Los Angeles — 2024-08-08

1. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION\n(Subdivision (d)(1) of Government Code Section 54956.9)\nNatural Resources Defense Council, et al. v. City of Los Angeles, et al.\nLos Angeles Superior Court Case No. BS070017

10. CONFERENCE WITH REAL PROPERTY NEGOTIATORS\n(Government Code Section 54956.8)\nProvide instructions to its real estate negotiators with respect to a proposed permit with\nYusen Terminals LLC:\nProperty: 701 New Dock Street, Terminal Island\nCity Negotiators: Michael DiBernardo/Marisa Katnich\nTenant Negotiator: Alan McCorkle\nNegotiating Parties: City and Yusen Terminals LLC\nUnder Negotiation: Price and Terms

2. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION\n(Subdivision (d)(1) of Government Code Section 54956.9)\nNatural Resources Defense Council, et al. v. City of Los Angeles, et al.\nSan Diego Superior Court Case No. 37-2021-00023385-CU-TT-CTL

3. CONFERENCE WITH REAL PROPERTY NEGOTIATORS\n(Government Code Section 54956.8)\nProvide instructions to its real estate negotiators with respect to Permit 999 with China\nShipping Holding Company, Ltd.:\nProperty: Berths 100-103, San Pedro\nCity Negotiator: Michael DiBernardo\nTenant Negotiator: Paul Nazzaro\nNegotiating Parties: City and China Shipping Holding Company, Ltd.\nUnder Negotiation: Price and Terms

4. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION\n(Subdivision (d)(2) of Government Code Section 54956.9)\nSignificant exposure to litigation pursuant to subdivision (d)(2) of Section 54956.9: (one\ncase)

5. CONFERENCE WITH LEGAL COUNSEL – INITIATE LITIGATION\n(Subdivision (d)(4) of Government Code Section 54956.9) (1 case)\nInitiation of litigation pursuant to subdivision (d)(4) of Section 54956.9: (one case)

6. CONFERENCE WITH LEGAL COUNSEL – SIGNIFICANT EXPOSURE TO\nLITIGATION\n(Subdivision (d)(2) of Government Code Section 54956.9)\nSignificant exposure to litigation pursuant to subdivision (d)(2) of Section 54956.9: (one\ncase)

7. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION\n(Subdivision (d)(1) of Government Code Section 54956.9)\nEnvironmental California, Inc. v. City of Los Angeles; et al.\nUnited States District Court Case No. 2:24-cv-06154

8. CONFERENCE WITH REAL PROPERTY NEGOTIATORS\n(Government Code Section 54956.8)\nProvide instructions to its real estate negotiators with respect Fenix Marine Services,\nLtd., Permit 733:\nProperty: 614 Terminal Way, San Pedro\nCity Negotiator: Marisa Katnich\nTenant Negotiator: Steven Trombley\nNegotiating Parties: City and Fenix Marine Services, Ltd.\nUnder Negotiation: Price and Terms

9. CONFERENCE WITH REAL PROPERTY NEGOTIATORS\n(Government Code Section 54956.8)\nProvide instructions to its real estate negotiators with respect to Trapac, LLC, Permit\n881:\nProperty: 630 West Harry Bridges Blvd., Wilmington\nCity Negotiator: Marisa Katnich\nTenant Negotiator: Ron Triemstra\nNegotiating Parties: City and Trapac, LLC\nUnder Negotiation: Price and Terms

1. RESOLUTION NO. ____________ - FIRST AMENDMENT TO AGREEMENT NO. 22-\n9849 WITH THE UNITED STATES ENVIRONMENTAL PROTECTION AGENCY FOR A\nDIESEL EMISSION REDUCTION ACT GRANT TO FUND THE ZERO EMISSION\nSWITCHER LOCOMOTIVE PROJECT\nSummary: Staff requests approval of the First Amendment to the United States Environmental\nProtection Agency (EPA) Diesel Emission Reduction Act (DERA) Grant Agreement No.\n98T27801 (City of Los Angeles Harbor Department Agreement No. 22-9849) to fund the Zero-\nEmissions Switcher Locomotive Project (Project) with Project partner Union Pacific Railroad\nCompany (UP). The proposed First Amendment updates the Project schedule and milestones\nand extends the term of the Agreement by two years to account for delays in the Project timeline\ndue to disruptions in the battery supply chain. All other terms and conditions remain the same,\nincluding the overall Project costs and participant commitments. On January 4, 2021, the Board\nof Harbor Commissioners (Board) accepted EPA DERA Grant Agreement No. 98T27801\nawarding $2,025,000 for Project expenditures and administrative costs. Under the terms of the\nGrant Agreement, the City of Los Angeles Harbor Department (Harbor Department) is\nresponsible for the administrative management of the Project. UP is financially responsible for\nall other Project costs. The Harbor Department is not required to commit any funding to the\nProject beyond staff time and resources to act as Grant Manager.\nRecommendation: Board resolve to (1) find that the Director of Environmental Management has\ndetermined that the proposed action is administratively exempt from the requirements of the\nCalifornia Environmental Quality Act (CEQA) under Article II Section 2(f) of the Los Angeles City\nCEQA Guidelines; (2) approve the First Amendment to Agreement No. 22-9849 between the\nHarbor Department and the EPA; (3) authorize the Executive Director to execute and the Board\nSecretary to attest to said Amendment with the EPA for and on behalf of the Board; and (4)\nadopt Resolution No.____________.\nEnvironmental Management

