Dallas City Council Agenda: February 26, 2014 Part I by buildingcommunityWORKSHOP

FEBRUARY 26, 2014 CITY COUNCIL AGENDA CERTIFICATION

This certification is given pursuant to Chapter XI, Section 9 of the City Charter for the City Council Agenda dated February 26, 2014. We hereby certify, as to those contracts, agreements, or other obligations on this Agenda authorized by the City Council for which expenditures of money by the City are required, that all of the money required for those contracts, agreements, and other obligations is in the City treasury to the credit of the fund or funds from which the money is to be drawn, as required and permitted by the City Charter, and that the money is not appropriated for any other purpose.

Edward Scott City Controller

Date

General Information

lnformaci6n General

The Dallas City Council regularly meets on Wednesdays beginning at 9:00 a.m. in the Council Chambers, 6th floor, City Hall, 1500 Marilla. Council agenda meetings are broadcast live on WAR-FM radio (101.1 FM) and on Time Warner City Cable Channel 16. Briefing meetings are held the first and third Wednesdays of each month. Council agenda (voting) meetings are held on the second and fourth Wednesdays. Anyone wishing to speak at a meeting should sign up with the City Secretary's Office by calling (214) 6703738 by 5:00 p.m. of the last regular business day preceding the meeting. Citizens can find out the name of their representative and their voting district by calling the City Secretary's Office.

El Ayuntamiento de la Ciudad de Dallas se reune regularmente los miercoles en la Camara del Ayuntamiento en el sexto piso de la Alcaldia, 1500 Marilla, a las 9 de la mafiana. Las reuniones informativas se llevan a cabo el primer y tercer miercoles del mes. Estas audiencias se transmiten en vivo por la estacion de radio W RR-FM 101.1 y por cablevision en la estacion Time Warner City Cable Canal 16. El Ayuntamiento Municipal se reune en el segundo y cuarto miercoles del mes para tratar asuntos presentados de manera oficial en la agenda para su aprobacion. Toda persona que desee hablar durante la asamblea del Ayuntamiento, debe inscribirse llamando a la Secretaria Municipal al telefono (214) 670-3738, antes de las 5:00 pm del ultimo dia habil anterior a la reunion. Para enterarse del nombre de su representante en el Ayuntamiento Municipal y el distrito donde usted puede votar, favor de llamar a la Secretaria Municipal.

Sign interpreters are available upon request with a 48-hour advance notice by calling (214) 670-5208 V!TDD. The City of Dallas is committed to compliance with the Americans with Disabilities Act. The Council agenda is available in alternative formats upon request. If you have any questions about this agenda or comments or complaints about city services, call 311.

lnterpretes para personas con impedimentos auditivos estan disponibles si lo solicita con 48 horas de anticipacion llamando al (214) 670-5208 (aparato auditive V!TDD). La Ciudad de Dallas se esfuerza por cumplir con el decreto que protege a las personas con impedimentos, Americans with Disabilities Act. La agenda de/ Avuntamiento esta disponible en formatos alternos silo solicits. Si tiene preguntas sobre esta agenda, o si desea hacer comentarios o presentar quejas con respecto a servicios de la Ciudad, llame al 311.

Rules of Courtesy City Council meetings bring together citizens of many varied interests and ideas. To insure fairness and orderly meetings, the Council has adopted rules of courtesy which apply to all members of the Council, administrative staff, news media, citizens and visitors. These procedures provide: That no one shall delay or interrupt the proceedings, or refuse to obey the orders of the presiding officer. All persons should refrain from private conversation, eating, drinking and smoking while in the Council Chamber. Posters or placards must remain outside the Council Chamber. No cellular phones or audible beepers allowed in Council Chamber while City Council is in session. "Citizens and other visitors attending City Council meetings shall observe the same rules of propriety, decorum and good conduct applicable to members of the City Council. Any person making personal, impertinent, profane or slanderous remarks or who becomes boisterous while addressing the City Council or while attending the City Council meeting shall be removed from the room if the sergeant-at-arms is so directed by the presiding officer, and the person shall be barred from further audience before the City Council during that session of the City Council. If the presiding officer fails to act, any member of the City Council may move to require enforcement of the rules, and the affirmative vote of a majority of the City Council shall require the presiding officer to act." Section 3.3(c) of the City Council Rules of Procedure.

Reglas de Cortesia Las asambleas del Ayuntamiento Municipal reunen a ciudadanos Para asegurar la de diversos intereses e ideologfas. imparcialidad y el orden durante las asambleas, el Ayuntamiento ha adoptado ciertas reglas de cortesia que aplican a todos los miembros del Ayuntamiento, al personal administrative, personal de los medias de comunicacion, a los ciudadanos, ya visitantes. Estos reglamentos establecen lo siguiente: Ninguna persona retrasara o interrumpira los procedimientos, o se negara a obedecer las ordenes del oficial que preside la asamblea. Todas las personas deben abstenerse de entablar conversaciones, comer, beber y fumar dentro de la camara del Ayuntamiento. Anuncios y pancartas deben permanecer fuera de la camara del Ayuntamiento. No se permite usar telefonos celulares o en laces electronicos (pagers) audibles en la camara del Ayuntamiento durante audiencias del Ayuntamiento Municipal "Los ciudadanos y visitantes presentes durante las asambleas del Ayuntamiento Municipal deben de obedecer las mismas reglas de comportamiento, decoro y buena conducta que se aplican a los miembros del Ayuntamiento Municipal. Cualquier persona que haga comentarios impertinentes, utilice vocabulario obscene o difamatorio, o que al dirigirse al Ayuntamiento lo haga en forma escandalosa, o si causa disturbio durante la asamblea del Ayuntamiento Municipal, sera expulsada de la camara si el oficial que este presidiendo la asamblea asi lo ordena. Ademas, se le prohibira continuar participando en la audiencia ante el Ayuntamiento Municipal. Si el oficial que preside la asamblea no toma accion, cualquier otro miembro del Ayuntamiento Municipal puede tomar medidas para hacer cumplir las reg las establecidas, y el voto aflrmativo de la mayoria del Ayuntamiento Municipal precisara al oficial que este presidiendo la sesion a tomar accion." Segun la seccion 3.3 (c) de las reglas de procedimientos del Ayuntamiento.

AGENDA CITY COUNCIL MEETING WEDNESDAY, FEBRUARY 26, 2014 ORDER OF BUSINESS Agenda items for which individuals have registered to speak will be considered no earlier than the time indicated below:

9:00 a.m.

INVOCATION AND PLEDGE OF ALLEGIANCE OPEN MICROPHONE

MINUTES

Item 1

CONSENT AGENDA

Items 2 - 59

ITEMS FOR INDIVIDUAL CONSIDERATION No earlier than 9:15 a.m.

Items 60 - 69

PUBLIC HEARINGS AND RELATED ACTIONS 1:00 p.m.

NOTE:

Items 70 - 84

A revised order of business may be posted prior to the date of the council meeting if necessary.

Â AGENDA CITY COUNCIL MEETING FEBRUARY 26, 2014 CITY OF DALLAS 1500 MARILLA COUNCIL CHAMBERS, CITY HALL DALLAS, TEXAS 75201 9:00 A. M. Invocation and Pledge of Allegiance (Council Chambers) Agenda Item/Open Microphone Speakers VOTING AGENDA 1.

Approval of Minutes of the February 12, 2014 City Council Meeting

CONSENT AGENDA Business Development & Procurement Services 2.

Authorize a service contract for the purchase and installation of library shelving for Highland Hills Branch Library - Southwest Solutions Group through the Texas Multiple Award Schedule - Not to exceed $87,950 - Financing: 2003 Bond Funds

Authorize a three-year professional services contract, with three two-year renewal options, for franchise fee compliance and recovery services - MuniServices, LLC, most advantageous proposer of three - Estimated Total Net Revenue: $1,262,675

Authorize a two-year master agreement for granulated and liquid fertilizer Greensmiths, Inc. in the amount of $158,224, BWI Dallas/Ft. Worth in the amount of $96,642, Turf Care of Texas in the amount of $36,980, Helena Chemical Co. in the amount of $29,909, Winfield Solutions, LLC in the amount of $28,621, Turfgrass Solutions, Inc. in the amount of $14,075, Verde Environmental, Inc. in the amount of $12,150, John Deere Landscapes in the amount of $9,866 and Justin Seed Co. in the amount of $490, lowest responsible bidders of nine - Total amount not to exceed $386,957 - Financing: Current Funds

February 26, 2014

CONSENT AGENDA (Continued) Business Development & Procurement Services (Continued) 5.

Authorize a three-year master agreement for printer toners and cartridges - Hill Country Computer in the amount of $617,825, Encon Systems, Inc. in the amount of $492,731, Enhanced Laser Products in the amount of $37,050, LD Products, Inc. dba 4inkjets.com in the amount of $1,500 and Printing Supplies USA LLC in the amount of $750, lowest responsible bidders of ten - Total not to exceed $1,149,856 - Financing: Current Funds

Authorize a three-year master agreement for aftermarket automotive and heavy equipment parts - Midway Auto Supply, Inc. in the amount of $1,914,105, Freedom Dodge in the amount of $1,689,800, Installer Sales and Service in the amount of $1,537,392, Uni-Select USA in the amount of $961,830 and Alterstart Systems, Inc. in the amount of $2,000, lowest responsible bidders of eight - Total not to exceed $6,105,127 - Financing: Current Funds ($5,754,977), Water Utilities Current Funds ($282,865), Stormwater Drainage Management Current Funds ($41,750), Confiscated Monies Funds ($9,500), Aviation Current Funds ($9,835) and Convention and Event Services Current Funds ($6,200)

Authorize a three-year service contract, with two one-year renewal options, for certificate of insurance and payment and performance bond compliance tracking services - S2000 Corporation dba CertFocus, most advantageous proposer of three Not to exceed $740,550 - Financing: Current Funds (subject to annual appropriations)

Authorize Supplemental Agreement No. 3 to increase the service contract with Green Planet, Inc. for hazardous and non-hazardous material clean-up and disposal services for City departments to extend the contract term through December 18, 2014 - Not to exceed $210,555, from $1,092,221 to $1,302,776 - Financing: Current Funds (subject to appropriations)

City Controller 9.

Authorize a one-year extension of the Master Equipment Lease/Purchase Agreement for the financing of personal property purchases - Banc of America Public Capital Corp, and approving other matters in connection therewith including annual legal fees therewith - Not to exceed $20,000 - Financing: Current Funds (subject to appropriations)

Economic Development FY 2013 Tax Increment Financing Zone Annual Reports 10.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Two, (Cityplace Area TIF District), submitted by the Cityplace Area TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

February 26, 2014

CONSENT AGENDA (Continued) Economic Development (Continued) FY 2013 Tax Increment Financing Zone Annual Reports (Continued) 11.

12.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Four, (Cedars TIF District), submitted by the Cedars TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

13.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Five, (City Center TIF District), submitted by the City Center TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

14.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Six, (Farmers Market TIF District), submitted by the Farmers Market TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

15.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Seven, (Sports Arena TIF District), submitted by the Sports Arena TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

16.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Eight, (Design District TIF District), submitted by the Design District TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

February 26, 2014

CONSENT AGENDA (Continued) Economic Development (Continued) FY 2013 Tax Increment Financing Zone Annual Reports (Continued) 17.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Nine, (Vickery Meadow TIF District), submitted by the Vickery Meadow TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

18.

19.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Eleven, (Downtown Connection TIF District) and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

20.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Twelve, (Deep Ellum TIF District), submitted by the Deep Ellum TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

21.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Thirteen, (Grand Park South TIF District) and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

22.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Fourteen, (Skillman Corridor TIF District), submitted by the Skillman Corridor TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

February 26, 2014

CONSENT AGENDA (Continued) Economic Development (Continued) FY 2013 Tax Increment Financing Zone Annual Reports (Continued) 23.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Fifteen, (Fort Worth Avenue TIF District), submitted by the Fort Worth Avenue TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

24.

25.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Seventeen, (TOD TIF District), submitted by the TOD TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

26.

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Eighteen, (Maple/Mockingbird TIF District), submitted by the Maple/Mockingbird TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City

27.

28.

Authorize the nomination of Ryan, LLC located at 13155 Noel Road to receive designation as an Enterprise Project under the Texas Enterprise Zone Act, as amended, (Government Code, Chapter 2303) to the Office of the Governor Economic Development and Tourism through the Economic Development Bank - Financing: No cost consideration to the City

February 26, 2014

CONSENT AGENDA (Continued) Economic Development (Continued) 29.

Authorize the nomination of Tenet Hospitals Limited located at 9440 Poppy Drive to receive designation as an Enterprise Project under the Texas Enterprise Zone Act, as amended, (Government Code, Chapter 2303) to the Office of the Governor Economic Development and Tourism through the Economic Development Bank - Financing: No cost consideration to the City

30.

Authorize the nomination of WWF Operating Company located at 3333 Dan Morton Drive to receive designation as an Enterprise Project under the Texas Enterprise Zone Act, as amended, (Government Code, Chapter 2303) to the Office of the Governor Economic Development and Tourism through the Economic Development Bank Financing: No cost consideration to the City

31.

Authorize a public hearing to be held on March 26, 2014, to receive comments concerning the creation of City of Dallas Reinvestment Zone No. 83 located on approximately 87 acres located just east of the intersection of Grady Niblo Road and Mountain Creek Parkway, in Dallas, Texas; and, at the close of the hearing, consideration of (1) an ordinance creating City of Dallas Reinvestment Zone No. 83; (2) a 90 percent real property tax abatement for 10-years with Courtland Group, LLC (Courtland) associated with Phase I of a two-building speculative warehouse development consisting of approximately 621,920 square feet located on approximately 87 acres; and (3) a 90 percent real property tax abatement for 10-years with Courtland Group, LLC (Courtland) associated with Phase II of the aforementioned two-building speculative warehouse development consisting of approximately 594,880 square feet located on approximately 87 acres - Financing: No cost consideration to the City

Housing/Community Services 32.

Authorize the first amendment to the contract with the Department of State Health Services to accept additional grant funds awarded for the continuation of the Special Supplemental Nutrition Program for the Women, Infants and Children Program for the period October 1, 2013 through March 31, 2014 - Not to exceed $30,008, from $7,183,199 to $7,213,207 - Financing: Department of State Health Services Grant Funds

Intergovernmental Services 33.

A resolution consenting to proposed changes to the Section 380 Agreement between the City of Irving and Aviall Services, Inc. - Financing: No cost consideration to the City

34.

Authorize approval of the Fiftieth Supplemental Concurrent Bond Ordinance authorizing one or more services of Dallas/Fort Worth International Airport Joint Revenue Bonds, for lawful purposes; providing the security therefore; providing for the sale, execution and delivery thereof subject to certain parameters - Financing: No cost consideration to the City

February 26, 2014

CONSENT AGENDA (Continued) Office of Financial Services 35.

Authorize a public hearing to be held on March 26, 2014 to receive comments on the proposed FY 2014-15 Operating, Capital, and Grant / Trust budgets - Financing: No cost consideration to the City

Park & Recreation 36.

Authorize an increase in the contract with RoeschCo Construction, Inc. for additional scope of work which includes existing water line relocations and replacement near Anatole Partners property and at Wycliff Avenue; and the replacement of a damaged existing storm line, retaining wall and repair of a parking lot at the Trinity Strand Trail located between Farrington Street and Oak Lawn Avenue - Not to exceed $205,679, from $5,230,254 to $5,435,933 - Financing: North Central Texas Council of Governments Grant Funds ($35,951) and Water Utilities Capital Improvement Funds ($169,728)

Police 37.

Authorize (1) the application for and acceptance of the Law Enforcement and Service Provider Multidisciplinary Anti-Trafficking Task Forces grant from the U.S. Department of Justice, Office of Justice Programs as a sub-grantee in the amount of $180,950 to provide a proactive program to address the problem of human trafficking, for the period October 1, 2013 through September 30, 2015; (2) In-Kind contributions in the amount of $118,560; and (3) execution of the grant agreement - Total not to exceed $299,510 Financing: U.S. Department of Justice Grant Funds ($180,950) and In-Kind Contributions ($118,560) (subject to annual appropriations)

Public Works Department 38.

Authorize a professional services contract with Kimley-Horn and Associates, Inc. for the engineering design of two street reconstruction projects on Beall Street from Dolphin Road to dead end and Mingo Street from Dolphin Road to dead end - Not to exceed $86,610 - Financing: 2013-14 Community Development Block Grant Funds

39.

Authorize (1) a professional services contract with Atkins North America, Inc. for construction management services for the Airfield Guidance Signage Wiring and Foundation Project at Dallas Love Field; and (2) the use of Aviation Capital Construction Funds as the City's required match - Total not to exceed $315,500 - Financing: Federal Aviation Administration Airport Improvement Program Grant Funds ($18,769) and Aviation Capital Construction Funds ($296,731)

February 26, 2014

CONSENT AGENDA (Continued) Public Works Department (Continued) 40.

Authorize an increase in the construction contract with Omega Contracting, Inc. for sidewalk, paving and miscellaneous concrete repairs at various locations throughout the city, and extend the contract term for an additional six-months - Not to exceed $1,634,000, from $14,259,312 to $15,893,312 - Financing: Capital Assessment Funds ($183,246), General Obligation Commercial Paper Funds ($122,500), 2012-13 Community Development Block Grant Funds ($424,254) and Stormwater Drainage Management Capital Construction Funds ($904,000)

41.

Sustainable Development and Construction 42.

Authorize settlement in lieu of proceeding with condemnation of a tract of land containing approximately 314,393 square feet improved with an office building and storage shed from Boise Cascade Building Materials Distribution, L.L.C., located near the intersection of Bekay Street and Plano Road for the Park District Maintenance Service Center Project - Not to exceed $8,789, increased from $1,715,000 ($1,700,000, plus closing costs and title expenses not to exceed $15,000) to $1,723,789 ($1,708,789, plus closing costs and title expenses not to exceed $15,000) - Financing: 2006 Bond Funds

43.

Authorize acquisition from Providence Bank, of approximately 786,714 square feet of land located near the intersection of Crouch Road and Patrol Way for the Singing Hills Recreation Center Relocation Project - Not to exceed $488,000 ($483,000, plus closing costs and title expenses not to exceed $5,000) - Financing: General Obligation Commercial Paper Funds

44.

Authorize a seven-year lease agreement with Brixmor Holdings 12 SPE, LLC for approximately 5,213 square feet of office space located at 655 West Illinois Avenue, Building 700, Suite 721 to be used as a Southwest Building Inspection District office for the period May 1, 2014 through April 30, 2021 - Not to exceed $610,860 - Financing: Building Inspections Current Funds (subject to annual appropriations)

45.

Authorize a ten-year lease extension with Marcer Investments, LLC, for a total of approximately 7,400 square feet of office space located at 6925 Lake June Road for the Women, Infants, and Children Clinic for the period August 1, 2015 through July 31, 2025 - Not to exceed $1,341,290 ($1,301,290 rental amount and $40,000 for lease improvements) - Financing: Department of State Health Services Grant Funds (subject to annual appropriations)

February 26, 2014

CONSENT AGENDA (Continued) Sustainable Development and Construction (Continued) 46.

Authorize an amendment to Resolution No. 11-1320, previously approved on May 25, 2011 to authorize acquisition of a smaller tract of land containing approximately 155,114 square feet from White Property Company No. 2, LTD, located near Telephone Road and Dizzy Dean Drive for the Southwest 120/96-inch Water Transmission Pipeline Project - Financing: This action has no cost consideration to the City

47.

48.

An ordinance granting a revocable license to Cleyera, Inc. for the installation, use and maintenance of a total of approximately 190 square feet of land for a canopy with a sign and landscaping located on portions of Greenville Avenue near its intersection with Goodwin Avenue - Revenue: $2,000 one-time fee and $1,000 annually, plus the $20 ordinance publication fee

49.

An ordinance granting a private license to 1600 Main Street Holdings, LP for approximately 1,084 square feet of land to install, maintain and use lighted bollards on a portion of Commerce Street located near its intersection with Ervay Street - Revenue: $7,187 annually, plus the $20 ordinance publication fee

50.

An ordinance amending Ordinance No. 28922, which abandoned a portion of an alley, located near the intersection of Hampton and Mountain Lake Roads, to Kojo Plaza, L.L.C., to extend the final replat and dedication requirement from one year to 18 months - Revenue: $5,400, plus the $20 ordinance publication fee

Trinity Watershed Management 51.

Authorize a professional services contract with Huitt-Zollars, Inc. for engineering design services associated with the Trinity Parkway Borrow Area/Phase I Lakes Project - Not to exceed $737,000 - Financing: Stormwater Drainage Management Capital Construction Funds ($147,000) and 1998 Bond Funds ($590,000)

52.

Authorize (1) the acceptance of a private donation from the Trinity Trust Foundation in the amount of $105,000; (2) the establishment of appropriations in the amount of $105,000 in the Trinity Trust Phase I Lakes Amenities Fund; and (3) a professional services contract with Wallace Roberts & Todd, LLC for review of the proposed phasing plans for consistency with the original Balanced Vision Plan, visioning, renderings and basic cost estimates for donor packages - Not to exceed $105,000 - Financing: Private Funds

February 26, 2014

CONSENT AGENDA (Continued) Water Utilities 53.

Authorize a professional services contract with Espey Consultants, Inc., dba RPS Espey to evaluate alternatives and provide designs for the (1) renewal of Wastewater Interceptor Mains impacted by Texas Department of Transportationâ&#x20AC;&#x2122;s Downtown Horseshoe project; and (2) renewal of deteriorated water and wastewater mains at various locations - Not to exceed $2,610,166 - Financing: Water Utilities Capital Improvement Funds

54.

Authorize a contract for the installation of water and wastewater mains at 24 locations (list attached) - Atkins Bros. Equipment Co., Inc., lowest responsible bidder of five - Not to exceed $6,811,853 - Financing: Water Utilities Capital Improvement Funds 2014 Water Conservation Plan/ Drought Contingency Plan

Note: Item Nos. 55 and 56 must be considered collectively.

55.

Authorize adoption of the 2014 Water Conservation Plan for the City of Dallas Financing: No cost consideration to the City

56.

Authorize adoption of the 2014 Drought Contingency Plan for the City of Dallas Financing: No cost consideration to the City

57.

Authorize an Advance Funding Agreement with the State of Texas, acting through the Texas Department of Transportation, for the construction of water and wastewater main relocations and appurtenance adjustments in Harry Hines Boulevard (LP 354) from Manana Drive to Royal Lane - Not to exceed $157,000 - Financing: Water Utilities Capital Construction Funds ($26,403) and Water Utilities Capital Improvement Funds ($130,597)

58.

Authorize an amendment to Resolution No. 12-2278 to change the scope of the contract with Archer Western Construction, LLC for (1) additional and deductive work associated with the rehabilitation of the Carrollton, California Crossing, and Frasier Dams; and (2) authorize payment for emergency repairs to the shoreline at White Rock Lake near Mockingbird Lane - Financing: This action has no cost consideration to the City

59.

Authorize Supplemental Agreement No. 2 to the professional services contract with Westin Engineering, Inc. for additional services required for the completion of the Supervisory Control and Data Acquisition project at Dallas Water Utilitiesâ&#x20AC;&#x2122; White Rock Operations Control Center - Not to exceed $218,400, from $1,070,767 to $1,289,167 Financing: Water Utilities Capital Improvement Funds

February 26, 2014

ITEMS FOR INDIVIDUAL CONSIDERATION City Secretary's Office 60.

Consideration of appointments to boards and commissions and the evaluation and duties of board and commission members (List of nominees is available in the City Secretary's Office)

Fair Housing 61.

Authorize (1) an amendment to the 2013-14 Fair Housing Assistance Program (FHAP) grant from the U.S. Department of Housing and Urban Development (HUD) to increase the grant for expansion of education and outreach to underrepresented and underserved communities within the City of Dallas; and (2) execution of the amended grant agreement - Not to exceed $40,000, from $356,889 to $396,889 - Financing: U.S. Department of Housing and Urban Development, Fair Housing Assistance Program Funds

Trinity Watershed Management 62.

Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from the County of Dallas, of an unimproved tract of land containing approximately 9,517 square feet located on South Riverfront Boulevard near its intersection with Old Zang Road for the Able Pump Station Project - Not to exceed $5,707 ($3,807 plus closing costs and title expenses not to exceed $1,900) - Financing: 2006 Bond Funds

63.

Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from Greyhound Lines, Inc., of two tracts of improved land containing a total of approximately 4,526 square feet located on Continental Avenue at its intersection with Dragon Street for the reconstruction of Continental Avenue - Not to exceed $181,782 ($177,282 plus closing costs and title expenses not to exceed $4,500) - Financing: General Obligation Commercial Paper Funds

64.

65.

Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from Chan Ha and Van Phouc Pham, of an unimproved tract of land containing approximately 11,237 square feet located on Junius Street near its intersection with North Carroll Avenue for the Mill Creek/Peaks Branch/State Thomas Drainage Relief Tunnel Project - Not to exceed $99,800 ($96,900 plus closing costs and title expenses not to exceed $2,900) - Financing: 2006 Bond Funds

February 26, 2014

ITEMS FOR INDIVIDUAL CONSIDERATION (Continued) Trinity Watershed Management (Continued) 66.

Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from Judy Ann Burroughs, of an unimproved tract of land containing approximately 19,623 square feet located on McKenzie Street at its intersection with Herndon Street, for the Mill Creek/Peaks Branch/State Thomas Drainage Relief Tunnel Project - Not to exceed $57,840 ($55,340 plus closing costs and title expenses not to exceed $2,500) - Financing: 2006 Bond Funds

67.

Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from Time Traders, Inc., of an unimproved tract of land containing approximately 4,520 square feet located on McKenzie Street near its intersection with Herndon Street for the Mill Creek/Peaks Branch/State Thomas Drainage Relief Tunnel Project - Not to exceed $15,250 ($12,750 plus closing costs and title expenses not to exceed $2,500) - Financing: 2006 Bond Funds

ITEMS FOR FURTHER CONSIDERATION City Attorney's Office 68.

A resolution amending Paragraph (f), "Open Microphone," of Subsection 6.3, "Citizen Speakers," of Section 6, "Order of Business," of the City Council Rules of Procedure to specify that any individual may register to speak during the open microphone period of city council meeting once every 30 days - Financing: No cost consideration to the City

Sustainable Development and Construction 69.

PUBLIC HEARINGS AND RELATED ACTIONS Sustainable Development and Construction ZONING CASES - CONSENT 70.

A public hearing to receive comments regarding an application for and an ordinance granting a Specific Use Permit for a tower/antenna for cellular communication limited to a monopole cellular tower on property zoned an R-7.5(A) Single Family District on the southwest line of Hibiscus Drive, south of Ferguson Road Recommendation of Staff and CPC: Approval for a ten-year period with eligibility for automatic renewals for additional ten-year periods, subject to a site plan and conditions Z123-320(RB)

February 26, 2014

PUBLIC HEARINGS AND RELATED ACTIONS (Continued) Sustainable Development and Construction (Continued) ZONING CASES - CONSENT (Continued) 71.

A public hearing to receive comments regarding an application for and an ordinance granting the renewal of Specific Use Permit No. 1916 for the sale of alcoholic beverages in conjunction with a general merchandise or food store 3,500 square feet or less on property zoned a CR-D-1 Community Retail District with a D-1 Liquor Control Overlay on the northeast corner of Lake June Road and North Jim Miller Road Recommendation of Staff and CPC: Approval for a five-year period with eligibility for automatic renewals for additional five-year periods, subject to conditions Z123-353(MW)

72.

A public hearing to receive comments regarding an application for and an ordinance granting the creation of a new subdistrict in Planned Development District No. 468, the Oak Cliff Gateway Special Purpose District on the northeast corner of Comal Street and East Jefferson Boulevard Recommendation of Staff and CPC: Approval, subject to conditions Z123-372(MW)

73.

A public hearing to receive comments regarding an application for and an ordinance granting a new subdistrict in Planned Development District No. 466, the Hall Street Special Purpose District on the east side of North Central Expressway, north of Cochran Street Recommendation of Staff and CPC: Approval, subject to a development plan and conditions Z134-103(MW)

74.

A public hearing to receive comments regarding an application for and an ordinance granting the renewal of and an amendment to Specific Use Permit No. 1711 for a vehicle or engine repair or maintenance use and add an outside salvage or reclamation use on property within Subdistrict 3 of Planned Development District No. 533, the C.F. Hawn Special Purpose District No. 1 on the east side of C.F. Hawn Freeway, south of Lake June Road Recommendation of Staff and CPC: Approval for a three-year period, subject to conditions Z134-114(MW)

75.

A public hearing to receive comments regarding an application for and an ordinance granting an amendment to the site plan for Specific Use Permit No. 1868 for a government installation other than listed limited to a youth residential facility and treatment and rehabilitation center on property zoned an IM Industrial Manufacturing District on the northwest corner of Lombardy Lane and Denton Drive Recommendation of Staff and CPC: Approval for a permanent time period, subject to a site plan and conditions Z134-132(MW)

February 26, 2014

PUBLIC HEARINGS AND RELATED ACTIONS (Continued) Sustainable Development and Construction (Continued) ZONING CASES - CONSENT (Continued) 76.

A public hearing to receive comments regarding an application for and an ordinance granting an amendment to Planned Development District No. 581 to revise the development plan for a public school on the north corner of Chiswell Road and Bellewood Drive Recommendation of Staff and CPC: Approval, subject to a revised development/landscape plan, traffic management plan and revised conditions Z134-136(WE)

77.

A public hearing to receive comments regarding an application for and an ordinance granting an amendment to Planned Development District No. 523 to revise the development plan for a public school on the northeast corner of Estate Lane and Ferndale Road Approval, subject to a revised Recommendation of Staff and CPC: development/landscape plan, traffic management plan and revised conditions Z134-137(WE) ZONING CASES - INDIVIDUAL

78.

A public hearing to receive comments regarding a City Plan Commission authorized hearing to determine the proper zoning on property zoned a CH Cluster Housing District with consideration given to a CS Commercial Service District on the south side of Ronnie Drive between Bannister Street and Dickerson Street; the southeast quadrant of Ronnie Drive and Dickerson Street; the northwest corner of Dickerson Street and Newt Drive; the west side of Dickerson Street, north of Newt Drive; and the north side of Newt Drive, east of Dickerson Street and an ordinance granting the amendment Recommendation of Staff: Approval Recommendation of CPC: Approval, except no change on 7771 Newt, Lots 7 and 8B in City Block 5 Z123-253(VM)

79.

A public hearing to receive comments regarding an application for and an ordinance granting a Specific Use Permit for a potentially incompatible industrial use (metal or metal product treatment or processing) on property zoned Tract 1, RS-I Regional Service Industrial Subdistrict within Planned Development District No. 595, the South Dallas/Fair Park Special Purpose District on the north corner of South Harwood Street and Coombs Street Recommendation of Staff and CPC: Approval for a two-year period, subject to a site plan and conditions Z123-325(WE)

February 26, 2014

PUBLIC HEARINGS AND RELATED ACTIONS (Continued) Sustainable Development and Construction (Continued) ZONING CASES - INDIVIDUAL (Continued) 80.

A public hearing to receive comments regarding an application for and an ordinance granting a Specific Use Permit for a live music venue and dance hall on property zoned Tract A within Planned Development District No. 269, the Deep Ellum/Near East Side District, on the north side of Canton Street, east of Henry Street Recommendation of Staff: Approval for a two-year period, subject to a site plan and conditions Recommendation of CPC: Approval for a five-year period, subject to a site plan and conditions Z134-126(JH) ZONING CASES - UNDER ADVISEMENT - INDIVIDUAL

81.

A public hearing to receive comments regarding an application for and an ordinance granting the renewal of Specific Use Permit No. 1835 for the Sale of alcoholic beverages in conjunction with a general merchandise or food store greater than 3,500 square feet on property zoned a CR Community Retail District with a D-1 Liquor Control Overlay on the south line of Scyene Road, east of Namur Street Recommendation of Staff and CPC: Approval for a two-year period with eligibility for automatic renewal for additional five-year periods, subject to a revised site plan and conditions Z123-208(RB) Note: This item was considered by the City Council at a public hearing on January 22, 2014, and was taken under advisement until February 26, 2014, with the public hearing open DESIGNATED ZONING CASES - INDIVIDUAL

82.

A public hearing to receive comments regarding an application for and an ordinance granting a Planned Development District for LO-1 Limited Office District uses and miniwarehouse use and a resolution terminating the deed restrictions on property zoned an LO-1 Limited Office District with Specific Use Permit No. 1498 for a government installation other than listed on the southeast corner of East Northwest Parkway and Solta Drive Recommendation of Staff: Denial Recommendation of CPC: Approval, subject to a development plan and conditions and approval of the termination of the deed restrictions Z123-363(MW)

February 26, 2014

PUBLIC HEARINGS AND RELATED ACTIONS (Continued) MISCELLANEOUS HEARINGS Sustainable Development and Construction 83.

A public hearing on an application for and a resolution granting a variance to the alcohol spacing requirements from Trinity Basin Preparatory School/Oak Cliff Academy required by Section 6-4 of the Dallas City Code to allow a brewer’s permit and a manufacturer’s permit for a proposed microbrewery, microdistillery, or winery and alcoholic beverage manufacturing [DBA Nobel Rey Brewing Company] on property on the northeast corner of Comal Street and East Jefferson Boulevard - AV134-002 - Financing: No cost consideration to the City

MISCELLANEOUS HEARINGS - DESIGNATED PUBLIC SUBSIDY MATTERS Housing/Community Services 84.

A public hearing to receive comments on Substantial Amendment No. 1 to the 2013-14 Action Plan for (1) adoption of Substantial Amendment No. 1 to the FY 2013-14 Action Plan for the Community Development Block Grant Program (CDBG) and HOME Investment Partnership Program (HOME); (2) addition of the CDBG Community Based Development Organization (CBDO) Program to the FY 2013-14 Action Plan; (3) the use of funds for the Community Based Development Organization Program and the Housing Development Loan Program; (4) the establishment of appropriations in the CDBG Community Based Development Organization Program in the amount of $1,744,142 and increase appropriations in HOME, Housing Development Loan Program in the amount of $600,000 made possible by unanticipated program income - Total not to exceed $2,344,142 - Financing: FY13-14 CDBG Program Income #1 ($1,744,142) and FY13-14 HOME Program Income #1 ($600,000)

February 26, 2014

17 Installation of Water and Wastewater Mains Agenda Item # 54

District 1 Alley between Clarendon Drive and Kingston Street from Ravinia Drive to Hampton Road Alley between Hollywood Avenue and Hampton Road from Emmett Street to Brandon Street Emmett Street from Hampton Road to Montreal Avenue District 2 Santa Fe Avenue from Beacon Street to Mt. Auburn Avenue District 3 Alley northeast of Loop 12 (Walton Walker Boulevard) from Wisteria Street to Lynnacre Drive District 4 Denley Drive from Genoa Avenue to Woodin Boulevard District 5 Easement east of Loop 12 (Buckner Boulevard) from Maddox Avenue to Lake June Road District 6 Allegheny Drive from north of Carrizo Lane north Denton Drive at Joe Field Road Easement south of Chapel Creek Drive from Webb Chapel Road west

February 26, 2014

18 Installation of Water and Wastewater Mains Agenda Item # 54 (Continued)

District 9 Easement along Lawther Drive from Loop 12 (Buckner Boulevard) southwest Easement between Lake Highlands Drive and Waterford Drive from Loop 12 (Buckner Boulevard) northeast Easement north of Lawtherwood Place from Tokalon Drive southeast Easement north of Loop 12 (Buckner Boulevard) from Lake Highlands Drive southeast Lakeshore Drive from Hillside Drive northeast Lakewood Boulevard from Cambria Boulevard to Brendenwood Drive Loop 12 (Buckner Boulevard) from northwest of Poppy Drive northwest Pearson Drive from Lakewood Boulevard to Lakeshore Drive Peavy Road from Lake Highlands Drive to Tipperary Drive Tokalon Drive from Heath Street northeast West Shore Drive from Lakewood Boulevard south Winsted Drive from Lakeshore Drive to Lakewood Boulevard District 13 Royal Lane east of Les Jardins Drive District 14 Goliad Avenue at Abrams Road

February 26, 2014

A closed executive session may be held if the discussion of any of the above agenda items concerns one of the following: 1.

Contemplated or pending litigation, or matters where legal advice is requested of the City Attorney. Section 551.071 of the Texas Open Meetings Act.

The purchase, exchange, lease or value of real property, if the deliberation in an open meeting would have a detrimental effect on the position of the City in negotiations with a third person. Section 551.072 of the Texas Open Meetings Act.

A contract for a prospective gift or donation to the City, if the deliberation in an open meeting would have a detrimental effect on the position of the City in negotiations with a third person. Section 551.073 of the Texas Open Meetings Act.

Personnel matters involving the appointment, employment, evaluation, reassignment, duties, discipline or dismissal of a public officer or employee or to hear a complaint against an officer or employee. Section 551.074 of the Texas Open Meetings Act.

The deployment, or specific occasions for implementation of security personnel or devices. Section 551.076 of the Texas Open Meetings Act.

Deliberations regarding Economic Development negotiations. Section 551.087 of the Texas Open Meetings Act.

AGENDA DATE

February 26, 2014

ITEM IND # OK DEF DISTRICT TYPE

DEPT.

DOLLARS

LOCAL

MWBE

DESCRIPTION

1 2

All 8

V C

NA PBD, PBW

NA $87,950.00

NA NA

3 4 5

All All All

C C C

All

PBD, AUD REV $1,262,675 NA PBD, PKR $386,956.49 73.04% PBD $1,149,855.76 42.85% PBD, AVI, CES, FIR, PKR, POL, SAN, STS, TWM, WTR, EBS $6,105,127.00 84.25%

Approval of Minutes of February 12, 2014 City Council Meeting Authorize a service contract for the purchase and installation of library shelving for Highland Hills Branch Library Authorize a three-year professional services contract, with three two-year renewal options, for franchise fee compliance and recovery services Authorize a two-year master agreement for granulated and liquid fertilizer Authorize a three-year master agreement for printer toners and cartridges

All

PBD

$740,550.00

0.00%

All

PBD, FIR

$210,555.00

0.00%

All

CON, OFS

$20,000.00

Authorize a three-year master agreement for aftermarket automotive and heavy equipment parts Authorize a three-year service contract, with two one-year renewal options, for certificate of insurance and payment and 0.00% performance bond compliance tracking services Authorize Supplemental Agreement No. 3 to increase the service contract with Green Planet, Inc. for hazardous and non-hazardous material clean-up and disposal services for City departments to extend the contract term through 97.44% December 18, 2014 Authorize a one-year extension of the Master Equipment Lease/Purchase Agreement for the financing of personal property purchases â&#x20AC;&#x201C; Banc of America Public Capital Corp, and approving other matters in connection therewith NA including annual legal fees therewith

2, 14

ECO

NA 0.22% 0.20%

1.18%

ECO

2, 14

ECO

2, 6, 14

ECO

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Three (Oak Cliff Gateway TIF District), submitted by the Oak Cliff Gateway TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Four, (Cedars TIF District), submitted by the Cedars TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Five, (City Center TIF District), submitted by the City Center TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Six, (Farmers Market TIF District), submitted by the Farmers Market TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Seven, (Sports Arena TIF District), submitted by the Sports Arena TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law

Page 1

AGENDA DATE

February 26, 2014

ITEM IND # OK DEF DISTRICT TYPE

2, 6

DEPT.

ECO

DOLLARS

LOCAL

MWBE

DESCRIPTION

ECO

2, 14

ECO

2, 7, 14

ECO

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Ten, (Southwestern Medical TIF District), submitted by the Southwestern Medical TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Eleven, (Downtown Connection TIF District) and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Twelve, (Deep Ellum TIF District), submitted by the Deep Ellum TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Thirteen, (Grand Park South TIF District) and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property and to the State Comptroller, as required by state law

9, 10, 13, 14

1, 6

ECO

1, 3

ECO

2, 3, 4, 8, 14

ECO

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Sixteen, (Davis Garden TIF District), submitted by the Davis Garden TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Seventeen, (TOD TIF District), submitted by the TOD TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law

Page 2

AGENDA DATE

February 26, 2014

ITEM IND # OK DEF DISTRICT TYPE

DEPT.

ECO

DOLLARS

LOCAL

ECO

All

HOU

Outside

IGS, MGT

Outside

IGS, MGT

N/A

OFS

PKR, WTR

$169,727.50

0.00%

All

POL

PBW, HOU

87.16%

MWBE

DESCRIPTION

A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Nineteen, (Cypress Waters TIF District), submitted by the Cypress Waters TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that NA levies taxes on real property in the District, and to the State Comptroller, as required by state law Authorize the nomination of Ryan, LLC located at 13155 Noel Road to receive designation as an Enterprise Project under the Texas Enterprise Zone Act, as amended, (Government Code, Chapter 2303) to the Office of the Governor NA Economic Development and Tourism through the Economic Development Bank Authorize the nomination of Tenet Hospitals Limited located at 9440 Poppy Drive to receive designation as an Enterprise Project under the Texas Enterprise Zone Act, as amended, (Government Code, Chapter 2303) to the Office NA of the Governor Economic Development and Tourism through the Economic Development Bank Authorize the nomination of WWF Operating Company located at 3333 Dan Morton Drive to receive designation as an Enterprise Project under the Texas Enterprise Zone Act, as amended, (Government Code, Chapter 2303) to the Office NA of the Governor Economic Development and Tourism through the Economic Development Bank Authorize a public hearing to be held on March 26, 2014, to receive comments concerning the creation of City of Dallas Reinvestment Zone No. 83 located on approximately 87 acres located just east of the intersection of Grady Niblo Road and Mountain Creek Parkway, in Dallas, Texas; and, at the close of the hearing, consideration of an ordinance creating City of Dallas Reinvestment Zone No. 83; a 90 percent real property tax abatement for 10-years with Courtland Group, LLC (Courtland) associated with Phase I of a two-building speculative warehouse development consisting of approximately 621,920 square feet located on approximately 87 acres; and a 90 percent real property tax abatement for 10-years with Courtland Group, LLC (Courtland) associated with Phase II of the aforementioned two-building speculative warehouse development consisting of approximately 594,880 square feet located on approximately 87 acres NA Authorize the first amendment to the contract with the Department of State Health Services to accept additional grant funds awarded for the continuation of the Special Supplemental Nutrition Program for the Women, Infants and Children NA Program for the period October 1, 2013 through March 31, 2014 A resolution consenting to proposed changes to the Section 380 Agreement between the City of Irving and Aviall NA Services, Inc. Authorize approval of the Fiftieth Supplemental Concurrent Bond Ordinance authorizing one or more services of Dallas/Fort Worth International Airport Joint Revenue Bonds, for lawful purposes; providing the security therefore; NA providing for the sale, execution and delivery thereof subject to certain parameters Authorize a public hearing to be held on March 26, 2014 to receive comments on the proposed FY 2014-15 Operating, NA Capital, and Grant / Trust budgets Authorize an increase in the contract with RoeschCo Construction, Inc. for additional scope of work which includes existing water line relocations and replacement near Anatole Partners property and at Wycliff Avenue; and the replacement of a damaged existing storm line, retaining wall and repair of a parking lot at the Trinity Strand Trail 67.50% located between Farrington Street and Oak Lawn Avenue Authorize the application for and acceptance of the Law Enforcement and Service Provider Multidisciplinary AntiTrafficking Task Forces grant from the U.S. Department of Justice, Office of Justice Programs as a sub-grantee in the amount of $180,950 to provide a proactive program to address the problem of human trafficking, for the period October 1, 2013 through September 30, 2015; In-Kind contributions in the amount of $118,560; and execution of the grant NA agreement Authorize a professional services contract with Kimley-Horn and Associates, Inc. for the engineering design of two street reconstruction projects on Beall Street from Dolphin Road to dead end and Mingo Street from Dolphin Road to 33.93% dead end Page 3

AGENDA DATE

February 26, 2014

ITEM IND # OK DEF DISTRICT TYPE

All

DEPT.

PBW, AVI

DOLLARS

$296,731.25

LOCAL

MWBE

41.58%

Authorize a professional services contract with Atkins North America, Inc. for construction management services for the Airfield Guidance Signage Wiring and Foundation Project at Dallas Love Field; and the use of Aviation Capital 65.75% Construction Funds as the City's required match

DESCRIPTION

PBW, HOU, Authorize an increase in the construction contract with Omega Contracting, Inc. for sidewalk, paving and miscellaneous TWM, WTR $1,209,746.00 100.00% 69.25% concrete repairs at various locations throughout the city, and extend the contract term for an additional six-months

PBW, ECO

$15,000.00

93.33%

DEV, PKR

$8,789.00

DEV, PKR

$488,000.00

DEV

$610,859.76

DEV, HOU

Authorize Supplemental Agreement No. 2 to the professional services contract with Salcedo Group, Inc. for additional engineering services to extend the Rosemont Plaza project limits to include a section of Seventh Street, prepare field notes for four parcels to be acquired for the Rosemont Safe Route to School project on Stevens Forest Drive between 87.55% Stevens Village and Mary Cliff Road, and create a Greenways map for the Rosemont Elementary School Authorize settlement in lieu of proceeding with condemnation of a tract of land containing approximately 314,393 square feet improved with an office building and storage shed from Boise Cascade Building Materials Distribution, L.L.C., located near the intersection of Bekay Street and Plano Road for the Park District Maintenance Service Center NA Project Authorize acquisition from Providence Bank, of approximately 786,714 square feet of land located near the intersection NA of Crouch Road and Patrol Way for the Singing Hills Recreation Center Relocation Project Authorize a seven-year lease agreement with Brixmor Holdings 12 SPE, LLC for approximately 5,213 square feet of office space located at 655 West Illinois Avenue, Building 700, Suite 721 to be used as a Southwest Building Inspection NA District office for the period May 1, 2014 through April 30, 2021 Authorize a ten-year lease extension with Marcer Investments, LLC, for a total of approximately 7,400 square feet of office space located at 6925 Lake June Road for the Women, Infants, and Children Clinic for the period August 1, 2015 NA through July 31, 2025

DEV, WTR

$2,949.00

DEV

REV $2,000

DEV

REV $7,187

DEV

REV $5,400

All

TWM

$737,000.00

All

TWM

2, 6, 14

WTR

$2,610,166.00

95.79%

Authorize an amendment to Resolution No. 11-1321, previously approved on May 25, 2011 to authorize acquisition of a larger tract of land containing approximately 65,838 square feet from White Property Company No. 2, LTD, located near Telephone and Lancaster Roads for the Southwest 120/96-inch Water Transmission Pipeline Project An ordinance granting a revocable license to Cleyera, Inc. for the installation, use and maintenance of a total of approximately 190 square feet of land for a canopy with a sign and landscaping located on portions of Greenville Avenue near its intersection with Goodwin Avenue An ordinance granting a private license to 1600 Main Street Holdings, LP for approximately 1,084 square feet of land to install, maintain and use lighted bollards on a portion of Commerce Street located near its intersection with Ervay Street An ordinance amending Ordinance No. 28922, which abandoned a portion of an alley, located near the intersection of Hampton and Mountain Lake Roads, to Kojo Plaza, L.L.C., to extend the final replat and dedication requirement from one year to 18 months Authorize a professional services contract with Huitt-Zollars, Inc. for engineering design services associated with the Trinity Parkway Borrow Area/Phase I Lakes Project Authorize the acceptance of a private donation from the Trinity Trust Foundation; and a professional services contract with Wallace Roberts & Todd, LLC for review of the proposed phasing plans for consistency with the original Balanced Vision Plan, visioning, renderings and basic cost estimates for donor packages

Authorize a professional services contract with Espey Consultants, Inc., dba RPS Espey to evaluate alternatives and provide designs for the renewal of Wastewater Interceptor Mains impacted by Texas Department of Transportationâ&#x20AC;&#x2122;s 35.30% Downtown Horseshoe project; and renewal of deteriorated water and wastewater mains at various locations Page 4

AGENDA DATE

February 26, 2014

ITEM IND # OK DEF DISTRICT TYPE

DEPT.

DOLLARS

LOCAL

77.98%

1, 2, 3, 4, 5, 6, 9, 13, 14

WTR

$6,811,852.30

All

WTR

All

WTR

$157,000.00

WTR, PKR

All

WTR

$218,400.00

N/A

SEC

All

OHC, MGT

TWM

$5,707.00

TWM, PBW

$181,782.00

MWBE

DESCRIPTION

25.00% Authorize a contract for the installation of water and wastewater mains at 24 locations 2014 Water Conservation Plan/Drought Contingency Plan: Authorize adoption of the 2014 Water Conservation Plan NA NA for the City of Dallas 2014 Water Conservation Plan/Drought Contingency Plan: Authorize adoption of the 2014 Drought Contingency Plan NA NA for the City of Dallas Authorize an Advance Funding Agreement with the State of Texas, acting through the Texas Department of Transportation, for the construction of water and wastewater main relocations and appurtenance adjustments in Harry NA NA Hines Boulevard (LP 354) from Manana Drive to Royal Lane Authorize an amendment to Resolution No. 12-2278 to change the scope of the contract with Archer Western Construction, LLC for additional and deductive work associated with the rehabilitation of the Carrollton, California Crossing, and Frasier Dams; and authorize payment for emergency repairs to the shoreline at White Rock Lake near NA NA Mockingbird Lane Authorize Supplemental Agreement No. 2 to the professional services contract with Westin Engineering, Inc. for additional services required for the completion of the Supervisory Control and Data Acquisition project at Dallas Water 100.00% 12.52% Utilitiesâ&#x20AC;&#x2122; White Rock Operations Control Center Consideration of appointments to boards and commissions and the evaluation and duties of board and commission N/A N/A members (List of nominees is available in the City Secretary's Office) Authorize an amendment to the 2013-14 Fair Housing Assistance Program (FHAP) grant from the U.S. Department of Housing and Urban Development (HUD) to increase the grant for expansion of education and outreach to underrepresented and underserved communities within the City of Dallas; and execution of the amended grant NA NA agreement Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from the County of Dallas, of an unimproved tract of land containing approximately 9,517 square feet located on South NA NA Riverfront Boulevard near its intersection with Old Zang Road for the Able Pump Station Project Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from Greyhound Lines, Inc., of two tracts of improved land containing a total of approximately 4,526 square feet located on NA NA Continental Avenue at its intersection with Dragon Street for the reconstruction of Continental Avenue

TWM, PBW

$288,012.00

TWM

$99,800.00

Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from Prescott Interests, Ltd., of an unimproved tract of land containing approximately 15,352 square feet located on Beckley Avenue at its intersection with Interstate Highway 30 for the IH-30 Bike and Pedestrian Facility Improvements Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from Chan Ha and Van Phouc Pham, of an unimproved tract of land containing approximately 11,237 square feet located on Junius Street near its intersection with North Carroll Avenue for the Mill Creek/Peaks Branch/State Thomas Drainage Relief Tunnel Project

TWM

$57,840.00

TWM

$15,250.00

All

ATT

Authorize acquisition, including the exercise of the right of eminent domain, if such becomes necessary, from Time Traders, Inc., of an unimproved tract of land containing approximately 4,520 square feet located on McKenzie Street near its intersection with Herndon Street for the Mill Creek/Peaks Branch/State Thomas Drainage Relief Tunnel Project A resolution amending Paragraph (f), "Open Microphone," of Subsection 6.3, "Citizen Speakers," of Section 6, "Order of Business," of the City Council Rules of Procedure to specify that any individual may register to speak during the open microphone period of city council meeting once every 30 days

Page 5

AGENDA DATE

February 26, 2014

ITEM IND # OK DEF DISTRICT TYPE

DEPT.

DOLLARS

LOCAL

MWBE

Outside

DEV

DESCRIPTION

A resolution authorizing the conveyance of bridge and drainage easements containing approximately 36,360 square feet of land to Valwood Improvement Authority and Dallas Area Rapid Transit for the construction, maintenance and use of the bridge and drainage improvements across City owned land located in the City of Farmers Branch A public hearing to receive comments regarding an application for and an ordinance granting a Specific Use Permit for a tower/antenna for cellular communication limited to a monopole cellular tower on property zoned an R-7.5(A) Single Family District on the southwest line of Hibiscus Drive, south of Ferguson Road A public hearing to receive comments regarding an application for and an ordinance granting the renewal of Specific Use Permit No. 1916 for the sale of alcoholic beverages in conjunction with a general merchandise or food store 3,500 square feet or less on property zoned a CR-D-1 Community Retail District with a D-1 Liquor Control Overlay on the northeast corner of Lake June Road and North Jim Miller Road A public hearing to receive comments regarding an application for and an ordinance granting the creation of a new subdistrict in Planned Development District No. 468, the Oak Cliff Gateway Special Purpose District on the northeast corner of Comal Street and East Jefferson Boulevard A public hearing to receive comments regarding an application for and an ordinance granting a new subdistrict in Planned Development District No. 466, the Hall Street Special Purpose District on the east side of North Central Expressway, north of Cochran Street A public hearing to receive comments regarding an application for and an ordinance granting the renewal of and an amendment to Specific Use Permit No. 1711 for a vehicle or engine repair or maintenance use and add an outside salvage or reclamation use on property within Subdistrict 3 of Planned Development District No. 533, the C.F. Hawn Special Purpose District No. 1 on the east side of C.F. Hawn Freeway, south of Lake June Road A public hearing to receive comments regarding an application for and an ordinance granting an amendment to the site plan for Specific Use Permit No. 1868 for a government installation other than listed limited to a youth residential facility and treatment and rehabilitation center on property zoned an IM Industrial Manufacturing District on the northwest corner of Lombardy Lane and Denton Drive A public hearing to receive comments regarding an application for and an ordinance granting an amendment to Planned Development District No. 581 to revise the development plan for a public school on the north corner of Chiswell Road and Bellewood Drive A public hearing to receive comments regarding an application for and an ordinance granting an amendment to Planned Development District No. 523 to revise the development plan for a public school on the northeast corner of Estate Lane and Ferndale Road A public hearing to receive comments regarding a City Plan Commission authorized hearing to determine the proper zoning on property zoned a CH Cluster Housing District with consideration given to a CS Commercial Service District on the south side of Ronnie Drive between Bannister Street and Dickerson Street; the southeast quadrant of Ronnie Drive and Dickerson Street; the northwest corner of Dickerson Street and Newt Drive; the west side of Dickerson Street, north of Newt Drive; and the north side of Newt Drive, east of Dickerson Street and an ordinance granting the amendment A public hearing to receive comments regarding an application for and an ordinance granting a Specific Use Permit for a potentially incompatible industrial use (metal or metal product treatment or processing) on property zoned Tract 1, RSI Regional Service Industrial Subdistrict within Planned Development District No. 595, the South Dallas/Fair Park Special Purpose District on the north corner of South Harwood Street and Coombs Street A public hearing to receive comments regarding an application for and an ordinance granting a Specific Use Permit for a live music venue and dance hall on property zoned Tract A within Planned Development District No. 269, the Deep Ellum/Near East Side District, on the north side of Canton Street, east of Henry Street A public hearing to receive comments regarding an application for and an ordinance granting the renewal of Specific Use Permit No. 1835 for the Sale of alcoholic beverages in conjunction with a general merchandise or food store greater than 3,500 square feet on property zoned a CR Community Retail District with a D-1 Liquor Control Overlay on the south line of Scyene Road, east of Namur Street

Page 6

AGENDA DATE

February 26, 2014

ITEM IND # OK DEF DISTRICT TYPE

DEPT.

DOLLARS

LOCAL

MWBE

DEV

All

HOU

TOTAL

DESCRIPTION

A public hearing to receive comments regarding an application for and an ordinance granting a Planned Development District for LO-1 Limited Office District uses and mini-warehouse use and a resolution terminating the deed restrictions on property zoned an LO-1 Limited Office District with Specific Use Permit No. 1498 for a government installation other than listed on the southeast corner of East Northwest Parkway and Solta Drive A public hearing on an application for and a resolution granting a variance to the alcohol spacing requirements from Trinity Basin Preparatory School/Oak Cliff Academy required by Section 6-4 of the Dallas City Code to allow a brewerâ&#x20AC;&#x2122;s permit and a manufacturerâ&#x20AC;&#x2122;s permit for a proposed microbrewery, microdistillery, or winery and alcoholic beverage manufacturing [DBA Nobel Rey Brewing Company] on property on the northeast corner of Comal Street and East Jefferson Boulevard A public hearing to receive comments on Substantial Amendment No. 1 to the 2013-14 Action Plan for adoption of Substantial Amendment No. 1 to the FY 2013-14 Action Plan for the Community Development Block Grant Program (CDBG) and HOME Investment Partnership Program (HOME); addition of the CDBG Community Based Development Organization (CBDO) Program to the FY 2013-14 Action Plan; the use of funds for the Community Based Development Organization Program and the Housing Development Loan Program; the establishment of appropriations in the CDBG Community Based Development Organization Program in the amount of $1,744,142 and increase appropriations in HOME, Housing Development Loan Program in the amount of $600,000 made possible by unanticipated program income

$22,685,606.06

Page 7

KEY FOCUS AREA:

AGENDA ITEM # 2 Efficient, Effective and Economical Government

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

DEPARTMENT:

Business Development & Procurement Services Public Works Department

CMO:

Jeanne Chipperfield, 670-7804 Jill A. Jordan, P.E., 670-5299

MAPSCO:

66-U ________________________________________________________________

SUBJECT Authorize a service contract for the purchase and installation of library shelving for Highland Hills Branch Library - Southwest Solutions Group through the Texas Multiple Award Schedule - Not to exceed $87,950 - Financing: 2003 Bond Funds BACKGROUND This service contract will provide for the purchase and installation of library shelving for the Highland Hills Branch Library. The new 20,000 square foot facility is under construction at 6200 Bonnie View and scheduled to open in August, 2014. This service contract will provide the library with shelving to store approximately 50,000 volumes such as books, periodicals and DVDs. The shelving is cantilever design shelving units. Its durable strength is constructed with welded frame uprights and a powder coat paint finish. Stationary cantilever shelving is used in major universities and public libraries all over the country, and is the standard shelving used for all new City Libraries. Texas Multiple Award Schedule (TXMAS) conforms to the requirements of Texas statutes that are applicable for competitive bids and proposals, in accordance with the Interlocal Cooperation Act, Chapter 791, Texas Government Code. In addition, TXMAS receives bids from manufacturers and dealers throughout the United States. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) This item has no prior action.

