160347 - city secretary's office city secretary's...

COUNCIL CHAMBER

160347February 24, 2016

WHEREAS, the City recognizes the importance of its role in local economicdevelopment initiatives and programs; and

WHEREAS, the City has established Tax Increment Financing Reinvestment ZoneNumber Nineteen, (“Cypress Waters TIF District” or “District”) and established a Boardof Directors for the District to promote development or redevelopment in the CypressWaters area pursuant to Ordinance No. 28074, authorized by the City Council onDecember 8, 2010, as authorized by the Tax Increment Financing Act, Chapter 311 ofthe Texas Tax Code, as amended; and

WHEREAS, on June 8, 2011, City Council authorized the Project Plan andReinvestment Zone Financing Plan for the Cypress Waters TIF District by OrdinanceNo. 28224, as amended; and

WHEREAS, the Tax Increment Financing Act specifies that the governing body of a cityshall submit an annual report on the financial status of the district to the Chief ExecutiveOfficer of each taxing unit that levies taxes on real property in a reinvestment zone, anda copy of the report shall be forwarded to the State Comptroller; and

WHEREAS, on December 21, 2015, the Cypress Waters TIF District Board of Directorspassed a motion accepting the FY 2015 Annual Report for Tax Increment FinancingReinvestment Zone Number Nineteen and recommending approval of same by the CityCouncil.

NOW, THEREFORE,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS:

Section 1. That the FY 2015 Annual Report for Tax Increment Financing ReinvestmentZone Number Nineteen, (Cypress Waters TIE District), City of Dallas, Texas, as ofSeptember 30, 2015, a cofly of which is attached hereto (Exhibit A), is herebyaccepted.

Section 2. That the City Manager is hereby authorized to submit the FY 2015 AnnualReport for Tax Increment Financing Reinvestment Zone Number Nineteen to the ChiefExecutive Officer of each taxing jurisdiction that levies taxes on real property in thedistrict and to the State Comptroller, as required by state law.

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

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City 5ecretary

Exhibit A

Cypress Waters TIF DistrictFY2015

Annual Report

City of Dallas

Office of Economic Development1500 ManIla Street, 2CN

Dallas, Texas 75201(214) 670-4551

www.dallas-ecodev.org/redevelopment

October 1, 2014 to September 30, 2015

16034?

160347Exhibit A - Cypress Waters TIF District FY 2015 Annual Report

Reinvestment Zone Number NineteenCypress Waters

Tax Increment Financing District

16O347tExhibit A - Cypress Waters TIF District FY 2015 Annual Report

Table of Contents

Table of Contents 3Mission Statement 4District Accomplishments 4Value and Increment Revenue Summary 10Objectives, Programs, and Success Indicators 10Year-End Summary of Meetings and Council Items 13Budget and Spending Status 17FY2ol6WorkProgram 18Appendix: Financials 19

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160347Exhibit A - Cypress Waters TIE District FY 2015 Annual Report

Mission Statement

The Cypress Waters Tax Increment Financing (TIF) District represents the outgrowth ofthe City of Dallas’ effort to provide a model for supporting the development of land nearDFW Airport and to take full advantage of the planned expansion of the DART light railsystem along the Cotton Belt Line.

The Cypress Waters TIF District was established on December 8, 2010, to encourage theinitial development of a large tract of undeveloped land within the City of Dallas(approximately 1,661 acres in total) surrounding North Lake. This district will promote thecreation of pedestrian-oriented, traditional neighborhood development (TN D) containingmultifamily and residential development, a potential senior housing component,pedestrian-oriented retail development, offices, and additional commercial development.

The Dallas City Council established the Cypress Waters TIF District by OrdinanceNumber 28074 on December 8, 2010. The Cypress Waters District began collectingfunds on January 1, 2012, and it is scheduled to terminate on December 31, 2040(including collection of the 2040 increment in calendar year 2041 and any relatedmatters to be concluded in 2041) or when the full budget has been collected. The City ofDallas and Dallas County are the two participating jurisdictions. The City started toparticipate at 85% in 2012. The County’s participation will be 55% from 2014 to 2033 oruntil the County’s participation reaches its budget limit of $10,500,000.

During FY 2015, Council amended the district’s Final Plan to remove approximately 28acres on the northern end of the district, making the estimated new base $71,317.Council also reduced the budget to $25,779,665. This new budget provides forinfrastructure in support of Cypress Waters Phases 1 and 2, a future permanent publicsafety building, administration expenses, and funding to support a proposed interlocalagreement with Irving to more efficiently provide water service to the district.