2. RESOLUTION NO. ____________ - FIRST AMENDMENT TO AGREEMENT NO. 22-\n9850 WITH UNION PACIFIC RAILROAD COMPANY FOR A DIESEL EMISSION\nREDUCTION ACT GRANT TO FUND A ZERO EMISSION SWITCHER LOCOMOTIVE\nPROJECT\nSummary: Staff requests approval of the First Amendment to Agreement No. 22-9850\n(Agreement) with Union Pacific Railroad Company (UP). The Agreement requires UP to design\nand manufacture a Zero-Emissions Switcher Locomotive for a demonstration project (Project).\nThe Environmental Protection Agency (EPA) Grant Agreement No. 22-9849 between the United\nStates Environmental Protection Agency (EPA) and the City of Los Angeles Harbor Department\n(Harbor Department) is being amended under a separate board action. The First Amendment to\nthe Agreement with UP will incorporate the same change as the EPA Grant Agreement which is\nextending the term of the Agreement by two years. The extension request is necessary to\naccount for delays in the project schedule due to disruptions to the battery supply chain. All other\nterms and conditions of the Agreement remain the same, including the overall project costs and\nparticipant commitments.\nRecommendation: Board resolve to (1) find that the Director of Environmental Management has\ndetermined that the proposed action is administratively exempt from the requirements of the\nCalifornia Environmental Quality Act (CEQA) under Article II Section 2(f) of the Los Angeles City\nCEQA Guidelines; (2) approve the First Amendment to Agreement No. 22-9850 between the\nHarbor Department and UP to extend the term of the Agreement by two years; (3) direct the\nBoard Secretary to transmit the First Amendment to the City Council for approval pursuant to\nCity Charter Section 373; (4) authorize the Executive Director to execute and the Board\nSecretary to attest to said Amendment with the EPA for and on behalf of the Board; and (5)\nadopt Resolution No.___________.\nWaterfront & Commercial Real Estate

3. RESOLUTION NO. ____________ - APPROVAL OF EXCLUSIVE NEGOTIATING\nAGREEMENT BETWEEN THE CITY OF LOS ANGELES HARBOR DEPARTMENT AND\nBELLWETHER FINANCIAL GROUP\nSummary: Staff requests approval to enter into an Exclusive Negotiating Agreement (ENA) with\nBellwether Financial Group (Bellwether) to exclusively negotiate a long-term lease with the City\nof Los Angeles Harbor Department (Harbor Department) for the development of a boatyard\n(Project) at Berth 44 (Development Site) with a six-month initial term and three separate six-\nmonth renewal options, at the Executive Director’s discretion, for a total duration not to exceed\ntwo years from the effective date. Approval of the proposed ENA will not have a financial impact\non the Harbor Department as any long-term lease negotiated under the ENA would require\napproval by the Board of Harbor Commissioners (Board) under a separate action.\nRecommendation: Board resolve to (1) find that the Director of Environmental Management has\ndetermined that the proposed action is administratively exempt from the requirements of the\nCalifornia Environmental Quality Act (CEQA) under Article II Section 2(f) of the Los Angeles City\nCEQA Guidelines; (2) approve the Successor ENA with Bellwether; (3) authorize the Executive\nDirector to execute and the Board Secretary to attest to the Agreement for and on behalf of the\nBoard; and (4) adopt Resolution No.____________.\nCargo Marketing

