DFWI 2014 Annual Report

777 Taylor Street, Suite 100 Fort Worth, TX 76102 817.870.1692 www.dfwi.org

TRAILBLAZER AWARDS GREENSPACE AWARD Rotary Plaza INNOVATION AWARD Streams & Valleys MARKETING AND PROMOTION AWARD Fort Worth Convention & Visitors Bureau PLACEMAKING AWARD Sundance Square Plaza PRESERVATION & ADAPTIVE REUSE AWARD MorningStar Oil & Gas SUSTAINABLE DEVELOPMENT AWARD Burnett Plaza URBAN DESIGN City Place PRESIDENT’S AWARD Todd Holzaepfel

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Created to showcase the most successful and innovative efforts in center city development, the Downtown Fort Worth Tailblazer Awards celebrate the vision and commitment of those that make Downtown spectacular.

Special thanks to Brian Luenser, Geno Loro, Sundance Square, and Raul Mosley for their photography.

Cover image Brian Luenser

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CHAIRMAN’S LETTER

2014 was a remarkable year for Downtown in many ways.

In Sundance Square, we finished our first full year of operating the new Plaza. New apparel retailers and restaurateurs are enlivening the streets and numerous events, ESPN broadcasts, New Years Eve celebrations, Christmas trees and many lessons learned along the way made our “shakedown” year full of memories and ideas for the future.

High Speed Rail has entered our vocabulary again and great progress, including significant Federal funding, was made on TEX Rail. Our friends at The T say we will ride TEX Rail to DFW Airport in 2018. In other transportation news, the 27 mile Chisholm Trail Parkway opened and work began in earnest on the I-35 expansion.

Trinity Terrace broke ground on the River Tower, their new 23 story high rise retirement community. At publication, the development was 96% reserved. Trinity District, a 256- unit apartment development on Samuels Avenue opened fully in the third quarter of 2014 and is currently 93% leased. The Downtown multifamily market currently stands at 96.5% occupied, including these new units.

Fort Worth voters approved funding for a new multi-purpose arena at Will Rogers Memorial Center. Construction of that facility is the prelude to the replacement of the Downtown arena with the urgently needed expansion of the convention center. Downtown Fort Worth has already piqued the interest of many hotel developers. The expansion of the convention center will open the doors to many new conventions and drive demand for even more room nights.

The City of Fort Worth and Downtown Fort Worth, Inc. issued a Request For Proposals for a Lancaster Corridor master developer and selected the Catalyst Urban Development and Lennar Multifamily team. Both firms have a long history of developing walkable urban communities and progress is being made on this important project. This development will follow quickly on the heels of Pinnacle Bank Place, a 130 unit mixed-use development opening in 2015 across from the U.S. Post Office on Lancaster.

Open space, transit, transportation infrastructure, new residential developments, new developers entering the market, the arena and its implications for Downtown set the stage for more growth and expansion of Fort Worth’s center city. Exciting times continue Downtown as new opportunities are created and new energy is captured. You are invited to be a part of the excitement!

Johnny Campbell, President and CEO Sundance Square

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ABOUT US DFWI's Mission The mission of Downtown Fort Worth, Inc. is to be the catalyst for transforming Downtown into a vibrant place to live, visit, enjoy and conduct business through aggressive leadership of programs, projects and partnerships.

Who We Are Formed in 1981, DFWI is Downtown Fort Worth’s planning, public space management and advocacy organization. This membership-based organization has contributed to Downtown Fort Worth's vitality by serving as a liaison, ombudsman, and information source for property owners, residents, business owners, lenders, developers, community organizations, and policy-makers.

What We Do DFWI is a 501 (c)(6) non-profit membership organization. In addition to coordinating the Downtown planning process, advocacy, member services, communications and Downtown leadership, DFWI members founded the first Public Improvement District in the state of Texas in 1986. DFWI continues to manage PID #1 and also manages PID #14. These PIDs provide enhanced services to property owners including maintenance and landscaping, public space management, promotions and marketing, research, transportation, planning, and security enhancements to 564 acres of Downtown, including streets and sidewalks.

TIF PID #1 PID #14 Lancaster TIF

DFWI also administers the Tax Increment Finance District (TIF) by contract with the City of Fort Worth. Eligible TIF projects include parking, infrastructure assistance to new developments, historic preservation, affordable housing, transportation and education.

DFWII Downtown Fort Worth Initiatives, Inc. is a 501(c)(3) non-profit corporation that provides a pathway for foundation grants, philanthropic donations and other contributions to help fund charitable, educational, and public-purpose Downtown projects. Each year DFWII helps to bring more than 500,000 people to Downtown by producing the MAIN ST. Fort Worth Arts Festival and the XTO Energy Parade of Lights. DFWII also developed the JFK Tribute in Fort Worth, redeveloped Burnett Park and is currently administering the Heritage Park restoration design.

Strategic Action Plan - Plan 2023 Every 10 years, DFWI partners with the City of Fort Worth and the Transportation Authority (The T) to update the Downtown Strategic Action Plan. The plan's purpose is to build consensus around and establish a common vision for Downtown Fort Worth as a livable, healthy and economically vibrant center for the community. The Strategic Action Plan, Plan 2023, helps develop and align the budgets of DFWI, DFWII, PID #1 and #14, and TIF #3.

Downtown’s progress over the past year on the following focus areas are highlighted in the pages of this report.

Six major focus areas: • Business Development •Education • Housing • Retail, Arts and Entertainment • Transportation • Urban Design, Open Space and Public Art

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BUSINESS DEVELOPMENT Vision Downtown Fort Worth will grow as a premier business location by providing a robust economic, intellectual and cultural environment through the supporting infrastructures necessary to retain current and recruit future employers.

