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Item 6NM E M O R A N D U M August 15, 2018 To: Shana K. Yelverton, City Manager From: Sharen Jackson, Chief Financial Officer Subject: Item 6N: Ordinance No. 1197, 2nd Reading, approving an amended Project and Financing Plan for Tax Increment Reinvestment Zone Number One, City of Southlake, Texas; extending the term of the reinvestment zone; providing a severability clause and providing an effective date Action Requested: Approve Item 6N, extending the term of Southlake TIRZ #1 and amending the project and financing plans as proposed Background Information: The Southlake Tax Increment Reinvestment Zone #1 was established to provide a financing mechanism to facilitate high quality development in the southeast area of the city. It consists of 408 acres that encompasses the entirety of Southlake Town Square as well as additional Carroll Independent School District properties shown on the map included as Exhibit A-1 in the proposed amended project and financing plan. Created by Ordinance No. 682 in September 1997, TIRZ #1 is set to expire on December 31, 2018 or the date when all project costs are paid and all debt is retired, whichever comes first. The purpose of Ordinance No. 1197 is to: (1) Extend the life of the zone for an additional 20 years; and (2) Amend the project and financing plan to include project costs related to public buildings and facilities (including Carroll ISD facilities located within the zone), public parks, general infrastructure, technology infrastructure, operations and maintenance. Financial Considerations: Tax Increment Financing (TIF) is a tool to finance public improvements within a defined area. The improvements should enhance the environment and attract new investment. The statutes governing tax increment financing are in Chapter 311 of the Texas Tax Code. A municipality makes an area eligible for tax increment financing by designating a “reinvestment zone”, also called a “tax increment reinvestment zone (TIRZ)” or a “tax increment Item 6N: Ordinance No. 1197 Meeting Date: September 4, 2018 financing (TIF)” zone. The City of Southlake has one active zone. Costs of selected public improvements outlined in the zone’s project and financing plan may be paid by current or future tax revenue flowing from redeveloped or appreciated real property valued in the zone. The additional tax dollars generated by growth of real property value in the zone are called the tax increment. These dollars flow to a fund for a specified number of years. Money flowing into the fund each year is spent according to an approved plan and in accordance with agreements in place with participatin g governmental units. The TIRZ’s base year taxable value (1997) was $23,475,366. Taxable property value appreciation in the zone since that time was captured for investment in the zone in accordance with the Project & Financing Plan approved in August 1999 which outlined the strategies used to encourage development in the zone. The Plan also included value projections for the zone as a benchmark to track performance. This item proposes to extend the life of the zone an additional 20 years as well as to amend the eligible project costs and update the value projections within the zone. Project Costs: Total project costs for the extended life of the zone are estimated at approximately $259,647,866. Specific project cost estimates are included in Exhibit C. The proposed public improvements in the zone fall into five general categories: public buildings and facilities, public parks, general infrastructure, technology infrastructure; and, operations and maintenance. In addition, the TIF will pay a portion of project costs and operations for the Carroll Independent School District's educational facilities listed in Exhibit C of the project plan, which are located in the TIRZ boundaries. Amended Financing Plan: The Amended Financing Plan provides information on the projected monetary impact that the extension of the TIRZ could have on the property described in Exhibit A. It also describes how that impact will be utilized to enhance the area and region through leveraging the resources of each entity who participates in the project. Item 6N: Ordinance No. 1197 Meeting Date: September 4, 2018 With this amendment, the City of Southlake and Carroll Independent School District are shown as participating at 100%, meaning that 100% of the increment generated from these entities will flow into the fund. These revenues will be used to fund public improvements within the included as Exhibit C. Other taxing entities such as Tarrant County, Tarrant County Junior College District and Tarrant County Hospital District are illustrated as participating at 0% in the TIRZ. Strategic Link: C4: Attract and keep top-tier businesses to drive a dynamic and sustainable economic environment; B2 Collaborate with select partners to implement service solutions; F2 Invest to provide and maintain high-quality public assets Citizen Input/ Board Review : The City Council discussed the extension of the Southlake TIRZ #1 during public workshops held on July 6, 2016 and February 16, 2017. Additionally, staff briefed the Southlake TIRZ #1 Board of Directors at their August 1, 2017 meeting. The Southlake TIRZ #1 Board of Directors approved the amended project and financing plan at their August 7, 2018 meeting. Legal Review: The City Attorney has reviewed the proposed project and financing plan. Alternatives: 1. Do not approve and allow Southlake TIRZ #1 to expire. 