FISCAL INFORMATION $87,950.00 - 2003 Bonds Funds ETHNIC COMPOSITION Southwest Solutions Group White Male Black Male Hispanic Male Other Male

48 0 5 1

White Female Black Female Hispanic Female Other Female

27 2 4 0

OWNER Southwest Solutions Group Raymond L. Streight, President Craig C. Crock, Vice President Randy Brant, Secretary Rich Riemer, Treasurer

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the City Manager is authorized to execute a service contract with Southwest Solutions Group (168393) through the Texas Multiple Award Schedule for the purchase and installation of library shelving for Highland Hills Branch Library in an amount not to exceed $87,950.00, upon approval as to form by the City Attorney. If the service was bid or proposed on an as needed, unit price basis for performance of specified tasks, payment to Southwest Solutions Group shall be based only on the amount of the services directed to be performed by the City and properly performed by Southwest Solutions Group under the contract. Section 2. That the City Controller is authorized to disburse funds from the following appropriation in an amount not to exceed $87,950.00: FUND DEPT 6R42 PBW

UNIT P794

OBJECT 4710

AMOUNT ENCUMBRANCE $87,950.00 CTPBW06P794E1

Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

KEY FOCUS AREA:

AGENDA ITEM # 3 Efficient, Effective and Economical Government

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

All

DEPARTMENT:

Business Development & Procurement Services City Auditor

CMO:

Jeanne Chipperfield, 670-7804 Craig Kinton, 939-2520

MAPSCO:

N/A ________________________________________________________________

SUBJECT Authorize a three-year professional services contract, with three two-year renewal options, for franchise fee compliance and recovery services – MuniServices, LLC, most advantageous proposer of three – Estimated Total Net Revenue: $1,262,675 BACKGROUND This professional service contract will provide the City with franchise fee compliance review and recovery services for electric, natural gas, cable/video service, and certificated telephone providers. This contract will allow the contractor to conduct review and recovery services to assist the City with the detection, documentation and correction of errors and omissions related to franchise fees. The City will pay the contractor a 25 percent contingency fee based on the revenue received from the correction of detected and documented franchisee reporting errors. Contingency fees will be paid only as a result of the contractor’s work and will apply to delinquent franchise fees, penalties and interest actually collected from the franchisee. Contingency fees will only apply to delinquent collections and not ongoing franchise fee payments that occur during the contract term. The contingency fee also applies to monies collected, for a period of 24 months following the initial three year contract term or any renewal options, to delinquencies received after the initial contract period for deficiencies identified by the contractor. The City will not pay any fee to the contractor until monies owed to the City have been received from the franchisees.

BACKGROUND (Continued) A three member committee from the following departments reviewed and evaluated the proposals:   

City Auditor City Controller Office of Financial Services

(1) (1) (1)

The successful proposer was selected by the committee on the basis of demonstrated competence and qualifications under the following criteria:    

Overall approach and methodology Project staffing Provider Experience Client References

40% 35% 15% 10%

As part of the solicitation process and in an effort to increase competition, Business Development and Procurement Services (BDPS) used its procurement system to send out 1330 email bid notifications to vendors registered under respective commodities. To further increase competition, BDPS uses historical solicitation information, the internet, and vendor contact information obtained from user departments to contact additional vendors by phone. Additionally, in an effort to secure more bids, notifications were sent by the BDPS’ ResourceLINK Team (RLT) to 25 chambers of commerce, the DFW Minority Business Council and the Women’s Business Council – Southwest, to ensure maximum vendor outreach. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On February 18, 2014, this item was included as a briefing memo to the Budget, Finance and Audit Committee. FISCAL INFORMATION $1,262,675.00 – Estimated Total Net Revenue M/WBE INFORMATION 357 - Vendors contacted 357 - No response 0 - Response (Bid) 0 - Response (No bid) 0 - Successful 1330 - M/WBE and Non-M/WBE vendors were contacted Agenda Date 02/26/2014 - page 2

M/WBE INFORMATION (Continued) The recommended awardee has fulfilled the good faith requirements set forth in the Business Inclusion and Development (BID) Plan adopted by Council Resolution No. 08-2826 as amended. ETHNIC COMPOSITION MuniServices, LLC White Male Black Male Hispanic Male Other Male

7 0 2 0

White Female Black Female Hispanic Female Other Female

10 0 6 0

BID INFORMATION The following proposals were received from solicitation number BDZ1326 and were opened on June 27, 2013. This professional service contract is being awarded in its entirety to the most advantageous proposer. *Denotes successful proposer Proposers

Address

Score

*MuniServices, LLC

1833 Egret Bay Blvd. Suite 260 Houston, TX 77058

90.42%

Allixa Consulting, Inc.

1003 Kewannee Trl. Maitland, FL 32751

89.34%

Noelle Management Consulting

20126 Pinehaven Ln. Spring, TX 77379

35.00%

OWNER MuniServices, LLC Doug Jensen, Senior Vice President - Client Services Lisa Broussard, Vice President - Central Operations

Agenda Date 02/26/2014 - page 3

COUNCIL CHAMBER

February 26, 2014 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the City Manager is authorized to execute a professional services contract with MuniServices, LLC (VS0000054917) for franchise fee compliance and recovery services for a term of three years, with three two-year renewal options, for an estimated total net revenue amount of $1,262,675.00, upon approval as to form by the City Attorney. If the service was bid or proposed on an as needed, unit price basis for performance of specified tasks, payment to MuniServices, LLC shall be based only on the amount of the services directed to be performed by the City and properly performed by MuniServices, LLC under the contract. Section 2. That the City Controller be and is hereby authorized to receive and deposit all revenues received from the franchisees as follows: Fund 0001 0001 0001 0001 0001 0001 0560 0001 0001 0001

Dept. BMS BMS BMS BMS BMS BMS BMS BMS BMS BMS

Unit 1246 1246 1246 1246 1246 1246 6395 1246 1246 1246

Revenue Source 8203 8205 8207 8220 8222 8223 8476 8204 8208 8214

Section 3. That the City will pay the contractor a 25% contingency fee based on the franchise fee revenue received from the correction of detected and documented franchisee reporting errors. That the City Controller is authorized to disburse fees from the following appropriation: Fund 0001

Dept. BMS

Unit 1991

Object code 3099

Section 4. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

KEY FOCUS AREA:

AGENDA ITEM # 4 Efficient, Effective and Economical Government

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

All

DEPARTMENT:

Business Development & Procurement Services Park & Recreation

CMO:

Jeanne Chipperfield, 670-7804 Willis Winters, 670-4071

MAPSCO:

N/A ________________________________________________________________

SUBJECT Authorize a two-year master agreement for granulated and liquid fertilizer Greensmiths, Inc. in the amount of $158,224, BWI Dallas/Ft. Worth in the amount of $96,642, Turf Care of Texas in the amount of $36,980, Helena Chemical Co. in the amount of $29,909, Winfield Solutions, LLC in the amount of $28,621, Turfgrass Solutions, Inc. in the amount of $14,075, Verde Environmental, Inc. in the amount of $12,150, John Deere Landscapes in the amount of $9,866 and Justin Seed Co. in the amount of $490, lowest responsible bidders of nine - Total amount not to exceed $386,957 - Financing: Current Funds BACKGROUND This action does not encumber funds; the purpose of a master agreement is to establish firm pricing for goods, for a specific term, which are ordered on an as needed basis. The Park and Recreation Department maintains the grounds at six 18-hole golf courses, over 21,000 acres of park property, 277 acres of landscaped grounds at the historic Fair Park, and approximately 200 athletic fields. This master agreement will be used to supply granulated, liquid and water soluble fertilizers to maintain the grounds at the Cityâ&#x20AC;&#x2122; s golf courses. Granulated fertilizer will continue to be used for flower beds at Fair Park and various parks throughout the City, and to help maintain healthy grass on select athletic fields. This solicitation was structured in a manner which required bidders to submit a response using unit pricing. This bid resulted in a .36% decrease over comparable unit prices for the bid awarded in 2013.

BACKGROUND (Continued) As part of the solicitation process and in an effort to increase competition, Business Development and Procurement Services (BDPS) used its procurement system to send out 275 email bid notifications to vendors registered under respective commodities. To further increase competition, BDPS uses historical solicitation information, the internet, and vendor contact information obtained from user departments to contact additional vendors by phone. Additionally, in an effort to secure more bids, notifications were sent by the BDPS' ResourceLINK Team (RLT) to 25 chambers of commerce, the DFW Minority Business Council and the Women's Business Council - Southwest, to ensure maximum vendor outreach. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On February 12, 2014, City Council executed the casting of lots to identify the recommended vendor resulting from tie bids on lines 6, 7, 8, 9, 11, 12, 23, 25, 39, 40, 41, 42, 43, 44 and 45, for bid BP1404, for a two-year master agreement for the purchase of granulated and liquid fertilizer by Resolution No. 14-0338. Scheduled for Park Board approval on February 20, 2014. FISCAL INFORMATION $386,956.49 - Current Funds M/WBE INFORMATION 21 - Vendors contacted 21 - No response 0 - Response (Bid) 0 - Response (No Bid) 0 - Successful 275 M/WBE and Non-M/WBE vendors were contacted The recommended awardees have fulfilled the good faith requirements set forth in the Business Inclusion and Development (BID) Plan adopted by Council Resolution No. 08-2826 as amended.

Agenda Date 02/26/2014 - page 2

ETHNIC COMPOSITION Greensmiths, Inc. White Male Black Male Hispanic Male Other Male

5 0 1 0

White Female Black Female Hispanic Female Other Female

0 0 0 0

29 1 15 0

White Female Black Female Hispanic Female Other Female

8 0 1 0

1 0 0 0

White Female Black Female Hispanic Female Other Female

0 0 0 0

6 1 0 0

White Female Black Female Hispanic Female Other Female

1 0 0 0

White Female Black Female Hispanic Female Other Female

1 0 0 0

White Female Black Female Hispanic Female Other Female

1 0 0 0

BWI Dallas/Ft. Worth White Male Black Male Hispanic Male Other Male Turf Care of Texas White Male Black Male Hispanic Male Other Male Helena Chemical Co. White Male Black Male Hispanic Male Other Male

Winfield Solutions, LLC White Male Black Male Hispanic Male Other Male

8 2 0 0

Turfgrass Solutions, Inc. White Male Black Male Hispanic Male Other Male

1 0 0 0

Agenda Date 02/26/2014 - page 3

ETHNIC COMPOSITION (Continued) Verde Environmental, Inc. White Male Black Male Hispanic Male Other Male

5 1 0 0

White Female Black Female Hispanic Female Other Female

1 0 1 0

John Deere Landscapes White Male 24,175 Black Male 1,179 Hispanic Male 1,036 Other Male 787

White Female 5,871 Black Female 563 Hispanic Female 221 Other Female 215

Justin Seed Co. White Male Black Male Hispanic Male Other Male

4 0 2 0

White Female Black Female Hispanic Female Other Female

4 6 0 0

BID INFORMATION The following bids were received from solicitation number BP1404 and were opened on December 12, 2013. This master agreement is being awarded to the lowest responsible and responsive bidders by line. Information related to this solicitation is available upon request. *Denotes successful bidders Bidders

Address

Amount of Bid

*Greensmiths, Inc.

1419 Upfield Dr. Carrollton, TX 75006

Multiple Lines

*BWI Dallas/Ft. Worth

1418 Upfield Dr. Carrollton, TX 75006

Multiple Lines

*Turf Care of Texas

1400 Berwick Dr. McKinney, TX 75070

Multiple Lines

Agenda Date 02/26/2014 - page 4

BID INFORMATION (Continued) Bidders

Address

Amount of Bid

*Helena Chemical Co.

6801 Hwy 66 West Greenville, TX 75402

Multiple Lines

*Winfield Solutions, LLC

1221 Champion Cr. Ste. 107 Carrollton, TX 75006

Multiple Lines

*Turfgrass Solutions, 3125 Woodland Hts. Cr. Inc. Colleyville, TX 76034

Multiple Lines

*Verde Environmental, Inc.

9223 Eastex Frwy. Houston, TX 77093

Multiple Lines

*John Deere Landscapes

1385 East 36 St. Cleveland, OH 44114

Multiple Lines

*Justin Seed Co.

524 South Hwy 156 Justin, TX 76247

Multiple Lines

OWNERS Greensmiths, Inc. James Montgomery, President TL Morgan, Vice President Gary Mayberry, Secretary BWI Dallas/Ft.Worth Jim Bunch, President Robert Bunch, Director Mike Mize, Vice President Turf Care of Texas Todd Gilmour, President Helena Chemical Co. Mike McCarty, President Troy Traxler, Vice President Roger Lewis, Treasurer Agenda Date 02/26/2014 - page 5

OWNERS (Continued) Winfield Solutions, LLC Rod Schroder, President Mitch Eviston, Vice President Turfgrass Solutions, Inc. Sara L. Parker, President Richard D. Parker, Vice President Heather P. Drake, Treasurer Verde Environmental, Inc. William L. Scogin, President Gregory W. Scogin, Vice President John Deere Landscapes David Werning, President John Guthrie, Vice President Gregory Noe, Secretary Marie Ziegler, Treasurer Justin Seed Co. Tracy Tally, President Curtis Tally, Vice President Oneta Tally, Secretary

Agenda Date 02/26/2014 - page 6

BUSINESS INCLUSION AND DEVELOPMENT PLAN SUMMARY PROJECT: Authorize a two-year master agreement for granulated and liquid fertilizer Greensmiths, Inc. in the amount of $158,224, BWI Dallas/Ft. Worth in the amount of $96,642, Turf Care of Texas in the amount of $36,980, Helena Chemical Co. in the amount of $29,909, Winfield Solutions, LLC in the amount of $28,621, Turfgrass Solutions, Inc. in the amount of $14,075, Verde Environmental, Inc. in the amount of $12,150, John Deere Landscapes in the amount of $9,866 and Justin Seed Co. in the amount of $490, lowest responsible bidders of nine - Total amount not to exceed $386,957 - Financing: Current Funds Turf Care of Texas, Helena Chemical Co., Turfgrass Solutions, Inc., Verde Environmental, Inc., John Deere Landscapes and Justin Seed Co. are non-local, non-minority firms, have signed the "Business Inclusion & Development" documentation, and propose to use their own workforces. Greensmiths, Inc. and Winfield Solutions, LLC are local, non-minority firms, have signed the "Business Inclusion & Development" documentation, and propose to use their own workforces. BWI Dallas/Ft. Worth is a local, non-minority firm, has signed the "Business Inclusion & Development" documentation, and proposes to use the following sub-contractor. PROJECT CATEGORY: Goods _______________________________________________________________ LOCAL/NON-LOCAL CONTRACT SUMMARY Amount

Percent

Total local contracts Total non-local contracts

$282,622.88 $104,333.61

73.04% 26.96%

------------------------

TOTAL CONTRACT

$386,956.49

100.00%

LOCAL/NON-LOCAL M/WBE PARTICIPATION Local Contractors / Sub-Contractors None Non-Local Contractors / Sub-Contractors Non-local

Certification

Ricochet Fuel Distributors, Inc

WFWB59997Y0115

Total Minority - Non-local

Amount

Percent

$863.95

0.83%

------------------------

$863.95

0.83%

TOTAL M/WBE CONTRACT PARTICIPATION

African American Hispanic American Asian American Native American WBE Total

Local

Percent

Local & Non-Local

Percent

$0.00 $0.00 $0.00 $0.00 $0.00

0.00% 0.00% 0.00% 0.00% 0.00%

$0.00 $0.00 $0.00 $0.00 $863.95

0.00% 0.00% 0.00% 0.00% 0.22%

----------------------

-----------------------

$0.00

0.00%

$863.95

0.22%

COUNCIL CHAMBER

February 26, 2014 WHEREAS, on February 12, 2014, City Council executed the casting of lots to identify the recommended vendor resulting from tie bids on lines 6, 7, 8, 9, 11, 12, 23, 25, 39, 40, 41, 42, 43, 44 and 45, for bid BP1404, for a two-year master agreement for the purchase of granulated and liquid fertilizer by Resolution No. 14-0338; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That a master agreement for the purchase of granulated and liquid fertilizer is authorized with Greensmiths, Inc. (269732) in the amount $158,224.00, BWI Dallas/Ft. Worth (501400) in the amount of $96,642.03, Turf Care of Texas (VS0000019309) in the amount of $36,980.00, Helena Chemical Co. (351406) in the amount of $29,908.75, Winfield Solutions, LLC (VC0000009702) in the amount of $28,620.80, Turfgrass Solutions, Inc. (VS0000021981) in the amount of $14,075.00, Verde Environmental, Inc. (VS0000060595) in the amount of $12,150.00, John Deere Landscapes (202581) in the amount of $9,865.51 and Justin Seed Co. (006691) in the amount of $490.40, for a term of two years in a total amount not to exceed $386,956.49. Section 2. That the Purchasing Agent is authorized, upon appropriate request and documented need by a user department, to issue a purchase order for granulated and liquid fertilizer. If a written contract is required or requested for any or all purchases of granulated and liquid fertilizer under the master agreement instead of individual purchase orders, the City Manager is authorized to execute the contract upon approval as to form by the City Attorney. Section 3. That the City Controller is authorized to disburse funds in an amount not to exceed $386,956.49. Section 4. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

KEY FOCUS AREA:

AGENDA ITEM # 5 Efficient, Effective and Economical Government

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

All

DEPARTMENT:

Business Development & Procurement Services

CMO:

Jeanne Chipperfield, 670-7804

MAPSCO:

N/A ________________________________________________________________

SUBJECT Authorize a three-year master agreement for printer toners and cartridges - Hill Country Computer in the amount of $617,825, Encon Systems, Inc. in the amount of $492,731, Enhanced Laser Products in the amount of $37,050, LD Products, Inc. dba 4inkjets.com in the amount of $1,500 and Printing Supplies USA LLC in the amount of $750, lowest responsible bidders of ten - Total not to exceed $1,149,856 - Financing: Current Funds BACKGROUND This action does not encumber funds; the purpose of a master agreement is to establish firm pricing for goods, for a specific term, which are ordered on an as needed basis. This master agreement will allow the City to procure printer toner and cartridges for various desktop printers located throughout the City. These desktop printers are necessary to deliver certain services. Many of the City’s “window/counter” “face-to-face service” delivery areas utilize desktop printers to provide customers necessary documents such as payment receipts and other legal documents. Desktop printers allow “window/counter” “face-to-face” services to be delivered more efficiently to a greater number of customers than by the utilization of a centralized multi-function device. Desktop printers are also used in secure areas by departments such as Police. In these areas the printers produce sensitive documents such as photos of suspects for identification and line ups, investigative notes, court evidence, search warrants, Public Safety related documents, identification cards, maps, crime statistics, confidential and sensitive information related to investigations.

BACKGROUND (Continued) As part of the solicitation process and in an effort to increase competition, Business Development and Procurement Services (BDPS) used its procurement system to send out 1190 email bid notifications to vendors registered under respective commodities. To further increase competition, BDPS uses historical solicitation information, the internet, and vendor contact information obtained from user departments to contact additional vendors by phone. Additionally, in an effort to secure more bids, notifications were sent by the BDPS’ ResourceLINK Team (RLT) to 25 chambers of commerce, the DFW Minority Business Council and the Women’s Business Council – Southwest, to ensure maximum vendor outreach. PRIOR ACTION/REVIEW (COUNCIL BOARDS, COMMISSIONS) On September 12, 2012, City Council authorized a two-year master agreement for printer toners and cartridges by Resolution No. 12-2232. FISCAL INFORMATION $1,149,855.76 - Current Funds M/WBE INFORMATION 182 - Vendors contacted 181 - No response 1 - Response (Bid) 0 - Response (No bid) 0 - Successful 1190 M/WBE and Non-M/WBE vendors were contacted The recommended awardees have fulfilled the requirements set forth in the Business Inclusion and Development (BID) Plan adopted by Council Resolution No. 08-2826 as amended. ETHNIC COMPOSITION Hill Country Computer White Male Black Male Hispanic Male Other Male

1 0 0 0

White Female Black Female Hispanic Female Other Female

0 0 0 0

Agenda Date 02/26/2014 - page 2

ETHNIC COMPOSITION (Continued) Encon Systems, Inc. White Male Black Male Hispanic Male Other Male

8 0 2 1

White Female Black Female Hispanic Female Other Female

7 1 2 0

White Female Black Female Hispanic Female Other Female

3 0 7 0

White Female Black Female Hispanic Female Other Female

25 9 24 8

White Female Black Female Hispanic Female Other Female

0 0 0 1

Enhanced Laser Products White Male Black Male Hispanic Male Other Male

1 0 4 0

LD Products, Inc. dba 4inkjets.com White Male Black Male Hispanic Male Other Male

27 5 34 21

Printing Supplies USA LLC White Male Black Male Hispanic Male Other Male

0 0 0 2

BID INFORMATION The following bids were received from solicitation number BU1407 and were opened on January 16, 2014. This master agreement is being awarded to the lowest responsible and responsive bidders by group. Information related to this solicitation is available upon request. * Denotes successful bidders Bidders

Address

Amount of Bid

*Hill Country Computer

2520 Ave. K #768 Plano, TX 75074

Multiple Groups

*Encon Systems, Inc.

420 N. Town East Blvd. Sunnyvale, TX 75182

Multiple Groups Agenda Date 02/26/2014 - page 3

BID INFORMATION (Continued) Bidders

Address

Amount of Bid

*Enhanced Laser Products

9075 Katy Frwy. Houston,TX 77024

Multiple Groups

*LD Products, Inc. dba 4inkjets.com

3700 Cover St. Long Beach, CA 90808

Multiple Groups

*Printing Supplies USA LLC

666 Plainsboro Rd. Suite 1237 Plainsboro, NJ 0853

Multiple Groups

Limitless Products LLC dba Limitless Office Products

1106 Commerce Dr. Richardson, TX 75081

Multiple Groups

Office Max, Inc.

3502 Regency Crest Dr. Garland, TX 75041

Multiple Groups

The Office Pal

1000 Airport Rd. Lakewood, NJ 08701

Non-responsive**

Inktoner Store LLC

1247 Wrights Ln. West Chester, PA 19380

Non-responsive**

Archive Supplies, Inc.

8925 Sterling St. #150 Irving, TX 75063

Non-responsive**

**The Office Pal, Inktoner Store LLC and Archive Supplies, Inc. were deemed non-responsive due to not meeting bid specifications. OWNERS Hill Country Computer Terrence Ames, President Encon Systems, Inc. Deborah Hovitz, President Enhanced Laser Products Curtis Morris, President Agenda Date 02/26/2014 - page 4

OWNERS (Continued) LD Products, Inc. dba 4inkjets.com Aaron Leon, President Printing Supplies USA LLC Luke XU, President

Agenda Date 02/26/2014 - page 5

BUSINESS INCLUSION AND DEVELOPMENT PLAN SUMMARY PROJECT: Authorize a three-year master agreement for printer toners and cartridges Hill Country Computer in the amount of $617,825, Encon Systems, Inc. in the amount of $492,731, Enhanced Laser Products in the amount of $37,050, LD Products, Inc. dba 4inkjets.com in the amount of $1,500 and Printing Supplies USA LLC in the amount of $750, lowest responsible bidders of ten - Total not to exceed $1,149,856 - Financing: Current Funds Printing Supplies USA LLC and LD Products, Inc. dba 4inkjets.com are non-local, minority firms, have signed the "Business Inclusion & Development" documentation, and propose to use their own workforces. Hill Country Computer and Enhanced Laser Products are non-local, non-minority firms, have signed the "Business Inclusion & Development" documentation, and propose to use their own workforces. Encon Systems, Inc. is a local, non-minority firm, has signed the "Business Inclusion & Development" documentation, and proposes to use their own workforce. PROJECT CATEGORY: Goods _______________________________________________________________ LOCAL/NON-LOCAL CONTRACT SUMMARY Amount Total local contracts Total non-local contracts TOTAL CONTRACT

Percent

$492,731.25 $657,124.51

42.85% 57.15%

------------------------

$1,149,855.76

100.00%

LOCAL/NON-LOCAL M/WBE PARTICIPATION Local Contractors / Sub-Contractors None Non-Local Contractors / Sub-Contractors Non-local

Certification

LD Products, Inc. dba 4inkjets.com Printing Supplies USA LLC

HMMB07680N0314 PMMB65249N1216

Total Minority - Non-local

Amount

Percent

$1,500.00 $750.00

0.23% 0.11%

------------------------

$2,250.00

0.34%

TOTAL M/WBE CONTRACT PARTICIPATION

African American Hispanic American Asian American Native American WBE Total

Local

Percent

Local & Non-Local

Percent

$0.00 $0.00 $0.00 $0.00 $0.00

0.00% 0.00% 0.00% 0.00% 0.00%

$0.00 $1,500.00 $750.00 $0.00 $0.00

0.00% 0.13% 0.07% 0.00% 0.00%

----------------------

-----------------------

$0.00

0.00%

$2,250.00

0.20%

COUNCIL CHAMBER

February 26, 2014 WHEREAS, on September 12, 2012, City Council authorized a two-year master agreement for printer toners and cartridges by Resolution No. 12-2232; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That a master agreement for the purchase of printer toners and cartridges is authorized with Hill Country Computer (509273) in the amount of $617,824.51, Encon Systems, Inc. (VS0000014578) in the amount of $492,731.25, Enhanced Laser Products (VS0000071371) in the amount of $37,050.00, LD Products, Inc. dba 4inkjets.com (VC0000009806) in the amount of $1,500.00 and Printing Supplies USA LLC (VS0000060337) in the amount of $750.00 for a term of three years in a total amount not to exceed $1,149,855.76. Section 2. That the Purchasing Agent is authorized, upon appropriate request and documented need by a user department, to issue a purchase order for printer toners and cartridges. If a written contract is required or requested for any or all purchases of printer toners and cartridges under the master agreement instead of individual purchase orders, the City Manager is authorized to execute the contract upon approval as to form by the City Attorney. Section 3. That the City Controller is authorized to disburse funds in an amount not to exceed $ 1,149,855.76. Section 4. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

KEY FOCUS AREA:

AGENDA ITEM # 6 Efficient, Effective and Economical Government

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

All

DEPARTMENT:

Business Development & Procurement Services Aviation Convention and Event Services Fire Park & Recreation Police Sanitation Services Street Services Trinity Watershed Management Water Utilities Equipment & Building Services

CMO:

Jeanne Chipperfield, 670-7804 Theresa Oâ&#x20AC;&#x2122;Donnell, 671-9195 Forest E. Turner, 670-3390 Charles Cato, 670-9194 Willis Winters, 670-4071 Ryan S. Evans, 671-9837 Jill A. Jordan, P.E., 670-5299

MAPSCO:

N/A ________________________________________________________________

SUBJECT Authorize a three-year master agreement for aftermarket automotive and heavy equipment parts - Midway Auto Supply, Inc. in the amount of $1,914,105, Freedom Dodge in the amount of $1,689,800, Installer Sales and Service in the amount of $1,537,392, Uni-Select USA in the amount of $961,830 and Alterstart Systems, Inc. in the amount of $2,000, lowest responsible bidders of eight - Total not to exceed $6,105,127 - Financing: Current Funds ($5,754,977), Water Utilities Current Funds ($282,865), Stormwater Drainage Management Current Funds ($41,750), Confiscated Monies Funds ($9,500), Aviation Current Funds ($9,835) and Convention and Event Services Current Funds ($6,200)

BACKGROUND This action does not encumber funds; the purpose of a master agreement is to establish firm pricing for goods, for a specific term, which are ordered on an as needed basis. This master agreement will provide aftermarket automotive and heavy equipment parts such as gaskets, engine mounts, oil pumps, steering components, suspension, radiators, water pumps, hydraulic hose for approximately 5,870 vehicles maintained by Equipment and Building Services and other departments citywide. Aftermarket parts are used instead of original equipment manufacturer parts because they are of comparable quality and provide cost savings for the City. As part of the solicitation process and in an effort to increase competition, Business Development and Procurement Services (BDPS) used its procurement system to send out 1391 email bid notifications to vendors registered under respective commodities. To further increase competition, BDPS uses historical solicitation information, the internet, and vendor contact information obtained from user departments to contact additional vendors by phone. Additionally, in an effort to secure more bids, notifications were sent by the BDPS’ ResourceLINK Team (RLT) to 25 chambers of commerce, the DFW Minority Business Council and the Women’s Business Council – Southwest, to ensure maximum vendor outreach. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On May 12, 2010, City Council authorized a three-year master agreement for after-market automotive parts by Resolution No. 10-1187. On August 8, 2012, City Council authorized a three-year master agreement for after-market automotive parts by Resolution No. 12-1890. On February 12, 2014, City Council executed the casting of lots to identify the recommended vendor resulting from tie bids on line 16 for bid BJ1404, for a three-year master agreement for aftermarket automotive parts by Resolution No. 14-0337. FISCAL INFORMATION $5,754,977.00 - Current Funds $ 282,865.00 - Water Utilities Current Funds $ 41,750.00 - Stormwater Drainage Management Current Funds $ 9,500.00 - Confiscated Monies Funds $ 9,835.00 - Aviation Current Funds $ 6,200.00 - Convention and Event Services Current Funds

Agenda Date 02/26/2014 - page 2

M/WBE INFORMATION 281 - Vendors contacted 280 - No response 1 - Response (Bid) 0 - Response (No Bid) 0 - Successful 1391 M/WBE and Non-M/WBE vendors were contacted The recommended awardees have fulfilled the good faith requirements set forth in the Business Inclusion and Development (BID) Plan adopted by Council Resolution No. 08-2826 as amended. ETHNIC COMPOSITION Midway Auto Supply, Inc. White Male Black Male Hispanic Male Other Male

10 4 14 0

White Female Black Female Hispanic Female Other Female

5 3 0 1

28 23 20 2

White Female Black Female Hispanic Female Other Female

7 6 4 0

9 0 2 0

White Female Black Female Hispanic Female Other Female

4 0 3 0

26 5 9 0

White Female Black Female Hispanic Female Other Female

6 2 5 0

Freedom Dodge White Male Black Male Hispanic Male Other Male Installer Sales and Service White Male Black Male Hispanic Male Other Male Uni-Select USA White Male Black Male Hispanic Male Other Male

Agenda Date 02/26/2014 - page 3

ETHNIC COMPOSITION (Continued) Alterstart Systems, Inc. White Male Black Male Hispanic Male Other Male

3 0 2 0

White Female Black Female Hispanic Female Other Female

0 0 0 0

BID INFORMATION The following bids were received from solicitation number BJ1404 and opened on November 14, 2013. This master agreement is being awarded to the lowest responsive and responsible bidders by line. Information related to this solicitation is available upon request. *Denotes successful bidders Bidders

Address

Amount of Bid

*Midway Auto Supply, Inc.

1101 S. Hampton Rd. Dallas, TX 75208

Multiple Lines

*Freedom Dodge

815 E. Camp Wisdom Rd. Duncanville, TX 75116

Multiple Lines

*Installer Sales and Service

3030 Lincoln Ct. Garland, TX 75041

Multiple Lines

*Uni-Select USA

901 N. Lenola Rd. Moorestown, NJ 08057

Multiple Lines

*Alterstart Systems, Inc.

4919 W. Davis St. Dallas, TX 75211

Multiple Lines

Park Cities Ford Lincoln

3333 Inwood Rd. Dallas, TX 75235

Multiple Lines

Stewart & Stevenson

1631 Chalk Hill Dallas, TX 75212

Multiple Lines

4-Star Hose & Supply, Inc.

10704 Composite Dr. Dallas, TX 75220

Multiple Lines

Agenda Date 02/26/2014 - page 4

OWNERS Midway Auto Supply, Inc. Martin Levine, President Freedom Dodge Matt Stinson, President Installer Sales and Service Wilson McMillion, President Uni-Select USA Brent Windom, President Alterstart Systems, Inc. Patrick Nolan, President

Agenda Date 02/26/2014 - page 5

BUSINESS INCLUSION AND DEVELOPMENT PLAN SUMMARY PROJECT: Authorize a three-year master agreement for aftermarket automotive and heavy equipment parts - Midway Auto Supply, Inc. in the amount of $1,914,105, Freedom Dodge in the amount of $1,689,800, Installer Sales and Service in the amount of $1,537,392, Uni-Select USA in the amount of $961,830 and Alterstart Systems, Inc. in the amount of $2,000, lowest responsible bidders of eight - Total not to exceed $6,105,127 - Financing: Current Funds ($5,754,977), Water Utilities Current Funds ($282,865), Stormwater Drainage Management Current Funds ($41,750), Confiscated Monies Funds ($9,500), Aviation Current Funds ($9,835) and Convention and Event Services Current Funds ($6,200) Midway Auto Supply, Inc. is a local, non-minority firm has signed the "Business Inclusion & Development" documentation, and proposes to the use the following sub-contractor. Freedom Dodge, Installer Sales and Service and Alterstart Systems, Inc. are local, non-minority firms have signed the "Business Inclusion & Development" documentation, and propose to use their own workforces. Uni-Select USA is a non-local, non-minority firm, has signed the "Business Inclusion & Development" documentation, and proposes to use their own workforce. PROJECT CATEGORY: Goods _______________________________________________________________ LOCAL/NON-LOCAL CONTRACT SUMMARY Amount

Percent

Total local contracts Total non-local contracts

$5,143,297.00 $961,830.00

84.25% 15.75%

------------------------

TOTAL CONTRACT

$6,105,127.00

100.00%

LOCAL/NON-LOCAL M/WBE PARTICIPATION Local Contractors / Sub-Contractors Local

Certification

Self Rep/ Willard Johnson

BMDB57311Y0414

Total Minority - Local

Non-Local Contractors / Sub-Contractors None

Amount

Percent

$72,000.00

1.40%

------------------------

$72,000.00

1.40%

TOTAL M/WBE CONTRACT PARTICIPATION Local

Percent

Local & Non-Local

Percent

African American Hispanic American Asian American Native American WBE

$72,000.00 $0.00 $0.00 $0.00 $0.00

1.40% 0.00% 0.00% 0.00% 0.00%

$72,000.00 $0.00 $0.00 $0.00 $0.00

1.18% 0.00% 0.00% 0.00% 0.00%

----------------------

-----------------------

Total

$72,000.00

1.40%

$72,000.00

1.18%

COUNCIL CHAMBER

February 26, 2014 WHEREAS, on May 12, 2010, City Council authorized a three-year master agreement for aftermarket auto parts by Resolution No. 10-1187; and WHEREAS, on August 8, 2012, City Council authorized a three-year master agreement for aftermarket auto parts by Resolution No. 12-1890; and WHEREAS, on February 12, 2014, City Council executed the casting of lots to identify the recommended vendor resulting from tie bids on line 16 for bid BJ1404, for a three-year master agreement for aftermarket automotive parts by Resolution No. 14-0337; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That a master agreement for the purchase of aftermarket automotive and heavy equipment parts is authorized with Midway Auto Supply, Inc. (006372) in the amount of $1,914,105.00, Freedom Dodge (VS0000077189) in the amount of $1,689,800.00, Installer Sales and Service (508181) in the amount of $1,537,392.00, Uni-Select USA (VS0000062000) in the amount of $961,830.00 and Alterstart Systems, Inc. (VS0000018618) in the amount of $2,000.00 for a term of three years in a total amount not to exceed $6,105,127.00. Section 2. That the Purchasing Agent is authorized, upon appropriate request and documented need by a user department, to issue a purchase order for the purchase of aftermarket automotive and heavy equipment parts. If a written contract is required or requested for any or all purchases of aftermarket automotive and heavy equipment parts under the master agreement instead of individual purchase orders, the City Manager is authorized to execute the contract upon approval as to form by the City Attorney. Section 3. That the City Controller is authorized to disburse funds in an amount not to exceed $6,105,127.00. Section 4. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

KEY FOCUS AREA:

AGENDA ITEM # 7 Efficient, Effective and Economical Government

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

All

DEPARTMENT:

Business Development & Procurement Services Office of Risk Management

CMO:

Jeanne Chipperfield, 670-7804

MAPSCO:

N/A ________________________________________________________________

SUBJECT Authorize a three-year service contract, with two one-year renewal options, for certificate of insurance and payment and performance bond compliance tracking services – S2000 Corporation dba CertFocus, most advantageous proposer of three Not to exceed $740,550 - Financing: Current Funds (subject to annual appropriations) BACKGROUND This service contract will provide certificate of insurance and payment and performance bond compliance tracking services and system access. The City currently monitors and tracks approximately 11,000 certificates of insurance (COI) and 1,200 bonds annually. This contract will provide a more streamlined review of the COI’s and bonds and make available one unified system in which vendor compliance can be verified and documented. Certfocus will provide services to help ensure vendor compliance with the City’s insurance requirements related to contracts, ordinances, lease agreements, and permits. This service includes access to the web-based tracking system. The tracking system provides a comprehensive COI and bond management tool. A four member evaluation committee was selected from the following departments:    

Office of Risk Management (1) Communication and Information Services (1) Human Resources (1) Business Development and Procurement Services (1)*

*Business Development and Procurement Services only evaluated the cost.

BACKGROUND (Continued) The successful proposer was selected by the committee on the basis of the demonstrated competence and qualifications under the following criteria:    

Estimated Cost Implementation/Work Plan System Capabilities Vendor Qualifications/Experience

30 points 10 points 25 points 35 points

As part of the solicitation process and in an effort to increase competition, Business Development and Procurement Services used its procurement system to send out 226 email bid notifications to vendors registered under respective commodities. To further increase competition, Business Development and Procurement Services uses historical solicitation information, the internet, and vendor contact information obtained from user departments to contact additional vendors by phone. Additionally, in an effort to secure more bids, notifications were sent by the Business Development and Procurement Services’ ResourceLINK Team (RLT) to 25 chambers of commerce, the DFW Minority Business Council and the Women’s Business Council – Southwest, to ensure maximum vendor outreach. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On February 18, 2014, this item was included as a briefing memo to the Budget, Finance and Audit Committee. FISCAL INFORMATION $740,550.00 - Current Funds (subject to annual appropriations) M/WBE INFORMATION 21 - Vendors contacted 21 - No response 0 - Response (Bid) 0 - Response (No bid) 0 - Successful 226- M/WBE and non-M/WBE vendors were contacted The recommended awardee has fulfilled the good faith requirements set forth in the Business Inclusion and Development (BID) Plan adopted by Council Resolution No. 08-2826 as amended.

Agenda Date 02/26/2014 - page 2

ETHNIC COMPOSITION S2000 Corporation dba CertFocus White Male Black Male Hispanic Male Other Male

7 0 0 0

White Female Black Female Hispanic Female Other Female

22 2 0 0

PROPOSAL INFORMATION The following proposals were received from solicitation number BHZ1316 and opened on October 24, 2013. This service contract is being awarded in its entirety to the most advantageous proposer. *Denotes successful proposer Proposers

Address

Score

Amount of Bid

*S2000 Corporation dba CertFocus

131 Sunnyside Blvd. Suite 112 Plainview, NY 11803

92.39%

$740,550.00

EXIGIS Limited Liability Company

589 8 A venue Floor 8 New York, NY 10018

87.00%

$733,620.00

Insurance Tracking Services, Inc.

110 W. Ocean Blvd. Suite 602 Long Beach, CA 90802

Non-Responsive**

**Insurance Tracking Services, Inc. was deemed non-responsive due to not meeting specifications. OWNER S2000 Corporation dba CertFocus Joseph V. Sforzo, President Lisa Deatherage, Chief Operations Officer

Agenda Date 02/26/2014 - page 3

BUSINESS INCLUSION AND DEVELOPMENT PLAN SUMMARY PROJECT: Authorize a three-year service contract, with two one-year renewal options, for certificate of insurance and payment and performance bond compliance tracking services â&#x20AC;&#x201C; S2000 Corporation dba CertFocus, most advantageous proposer of three Not to exceed $740,550 - Financing: Current Funds (subject to annual appropriations) S2000 Corporation dba Certfocus is a non-local, non-minority firm, has signed the "Business Inclusion & Development" documentation, and proposes to use their own workforce. PROJECT CATEGORY: Other Services _______________________________________________________________ LOCAL/NON-LOCAL CONTRACT SUMMARY Amount

Percent

Total local contracts Total non-local contracts

$0.00 $740,550.00

0.00% 100.00%

------------------------

TOTAL CONTRACT

$740,550.00

100.00%

LOCAL/NON-LOCAL M/WBE PARTICIPATION Local Contractors / Sub-Contractors None Non-Local Contractors / Sub-Contractors None TOTAL M/WBE CONTRACT PARTICIPATION

African American Hispanic American Asian American Native American WBE Total

Local

Percent

Local & Non-Local

Percent

$0.00 $0.00 $0.00 $0.00 $0.00

0.00% 0.00% 0.00% 0.00% 0.00%

$0.00 $0.00 $0.00 $0.00 $0.00

0.00% 0.00% 0.00% 0.00% 0.00%

----------------------

-----------------------

$0.00

0.00%

$0.00

0.00%

COUNCIL CHAMBER

February 26, 2014 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the City Manager is authorized to execute a service contract with S2000 Corporation dba CertFocus (VS0000083596) for certificate of insurance and payment and performance bond compliance tracking services for a term of three years, with two one-year renewal options, in an amount not to exceed $740,550.00, upon approval as to form by the City Attorney. If the service was bid or proposed on an as needed, unit price basis for performance of specified tasks, payment to S2000 Corporation dba CertFocus shall be based only on the amount of the services directed to be performed by the City and properly performed by S2000 Corporation dba CertFocus under the contract. Section 2. That the City Controller is authorized to disburse funds from the following appropriations in an amount not to exceed $740,550.00 (subject to annual appropriations): FUND 0195 0195 0195

DEPT ORM ORM ORM

UNIT 3830 3830 3830

OBJ 2280 2280 2280

ENCUMBRANCE ORM2014CTS3830 ORM2014CTS3830 ORM2014CTS3830

FY FY14 FY15 FY16

AMOUNT $258,050.00 $241,250.00 $241,250.00

Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

KEY FOCUS AREA:

AGENDA ITEM # 8 Efficient, Effective and Economical Government

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

All

DEPARTMENT:

Business Development & Procurement Services Fire

CMO:

Jeanne Chipperfield, 670-7804 Charles Cato, 670-9194

MAPSCO:

N/A ________________________________________________________________

SUBJECT Authorize Supplemental Agreement No. 3 to increase the service contract with Green Planet, Inc. for hazardous and non-hazardous material clean-up and disposal services for City departments to extend the contract term through December 18, 2014 - Not to exceed $210,555, from $1,092,221 to $1,302,776 - Financing: Current Funds (subject to appropriations) BACKGROUND This Supplemental Agreement will increase the current contract for hazardous and non-hazardous material clean-up and disposal services for City departments. This increase is necessary to allow services to continue uninterrupted while Fire-Rescue and other City end users review and finalize the new specifications to meet their needs. A new contract will be solicited by the Business Development and Procurement Services once the revision and the specifications have been finalized. PRIOR ACTION / REVIEW (COUNCIL BOARDS, COMMISSIONS) On February 13, 2008, City Council authorized a forty-eight-month service contract for hazardous and non-hazardous material clean-up and disposal services for City departments by Resolution No. 08-0386. FISCAL INFORMATION $210,555.00 - Current Funds (subject to appropriations)

ETHNIC COMPOSITION Green Planet, Inc. White Male Black Male Hispanic Male Other Male

3 0 4 1

White Female Black Female Hispanic Female Other Female

2 0 0 0

OWNER Green Planet, Inc. Virginia Belmore, President

Agenda Date 02/26/2014 - page 2

BUSINESS INCLUSION AND DEVELOPMENT PLAN SUMMARY PROJECT: Authorize Supplemental Agreement No. 3 to increase the service contract with Green Planet, Inc. for hazardous and non-hazardous material clean-up and disposal services for City departments to extend the contract term through December 18, 2014 - Not to exceed $210,555, from $1,092,221 to $1,302,776 - Financing: Current Funds (subject to appropriations) Green Planet, Inc. is a non-local, minority firm, has signed the "Business Inclusion & Development" documentation, and proposes to use their own workforce. PROJECT CATEGORY: Other Services _______________________________________________________________ LOCAL/NON-LOCAL CONTRACT SUMMARY - THIS ACTION ONLY Amount

Percent

Local contracts Non-local contracts

$0.00 $210,555.00

0.00% 100.00%

---------------------------

TOTAL THIS ACTION

$210,555.00

100.00%

LOCAL/NON-LOCAL M/WBE PARTICIPATION THIS ACTION Local Contractors / Sub-Contractors None Non-Local Contractors / Sub-Contractors Non-local

Certification

Green Planet, Inc.

WFWB83043N0414

Total Minority - Non-local

Amount

Percent

$198,690.00

94.36%

---------------------------

$198,690.00

94.36%

TOTAL M/WBE PARTICIPATION This Action Amount Percent African American Hispanic American Asian American Native American WBE

$0.00 $0.00 $0.00 $0.00 $198,690.00

0.00% 0.00% 0.00% 0.00% 94.36%

-----------------------

Total

$198,690.00

Participation to Date Amount Percent $0.00 $0.00 $0.00 $0.00 $1,269,467.85

0.00% 0.00% 0.00% 0.00% 97.44%

----------------------

---------------------------

94.36%

$1,269,467.85

97.44%

COUNCIL CHAMBER

February 26, 2014 WHEREAS, on February 13, 2008, City Council authorized a forty-eight-month service contract for hazardous and non-hazardous material clean-up and disposal services for City departments by Resolution No. 08-0386; and, WHEREAS, on December 31, 2013, Administrative Action No. 13-7030 authorized Supplemental Agreement No. 2 to increase the funds in an amount not to exceed $50,000.00, increasing the service contract amount from $1,042,221.00 to $1,092,221.00; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That following approval as to form by the City Attorney, the City Manager is hereby authorized to execute Supplemental Agreement No. 3 to increase the service contract with Green Planet, Inc. (357112) for hazardous and non-hazardous material clean-up and disposal services for City departments to extend the contract term through December 18, 2014, in an amount not to exceed $210,555.00, increasing the service contract amount from $1,092,221.00 to $1,302,776.00. Section 2. That the City Controller is authorized to disburse funds in an amount not to exceed $210,555.00 (subject to appropriations). Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

KEY FOCUS AREA:

AGENDA ITEM # 9 Efficient, Effective and Economical Government

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

All

DEPARTMENT:

City Controller Office of Financial Services

CMO:

Jeanne Chipperfield, 670-7804

MAPSCO:

N/A ________________________________________________________________

SUBJECT Authorize a one-year extension of the Master Equipment Lease/Purchase Agreement for the financing of personal property purchases – Banc of America Public Capital Corp, and approving other matters in connection therewith including annual legal fees therewith - Not to exceed $20,000 - Financing: Current Funds (subject to appropriations) BACKGROUND The resolution will authorize a one year extension of the current master municipal lease agreement. The master lease program, adopted December 14, 2011, provides financing for equipment purchases. The use of a tax-exempt master lease line-of-credit permits a cost efficient use of financing as funds are borrowed to closely match the amount and timing of the payment for equipment. Interest rates are comparable to tax-exempt short-term note issuance. The annual cost of the program is less than other types of debt issuance, such as tax-exempt commercial paper. There are no fees for financial advisory, rating agency, paying agent, or liquidity facility services since the master lease is considered a private placement. The only expense associated with the program is for legal services, such as reviewing the master lease agreement and issuing an opinion that the lease is a tax-exempt obligation. The following items are to be financed using the master lease line program:    

Sanitation Collection and Landfill vehicles Fire Apparatus – Including, but not limited, to Fire Engines and Aerial Trucks General Purpose Fleet – Including, but not limited to, light, medium, and heavy duty vehicles Information Technology – Including, but not limited to, items associated with city fleet management, city equipment fuel management, computer aided dispatch, public safety, customer service/performance management applications, budget/finance enterprise applications, and replacing/upgrading the City’s computers and IT infrastructure.

BACKGROUND (Continued) Legal services associated with the establishment of the master municipal lease agreement program to provide financing for personal property purchases will be provided by Bracewell & Giuliani LLP. The legal fees associated with the establishment of the master municipal lease agreement program included a one-time initial fee of $30,000.00 and will include $5,000.00 per quarter if the draw exceeds $5,000,000.00. A seven member evaluation committee was selected from the following departments:      

City Controller Office of Financial Services Sanitation Services Fire Department Communication and Information Services Business Development and Procurement Services

(1) (1) (1) (1) (1) (2)

*Business Development and Procurement Services evaluated the cost and the Business Inclusion and Development Plan. The proposer’s responses were evaluated based on the following criteria:     

Fees Demonstrated understanding of city's needs Experience and reputation of firm Qualifications, time commitments, and availability Business inclusion and development plan

30% 20% 20% 15% 15%

As part of the solicitation process and in an effort to increase competition, Business Development and Procurement Services (BDPS) used its procurement system to send out 505 email bid notifications to vendors registered under respective commodities. To further increase competition, BDPS uses historical solicitation information, the internet, and vendor contact information obtained from user departments to contact additional vendors by phone. Additionally, in an effort to secure more bids, notifications were sent by the BDPS’ ResourceLINK Team (RLT) to 25 chambers of commerce, the DFW Minority Business Council and the Women’s Business Council – Southwest, to ensure maximum vendor outreach. After Council approved purchases under the Master Lease Agreement, the City executed lease number one (1) on November 7, 2012, in the amount of $2,811,723.04. After Council approved purchases under the Master Lease Agreement, the City executed lease number two (2) on May 10, 2013, in the amount of $9,383,907.00.

Agenda Date 02/26/2014 - page 2

PRIOR ACTION/REVIEW (COUNCIL BOARDS, COMMISSIONS) On February 3, 2014, the Budget, Finance and Audit Committee was briefed on the extension of the master lease program. On December 14, 2011, City Council approved the Master Lease Agreement, by Resolution No. 11-3344. On December 5, 2011, the Budget, Finance and Audit Committee was briefed on the selected vendor for the master lease program. FISCAL INFORMATION $20,000 - Current Funds (subject to appropriations) M/WBE INFORMATION 102 - Vendors contacted 102 - No response 0 - Response (Bid) 0 - Response (No bid) 0 - Successful 505 - M/WBE and Non-M/WBE vendors were contacted The recommended awardee has fulfilled the good faith requirements set forth in the Business Inclusion and Development (BID) Plan adopted by Council Resolution No. 08-2826 as amended.

Agenda Date 02/26/2014 - page 3

COUNCIL CHAMBER

February 26, 2014 AUTHORIZE A ONE-YEAR EXTENSION OF THE MASTER LEASE/PURCHASE AGREEMENT FOR THE FINANCING OF PROPERTY PURCHASES – BANC OF AMERICA PUBLIC CAPITAL APPROVING OTHER MATTERS IN CONNECTION THEREWITH ANNUAL LEGAL FEES THEREWITH

EQUIPMENT PERSONAL CORP, AND INCLUDING

WHEREAS, CITY OF DALLAS (“Lessee” ) has previously entered into a MASTER EQUIPMENT LEASE/PURCHASE AGREEMENT (the “Master Lease” ) with BANC OF AMERICA PUBLIC CAPITAL CORP, as lessor (“Lessor” ), dated December 14, 2011 and has entered into various Schedules A thereunder to enable Lessee to finance the lease/purchase acquisition of equipment for the City’s authorized needs and purposes (the “Equipment”), with the intent that the interest portion of the Rental Payments (as defined in the Master Lease) therefore be excluded from gross income for federal income tax purposes and, WHEREAS, as security for such Rental Payments, Lessee agreed to grant a first lien security interest in the Equipment to Lessor, and to make payments, as set forth in each Schedule A (as defined in the Master Lease) executed and delivered pursuant to the Master Lease, sufficient to pay both the principal and interest portion of the Rental Payments under the Master Lease and each Schedule A; and WHEREAS, the original term of the Master Lease is set to expire on December 31, 2014, the City now desires to extend the original term of the Master Lease through December 31, 2015, with all other provisions of the Master Lease to remain unchanged and in full force and effect; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL AS FOLLOWS: Section 1. The City Council hereby agrees to extend the term of the Master Lease from the date hereof until December 31, 2015. Section 2. All other terms and provision of the Master Lease are hereby renewed and remain in full force and effect, including the authority to enter into each Schedule A pursuant to the Master Lease in order to finance the lease/purchase acquisition of the Equipment on terms to be determined in accordance with the provisions of the Master Lease and, in order to secure the Master Lease and each Schedule A delivered pursuant thereto, to grant a first lien security interest in the Equipment, in accordance with the Master Lease and each such Schedule A.

COUNCIL CHAMBER

February 26, 2014 Section 3. Any one or more of the Authorized Officers of Lessee (as defined in the Master Lease), and each of them, is hereby authorized to execute, acknowledge and deliver in the name and on behalf of Lessee to Lessor the Master Lease and each Schedule A to the Master Lease including all attachments, financing statements and schedules thereto, such Master Lease and each Schedule A to be in substantially the forms attached hereto with such changes as necessary to reflect the specific equipment to be financed and financing terms applicable to each Schedule A and such other changes as the signing officer shall determine to be advisable. Further, said Authorized Officers are authorized to execute, acknowledge and deliver in the name and on behalf of Lessee any other agreement, instrument, certificate, representation and document, and to take any other action as may be advisable, convenient or necessary to enter into such Master Lease and each Schedule A; the execution thereof by any such Authorized Officer shall be conclusive as to such determination. Section 4. For the lease/purchase acquisition of Equipment designated by the City Council for financing pursuant to the Master Lease, there is hereby authorized the continuing execution and delivery by the Authorized Officers or any one of them in the name of and on behalf of Lessee Schedules A and attachments in substantially the forms required by the Master Lease with such changes as the signing officer shall determine advisable, and the execution thereof shall be conclusive as to such determination. Section 5. The Authorized Officers shall be authorized to make replacements or otherwise substitute other similar equipment for any of the items so described or incorporated in a Schedule A if necessary due to inability of the vendor to deliver an item of equipment, so long as such substitution of any item of equipment does not frustrate the purpose of Lessee for which the Equipment is being leased or result in an increase in the amount required to be paid by Lessee for the Equipment pursuant to the terms of the applicable Schedule A. Section 6. That the City Controller is hereby authorized to disburse funds in an amount not to exceed $20,000, (subject to appropriations) to Bracewell & Giuliani LLP (VS0000056820) from Fund 0001, Department BMS, Unit 1987, Object Code 3070. Section 7. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

AGENDA ITEM # 10 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

2, 14

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

35 X Y Z; 45 C D ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Two, (Cityplace Area TIF District), submitted by the Cityplace Area TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as the State Comptroller. The City Council approved Ordinance No. 21465 on November 11, 1992, establishing Tax Increment Financing Reinvestment Zone Number Two, (Cityplace Area TIF District). On August 11, 1993, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 21769, as amended. The Cityplace Area TIF District's assessed tax value in 2012 was $668,182,616. This represents an increase of 1,382.7% ($623,117,274) over the assessed value of the base year (1992) value and a 27% increase ($141,879,281) over last year’s final value. FY 2008 was the final year of increment collection for the Cityplace Area TIF District. The entire TIF Budget was satisfied with 2008’s partial collection. Since FY 2008, increment flowed directly to the City’s General Fund and other participating taxing jurisdictions. In FY 2013, approximately $3.45 million in property tax revenue will go the City’s General Fund instead of the Cityplace Area TIF District Fund.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On November 11, 1992, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Two, the Cityplace Area TIF District by Ordinance No. 21465. On August 11, 1993, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Cityplace Area TIF District by Ordinance No. 21769, as amended. On April 25, 2012, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Cityplace Area TIF District by Ordinance No. 28640. On September 30, 2013, the Cityplace Area TIF District Board of Directors recommended that the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s 2012 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Two, (“Cityplace Area TIF District” or “District”) and established a Board of Directors for the District to promote development or redevelopment in the Cityplace area pursuant to Ordinance No. 21465, authorized by the City Council on November 11, 1992, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on August 11, 1993, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Cityplace Area TIF District by Ordinance No. 21769, as amended; and WHEREAS, on April 25, 2012, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Cityplace Area TIF District by Ordinance No. 28640, as amended; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded the State Comptroller; and WHEREAS, on September 30, 2013, the Cityplace Area TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Two and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Two (Cityplace Area TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Two to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and to the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Cityplace Area A TIF F Distriict FY Y 2013 Annu ual Rep port

Offfice of Econ nomic Deve elopment 1500 Ma arilla Street,, 2CN Dallas,, Texas 752 201 (214 4) 670-1685 5 http://www.dallas-ecodev.org

October 1,, 2012 to t Septe ember 30, 201 13

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Reinvestment Zone Number Two Cityplace Area Tax Increment Financing District

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Table of Contents Mission Statement ........................................................................................................... 4 Taxing Jurisdiction Participation ...................................................................................... 5 District Accomplishments ................................................................................................ 5 Value and Increment Revenue Summary...................................................................... 15 Objectives, Programs, and Success Indicators ............................................................. 15 Year-End Summary of Meetings ................................................................................... 22 Pending TIF Items ......................................................................................................... 23

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Mission Statement The mission of the Cityplace Area TIF District is to promote the redevelopment and stabilization and economic growth of the area. An accompanying goal is the stabilization and growth of the value of the areaâ&#x20AC;&#x2122;s tax base. The Cityplace Area TIF District was established by Ordinance Number 21465 on November 11, 1992. On November 10, 1993, the City Council amended Ordinance Number 21465 by Ordinance Number 21884, which set the Cityplace Area TIF District expiration date as December 31, 2012, or when sufficient TIF revenues are collected to fund all budgeted improvements. In FY 2008, the Cityplace Area TIF District collected its final increment as the districts budgeted improvements had been sufficiently funded. The Cityplace Area TIF District included approximately 300 acres (approximately 160 acres if developable property) of underutilized commercial and residential properties along both sides of Central Expressway generally, between Lemmon Avenue West on the South and Haskell Avenue and Peak Street on the North. The western boundary runs the length of the Katy Trail between Lemmon Avenue and Haskell Avenue (old Haskell). The Eastern boundary is generally bounded by Carroll Avenue, Peak Street, Lafayette Avenue, Cochran Street, Washington Avenue, and Thomas Street. The Office Tower at Cityplace, 2711 Haskell Avenue, was completed before the District was established and is not part of the District. The District Project Plan and Reinvestment Zone Financing Plan was approved by Ordinance Number 21769 on August 11, 1993 and subsequently amended.