4. RESOLUTION NO. ____________ - APPROVAL OF FOREIGN-TRADE ZONE (FTZ)\nOPERATING AGREEMENT BETWEEN THE CITY OF LOS ANGELES HARBOR\nDEPARTMENT AND HARMONI INTERNATIONAL SPICE, LP FTZ 202, SITE 71\nSummary: Staff requests approval of a Foreign-Trade Zone (FTZ) Operating Agreement\nbetween the City of Los Angeles Harbor Department (Harbor Department) and Harmoni\nInternational Spice, LP (Harmoni), to operate its facility within FTZ No. 202, Site 71, located at\n881 S. Azusa Ave., City of Industry, CA 91748. Site 71 consists of 3.36 acres of handling, storing,\nand distribution space for general merchandise within three warehouse facilities located in the\nCity of Industry, California. Harmoni will operate its facility under the FTZ procedures as a multi-\nusage site. The proposed agreement is for a term of five years with three, five-year renewal\noptions. If the proposed Agreement is approved, the Harbor Department will receive $7,750\nannually from Harmoni (per FTZ Tariff No. 2).\nRecommendation: Board resolve to (1) find that the Director of Environmental Management has\ndetermined that the proposed action is administratively exempt from the requirements of the\nCalifornia Environmental Quality Act (CEQA) under Article II Section 2(f) of the Los Angeles City\nCEQA Guidelines; (2) approve the proposed Foreign-Trade Zone Operating Agreement between\nthe Harbor Department and Harmoni International Spice, LP; (3) direct the Board Secretary to\ntransmit the proposed Foreign-Trade Zone Operating Agreement to the Los Angeles City\nCouncil for approval pursuant to Section 373 of the Charter of the City of Los Angeles and\nSection 10.5 of the Los Angeles Administrative Code; (4) authorize the Executive Director to\nexecute and the Board Secretary to attest to the proposed Foreign-Trade Zone Operating\nAgreement; and (5) adopt Resolution No.____________.\nCargo Marketing

5. RESOLUTION NO. ____________ - APPROVAL OF FOREIGN-TRADE ZONE (FTZ)\nOPERATING AGREEMENT BETWEEN THE CITY OF LOS ANGELES HARBOR\nDEPARTMENT AND H. RAUVEL, INC., DBA NOVA CONTAINER FREIGHT STATION,\nFTZ 202, SITE 36\nSummary: Staff requests approval of a Foreign-Trade Zone (FTZ) Operating Agreement\nbetween the City of Los Angeles Harbor Department (Harbor Department) and H. Rauvel, Inc.,\ndba Nova Container Freight Station (Nova), to operate its facility within FTZ No. 202, Site 36,\nlocated at 1710 East Sepulveda Blvd., Carson, CA 90745. Site 36 consists of 0.85 acres of\nstorage facilities and office space located in Carson, California. Nova will operate its facility under\nthe FTZ procedures as a multi-usage site.The proposed agreement is for a term of five years\nwith three, five-year renewal options. If the proposed Agreement is approved, the Harbor\nDepartment will receive $7,750 annually from Nova (per FTZ Tariff No. 2).\nRecommendation: Board resolve to (1) find that the Director of Environmental Management has\ndetermined that the proposed action is administratively exempt from the requirements of the\nCalifornia Environmental Quality Act (CEQA) under Article II Section 2(f) of the Los Angeles City\nCEQA Guidelines; (2) approve the proposed Foreign-Trade Zone Operating Agreement between\nthe Harbor Department and H. Rauvel, Inc., dba Nova Container Freight Station; (3) direct the\nBoard Secretary to transmit the proposed Foreign-Trade Zone Operating Agreement to the Los\nAngeles City Council for approval pursuant to Section 373 of the Charter of the City of Los\nAngeles and Section 10.5 of the Los Angeles Administrative Code; (4) authorize the Executive\nDirector to execute and the Board Secretary to attest to the proposed Foreign-Trade Zone\nOperating Agreement; and (5) adopt Resolution No.____________.\nRegular Items (6 & 7)\nDebt & Financial Analysis

