 3.87 4 134.10 24.21 5 41.70 5.77 6 63.80 33.16 7 61.60 32.01 8 55.00 28.58 9 30.80 16.01 10 0.00 0.00 11 48.00 (19.62) 12 47.25 (19.32) 13 55.65 (19.37) 14 56.45 (12.23)

1. These amounts do not sum exactly to zero (0) because of rounding. 4. Classification of Assessor’s Parcels by Development Block

At the recordation of the first Final Map in a Final Map Area, each Assessor’s Parcel within such Final Map Area will be assigned to a Development Block (i.e., a geographical region within a Final Map Area that has been sold or is intended to be sold by the Developer to a single purchaser). In most cases, there will be several Development Blocks within a Final Map Area. In all cases, the Development Blocks within a Final Map Area, taken together, will make up the entire Final Map Area.

E-8

of 23

C. DEVELOPMENT PLAN CALCULATIONS

At or before the recordation of the first Final Map in a Final Map Area, the Developer must provide the Assistant Superintendent with a development plan for each Development Block within such Final Map Area. The development plan must be in a form satisfactory to the Assistant Superintendent and must identify the expected EDUs of each Planned Unit (i.e., each Unit expected to be constructed) in such Development Block. Based upon this information (or, if the Developer fails to provide the required information in a form satisfactory to the Assistant Superintendent, then at his own reasonable discretion), the Assistant Superintendent will calculate for each such Development Block (i) a Projected Development Block Quotient (i.e., the sum of the EDUs of the Planned Units within a Development Block), (ii) an Actual EDU Surplus or Actual EDU Deficit, as applicable (see definitions of Actual EDU Surplus and Actual EDU Deficit in Section A), and (iii) an Actual Final Map Area Quotient (i.e., the sum of the Projected Development Block Quotients).

For each Development Block, the Projected Development Block Quotient will be used in calculating the Development Block Special Taxes, if any, that will be due, as described in Section G. Prior to the issuance of all Bonds, the Actual EDU Surplus or Actual EDU Deficit, as applicable, will be used in calculating the Final Map Area Special Taxes, if any, that will be due for such Final Map Area, as described in Section F. After the issuance of all Bonds, the Actual Final Map Area Quotient will be used in calculating the Final Map Area Special Taxes, if any, that will be due for such Final Map Area, as described in Section F. In addition, prior to the issuance of all Bonds, the Actual EDU Surplus or Actual EDU Deficit, as applicable, will be used in determining the amount, if any, which the Developer’s Account must be credited, as described in Section D.

D. DEVELOPER'S ACCOUNT Prior to the recordation of the first Final Map in CFD No. 4, a Developer’s Account will be established, and thereafter will be maintained by the Assistant Superintendent. The Developer’s Account will be credited and debited as described below. 1. Credits to Developer’s Account a. Prior to Issuance of All Bonds

Prior to the issuance of all Bonds, as determined by the Assistant Superintendent, CFD No. 4 will credit the Developer’s Account at the recordation of the first Final Map within a Final Map Area when an Actual EDU Surplus or Actual EDU Deficit is greater (i.e., more positive) than a Projected EDU Surplus or Projected EDU Deficit. The amount of the credit will be equal to the dollar equivalent of such excess (i.e., unexpectedly positive) EDUs and will be calculated as described below:

Step One: Subtract the Projected EDU Surplus or Projected

EDU Deficit, as applicable, from the Actual EDU Surplus or Actual EDU Deficit, as applicable.

E-9

of 23

Step Two: Multiply the result of the Step One by the Minimum Gross Prepayment Amount in effect at the current Calendar Year. The result is the credit to the Developer’s Account.

For convenience, an example of a Developer’s Account credit calculation is provided below:

Actual EDU Surplus 4.0 Projected EDU Surplus 2.5 Minimum GPA $15,100.46 Credit = (4.0– 2.5) H $15,100.46 = $22,650.69

b. After Issuance of All Bonds After the issuance of all Bonds, as determined by the Assistant Superintendent, the Developer’s Account will not be credited.

2. Debits to the Developer’s Account

a. Debits for Final Map Area Special Taxes

Prior to the issuance of all Bonds, as determined by the Assistant Superintendent, a Final Map Area Special Tax will be due for a Final Map Area when an Actual EDU Surplus or Actual EDU Deficit is less than (i.e., more negative) than a Projected EDU Surplus or Projected EDU Deficit. Similarly, after the issuance of all Bonds, as determined by the Assistant Superintendent, a Final Map Area Special Tax will be due for a Final Map Area when an Actual Final Map Area Quotient is less than a Projected Final Map Area Quotient. Whenever a Final Map Area Special Tax is due, the Developer may debit the Developer’s Account to pay for some or all of such Final Map Area Special Tax, provided that the Developer’s Account contains sufficient credits to cover such debits. If the balance of the Developer’s Account is insufficient to cover such debits at such time, the unsatisfied portion of such Final Map Area Special Tax must be paid in cash.

b. Debits After Final Map Recordations

If credits remain in the Developer’s Account after at least one Final Map has been recorded in every Final Map Area, the entire balance of the Developer’s Account will be debited, the Developer’s Account will be closed, and such balance will be reimbursed to the Developer in cash from the next available Bond proceeds after all other obligations have been satisfied.

E-10

of 23

c. Debits After Issuance of All Bonds

If credits remain in the Developer’s Account after the issuance of all Bonds, as determined by the Assistant Superintendent, the entire balance of the Developer’s Account will be debited, the Developer’s Account will be closed, and such balance will be reimbursed to the Developer in cash from the next available Bond proceeds after all other obligations have been satisfied.

E. MAXIMUM ANNUAL SPECIAL TAX

1. Developed Property

The Maximum Annual Special Tax for each Assessor’s Parcel of Developed Property in each Fiscal Year will be the sum of (i) the Assigned Annual Special Tax and (ii) the amount of any portion of any Special Tax previously levied and not collected with respect to the Assessor’s Parcel.

2. Improved Property

The Maximum Annual Special Tax for each Assessor’s Parcel of Improved Property in each Fiscal Year will be the sum of (i) the Final Map Area Special Tax, (ii) the Development Block Special Tax, (iii) the One-Time Special Tax, and (iv) the greater of (a) the Assigned Annual Special Tax or (b) the Back-Up Annual Special Tax.

3. Golf Course Property

The Maximum Annual Special Tax for each Assessor’s Parcel of Golf Course Property in each Fiscal Year will be the One-Time Special Tax.

4. Undeveloped Property

The Maximum Annual Special Tax for each Assessor’s Parcel of Undeveloped Property in each Fiscal Year will be the sum of (i) the Final Map Area Special Tax, (ii) the Development Block Special Tax, (iii) the One-Time Special Tax, and (iv) the Assigned Annual Special Tax.

F. FINAL MAP AREA SPECIAL TAX

At the recordation of the first Final Map in a Final Map Area, a Final Map Area Special Tax for the Assessor’s Parcels within that Final Map Area will be calculated as described below. 1. Prior to Issuance of All Bonds

Prior to the issuance of all Bonds, as determined by the Assistant Superintendent, a Final Map Area Special Tax will be due for a Final Map Area when an Actual EDU Surplus or Actual EDU Deficit is less than (i.e., more negative) than a Projected EDU Surplus or Projected EDU Deficit. The amount of the Final Map

E-11

of 23

Area Special Tax will be equal to the dollar equivalent of such deficit (i.e., unexpectedly negative) EDUs and will be calculated as described below:

Step One: Subtract the Actual EDU Surplus or Actual EDU Deficit, as

applicable, from the Projected EDU Surplus or Projected EDU Deficit, as applicable.

Step Two: Multiply the result of the Step One by the Minimum Gross

Prepayment Amount in effect at the current Calendar Year. The result is the Final Map Area Special Tax.

For convenience, an example of a Final Map Area Special Tax calculation prior to the issuance of all Bonds is provided below:

Projected EDU Deficit (1.5) Actual EDU Deficit (3.0) MGPA $15,100.46

Final Map Area Special Taxes = ((-1.5) – (-3.0)) H $15,100.46

= $22,650.69

It should be noted that neither locating a Custom Unit on more than one (1) Lot nor combining Lots for the placement of a Custom Unit will necessarily trigger the levy of a Final Map Area Special Tax prior to the issuance of all Bonds. Such occurrences will trigger the levy a Final Map Area Special Tax prior to the issuance of all Bonds only to the extent that they cause the Actual EDU Surplus or Actual EDU Deficit for the applicable Final Map Area to be less than (i.e., more negative) than the Projected EDU Surplus or Projected EDU Deficit for such Final Map Area.

2. After Issuance of All Bonds

After the issuance of all Bonds, as determined by the Assistant Superintendent, a Final Map Area Special Tax will be due for a Final Map Area when an Actual Final Map Area Quotient is less than a Projected Final Map Area Quotient. The amount of the Final Map Area Special Tax will be equal to the dollar equivalent of such deficit (i.e., unexpectedly negative) EDUs and will be calculated as described below:

Step One: Subtract the Actual Final Map Area Quotient from the

Projected Final Map Area Quotient. Step Two: Multiply the result of the Step One by the Minimum Gross

Prepayment Amount in effect at the current Calendar Year. The result is the Final Map Area Special Tax.

For convenience, an example of a Final Map Area Special Tax calculation after the issuance of all Bonds is provided below:

E-12

of 23

Projected Final Map Area Quotient 32.0 Actual Final Map Area Quotient 25.5 MGPA $15,100.46

Final Map Area Special Taxes = (32.0 – 25.5) H $15,100.46

= $98,152.99

It should be noted that neither locating a Custom Unit located on more than one (1) Lot nor combining Lots for the placement of a Custom Unit will necessarily trigger the levy of a Final Map Area Special Tax after the issuance of all Bonds. Such occurrences will trigger the levy a Final Map Area Special Tax after the issuance of all Bonds to the extent that it is causes the Actual Final Map Area Quotient for the applicable Final Map Area to be less than the Projected Final Map Area Quotient for such Final Map Area.

G. DEVELOPMENT BLOCK SPECIAL TAX

Prior to the issuance of a Building Permit for the construction of a Unit on an Assessor’s Parcel, the Development Block Special Tax for such Assessor’s Parcel will be calculated as described below. 1. Assignment of Units to Planned Units

Each time a Building Permit is issued for the construction of a Unit, the Assistant Superintendent will assign such Unit to a Planned Unit in such Development Block, provided that no more than one (1) Unit may be assigned to any Planned Unit. In addition, each time a Building Permit is issued for the construction of a Unit, the Assistant Superintendent will update the Running EDU Total for such Development Block. The Assistant Superintendent will perform such assignment and such update as described below. a. Assignment of Units to Planned Units

The Assistant Superintendent will assign each Unit to a Planned Unit in the following order of priority:

i. The Assistant Superintendent shall assign the Unit to a Planned

Unit with the same number of EDUs as the Unit. ii. The Assistant Superintendent shall assign the Unit to a Planned

Unit with a lower number of EDUs than the Unit. iii. The Assistant Superintendent shall assign the Unit to a Planned

Unit with a greater number of EDUs than the Unit. b. Update of Running EDU Total

The Assistant Superintendent will update the Running EDU Total for each Development Block as follows:

E-13

of 23

i. If the Unit is assigned pursuant to Section G.1.a.i. above, then no adjustment shall be made to the Running EDU Total.

ii. If the Unit is assigned pursuant to Section G.1.a.ii. above, then the Running EDU Total shall be increased by the difference between the EDUs of the Unit and the EDUs of the Planned Unit.

iii. If the Unit is assigned pursuant to Section G.1.a.iii. above, then the Running EDU Total shall be decreased by the difference between the EDUs of the Planned Unit and the EDUs of the Unit, provided that if such decrease would otherwise reduce the Running EDU Total below zero (0), then the Running EDU Total will be reduced to zero and Development Block Special Tax will be due. In this event, the amount of the Development Block Special Tax will be calculated pursuant to Section G.2 below, and will be paid first by credits in the Running EDU Total Account (see Section G.3. below) to the extent such credits are available, and then, when such credits are not available, in cash, as described in Section G.3.b. below.

It should be noted that a Custom Lot located on more than one (1) Lot will not necessarily trigger the levy a Development Block Special Tax. Such a Custom Unit will only trigger the levy of a Development Block Special Tax to the extent that it reduces the Running EDU Total below zero (0).

2. Calculation of Development Block Special Tax

Subject to the foregoing, the Development Block Special Tax with respect to each Building Permit will be equal to the dollar equivalent of the EDU deficit described in Section G.1.B.iii. above and will be calculated as described below:

Step One: Add the EDUs of the Unit and the Running EDU Total.

Step Two: Subtract the result of Step One from the EDUs of the Planned Unit.

Step Three: Multiply the result of the Step One by the Minimum Gross

Prepayment Amount in effect at the current Calendar Year. The result is the Development Block Special Tax.

For convenience, an example of a Development Block Special Tax calculation is provided below:

EDUs of Planned Unit: 4.0 EDUs of Unit: 2.0 Running EDU Total 1.0 MGPA $15,100.46

Development Block Special Taxes = (4.0 – (2.0 + 1.0)) H $15,100.46

= $15,100.46

E-14

of 23

3. Running EDU Total Account The Assistant Superintendent will establish and maintain a Running EDU Total Account as follows:

a. Credits to Running EDU Total Account

After all the Building Permits expected to be issued within a Development Block have been issued, as determined by the Assistant Superintendent, the Assistant Superintendent will credit Running EDU Total Account in an amount equal to (i) the full amount of the Running EDU Total applicable to such Development Block at such time times (ii) the Minimum Gross Prepayment Amount in effect at such time.

b. Debits to Running EDU Total Account

Whenever a Development Block Special Tax is due, the Assistant Superintendent shall debit the Running EDU Total Account to pay for such Development Block Special Tax, provided that the Running EDU Total Account contains sufficient credits to cover such debits. If the balance of the Running EDU Total Account is insufficient to cover such debits at such time, the unsatisfied portion of such Development Block Special Tax must be paid in cash.

H. ONE-TIME SPECIAL TAX

Prior to the issuance of a Building Permit for any Assessor’s Parcel of Undeveloped Property or Improved Property, a One-Time Special Tax will be due. The One-Time Special Tax in each Calendar Year will be calculated in accordance with Table 3 below, subject to adjustment as described below.

E-15

of 23

Table 3

Calendar Year 2000 One-Time Special Tax

For each Calendar Year after Calendar Year 2000, the One-Time Special Tax will be increased by the Inflator.

I. ASSIGNED ANNUAL SPECIAL TAX


The Assigned Annual Special Tax for each Assessor’s Parcel of Developed Property in the Fiscal Year in which such Assessor’s Parcel is first classified as Developed Property will be calculated in accordance with Table 4 below, subject to adjustment as described below.

Special Tax Class

Description

CY 2000 One-Time

Special Tax 1 Production Unit (< 1,500 BSF) $2,000.00 per Unit 2 Production Unit (1,500 – 2,249 BSF) $3,444.52 per Unit 3 Production Unit (2,250 – 2,749 BSF) $3,927.27 per Unit 4 Production Unit (2,750 – 3,149 BSF) $4,768.05 per Unit 5 Production Unit (3,150 – 3,749 BSF) $5,445.09 per Unit 6 Production Unit (3,750 – 4,049 BSF) $6,242.07 per Unit 7 Production Unit (4,050 – 4,499 BSF) $6,857.54 per Unit 8 Production Unit (4,500 – 4,999 BSF) $7,674.37 per Unit 9 Production Unit (5,000 – 5,499 BSF) $8,320.00 per Unit 10 Production Unit (5,500 – 5,999 BSF) $9,198.40 per Unit 11 Production Unit (6,000 – 6,499 BSF) $9,998.40 per Unit 12 Production Unit (6,500 + BSF) $10,398.40 per Unit 13 Custom Unit $13,325.00 per Unit 14 Assigned Unit $1,000.00 per Unit 15 Excess Companion Unit $2,000.00 per Unit 16 Excess Affordable Unit $7,057.21 per Unit 17 Senior Unit $0.3314 per BSF NA NA $0.3314 per GFA

E-16

of 23

Table 4

Fiscal Year 2000-01 Assigned Annual Special Tax

For Custom Units which are located on more than one (1) Assessor’s Parcel, the Assigned Annual Special Tax shall be allocated to each Assessor’s Parcel prorata based upon the Acreage of each applicable Assessor’s Parcel. For each Fiscal Year after Fiscal Year 2000-01, the Assigned Annual Special Tax for each Assessor’s Parcel of Developed Property in the Fiscal Year in which such Assessor’s Parcel is first classified as Developed Property will be increased by the Inflator. For each Fiscal Year after the first Fiscal Year in which each Assessor's Parcel was classified as Developed Property, the Assigned Annual Special Tax for such Assessor's Parcel in such Fiscal Year will be increased by two percent (2.00%) of the amount in effect in the prior Fiscal Year, provided that no such increase shall occur more than 15 Fiscal Years after the issuance of all Bonds, and in no event shall any such increase occur after Fiscal Year 2030-31.

2. Improved Property

For Fiscal Year 2000-01, the Assigned Annual Special Tax for each Assessor’s Parcel of Improved Property will be $719.25 per Assessor’s Parcel. For each Fiscal Year thereafter, the Assigned Annual Special Tax for such Assessor's Parcel will be increased by two percent (2.00%) of the amount in effect in the prior Fiscal Year, provided that no such increase shall occur more than 15 Fiscal Years after the issuance of all Bonds, and in no event shall any such increase occur after Fiscal Year 2030-31.