2014 Office Market Highlights

75,971 1.3% 267,482 square feet of recently completed or renovated class A office space

increase to the Downtown class A office space inventory

square feet of office space absorbed by Downtown office market source: CoStar

All eyes on Downtown Fort Worth as ESPN broadcasts live from Sundance Square.

Objective:

Provide the educational systems that encourage a healthy business environment.

Santa Fe Freight House The Downtown TIF holds a long term lease on the historic Santa Fe Freight House building; UTA is the primary tenant. In the Fall 2014 semester, the UTA Fort Worth Center served 918 students in seven professional degree programs. The UTA Fort Worth Center offers an executive MBA, a professional MBA and graduate programs in criminal justice and criminology, health care administration, social work, and systems engineering.

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Objective:

Focus on quality of life in Downtown Fort Worth to retain existing and recruit new businesses and workers.

Downtown Fort Worth was named #1 of the Top 10 Best Downtowns by Livability.com, a national website that ranks quality of life and travel amenities of America’s small and mid-sized cities.

According to the site, Fort Worth was chosen because of the number of people living Downtown continues to grow as new developments add residential, office and retail options. The Downtown area's central business office occupancy rate of 92 percent (at the time) leads all Texas cities, and its retail vacancy rate fell by 2.6 percent between 2012 and 2013. City and community leaders support a number of rehabilitation and improvement projects that help bring in more businesses, create a more walkable environment and ease traffic congestion.

James Richards, FASLA

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EDUCATION Vision Targeted educational programs and new learning institutions in Downtown will focus on current and future industry clusters to attract and hold knowledge-based companies and workers. This effort will maintain Fort Worth’s primacy as host to a vibrant and innovative regional workforce, and provide critical lifelong learning experiences for its residents.

Objective:

Explore enrichment and hands-on learning opportunities for families and children.

Downtown High School A cornerstone of PLAN 2023 is the establishment of a Science Technology Engineering and Math (STEM) high school to serve Downtown and the center city. In February 2015, the Fort Worth ISD approved a $69M campus at the I.M. Terrell site that will include both a STEM and Visual and Performing Arts high school. This decision will create a new education option in the center city that can take advantage of our sciences, bio-med and arts clusters. In addition, this school will increase the availability of education options for families with children who live Downtown.

Fab Now and the Maker Movement

YWLA students at FAB NOW

On January 16 & 17 2015, the Fort Worth Maker Community hosted Fab Now, its inaugural event at Tarrant County College, Trinity River Campus East. The conference brought together over 200 makers and those who wanted to learn more about the Maker Movement. The movement is a national trend incorporating the talents of hardware and software experts and enthusiasts. The making movement represents the democratization of industrial fabrication. Makers create the intersection of software development, electronics, 3D printing, rapid prototyping, laser fabrication, the Internet of Things and more. The Plan 2023 Vision is to ensure that creativity occurs in Downtown. DFWI's Marketing Department, with the support of the Education and Marketing committees led the marketing initiatives for the conference.

Objective:

Generate opportunities for informal educational events District 9 Candidate Forum DFWI, the Fort Worth Downtown Neighborhood Alliance, and Historic YWCA conducted a District 9 Candidate Forum on April 16, 2014 for the May 2014 election. Over 200 District 9 residents, Downtown stakeholders, and local media were in attendance for the 90 minute forum. Moderated by DFWI Board Members Gary Cumbie of The Cumbie Consultancy, and Nina Petty, Vice Chancellor for Real Estate and Facilities at Tarrant County College District, each of the five candidates was given the opportunity to present themselves, state their platform and answer questions posed to them from the audience.

Gary Cumbie, Nina Petty 5

HOUSING Vision Building on past successes, the development of multi-family housing in Downtown Fort Worth and the surrounding areas should be intentionally accelerated through targeted incentives and policies supporting this land use. We will set the stage for producing market warranted housing by removing barriers to development. With a bias toward density, high-quality design, and a variety of price points including workforce-affordable housing, quality owner-occupied and rental housing, we will add to the diverse mix of residents in Downtown and increase the tax base.

Trinity District Apartments complete construction.

Residential • The average price for Downtown condos and townhomes sold was $252,789 in 2014, an increase of 7.9% over 2013.

• The first owner-occupied new product in 4 years broke ground on Henderson Street. Henderson St. Townhomes is expected to open 11 units in 2015.

• Financing and city approval was secured for the 130 unit Pinnacle Bank Place.

8 unit Knights of Pythias opened in Hillside.

• Activity included a notable increase in activity from outside brokers interested in finding land for new Downtown

•

multifamily developments.

96.5% $1,688 100 4th quarter apartment occupancy rate

Average apartment rent in Downtown for 2014. 2% increase over 2013

Condos and townhomes units sold

story River Tower breaks ground at Trinity Terrace 6

$198 Average price per sq ft of Downtown condos and townhomes. 5.3% higher than 2013

Objective:

Encourage the development of affordable workforce housing units in Downtown.

Hunter Plaza Hunter Plaza, the first affordable residential project to receive funding assistance by the Downtown TIF Board, started construction in December 2014. The Fort Worth Housing Authority project will create 164 one- and two-bedroom units, with 70% of the units (115) affordable to households at 60% of the area median income, adjusted for family size. The remaining units will be market-rate.

The TIF Board voted in 2012 to grant $1 million of the $27.5 million redevelopment cost to be used for affordable housing, and in 2013 to grant an additional $400,000 for streetscape and utility improvements.

The project is expected to be complete in December 2015.