District Accomplishments

The district is located in the area north and east of the intersection of LBJ Freeway (I-635) and Belt Line Road, with the entire site being located within the City of Dallas. Thedistrict contains approximately 939 acres of contiguous undeveloped land which will beadjacent to a 362 acre lake (once the ongoing reduction of North Lake is complete). Theremaining property in the 1,661 acre area, including proposed school sites, a drillingsite, and the site of a former power plant, is not part of the TIF district. However, during2014, all of the drill sites were sold to Billingsley Company and will be developed inconjunction with the district.

Due to the remoteness of the property in the Cypress Waters TIE District from theremainder of the City of Dallas, fully developing the property required significant publicexpenditures for infrastructure and utility improvements (including extensive water andwastewater transmission, storage and distribution improvements); construction ofprimary roadway improvements; facilities for police, fire and emergency services;

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environmental remediation; and lake reclamation. The use of TIF funds has allowed thislarge, master-planned development, which is currently located outside of accessibleCity of Dallas services, to commence development much sooner, and proceed tocompletion much more quickly, than such would occur absent the use and availability ofTIF funds.

Two projects have been approved by the TIF board and by Council. Cypress WatersPhase 1 was approved by Council on June 6, 2011. This phase included approximately673 multifamily units, master planned using the design principles of TraditionalNeighborhood Development. The unit mix includes both flat and townhome rental units,inclusive of 135 affordable units

Cypress Waters Phase 2 was approved by the Council on November 14, 2012 andconsists of infrastructure improvements in support of future office development. Thisphase includes construction of the extension of Cypress Waters Boulevard fromHackberry Drive to the Phase I development; 2) the extension of Saintsbury Street fromthe termination of the Phase 1 improvements to the proposed Cypress WatersBoulevard extension; 3) entryway features for both streets; 4) sidewalks along bothstreets and a cycle track on Cypress Waters Boulevard; and 5) publicly accessiblegreen space in the center of this phase of development.

During FY 2015, City Council approved amendments to the TIF District anddevelopment agreement amendments for Cypress Waters Phase 1 and 2 projects,which are detailed below.

Cypress Waters TIF District Amendment — The District was amended to:

• Adjust district boundaries to remove 6 acres of land that will be transferred to theCity of Irving (properties better served by Irving)

• Remove 22 acres on the north side of the district from the TIF’s boundary;property will remain in the City of Dallas, but water and wastewater service willcome from the City of Irving

• Add 49 acres to the district as a result of future changes in the location of thelake’s edge

• Decrease district’s total budget from $160.1 M to $47.4M (decrease of $1 1 2.7M)o Term of the district was not changed (2040), but complete reimbursement

of TIF projects is projected for 2023 (17 years earlier)o TIF District will terminate (cease collecting increment) when the district’s

budget is collected• Release developer from Mixed Income Housing, MIWBE Participation and

Design Review requirements going forward, as no additional TIF funds would besought or available to assist build out of the TIF district

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1603471

Exhibit A - Cypress Waters TIF District FY 2015 Annual Report

Cypress Waters Phase I Development Agreement Amendment — The developmentagreement for this phase of the project was amended to:

• Redirect approximately $206,681 in savings from roadways to the temporarypublic safety building to cover cost overruns for the building’s construction

• Extend the deadlines for project completion and execution of an operating andmaintenance agreement for Phase I by seven months from December 31, 2014to July 31, 2015

• Make minor design changes to the location of the private development and thefinal design of the public improvements

Cypress Waters Phase 2 Development Agreement Amendment — The developmentagreement for this phase of the project was amended to:

• Move Saintsbury Street construction and utility construction from Phase 20 toPhase 2A

• Extend the start deadline for the entire project (except the sidewalks on theSaintsbury Street extension) from March 31, 2013 to April 30, 2014

• Extend the completion deadline from October 31, 2013 to April 30, 2015• Clarify that the developer will be eligible for reimbursement of each phase upon

completion of, and fulfillment of all requirements for, that phase and all priorphases

• Make minor design changes to the final design of the public improvements

As of the end of FY 2015, Cypress Waters Phases I and 2 public infrastructureimprovement projects completed construction. Scotch Creek, Sycamore Park, andParson’s Green apartments completed construction and final certificates of occupancywere issued for all 673 units. The projects were enabled by Phase I infrastructureimprovements. A lease agreement for a temporary police and fire service building wasapproved by Council December 2014 and the building received its final certificate ofoccupancy in July of 201 5.