Special Tax Class

Description

FY 2000-01 Assigned Annual Special Tax

1 Production Unit (< 1,500 BSF) $239.75 per Unit 2 Production Unit (1,500 – 2,249 BSF) $479.50 per Unit 3 Production Unit (2,250 – 2,749 BSF) $719.25 per Unit 4 Production Unit (2,750 – 3,149 BSF) $719.25 per Unit 5 Production Unit (3,150 – 3,749 BSF) $719.25 per Unit 6 Production Unit (3,750 – 4,049 BSF) $719.25 per Unit 7 Production Unit (4,050 – 4,499 BSF) $815.15 per Unit 8 Production Unit (4,500 – 4,999 BSF) $1,054.90 per Unit 9 Production Unit (5,000 – 5,499 BSF) $1,342.60 per Unit 10 Production Unit (5,500 – 5,999 BSF) $1,438.50 per Unit 11 Production Unit (6,000 – 6,499 BSF) $1,534.40 per Unit 12 Production Unit (6,500 + BSF) $1,726.20 per Unit 13 Custom Unit $2,109.80 per Unit 14 Assigned Unit $0.00 per Unit 15 Excess Companion Unit $239.75 per Unit 16 Excess Affordable Unit $0.00 per Unit 17 Senior Unit $0.00 per Unit NA NA $0.00 per GFA

E-17

of 23


For Fiscal Year 2000-01, the Assigned Annual Special Tax for each Assessor’s Parcel of Undeveloped Property will be $2,660.00 per acre of Acreage. For each Fiscal Year thereafter, the Assigned Annual Special Tax for such Assessor's Parcel will be increased by two percent (2.00%) of the amount in effect in the prior Fiscal Year, provided that no such increase shall occur more than 15 Fiscal Years after the issuance of all Bonds, and in no event shall any such increase occur after Fiscal Year 2030-31.

J. BACK-UP ANNUAL SPECIAL TAX FOR IMPROVED PROPERTY

Backup-Annual Special Taxes are required in order to ensure that CFD No. 4 will be able to levy a sufficient amount of Annual Special Taxes to satisfy the Annual Special Tax Requirement in the event that development plans change significantly after the issuance of Bonds. Annual Special Taxes will be levied pursuant to the third step of Section K only to the extent necessary to satisfy the Annual Special Tax Requirement. For Fiscal Year 2000-01, the Back-Up Annual Special Tax for each Assessor’s Parcel of Improved Property will be $2,660.00 per acre of Acreage, provided that no Back-Up Annual Special Tax shall be in effect (i) prior to the issuance of Bonds or (ii) after the issuance of all Bonds. Subject to the foregoing, for each Fiscal Year after Fiscal Year 2000-01, the Back-Up Annual Special Tax for such Assessor's Parcel will be increased by two percent (2.00%) of the amount in effect in the prior Fiscal Year.

K. METHOD OF APPORTIONMENT OF THE ANNUAL SPECIAL TAX

Commencing Fiscal Year 2001-02 and for each subsequent Fiscal Year, the Assistant Superintendent will determine the Annual Special Tax Requirement to be collected from Taxable Property in such Fiscal Year. The Special Tax will be levied as follows until the amount of the levy equals the Annual Special Tax Requirement: First: The Annual Special Tax will be levied on each Assessor's Parcel of Developed Property and Improved Property at the Assigned Annual Special Tax. Second: If the sum of the amounts levied on Assessor's Parcels in the first step is less than the Annual Special Tax Requirement, then an Annual Special Tax will be levied Proportionately on each Assessor's Parcel of Undeveloped Property up to the Assigned Annual Special Tax to satisfy the Annual Special Tax Requirement. Third: If the sum of the amounts levied on Assessor's Parcels in the first and second step is less than the Annual Special Tax Requirement, then the Annual Special Tax on each Assessor's Parcel of Improved Property shall be increased Proportionately up to the Back-Up Annual Special Tax to satisfy the Annual Special Tax Requirement.

E-18

of 23

L. PREPAYMENT OF ANNUAL SPECIAL TAX OBLIGATION

If there are no delinquent Special Taxes, penalties, or interest charges outstanding with respect to an Assessor’s Parcel, the Annual Special Tax obligation of an Assessor's Parcel for which a Building Permit has been issued may be prepaid in full in the manner described below. An owner of an Assessor's Parcel intending to prepay the Annual Special Tax obligation shall provide CFD No. 4 with written notice of intent to prepay. Within thirty (30) days of receipt of such written notice, the Assistant Superintendent shall determine the Prepayment Amount of such Assessor's Parcel as described below and shall notify such owner of such Prepayment Amount.

1. Prior to Issuance of All Bonds

Prior to the issuance of all Bonds, as determined by the Assistant Superintendent, the Prepayment Amount for an eligible Assessor’s Parcel shall be the applicable Net Prepayment Amount less any Partial Prepayment Amounts actually made with respect to such Assessor’s Parcel. Table 5 below shows the Net Prepayment Amounts applicable in Calendar Year 2000. For convenience, Table 5 below also shows the derivation of each Net Prepayment Amount, which was determined by subtracting the applicable One-Time Special Tax from the applicable Gross Prepayment Amount.

TABLE 5

Calendar Year 2000 Net Prepayment Amounts

For each Calendar Year after Calendar Year 2000, the Net Prepayment Amounts will be increased by the Inflator.

Special Tax Class

CY 2000 Gross Prepayment

Amount

CY 2000 One-Time

Special Tax

CY 200 Net Prepayment

Amount 1 $15,955.43 per Unit $2,000.00 per Unit $13,955.43 per Unit 2 $15,955.43 per Unit $3,444.52 per Unit $12,510.91 per Unit 3 $15,955.43 per Unit $3,927.27 per Unit $12,028.16 per Unit 4 $15,955.43 per Unit $4,768.05 per Unit $11,187.38 per Unit 5 $15,955.43 per Unit $5,445.09 per Unit $10,510.34 per Unit 6 $15,955.43 per Unit $6,242.07 per Unit $9,713.37 per Unit 7 $15,955.43 per Unit $6,857.54 per Unit $9,097.89 per Unit 8 $16,945.50 per Unit $7,674.37 per Unit $9,271.13 per Unit 9 $20,119.62 per Unit $8,320.00 per Unit $11,799.62 per Unit 10 $21,840.85 per Unit $9,198.40 per Unit $12,642.45 per Unit 11 $23,483.68 per Unit $9,998.40 per Unit $13,485.28 per Unit 12 $25,569.34 per Unit $10,398.40 per Unit $15,170.94 per Unit 13 $31,867.26 per Unit $13,325.00 per Unit $18,542.26 per Unit 14 $1,000.00 per Unit $1,000.00 per Unit $0.00 per Unit 15 $15,955.43 per Unit $2,000.00 per Unit $13,955.43 per Unit 16 $7,057.21 per Unit $7,057.21 per Unit $0.00 per Unit 17 $0.3314 per BSF $0.3314 per BSF $0.00 per Unit

E-19

of 23

2. After Issuance of All Bonds

After the issuance of all Bonds, as determined by the Assistant Superintendent, the Prepayment Amount for each eligible Assessor’s Parcel shall be the amount calculated as shown below.

Bond Redemption Amount

plus Redemption Premium plus Defeasance plus Administrative Fee less Reserve Fund Credit

equals Prepayment Amount

As of the date of prepayment, the Prepayment Amount shall be calculated as follows:

1. Divide the Assigned Annual Special Tax for the Assessor's Parcel by the

estimated Assigned Annual Special Taxes applicable to all Assessor’s Parcels of Developed Property at buildout, as reasonably determined by the Assistant Superintendent.

2. Multiply the result of paragraph 1 above by the principal amount of Bonds

outstanding. The result is the "Bond Redemption Amount." 3. Multiply the Bond Redemption Amount by the applicable redemption

premium, if any, on the outstanding Bonds to be redeemed with the proceeds of the Bond Redemption Amount. This product is the "Redemption Premium."

4. Compute the amount needed to pay interest on the Bond Redemption

Amount, the Redemption Premium, and the Reserve Fund Credit (see step 8) to be redeemed with the proceeds of the Prepayment Amount until the earliest call date for the outstanding Bonds.

5. Estimate the amount of interest earnings to be derived from the

reinvestment of the Bond Redemption Amount plus the Redemption Premium until the earliest call date for the outstanding Bonds.

6. Subtract the amount computed pursuant to paragraph 5 from the amount

computed pursuant to paragraph 4. This difference is the "Defeasance."

7. Estimate the administrative fees and expenses associated with the prepayment, including the costs of computation of the Prepayment Amount, the costs of redeeming Bonds, and the costs of recording any notices to evidence the prepayment and the redemption. This amount is the "Administrative Fee."

8. Determine the lesser of: (a) the expected reduction in the applicable

reserve requirement, if any, associated with the redemption of outstanding Bonds as a result of the prepayment, or (b) the amount derived by

E-20

of 23

subtracting the new reserve requirement in effect after the redemption of outstanding Bonds as a result of the prepayment from the balance in the applicable reserve fund on the prepayment date. If the result is greater than zero, then the result is the "Reserve Fund Credit." If the result is less than zero, then no Reserve Fund Credit shall be given.

9. The Prepayment Amount is equal to the sum of the Bond Redemption

Amount, the Redemption Premium, the Defeasance, and the Administrative Fee, less the Reserve Fund Credit.

Notwithstanding any of the foregoing, no prepayment will be allowed unless the sum of the Assigned Annual Special Taxes applicable to Taxable Property, net of Administrative Expenses, shall be at least 1.1 times the regularly scheduled annual interest and principal payments on all currently outstanding Bonds in each future Fiscal Year.

M. PARTIAL PREPAYMENT OF ANNUAL SPECIAL TAX

OBLIGATION

Prior to the issuance of the first Building Permit in a Development Block, the owner of all the Assessor’s Parcels in the Development Block may elect to prepay a portion of the applicable Annual Special Tax obligation for all the Assessor's Parcels in such Development Block. The owner desiring such a partial prepayment shall notify the Assistant Superintendent of (i) such owner=s intent to partially prepay the Annual Special Tax obligation and (ii) the percentage by which the Annual Special Tax obligation shall be prepaid. The partial prepayment of the Annual Special Tax obligation for each such Assessor's Parcel shall be collected prior to the issuance of a Building Permit.

The Partial Prepayment Amount shall be calculated as follows:

PP = PL H F

These terms have the following meanings:

PP = the Partial Prepayment Amount PL = the Prepayment Amount calculated according to Section L F = the percent by which the owner of the Assessor=s Parcel is partially prepaying the

Annual Special Tax obligation

With respect to an Annual Special Tax obligation that is partially prepaid, the Assistant Superintendent shall indicate in the records of CFD No. 4 that there has been a partial prepayment of the Annual Special Tax obligation and shall cause a suitable notice to be recorded in compliance with the Act within thirty (30) days of receipt of such partial prepayment of the Annual Special Tax obligation to indicate the partial prepayment of the Annual Special Tax obligation and the partial release of the Annual Special Tax lien on such Assessor=s Parcel, and the obligation of such Assessor=s Parcel to pay such prepaid portion of the Annual Special Tax obligation shall cease.

E-21

of 23

Notwithstanding any of the foregoing, no prepayment will be allowed unless the sum of the Assigned Annual Special Taxes applicable to Taxable Property, net of Administrative Expenses, shall be at least 1.1 times the regularly scheduled annual interest and principal payments on all currently outstanding Bonds in each future Fiscal Year.

N. TERMINATION OF ANNUAL SPECIAL TAX

The Annual Special Tax will be levied no later than Fiscal Year 2045-46, provided that the Annual Special Tax will cease to be levied in an earlier Fiscal Year if the Assistant Superintendent has determined that (i) all required interest and principal payments on all issued Bonds have been paid and (ii) CFD No. 4 will issue no additional Bonds.

O. EXEMPTIONS

The Assistant Superintendent will classify as Exempt Property (i) properties owned by the State of California, Federal or other local governments except as otherwise provided in Sections 53317.3, 53317.5 and 53340.1 of the Government Code, (ii) properties used as places of worship and which are exempt from ad valorem property taxes because they are owned by a religious organization, (iii) properties owned or designated for use by a homeowners' association, (iv) properties encumbered with public or utility or access easements making impractical their utilization for purposes other than those set forth in the easement, or (v) other properties not used or expected not to be used for commercial/industrial or residential use, as determined at the reasonable discretion of the Assistant Superintendent, provided that no such classification would reduce the Acreage of Taxable Property to less than 522.44 acres.

P. APPEALS

Any property owner claiming that the amount or application of the Special Tax is not correct may file a written notice of appeal with the Assistant Superintendent not later than one (1) Calendar Year after having paid the first installment of the Special Tax that is disputed. The Assistant Superintendent will promptly review the appeal, and if necessary, meet with the property owner, consider written and oral evidence regarding the amount of the Special Tax, and rule on the appeal. If the Assistant Superintendent's decision requires that the Special Tax for an Assessor's Parcel be modified or changed in favor of the property owner, a cash refund will not be made (except for the last Fiscal Year of levy), but an adjustment will be made to the Annual Special Tax on that Assessor's Parcel in the subsequent Fiscal Year(s).

Q. MANNER OF COLLECTION

1. Final Map Area Special Taxes

The Final Map Area Special Tax applicable to a Final Map Area, if any, will be due prior to the issuance of the first Building Permit in such Final Map Area, and shall be levied pro rata on each Assessor’s Parcel of Taxable Property within such Final Map Area based upon the Acreage of such Assessor’s Parcels. Notwithstanding the foregoing, the Assistant Superintendent shall give the

E-22

of 23

Developer written notice of the amount of the Final Map Area Special Tax due at least fifteen (15) days prior to enrolling such Final Map Area Special Tax with the County, provided that the first Building Permit is issued in such Final Map Area at least thirty (30) days prior to the due date for enrolling Special Taxes with the County, and if such written notice is given, then the Developer shall have ten (10) days to pay the Final Map Area Special Taxes before the Assistant Superintendent may enroll the Final Map Area Special Taxes with the County. Moreover, notwithstanding the foregoing, no Building Permits will be issued in such Final Map Area until all Final Map Area Special Taxes which are due for such Final Map Area are paid.

2. Development Block Special Taxes

Development Block Special Taxes due for any Assessor’s Parcel in a Final Map Area will be due prior to the issuance of the first Building Permit for such Assessor’s Parcel. No Building Permits will be issued for any Assessor’s Parcels in such Final Map Area until such Development Block Special Taxes are paid.

3. One-Time Special Taxes

One-Time Special Taxes due for any Assessor’s Parcel will be due prior to the issuance of the applicable Building Permit for such Assessor’s Parcel.

4. Annual Special Taxes

The Annual Special Taxes will be collected in the same manner and at the same time as regular ad valorem property taxes, provided, however, that Annual Special Taxes may be collected at a different time or in a different manner if necessary to meet its financial obligations.

J:\CLIENTS\POWAY.USD\Bl_mount.rch\restructure\RMA9.doc

E-23

of 13 June 17, 2002

FIRST AMENDED RATE AND METHOD OF APPORTIONMENT FOR COMMUNITY FACILITIES DISTRICT NO. 12

OF POWAY UNIFIED SCHOOL DISTRICT The following sets forth the First Amended Rate and Method of Apportionment for the levy and collection of Special Taxes of Poway Unified School District ("School District") Community Facilities District No. 12 ("CFD No. 12"). An Annual Special Tax shall be levied on and collected in CFD No. 12 each Fiscal Year, in an amount determined through the application of the First Amended Rate and Method of Apportionment described below. All of the real property in CFD No. 12, unless exempted by law or by the provisions hereof, shall be taxed for the purposes, to the extent, and in the manner herein provided.

SECTION A

DEFINITIONS The terms hereinafter set forth have the following meanings: "Acreage" means the land area of an Assessor's Parcel as shown on an Assessor's Parcel Map or as calculated from the applicable Assessor's Parcel Map by the Board. "Act" means the Mello-Roos Communities Facilities Act of 1982 as amended, being Chapter 2.5, Division 2 of Title 5 of the Government Code of the State of California. "Administrative Expenses" means any ordinary and necessary expense incurred by the School District on behalf of CFD No. 12 related to the determination of the amount of the levy of Special Taxes, the collection of Special Taxes including the expenses of collecting delinquencies, the administration of Bonds, the payment of salaries and benefits of any School District employee whose duties are directly related to the administration of CFD No. 12, and costs otherwise incurred in order to carry out the authorized purposes of CFD No. 12. "Affordable Unit" means any of up to 42 Units in CFD No. 12 designated as Affordable Units in writing to the Deputy Superintendent at the Developer’s election at the time the applicable Building Permit is issued, provided that each such Unit is (i) subject to affordable housing restrictions under any applicable law and (ii) not a Senior Citizen Unit. Under no circumstances may the Developer designate more than 42 Units as Affordable Units in CFD No. 12. "Annual Special Tax" means the Special Tax actually levied in any Fiscal Year on any Assessor’s Parcel. "Assessor’s Parcel" means a lot or parcel of land designated on an Assessor’s Parcel Map with an assigned Assessor’s Parcel Number within the boundaries of CFD No. 12. "Assessor’s Parcel Map" means an official map of the Assessor of the County designating parcels by Assessor’s Parcel Number. "Assessor’s Parcel Number" means that number assigned to an Assessor’s Parcel by the County for purposes of identification.

"Assigned Annual Special Tax" means the Special Tax of that name described in Section D.

E-24

of 13 June 17, 2002

"Attached Unit" means a Unit that (i) is located or shall be located within a building in which each of the individual Units has or shall have at least one common wall with another Unit and (ii) is not an Affordable Unit or a Senior Citizen Unit. "Backup Annual Special Tax" means the Special Tax of that name described in Section E. "Board" means the Board of Education of Poway Unified School District, or its designee, acting as the Legislative Body of CFD No. 12. "Bonds" means any obligation to repay a sum of money, including obligations in the form of bonds, notes, certificates of participation, long-term leases, loans from government agencies, or loans from banks, other financial institutions, private businesses, or individuals, or long-term contracts, or any refunding thereof, to which Special Taxes have been pledged by CFD No. 12 or the School District.