2. Approve with changes Supporting Documents: 1. Ordinance No. 1197 (includes as attachment the Amended Project and Financing Plan) Staff Recommendation: Approve as presented. ORDINANCE NO. 1197 AN ORDINANCE OF THE CITY OF SOUTHLAKE, TEXAS, APPROVING AN AMENDED PROJECT PLAN AND FINANCING PLAN FOR TAX INCREMENT REINVESTMENT ZONE NUMBER ONE, CITY OF SOUTHLAKE, TEXAS; EXTENDING THE TERM OF THE REINVESTMENT ZONE; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council of the City of Southlake, Texas passed Ordinance 682 creating Reinvestment Zone Number One, City of Southlake (the “Reinvestment Zone”) as authorized by the Tax Increment Financing Act, Texas Tax Code, Chapter 311 (the “Act”) on September 23, 1997; and WHEREAS, the City, after public hearing, passed Ordinance 682-A expanding the Reinvestment Zone boundaries from 256 acres to 408 acres on December 2, 1997; and WHEREAS, the City Council of the City of Southlake, Texas passed Ordinance 690 approving the project plan and financing plan for the Reinvestment Zone on December 16, 1997; and WHEREAS, the City Council of the City of Southlake, Texas City, after public hearing, passed Ordinance 752 amending the project and financing plan on August 17, 1999; and WHEREAS, on August 7, 2018, the Board of Directors adopted an amended project plan and financing plan (the “Amended Plans”) for the Reinvestment Zone; and WHEREAS, the Amended Plans anticipate extending the term of the Reinvestment Zone; and WHEREAS, the City Council, after proper hearing and notice as required by the Act, desires to approve the Amended Plans and extend the term of the Reinvestment Zone. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS: SECTION 1: The facts and recitations contained in the recitals of this ordinance are hereby found and declared to be true and correct and are incorporated herein for all purposes. SECTION 2: The Amended Plans, attached hereto as Exhibit “A”, are approved. SECTION 3: The term of the Reinvestment Zone is extended so that the Reinvestment Zone terminates upon the earlier of: (a) December 31, 2038; or (b) the date when all projects costs, as further described and detailed within the Amended Plans, are paid. SECTION 4: If any section, paragraph, clause or provision of this Ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Ordinance. SECTION 5: This Ordinance shall take effect and be in force immediately from and after its passage on the date shown below. PASSED ON FIRST READING, August 7, 2018. PASSED ON SECOND READING AND ADOPTED, this the 4th day of September, 2018. CITY OF SOUTHLAKE, TEXAS Laura Hill, Mayor ATTEST: Carol Borges, TRMC City Secretary APPROVED AS TO LEGALITY: City Attorney EXHIBIT “A” Amended Plans CITY OF SOUTHLAKE TAX INCREMENT REINVESTMENT ZONE #1 AMENDED PROJECT AND FINANCING PLAN AUGUST 7, 2018 ​Updated by: Alison Ortowski Assistant City Manager ​Sharen Jackson Chief Financial Officer 2 | Table of Contents 03 07 17 32 33 page page page page page 38 42 43 50 51 page page page page page Project Overview – History, Executive Summary and Location Amended Project Plan Amended Financing Plan Exhibit A-1: Map of the Zone Exhibit A-2: Legal Description Exhibit B: Financial Analysis Exhibit C: Proposed Project Costs Exhibit D: Listing of Properties Exhibit E: Public Notice Exhibit F: Town Square Concept Plan Project Overview History and location of Southlake TIRZ#1 3 4 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 History ​In June 1997, the Southlake City Council began the process of creating the Tax Increment Reinvestment Zone #1 (TIRZ #1) by setting the public hearing. In September of 1997, the City Council passed Ordinance No. 682 establishing the boundaries and term of the zone and creating a Board of Directors. In December of 1997, the City Council approved the final project and financing plan. At that time, TIRZ #1 included 256 acres and project costs were established at $26 million. Anticipated projects included Town Hall, as well as general infrastructure. ​In October 1997, City staff met with staff of the overlapping taxing jurisdictions to discuss their participation and the preliminary project and financing plan that had been developed to delineate the projects and costs of the zone. These agreements were important to the ultimate success of the TIRZ because their pledged incremental property taxes flowed into TIRZ #1 to help fund the public improvements. ​In January 1998, the City Council approved participation agreements with Tarrant County, Tarrant County Jr. College, and Tarrant County Hospital District. Although Carroll ISD had expressed interest in being a part of the project, their participation agreement with the City of Southlake was not approved until 1999. ​In August 1999, the Reinvestment Zone Board and the City Council amended the Project and Financing Plan to provide for a TIRZ boundary of 408 acres and project costs of $163.6 million, to include Town Hall, general infrastructure, and school projects and operation costs. The life of the zone remained 20 years. Created in 1997 and extended in 2018 for twenty years 408 acres $163.6 million in project costs as part of the 1999 Project and Financing Plan $259.6 million in new project costs identified in the 2018 Project and Financing Plan 5 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 History ​Based on Ordinance No. 682, TIRZ #1 was set to expire on December 31, 2018. In August 2018, the TIRZ #1 Board and the City Council amended the Project and Financing Plan a second time to extend the life of the zone for 20 years. The participation of the overlapping taxing jurisdictions was also adjusted to reduce Tarrant County, Tarrant County Jr. College, and the Tarrant County Hospital District participation to zero percent. The City of Southlake’s and Carroll ISD’s participation amounts remained unchanged in the extension with participation at 100%. ​This amended project and financing plan extends the life of the zone for an additional twenty years, adjusts the planned projects and associated costs, and adjusts the participation of overlapping jurisdictions. 