Parsons Green I, Scotch Creek and Sycamore Park — 673 units of multifamily andtownhomes offering distinctive neighborhoods for residents of Cypress Waters

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Parsons Green II — a 141 unit townhome projectbegan construction during the fiscal year.Construction completion anticipated in 2016

As a result of the completion of Phase 2 infrastructure improvements, three officebuildings finished construction and two office building projects began constructionduring the fiscal year.

8840 Cypress Waters Blvd. — a 166,140 squarefoot, multi-tenant office building completedconstruction in 2015. At full lease up, the buildingis expected to house over 800 employees.

8950 Cypress Waters Blvd. — a 175,585square foot office building completedconstruction in 2015. The developmentserves as the corporate headquarters forNation Star Mortgage with 750employees.

8951 Cypress Waters Blvd. — a 187,710square foot multi-tenant office buildingcompleted construction during 2015. Thebuilding is projected to house 1,000 employeesat full lease up.

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16034.7’Exhibit A - Cypress Waters TIE District FY 2015 Annual Report

9001 Cypress Waters Blvd. — a 215,520square foot, single tenant building beganconstruction during the fiscal year.OneSource Virtual Inc. will relocate andexpand its operations to Cypress Waters.Serving as the companies U.S.headquarters, by 2019 there will be 1,300employees at the facility.

3001 Hackberry Rd — a 327,183 square footsingle tenant building also began constructionduring the fiscal year and will be the corporateheadquarters of CoreLogic. Constructioncompletion is anticipated in 2017 and thecorporate campus is expected to house 1,800employees.

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Projects Within the Cypress Waters TIF District Utilizing TIF Funding1Calendar

Project Location Year Status Units! SF2 Approx. TIF Investment4Value3Complete

Cypress Waters Blvd.Dypress Waters Phase 1& Chapel Oaks Dr.,

2014 Complete N/A N/A $9,757,267*Public Infrastructurenortheast of Belt LineImprovementsRd and Hackberry Rd

Parsons Green I 1111111 Watermill RdSupported by PhaseilPublic 2014 Complete 65 res. Units $9,109,280 $01111112 Watermill RdImprovement Project

Scotch Creek 3155 Chapel Oaks Dr2014 Complete 608 res. units $32,594,080 $0Supported by Phase I Public

3211 Scotch Creek RdImprovement Project

Sycamore Park 9240 Cypress Waters Included in$14,296,640 $02014 Complete

Scotch CreekSupported by Phase I Public BlvdImprovement Project

Water Mill Rd., ScotchParson’s Green II UnderCreek Rd., and Chapel 2016 141 res. units $23,814,428 $0rownhomes ConstructionOaks_Drive

Cypress Waters Phase 2Cypress Waters Blvd 2015 andPublic Infrastructure Complete N/A N/A $6,522,398*

and Saintsbury St. 2021Improvements

Single Tenant Office Bldg 8950 Cypress Waters2015 Complete 175,585 sf office $37,346,000 $0Supported by Phase 2

Blvd.Public Improvement Project

Multi-Tenant Office Bldg 8951 Cypress Waters2015 Complete 187,710 sf office $28,354,000 $0Supported by Phase 2 Blvd.

Public Improvement Project

Multi-Tenant Office Bldg 8840 Cypress Waters2015 Complete 166,140 sf office $25,760,970 $0Supported by Phase 2 Blvd.Public Improvement Project

Single Tenant Office Bldg 9001 Cypress Waters2016

Under214,520sfoffice $36,093,132 $0Supported by Phase 2

Blvd. ConstructionPublic Improvement Project

Single Tenant Office Bldg UnderSupported by Phase 2 3001 Hackberry Rd 2016 327,183 sf office $74,354,000 $0ConstructionPublic Improvement Project

Single Tenant Office Bldg 91 1 1 Cypress Waters2017 Planned 250,000 sf office $45,337,000 $0Supported by Phase 2

BlvdPublic Improvement Project

Subtotal 814 units1,128,138 sf $327,059,530 $1 6,279,665*

office

All in formation updated as of September 30, 2015.2

upon either the TIF application or required minimum stated in the development agreement. May be updated forcompleted projects based on actual unit mix and square footage.

upon 1) approx. private investment for projects planned or under construction; 2) private investment stated in theievelopment agreement for projects that are approved and/or under construction, or 3) DCAD market value for completed‘rojects (unless project has not yet been assessed).Principal amount not to be exceeded per the development agreement. TBD indicates that development agreement has

lot yet been adopted. Asterisk indicates investment also includes interest not shown.Note: Dallas Water Utilities has committed over $5 million to water and wastewater infrastructure improvements within thelistrict.