"Building Permit" means a permit for the construction of one or more Units. For purposes of this definition, "Building Permit" shall not include permits for construction or installation of commercial/industrial structures, parking structures, retaining walls, utility improvements, or other such improvements not intended for human habitation. "Building Square Footage" or "BSF" means the square footage of assessable internal living space of a Unit, exclusive of any carports, walkways, garages, overhangs, patios, enclosed patios, detached accessory structure, or other structures not used as living space, as determined by reference to the Building Permit for such Unit. "Calendar Year" means the period commencing January 1 of any year and ending the following December 31. "CFD No. 12" means Community Facilities District No. 12 established by the School District under the Act. Commercial/Industrial Building" means all Assessor's Parcels in CFD No. 12 for which a building permit was issued on or before January 1 of the prior Fiscal Year for the construction of a commercial/industrial structure, excluding utility improvements, retaining walls, parking structures or other such improvements not intended for commercial/industrial use. "County" means the County of San Diego. "Deputy Superintendent" means the Deputy Superintendent of the School District or his/her designee. "Detached Unit" means a Unit that is not an Attached Unit, an Affordable Unit, or a Senior Citizen Unit. "Developed Property" means all Assessor's Parcels of Taxable Property for which Building Permits were issued on or before January 1 of the prior Fiscal Year, provided that such Assessor's Parcel is associated with a Lot, as determined reasonably by the Board. "Developer" means Shea Homes, a California limited partnership and its successors and assigns, as applicable.

E-25

of 13 June 17, 2002

"Exempt Property" means all Assessor’s Parcels designated as being exempt from Special Taxes in Section J.

"Final Map" means a final tract map, parcel map, lot line adjustment, or functionally equivalent map or instrument that creates building sites, recorded in the County Office of the Recorder. "Fiscal Year" means the period commencing on July 1 of any year and ending the following June 30. "Golf Course Property" means any Assessor’s Parcel utilized or expected to be utilized, as determined by the Deputy Superintendent, for golf course purposes, including fairways, greens, driving ranges, tennis facilities, club houses, locker rooms, maintenance facilities, garages, pro shops, restaurants, or banquet facilities. "Gross Floor Area" or "GFA" means, for an Assessor's Parcel of Commercial/Industrial Property, the covered and enclosed space determined to be within the perimeter of a commercial or industrial structure, not including any storage areas incidental to the principal use of the development, garage, parking structure, unenclosed walkway, or utility or disposal area, as used in Section 65995 of the Government Code. The determination of Gross Floor Area shall be made by the Deputy Superintendent in accordance with the standard practice of the building department of the City. "Gross Prepayment Amount" means the Prepayment Amount for an Assessor's Parcel prior to Bonds being issued by CFD No. 12, as determined in accordance with Section G. "Index" means the Marshall & Swift Western Region Class D Wood Frame Index, or if the Marshall & Swift Western Region Class D Wood Frame Index ceases to be used by the State Allocation Board, a reasonably comparable index used by the State Allocation Board to estimate changes in school construction costs, or in the absence of such an index, the Engineering News Record, Construction Cost Index (Los Angeles Area) published by McGraw-Hill, Inc. "Inflator" means the greater of (i) 2.00% or (ii) the percentage generated from the following equation: 4.00% x 17.45% + ∆ Index x 82.55%, where ∆ Index is the change in the Index as measured between the Index published in December of the prior Calendar Year and the Index published in December of the Calendar Year immediately preceding the prior Calendar Year. "Lot" means an individual legal lot created by a Final Map for which a Building Permit could be issued.

"Maximum Special Tax" means the Maximum Special Tax, determined in accordance with Section C, that can be levied by CFD No. 12 in any Fiscal Year on any Assessor’s Parcel. "Minimum Annual Special Tax Requirement" means the amount required in any Fiscal Year to pay: (i) the debt service or the periodic costs on all outstanding Bonds, (ii) Administrative Expenses of CFD No. 12, (iii) the costs associated with the release of funds from an escrow account, and (iv) any amount required to establish or replenish any reserve funds established in association with the Bonds, less (v) any amount available to pay debt service or other periodic costs on the Bonds pursuant to any applicable bond indenture, fiscal agent agreement, or trust agreement.

E-26

of 13 June 17, 2002

"Minimum Taxable Acreage" means, for either Zone, the applicable Acreage listed in Table 4. "Partial Prepayment Amount" means the amount required to prepay a portion of the Annual Special Tax obligation for an Assessor’s Parcel, as described in Section H. "Prepayment Amount" means the amount required to prepay the Annual Special Tax obligation in full for an Assessor’s Parcel, as described in Section G. "Proportionately" means that the ratio of the actual Annual Special Tax levy to the applicable Special Tax is equal for all applicable Assessor's Parcels. "Residential Property" means all Assessor's Parcels of Developed Property for which the Building Permit was issued for the construction of one or more Units. "School District" means Poway Unified School District. "Senior Citizen Unit" means a Unit designated as senior citizen housing, part of a residential care facility for the elderly, or part of a multi-level care facility for the elderly as referred to in California Government Code Section 65995.1. For purposes hereof, it shall be sufficient to designate a Unit as a Senior Citizen Unit if Senior Citizen Restrictions have been affected with respect to such Unit. "Senior Citizen Restriction" means (i) a restriction limiting the use of Units to senior citizen housing under specific plan, a final map or other governmental entitlements, or a declaration of covenants, conditions and restrictions or any similar recorded instrument or (ii) licensing from appropriate agencies received for residential care facilities for the elderly or multi-level care facilities as those terms are defined in Health and Safety Code Section 1569.2 and Government Code Section 15432(d)(9), respectively. "Special Tax" means any of the special taxes authorized to be levied by CFD No. 12 pursuant to the Act. "Taxable Property" means all Assessor’s Parcels which are not Exempt Property.

"Undeveloped Property" means all Assessor’s Parcels of Taxable Property which are not Developed Property. "Unit" means each separate residential dwelling unit which comprises an independent facility capable of conveyance separate from adjacent residential dwelling units. Each Unit shall be classified as an Affordable Unit, an Attached Unit, a Detached Unit, or a Senior Citizen Unit. "Zone" means the areas identified as a Zone in Exhibit A to this Rate and Method of Apportionment. "Zone 1" means all property located within the area identified as Zone 1 in Exhibit A to this Rate and Method of Apportionment, subject to interpretation by the Board as described in Section B. "Zone 2" means all property located within the area identified as Zone 2 in Exhibit A to this Rate and Method of Apportionment, subject to interpretation by the Board as described in Section B.

E-27

of 13 June 17, 2002

"Zone 3" means all property located within the area identified as Zone 3 in Exhibit A to this Rate and Method of Apportionment, subject to interpretation by the Board as described in Section B. "Zone 4" means all property located within the area identified as Zone 4 in Exhibit A to this Rate and Method of Apportionment, subject to interpretation by the Board as described in Section B.

SECTION B CLASSIFICATION OF ASSESSOR’S PARCELS

Each Fiscal Year, beginning with Fiscal Year 2001-02, each Assessor’s Parcel shall be classified as Taxable Property or Exempt Property. In addition, each Assessor’s Parcel of Taxable Property shall be further classified as Developed Property or Undeveloped Property. Finally, in the event that CFD No. 12 is required to levy the Backup Annual Special Tax in a given Fiscal Year, each Assessor’s Parcel of Developed Property shall be assigned to a Zone in accordance with Exhibit A at the reasonable discretion of the Board.

SECTION C MAXIMUM SPECIAL TAXES


The Maximum Special Tax for each Assessor’s Parcel classified as Developed Property in any Fiscal Year shall be the amount determined by the greater of (i) the application of the Assigned Annual Special Tax or (ii) the application of the Backup Annual Special Tax.


The Maximum Special Tax for each Assessor’s Parcel classified as Undeveloped Property in any Fiscal Year shall be the amount determined by the application of the Assigned Annual Special Tax.

SECTION D ASSIGNED ANNUAL SPECIAL TAXES


Each Fiscal Year, each Assessor’s Parcel of Developed Property shall be subject to an Assigned Annual Special Tax. The Assigned Annual Special Tax applicable to an Assessor's Parcel of Developed Property for Fiscal Year 2001-02 shall be determined pursuant to Table 1.

E-28

of 13 June 17, 2002

TABLE 1

ASSIGNED ANNUAL SPECIAL TAX FOR

DEVELOPED PROPERTY FISCAL YEAR 2001-02

Unit Type Building Square Feet Rate Detached > 3,750 BSF $2,012.48 per Unit Detached 3,501 – 3,750 BSF $1,876.68 per Unit Detached 3,251 – 3,500 BSF $1,740.88 per Unit Detached 3,001 – 3,250 BSF $1,605.09 per Unit Detached 2,751 – 3,000 BSF $1,469.29 per Unit Detached 2,501 – 2,750 BSF $1,333.49 per Unit Detached 2,251 – 2,500 BSF $1,116.21 per Unit Detached 2,001 – 2,250 BSF $989.46 per Unit Detached 1,751 – 2,000 BSF $862.72 per Unit Detached 1,501 – 1,750 BSF $735.97 per Unit Detached ≤ 1,500 BSF $609.23 per Unit Attached NA $609.23 per Unit

Affordable NA $0.00 per Unit Senior Citizen NA $0.00 per Unit

For each Fiscal Year after Fiscal Year 2001-02, the Assigned Annual Special Tax for each Assessor’s Parcel of Developed Property in the Fiscal Year in which such Assessor’s Parcel is first classified as Developed Property will be increased by the Inflator. For each Fiscal Year after the first Fiscal Year in which each Assessor's Parcel was classified as Developed Property, the Assigned Annual Special Tax for such Assessor's Parcel in such Fiscal Year will be increased by two percent (2.00%) of the amount in effect in the prior Fiscal Year.


Each Fiscal Year, each Assessor’s Parcel of Undeveloped Property shall be subject to an Assigned Annual Special Tax. The Assigned Annual Special Tax rate for an Assessor’s Parcel of Undeveloped Property for Fiscal Year 2001-02 shall be $8,238.00 per acre of Acreage. For each Fiscal Year thereafter, the Special Tax rate for Undeveloped property shall be increased by two percent (2.00%) of the amount in effect in the prior Fiscal Year.

E-29

of 13 June 17, 2002

SECTION E

BACKUP ANNUAL SPECIAL TAXES The Backup Annual Special Tax for an Assessor's Parcel of Developed Property for each Zone in Fiscal Year 2001-02 shall be determined pursuant to Table 2. For each Fiscal Year after Fiscal Year 2001-02, the Backup Annual Special Tax for each Assessor’s Parcel of Developed Property shall increase by two percent (2.00%) of the amount in effect in the prior Fiscal Year.

TABLE 2

BACKUP ANNUAL SPECIAL TAX

Zone Backup Annual

Special Tax Zone 1 $2,227.58 per acre of Acreage Zone 2 $5,732.71 per acre of Acreage Zone 3 $9,533.35 per acre of Acreage Zone 4 $11,705.42 per acre of Acreage

SECTION F

METHOD OF APPORTIONMENT OF THE ANNUAL SPECIAL TAX Commencing Fiscal Year 2001-02 and for each subsequent Fiscal Year, the Board shall levy Annual Special Taxes as follows: Step One: The Board shall levy an Annual Special Tax on each Assessor’s Parcel of Developed

Property in an amount equal to the Assigned Annual Special Tax applicable to each such Assessor’s Parcel.

Step Two: If the sum of the amounts collected in step one is insufficient to satisfy the Minimum

Annual Special Tax Requirement, then the Board shall additionally levy an Annual Special Tax Proportionately on each Assessor’s Parcel of Undeveloped Property, up to the Assigned Annual Special Tax applicable to each such Assessor’s Parcel, to satisfy the Minimum Annual Special Tax Requirement.

Step Three: If the sum of the amounts collected in steps one and two is insufficient to satisfy the

Minimum Annual Special Tax Requirement, then the Board shall additionally levy an Annual Special Tax Proportionately on each Assessor’s Parcel of Developed Property up to the Maximum Special Tax applicable to each such Assessor’s Parcel to satisfy the Minimum Annual Special Tax Requirement.

E-30

of 13 June 17, 2002

SECTION G

PREPAYMENT OF ANNUAL SPECIAL TAXES The Annual Special Tax obligation of an Assessor's Parcel of Developed Property or an Assessor's Parcel of Undeveloped Property for which a Building Permit has been issued may be prepaid in full, provided that there are no delinquent Special Taxes, penalties, or interest charges outstanding with respect to such Assessor’s Parcel at the time the Annual Special Tax obligation would be prepaid. The Prepayment Amount for an Assessor’s Parcel eligible for prepayment shall be determined as described below. 1. Prior to Issuance of Bonds

Prior to the issuance of Bonds, the Prepayment Amount for each Assessor's Parcel of Developed Property and each Assessor’s Parcel of Undeveloped Property for which a Building Permit has been issued shall be the applicable Gross Prepayment Amount. The Gross Prepayment Amount for Fiscal Year 2001-02 shall be determined by reference to Table 3, subject to adjustment as described below.

TABLE 3

GROSS PREPAYMENT AMOUNTS PRIOR

TO THE ISSUANCE OF BONDS FISCAL YEAR 2001-02

Unit Type Building Square Feet Prepayment Amount Detached > 3,750 BSF $25,511.78 per Unit Detached 3,501 – 3,750 BSF $23,810.99 per Unit Detached 3,251 – 3,500 BSF $22,110.21 per Unit Detached 3,001 – 3,250 BSF $20,409.42 per Unit Detached 2,751 – 3,000 BSF $18,708.64 per Unit Detached 2,501 – 2,750 BSF $17,007.85 per Unit Detached 2,251 – 2,500 BSF $17,007.85 per Unit Detached 2,001 – 2,250 BSF $17,007.85 per Unit Detached 1,751 – 2,000 BSF $17,007.85 per Unit Detached 1,501 – 1,750 BSF $17,007.85 per Unit Detached ≤ 1,500 BSF $17,007.85 per Unit Attached NA $7,552.70 per Unit

Affordable NA $0.00 per Unit Senior Citizen NA $0.00 per Unit

E-31

of 13 June 17, 2002

Each Fiscal Year, commencing Fiscal Year 2002-03, the Gross Prepayment Amounts shall be increased by the Inflator. For each Fiscal Year after the first Fiscal Year in which each Assessor's Parcel was classified as Developed Property, the Gross Prepayment Amount for such Assessor's Parcel in such Fiscal Year will be increased by two percent (2.00%) of the amount in effect in the prior Fiscal Year.

2. Subsequent to Issuance of Bonds

Subsequent to the issuance of Bonds, the Prepayment Amount for each applicable Assessor's Parcel shall be calculated according to the following formula (capitalized terms defined below):

Bond Redemption Amount plus Redemption Premium plus Defeasance plus Administrative Fee less Reserve Fund Credit

equals Prepayment Amount

As of the date of prepayment, the Prepayment Amount shall be calculated as follows:

1. For Assessor’s Parcels of Developed Property, compute the sum of the Assigned Annual Special Taxes and the Backup Annual Special Taxes applicable to the Assessor’s Parcel. For Assessor’s Parcels of Undeveloped Property, compute the sum of the Assigned Annual Special Taxes and the Backup Annual Special Taxes applicable to the Assessor’s Parcel as though it was already designated as Developed Property, based upon the Building Permit issued for that Assessor’s Parcel.

2. For each Assessor’s Parcel of Developed Property or Undeveloped Property to be

prepaid, (a) divide the sum of the Assigned Annual Special Taxes computed pursuant to paragraph 1 for such Assessor's Parcel by the sum of the estimated Assigned Annual Special Taxes applicable to all Assessor’s Parcels of Developed Property at build out, as reasonably determined by the Board, and (b) divide the sum of Backup Annual Special Tax computed pursuant to paragraph 1 for such Assessor's Parcel by the sum of the estimated Backup Annual Special Taxes applicable to all Assessor’s Parcels of Developed Property at build out, as reasonably determined by the Board.

3. The amount determined pursuant to Section G.1. shall be (a) increased by the

portion of the Bonds allocable to costs of issuance, reserve fund deposits, and capitalized interest with respect to the applicable Assessor’s Parcel and (b) reduced by the amount of regularly retired principal which is allocable to the applicable Assessor’s Parcel, as determined by the Board. The result is the "Outstanding Gross Prepayment Amount." In no event shall any Annual Special Taxes determined to have been used to make a regularly scheduled principal payment on the Bonds be adjusted for any increase in any cost index or other basis subsequent to the date of the applicable principal payment.

4. Multiply the larger quotient computed pursuant to paragraph 2(a) or 2(b) by the

E-32

of 13 June 17, 2002

face value of all outstanding Bonds. If the product is greater than the Outstanding Gross Prepayment Amount, then the product shall be the "Bond Redemption Amount." If the product is less than the Outstanding Gross Prepayment Amount, then the Outstanding Gross Prepayment Amount shall be the "Bond Redemption Amount."

5. Multiply the Bond Redemption Amount by the applicable redemption premium,

if any, on the outstanding Bonds to be redeemed with the proceeds of the Bond Redemption Amount. This product is the "Redemption Premium."

6. Compute the amount needed to pay interest on the Bond Redemption Amount,

the Redemption Premium, and the Reserve Fund Credit (see step 10) to be redeemed with the proceeds of the Prepayment Amount until the earliest call date for the outstanding Bonds.

7. Estimate the amount of interest earnings to be derived from the reinvestment of

the Bond Redemption Amount plus the Redemption Premium until the earliest call date for the outstanding Bonds.

8. Subtract the amount computed pursuant to paragraph 7 from the amount

computed pursuant to paragraph 6. This difference is the "Defeasance."

9. Estimate the administrative fees and expenses associated with the prepayment, including the costs of computation of the Prepayment Amount, the costs of redeeming Bonds, and the costs of recording any notices to evidence the prepayment and the redemption. This amount is the "Administrative Fee."

10. Calculate the "Reserve Fund Credit" as the lesser of: (a) the expected reduction

in the applicable reserve requirements, if any, associated with the redemption of outstanding Bonds as a result of the prepayment, or (b) the amount derived by subtracting the new reserve requirements in effect after the redemption of outstanding Bonds as a result of the prepayment from the balance in the applicable reserve funds on the prepayment date. Notwithstanding the foregoing, if a surety bond or other instrument satisfies the reserve fund requirement at the time of the prepayment, then no Reserve Fund Credit shall be given. Notwithstanding the foregoing, the Reserve Fund Credit shall in no event be less than 0.