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Taxing Jurisdiction Participation Taxing Jurisdiction participation in the District is as follows:

Participating Jurisdictions: City of Dallas Dallas County DISD DCCCD DCHD INTEREST TOTAL TOTAL (NPV)

TIF Collection Period

Start Date

End Date*

Participation Level

16 years 16 years

1992 1992

2008 2008

16 years 16 years 16 years --

1992 1992 1992 --

2008 2008 2008 --

100% 100% $0.43087 per $100 100% 100% --

Contribution to TIF Fund (Total dollars) $18,298,774 $5,397,044 $10,955,934 $1,838,952 $6,253,322 $531,388 $43,275,414 $22,230.084

Note: All values are expressed in year FY 2008-2009 dollars using a discount rate of 5%. The legal TIF life is set at no longer than 20 years, but total TIF funds were collected within 16 year. * End of increment collections.

District Accomplishments The Cityplace Area TIF District continues as a catalyst for development in the mixed use neighborhood just north of downtown Dallas. West Village serves as the anchor of shopping, entertainment and residential activity. With over 125,000 square feet of retail space and 179 residential units and the Magnolia Theater, West Village provides all the amenities necessary for the growth of surrounding properties. The Mondrian (opened in 2005) has 218 upscale apartments and 25,000 square feet of retail space. Maxâ&#x20AC;&#x2122;s Wine Dive (former location for the Borders Book) and Chase Bank (completed in 2004-05), and the completion of Gables West Village (75 residential units, 18,000 square feet of retail) and Gables Cityplace West (103 residential units, 28,000 square feet of retail) have stabilized. During FY 2012, the Cityplace Area TIF District Project Plan and Reinvestment Zone Financing Plan was amended to: increase the Cityplace Area TIF budget by $2,851,000 (interest earnings), for a Grant Program; increase funding for McKinney Avenue Trolley improvements by $300,000 and decrease the Street, Utility, Intersection Improvement by the same amount. These budget changes allowed the City to provide a TIF Grant ($2,851,000) to Forest City West Village project located at 3700 McKinney Avenue (southeast corner of McKinney Avenue and Blackburn Street) and funding for ($300,000) for MATA trolley car renovation to the Oak Creek Partners. 5

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

TIF Funded Developments

JLB Cityplace L.P.’s Allure Apartments

Kroger’s at Cityville Cityplace

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Cityville at Cityplace Residential & LA Fitness

Forest City West Village Project under construction

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

The Mondrian at Cityplace 3000 Blackburn Street

Gables West Village 3839 McKinney Avenue

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Gables Cityplace West 3636 McKinney Avenue

The Bryson at Cityplace 2901 Cityplace West Boulevard

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

West Village Retail & Residential 3615 McKinney Avenue

Target at Cityplace Market 2417 N. Haskell Avenue

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Office Max at Cityplace Market 2415 N. Haskell Avenue

West Village 3669 McKinney Avenue

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Cityplace Area TIF District Projects

Projects Within TIF District Utilizing TIF Funding Project

Location

Calendar Year Complete

Status

Units/ SF2

Approx. Value3

TIF Investment4

Target Store

2417 N. Haskell Avenue

1993

Complete

116,480 SF Retail

$7,423,890

$676,000*

Complete

92,426 SF Retail

$7,197,010

$258,000

Office Max Cityplace Market

2415 N. 1994 -1995 Haskell Avenue

Gables at Turtle Creek

3711 Cole Avenue

1995

Complete

232 Units

$31,698,150

$760,000

Bryson at Cityplace

2901 W. Cityplace Boulevard

2003

Complete

232 Units

$42,000,000

$960,000

Mondrian at Cityplace

3000 Blackburn Street

2005

Complete

218 Units 25K SF Retail

$55,765,000

$1,800,000

Gables West Village

3839 McKinney Avenue

2006

Complete

75 Units 18K SF Retail

$15,637,380

$554,999

Gables 3636 McKinney Cityplace West Avenue

2006

Complete

103 Units 29K SF Retail

$29,947,030

$450,000

Criterion Development Partners

3930 McKinney Avenue

2009

Complete

371 Units 500 parking spaces

$69,450,000

$684,918

Blackburn Median Improvement

Blackburn Street, from Noble Ave. to Cole Ave.

2009

Complete

$113,000

$50,000

Cityplace Area Infrastructure Improvements

Gateway Plaza, MATA Trolley improvements etc.,

under construction

N/A

$12,000,000

Allure (JLB) Appartments

3925 N. Central Expressway

2012

Complete

240 Units

$39,650,000

$815,930

Cityville at Cityplace

NW Corner of Capitol Ave. and Haskell Ave.

2013

Complete

300 Units 50,000 SF Retail

$43,664,540

$813,979

Forest City West Village (Hank Haney

3636 McKinney Avenue

2015

under construction

381 Units, 37,000 SF Retail

$99,428,000

$2,851,000

2,152 Units 367,906 SF Retail

$441,974,000

$5,517,917

Total Projects Utilizing TIF Funding

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Total Projects Not Utilizing TIF Funding Project

Location

Calendar Year Complete

Taco Bell

2404 N. Washington Avenue

1994

Complete

2,210 SF Retail

$711,550

Treymore at Cityplace

2101 N. Haskell Avenue

1996

Complete

180 Units

$4,500,000

Private Mini Storage

2320 N. Central Expressway

1996

Complete

90,215 SF Comm.

$4,900,000

Treymore North

4144 Office Parkway

1997

Complete

70 Units

$1,850,000

Exxon

2503 Lemmon Avenue

1998

Complete

3,978 SF Retail

$1,432,090

Shurgard Storage and Retail Center

2420 N. Haskell Avenue

1998

Complete

121,707 SF Retail/Comm.

$4,538,850

Whataburger

2428 N. Haskell Avenue

1998

Complete

2,422 SF Retail

$940,000

Bank of America

2500 N. Haskell Avenue

1998

Complete

3,500 SF Comm.

$2,750,000

Porto Belo by 3301 Blackburn the Creek Street

1998

Complete

31 Units

$10,286,026

The Park at Turtle Creek

3377 Blackburn Street

1998

Complete

308 Units

$48,900,000

AMLI at Cityplace

2403 N. Washington Avenue

2000

Complete

244 Units

$23,907,280

City Gates

4108 Office Parkway

2001

Complete

32 Units

$3,579,280

West Village Mixed Use

3699 McKinney Avenue

2001

Complete

179 Units 125K SF Retail

$56,874,938

Drexel Grand

3303 Blackburn Street

2002

Complete

28 Units

$6,820,288

Perry Homes Town Homes

S. Haskell & Office Parkway

2002

Complete

31 Units

$6,000,000

Cascada Town Homes

23 Blackburn Street

2003

Complete

22 Units

$14,673,884

Maxâ&#x20AC;&#x2122;s Wine Dive/Chase Bank

3600 McKinney Avenue

2004

Complete

26,500 SF Retail/Comm.

$4,450,000

2007

Complete

56 Units

$21,279,425

Status

Units/ SF

Approx. Value

TIF Investment

Blackburn

Valencia Town Street and Cole Homes Avenue

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Less – Property Demolished for Redevelopment Lowes Theater

2600 N. Haskell Avenue

1996

Demolished

Total Projects Not Utilizing TIF Funding

(210,060 SF Retail)

($7,977,000)

1,181 Units 375,532 SF Retail/Comm.

$218,393,611

Total – All Projects Utilizing and Not Utilizing TIF Funding 3,333 Units 743,438 SF Retail/Comm.

Total

$660,367,611

$5,517,917

All information updated as of September 30, 2013.

Based upon either the TIF application or required minimum stated in the development agreement. May be updated for

Based upon 1) market value of comparable projects for anticipated projects, 2) private investment stated in the development

Principal amount not to be exceeded per the development agreement. TBD indicates that development agreement has not yet Selected significant projects included.

Forest City West Village Project – conceptual design

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Value and Increment Revenue Summary The Cityplace Area TIF District’s 2013 assessed value, as determined by the Dallas Central Appraisal District, was $668,182,616. This represents an increase of 1382.7% ($623,117,274) over the base year (1992) and a 27% increase ($141,879,281) over the previous year’s (2012) total assessed value. FY 2008 was the final year of increment collection for the Cityplace TIF District. The entire TIF Budget of $43,275,414 total dollars was satisfied with 2008’s partial collection. FY 2013’s increment flowed directly to the City’s General Fund and other participating taxing jurisdictions. In 2013, approximately $3.45 million in property tax revenue will go the City’s General Fund instead of the Cityplace Area TIF District Fund.

Objectives, Programs, and Success Indicators On November 11, 1992, City Council approved Ordinance No. 21465 which created Tax Increment Financing Reinvestment Zone Number Two (Cityplace Area TIF District). The Cityplace Area Tax Increment Financing District Project Plan and Reinvestment Zone Financing Plan were approved by the City Council on August 11, 1993 (Ordinance No. 21769), as amended. The development objectives of the plan are: • • • • •

Complete a program of infrastructure replacement and enhancement to provide a “foundation for development”. Encourage residential development, including apartments and townhouses. Provide opportunities for retail uses supporting neighborhood needs. Permit development of high-rise office/commercial/high-density residential use buildings along the freeway frontages. Encourage high standards of environmental excellence throughout the area.

The public infrastructure improvements planned and constructed for the Cityplace Area TIF District are designed to meet the long-term circulation, lighting, utility and physical amenity needs of the area. Specific improvements include: •

Central Expressway Bridges Construction was completed on this project in 2001.

Exhibit A: Cityplace Area TIF District

â&#x20AC;˘

FY 2013 Annual Report

Street, Utility and Intersection Improvements TIF Funds were used to fund construction of utility upgrades on: Caddo Street, Cityplace West Boulevard, McKinney Avenue, Cole Avenue, Blackburn Mall, and Noble Avenue. Remaining projects in this category that have been approved for funding during FY 2012 were completed by Oak Creek Partners are:(1) extension of Nobel Avenue from Cityplace West Boulevard to Blackburn Street; (2) extension of Oak Grove Avenue from Cityplace West Boulevard to Blackburn Street; (3) extension of Howell Street from Lemmon Avenue to Cityplace West Boulevard. Cityplace West Boulevard

â&#x20AC;˘

Blackburn Mall 16

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Streetscape construction completed in March 2001. Additional streetscape improvements for two medians in Blackburn Street were made by the Uptown Improvement District in 2009.

â&#x20AC;˘

Extension of the McKinney Avenue Trolley Service The extension of the McKinney Avenue Trolley line was completed during the first quarter of calendar year 2002. The trolley extension provides trolley service to the Cityplace DART station. The McKinney Avenue Trolley line and turntable helps transit riders transferring to and from the Cityplace subway station and the McKinney Avenue Trolley. Improvements to the McKinney Avenue Trolley (approved on April 25, 2012) will be completed by December 31, 2014.

â&#x20AC;˘

East Side Retail Entry Project will not be needed due to signage currently in place.

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

•

Historic Freedman’s Park and Cemetery The Freedman’s Memorial opened in 1999.

•

DART Improvements DART’s Cityplace light rail station opened in December 2000. During FY 2012, construction was completed on the renovation of the existing DART portal to the Cityplace subway station. A plaza, along with a trolley turntable was constructed providing an inter-modal link between the DART Light Rail Station, DART Bus Service and the McKinney Avenue Trolley.

•

KATY Trail Improvements

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Basic improvements for KATY Trail were funded by sources other than the Cityplace Area TIF District. The trail opened in 2000. A TIF request for additional funding for Cityplace KATY Entryway to the Trail was approved by the TIF Board and funding in the amount of $250,000 was provided. These preliminary entryway improvements were completed during the second quarter 2004-2005. Additional right of way and land acquisition was made in 2007. Due to delays in property acquisition, design changes and renegotiations of project pricing based on multiple design changes, the improvements were completed in the 1st quarter of 2011. •

Improvements for Area DISD Schools A new 30,000 square foot parking lot was constructed at the corner of Haskell and Cole Avenues in front of North Dallas High School to improve parking availability on campus. TIF participation included the reimbursement of expenditures for land conveyance and construction of the parking lot. In August 1999, two lots were purchased on Haskell Avenue across from North Dallas High TIF participation included the reimbursement of land acquisition costs. Concepts were developed and discussed during 2005-2006, which involved improvements to North Dallas High School and the possible construction of common area improvements and additional educational facilities. The TIF District funded the abandonment of approximately $92,000 in right-of-way space acquisition costs related to the old Haskell Avenue trace near the front of North Dallas High School. During 2007, the City Council approved a development agreement allowing TIF funding of $1,097,987 for public and facility improvements at North Dallas High School. The project was completed during FY 2010.

•

Improvement of J. W. Ray Park Park improvements were completed in late Summer 2003. The TIF Board, as agreed, provided an additional $20,000 for more improvements as the Parks Department found additional funding to complete the planned improvements. The Parks Department met with neighborhood representatives to better meet community needs and desires regarding the improvements. Additional improvements were identified by the Parks Department during FY 2005-2006, the additional funds were provided and the improvements were constructed.

•

Improvements to Public Open Space Cityplace West Boulevard is lighted and lined with red oak and burgundy sweet gum trees. The roadway features a landscaped center median with a trolley line and will include the future development of a plaza and turntable at the terminus of the trolley line at the Cityplace DART Light Rail Station. Both Gables West Village and Gables Cityplace West provided numerous pedestrian amenities and streetscape along Blackburn Street and Cityplace West Boulevard. Construction on three new open spaces began during FY 2011 and completed in December 31, 2012. The open spaces are listed below: 1. Gateway Plaza 19

Exhibit A: Cityplace Area TIF District

• • •

FY 2013 Annual Report

A 12,188 square foot area at the southwest corner of the intersection of Blackburn Street and south bound service road of North Central Expressway Will create an entry feature for the primary entrance for Uptown and the West Village area from North Central Expressway This intersection improvement will consist of heavy landscaping, complimentary to the existing landscaped medians in Blackburn Street

2. McKinney Junction • A 4,462 square foot area located at the southeast corner of the intersection of Blackburn Street and McKinney Avenue. • This intersection is a gateway to the West Village mixed use development • Will provide an opportunity for seating, shade and public art at an intersection surrounded by dense, mixed use development.

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Fountain at McKinney Junction

3. Station Square • •

A 17,350 square foot open space a the intersection of Cityplace West Boulevard and the south bound service road of North Central Expressway The open space includes a trolley turntable and upgraded DART station portal.

Trolley Turntable

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Year-End Summary of Meetings From October 1, 2012, through September 30, 2013, the Cityplace Area Board of Directors met thrice (3) times: November 15, 2012, December 19, 2013 and September 30, 2013. The current TIF Board Members are: Robert Ivey – City Representative (Attended 0 of 2 meetings); Kenneth Steinhardt – City Representative (Attended 1 of 2 meetings); Barry Annino – City Representative (Attended 2 of 2 meetings); Antonia Hubert – City Representative (Attended 1 of 2 meetings, no longer a TIF Board Member); Rick Loessberg – Dallas County Representative (Attended 1 of 2 meetings); and Orlando Alameda – DISD Representative (Attended 2 of 2 meetings). *The above information will be updated to include September 30, 2013 meeting. During FY 2013, the City Council approved three (3) items directly or indirectly associated with the Cityplace Area TIF District. The council actions are listed below. •

On February 27, 2013, City Council approved Resolution No: 13-0385 accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Two, (Cityplace Area TIF District), submitted by the Cityplace Area TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and the State Comptroller, as required by state law - Financing: No cost consideration to the City

•

On May 22, 2013, the City Council approved Resolution No 13-0917, authorized a public hearing to receive comments regarding an application for and an ordinance granting (1) a Planned Development District for MU-3 Mixed Use District uses on property zoned a GO(A) General Office District, an MU-3 (SAH) Mixed Use District (Affordable) and a portion of Subdistrict E in Planned Development District No. 305, Cityplace, on the northeast corner of North Central Expressway and North Carroll Avenue; and for an ordinance granting (2) a new subdistrict on property zoned Subdistrict E within Planned Development District No. 305 on the east side of North Central Expressway between North Carroll Avenue and North Haskell Avenue

•

On June 26, 2013, the City Council approved Resolution No’s: 13-1126,13-1127 and Ordinance No: 29065, authorized creation of City of Dallas Reinvestment Zone No. 80 located at 3504 North Central Expressway, Dallas, Texas; and : (1) an ordinance creating City of Dallas Reinvestment Zone No. 80; and (2) a 50 percent real property tax abatement for ten years with SBR Real Estate Holdings, LP (SBR) associated with the development of a high-rise office building.

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Pending TIF Items •

Consideration of the FY 2013 Cityplace TIF District Annual Report and a recommendation to the Dallas City Council for approval.

Budget and Spending Status as of September 30, 2013 Cityplace Area TIF District Projected Increment Revenues to Retire TIF Fund Obligations Category

TIF Budget¹

Expended²

Allocated²

Balance²

Central Expressway Bridges

$2,585,909

$21,767,889

$20,418,826

$1,349,063

Blackburn Mall

$3,500,000

$3,450,000

$50,000

DART

$3,500,000

Extension of McKinney Avenue Trolley

$1,300,000

$1,000,000

$300,000

Freedman's Park and Cemetery

$50,000

Improvements for DISD Schools

$2,633,806

Improvements to Public Open Spaces

$7,026,548

$6,971,714

$54,834

Grant

$2,851,000

$911,262

$800,349

$110,913

$46,126,414

$41,365,932

$4,760,483

Street, Utility, Intersection Improvements

East Side Retail Entry³ Improvement of J. W. Ray Park Improvements to Katy Trail³

Administration and Implementation Totals

¹Budget shown in current dollars; TIF Project Plan shows the budget in net present value. ²Includes all interest accrued as of the end of FY 2013. ³Amounts for Improvements to Katy Trail and East Side Retail Entry were included in Street, Utility, and Intersection Improvements. 4. Amount for J. W. Ray Park was included in Improvements for DISD. 5. TIF administration fee include funds expended of committed through FY 2013.

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Cityplace Area TIF District Project Plan Budget Category

TIF Budget*

Central Expressway Bridges

$2,585,909

Street, Utility, Intersection Improvements

$7,420,902

Blackburn Mall

$3,500,000

DART

$3,500,000

Extension of McKinney Avenue Trolley

$1,102,273

East Side Retail Entry

Freedmanâ&#x20AC;&#x2122;s Park and Cemetery

$50,000

Improvement of J. W. Ray Park

Improvements for DISD Schools

$2,571,000

Improvements to Katy Trail

Improvements to Public Open Spaces

$1,500,000

Grants

$1,464,526 $23,694,610

Total Project Costs (excluding interest) * As approved in the Project Plan and Reinvestment Zone Financing Plan in 1992 dollars.

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Cityplace Area TIF M/WBE Participation Project

Contract Award Amount

Contractor

Bridges

$2,585,090

DART

$3,500,000

Katy Trail Extension Villas at Cityplace/Gables Office Max DISD Parking Lot Construction Blackburn Street

Jeske Construction

$1,953,891

Percentage Minority Participation N/A - Funded as Grants; no MWBE Requirement N/A - Funded as Grants; no MWBE Requirement N/A - Funded as Grants; no MWBE Requirement

Jim Bowman

$642,074

47.04%

Con-Real Support Group

$133,504

88.67%

Allied Builders

$295,000

74.46%

Ed Bell Construction

$1,813,981

26.12%

Blackburn Street

Ed Bell Construction

17.92%

Freedmanâ&#x20AC;&#x2122;s Cemetery

Henneberger Construction

$1,210,731 $500,000 TIF $ ($222,000)

Tiseo Paving Company

$2,049,536

16.25%

Texas Sterling Construction Gibson and Associates, Inc. North Texas Contracting

$900,000 TIF $ ($5,821,788)

25.07%

$960,000

10.53%

$1,149,271

19.43%

$279,257

27.56%

$382,496

19.26%

$300,219

31.00%

$2,153,365 $2,984,995 $763,117

25.25% 27.00% 25.70%

Cityplace West Boulevard McKinney Avenue Trolley Fairfield Residential Mondrian At Cityplace Gables West Village Gables Cityplace West The Monterey (Criterion) Infrastructure Project Streets & Utilities Urban Parks DART Portal Renovation

Meztec Contractors Texas Standard Construction Charles Martin Enterprises Inc. LH Lacy Construction EMJ Corporation JE Dunn Construction

Total

5.98%

27%

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Cityplace Area TIF District - Status of TIF Bond Sales and Repayment Bond Sales Series 1998 $5,000,000 Series 2000 $7,600,000 Series 2004 $7,500,000

Principal + Interest

Total Paid

Balance Due

$7,060,959

$10,054,791

$8,553,682

Totals

$25,669,433

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Appendix A – Financials City of Dallas, Texas, Cityplace Tax Increment Financing District Notes to Basic Financial Statements September 30, 2013 (Unaudited) (1) Significant Accounting Policies A. Basis of Accounting The measurement focus used for the TIF Zone fund is a flow of financial resources. The financial statements are prepared using the modified accrual basis of accounting. Under the modified accrual basis of accounting, tax increment revenues and interest are recognized as revenue when they become both "measurable" and "available" to finance expenditures of the current period. Expenditures are recognized when the liability is incurred. B. Ad Valorem Tax State statute requires that each taxing jurisdiction remit its ad valorem taxes to the Zone by May 1 of each year (remittance to occur no more than 90 days after taxes for the jurisdiction become delinquent). The Zone met its funding obligations in accordance with the TIF Project Financing Plan with the final increment collection in fiscal year 2008-09 for tax year 2008. C. Pooled Cash The Zone's cash balances are invested in the City’s investment pool and include amounts in demand deposits as well as short-term investments. Pooled investments and short-term non-pooled investments are treated as cash equivalents. Investment income on the pooled investments is prorated monthly based upon the average daily cash balance in each fund. D. Administrative Costs The Zone's Project Plan and Reinvestment Zone Financing Plan (“Plan”) provides for staffing and other administrative expenses by the City of Dallas over the life of the TIF, from fiscal years 1993 to 2013, for a total amount not to exceed of $911,262 (in Current $). The Zone began reimbursing the General Fund for administrative costs in FY 1997-1998. Administrative expenses of the Zone are based on hourly staff time related to the implementation of the Cityplace Area TIF District Plan. (2)

Long-Term Debt The City of Dallas, Texas Tax Increment Financing Reinvestment Zone Number Two Tax Increment Bond Series 1998, 2000 and 2004 were redeemed in fiscal year 2009-10. The Zone had no bonded indebtedness at September 30, 2013.

(3)

Developers’ Advances The Zone had no developer advances outstanding as of September 30, 2013.

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

City of Dallas, Texas Cityplace Tax Increment Financing District Fund Balance Sheet as of September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012 (Audited)

Totals Capital Projects

Debt Service

2013

2012

Assets: Pooled cash and cash equivalents

$5,862,679

$8,285

$5,870,963

$6,398,360

$17,767

$17,774

$23,341

$5,880,446

$8,292

$5,888,738

$6,421,701

$39,729

$398

$7,792

$47,521

$398

$5,832,924

$8,292

$5,841,216

$6,421,303

$5,880,445

$8,292

$5,888,737

$6,421,701

Interest receivable

Total assets Liabilities and Fund Balance (Deficit): Liabilities: Accounts and contracts payable Due to general fund Accrued liability

Total liabilities

Fund Balance (Deficit)

Total Liabilities and Fund Balance

($0)

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

Cityplace Tax Increment Financing District Fund Statement of Revenues, Expenditures and Changes in Fund Balance (Deficit) For Year Ended September 30, 2013 (Unaudited) With Comparative Totals for Year Ended September 30, 2012 (Audited) Totals Capital Projects

Debt Service

2013

2012

Revenues: Interest income Net increase (decrease) in fair value of investments

$24,184

$32

$24,216

($10,650)

($14)

($10,664)

$13,534

$18

$13,552

$40,837

$27,388

$44,672

Total revenues

$40,910 ($73)

Expenditures: Administrative expenses Non-capital outlay

Capital outlay (1)

$566,251

$3,028,053

Principal retirements

Interest and fiscal charges

$593,639

$3,072,725

($580,105)

$18

($580,087)

($3,031,888)

($580,105)

$18

($580,087)

($3,031,887)

Total expenditures

Excess(deficiency) of revenues over(under) expenditures Excess (deficiency) of revenues and other financing sources over (under) expenditures and other uses

Fund balance (deficit) at beginning of year

$6,413,029

$8,274

$6,421,303

$9,453,190

Fund balance (deficit) at end of year

$5,832,924

$8,292

$5,841,216

$6,421,303

(1) Capital outlay during the fiscal year was for the following projects: Noble/Oak Grove/Howell Public Improvements

$566,251

Katy Trail Public Improvements

Total Capital Outlay

$566,251

Note: Fiscal year 2012-13 unaudited financial statements are based on preliminary close numbers and are subject to review by the City Controller's Office prior to approval by the City Council. In case of any material changes, TIF board will be provided with the updated financial statements.

Exhibit A: Cityplace Area TIF District

FY 2013 Annual Report

City of Dallas, Texas Cityplace Tax Increment Financing District Reinvestment Zone Number Two As of September 30, 2013

Chapter 311.016 of V.C.T.A. requires the following information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements.

Amount and source of revenue in the tax increment fund established for the zone:

$13,552 $0

Interest Income Ad Valorem Taxes (See note 4B below)

$13,552

Total Revenue

Amount and purpose of expenditures from the fund:

$27,388 $0 $566,251

Administrative Expense Non-capital outlay Capital outlay *

Principal retirements

Interest and fiscal charges

$593,639

Total Expenditures

* Capital outlay was for the following projects: Noble/Oak Grove/Howell Public Improvements

$566,251

Katy Trail Public Improvements

Total Capital Outlay

$566,251

Exhibit A: Cityplace Area TIF District 3.

FY 2013 Annual Report

The Zone has repaid all outstanding developer obligations as detailed below: Payments To Date

Balance Due (Since Inception) Accrued Project Description

Interest

Accrued Total Due

Principal

Interest

Net Bal. Total Paid

Due

Target

$675,288

$281,566

$956,854

$675,288

$281,566

$956,854

Villas of Cityplace #1

$642,074

$155,669

$797,743

$642,074

$155,669

$797,743

Villas of Cityplace #2

$112,784

$24,994

$137,778

$112,784

$24,994

$137,778

Office Max Project

$212,956

$62,603

$275,559

$212,956

$62,603

$275,559

$0 $0

DISD Land Conveyance

$892,780

$157,172

$1,049,952

$892,780

$157,172

$1,049,952

North Central Bridges

$2,585,909

$287,103

$2,873,012

$2,585,910

$287,103

$2,873,013

Blackburn Avenue

$2,875,512

$393,496

$3,269,008

$2,875,512

$393,496

$3,269,008

Freedman's Cemetery DISD Parking Lot DISD Land Acquisition

$50,000

$5,666

$55,666

$50,000

$5,667

$55,667

$295,500

$47,416

$342,916

$295,500

$47,416

$342,916

$375,000

$21,412

$396,412

$375,000

$21,412

$396,412

$2,049,536

$45,810

$2,095,346

$2,049,536

$45,810

$2,095,346

$960,000

$109,843

$1,069,843

$960,000

$109,843

$1,069,843

Cityplace Station-DART

$1,244,418

$102,642

$1,347,060

$1,244,418

$102,642

$1,347,060

Mondrian at Cityplace

Cityplace West Blvd. Cityplace Apartments-Fairfield

$1,800,000

$213,412

$2,013,412

$1,800,000

$213,412

$2,013,412

Gables at Cityplace West

$450,000

$21,378

$471,378

$450,000

$21,378

$471,378

Gables at West Village

$554,999

$16,298

$571,297

$554,999

$16,298

$571,297

$15,776,756

$1,946,480

$17,723,236

$15,776,757

$1,946,479

$17,723,236

Totals

Principal

Amount of Principal and Interest due-on outstanding indebtedness: A. The Zone has redeemed all of its oustanding bond obligations and had no bonded indebtedness at September 30, 2012.

B. The Zone collected its final tax increment in fiscal year 2008-09 for tax year 2008 as it has met its funding obligations in accordance with the TIF Project Financing Plan. Beginnning with fiscal year 2009-10, all tax increment generated by each participating tax jurisdiction go into their respective General Fund.

AGENDA ITEM # 11 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

44 V Y Z 45 S W 54 D & 55 A ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Three (Oak Cliff Gateway TIF District), submitted by the Oak Cliff Gateway TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as to the State Comptroller. The City Council approved Ordinance No. 21466 on November 11, 1992, establishing Tax Increment Financing Reinvestment Zone Number Three, (Oak Cliff Gateway TIF District), as amended. On February 12, 1997, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 23724, as amended. The TIF District’s assessed 2013 tax value is $153,387,385, an increase of $113,289,762 (282%) over the adjusted base year value (1992) and an increase of $13,902,558 (10%) from the previous year’s (2012) final total assessed value. With the participation of the City and Dallas County, this increase will result in the collection of approximately $946,433 total in incremental revenue for the Oak Cliff Gateway TIF District for the 2013 tax year.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On November 11, 1992, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Three, the Oak Cliff Gateway TIF District, by Ordinance No. 21466, as amended. On February 12, 1997, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Oak Cliff Gateway TIF District by Ordinance No. 23724, as amended. On November 18, 2013, the Oak Cliff Gateway TIF District Board of Directors recommended that the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Three (Oak Cliff Gateway TIF District) and established a Board of Directors for the District to promote development or redevelopment in the Oak Cliff Gateway area pursuant to Ordinance No. 21466, authorized by the City Council on November 11, 1992, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code as amended; and WHEREAS, on February 12, 1997, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Oak Cliff Gateway TIF District by Ordinance No. 23724, as amended; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded to the State Comptroller; and WHEREAS, on November 18, 2013, the Oak Cliff Gateway TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Three and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Three (Oak Cliff Gateway TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Three to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Exhibit A

Oak Cliff Gateway TIF District FY 2013 Annual Report

Alexan Trinity Photograph provided by Trammell Crow Residential

Zang Triangle Photograph provided by City of Dallas.

Office of Economic Development 1500 Marilla Street, 2CN Dallas, Texas 75201 (214) 670-1685 http://www.dallas-ecodev.org

October 1, 2012 to September 30, 2013

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Reinvestment Zone Number Three Oak Cliff Gateway Tax Increment Financing District

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Mission Statement The mission of Oak Cliff Gateway Tax Increment Financing District is the promotion of the redevelopment, growth and stabilization of the area. Accompanying goals are (1) growth of the value of the areaâ&#x20AC;&#x2122;s tax base through the promotion of residential and retail development and a positive reversal of urban decay through the placement of critical infrastructure improvements; (2) implementation of the pertinent recommendations of the Urban Land Institute (ULI) Study on the tracts of land composing the northern and northwestern portions of the district, and (3) establishment of direct linkages with the Trinity River Corridor and the capitalization of that effort toward growth and increased tax base value in the district. The district was created by City Council Ordinance Number 21466, November 11, 1992. The district was created for a period of twenty years with an expiration date of December 31, 2012. On February 12, 1997, the City Council, by Ordinance Number 23033, approved the project Plan and Reinvestment Zone Financing Plan, as amended. The Plan was amended in 2009 to extend the term of the district for an additional ten years. This amendment increased the budget from $5,285,263 to $10,066,977 (1992 dollars), increased the area of the district, created a TIF grant program, and decreased the participation rate of the taxing jurisdictions for the extension period. In addition, the base value was adjusted from $38,570,128 to $40,097,623 to account for the additional property added to the district.

District Accomplishments During FY 2013, construction began on Alexan Trinity, a multi-family development with 161 residential units and 6 live/work units. Alexan Trinity is located at 323 and 333 Greenbriar Avenue. Construction is scheduled to be complete by the end of 2014. Engineering work began in July 2013 on a streetscape project for Beckley Avenue and Colorado Avenue. Construction should start in August 2014 and end in July 2015. This project will provide wide sidewalks, street trees, pedestrian lighting, and crosswalks for Beckley Avenue from Greenbriar Lane to Colorado Avenue, on Colorado Boulevard from Zang Boulevard to Ballard Avenue, and on Zang Boulevard from Colorado Boulevard to Beckley Avenue. Construction on the Oak Cliff Streetcar began in the summer of 2012 and will complete in early 2015. The route runs from Union Station, across the Houston Street Viaduct, along Zang Boulevard and Colorado Boulevard, to Beckley Avenue.

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Oak Cliff Gateway TIF District Projects1 Projects Within TIF District Utilizing TIF Funding Location

Calendar Year Complete

Status

Walgreens

1306 North Beckley Avenue

1999

Complete

13,833 SF retail

Oak Cliff TIF Infrastructure Project

Greenbriar Lane (Beckley to Zang)

2004

Complete

N/A

Lake Cliff Tower Residential

329 East Colorado Boulevard

2006

Complete

54 units

$6,763,054

$4,299,742

Grand Bank Lake Cliff Tower

1300 North Zang Boulevard

2008

Complete

6,822 SF commercial

$1,940,900

$0 8

Bishop Colorado Retail Plaza

1222 North Bishop Avenue

2009

Complete

15,720 SF retail

$2,536,130

$350,000

Zang Triangle

1335 N. Zang Boulevard

2012

Complete

256 units 3,000 flex

$23,130,370

$7,250,000

Alexan Trinity

323-333 E. Greenbriar Lane

2014

Under construction

167 units

$18,000,000

$4,000,000

$53,768,234

$18,185,760

Project

Approx. Value3

Units/ SF2

477 units 39,375 SF Subtotal retail/flex/ commercial

$1,397,780

N/A

TIF Investment4

$34,811

$2,251,207

Projects Within TIF District Not Utilizing TIF Funding5 Project

Location

Calendar Year Complete

Status

Units/ SF

Approx. Value3

TIF Investment

The Catering Company

1407 North Zang Boulevard

1998

Complete

3,614 SF retail

$333,930

K-Clinic Rehab Clinic

214 W. Colorado Boulevard

1998

Complete

6,876 SF medical office

$477,500

Oak Cliff Academy, Inc.

808 N. Ewing Avenue

2000

Complete

32,500 SF school

$4,966,000

Oak Farms Dairy Expansion

1016 North Lancaster

2000

Complete

60,000 SF industrial

$2,196,890

Options Real Estate Holdings

1322 North Beckley Avenue

2002

Complete

2,756 SF office

$200,000

Exhibit A Oak Cliff Gateway TIF District Grand Peaks at Kessler Park John Barr & Associates Expansion

FY 2013 Annual Report

1520 North Beckley Avenue

2002

Complete

338 units

203 E. Colorado Boulevard

2003

Complete

19,449 SF office

Grand Peaks at Founders Park

1401 North Zang Boulevard

2004

Complete

336 units

Beckley Properties

1101- 1121 North Beckley Avenue

2007

Complete

2008

Complete

2007

Complete

423 East Greenbriar Lane

2016

1441 N. Beckley Avenue

City Credit Union

Trinity Town Homes

Trinity Town Homes II Methodist Medical Hospital â&#x20AC;&#x201C; Pavilion III Methodist Medical Hospital - Sammons Trauma & Critical Care Tower

126 E. Colorado Boulevard 439, 443 East Greenbriar Lane and 401-446 E Trinity River Circle

1441 N. Beckley Avenue

$27,877,000

$600,000

$24,385,000

$636,150

$884,750

23 town home units

$6,437,591

7 Units Completed 53 planned

60 town home units

$20,000,000

2008

Complete

109,774 SF medical office

$14,894,550

2014

Under Construction

248,000 SF emergency and trauma care center

$108,000,0009

($445,600)

$211,443,761

15,282 SF retail/ commercial 3,000 SF commercial

Less Property Demolished, or Relocated Child Care

1321 North Zang Boulevard

1999 Subtotal

Demolished

(4,812 SF school)

757 units 501,251 SF commercial

Total - All Projects Utilizing and Not Utilizing TIF Funding Total

1,234 units 535,814 SF commercial

$265,211,995

$18,185,760

All information updated as of September 30, 2013. Based upon either the TIF application or required minimum stated in the development agreement. May be updated for completed projects based on actual unit mix and square footage. 3 Based upon 1) market value of comparable projects for anticipated projects, 2) private investment stated in the development agreement for projects that are approved or under construction, or 3) DCAD market value for completed projects (unless project has not yet been assessed). Values may not be fully captured by the TIF district for redevelopment projects once pre-existing value and/or the demolition of structures is netted out. 4 Principal amount not to be exceeded per the development agreement for projects not yet closed out. TBD indicates that development agreement has not yet been adopted. Asterisk indicates investment also includes interest not shown. 5 Selected significant projects included. 6 Tax-exempt property. 7 Includes other incentives not shown. Contact City of Dallas Office of Economic Development for more information. 8 Infrastructure funded as a part of the $4.1 million for Lake Cliff Tower. 9 Non-taxable value 2

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Projects Adjacent to the Oak Cliff Gateway TIF District Project

Location

Calendar Year Complete

Status

Units/ SF

Approx. Value

TIF Investment

Dallas Orthopedic Surgery Associates

810 North Zang Boulevard

2006

Complete

18,000 SF medical office

$1,375,000

Perry Homes

1130-1148 and 1203-1215 North Bishop Avenue

2006

Complete

15 town home units

$3,920,880

Lake Cliff Medical, L.P.

815 North Beckley Avenue

2007

Complete

7,500 SF medical office

$1,145,380

15 units 25,500 SF medical office

$6,441,260

Total

Projects in the Oak Cliff Gateway TIF District Using Other Sources of Funding Project

Colorado Boulevard

Streetscape

Oak Cliff Streetcar

Location

I-35 to Blaylock Street

Streets around Methodist Hospital

Union Station

Calendar Year Complete

2002

2015

2014

Status

Project Description

Complete

Streetscape: Paving, Lighting, Trees and Irrigation

Engineering Underway

Streetscape: Paving, Lighting, Trees and Irrigation

Under Construction

Route runs from Union Station, across Houston St Viaduct, along Zang Boulevard and Colorado Boulevard, to Beckley Avenue

Source of Funds

1995 Bond Funds

$500,000

2006 Bond Funds

$1,600,000

NCTCOG Sustainable Development Grant

$1,750,000

TIGER I Grant

$26,000,000

RTR Local Funds

$13,600,000

DART Love Field

$9,000,000

Total

Amount

$52,450,000

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Value and Increment Revenue Summary The TIF district’s assessed 2013 tax value is $153,387,385, an increase of $113,289,762 (282%) over the adjusted base year value (1992) and an increase of $13,902,558 (10%) over the previous year’s (2012) final total assessed value. This increase includes the completion of Zang Triangle and additional medical office space related to Methodist Dallas Medical Center. With the participation of the City and Dallas County, this increase will result in the collection of approximately $946,433 total in incremental revenue for the district for the 2013 tax year.

Objectives, Programs, and Success Indicators The Oak Cliff Gateway TIF District was established by Ordinance Number 21466 on November 11, 1992. The Oak Cliff Gateway TIF District expiration date was set as December 31, 2012, but the district has been extended for an additional 10 years to December 31, 2022. The TIF Project Plan and Reinvestment Zone Financing Plan was originally approved by Ordinance Number 23033 on February 12, 1997. The most recent TIF Project Plan and Reinvestment Zone Financing Plan amendment included revised development goals, listed below, for the district: The following specific objectives and development program set the framework for the planned public improvements within the Oak Cliff Gateway TIF District and, in Italics, specific actions addressing these objectives: •

Improve the infrastructure within and adjacent to the district to promote investment. Street reconstruction projects on Beckley Avenue, Zang Boulevard, Greenbriar Lane, Tilden Street, Jefferson Boulevard and Colorado Boulevard (Blaylock Street to I-35) are completed. Median improvements and streetscape were completed in FY 2009 along both sides of Zang Boulevard from Colorado Boulevard to Oakenwald and on Colorado Boulevard itself as a part of the Lake Cliff Tower development. More infrastructure and streetscape improvements were completed in 2009 in association with the Bishop Colorado Retail Plaza project at 1222 North Bishop Avenue. Streetscape improvements along Zang Boulevard, adjacent to the Zang Triangle project, were completed in 2012. In FY 2006, the staff secured $1,600,000 in 2006 City Bond funds, and in FY 2011 staff and Lang Partners (the developer for Zang Triangle) secured an additional $1,750,000 in NCTCOG Sustainable Development grant funding for streetscape improvements in selected areas near Methodist Medical Center. Engineering work for this Sustainable Development project is under way.

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Oak Cliff Streetcar

Exhibit A Oak Cliff Gateway TIF District

â&#x20AC;˘

FY 2013 Annual Report

Add 2,500 market rate apartments. Since the start of the district, a total of 1,097 apartment units have been constructed or are under construction within the district, 44% of the goal. During FY 2007, Grand Peaks improved some of the units to command higher rents and made significant improvements to the landscaping and amenities in the area. Construction of 256 residential units for the Zang Triangle project began during FY 2011 and was completed in 2012. The TIF board approved TIF funding for Alexan Trinity in FY 2013 for 161 multifamily units and 6 live/work units, for a total of 167 units. Grand Estates at Kessler Park and Founders Park â&#x20AC;&#x201C; 764 Units

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Zang Triangle – 256 Units

•

Add 250 single-family units/townhomes. Since the start of the TIF district, a total of 83 owner-occupied units have been constructed (33% of the goal). Top Dog Oak Cliff, L.P. completed construction in 2006 of the Lake Cliff Tower, providing 54 condos. During FY 2007, Trinity Town Homes completed construction and sale of 23 town homes on the property along Trinity River Circle and Greenbriar Lane. The following year Trinity Town Homes II started construction on another 7 units on an adjacent site on Greenbriar Lane. Planning work for 53 additional townhomes began during the fiscal year, and groundbreaking is expected in February 2014. Lake Cliff Tower – 54 Units 329 East Colorado Boulevard

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Trinity Town Homes – 23 Units 439-443 East Greenbriar Lane and 401-446 E Trinity River Circle

Trinity Town Homes II – 7 Units 381 East Greenbriar Lane

Alexan Trinity 323 and 333 East Greenbriar Lane

Exhibit A Oak Cliff Gateway TIF District

â&#x20AC;˘

FY 2013 Annual Report

Add 150,000 square feet of additional retail/commercial space. To date 61,271 square feet of retail/commercial space has been added in the district. In the ten years between 1999 to 2009, Walgreens, Grand Bank, City Credit Union (formerly Wachovia Bank), Bishop Colorado Retail Plaza and the Beckley Properties restaurants opened. In FY 2012, Zang Triangle added another 3,000 square feet of commercial space, bringing the total to 36% of the goal.

City Credit Union 204 East Colorado Boulevard

Grand Bank 1300 North Zang Boulevard

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Spiral Diner (Beckley Properties) 1101 North Beckley Avenue

Bishop Colorado Retail Plaza 1222 North Bishop Avenue

Exhibit A Oak Cliff Gateway TIF District

â&#x20AC;˘

FY 2013 Annual Report

Add 100,000 square feet of office/professional development. To date approximately 226,543 square feet of office/professional space has been added in the district, 226% of the goal. Options Real Estate, a local realtor and development company, constructed an office/professional/residential structure on the property at 1322 North Beckley Avenue. The construction was completed in August of 2002. John Barr and Associates completed the renovation and construction of the property at 203 East Colorado Boulevard in 2003. The development added approximately 19,449 square feet through renovation and new construction. At the end of FY 2007, Methodist Medical Center completed the Pavilion III expansion at 1441 North Beckley Avenue, adding approximately 109,774 square feet. During FY 2013, Methodist Medical Center continued construction on the Charles A. Sammons Trauma and Critical Care Tower. This $108 million project will add 248,000 square feet of trauma and critical care space to the hospital when it is complete in 2014. Methodist Dallas Medical Center Expansion Pavilion III

Charles A. Sammons Trauma and Critical Care Tower

(Image: http://www.methodisthealthsystem.org/expansion)

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Year-End Summary of Meetings The Oak Cliff Gateway TIF District Board of Directors met two times during FY 2013: October 3, 2012 and December 3, 2012. Prior to state law changing in 2011, the board could consist of up to ten members including five City of Dallas appointees, two Dallas Independent School District (DISD) appointees, one Dallas County appointee, one Dallas Community College District appointee, and one Dallas County Community College (DCCCD) appointee. Effective September 1, 2011, only those taxing units that have approved the payment of all or a portion of the tax increment produced by the unit into the TIF fund for that district may appoint only one member to the board. For the Oak Cliff Gateway TIF District, the City, Dallas County, Dallas County Community College District, Dallas County Hospital District, and Dallas ISD financially participate. On March 28, 2012, the Council approved changes to the by-laws for the district, including board composition. Subsequently, the board can include up to 5 representatives to be appointed by the Council and one each appointed by the governing bodies of Dallas County, Dallas County Community College District, Dallas County Hospital District, and Dallas ISD. The following members represent the City on the board: • • •

Marty Alvarado – City representative, Place 1 (attended 1 of 2 meetings) Dawn Gulley – City representative, Place 3 (attended 1 of 2 meetings) Don Raines, City representative, Place 5 (attended 2 of 2 meetings)

The following board members represent the taxing jurisdictions: • • • •

Orlando Alameda – DISD representative (Attended 2 of 2 meetings) Rick Loessberg – Dallas County representative (Attended 2 of 2 meetings) Felix Zamora – DCCCD representative (Attended 1 of 2 meetings) Sue Pickens – DCHD representative (Attended 1 of 2 meetings)

During FY 2013 the City Council approved 8 items directly or indirectly associated with the Oak Cliff Gateway TIF District. The council actions are listed below: •

On November 14, 2012, Council approved Resolution 12-2783 authorizing (1) a development agreement with ATA Apartments Limited Partnership and/or its affiliates in an amount not to exceed $4,000,000, payable from future Oak Cliff Gateway TIF District funds in consideration of the development of Alexan Trinity in Tax Increment Financing Reinvestment Zone Number Three (Oak Cliff Gateway TIF District); and (2) the Oak Cliff Gateway TIF District Board of Directors to dedicate up to $4,000,000 from future Oak Cliff Gateway TIF District revenues in accordance with the development agreement. (Project: Alexan Trinity) 16

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

•

On November 14, 2012, Council approved Resolution 12-2784 declaring the intent of Tax Increment Financing Reinvestment Zone Number Three (Oak Cliff Gateway TIF District) to reimburse ATA Apartments Limited Partnership up to $4,000,000 for TIF eligible expenditures related to the development of Alexan Trinity in the Oak Cliff Gateway TIF District. (Project: Alexan Trinity)

•

On January 9, 2013, Council held a public hearing and approved Resolution 130135, regarding an application for and an ordinance granting a new Planned Development Subdistrict for multifamily uses on property zoned Subdistrict A within Planned Development District No. 468, the Oak Cliff Gateway Special Purpose District, on the southeast corner of Greenbriar Lane and Dealey Avenue Recommendation of Staff: Approval, subject to staff recommended conceptual plan and staff recommended conditions Recommendation of CPC: Approval, subject to a conceptual plan and conditions Z123-101(JH). (Project: Alexan Trinity)

•

On January 23, 2013, Council approved Resolution 13-0250 authorizing (1) the receipt and deposit of funds in the amount of $5,000,000 from the Trinity Trust Foundation for the construction of the I-30 Bridge Pedestrian and Bicycle components; (2) the receipt and deposit of donated funds in the amount of $443,423 from the Dallas Foundation; (3) an increase in appropriations in the I30 Bridge Donation Fund in the amount of $6,321,203; and (4) payment to the Texas Department of Transportation (TxDOT) for construction of the bicycle and pedestrian components of the Margaret McDermott (I-30) Bridge over the Trinity Floodway. Total not to exceed $8,438,228. Financing: 2003 Bond Funds ($646,247), 2006 Bond Funds ($1,223,778) (designated Public Art Funds approved in the 2003 and 2006 Bond Programs) and I-30 Bridge Donation Funds ($6,568,203) (Project: Horseshoe)

•

On February 13, 2013, Council approved Resolution 13-0312 authorizing the acceptance of a Federal Transit Administration Grant awarded to the North Central Texas Council of Governments on behalf of the City of Dallas for the construction of a modern streetcar system operating from Union Station in the Central Business District into North Oak Cliff near Methodist Hospital - Not to exceed $26,000,000 - Financing: North Central Texas Council of Governments Grant Funds. (Project: Oak Cliff Streetcar)

•

On February 27, 2013, Council approved Resolution 13-0386 accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Three, (Oak Cliff Gateway TIF District), submitted by the Oak Cliff Gateway TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law.

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

•

On June 12, 2013, Council approved Resolution 13-0965 authorizing a professional services contract with Lina T. Ramey & Associates, Inc. for the engineering design of sidewalk enhancements for the Colorado Boulevard/Beckley Avenue area - Not to exceed $209,790 - Financing: General Obligation Commercial Paper Funds. (Project: Colorado/Beckley streetscape project)

•

On August 14, 2013, Council approved Ordinance 29077 through Resolution 131323 abandoning portions of three storm sewer easements to ATA Apartments Limited Partnership, the abutting owner, containing a total of approximately 1,385 square feet of land, located near the intersection of Dealey Avenue and Greenbriar Lane – Revenue: $5,400, plus the $20 ordinance publication fee. (Project: Alexan Trinity)

Budget and Spending Status Oak Cliff Gateway TIF District Projected Increment Revenues to Retire TIF Fund Obligations Category TIF Budget* Allocated Public Infrastructure Improvements – Streets, Streetscape, Water, Wastewater, Utility Burial

Balance

$11,754,233

$4,875,018

$6,879,215

Façade Improvements

$3,898,024

Environmental Remediation and Demolition

$7,087,316

$4,399,742

$2,687,574

Pedestrian Linkages/Lighting

$1,771,829

$200,000

$1,571,829

$708,732

Economic Development Grants

$8,859,146

$8,845,000

$14,146

Administration

$1,594,646

$700,461

$894,185

Educational/Training Facilities

Total Project Costs $35,673,925 $19,020,221 $16,653,704 * All information updated as of September 30, 2013. Budget shown in current dollars and based on 2009 district extension and amendments. ** All values are estimated expenditures based on annual TIF project costs. These values depend on the timing of projects and will fluctuate.

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Oak Cliff Gateway TIF District Amended Project Plan Budget (1992 dollars) Category

TIF Budget*

Public Infrastructure Improvements – Streets, Streetscape, Water, Wastewater, Utility Burial

$3,316,977

Façade Improvements

$1,100,000

Environmental Remediation and Demolition

$2,000,000

Pedestrian Linkages/Lighting

$500,000

Educational/Training Facilities

$200,000 $2,500,000

Economic Development Grants

$450,000

Administration

Total Project Costs $10,066,977 * As approved in the amended Project Plan and Reinvestment Zone Financing Plan for the district, amended November 2009.

Oak Cliff Gateway TIF District M/WBE Participation Project

Contract Award Amount

Minority Participation in Dollars (% of contract)

$1,964,830

$383,731

(19.53%)

$648,800

$533,768

(82.27%)

Mid-Continental Phase II-IV

$2,184,825

$535,500

(24.51%)

Texas Standard

$363,530

(100.00%)

$1,537,981

$652,841

(42.45%)

$20,868,865

$2,155,270

(10.33%)

$27,568,831

$4,624,640

16.77%

Contractor Tiseo Paving Company

Oak Cliff TIF Project Lake Cliff Tower Project Lake Cliff Tower Project Lake Cliff Tower Streetscape

CST Environmental

Zang Triangle – public improvements

Billy Nabors Demolition and Mission Site Services

Zang Triangle – private improvements

Multiple vendors

Totals (% of all contracts)

1. M/WBE participation was not applicable for Walgreens. 2. The City’s Business Inclusion and Development program provides goals for minority and womenowned business participation.

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

FY 2014 Work Program •

Evaluate a potential extension of the TIF district boundary to better serve the Beckley Avenue corridor and the Bishop Arts/Jefferson area.

•

Work closely with the City of Dallas Public Works and Transportation department to coordinate the completion of infrastructure improvements funded by the City’s 2006 Bond Program and the North Central Texas Council of Government’s Sustainable Development Grant for the area.

•

Continue to actively market the district with emphasis on high-density mixed-use development with a sustainable mix of retail, commercial/office and residential development in key target areas.

•

Increase coordination and work with the City of Dallas Trinity River Development Office to ensure a cohesive and coordinated effort and to ensure that the TIF District Project Plan and Master Plan are not adversely affected or compromised and to ensure the planned pedestrian and vehicular linkages to the Trinity River Corridor are preserved.

•

Continue to evaluate updated plans for the Horseshoe Project, the Texas Department of Transportation scheduled reconstruction of I-30 from Sylvan Avenue to I-35 and I-35 from Eighth Avenue to I-30. Assess the impact on developable properties adjacent to both I-30 and to I-35.

Pending TIF Items •

Consideration of the FY 2013 Oak Cliff Gateway TIF District Annual Report and a recommendation to the Dallas City Council for approval.

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

FY 2013 Financials City of Dallas, Texas Oak Cliff Area Gatew ay Tax Increm ent Financing District Reinvestm ent Zone Num ber Three As of Septem ber 30, 2013 Chapter 311.016 of V.C.T.A. requires the follow ing information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements. 1.

Am ount and source of revenue in the tax increm ent fund established for the zone: $1,005 Interest Income $2,397,184 Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll) $2,398,189

Total Revenue

Am ount and purpose of expenditures from the fund: $36,132 Administrative Expense $2,360,317 Non-Capital outlay* $0 Capital outlay $0 Interest Expense $2,396,449

Total Expenditures

* These expenditures w ere for the Zang Triangle Project. 3.

a. Am ount of Principal and Interest due-on outstanding indebtedness as of Septem ber 30, 2013 is as follow s: Paym ents/Adjustm ents To Date

Balance Due (Since Inception) Accrued Principal

Project Description

Accrued

Interest

Total Due

Principal

Interest

Net Bal. Total Paid

Due

Jefferson at Kessler Heights

$1,500,000

$676,404

$2,176,404

$1,500,000

$676,404

$2,176,404

Lake Cliff Tow er Redevelopment

$3,950,086

$862,205

$4,812,291

$3,950,086

$862,205

$4,812,291

$350,000

$7,250,000

$4,045,317

$3,204,683

Bishop Colorado Retail Plaza Zang Triangle Project

$7,250,000 Totals

$13,050,086

$1,538,609

$14,588,695

$9,845,403

$0 $1,538,609

$11,384,011

$3,204,683

b. The Zone entered into a development agreement w ith Lang Partners, LLC for the Zang Triangle public improvement project in an amount not to exceed $7,250,000 and began reimbusing the developer in fiscal year 2012. The developer is anticipated to be paid off by June of 2016. C. The Zone entered into a development agreement w ith ATA Apartments Limited Partnership for the Alexan Trinity public improvement project in an amount not to exceed $4,000,000. The developer is anticipated to be paid off by June of 2016. 4.