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Value and Increment Revenue Summary

The Cypress Waters TIE District’s adjusted base tax value for 2010 was $71,437. Thisbase value reflects adjustments to the base to reflect the final 2010 values of theparcels in the district. The district’s 2015 assessed tax value, as determined by theDallas Central Appraisal District, was $127,397,964. This represents an increase ofapproximately $127,326,527 (178,136%) over the assessed value of the base year(2010) value.

The district’s value increased by $67,970,768 (114.4%) from the previous year’s value.This increase in district value will result in the collection of approximately $1,032,816 inincremental revenue for the district (City - $862,574; County - $170,242). The finalamount of increment collected may increase as roll back taxes for 2015 are paid.

Objectives, Programs, and Success Indicators

The final Cypress Waters Project Plan and Reinvestment Zone Financing Plan wasadopted on June 8, 2011. In 2015, the District’s Project and Reinvestment ZoneFinancing Plan was amended and two of the development goals and objectives wererevised to reflect a decrease in the budget for the District. The amended goals are inbold. Specific actions addressing each goal and objective follow in italics.

• Create additional taxable value attributable to new private investment in projects in theCypress Waters TIE District totaling approximately $2.2 billion $1.5 billion over thethirty-year life of the TIE district.

The district has seen an increase in value of approximately $127 million,(or 8.5% of amended goal) from a combination of agricultural exemptionbeing removed from some parcels and the initial increase in value fromboth Phase I and Phase 2 construction. Construction on the first 3 officebuildings completed this year.

• Attract new private development, including approximately 10,000 new residentialunits, 4,000,000 square feet of commercial space (including approximately700,000 square feet of data center use and 2,000,000 square feet of lightwarehouse/industrial use), and an estimated 150,000 square feet of pedestrian-oriented retail space, all of which are anticipated to create an estimated 9,000on-site jobs.

Three residential development projects supported by Phase I publicinfrastructure improvements completed December 2014, adding 673 multifamily homes to the District (including 135 affordable units). Constructionof an additional 141 residential units, as part of Phase II of the Parson’sGreen development, began during the 2015 fiscal year. In total,approximately 814 residential units (inclusive of approximately 163

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16034:7Exhibit A - Cypress Waters TIF District FY 2015 Annual Report

affordable units) have completed or begun construction within the District,representing 8.1% of the housing goèl.

Three office buildings completed construction in 2015 and two officebuildings began construction, as a result of the completion of Phase 2public infrastructure improvements completed during the fiscal year. Intotal approximately 1,286,138 square feet of office space has completedor begun construction within the District, representing 64.3% of thecommercial space goal.

• To improve ridership on DART via the planned expansion along the Cotton BeltLine.

The master plan for the district includes development adjacent to theplanned Cotton Belt Station on the north side of the district.

• Improve recreational opportunities for the community and the future residentswithin the TIF district via extensive, publicly accessible green space on the sitealong the lake edge and along power line easements, in addition to multipleparks, hike and bike trails, and pedestrian connections throughout the district.Additional open space may be available through the utilization of Coppell ISDland and as part of an MMD and/or TIF-funded public amenity center.

The Phase 1 development includes wide sidewalks leading to theadjacent power line easement and to a future connection to the lake trail.

The Phase 2 development includes a combination cycle track andpedestrian path along Cypress Waters Boulevard and three large greenspaces in the district.

Dallas County’s current five-year plan includes $2, 500,000 in 2017 and$2,500,000 in 2018 in support of five miles of trails from living’s CampionTrail into Cypress Waters. Upon completion, this would provide acontinuous 12-mile trail from Cypress Waters to the Las Colinas UrbanCenter.

• Create a model for exceptional development standards in terms of its complexity,scope, design, environmental sensitivity, and connectivity.

The Phase I development is a model for dense, pedestrian-orienteddevelopment on under-utilized, infill property.

On August 13, 2012, the board approved the Urban Design Guidelinesfor Projects Located in City of Dallas Tax Increment Financing Districts.

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The City Design Studio reviewed design for the Phase 2 public andprivate development, which will provide pedestrian and bicycleconnectivity between the housing, commercial, and recreational space.

Coppell Independent School District opened Richard J. Lee ElementarySchool in the fall of 2014. Lee Elementary is the first net-zero elementaryschool in the state of Texas. The campus includes daylight harvesting,rain water collection, and geothermal heating and cooling.

Develop the property in a manner where fiscal impacts for the remainder of theCity are limited and a development pattern is secured that is a net benefit to theCity from a fiscal, land use and community standpoint.