11. The Prepayment Amount is equal to the sum of the Bond Redemption Amount,

the Redemption Premium, the Defeasance, and the Administrative Fee, less the Reserve Fund Credit.

E-33

of 13 June 17, 2002

With respect to an Annual Special Tax obligation that is prepaid pursuant to this Section G, the Board shall indicate in the records of CFD No. 12 that there has been a prepayment of the Annual Special Tax obligation and shall cause a suitable notice to be recorded in compliance with the Act within thirty (30) days of receipt of such prepayment to indicate the prepayment of the Annual Special Tax obligation and the release of the Annual Special Tax lien on such Assessor’s Parcel, and the obligation of such Assessor’s Parcel to pay such Annual Special Taxes shall cease. Notwithstanding the foregoing, no prepayment will be allowed unless the amount of Annual Special Taxes that may be levied on Taxable Property, net of Administrative Expenses, shall be at least 1.1 times the regularly scheduled annual interest and principal payments on all currently outstanding Bonds in each future Fiscal Year, as reasonably determined by the Board.

SECTION H PARTIAL PREPAYMENT OF ANNUAL SPECIAL TAXES

The Annual Special Tax obligation of an Assessor's Parcel, as calculated in Section H.2. below, may be partially prepaid at the times and under the conditions set forth in this section, provided that there are no delinquent Special Taxes, penalties, or interest charges outstanding with respect to such Assessor’s Parcel at the time the Annual Special Tax obligation would be prepaid. 1. Partial Prepayment Times and Conditions

Prior to the issuance of the first Building Permit for the construction of a production Unit on a Lot within a Final Map area, the owner of no less than all the Taxable Property within such Final Map area may elect in writing to the Board to prepay a portion of the Annual Special Tax obligations for all the Assessor’s Parcels within such Final Map area, as calculated in Section H.2. below. The partial prepayment of each Annual Special Tax obligation shall be collected prior to the issuance of the first Building Permit with respect to each Assessor's Parcel.

2. Partial Prepayment Amount

The Partial Prepayment Amount shall be calculated according to the following formula:

PP = PG x F The terms above have the following meanings:

PP = the Partial Prepayment Amount PG = the Prepayment Amount calculated according to Section G F = the percent by which the owner of the Assessor’s Parcel is partially

prepaying the Annual Special Tax obligation. 3. Partial Prepayment Procedures and Limitations

With respect to any Assessor’s Parcel that is partially prepaid, the Board shall indicate in the records of CFD No. 12 that there has been a partial prepayment of the Annual Special Tax obligation and shall cause a suitable notice to be recorded in compliance with the Act within thirty (30) days of receipt of such partial prepayment of the Annual Special Tax obligation, to indicate the partial prepayment of the Annual Special Tax obligation and the partial E-34

of 13 June 17, 2002

release of the Annual Special Tax lien on such Assessor’s Parcel, and the obligation of such Assessor’s Parcel to pay such prepaid portion of the Annual Special Tax shall cease.

Notwithstanding the foregoing, no partial prepayment will be allowed unless the amount of Annual Special Taxes that may be levied on Taxable Property after such partial prepayment, net of Administrative Expenses, shall be at least 1.1 times the regularly scheduled annual interest and principal payments on all currently outstanding Bonds in each future Fiscal Year.

SECTION I TERMINATION OF SPECIAL TAX

Annual Special Taxes shall be levied for a period of thirty-three (33) Fiscal Years after the last series of Bonds has been issued, as determined by the Board, provided that Annual Special Taxes shall not be levied after Fiscal Year 2042-43.

SECTION J EXEMPTIONS

The Board shall classify as Exempt Property (i) Assessor’s Parcels owned by the State of California, Federal or other local governments, (ii) Assessor’s Parcels which are used as places of worship and are exempt from ad valorem property taxes because they are owned by a religious organization, (iii) Assessor’s Parcels used exclusively by a homeowners' association, (iv) Assessor’s Parcels with public or utility easements making impractical their utilization for other than the purposes set forth in the easement, (v) Assessor’s Parcels classified as Golf Course Property or containing a Commercial/Industrial Building with no Units, and (vi) any other Assessor’s Parcels at the reasonable discretion of the Board, provided that no such classification would reduce the sum of all Developed Property and Undeveloped Property in such Zone to less than the Minimum Taxable Acreage. Notwithstanding the above, the Board shall not classify an Assessor’s Parcel as Exempt Property if such classification would reduce the sum of all Taxable Property in such Zone to less than the Minimum Taxable Acreage. Assessor's Parcels which cannot be classified as Exempt Property because such classification would reduce the Acreage of all Taxable Property in such Zone to less than the Minimum Taxable Acreage will continue to be classified as Developed Property or Undeveloped Property, as applicable, and will continue to be subject to Special Taxes accordingly.

TABLE 4

MINIMUM TAXABLE ACREAGE

Zone Minimum

Taxable Acreage Zone 1 110.43 Zone 2 21.45 Zone 3 18.13 Zone 4 31.61

E-35

SECTION K APPEALS

Any property owner claiming that the amount or application of the Special Tax is not correct may file a written notice of appeal with the Board not later than twelve months after having paid the first installment of the Special Tax that is disputed. A representative(s) of CFD No. 12 shall promptly review the appeal, and if necessary, meet with the property owner, consider written and oral evidence regarding the amount of the Special Tax, and rule on the appeal. If the representative’s decision requires that the Special Tax for an Assessor’s Parcel be modified or changed in favor of the property owner, a cash refund shall not be made (except for the last year of levy), but an adjustment shall be made to the Annual Special Tax on that Assessor’s Parcel in the subsequent Fiscal Year(s).

SECTION L MANNER OF COLLECTION

The Annual Special Tax shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that CFD No. 12 may collect Annual Special Taxes at a different time or in a different manner if necessary to meet its financial obligations. J:\CLIENTS\POWAY.USD\CFD No. 12\RMA_4_Amendment_final.doc

E-36

EXHIBIT A

ZONE MAP OF CFD NO. 12

E-37

EXHIBIT B

BOUNDARY MAP

E-38

Amended RMA_FINAL Page 1 of 13 March 12, 2007

FIRST AMENDED RATE AND METHOD OF APPORTIONMENT FOR COMMUNITY FACILITIES DISTRICT NO. 13 OF POWAY UNIFIED SCHOOL DISTRICT

The following sets forth the First Amended Rate and Method of Apportionment for the levy and collection of Special Taxes ("Rate and Method of Apportionment") of Community Facilities District No. 13 ("CFD No. 13") of the Poway Unified School District ("School District"). An Annual Special Tax shall be levied on and collected on Taxable Property (defined below) located within the boundaries of CFD No. 13 each Fiscal Year in an amount determined through the application of the First Amended Rate and Method of Apportionment described below. All of the real property in CFD No. 13, unless exempted by law or by the provisions hereof, shall be taxed for the purposes, to the extent, and in the manner herein provided.

SECTION A DEFINITIONS

For purposes of this Rate and Method of Apportionment the terms hereinafter set forth have the following meanings: "Acreage" means the number of acres of land area of an Assessor's Parcel as shown on an Assessor's Parcel Map, or if the land area is not shown on an Assessor’s Parcel Map, the Board may rely on the land area shown on the applicable final map, parcel map, condominium plan, or other recorded County parcel map. "Act" means the Mello-Roos Communities Facilities Act of 1982, as amended, being Chapter 2.5, Division 2 of Title 5 of the Government Code of the State of California. "Administrative Expenses" means any ordinary and necessary expense incurred by the School District on behalf of CFD No. 13 related to the determination of the amount of the levy of Special Taxes, the collection of Special Taxes, including the reasonable expenses of collecting delinquencies, the administration of Bonds, the proportionate payment of salaries and benefits of any School District employee whose duties are directly related to the administration of CFD No. 13, and reasonable costs otherwise incurred in order to carry out the authorized purposes of CFD No. 13. "Annual Special Tax" means the Special Tax actually levied in any Fiscal Year on any Assessor’s Parcel. "Approved Property" means an Assessor’s Parcel in CFD No. 13 which represents a Lot in a Final Subdivision Map that was recorded prior to January 1 of the prior Fiscal Year, but for which a Building Permit has not been issued on or before May 1 of the prior Fiscal Year. Notwithstanding the above, once an Assessor’s Parcel has been classified Approved Property, it shall remain Approved Property until such time as a Building Permit is issued. "Assessor’s Parcel" means a lot or parcel of land designated on an Assessor’s Parcel Map with an assigned Assessor’s Parcel Number within the boundaries of CFD No. 13.

E-39


"Assessor’s Parcel Map" means an official map of the Assessor of the County designating parcels by Assessor’s Parcel Number. "Assessor’s Parcel Number" or "APN" means that number assigned to an Assessor’s Parcel by the County for purposes of identification. "Assigned Annual Special Tax" means the Special Tax of that name described in Section D. "Backup Annual Special Tax" means the Special Tax of that name described in Section E. "Board" means the Board of Education of Poway Unified School District, or its designee, in certain cases acting as the legislative body of CFD No. 13. "Bond Index" means the national Bond Buyer Revenue Index, commonly referenced as the 25-Bond Revenue Index. In the event the Bond Index ceases to be published, the index used shall be based on a comparable index for revenue bonds maturing in 30 year with an average rating equivalent to Moody's A1 and/or S&P's A+, as reasonably determined by the Board. "Bond Yield" means the yield of the last series of Bonds issued, for purposes of this calculation the yield of the Bonds shall be the yield calculated at the time such Bonds are issued, pursuant to Section 148 of the Internal Revenue Code of 1986, as amended for the purpose of the Non-Arbitrage Certificate or other similar bond issuance document. "Bonds" means any obligation to repay a sum of money, including obligations in the form of bonds, notes, certificates of participation, long-term leases, loans from government agencies, or loans from banks, other financial institutions, private businesses, or individuals, or long-term contracts, or any refunding thereof, to which the Special Taxes have been pledged for repayment. "Building Permit" means a permit for the construction of one or more Units issued by the County, or another public agency in the event the County no longer issues said permits for the construction of Units within CFD No. 13. For purposes of this definition, "Building Permit" shall not include permits for construction or installation of structures, parking structures, retaining walls, utility improvements, or other such improvements not intended for human habitation or commercial/industrial use. "Building Square Footage" or "BSF" means the square footage of assessable internal living space of a Unit, exclusive of any carports, walkways, garages, overhangs, patios, enclosed patios, detached accessory structure, other structures not used as living space, or any other square footage excluded under Government Code Section 65995 as determined by reference to the Building Permit for such Unit. "Calendar Year" means the period commencing January 1 of any year and ending the following December 31.

E-40


"County" means the County of San Diego. "Developed Property" means all Assessor’s Parcels of Taxable Property for which Building Permits were issued on or before May 1 of the prior Fiscal Year, provided that such Assessor's Parcels were created on or before January 1 of the prior Fiscal Year and that each such Assessor's Parcel is associated with a Lot, as determined reasonably by the Board. "Exempt Property" means all Assessor’s Parcels designated as being exempt from Special Taxes in Section K each Fiscal Year as determined May 1 of the previous Fiscal Year. "Final Subdivision Map" means a final tract map, parcel map, lot line adjustment, or functionally equivalent map or instrument that creates individual Lots, recorded in the County Office of the Recorder. "Fiscal Year" means the period commencing on July 1 of any year and ending the following June 30. "Homeowner" means any owner of a completed Unit constructed and sold within CFD No. 13. "Index" means the Marshall & Swift eight (8) California Cities Class B Construction Cost Index, or if the Marshall & Swift eight (8) California Cities Class B Construction Cost Index ceases to be used by the State Allocation Board, a reasonably comparable index used by the State Allocation Board to estimate changes in school construction costs, or in the absence of such an Index, the Engineering News Record, Construction Cost Index (Los Angeles Area) published by McGraw-Hill, Inc. "Inflator" means the greater of (i) 2.00% or (ii) the percentage change in the Index as measured between the Index published in December of the prior Calendar Year and the Index published in December of the Calendar Year immediately preceding the prior Calendar Year. "Lot" means an individual legal lot created by a Final Subdivision Map for which a Building Permit for residential construction has been or could be issued. Notwithstanding the foregoing, in the case of an individual legal lot created by such a Final Subdivision Map upon which condominium units are entitled to be developed but for which a condominium plan has not been recorded, the number of Lots allocable to such legal lot for purposes of calculating the Backup Special Tax applicable to such Final Subdivision Map shall equal the number of condominium units which are permitted to be constructed on such legal lot as shown on such Final Subdivision Map. "Maximum Special Tax" means the maximum Special Tax, determined in accordance with Section C, that can be levied by CFD No. 13 in any Fiscal Year on any Assessor’s Parcel.

E-41


"Minimum Annual Special Tax Requirement" means the amount required in any Fiscal Year to pay: (i) the debt service or the periodic costs on all outstanding Bonds, (ii) Administrative Expenses of CFD No. 13, (iii) the costs associated with the release of funds from an escrow account(s) established in association with the Bonds, and (iv) any amount required to establish or replenish any reserve funds (or accounts thereof) established in association with the Bonds, less (v) any amount(s) available to pay debt service or other periodic costs on the Bonds pursuant to any applicable bond indenture, fiscal agent agreement, trust agreement, or equivalent agreement or document. In arriving at the Minimum Annual Special Tax requirement, the Board shall take into account the reasonably anticipated delinquent Special Taxes based on the delinquency rate for Special Taxes levied in the previous Fiscal Year. "Minimum Taxable Acreage" means the applicable Acreage listed in Table 4 set forth in Section K. "Net Taxable Acreage" means the total Acreage of all Taxable Property expected to exist in CFD No. 13 after all Final Subdivision Maps are recorded. "Partial Prepayment Amount" means the amount required to prepay a portion of the Annual Special Tax obligation for an Assessor’s Parcel as described in Section H. "Prepayment Administrative Fees" means any fees or expenses of the School District or CFD No. 13 associated with the prepayment of the Special Tax obligation of an Assessor's Parcel. Prepayment Administrative Fees shall include among other things the cost of computing the Prepayment Amount, redeeming Bonds, and recording any notices to evidence the prepayment and redemption of Bonds. "Prepayment Amount" means the amount required to prepay the Annual Special Tax obligation in full for an Assessor’s Parcel as described in Section G. "Present Value of Taxes" means for any Assessor's Parcel the present value of (i) the unpaid portion, if any, of the Special Tax applicable to such Assessor's Parcel in the current Fiscal Year and (ii) the Annual Special Taxes expected to be levied on such Assessor's Parcel in each remaining Fiscal Year, as determined by the Board, until the earlier of (a) 30 Fiscal Years after the current Fiscal Year or (b) the termination date specified in Section J. The discount rate used for this calculation shall be equal to the (i) Bond Yield after Bond issuance or (ii) most recently published Bond Index prior to Bond issuance. "Proportionately" means that the ratio of the actual Annual Special Tax levy to the applicable Assigned Annual Special Tax or Maximum Annual Special Tax is equal for all applicable Assessor's Parcels. "Reserve Fund Credit" means an amount equal to the reduction in the applicable reserve fund requirement(s) resulting from the redemption of Bonds with the Prepayment Amount. In the event that a surety bond or other credit instrument satisfies the reserve requirement or the reserve requirement is under funded at the time of the prepayment no Reserve Fund Credit shall be given.

E-42


"Residential Property" means all Assessor's Parcels of Developed Property which a Building Permit was issued for the construction of one or more Units. "Special Tax(es)" means any of the special taxes authorized to be levied by CFD No. 13 pursuant to the Act. "Taxable Property" means all Assessor’s Parcels which are not Exempt Property. "Undeveloped Property" means all Assessor’s Parcels of Taxable Property which are not Developed Property or Approved Property. "Unit" means each separate residential dwelling unit which comprises an independent facility capable of conveyance separate from adjacent residential dwelling units. "Zone" means the areas identified as a Zone of CFD No. 13 as in Section N of this Rate and Method of Apportionment. "Zone 1" means all property located within the area identified as Zone 1 of CFD No. 13 as in Section N, subject to interpretation by the Board as described in Section B. "Zone 2" means all property located within the area identified as Zone 2 of CFD No. 13 as in Section N, subject to interpretation by the Board as described in Section B.

SECTION B CLASSIFICATION OF ASSESSOR’S PARCELS

For each Fiscal Year, beginning with Fiscal Year 2007-08, each Assessor’s Parcel within CFD No. 13 shall be assigned to a Zone in accordance with Section N at the reasonable discretion of the Board and each Assessor’s Parcel within each Zone shall be classified as Taxable Property or Exempt Property. Furthermore, each Assessor's Parcel of Taxable Property shall be classified as Developed Property, Approved Property, or Undeveloped Property. Developed Property within Zone 1 shall be further classified based on the Building Square Footage of the Unit. The classification of Exempt Property within each Zone shall take into consideration Minimum Taxable Acreage for such Zone as determined pursuant to Section K.

SECTION C MAXIMUM SPECIAL TAXES


The Maximum Special Tax for each Assessor’s Parcel classified as Developed Property within a particular Zone in each Fiscal Year shall be the greater of (i) the application of the Assigned Annual Special Tax for such Zone or (ii) the application of the Backup Annual Special Tax for a given Final Subdivision Map for such Zone.

E-43


2. Approved Property or Undeveloped Property

The Maximum Special Tax for each Assessor's Parcel classified as Approved Property or Undeveloped Property within a particular Zone in each Fiscal Year shall be the amount determined by the application of the Assigned Annual Special Tax for such Zone.

SECTION D

ASSIGNED ANNUAL SPECIAL TAXES


A. Assigned Annual Special Tax For Newly Developed Property

The Assigned Annual Special Tax for an Assessor's Parcel of Developed Property within a particular Zone in the first Fiscal Year in which such Assessor's Parcel is classified as Developed Property shall be determined by reference to Tables 1 and 2 for such Zone, subject to increases as described below.