Councilmember Ann Zadeh

Lancaster RFQ In March 2014, DFWI worked closely with the City of Fort Worth's Housing and Economic Development team to develop a Request for Qualifications for a partner and master development team for the surplus property along Lancaster Avenue. The project will be a unique opportunity to develop, build and operate a significant mixed-use development on the south end of Downtown Fort Worth. DFWI participated in reviewing the responses and interviewing potential development teams. Catalyst Urban Development and Lennar Multifamily have been selected for the project.

Objective:

Do not copy or reproduce without the expressed wri en permission of Catalyst Urban Development, LLC

Encourage development of residential and mixed-use projects in the core, Expansion Zones and Opportunity Areas.

Hillside Housing Legacy Downtown Fort Worth Initiatives, Inc. has entered into agreements with Rock Island Hillside Associates, L.P. (RIHALP) and the Fort Worth Housing Authority (FWHA) to transfer ownership of the Hillside Apartments to a new joint venture company. FWHA will purchase the RIHALP improvements which will be transferred, along with DFWII’s title to the Hillside land, to a new FWHA non-profit subsidiary. The new nonprofit will be a FWHA-DFWII joint venture which will own the apartments throughout the remaining 23 years of Hillside’s affordability period. After that, DFWII has an option to buy out the FWHA’s interest and own the property free and clear. The transaction is expected to close in early 2015.

This transaction preserves 172 units of attractive and well-maintained mixed-income rental housing in Downtown while offering DFWII a future 12 acre redevelopment opportunity. This is a legacy opportunity for DFWII, ensuring that the property remains in the hands of a local entity that has the best interests of Downtown in mind. This opportunity was made possible by the hard work and foresight of community leaders who, in the mid-1990s, had a vision of what the east side of Downtown could become: a desirable, walkable residential community with excellent access to the city’s best employment, entertainment and transportation options.

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RETAIL, ARTS AND ENTERTAINMENT Vision Downtown Fort Worth should be the most vibrant area of the city, built for our local residents and highly appealing to our out-of-town visitors. Entertainment venues, restaurants, performing and visual arts, live theaters, public art and retail will combine to bring activity throughout the day and night, attracting a great diversity of people with broad interests. These activities enliven our streets, sidewalks and buildings with fun, creativity and inspiration.

Retail

The development of Sundance Square Plaza has created new energy in the Downtown retail market. In Feburary 2015, Sundance announced that H&M would lease the remaining Barnes and Noble Space at 3rd and Commerce Streets. This is the first large format retailer to announce an opening in Downtown in the .

last 41 years

• Clothing store sales between the third quarter of 2013 and the second quarter of 2014 were $10,703,103. An increase of 16.3% over same previous period.

• 92.4% retail occupancy 4th quarter, 2014.

• The average Downtown retail rent per square foot was $22.00 in 2014

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NEW RETAIL ADDITIONS: Cheesecake Factory Hoya Korean Kitchen Overland Sheepskin Co. Planet Sub Silver Leaf Cigar Bar Taco Diner The Brass Tap Vivo 53 White House Black Market

Objective:

Coordinate with stakeholders to maximize potential for marketing plans that make Downtown the destination in Fort Worth that attracts people at all times. Support and strengthen the “IT ” factor that brings people into Downtown.

DFWI's Marketing DFWI's Marketing Department implements a multi-channel social media effort designed to keep Downtown patrons actively engaged in the improvement of our center city. In just one year, the Downtown Fort Worth Facebook page saw an increase of more than 25,000 followers and in December 2014 it reached 86,500 fans. Follow Downtown Fort Worth on: / DowntownFortWorth

/ DTFortWorth

/ DTFortWorth

/ Downtown Fort Worth, Inc.

In addition, DFWI’s website, www.dfwi.org, is designed to be the authoritative source of news and information for Downtown businesses, public officials, residents and visitors alike. The website, which has an average of 44,750 page views per month, features an extensive listing of events, venues, research, attractions, Downtown projects, and more.

2nd Annual Main Table Art Buchwald said it best, “Dinner is not what you do in the evening before you do something else. Dinner is the evening." On September 21, 2014, DFWI hosted the 2nd Annual Main Table event on beautiful Main Street.

480 guests enjoyed elegant and delicious steak dinners from five of Downtown’s premier restaurants: Del Frisco’s Double Eagle Steak House, Grace, Reata Restaurant, Ruth’s Chris Steak House and The Capital Grille.

Main Table Premier Chef Sponsors:

Burnett Park Through a grant from The Burnett Foundation, DFWII provides the administration, management, maintenance, and landscaping for Burnett Park.

DFWII partnered with several local organizations to program Burnett Park throughout the year. In January, the City of Fort Worth and Mayor's office kicked off their 10 Week Wellness Challenge with a 15 minute walk around the park. Yoga classes were offered free to the public courtesy of Indigo Yoga and the Downtown YMCA of Fort Worth from March to June, 2014. In April, The Fort Worth Central Library sponsored a Poetry Reading to celebrate National Poetry Month.

Free Wi-Fi DFWII partnered with Behringer Harvard Burnett Plaza, LP to provide free public Wi-Fi to users in Burnett Park.

The Eagle Has Landed During the last week of February, 2014 a group of talented artists from the Fort Worth-Dallas area, called the “HOMECOMING! Committee,” revived the memory of Alexander Calder’s famous steel sculpture “The Eagle.” The sculpture stood outside of the Fort Worth National Bank building at 500 Throckmorton Street for almost 30 years, but was sold and moved from Fort Worth. In a statement about the fleeting nature of private art in public places, the artists created a 30 foot-tall inflatable replica of the original sculpture and displayed it throughout the city at various locations, including an all-day display at Burnett Park.