Tax increm ent base and current captured appraised value retained by the zone: Taxing Jurisdiction

Taxable

Base Year

Est. Captured

Value 2013

1992 Value

Value 2013**

City of Dallas

$153,387,385

$40,097,623

$113,289,762

Dallas County

$153,347,385

$40,097,623

$113,249,762

** Based on Certified Taxable Values. Final values w ill be determined on February 01, 2014.

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

Captured appraised value by the m unicipality and other taxing units, the total am ount of the tax increm ent received, and any additional inform ation necessary to dem onstrate com pliance w ith the tax increm ent financing plan adopted by the governing body of the m unicipality: A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions: Am ount of Taxing Jurisdiction

Assessm ent

Estim ated 2013

Per $100

Increm ent***

City of Dallas

0.79700

$767,481

Dallas County

0.24310

$178,952

$2.35058

$946,433

Total for all Jurisdictions

*** City of Dallas and Dallas County Participate at 85% for tax years 2013 to 2022 and 65% for tax years 2013 to 2016 respectively. B. The total amount of estimated tax increment to be billed for the 2013 tax year is $946,433. For the 2012 tax year, increment in the amount of $2,397,184 w as received.

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

City of Dallas, Texas Oak Cliff Area Gatew ay Tax Increm ent Financing District Fund Balance Sheet as of Septem ber 30, 2013 (Unaudited) With Com parative Totals for Septem ber 30, 2012, 2011, 2010, and 2009 (Audited) 2012

2013

2011

2010

2009

Assets: Pooled cash and cash equivalents

$48,922

$1,721,013

$482,293

$3,907

$324,818

$1,053

$56

$1,585

$163

$1,765

Taxes receivable-delinquent

Less: allow nace for uncollectible accounts

$49,975

$1,721,069

$483,878

$4,071

$326,584

$1,685,000

$12,165

$1,062,864

$2,439,315

Interest receivable

Total assets Liabilities and Fund Balance (Deficit): Liabilities: Accounts and contracts payable Due to general fund Advances from developers

Accrued liability

($2,879)

$0 ($2,879)

($2,879) ($2,879)

($2,879)

$122,524

Total liabilities

$9,286

$1,682,121

$1,059,984

$2,561,839

Fund Balance (Deficit)

$40,689

$38,949

$486,758

($1,055,914)

($2,235,255)

Total Liabilities and Fund Equity

$49,975

$1,721,069

$483,878

$4,071

$326,584

Fund Balance (Deficit):

Oak Cliff Area Gatew ay Tax Increm ent Financing District Fund Statem ent of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period Septem ber 30, 2013 (Unaudited) With Com parative Totals for Septem ber 30, 2012, 2011, 2010, and 2009 (Audited)

ITD

2013

2012

2011

2010

2009

Revenues: Tax increment-Governmental

$5,331,317

$811,126

$433,545

$516,230

$450,588

$418,060

Tax increment-Intergovernmental

$6,028,664

$1,586,058

$836,965

$997,827

$903,398

$884,765

Interest income

$401,868

$4,215

$5,010

$1,584

$4,738

$13,833

Grant from City/Developer contribution

$309,480

$184,480

Net increase(decrease) in fair value of investments Total revenues

$3,737

($3,210)

$12,075,066

$2,398,189

($188)

$1,374

($2,917)

$0 ($5,122)

$1,275,332

$1,701,495

$1,355,807

$1,311,535

$26,886

Expenditures: Administrative expenses

$700,461

$36,132

$38,141

$52,465

$62,311

Non-Capital outlay

$6,525,553

$2,360,317

$177,398

Capital outlay

$3,432,405

$1,507,602

$350,000

Interest and fiscal charges

$1,376,146

$106,359

$114,155

$119,850

$12,034,565

$2,396,449

$1,723,141

$158,824

$176,466

$496,736

$40,501

$1,740

($447,809)

$1,542,671

$1,179,341

$814,799

as previously reported

$38,949

$486,758

($1,055,914)

($2,235,255)

Prior period restatement

$188

$38,949

$486,758

$40,689

$38,949

Total expenditures Excess (Deficiency) of Revenues over Expenditures Fund balance (Deficit) at beginning of year

($3,050,054) $0

Fund balance (Deficit) at beginning of year, as restated Fund balance (deficit) at end of year

($1,055,914) $486,758

Note: Fiscal year 2012-13 unaudited financial statem ents are based on prelim inary close num bers and are subject to review by the City Controller's Office prior to approval by the City Council. In case of any m aterial changes, TIF board w ill be provided w ith the updated financial statem ents.

($2,235,255)

($3,050,054)

($1,055,914)

($2,235,255)

Exhibit A Oak Cliff Gateway TIF District

FY 2013 Annual Report

City of Dallas, Texas Oak Cliff Gateway Area Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 (Unaudited) 1. The measurement focus used for the TIF Zone fund is a flow of financial resources. The financial statements are prepared using the modified accrual basis of accounting. Under the modified accrual basis of accounting, tax increment revenues and interest are recognized as revenue when they become both "measurable" and "available" to finance expenditures of the current period. Expenditures are recognized when the liability is incurred. 2. State statute requires that each taxing jurisdiction remit its ad valorem taxes to the Zone by May 1 of each year (remittance to occur no more than 90 days after taxes for the jurisdiction become delinquent). 3. The Zone's cash balances are invested in the Cityâ&#x20AC;&#x2122;s investment pool and include amounts in demand deposits as well as short-term investments. Pooled investments and short-term nonpooled investments are treated as cash equivalents. Investment income on the pooled investments is prorated monthly based upon the average daily cash balance in each fund. 4. The Zone's Financial Plan permits expenditures not to exceed $1,594,646 (in current dollars) over the life of the TIF to reimburse the City for administrative costs. The Zone began reimbursing the General Fund in fiscal year 1998-99. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values. 5. At fiscal year end, the Zone had a developer obligation outstanding in the amount of $3,204,683 for the Zang Triangle public improvement and grant project. 6. All project costs resulting in capital improvements that are owned by the City of Dallas are capitalized.

AGENDA ITEM # 12 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

45 Q R and T– V ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Four, (Cedars TIF District), submitted by the Cedars TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as the State Comptroller. The City Council approved Ordinance No. 21492 on December 9, 1992, establishing Tax Increment Financing Reinvestment Zone Number Four, (Cedars TIF District), as amended. On April 9, 1997, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 23092, as amended. The Cedars TIF District’s 2013 assessed taxable value was $76,227,853. This represents an increase of $40,927,093 (115.9%) over the 1992 base year value and a $305,862 (0.4%) increase over the previous year’s total. With the participation of the City and Dallas County the increase over the base year value will result in the collection of approximately $369,711 in total incremental revenue for the District.

PRIOR ACTION/REVIEW (COUNCIL. BOARDS, COMMISSIONS) On December 9, 1992, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Four, the Cedars TIF District by Ordinance No. 21492, as amended. On April 9, 1997, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Cedars TIF District by Ordinance No. 23092, as amended. On December 9, 2013, the Cedars TIF District Board of Directors recommended that the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s FY 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Four, ("Cedars TIF District” or “District”) and established a Board of Directors for the District to promote development or redevelopment in the Cedars area pursuant to Ordinance No. 21492, authorized by the City Council on December 9, 1992, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on April 9, 1997, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Cedars TIF District by Ordinance No. 23092, as amended; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded to the State Comptroller; and WHEREAS, on December 9, 2013, the Cedars TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Four and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Four, (Cedars TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Four to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and to the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Cedars TIF District FY 2013 Annual Report

Office of Economic Development 1500 Marilla Street, 2CN Dallas, Texas 75201 (214) 670-4551 http://www.dallas-ecodev.org/

October 1, 2012 to September 30, 2013

Exhibit A

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Cedars Tax Increment Financing District

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Table of Contents

Mission ........................................................................................................................... .4

District Accomplishments ................................................................................................ 4

Past, Current and Anticipated Projects............................................................................ 6

Value and Increment Revenue Summary...................................................................... 10

Objectives, Programs and Success Indicators .............................................................. 10

Year-End Summary of Meetings ................................................................................... 17

Pending TIF Items ......................................................................................................... 18

Budget and Spending Status ......................................................................................... 19

FY 2014 Work Program................................................................................................. 20

Appendix: Financials ..................................................................................................... 21

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Mission The mission of the Cedars TIF District is to capitalize on its proximity to Downtown Dallas and major transportation arteries to attract new residential and commercial development, facilitate growth and increase its tax base. The Dallas City Council established the Cedars TIF District and the Board of Directors by Ordinance No. 21492, on December 9, 1992, as amended. The TIF District took effect on January 1, 1993 and is scheduled to terminate on December 31, 2022 (including collection of the 2022 increment in calendar year 2023 and any related matters to be concluded in 2023). The District’s participating taxing jurisdictions are the City of Dallas, Dallas County, Dallas County Hospital District (DCHD) and Dallas Independent School District (DISD). The annual participation rates for the taxing jurisdictions are as follows: 

The City’s annual participation rate was 100% in 1993 through 2012. participation rate will decrease to 90% in 2013 and thereafter.



Dallas County’s participation rate was 65% in 1993 through 2012. The county’s annual participation rate will increase to 75% in 2013 and thereafter.

Its

DCHD’s participation rate was 65% in 1993 through 2012. 

DISD’s County’s participation rate was 50% in 1993 through 2012.

District Accomplishments Since the District’s creation City Council has approved eight projects and two initiatives for TIF funding (please refer to the Past, Current and Anticipated Projects section on Pages 5 – 7). On June 22, 2011, City Council approved an amendment to the Cedars TIF District Project Plan and Reinvestment Zone Financing Plan to: 1. Extend the term of the TIF District for a 10 year period from December 31, 2012 through December 31, 2022; 2. Decrease the City of Dallas’ participation after tax year 2012 from 100% to 90%; 3. Direct the City Manager to negotiate an increase in Dallas County’s participation rate after tax year 2012 from 65% to 75%; and 4. Amend the Cedars TIF Infrastructure Improvements - Street Construction/ Streetscape/ Water/Wastewater/ Drainage Improvements/ East-West Corridor 4

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Construction budget line item to include Public Open Spaces and Economic Development Grants.

The term extension will allow for additional development activities which are needed to continue the District’s revitalization. It would also increase the District’s ability to expend its budget of $7,216,097 (net present value) and satisfy the goal of redeveloping the area into an attractive business and residential community that can serve as a vital connection between Downtown Dallas and the rest of City. Additionally, the planning and design work for a 2006 Bond project that will extend Belleview Street from Akard Street to Ervay Street continued during the fiscal year. It is anticipated the extension will improve the east-west flow of traffic through the District. The 1400 Belleview project, which was approved for TIF funding in FY 2011, will be located along the street’s new segment.

The Southside Pedestrian Improvement Project (Source: DART)

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Past, Current and Anticipated Projects Projects Within the TIF District Utilizing TIF Funding1 Project

Location

Calendar Year Complete

Status

Units/Square Feet

Approximate Value3

TIF Investment4

Metroplex Greenhaven Landscaping Service

1919 South Harwood Street

2002

Complete

11,368 square feet

$477,610

$12,089

McKee Row Homes I

1500-1510 McKee Street

2005

Complete

6 row homes

$790,950

$143,350

McKee Row II

1512-1516 McKee Street

2006

Complete

3 row homes

$347,960

$10,045

Seegar Row Homes

1525-1603 Seegar Street

2006

Complete

7 row homes

$722,260

$25,000

2007

Complete

49 condos

$7,444,720

$459,061

2007

Complete

13 row homes

$2,191,650

$185,490

2009

Complete

75 condos

$10,140,900

$798,257

1400 Belleview

1400 Belleview Street

2015

Under construction

164 apartments, and 5,000 square feet of flex space

Belleview Browder District-wide Improvements

Along Belleview Street from Browder Street to South Akard Street; Gould Street from Belleview Street to Sullivan Drive; Browder Street from Belleview Street to Sullivan Drive; and Sullivan Drive from Browder Street to South Ervay Street

2015

Under Construction

N/A

$34,085,071 $2,285,071

$217,900 (assessed value)

1111 South Akard Street 1803-1823 South Ervay Street, 1602Beaumont Millers Ferry Row Street and 1817 Millers Ferry Row The Beat at South Side 1001 Belleview Station Street Buzz

Plaza Hotel

1011 South Akard Street

2015

Planned

220 hotel rooms and 1,800 square feet of commercial space

Galleries on Hickory

1509, 1513, 1517, 1521 and 1527 Hickory St; and 1814, 1818 and 1820 Browder St

TBD

Planned

18 detached single-family units (for sale)

$17,000,000 $1,657,916

$848,746

$441,225

TBD

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Projects Within the TIF District Utilizing TIF Funding1 (continued) Project

1210 South Lamar

Location

1210 South Lamar

Calendar Year Complete TBD

Status

Units/Square Feet

Approximate Value3

TIF Investment4

Planned

290 apartments and 6,560 square feet of retail space

$773,890 (assessed value)

Subtotal

625 residential units, 220 hotel rooms, and 24,728 square feet of retail and flex space

$74,049,867 $6,017,504

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Projects Within the TIF District Not Utilizing TIF Funding5 Project

Location

Calendar Year Complete

Status

Units/Square Feet

Approximate Value3

TIF Investment4

1995/2010

Complete

5 apartments

$1,205,490

1519 Beaumont St

1519 Beaumont Street

Cedars Corner (Hotel Newland)

1108 South Akard Street

1998

Complete

20 apartments

$500,000

Dallas Police Association Headquarters6

1412 North Griffin Street

2003

Complete

11,150 square feet

$645,640

Resource One CU expansion

1200 Belleview Street

2003

Complete

13,430 square feet

$470,050

Dallas Police 6 Headquarters

1400 South Lamar Street

2003

Complete

358,758 square feet

$16,266,120

Cedars Social

1326 South Lamar Street

2005

Complete

3,000 square feet

$36,630

Urban Lofts – Akard

1203-1223 and 1204-1218 Urban Lofts Drive

2008

Complete

15 town homes

$2,857,340

Off the Bone BBQ

1734 South Lamar Street

2008

Complete

829 square feet

$80,950

Edison’s

1724 Cockrell Avenue

2008

Complete

15,000 square feet

$589,340

Urban Lofts – Wall

Hyde Court (Wall Street & McKee Street)

TBD

Planned

12 town homes

$2,700,000

Dallas Heritage Village Education & Visitor Center Expansion6

1515 South Harwood Street

TBD

Planned

9,000 square feet

$5,000,000

TBD

$30,351,560

52 residential units;

Subtotal

383,338 square feet of office space; and 27,829 square feet of commercial space

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Projects Adjacent to the TIF District5 Project

Location

Calendar Year Complete

Status

Units/Square Feet

Approximate Value3

TIF Investment4

$28,182,000

Southside on Lamar (includes the Urban Market on its lower level)

1409 South Lamar Street

2001

Complete

455 loft apartments and 2,000 square feet of retail

Gilley's

1135 South Lamar Street

2003

Complete

91,650 square feet

$2,850,000

Poor David's Pub

1319 South Lamar Street

2004

Complete

5,382 square feet

$197,970

Bellagio Entertainment Center

1707 South Lamar Street

2005

Complete

4,840 square feet

$300,000

1601 South Lamar Street

2008

Complete

83,383 square feet

$2,000,000

The Dallas Convention Center Hotel (Omni Dallas Hotel)

555 South Lamar Street

2011

Complete

1,001 hotel rooms

$213,201,280

NYLO Dallas South Side Hotel

1325 South Lamar Street

2012

Complete

76 hotel rooms

$19,100,000 (estimated value)

DCCCD Offices

455 residential units;

Subtotal

103,872 square feet of commercial space; $265,831,250

83,383 square feet of office space; and 1,001 hotel rooms 1

Exhibit A - Cedars TIF District

FY 2013 Annual Report

TIF District Initiatives Activity Cedars Traffic Study

South Side Pedestrian Improvement Project (funded through a Sustainable Development Grant from NCTCOG using federal Congestion Mitigation and Air Quality funds (CMAQ)

Scope

Status

Investment

Source

Whole District

Complete

$88,149

Cedars TIF funds

$4,532,170

Federal grant

$500,000

1995 Bond funds (local match)

$66,521

Cedars TIF funds (approved in FY 2007)

$566,521

Matthews Southwest

$230,000

1998 Bond funds

$207,830

Cedars TIF funds / Districtwide Improvements Setaside (approved in FY 2012)

$207,830

Matthew Southwest (additional match)

South Lamar Street and Belleview Street

Complete

Total:

$6,399,021

Value and Increment Revenue Summary The Cedars TIF District’s 2013 assessed taxable value was $76,227,853. This represents an increase of $40,927,093 (115.9%) over the 1992 base year value and a $305,862 (0.4%) increase over the previous year’s total. With the participation of the City and Dallas County the increase over the base year value will result in the collection of approximately $369,711 in total incremental revenue for the District.

Objectives, Programs and Success Indicators The Cedars Final Project Plan and Reinvestment Zone Financing Plan was approved on April 9, 1997. The Plan has been amended three times, most recently on June 22, 2011. Its defined development goals are summarized below: 

Improve the infrastructure within and adjacent to the district to promote new investment On September 25, 2013, City Council approved up to $441,225 in TIF Funding for the Belleview Browder District-wide Improvements project. The project will include the construction of several needed public improvements (franchise utility relocation, street lighting, street improvements, streetscape 10

Exhibit A - Cedars TIF District

FY 2013 Annual Report

improvements and water-wastewater/drainage improvements) that were not included in the 1400 Belleview projectâ&#x20AC;&#x2122;s original scope of work. These improvements will replace sub-standard public infrastructure and provide much of the needed infrastructure to allow the redevelopment of approximately 6.05 acres of property that is adjacent to the project. On September 25, 2013, City Council approved up to $2,285,071 in TIF Funding for the Plaza Hotel project which will include infrastructure and streetscape improvements along South Akard Street and West Griffin Street. Oncor finished the utility relocation for the Southside Pedestrian Improvement project during the fiscal year. This completed the $6.3 million initiative which started in 2000. On June 27, 2012, City Council approved up to $207,830 in additional TIF funding in the form of a match for cost overruns related to project. Matthew Southwest also agreed to contribute up to an additional $207,830 to address the cost overruns. City Council previously approved $66,521 in TIF funding for the project on May 23, 2007. This leveraged approximately $5,098,691 in private and federal funds for sidewalk and streetscape improvements on Lamar Street and along Belleview Street from the Convention Center to the Cedars DART station. On June 22, 2011, City Council approved up to $1,657,916 in TIF funding for the 1400 Belleview project which will include infrastructure improvements along Belleview Street from Browder Street to Akard Street, Gould Street from Belleview Street to Sullivan Street, and Browder Street from Belleview Street to Sullivan Street. On April 11, 2007, City Council approved up to $192,000 in TIF funding for the Millers Ferry Row Town Homes project which included streetscape improvements along Ervay Street. The project was completed during FY 2007. On August 9, 2006, City Council approved up to $1,500,000 in TIF funding for The Beat at South Side Station project which included street and streetscape improvements on Belleview Street, Lamar Street, and Powhattan Street. On August 27, 2008, City Council approved an extension for the deadlines to complete the project and reduced its TIF funding by $700,000. The project was completed during FY 2009. On September 14, 2005, City Council approved up to $564,462 in TIF funding for the Buzz Condominiums project which included street and streetscape improvements on Akard Street and Griffin Street. On November 29, 2006, the Cedars TIF Board approved an extension for the deadlines to complete the project and reduced its TIF funding by $100,000. The project was completed during FY 2007.

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Construction of the 1400 Belleview Project (Source: 1400 Belleview GP, LLC)

Exhibit A - Cedars TIF District

ď&#x201A;ˇ

FY 2013 Annual Report

Add 700 residential units Within the District: 193 residential units have been completed and 484 are planned for a total of 677 units that have been completed, under construction or planned in the District. This represents 96.7% of the goal. Multifamily developers have continued to show interest in the district, both for town home style developments and for more dense mid and high-rise developments. Adjacent to the District: South Side on Lamar added 455 residential units to the area. Total: To date 648 residential units have been completed within or adjacent to the District. Currently there are no additional residential units under construction. An additional 194 are planned.

The Beat at South Side Station (Source: Matthew Southwest)

ď&#x201A;ˇ

Add 400 hotel/motel rooms Within the District: During the fiscal year City Council approved up to $2,285,071 in TIF funding for the Plaza Hotel project. It will include 220 hotels rooms upon its completion. This represents 55.0% of the goal. Adjacent to the District: The NYLO Dallas South Side Hotel, which is located at the northwest corner of Lamar Street and Belleview Street, opened in August 2012. The boutique-style hotel contains 76 guest rooms. The Dallas Convention Center Hotel, which is located north of the District along Lamar Street, opened during the first quarter of FY 2011. The 4-star hotel features 1,001 guest rooms, 100,000 square feet of meeting space and multiple dining options.

Total: To date 1,077 motel/hotel rooms have been completed within or adjacent to the District. Currently there are no additional hotel/motel rooms under construction. An additional 220 are planned.

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Conceptual Renderings of the Plaza Hotel Project (Source: TEOF Hotel LLC)

The Plaza Hotel Projectâ&#x20AC;&#x2122;s Conceptual Streetscape Plan (Source: TEOF Hotel LLC)

Exhibit A - Cedars TIF District



FY 2013 Annual Report

Add 55,000 square feet of retail space Within the District: During the fiscal year City Council approved up to $2,285,071 in TIF funding for the Plaza Hotel project. It will include approximately 1,800 square feet of commercial space within repurposed shipping containers on the southeast corner of the hotel’s parking lot Cedars Social opened in October 2010. It is located on the northeast corner of Lamar Street and Belleview Street within the building that was vacated by Sala. The renovated restaurant represents approximately 3,000 square feet of retail space that was retained in the District. Off the Bone Barbeque, which is located at 1734 South Lamar Street, enclosed its patio space during FY 2011. The renovation enabled the restaurant to nearly double its size TO 829 square feet.

Off The Bone Barbeque (Source: City of Dallas)

Metroplex Greenhaven Landscaping Service (located at 1919 South Harwood Street) added 11,368 square feet of retail space within the District since its creation while Edison’s reception hall (located at 1725 Cockrell Avenue) added 15,000 square feet. Upon its completion the 1400 Belleview project will add approximately 5,000 square feet of flex space within the District. The expansion of the Dallas Heritage Village Education & Visitor Center is expected to add 9,000 square feet of retail space while the planned project at 1210 South Lamar Street will add 6,560. Adjacent to the District: Gilley’s, which is located at 1135 South Lamar Street, added approximately 91,650 square feet of entertainment space immediately southwest of the District. The venue was completed in 2001. Poor David’s Pub, which is located at 1707 South Lamar Street, added approximately 5,382 square feet of entertainment space just southwest of the District. The venue was completed in 2004. 15

Exhibit A - Cedars TIF District

FY 2013 Annual Report

The Bellagio Entertainment Center opened at 1701 South Lamar Street (formerly the Brooklyn Jazz CafĂŠ) in April 2012. Its opening allowed approximately 4,840 square feet of entertainment space to be retained immediately southwest of the District. Urban Market opened at 1409 South Lamar on the lower level of Southside on Lamar in September 2008. Its opening added 2,000 square feet of grocery store space adjacent to the district. Total: To date 135,869 square feet of retail, entertainment and flex space has been completed or is under construction within or adjacent to the District. Currently an additional 5,000 square feet of retail, entertainment and flex space is under construction. An additional 9,000 square feet is planned. ď&#x201A;ˇ

Add 300,000 square feet of service center/flex office space Within the District: A total of 24,000 square feet of service center/flex office space (or 5 percent of the goal) has been added. Adjacent to the District: South Side on Lamar continues to serve the service center/flex office market within its development. Additionally, the Dallas County Community College District (DCCCD) completed its renovation of 1601 South Lamar Street, adding 83,363 square feet of office space and improvements along the corridor.

Dallas College District County Community (Source: City of Dallas)

Total: To date 107,363 service center/flex office space has been completed within or adjacent to the District. Currently there are no additional service center/flex office space under construction or planned.

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Year-End Summary of Meetings Based on amended composition the Cedars TIF Board can consist of up to nine members, including six City of Dallas appointees and one appointee each from Dallas County, the Dallas Independent School District (DISD) and the Dallas County Hospital District appointee (DCHD). The TIF Board, which consisted of the following members, met three times during the fiscal year including a Special Called Meeting on September 5, 2013: 

Michael J. Barrett, City appointee (attended 3 of 3 meetings)



Chase Evans, City appointee (attended 3 of 3 meetings)



Jill B. Louis, City appointed (attended 2 of 3 meetings)



Kenneth D. Martin, Vice Chair and City appointee (attended 3 of 3 meetings)



Mark R. Stephens, City appointee (attended 2 of 3 meetings)



Jack Wierzenski, Chair and City appointee (attended 3 of 3 meetings)



Rick Loessberg, Dallas County appointee (attended 0 of 3 meetings)



Orlando Alameda, DISD appointee (attended 2 of 3 meetings)



Sue Pickens, DCHD (attended 2 of 3 meetings)

The Dallas City Council approved six items during the fiscal year related to the District. The items are summarized below: 

On October 24, 2012, the City Council approved Resolution Number 12-2679, authorizing an amendment to Resolution No. 11-1794, previously approved on June 22, 2011, in Tax Increment Financing Reinvestment Zone Four (Cedars TIF District) to extend the 1400 Belleview project's deadlines by 12 months and modify the minimum requirements for the project’s use of space - Financing: No cost consideration to the City



On February 27, 2013, the City Council approved Resolution Number 13-0387, accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Four, (Cedars TIF District), submitted by the Cedars TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and the State Comptroller, as required by state law - Financing: No cost consideration to the City

Exhibit A - Cedars TIF District

FY 2013 Annual Report



On September 25, 2013, the City Council approved Resolution Number 13-1709, authorizing a development agreement with 1400 Belleview GP, LLC to dedicate future Cedars TIF District revenues in an amount not to exceed $441,225 for eligible project costs related to public improvements along Belleview Street from Browder Street to South Akard Street, Gould Street from Belleview Street to Sullivan Drive, Browder Street from Belleview Street to Sullivan Drive and Sullivan Drive from Browder Street to Gould Street in Tax Increment Financing Reinvestment Zone Number Four (Cedars TIF District) - Not to exceed $441,225 - Financing: Cedars TIF District Funds



On September 25, 2013, the City Council approved Resolution Number 13-1710, declaring the intent of Tax Increment Financing Reinvestment Zone Number Four (Cedars TIF District) to reimburse 1400 Belleview GP, LLC up to $441,225 for certain TIF-eligible project costs related to public improvements along Belleview Street from Browder Street to South Akard Street, Gould Street from Belleview Street to Sullivan Drive, Browder Street from Belleview Street to Sullivan Drive and Sullivan Drive from Browder Street to Gould Street in the Cedars TIF District - Financing: No cost consideration to the City



On September 25, 2013, the City Council approved Resolution Number 13-1711, authorizing a development agreement with TEOF Hotel LLC to dedicate future Cedars TIF District revenues in an amount not to exceed $2,285,071 for eligible project costs related to infrastructure, streetscaping, and landscaping improvements at 1011 South Akard Street as well as along South Akard Street and West Griffin Street in Tax Increment Financing Reinvestment Zone Number Four (Cedars TIF District) - Not to exceed $2,285,071 - Financing: Cedars TIF District Funds



On September 25, 2013, the City Council approved Resolution Number 13-1712, declaring the intent of Tax Increment Financing Reinvestment Zone Number Four (Cedars TIF District) to reimburse TEOF Hotel LLC up to $2,285,071 for certain TIF-eligible project costs related to infrastructure, streetscaping, and landscaping improvements at 1011 South Akard Street as well as along South Akard Street and West Griffin Street in the Cedars TIF District - Financing: No cost consideration to the City

Pending TIF Items The pending items for the Cedars TIF District include the following: 

Approval of the FY 2013 Annual Report



Approval of a TIF application from Dig It! Development, LLC for infrastructure, streetscaping, and landscaping improvements related to the Galleries on Hickory project.

Exhibit A - Cedars TIF District

FY 2013 Annual Report

Budget and Spending Status The Cedars TIF Districtâ&#x20AC;&#x2122;s Project Plan and Reinvestment Zone Financing Plan established a budget for the public improvement expenditures that are necessary to support private investment. The Districtâ&#x20AC;&#x2122;s budget and spending to date are provided on the following charts:

Cedars TIF District Projected Increment Revenues to Retire TIF Fund Obligations TIF Budget (Total Dollars)

Category

TIF Budget*

West Dallas Sub-district Economic Development Grants, Retail Incentives, Infrastructure Improvements, Technical Studies Environmental/Demolition Total West Dallas Sub-District

$31,120,420

Riverfront Gateway Sub-district Economic Development Grants, Infrastructure Improvements, Environmental/Demolition Open Space, Connectivity and Retail Total Riverfront Gateway Sub-district

$3,595,888

Administration and Implementation

$345,546

Total Amended Budget

$94,409,005

Original Sports Arena TIF District Budget

$25,498,568

* All values in Victory Sub-district were discounted are NPV 1999 dollars. * All values in Riverfront Gateway and West Dallas Sub-districts are NPV 2013 dollars. ** The NPV and Total Dollars amounts shown are less than the approved original budget remaining funds are included in Tier Two Improvements line item.

Exhibit A Sports Arena TIF District

FY 2013 Annual Report

FY 2014 Work Program The FY 2014 Work Program for the Sports Arena TIF District is as follows: Adoption of the Sports Arena TIF District FY 2013 Annual Report Financial incentives for Trinity Groves in the West Dallas Sub-District Promote projects in the Riverfront Gateway Sub-District Amend current TIF Plan to increase area to include additional land and adjust budget for Riverfront Gateway Sub-District City Council consideration of Olive Street improvements and Victory Park Lane Improvements. City Thoroughfare plan amendment to allow conversion Houston Street and Victory Avenue to two-way traffic.

Exhibit A Sports Arena TIF District

FY 2013 Annual Report

Appendix: District Financials

Exhibit A Sports Arena TIF District

FY 2013 Annual Report

Exhibit A Sports Arena TIF District

FY 2013 Annual Report

City of Dallas, Texas Sports Arena Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 (Unaudited) 1. The measurement focus used for the TIF Zone fund is a flow of financial resources. The financial statements are prepared using the modified accrual basis of accounting. Under the modified accrual basis of accounting, tax increment revenues and interest are recognized as revenue when they become both "measurable" and "available" to finance expenditures of the current period. Expenditures are recognized when the liability is incurred. 2. State statute requires that each taxing jurisdiction remit its ad valorem taxes to the Zone by May 1 of each year (remittance to occur no more than 90 days after taxes for the jurisdiction become delinquent). 3. The Zone's cash balances are invested in the City’s investment pool and include amounts in demand deposits as well as short-term investments. Pooled investments and shortterm non-pooled investments are treated as cash equivalents. Investment income on the pooled investments is prorated monthly based upon the average daily cash balance in each fund. 4. The Zone's Financial Plan permits expenditures not to exceed $765,000 (in Current $) over the life of the TIF to reimburse the City for administrative costs. The City began reimbursing the general fund for administrative costs in FY’1998-99. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values. 5. The Zone fully reimbursed the developer for a total amount of $38,308,587 to date, including principal of $23,159,074 and accrued interest of $15,149,513, and had no advances outstanding at September 30, 2013. 6. All expenditures resulting in capital improvements that are owned by the City are capitalized on the City’s books.

AGENDA ITEM # 16 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

2, 6

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

34 X Y; 44 B C D F G H M & 45 E J ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Eight, (Design District TIF District), submitted by the Design District TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as the State Comptroller. The City Council approved Ordinance No. 26021 on June 8, 2005; as amended, establishing Tax Increment Financing Reinvestment Zone Number Eight, (Design District TIF District). On April 12, 2006, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 26303; as amended. The Design District TIF District's assessed tax value in 2013 was $363,037,801. This represents an increase of 156% ($221,185,739) over the assessed value of the base year (2005) value and an increase of 18% over last yearâ&#x20AC;&#x2122;s final value. With the participation of the City and Dallas County, this increase will result in the collection of approximately $1,882,302 total in incremental revenue for the Design District TIF District for the 2013 tax year.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On June 8, 2005, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Eight, the Design District TIF District by Ordinance No. 26021, as amended. On April 12, 2006, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Design District TIF District by Ordinance No. 26303, as amended. On December 4, 2013, the Design District TIF District Board of Directors recommended that the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Eight, (“Design District TIF District” or “District”) and established a Board of Directors for the District to promote development or redevelopment in the Design District area pursuant to Ordinance No. 26021, authorized by the City Council on June 8, 2005, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on April 12, 2006, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Design District TIF District by Ordinance No. 26303, as amended; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded to the State Comptroller; and WHEREAS, on December 4, 2013, the Design District TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Eight and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Eight, (Design District TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Eight to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and to the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Exhibit A

Design District TIF District FY 2013 Annual Report

Office of Economic Development 1500 Marilla Street, 2CN Dallas, Texas 75201 (214) 671-9821 http://www.dallas-ecodev.org/area_redevelopment.html

October 1, 2012 to September 30, 2013

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Reinvestment Zone Number Eight Tax Increment Financing District

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Table of Contents Mission Statement........................................................................................................... 4 District Accomplishments ................................................................................................ 4 TIF District Development Project Map........................................................................... 10 Value and Increment Summary..................................................................................... 11 Objectives, Programs, and Success Indicators ............................................................. 12 Year-End Summary of Meetings ................................................................................... 15 Pending TIF Items ......................................................................................................... 18 Budget and Spending Status......................................................................................... 19 FY 2014 Work Program................................................................................................. 21 Appendix A â&#x20AC;&#x201C; Financials................................................................................................ 22

Front cover shows conceptual rendering for the Dallas Proton Treatment Center.

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Mission Statement The mission of the Design District TIF District is to provide a source of funding for public infrastructure improvements that will assist in redeveloping an industrial and warehouse district to take full advantage of the expanding DART light rail system, to promote transit oriented development, and to improve access to the Trinity River and the quality of development adjacent to the Trinity Corridor. The Design District TIF District duration began on January 1, 2006, and will terminate on December 31, 2027, (including collection of the 2027 increment in calendar year 2028 and any related matters to be concluded in 2028).

District Accomplishments Dallas City Council established the Design District TIF District by Ordinance Number 26021 on June 8, 2005. The District was established to assist in the transformation of the old Stemmons Industrial area into a diversified, pedestrian friendly, mixed-use neighborhood near the heart of Downtown Dallas. The Design District TIF Board adopted the final Project Plan and Reinvestment Zone Financing Plan in 2006. In February 2009, the TIF Board adopted a “Design District TIF Strategic Implementation Plan” to guide the next phases of development and improvements in the District. During FY 2011, initial reimbursement process began for the “1525 Turtle Creek at the District” TIF project (apartments now called Alta 1900 Lofts). Public improvements associated with the TIF project were completed in late 2009-early 2010 and the Alta 1900 Lofts received a final certificate of occupancy in April 2010. During FY 2012, the TIF Board approved by-law amendments to reflect changes in state law for TIF Board composition recognizing that only taxing jurisdictions that participate financially can have representation and a change in the TIF design review process to have that function undertaken as part of the City Design Studio Peer Review Panel. The TIF Board also approved a set of master design guidelines and mixedincome housing guidelines. The TIF Board and City Council approved a development agreement with Texas Security Bank for the Turtle Creek Median district-wide improvement project dedicating up to $116,356 in TIF reimbursement for median and signage improvements along Turtle Creek Boulevard from Irving Boulevard to Market Center Boulevard. The median project was completed in 2013. Also approved in FY 2012 was a development agreement with Friends of the Trinity Strand Trail to dedicate up to $400,000 for the design and engineering of the Trinity Strand Trail Soft Surface Trail Design Project. The proposed soft surface trail would be approximately 2 miles of decomposed granite trail mostly on top of the banks of the Old 4

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Trinity Meanders extending from Farrington Street east of Medical District Drive, crossing below Wycliff Avenue, crossing Market Center Boulevard at street level and terminating at the Hi Line Drive trail plaza. Pedestrian bridges, low water crossings, and small plazas/overlooks will also be included in the design. The design study was in progress in 2013. During FY13, an expansion of the TIF district and plan amendment was approved by Ordinance Number 29037 to create two subdistricts within the Design District TIF District: (a) Design District Sub-District (original district boundary plus additional property along Slocum/Dragon Streets and Riverfront Boulevard) and (b) Market Center/Stemmons Sub-District (an expansion area to facilitate the redevelopment of the Dallas Apparel Mart site). Two development agreements were also approved: 1) an agreement with Market Center Land, L.P., (“MCL”), an affiliate of Crow Holdings for the Apparel Mart Redevelopment Masterplan and 2) an agreement with Dallas Proton Treatment Center, LLC working in conjunction with MCL on a Phase I Dallas Proton Treatment Center (DPTC) project for a TIF funding dedication up to $7,025,000. The multi-phased MCL master plan proposes medical/office, a hotel, residential, and mixed uses for the site bordered by Stemmons Freeway, Medical District Drive, Market Center Boulevard, and the Trinity Railway Express. Preliminary estimates for the additional development at buildout could be in the range of $300-400 million in new value. The DPTC is an initial catalyst project that will complete infrastructure improvements that will also facilitate future phases of development. Staff continued to work with PM Realty Group and the North Central Texas Council of Governments (NCTCOG) during the construction phase of the “Edison/Hi Line/Stemmons/Rail Transit Underpass Connection” project selected for funding by the North Central Texas Council of Governments (NCTCOG) in 2010. Initial projects within the District completed, under construction or in the development stage are shown in the table below. During FY 2013, staff has discussions with several development groups on other prospective projects in the district.

Turtle Creek Median Project Improvements

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Design District TIF District Projects1 Projects Within TIF District Utilizing TIF Funding Project

Location

1525 Turtle Creek at the District (now Bell Design District)

1500 Block of Turtle Creek Blvd. at Oak Lawn Ave.

Dallas Proton Treatment Center (7)

2300 N. Stemmons Fwy.

Calendar Year Complete

Approx. Value3

TIF Investment4

Status

Units/ SF

2010

Complete

214 residential units

$32,004,970

$4,402,000*

2015

Approved

115,000 square feet medical office (cancer treatment facility)

$29,000,000

$7,025,000

$61,004,970

$11,427,000

Subtotal

214 units; 115,000 square feet medical office

Projects Within TIF District Not Utilizing TIF Funding5 Project

Location

International on Turtle Creek

150 Turtle Creek Blvd.

Trinity Lofts & Work/Live Showrooms

Calendar Year Complete

Approx. Value

TIF Investment

Status

Units/ SF

2006

Complete

157,640 square feet showroom & retail space

$12,567,880

1403 Slocum St. & 1430 Dragon St.

2007

Complete

~92 units & 28,063 square feet showroom (164,030 square feet total)

$16,432,670

Alta Design District

1531 Inspiration Dr.

2009

Complete

309 residential units

$39,534,640

Alexan Design District (now Camden Design District)

1551 Oak Lawn Ave.

2009

Complete

355 residential units

$44,653,450

Green Zone, arts venue

161 Riveredge Dr.

2008

Complete

2,520 square feet performance space

$500,000

Dallas 6 Contemporary

161 Glass St.

2010

Complete

6,000 square feet office space & 11,000 square feet gallery space for Center; & 22,000 square feet office/retail for tenants

$2,583,670

1400 Hi Line

1400 Hi Line Dr.

2012

Complete

314 residential units; 29,000 square feet retail

$62,800,000

Avant Apartments

1955 Market Center Blvd.

2013

Complete phased opening

301 residential units

$34,978,458

Exhibit A - Design District TIF District

Renaissance Hotel Conference Center expansion

2014

FY 2012-2013 Annual Report

Under const.

30,000 square feet meeting space

Subtotal

1,371 units; 214,703 square feet retail/showroom; 13,520 square feet gallery/arts venue; 28,000 square feet office; 30,000 square feet hotel space

$10,000,000

$224,050,768

Projects Utilizing and Not Utilizing TIF Funding Total

1,371 residential units; 214,703 square feet retail/showroom; 13,520 square feet gallery/arts; 143,000 square feet office; 30,000 square feet hotel space

$285,055,738

$11,427,000

All information updated as of September 30, 2013. Based upon either the TIF application or required minimum stated in the development agreement. May be updated for completed projects based on actual unit mix and square footage. 3 Based upon 1) market value of comparable projects for anticipated projects, 2) private investment stated in the development agreement for projects that are approved or under construction, or 3) DCAD market value for completed projects (unless project has not yet been assessed). Values may not be fully captured by the TIF District for redevelopment projects once pre-existing value and/or the demolition of structures is netted out. 4 Principal amount not to be exceeded per the development agreement. TBD indicates that development agreement has not yet been adopted. Asterisk indicates investment also includes interest not shown. 5 Selected significant projects included. 6 Tax-exempt property. Amount shown is approximate investment in improvements. 7 The value of the Dallas Proton Treatment Center is an estimate of DCAD real property value at building completion; however, investment in the facility is anticipated to be much larger including $90 million business personal property. 2

The City and community partners have District-wide initiatives have been ongoing. The Trinity Strand Trail (formerly known as the Old Trinity Trail) Master Plan improvements are an integral part of attracting new mixed-use development in the Trinity River corridor and creating a vibrant neighborhood with recreational opportunities in the Design District area. A total of over $12 million has been raised to date including the value of land donations. Two trailheads are now complete at Hi Line Drive (by the river channel) in 2009 and the Turtle Creek Plaza and trailhead along Turtle Creek Boulevard between Market Center and Irving Boulevards in 2010. Construction began this year for the Phase 1 concrete trail (main/spine trail) approximately 2 miles to run along the old Trinity River from Stemmons Freeway to Medical District Drive. In addition, as discussed above, TIF funds have been approved for the design of a soft surface trail that would parallel the Phase I

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

concrete trail on the opposite banks. The design phase was in progress this year with schematic design completed and preliminary work towards construction drawings.

Phase I concrete trail under construction

Completed trail head at Hi Line Drive

The Hi-Line Drive pedestrian improvement project is now complete. The project was funded through the North Central Texas Council of Governments (NCTCOG)’s Regional Transportation Council’s 2006 Sustainable Development Program. The improvements were constructed concurrently with TIF public improvements as part of the “1525 Turtle Creek at the District” project. In June 2010, funding was approved in the amount of $1,445,615 for the “Edison/Hi Line/Stemmons/Rail Transit Underpass Connection” project as part of the 2009 North Central Texas Council of Governments (NCTCOG) Sustainable Development (SD) Call for Projects. PM Realty Group is the private sponsor with a mixed use development planned at 1400 Hi Line Drive. During FY 13 staff continued to coordinate with the NCTCOG and PM Realty Group during the construction phase which was completed this year. The project is now in the close out reporting process. As part of the awarded funding, PM Realty Group is being reimbursed 80% of the cost of the improvements and provided 20% as a private local match. The public infrastructure improvements included pedestrian and crosswalk improvements along Edison Street between Stemmons Freeway and Hi Line Drive, along southbound Stemmons frontage road and improvements to the underpass of Hi Line Drive under Stemmons Freeway. These improvements build on the 2006 SD Hi Line Drive improvements to create a stronger connection to the Victory DART Light Rail and TRE train stations and further enhance the gateway from downtown/Victory into the Design District.

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

District Initiatives Activity

Scope

Status

Investment

Source

Trinity Strand Trail Master Plan. Public/private partnership including the nonprofit Friends of the Trinity Strand Trail.

To create a fully assessable hike, bike, and jogging trail system along the course of the Trinity River as it winds north of downtown. Approximately 7.8 miles. Total cost estimated at $26 million. The initial phase will connect Stemmons Freeway to the Main Stem of the Trinity River. Two trailheads have been completed â&#x20AC;&#x201C; Turtle Creek Plaza and at Hi Line Dr. & river channel

Underway. The Master Plan for Trinity Strand Trail was adopted in December 2004 by the Dallas' Park & Recreation Board. City bond funds are committed and private fundraising continues.

$1 million for design and match for federal funds.

2003 Bond Program

$2.5 million for trail development

2006 Bond Program

$3.67 million for trail design & construction

2012 Bond Program

$4,536,039 (required local match $1,134,010 part of City bond funds)

NCTCOG funds â&#x20AC;&#x201C; Regional Toll Revenue (RTR) initiative

$805,000 additional funds raised. Land donations valued at $4.2 million will benefit and assist with linkage of the Trinity Strand and Katy Trails

Individuals and foundations, including Eugene McDermott & Hoblitzelle Foundations

Trinity Strand Trail Master Plan continued

Construction began in 2013 for 2 miles of concrete trail. The trailhead at Turtle Creek Plaza was in May 2010. The Hi Line trail head was completed summer 2009. 2012 bond funds allocated are for design and construction of a trail segment between IH35/Oak Lawn and Inwood Road.

TIF funding for the design of a soft surface trail to parallel the Ph I concrete trail was approved in FY 12 and the design is in progress. Turtle Creek Boulevard Public Improvements

Design and construction of street paving, storm drainage, water and wastewater improvements on Turtle Creek Blvd. from Market Center Blvd. to Levee St.

Completed in fall 2009.

TIF funds TIF funding up to $400,000 from district wide improvement funds.

$3,587,746

2003 Bond Funds & Water Utilities Capital Funds

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Regional Transportation Council (RTC) Sustainable Development Program â&#x20AC;&#x201C; Design District TIF Walking/Bike Improvements

Pedestrian improvements will be constructed along Hi-Line Dr. between Stemmons Frwy. & the Trinity Meanders

Regional Transportation Council (RTC) 2009-10 Sustainable Development Program â&#x20AC;&#x201C; Edison/Hi Line/ Stemmons/Rail Transit Underpass Connection

Pedestrian improvements along Edison St. between Stemmons Frwy. and Hi Line Dr. and along Stemmons frontage and Hi Line passing under Stemmons Freeway toward the Victory DART Light Rail & TRE stations.

Trinity River Corridor Project

Multi-faceted project involving transportation, flood protection, and recreational improvements.

Complete: Margaret Hunt Hill Bridge

Several projects are adjacent or close to the TIF district (shown on the right)

Complete. Funding approved by the RTC in 2006. Interlocal Agreement approved by City Council, June 2008. Design completed September 2008. Improvements completed summer 2009

$1,037,236 total includes: $829,789 $207,447

RTC funds TIF funds

Project was selected by the RTC in June 2010.

$1,438,829 total includes: $1,151,063 $287,766

RTC funds Private local match

Construction has been completed in 2013.

$120 million

Multiple funding sources incl. private

$42 million

TXDOT

Riverfront Blvd improv. (2014-16)

$42 million

City/County/NCTCOG

Continental Bridge pedestrian/bike(2014)

$10.6 million

City/private

Underway: Sylvan Bridge (2014)

Stemmons Freeway Underpass pedestrian improvements completed as part of the 2009 NCTCOG Sustainable Development project in partnership with PM Realty Group. 10

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

TIF District Development Project Map

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Value and Increment Summary The Design District TIF District’s assessed 2013 taxable value was $363,037,801 for the original boundary area. This represents an increase of $221,185,739 or 156% over the base year (2005) value and an increase of 18% over last year’s final value. The estimated 2013 taxable base value for the expanded boundary area in the Design District Sub-District includes $52,097,753 which combined with the 2005 original boundary area would have an adjusted taxable base value of approximately $193,949,815 for the Design District Sub-District. For the new Market Center/Stemmons Sub-District, the estimated 2013 taxable base value is $85,835,470. The 2013 taxable base value may be revised when final 2013 figures are available and pending any litigation or tax roll corrections. Increment collection for the expanded boundary would not begin until 2014 tax year. The TIF District anticipates collecting approximately $1,882,302 in incremental tax revenue for tax year 2013. The positive increase in the District's tax base can be attributed on an approximate percentage basis to new construction (85% of the increase), property transactions (2%), and appreciating property values (13%) in the District.

Objectives, Programs, and Success Indicators The final Design District Project Plan and Reinvestment Zone Financing Plan was adopted in April 2006 and amended in June 2013. Among the goals of the Plan are: •

To create additional taxable value attributed to new private investment in projects in the Design District TIF District totaling approximately $1 billion. $285 million in new investment is completed, underway or planned (28% of the goal)

•

To attract new private development in the District totaling approximately 1.4 million square feet of retail/showroom/gallery space, 500,000 square feet of office space, 550 hotel rooms, and 4,500 new residential units. Approximately 1,371 apartments, 214,703 square feet of new or upgraded retail/showroom space, 13,520 square feet of gallery/arts space, and 28,000 square feet of office space have been completed. A 30,000 square foot hotel conference center is under construction and an 115,000 square foot cancer treatment facility/medical office is planned. (30% of the residential, 16% of the retail, and 29% of the office goal.)

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

1400 Hi Line development

•

To reach ridership at the future DART Market Center light rail station averaging 2,500 riders per weekday by 2017. This portion of the DART Green Line has been completed and the Market Center light rail opened in December 2010. Average daily ridership was 461 as of the September 2013 reporting period.

Market Center DART Station

•

To improve the access and connections to the DART light rail system within the Design District TIF District. Streetscape and open space improvements constructed as part of the approved “1525 Turtle Creek at the District’ project have provided more pedestrian accessibility in the northern gateway of the District. Improvements completed this year near Edison Street and Hi Line Drive connecting through the underpass at Stemmons Freeway will provide improved access from the District to the Victory DART Light Rail and TRE Stations. The expansion of the TIF district boundary this year may facilitate future opportunities to connect to multiple stations.

Exhibit A - Design District TIF District

•

FY 2012-2013 Annual Report

To support the conversion of the Design District area from industrial and warehousing land uses to a mixed-use, transit oriented neighborhood that complements the Victory development and the Trinity River Project. Mixed-use projects like the completed Trinity Lofts and others in the planning stages show positive movement for the District. The Trinity Lofts project was a mixture of new construction and conversion – the site previously had an 88,000 square foot warehouse/office and was redeveloped into 164,030 square feet of residential and showroom space. For other projects in the district approximately 219,676 square feet of space was demolished for new residential construction/showroom upgrade and 196,640 square feet of space converted into upgraded showrooms or new retail, gallery and office uses. Some former showroom buildings have been repurposed for new uses including the Accession Coffee House shown below:

•

To increase recreational opportunities, public open space and improve connections to the City of Dallas trails and open space system, including the Trinity Strand Trail, in the District. The Master Plan for the Trinity Strand Trail has been adopted and initial funding of over $12 million for design and trail development has been secured. Two trailheads are now completed at Turtle Creek Plaza along Turtle Creek Boulevard between Market Center and Irving Boulevards and at the western end of Hi Line Drive (by the river channel). Construction of Phase I of the trail from Stemmons Freeway to Medical District Drive began in 2013. The design project for a soft surface trail to parallel the Phase I concrete trail was in progress in 2013. A civic plaza at Oak Lawn Avenue and Hi Line Drive has also been completed as part of the “1525 Turtle Creek at the District” project.

Exhibit A - Design District TIF District

•

FY 2012-2013 Annual Report

To generate approximately $76.9 million (net present value) in increment over 20 years of collections. The District’s 2013 total taxable value of $363,037,801 based on the original boundary area. The original target increment collection was $34.8 million and the current value is approximately 17% ahead of the original projection of $310,685,613. The revised budget figure of $76.9 million was approved in a 2013 plan amendment and growth in the expanded areas will begin tracking in 2014. Current projections show total collections completed by 2027.

Year-End Summary of Meetings The Design District TIF District Board of Directors met six times during the fiscal year from October 1, 2012 to September 30, 2013. The Board approved and forwarded five items to City Council. The Board, based on amended composition, can consist of up to seven members, including six City of Dallas appointees and one Dallas County appointee. During FY 2013 the Board members were (FY 2013 Board meetings attended): Mike Morgan – City Representative, Chair (5 of 6 meetings), Pat Priest, City Representative, Vice-Chair (6 of 6 meetings), William Mundinger – City Representative (1 meeting, resigned January 2013), Eric Overton – City Representative (5of 6 meetings), Heather Douglass – City Representative (6 of 6 meetings), Dustin Gadberry – City Representative (5 of 6 meetings, appointed February 2013), Joseph O’Brien – City Representative (4 of 6 meetings, appointed February 2013) and Rick Loessberg – Dallas County Representative (3 of 6 meetings). During the fiscal year, the City Council approved twelve items associated with the Design District TIF District:

On January 23, 2013, the City Council held a public hearing and passed Ordinance Number 28909 authorizing an amendment to the City of Dallas Thoroughfare Plan to change the dimensional classification of Wycliff Avenue from Stemmons Freeway to Market Center Boulevard from a six lane divided (S-6-D) roadway within 107 feet of right-of-way to a four lane undivided (S-4-U) roadway within 60 feet of right-of-way; and at the close of the hearing, authorize an ordinance implementing the change. This may be of interest with the expanded TIF boundary.

On February 27, 2013, the City Council passed Resolution Number 13-0391 accepting the FY 2012 Annual Report on the status of the Design District TIF District and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and the State Comptroller, as required by state law.

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

On March 27, 2013, the City Council passed Resolution Number 13-0500 authorizing an agreement with South Forks Trinity River Mitigation Group 1, Ltd. (SFTRMG1) to provide wetlands mitigation credits to the City of Dallas, to satisfy the City’s mitigation obligation for the Trinity Strand Trail located from Farrington Street to Oak Lawn Avenue and Stemmons Freeway as required by the U.S. Army Corps of Engineers (USACE) - Not to exceed $58,888 - Financing: 2003 Bond Funds.

On May 22, 2013, the City Council passed Resolution Number 13-0813 authorizing a public hearing to be held on June 12, 2013 to receive comments on amendments to Tax Increment Financing Reinvestment Zone Number Eight (Design District TIF District) and the Project and Reinvestment Zone Financing Plans for the Design District TIF District to: (1) create two sub-districts within the Design District TIF District: (a) Design District Sub-district (original district boundary and additional property) and (b) Market Center/Stemmons Sub-district; (2) increase the geographic area of the Design District TIF District to create the Market Center/Stemmons Subdistrict; (3) increase the geographic area of the Design District TIF District to include certain properties along Slocum Street, Dragon Street, and Riverfront Boulevard in the Design District Sub-District (along with the original boundary area); (4) increase the Design District TIF District’s total budget from $34,825,000 NPV (approximately $63,736,506 total dollars) to $76,976,666 NPV (approximately $132,433,370 total dollars); (5) authorize an amendment to the participation agreement with Dallas County as a component of this budget increase; (6) recognize the adopted Design District Grant Program in the Plan and make modifications as needed; (7) remove the restriction in the TIF Project Plan for costs associated with structured parking; (8) restructure the TIF budget to consolidate and broaden categories of eligible project costs into the Design District Sub-District (original boundary area plus additional property); a new category for the Market Center/Stemmons Sub-District; and retain the Old Trinity Trail and Administration and Implementation categories; and (9) make corresponding modifications to the Design District TIF District boundary, budget and Project and Reinvestment Zone Financing Plans; and at the close of the hearing, consideration of an ordinance amending Ordinance No. 26021, previously approved on June 8, 2005; as amended, and Ordinance No. 26303, previously approved on April 12, 2006 to reflect these amendments.

On June 12, 2013, the City Council passed Resolution Number 13-0949 authorizing a Multiple Use Agreement with the Texas Department of Transportation (TXDOT) to cross underneath the IH-35E right-of-way to construct and maintain the Edison/Hi Line Sustainable Development Infrastructure Project.

On June 12, 2013, the City Council held a public hearing and passed Ordinance Number 29037 authorizing amendments to Tax Increment Financing Reinvestment Zone Number Eight (Design District TIF District) and the Project and Reinvestment Zone Financing Plans for the Design District TIF District to: (1) create two subdistricts within the Design District TIF District: (a) Design District Sub-district (original district boundary and additional property) and (b) Market Center/Stemmons Subdistrict; (2) increase the geographic area of the Design District TIF District to create 16

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

the Market Center/Stemmons Sub-district; (3) increase the geographic area of the Design District TIF District to include certain properties along Slocum Street, Dragon Street, and Riverfront Boulevard in the Design District Sub-District (along with the original boundary area); (4) increase the Design District TIF District’s total budget from $34,825,000 NPV (approximately $63,736,506 total dollars) to $76,976,666 NPV (approximately $132,433,370 total dollars); (5) authorize an amendment to the participation agreement with Dallas County as a component of this budget increase; (6) recognize the adopted Design District Grant Program in the Plan and make modifications as needed; (7) remove the restriction in the TIF Project Plan for costs associated with structured parking; (8) restructure the TIF budget to consolidate and broaden categories of eligible project costs into the Design District Sub-District (original boundary area plus additional property); a new category for the Market Center/Stemmons Sub-District; and retain the Old Trinity Trail and Administration and Implementation categories; and (9) make corresponding modifications to the Design District TIF District boundary, budget and Project and Reinvestment Zone Financing Plans and An ordinance amending Ordinance No. 26021, previously approved on June 8, 2005; as amended, and Ordinance No. 26303, previously approved on April 12, 2006, to reflect these amendments.

On June 19, 2013, the City Council passed Resolution Number 13-1037 authorizing an amendment to the City of Dallas Design District Grant Program (Grant Program), previously approved on August 9, 2006, by Resolution No. 06-2072 to: (1) clarify eligible uses including a provision for affordable housing; (2) receive and deposit funds in the amount of $524,600 from Alta Block 1500, LLC, pursuant to Resolution No. 06-2072 for affordable housing to be used in accordance with the Grant Program; and (3) an increase in appropriations in the amount of $524,600 Financing: Design District TIF District Funds.

On September 11, 2013, the City Council passed Resolution Number 13-1592 authorizing a development agreement with Market Center Land, L.P. related to a master plan for redevelopment of the former Dallas Apparel Mart site bordered by Stemmons Freeway, Medical District Drive, Market Center Boulevard, and Trinity Railway Express.