TABLE 1


NEWLY DEVELOPED PROPERTY IN ZONE 1 FISCAL YEAR 2007-08

Building Square Footage

Assigned AnnualSpecial Tax

< 4,000 $2,260.50 per Unit

4,000 – 4,300 $2,637.25 per Unit

4,301 – 4,600 $2,888.41 per Unit

4,601 – 4,900 $3,139.58 per Unit

4,901 – 5,200 $3,233.77 per Unit

> 5,200 $3,327.95 per Unit

TABLE 2

ASSIGNED ANNUAL SPECIAL TAX FOR NEWLY DEVELOPED PROPERTY IN ZONE 2

FISCAL YEAR 2007-08 Building

Square Footage Assigned Annual

Special Tax NA $2,806.35 per Unit

Each July 1, commencing July 1, 2008, the Assigned Annual Special Tax for each Assessor's Parcel of Developed Property within a particular Zone in the first Fiscal Year in which such Assessor's Parcel is classified as Developed Property shall be increased by the Inflator for such Zone. E-44


B. Assigned Annual Special Tax for Existing Developed Property

Each July 1, commencing the July 1 immediately following the Fiscal Year in which the Assessor's Parcel was first classified as Developed Property within a particular Zone, the Assigned Annual Special Tax applicable to such Assessor's Parcel shall be increased by two percent (2.00%) of the amount in effect the prior Fiscal Year for such Zone.

2. Approved Property or Undeveloped Property

The Assigned Annual Special Tax per Acre for an Assessor's Parcel of Approved Property or Undeveloped Property each Fiscal Year shall be the amount determined by reference to Table 3 according to the Zone within which the Assessor's Parcel is located.

TABLE 3


APPROVED PROPERTY OR UNDEVELOPED PROPERTY FISCAL YEAR 2007-08

Location Assigned Annual

Special Tax Zone 1 $5,619.14 per Acre

Zone 2 $5,619.13 per Acre Each July 1, commencing July 1, 2008, the Assigned Annual Special Tax per acre of Acreage for each Assessor's Parcel of Approved Property or Undeveloped Property shall be increased by two percent (2.00%) of the amount in effect the prior Fiscal Year.

SECTION E BACKUP ANNUAL SPECIAL TAXES

Each Fiscal Year, each Assessor’s Parcel of Developed Property within a particular Zone shall be subject to a Backup Annual Special Tax. The Backup Annual Special Tax rate for an Assessor's Parcel of Developed Property within a Final Subdivision Map in Fiscal Year 2007-08 or such later Fiscal Year within a particular Zone in which such Final Subdivision Map is created shall be the rate per Lot calculated according to the following formula:

U x A B = --------------------------

L

E-45


The terms above have the following meanings:

B = Backup Annual Special Tax per Lot U = Assigned Annual Special Tax per acre of Acreage for

Undeveloped Property or Approved Property in the Fiscal Year which the calculation is performed for such Zone

A = Acreage of Taxable Property in such Final Subdivision Map at time of calculation, as determined by the Board pursuant to Section K

L = Lots in the Final Subdivision Map at the time of calculation for such Zone.

Each July 1, commencing the July 1 first following the initial calculation of the Backup Annual Special Tax rate for an Assessor's Parcel of Developed Property with a Final Subdivision Map, the Backup Annual Special Tax for each Lot within such Final Subdivision Map shall be increased by two percent (2.00%) of the amount in effect the prior Fiscal Year. Notwithstanding the foregoing, if all or any portion of the Final Subdivision Map(s) described in the preceding paragraph is subsequently changed or modified, then the Backup Annual Special Tax for each Assessor’s Parcel of Developed Property in such Final Subdivision Map that is changed or modified shall be a rate per square foot of Acreage calculated as follows:

1. Determine the total Backup Annual Special Taxes anticipated to apply to the changed or modified area in the Final Subdivision Map prior to the change or modification in the current Fiscal Year.

2. The result of paragraph 1 above shall be divided by the Acreage of

Taxable Property which is ultimately expected to exist in such changed or modified area in the Final Subdivision Map, as reasonably determined by the Board.

3. The result of paragraph 2 above shall be divided by 43,560. The

result is the Backup Annual Special Tax per square foot of Acreage which shall be applicable to Assessor's Parcels of Developed Property in such changed or modified area of the Final Subdivision Map. Each July 1, commencing the July 1 first following the change or modification to the Final Subdivision Map the amount determined by this Section shall be increased by two percent (2.00%) of the amount in effect the prior Fiscal Year.

SECTION F

METHOD OF APPORTIONMENT OF THE ANNUAL SPECIAL TAX Commencing Fiscal Year 2007-08, and for each subsequent Fiscal Year, the Board shall levy Annual Special Taxes as follows:

E-46


Step One: The Board shall levy an Annual Special Tax on each Assessor’s Parcel of Developed Property in an amount equal to the Assigned Annual Special Tax applicable to each such Assessor’s Parcel.

Step Two: If the sum of the amounts collected in step one is insufficient to satisfy the

Minimum Annual Special Tax Requirement, then the Board shall Proportionately levy an Annual Special Tax on each Assessor’s Parcel of Approved Property in an amount up to the Assigned Annual Special Tax applicable to each such Assessor’s Parcel to satisfy the Minimum Annual Special Tax Requirement.

Step Three: If the sum of the amounts collected in steps one and two is insufficient to

satisfy the Minimum Annual Special Tax Requirement, then the Board shall Proportionately levy an Annual Special Tax on each Assessor’s Parcel of Undeveloped Property up to the Assigned Annual Special Tax applicable to each such Assessor’s Parcel to satisfy the Minimum Annual Special Tax Requirement.

Step Four: If the sum of the amounts collected in steps one, two, and three is

insufficient to satisfy the Minimum Annual Special Tax Requirement, then the Board shall Proportionately levy an Annual Special Tax on each Assessor’s Parcel of Developed Property up to the Maximum Special Tax applicable to each such Assessor’s Parcel to satisfy the Minimum Annual Special Tax Requirement.

SECTION G

PREPAYMENT OF ANNUAL SPECIAL TAXES The Annual Special Tax obligation of an Assessor's Parcel of Developed Property, or an Assessor's Parcel of Approved Property or Undeveloped Property for which a Building Permit has been issued, may be prepaid in full provided that there are no delinquent Special Taxes, penalties, or interest charges outstanding with respect to such Assessor’s Parcel at the time the Annual Special Tax obligation would be prepaid. The Prepayment Amount for an Assessor’s Parcel eligible for prepayment shall be determined as described below. An owner of an Assessor's Parcel intending to prepay the Annual Special Tax obligation shall provide CFD No. 13 with written notice of intent to prepay. Within thirty (30) days of receipt of such written notice, the Board shall reasonably determine the Prepayment Amount of such Assessor's Parcel and shall notify such owner of such Prepayment Amount. The Prepayment Amount shall be calculated according to the following formula:

P = PVT – RFC + PAF The terms above have the following meanings:

P = Prepayment Amount PVT = Present Value of Taxes RFC = Reserve Fund Credit PAF = Prepayment Administrative Fees

E-47


Notwithstanding the foregoing, no prepayment will be allowed unless the amount of Annual Special Taxes that may be levied on Taxable Property, net of Administrative Expenses, shall be at least 1.1 times the regularly scheduled annual interest and principal payments on all currently outstanding Bonds in each future Fiscal Year and such prepayment will not impair the security of all currently outstanding Bonds, as reasonably determined by the Board. Such determination shall include identifying all Assessor's Parcels that are expected to become Exempt Property. With respect to any Assessor's Parcel that is prepaid, the Board shall indicate in the records of CFD No. 13 that there has been a prepayment of the Annual Special Tax obligation and shall cause a suitable notice to be recorded in compliance with the Act to indicate the prepayment of the Annual Special Tax obligation and the release of the Annual Special Tax lien on such Assessor's Parcel, and the obligation of such Assessor's Parcel to pay such Annual Special Tax shall cease.

SECTION H PARTIAL PREPAYMENT OF ANNUAL SPECIAL TAXES

The Annual Special Tax obligation of an Assessor's Parcel may be partially prepaid at the times and under the conditions set forth in this section, provided that there are no delinquent Special Taxes, penalties, or interest charges outstanding with respect to such Assessor’s Parcel at the time the Annual Special Tax obligation would be prepaid. 1. Partial Prepayment Times and Conditions

Prior to the conveyance of the first production Unit on a Lot within a Final Subdivision Map to a Homeowner, the owner of no less than all the Taxable Property within such Final Subdivision Map may elect in writing to the Board to prepay a portion of the Annual Special Tax obligations for all the Assessor’s Parcels within such Final Subdivision Map, as calculated in Section H.2. below. The partial prepayment of each Annual Special Tax obligation shall be collected for all Assessor's Parcels prior to the conveyance of the first production Unit to a Homeowner with respect to such Final Subdivision Map.

2. Partial Prepayment Amount

The Partial Prepayment Amount shall be calculated according to the following formula:

PP = PG x F

The terms above have the following meanings:

PP = the Partial Prepayment Amount PG = the Prepayment Amount calculated according to Section G F = the percent by which the owner of the Assessor’s Parcel is

partially prepaying the Annual Special Tax obligation E-48


3. Partial Prepayment Procedures and Limitations

With respect to any Assessor’s Parcel that is partially prepaid, the Board shall indicate in the records of CFD No. 13 that there has been a partial prepayment of the Annual Special Tax obligation and shall cause a suitable notice to be recorded in compliance with the Act to indicate the partial prepayment of the Annual Special Tax obligation and the partial release of the Annual Special Tax lien on such Assessor’s Parcel, and the obligation of such Assessor’s Parcel to pay such prepaid portion of the Annual Special Tax shall cease. Additionally, the notice shall indicate that the Assigned Annual Special Tax and the Backup Annual Special Tax if applicable for the Assessor's Parcel has been reduced by an amount equal to the percentage which was partially prepaid.

Notwithstanding the foregoing, no partial prepayment will be allowed unless the amount of Annual Special Taxes that may be levied on Taxable Property after such partial prepayment, net of Administrative Expenses, shall be at least 1.1 times the regularly scheduled annual interest and principal payments on all currently outstanding Bonds in each future Fiscal Year and such partial prepayment will not impair the security of all currently outstanding Bonds, as reasonably determined by the Board. Such determination shall include identifying all Assessor's Parcels that are expected to become Exempt Property.

SECTION I EXCESS ASSIGNED ANNUAL SPECIAL TAXES

In any Fiscal Year which the Annual Special Taxes collected from Developed Property, pursuant to Step 1 of Section F, exceeds the Minimum Annual Special Tax Requirement, the School District shall use such amount for acquisition, construction or financing of school facilities in accordance with the Act, CFD No. 13 proceedings, and other applicable laws as determined by the Board.

SECTION J

TERMINATION OF SPECIAL TAX Annual Special Taxes shall be levied for a period of thirty-five (35) Fiscal Years after the last series of bonds have been issued, provided that Annual Special Taxes shall not be levied after Fiscal Year 2051-2052. E-49


SECTION K EXEMPTIONS

The Board shall classify as Exempt Property (i) Assessor’s Parcels owned by the State of California, Federal or other local governments, (ii) Assessor’s Parcels which are used as places of worship and are exempt from ad valorem property taxes because they are owned by a religious organization, (iii) Assessor’s Parcels owned by a homeowners' association, (iv) Assessor’s Parcels with public or utility easements making impractical their utilization for other than the purposes set forth in the easement, (v) Assessor’s Parcels developed or expected to be developed exclusively for non-residential use, including any use directly servicing any non-residential property, such as parking, as reasonably determined by the Board, and (vi) any other Assessor’s Parcels at the reasonable discretion of the Board, provided that no such classification would reduce the Net Taxable Acreage within a given Zone to less than the Minimum Taxable Acreage for such Zone. Notwithstanding the above, the Board shall not classify an Assessor’s Parcel as Exempt Property if such classification would reduce the sum of all Taxable Property in a given Zone to less than the Minimum Taxable Acreage for such Zone. Assessor's Parcels which cannot be classified as Exempt Property because such classification would reduce the Acreage of all Taxable Property in a given Zone to less than the Minimum Taxable Acreage for such Zone will continue to be classified as Developed Property, Undeveloped Property, or Approved Property, as applicable, and will continue to be subject to Special Taxes accordingly.

TABLE 4

MINIMUM TAXABLE ACREAGE

Location Minimum Taxable

Acreage Zone 1 175.80 Acres

Zone 2 14.98 Acres

E-50


SECTION L APPEALS

Any property owner claiming that the amount or application of the Special Tax is not correct may file a written notice of appeal with the Board not later than twelve months after having paid the first installment of the Special Tax that is disputed. In order to be considered sufficient, any notice of appeal must: (i) specifically identify the property by address and Assessor's Parcel Number; (ii) state the amount in dispute and whether it is the whole amount or only a portion of the Special Tax; (iii) state all grounds on which the property owner is disputing the amount or application of the Special Tax, including a reasonably detailed explanation as to why the amount or application of such Special Tax is incorrect; (iv) include all documentation, if any, in support of the claim; and (v) be verified under penalty of perjury by the person who paid the Special Tax or his or her guardian, executor or administrator. A representative(s) of CFD No. 13 shall promptly review the appeal, and if necessary, meet with the property owner, consider written and oral evidence regarding the amount of the Special Tax, and rule on the appeal. If the representative's decision requires that the Special Tax for an Assessor's Parcel be modified or changed in favor of the property owner, a cash refund shall not be made (except for the last year of levy), but an adjustment shall be made to the Annual Special Tax on that Assessor's Parcel in the subsequent Fiscal Year(s) as the representative's decision shall indicate.

SECTION M MANNER OF COLLECTION

The Annual Special Tax shall be collected in the same manner and at the same time as ordinary ad valorem property taxes and shall be subject to the same penalties, the same procedure, sale and lien priority in the case of delinquency; provided, however, that CFD No. 13 may directly bill the Special Tax, may collect Special Taxes at a different time or in a different manner if necessary to meet its financial obligations, and if so collected, a delinquent penalty of 10% of the Special Tax will attach at 5:00 p.m. on the date the Special Tax becomes delinquent and interest at 1.5% per month of the Special Tax will attach on the July 1 after the delinquency date and the first of each month thereafter until such Special Taxes are paid.

SECTION N MAP OF ZONES

J:\CLIENTS\POWAY.USD\Mello\CFD No. 13 - Rancho Santa Fe Lakes\Formation\Final Docs\Amended RMA_FINAL.doc

E-51

EXHIBIT F

Special Tax Budgets

Fiscal Year 2017/2018 Special Tax Budgets Poway Unified School District

Public Financing Authority 2013 Special Tax Revenue Bonds, Series B

Community Facilities District In

tere

st P

aym

ent,

Mar

ch 1

, 201

8 [1

]

Inte

rest

Pay

men

t,

Sept

embe

r 1, 2

018

[1]

Prin

cipa

l Pay

men

t, S

epte

mbe

r 1, 2

018

[1]

Adm

inis

trat

ive

Expe

nse

Budg

et

Ant

icip

ated

Spe

cial

Tax

D

elin

quen

cies

Dir

ect C

onst

ruct

ion/

A

dditi

onal

Adm

inis

trat

ive

Expe

nse

Spec

ial T

ax L

evy

CFD No. 4 $275,021.28 $275,021.28 $592,000.00 $84,014.38 $31,501.07 $306,459.85 $1,565,617.86

CFD No. 12 $167,593.38 $167,593.38 $325,000.00 $48,047.76 $14,146.44 $500,436.38 $1,222,817.34

CFD No. 13 $120,487.50 $120,487.50 $55,000.00 $35,852.82 $34,413.01 $468,801.19 $835,042.02

Total $563,102.16 $563,102.16 $972,000.00 $167,914.96 $80,060.52 $1,275,697.42 $3,623,477.22

[1] Includes the parity debt of the 2016 Special Tax Bonds of CFD Nos. 4 and 12.