Cypress Waters is in a location outside of currently accessible Cityservices. As part of Phase 1, the developer has finished construction ontemporary facilities for police and fire service. A lease for the building wasapproved by Council in December 2014.

Private development as part of Phase 2 includes new office spaceproviding potential jobs to Cypress Waters residents.

A proposed Phase 3 agreement, which incorporates potential cooperationwith the City of Irving on a new water tower, will save the City and thedistrict nearly $14 million.

• Generate an NPV of $65 million $26 million or approximately $160 million $47million in total dollars in TIF revenues over the 30-year life of the district.

City participation in TIF increment collections began in tax year 2012. Asof the end of the 2015 fiscal year approximately $1.8 million in TIFrevenue has been generated, representing 3.9% of the district’s amendedgoal.

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Year-End Summary of Meetings and Council Items

The Cypress Waters TIF District Board of Directors met four (4) times during the 2015fiscal year (October 1, 2014 to September 30, 2015): December 15, 2014, February 23,2015, March 16, 2015 and May 11,2015

The Board of Directors consists of seven (7) members, including six (6) City of Dallasappointees and one (1) Dallas County appointee. During FY 2015, the Cypress WatersTIE Board consisted of the following members:

Mary Poss, City appointee and chairperson (attended 3 of 4 meetings)Veletta Lill, City appointee and vice chairperson (attended 4 of 4 meetings)Elizabeth Solender, City appointee (attended 4 of 4 meetings)Dr. Jose Gomez, City appointee (attended 3 of 4 meetings)David Pittman, City appointee (Attended 3 of 4 meetings)Vacant, City appointeeRick Loessberg, Dallas County appointee (attended 2 of 4 meetings)

During fiscal year 2015, the City Council approved thirteen (13) items directly orindirectly associated with the Cypress Waters TIF District. The Council actions are listedbelow:

• On October 8, 2014, Council authorized a public hearing to receive commentsregarding an application for and subsequently authorized Ordinance Nos. 29502and 29503 granting an expansion of Subareas A-i and A-2 of PlannedDevelopment District No. 741 onto property zoned an A(A) Agricultural District, toincorporate Subareas F and G into Subarea A-2 of Planned Development DistrictNo. 741 and an ordinance terminating Specific Use Permit No. 1806 for gasdrilling and production, east of Belt Line Road and north of Ranch TrailRecommendation of Staff and CPC: Approval, subject to a revised conceptualplan and revised conditions, and approval of the termination of Specific UsePermit No. 1806. Z134-i75(LHS)

• On December 10, 2014, Council authorized Resolution No. 14-2199 authorizinga 14 year lease agreement with CW MEl Land, Ltd. for approximately 2,500square feet of office space located at 3015 Chapel Oaks Drive for a Fire andRescue and Police station for the period December 15, 2014 through December14, 2028 — Not to exceed $4,254 - Financing: Current Funds (subject to annualappropriations)

• On February 25, 2015, Council authorized resolution number 15-0366 acceptingthe FY 2014 Annual Report on the status of Tax Increment FinancingReinvestment Zone Number Nineteen, (Cypress Waters TIE District), submittedby the Cypress Waters TIE District’s Board of Directors, and authorizing the CityManager to submit the annual report to the Chief Executive Officer of each taxing

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jurisdiction that levies taxes on real property in the District and the StateComptroller, as required by state law.

• On May 27, 2015, Council authorized resolution number 15-0942 authorizing apublic hearing to be held on June 10, 2015, to receive comments onamendments to Cypress Waters TIE District (the ‘District”) to: (1) modify theboundaries; (2) adjust the base year value of the District; (3) decrease theDistrict’s total budget from $65,698,683 NPV (approximately $160,115,818 totaldollars) to $25,779,665 (approximately $49,465,852 total dollars), a decrease of$39,919,018 NPV (approximately $110,649,966 total dollars) to reflect the earlytermination of the District after repayment of Phase I, II, DWU/lrvingwater/wastewater obligations, and funding of the public safety building; (4)correct the infrastructure/utility improvements category consistent with changesto state law to allow TIF funding to be used for infrastructure constructed outsidethe boundary if it benefits the District; and (5) make corresponding modificationsto the Cypress Waters TIE District boundary, budget, and Project andReinvestment Zone Financing Plans and, at the close of the public hearing,consideration of an ordinance to reflect these changes - Financing: No costconsideration to the City

