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WHWD History and

Our Path Forward

Current state of the district, financial updates, what’s next, and Q&A

WHWD Board of Directors�February 10, 2021

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How’d we get here?

A brief overview:

  • Kern Water County Agency (KWCA) agreement established in June 2000
  • Diablo Grande Limited Partnership bankruptcy in 2008
  • World International purchase in 2009
  • Angels Crossing transfer from World International in April 2020
  • Diablo Grande Master Plan called for 5000 homes
    • 2000 in Village 1 “Oak Flat”, 3000 in Villages 2-5
    • Approximately 600 homes built as of 2021
  • WHWD is severely underfunded due to lack of development

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How’d we get here?

  • As part of the approval process for Diablo Grande, Stanislaus County required the project to have a source of water equal to 8000 acre-feet (AF) allocation based on the Master Plan specifications�
  • This requirement began at 1,200 AF and was scaled up to 8,000 AF from 2001-2013 in anticipation of full development per the Diablo Grande Master Plan
    • Allocation began at 1,200 AF and scaled 600 additional AF per year until 2013

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Water Entitlement

Schedule

Source:

KWCA-Diablo Grande Water Agreement �2001, Page 8

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State Water Project (SWP) Allocation

  • For 2021 allocation is set at 10% (down from 20% and 15% in 2020)
    • note that the state can set the allocation at 0%, which was initially done in the 2014 drought, although it was later revised to 5%�
  • 8,000 AF is our max, if SWP sets 5% allocation this means we will receive only 400 AF
    • 400 AF is less than we currently use residentially, requires water saving/usage regulation for residents (i.e. irrigation days, encouragement to conserve water)
    • WHWD would rely on banked water at considerably higher cost per AF as happened in 2014

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Mismanagement of WHWD by World International

  • 2019 - Due to World’s inability (or refusal) to further develop Diablo Grande, World indicated it would no longer continue to subsidize the WHWD operations
  • 2019 - World ceased making payments for golf course water and was delinquent in the amount of approximately $515,601 (as of April 2020)
  • April 2020 - AC acquired Diablo Grande from World, AC agreed to fund the subsidy moving forward, and also agreed that it would pay World’s delinquent water bill
    • Also the delinquent amounts to KCWA and Patterson ($2,893,488 as of 1/1/2021) and the delinquent Mello-Roos obligations ($8,742,326 as of April 2020)
    • AC’s water bill ($399, 548.54) is in addition to the $515,601
  • Late 2020 - Ranch golf course water shut off due to non-payment by owner (World, and then by AC)

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Angels Crossing Written Commitment to WHWD

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Angels Crossing AAR

  • The WHWD Board ratified the assignment of the master agreement obligations from World to Angels Crossing at its April 24, 2020 meeting. Guillermo was directed to sign as President after the board approved �
  • Requests and demands for Angels Crossing’s financials and abilities to fund WHWD were rejected

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Angels Crossing, WHWD, and World International

Assignment, Assumption and Release Agreement�Page 1

Dated April 30, 2020

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WHWD Current Financial Status

  • Mark Kovich, Treasurer and Accounting Officer, to comment on current financial status of the district�
  • Chart of World International and Angels Crossing contributions per Master Agreement
    • How much longer can we exist with no developer financial help and current water rates?�
  • Status of Mark’s forensic financial analysis of the district

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Developer Contributions to WHWD 2009-2021

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How can the district rectify this shortfall?

The short answer is…

  • Implement a water rate increase to sustain the district so WHWD doesn’t fail
    • A study is being completed to see what the increase would be
    • Details to follow and soon (expected March 2021)
  • This rate increase would not cover any capital expenditures like equipment and infrastructure upgrades
  • This rate increase is critical to get the district to solvency without developer support / relying on any developer’s economic capacity

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What can the district do about World & AC not performing?

  • Any and all legal avenues available will be explored by WHWD council and the board�
  • Liens have been filed on AC & World properties
    • This encompasses ALL property owned within the county of Stanislaus�
  • Important: there is no state or county bail out for WHWD or Diablo Grande

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Are there benefits to homeowners if rates go up?

  • Clean drinking water will continue to flow
  • Our home values won’t plummet because of water delivery issues or unavailability
  • WHWD would no longer financially dependent on developer subsidy / financial capability
  • The rate increase would be adopted subject to a provision that, if WHWD is successful in obtaining recovery against the delinquent parties, those funds would be used to offset rates to the extent it is economically viable and in the best interest of the ratepayers
  • Removing the subsidy provides homeowners a level of certainty in that they are not subject to the economic viability of a developer
    • If WHWD is self-sustaining, it guarantees clean drinking water will be available to homeowners for the foreseeable future

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What are the consequences of not increasing rates?

  • If WHWD cannot pay KCWA, there is a possibility that water service is interrupted or terminated�
  • If WHWD is unable to provide clean drinking water to Diablo Grande, property values will likely plummet and the community would not be viable to live in�
  • WHWD will not reach solvency and thus always be dependent on the developer financially

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KCWA-WHWD Water Contract

Page 7�Article 5 �Suspension of Service Upon Default

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Letter from KCWA to WHWD

Dated April 9, 2020�

  • First default July 2019
  • Second default January 2020

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What is the forward-looking plan for the district?