F-1

EXHIBIT G

Annual Debt Service Coverage Summary Table

Annual Debt Service Coverage Summary Poway Unified School District Public Financing Authority


Maturity Date (September 1) CFD No. 4 CFD No. 12 CFD No. 13

Total Special Tax Bonds

Debt Service

Authority Bonds Debt

Service Coverage

2018 $432,318.76 $210,118.76 $295,975.00 $938,412.52 $938,412.50 100.00% 2019 $440,518.76 $224,781.26 $304,737.50 $970,037.52 $970,037.50 100.00% 2020 $447,818.76 $218,881.26 $307,787.50 $974,487.52 $974,487.50 100.00% 2021 $459,818.76 $223,131.26 $315,687.50 $998,637.52 $998,637.50 100.00% 2022 $470,218.76 $231,931.26 $322,487.50 $1,024,637.52 $1,024,637.50 100.00% 2023 $491,318.76 $235,731.26 $329,787.50 $1,056,837.52 $1,056,837.50 100.00% 2024 $521,475.00 $239,325.00 $336,662.50 $1,097,462.50 $1,097,462.50 100.00% 2025 $545,300.00 $242,700.00 $343,087.50 $1,131,087.50 $1,131,087.50 100.00% 2026 $572,875.00 $250,843.76 $349,037.50 $1,172,756.26 $1,172,756.26 100.00% 2027 $598,950.00 $248,568.76 $354,487.50 $1,202,006.26 $1,202,006.26 100.00% 2028 $603,437.50 $256,212.50 $364,412.50 $1,224,062.50 $1,224,062.50 100.00% 2029 $587,000.00 $263,400.00 $368,600.00 $1,219,000.00 $1,219,000.00 100.00% 2030 $575,000.00 $270,000.00 $377,000.00 $1,222,000.00 $1,222,000.00 100.00% 2031 $595,000.00 $275,250.00 $383,000.00 $1,253,250.00 $1,253,250.00 100.00% 2032 $593,250.00 $280,000.00 $393,250.00 $1,266,500.00 $1,266,500.00 100.00% 2033 $590,750.00 $284,250.00 $397,500.00 $1,272,500.00 $1,272,500.00 100.00% 2034 $587,500.00 $293,000.00 $406,000.00 $1,286,500.00 $1,286,500.00 100.00% 2035 $588,500.00 $296,000.00 $413,500.00 $1,298,000.00 $1,298,000.00 100.00% 2036 $583,500.00 $303,500.00 $425,000.00 $1,312,000.00 $1,312,000.00 100.00% 2037 $582,750.00 $310,250.00 $435,250.00 $1,328,250.00 $1,328,250.00 100.00% 2038 $581,000.00 $316,250.00 $439,250.00 $1,336,500.00 $1,336,500.00 100.00% 2039 $583,250.00 $316,500.00 $452,250.00 $1,352,000.00 $1,352,000.00 100.00% 2040 $579,250.00 $326,250.00 $458,750.00 $1,364,250.00 $1,364,250.00 100.00% 2041 $574,250.00 $970,000.00 $469,000.00 $2,013,250.00 $2,013,250.00 100.00% 2042 $593,250.00 $966,000.00 $477,750.00 $2,037,000.00 $2,037,000.00 100.00%

G-1

Annual Debt Service Coverage Summary Poway Unified School District

Community Facilities District No. 4 2013 Special Tax Revenue Bonds, Series B


Total Debt Service [1]

Special Tax Levy/ Maximum

Special Tax Administrative Expense Budget Net Taxes Coverage

2018 $1,142,042.56 $1,565,617.86 $84,014.38 $1,481,603.48 129.73% 2019 $1,160,312.96 $1,770,745.81 $85,694.67 $1,685,051.14 145.22% 2020 $1,183,170.76 $1,806,160.73 $87,408.56 $1,718,752.16 145.27% 2021 $1,209,076.16 $1,842,283.94 $89,156.73 $1,753,127.21 145.00% 2022 $1,236,752.46 $1,879,129.62 $90,939.87 $1,788,189.75 144.59% 2023 $1,257,406.46 $1,916,712.21 $92,758.67 $1,823,953.55 145.06% 2024 $1,287,790.50 $1,955,046.46 $94,613.84 $1,860,432.62 144.47% 2025 $1,317,493.80 $1,994,147.39 $96,506.12 $1,897,641.27 144.03% 2026 $1,344,457.80 $2,034,030.33 $98,436.24 $1,935,594.10 143.97% 2027 $1,370,572.30 $2,074,710.94 $100,404.96 $1,974,305.98 144.05% 2028 $1,370,726.50 $2,116,205.16 $102,413.06 $2,013,792.10 146.91% 2029 $1,333,676.10 $2,158,529.26 $104,461.32 $2,054,067.94 154.02% 2030 $1,328,156.40 $2,201,699.85 $106,550.55 $2,095,149.30 157.75% 2031 $775,100.80 $2,245,733.84 $108,681.56 $2,137,052.28 275.71% 2032 $593,250.00 $2,290,648.52 $110,855.19 $2,179,793.33 367.43% 2033 $590,750.00 $2,336,461.49 $113,072.30 $2,223,389.20 376.37% 2034 $587,500.00 $2,383,190.72 $115,333.74 $2,267,856.98 386.02% 2035 $588,500.00 $2,430,854.54 $117,640.42 $2,313,214.12 393.07% 2036 $583,500.00 $2,479,471.63 $119,993.22 $2,359,478.40 404.37% 2037 $582,750.00 $2,529,061.06 $122,393.09 $2,406,667.97 412.98% 2038 $581,000.00 $2,579,642.28 $124,840.95 $2,454,801.33 422.51% 2039 $583,250.00 $2,631,235.13 $127,337.77 $2,503,897.36 429.30% 2040 $579,250.00 $2,683,859.83 $129,884.52 $2,553,975.30 440.91% 2041 $574,250.00 $2,737,537.02 $132,482.22 $2,605,054.81 453.64% 2042 $593,250.00 $2,792,287.76 $135,131.86 $2,657,155.91 447.90%

[1] Includes the parity debt of the 2016 Special Tax Refunding Bonds.

G-2




Total Debt Service [1]



2018 $656,686.76 $1,222,817.34 $47,105.65 $1,175,711.69 179.04% 2019 $672,684.26 $1,832,342.49 $48,047.76 $1,784,294.73 265.25% 2020 $682,947.26 $1,868,989.34 $49,008.72 $1,819,980.62 266.49% 2021 $696,865.76 $1,906,369.13 $49,988.89 $1,856,380.23 266.39% 2022 $714,968.76 $1,944,496.51 $50,988.67 $1,893,507.84 264.84% 2023 $728,706.26 $1,983,386.44 $52,008.44 $1,931,378.00 265.04% 2024 $741,850.50 $2,023,054.17 $53,048.61 $1,970,005.56 265.55% 2025 $755,389.00 $2,063,515.25 $54,109.59 $2,009,405.67 266.01% 2026 $774,287.76 $2,104,785.56 $55,191.78 $2,049,593.78 264.71% 2027 $782,337.76 $2,146,881.27 $56,295.61 $2,090,585.66 267.22% 2028 $799,876.50 $2,189,818.89 $57,421.52 $2,132,397.37 266.59% 2029 $818,529.00 $2,233,615.27 $58,569.95 $2,175,045.32 265.73% 2030 $836,121.00 $2,278,287.58 $59,741.35 $2,218,546.22 265.34% 2031 $852,890.00 $2,323,853.33 $60,936.18 $2,262,917.15 265.32% 2032 $691,664.50 $2,370,330.39 $62,154.90 $2,308,175.49 333.71% 2033 $284,250.00 $2,417,737.00 $63,398.00 $2,354,339.00 828.26% 2034 $293,000.00 $2,466,091.74 $64,665.96 $2,401,425.78 819.60% 2035 $296,000.00 $2,515,413.58 $65,959.28 $2,449,454.29 827.52% 2036 $303,500.00 $2,565,721.85 $67,278.47 $2,498,443.38 823.21% 2037 $310,250.00 $2,617,036.29 $68,624.04 $2,548,412.25 821.41% 2038 $316,250.00 $2,669,377.01 $69,996.52 $2,599,380.49 821.94% 2039 $316,500.00 $2,722,764.55 $71,396.45 $2,651,368.10 837.72% 2040 $326,250.00 $2,777,219.84 $72,824.38 $2,704,395.47 828.93% 2041 $970,000.00 $2,832,764.24 $74,280.86 $2,758,483.37 284.38% 2042 $966,000.00 $2,889,419.52 $75,766.48 $2,813,653.04 291.27%

[1] Includes the parity debt of the 2016 Special Tax Refunding Bonds.

G-3




Total Debt Service



2018 $295,975.00 $835,042.02 $35,852.82 $799,189.20 270.02% 2019 $304,737.50 $851,742.21 $36,569.87 $815,172.34 267.50% 2020 $307,787.50 $868,777.05 $37,301.27 $831,475.78 270.15% 2021 $315,687.50 $886,152.59 $38,047.30 $848,105.29 268.65% 2022 $322,487.50 $903,875.65 $38,808.24 $865,067.41 268.25% 2023 $329,787.50 $921,953.16 $39,584.41 $882,368.75 267.56% 2024 $336,662.50 $940,392.22 $40,376.09 $900,016.13 267.33% 2025 $343,087.50 $959,200.07 $41,183.62 $918,016.45 267.58% 2026 $349,037.50 $978,384.07 $42,007.29 $936,376.78 268.27% 2027 $354,487.50 $997,951.75 $42,847.43 $955,104.32 269.43% 2028 $364,412.50 $1,017,910.78 $43,704.38 $974,206.40 267.34% 2029 $368,600.00 $1,038,269.00 $44,578.47 $993,690.53 269.59% 2030 $377,000.00 $1,059,034.38 $45,470.04 $1,013,564.34 268.85% 2031 $383,000.00 $1,080,215.07 $46,379.44 $1,033,835.63 269.93% 2032 $393,250.00 $1,101,819.37 $47,307.03 $1,054,512.34 268.15% 2033 $397,500.00 $1,123,855.76 $48,253.17 $1,075,602.59 270.59% 2034 $406,000.00 $1,146,332.87 $49,218.23 $1,097,114.64 270.23% 2035 $413,500.00 $1,169,259.53 $50,202.60 $1,119,056.93 270.63% 2036 $425,000.00 $1,192,644.72 $51,206.65 $1,141,438.07 268.57% 2037 $435,250.00 $1,216,497.61 $52,230.78 $1,164,266.83 267.49% 2038 $439,250.00 $1,240,827.56 $53,275.40 $1,187,552.16 270.36% 2039 $452,250.00 $1,265,644.12 $54,340.91 $1,211,303.21 267.84% 2040 $458,750.00 $1,290,957.00 $55,427.73 $1,235,529.27 269.33% 2041 $469,000.00 $1,316,776.14 $56,536.28 $1,260,239.86 268.71% 2042 $477,750.00 $1,343,111.66 $57,667.01 $1,285,444.65 269.06%

G-4

EXHIBIT H

Special Tax Levy Summary Tables

Fiscal Year 2016/2017 Special Tax Levy Summary and Collection Tables Poway Unified School District


Community Facilities District No. 4

Tax Class (Land Use) Number of Units/Acres

Average Annual Special Tax Rate [1]

Total Annual Special Taxes

Total Annual

Collections

Total Amount

Delinquent Delinquency

Rate Tax Class 1 (Production Unit < 1,500) 28 Units $340.20 per Unit $9,525.60 $9,525.60 $0.00 0.00% Tax Class 2 (Production Unit 1,500 - 2,249) 118 Units $688.81 per Unit $81,280.12 $80,561.56 $718.56 0.88% Tax Class 3 (Production Unit 2,250 - 2,749) 53 Units $998.03 per Unit $52,895.50 $50,898.16 $1,997.34 3.78% Tax Class 4 (Production Unit 2,750 - 3,149) 100 Units $998.60 per Unit $99,859.84 $99,359.61 $500.23 0.50% Tax Class 5 (Production Unit 3,150 - 3,749) 86 Units $997.00 per Unit $85,742.10 $85,245.45 $496.65 0.58% Tax Class 6 (Production Unit 3,750 - 4,049) 99 Units $1,042.65 per Unit $103,222.16 $101,644.09 $1,578.07 1.53% Tax Class 7 (Production Unit 4,050 - 4,499) 39 Units $1,190.92 per Unit $46,445.88 $45,205.82 $1,240.06 2.67% Tax Class 8 (Production Unit 4,500 - 4,999) 54 Units $1,546.49 per Unit $83,510.56 $81,959.71 $1,550.85 1.86% Tax Class 9 (Production Unit 5,000 - 5,499) 24 Units $1,870.57 per Unit $44,893.62 $43,026.08 $1,867.54 4.16% Tax Class 10 (Production Unit 5,500 - 5,999) 20 Units $2,015.62 per Unit $40,312.32 $39,311.86 $1,000.46 2.48% Tax Class 11 (Production Unit 6,000 - 6,499) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 12 (Production Unit ≥ 6,500) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 13 (Custom Unit) 253 Units $3,386.86 per Unit $856,874.56 $838,300.18 $18,574.38 2.17% Tax Class 14 (Assigned Unit) 119 Units $0.00 per Unit $0.00 $0.00 $0.00 N/A Tax Class 15 (Excess Companion Unit) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 16 (Excess Affordable Unit) 70 Units $0.00 per Unit $0.00 $0.00 $0.00 N/A Tax Class 17 (Senior Unit) 0 Units $0.00 per Unit $0.00 $0.00 $0.00 N/A Developed Property 1,063 Units N/A $1,504,562.26 $1,475,038.12 $29,524.14 1.96% Undeveloped Property 56.76 Acres $0.00 per Acre $0.00 $0.00 $0.00 0.00% Total $1,504,562.26 $1,475,038.12 $29,524.14 1.96% [1] The average Annual Special Tax Rate is the average of all the Special Tax Rates in each Tax Class, therefore they may not reflect the actual Assigned Annual Special Tax Rate for each parcel in a given Tax Class.

The Maximum Special Tax rate ranges from $340.20 to $10,516.64 per unit/parcel.





Total Annual

Collections

Total Amount

Delinquent Delinquency

Rate Tax Class 1 (Detached Unit > 3,750) 166 Units $3,223.20 per Unit $535,050.50 $528,776.63 $6,273.87 1.17% Tax Class 2 (Detached Unit 3,501 - 3,750) 57 Units $2,644.32 per Unit $150,726.48 $148,151.44 $2,575.04 1.71% Tax Class 3 (Detached Unit 3,251 - 3,500) 22 Units $2,441.54 per Unit $53,713.96 $53,713.96 $0.00 0.00% Tax Class 4 (Detached Unit 3,001 - 3,250) 70 Units $2,277.58 per Unit $159,430.82 $157,250.40 $2,180.42 1.37% Tax Class 5 (Detached Unit 2,751 - 3,000) 36 Units $2,187.59 per Unit $78,753.08 $78,753.08 $0.00 0.00% Tax Class 6 (Detached Unit 2,501 - 2,750) 43 Units $1,811.48 per Unit $77,893.64 $77,893.64 $0.00 0.00% Tax Class 7 (Detached Unit 2,251 - 2,500) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 8 (Detached Unit 2,001 - 2,250) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 9 (Detached Unit 1,751 - 2,000) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 10 (Detached Unit 1,501 - 1,750) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 11 (Detached Unit ≤ 1,500) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 12 (Attached Unit) 0 Units NA $0.00 $0.00 $0.00 N/A Tax Class 13 (Affordable Unit) 42 Units $0.00 per Unit $0.00 $0.00 $0.00 N/A Tax Class 14 (Senior Citizen Unit) 0 Units $0.00 per Unit $0.00 $0.00 $0.00 N/A Developed Property 361 Units N/A $1,055,568.48 $1,044,539.15 $11,029.33 1.04% Undeveloped Property 120.86 Acres $0.00 per Acre $0.00 $0.00 $0.00 0.00% Total $1,055,568.48 $1,044,539.15 $11,029.33 1.04% [1] The Average Annual Special Tax Rate is the average of all the Special Tax Rates in each Tax Class; therefore they may not reflect the actual Assigned Annual Special Tax Rate for each parcel in a given Tax Class.

The Maximum Special Tax rate ranges from $1,811.49 to $8,664.39 per unit/parcel.

H-1



Average Annual Special Tax Rate


Total Annual Collections

Total Amount

Delinquent Delinquenc

y Rate Zone 1 Tax Class 1 (Developed < 4,000) 127 Units $2,900.86 per Unit $368,409.68 $356,892.22 $11,517.46 3.13% Tax Class 2 (Developed 4,000 - 4,300) 9 Units $3,327.00 per Unit $29,943.04 $29,943.04 $0.00 0.00% Tax Class 3 (Developed 4,301 - 4,600) 34 Units $3,676.42 per Unit $124,998.42 $123,092.16 $1,906.26 1.53% Tax Class 4 (Developed 4,601 - 4,900) 35 Units $4,083.36 per Unit $142,917.74 $134,821.50 $8,096.24 5.66% Tax Class 5 (Developed 4,901 - 5,200) 6 Units $3,870.33 per Unit $23,221.96 $21,285.38 $1,936.58 8.34% Tax Class 6 (Developed > 5,200) 30 Units $4,305.91 per Unit $129,177.18 $120,345.90 $8,831.28 6.84% Developed Property 241 Units N/A $818,668.02 $786,380.20 $32,287.82 3.94% Undeveloped Property 99.59 Acres $0.00 per Acre $0.00 $0.00 $0.00 0.00% Zone 1 Subtotal $818,668.02 $786,380.20 $32,287.82 3.94% Zone 2 Developed Property 0 Units N/A $0.00 $0.00 $0.00 0.00% Undeveloped Property 20.40 Acres $0.00 per Acre $0.00 $0.00 $0.00 0.00% Zone 2 Subtotal $0.00 $0.00 $0.00 0.00% Total $818,668.02 $786,380.32 $32,287.82 3.94%

The Maximum Special Tax rate ranges from $2,761.62 to $6,809.19 per unit/parcel.

Fiscal Year 2017/2018 Special Tax Levy Summary Tables Poway Unified School District






Tax Class 1 (Production Unit < 1,500) 28 Units $347.00 per Unit $9,716.00 Tax Class 2 (Production Unit 1,500 - 2,249) 118 Units $702.59 per Unit $82,905.90 Tax Class 3 (Production Unit 2,250 - 2,749) 53 Units $1,017.99 per Unit $53,953.68 Tax Class 4 (Production Unit 2,750 - 3,149) 100 Units $1,018.58 per Unit $101,857.68 Tax Class 5 (Production Unit 3,150 - 3,749) 86 Units $1,016.94 per Unit $87,457.02 Tax Class 6 (Production Unit 3,750 - 4,049) 99 Units $1,063.51 per Unit $105,287.00 Tax Class 7 (Production Unit 4,050 - 4,499) 39 Units $1,214.74 per Unit $47,374.84 Tax Class 8 (Production Unit 4,500 - 4,999) 54 Units $1,577.42 per Unit $85,180.88 Tax Class 9 (Production Unit 5,000 - 5,499) 24 Units $1,907.97 per Unit $45,791.28 Tax Class 10 (Production Unit 5,500 - 5,999) 20 Units $2,055.93 per Unit $41,118.56 Tax Class 11 (Production Unit 6,000 - 6,499) 0 Units NA $0.00 Tax Class 12 (Production Unit ≥ 6,500) 0 Units NA $0.00 Tax Class 13 (Custom Unit) 261 Units $3,467.34 per Unit $904,975.02 Tax Class 14 (Assigned Unit) 119 Units $0.00 per Unit $0.00 Tax Class 15 (Excess Companion Unit) 0 Units NA $0.00 Tax Class 16 (Excess Affordable Unit) 70 Units $0.00 per Unit $0.00 Tax Class 17 (Senior Unit) 0 Units $0.00 per Unit $0.00 Developed Property 1,071 Units NA $1,565,617.86 Undeveloped Property 45.75 Acres $0.00 per Acre $0.00 Total $1,565,617.86 [1] The average Annual Special Tax Rate is the average of all the Special Tax Rates in each Tax Class; therefore they may not reflect the actual Assigned Annual Special Tax Rate for each parcel in a given Tax Class.