On September 11, 2013, the City Council passed Resolution Number 13-1593 authorizing a development agreement with Dallas Proton Treatment Center, LLC to reimburse eligible project costs related to the Dallas Proton Treatment Center development current address of 2300 North Stemmons Freeway in an amount not to exceed $7,025,000 from revenues accruing to Tax Increment Financing Reinvestment Zone Number Eight (Design District TIF District) - Not to exceed $7,025,000 - Financing: Design District TIF District Funds.

On September 11, 2013, the City Council passed Resolution Number 13-1594 declaring the intent of Tax Increment Financing District Reinvestment Zone Number Eight (Design District TIF District) to reimburse Dallas Proton Treatment Center, LLC

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

up to $7,025,000, for TIF-eligible project costs pursuant to the development agreement with Dallas Proton Treatment Center, LLC. Â&#x192;

On September 11, 2013, the City Council passed Resolution Number 13-1569 authorizing a decrease in the contract with RoeschCo Construction, Inc. to change originally designed boardwalks to retaining walls at Stage I of the Trinity Strand Trail from Farrington Street to Turtle Creek Plaza (near Turtle Creek Boulevard and Market Center Drive) - Not to exceed ($195,859), from $5,426,114 to $5,230,255 Financing: North Central Texas Council of Governments Grant Funds.

Â&#x192;

On September 11, 2013, the City Council held a public hearing and passed Ordinance Number 29127 granting the expansion of Subdistrict 1 of Planned Development District No. 621, the Old Trinity and Design District Special Purpose District, on property zoned an IR Industrial Research District on the west side of Market Center Boulevard, north of Turtle Creek Boulevard Recommendation of Staff and CPC: Approval, subject to conditions Z123-204(MW) Note: This item was considered by the City Council at public hearings on August 14, 2013 and August 28, 2013, and was taken under advisement until September 11, 2013, with the public hearing open. CPC recommendation followed.

Conceptual master plan for the redevelopment of the former Dallas Apparel Mart site. 18

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Pending TIF Items Â&#x192;

Consideration of the FY 2013 TIF District Annual Report and a recommendation to the City Council for approval.

Budget and Spending Status Each TIF District establishes a budget for the public improvement expenditures necessary to support private investment in the district in the Project Plan and Reinvestment Zone Financing Plan. The current TIF District budget, as amended in 2013 is shown below:

Design District TIF District Projected Increment Revenues to Retire TIF Fund Obligations TIF Budget1

Allocated2

Balance

$87,485,550

$4,725,002*

$82,760,548

$33,234,578

$7,025,000

$26,209,578

Trinity Strand Trail

$7,320,776

$400,000

$6,920,776

Administration and implementation3

$4,392,466

$240,439

$4,152,027

$132,433,370

$12,390,441*

$120,042,929

Category Design District Sub-District: Paving & Streetscape Wayfinding & District Signage Water, Wastewater & Storm Open Spaces, Plazas, Portals, Civic Environmental Remediation & Demolition Utility Burial Economic Development Grants Market Center/Stemmons Sub-District: Paving & Streetscape Wayfinding & District Signage Water, Wastewater & Storm Open Spaces, Plazas, Portals, Civic Environmental Remediation & Demolition Utility Burial Economic Development Grants

Total Project Costs 1

Budget shown above in current dollars; TIF Project Plan shows the budget in net present value. Allocated amount includes $222,896 in interest accrued as of FY 2013 (September 30, 2013). 3 TIF administration costs shown are expended or committed through FY 2013. 2

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Design District TIF District Project Plan Budget Category Design District Sub-District: Paving & Streetscape Wayfinding & District Signage Water, Wastewater & Storm Open Spaces, Plazas, Portals, Civic Environmental Remediation & Demolition Utility Burial Economic Development Grants Market Center/Stemmons Sub-District: Paving & Streetscape Wayfinding & District Signage Water, Wastewater & Storm Open Spaces, Plazas, Portals, Civic Environmental Remediation & Demolition Utility Burial Economic Development Grants

TIF NPV Budget*

$47,487,686

$23,088,979

Trinity Strand Trail

$4,000,000

Administration and Implementation

$2,400,000 $76,976,666

Total

* As approved in the Project Plan and Reinvestment Zone Financing Plan.

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Design District TIF M/WBE Participation Project Phase I – 1525 Turtle Creek Project development site public improvements Phase II & III – 1525 Turtle Creek Project district-wide improvements Turtle Creek Median Project Trinity Strand Trail Soft Surface Design Project (in progress)

Contractor

Total Contract Award Amount

Percentage Minority Participation

Spoor Electric & KDA Landscapes

$1,108,021

44.4%

John Burns Construction Company of Texas & Metheny Landscape Development

$3,473,759

30.2%

focusEGD & ArtOGrafx

$100,105

48.5%

Bowman-Melton, Integrated Environmental Solutions & Di Sciullo-Terry Stanton & Associates

$387,495

35.3%

$5,069,380

$1,666,599 (32.9%)

Total

FY 2014 Work Program The FY 2014 work program includes:

Continue coordination efforts for implementation of the Dallas Proton Treatment Center project and other potential development projects. Continue working with Friends of the Trinity Strand Trail and the City’s Park Department on the Soft Surface Design Project and other improvements to the Trinity Strand Trail and open space system in the District. Attracting $40 million in taxable value, including new development. Continue staff support for project close out of the “Edison/Hi Line/Stemmons/Rail Transit Underpass Connection” North Central Texas Council of Governments (NCTCOG) project. Investigate additional sources of funding for the District.

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Appendix A â&#x20AC;&#x201C; Financials City of Dallas, Texas Design District Tax Increment Financing District Fund Reinvestment Zone Number Eight As of September 30, 2013

Chapter 311.016 of V.C.T.A. requires the following information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements.

Amount and source of revenue in the tax increment fund established for the zone:

$1,828 Interest Income $1,411,526 Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll) $524,600 Affordable Housing Buyout $1,937,954

Total Revenue

Amount and purpose of expenditures from the fund:

$54,321 Administrative Expense $0 Non-Capital outlay $1,478,318 Capital outlay * $33,566 Interest and fiscal charges $1,566,205

Total Expenditures

* These expenditures were incurred for the following projects: 1525 Turtle Creek Public Imp. Reimbursement

$1,076,629

Turtle Creek Median Public Imp.

$100,105

Trinity Strand Trail Soft Surface Design

$301,584

Total Capital Outlay

$1,478,318

Amount of Principal and Interest due-on outstanding indebtedness: a. Design District TIF District has incurred no bonded indebtedness as of September 30, 2013.

b. The Zone entered into a development agreement with Alta Block 1500, LLC for the development of the "1525 Turtle Creek at the District" project in the TIF in an amount not to exceed $4,402,000 plus a grant in lieu of interest on certain public improvements. The developer is expected to be fully reimbursed in fiscal year 2014.

c. The Zone entered into a development agreement with Dallas Proton Treatment Center, LLC for the development of the Dallas Proton Treatment Center in an amount not to exceed $7,025,000 to begin reimbursement upon completion

Amount of Principal and Interest due-on outstanding indebtedness: a. The zone did not have any bonded indebtedness at fiscal year end.

b. Amount of Principal and Interest due on outstanding indebtedness as of September 30, 2013 is as follows:

Project 1525 Turtle Creek Project Total

Advance

Accrued

Less

Total (P & I)

Principal

Interest

Payments

Outstanding

$4,402,000

$222,896

$4,187,204

$437,692

$4,402,000

$222,896

$4,187,204

$437,692

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

Tax increment base and current captured appraised value retained by the zone:

Taxing Jurisdiction

Taxable

Base Year

Est. Captured

Value 2013 *

2005 Value

Value 2013**

City of Dallas

$363,037,801

$141,852,062

$221,185,739

Dallas County

$363,037,801

$141,852,062

$221,185,739

* 2013 taxable value shown for participating taxing jurisdictions. County values are approximate and will vary slightly from the City value due to different exemption levels. ** Based on Certified Taxable Values. Final values will be determined on February 01, 2014. The boundary of the district was expanded in 2013 and the added property will have a 2013 base year and those estimated values are not reflected above. Any increment collection in the expanded area will not begin until tax year 2014 (FY 2015).

A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions: Amount of

Taxing Jurisdiction

Assessment

Estimated 2013

Per $100***

Increment****

City of Dallas

0.71730

$1,586,565

Dallas County

0.13371

$295,736

$0.85101

$1,882,302

Total for all Jurisdictions

***Participation rates for City of Dallas and Dallas County are 90% and 55% respectively for tax years 2008 - 2023. ****The District began collecting increment in 2009.

B. The total amount of estimated tax increment to be billed for the 2013 tax year is $1,882,302. For the 2012 tax year, increment in the amount of $1,411,526 was received.

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

City of Dallas, Texas Design District Tax Increment Financing District Fund Balance Sheet as of September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

2012

2013

2011

2010

2009

Assets: Pooled cash and cash equivalents

$1,123,406

$740,193

$536,367

$1,602,028

$655,790

$947

$1,276

$1,697

$8,367

$3,556

$1,124,353

$741,468

$538,064

$1,610,395

$659,346

Interest receivable Total assets Liabilities and Fund Balance (Deficit): Liabilities: Accounts and contracts payable

$1,281,016

Advances from developers

Accrued interest

$11,135

$35,163

$11,135

$1,281,016

$35,163

Fund Balance (Deficit)

$1,113,217

$741,468

$538,064

$329,379

$624,183

Total Liabilities and Fund Equity

$1,124,353

$741,468

$538,064

$1,610,395

$659,346

Due to general fund Total liabilities Fund Balance (Deficit):

Design District Tax Increment Financing District Fund Statement of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

ITD

2013

2012

2011

2010

2009

$4,551,872

$1,191,274

$950,774

$983,504

$859,988

$566,332

$835,263

$220,252

$180,059

$181,758

$145,896

$107,297

$32,718

$4,961

$3,812

$5,402

$13,476

$5,067

$524,600

Revenues: Tax increment-Governmental Tax increment-Intergovernmental Interest income Affordable Housing Buyout Net increase (decrease) in fair value of investments Total revenues

($1,727)

($3,133)

($96)

($2,099)

($2,306)

$0 $5,907

$5,942,726

$1,937,954

$1,134,550

$1,168,565

$1,017,054

$684,603

$240,439

$54,321

$50,483

$44,373

$30,841

$25,257

$175

$4,365,998

$1,478,318

$808,297

$840,962

$1,238,421

$222,896

$33,566

$72,365

$74,370

$42,595

$4,829,508

$1,566,205

$931,145

$959,880

$1,311,858

$25,257

$1,113,217

$371,749

$203,404

$208,685

($294,804)

$659,346

$741,468

$538,064

$329,379

$624,183

($35,163)

$1,113,217

$741,468

$538,064

$329,379

$624,183

Expenditures: Administrative expenses Non-Capital Outlay Capital outlay Interest and fiscal charges Total expenditures Excess (Deficiency) of Revenues over Expenditures Fund balance (Deficit) at beginning of year as previously reported Fund balance (deficit) at end of year

Exhibit A - Design District TIF District

FY 2012-2013 Annual Report

City of Dallas, Texas Design District Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 1.

The TIF's cash balances are invested in the Cityâ&#x20AC;&#x2122;s investment pool and include amounts in demand deposits as well as short-term investments. Pooled investments and short-term nonpooled investments are treated as cash equivalents. Investment income on the pooled investments is prorated monthly based upon the average daily cash balance in each fund.

The Zone's Financial Plan permits expenditures not to exceed $4,392,466 (in current $) over the life of the TIF to reimburse the City for administrative costs. The Zone began reimbursing the general fund in fiscal year 2009-10. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values.

5. All project costs resulting in capital improvements that are owned by the City are capitalized by the City.

AGENDA ITEM # 17 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

26 P T and U ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Nine, (Vickery Meadow TIF District), submitted by the Vickery Meadow TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as the State Comptroller of Texas. The City Council approved Ordinance No. 25964 on April 27, 2005, establishing Tax Increment Financing Reinvestment Zone Number Nine (Vickery Meadow TIF District). On December 14, 2005, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 26181. The Vickery Meadow TIF Districtâ&#x20AC;&#x2122;s 2013 assessed taxable value was $352,072,010. This represents an increase of $190,801,690 (118.3%) over the 2005 base year value and an increase of $16,682,440 (5.0%) over the taxable value for 2012. The increase over the previous yearâ&#x20AC;&#x2122;s taxable value is largely attributed to appreciation of property that encompasses The Shops at Park Lane ($13,757,380). With the participation of the City and Dallas County, the increase over the base year value will result in the collection of approximately $1,471,663 in total incremental revenue for the District.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On April 27, 2005, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Nine, the Vickery Meadow TIF District, by Ordinance No. 25964, as amended. On December 14, 2005, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Vickery Meadow TIF District by Ordinance No. 26181. On January 23, 2014, the Vickery Meadow TIF Board of Directors recommended the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Nine, (Vickery Meadow TIF District or District) and established a Board of Directors for the District to promote development or redevelopment in the Vickery Meadow area pursuant to Ordinance No. 25964, authorized by the City Council on April 27, 2005, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on December 14, 2005, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Vickery Meadow TIF District by Ordinance No. 26181; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded to the State Comptroller; and WHEREAS, on January 23, 2014, the Vickery Meadow TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Nine and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Nine, (Vickery Meadow TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Nine, to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District; and the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Vickery Meadow TIF District FY 2013 Annual Report

Image provided by Northwood Retail, LLC

Office of Economic Development 1500 Marilla Street, 2CN Dallas, Texas 75201 (214) 670-4551 http://www.dallas-ecodev.org

October 1, 2012 to September 30, 2013

Exhibit A

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Reinvestment Zone Number Nine Vickery Meadow Tax Increment Financing District

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Table of Contents Mission Statement ........................................................................................................... 4

District Accomplishments ................................................................................................ 4

Past, Current and Anticipated Projects............................................................................ 8

TIF District Development Project Map ........................................................................... 10

Value and Increment Summary ..................................................................................... 11

Objectives, Programs, and Success Indicators ............................................................. 11

Year-End Summary of Meetings ................................................................................... 13

Pending TIF Items ......................................................................................................... 14

Budget and Spending Status......................................................................................... 15

FY 2013 Work Program................................................................................................. 17

Appendix A â&#x20AC;&#x201C; Financials ................................................................................................ 18

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Mission Statement The mission of the Vickery Meadow TIF District is to provide a source of funding to enhance private investment in the real estate market for the Vickery Meadow TIF District area. The Vickery Meadow Tax Increment Financing (TIF) District represents the outgrowth of the City of Dallas’ effort to provide a model for redeveloping functionally and structurally obsolete commercial and rental residential areas within a district to take full advantage of the DART light rail system, promote transit oriented development and implement context sensitive urban design standards. The Dallas City Council established the Vickery Meadow TIF District by Ordinance Number 25964 on April 27, 2005. The Vickery Meadow TIF District took effect on January 1, 2006, and will terminate on December 31, 2027, (including collection of the 2027 increment in calendar year 2028 and any related matters to be concluded in 2028) or when the budget of $33.4 million (2006 dollars) has been collected. The City of Dallas and Dallas County are the two participating jurisdictions. The City’s participation is 80%, and the County’s participation is 55% of taxes generated by the properties within the district by the respective taxing jurisdictions.

District Accomplishments The District was established to facilitate the creation of a catalyst mixed-use development on N. Central Expressway and Park Lane (The Shops at Park Lane) and stimulate redevelopment activities within the District’s remaining areas, including the area generally known as “Five Points” (located at the intersection Park Lane, Fair Oaks Avenue and Ridgecrest Road). Bowl & Barrel, Dental Lofts, Hair Fairies, Koslow’s Furs, Rare, St. Bernard Sports and Vein Clinics opened a store or a location within The Shops at Park Lane during FY 2013. These openings have helped the mall achieve the following lease rates: •

Retail space – 85% leased

•

Office space – 95% leased

•

Resident space – 95% Leased

The sales activity for The Shops at Park Lane’s collection of retail stores continues to be strong as most experienced sales increases that are 10-20% higher than their national sales averages.

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Bowl & Barrel

FY 2013 brought an end to the mall’s $4 million capital improvements project that Northwood Retail, LLC began in FY 2011. The completed project features the following components: •

Architectural and signage improvements that include the installation of a digital LED advertising/message board on the exterior façade of the parking garage that faces North Central Expressway

•

The addition of an escalator that connects the street level retail shops to those that are on the plaza level

•

Wayfinding and branding signage that will help visitors’ navigate through the mixed-use development

The digital LED advertising/message board that was installed on the parking garage that faces North Central Expressway during the recently completed capital improvements project at the Shops of Park Lane

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Northwood Retail, LLC also received the City’s approval to proceed with the construction of its Block A mixed-used development. The project’s anticipated build-out includes 37,924 square feet of retail space; 123,785 square feet of office space; and 176 parking spaces (100 underground and 76 surface parking). Its construction is scheduled to commence in January 2014 thus making it the first component in the second phase of the Shops at Park Lane.

The conceptual site plan for Northwood Retail, LLC’s Block A mixed-used development

Conceptual rendering of Northwood Retail, LLC’s Block A mixed-used development 6

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Additionally, during the fiscal year City Council authorized the use of $445,000 in TIF funds as the required matching funds for the Cityâ&#x20AC;&#x2122;s HUD Sustainable Communities Grant to support the development of affordable housing in the Vickery Meadow TIF District. A library anchored mixed-used development was presented as the catalyst project.

Conceptual rendering of the Library mixed-used project

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Past, Current and Anticipated Projects Projects Within TIF District Utilizing TIF Funding1 Project

“The Shops at Park Lane” Phase I

Location

SE corner of Park Lane and Central Expwy.

Calendar Year Complete

Phase I 2009

Status

Units/ SF

Phase I construction is complete

Phase I – 325 apartment units; 629,000 square feet of retail space; 97,000 square feet of office space; and parking structures

Approx. Value³

TIF 4 Investment

2013 DCAD Value $205,438,000 $20,000,000* Private Investment Phase I – $441,000,000

“The Shops at Park Lane” Phase II

SE corner of Park Lane and Central Expwy.

Phase II TBD

Construction on the first component of Phase II (Block A) is scheduled to commence in January 2014. The anticipated start dates for the phase’s remaining components have not been determined.

Phase II – approximately 300 apartment units; approximately 71,000 square feet of retail space; approximately 750,000 square feet of office space; a 250 key full-service hotel; and parking structure

625 apartment units; 700,000 square feet of retail space; 857,000 square feet of office space and 250 hotel rooms;

Total

Anticipated Private Investment Value

TBD

Phase II – $309,000,000

$750,000,000

$20,000,000

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

District Initiatives Activity

Scope

Status

Regional Transportation Council (RTC) Sustainable Development Program – Park Lane Light Rail Station Pedestrian Overpass

Pedestrian improvements to extend a platform from the Park Lane LR Station to the south side of Park Lane, landscaping and other enhancements that also tie into the “Park Lane” mixed use project

Funding approved by the RTC on April 13, 2006. Dallas Area Rapid Transit is the public sector sponsor for the project. Project eligible for funding in 2008; In 2009 Harvest Partners released the funding and will not construct the pedestrian over pass

The Texas Real Estate Council (TREC) of Dallas awarded a grant to be used to create a Planned Urban Design (Neighborhood Plan) for the Vickery Meadow Community

Organizational stages. James Harwick + Partners, Inc. architectural design firm was hired to complete the plan. The plan was completed in 2009 and was adopted by the VMID Executive Board January 15, 2010.

Vickery Meadow Improvement District (VMID) – TREC 2006 Community Grant

The Real Estate Council Foundation (TRECF), McCormack, Baron Salazar (MBS) – Economic Development Action Plans

The Real Estate Council Foundation and private donations provided financial support to engage McCormack Baron Salazar to develop action plans for economic development in three City Council designated areas:

Source

$1,500,000 total includes:

$1,200,000

RTC funds

$300,000

Private funds

$78,000 total Includes:

$50,000

TREC of Dallas

$28,000

VMID funds

$750,000 min Includes:

$275,000 The Development Action Plans by MBS were released in January 2011.

TRECF of Dallas MBS Investment

$275,000 Private Donations

1. Lancaster Corridor 2. South Dallas/Fair Park 3. Five Points in Vickery Meadow

$200,000

HUD Community Challenge Grant for Transit Oriented Development and Affordable Housing

The City of Dallas was awarded a $2.225 million Community Challenge Planning Grant from HUD on October 22, 2010. Grant funds are to be used for planning and land acquisition related to affordable housing and transit oriented development near 4 DART stations including the Park Lane Station.

City Council authorized a professional services contract with Fregonese Associates, Inc. for the related planning activities on December 14, 2011.

Matching funds for the City’s HUD Sustainable Communities Grant to support the development of affordable housing in the Vickery Meadow

Planning, preconstruction and design work related to a mixed-use development including a new Vickery Meadow branch library and affordable housing development

City Council authorized a professional services contract with DMA Development Company, LLC for the related activities on September 25, 2013

Investment

Grant Amount: $2,225,000 HUD Funds $950,000 for the Vickery Meadow TIF District requires a 20% Local Match for the Grant

TIF Funds

$299,000

HUD Funds

$445,000

TIF Funds

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

TIF District Development Project Map

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Value and Increment Summary The Vickery Meadow TIF District’s 2013 assessed taxable value was $352,072,010. This represents an increase of $190,801,690 (118.3%) over the 2005 base year value and an increase of $16,682,440 (5.0%) over the taxable value for 2012. The increase over the previous year’s taxable value is largely attributed to appreciation of property that encompasses The Shops at Park Lane ($13,757,380). With the participation of the City and Dallas County, the increase over the base year value will result in the collection of approximately $1,471,663 in total incremental revenue for the District.

Objectives, Programs and Success Indicators The Vickery Meadow Final Project Plan and Reinvestment Zone Financing Plan were approved on December 14, 2005. The plans’ development goals are provided below: •

Facilitate private development within the Vickery Meadow TIF District to stimulate and diversify the area’s economy, eliminate unemployment or underemployment, and develop or expand business, transportation, and commercial activity. Approximately $750 million in private investment is planned as part of full build-out of The Shops at Park Lane. The project is anticipated to create 2,600 new jobs.

•

Secure new private development consisting of at least 850,000 square feet of retail space, 200 hotel rooms, 625 residential units (rental and owner occupied), and 410,000 square feet of office space. As of FY 2013, The Shops at Park Lane development has constructed 325 apartment units (52.0% of goal), approximately 629,000 square feet of retail space (74.0% of goal), and 97,000 square feet of office space (23.7% of goal). Construction on the first component of Phase II (Block A) is scheduled to commence in January 2014. The phase’s anticipated build-out includes 300 apartment units, 750,000 square feet of office space and a 250 room fullservice hotel.

•

Focus on traffic improvements and the redevelopment of properties within the Five-Points area as increment funds accumulate and can be supplemented with non-TIF sources. Staff is currently working with the Vickery Meadow Public Improvement District (PID) and other stakeholders to address these issues.

Exhibit A - Vickery Meadow TIF District

•

FY 2013 Annual Report

Generate additional taxable value totaling approximately $322 million as a result of new private investment projects within the TIF District. The FY 2013 taxable value for The Shops at Park Lane was $205,438,000 (63.8% of goal).

•

Encourage the redevelopment of the “Park Lane” site and improve pedestrian connections between the existing DART Park Lane light rail station to increase density while providing enhanced urban design for the TIF District. The following progress has been made since the District’s creation: – Staff is working with DART and Northwood Investors to identify potential funding sources for the construction of a pedestrian platform that would extend from the DART Light Rail station to the south side of Park Lane. – Pedestrian connection improvements for the Park Lane Station and its surrounding vicinity were studied as part of the area’s planning activities that were funded by the HUD Challenge Grant.

•

Increase commuters’ use of the DART Park Lane light rail station from 2,183 passengers per weekday in 2007 to 3,500 passengers by 2012. During the fiscal year the Park Lane light rail station serviced approximately 2,736 riders per weekday. This represents an average increase of 512 riders (23.0%) above the approximate 2,224 riders that were serviced per weekday during FY 2012. Staff will continue to work with DART to increase the station’s daily ridership as well as monitor the progress of public improvements that are made within the station’s surrounding area.

•

Generate approximately $32.2 (total dollars) in increment over a 20 year period. The District’s assessed property value has increased 118.3% over its base value. This increase has generated approximately $5,813,501 in incremental revenue since the District’s creation (18.1% of the goal).

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Year-End Summary of Meetings Based on amended composition the Vickery Meadow TIF Board can consist of up to seven members, including six City of Dallas appointees and one from Dallas County. The board, which met twice during FY 2013 fiscal year, consisted of the following members: •

Gay W. Donnell – City Representative (attended 2 of 2 meetings)

•

Kevin Felder – City Representative (attended 1 of 2 meetings)

•

Michon Fulgham – City Representative (attended 2 of 2 meetings)

•

Raj Narayanan – City Representative (attended 0 of 2 meetings)

•

Beverly Tobian – City Representative (attended 1 of 1 meeting; resigned on September 18, 2013)

•

Rick Loessberg – Dallas County Representative (attended 2 of 2 meetings)

The Dallas City Council approved four items during the fiscal year related to the District. These items are summarized below: •

On February 27, 2013, the City Council approved Resolution Number 13-0392, accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Nine, (Vickery Meadow TIF District), submitted by the Vickery Meadow TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and the State Comptroller, as required by state law - Financing: No cost consideration to the City

•

On February 27, 2013, the City Council approved Resolution Number 13-0429, authorizing the use of $445,000 in Vickery Meadow TIF funds as the required matching funds for the City’s HUD Sustainable Communities Grant to support the development of affordable housing in the Vickery Meadow TIF District - Not to exceed $445,000 - Financing: Vickery Meadow TIF District Funds

•

On August 28, 2013, the City Council approved Ordinance Number 29107, abandoning portions of a water/wastewater easement to Northwood PL A LP, the abutting owner, containing a total of approximately 6,224 square feet of land, located near the intersection of Park Lane and U.S. Highway 75 - Revenue: $5,400, plus the $20 ordinance publication fee

Exhibit A - Vickery Meadow TIF District

•

FY 2013 Annual Report

On September 25, 2013, the City Council approved Resolution Number 13-1704, authorizing a six-month professional services contract for planning, preconstruction and design work related to a mixed-use development including a new Vickery Meadow branch library and affordable housing development with DMA Development Company, LLC in the amount of $744,000, the sole respondent - Financing: HUD Community Challenge Planning Grant Funds ($299,000) and Vickery Meadow TIF District Funds ($445,000)

Pending TIF Items The Vickery Meadow TIF District’s pending items include the following: •

Approval of the FY 2013 Annual Report

•

Encourage the redevelopment of the proposed Library mixed-use development site at 8255 Park Lane

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Budget and Spending Status The Vickery Meadow TIF Districtâ&#x20AC;&#x2122;s Project Plan and Reinvestment Zone Financing Plan established a budget for public improvement expenditures that are necessary to support private investment. The District budget and spending to date are provided on the following charts:

Vickery Meadow TIF District Projected Increment Revenues to Retire TIF Fund Obligations Category

TIF Budget

Allocated

Balance

"Park Lane" Project: Environmental remediation, interior/exterior demolition, street/utility improvements & relocation, streetscape improvements, land acquisition, enhanced pedestrian area design & acquisition, engineering & design, non project costs

$31,850,945

Five-Points Area Improvements: Environmental remediation, interior/exterior demolition, street/utility improvements & relocation, streetscape improvements, land acquisition, park/plaza design & acquisition, DART related improvements, engineering & design, non project costs

$15,925,473

$3,283,193

$32,063,552

$19,208,666

Administration and Implementation Total Project Costs 1

$3,495,800 $51,272,218

$202,607

Budget shown above in total dollars; TIF Project Plan shows the budget in net present value.

Allocated amount includes any interest accrued as of September 30, 2013. Additional interest of approximately $8.5 million is expected to accrue prior to final payment and categories impacted are shown with an *.

Administration and Implementation amount shown is through FY 2012 and includes $50,000 for District audits through 2012 and $2,500 for consultant fees.

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Vickery Meadow TIF District Project Plan Budget Category

TIF Budget (NPV)*

"Park Lane" Project: - Environmental remediation, interior/exterior demolition, street/utility improvements & relocation, streetscape improvements, land acquisition, enhanced pedestrian area design & acquisition, engineering & design, non project costs

$20,000,000

Five-Points Area Improvements: - Environmental remediation, interior/exterior demolition, street/utility improvements & relocation, streetscape improvements, land acquisition, park/plaza design & acquisition, DART related improvements, engineering & design, non project costs

$10,000,000

Administration and implementation

$2,195,100

Total

$32,195,100

* As approved in the Project Plan and Reinvestment Zone Financing Plan in 2006 dollars. ** Budget is for the 20-year term of the District.

Vickery Meadow TIF District Affordable Housing Set-aside Budget*

Allocated

$1,000,000

$445,000

Balance $555,000

* Funds deposited in the Vickery Meadow TIF District Tax Increment Fund by Harvest NPE, L.P. to support the development of affordable housing within the District in lieu of the developer constructing affording housing units as part of The Shops at Park Lane Project.

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

FY 2014 Work Program The FY 2014 work program for the Vickery Meadow TIF District is as follows: •

Identify additional redevelopment sites, potential developers and continue to seek growth in the District through the attraction of mixed-use, high-density development.

•

Provide assistance with the implementation of The Shops at Park Lane development project.

•

Work with the DART, Vickery Meadow Public Improvement District and other entities on improvement initiatives for the Vickery Meadow area.

•

Investigate additional funding sources for District-wide improvements that include a pedestrian platform that would extend from the Park Lane Light Rail Station across Park Lane.

•

Work with the consultant that is selected to complete the planning documents, including design guidelines, which will be funded by the HUD Challenge Grant for the Vickery Meadow/Five Points/Park Lane Station area.

•

Reevaluate the issuance of TIF Bonds for the District.

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Appendix A â&#x20AC;&#x201C; Financials City of Dallas, Texas Vickery Meadow Tax Increment Financing District Fund Reinvestment Zone Number Nine As of September 30, 2013

Chapter 311.016 of V.C.T.A. requires the following information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements.

Amount and source of revenue in the tax increment fund established for the zone:

$1,760 $0 $1,304,517 $1,306,277

Interest Income Affordable housing payment Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll) Total Revenue

Amount and purpose of expenditures from the fund:

$29,356

Administrative Expense

$10,000

Non-Capital Outlay (1)

$219,413 $1,018,996

Principal retirement Interest and fiscal charges

$1,277,765

Total Expenditures

(1) These expenditures were incurred for the following services: FY2011-12 external audit

$10,000

Other

$0 Total

$10,000

The Zone began reimbursing the General Fund for administrative costs in fiscal year 2009-10.

a. Amount of Principal and Interest due on outstanding indebtedness as of September 30, 2013 is as follows:

Developer

Northwood PL Holdings, LLC.

Project

Park Lane

Total

Advance

Accrued

Less

Total (P & I)

Principal

Interest

Payments

Outstanding

$20,000,000

$5,134,973

($5,491,410)

$19,643,563

$20,000,000

$5,134,973

($5,491,410)

$19,643,563

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Tax increment base and current captured appraised value retained by the zone: Taxable

Base Year

Est. Captured

Value 2013*

2005 Value

Value 2013**

City of Dallas

$352,072,010

$161,270,320

$190,801,690

Dallas County

$352,072,010

$161,270,320

$190,801,690

Taxing Jurisdiction

*2013 Taxable value shown for participating taxing jurisdictions. County values are approximate and will vary slightly from the City value due to different exemption levels. **Based on DCAD Certified Taxable Value. The final values will be determined on February 01, 2014.

A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions:

Taxing Jurisdiction

Assessment

Amount of Estimated 2013

Per $100***

Increment***

City of Dallas

0.63760

$1,216,552

Dallas County

0.13371

$255,111

$0.77131

$1,471,663

Total for all Jurisdictions

***Participation rates for City of Dallas and Dallas County are 80% and 55% respectively for tax years 2008 - 2027.

B. The total amount of estimated tax increment to be billed for the 2013 tax year is $1,471,663. For the 2012 tax year, increment in the amount of $1,304,517 was received.

Independent audits of the TIF for fiscal years 2007, 2008, 2009, 2010, 2011 and 2012, as approved by the board in an amount not to exceed 50,000, were completed by Grant Thornton LLP, the City's external auditors. Total cost of the audits was $34,900. The balance of the approved funds will be used for audits of fiscal year 2013. The TIF Board approved an additional amount of $20,000 for audits of fiscal years 2013 and 2014.

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

City of Dallas, Texas Vickery Meadow Tax Increment Financing District Fund Balance Sheet as of September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

2013

2012

2011

2010

2009

$1,145,877

$1,103,841

$1,135,517

$1,170,376

$1,690,463

$2,839

$2,737

$3,507

$6,100

$9,163

$1,148,716

$1,106,578

$1,139,024

$1,176,476

$1,699,625

Assets: Pooled cash and cash equivalents Interest receivable Total assets

Liabilities and Fund Balance (Deficit): Liabilities: Accounts and contracts payable

$24,900

$13,625

$33,788

$13,625

$24,900

$33,788

Fund Balance (Deficit)

$1,135,091

$1,106,578

$1,114,124

$1,176,476

$1,665,838

Total Liabilities and Fund Equity

$1,148,716

$1,106,578

$1,139,024

$1,176,476

$1,699,625

Due to general fund Total liabilities Fund Balance (Deficit):

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Vickery Meadow Tax Increment Financing District Fund Statement of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

ITD

2013

2012

2011

2010

2009

$4,838,800

$1,109,114

$1,159,842

$989,073

$1,025,142

$555,630

$974,701

$195,403

$239,953

$207,891

$214,950

$116,504

$79,334

$4,428

$6,723

$8,633

$25,272

$28,591

$1,000,000

$271

($2,668)

($136)

$445

($12,596)

$20,005

$6,893,106

$1,306,277

$1,406,382

$1,206,041

$1,252,768

$720,730

Revenues: Tax increment-Governmental Tax increment-Intergovernmental Interest income Affordable housing payment Net increase (decrease) in fair value of investments Total revenues Expenditures: Administrative expenses

$212,607

$29,356

$31,828

$53,492

$42,130

$22,013

$54,000

$10,000

$19,100

$24,900

$673,511

$219,413

$409,302

$44,796

$4,817,898

$1,018,996

$953,698

$1,145,204

$1,700,000

$5,758,016

$1,277,765

$1,413,928

$1,268,392

$1,742,130

$22,013

$1,135,091

$28,512

($7,546)

($62,352)

($489,362)

$698,716

$1,106,578

$1,114,124

$1,176,476

$1,665,838

$967,121

$1,106,578

$1,114,124

$1,176,476

$1,665,838

$967,121

$1,135,091

$1,106,578

$1,114,124

$1,176,476

$1,665,838

Non-Capital Outlay Capital outlay Principal retirement Interest and fiscal charges Total expenditures Excess (Deficiency) of Revenues over Expenditures Fund balance (Deficit) at beginning of year as previously reported Fund balance (Deficit) at beginning of year, as restated Fund balance (deficit) at end of year

Exhibit A - Vickery Meadow TIF District

FY 2013 Annual Report

Notes to Financials

City of Dallas, Texas Vickery Meadow Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013

1. The measurement focus used for the TIF Zone fund is a flow of financial resources. The financial statements are prepared using the modified accrual basis of accounting. Under the modified accrual basis of accounting, tax increment revenues and interest are recognized as revenue when they become both "measurable" and "available" to finance expenditures of the current period. Expenditures are recognized when the liability is incurred. 2. The TIF's cash balances are invested in the Cityâ&#x20AC;&#x2122;s investment pool and include amounts in demand deposits as well as short-term investments. Pooled investments and short-term non-pooled investments are treated as cash equivalents. Investment income on the pooled investments is prorated monthly based upon the average daily cash balance in each fund. 3. State statute requires that each taxing jurisdiction remit its ad valorem taxes to the Zone by May 1 of each year (remittance to occur no more than 90 days after taxes for the jurisdiction become delinquent). 4. The Zone's Financial Plan permits expenditures not to exceed $2,195,100 over the life of the TIF to reimburse the City for administrative costs. The Zone began reimbursing the general fund in fiscal year 2009-10. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values. 5. The TIF entered into a development agreement with a developer on December 14, 2005 to reimburse the developer for TIF eligible costs up to principal amount of $20.0 million plus accrued interest thereon, at an interest rate of 4.86%, for the construction of the Park Lane Project. The developer satisfied all contingencies as required by the terms of the agreement and the liability for the principal amount of $20.0 million plus the accrued interest was recorded in fiscal year 2008-09. The TIF began reimbursing the developer in fiscal year 2009-10. The developer obligation balance, including principal and accrued interest, outstanding at September 30, 2013 is $19,643,564.

AGENDA ITEM # 18 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

34 T U X Y & 44 C ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Ten, (Southwestern Medical TIF District), submitted by the Southwestern Medical TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit to the chief executive officer of each taxing unit, as well as the State Comptroller. The City Council approved Ordinance No. 25965 on April 27, 2005, establishing Tax Increment Financing Reinvestment Zone Number Ten, (the Southwestern Medical District). On January 11, 2006, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 26204, as amended. The Southwestern Medical Districtâ&#x20AC;&#x2122;s assessed 2013 tax value was $152,408,068, an increase of $84,997,014 over the base year value (126.1% increased from base value). The 2013 tax value increased $24,628,243 (19.3%) from the 2012 tax value. From the inception of the district, approximately, 73% of the increment is from the new construction and 27% from the general appreciation. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On April 27, 2005, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Ten, the Southwestern Medical TIF District by Ordinance No. 25965.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) (Continued) On January 11, 2006, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Southwestern Medical TIF District by Ordinance No. 26204, as amended. On December 16, 2013, the Southwestern Medical TIF District Board of Directors recommended that the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s 2012 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Ten, (“Southwestern Medical TIF District” or “District”) and established a Board of Directors for the District to promote development or redevelopment in the Southwestern Medical area pursuant to Ordinance No. 25965, authorized by the City Council on April 27, 2005, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on January 11, 2006, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Southwestern Medical TIF District by Ordinance No. 26204, as amended; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the chief executive officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded to the State Comptroller; and WHEREAS, on December 16, 2013, the Southwestern Medical TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Ten and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Ten, City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Ten, to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District; and to the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Southwestern Medical TIF District Exhibit A

FY 2013 Annual Report

Office of Economic Development 1500 Marilla Street, 2CN Dallas, Texas 75201 (214) 671-9821 http://www.dallas-ecodev.org.

October 1, 2012 to September 30, 2013

Southwestern Medical TIF District

FY 2013 Annual Report

Reinvestment Zone Number Ten Southwestern Medical Tax Increment Financing District

Southwestern Medical TIF District

FY 2013 Annual Report

Table of Contents Mission Statement ........................................................................................................... 4 Southwestern Medical TIF District Accomplishments ...................................................... 4 Current Development Status in the District ................................................................... 11 Southwestern Medical TIF District Projects ................................................................... 12 Value and Increment Revenue Summary...................................................................... 13 Objectives, Programs, and Success Indicators ............................................................. 13 Year-End Summary of Meetings ................................................................................... 15 Pending TIF Items ......................................................................................................... 16 Budget and Spending Status ......................................................................................... 17 M/WBE Participation ..................................................................................................... 18 FY 2013 Work Program................................................................................................. 18 Appendix: Financials ..................................................................................................... 19

Southwestern Medical TIF District

FY 2013 Annual Report

Mission Statement The mission of the Southwestern Medical Tax Increment Financing District is to provide a source of funding for public infrastructure improvements anticipated to enhance the real estate market for the Southwestern Medical TIF District area. The Southwestern Medical TIF District represents the outgrowth of the City of Dallas’ effort to provide a model for redeveloping a former industrial and warehouse district to take full advantage of the expanding DART light rail system, to promote transit oriented development, especially in areas that are major employment centers like the Medical District, and to implement appropriate urban design standards. The Dallas City Council established the Southwestern Medical TIF District by Ordinance Number 25965 on April 27, 2005 and amended by Ordinance Number 27433 on December 10, 2008 and October 14, 2009. The Southwestern Medical District took effect on January 1, 2006 and is scheduled to terminate on December 31, 2027 (including collection of the 2027 increment on calendar year 2028 and any related matters to be concluded in 2028) or when the budget of $27.5 million (2006 dollars) has been collected. The City of Dallas and Dallas County are the two participating jurisdictions; The City’s participation is 80%, and the County’s participation is 55%.

Southwestern Medical TIF District Accomplishments The initial project for the Southwestern Medical TIF District is the Colonial Reserve (Cityville) at Southwestern Medical. In 2007, FirstWorthing completed the first phase of this transit oriented development, including approximately 45,000 square feet of retail/office space and 278 apartment units near the Southwestern Medical District/Parkland light rail station. Current taxable value as per the Dallas Central Appraisal District (DCAD) is $32.8 million. FirstWorthing, after completing the first phase, sold their remaining land holdings to Trammel Crow Residential Development (TCR) and Ronald McDonald House. The Alexan Project by TCR is a residential, transit oriented development, and includes 396 luxury apartments, completed in 2009. The project is comprised of approximately 377,816 square feet of residential space, located at 2034 Medical District Drive and 4805 Bengal Street. Current taxable value as per the DCAD is $51 million. Adjacent to the Alexan project, Ronald McDonald House constructed 60 units of lowcost, temporary lodging/dorm facilities for families with children receiving medical care, totaling approximately 64,000 square feet of space, located at 4707 Bengal Street. Maple Garden LP., a 120 apartment complex at 5219 Maple Avenue, adjacent to Parkland East Parking Lot (EPL) started leasing their units in summer of 2012. Current taxable value as per the DCAD is $9.9 million.

Southwestern Medical TIF District

FY 2013 Annual Report

Parkland Memorial Hospital owns 21.5% of the land within the District. Parkland has undertaken a major construction project, replacing the outdated main hospital facility with a new one. The $1.2 billion Parkland expansion plan includes 17 story hospital surrounded by new clinics and parking garage located around the planned Southwestern Medical District/Parkland DART light rail station. The construction work started with demolition at the corner of Harry Hines Boulevard and Medical District Drive to make way for new buildings and construction of East Parking Lot at the corner of Maple Avenue and Medical District Drive is in progress. The new facility is expected to be completed by the end of 2014. UT Southwestern Medical Center and Children’s Medical Center, located just outside of the district, are planning significant expansion within the next decade. In addition to the recent expansion of the main hospital and completion a new surgery center, Children’s expects to complete a third tower at the main hospital, and a new Ambulatory Care Pavilion over the next five to ten years. In 2010, UT Southwestern Medical Center BioCenter was opened on a 13 acre tract of land located at the northeast corner of Inwood Road and Redfield Street. BioCenter provides a venue adjacent to UT Southwestern for bio-medical companies that are engaged in research, development, marketing and small-scale manufacturing of goods and services in the bio-medical industry. BioCenter helps commercialize university technology and draw biotechnology companies to North Texas. The new William P. Clements Jr. University Hospital by UT Southwestern Medical Center is under construction with an anticipated opening in late 2014. The new facility located at 6201 Harry Hines Blvd., the new $800 million investment, 460-bed hospital was meticulously designed to carry out UT Southwestern's patient-care mission, while also incorporating space for physician training and for clinical research aimed at developing ever more effective, high-quality treatments for patients. DART Green Line expansion (NW corridor) is completed and the Southwestern Medical District/Parkland light rail station was opened in December 2010. The Orange Line runs parallel with the Green Line through Downtown Dallas to Bachman Station in Northwest Dallas opened during the current fiscal year. During FY 2013, on an average, the Southwestern Medical District/Parkland light rail station serviced 2,393 passengers per week day, a 1.8% increase in ridership compared to last year. Kroger’s opened its store at 4901 Maple Avenue (outside of the TIF District), renovating the former Elliot's Hardware store. Elliott’s Hardware relocated to 5439 Denton Drive. Intown Homes LLC is planning to construct 108 townhomes at the corner of Hawthorne Avenue and Production Avenue. Glenbrook Residential Inc is planning to develop 342 apartments at 5415 Maple Avenue. Total private development in the Southwestern Medical TIF District is valued at approximately $93.7 million. Listed below are the projects in the Southwestern Medical TIF District at various stages of development. 5

Southwestern Medical TIF District

FY 2013 Annual Report

Southwestern Medical District/Parkland DART Station

Colonial Reserve ( formerly Cityville) at Southwestern Medical District 6

Southwestern Medical TIF District

FY 2013 Annual Report

Colonial Reserve at SWM

Kroger at 4901 Maple Avenue

Southwestern Medical TIF District

FY 2013 Annual Report

Parkland Ambulatory Center at Harry Hines Boulevard and Medical District Drive

New Parkland Hospital - under construction

Southwestern Medical TIF District

FY 2013 Annual Report

Ronald McDonald House

Alexan Project

Southwestern Medical TIF District

FY 2013 Annual Report

Parkland – East Parking Lot (EPL)

Maple Garden Apartment – 5219 Maple Avenue

Southwestern Medical TIF District

FY 2013 Annual Report

Current Development Status in the District

Southwestern Medical TIF District

FY 2013 Annual Report

Southwestern Medical TIF District Projects Southwestern Medical TIF District Projects1 Projects Within TIF District Utilizing TIF Funding Project

Location

Calendar Year Complete

Status

Units/ SF2

Approx. Value3

TIF Investment4

No TIF Funded Projects

Projects Within TIF District Not Utilizing TIF Funding5 Project

Location

Calendar Year Complete

Status

Units/ SF

Approx. Value

TIF Investment

Colonial Reserve (Cityville) at Southwestern Medical

2222 Medical District Drive

2007

Complete

278 res. units; 45,000 SF commercial

$32,827,820

Alexan Project by Trammell Crow Residential

4805 Bengal Street

2009

Complete

396 units

$51,000,000

Parkland Ambulatory 6 Center

4900 Harry Hines Boulevard

2006

Complete

62,267 SF medical office

$20,487,430 (non-taxable)

Ronald McDonald 6 House

4707 Bengal Street

2009

Complete

64,000 SF lodging for 60 families

$10,936,170 (non-taxable)

Maple Garden Apartments

5219 Maple Avenue

2011

Complete

120 apartments

$9,900,000

2014

Under construction

2,000,000 SF medical office space

$1,200,000,000 (non-taxable)

2015

Under construction

342 residential units

$35,000,000

2015

Planned

108 Townhomes

$40,000,000

Parkland Hospital

Maple Avenue Lofts By Glenbrook Residential Inc Cedar Branch Townhomes

5201 Harry Hines Boulevard 5415 Maple Avenue 4623 Hawthorne Avenue

Total

Completed: 794 res. units; 45,000 SF retail; 62,267 SF medical office and 61,000 SF lodging. Under-construction: 2,000,000 SF medical office Planned: 450 residential units

$93,727,820 Completed $75,000,000 Planned

All information updated as of September 30, 2013. Based upon either the TIF application or required minimum stated in the development agreement. May be updated for completed projects based on actual unit mix and square footage. 3 Based upon 1) market value of comparable projects for anticipated projects, 2) private investment stated in the development agreement for projects that are approved or under construction, or 3) DCAD market value for completed projects (unless project has not yet been assessed). Values may not be fully captured by the TIF district for redevelopment projects once pre-existing value and/or the demolition of structures is netted out. 4 Principal amount not to be exceeded per the development agreement. TBD indicates that development agreement has not yet been adopted. Asterisk indicates investment also includes interest not shown. 5 Selected significant projects included. 6 Tax-exempt properties. 2

Southwestern Medical TIF District

FY 2013 Annual Report

Value and Increment Revenue Summary The Southwestern Medical TIF District encompasses approximately 245.7 acres. The base value is the total appraised value of all taxable real properties in the Southwestern Medical TIF District as determined by the Dallas Central Appraisal District in the certified roll. The Southwestern Medical District’s assessed 2013 tax value was $152,408,068, an increase of $84,997,014 over the base year value (126.1% increased from base value). The 2013 tax value increased $24,628,243 (19.3%) from the 2012 tax value. From the inception of the district, approximately, 73% of the increment is from the new construction and 27% from the general appreciation. The total increment revenue collected in 2013 is expected to be $655,580. The actual construction that occurred in 2013 will be reflected on the 2014 tax roll.

Objectives, Programs, and Success Indicators The final Southwestern Medical Project Plan and Reinvestment Zone Financing Plan was adopted was adopted in January 2006 and amended in December 2008. Among the goals of the Plan are:

Additional taxable value attributed to new private investment in projects in the Southwestern Medical TIF District shall total approximately $280 million. Projects within the district had contributed approximately $93.7 million (33% of goal) in additional taxable value from the inception of the District.

New private development in the Southwestern Medical TIF District shall add a total of approximately 300,000 square feet of retail/office space and at least 3,000 new apartment units. Projects underway within the district will contribute a minimum of 107,267 square feet of retail office space (35.7% of goal) and 794 residential units completed (26.4% of goal) and 450 additional units planned (41% of goal). In addition, Parkland Hospital expansion plan includes 17- story hospital surrounded by new clinics and parking garages, valued approximately $1.2 billion (non-taxable).

Ridership at the Southwestern Medical District/Parkland light rail station shall average 4,000 - 5,000 riders per weekday by 2015. During FY 2013, on an average, the Southwestern Medical District/Parkland light rail station serviced 2,393 passengers per week day, a 1.8% increase in ridership compared to last year. The Parkland light rail station started operating from December 2010 and the ridership is expected to increase in the upcoming years.

Improve the access and connections to the DART light rail system within the Southwestern Medical TIF District.

Southwestern Medical TIF District

FY 2013 Annual Report

The construction of the Southwestern Medical District/Parkland light rail stations is currently underway. Staff and the Board will continue to foster working relationships with Parkland, DART, and potential developers to encourage access and connections to this rail station. The Colonial Reserve at Southwestern Medical District project includes streetscape improvements along Medical District Drive and Bengal Streets.

Support the conversion of the Southwestern Medical area from industrial and warehousing land uses to a mixed-use, transit oriented neighborhood that complements the Medical District. Staff and the Board will continue to foster a working relationship with Parkland, DART, and potential developers to encourage transit oriented development that complements the district. The Colonial Reserve at Southwestern Medical, Alexan projects have resulted in the conversion of former industrial and warehousing uses to residential and retail uses. The Stemmons Corridor - Southwestern Medical District Area Plan (Vision and Policy Plan) was adopted by the City Council in June, 2010.

Increase recreational opportunities and improved connections to the City of Dallas trails and open space system in the Southwestern Medical Area. Staff and the Board will seek ways to increase recreational opportunities and trail connections (Trinity Strand Trail) within the District and in construction with the Parkland construction.

The Southwestern Medical TIF District will generate approximately $27.5 million in increment over 20 years. The growth is significant in initial zone and new area that has been added will develop in the next couple of years. The district started collecting the increment from last three years and it is estimated that the district will generate $27.5 million (in 2006 dollars) before the TIF expires in 2027. For the few years, district has collected $1.4 million (5% of the goal).

Develop a grant program to promote private medical industry and economic development in the District. Staff and the Board will continue to foster a working relationship with UT Southwestern Medical Center, Children’s Hospital and Parkland Hospital to create investment opportunities in the District.

Southwestern Medical TIF District

FY 2013 Annual Report

Year-End Summary of Meetings During the fiscal year, the Southwestern Medical TIF District Board of Directors met once on December 17, 2012. During FY 2012 the Board members were (FY 2013) Board meetings attended): Lily Mak – City Representative (1 of 1 meeting), Ross Sherwood Martin – City Representative (1 of 1 meetings), Michael Serber– City Representative (0 of 1 meeting), Jacob Pollack – City Representative (1 of 1 meeting), Rick Loessberg – Dallas County Representative (0 of 1 meeting), Walter Jones – Hospital District Representative (1 of 1 meeting) and Robert Prejean – City Representative (new Board member). During the fiscal year, the City Council approved three (3) items associated with the Southwestern Medical TIF District:

On February 13, 2013, the City Council approved Resolution No. 13-020, an ordinance abandoning portions of a drainage easement and three sanitary sewer easements to Maple Butler, LLC, the abutting owner, containing a total of approximately 7,216 square feet of land, located near the intersection of Maple Avenue and Butler Street related to the 5415 Maple Avenue, Maple District Lofts. On February 13, 2013, the City Council approved Resolution No. 13-0393, a resolution accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Ten, (Southwestern Medical TIF District), submitted by the Southwestern Medical TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and the State Comptroller, as required by state law - Financing: No cost consideration to the City. On February 13, 2013, the City Council approved Resolution No. 13-0393, public hearing to receive comments regarding an application for and an ordinance granting the creation of a new Special Purpose Sign District on multiple tracts of land owned by the Dallas County Hospital District (aka Parkland Hospital) in an area generally bounded by Redfield Street, both sides of Butler Street, Maple Avenue, Medical District Drive (both sides near Harry Hines Boulevard), Harry Hines Boulevard, and the C.R.I. & G.R.R. Railroad line. Recommendation of Staff and CPC: Approval SPSD112-003.

Southwestern Medical TIF District

FY 2013 Annual Report

Pending TIF Items

FY 2013 Annual Report, Southwestern Medical TIF District. Potential TIF Project: Cedar Branch Townhomes Development by Intown Homes LLC. The potential project includes 108 townhomes and a bridge the neighborhood to the DART station (Bengal Street to Hawthorne Avenue).

5415 Maple Avenue, Maple District Lofts

Southwestern Medical TIF District

FY 2013 Annual Report

Budget and Spending Status Each TIF district establishes a budget for the public improvement expenditures necessary to support private investment in the district in the Project Plan and Reinvestment Zone Financing Plan. The Southwestern Medical TIF District was established in April 2005, amended in December 2008 and October 2009. The Project Plan estimates for TIF public improvements total approximately $49.9 million ($27.5 million in 2006 dollars). The final budget for the district is below:

Southwestern Medical TIF District Projected Increment Revenues to Retire TIF Fund Obligations Category Paving, streetscape, utilities, public-use improvements, design & engineering Environmental remediation and demolition Utility burial Economic Development Grant Administration and implementation*** Total Project Costs

TIF Budget*

Allocated**

Balance**

$18,371,461

$5,189,065

$9,572,270

$14,974,446

$1,811,916

$207,889

$1,604,027

$49,919,158

$207,889

$49,919,158

* Budget shown above in current dollars; TIF Project Plan shows the budget in net present value. ** Includes money expended and committed for existing and future projects including interest accrued on advanced funds as of the end of FY2013. *** TIF administration fee include funds expended or committed through FY 2013.

Southwestern Medical TIF District Project Plan Budget Revised TIF Budget (in 2006 $)

Category Paving, streetscape, utilities, public-use improvements, design & engineering

$10,139,246

Environmental remediation and demolition

$2,863,856

Utility burial

$5,282,955

Economic Development Grant

$8,264,428

Administration and implementation

$1,000,000

Total Project Costs

$27,550,485

* As approved in the Project Plan and Reinvestment Zone Financing Plan.

Southwestern Medical TIF District

FY 2013 Annual Report

M/WBE Participation M/WBE Participation Project Colonial Reserve at Southwestern Medical 1 1

Contractor Davis Excavation

Total Contract Award Amount $1,376,916.70

Percentage Minority Participation 27.71% ($381,544)

voluntarily participated in the M/WBE program

FY 2014 Work Program The work items for FY 2014 for the Southwestern Medical TIF District include: • • • • • •

Promote development of the Cedar Branch Townhomes project. Assist in funding for the bridge connecting Lucas Street with Southwestern Medical District/Parkland DART station. Increase recreational opportunities and improved connections to the City of Dallas trails and open space system in the Southwestern Medical Area. Assist with facility improvements included in Medical District Master Plan coordinated/adopted by Parkland Health and Hospital System, Children’s Medical Center, and UT Southwestern Medical Center. Review Project Plan amendment to support redevelopment near the Inwood DART Station. Encourage Bio Center occupancy and job creation.

Cedar Branch Townhomes - corner of Hawthorne Avenue and Production Drive

Southwestern Medical TIF District

FY 2013 Annual Report

Appendix: Financials City of Dallas, Texas Southwestern Medical Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 1.

The Zone's Financial Plan permits expenditures not to exceed $1,671,830 over the life of the TIF to reimburse the City for administrative costs. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values.

The Zone had no developer advances outstanding at September 30, 2013.

All project costs resulting in public improvements which are owned by the City are capitalized.