• On May 27, 2015, Council authorized resolution number 15-0986 authorizing aChapter 380 economic development grant agreement with CoreLogic Solutions,LCC in an amount up to $600,000 to stimulate business development activity inthe City of Dallas in conjunction with the relocation and expansion of its regionalworkforce and operations to a new office facility at 3001 Hackberry Road,pursuant to the Public/Private Partnership Program - Not to exceed $600,000 -

Financing: Public/Private Partnership Funds

• On June 10, 2015, Council authorized resolution number 15-1 075 authorizing anamendment to the development agreement with Billingsley LD, Ltd., for CypressWaters Phase Ito: (1) redirect approximately $206,681 in savings from roadwaysto the temporary public safety building; (2) extend the deadlines for completion ofthe improvements and the execution of an operating and maintenanceagreement for Phase I by seven months from December 31, 2014 to July 31,2015; and (3) make minor design changes to the location of the privatedevelopment and the final design of the public improvements - Financing: Nocost consideration to the City

• On June 10, 2015, Council authorized resolution number 15-1075 authorizingexecution of a development agreement with Billingsley LD, Ltd., pursuant to anamendment to Resolution No. 12-2781, previously approved on November 14,2012, for Cypress Waters Phase 2, to: (1) move Saintsbury Street constructionand utility construction from Phase 2c to Phase 2a; (2) extend various projectdeadlines; (3) clarify that the developer will be eligible for reimbursement of eachphase upon completion of, and fulfillment of all requirements for each phase; and

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(4) make minor design changes to the final design of the public improvements -

Financing: No cost consideration to the City

• On June 10, 2015, Council authorized resolution number 15-1106 authorizing apublic hearing to receive comments on amendments to Cypress Waters TIEDistrict (the “District”) to: (1) modify the boundaries; (2) adjust the base yearvalue of the District; (3) decrease the District’s total budget from $65,698,683NPV (approximately $160,115,818 total dollars) to $25,779,665 (approximately$49,465,852 total dollars), a decrease of 39,919,018 NPV (approximately$110,649,966 total dollars) to reflect the early termination of the District afterrepayment of Phase I, II, DWU/Irving water/wastewater obligations, and fundingof the public safety building; (4) correct the infrastructure/utility improvementscategory consistent with changes to state law to allow TIE funding to be used forinfrastructure constructed outside the boundary if it benefits the District; (5) makecorresponding modifications to the Cypress Waters TIE District boundary,budget, and Project and Reinvestment Zone Financing Plans; and (6) at theclose of the public hearing, approved Ordinance No. 29769 amending OrdinanceNos. 28074 and 28224, previously approved on December 8, 2010 and June 8,2011, to reflect these amendments - Financing: No cost consideration to the City

• On June 17, 2015, Council authorized resolution number 15-1192 authorizing theCity Manager to negotiate and enter into an Interlocal Agreement, approved as toform by the City Attorney, with the City of Irving for water service, financialparticipation in water supply and infrastructure projects, and wastewater service -

Not to exceed $5,748,518 - Financing: Water Utilities Capital Construction Funds

• On June 17, 2015, Council authorized resolution number 15-1193 authorizingthe City Manager to negotiate and enter into a Phase III DevelopmentAgreement, approved as to form by the City Attorney, with Billingsley LD, Ltd., to(1) provide water service, water supply, and wastewater service for the CypressWaters area; (2) authorize receipt and deposit of funds from Billingsley LD, Ltd.in the amount of $4,023,963 for use in Irving-led construction projects; and (3)authorize DWU participation of 30% of engineering costs - Not to exceed$880,817 - Financing: Water Utilities Capital Construction Funds ($880,817) andRevenue ($4,023,963)

• On June 17, 2015, Council authorized resolution number 15-1194 authorizing anamendment to the existing Cypress Waters Memorandum of Understanding,approved as to form by the City Attorney, with Cypress Waters LandDevelopment, LLC. (“Billingsley” or “Developer”) to: (1) update the provisions forPublic Infrastructure Improvements to reflect the cost-sharing for suchinfrastructure improvements by the City of Dallas (through Dallas Water Utilities),the City of Irving, and the Developer; (2) reflect the early termination of theCypress Waters TIE District; and (3) release the Developer from the affordablehousing, MIWBE, and design review obligations for the remaining build-out of the

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District, in consideration for the early termination of the Cypress Waters TIFDistrict - Financing: No cost consideration to the City