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MAIN ST. Fort Worth Arts Festival Record crowds celebrated the city's love of fine art in all its forms at DFWII’s 29th MAIN ST. Fort Worth Arts Festival presented by Coors Distributing Company of Fort Worth (now Andrews Distributing), held April 10-13, 2014. More than 200 juried artists displayed a wide-ranging collection of handmade art to appreciative audiences along Main Street and in the brand new Sundance Square Plaza. Numerous educational opportunities were provided for young people, including the Young People’s Art Fair presented by Tarrant County College and MAIN ST. Creates! presented by Wells Fargo. Three stages brought an eclectic blend of rock, blues and pop to the streets of Downtown, as well as an incredible performing arts showcase presented by the Chinese Acrobats. Downtown's MAIN ST. Fort Worth Arts Festival is made possible each year by scores of volunteers and sponsors.

XTO Energy Parade of Lights Grand Marshalls Miguel Harth-Begoya, Music Director, Fort Worth Symphony Orchestra, and his wife Maritza led the 32nd annual XTO Energy Parade of Lights on November 28th. One hundred and seven entries from schools, non-profit and commercial organizations, churches and community groups made Downtown Fort Worth’s holiday parade a treat for the whole family. “Together for the Holidays,” was the theme of the 2014 parade, with over 9,900 Street Seats sold to parade goers and tens of thousands more viewing for free along the 1.5 mile parade route throughout Downtown. Professionally produced floats decorated with LED lights delighted the crowd, and the arrival of Santa and Mrs. Claus brought the parade to a spirited close.

FESTIVALS & EVENTS ADVISORY COMMITTEE

107 Parade of Lights entries

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1.5 Miles of parade route throughout Downtown

9,900 Parade Street Seats sold

Marilyn Ackmann, Chair - Atmos Energy Larry Anfin - Community Volunteer Gary W. Cumbie - The Cumbie Consultancy Carlos De La Torre - De La Torre Companies Jay Downie - Producer Dave Fulton - Hilton Fort Worth Larry Gantt - Community Volunteer Marilyn Gilbert - Fort Worth Chamber of Commerce Tracy Gilmour - Sundance Square Mary Gonzales - Community Volunteer Glen W. Hahn - Innovative Developers, Inc. Marie Holliday, DMD - Flowers to Go in Sundance Square Leo Kinney - Community Volunteer Nina Petty - Tarrant County College Ronny Region - Community Volunteer Becky Renfro Borbolla - Renfro Foods, Inc. Richard Ruddell - Community Volunteer Lynda Tiedtke - Community Volunteer

TRANSPORTATION Vision Downtown should be a vibrant and sustainable environment, where people of all ages and mobility choices can be accommodated efficiently and safely. Downtown Fort Worth should: • Be the regional multimodal transportation hub for Fort Worth and Tarrant County • Serve as the gateway for those arriving into Fort Worth • Fully integrate pedestrian, transit, automobiles, and bicycle infrastructure and networks within the Downtown core • Have substantial linkages connecting to both the region and surrounding neighborhoods

Objective:

Develop a comprehensive central city transit strategy and system that connects regional rail at the I TC and the T & P Terminal through Downtown to the surrounding communities in conjunction with a regional transit plan.

The T Master Plan The Fort Worth Transportation Authority (The T) has launched a comprehensive, community wide planning process. The effort began in late 2014 and will continue into 2015. This plan is an opportunity to ensure that the people of Fort Worth and the entire center city are better served by our regional transportation investments.

TEX Rail The T’s intensive focus on TEX Rail has yielded considerable advancements in the last year. More than $150M has been budgeted at the Federal Level and significant milestones have been accomplished in the federally required planning process. TEX Rail is currently planned to connect Downtown Fort Worth directly into DFW airport in 2018.

$150M Budgeted at the Federal Level for TEX Rail

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TRANSPORTATION

Bike Plan and Bike Share Since 2013, DFWI has provided $20,000 a year in funding to Fort Worth Bike Sharing, Inc. (FWBS), a non-profit organization established by The T to manage and operate a bike share system in Fort Worth. FWBS has installed 35 stations along with 300 bikes in Downtown Fort Worth, the Near Southside and the Cultural District. In the first 20 months of operations, over 20,000 users of the system have taken 54,000 trips, ridden over 170,000 miles, and have burned over 6.5 million calories.

In July 2013, FWBS was awarded a second federal grant to expand its system by another 10 stations and 60 bicycles. The additional stations are expected to be installed in Spring 2015 and include four Downtown locations: Trinity Bluffs; on Texas St. across from The Henderson apartments; at 777 Main; and at the north end of Taylor Street, near Panther Island Pavilion. DFWI maintains active representation on the FWBS Board of Directors.

Objective:

Sundance Square Downtown

Wayfinding Improve wayfinding

Convention Center

The City of Fort Worth has signed a contract for fabrication and installation of the proposed wayfinding system for 3 districts: Downtown, the Cultural District and the Historic Stockyards.

Installation is expected to begin in early 2015. The Downtown TIF provided funding to cover the balance needed for signage within the Downtown TIF district. The Cultural District Alliance raised funds for shortfalls in their area and the Stockyards also provided additional funding to complete their program. The signs are currently scheduled for a 2nd quarter 2015 installation.

Objective:

In conjunction with the Urban Design objectives, work to advocate and ensure all streets and trails in Downtown are pedestrian-friendly. Use walkability improvements as a tool to create connections between the Downtown Core and other developed areas. This will require a commitment that extends beyond the term of this 10 year plan.

Hemphill Lamar Connector DFWI participated in design discussions regarding the new roadway, pedestrian and bike connection between Downtown and the Near Southside. The project is expected to take approximately 20 months to complete. It will feature public art on the north and south side of the connection.

Public Discussion and Property Owner Advocacy DFWI has hosted a number of public discussions on important topics such as Tower 55 improvements, Trinity River Vision bridge construction, and Downtown signage.