Southwestern Medical TIF District

FY 2013 Annual Report

City of Dallas, Texas Southwestern Medical Tax Increment Financing District Fund Balance Sheet as of September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited) 2012

2011

$1,804,141

$1,354,632

$1,060,341

$655,154

$346,040

$124

$1,748

$3,285

$3,462

$1,896

$1,804,265

$1,356,380

$1,063,626

$658,615

$347,936

Accounts and contracts payable

Advances from developers

$1,440,000

2013

2010

2009

Assets: Pooled cash and cash equivalents Interest receivable Total assets Liabilities and Fund Balance (Deficit): Liabilities:

Due to general fund

$5,764

$36,823

$5,764

$1,440,000

$1,476,823

Fund Balance (Deficit)

$1,798,502

$1,356,380

$1,063,626

($781,385)

Total Liabilities and Fund Equity

$1,804,265

$1,356,380

$1,063,626

$658,615

$347,936

Accrued liability Total liabilities Fund Balance (Deficit):

($1,128,886)

Southwestern Medical Tax Increment Financing District Fund Statement of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

2013

ITD

2012

2011

2010

2009

Revenues: Tax increment-Governmental Tax increment-Intergovernmental Interest income Developer Participation & other revenue Net increase (decrease) in fair value of investments Total revenues

$1,610,004

$385,098

$266,860

$372,960

$318,029

$267,056

$317,613

$73,801

$47,062

$76,240

$64,672

$55,837

$73,573

$5,685

$6,410

$5,442

$6,369

$3,595

$1,481,970

$1,440,000

$4,993

($2,592)

($109)

$1,402

($1,644)

$0 ($3,476)

$3,488,153

$461,993

$320,224

$1,896,044

$387,426

$323,012

$207,889

$19,871

$27,470

$51,034

$39,924

$32,767

$1,481,762

$1,689,651

$19,871

$27,470

$51,034

$39,924

$32,767

$1,798,502

$442,122

$292,754

$1,845,010

$347,502

$290,245

$1,356,380

$1,063,626

($781,385)

($1,128,886)

($1,419,131)

$1,356,380

$1,063,626

($781,385)

($1,128,886)

($1,419,131)

$1,798,502

$1,356,380

($781,385)

($1,128,886)

$1,063,626

Southwestern Medical TIF District

FY 2013 Annual Report

City of Dallas, Texas Southwestern Medical Tax Increment Financing District Fund Reinvestment Zone Number Ten As of September 30, 2013

Chapter 311.016 of V.C.T.A. requires the following information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements.

Amount and source of revenue in the tax increment fund established for the zone:

$3,093 Interest Income $458,899 Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll) $0 Developer Contribution $461,993

Total Revenue

Amount and purpose of expenditures from the fund:

$19,871 Administrative Expense $0 Non-Capital Outlay $0 Capital outlay $0 Interest and fiscal charges $19,871

Total Expenditures

The Zone began reimbursing the general fund for administrative costs in fiscal year 2008-09.

Amount of Principal and Interest due-on outstanding indebtedness is as follows: Balance Due (Since Inception)

Payments/Adjustments To Date

Accrued Project

Principal

Cityville @ SWM-Public Imps. Totals

Interest

Total Due

Principal

Accrued

Net Bal.

Interest

Total

Due

$1,440,000

$382,250

$1,822,250

$1,440,000

$382,250

$1,822,250

$1,440,000

$382,250

$1,822,250

$1,440,000

$382,250

$1,822,250

* At the request of the developer, the development agreement was terminated and the developer is no longer eligible to receive the TIF reimbursement for principal and accrued interest. Total amount of $1,822,250, including principle and accrued interest thru June 30, 2011, was recognized as developer contribution by the Zone.

$0 $0

Southwestern Medical TIF District

FY 2013 Annual Report

Tax increment base and current captured appraised value retained by the zone:

Taxing Jurisdiction

Taxable

Base Year

Est. Captured

Value 2013**

2005 Value

Value 2013***

City of Dallas

$152,408,068

$67,411,054

$84,997,014

Dallas County

$152,403,068

$67,411,054

$84,992,014

Dallas Independent School District

Dallas County Hospital District

Dallas County Community College Dist.

**2013 taxable value shown for participating taxing jurisdictions. County values are approximate and will vary slightly from the City value due to different exemption levels. ***Based on DCAD Certified Taxable Value. The final values will be determined on February 01, 2014.

A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions: Amount of

Taxing Jurisdiction

Assessment

Estimated 2013

Per $100***

Increment

City of Dallas

0.63760

$541,941

Dallas County

0.13371

$113,639

Dallas Independent School District

0.00000

Dallas County Hospital District

0.00000

Dallas County Community College District

0.00000

$0.77131

$655,580

Total for all Jurisdictions

***Participation rates for City of Dallas and Dallas County are 80% and 55% respectively for tax years 2008 - 2026.

B. The total amount of estimated tax increment to be billed for the 2013 tax year is $655,580. For the 2012 tax year, increment in the amount of $458,899 was received.

AGENDA ITEM # 19 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

2, 14

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

45 A B E F K L P Q ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Eleven, (Downtown Connection TIF District) and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as the State Comptroller. The City Council approved Ordinance No. 26020 on June 8, 2005, establishing Tax Increment Financing Reinvestment Zone Number Eleven, (Downtown Connection TIF District). On August 29, 2005, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 26096, as amended. The Downtown Connection TIF District's assessed tax value in 2013 was $2,155,282,220. This represents an increase of 282.09% ($1,590,364,903) over the adjusted 2005 base year value ($564,917,317). The District’s taxable value increased 23.4% ($408,277,293) from the previous year’s 2012 value. With the participation of the City and Dallas County, the districts increase in value will result in the collection of approximately $13,595,120 (City $13,595,120 County $2,187,433) in incremental revenue for the Downtown Connection TIF District for the 2013 tax year. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On June 8, 2005, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Eleven, the Downtown Connection TIF District by Ordinance No. 26020, as amended.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) (Continued) On August 29, 2005, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Downtown Connection TIF District, as amended. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the City's 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Eleven, (Downtown Connection TIF District or District) and established a Board of Directors for the District to promote development or redevelopment in the Downtown Connection area pursuant to Ordinance No. 26020, authorized by the City Council on June 8, 2005, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on August 29, 2005, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Downtown Connection TIF District by Ordinance No. 26096; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded to the State Comptroller; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Eleven, (Downtown Connection TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Eleven, to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District; and the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Exhibit A Downtown Connection TIF District FY 2013 Annual Report

Continental Apartments (1810 Commerce Street) Photo Source: Forest City

Office of Economic Development 1500 Marilla Street, 2CN â&#x20AC;˘ Dallas, Texas 75201 (214) 670-1685 http://www.dallas-ecodev.org/ October 1, 2012 to September 30, 2013

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Map of Reinvestment Zone Number Eleven

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Table of Contents Mission Statement ........................................................................................................... 4 District Accomplishments ................................................................................................ 4 Value and Increment Revenue Summary........................................................................ 9 Development Goals and Objectives .............................................................................. 10 Year-End Summary of Meetings ................................................................................... 13 Budget and Spending Status ......................................................................................... 19 M/WBE Participation ..................................................................................................... 21 FY 2014 Work Program................................................................................................. 22 District Financials .......................................................................................................... 23

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Mission Statement The mission of the Downtown Connection Tax Increment Financing District is to create a fund for public capital improvements in the core of Downtown essential for development of key spaces and buildings as well as focusing on catalyst projects to create a greater density and critical mass of development within the Main Street core area. The Downtown Connection TIF District was initiated by petition, pursuant to Section 311.005 (a)(5), Texas Tax Code through the sponsorship of the Downtown Improvement District and the Uptown Improvement District. The Downtown Connection TIF District took effect on June 8, 2005, per Ordinance No. 26020 and is scheduled to terminate on December 31, 2035 (including collections of the 2035 increment in calendar year 2036 or when the budget of $231.6 million (2006 dollars) has been collected.

District Accomplishments Critical amendments to the Zone were approved by City Council during the fiscal year. The Zone’s budget was increased and the Zone’s focus of redevelopment efforts was expanded. 1. The Zone’s total dollar budget was increased from approximately $391,744,162 ($189,807,592 2006 NPV) to approximately $545,726,096 ($231,593,554 2006 NPV) a. An increase of approximately $153,981,934 total dollars ($41,785,962 2006 NPV) 2. Continue the Zone’s focus of redevelopment efforts in the downtown core and work to expand the core area The purpose of these amendments is to: 1. Expand the downtown core and redevelopment momentum outside of the immediate Main Street area; 2. Increase the district’s budget to continue to provide a funding source for redevelopment within the downtown core by redeveloping last remaining vacant buildings; 3. Continue debt service payments on the district’s bonds in the later years of the TIF without using increment needed to fund redevelopment in the district; 4. Strengthen connections between redevelopment occurring in the Main Street district to other destinations downtown; 4

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

5. Support ground floor activation and occupancy that is contiguous by filling vacant gaps at the street level in accordance with the Downtown Dallas 360’s activation strategy; and 6. Provide a source of funding for the next phase of development within the District which is redevelopment of surface parking lots, undeveloped or underdeveloped parcels, and underutilized buildings. Downtown redevelopment momentum continued during FY 2013. Projects were either completed, construction continued or approved during the fiscal year.

500 S. Ervay – Redevelopment of the Butler Brothers’ Building constructed in 1910. The project includes 274 hotel rooms, 238 residential units and 29,400 square feet of retail space. Construction began during the fiscal year. Total project cost is $77.2M. Photo Provided by Alterra International

Flora Lofts – Lease of 50 parking spaces in a 215 parking garage to be constructed beneath a 46 unit apartment building. The lease provides parking in the Arts District, benefiting the greater downtown area and public investments made in the Arts District. Total project cost is $24.5M.

Continental Building Redevelopment Project – Construction began August 2010 and was completed March of 2013. The project adds 203 residential units and approximately 5,000 square feet of ground floor retail space.

Photo Provided by Forest City

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Joule Hotel Expansion â&#x20AC;&#x201C; Construction of this project began December 2010 and completed December 2013. The project adds 32 hotel rooms inclusive of eight suites and three penthouses, 11,000 square feet of banquet, catering and meeting space, 24,700 square feet of retail space and a new 9,200 square feet building. Tenants for the retail space in the project include Taschen, an international luxury book publisher opened a library bookstore in the hotelâ&#x20AC;&#x2122;s lobby, TenOverSix and Traffic, two California based boutiques, Espa Spa, a full service day spa, CBD Provisions a new restaurant and Mirth & Refuge, a new subterranean lounge.

Photo Provided by Headington Companies

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Map of Projects within the Downtown Connection TIF District

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Downtown Connection TIF District Projects1 Projects Within TIF District Utilizing TIF Funding Project

Location

Calendar Year Complete

Stoneleigh Hotel

2927 Maple

1st Quarter 2008

Mercantile Block Santa Fe Lofts IV (Aloft Hotel) Dallas Arts District Garage Continental Building Atmos Complex Phase I Joule Hotel Expansion (Amended)

1800 Main Street 1808 Main Street

4 Quarter 2008

PetroCorrigan

Approx. Value3

TIF Investment4

Completed

17 additional hotel rooms

$14,554,860

$2,500,000

Completed

366 res. units; 40,000 sf retail

$39,085,000

$58,000,000

Completed

170 hotel rooms; 4,000 sf retail

$11,425,000

$4,296,264

Completed

garage renovations/ updates

$6,613,000

$2,000,000

Completed

199 res. units; 5,000 sf retail

$46,000,000

$18,305,700

$16,100,000

$3,250,000

$107,222,000

$23,852,953

77,200,000

5,000,000

1033 Young Street

4 Quarter 2009 st

2301 Ross Avenue 1810 Commerce Street Harwood and Wood Streets Main and Commerce Streets

1 Quarter 2010 st

1 Quarter 2013 st

1 Quarter 2013 th

4 Quarter 2013

500 S. Ervay

3 Quarter 2015 th

Hall Arts Center

Units/ SF2

500 S. Ervay

Status

2301 Ross Avenue 1907 Elm Street 1900 Pacific Avenue

4 Quarter 2015 th

4 Quarter 2015

Completed

Under Construction

107 res. units 32 hotel rooms; 24,700 sf retail; 9221 sf office 274 hotel rooms; 238 res. units; 29,400 sf retail

Under construction

430,000 sf office; 30,000 sf retail

$130,000,000

$5,000,000

Under Construction

258 res. units; 4,400 sf retail

$44,660,000

$10,300,000

Approved

46 res. units; 8,000 sf retail

$24,527,802

$0*

Under Construction

Flora Lofts

2121 Flora Street

4 Quarter 2015 nd

LTV Building

1600 Pacific Avenue

2 Quarter 2016

Approved

171 hotel rooms; 186 res. units

$93,950,108

30,370,000

Atmos Complex Phase II

Harwood and Wood Streets

4th Quarter 2016

Under Construction

123 res. units; 9,500 sf retail

$25,000,000

$11,750,000

$644,525,860

$198,314,217

1,523 res. units; 664 hotel rooms; 155,000 sf retail; 439,221 sf office; 498,000 sf renovated space

Subtotal

Projects Within TIF District Not Utilizing TIF Funding Project

Location

Ashton

2215 Cedar Springs Road

Trianon (Zom/ Rosewood) Uptown Plaza Shopping I

2820 McKinnon Street 2212 McKinney Avenue

Calendar Year Complete

Status

Units/ SF

Approx. Value

Non- TIF Incentives

2006

Completed

267 res. units

$65,500,000

3 Quarter 2006

Completed

335 res. units

$60,724,000

Completed

84,000 sf retail

$2,362,680

Completed

400,000 sf office

$54,055,800

$6,300,000

2 Quarter 2007

Completed

71 res, units; 218 hotel rooms

$151,457,810

Calendar Year Complete

Status

Units/ SF

Approx. Value

Non- TIF Incentives

3 Quarter 2006 nd

Hunt Consolidated Ritz-Carlton Hotel & Condos

Project

1900 Akard Street 2525 N. Pearl Street 2121 McKinney Ave

Location

2 Quarter 2007 nd

Exhibit A Downtown Connection TIF District Third Rail Lofts (1414 Elm portion)

FY 2013 Annual Report 3rd Quarter 2007

1414 Elm Street

1900 McKinney (Hanover)

14 res. units; 3,500 sf retail

$2,550,000

$1,800,000

Completed

157 res. units

$97,259,530

Completed

230 res. units

$72,946,810

2900 McKinnon Street

Azure

Completed

2 Quarter 2008 th

1900 McKinney Avenue

4 Quarter 2008 nd

Rosewood Court

2101 Cedar Springs Road

2 Quarter 2009

Completed

400,000 sf office,; 12,000 sf retail

$99,985,430

Alta Rosewood

2728 McKinnon Street

4th Quarter 2008

Completed

375 res. units

$77,000,000

AMLI/ Quadrangle

2717 Howell Street

4 Quarter 2008

Completed

2000 McKinney

2000 McKinney Avenue

2nd Quarter 2009

Ritz-Carlton Residences II

$39,000,000

Completed

220 res. units; 14,800 sf retail 445,000 sf office; 15 res. units; 6,500 sf retail

$95,113,080

Completed

94 res. units

$120,325,460

2555 Pearl Street 2400 Olive Street

4 Quarter 2009 st

St. Annâ&#x20AC;&#x2122;s Court

2501 Harwood Street

1 Quarter 2010

Completed

320,000 sf office

$75,425,000

Granite/Gables

1717 McKinney Avenue

2nd Quarter 2010

Completed

296 res. units, 330,000 s.f. office

$72,518,530

Completed

209 res. units

$6,529,760

$11,000,000

CityWalk The Arts Apartment by JPI

511 N. Akard Street

4 Quarter 2009 rd

2611 Ross Avenue

3 Quarter 2010

Completed

228 res. units

$30,838,600

Museum Tower

1918 Olive Street

4th Quarter 2012

Completed

122 res. units

$153,822,590

Residences at Stoneleigh

2919 Maple Avenue

2nd Quarter 2013

Completed

75 res. units

$28,482,280

2728 Cedars Springs Road

2728 Cedar Springs Road

1st Quarter 2015

Under Construction

299 res. units

TBD

McKinney & Olive

2001 McKinney Avenue

4th Quarter 2015

$200,000,000

$1,505,897,360

$19,100,000

Announced

Subtotal

480,000 sf office; 50,000 sf retail 3,007 res. units; 218 hotel rooms; 170,800 sf retail; 2,375,000 sf office

Projects Utilizing and Not Utilizing TIF Funding 4,530 res. units; 882 hotel rooms; 325,800 sf retail; 2,814,221 sf office; 498,000 sf renovated space

Total $2,122,370,628 $193,724,917 All information updated as of September 30, 2013. Based upon either the TIF application or required minimum stated in the development agreement. May be updated for completed projects based on actual unit mix and square footage. 3 Based upon 1) market value of comparable projects for anticipated projects, 2) private investment stated in the development agreement for projects that are approved or under construction, or 3) DCAD market value for completed projects (unless project has not yet been assessed). Values may not be fully captured by the TIF District for redevelopment projects once pre-existing value and/or the demolition of structures is netted out. 4 Principal amounts not to be exceeded per the development agreement. 5 Selected significant projects included. 6 Tax-exempt properties. 7 Includes other incentives not shown. Contact City of Dallas Office of Economic Development for more information. *Flora Lofts Project â&#x20AC;&#x201C; City Center TIF District approved $2M in TIF funding for the project. 1 2

Value and Increment Revenue Summary 9

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

The base value of the zone is the total appraised value of all taxable real property in the District as determined by the 2005 certified Dallas Central Appraisal District tax roll, with adjustments made to accommodate boundary amendments. The Downtown Connection TIF District's adjusted base value for the district is $564,917,317. The Downtown Connection TIF District’s 2013 assessed tax value was $2,155,282,220. This represents an increase of $1,590,364,903 (282.1%) over the adjusted base year value. The district’s value increased by $408,277,293 (23.4%) from the previous year. This increase will result in an estimated collection of approximately $13,595,120 (City $11,407,687; County $2,187,433) in incremental revenue for the Downtown Connection TIF District.

Development Goals and Objectives The final Downtown Connection Project Plan and Reinvestment Zone Financing Plan were adopted in late 2005, as amended. The following objectives and action items set the framework for the planned improvements within the Downtown Connection TIF District: •

Improve access between and within the Uptown and Downtown areas Construction of the Klyde Warren Park, a deck park spanning Woodall Rodgers Freeway, connecting Downtown to Uptown, celebrated its grand opening October 2012. The park’s restaurant Savor opened in 2013. In July of 2010, the McKinney Avenue Transit Authority received a $4.9 million grant from the Federal Transit Administration and matching grant of $5 million from the North Central Texas Council of Government to complete the M-Line loop that branches off of McKinney Avenue at Olive Street. Construction of the Olive/St. Paul Street Loop began in 2012, with completion projected for 2014. The line will improve connectivity between Uptown, Downtown, Klyde Warren Park, the Arts District and DART downtown transit mall. The creation of a circulator system for the downtown area was recommended by the Downtown Dallas 360 Area Plan. During the fiscal year City Staff and Downtown Dallas Inc., worked together to identify potential routes and funding sources for a downtown circulator. Detailed circulator plans and funding will be investigated further in the coming fiscal year. In 2009, the North Central Texas Council of Governments (NCTCOG) Regional Transportation Council (RTC) issued its third Sustainable Development Program call for projects. The Sustainable Development Program provides funding of infrastructure improvements associated with development projects that reduce the overall demand for transportation infrastructure and improve air quality. Two 10

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Downtown Connection TIF District projects were awarded funds under this program to enhance pedestrian and transportation linkages, access and safety to nearby bus/rail transit and City of Dallas public investments. City Council approved agreements between the City, NCTCOG, State of Texas and the project’s developer for each project. Atmos completed construction of the project during the fiscal year, while construction of the Continental project will continue in 2014. -

Continental Building Project – $607,739

Atmos Complex Project – $462,686

During the fiscal year, City Council approved funding to participate in the two year pilot program D-Link, a special service from DART that provides residents, workers and visitors a way to get to some of the city’s most popular arts, dining and historic destinations. The free bus route includes destinations such as American Airlines Center, Klyde Warren Park, the Perot Museum of Nature and Science, The Sixth Floor Museum, Dallas Arts District, the Bishop Arts District and many other cultural, arts and entertainment-related stops. The expected cost of the service $1.4 million annually. DART, Downtown Dallas and the City of Dallas shared the costs of the program. A map of the bus route is below.

Exhibit A Downtown Connection TIF District

•

FY 2013 Annual Report

Improve the image of the Downtown Connection Area With the installation of numerous high-tech digital (video) sign boards within the Main Street core, continued redevelopment of vacant buildings, and completion and programming of the various downtown parks, activity downtown has increased dramatically. Major corporate relocations to the downtown connection area, including Moneygram International, AT&T and Comerica Bank have increased daytime population. The increased downtown daytime population, residency and activities for residents and visitors have added to the evolving image of the area.

•

Support redevelopment of the existing building supply During the fiscal year the LTV Building redevelopment project was approved for redevelopment within the Downtown Connection TIF District.

•

Develop a more diverse mixture of land uses within the Downtown Connection Area Projects announced, completed and/or underway within the district will contribute approximately 4,530 residential units; 882 hotel rooms; 325,800 square feet of retail; and 2,814,221 square feet of new Class “A” office space.

•

Increase open space and recreational opportunities in the Downtown Connection Area Main Street Garden Park hosts many events annually including City Lights, an annual tree lighting ceremony held in the park, Moonlight Movie Series showing free outdoor movies on Saturdays in the park and YMCA outdoor sporting leagues. Pegasus Plaza held the Taste of the Fair, where foods from the annual State Fair of Texas could be sampled during the fiscal year. Belo Garden opened May 2012, and is the second of the four planned downtown parks to be completed. The third park, Klyde Warren Park opened in October of 2012. Land for the fourth park, Pacific Garden Plaza/Park has been acquired using 2006 Bond funds. Funding sources for the construction of the Park have not been identified. The City of Dallas has contracted with DowntownDallas to provide operations and programming of these downtown parks as well as Pegasus Plaza. During the fiscal year an update of the Downtown Parks Master plan was completed.

•

Incentivize catalyst project(s) to accelerate reaching a critical mass of residential units, retail establishments, and public amenities for a vibrant downtown 12

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

The District’s catalyst project included the Mercantile Block, Atmos Complex and Continental building. In 2008, the Mercantile Block completed redevelopment. Phase I of the Atmos Complex project was completed during the fiscal year. Phase II of the project will begin construction 2015 with completion in 2016. The Continental continued construction during the fiscal year and will finish the first quarter of 2013. These projects have added 473 residential units (inclusive of 107 affordable units) and 40,000 square feet of retail. Upon completion of the Atmos Complex Phase II and Continental Building, an additional 326 residential units (including 104 affordable units) and 10,000 square feet of retail will be added to the downtown market.

Year-End Summary of Meetings The Downtown Connection TIF District Board of Directors met four (10) times during FY 2013, October 11, 2012, December 13, 2012, January 10, 2013, March 21, 2013, April 11, 2013, May 9, 2013, June 13, 2013, August 8, 2013, August 20, 2013 (Special Meeting), and September 12, 2013. The Downtown Connection TIF District Board of Directors consists of nine (9) members including six (6) City of Dallas appointees, one (1) State Senator’s office appointee, one (1) Dallas County appointee and one (1) State Representative’s office appointee. During FY 2012, the Downtown Connection TIF Board consisted of the following members: Board Member List Larry Good – City Appointee (Attended 8 of 10 meetings) Kirby White – City Appointee (Attended 2 meetings, resigned March 2013) Jon Ruff – City Appointee (Attended 9 of 10 meetings) Jerry Merriman – City Appointee (Attended 8 of 10 meetings) Vacant – City Appointee Vacant – City Appointee Rick Loessberg – Dallas County Appointee (Attended 5 of 10 meetings) Vacant – State Senator’s Office Appointee Dodge Carter – State Representative’s Appointee (Attended 2 meetings, resigned March 2013) Steve Bancroft – State Representative’s Appointee (Attended 3 meetings, appointed to board March 2013) During FY 2013, the City Council approved twenty-two (22) items directly or indirectly associated with the Downtown Connection TIF District. The council actions are listed below. •

On November 14, 2012, City Council approved Ordinance No. 28844 and Resolution No. 12-2798, authorizing abandoning portions of Jack Evans, 13

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Federal, Hawkins, Routh, and Leonard Streets to Spire Development Holdings, LLC, the abutting owner, containing a total of approximately 43,748 square feet of land located near the intersection of San Jacinto and Hawkins Streets, authorizing the quitclaim and providing for the dedication of approximately 15,362 square feet of land needed for right-of-way - Revenue: $1,887,669 plus the $20 ordinance publication fee. •

On January 23, 2013, City Council approved Ordinance No. 28883 and Resolution No. 13-01910, authorizing abandoning a water line easement and a wastewater easement to JLB 2728 Cedar Springs L.P., the abutting owner, containing a total of approximately 1,710 square feet of land located near the intersection of Cedar Springs Road and Carlisle Street - Revenue: $5,400 plus the $20 ordinance publication fee.

•

On January 23, 2013, City Council conducted a public hearing and approved Ordinance No. 28910 and Resolution No. 13-0239, to amend (1) the City of Dallas Thoroughfare Plan to change the dimensional classification of Harwood Street from Cedar Springs Road to Woodall Rodgers Freeway from an existing couplet to a two-way, four lane undivided (S-4-U) roadway within 60 feet of rightof-way; and (2) the CBD Streets and Vehicular Circulation Plan to change the operational characteristics of Harwood Street from Woodall Rodgers Freeway to Flora Street from three lanes southbound to one lane northbound and one lane southbound and Harwood Street from Flora Street to Ross Avenue from four lanes southbound to two lanes northbound and two lanes southbound; and at the close of the hearing, authorize an ordinance implementing the changes.

•

On February 27, 2013, City Council approved Resolution No. 13-0394, accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Eleven, (Downtown Connection TIF District), submitted by the Downtown Connection TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and the State Comptroller, as required by state law.

•

On February 27, 2013, City Council approved Resolution Nos. 13-0430 and 130431 authorizing (1) a development agreement with Alterra 500 South Ervay, LLC, to dedicate future TIF revenues for reimbursement of eligible project costs related to environmental remediation and demolition and façade restoration, for redevelopment of the 500 South Ervay building located in Tax Increment Financing Reinvestment Zone Eleven (Downtown Connection TIF District); and (2) the Downtown Connection TIF District Board of Directors to dedicate an amount not to exceed $5,000,000 from future Downtown Connection TIF District revenues, in accordance with the development agreement - Not to exceed $5,000,000 - Financing: Downtown Connection TIF District Funds.

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

•

On February 27, 2013, City Council conducted a public hearing and approved Ordinance No. 28930 and Resolution No. 13-0437, granting an amendment to Zone 1 of Planned Development District No. 184 for office, retail and residential uses on the northeast corner of Carlisle Street and Cedar Springs Road Recommendation of Staff and CPC: Approval, subject to a development plan, landscape plan and conditions Z123-146(WE) (Project: JLB Cedar Springs).

•

On February 27, 2013, City Council approved Resolution No. 13-0457, authorizing (1) a resolution in support of the Texas Department of Housing and Community Affair’s (TDHCA) 9% low-income housing tax credit (LIHTC) allocation for Flora Street Lofts, located at 2121 Flora Street, for the acquisition and new construction of the proposed 47-unit multifamily residential development for mixed income families; and (2) a loan in an amount of $1,100,000 to La Reunion TX for the development at 2121 Flora Street - Not to exceed $1,100,000 - Financing: 2010-11 HOME Investment Partnership Program Grant Funds ($915,235) and 2012-13 HOME Investment Partnership Program Grant Funds ($184,765).

•

On April 10, 2013, City Council approved Resolution No. 13-0618, authorizing an Interlocal Agreement with Dallas Area Rapid Transit related to procurement and financial matters for implementation of the Urban Circulator Streetcar Project.

•

On April 24, 2013, City Council approved Resolution No. 13-0699, authorizing a public hearing to be held on May 22, 2013, to receive comments on amendments to Tax Increment Financing Reinvestment Zone Number Eleven (Downtown Connection TIF District) and the Project and Reinvestment Zone Financing Plans for the Downtown Connection TIF District to: (1) increase the Downtown Connection TIF District’s budget from $189,807,592 NPV (approximately $391,744,162 total dollars) to $231,593,554 NPV (approximately $545,726,096 total dollars), an increase of $41,785,962 NPV (approximately $153,981,934 total dollars); (2) expand the District’s focus of redevelopment efforts; and (3) make corresponding modifications to the Downtown Connection TIF District’s budget and Project and Reinvestment Zone Financing Plan; and at the close of the public hearing consideration of an ordinance amending Ordinance No. 26020, previously approved on June 8, 2005, as amended and Ordinance No. 26096, previously approved on August 25, 2009, as amended, to reflect these amendments.

•

On May 22, 2013, City Council conducted a public hearing and approved Ordinance No. 29015 and Resolution No. 12-0465, authorizing amendments to Tax Increment Financing Reinvestment Zone Number Eleven (Downtown Connection TIF District) and the Project and Reinvestment Zone Financing Plans for the Downtown Connection TIF District to: (1) increase the Downtown Connection TIF District’s budget from $189,807,592 NPV (approximately $391,744,162 total dollars) to $231,593,554 NPV (approximately $545,726,096 total dollars), an increase of $41,785,962 NPV (approximately $153,981,934 total 15

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

dollars); (2) expand the District’s focus of redevelopment efforts; and (3) make corresponding modifications to the Downtown Connection TIF District’s budget and Project and Reinvestment Zone Financing Plans. •

On May 22, 2013, City Council approved Resolution No. 13-0895, authorizing Supplemental Agreement No. 2, an amendment to the development agreement with Ricchi Dallas Investments, LLC, for the renovation of 1600 Pacific Avenue, previously approved on October 26, 2010 by Resolution Nos. 10-2767 and 102768, to: (1) require only the completion of Stage 1 and a portion of Stage 2 work inclusive of renovation of elevator systems, roof, windows, restoration of the exterior of the building and installation of core components of a new heating and air conditioning system; (2) allow project’s eligibility for reimbursement of TIF funding previously committed in 2010 of up to $12,870,200 ($8,830,000 plus interest in an amount not to exceed $4,040,200) to be effective upon acquisition and closing of a construction loan for the LTV Tower Building by 1600 Pacific Landlord, LLC; (3) establish an acquisition and project construction financing closing date; and (4) establish that if 1600 Pacific Landlord, LLC, does not acquire and close construction financing for the LTV Tower Building by established acquisition and financing closing date, amendments (1) and (2) shall be void and the Certificate of Occupancy Date defined in the existing development agreement with Ricchi Dallas Investments, LLC, as amended, shall be extended.

•

On May 22, 2013, City Council approved Resolution No. 13-0896, authorizing (1) a Development Agreement with 1600 Pacific Landlord, LLC, for the completion of remaining portions of Stage 2, and Stage 3 work removed from the development agreement with Ricchi Dallas Investments, LLC and finish out of the entire building with hotel and residential uses; (2) an Economic Development Grant Agreement with First National Bank for TIF incentives associated with redevelopment of the building by 1600 Pacific Landlord, LLC; and (3) the Downtown Connection TIF District Board of Directors to dedicate an amount not to exceed $17,500,000 from future Downtown Connection TIF District revenues in the form of a Economic Development TIF grant in accordance with the grant agreement - Not to exceed $17,500,000.

•

On May 22, 2013, City Council approved Resolution No. 13-0897, authorizing A resolution declaring the intent of Tax Increment Financing District Reinvestment Zone Number Eleven (Downtown Connection TIF District) to dedicate an amount not to exceed $17,500,000 for the LTV Tower Redevelopment project to First National Bank, pursuant to the grant agreement with First National Bank.

•

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

•

On June 12, 2013, City Council approved Resolution No. 13-0969, authorizing (1) a participation agreement with the Downtown Improvement District for the construction of granite pavers at trolley stops and additional items for the McKinney Avenue Trolley Olive Street Extension Project in an amount not to exceed $158,635; (2) the receipt and deposit of funds from the Downtown Improvement District in an amount not to exceed $158,635; and (3) an increase in appropriations in the amount of $158,635 in the Capital Projects Reimbursement Fund - Total not to exceed $158,635 - Financing: Capital Projects Reimbursement Funds.

•

On August 14, 2013, City Council approved Resolution No. 13-1345, authorizing certain amendments to the reimbursement conditions for the development agreement with Hall Lone Star Associates, L.P., for the redevelopment of the Dallas Arts District Garage originally approved by the City Council on February 11, 2009, by Resolution 09-0441, to: (1) allow the developer to count the appraised land value of $8,300,000 and the appraised garage value of $18,200,000 towards the private investment requirement; and (2) allow for the collateral assignment of the TIF Subsidy to the Lender.

•

On August 14, 2013, City Council approved Resolution No. 13-1346 authorizing an amendment to the Amended and Restated Parking Sublease Agreement dated March 31, 2009, between the City (Landlord) and Hall Lone Star Associates, L.P., a Texas limited partnership, (Tenant) to allow the Tenant’s Lender to have collateral assignment rights as a Leasehold Mortgage which in certain circumstances shall include the right to assume the position of the Tenant under the Sublease Agreement to avoid a forfeiture or termination of the Sublease.

•

On August 28, 2013, City Council approved Resolution No. 13-1435, authorizing (a public hearing to be held on September 11, 2013, to receive comments on amendments to Tax Increment Financing Reinvestment Zone Number Eleven (Downtown Connection TIF District) and the Project and Reinvestment Zone Financing Plans for the Downtown Connection TIF District to: (1) increase the geographic area of the district by adding approximately 4,950 square feet square feet; (2) add to the District’s Project Plan the provision for a land exchange of City owned property for privately owned property within the District allowing for the land swap of City-owned property without requiring an auction and/or bidding of the property; (3) make corresponding modifications to the Downtown Connection TIF District’s boundary map and Project and Reinvestment Zone Financing Plans; and, at the close of the public hearing, consideration of an ordinance amending Ordinance No. 26020, originally approved on June 8, 2005, as amended and Ordinance No. 26096, originally approved on August 25, 2009, as amended, to reflect these amendments.

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

•

On August 28, 2013, approved Resolution No. 13-1513, authorizing Supplemental Agreement No. 8 to the master development agreement among the City of Dallas, the Downtown Dallas Development Authority (the DDDA), and FC Merc Complex, L.P. (“FC Merc”), a Texas limited partnership, FC Continental Complex, L.P. (“FCC”), a Texas limited partnership, FC Continental Landlord, LLC, a Texas limited liability company (“FC Continental”) and FC Continental Manager, LLC, a Texas limited liability company and managing member of FC Continental (collectively called Forest City) to: (1) revise Section 2.07 of the master development agreement to remove the requirement of the City to issue bonds in the amount of $2,500,000 with an interest rate of 8% and pay all costs of bond issuance for the project; and (2) provide TIF funding to Forest City in an amount not to exceed $3,700,000 total dollars or an amount equivalent to Net Present Value of $2,500,000 at a discount rate of 4%, whichever is less, to be funded by annual increment generated by the increase in property value of the Continental Building only, collected by the City - Not to exceed $3,700,000.

•

On August 28, 2013, City Council approved Resolution No. 13-1514, authorizing a resolution declaring the intent of Tax Increment Financing District Reinvestment Zone Number Eleven (Downtown Connection TIF District) to make annual payments to Forest City from annual increment generated by the increase in property value of the Continental Building only, up to an amount not to exceed $2,500,000, pursuant to the Supplemental Agreement No. 8.

•

On September 11, 2013 City Council deferred authorizing Funding Agreement between Dallas Area Rapid Transit, Downtown Dallas, Inc. and the City of Dallas for the operation of a two year demonstration project for a downtown supplemental shuttle service - Not to exceed $800,000 - Financing: Convention and Event Services Current Funds (subject to annual appropriations).

•

On September 11, 2013, City Council conducted a public hearing and approved Ordinance No. 29143 and Resolution No. 13-1622 authorizing amendments to Tax Increment Financing Reinvestment Zone Number Eleven (Downtown Connection TIF District) and the Project and Reinvestment Zone Financing Plans for the Downtown Connection TIF District to: (1) increase the geographic area of the district by adding approximately 4,950 square feet; (2) add to the District’s Project Plan the provision for a land exchange of City owned property for privately owned property within the District allowing for the land swap of Cityowned property without requiring an auction and/or bidding of the property; and (3) make corresponding modifications to the Downtown Connection TIF District’s boundary map and Project and Reinvestment Zone Financing Plans and any other necessary adjustments to implement the plan amendments.

•

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Financing: Convention and Event Services Current Funds (subject to annual appropriations).

Budget and Spending Status The Downtown Connection TIF District’s budget for public improvement expenditures is necessary to support private investment in the district. The final plan estimates for TIF public improvements total approximately $231.6 million (in 2006 dollars). The final, amended budget for the district is as follows: Downtown Connection TIF District Current Projected Increment Revenues to Retire TIF Fund Obligations B

B-C

Allocated³

Category Catalyst Projects: - Environmental remediation, demolition, historic façade, restoration, street/utility improvements & streetscape improvements, land acquisition, and non project costs, including, but not limited to machinery, equipment, materials and supplies

Estimated Total Dollar TIF Budget

Estimated Total Dollar Balance

$68,000,000

Redevelopment of Vacant/Underutilized Downtown Buildings, Underdeveloped Parcels, Surface Parking Lots - Environmental remediation, interior/exterior demolition, historic façade restoration, street/utility improvements, land acquisition, TIF grants, affordable housing Uptown/Downtown connection improvements Park and plaza design and acquisition Affordable Housing² Retail Initiative/Streetscape Improvements Downtown Area Plan Administration and Implementation Debt Service (Interest Only)

$265,504,895 $0 $3,243,249 $3,000,000 $1,985,000 $515,000 $8,132,568 $150,363,000

$174,138,580 $0 $0 $2,000,000 $459,845 $512,464 $798,136 $150,363,000

$91,366,315 $0 $3,243,249 $1,000,000 $1,525,155 $2,536 $7,334,432 $0

Total Project Costs

$500,743,712

$221,953,223

$278,790,489

¹TIF Budget shown above in total dollars; TIF Project Plan shows the budget in net present value ²The Affordable Housing line item has been reduced by the amount of money allocated to the Continental project ³The Allocated total shown for the Redevelopment of Vacant/Underutilized Downtown Building line item reflects the total TIF District's commitment to projects currently in the Reimbursement Queue

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Downtown Connection TIF District Plan Budget Category

Budget in 2006 Dollars

Catalyst Projects: - Environmental remediation, demolition, historic faรงade, restoration, street/utility improvements & streetscape improvements, land acquisition, and non project costs, including, but not limited to machinery, equipment, materials and supplies

$68,000,000

Redevelopment of Vacant/Underutilized Downtown Buildings Environmental remediation, interior/exterior demolition, historic faรงade restoration, street/utility improvements land acquisition, TIF grants, affordable housing

$152,653,168

Uptown/Downtown Connection Improvements Park and Plaza Design and Acquisition

$1,500,000

Affordable Housing

$3,000,000

Retail Initiative/Streetscape Improvements

$1,985,000 $515,000

Downtown Area Plan Administration and Implementation

$3,940,386 -

Debt Service (Interest Only) Total Project Costs

$231,593,554

*Budget shown above in 2006 dollars; TIF Project Plan shows the budget in net present value.

Downtown Connection TIF Participation Participation Jurisdictions

Duration of TIF District

Estimated TIF Collection Period

Participation Level

Contribution to TIF Fund

City of Dallas

2006 -2035

30 years

90%

$471,176,228

Dallas County

2006 -2035

20 years

55%

$27,380,051

TOTAL

$500,743,712

All values are expressed in current dollars, except where noted. The legal TIF life will be set at 30 years. TIF collection began in 2006. Actual collections period may vary.

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

Downtown Dallas Development Authority Status of DDDA Bond Sales and Repayment Project Mercantile Mercantile

Bond Sales Series 2006 $50,605,343 Series 2007 $28,950,514

Totals

Principal + Interest

Total Paid

Balance Due

$139,671,210

$8,050,000

$131,621,210

$67,301,055

$8,708,965

$58,592,090

$206,972,265

$16,758,965

$190,213,300

M/WBE Participation Public bidding is no longer required for TIF assisted projects. However, privately bid projects are monitored to ensure they abide by the Cityâ&#x20AC;&#x2122;s Good Faith Effort Policy and the TIF District Fair Share Agreement. Reporting is not required until project or benchmark completion.

Downtown Connection TIF M/WBE Participation Project

Contractor

Total Contract Amount

Contract Award Amount

Percentage Minority Participation

Mercantile

Various

$107,012,554

$26,707,787

24.96%

Stoneleigh Hotel

Various

$25,106,706

$4,998,000

19.91%

Dallas Arts District Garage

Various

$852,764

$439,839

51.58%

$132,972,024

$32,145,626

TOTALS

24%

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

FY 2014 Work Program The work items for FY 2014 for the Downtown Connection TIF District are as follows: •

Complete existing projects

•

Indentify and promote redevelopment of key properties in the District

•

Identify and support opportunities for improving physical connections between Downtown Core and surrounding districts including the Convention Center, Uptown, Victory, the Cedars and Deep Ellum neighborhoods

•

Complete North Central Texas Council of Government Sustainable Development Project – Continental

•

Implement Ground Floor Activation Strategy for district

•

Investigate parking deficiencies in the downtown core and explore solutions

•

City Council consideration of various proposed development projects o The Olympic Project (1401 Elm Street) o Statler/Library redevelopment project o Jackson Street Garage and Retail Building

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

District Financials City of Dallas, Texas Downtown Connection Tax Increment Financing District Fund Balance Sheet as of September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

2013

2012

2011

2010

2009

Assets: Pooled cash and cash equivalents

$444,955

Interest receivable

$343,231

$2,797 Total assets

($2,594)

$268,241

$339,016

$910,123

$1,300

$2,105

$4,511

$447,751

$340,637

$269,542

$341,121

$914,634

$6,000

$13,000

$48,978

$69,476

$39,040

Total liabilities

$45,040

$13,000

$48,978

$69,476

Fund Balance (Deficit)

$402,711

$340,637

$256,542

$292,143

$845,158

Total Liabilities and Fund Equity

$447,751

$340,637

$269,542

$341,122

$914,634

Liabilities and Fund Balance (Deficit): Liabilities: Accounts and contracts payable Advances from developers Due to general fund

Fund Balance (Deficit):

($0)

Downtown Connection Tax Increment Financing District Fund Statement of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

ITD

2013

2012

2011

2010

2009

$38,172,426

$8,408,406

$7,235,640

$6,849,382

$6,768,369

$6,065,898

$7,098,938

$1,615,855

$1,321,658

$1,332,864

$1,117,782

$1,158,974

Revenues: Tax increment-Governmental Tax increment-Intergovernmental Interest income Contributions from DDDA Net increase (decrease) in fair value of investments Total revenues

$147,068

$7,983

$26,146

$5,272

$18,085

$17,515

$4,186,030

$225,000

$2,225,000

$225,024

$203

$737,464

$301

$377

($3,180)

($7,319)

($7,431)

$5,507

$49,601,282

$10,249,926

$10,808,745

$8,412,918

$7,897,007

$7,985,358

Expenditures: Administrative expenses

$1,097,318

$144,303

$154,879

$169,530

$205,171

$122,087

Non-Capital Outlay

$589,257

$6,000

$12,472

$96,744

$358,700

$96,535

Capital outlay

$240,632

$13,287

$2,000,000

$45,271,365

$10,024,261

$8,557,298

$8,182,245

$7,886,151

$7,224,872

$49,198,571

$10,187,852

$10,724,650

$8,448,519

$8,450,022

$7,443,495

$402,711

$62,074

$84,095

($35,602)

($553,015)

$541,864

$340,637

$256,542

$292,143

$845,158

$303,294

$340,637

$256,542

$292,143

$845,158

$303,294

$402,711

$340,637

$256,542

$292,143

$845,158

Affordable housing cost participation Transfers to DDDA-Increment Interest and fiscal charges Total expenditures Excess (Deficiency) of Revenues over Expenditures Fund balance (Deficit) at beginning of year as previously reported Fund balance (Deficit) at beginning of year, as restated Fund balance (deficit) at end of year

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

City of Dallas, Texas Downtown Connection Tax Increment Financing District Fund Reinvestment Zone Number Eleven As of September 30, 2013

Chapter 311.016 of V.C.T.A. requires the following information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements.

Amount and source of revenue in the tax increment fund established for the zone:

$664 Interest Income $225,000 Transfers from DDDA $10,024,261 Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll) $10,249,926

Total Revenue

Amount and purpose of expenditures from the fund: $144,303 Administrative Expense $6,000 Non-Capital Outlay* $13,287 Capital outlay* $10,024,261 Transfers to DDDA-Increment $0 Interest and fiscal charges $10,187,852

Total Expenditures

* These costs were incurred for the following: DDDDA Annual Audit

$12,240

Appraisal Costs

$6,000

Other

$1,047 Total

$19,287

Amount of Principal and Interest due-on outstanding indebtedness: The Zone has a primary obligation to retire the bonds, issued by Downtown Dallas Development Authority (DDDA), from tax increment generated over the life of the Zone.

Tax increment base and current captured appraised value retained by the zone:

Taxing Jurisdiction

Taxable

Base Year

Est. Captured

Value 2013

2005 Value

Value 2013**

City of Dallas

$2,155,282,220

$564,917,317

$1,590,364,903

Dallas County

$2,200,931,553

$564,917,317

$1,636,014,236

** Based on Certified Taxable Values. Final values will be determined on February 01, 2014.

A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions: Amount of

Taxing Jurisdiction

Assessment

Estimated 2013

Per $100

Increment

City of Dallas

0.71730

Dallas County

0.13371

$2,187,433

$0.85101

$13,595,120

Total for all Jurisdictions

B. The total amount of estimated tax increment to be billed for the 2013 tax year is $13,595,120. For the 2012 tax year, increment in the amount of $10,024,261 was collected and transferred to Downtown Dallas Development Authority(DDDA) in accordance with the terms of the DDDA bond indentures.

$11,407,687

Exhibit A Downtown Connection TIF District

FY 2013 Annual Report

City of Dallas, Texas Downtown Connection Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 1. The measurement focus used for the TIF Zone fund is a flow of financial resources. The financial statements are prepared using the modified accrual basis of accounting. Under the modified accrual basis of accounting, tax increment revenues and interest are recognized as revenue when they become both "measurable" and “available" to finance expenditures of the current period. Expenditures are recognized when the liability is incurred 2. State statute requires that each taxing jurisdiction remit its ad valorem taxes to the Zone by May 1 of each year (remittance to occur no more than 90 days after taxes for the jurisdiction become delinquent). 3. The TIF's cash balances are invested in the City’s investment pool and include amounts in demand deposits as well as short-term investments. Pooled investments and short-term nonpooled investments are treated as cash equivalents. Investment income on the pooled investments is prorated monthly based upon the average daily cash balance in each fund. 4. The Zone's Financial Plan permits expenditures not to exceed $3,940,386 over the life of the TIF to reimburse the City for administrative costs. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values. 5. All project costs resulting in capital improvements which are owned by the City are capitalized in the City’s fixed assets.

AGENDA ITEM # 20 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

2, 7, 14

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

45 G H L M R; 46 J K N P L M; 46 J K ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Twelve, (Deep Ellum TIF District), submitted by the Deep Ellum TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as the State Comptroller. The City Council approved Ordinance No. 26043 on June 22, 2005, establishing Tax Increment Financing Reinvestment Zone Number Twelve, (Deep Ellum TIF District). On April 12, 2006, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 26304. The Deep Ellum TIF District's assessed tax value in 2013 was $169,042,489. This represents an increase of 48.4% ($55,156,719) over the assessed value of the base year (2005) value and an increase of 5.5% ($8,883,174) over last yearâ&#x20AC;&#x2122;s final value. With the participation of the City and Dallas County, this increase will result in the collection of approximately $462,497 total in incremental revenue for the Deep Ellum TIF District for the 2013 tax year.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On June 22, 2005, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Twelve, the Deep Ellum TIF District by Ordinance No. 26043, as amended. On April 12, 2006, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Deep Ellum TIF District by Ordinance No. 26304, as amended. On January 6, 2014, the Deep Ellum TIF District Board of Directors recommended that the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Twelve, (“Deep Ellum TIF District” or “District”) and established a Board of Directors for the District to promote development or redevelopment in the Deep Ellum area pursuant to Ordinance No. 26043, authorized by the City Council on June 22, 2005, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on April 12, 2006, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Deep Ellum TIF District by Ordinance No. 26304, as amended; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded the State Comptroller; and WHEREAS, on January 6, 2014, the Deep Ellum TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Twelve and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Twelve (Deep Ellum TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Twelve to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and to the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Exhibit A

Deep Ellum TIF District FY 2013 Annual Report

Office of Economic Development 1500 Marilla Street, 2CN Dallas, Texas 75201 (214) 670-4551 http://www.dallas-ecodev.org

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

October 1, 2012 to September 30, 2013 Source: Parcels - DCAD, 2009; Rail - DART, 2009; All Other Data - City of Dallas, 2010

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Reinvestment Zone Number Twelve Deep Ellum Tax Increment Financing District Table of Contents Mission Statement ........................................................................................................... 4 Deep Ellum TIF District Accomplishments ...................................................................... 4 Value and Increment Revenue Summary........................................................................ 8 Objectives, Programs, and Success Indicators ............................................................... 8 Year-End Summary of Meetings ................................................................................... 11 Pending TIF Items ......................................................................................................... 14 Budget and Spending Status ......................................................................................... 15 FY 2012 Work Program................................................................................................. 15 Appendix: Financials ..................................................................................................... 16

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Mission Statement The mission of the Deep Ellum Tax Increment Financing District is to provide a source of funding for public infrastructure improvements anticipated to enhance the real estate market for the Deep Ellum TIF District area. The Deep Ellum TIF District represents the outgrowth of the City of Dallas’ effort to provide a model for redeveloping a former industrial and warehouse district to take full advantage of the expanding DART light rail system, promote transit oriented development, implement appropriate urban design standards, improve pedestrian connections between downtown, Fair Park, the Farmers Market, and the Baylor medical campus, and improve the quality of development east of downtown. The Dallas City Council established the Deep Ellum TIF District by Ordinance Number 26043 on June 22, 2005. The Deep Ellum TIF District took effect on January 1, 2006 and is scheduled to terminate on December 31, 2027 (including collection of the 2027 increment on calendar year 2028 and any related matters to be concluded in 2028) or when the budget of $27.2 million (2006 dollars) has been collected. The TIF boundary and final plan were amended in 2008, and the final plan was also amended in 2011. The City of Dallas and Dallas County are the two participating jurisdictions; The City’s participation 85%, and the County’s participation is 55%.

Deep Ellum TIF District Accomplishments To date, there has been at least $55.2 million in property value increase within the district, including improvements on the Bill Reed building (now Three Three Three First Avenue), town home/loft construction, and construction of the Ambrose Apartments on Indiana Street at N. Malcolm X Boulevard and the Olympia Arts building. This increase of $55.2 million is due to over $44.5 million (80.6%) in new development projects and approximately $10.7 million (19.4%) in property value appreciation.

Fair Park Light Rail Station

Baylor Light Rail Station

During the FY 2011, DART completed construction of the new SE-1 Corridor light rail line, which included the planned Deep Ellum, Baylor, and Fair Park stations within the Deep Ellum TIF District.

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Additionally, prospective projects include the redevelopment of the Continental Gin building, the Dr. Pepper building, the City Lights mixed-use development, other underutilized commercial buildings, and warehousing structures as well as large tracts of vacant land.

â&#x20AC;&#x153;The Ambroseâ&#x20AC;? on Indiana Street

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

“Commerce Street Lofts” on Commerce Street

“Eastside Lofts” on First Avenue

“The Olympia Arts” Building on Eastside Avenue 6

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Deep Ellum TIF District Projects1 Projects and Potential Projects Within TIF District Utilizing TIF Funding2 Project

Location

Calendar Year Complete

Status

Units/ SF

Olympia Arts

4000 East Side Ave

2010

Completed

18,000 SF retail, office, warehouse

$670,570

$595,000

0 res. units; 18,000 SF retail, office, warehouse

$670,570

$595,000

Total

Approx. Value3

TIF Investment

Projects Within TIF District Not Utilizing TIF Funding1 City Lights Phase I

2601 Live Oak St.

The Ambrose

2901 Indiana St.

Commerce Street Lofts

3701, 3703, 3705,3507, 3509, 3711, 3713, & 3715 Commerce St.

Eastside Lofts

500, 502, 504, 506 1St St.

2015

2008

2007

2006

In Development

424 res. units

Completed

325 res. units; 15,000 SF commercial

$32,350,000

Completed

8 live/ work units (approx. 18,000 SF)

$1,960,130

Completed

4 residential units (approx. 9,300 SF)

Total

761 res. units; 15,000 SF retail

$31,887,000

$1,137,000

$36,117,700

Total Projects Within TIF District Utilizing and Not Utilizing TIF Funding Total 1

987 res. units; 38,000 SF retail, office, warehouse

$36,117,700

$595,000

All information updated as of September 30, 2013. All TIF funded projects. 3 Based upon estimated market value at completion or of comparable projects for anticipated projects, or DCAD market value for completed projects (unless project has not yet been assessed). Values may not be fully captured by the TIF district for redevelopment projects once pre-existing value and/or the demolition of structures is netted out. 2

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Value and Increment Revenue Summary The base value of the original zone is the total appraised value of all taxable real property in the district as determined by the Dallas Central Appraisal District in the 2005 tax roll and the District was amended in 2008 for an adjusted base value of $113,885,770. The Deep Ellum TIF District’s assessed 2013 tax value was $169,042,489, which represents an increase of $8,883,174 (5.5%) from the 2012 value and an increase of $55,156,719 (48.4%) from the base year. The TIF District anticipates collecting $462,497 incremental tax revenue for tax year 2013.

Objectives, Programs, and Success Indicators The final Deep Ellum Project Plan and Reinvestment Zone Financing Plan as amended was adopted on April 12, 2006. Among the goals of the Plan are: 

To create additional taxable value attributed to new private investment in projects in the Deep Ellum TIF District totaling approximately $187 million. Completed projects within the district contributed approximately $44.3 million in additional taxable value (24% of goal).



To attract new private development in the Deep Ellum TIF District totaling approximately 400,000 square feet of retail space, 35,000 square feet of office space, 250 hotel rooms, and at least 800 new residential units including lofts, town homes and apartments. Completed projects within the district contributed approximately 15,000 square feet of retail (3.8% of goal), 18,000 square feet of office/commercial (22.8% of goal), no hotel rooms, and 337 additional residential units (42.1% of goal), and planned projects will contribute approximately 5,000 square feet of retail (1.3% of goal) and 650 residential units (81.3%) totaling 38,000 square feet of retail (9.5% of goal), 18,000 square feet of office/commercial (22.8% of goal), no hotel rooms, and 987 residential units (119% of goal). In 2011 City Council authorized the sale approximately 83,478 square feet of unneeded and unwanted City-owned land located near the intersection of Live Oak and Cantegral Streets to the developer of the proposed City Lights Project. In 2012 City Council authorized a $7,000,000 public-private partnership investment in Reel FX to retain 250 employees and add 125 employees over two years to the Reel FX headquarters at 301 North Crowdus Street. A portion of the funds are for remodeling and construction on the property and for the 67,166 square foot building. The TIF Board moved to partially

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

reimburse the costs of streetscape improvements to enhance the pedestrian environment and visual connectivity of that area of the TIF District. 

To reach ridership at future DART light rail stations in the district averaging over 4,000 riders per weekday by 2015. The SE Corridor (Green Line) DART light rail line opened in December 2010 complementing the Deep Ellum, Baylor, and Fair Park light rail stations which opened in 2009. Current average ridership per weekday is 257 at the Deep Ellum Station, 890 at the Baylor Station, and 999 at the Fair Park Station for a total average weekday ridership of 2,340.



To improve access and connections to the DART light rail system within the district. Staff and the Board will continue to foster working relationships with DART and potential developers to encourage access and connections to these stations. In 2012 design work began for streetscape improvements on Indiana Street east of Malcolm X Boulevard (near the Deep Ellum DART Station) and on Crowdus Street between Indiana Street and Elm Street. Improvements include enhanced pedestrian crosswalks and a plaza at the Reel FX headquarters serving as a terminating vista on Crowdus Street through Deep Ellum. Design is almost complete, and construction is expected to begin by spring 2014.



To support the conversion of the Deep Ellum area to a mixed-use, transit oriented neighborhood that complements Baylor Medical Center, Downtown Dallas, and Fair Park. Streetscape improvements and the changing from a one-way to a two-way street were included in the 2006 Bond program for Elm Street between Exposition Avenue and Good-Latimer Expressway. Planned improvements include wide sidewalks street trees, benches and bike racks; parallel parking; marked pedestrian crossings; and bikes sharing the two lanes of traffic. Work has begun, with completion expected fall of 2014. Additional funds will be needed to complete Commerce Street before Elm Street will be changed to two-way operations. Staff and the Board will continue to foster a working relationship with Baylor, DART, and potential developers to encourage transit oriented development that complements the district. When possible, staff and the Board will also take special studies into account. Though not physically in the TIF District, Baylor continues to be a powerful demand generator for

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Deep Ellum. Baylor University Medical Center at Dallas is a 1025-bed not-for-profit teaching hospital, providing patient care and research to residents of Dallas and the southwest United States. This nationally acclaimed medical center serves as flagship hospital for Baylor Health Care System and in 2009 was recertified as a Magnet Hospital for "Excellence in Nursing Services" from the American Nurses Credentialing Center -- the organization's highest level of recognition which merely two percent of hospitals nationwide have received. Also, Baylor University Medical was recognized in U.S. News & World Report’s 2012 "America's Best Hospitals,” a recognition that it has received for the past twenty consecutive years. To address the immediate health needs of the community, in 2009 Baylor Dallas announced the creation of it Diabetes Health and Fitness Center. The program opened June 2010 at the Juanita J. Craft Recreation Center, providing treatment and prevention services to the area’s medically underserved population. The Institute has a health clinic staffed by doctors and other medical specialists, affordable medications, plus diabetes education ranging from nutrition and cooking classes to exercise programs. The Craft Recreation Center continues to offer its regular services in addition to the institute’s expansion. Baylor has invested $15 million into the center which is open to all regardless of residency, insurance or income. Growth and development on the hospital’s campus was celebrated in several ways during 2009. In April, Baylor Dallas announced that it was the first hospital in the country to collaborate with GE Healthcare and BrainLAB to open technically advanced neurosurgery operating suites. The technology allows neurosurgeons on the medical staff to use realtime, intra-operative images of the brain during surgery. The $16.5 million operating suites and four operating rooms opened along with implementation of a high-definition magnetic resonance scanner and BrainSUITE iMRI navigation system. The technology was implemented to help physicians more accurately view a tumor’s location and remove diseased tissue with minimal impact. The $350 million expansion of the Baylor Charles A. Sammons Cancer Center at Dallas opened in 2011. 