• On June 17, 2015, Council authorized resolution number 15-1 263 authorizing aChapter 380 economic development grant agreement pursuant to thePublic/Private Partnership Program with Toyota Industries Commercial Finance,Inc. in an amount not to exceed $277,500 to stimulate business developmentactivity in the City of Dallas in conjunction with the location of its new U.S.headquarters to an existing office facility at 8951 Cypress Waters Boulevard -

Not to exceed $277,500 - Financing: Public/Private Partnership Funds

• On August 12, 2015, Council approved resolution number 15-1403 andordinance number 29797 abandoning a utility easement to CWO3 Land, Ltd., theabutting owner, containing approximately 570 square feet of land, located nearthe intersection of Saintsbury Street and Cypress Waters Boulevard - Revenue:$5,400, plus the $20 ordinance publication fee

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Budget and Spending Status

Each TIF district, in their Project Plan and Reinvestment Zone Financing Plan,establishes a budget for public improvement expenditures necessary to support privateinvestment in the district. The District’s budget was reduced during the fiscal year. Theamended budget and spending status is shown below.

Public infrastructure$41,046,172 $16,279,665 $24,766,507improvements

Public safety improvements $4,332,943 $0 $4,332,943Administration and

$2,065,585 $187,554 $1,878,031implementation**

Total project costs $47,444,700 $16,467,219 $30,977,481

*Budget shown above in current dollars, updated yearly; TIF Project Plan shows the budget in net presentvalue. Values above do not include interest payments.

**Administration and implementation for FY 2014 are included in the above allocation.

Public safety $6,000,000

Administration and implementation $1,500,000

Total project costs $25,779,665* As approved in the Final Project Plan and Reinvestment Zone Financing Plan.

Category TIF Budget Allocated Balance

Public infrastructure improvements: paving, streetscape, water/wastewater,storm sewer, utility burial/relocation, and land acquisition $18,279,665

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FY 2016 Work Program

Pending items for the Cypress Waters TIF District include:

• Adoption of FY 2015 Annual Report• Encourage development projects within the district in accordance with the final

Project Plan and Reinvestment Zone Financing Plan.

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.160347Exhibit A - Cypress Waters TIF District FY 2015 Annual Report

Appendix: Financialscity of Dallas Texascypress Waters Tax Increment Financing District FundBalance Sheet as of September 30, 2015 (Unaudited)With comparative Totals for September 30, 2014, 2013, 2012, and 2011 (Audited)

cypress Waters Tax Increment Financing District FundStatement of Revenues Expenditures and changes in Fund Balance (Deficit)For the Period September 30, 2015 (Unaudited)With comparative Totals for September 30, 2014, 2013, 2012, and 2011 (Audited)

Reenues:Tax increment-GoemmentalTax increment-IntergoemmentaIInterest incomeAffordable housing paymentNet increase (decrease) in fair eIue of in’e

Total reenues

Expenditures:Administratie expensesNon-Capital OutlayCapital outlayInterest and fiscal charges

Total expenditures

Excess (Deficiency) of Reenues oer Expel

Fund balance (Deficit) at beginning of yearas pre1ously reported

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

Fund balance (deficit) at end of year

Note: Fiscal year 2014-15 unaudited financial statements are based on preliminary close numbers and are subject toreview by the city controllers Office prior to approval by the City Council. In case of any material changes, TIF boardwill be provided with the updated financial statements.

2015 2014 2013 2012 2011Assets:

Pooled cash and cash equielents $712,835 $133,609 $0 $0 $0Interest recei’able $908 $162 $0 $0 $0

Total assets

Liabilities and Fund Balance (Deficit):Liabilities:

Accounts and contracts payableDue to general fund

Total liabilities

Fund Balance (Deficit):Fund Balance (Deficit)

Total Liabilities and Fund Equity

$713,743 $133,771 $0 $0 $0

$0 $0 $0 $0 $0$112,097 $112,097 $112,097 $74,874 $54,138

$112,097 $112,097 $112,097 $74,874 $54,138

$601,647 $21,674 ($112,096) ($74,874) ($54,138)

$713,744 $133,771 $0 $0 $0$0 $0 ($0) $0 $0

2013 2012 2011lTD 2015 2014

$704,444 $548,572 $155,557 $314 $0 $0$79,359 $79,359 $0 $0 $0 $0

$3,829 $3,304 $524 $1 $0 $0$0 $0 $0 $0 $0 $0

$1,569 $1,583 ($14) $0 $0 $0

$789,201 $632,818 $156,067 $316 $0 $0

$187,554 $52,846 $22,297 $37,537 $20,737 $46,113$0 $0 $0 $0 $0 $0$0 $0 $0 $0 $0 $0$0 $0 $0 $0 $0 $0