In addition, DFWI helps to facilitate discussions with Downtown property owners and city and state partners when needed. Most recently, DFWI convened a series of meetings to discuss traffic conditions at the intersection of Spur 280 and 6th Street with nearby property owners and the City. The outcome will be targeted traffic calming measures that create a safer environment for all.

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Objective:

Encourage more efficient and customer-oriented approach to on-street parking and use of parking garages.

Free Public Parking The Downtown TIF leases space in private garages to provide free public parking to support Downtown’s retail, dining and entertainment venues. Through August 2014, the TIF had six leases supporting 2,800 free evening and weekend spaces, plus another 820 spaces available for Bass Performance Hall events. When leases at City Center (Sundance Square garages #1 and #2) and 777 Main (Bass Hall parking) expired in August, the TIF Board temporarily extended those leases and then reached agreements with garage owners to extend and restructure payments on them.

Through the expiration of the TIF District in 2025, the TIF has 3,331 free evening/weekend parking spaces open to the general public in those garages plus the Sundance Square 3rd Street garage. In addition, 300 first-hour-free daytime spaces and 300 free evening/weekend spaces are available in The Tower; 64 2½-hour-free spaces are available in the Sundance Square 3rd Street garage for patrons of the Fort Worth Library; 100 2½-hour-free daytime parking spaces with validation and 500 free evening/weekend spaces are available in the City Place north garage; and 250 free evening/weekend spaces are available in the Tarrant County Family Law garage. In addition to the free daytime parking options, the TIF now has over 4,300 evening and weekend parking spaces free to the general public.

Free and paid public parking options can be found at www.fortworthparking.com.

P

4,300 Free evening/ weekend parking spaces

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URBAN DESIGN, OPEN SPACE AND PUBLIC ART Vision Downtown’s urban design, open spaces and public art should promote community pride and engagement, attract national and international acclaim, add vitality and foster intellectual stimulation. It should reinforce activity both day and night by providing a high quality environment defined by intriguing design and arts, permanent and temporary, contemporary and historic.

Objective:

Build on Downtown Fort Worth’s reputation as a premier urban design environment showcasing the advantages of good design and harnessing educational resources.

Design Center Fort Worth DFWI and the City of Fort Worth, have facilitated conversations, visited with Metroplex design centers, and formed a task force for Design Center Fort Worth (DCFW) which is led by Michael Bennett, AIA, Principal/CEO, Bennett Benner Partners, Don Gatzke, past Dean of the School of Architecture, Professor of Architecture, University of Texas Arlington, and Alesha Niedziela, Executive Director, AIA Fort Worth.

DCFW will serve as a resource to municipalities, communities and citizens of Fort Worth and North Texas to define, understand and promote concepts of design excellence for the built environment and the public realm. The constituents the center will serve will be those typically left out of the planning process.

DFWI has provided initial funding to assist with the formation of a non-profit organization and has helped broker conversations with property owners for the center.

Objective:

Encourage high -quality overall design of Downtown.

Downtown Design Standards In 2014, The City of Fort Worth and DFWI reviewed and commented on 94 Downtown Design Review Board (DDRB) cases, 74 of which were approved administratively. The DFWI’s Design Review Committee reviewed the balance of the cases and provided recommendations to the DDRB. In addition, the DFWI Design Review committee is providing guidance for updating the Downtown Design Standards.

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Heritage Plaza In the spring of 2014, DFWII, in partnership with the City of Fort Worth, issued a RFP for Landscape Architecture Design and Related Consulting Services. In May 2014, the City passed a bond election which included $1.5 M for Heritage Plaza.

DFWII, in collaboration with the City and the Heritage Plaza Steering Committee, is conducting more site due diligence with the selected team, a joint venture of Studio Outside and Bennett Benner Partners, to define the scope of design improvements. The design for the Plaza is funded by the Amon G. Carter Foundation.

Design discussion and public meetings will be held in 2015.

Objective:

Encourage the installation of public art throughout Downtown.

Tabachin Ribbon Downtown is now the home to Tabachin Ribbon, a 13 foot painted metal sculpture by Mexican artist Yvonne Domenge. One of six sculptures commissioned by Mexico’s National Council for Culture and Arts for temporary exhibition at Chicago’s Millennium Park, Tabachin Ribbon was donated to the City of Fort Worth as a gesture of international friendship. On Wednesday, October 15th, the City held a public dedication of the piece. DFWI was recognized for its support on this project.

Yvonne Domenge and Jenny Conn

On June 6, the Tarrant Regional Water District, Trinity River Vision Authority, and the Anfin family unveiled the beautiful Major Ripley Allen Arnold Monument at the Taylor Street Trailhead.

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PUBLIC IMPROVEMENT DISTRICTS #1 & #14 Two Fort Worth Public Improvement Districts (PIDs), founded and administered by DFWI, offer a comprehensive program of services including maintenance and landscaping, security enhancements, market research, public space management, communications and marketing, transportation solutions, and planning.

PID #1 Maintenance and Landscaping PID #1 contractors provide approximately 150 man-hours of streetscape maintenance each day. Sidewalks are cleaned with high pressure washers and hand sweeping. Light poles and benches are painted, graffiti and stickers are removed, trees are trimmed, tree lights installed, grackles are discouraged, grass is mowed, garbage is removed and other jobs are performed to keep Downtown’s cleanliness and appeal at a high level.

of streetscape maintenance each

day.

Recycling Grant Recycle on the Go PID #1 in partnership with The City of Fort Worth Solid Waste Services Division implemented a Downtown recycling program which replaced 66 concrete trashcans with dual-use bins. The waste containers house one bin for recycling of aluminum cans and plastics and one for landfill trash. An average of two cubic yards of recycled material is collected by contractors each week.