To increase recreational opportunities and improve connections to the City of Dallas trails and open space system in the district. Extension of the Santa Fe Trail (East Dallas Veloway II Project) into Deep Ellum was completed from Woodrow Wilson High School to Hill Avenue in 2010. The Trail was extended from Deep Ellum to White Rock Lake with the completion of the bridge over Winstead Drive in December, 2010.

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Funding was approved in 2013 to construct the hike and bike trail and associated storm drainage, water and wastewater appurtenance adjustments for the East Dallas Veloway, Phase II Extension from Elm Street to Parry Avenue. Installation of the Core Connector Bicycle lanes and shared lane markings in 2012 now connect the Santa Fe Trail to the Katy Trail through Deep Ellum and downtown. Funding was granted to the Deep Ellum Foundation which installed Bicycle Fix-It Stations in Deep Ellum. The Staff and the Board will continue to encourage developers to create linkages to the trail system as well as additional bicycle facilities. 

To generate approximately $27.2 million (net present value) in increment over 20 years of collections. The assessed property value from the base year to 2013 increased by approximately 48.4% including an increase of 5.5% since 2012. This is an increase of approximately $55.2 million. Based upon current estimates and established 2013 values, the district will generate over $27.2 million (in 2006 dollars) by FY 2027 before the TIF expires in 2028.



To diversify retail and commercial uses in the district. In 2011 the staff and the Board saw the Phases I, II, & III of the Olympia Arts completed, which along with the Ambrose development, added over 33,000 square feet of retail, service, and commercial space. The staff and the Board will continue to work to expand retail and commercial uses to meet the existing and growing needs of the residential population and the increased traffic as a result of the expansion of the DART Light Rail system into the area.

Year-End Summary of Meetings The Deep Ellum TIF District Board met one time during the fiscal year from October 1, 2012 to September 30, 2013. The Board approved and forwarded one (1) item to City Council for approval. An additional four (4) items related to properties in the TIF District were also considered by Council during the year. The most significant of these actions related to the subsurface utility preparation and streetscape improvements along Elm Street from Good Latimer to Exposition Avenue. The Board can consist of up to ten members, including five City of Dallas appointees, one Dallas County appointee. The Board members are (FY 2013 Board meetings attended): Laura “Zane” Aveton – City Representative (1 of 1 meeting), Brian Barton – City Representative (1 of 1 meeting), Chase Evans – City Representative (1 of 1 meeting), Herbert Goodman – City Representative (0 of 1 meeting), John Miller – City

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Representative (1 of 1 meeting), Gene Dennis – City Representative (appointed subsequent to 1 meeting), and Rick Loessberg – Dallas County Representative (1 of 1 meeting.) There are no vacant positions on the Board as of September 30, 2013. Three Board members will not be eligible for re-appointment due to having served their maximum term limit, therefore at least 3 positions will be open beginning October 1, 2013. During the fiscal year the City Council approved four (4) items associated with the Deep Ellum TIF District. In an ongoing effort for Deep Ellum to improve the area for more suitable and compatible commercial uses, bars, lounges, taverns and similar establishments are required to obtain a Specific Use Permit (SUP) from the City of Dallas to comply with new zoning regulations. 

On October 24, 2012 City Council, by Resolution 12-2666, authorized a contract with Omega Contracting, Inc., lowest responsible bidder of six, for the reconstruction of street paving, storm drainage, water and wastewater mains and streetscape improvements for Elm Street from Good Latimer Expressway to Exposition Avenue - Not to exceed $5,934,257 - Financing: 2006 Bond Funds ($4,777,858), Water Utilities Capital Construction Funds ($52,950) and Water Utilities Capital Improvement Funds ($1,103,449.)



On February 27, 2013 City Council, by Resolution 13-0395, authorized a resolution accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Twelve, (Deep Ellum TIF District), submitted by the Deep Ellum TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and the State Comptroller, as required by state law.



On June 26, 2013 City Council, by Resolution 13-1080, Authorized an increase in the contract with Omega Contracting, Inc. for additional paving items and extension of the water and wastewater main replacement limits for the Elm Street from Good Latimer Expressway to Exposition Avenue Project - Not to exceed $349,945, from $5,934,257 to $6,284,202 - Financing: General Obligation Commercial Paper Funds ($160,700), Water Utilities Capital Construction Funds ($3,600) and Water Utilities Capital Improvement Funds ($185,645)



On September 25, 2013 City Council, by Resolutions 13-1692, authorized a contract with Texas Standard Construction, Ltd., lowest responsible bidder of three, for the construction of a hike and bike trail and associated storm drainage, water and wastewater appurtenance adjustments for the East Dallas Veloway, Phase II Extension from Elm St to Parry Ave, Not to exceed $762,953 Financing: 2006 Bond Funds ($746,903) and Water Utilities Capital Construction Funds ($16,050.)

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Pending TIF Items The pending items for the Deep Ellum TIF District include: ď&#x201A;§ ď&#x201A;§

City Council consideration of the FY 2013 Annual Report regarding the development and financial status of the District. City Council consideration to extend the Elm Street construction contract with Omega Contracting, Inc. to include reconstruction of Indiana and Crowdus Streets.

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Budget and Spending Status Each TIF district establishes a budget for the public improvement expenditures necessary to support private investment in the district in the Project Plan and Reinvestment Zone Financing Plan. The Deep Ellum TIF District was established in June 2005 and did not collect or allocate any revenue in FYs 2006, 2007 & 2008; however, the Project Plan and Budget were amended in FY 2008 and project allocations were made for the Olympia Arts project. Preliminary estimates for TIF public improvements total $51,421,022 million ($27,200,000 in 2006 dollars). The amended budget for the TIF district is below.

Deep Ellum TIF District Project Plan Budget Projected Increment Revenues to Retire TIF Fund Obligations Category Water, Wastewater, Storm & Off-site Utility Replacement

TIF Budget*

Allocated**

Balance

$2,375,243

$138,183

$2,223,951

Paving Streetscape & Lighting

$27,617,733

$616,634

$26,848,675

Open Space & Trails

$2,685,057

$42,884

$2,627,354

Faรงade Restoration

$4,730,815

$298,000

$4,406,706

$401,089

$9,288

$398,587

Latino Cultural Center Area Improvements

$9,518,120

$9,465,589

Administration and Implementation

$4,378,335

$221,745

$4,132,426

$51,706,392

$1,326,734

$50,094,288

Environmental Remediation & Demolition

Total Project Costs (excluding interest)

* Budget shown above in current dollar; TIF Project Plan shows the budget in net present value. ** Project and Administrative costs are allocated as increment collection began in FY 2008.

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Deep Ellum TIF District Project Plan Budget Category

TIF Budget*

Water, Wastewater, Storm & Off-site Utility Replacement Paving Streetscape & Lighting

$1,247,748 $14,507,977

Open Space & Trails

$1,410,498

Façade Restoration

$2,485,163

Environmental Remediation & Demolition

$210,698

Latino Cultural Center Area Improvements

$5,000,000

Administration and Implementation**

$2,300,000

Total Project Costs (excluding interest)

$27,162,083

* As approved in the Project Plan and Reinvestment Zone Financing Plan as amended June 22, 2011. Note: TIF Board may amend Project Plan budget with City Council approval.

FY 2014 Work Program The FY 2014 work program for the Deep Ellum TIF District includes: 

Evaluate potential plan amendment to assist with redevelopment efforts in the core area of Deep Ellum.



Encouraging recreational opportunities and improved connections to the City of Dallas trails and open space system in the district.



Encouraging diverse retail and commercial uses within the district.



Completing existing development projects, and identifying an additional $20 million in new private investment (utilizing and not utilizing TIF funds) within the district during the fiscal year.



Supporting the strategic needs of the Latino Cultural Center.



Investigate the feasibility of a Municipal Setting Designation for the District.

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

Appendix: Financials City of Dallas, Texas Deep Ellum Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 1. The measurement focus used for the TIF Zone fund is a flow of financial resources. The financial statements are prepared using the modified accrual basis of accounting. Under the modified accrual basis of accounting, tax increment revenues and interest are recognized as revenue when they become both "measurable" and "available" to finance expenditures of the current period. Expenditures are recognized when the liability is incurred. 2. State statute requires that each taxing jurisdiction remit its ad valorem taxes to the Zone by May 1 of each year (remittance to occur no more than 90 days after taxes for the jurisdiction become delinquent). 3. The Zone's cash balances are invested in the Cityâ&#x20AC;&#x2122;s investment pool and include amounts in demand deposits as well as short-term investments. Pooled investments and short-term nonpooled investments are treated as cash equivalents. Investment income on the pooled investments is prorated monthly based upon the average daily cash balance in each fund. 4. The Zone's Financial Plan permits expenditures not to exceed $2,300,000 (NPV) over the life of the TIF to reimburse the City for administrative costs. The Zone began reimbursing the General Fund in fiscal year 2009-10. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values. 5. All project costs resulting in capital improvements that are owned by the City are capitalized by the City.

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

City of Dallas, Texas Deep Ellum Tax Increment Financing District Fund Balance Sheet as of September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

2012

2011

2010

$784,831

$508,807

$250,043

$215,001

$306,892

($347)

$380

$903

$1,103

$1,667

$784,484

$509,187

$250,945

$216,104

$308,559

$21,910

$6,963

$18,631

$59,674

$28,874

$18,631

$59,674

Fund Balance (Deficit)

$755,610

$509,187

$250,945

$197,474

$248,884

Total Liabilities and Fund Equity

$784,484

$509,187

$250,945

$216,104

$308,559

($0)

2013

2009

Assets: Pooled cash and cash equivalents Interest receivable Total assets

Liabilities and Fund Balance (Deficit): Liabilities: Accounts and contracts payable Due to general fund Total liabilities Fund Balance (Deficit):

Deep Ellum Tax Increment Financing District Fund Statement of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited)

ITD

2013

2012

2011

2010

2009

$1,365,563

$275,743

$239,543

$258,361

$322,509

$269,407

$319,260

$64,841

$62,217

$61,623

$70,654

$59,926

$12,122

$2,331

$1,942

$1,492

$3,929

$2,428

($378)

($1,105)

($47)

$290

($2,281)

$2,764

$1,696,567

$341,810

$303,655

$321,767

$394,810

$334,526

$221,745

$13,030

$29,413

$49,030

$44,631

$25,968

$43,424

$7,386

$16,000

$10,750

$9,288

$675,788

$74,971

$208,514

$392,302

Revenues: Tax increment-Governmental Tax increment-Intergovernmental Interest income Net increase (decrease) in fair value of investments Total revenues Expenditures: Administrative expenses Non-Capital Outlay Capital outlay Interest and fiscal charges

Deep Ellum TIF District

Total expenditures Excess (Deficiency) of Revenues over Expenditures

Exhibit A - FY 2013 Annual Report

$940,957

$95,387

$45,413

$268,295

$446,221

$25,968

$755,610

$246,423

$258,242

$53,472

($51,411)

$308,558

$509,187

$250,945

$197,474

$248,884

($59,674)

$509,187

$250,945

$197,474

$248,884

($59,674)

$755,610

$509,187

$250,945

$197,474

$248,884

Fund balance (Deficit) at beginning of year as previously reported Fund balance (Deficit) at beginning of year, as restated Fund balance (deficit) at end of year

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

City of Dallas, Texas Deep Ellum Tax Increment Financing District Fund Reinvestment Zone Number Twelve As of September 30, 2013

Chapter 311.016 of V.C.T.A. requires the following information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements.

Amount and source of revenue in the tax increment fund established for the zone:

$1,226 $340,584

Interest Income Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll)

$341,810

Total Revenue

Amount and purpose of expenditures from the fund:

$13,030 $7,386 $74,971 $0 $95,387

Administrative Expense Non-Capital Outlay * Capital outlay * Interest and fiscal charges Total Expenditures

(1) These expenditures were for the following projects: Bark Park Neon Signs & Bicycle Repair Stations

$7,386

Crowdus/Indiana Streetscape Design

$74,971

Total

$82,357

TIF Administration Costs: The Zone continued to reimburse the General Fund for administrative costs incurred during the fiscal year.

Amount of Principal and Interest due-on outstanding bonded indebtedness: None.

Tax increment base and current captured appraised value retained by the zone:

Taxing Jurisdiction

Taxable

Base Year

Est. Captured

Value 2013 *

2008 Value

Value 2013**

City of Dallas

$169,042,489

$113,885,770

$55,156,719

Dallas County

$180,328,659

$113,885,770

$66,442,889

* 2013 taxable value shown for participating taxing jurisdictions. County values are approximate and

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

will vary slightly from the City value due to different exemption levels. ** Based on Certified Taxable Values. Final values will be determined on February 01, 2014.

A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions: Amount of

Taxing Jurisdiction

Assessment

Estimated 2013

Per $100***

Increment****

City of Dallas

0.67745

$373,659

Dallas County

0.13371

$88,837

$0.81116

$462,497

Total for all Jurisdictions

***Participation rates for City of Dallas and Dallas County are 85% and 55% respectively for tax years 2008 2021. ****The District began collecting increment in fiscal year 2008-09.

B. The total amount of estimated tax increment to be billed for the 2013 tax year is $462,497. For the 2012 tax year, increment in the amount of $340,584 was received.

Deep Ellum TIF District

Exhibit A - FY 2013 Annual Report

City of Dallas, Texas Deep Ellum TIF Tax Increment Financing District Fund Cash Status as of September 30, 2013

Cash Balance

$791,276

Projected FY'14 Increment for 2013 Tax Year

$462,497

Total Available for Expenditures

$1,253,773

Less Committed: TIF Administration Indiana/Crowdus Public Imp. Project Spent to date Central Core Connector Deep Ellum PID Projects Sub-Total

$150,000 $452,000 ($74,971)

$377,029 $7,574 $1,174 $535,777

Net Available for Projects

$717,996

AGENDA ITEM # 21 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

46 J K N P S and T ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Thirteen, (Grand Park South TIF District) and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as the State Comptroller. The City Council approved Ordinance No. 26147 on October 26, 2005, establishing Tax Increment Financing Reinvestment Zone Number Thirteen, (Grand Park South TIF District). On June 13, 2007, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 26773. The Grand Park South TIF Districtâ&#x20AC;&#x2122;s assessed 2013 taxable value was $44,580,824. This represents a decrease of $269,195 (-0.6%) from the 2005 base year value of $44,850,019 and an increase of $1,702,122 (4.0%) from the previous year. Because of the decline in values from the base year, no increment is expected to be collected, but for the first time in many years, the current year's value is higher than the previous year's value.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On October 26, 2005, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Thirteen, the Grand Park South TIF District by Ordinance No. 26147, as amended. On June 13, 2007, City Council authorized the Final Project Plan and Reinvestment Zone Financing Plan for the Grand Park South TIF District by Ordinance No. 26773. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s FY 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Thirteen, ("Grand Park South TIF District” or “District”) and established a Board of Directors for the District to promote development or redevelopment in the Grand Park South area pursuant to Ordinance No. 26147, authorized by the City Council October 26, 2005, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, and WHEREAS, on June 13, 2007, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Grand Park South TIF District by Ordinance No. 26773; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded to the State Comptroller; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Thirteen, (Grand Park South TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Thirteen to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and to the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Grand Park South TIF District FY 2013 Annual Report

Office of Economic Development 1500 Marilla Street, 5CS Dallas, Texas 75201 (214) 670-1685 http://www.dallas-ecodev.org

October 1, 2012 to September 30, 2013

Exhibit A

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

Reinvestment Zone Number Thirteen Tax Increment Financing District

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

Mission Statement The mission of the Grand Park South TIF District is to provide a source of funding for public infrastructure improvements necessary to enhance the real estate market for the Grand Park South TIF District area. The Grand Park South TIF District represents the outgrowth of the City of Dallas’ effort to provide a model for redeveloping a former residential area in decline to take full advantage of the expanding DART light rail system, to promote transit oriented development in the historical context of the neighborhood, to implement appropriate urban design standards, and to improve the quality of development south of downtown. The Dallas City Council established the Grand Park South TIF District by Ordinance Number 26147 on October 26, 2005. The Grand Park South District took effect on January 1, 2006 and is scheduled to terminate on December 31, 2035 (including collection of the 2035 increment in calendar year 2036 and any related matters to be concluded in 2036) or when the budget of $30.3 million (2006 dollars) has been collected. The City of Dallas and Dallas County are the two participating jurisdictions. The City’s participation is 90%, and the County’s participation is 65%.

District Accomplishments The Grand Park South TIF District is composed of neighborhoods to the south of Fair Park including the Grand Avenue, Martin Luther King, Jr. Boulevard, and Malcolm X Boulevard corridors. The district exhibits deteriorated structures, inadequate sidewalks and streets, faulty lot layouts, unsanitary or unsafe conditions, and deteriorated site improvements. These conditions substantially arrest or impair the sound growth of the City and property within the area. The district’s strengths include the following: • • • • •

Proximity to downtown Adjacency to Fair Park J.B. Jackson Transit Center which includes DART’s Green Line MLK Station South Boulevard – Park Row Historic District Includes the intersection of Malcolm X and Martin Luther King, Jr. Boulevards, one of only a few such intersections in the country.

September 2013 marked the four year anniversary of the opening of DART’s Fair Park and MLK light rail stations. The stations are located along DART’s new Green Line which was completed during the first quarter of the fiscal year. It extends approximately 28 miles and links southeast Dallas to Farmers Branch and Carrollton. Ridership increased from last year to this year at both the Fair Park station and the MLK station. Each station now averages about 1,000 riders per day. The number of October boardings has increased from a total of 2,226 last year to 3,325 in October 2012, showing greater use of the stations during the State Fair. 4

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

DARTâ&#x20AC;&#x2122;s Green Line MLK Station is a component of the J.B. Jackson Transit Center

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

Grand Park South TIF District – Past, Current and Anticipated Projects1 Projects Within TIF District Utilizing TIF Funding Project

Location

Units2

Status

TIF Year Approx. 3 4 Complete Investment Investment

n/a 1

Grand Park South TIF District – Past, Current and Anticipated Projects1 Projects Within TIF District Not Utilizing TIF Funding Units and/or size2

Status

Year Complete

30 houses

22 units completed 4 units imminent

TBD

$5,300,000

38 apartments

Planned

TBD

$1,852,500

complete

2013

$915,370

Project

Location

Fair Park Estates (fka Park Row Estates)

Malcolm X Boulevard and Park Row Avenue

Phase I – Hall Family Mixed-use Project

3221 Elihu St.

O’Reilly Auto Parts

3109 MLK Jr. Blvd 6,000 sf

Approx. TIF Investment3 Investment4

Construction was completed on six additional units in the Fair Park Estates housing development during the fiscal year, and several more units are expected to start in FY 2014.

Value and Increment Revenue Summary The Grand Park South TIF District’s assessed 2013 taxable value was $44,580,824. This represents a decrease of $269,195 (-0.6%) from the 2005 base year value of $44,850,019 and an increase of $1,702,122 (4.0%) from the previous year. Because of the decline in values from the base year, no increment is expected to be collected, but for the first time in many years, the current year’s value is higher than the previous year’s value. 6

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

Objectives, Programs and Success Indicators The Grand Park South Final Project Plan and Reinvestment Zone Financing Plan was adopted on October 26, 2005 by City Ordinance Number 26773. The plan’s defined development goals are provided below: •

Create additional taxable value attributed to new private investment in projects in the Grand Park South TIF District totaling approximately $579 million. Property values in the TIF district have not increased since its creation despite an ongoing effort to create additional taxable value attributable to new private development. DISD’s acquisition of property for the new Billy Earl Dade Middle School in the district resulted in a decrease of over $500,000 in taxable value. The completion of the new O’Reilly’s Auto Parts at 3109 Martin Luther King Boulevard added nearly $1 million to the value of the district.

•

Encourage transit-oriented development within the district. This includes the creation of a new town center in proximity to DART’s MLK Green Line station while providing access and connections to the station that will allow ridership to exceed over 2,400 per day by 2015. The Green Line’s MLK and Fair Park stations, which have been open since September 2009, are expected to entice transit-oriented development throughout the district. The MLK station averaged approximately 1,125 riders per day during FY 2013 and the Fair Park Station averaged approximately 999 riders per day.

•

Attract new private development in the district totaling approximately 2,400 residential units by 2035, including development of new single-family homes, mid-rise residential, such as town homes, and higher density residential near the MLK Green Line station, while preserving and restoring historic single-family residences. Upon its completion, the Fair Park Estates project will result in 30 residential units (1.3% of the goal). To date, twenty-two of the project’s 30 units have been completed. The City continues to strive to attract new residential units within the district while preserving and restoring historic single-family residences.

•

Diversify housing options within the district by providing various types of housing, including town home, multi-family, and single-family projects, at a range of price points including approximately 20% of new units at or below 80% of Area Median Income (AMI), 60% of new units at market rate, and 20% of new units above 7

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

market rate. Replace existing multi-family housing stock in substandard condition (approximately 500 units) with new residential development at 60% of AMI. Expand homeownership opportunities in the district. There is an ongoing effort to provide a variety of housing options within the Grand Park South TIF District. On January 11, 2012, the City approved 2006 bond funding and the use of CDBG grant funds for Grand Park Place at 3221 Elihu Street to be developed by the Hall family. Phase 1 is 38 units, and a building permit was issued August 17, 2012. •

Grow and diversify retail and commercial uses within the district. Consolidate new retail and other commercial activities to support a new town center in proximity to the MLK Green Line station; create a neighborhood retail center in proximity to the Grand Avenue and Malcolm X Boulevard intersection; enhance retailing opportunities and design through infill development along Martin Luther King, Jr. Boulevard, and, in some cases, convert existing retail and commercial buildings to residential uses. Attract 300,000 square feet of retail space and 150,000 square feet of office or other commercial space in new private development by 2035. On December 14, 2011, Council authorized a professional services contract with Fregonese Associates for planning related to transit oriented development. Multiple public meetings have been held and planning efforts are moving forward.

•

Expand parks and open space within the district by encouraging the development of both private and public parks and open space, such as pocket parks, plazas, courtyards, and recreation areas, within walking distance (1/4 mile) of new residential development, especially new mid- and high-density residential development. In 2010, the City’s Design Studio held public meetings to examine parks, open space, and streetscape improvements along Martin Luther King Boulevard and Grand Avenue. As a result of those meetings, Grand Avenue became one of the projects in the City’s Complete Streets Program. The 2012 bond program included $2,449,000 for Complete Streets improvements on Grand Avenue from Robert B. Cullum to Good Latimer. The project will include bike route improvements, enhanced sidewalks and crosswalks, pedestrian lighting, landscape and irrigation, and mid-block pedestrian crossings. Engineering design is underway and expected to be completed by December 2014. Construction is scheduled to start in May 2015. 8

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

The 2012 bond program included $468,900, and the Fair Park Area is contributing $508,000, for improvements on Martin Luther King, Jr. Boulevard from Robert B. Cullum to S.M. Wright Freeway. The project will include bike route improvements, enhanced sidewalks and crosswalks, pedestrian lighting, landscape and irrigation, and mid-block pedestrian crossings. Engineering design is underway and expected to be completed by December 2014. Construction is scheduled to start in May 2015, pending an additional $8.4M in funding approval in a future bond program. During FY 2012, the City installed shared lane markings to encourage bicycling on Martin Luther King, Jr. Boulevard from Fair Park to Julius Schepps Freeway. The long term plan is for this shared lane to connect to future bicycle facilities on the Cedar Crest Bridge. •

Improve security and safety through pedestrian lighting and design that encourages “eyes on the street.” Staff will work with the TIF board when it is re-established to provide guidelines for new construction that encourage security and safety improvements within the district through pedestrian lighting and design that encourages “eyes on the street.” Also, the South Dallas Fair Park Trust Fund is currently examining prospective funding sources to provide surveillance cameras throughout the district. As of FY 2013, the fund is still seeking a grantee to execute the project.

•

Generate approximately $30.3 million (net present value) in increment over 25 years of collection. The district’s assessed property value has decreased from its 2005 base year value. Preceding years’ values have generated approximately $209,595 in incremental revenue.

Year-End Summary of Meetings Effective September 1, 2011, only those taxing units that have approved the payment of all or a portion of the tax increment produced by the unit into the TIF fund for that district may appoint one member to the board. Currently only the City and Dallas County participate financially in the Grand Park South District The board now consists of places for seven directors: six to be appointed by the City Council and one appointed by Dallas County. The board experienced multiple membership changes during the year. Alendra Lyons was appointed on February 25, 2013. Chris Aslam was appointed on March 4, 2013, and Jesus Machuca-Prado was appointed on June 5, 2013. Rick Loessberg, the

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

representative from Dallas County continued to serve. These appointments brought the total number of board members to four. The Grand Park South TIF District by-laws require five members to be appointed and therefore the board was unable to meet during the fiscal year. The Dallas City Council approved 9 items during the fiscal year related to the district. These items are summarized below: •

On December 12, 2012, by Ordinance No. 28860, 28861, and 28862, the City Council held a public hearing to receive comments regarding a City Plan Commission-authorized hearing to consider amendments to Planned Development District 595, the South Dallas/Fair Park Special Purpose District, amending the standards for certain uses, considering appropriate zoning on certain parcels currently zoned for multifamily and non-residential uses, adding a new single family district classification and new mixed use form district classifications on property zoned Planned Development District No. 595 and an NS(A) Neighborhood Service District generally bound by the Union Pacific (DART) Railroad, the Southern Pacific Railroad, C.F. Hawn Freeway, the D.P.&L. Company easement, Central Expressway (S.M. Wright Freeway), the Southern Pacific Railroad, the Santa Fe Railroad, R.L. Thornton Freeway, 2nd Avenue, Parry Avenue, Robert B. Cullum Boulevard, Fitzhugh Avenue, Gaisford Street, and the common line between City Blocks 1820 and D/1821. At the end of the public hearing, Council authorized an ordinance granting amendments to Planned Development District No. 595; an ordinance granting a change of zoning from an MF- 2(A) Multifamily subdistrict, an NC Neighborhood Commercial subdistrict and a CC Community Commercial subdistrict to an FWMU-3 Form Walkable Mixed Use subdistrict on property generally bounded by Good Latimer Expressway, Julius Schepps Freeway (I-45), Pennsylvania Avenue, Lamar Boulevard and Grand Avenue with a SF Shop Front overlay on properties fronting Martin Luther King Boulevard and Lamar Street and certain properties fronting Ervay Street and Colonial Avenue, granting a change of zoning from an RS-I Regional Service Industrial subdistrict to an FWMU-3 Form Walkable Mixed Use subdistrict on property on the south corner of Coombs Street and Harwood Street, and granting a change of zoning from an MF-2(A) Multifamily subdistrict to an FWMU-3 Walkable Mixed Use subdistrict on property located on the northeast corner of the S.M. Wright Freeway (US-175) and Hatcher Street; and an ordinance granting a change in zoning from an NS(A) Neighborhood Service District to an NC Neighborhood Commercial subdistrict within Planned Development No. 595 on properties located on the west and south corners of Spring Avenue and Foreman Street.

•

On January 23, 2013, the City Council approved Resolution No. 13-0176, authorizing approval of the Program Statement for the South Dallas/Fair Park Area Business Façade/Revitalization Program. Results: Improved facades at 2528, 2535, 2603, and 3101 Martin Luther King Jr. Blvd in the district, and at 4620 South Lamar Street adjacent to the district. 10

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

•

On February 13, 2013, the City Council approved Resolution No. 13-0301, authorizing the Dallas Housing Acquisition and Development Corporation to acquire twenty-nine unimproved parcels located on Jeffries Street, Merlin Street and Meyers Street and neighboring streets from SouthFair Community Development Corporation and its related entities - Not to exceed $151,000 ($145,000 plus estimated closing costs and title expenses not to exceed $6,000) - Financing: 2003 Bond Funds. Result: purchase delayed pending master planning efforts.

•

On February 27, 2013, the City Council approved Resolution No. 13-0396, a resolution accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Thirteen, (Grand Park South TIF District) and authorizing the City Manager to submit the annual report to other taxing jurisdictions which participate in the District, and to the Attorney General of Texas, and the State Comptroller, as required by state law - Financing: No cost consideration to the City

•

On April 10, 2013, the City Council approved Resolution No. 13-0668 to hold a public hearing to receive comments on the Dallas TOD Martin Luther King, Jr. Station Area Plan; and at the close of the public hearing, authorized Ordinance No. 28971, an ordinance amending the Comprehensive Plan of the City of Dallas by adopting the Dallas TOD Martin Luther King, Jr. Station Area Plan, located approximately a half mile around the MLK DART Station. Project: Dallas TOD Martin Luther King, Jr. Station Area Plan

•

On April 10, 2013, the City Council approved Resolution No. 13-0643, authorizing a Special Economic Development Grant Agreement with CitySquare, in an amount not to exceed $75,000 to partially underwrite the Work-Paths Program which is a comprehensive job training, readiness, placement and support program for South Dallas/Fair Park residents – Not to exceed $75,000 Financing: South Dallas/Fair Park Trust Funds

•

On April 24, 2013, the City Council approved Ordinance No. 28975 abandoning portions of Harrison, Clarence, Myrtle and Atlanta Streets, two alleys, three street easements, a sight easement, two sanitary sewer main easements, a water and sewer main easement, and a utility easement to Dallas Independent School District, the abutting owner, containing a total of approximately 123,876 square feet of land located near the intersection Good-Latimer Expressway and Grand Avenue, authorizing the quitclaim and providing for the dedication of approximately 2,472 square feet of land needed for street right-of-way Revenue: $361,779, plus the $20 ordinance publication fee. Project: Billy Earl Dade Middle School

•

On May 22, 2013, the City Council approved Resolution No. 13-0812 authorizing an amendment to Resolution No. 13-0176, previously approved on January 23, 2013, to amend the Program Statement for the South Dallas/Fair Park Area Business Façade/Revitalization Program requiring business owners to provide verification of current insurance coverage.

Exhibit A - Grand Park South TIF District

•

FY 2013 Annual Report

On August 28, 2013, the City Council approved Resolution No. 13-1491, a public hearing to receive comments regarding an application for and a resolution accepting an amendment to existing deed restrictions on property zoned an RSI(E) Regional Service Industrial (Enhanced) Subdistrict within Planned Development District No. 595, the South Dallas/Fair Park Special Purpose District on the west line of Ash Lane, between 3rd Avenue and 4th Avenue, and the north line of 3rd Avenue, west of Ash Lane.

Budget and Spending Status The Grand Park South TIF District’s Project Plan and Reinvestment Zone Financing Plan established a budget for public improvement expenditures that are necessary to support private investment. However, the economy and financial constraints prohibited new private development from occurring within the district during the fiscal year. The district’s budget and spending to date are provided below:

Grand Park South TIF District Projected Increment Revenues to Retire TIF Fund Obligations TIF Budget** (Total Dollars)

Category Infrastructure Improvements Environmental Remediation Façade Restoration Parks, Open Space and Signature Entries Grant and Loan Program Administration and Implementation* Total Project Costs

$55,065,064 $5,467,452 $4,100,590 $7,810,648 $1,171,596 $4,491,122 $78,106,472

Allocated $0 $0 $0 $0 $0 $195,754 $195,754

Balance $55,065,064 $5,467,452 $4,100,590 $7,810,648 $1,171,596 $4,295,368 $77,910,368

* Administrative cost is based on actual hours worked on TIF related activities by City staff and related City overhead. **Budget shown above in current dollars, updated yearly; TIF Project Plan shows the budget in net present value. Values above do not include interest payments or receipts

Grand Park South TIF District Project Plan Budget (NPV Values) Category

TIF Budget (NPV)

Infrastructure Improvements Environmental Remediation Façade Restoration Parks, Open Space and Signature Entries Grant and Loan Programs Administration and Implementation Total Project Costs

$21,360,667 $2,120,917 $1,590,688 $3,029,882 $454,482 $1,742,182 $30,298,818

All values discounted to 2006 dollars at 5% annually. Actual expenditure value will depend on timing of the project costs.

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

FY 2014 Work Program No TIF district activities can take place until additional board members are appointed. Subject to the approval of new board members, the FY 2014 work program for the Grand Park South TIF District includes: •

Coordinate with the City’s HUD Challenge Grant for TOD grant planning and redevelopment efforts near the MLK DART Station.

•

Encourage development projects within the district

•

Approval of an amendment to the Grand Park South TIF District by-laws regarding changes in the composition of the district’s board of directors and design review process

•

Approval of the City of Dallas Tax Increment Finance Districts Mixed Income Housing Guidelines

•

Approval of the City of Dallas TIF Design Review standards for TIF districts

•

Approval of the FY 2011 annual report

•

Approval of the FY 2012 annual report

•

Approval of the FY 2013 annual report

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

Appendix: Financials City of Dallas, Texas Grand Park South Tax Increm ent Financing District Fund Reinvestm ent Zone Num ber Thirteen As of Septem ber 30, 2013

Chapter 311.016 of V.C.T.A. requires the follow ing information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements.

1. Am ount and source of revenue in the tax increm ent fund established for the zone:

$68 Interest Income $0 Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll) $68

Total Revenue

2. Am ount and purpose of expenditures from the fund:

$14,331 Administrative Expense $0 Public w orks $0 Capital outlay $0 Interest and fiscal charges $14,331

Total Expenditures

3. The Zone began reimbursing the General Fund for administrative costs incurred through fiscal year 2008-09.

4. a. Am ount of Principal and Interest due-on outstanding indebtedness: None.

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

5. Tax increm ent base and current captured appraised value retained by the zone:

Taxing Jurisdiction

Taxable

Base Year

Est. Captured

Value 2013*

2005 Value

Value 2013**

City of Dallas

$44,580,824

$44,850,019

-$269,195

Dallas County

$44,045,834

$44,850,019

-$804,185

Dallas Independent School District

Dallas County Hospital District

Dallas County Community College Dist.

6. Captured appraised value by the m unicipality and other taxing units, the total am ount of the tax increm ent received, and any additional inform ation necessary to dem onstrate com pliance w ith the tax increm ent financing plan adopted by the governing body of the m unicipality:

A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions: Am ount of

Taxing Jurisdiction

Assessm ent

Estim ated 2013

Per $100***

Increm ent

City of Dallas

0.71730

Dallas County

0.15802

Dallas Independent School District

0.00000

Dallas County Hospital District

0.00000

Dallas County Community College District

0.00000

$0.87532

Total for all Jurisdictions

***Participation rates for City of Dallas and Dallas County are 90% for tax years 2007-2026 and 65% for tax years 2007-2021 respectively.

B. The total amount of estimated tax increment to be billed for the 2013 tax year is $0. For the 2012 tax year, increment in the amount of $0 w as received.

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

City of Dallas, Texas Grand Park South Tax Increm ent Financing District Fund Balance Sheet as of Septem ber 30, 2013 (Unaudited) With Com parative Totals for Septem ber 30, 2012, 2011, 2010, and 2009 (Audited)

2012

2013

2011

2010

2009

Assets: Pooled cash and cash equivalents

$23,614

$28,236

$38,442

$37,744

$44,280

$145

$172

$230

$342

$262

$23,759

$28,408

$38,672

$38,086

$44,542

Interest receivable Total assets Liabilities and Fund Balance (Deficit): Liabilities: Accounts and contracts payable

Advances from developers

Deferred tax revenue

$9,614

$1,781

$9,614

$1,781

Fund Balance (Deficit)

$14,145

$28,408

$38,672

$38,086

$42,761

Total Liabilities and Fund Equity

$23,759

$28,408

$38,672

$38,086

$44,542

Due to general fund Total liabilities Fund Balance (Deficit):

($0)

Grand Park South Tax Increm ent Financing District Fund Statem ent of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period Septem ber 30, 2013 (Unaudited) With Com parative Totals for Septem ber 30, 2012, 2011, 2010, and 2009 (Audited)

2013

ITD

2012

2011

2010

2009

Revenues: Tax increment-Governmental Tax increment-Intergovernmental Interest income Net increase (decrease) in fair value of investments Total revenues

$176,899

$34,991

$40,774

$61,819

$30,344

$4,697

$6,019

$11,889

$2,511

$121

$247

$378

$796

$511

$117

($314)

$399

$145

($53)

($4)

$209,899

$68

$244

$40,183

$47,275

$74,618

$30,163

Expenditures: Administrative expenses

$195,754

$14,331

$10,508

$39,597

$51,951

Non-Capital Outlay

Capital outlay

Interest and fiscal charges

$195,754

$14,331

$10,508

$39,597

$51,951

$30,163

$14,145

($14,263)

($10,264)

($4,675)

$44,455

$28,408

$38,672

$38,086

$42,761

($1,694)

$28,408

$38,672

$38,086

$42,761

($1,694)

$14,145

$28,408

$38,672

$38,086

$42,761

Total expenditures Excess (Deficiency) of Revenues over Expenditures

$586

Fund balance (Deficit) at beginning of year as previously reported Fund balance (Deficit) at beginning of year, as restated Fund balance (deficit) at end of year

Note: Fiscal year 2012-13 unaudited financial statem ents are based on prelim inary close num bers and are subject to review by the City Controller's Office prior to approval by the City Council. In case of any m aterial changes, TIF board w ill be provided w ith the updated financial statem ents.

Exhibit A - Grand Park South TIF District

FY 2013 Annual Report

City of Dallas, Texas Grand Park South Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 1.

3. The Zone's cash balances are invested in the Cityâ&#x20AC;&#x2122;s investment pool and include amounts in demand deposits as well as short-term investments. Pooled investments and short-term nonpooled investments are treated as cash equivalents. Investment income on the pooled investments is prorated monthly based upon the average daily cash balance in each fund. 4. The Zone's Financial Plan permits expenditures not to exceed $4,491,122 over the life of the TIF to reimburse the City for administrative costs. The Zone began reimbursing the General Fund for costs incurred through fiscal year 2008-09. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values. 5. All project costs resulting in capital improvements that are owned by the City are capitalized by the City.

AGENDA ITEM # 22 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

9, 10, 13, 14

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

17 W; 26 D H V Y Z; 27 A-H J-N P-U W; 28 N; 36 C D ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Fourteen, (Skillman Corridor TIF District), submitted by the Skillman Corridor TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as the State Comptroller. The City Council approved Ordinance No. 26148 on October 26, 2005, establishing Tax Increment Financing Reinvestment Zone Number Fourteen, (Skillman Corridor TIF District). On December 13, 2006, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 26534, as amended. The Skillman Corridor TIF District's assessed tax value in 2013 was $469,102,270. This represents an increase of 39.6% ($133,144,959) over the assessed value of the base year (2005) value and an increase of 5% ($22,509,161) over the final value for the previous year. With the participation of the City, Dallas County and the Richardson Independent School District, this increase will result in the collection of approximately $1,191,252 total in incremental revenue for the Skillman Corridor TIF District for the 2013 tax year.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On October 26, 2005, the City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Fourteen, the Skillman Corridor District TIF District by Ordinance No. 26148, as amended. On December 13, 2006, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Skillman Corridor TIF District by Ordinance No. 26534, as amended. On December 13, 2013, the Skillman Corridor TIF District Board of Directors recommended that the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Fourteen, (“Skillman Corridor TIF District” or “District”) and established a Board of Directors for the District to promote development or redevelopment in the Skillman Corridor area pursuant to Ordinance No. 26148, authorized by the City Council on October 26, 2005, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on December 13, 2006, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Skillman Corridor District TIF District by Ordinance No. 26534 as amended; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone and a copy of the report shall be forwarded to the State Comptroller; and WHEREAS, on December 13, 2013, the Skillman Corridor TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Fourteen and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Fourteen, (Skillman Corridor TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Fourteen to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and to the State Comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Exhibit A

Skillman Corridor TIF District FY 2013 Annual Report

Office of Economic Development 1500 Marilla Street, 2CN Dallas, Texas 75201 (214) 671-9821 http://www.dallas-ecodev.org/area_redevelopment.html

October 1, 2012 to September 30, 2013

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Reinvestment Zone Number Fourteen Tax Increment Financing District

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Table of Contents Mission Statement........................................................................................................... 4 Skillman Corridor TIF District Accomplishments ............................................................. 4 Value and Increment Revenue Summary...................................................................... 10 Objectives, Programs, and Success Indicators ............................................................. 11 Year-End Summary of Meetings ................................................................................... 15 Pending TIF Items ......................................................................................................... 17 Budget and Spending Status......................................................................................... 17 FY 2014 Work Program................................................................................................. 20 Appendix A â&#x20AC;&#x201C; Financials................................................................................................ 21

Front cover shows the Haven (Phase I residential/ground floor retail) project under construction at Lake Highlands Town Center (LHTC)

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Mission Statement The mission of the Skillman Corridor TIF District is to provide a source of funding for public infrastructure improvements that will assist in creating a more sustainable mix of rental and owner-occupied residential property in the Skillman Corridor. This effort will help encourage the redevelopment of structurally obsolete apartment complexes and retail centers, better trail and recreational connections, and transit-oriented development near the Skillman/Walnut Hill DART light rail station and the existing Skillman/LBJ DART light rail station. The Skillman Corridor TIF District duration began on January 1, 2006, and will terminate on December 31, 2035, (including collection of the 2035 increment in calendar year 2036 and any related matters to be concluded in 2036).

Skillman Corridor TIF District Accomplishments Dallas City Council established the Skillman Corridor TIF District by Ordinance Number 26148 on October 26, 2005. In December 2006, the district’s boundaries were amended to include several Richardson Independent School District (RISD) campuses to help facilitate RISD meet future changing campus needs as the area is redeveloped. The RISD Board of Trustees approved contributing the debt service portion of future RISD increment to the TIF District up to $10 million (net present value or a total amount of just over $16 million). This financial participation marks the first financial participation by a school district in a Dallas TIF District since 1999. The Dallas City Council adopted the Skillman Corridor TIF District Project Plan and Reinvestment Zone Financing Plan on December 13, 2006 by Ordinance 26534. In May 2009, the Skillman Corridor TIF Board adopted a “Skillman Corridor TIF Strategic Implementation Plan” to guide the next phases of development and improvements in the District. In 2007, a development agreement with PC LH Land Partners, LP (PC LH) an affiliate of Prescott Realty Group (Prescott) for the District’s catalyst project “Lake Highlands Town Center (LHTC)” for TIF funding was approved by the Skillman Corridor TIF Board and the City Council. In addition, the project received funding commitments from Dallas Area Rapid Transit (DART) and the North Central Texas Council of Governments (NCTCOG) for a light rail station and related improvements at Skillman Street and Walnut Hill Lane along the existing DART Blue Line; Dallas County for infrastructure improvements; and City of Dallas bond funds for infrastructure improvements. Infrastructure and other public improvements as part of the LHTC horizontal site development phase have been completed. An operation and maintenance agreement for non-standard public improvements has been executed with Prescott and the Lake Highlands Public Improvement District (LHPID) has agreed to partial assignment of those responsibilities. The 20 acres of park land and trails constructed as part of the project was conveyed to the City on March 31, 2011. Maintenance responsibility has been designated to 4

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Prescott, future owners and/or the Lake Highlands Public Improvement District (LHPID). Special events, including the first annual Lake Highlands Oktoberfest in October 2011 (photo on front cover) have begun being been held at the LHTC. Due to the economic downturn and contracted lending markets, vertical development at the LHTC has been delayed. In June 2011, the TIF Board and City approved an amended development agreement for the Lake Highlands Town Center (LHTC) that increased the TIF funding dedication of future TIF revenues from $23,000,000 to a maximum of $40,000,000 subject to certain conditions. Staff has continued to work with PC LH to assist in implementing the master planned project. A Phase I Block D1 project for 200 multi-family units and 7,500 square feet of ground floor retail space has been under construction during FY 2013. In FY 2011, a development agreement with Audelia WGK, LLC for the White Rock Place development was approved by the Skillman Corridor TIF Board and the City Council. The site is located at the southwest corner of Walnut Hill Lane and Audelia Road. The site has been reconfigured into a smaller retail component of 18,000 square feet, infrastructure for 17 residential lots and most homes were completed or under construction in 2013. A development agreement with the Richardson Independent School District (RISD) was approved in FY 2011 to provide reimbursement pursuant to the Interlocal Agreement between the City and RISD for stadium facility improvements for the Lake Highlands High School. Reimbursement payments have been processed annually as funds are available. During FY 2012, the TIF Board approved by-law amendments to reflect changes in state law for TIF Board composition recognizing that only taxing jurisdictions that participate financially can have representation and a change in the TIF design review process to have that function undertaken as part of the City Design Studio Peer Review Panel. The TIF Board also approved mixed-income housing guidelines. During FY 2013, a development agreement with WRT/DK Residential, L.P. (formed by members of Prescott Realty Group) for the White Rock Trail Apartments project was approved by the TIF Board and City Council. Several projects in the District have been completed or in the development stage this year as shown in the following table.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Skillman Corridor TIF District Projects1 Projects Within TIF District Utilizing TIF Funding Location

Calendar Year Complete

Status

Units/ SF2

Approx. or Estimated Value3

NE and SE corner Walnut Hill/Skillman

Public Improv â&#x20AC;&#x201C; 2010; Ph I â&#x20AC;&#x201C; 2014 Future Phases 2015-18

Sitework/public improv. complete Phase I development (200 units and 7,500 square feet of retail) under construction

1,265 res. units/ 219,650 square feet retail space/ 30,000 square feet office

$218,000,000

$40,000,000

White Rock Place

SW Corner Walnut Hill & Audelia

2013

Retail portion & infrastructure for SF lots complete. SF homes had just partial DCAD value for 2013 appraisal year. Total value still an estimate.

17 SF lots; 18,000 sf retail reconfig.

$14,000,000

$2,372,000

White Rock/Toscana Redevelopment

6800 block Skillman St

2014

Under construction

370 units

$30,000,000

$4,000,000

$262,000,000

$46,372,000

Project

Lake Highlands 2 Town Center

Subtotal

1,652 res. Units; 237,650 square feet retail; 30,000 square feet office

TIF Investment4

Projects Within TIF District Not Utilizing TIF Funding5 Project

Location

Calendar Year Complete

Status

Units/ SF2

Approx. Value3

Trimark Town Homes

9400 Block Timberleaf Dr

2005

Complete

84 units

$10,136,837

n/a

Medallion Retail Center expansion/renov.8

6300 E Northwest Hwy & 5720 Skillman St.

2006

Complete

88,800 square feet new space

$22,901,660

n/a

Kingsley Square Redevelopment

7203 Skillman St.

2007

Complete

76,000 square feet retail

$12,349,320

TIF Investment4

n/a

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Wal Mart Supercenter

9382 LBJ Fwy.

2008

Complete

204,000 square feet retail

$19,653,000

n/a

The Avery on Southwestern (formerly Village View Apts)

8910 Southwester n Blvd.

2009

Complete

422 units

$46,000,000

n/a

Dallas Childrenâ&#x20AC;&#x2122;s 6 Theater â&#x20AC;&#x201C; exterior improv., main entry & garden

6343 Northwest Hwy

2009

Complete

n/a

$1,293,060

n/a

Timbercreek redevelopment

Skillman St@Northwe st Hwy

2011-2012

Complete

485,000 square feet retail

$58,025,870

n/a

The Bordeaux at Lake Highlands

SW corner Skillman St & Church Rd.

2014-2015

Under construction

37 SF lots/homes

$25,000,000

n/a

543 res units; 853,800 square feet retail

$200,359,747

Subtotal

Projects Utilizing and Not Utilizing TIF Funding

Total

2,195 res units; 1,091,450 square feet retail; 30,000 square feet office

$462,359,747

$46,372,000

All information updated as of September 30, 2013. Based upon either the TIF application or required minimum stated in the development agreement. May be updated for completed projects based on actual unit mix and square footage. 3 Based upon 1) market value of comparable projects for anticipated projects, 2) private investment stated in the development agreement for projects that are approved or under construction, or 3) DCAD market value for completed projects (unless project has not yet been assessed). Values may not be fully captured by the TIF District for redevelopment projects once pre-existing value and/or the demolition of structures is netted out. 4 Principal amount not to be exceeded per the development agreement. TBD indicates that development agreement has not yet been adopted. Asterisk indicates investment also includes interest not shown. 5 Selected significant projects included. 6 Tax-exempt property. Amount shown is approximate investment in improvements. 7 Includes other incentives not shown. Contact City of Dallas Office of Economic Development for more information. 8 For Medallion Retail Center, previous reports FY 11 and prior only showed added value of $8.4 million; however, to be consistent with other reporting of redevelopment sites the full DCAD value is now shown. 2

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

In addition to TIF incentives, there have been other public funding commitments in support of the Lake Highlands Town Center (LHTC) project as shown in the District Initiatives table below. A unique partnership has been formed with Prescott and representatives from the City, Dallas County, DART, and the North Central Texas Council of Governments (NCTCOG) as a result of the interdependent layering of funding for infrastructure and public improvements requiring on-going coordination in support of the LHTC. The lessons learned can serve as a model for future interagency cooperation with the private sector in furthering transit-oriented development (TOD). In June 2010, the North Central Texas Council of Governments (NCTCOG) Regional Transportation Council (RTC) awarded funding for two Sustainable Development (SD) Projects in the Skillman Corridor TIF District including the “LBJ/Skillman Urban Planning Initiative” (planning study) and The “Lake Highlands TOD Multimodal Connectivity Project” (infrastructure project). The LBJ/Skillman Urban Planning Initiative will include evaluating the best land use and development mix in the LBJ/Skillman DART Station area and strategies to encourage transit-oriented development (TOD) and supporting pedestrian/bike improvements. The NCTCOG staff will manage the consultant selection process for the study with representation from the City and during the study there will be a project review committee that may include community representatives. In August 2009, the Skillman TIF Board approved a pledge of TIF funding in the amount of $25,000 as matching funds for the project. NCTCOG funding includes $100,000 with a required local 20% match of $25,000 for a total study amount of $125,000. During FY 2012, the scope was finalized and a consultant team was selected. There was a study kick off in August 2012 with the formation of project review and advisory committees. The “Lake Highlands TOD Multimodal Connectivity Project, with Dallas County and Prescott Realty Group as partners, was selected for funding as an infrastructure project totaling $3,243,000 to expand the hike and bike trail south from the LHTC to the existing White Rock Creek Trail (at Skillman Street, north of Abrams Road). The scope also includes intersection improvements for Walnut Hill Lane and Skillman Street. Dallas County and Prescott will provide the 20% local match (estimated at $648,000) and Dallas County will advance the remaining project costs and request 80% reimbursement by the NCTCOG. During FY 12 staff coordinated with the NCTCOG, Dallas County, and Prescott Realty Group on preparations for project agreements. In September 2012, the City Council authorized three specific agreements for the project: 1) an interlocal agreement between the City, NCTCOG and TXDOT; 2) a development agreement between the City and Prescott; and 3) an agreement between the City and Dallas County. Interagency coordination has been ongoing and with a building permit recently secured for the White Rock Trail Apartment project, it is anticipated that the design phase for the improvements will begin by early 2014.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

District Initiatives – Other Public Support for LHTC Activity

Scope

Status

Investment

Source

New DART Light Rail Station – Skillman St./Walnut Hill Ln.

Along the existing DART Blue Transit Line, a new station will be added on the northeast side.

Funding approved by DART Board in October 2006. Station opened Dec. 2010.

$10,000,000

DART

City 2006 Bond Funds – Proposition Eight

Public infrastructure support for a transit-oriented development at Skillman St/Walnut Hill Ln.

Council authorized bond sale and a Chapter 380 grant agreement in 2007. Infrastructure improvements completed 2010.

$4,677,282

2006 City Bond Program

Dallas County Major Capital Improvement Program (MCIP)

Funding in support of the LHTC for transportation infrastructure including bridge over Jackson Creek, collector streets, and pedestrian improvements.

Initial funding pledged in May 2007. A project specific agreement was approved by Commissioners Court in May 2008. Improvements completed in 2010.

$3,421,846

Dallas County MCIP Fund 196, Project 8201

North Central Texas Council of Governments (NCTCOG) with DART local funding exchange.

Traffic and median improvements, collector streets, and pedestrian access and transit related improvements.

NCTCOG Regional Transportation Council (RTC) approved Oct. 2007. Interlocal agreement with City executed May 2008. Construction completed in 2010.

$5,150,000

NCTCOG/RTC

$1,287,500

Local Match – Private (eligible for TIF reimbursement)

Regional Transportation Council (RTC) 200910 Sustainable Development Program – Lake Highlands TOD Multimodal Connectivity Project

Hike/bike trail extending from south end of Lake Highland Town Center Trail into the White Rock Creek Trail near Skillman Street. Skillman/Walnut Hill intersection improvements including second left hand turn land at west bound Walnut Hill onto Skillman and pedestrian improvements.

Funding approved. Project selected by the RTC in June 2010. City Council resolution of support in August 2010. City Council authorized agreements in September 2012.

$3,467,778 total includes:

Planning study to determine future land use, development scenarios, and zoning to facilitate transit oriented development (TOD) near the LBJ/Skillman DART Station area, potential pedestrian and transit linkages, and opportunities for new trails and open spaces.

Funding approved. Project selected by the RTC in June 2010. City Council authorized resolution of support for the project August 2010.

Regional Transportation Council (RTC) 200910 Sustainable Development Program – LBJ/Skillman Urban Planning Initiative

$2,774,222

$693,556

Anticipate design beginning early 2014. $125,000 total includes: $100,000 $25,000

Consultant study underway, anticipate early 2014 completion

Total Investment

$28,129,406

RTC funds Local match from private source and Dallas County Major Capital Improvement Program (MCIP) funds.

RTC funds Local match from Skillman Corridor TIF Fund

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

TIF District Development Project Map

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Value and Increment Revenue Summary The Skillman Corridor TIF District’s assessed 2013 City taxable value was $469,102,270 and varies for other taxing jurisdictions due to exemption levels. This represents an increase of $133,144,959 or 39.6% over the base year (2005) value and a 5% increase over last year’s final value. The TIF District anticipates collecting approximately $1,191,252 in incremental tax revenue for tax year 2013. The anticipated RISD portion totals $111,314 and 30% or $33,394 will be earmarked for the RISD Facility Improvements TIF budget line item pursuant to RISD’s interlocal agreement with the City. The positive increase in the District's tax base can be attributed on an approximate percentage basis to added value of new construction (70% of the increase), major property transactions including sites under development (20%), and appreciating property values (10%) in the District. To date, the majority of the added construction value is attributed to the Timbercreek redevelopment and The Avery on Southwestern apartment redevelopment.

Objectives, Programs, and Success Indicators Among the goals of the Plan are: •

To create additional taxable value attributed to new private investment in projects in the Skillman Corridor TIF District totaling approximately $592 million. Over $170 million in new investment is completed and an additional $292 million is underway or planned (78% of the goal). Conceptual Elevation for White Rock Trail Apartments (redevelopment of former White Rock/Toscana apartment complexes.

•

To attract new private development in the Skillman Corridor TIF District totaling approximately 740,000 square feet of new or upgraded retail space and 6.4 million square feet of new or upgraded residential development including town home, multi-family, and single-family projects. 871,800 square feet of new and upgraded retail space is completed and an additional 219,650 is planned (exceeding the goal by 47%). 506 residential units are completed, 624 under construction and 1,065 planned, approximately 2,028,540 square feet total (32% of the goal).

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

White Rock Place redevelopment - new homes completed 2013

•

To focus on encouraging the redevelopment of properties on the Skillman Street corridor and the existing DART Light Rail Station at LBJ and Skillman to increase density and provide enhanced urban design for the District. The TIF Board adopted a Skillman Corridor TIF District Strategic Implementation Plan to better focus redevelopment activities and TIF expenditures including supporting the Skillman/LBJ Gateway planning effort to promote TOD development at the LBJ/Skillman DART Station area. A NCTCOG Regional Transportation Council (RTC) funded planning study began in 2012 and is in the process of examining development options and public improvements needed to facilitate TOD development around the LBJ DART station. TXDOT has a preferred alternative for the LBJ Freeway/Skillman/Audelia intersection (incorporating the extensive efforts made by community leaders to present an alternative to an original flyover bridge design) that is in the schematic design and environmental document phase.