$187,554 $52,846 $22,297 $37,537 $20,737 $46,113

$601,647 $579, 973 $133,770 ($37,222) ($20,737) ($46,113)

$0 $21,674 ($112,096) ($74,874) ($54,138) ($8,025)

$0 $21,674 ($112,096) ($74,874) ($54,138) ($8,025)

$601,647 $601,647 $21,674 ($112,096) ($74,874) ($54,138)

19

16034?Exhibit A - Cypress Waters TIF District FY 2015 Annual Report

City of Dallas, Texas

Cypress Waters Tax Increment Financing District Fund

Reinvestment Zone Number Nineteen

As of September 30, 2015

Chapter 311.016 ofV.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.

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

$4887 Interest Income

$0 Affordable housing payment

$627931 Ad Valorem Taxes (Collected in FY’2014-15 based on 2014 Final Tax Roll>

$632,818 Total Revanue

2. Amount and purpose of expenditures from the fund:

$52,846 Administrative Expense

$0 Additional Subsidy in Form of Grant (in lieu of interest expense)

$52,846 Total Expenditures

3. a. Amount of Principal and Interest due-on outstanding bonded indebtedness is as follows:

Cypress Waters TIF District has incurred no bonded indebtedness as of September 30, 2015.

b. The Zone has entered into a development agreement with Sillingsley LD, Ltd for the Cypress Waters Phase I

development in an amount not to exceed $9,757,267 plus additional subsidy in form of grant (in lieu of interest).

Reimbursement to the developer began in fiscal year 2015 with pay-off anticipated in several years upon availability of TIE funds.

c. The Zone has entered into a development agreement with Billingsley LD, Ltd for the Cypress Waters Phase II

development in an amount not to exceed $6522398, plus a TIF grant to be determined later, with anticipated completion

of Phases 2a, 2b and 2c ranging from January 31, 201410 December31, 2021 and reimbursement to begin thereafter

upon availability of TIF funds.

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

Taxable Base Year Est. Captured

Taxing Jurisdiction Value 2015* 2010 Value Value 2015**

City of Dallas $127,397,964 $71,437 $127,326,527

Dallas County $127,397,964 $71,340 $127,326,624

*Taxable value shown for participating taxing jurisdictions. County will begin participating in tax year 2014 and the

values 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, 2016.

Captured appraised value by the municipality and other taxing units, the total amount of the tax

increment received, and any additional information necessary to demonstrate compliance with the

tax increment financing plan adopted by the governing body of the municipality:

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

Amount of

Assessment Estimated 2015

Taxing Jurisdiction Per $100*** Increment***

City of Dallas 0.67745 $862,574

City of Dallas-2015 PHI Rollback Taxes 0.00000 $0

Dallas County 0.13371 $170,242

Dallas County-2015 PH I Rollback Taxes 0.00000 $0

Total for all Jurisdictions $0.81 116 $1,032,816

***Participation rates for City of Dallas and Dallas County are 85% for tax years 2012102034 and 55% for tax years

2014102033 respectively.

B. The total amount of estimated tax increment to be billed for the 2015 tax year is $1,032,816. For 2014 tax year,

the Zone received increment of $627,931.

20

160347’Exhibit A - Cypress Waters TIE District FY 2015 Annual Report

City of Dallas, TexasCypress Waters Tax Increment Financing District

Notes to Financial Statements for the Year Ended September 30, 2015

The measurement focus used for the TIE Zone fund is a flow of financial resources. The financialstatements are prepared using the modified accrual basis of accounting. Under the modifiedaccrual basis of accounting, tax increment revenues and interest are recognized as revenuewhen they become both “measurable” and “available” to finance expenditures of the currentperiod. Expenditures are recognized when the liability is incurred.

2. The TIE’s cash balances are invested in the City’s investment pool and include amounts indemand deposits as well as short-term investments. Pooled investments and short-term non-pooled investments are treated as cash equivalents. Investment income on the pooledinvestments 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 1of each year (remittance to occur no more than 90 days after taxes for the jurisdiction becomedelinquent).

4. The Zone’s Financial Plan permits expenditures not to exceed $2,065,585 over the life of the TIEto reimburse the City for administrative costs. Any future remittance for administrative expenseswould come from excess cash as tax increment revenue increases as a result of increasedassessed values.

5. “Due to general fund” amount of $112,097 at September 30, 2015 represents the TIEadministration costs that have been earned but will be reimbursed to the General Fund in futureyears based on the availability of TIF funds.

21

160347 - city secretary's office city secretary's...

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