H-2





Tax Class 1 (Detached Unit > 3,750) 184 Units $3,321.37 per Unit $611,131.42 Tax Class 2 (Detached Unit 3,501 - 3,750) 62 Units $2,753.98 per Unit $170,746.52 Tax Class 3 (Detached Unit 3,251 - 3,500) 25 Units $2,572.43 per Unit $64,310.82 Tax Class 4 (Detached Unit 3,001 - 3,250) 78 Units $2,380.47 per Unit $185,676.92 Tax Class 5 (Detached Unit 2,751 - 3,000) 46 Units $2,319.80 per Unit $106,710.86 Tax Class 6 (Detached Unit 2,501 - 2,750) 45 Units $1,872.02 per Unit $84,240.80 Tax Class 7 (Detached Unit 2,251 - 2,500) 0 Units NA $0.00 Tax Class 8 (Detached Unit 2,001 - 2,250) 0 Units NA $0.00 Tax Class 9 (Detached Unit 1,751 - 2,000) 0 Units NA $0.00 Tax Class 10 (Detached Unit 1,501 - 1,750) 0 Units NA $0.00 Tax Class 11 (Detached Unit ≤ 1,500) 0 Units NA $0.00 Tax Class 12 (Attached Unit) 0 Units NA $0.00 Tax Class 13 (Affordable Unit) 42 Units $0.00 per Unit $0.00 Tax Class 14 (Senior Citizen Unit) 0 Units $0.00 per Unit $0.00 Developed Property 482 Units NA $1,222,817.34 Undeveloped Property 40.25 Acres $0.00 per Acre $0.00 Total $1,222,817.34 [1] The Average Annual Special Tax Rate is the average of all the Special Tax Rates in each Tax Class; therefore they may not reflect the actual Assigned Annual Special Tax Rate for each parcel in a given Tax Class.


Tax Class (Land Use) Number of Units/Acres Average Annual Special

Tax Rate [1] Total Annual Special

Taxes Zone 1 Tax Class 1 (< 4,000) 127 Units $2,958.89 per Unit $375,778.68 Tax Class 2 (4,000 - 4,300) 9 Units $3,393.55 per Unit $30,541.94 Tax Class 3 (4,301 - 4,600) 34 Units $3,749.95 per Unit $127,498.26 Tax Class 4 (4,601 - 4,900) 35 Units $4,165.03 per Unit $145,776.10 Tax Class 5 (4,901 - 5,200) 6 Units $3,947.73 per Unit $23,686.40 Tax Class 6 (> 5,200) 30 Units $4,392.02 per Unit $131,760.64 Developed Property 241 Units NA $835,042.02 Undeveloped Property 99.59 Acres $0.00 per Acre $0.00 Zone 1 Subtotal 241 Units NA $835,042.02 Zone 2 Tax Class 7 (N/A) 0 Units NA $0.00 Developed Property 0 Units NA $0.00 Undeveloped Property 20.40 Acres $0.00 per Acre $0.00 Zone 2 Subtotal 0 Units NA $0.00 Total $835,042.02 [1] The average Annual Special Tax Rate is the average of all the Special Tax rates in each Tax Class, therefore they may not reflect the actual Assigned Annual Special Tax Rate for each parcel in a given Special Tax Class.

H-3

EXHIBIT I

Historical Special Tax Delinquency Summary Tables

Historical Special Tax Delinquency Summary Tables Poway Unified School District



Fiscal Year

Subject Fiscal Year [1] June 30, 2017 [2]

Parcels Levied

Aggregate Special Tax


Collected Parcels

Delinquent

Fiscal Year Amount

Delinquent

Fiscal Year Delinquency

Rate Parcels

Delinquent

Remaining Amount

Delinquent

Remaining Delinquency

Rate 2007/2008 756 $900,247.30 $830,511.43 61 $69,735.87 7.75% 0 $0.00 0.00% 2008/2009 778 $981,805.62 $913,829.58 64 $67,976.04 6.92% 0 $0.00 0.00% 2009/2010 794 $1,049,367.44 $996,296.02 37 $53,071.42 5.06% 0 $0.00 0.00% 2010/2011 800 $1,087,080.36 $1,072,789.62 14 $14,290.74 1.31% 0 $0.00 0.00% 2011/2012 802 $1,116,698.34 $1,094,135.97 23 $22,562.37 2.02% 0 $0.00 0.00% 2012/2013 820 $1,196,693.86 $1,177,041.29 17 $19,652.57 1.64% 1 $1,460.45 0.12% 2013/2014 828 $1,257,275.20 $1,226,688.56 26 $30,586.64 2.43% 0 $0.00 0.00% 2014/2015 846 $1,345,284.64 $1,325,018.01 23 $20,266.63 1.51% 0 $0.00 1.51% 2015/2016 863 $1,434,482.00 $1,406,862.93 28 $27,619.07 1.93% 28 $27,619.07 1.93% 2016/2017 874 $1,504,562.26 $1,475,038.12 24 $29,524.14 1.96% 24 $29,524.14 1.96%

[1] Delinquencies as of June 30th. [2] Section 4 (b)(v) of the Disclosure Agreement requires delinquency information as of August 15th. However, due to the availability of tax information from the County of San Diego delinquencies are as of June 30th.


Fiscal Year


Parcels Levied



Collected Parcels

Delinquent

Fiscal Year Amount

Delinquent


Rate Parcels

Delinquent

Remaining Amount

Delinquent


Rate 2007/2008 264 $532,288.86 $510,622.40 12 $21,666.46 4.07% 0 $0.00 0.00% 2008/2009 269 $556,449.32 $545,927.82 6 $10,521.50 1.89% 0 $0.00 0.00% 2009/2010 287 $617,723.72 $604,417.47 9 $13,306.25 2.15% 0 $0.00 0.00% 2010/2011 293 $647,127.38 $638,767.12 5 $8,360.26 1.29% 0 $0.00 0.00% 2011/2012 295 $666,101.34 $664,126.46 1 $1,974.88 0.30% 0 $0.00 0.00% 2012/2013 303 $703,802.64 $695,102.91 6 $8,699.73 1.24% 0 $0.00 0.00% 2013/2014 307 $730,562.94 $720,909.90 5 $9,653.04 1.32% 0 $0.00 0.00% 2014/2015 307 $745,395.00 $730,378.22 9 $15,016.78 2.01% 2 $5,654.50 0.76% 2015/2016 319 $801,016.78 $785,116.32 9 $15,900.46 1.99% 9 $15,900.46 1.99% 2016/2017 394 $1,055,568.48 $1,044,539.15 8 $11,029.33 1.04% 8 $11,029.33 1.04%


I-1


Fiscal Year


Parcels Levied



Collected Parcels

Delinquent

Fiscal Year Amount

Delinquent


Rate Parcels

Delinquent

Remaining Amount

Delinquent


Rate 2007/2008 3 $8,382.66 $8,382.66 0 $0.00 0.00% 0 $0.00 0.00% 2008/2009 81 $226,037.72 $224,336.72 1 $1,701.00 0.75% 0 $0.00 0.00% 2009/2010 83 $236,301.30 $236,301.30 0 $0.00 0.00% 0 $0.00 0.00% 2010/2011 76 $217,654.42 $217,654.42 0 $0.00 0.00% 0 $0.00 0.00% 2011/2012 84 $243,150.92 $243,150.92 0 $0.00 0.00% 0 $0.00 0.00% 2012/2013 103 $299,814.70 $294,291.07 2 $5,523.63 1.84% 0 $0.00 0.00% 2013/2014 135 $408,823.26 $402,723.26 3 $6,100.00 1.49% 0 $0.00 0.00% 2014/2015 221 $704,156.12 $684,096.98 9 $20,059.14 2.85% 0 $0.00 0.00% 2015/2016 241 $802,616.02 $785,079.13 8 $17,536.89 2.18% 8 $17,536.89 2.18% 2016/2017 241 $818,668.02 $786,380.20 12 $32,287.82 3.94% 12 $32,287.82 3.94%


I-2

EXHIBIT J

Assessed Value Summary Tables

Fiscal Year 2017/2018 Assessed Value Summary Tables Poway Unified School District



Tax Class (Land Use) Units / Parcels

Assessed Value Land

Assessed Value Improvement

Assessed Value Other

Assessed Value Total [1]

Improved

Tax Class 1 (Production Unit < 1,500) 28 $7,160,069.00 $6,603,641.00 $0.00 $13,763,710.00

Tax Class 2 (Production Unit 1,500 – 2,249) 118 $44,601,253.00 $47,577,094.00 $0.00 $92,178,347.00









Tax Class 11 (Production Unit 6,000 – 6,499) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 12 (Production Unit ≥ 6,500) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 13 (Custom Unit) 255 $280,154,690.00 $435,975,942.00 $0.00 $716,130,632.00

Subtotal Improved 876 $579,836,170.00 $845,638,387.00 $0.00 $1,425,474,557.00

Unimproved

Tax Class 1 (Production Unit < 1,500) 0 $0.00 $0.00 $0.00 $0.00











Tax Class 12 (Production Unit ≥ 6,500) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 13 (Custom Unit) 6 $8,734,293.00 $0.00 $0.00 $8,734,293.00

Tax Class U (Undeveloped ) 38 $34,875,564.00 $0.00 $0.00 $34,875,564.00

Subtotal Unimproved 44 $43,609,857.00 $0.00 $0.00 $43,609,857.00

J-1

Subtotal Taxable 920 $623,446,027.00 $845,638,387.00 $0.00 $1,469,084,414.00

Tax Class 14 (Assigned Unit) 1 $3,644,576.00 $10,929,535.00 $0.00 $14,574,111.00

Tax Class 15 (Excess Companion Unit) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 16 (Excess Affordable Unit) 70 $5,686,369.00 $7,165,146.00 $0.00 $12,851,515.00

Tax Class 17 (Senior Unit) 0 $0.00 $0.00 $0.00 $0.00

Tax Class E (Exempt) 278 $19,016,374.00 $25,102,698.00 $2,756,430.00 $46,875,502.00

Tax Class P (Prepaid) 13 $12,452,473.00 $19,674,396.00 $0.00 $32,126,869.00

Subtotal Non-Taxable 362 $40,799,792.00 $62,871,775.00 $2,756,430.00 $106,427,997.00

Total 1,282 $664,245,819.00 $908,510,162.00 $2,756,430.00 $1,575,512,411.00

[1] Total Assessed Value as reported on the Fiscal Year 2017/2018 equalized tax roll of the County of San Diego.

J-2



Assessed Value Land




Improved

Tax Class 1 (Detached Unit > 3,750) 180 $93,758,929.00 $173,666,419.00 $0.00 $267,425,348.00

Tax Class 2 (Detached Unit 3,501 - 3,750 ) 62 $23,770,658.00 $38,479,144.00 $0.00 $62,249,802.00


Tax Class 4 (Detached Unit 3,001 - 3,250) 78 $28,505,690.00 $41,920,508.00 $0.00 $70,426,198.00



Tax Class 7 (Detached Unit 2,251 - 2,500) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 8 (Detached Unit 2,001 - 2,250 ) 0 $0.00 $0.00 $0.00 $0.00



Tax Class 11 (Detached Unit ≤ 1500 ) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 12 (Attached Unit) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 13 (Affordable Unit) 42 $2,281,109.00 $5,125,158.00 $0.00 $7,406,267.00

Subtotal Improved 478 $186,881,552.00 $321,715,340.00 $0.00 $508,596,892.00

Unimproved

Tax Class 1 (Detached Unit > 3,750) 4 $686,985.00 $0.00 $0.00 $686,985.00










Tax Class 11 (Detached Unit ≤ 1500 ) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 12 (Attached Unit) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 13 (Affordable Unit) 0 $0.00 $0.00 $0.00 $0.00

Tax Class U (Undeveloped Property) 43 $14,977,380.00 $0.00 $0.00 $14,977,380.00


Subtotal Taxable 525 $202,545,917.00 $321,715,340.00 $0.00 $524,261,257.00

Tax Class 13 (Affordable Unit) 42 $2,281,109.00 $5,125,158.00 $0.00 $7,406,267.00

Tax Class 14 (Senior Citizen Unit) 0 $0.00 $0.00 $0.00 $0.00

Tax Class (Exempt) 83 $2,588,886.00 $4,012,772.00 $0.00 $6,601,658.00

Tax Class P (Prepaid) 10 $5,957,926.00 $13,285,989.00 $0.00 $19,243,915.00

Total 618 $211,092,729.00 $339,014,101.00 $0.00 $550,106,830.00


J-3


.


Assessed Value Land




Zone 1

Improved

Tax Class 1 (< 4,000) 127 $58,570,276.00 $81,622,078.00 $0.00 $140,192,354.00

Tax Class 2 (4,000 - 4,300) 9 $4,062,241.00 $6,282,633.00 $0.00 $10,344,874.00

Tax Class 3 (4,301 - 4,600) 34 $17,945,366.00 $29,990,888.00 $0.00 $47,936,254.00

Tax Class 4 (4,601 - 4,900) 35 $19,551,231.00 $31,872,887.00 $0.00 $51,424,118.00

Tax Class 5 (4,901 - 5,200) 6 $3,786,679.00 $6,924,813.00 $0.00 $10,711,492.00

Tax Class 6 (> 5,200) 30 $16,875,452.00 $30,582,359.00 $0.00 $47,457,811.00

Subtotal Improved 241 $120,791,245.00 $187,275,658.00 $0.00 $308,066,903.00

Unimproved

Tax Class 1 (< 4,000) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 2 (4,000 - 4,300) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 3 (4,301 - 4,600) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 4 (4,601 - 4,900) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 5 (4,901 - 5,200) 0 $0.00 $0.00 $0.00 $0.00

Tax Class 6 (> 5,200) 0 $0.00 $0.00 $0.00 $0.00

Tax Class U (Undeveloped Property) 110 $41,250,000.00 $0.00 $0.00 $41,250,000.00


Subtotal Taxable 351 $162,041,245.00 $187,275,658.00 $0.00 $349,316,903.00

Tax Class E (Exempt) 36 $5,569.00 $0.00 $0.00 $5,569.00

Tax Class P (Prepaid) 1 $521,735.00 $416,083.00 $0.00 $937,818.00

Subtotal Zone 1 388 $162,568,549.00 $187,691,741.00 $0.00 $350,260,290.00

Zone 2

Unimproved

Tax Class U (Undeveloped Property) 35 $130,907.00 $0.00 $0.00 $130,907.00

Subtotal Zone 2 35 $130,907.00 $0.00 $0.00 $130,907.00

Total 423 $162,699,456.00 $187,691,741.00 $0.00 $350,391,197.00


J-4

EXHIBIT K

Detailed Direct and Overlapping Debt Reports

STATE OF CALIFORNIA COUNTY OF SAN DIEGO

Report Date: 12/16/2017Report Time: 12:00:00 PM

12/16/2017I. Assessed Value 2017-2018 Secured Roll Assessed Value $1,575,512,411

II. Secured Property TaxesDescription on Tax Bill Type Total Parcels Total Levy % Applicable Parcels Levy Basic 1% Levy PROP13 974,064 $4,729,701,434.10 0.32764% 1,029 $15,496,426.03Voter Approved Debt AVALL 973,975 $586,810,394.68 0.07666% 1,029 $449,850.62City of San Diego CFD No. 2, Impv Area 1 CFD 999 $3,930,131.04 100.00000% 999 $3,930,131.04City of San Diego Landscape Maintenance District (Black Mountain Ranch) LMD 1,459 $399,560.92 70.37810% 978 $281,203.40County of San Diego Service Area No. 17 (Emergency Medical) CSA 51,790 $1,577,186.66 0.25166% 16 $3,969.08County of San Diego Service Area No. 83 (Park Maintenance) OPENSPACE 4,957 $556,138.18 2.53495% 47 $14,097.82County of San Diego Vector Control, Zone A VECTOR 538,080 $1,512,539.10 0.19814% 999 $2,997.00County of San Diego Vector Control, Zone B VECTOR 366,802 $766,253.46 0.00922% 31 $70.68County of San Diego Vector Disease Control VECTOR 959,649 $6,455,756.44 0.12604% 1,030 $8,137.06Golden State Finance Authority CFD No. 2014-1 (1) CFD 2,394 $10,524,308.82 0.16482% 3 $17,345.82Metropolitan Water District of Southern California Standby Charge STANDBY 361,449 $4,405,339.66 0.37458% 1,030 $16,501.52Olivenhain Municipal Water District Sewer Service Charge SWR/WTR 47 $107,373.40 100.00000% 47 $107,373.40Palomar Pomerado Health GOB 2004 GOB 191,592 $15,938,388.67 0.42160% 217 $67,196.87Poway Unified School District CFD No. 4 CFD 1,282 $1,565,617.86 100.00000% 882 $1,565,617.86San Diego County Water Authority Standby Charge STANDBY 367,599 $3,849,695.94 0.37264% 1,030 $14,345.50WRCOG HERO Financing Program (County of San Diego) (1) 1915 9,283 $35,289,501.68 0.13174% 8 $46,490.82 2017-2018 TOTAL PROPERTY TAX LIABILITY $22,021,754.52

1.40%

III. Land Secured Bond IndebtednessOutstanding Direct and Overlapping Bonded Debt Type Issued Outstanding % Applicable Parcels Amount City of San Diego CFD No. 2, Impv Area 1 CFD $61,020,000 $38,360,000 100.00000% 999 $38,360,000Poway Unified School District CFD No. 4 CFD $19,979,000 $16,216,000 100.00000% 882 $16,216,000 TOTAL LAND SECURED BOND INDEBTEDNESS (2) $54,576,000TOTAL OUTSTANDING LAND SECURED BOND INDEBTEDNESS (2) $54,576,000

IV. General Obligation Bond IndebtednessOutstanding Direct and Overlapping Bonded Debt Type Issued Outstanding % Applicable Parcels Amount Metropolitan Water District of Southern California GOB 1966 GOB $850,000,000 $74,905,000 0.32720% 1,029 $245,092Palomar Community College District GOB 2006 GOB $693,998,901 $640,814,437 1.38991% 1,029 $8,906,713Palomar Pomerado Health GOB 2004 GOB $495,999,997 $433,358,739 0.43469% 217 $1,883,757 TOTAL GENERAL OBLIGATION BOND INDEBTEDNESS (2) $11,035,561TOTAL OUTSTANDING GENERAL OBLIGATION BOND INDEBTEDNESS (2) $11,035,561