Cubic yards of recycle material collected each week

Security Enhancement PID #1 funds and provides support for a number of security enhancement programs, including the Downtown Fort Worth Police Mounted Patrol Unit, Operation Partnership Security Network and the Citizens Support Group for the Bicycle Patrol.

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Downtown Banner Program The Downtown Banner Program administered by DFWI's Marketing Department provides display space on Main, Houston, and Throckmorton Streets. The program offers organizations an opportunity to reach the thousands of people who live, work and play in Downtown daily. In 2014, 27 organizations participated in the program.

FW DNA Facilitated by DFWI and PID #1, the Fort Worth Downtown Neighborhood Alliance (FW DNA) has been instrumental in keeping Downtown residents informed and involved in the various events taking place in our center city. As of December 2014, membership reached an all-time high with over 1,200 Downtown residents and businesses. Six Downtown residential buildings including Trinity Bluff Urban Apartments, Trinity District Urban Apartments, Omni Residences, Neil P at Burnett Park, Houston Place Lofts, & Texas and Pacific Lofts and Condominiums participate by purchasing annual memberships for all residents.

2014 PID#1 ADVISORY BOARD Jack Clark, Chair - Red Oak Realty Rita Aves - Oil & Gas Building Johnny Campbell - Sundance Square Richard Casarez - ONCOR Electric Delivery Andrew Casperson - Omni Fort Worth Hotel Gary W. Cumbie - The Cumbie Consultancy Jim Finley - Finley Resources Inc. Dave Fulton - Hilton Fort Worth Hotel Taylor Gandy - Ron Investments, Ltd Melissa Graham - 777 Main Marie Holliday, DMD - Flowers to Go in Sundance Square Teresa Jarvise - Starpoint Commercial Properties, LLC John Klukan - The Worthington Renaissance Fort Worth Hotel Delores Knight - Mallick Tower Walter Littlejohn - The Fort Worth Club Michelle Lynn - Building Owners & Managers Association Allison Millington - Behringer Harvard John Podraza - XTO Energy Inc. T. Pollard Rogers - Cantey Hanger, LLP Heather Scoggins - Chesapeake Energy Corporation Tom L. Struhs - Struhs Construction Jed Wagenknecht - Downtown Fort Worth Blackstone Courtyard Joy Webster - MorningStar Capital

In addition to organizing regular monthly social gathering and informative meetings for its members, the FW DNA kicked off a Perks Program in December, 2014. The Perks Program is a membership incentive which provides special offers from Downtown businesses to FW DNA members when they show their FW DNA Membership card.

General Worth Square and the JFK Tribute PID # 1 provides maintenance and landscaping services for General Worth Square and the JFK Tribute in Fort Worth. Maintenance and repairs to the JFK Tribute are funded through a special private reserve account established for this purpose. Tax deductible contributions to the JFK maintenance reserve are encouraged. For more information, call Becky Fetty at DFWII.

PID #14 District contractors provide sidewalk maintenance along Samuels Avenue on Sundays and supplemental weekly trash pick-up. The PID also provides brackets and banners on the light poles that identify the neighborhood as “Uptown Fort Worth.�

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MEMBERSHIP DFWI is a member driven non-profit organization. Member leadership is the core of DFWI's effectiveness and the organization relies on member participation.

Membership is an opportunity for Downtown stakeholders, businesses, property owners, retailers, non-profit organizations, and individuals to support the vitality of Downtown Fort Worth.

Membership Meetings Annual Meeting - On March 27, 2014 over 400 leading business, government and industry professionals attended DFWI's 32nd Annual Meeting at the Hilton Fort Worth Hotel.

The meeting featured keynote speaker Donald J. Borut, former Executive Director of the National League of Cities, an organization dedicated to helping city leaders build better communities. Also featured, courtesy of the Van Cliburn competition was Alex McDonald who played La semain grasse by Igor Stravinsky.

DFWI Summer Series - A new offering for DFWI members was the 2014 Summer Series.

Members gathered for unique opportunities to mix, mingle, and sample offerings at three Downtown restaurants, The Capital Grille in June, The Bird Cafe in July, and Cantina Laredo in August.

Night at the Museum - On December 9, 2014, DFWI members enjoyed an exclusive, first peek at the newly renovated MorningStar Oil & Gas building.

Members were welcomed to the space and given a description of the extensive private collection by Joy Webster. The collection includes Amon G. Carter's plane, numerous automobiles and other rare, historical artworks and artifacts. ** DFWI Board and DFWII Board of Directors * DFWI Board of Directors Sustaining Members Melissa Graham** 777 Main Ryan Akins** Dale Carnegie Training Steve Hambrick** PlainsCapital Bank Paul Ballard** The T Brian E. Happel** BBVA Compass Edward Bass** Fine Line Diversified Development Donald P. Hellman** Comerica Bank Robert M. Bass** Keystone Group, L.P. Michael Hoffer** Hahnfeld Hoffer Stanford Michael Bennett** BENNETT BENNER PARTNERS Teresa Jarvise** Starpoint Commercial Greg Bird** Properties, LLC Jetta Operating Company, Inc. Johnny Campbell** Sundance Square Richard Casarez** ONCOR Electric Delivery Andrew Casperson** Omni Fort Worth Hotel Jack Clark** Red Oak Realty Jeff Davis** Republic Title of Fort Worth Kevin Downing** Mutual of Omaha Bank Douglas K. Eller* Chase Jim Finley** Finley Resources Inc. Dave Fulton** Hilton Fort Worth Hotel 18

Sherry Key* Wells Fargo John Klukan** The Worthington Renaissance Fort Worth Hotel

Allison Millington** Behringer Harvard

Gloria Starling** The Capital Grille Fort Worth

Robert Molloy** Southwest Bank

Gary Wortel** Star-Telegram

Wade T. Nowlin** HUB International Rigg

Affilliate Members Amee Fuchs Behringer Harvard

Michael R. Pavell** Bank of America Nina Petty** Tarrant County College District John Podroza** XTO Energy Inc. T. Pollard Rogers** Cantey & Hanger, L.L.P. Merianne Roth** RadioShack

Karl Komatsu** Komatsu Architecture

Charles Milliken** Decker, Jones, McMackin, McClane, Hall & Bates, P.C.