  • Rate increase is approved and put in place to get the district to break-even solvency
    • Pros:
      • we prop ourselves up as a community since our current developer-owner won’t
      • we maintain solvency thanks to the community members
      • we don’t need a developer to subsidize the district and we can be self-sustaining
    • Cons:
      • we don’t fund ourselves for capital expenditures i.e. infrastructure improvements/fixes, leaving us vulnerable if equipment like pumps or tanks fail
    • California releases new requirements for water districts every year which incur capital costs related to treatment and equipment upgrades which we must meet�
  • Meanwhile we (as a community) hope AC will perform as obligated

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What is the forward-looking plan for the district?

In addition to the aforementioned plan:

  • We explore the potential of merging with another water entity�
  • Any merger would mean the water/sewer rates would be paid 100% by the DG residents. It is a near certainty that another agency’s customers will not subsidize DG rates�
  • This is a last-resort option only if absolutely necessary and is not guaranteed

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For our community: Q&A

1. What’s this about World Intl running the WHWD board for years?

WHWD is what is known as a landowner voting district. Instead of “one-person/one-vote” each landowner holds a number of votes equal to the number of dollars in assessed land values. For example, if the lot in which your house is located is assessed at $100,000, then you have 100,000 votes for election purposes.

As discussed next in question #2, because World did have a significant majority of the outstanding votes as compared to individual landowners in the district, they were able to retain a majority on the board because there were very few residents which declared themselves a candidate for elections or vacancies on the board.

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For our community: Q&A

2. Why hasn’t there been a WHWD BoD election in years?

In every year for which there were director seats up for election, WHWD conducted the election process in accordance with state law. Beginning at least 2011 and every odd-numbered year since that date, WHWD has started the election process in accordance with the Elections Code. However, no elections are needed to be conducted when the number of candidates equals the same number of director positions up for election. For example, if there are 2 director positions and only 2 people declare their candidacy, there is no election held.

In years in which there were more declared candidates than positions up for election, WHWD has conducted an election. This occurred in 2011 and 2013.

Recently, accusations have been made that WHWD must hold elections when a director resigns the position prior to the date the seat is up for election. This is false. When a vacancy occurs prior to the expiration of the term (except for specific circumstances which haven’t occurred in WHWD) the board is authorized by law to either fill the vacancy by appointment (filled by a vote of the board) or call for a special election. To date such a vacancy has always been filled by appointment by the board as opposed to holding a special election.

As a landowner voting district, WHWD is required to conduct its own elections – Stanislaus County does not assist in this effort. Appointment instead of calling for a special election in every instance saves the district tens of thousands of dollars required to hold an election.

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For our community: Q&A

3. What happens to the money I pay every month to WHWD?

Customer payments are currently being used to fund operations and keep water service running for residents.

Bills outstanding with KWCA and COP are just that, outstanding and waiting to be paid.

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For our community: Q&A

4. Why are the Kern and COP bills piling up?

WHWD facilities must run and bills piling up are a symptom of an underfunded district for the last few years.

If the district was being funded per the Master Agreement/AAR, these bills would be paid.

An analogy: if you were laid off from work, would you keep paying the mortgage or buy groceries to feed your family?

WHWD chooses to fund immediate operations rather than debts which can be settled later.

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For our community: Q&A

5. What does it mean to be “allocated” water from the state?

The SWP (State Water Project) allocates a percentage of requested water from all state water contractors (including KWCA) to water districts. The current allocation is set at 10%, down from 15% as of October 2020, also down from 20% set earlier in 2020.

At 10%, we will receive 800 of our 8,000 allocated acre-feet of water. However, WHWD still must pay for the entirety of the 8,000 acre-feet.

(notice source: water.ca.gov / Notice 20-06 / as of 12/01/2020)

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For our community: Q&A

6. What is water banking?

KCWA and WHWD have an agreement to “bank” water in excess of actual requested usage for the district it serves. If we only use 600 of our allotted 800 acre-feet in 2021 (given the 10% allocation), we would “bank” 200 acre-feet to KCWA and its partners in the banking program. This water would be credited at face value to the district. Banked water can also be called upon during times of over-usage (for example, if we need 1,000 AF but only have 800 allocated), however purchasing the banked water comes at a much higher cost than the originally allocated water.

(source: KCWA/WHWD Water Banking Agreement revised 2010)

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THANK YOU RESIDENTS

We hope you’ve found this presentation to be helpful.

As your new resident-run WHWD Board of Directors, we take transparency and informing the public very seriously.

In the coming weeks and months, more information and documents will become available to you for your own interpretation and perusal. In the meantime, please continue to be patient with us as we work through this trying period, and know we are always thinking about our community and what’s best for our residents and water district.

We greatly appreciate your time!

Sincerely,

Your WHWD Board of Directors

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Contact & References