$65,611,561.30VALUE TO ALL OUTSTANDING DIRECT AND OVERLAPPING BONDED DEBT 24.01:1

(1) Does not include PACE program liens due to the variable nature of each lien.(2) Additional bonded indebtedness or available bond authorization may exist but are not shown because a tax was not levied for the referenced fiscal year.Source: California Tax Data

TOTAL PROPERTY TAX LIABILITY AS A PERCENTAGE OF 2017-2018 ASSESSED VALUATION

Detailed Direct and Overlapping Debt

POWAY UNIFIED SCHOOL DISTRICTCommunity Facilities District No. 4

TOTAL OF ALL OUTSTANDING AND OVERLAPPING BONDED DEBT

Special Tax Bonds

K-1



12/16/2017I. Assessed Value 2017-2018 Secured Roll Assessed Value $550,106,830

II. Secured Property TaxesDescription on Tax Bill Type Total Parcels Total Levy % Applicable Parcels Levy Basic 1% Levy PROP13 974,064 $4,729,701,434.10 0.11572% 537 $5,473,035.07Voter Approved Debt AVALL 973,975 $586,810,394.68 0.02707% 537 $158,876.73CaliforniaFIRST Program (County of San Diego) (1) 1915 1,079 $4,046,908.28 0.17175% 2 $6,950.72City of San Diego CFD No. 4 CFD 488 $1,240,873.80 100.00000% 488 $1,240,873.80City of San Diego Landscape Maintenance District (Black Mountain Ranch) LMD 1,459 $399,560.92 16.94065% 262 $67,688.22County of San Diego Service Area No. 17 (Emergency Medical) CSA 51,790 $1,577,186.66 0.01690% 9 $266.58County of San Diego Vector Control, Zone A VECTOR 538,080 $1,512,539.10 0.07557% 381 $1,143.00County of San Diego Vector Control, Zone B VECTOR 366,802 $766,253.46 0.04642% 156 $355.68County of San Diego Vector Disease Control VECTOR 959,649 $6,455,756.44 0.05372% 537 $3,468.10Metropolitan Water District of Southern California Standby Charge STANDBY 361,449 $4,405,339.66 0.14342% 537 $6,318.34Olivenhain Municipal Water District Sanitation District (Black Mountain Ranch East Clusters) SANITATION 90 $45,121.20 100.00000% 90 $45,121.20Palomar Pomerado Health GOB 2004 GOB 191,592 $15,938,388.67 0.44815% 275 $71,428.46Poway Unified School District CFD No. 12 CFD 618 $1,222,817.34 100.00000% 440 $1,222,817.34San Diego County Water Authority Standby Charge STANDBY 367,599 $3,849,695.94 0.14272% 537 $5,494.10WRCOG HERO Financing Program (County of San Diego) (1) 1915 9,283 $35,289,501.68 0.07118% 5 $25,118.38 2017-2018 TOTAL PROPERTY TAX LIABILITY $8,328,955.72

1.51%

III. Land Secured Bond IndebtednessOutstanding Direct and Overlapping Bonded Debt Type Issued Outstanding % Applicable Parcels Amount City of San Diego CFD No. 4 CFD $28,800,000 $26,135,000 100.00000% 488 $26,135,000Poway Unified School District CFD No. 12 CFD $12,119,087 $10,432,000 100.00000% 440 $10,432,000 TOTAL LAND SECURED BOND INDEBTEDNESS (2) $36,567,000TOTAL OUTSTANDING LAND SECURED BOND INDEBTEDNESS (2) $36,567,000

IV. General Obligation Bond IndebtednessOutstanding Direct and Overlapping Bonded Debt Type Issued Outstanding % Applicable Parcels Amount Metropolitan Water District of Southern California GOB 1966 GOB $850,000,000 $74,905,000 0.11468% 537 $85,902Palomar Community College District GOB 2006 GOB $693,998,901 $640,814,437 0.48714% 537 $3,121,690Palomar Pomerado Health GOB 2004 GOB $495,999,997 $433,358,739 0.44265% 275 $1,918,279 TOTAL GENERAL OBLIGATION BOND INDEBTEDNESS (2) $5,125,871TOTAL OUTSTANDING GENERAL OBLIGATION BOND INDEBTEDNESS (2) $5,125,871







Special Tax Bonds

K-2



12/16/2017I. Assessed Value 2017-2018 Secured Roll Assessed Value $350,391,197

II. Secured Property TaxesDescription on Tax Bill Type Total Parcels Total Levy % Applicable Parcels Levy Basic 1% Levy PROP13 974,064 $4,729,701,434.10 0.07391% 385 $3,495,511.97Voter Approved Debt AVALL 973,975 $586,810,394.68 0.01431% 385 $83,993.42County of San Diego Service Area No. 17 (Emergency Medical) CSA 51,790 $1,577,186.66 0.45636% 242 $7,197.66County of San Diego Street Lighting, Zone A LLMD 98,162 $1,577,264.26 0.20799% 242 $3,280.50County of San Diego Vector Control, Zone B VECTOR 366,802 $766,253.46 0.11396% 383 $873.24County of San Diego Vector Disease Control VECTOR 959,649 $6,455,756.44 0.03034% 383 $1,958.86Golden State Finance Authority CFD No. 2014-1 (1) CFD 2,394 $10,524,308.82 0.03104% 1 $3,266.38Metropolitan Water District of Southern California Standby Charge STANDBY 25,149 $397,422.22 1.20227% 383 $4,778.08Olivenhain Municipal Water District AD No. 96-1 1915 23,141 $1,370,427.84 2.01763% 379 $27,650.16Palomar Pomerado Health GOB 2004 GOB 191,592 $15,938,388.67 0.46056% 385 $73,405.85Poway Unified School District CFD No. 13 CFD 423 $835,042.02 100.00000% 241 $835,042.02Poway Unified School District SFID No. 2002-1, 2011 Refunding GOB 43,525 $2,954,586.42 1.44808% 385 $42,784.90Poway Unified School District SFID No. 2002-1, 2014 Refunding GOB 43,525 $6,264,016.23 1.44809% 385 $90,708.34Rancho Santa Fe Community Services District CFD No. 1 CFD 1,029 $3,259,881.92 40.88951% 381 $1,332,949.86Rancho Santa Fe Community Services District Sewer Service Charge SEWER 1,052 $934,364.00 28.19554% 383 $263,449.00Rancho Santa Fe Fire Protection District Special Tax SPCLTAX 12,316 $1,035,000.00 1.68019% 358 $17,390.00San Diego County Water Authority Standby Charge STANDBY 25,150 $346,091.74 1.21658% 385 $4,210.50WRCOG HERO Financing Program (County of San Diego) (1) 1915 9,283 $35,289,501.68 0.00968% 1 $3,414.34 2017-2018 TOTAL PROPERTY TAX LIABILITY $6,291,865.08

1.80%

III. Land Secured Bond IndebtednessOutstanding Direct and Overlapping Bonded Debt Type Issued Outstanding % Applicable Parcels Amount Olivenhain Municipal Water District AD No. 96-1 1915 $22,530,000 $10,895,000 2.01763% 379 $219,821Poway Unified School District CFD No. 13 CFD $5,375,000 $5,220,000 100.00000% 241 $5,220,000Rancho Santa Fe Community Services District CFD No. 1 CFD $48,660,000 $34,140,000 40.88951% 381 $13,959,679 TOTAL LAND SECURED BOND INDEBTEDNESS (2) $19,399,500TOTAL OUTSTANDING LAND SECURED BOND INDEBTEDNESS (2) $19,399,500

IV. General Obligation Bond IndebtednessOutstanding Direct and Overlapping Bonded Debt Type Issued Outstanding % Applicable Parcels Amount Metropolitan Water District of Southern California GOB 1966 GOB $850,000,000 $74,905,000 0.07305% 385 $54,715Palomar Community College District GOB 2006 GOB $693,998,901 $640,814,437 0.31029% 385 $1,988,364Palomar Pomerado Health GOB 2004 GOB $495,999,997 $433,358,739 0.45473% 385 $1,970,620Poway Unified School District SFID No. 2002-1 GOB $197,999,320 $139,985,766 0.85084% 385 $1,191,061 TOTAL GENERAL OBLIGATION BOND INDEBTEDNESS (2) $5,204,760TOTAL OUTSTANDING GENERAL OBLIGATION BOND INDEBTEDNESS (2) $5,204,760







Special Tax Bonds

K-3

EXHIBIT L

Assessed Value-to-Lien Ratio Summary Tables

Fiscal Year 2017/2018 Assessed Value Summary Tables Poway Unified School District



Tax Class (Land Use) Total Assessed

Value [1]

2016 Revenue Refunding Bonds & 2013 Special Tax Revenue Bonds, Series B

Overlapping

Debt [2] Total Lien

Value-to-Lien Ratio

Principal Amount

Outstanding

Value-to-Lien Ratio

for CFD

Tax Class 1 (Production Unit < 1,500) $13,763,710.00 $100,634.17 136.77:1 $365,120.37 $465,754.54 29.55:1

Tax Class 2 (Production Unit 1,500 -2,249) $92,178,347.00 $858,703.84 107.35:1 $1,987,223.03 $2,845,926.87 32.39:1

Tax Class 3 (Production Unit 2,250 – 2,749) $57,186,621.00 $558,829.14 102.33:1 $1,057,327.01 $1,616,156.14 35.38:1

Tax Class 4 (Production Unit 2,750 – 3,149) $109,601,899.00 $1,054,998.27 103.89:1 $2,520,328.04 $3,575,326.31 30.66:1


Tax Class 6 (Production Unit 3,750 – 4,049) $115,794,711.00 $1,090,517.70 106.18:1 $3,524,949.78 $4,615,467.48 25.09:1





Tax Class 11 (Production Unit 6,000 – 6,499) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class 12 (Production Unit ≥ 6,500) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class 13 (Custom Unit) $724,864,925.00 $9,373,344.10 77.33:1 $16,826,575.54 $26,199,919.63 27.67:1

Tax Class U (Undeveloped) $34,875,564.00 $0.00 NA $2,178,522.95 $2,178,522.95 16.01:1

Subtotal for Taxable Parcels [2] $1,496,510,040.00 $16,216,000.00 92.29:1 $37,304,344.96 $53,520,344.96 27.96:1

Tax Class 14 (Assigned Unit) $14,574,111.00 $0.00 NA $0.00 $0.00 NA

Tax Class 15 (Excess Companion Unit) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class 16 (Excess Affordable Unit) $12,851,515.00 $0.00 NA $53,046.30 $53,046.30 242.27:1

Tax Class 17 (Senior Unit) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class E (Exempt) $46,875,502.00 $0.00 NA $1,055,655.04 $1,055,655.04 44.40:1

Tax Class P (Prepaid) $32,126,869.00 $0.00 NA $0.00 $0.00 NA

Total [3] $1,575,512,411.00 $16,216,000.00 97.16:1 $38,360,000.00 $54,576,000.00 28.87:1 [1] Total Assessed Value as reported on the Fiscal Year 2017/2018 equalized tax roll of the County of San Diego. [2] Source: Detailed Direct and Overlapping Debt Report, National Tax Data, Inc. (Exhibit N) [3] Totals may not sum due to rounding.

L-1



Value [1]

2016 Revenue Refunding Bonds & 2013 Special Tax Revenue Bonds, Series B

Overlapping Debt [2] Total Lien

Value-to-Lien Ratio

Principal Amount

Outstanding

Value-to-Lien Ratio

for CFD

Tax Class 1 (Detached Unit > 3,750) $268,112,333.00 $5,213,634.75 51.43:1 $15,231,332.45 $20,444,967.20 13.11:1

Tax Class 2 (Detached Unit 3,501 - 3,750 ) $62,249,802.00 $1,456,658.85 42.73:1 $2,942,083.01 $4,398,741.85 14.15:1

Tax Class 3 (Detached Unit 3,251 - 3,500 ) $23,936,430.00 $548,643.25 43.63:1 $1,105,008.35 $1,653,651.60 14.47:1

Tax Class 4 (Detached Unit 3,001 - 3,250) $70,426,198.00 $1,584,031.86 44.46:1 $3,119,981.26 $4,704,013.12 14.97:1



Tax Class 7 (Detached Unit 2,251 - 2,500) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class 8 (Detached Unit 2,001 - 2,250 ) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class 9 (Detached Unit 1,751 - 2,000 ) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class 10 (Detached Unit 1,501 - 1,750) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class 11 (Detached Unit ≤ 1500 ) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class 12 (Attached Unit) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class U (Undeveloped) $14,977,380.00 $0.00 NA $315,984.70 $315,984.70 47.40:1

Subtotal for Taxable Parcels [2] $524,261,257.00 $10,432,000.00 50.26:1 $26,028,348.25 $36,460,348.25 14.38:1

Tax Class 13 (Affordable Unit) $7,406,267.00 $0.00 NA $53,040.28 $53,040.28 139.63:1

Tax Class 14 (Senior Citizen Unit) $0.00 $0.00 NA $0.00 $0.00 NA

Tax Class E (Exempt) $6,601,658.00 $0.00 NA $10,103.75 $10,103.75 653.39:1

Tax Class P (Prepaid) $19,243,915.00 $0.00 NA $96,548.00 $96,548.00 199.32:1

Total [3] $550,106,830.00 $10,432,000.00 52.73:1 $26,135,000.00 $36,567,000.00 15.04:1 [1] Total Assessed Value as reported on the Fiscal Year 2017/2018 equalized tax roll of the County of San Diego. [2] Source: Detailed Direct and Overlapping Debt Report, National Tax Data, Inc. (Exhibit N) [3] Totals may not sum due to rounding.

L-2



Value [1]

2013 Revenue Bonds

Overlapping Debt [2] Total Lien

Value-to-Lien Ratio

Principal Amount

Outstanding

Value-to-Lien Ratio

for CFD Tax Class 1( < 4,000) $140,192,354.00 $2,349,061.08 59.68:1 $3,025,467.57 $5,374,528.65 26.08:1 Tax Class 2 (4,000 - 4,300) $10,344,874.00 $190,923.24 54.18:1 $188,421.71 $579,344.95 27.27:1 Tax Class 3 (4,301 - 4,600) $47,936,254.00 $797,014.88 60.14:1 $1,381,931.05 $2,178,945.93 21.00:1 Tax Class 4 (4,601 - 4,900) $51,424,118.00 $911,272.99 56.43:1 $1,806,170.23 $2,717,443.22 18.92:1 Tax Class 5 (4,901 - 5,200) $10,711,492.00 $148,068.01 72.34:1 $271,283.08 $419,351.09 25.54:1 Tax Class 6 ( > 5,200) $47,457,811.00 $823,659.80 57.62:1 $1,477,188.88 $2,300,848.68 20.63:1 Tax Class U (Undeveloped) $41,250,000.00 $0.00 N/A $5,359,889.01 $5,359,889.01 7.70:1

Subtotal for Taxable Parcels [3] $349,316,903.00 $5,220,000.00 66.92:1 $13,510,351.52 $18,731,773.31 18.65:1

Tax Class E (Exempt) $5,569.00 $0.00 N/A $708.83 $708.83 7.86:1

Tax Class P (Prepaid) $937,818.00 $0.00 N/A $712.96 $712.96 1,315.39:1

Zone 1 Subtotal $350,260,290.00 $5,220,000.00 66.92:1 $13,511,773.31 $18,731,773.31 18.70:1

Zone 2 Tax Class U (Undeveloped) $130,907.00 $0.00 N/A $667,726.69 $667,726.69 0.20:1

Zone 2 Subtotal $130,907.00 $0.00 N/A $667,726.69 $667,726.69 0.20:1

Total [3] $350,391,197.00 $5,220,000.00 66.92:1 $14,179,500.00 $19,399,500.00 18.06:1 [1] Total Assessed Value as reported on the Fiscal Year 2017/2018 equalized tax roll of the County of San Diego. [2] Source: Detailed Direct and Overlapping Debt Report, National Tax Data, Inc. (Exhibit N) [3] Totals may not sum due to rounding.

L-3

EXHIBIT M

Reports to the California Debt and Investment Advisory Commission

EXHIBIT N

Notice of Material Events

NOTICE OF SIGNIFICANT EVENT UNDER SEC RULE 15c2-12

$17,795,000

Poway Unified School District Public Financing Authority 2013 Special Tax Revenue Bonds, Series B

Base CUSIP No. 73885Q Issue Date: May 22, 2013

The 2013 Special Tax Revenue Bonds, Series B issued by the Poway Unified School District Public Financing Authority ("Issuer") have previously had their rating upgraded by the following rating agency: Standard and Poor’s Ratings Service

March 31, 2017 – Upgraded its 'BBB-' rating to 'BBB'. The rating upgrade qualifies as a significant event as to which the Issuer is required to file a notice to satisfy the Issuer’s continuing disclosure requirements under Rule 15c2-12 of the Securities and Exchange Commission with respect to the Issuer’s obligations listed above. An explanation of the significance of the new rating may be obtained from the rating agency. The new rating reflects only the views of the rating agency and is not a recommendation to buy, sell, or hold the obligations. The Issuer makes no representation as to the appropriateness of the new rating. There is no assurance that the new rating will be maintained for any given period of time or that they will not be lowered or withdrawn entirely if, in the judgment of the applicable rating agency, circumstances so warrant. The Issuer has not undertaken any responsibility to oppose any proposed revision or withdrawal of either such rating. Any change in or withdrawal of either such rating could have an adverse effect on the market price or marketability of the above referenced obligations. The information in this Significant Event Notice is provided solely to comply with the Issuer’s contractual commitment to provide notice of changes in ratings assigned to the obligations. This Significant Event Notice is not made by the Issuer in connection with a purchase or sale of the obligations and accordingly is not intended to contain all information material to a decision to purchase or sell the obligations. Date of Notice: April 4, 2017

N-1

poway unified school district - california tax data

Documents