George Vavrek LINBECK Marcia Zelinsky XTO Energy Inc. Corporate Members Ola Assem** Cleopatra, Inc.

Richard T. Baumeister, Jr.** Sanford, Baumeister & Frazier, PLLC

Walter Littlejohn** The Fort Worth Club

Pati Meadows** Kelly, Hart & Hallman LLP

Mark McClendon Tarrant County College District

Read Ballew** Balfour Beatty Construction, LLC

Mark Linenberger** LINBECK

Patrick McFarlin** JACOBS

Scott Lemmon Behringer Harvard

Eddie Broussard** Texas Capital Bank

Merianne Roth and Shirlee J. Gandy

Tim Doke** UNTHSC

Jon M. Ruff** Spire Realty Group, LP

Glen W. Hahn** Innovative Developers, Inc.

Robert W. Semple* Bank of Texas

Paul Johnson** Shannon, Gracey, Ratliff & Miller, LLP

Scott Schuster Freedom Technologies, Inc.

Tommy D. Lawler Weaver

David Boon Purdy-McGuire, Inc.

E. Randall Hudson III Javelina Partners

Jake Sigler** W.G. Yates & Sons

Ken Lentz Enilon

Victor J. Boschini, Jr. Texas Christian University

John Humphrey Cockrell Enovation

John Yeung** Sheraton Fort Worth Hotel and Spa

Brian Lynch** Ben E. Keith Beverages

Naomi Byrne Fort Worth Housing Authority

Richard Jaynes, AIA VLK Architects

General Members

Kaye Miller* Pier 1 Imports

Cole Cacye Ideal Partners

Dain “Adam” Jones DAJ Restaurant Management, Inc. dba Grace

Carolann Morris Inwood National Bank

Misti Callicott Reata Restaurant

Greg Morse Worthington National Bank

Charlene Canfield UNPJ Holding Co. Ltd.

Phil Norwood Frost Bank

Patricia Cantu Aspan Spectrum Custom Painting

Carole Klocek YWCA Fort Worth & Tarrant County

Robert Park Klabzuba Companies

Wayne Carson ACH Child and Family Services

Ann Kovich Halff Associates, Inc.

Raul Pena, III** TranSystems

Tia Chambers AlliedBarton Security Services

Pam Percival FTS International

Monty Clegg Lockheed Martin Armed Forces Bowl

Marilyn Ackmann Atmos Energy Neils Agather The Burnett Companies Mike Barber Capital One Bank Peter Bennis Pinnacle Bank Mike Berry Hillwood Properties Jerry Bolz Peloton Capital Partners Tim K. Bruster First United Methodist Church Bill Buchele Deloitte & Touche

John H. Robinson Amon G. Carter Foundation Larry Rogers Huitt-Zollars, Inc.

Brian E. Chase** Bell Helicopter, A Textron Company

Heather Scoggins Chesapeake Energy Corporation

Joseph DeWoody Clear Fork Royalty

Aric Short Texas A&M University School of Law

Dee Finley, Jr. Harris Finley & Bogle, P.C. Brad Forsberg KPMG LLP Taylor Gandy Ron Investments, Ltd Noel Garsek Winstead PC Robert L. Ginsburg McDonald Sanders, PC Albon Head** Jackson Walker, L.L.P. Patrick Hebrard-Bopp Petroleum Club of Fort Worth Robert L. Herchert Freese & Nichols, Inc. Anne Holland Southside Bank formerly OmniAmerican Bank

Clay Humphries ** Pace Companies Patricia A. Jones GM Financial Dione Kennedy** Performing Arts Fort Worth, Inc. Luther King Luther King Capital Management

Whit Smith The Whitney Smith Company, Inc. Brent Sparks HKS, INC. Gina Tankersley Anchor Roofing Systems Leo Taylor Wortham Insurance & Risk Management

Scott Daniels ASI Business Solutions Mary Margaret Davis Mary Margaret Davis Real Estate Team David H. Diesslin, CFP Diesslin & Associates, Inc. John C. Downie Downie Productions, Inc. Lisa Fuld 4 Color Press Antonio Garcia The Christmas Light Company, Inc. Eric Garrison TBG Partners J.A. Garrison, CPA J.A. Garrision & Co., CPA’s

Jed Wagenknecht Downtown Fort Worth Blackstone Courtyard

Randall Gideon Gideon Holdings

Allen Wallach Pavlov Advertising

Allie Giraldo TownPlace Suites by Marriott

Joy Webster** MorningStar Capital

J.D. Granger Trinity River Vision Authority

Associate Members Neils Agather The Burnett Foundation Larry Anfin Community Volunteer Brad Barnes SouthWestern Exposition & Livestock Show Jerry Barton Jerry Barton Company, Inc. Realtors Robert D. Benda Westwood Contractors, Inc.