6. RESOLUTION NO. _________________ - APPROVAL OF A RESOLUTION\nAUTHORIZING THE LOS ANGELES BOARD OF HARBOR COMMISSIONERS\nAPPROVING THE PRINCIPAL FINANCING DOCUMENTS RELATING TO THE\nISSUANCE OF THE CITY OF LOS ANGELES HARBOR DEPARTMENT 2024\nREFUNDING REVENUE BONDS\nSummary: Staff requests adoption of the Resolution authorizing approval of the principal\nfinancing documents in relation to the issuance of 2024 Refunding Revenue Bonds that will\nrefund (i.e. refinance) all or a portion of the City of Los Angeles Harbor Department's (Harbor\nDepartment) 2014 Series A, B and C Bonds (the 2014 Bonds) which are currently outstanding\nin the principal amount of $264,695,000. On July 25, 2024, the Board of Harbor Commissioners\n(Board) approved the issuance of 2024 Refunding Revenue Bonds to refund the 2014 Bonds.\nOn July 25, 2024, the Board also approved the appointment of three investment banks: Jefferies\nLLC as senior manager, and Samuel A. Ramirez & Company, Inc., a Minority Business\nEnterprise (MBE), and Loop Capital Markets LLC, an MBE, as co-managers to this transaction.\nThe 2024 Refunding transaction will not result in additional debt or change the maturity of these\nbonds, but will replace higher interest rate debt with lower interest rate debt reducing the future\ndebt service payment obligations for the Harbor Department.\nRecommendation: Board resolve to (1) find that the Director of Environmental Management has\ndetermined that the proposed action is administratively exempt from the requirements of the\nCalifornia Environmental Quality Act (CEQA) under Article II, Section 2(f) of the Los Angeles\nCity CEQA Guidelines; (2) approve the principal financing documents related to the 2024\nRefunding Revenue Bonds, which include the Resolution, Indenture of Trust, Continuing\nDisclosure Certificate, Bond Purchase Agreement, the Preliminary Official Statement, the\nTEFRA (Tax Equity and Fiscal Responsibility Act) Document, the Independent Green Bond\nCertification, and the Escrow Agreement; (3) find that the Harbor Department published a\nTEFRA Notice on July 26, 2024 and held a TEFRA Hearing at 10:00 AM on August 5, 2024.\nPursuant to Section 147(f) of the Internal Revenue Code of 1986, there must be a Public Hearing\nfor the financing or refinancing of Capital Improvement Program (CIP) projects with proceeds\nfrom the sale of tax-exempt obligations; and (4) adopt Resolution No.____________.\nDebt & Financial Analysis

7. RESOLUTION NO. ____________ - AUTHORIZING THE LOS ANGELES BOARD OF\nHARBOR COMMISSIONERS TO APPROVE A CASH DEFEASANCE OF THE CITY OF\nLOS ANGELES HARBOR DEPARTMENT 2015 SERIES A (NON-AMT) AND 2016\nSERIES B (NON-AMT) AND SERIES C (NON-AMT) (GREEN) REFUNDING REVENUE\nBONDS\nSummary: Staff requests adoption of a Resolution authorizing the cash defeasance of the 2015\nSeries A ($7,395,000), 2016 Series B ($60,750,000) and 2016 Series C ($35,205,000)\nRefunding Revenue Bonds (Series 2015 & 2016 Bonds) with a total outstanding balance of up\nto $103,350,000. The proposed defeasance will be executed after August 1, 2024 with available\nfunds from the Harbor Revenue Fund in an amount not-to-exceed $94,000,000. Approval of the\nproposed cash defeasance of the Series 2015 & 2016 Bonds will result in interest savings of\n$35,545,850 on the Harbor Department’s (Department) outstanding debt over a 15-year period\nthrough August 2039.\nRecommendation: Board resolve to (1) find that the Director of Environmental Management has\ndetermined that the proposed action is administratively exempt from the requirements of the\nCalifornia Environmental Quality Act (CEQA) under Article II Section 2(f) of the Los Angeles City\nCEQA Guidelines; (2) authorize the cash defeasance of some or all of the 2015 Series A and\n2016 Series B and Series C Refunding Revenue Bonds with funds from the Harbor Revenue\nFund and other funds available under the respective bond indentures; (3) authorize the\nredemption of the 2015 Series A and 2016 Series B and Series C Refunding Revenue Bonds\nthat are subject to redemption; (4) approve the Escrow Agreements related to the cash\ndefeasance of the 2015 Series A and 2016 Series B and Series C Refunding Revenue Bonds in\nthe form presented to the Board with such changes as are approved by the officer executing the\nfinal versions of such agreements; (5) ratify actions taken by officers, employees, and agents of\nthe Harbor Department prior to the date the Resolution becomes final; and (6) adopt Resolution\nNo.____________.

F. Reports of the Commissioners

G. Board Committee Reports\n• Audit Committee Meeting of July 25, 2024

H. Presentation\nNone

I. Level I Coastal Development Permit\nNone

J. Board Reports of the Executive Director\nConsent Items (1 – 5)\nEnvironmental Management

K. Closed Session