•

To maintain the stability of local schools as redevelopment occurs in the housing market. In May 2007, the TIF Board adopted “Skillman Corridor TIF District Relocation Assistance/Student Retention Program Guidelines” with substantial input from the Richardson Independent School District (RISD) and Prescott Realty Group as part of negotiating the LHTC development agreement. A concerted effort was made at the start of the LHTC redevelopment to relocate remaining tenants to other apartment complexes within the RISD. Occupancy levels were low at the time and of the 110 unit relocations specifically tracked in August 2007, 78% relocated to another complex in the RISD. Current RISD enrollment data for 2013-14 indicates that overall enrollment for the eleven RISD campuses within the TIF District is up 20.7% compared to the 2006-07 school year when tracking for the potential 12

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

impact of TIF related redevelopment began. Over the seven year period, with the exception of Lake Highlands High School with relatively level enrollment, all schools gained students with some elementary schools having enrollment increases above 30%. Staff and the Board will continue to work with school district representatives to monitor enrollment. •

To reach ridership at existing and future DART light rail stations in the District averaging over 3,000 riders per weekday by 2015. Currently the average daily ridership level is 1,528 at the existing Skillman/LBJ light rail station and 576 at the Lake Highlands light rail station through the September 2013 reporting period. Staff will continue to monitor ridership trends.

•

To improve access and connections to the DART light rail system within the District. The new Lake Highlands DART opened December 6, 2010. The new station is the first infill station constructed by DART while DART Rail is in operation. The station area is being incorporated with the development of the Lake Highlands Town Center (LHTC).

Lake Highlands DART station

•

To increase recreational opportunities and improve connections to the City of Dallas trails and open space system in the District. The 20 acres of park and trails as part of the LHTC has been completed and was conveyed to the City in March 2011; however, maintenance of the park space will be handled private and/or by the Lake Highlands Public Improvement District (PID). Several public events have been held at the LHTC in the open spaces.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

The NCTCOG Regional Transportation Council (RTC) has also approved funding to expand the hike and bike trail south from the LHTC to the existing White Rock Creek Trail (at Skillman, north of Abrams). Interagency coordination has been ongoing with the current schedule to begin design in early 2014.

LHTC trail and public art installed along the park/trail areas

•

To generate approximately $49.7 million (net present value) in increment over 20 years of collections. The District’s 2013 total taxable value of $469,102,270 is approximately 35% behind the original projection of $720,124,758. The economic downturn has impacted the pace of new construction and existing property values. Current projections show total collections completed by 2030.

•

To diversify retail and commercial uses in the District. Upgrades were made at the Kingsley Square and Medallion Center. A Wal Mart Supercenter was completed in 2008 and the Timbercreek Crossing development is now completed with Wal Mart/Sam’s Club and J.C. Penney as anchors. The White Rock Place project included upgraded signage and site improvements as part of consolidating viable retail space.

Façade improvements completed at White Rock Place retail center.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Year-End Summary of Meetings The Skillman Corridor TIF District Board of Directors met twice during the fiscal year from October 1, 2012 to September 30, 2013. The Board approved and forwarded three items to City Council. The Board, based on amended composition, can consist of up to nine members, including seven City of Dallas appointees, one Richardson School District appointee, and one Dallas County appointee. During FY 2013 the Board members were (FY 2012 Board meetings attended): Alan Walne, Chair – City Representative (2 of 2 meetings), Robb Stewart, Vice Chair – City Representative (2 of 2 meetings), James Frye – City Representative (2 of 2 meetings), Marcus Valerin (2 of 2 meetings), James Adams ( 1 of 2 meetings), John Dean (1 of 2 meetings), Alan Hargrove (2 of 2 meetings), Rick Loessberg – Dallas County Representative (0 of 2 meetings) and Adam Meierhofer – RISD Representative (2 of 2 meetings). During the fiscal year, the City Council approved nine items associated with development projects or public initiatives in the Skillman Corridor TIF District:

On December 12, 2012, the City Council passed Resolution Number 12-3058 authorizing an increase in the construction contract with The Fain Group, Inc. for the construction of a modified retaining wall due to unforeseen water main conflict, escalation costs of three prefabricated steel pedestrian bridges and relocation of earthwork for Phase IV of the Katy Trail extension from Skillman Street to the Northwest Highway DART Station - Not to exceed $525,602, from $3,945,824 to $4,471,426 – Financing: 2006 Bond Funds.

On February 13, 2013, the City Council held a public hearing and passed Ordinance Number 28912 A public hearing to receive comments regarding an application for and an ordinance granting amendments to Tracts 1 and 3 of Planned Development District No. 795 and an expansion of Planned Development District No. 795 to create a new Tract on property zoned an R7.5(A) Single Family District on the southwest corner of Skillman Street and Church Road Recommendation of Staff and CPC: Approval, subject to a conceptual plan and conditions Z123-124(MW).

On February 27, 2013, the City Council passed Resolution Number 13-0397 accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Fourteen, (Skillman Corridor TIF District), submitted by the Skillman Corridor TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and the State Comptroller, as required by state law.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

On April 10, 2013, the City Council passed Resolution Number 13-0619 authorizing a service agreement with Oncor Electric Delivery Company, LLC to remove an existing electrical transmission tower and construct a new one on the east side of Skillman Street and north of DART’s rail line on Katy Trail Extension, Phase IV from Skillman Street to the Northwest Highway DART Station - Not to exceed $288,853 - Financing: 2006 Bond Funds.

On April 10, 2013, the City Council passed Resolution Number 13-0644 authorizing Authorize (1) a development agreement with WRT/DK Residential, L.P. to dedicate future TIF revenues for eligible project costs related to the White Rock Trail Apartments development currently addressed at 6802 and 6854 Skillman Street in Tax Increment Financing Reinvestment Zone Number Fourteen (Skillman Corridor TIF District); and (2) the Skillman Corridor TIF District Board of Directors to dedicate a principal amount not to exceed $4,000,000 from future Skillman Corridor TIF District revenues in accordance with the development agreement – Not to exceed $4,000,000 – Financing: Skillman Corridor TIF District Funds.

On April 10, 2013, the City Council passed Resolution Number 13-0645 declaring the intent of Tax Increment Financing Reinvestment Zone Number Fourteen (Skillman Corridor TIF District) to reimburse WRT/DK Residential, L.P. in an amount not to exceed $4,000,000 for eligible project costs related to the White Rock Trail Apartments development in the Skillman Corridor TIF District.

On April 24, 2013, the City Council passed Ordinance Number 28982 abandoning an alley to Forest Meadow Baptist Church, acting by and through its Trustees, also known as Forest Meadows Baptist Church, the abutting owner, containing approximately 15,838 square feet of land, located near the intersection of Church Road and Skillman Street, and authorizing the quitclaim Revenue: $5,400, plus the $20 ordinance publication fee.

On June 26, 2013, the City Council passed Resolution Number 13-1147 authorizing Supplemental Agreement No. 1 to the professional services contract with Bridgefarmer & Associates, Inc. for the final engineering design of bridge, paving and drainage improvements for the LBJ Freeway at Skillman Street interchange - Not to exceed $3,256,804, from $323,127 to $3,579,931 Financing: 2003 Bond Funds.

On September 11, 2013, the City Council passed Ordinance Number 29120 abandoning two sanitary sewer easements and a drainage and floodway easement to Bordeaux at Lake Highlands, LLC, the abutting owner, containing a total of approximately 20,041 square feet of land, located near the intersection of Skillman and Church Streets - Revenue: $5,400, plus the $20 ordinance publication fee.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Pending TIF Items Â&#x192;

Consideration of the FY 2013 TIF District Annual Report and a recommendation to the City Council for approval.

Business roundtable held March 2013 as part of the LBJ Skillman Study

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Skillman Corridor TIF District Projected Increment Revenue to Retire TIF Fund Obligations Category Skillman/Walnut Hill TOD Town Center: environmental remediation, interior/exterior demolition, street & utility improvements, streetscape, land acquisition, park/plaza design & acquisition, and economic development grants Other Skillman Corridor Improvements: environmental remediation, interior/exterior demolition, street & utility improvements, streetscape, land acquisition, park/plaza design & acquisition, and economic development grants Relocation Assistance/Student Retention

TIF Budget 1

Allocated2

Balance

$46,510,882

$40,000,000

$6,510,882

$55,243,586

$6,372,000

$48,871,586

$1,000,000

RISD Facility Improvements

$5,000,000

Administration and implementation3

$6,154,147

$305,528

$5,848,619

$113,908,615

$51,677,528

$62,231,087

Total Project Costs

1. Budget shown above in total dollars. However, TIF plan shows the budget in net present value. 2. Allocated amount for Other Skillman Corridor category includes a portion as a grant in lieu of interest up to $457,000; the actual interest accrual is anticipated to be less. Interest accrued as of FY 2013 (September 30, 2013) totals $2,521. Additional interest of approximately $11,454 is expected to accrue prior to final payment. 3. TIF administration costs shown are expended or committed through FY 2013. Costs include $25,000 local match for a NCTCOG grant funded planning study.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Skillman Corridor TIF District Project Plan Budget Category Skillman/Walnut Hill TOD Town Center: environmental remediation, interior/exterior demolition, street & utility improvements, streetscape, land acquisition, park/plaza design & acquisition, and economic development grants Other Skillman Corridor Improvements: environmental remediation, interior/exterior demolition, street & utility improvements, streetscape, land acquisition, park/plaza design & acquisition, and economic development grants Relocation Assistance/Student Retention

TIF Budget*

$20,000,000

$23,809,003

$531,833

RISD Facility Improvements

$2,659,164

Administration and implementation

$2,684,296 $49,684,296

Total

* As approved in the Project Plan and Reinvestment Zone Financing Plan (discounted to 2006 dollars).

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Skillman Corridor TIF M/WBE Participation Project LHTC Civil Engineering/Design LHTC – Environmental Consulting (private competitive bidding) LHTC – Abatement (private competitive bidding) LHTC – Demolition (private competitive bidding) LHTC – Geotechnical Services (private competitive bidding) LHTC – Public Bid (City) Package #1 for dirtwork, storm sewer, sanitary sewer, and retaining wall construction LHTC – Utilities (private competitive bidding) LHTC – Tree relocation/ test lab LHTC – Park/Trail improvements (private competitive bidding) City/Private Bid Total Dallas County Public Bid Package – LHTC bridge, roads, streetscape, signals WRP – Flat work WRP – Erosion control WRP - Utilities WRP – Building demo WRP Bid Total WRT – Building demo WRT - Abatement WRT Bid Total Overall Total Overall Total (excluding Dallas County bid)

Total Contract Award Amount Lake Highlands Town Center (LHTC) Project Pacheco Koch & TBG $1,225,000 Landscape Architects Contractor

Percentage Minority Participation 76%

Southwest Geoscience

$256,365

100%

AMX Environmental

$2,954,777

33%

Intercon Demolition

$1,861,230

21%

Terracon

$11,500

47%

Walton Construction

$9,782,947

18%

Tri-Dal

$1,102,291

Environmental Design & Terracon

$567,331

n/a

Valley Crest

$2,500,000

35%

$20,261,441

$5,227,256 (25.8%)

$8,076,506

Austin Bridge and Road, Inc.

White Rock Place (WRP) Project W.O.E. Construction $5,179 Brock Environmental $14,459 Services, LLC JT Dersner $369,204 E.W. Wells Group, LLC $272,360 $1,412,775 White Rock Trail Apartments (WRT) Project Lindamood Demolition, $553,665 Inc. Southwest Geoscience $60,500 $1,460,986 $31,211,708 $23,135,202

0.70% 1.96% 49.99% 40.39% $661,202 (46.8%) 37.9% 4.14% $614,165 (42%) $7,229,509(23.2%) $6,502,623 (28.1%)

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

FY 2014 Work Program The FY 2014 work program includes:

Continue coordination efforts for the LHTC and other development projects. Continue working to support the efforts of the LBJ/Skillman Gateway Plan. Staff support for the implementation of the LBJ/Skillman Urban Planning Initiative and Lake Highlands TOD Multimodal Connectivity projects selected for funding by the North Central Texas Council of Governments (NCTCOG). Monitor the impact of redevelopment on RISD student enrollment. Working to improve connections to the City of Dallas trails and open space system in the District. Investigate additional sources of funding for the District.

Abatement and demolition underway in 2013 for the White Rock Trail Apartment project (redevelopment of the former White Rock/Toscana complexes.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Appendix A â&#x20AC;&#x201C; Financials City of Dallas, Texas Skillman Corridor Tax Increment Financing District Fund Reinvestment Zone Number Fourteen As of September 30, 2013

Chapter 311.016 of V.C.T.A. requires the following information as part of the annual report on the status of the TIF District. Information is contained in detail on the attached financial statements.

Amount and source of revenue in the tax increment fund established for the zone:

$2,056 Interest Income $911,115 Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll) $913,171

Total Revenue

Amount and purpose of expenditures from the fund:

$41,956 Administrative Expense $678,562 Non-Capital outlay (1) $982,000 Capital outlay (1) $0 Interest and fiscal charges $1,702,518

Total Expenditures

(1) These expenditures were for the following projects: White Rock Place Project Reimbursement

$1,653,767

Partial Reimbursement #4 for RISD Public Imp.

$6,795

Total

$1,660,562

The Zone began reimbursing the General Fund for administrative costs in fiscal year 2008-09.

a. Amount of Principal and Interest due-on outstanding indebtedness: None. b. The Zone entered into a development agreement; as amended, with PC LH Land Partners, LP for the "Lake Highland Town Center" development in the TIF in an amount not to exceed $40,000,000 and began reimbursing the developer in fiscal year 2011. c. The Zone also entered into a development agreement

with Audelia WGK, LLC for the White Rock Place redevelopment

in an amount not to exceed $2,372,000. The Zone began reimbursing the developer in fiscal year 2013 and has the following obligation outstanding at September 30, 2013:

Project White Rock Place Project Total

Advance

Accrued

Less

Total (P & I)

Principal

Interest

Payments

Outstanding

$1,915,000

$2,521

$1,653,767

$263,753

$1,915,000

$2,521

$1,653,767

$263,753

The developer is anticipated to be paid off by June 2014 including principal balance of $261,233 and accrued interest of $13,974 for a total amount of $275,207. d. The Zone entered into a development agreement with WRT/DK Residential, L.P. for the White Rock Trail Apartments project in 2013 in an amount up to $4,000,000 that will begin reimbursement after project completion.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

Tax increment base and current captured appraised value retained by the zone:

Taxing Jurisdiction

Taxable

Base Year

Est. Captured

Value 2013*

2005 Value

Value 2013**

City of Dallas

$469,102,270

$335,957,311

$133,144,959

Dallas County

$468,998,638

$335,909,087

$133,089,551

Richardson School District # 1 (INS)

$272,566,039

$235,461,409

$37,104,630

Richardson School District # 2 (Operating)

*Taxable value shown for participating taxing jurisdictions. County & RISD #1 values are approximate and will vary slightly from the City value due to different exemption levels. **Based on Certified Taxable Value. The final values will be determined on February 01, 2014.

A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions: Amount of

Taxing Jurisdiction

Assessment

Estimated 2013

Per $100***

Increment***

City of Dallas

0.67745

$901,991

Dallas County

0.13371

$177,947

Richardson Independent School District # 1 (INS)

0.30000

$111,314

Richardson Independent School District # 2 (Operating)

0.75000

$1.86115

$1,191,252

Total for all Jurisdictions

***Participation rate for City of Dallas is 85% for tax years 2008 - 2031. ***Participation rate for Dallas County is 55% for tax years 2008 - 2027. Richardson Independent School District(RISD) participates at the rate of 16.48%(debt service portion only) for tax years 2008 - 2021. The Zone will set aside 30% or $33,394 of the anticipated 2013 RISD increment of $111,314 to reimburse RISD for Facility Improvements TIF budget line item pursuant to RISD's interlocal agreement with the City of Dallas.

B. The total amount of estimated tax increment to be billed for the 2013 tax year is $1,191,252. For the 2012 tax year, increment in the amount of $911,115 was received.

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

City of Dallas, Texas Skillman Corridor Tax Increment Financing District Fund Balance Sheet as of September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited) 2013

2012

2011

2010

2009

$328,003

$1,106,336

$1,969,728

$1,553,255

$936,684

$3,841

$4,460

$6,080

$8,097

$5,091

$331,843

$1,110,796

$1,975,808

$1,561,353

$941,776

Accounts and contracts payable

$1,506,578

Advances from developers

Accrued interest

$10,395

$57,155

Total liabilities

$10,395

$1,506,578

$57,155

Fund Balance (Deficit)

$321,448

$1,110,796

$469,230

$1,561,353

$884,621

Total Liabilities and Fund Equity

$331,843

$1,110,796

$1,975,808

$1,561,353

$941,776

Assets: Pooled cash and cash equivalents Interest receivable Total assets Liabilities and Fund Balance (Deficit): Liabilities:

Due to general fund

Fund Balance (Deficit):

Skillman Corridor Tax Increment Financing District Fund Statement of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period September 30, 2013 (Unaudited) With Comparative Totals for September 30, 2012, 2011, 2010, and 2009 (Audited) 2013

ITD

2012

2011

2010

2009

Revenues: Tax increment-Governmental Tax increment-Intergovernmental Interest income Net increase (decrease) in fair value of investments Total revenues

$2,813,780

$742,382

$560,613

$382,176

$486,957

$641,652

$941,074

$168,733

$131,493

$107,980

$212,659

$320,209

$45,080

$4,979

$5,460

$11,409

$15,903

$7,330

$2,281

($2,923)

$1,833

($4,946)

$8,437

$3,802,215

($121)

$913,171

$697,446

$503,398

$710,573

$977,627

$35,851

Expenditures: Administrative expenses

$305,528

$41,956

$47,782

$88,943

$33,841

Non-Capital Outlay

$823,239

$678,562

$8,099

$136,578

$2,352,000

$982,000

$1,370,000

$3,480,766

$1,702,518

$55,881

$1,595,521

$33,841

$35,851

$641,565

($1,092,122)

$676,732

$941,776

Capital outlay Interest and fiscal charges Total expenditures Excess (Deficiency) of Revenues over Expenditures

$321,448

($789,347)

Fund balance (Deficit) at beginning of year as previously reported

$1,110,796

$469,230

$1,561,353

$884,621

($57,155)

$1,110,796

$469,230

$1,561,353

$884,621

($57,155)

$321,448

$1,110,796

$469,230

$1,561,353

Fund balance (Deficit) at beginning of year, as restated Fund balance (deficit) at end of year

$884,621

Exhibit A - Skillman Corridor TIF District

FY 2013 Annual Report

City of Dallas, Texas Skillman Corridor Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 1.

The Zone's Financial Plan permits expenditures not to exceed $6,154,147 over the life of the TIF to reimburse the City for administrative costs. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values.

All project costs resulting in capital improvements that are owned by the City are capitalized by the City.

AGENDA ITEM # 23 KEY FOCUS AREA:

Economic Vibrancy

AGENDA DATE:

February 26, 2014

COUNCIL DISTRICT(S):

1, 6

DEPARTMENT:

Office of Economic Development

CMO:

Ryan S. Evans, 671-9837

MAPSCO:

43 U V Y Z & 44 P Q R S T U V ________________________________________________________________

SUBJECT A resolution accepting the FY 2013 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Fifteen, (Fort Worth Avenue TIF District), submitted by the Fort Worth Avenue TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District, and to the State Comptroller, as required by state law - Financing: No cost consideration to the City BACKGROUND State law (the Tax Increment Financing Act, Chapter 311 of the Tax Code) requires that the governing body of a city shall submit an annual report on the status of each reinvestment zone it has created to the Chief Executive Officer of each taxing unit that levies taxes on real property in the zone, as well as to the State Comptroller. The City Council approved Ordinance No. 26798 on June 13, 2007, as amended, establishing Tax Increment Financing Reinvestment Zone Number Fifteen, (Fort Worth Avenue TIF District). On March 26, 2008, the City Council authorized the Project Plan and Reinvestment Zone Financing Plan for this District by Ordinance No. 27129, as amended. The Fort Worth Avenue TIF District's assessed tax value in 2013 was $113,795,416. This represents an increase of $27,661,969 (or 32.1%) over the assessed value of the base year (2007) value and $4,724,818 (4.3%) over the total for the previous year. With the participation of the City and Dallas County, this increase will result in the collection of approximately $191,292 total in incremental revenue for the Fort Worth Avenue TIF District for the 2013 tax year.

PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On June 13, 2007, City Council authorized the establishment of Tax Increment Financing Reinvestment Zone Number Fifteen, the Fort Worth Avenue TIF District by Ordinance No. 26798. On March 26, 2008, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Fort Worth Avenue TIF District by Ordinance No. 27129, as amended. On December 12, 2013, the Fort Worth Avenue TIF District Board of Directors recommended that the FY 2013 Annual Report be accepted and approved. On February 18, 2014, a memo was submitted to the Economic Development Committee regarding all 18 of the Cityâ&#x20AC;&#x2122;s FY 2013 TIF Annual Reports. FISCAL INFORMATION No cost consideration to the City

Agenda Date 02/26/2014 - page 2

COUNCIL CHAMBER

February 26, 2014 WHEREAS, the City recognizes the importance of its role in local economic development initiatives and programs; and WHEREAS, the City has established Tax Increment Financing Reinvestment Zone Number Fifteen, (“Fort Worth Avenue TIF District” or “District”) and established a Board of Directors for the District to promote development or redevelopment in the Fort Worth Avenue area pursuant to Ordinance No. 26798, authorized by the City Council on June 13, 2007, as amended, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, as amended; and WHEREAS, on March 26, 2008, City Council authorized the Project Plan and Reinvestment Zone Financing Plan for the Fort Worth Avenue TIF District by Ordinance No. 27129, as amended; and WHEREAS, the Tax Increment Financing Act specifies that the governing body of a city shall submit an annual report on the financial status of the district to the Chief Executive Officer of each taxing unit that levies taxes on real property in a reinvestment zone, and a copy of the report shall be forwarded to the State Comptroller; and WHEREAS, on December 12, 2013, the Fort Worth Avenue TIF District Board of Directors passed a motion accepting the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Fifteen and recommending approval of same by the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS: Section 1. That the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Fifteen, (Fort Worth Avenue TIF District), City of Dallas, Texas, as of September 30, 2013, a copy of which is attached hereto (Exhibit A), is hereby accepted. Section 2. That the City Manager is hereby authorized to submit the FY 2013 Annual Report for Tax Increment Financing Reinvestment Zone Number Fifteen to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the district and to the state comptroller, as required by state law. Section 3. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Dallas, and it is accordingly so resolved.

Exhibit A

Fort Worth Avenue TIF District FY 2013 Annual Report

Sylvan | Thirty (images courtesy of Lynxette Exploration LLC)

Office of Economic Development 1500 Marilla Street, 2CN Dallas, Texas 75201 (214) 670-4551 www.dallas-ecodev.org/redevelopment

October 1, 2012 to September 30, 2013

Exhibit A

Reinvestment Zone Number Fifteen Fort Worth Avenue Tax Increment Financing District

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Table of Contents Table of Contents ............................................................................................................ 3 Mission Statement ........................................................................................................... 4 District Accomplishments ................................................................................................ 4 Value and Increment Revenue Summary...................................................................... 14 Objectives, Programs, and Success Indicators ............................................................. 14 Year-End Summary of Meetings and Council Items ...................................................... 17 Budget and Spending Status ......................................................................................... 18 FY 2014 Work Program................................................................................................. 19 Appendix: Financials .................................................................................................... 20

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Mission Statement The mission of the Fort Worth Avenue TIF District is to provide a source of funding for public infrastructure improvements necessary to enhance the real estate market for the Fort Worth Avenue TIF District area. The Fort Worth Avenue TIF District represents the outgrowth of the City of Dallasâ&#x20AC;&#x2122; effort to provide a model for redeveloping urban corridors to take full advantage of the Trinity River project, the signature Santiago Calatrava bridges, and the undeveloped/underdeveloped land parcels near downtown Dallas. The Fort Worth Avenue TIF District was proposed in April 2007 to assist the creation of a more sustainable mix of rental and for-sale residential property in the Fort Worth Avenue area. This shift will help to encourage the creation of more owner-occupied residential units and mixed-use development, the removal and redevelopment of structurally obsolete apartment complexes and retail centers, and the facilitation of necessary environmental remediation and redevelopment of the property near the Trinity River and downtown Dallas, as well as better trail and recreational connections. The Dallas City Council established the Fort Worth Avenue TIF District by Ordinance Number 26798 on June 13, 2007. The Fort Worth Avenue District began to collect funds on January 1, 2008, and it is scheduled to terminate on December 31, 2029 (including collection of the 2029 increment in calendar year 2030 and any related matters to be concluded in 2030) or when the budget of $69.4 million (2008 dollars) has been collected. The City of Dallas and Dallas County are the two participating jurisdictions. The Cityâ&#x20AC;&#x2122;s participation essentially follows a bell curve, beginning with 0 percent in 2008. It increased to 55 percent in 2009 and 2010, then 70 percent in 2011 through 2013, then 85 percent for 2014 through 2020. It then decreases to 70 percent for 2021 and 2022 and decreases to 55 percent thereafter. The Countyâ&#x20AC;&#x2122;s participation was 0% in 2008 and increased to 55% in 2009 and thereafter.

District Accomplishments The Fort Worth Avenue TIF District is generally bounded by commercial and multifamily residential properties along the Fort Worth Avenue corridor between the Trinity River and Hartsdale Avenue. The district encompasses underutilized and/or deteriorated commercial, industrial, residential, and multi-family residential properties along the Fort Worth Avenue corridor. The district contains a mix of uses, primarily composed of existing industrial and commercial structures, vacant and abandoned office structures, surface parking lots, and undeveloped property. Strengths of the district include proximity to downtown and the future Santiago Calatrava bridges, planned transit service improvements, Coombs Creek, and the surrounding stable, single-family neighborhoods. One project, the Belmont Hotel, was completed adjacent to the district in 2005. Several additional projects have begun in the district.

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

The first major redevelopment near the district is the Belmont Hotel, immediately adjacent to the district on the north side of Fort Worth Avenue. Originally designed and built in 1946 by architect Charles Dilbeck, the Belmont was completely renovated in late 2005. Total current taxable value: $2.6 million. Photo: Options RE

Just northwest of the Belmont, the Villas at the Belmont range from $300,000 to $12,000,000 in price. Five of the 34 homes are complete and two more are under construction, one of which is pictured at left. Total estimated value when complete: $35 million. www.kevinsloanstudio.com, retrieved 12/11/2013

The Salon on Bishop opened in 2013 in the former Haley-Henman Gallery space at 2335 Hardwick Street. The gallery closed in 2012. Total current taxable value: $102,000.

McDonaldâ&#x20AC;&#x2122;s, at 2747 Fort Worth Avenue, completed construction in 2009. Total current taxable value: $1,479,430.

Photo: City of Dallas

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

The Meridian at Kessler Park (formerly Avalon at Kessler Park and Fairways at La Reunion) is a 198-unit senior living apartment community at the corner of Fort Worth Avenue and Bahama Drive, just west of Hampton Road. Construction was completed in August 2010. Total current taxable value: $16,710,280. Photo: City of Dallas

Construction at the new Comerica Bank, at 2727 Fort Worth Avenue, was completed in 2010. Total current taxable value: $1,473,910. Photo: City of Dallas

Aldi opened in March 2011 at 2505 Fort Worth Avenue. The 16,895-square foot grocery store is valued at $2,613,240.

Photo: City of Dallas

Next door to the Comerica, at 2605 Fort Worth Avenue, 10,143 square feet of new retail completed construction in the fall of 2011. Tenants include T Mobile, a laundromat, a donut shop, a convenience store, and Chamoy Locos. Total value: $1,297,730. Photo: City of Dallas

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Chicken Scratch and The Foundry opened in March 2012 in the former Jackâ&#x20AC;&#x2122;s Backyard space. Chicken Scratch offers made-fromscratch fried chicken while The Foundry provides a neighborhood bar and gathering place. Total current taxable value: $359,920.

Metro Paws Animal Hospital is a 4,700square-foot veterinary clinic that started construction in the fall of 2011 directly west of the Belmont on Fort Worth Avenue. Council approved $116,000 in TIF funding on June 22, 2011. The clinic was completed in July 2012. Total taxable value: $469,580. Photo: Dr. Kathryn Sarpong

The Hive opened in March 2013 and provides 2,356 square feet of co-working space at 2139 Fort Worth Avenue.

Options Real Estate installed several retail trailers in front of the Dallas West Mobile Home Park at 400 West Commerce. The first trailer, LaGrange Snow Cones, was open in summer 2012. Additional trailers, including Oye Chico (serving Cuban sandwiches) and City View Tacos opened in 2013 .

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Manny Rodriguez Photography is under construction behind Metro Paws Animal Hospital and just west of the Belmont. The house will be used for residential space, and a new photography studio is being built directly behind the house. Total estimated value when finished: $1,000,000.

Sylvan | Thirty is under construction at the southeast quadrant of the intersection of Sylvan Avenue and Fort Worth Avenue. Council approved $3.2 million in TIF funding on March 28, 2012. The project, with 200 residential units and 53,800 square feet of retail and restaurant space, started on March 16, 2013 and is expected to finish in August 2014. Total estimated value when complete: $30 million.

Photo: City of Dallas

Options Real Estate is proposing additional retail space west of the Belmont and Smoke Restaurant in what is now the parking lot. Estimated square footage and total value to be determined.

Projects Within the Fort Worth Avenue TIF District Utilizing TIF Funding1 Project Metro Paws Animal Hospital Sylvan | Thirty

Location 1007 Fort Worth

Calendar Year Complete 2012

Status Complete

Avenue 712-738 Fort Worth Avenue

Approved 2014

Units/ SF2 4,700 sf vet clinic

Approx. Value3 $469,580

TIF Investment4 $116,000

53,800 sf retail/ rest. 200 apartments $30,000,000 $3,200,000 Subtotal 200 homes 53,800 sf retail $30,469,580 $3,316,000 4,700 sf vet clinic

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Projects Within the Fort Worth Avenue TIF District Not Utilizing TIF Funding5 Project

Location

Chicken Scratch and The Foundry McDonaldâ&#x20AC;&#x2122;s Comerica Bank Meridian at Kessler Park6 Aldi6 The Hive Salon on Bishop

510 West Commerce Street 2747 Fort Worth Ave. 2727 Fort Worth Ave. 2600 Bahama Drive 2505 Ft Worth Ave. 2139 Fort Worth Ave 2335 Hardwick St Fort Worth Avenue The Villas at the Belmont & Sylvan Avenue 919 Fort Worth Retail west of Belmont

Avenue

Manny Rodriguez Photography

1007 Folsom St

Office and retail trailers

400 W. Commerce

Calendar Year Complete 2012 2009 2010 2010 2011 2012 2013 TBD TBD 2014 ongoing

Status Complete

Units/ SF2 5,600 sf restaurant 2,800 sf patio 4,938 restaurant 3,600 sf bank 198 apartments 16,895 sf retail 2,356 sf office 3,200 sf salon

Complete Complete Complete Complete Complete Complete Under 34 homes Construction TBD retail and Planned live/work space Photography Under studio and Construction residential space ongoing n/a Subtotal 232 homes

Approx. Value3

Public Investment

$359,920 $1,479,430 $1,473,910 $16,710,280 $2,613,240 $60,000 $102,000 $35,000,000 TBD $1,000,000 n/a

10,538 sf restaurant 25,651+ sf $58,798,780 retail/office

Projects Adjacent to the Fort Worth Avenue TIF5 Project Belmont Hotel

Location 901 Fort Worth

Calendar Year Status Complete 2005 Complete

Units/ SF2

Approx. Value3

67 hotel rooms

Avenue Smoke

NWC Sylvan Avenue & Fort Worth Avenue

2009

Complete

5,750 SF restaurant

Total 5,750 sf retail

67 hotel rooms

$2,755,440

$2,755,440 (DCAD 2013)

Public Investment $370,000 PPP Funds & $359,995 2003 Bond Funds $729,995

The City and community partners have initiatives in and adjacent to the district that began in FY 2013 or have been ongoing. Together, over $841 million in bond funding, grant funding, federal funds, and private funds will be spent for these projects. They will 9

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

help to support new mixed-use development, create a vibrant neighborhood in the Fort Worth Avenue corridor, and increase recreational opportunities and connections to the Trinity River Corridor and downtown. The Texas Department of Transportation (TxDOT) has started on the Horseshoe Project, which will upgrade the I-30 and I-35E bridges that cross the Trinity River, as well as a portion of the Mixmaster. This project entails a complete reconstruction of I-30 from Sylvan Avenue to the I-35 interchange and a complete reconstruction of I-35 from its interchange with I-30 south to Eighth Avenue. It will add additional lanes as well as a dedicated bicycle and pedestrian facility on the I-30 bridge over the Trinity River. The Coombs Creek Trail, when complete, will connect Hampton Road to Riverfront Boulevard and the Katy Trail (east of the district). Phase I, from just west of Beckley Avenue to Sylvan Avenue, was completed in March 2009. Phase II, from Sylvan Avenue to the Stevens Golf Course tennis courts, was completed in September 2010. The design for Phase III, from the Stevens Golf Course tennis courts to Plymouth Road, is scheduled to begin in March 2014. Construction on phase III is scheduled to begin in November 2014 and to be complete in April 2015. On the eastern end of the trail, the bicycle and pedestrian facilities portion of TxDOTâ&#x20AC;&#x2122;s Horseshoe Project will help to connect the Coombs Creek Trail to Riverfront Boulevard. The City is actively seeking funding for the link between Beckley Avenue and the Horseshoe Project.

Photos: City of Dallas

The Trinity Overlook, a pavilion and observation deck, completed construction near the southeast corner of the intersection of Beckley Avenue and West Commerce Street, just east of the district, on October 29, 2008. This project was built with $248,815 in 1998 bond funds and a $100,000 donation from MetLife Foundation.

Trinity Overlook â&#x20AC;&#x201C; complete Photo: City of Dallas

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

The West Dallas Signature Pilot Point project was selected for funding through the North Central Texas Council of Governments (NCTCOG)’s Regional Transportation Council’s Sustainable Development Program Call for Projects. This planning project will use the standards and goals established in the West Dallas Urban Structure and Guidelines to create a redevelopment and investment strategy to prioritize capital improvement projects in the West Dallas area. The project area is bounded by Singleton Boulevard to the north, the Trinity River levee to the east, Interstate 30 to the south, and Sylvan Avenue to the west. A draft of the plan is expected in November 2013. In 2009 the Park Department began design for an $8 million renovation of the Stevens Park Golf Course, adjacent to the district. Renovations included 1) erosion control for Coombs Creek, 2) renovation of the golf course to include drainage, bridge construction, cart paths, etc. 3) irrigation improvements 4) construction of a maintenance facility. The golf course re-opened in October 2011. In addition to these projects, the City’s Public Works and Transportation Department is working on a new design for the North Beckley Avenue and West Commerce Street intersection. This $5.3 million project will help to relieve future congestion on North Beckley Avenue; improves pedestrian and bicycle access to the Trinity River Corridor; and includes upgraded storm sewer, water and sanitary sewer systems, wider sidewalks, street trees, street furniture, bike lanes, and pedestrian lighting. In addition, the project will reuse stormwater runoff for irrigation purposes. This project is set to go out for bid for construction in early 2014. Deedie and Rusty Rose have given $2 million, part of their $5 million donation to the Trinity Trust, to found the Dallas CityDesign Studio at City Hall. The studio works closely with those involved in the Trinity River Corridor Project, including developers, businesses, residents, and other city departments, to enhance urban design in the corridor. Architect and planner Brent Brown is the director, and urban planner Larry Beasley, known for his work in downtown Vancouver, is a special advisor. Conceptual design work continues for the Fort Worth Avenue Streetscape project. This project entails designing a complete street from Beckley Avenue to Westmoreland Road and includes design for wide sidewalks, street trees, on-street parking, bike lanes, and new medians. Engineering design and construction funding will be requested in a future bond program. In January 2013, through a partnership with the Fort Worth Avenue Development Group, the City striped buffered bike lanes on Fort Worth Avenue between North Edgefield Avenue and Sylvan Avenue. This pilot project helped to determine the feasibility of a proposed thoroughfare plan amendment to change Fort Worth Avenue from six lanes to four lanes of vehicular traffic and a buffered bike lane that was approved by City Council on September 11, 2013. Construction has begun on Sylvan Avenue from I-30 to Fort Worth Avenue, adjacent to the Sylvan | Thirty project. The new design will include bike lanes and on-street 11

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

parking, new sidewalks, new traffic signals, upgrades to the storm drainage, replacements of the water and wastewater mains, new streetscaping and landscaping, and new lighting. Construction was awarded in August 2013.

District Initiatives Activity

Scope

Status

Investment

Source

Coombs Creek Trail

To create a hike, bike, and jogging trail system along the course of Coombs Creek as it winds west of downtown. Phases I-III will run from Beckley Avenue through the Stevens Golf Course tennis area to Hampton Road. Additional phases will 1) connect the eastern end of the trail to Beckley Avenue, and 2) connect the Trinity Levee Trail to Riverfront Boulevard.

Underway. Phase I: Design began in June 2006 Construction completed March 2009. Phase II: Design began July 2009. Construction completed September 2010. Phase III: Design to begin March 2014. Construction to begin November 2014 and complete April 2015. Phase IV: connection to Beckley Avenue is currently unfunded. The connection from Beckley Avenue to Riverfront is to be completed as part of the Horseshoe Project which began February 2013 and should be finished March 2017.

Cost to date:

2003 and 2006 Bond Programs for Phases I II, and III.

Pavilion and observation deck at the southeast corner of Beckley Avenue and West Commerce Street

Complete. Construction started July 2008 and completed in October 2008.

Transit planning project

Under way. NCTCOG has begun circulation of a draft of the plan.

Trinity Overlook

West Dallas Signature Project

Sylvan Avenue reconstruction

Sylvan Avenue from the I-30 service road to Fort Worth Avenue

Under construction. Construction started October 2013 and will take 1 year.

Phase I (total): $394,896 Phase II ( total): $541,917 Phase III (design) $171,070 (construction: $1,262,690) Eastern terminus to Beckley: currently unfunded. Horseshoe pedestrian and bicycle facilities:$8,438,228

Current terminus to Beckley Ave: Potential Dallas County Capital Improvement Program funding. Horseshoe Project: combination of federal private, and bond funding.

1998 bond funds $248,815 $100,000

MetLife Foundation via the Trust for Public Land

$ 25,406

West Dallas Chamber of Commerce

$101,625

Regional Transportation Council

$1,719,379

2006 Bond Program And Dallas Water Utility funds

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Sylvan Avenue from West Commerce Street to Singleton Boulevard

Design. Construction to take 18 months.

$ 2,552,600

2006 Bond Program

Fort Worth Avenue Streetscape Improvements

Master plan for roadway and streetscape design for Fort Worth Avenue from Beckley Avenue to Westmoreland Road.

Design. Public feedback resulted in new design being sought and the streetscape being included in Dallasâ&#x20AC;&#x2122; Complete Streets program. Construction funding may be sought in future bond programs.

Up to $200,000

2003 Bond Funds

N Beckley Avenue & West Commerce Street intersection improvements

Design, engineering, and construction of intersection improvements, including sidewalks, bike lanes, and street trees.

Design complete. ROW acquisition underway. Project is set to go out for bid for construction in early 2014.

$1 million available from 1998 bond funds; $5,296,658 total $882,751 available from Beatrice Street project Remaining funding from 2006 bond program project savings

Beatrice Street (West Commerce Street to West Comstock Street) And Wink Street

Street resurfacing

Fort Worth Avenue from Edgefield Avenue to Plymouth Road

Street resurfacing

Design. Work to be done in coordination with Beckley/Commerce Resurfacing complete October 2011 and restriping complete December 2011.

2006 Bond Program $100,000

$323,032

2006 Bond Program

Initiatives Adjacent to District Activity

Scope

Status

Investment

Source

Stevens Park Golf Course renovation

Design, engineering, construction, and interim management

Complete. This project was approved by Council on November 10, 2010 and was completed October 2011.

Design: $835,000 Construction: $8,184,630

2003 and 2006 bond funds, Stevens Park Golf Course Improvement Funds, and Golf Improvement Funds

Horseshoe Project

Reconstruction of I-30 from Sylvan Avenue to the I-35 interchange, and I-35 from the I-30 interchange to Eighth Street.

Under Construction. Groundbreaking held April 27, 2013. Completion planned in 2017.

$818 million

Federal, state, and regional funding

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Value and Increment Revenue Summary The Fort Worth Avenue TIF District’s base tax value for 2007 was $86,133,447. This base value reflects a boundary amendment approved in March 2008 and adjustments to the base to reflect the final 2007 values of the parcels in the district. The district’s 2013 assessed tax value, as determined by the Dallas Central Appraisal District, was $113,795,416. This represents an increase of approximately $27.6 million (32.1%) over the assessed value of the base year (2007) value and an increase of approximately $4,724,818 (4.3%) over the previous year. With the participation of the City and Dallas County, this increase will result in the collection of approximately $191,292 total in incremental revenue for the district.

Objectives, Programs, and Success Indicators The final Fort Worth Avenue Project Plan and Reinvestment Zone Financing Plan was adopted on March 26, 2008. The final project plan addresses the following development goals and objectives: •

Create additional taxable value attributable to new private investment in projects in the Fort Worth Avenue TIF District totaling approximately $1,290,239,340 over the term of the district. Completed projects have added approximately $23.1 million to the value of the district. Projects currently under development are expected to generate an additional $65 million in added taxable value. Actual values are up by approximately $27 million over the base. This increase is approximately 2% of the goal for the area.

•

Attract new, higher density, private development in the Fort Worth Avenue TIF District totaling approximately 1,033,910 square feet of retail space and 9,444 residential units including townhome, multi-family, single-family, and condominium projects. Construction was completed on Meridian at Kessler Park (formerly Avalon at Kessler Park). Construction has started at Sylvan | Thirty and at the Villas at the Belmont. When complete, these projects will add 34 singlefamily homes and 200 multi-family homes to the district. The projects under construction represent 2.5% of the housing goal. Approved projects within the district will add additional retail space and residential units when complete.

•

Focus on encouraging the redevelopment of properties in the Fort Worth Avenue corridor to increase density and to provide enhanced urban design for the district that meets the intent of the Fort Worth Avenue Corridor Land Use and Urban 14

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Design Study and the requirements of the West Commerce Street/Fort Worth Avenue Special Purpose District (PD 714), adopted by Ordinance No. 25898 on February 23, 2005, as amended. The Villas at the Belmont, currently under development by Options Real Estate, will provide, at build-out, 34 new single-family homes on previously vacant land near Sylvan Avenue. Proposed development west of the Belmont and east of Malone Drive, currently planned by Options Real Estate Development, is expected to provide additional retail and residential live/work space on land currently used for surface parking. Manny Rodriguez Studio, north of Metro Paws, is planned to contain a photography studio and live/work space. Sylvan | Thirty, a mixed-use residential and retail development, is expected to add 200 multi-family units and 53,800 square feet of retail on previously under-utilized land. The Coombs Creek Trail, Trinity Overlook, West Dallas Signature Pilot Point Project, Fort Worth Avenue Streetscape Improvements, reconstruction of West Commerce Street and Beckley Avenue, reconstruction of Sylvan Avenue, and TxDOT’s Horseshoe will provide public infrastructure projects that comply with PD 714 and provide wide sidewalks, street trees, bicycle amenities, and pedestrian amenities central to the dense urban design as envisioned in the Urban Design Study and as required in PD 714. These projects, when fully funded, will add an additional $841,063,497 in non-TIF funds for district-related projects and projects adjacent to the district. •

Improve access and connections to the planned improvement of transit services, including a light rail or modern streetcar line, within the district. Each development is reviewed individually for wide sidewalks, shade, and improved transit stops. In addition, landscape design for each project includes planning for a potential light rail or streetcar line. Planned extensions of the Coombs Creek Trail will connect the center of the corridor to Union Station and additional transit services.

•

Increase recreational opportunities and improve connections to the City of Dallas trails and open space system in the district, especially the Trinity River and Coombs Creek.

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Phases I and II of the Coombs Creek Trail, from Beckley Avenue to Sylvan Avenue, completed in 2010. Future phases to the west will follow Coombs Creek, continue through Stevens Park Golf Course, and connect to future development on Fort Worth Avenue. Future phases to the east will connect to Riverfront Boulevard and downtown Dallas. •

Maintain the stability of local schools as redevelopment occurs in the housing market. Leaders from the school district have been invited to participate in the TIF district meetings.

•

Generate approximately $69 million (NPV; 2008 dollars) in increment over 21 years, with up to 85 percent participation by the City and 55 percent participation by the County. TIF increment collections began in tax year 2009 and generated approximately $157,017 total in incremental revenue for the district during the 2013 fiscal year. Another $191,312 is expected in the 2014 fiscal year. This collection is 0.42% of the goal. Metro Paws, Meridian at Kessler Park, McDonald’s, Aldi, Comerica Bank, and a new retail center are complete and have begun to contribute to the TIF fund. Sylvan | Thirty began construction during the year and will begin to contribute to the TIF fund in 2014.

•

Diversify retail and commercial uses in the district. The Aldi grocery store, completed in 2011, added 16,895 square feet of retail space. Metro Paws Animal Hospital provides 4,700 square feet of veterinary clinic space. In addition, Smoke opened in September 2009 and retained restaurant space in the district. Chicken Scratch and the Foundry opened in March 2012. The Minyard grocery store at 2128 Fort Worth Avenue closed in FY 2013.It will be replaced by a Big Lots, which is currently remodeling the retail space. Planned development west of the Belmont will provide additional retail space. Sylvan | Thirty is planned to contain a natural foods grocery store and add 53,800 square feet of retail space to the district.

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Year-End Summary of Meetings and Council Items During the fiscal year from October 1, 2012 to September 30, 2013, the Fort Worth Avenue TIF District Board of Directors held 1 meeting. Prior to state law changing in 2011, the board could consist of up to ten members, including five City of Dallas appointees, two Dallas Independent School District appointees, one Dallas County appointee, one Dallas Community College District appointee, and one Dallas County Hospital District appointee. On October 2, 2007, the Dallas County Community College District officially waived its right to appoint a representative to the Fort Worth Avenue TIF Board. This action allowed the City of Dallas to appoint a total of six members to the board. On March 28, 2012, the City Council approved changes to the by-laws for the district, including board composition. Board members from non-City jurisdictions appointed prior to September 1, 2011, including the representatives from Dallas ISD, served until their most recent two year terms expired on October 22, 2011. The Dallas County Hospital District has not appointed a board member and under 2011 state law will not be able to appoint a board member unless the jurisdiction decides to financially participate in the district. The board now consists of nine directors: eight appointed by the City Council and one appointed by Dallas County. During FY 2013 the board members were: Joseph Hernandez, city appointee and chairman (attended 1 of 1 meetings); Deborah Carpenter, city appointee and vice chair (attended 1 of 1 meetings); J. B. Jones, city appointee (attended 1 of 1 meetings); Angela Gonzalez, city appointee (attended 0 of 1 meetings); Raymond Salinas, city appointee (attended 0 of 1 meetings, resigned 2/28/2013); JD Jasso, city appointee (attended 0 of 0 meetings, resigned 10/9/2012 prior to first meeting); Eva Elvove, city appointee (attended 1 of 1 meeting); Rick Loessberg, Dallas County appointee (attended 0 of 1 meetings). During the fiscal year from October 1, 2012 to September 30, 2013, the City Council approved 4 items associated with the Fort Worth Avenue TIF District: â&#x20AC;˘

On February 27, 2013, Council approved Resolution 13-0398 accepting the FY 2012 Annual Report on the status of Tax Increment Financing Reinvestment Zone Number Fifteen, (Fort Worth Avenue TIF District), submitted by the Fort Worth Avenue TIF District's Board of Directors, and authorizing the City Manager to submit the annual report to the Chief Executive Officer of each taxing jurisdiction that levies taxes on real property in the District and to the State Comptroller, as required by state law.

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

•

On February 27, 2013, Council approved Resolution13-0414 authorizing a professional services contract with Urban Engineers Group, Inc. for the engineering design of street improvements for Sylvan Avenue from Fort Worth Avenue to Singleton Boulevard - Not to exceed $565,654 - Financing: 2006 Bond Funds ($473,254) and Water Utilities Capital Improvement Funds ($92,400)

•

On August 14, 2013, Council approved Resolution13-1380 authorizing a contract with Texas Standard Construction, Ltd., lowest responsible bidder of four, for the construction of thoroughfare, water main, and wastewater main improvements for Sylvan Avenue from the IH-30 westbound frontage road to Fort Worth Avenue Not to exceed $1,514,176 - Financing: General Obligation Commercial Paper Funds ($1,054,847), Water Utilities Capital Construction Funds ($6,460), and Water Utilities Capital Improvement Funds ($452,869)

•

On September 11, 2013, Council approved Resolution13-1603 authorizing a public hearing to receive comments to amend the City of Dallas Thoroughfare Plan to change the dimensional classification of Fort Worth Avenue between Beckley Avenue and Westmoreland Road from a six lane divided {M-6-D(A)} roadway within 100 feet of right-of-way to a special four lane divided (SPCL 4-D) roadway with a bicycle facility within 100 feet of right-of-way; and at the close of the hearing, authorize an ordinance implementing the change - Financing: No cost consideration to the City

The Fort Worth Avenue TIF District is expected to review the following items during FY 2013-2014: • •

FY 2013 Annual Report for the Fort Worth Avenue TIF District A potential TIF application for development at Colorado Boulevard and Fort Worth Avenue

Budget and Spending Status Each TIF district, in the Project Plan and Reinvestment Zone Financing Plan, establishes a budget for the public improvement expenditures necessary to support private investment in the district. The Fort Worth Avenue TIF District was established in June 2007 and collected $157,017 in FY 2013. It is anticipated to collect approximately $191,292 in FY 2014. The Fort Worth Avenue budget and spending to date is shown below.

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Fort Worth Avenue TIF District Projected Increment Revenues to Retire TIF Fund Obligations* Category Public infrastructure improvements: paving, streetscape, water/wastewater, storm sewer, utility burial/relocation, and land acquisition Affordable housing

$82,504,055

$556,909

$81,948,171

$11,071,459

$11,071,597

Environmental remediation & demolition

$13,285,751

$13,285,916

Parks, open space, trails, and gateways

$13,285,751

$250,000

$13,035,916

$6,642,875

$6,642,958

$22,142,919

$2,500,000

$19,643,196

$4,334,643

$292,848

$4,041,795

$153,267,454

$3,599,757

$149,667,697

Façade restoration Economic development grants Administration and implementation Total project costs

TIF Budget

Allocated

Balance

*Budget shown above in current dollars, updated yearly; TIF Project Plan shows the budget in net present value. Values above do not include interest payments or receipts.

Fort Worth Avenue TIF District Project Plan Budget (NPV, 2008 dollars) Category Public infrastructure improvements: paving, streetscape, water/wastewater, storm sewer, utility burial/relocation, and land acquisition Affordable housing

TIF Budget* $37,259,794 $5,000,000

Environmental remediation & demolition

$6,000,000

Parks, open space, trails, and gateways

$6,000,000

Façade restoration

$3,000,000 $10,000,000

Economic development grants

$2,200,000

Administration and implementation Total project costs

$69,459,794

* As approved in the Final Project Plan and Reinvestment Zone Financing Plan.

FY 2014 Work Program Pending items for the Fort Worth Avenue TIF District include:

Encourage development projects within the district in accordance with the final Project Plan and Reinvestment Zone Financing Plan, specifically development on the site of the former Colorado Place Apartments and development on the Sylvan | Thirty site.

Continue working to coordinate public design and improvement efforts. 19

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

Appendix: Financials City of Dallas, Texas Fort Worth Avenue Tax Increm ent Financing District Fund Reinvestm ent Zone Num ber Fifteen As of Septem ber 30, 2013

1. Am ount and source of revenue in the tax increm ent fund established for the zone:

$2,319 Interest Income $157,017 Ad Valorem Taxes (Collected in FY'2012-13 based on 2012 Final Tax Roll) $159,336

Total Revenue

2. Am ount and purpose of expenditures from the fund:

$25,742 Administrative Expense $0 Non-Capital outlay $106,909 Capital outlay * $0 Interest and fiscal charges $132,651

Total Expenditures

* These expenditures w ere for the Metro Paw s Animal Hospital public improvement project.

3. The Zone began reimbursing the general fund for the TIF administraive costs in fiscal year 2009-10.

4. a. Am ount of Principal and Interest due on outstanding indebtedness: Fort Worth TIF District has incurred no bonded indebtedness as of September 30, 2013. b. The Zone entered into a developer agreement w ith J & K Investments, LLC for the Metro Paw s Animal Hospital public improvement project in an amount not to exceed $116,000 w ith projected completion date of November 30, 2012. The developer w as fully reimbursed in fiscal year 2013. C. The Zone entered into a developer agreement w ith Lynxette Exploration, LLC for the Sylvan | Thirty public improvement project in an amount not to exceed $3,200,000 w ith projected completion date of June 30, 2015.

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

5. Tax increm ent base and current captured appraised value retained by the zone:

Taxing Jurisdiction

Taxable

Base Year

Est. Captured

Value 2013*

2007 Value

Value 2013**

City of Dallas

$113,795,416

$86,133,447

$27,661,969

Dallas County

$113,780,416

$86,133,447

$27,646,969

*2013 taxable value for participating taxing jurisdictions. County values are approximate and w ill vary slightly from the City value due to different exemption levels. **Based on Certified Taxable Value. The final values w ill be determined on February 01, 2014.

A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions: Am ount of

Taxing Jurisdiction

Assessm ent

Estim ated 2013

Per $100 ***

Increm ent****

City of Dallas

0.55790

$154,326

Dallas County

0.13371

$36,965

$0.69161

$191,292

Total for all Jurisdictions

*** Participation rate for Dallas County is 0% for 2008 and 55% for years 2009 to 2028. City of Dallas participates at variable rates as follow s: Tax Year

Rate

2008

2009 - 2010

55%

2011 - 2013

70%

2014 - 2020

85%

2021 - 2022

70%

2023 - 2029

55%

****The District began collecting increment in fiscal year 2009-10.

B. The total amount of estimated tax increment to be billed for the 2013 tax year is $191,292. For the 2012 tax year, increment in the amount of $157,017 w as received.

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

City of Dallas, Texas Fort Worth Avenue Tax Increm ent Financing District Fund Balance Sheet as of Septem ber 30, 2013 (Unaudited) With Com parative Totals for Septem ber 30, 2012, 2011, 2010, and 2009 (Audited)

2013

2012

2011

2010

2009

Assets: Pooled cash and cash equivalents

$131,907

Interest receivable

($2,018) Total assets

$129,889

$96,608

$2,805

$46

$95,616

$2,851

($992)

Liabilities and Fund Balance (Deficit): Liabilities: Accounts and contracts payable

Advances from developers

Accrued interest

$62,991

$55,403

$108,289

$98,917

$62,991

$55,403

$108,289

$98,917

Fund Balance (Deficit)

$66,898

$40,213

($55,398)

($105,438)

($98,917)

Total Liabilities and Fund Equity

$129,889

$95,616

Due to general fund Total liabilities Fund Balance (Deficit):

($0)

$2,851

($0)

Fort Worth Avenue Tax Increm ent Financing District Fund Statem ent of Revenues, Expenditures and Changes in Fund Balance (Deficit) For the Period Septem ber 30, 2013 (Unaudited) With Com parative Totals for Septem ber 30, 2012, 2011, 2010, and 2009 (Audited)

2013

ITD

2012

2011

2010

2009

Revenues: Tax increment-Governmental

$366,991

$126,862

$122,581

$81,881

$35,667

$92,124

$30,156

$27,986

$24,048

$9,935

Interest income

$9,550

$4,260

$4,674

$235

$381

Grant from City

($71)

($5)

Tax increment-Intergovernmental

Net increase (decrease) in fair value of investments Total revenues

($2,010)

($1,941)

$466,656

$159,336

$155,171

$106,160

$45,989

$292,848

$25,742

$59,559

$56,119

$52,510

$52,437

$106,909

$399,758

$132,651

$59,559

$56,119

$52,510

$52,437

$66,898

$26,685

$95,611

$50,040

($6,521)

($52,437)

$40,213

($55,398)

($105,438)

($98,917)

($46,481)

$40,213

($55,398)

($105,438)

($98,917)

($46,481)

$66,898

$40,213

($55,398)

($105,438)

($98,917)

Expenditures: Administrative expenses Non-capital outlay Capital outlay Interest and fiscal charges Total expenditures Excess (Deficiency) of Revenues over Expenditures Fund balance (Deficit) at beginning of year as previously reported Fund balance (Deficit) at beginning of year, as restated Fund balance (Deficit) at end of year

Note: Fiscal year 2012-13 unaudited financial statem ents are based on prelim inary close num bers and are subject to review by the City Controller's Office prior to approval by the City Council. In case of any m aterial changes, TIF board w ill be provided w ith the updated financial statem ents.

Exhibit A - Fort Worth Avenue TIF District

FY 2013 Annual Report

City of Dallas, Texas Fort Worth Avenue Tax Increment Financing District Notes to Financial Statements for the Year Ended September 30, 2013 1.

The Zone's Financial Plan permits expenditures not to exceed $4,334,643 over the life of the TIF to reimburse the City for administrative costs. The Zone began reimbursing the general fund in fiscal year 2009-10. Any future remittance for administrative expenses would come from excess cash as tax increment revenue increases as a result of increased assessed values.

All project costs resulting in capital improvements that are owned by the City are capitalized by the City.