Greg Kalina Del Frisco’s Double Eagle Steakhouse

Craig Gutow Benbrooke Realty Investment Company Craig Hale RSP Architects Craig Harbuck Higginbotham & Associates, Inc. Barney B. Holland, Jr.** Fuelman of DFW Marie Holliday, DMD Flowers to Go in Sundance Square

Marie ”Doc“ Holliday and Marilyn Ackmann Bill Lawrence Lawrence & Associates Paul Lindenberger Platinum Parking Ben D. Loughry Integra Realty Resources DFW Jim Manskey TBG Partners John A. Messmann St. Paul Lutheran Church Mike Moncrief Moncrief Investments Peggie Muir City Club of Fort Worth Steve Murrin, Jr. River Ranch at the Stockyards Aaron W. Nathan Kimley-Horn and Associates, Inc. Leslie Oliver The Fort Worth Public Library Foundation Jim Parr DINASUBS Lee D. Patterson** Trinity Terrace Gladys Pinkerton Pinkerton Design Scott Polikov Gateway Planning Group 19

DFWI Staff Andrew Taft President Andy@dfwi.org

Ex-Officio’s Dale Brock** Fort Worth Downtown Neighborhood Alliance

Matt Beard Director of Public Improvement Distrcits Matt@dfwi.org

Mae Ferguson** Fort Worth Sister Cities International Marie Holliday, DMD** Fort Worth Metropolitan Black Chamber of Commerce

Cleshia Butler Administrative Assistant Cleshia@dfwi.org

Robert Jameson** Fort Worth Convention & Visitors Bureau Michelle Lynn** Building Owners & Managers Association

Main Table fun Becky Renfro Borbolla Renfro Foods, Inc. Janna Rivera Hillside Apartments Lee O. Rogers The Rogers Group Van A. Romans Fort Worth Museum of Science and History

Jay Downie Event Producer Jay@dfwi.org Becky Fetty Director of Marketing & Membership Beckyf@dfwi.org

Heather Williamson Fort Worth Westview Condominiums C/O BPMI

Stacy Marshall** Southeast Fort Worth, Inc.

Diane Willingham Flying Saucer

Paul Paine** Fort Worth South, Inc.

Brandi Huckabee Controller Brandi@dfwi.org

Tim D. Young Fort Worth Texas Real Estate

Asusena Resendiz** Fort Worth Hispanic Chamber of Commerce

Melissa Konur Director of Planning melissa@dfwi.org

Bill Thornton** Fort Worth Chamber of Commerce

Arrie Mitchell Director of Research arrie@dfwi.org

James Yu Pape-Dawson Engineers, Inc.

JoAnn Royer Williams Trew Real Estate Services Robert C. Sanger EECU

Carole Robinson Executive Assistant/ Office Manager carole@dfwi.org

Tony Shuman YMCA of Metropolitan Fort Worth

Joanna Sanchez Staff Accountant accounting@dfwi.org

Fred Slabach Texas Wesleyan University

Allison Wright Marketing and Special Projects Manager allison@dfwi.org

Jim Sluck Community Volunteer Tawney Smith Texas & Pacific Lofts Tom Stoker Stoker Resource Group Tom L. Struhs** Struhs Construction Jeffrey Taylor, P.E. Dunaway Associates, L.P. Vince Tennyson Cowtown Segway Tours Caroline Thomas Community Trust Bank Douglas L. Varner, P.E. CDM Smith Bryan Wagner Wagner Oil Company Mike West UT Arlington Fort Worth Center

Kimberly and Richard Casarez Directors Emeritus Larry Anfin ** Community Volunteer L.O. “Buzz” Brightbill, III ** Southwest Bank Gary W. Cumbie ** The Cumbie Consultancy

Todd Holzaepfel

Allan Howeth ** Cantey Hanger

On January 30, 2015, Todd Holzaepfel was honored for 30 + years of service at his retirement celebration.

James R. Nichols ** Freese and Nichols, Inc.

Todd was instrumental in the creation and management of the first Public Improvement District in the state of Texas. Todd went on to manage and administer Downtown’s PID program for 28 years.

John V. Roach ** Roach Enterprises

John Stevenson ** Keystone Group, L.P.

Mayor Betsy Price presented a Certificate of Appreciation from the City of Fort Worth. Downtown Fort Worth, Inc. recognized Todd with the Downtown Trailblazer President’s Award.

Greg Upp ** Community Volunteer

Congratulations to Todd on his retirement!

Terrance J. Ryan ** Southwest Bank

George Westby Quick Park – A West

by Southwest Company

Ken Devero, Todd Holzaepfel and Terry Ryan 20

14

FINANCIALS

2O

Downtown Fort Worth, Inc. - 501(c)(6)

Downtown Fort Worth Initiatives, Inc. - 501(c)(3)

Revenues:

Revenues:

DFWI Administration

$ 621,897

TIF Administration

Festivals & Events

183,382

TIF Board

3,407,500

PID #1

2,114,031

PID #14

$

2,239,596

Downtown Parks/Public Art

234,252

Sante Fe Freight House

410,614

Housing

92,881

18,255 Total

Total

$

2,977,343

$

2,198,974

$ 6,345,065

Expenses:

Expenses: DFWI Administration

Festivals & Events

$ 601,588

TIF Administration

183,382

Downtown Parks*

430,561 410,614

TIF Board Obligations

3,407,500

Sante Fe Freight House

PID#1

2,114,031

Housing

PID#14

39,458

18,255

Total

$ 6,324,756 $

Net Income

20,309

Net Income

$

3,079,607

($

102,264)

*Excess expenses are offset by donations recognized in previous years.

REVENUES DFWI Administration

9.8%

Festivals & Events

75.2%

TIF Administration

2.9%

Downtown Parks

7.9%

TIF Board Obligations

53.7%

Santa Fe Freight House

PID #1

33.5%

Housing

PID #4

.3%

13.8% 3.1%

777 Taylor Street, Suite 100 Fort Worth, TX 76102 817.870.1692 www.dfwi.org