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File #: 2021-0531   
Type: Agreement Status: Passed
File created: 7/30/2021 In control: Board of Directors - Regular Board Meeting
On agenda: 9/23/2021 Final action: 9/23/2021
Title: AUTHORIZE the Chief Executive Officer (CEO) or their designee to negotiate and execute a project amendment to the ACE Measure R Master Funding Agreement which will restructure the associated working capital loan by extending the loan term an additional three years and restructure the loan maturity terms to allow for adjustment based on a percentage of the outstanding loan balance, thereby allowing for additional pre-payments.
Sponsors: Planning and Programming Committee
Indexes: Alameda Corridor East, Alameda Corridor East (Project), Construction, Freight trains, Grade separations, Measure R, Montebello, Payment, Pomona, Project, Project delivery, Safety, San Gabriel, San Gabriel Valley Council of Governments, Strategic planning, Union Pacific Railroad, Working conditions
Attachments: 1. Attachment A - SGVCOG Letter on Loan Repayment and Request, 2. Attachment B - ACE Project Equity Outreach Process, 3. Presentation
Meeting_Body
PLANNING AND PROGRAMMING COMMITTEE
SEPTEMBER 15, 2021

Subject
SUBJECT: ALAMEDA CORRIDOR-EAST (ACE) PROJECT MEASURE R WORKING CAPITAL LOAN RESTRUCTURING

Action
ACTION: APPROVE RECOMMENDATION

Heading
RECOMMENDATION

Title
AUTHORIZE the Chief Executive Officer (CEO) or their designee to negotiate and execute a project amendment to the ACE Measure R Master Funding Agreement which will restructure the associated working capital loan by extending the loan term an additional three years and restructure the loan maturity terms to allow for adjustment based on a percentage of the outstanding loan balance, thereby allowing for additional pre-payments.

Issue
ISSUE

Metro and the San Gabriel Valley Council of Governments (SGVCOG) entered into a Measure R Master Funding Agreement on June 14, 2013. The Master Funding Agreement included a working capital loan in the amount of $45,000,000. The SGVCOG has partially repaid $15,000,000 toward the working capital loan, which was granted under a Measure R Master Funding Agreement with Metro. The SGVCOG has requested a restructuring of the loan terms and conditions (Attachment A) as Metro continues to support the delivery of the Alameda Corridor-East Grade Separation Phase II projects (ACE Project).

Under the existing agreement, payment of the outstanding balance of the working capital loan is due on the earlier of ten years (the "Initial Term") or the date in which Metro's outstanding Measure R fund obligation falls below $75,000,000 (the "Early Trigger"). Based on a partial repayment of $15,000,000 out of the total original loan amount of $45,000,000, staff recommends extending the Initial Term by three additional years and adjusting the Early Trigger to reflect the $15,000,000 partial payment and any additional future principal payment. The Early Trigger will be equal to five-thirds (5/3) of the current outstanding loan balance.

Background
BACKGROUND

The SGVCOG established the Alameda Cor...

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