6 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Location ​The area consists of approximately 408 acres and is more fully described in the map and legal description presented in Exhibit A. Amended Project Plan Existing uses and conditions of real property and proposed improvements Proposed changes of zoning ordinances, master plans, building bodes and other municipal ordinances List of estimated non- project costs Statement of a method of relocating persons to be displaced as a result of implementing the plan 7 8 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Project Plan ​As set forth in Section 311.011 in the Tax Increment Financing Act of the Tax Code, the Project Plan for the Tax Increment Reinvestment Zone Number I, Southlake, Texas must include the following elements: ​1. A description and map showing existing uses and conditions of real property in the zone and proposed uses of that property. ​2. Proposed changes of zoning ordinances, the master plan of the municipality, building codes and other municipal ordinances. ​3. A list of estimated non-project costs. ​4. A statement of a method of relocating persons to be displaced as a result of implementing the plan. 9 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Project Plan Element 1: A description and map showing existing uses and conditions of real property in the zone and proposed uses of that property ​The boundaries of the Tax Increment Reinvestment Zone are shown in Map 1. Additionally, portions of the TIF are located within the DFW International Airport 65 ‘LDN’ and 75 'LDN' noise contour. 'LDN' is the abbreviation for the average day/night sound level calculation methodology used by airport operators to determine noise levels. The LDN is shown in Map 2. ​Since the creation of the zone in 1997, the majority of the land area in the TIF has been developed. Map 3 shows the current uses within the TIRZ area. This is not an exhaustive display, but is intended to provide a feeling of the current area and the possibility of expansion. The TIRZ has existing development including Southlake Town Square (at build out will be a 130-acre development with over 3 million square feet of retail, office, civic, park, and residential uses), Carroll ISD uses (George Dawson Middle School, Old Union Elementary School, and Dragon Stadium), Kroger, Home Depot, and other retail, commercial, and industrial uses. ​ ​ ​The development of the TIF District is as follows: Approximately 59.48 acres (14.58%) is classified as having no improvement value, approximately 5.35 acres (1.31%) is shown to have improvement under $100K, 220.41 acres (54.02%) is classified as having improvement over $100K, and 122.76 acres (30.09%) of the TIF area is within the Right-of-Way (ROW). ​The City of Southlake Land Use Plan adopted in June 2018 designates Medium Density Residential, Public Parks/Open Space, Public /Semi Public, Town Center, Regional Retail, and Industrial land uses. Map 4 shows the Land Use Plan for the TIRZ area. ​The current zoning districts approved in the Reinvestment Zone are shown in Map 5 and include: C3 - General Commercial, R-PUD- Residential Planned Unit Development, AG - Agricultural, SF20B- Single Family Residential, CS - Community Service, DT – Downtown District, I-1 – Light Industrial District, and S-P-1 – Detailed Site Plan District. TIRZ #1 Maps located on the following pages: •Map 1: Boundaries of the Reinvestment Zone •Map 2: Airport Noise Overlay ‘LDN’ •Map 3: Current Uses and Conditions of Real Property in TIRZ #1 •Map 4: TIRZ #1 Land Use •Map 5: TIRZ #1 Zoning 10 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Map 1: Boundaries of Southlake TIRZ #1 11 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Map 2: Airport Noise Overlay 12 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Map 3: Current Uses and Conditions of Real Property in TIRZ #1 13 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Map 4: TIRZ #1 Land Use 14 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Map 5: TIRZ #1 Zoning 15 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Project Plan Element 2: Proposed changes of zoning ordinances, the master plan of the municipality, building codes and other municipal ordinances Element 3: A list of estimated non-project costs ​No changes are anticipated to any city codes or ordinances by the extension of the Tax Increment Finance Zone. This does not preclude, however, the possibility of planning and zoning changes subject to the standard planning and zoning process and procedures. ​Non-project costs within the TIRZ zone are those development costs not paid for by the TIRZ. These will include, but are not limited to, $400 million in improvement costs for the Southlake Town Square, which comprises 140 acres or nearly one third of the total land area of the Tax Increment Reinvestment Zone. This provides a conservative projection of assessed value growth and the potential funds available for public improvements. No information is available at this time on the potential value of projects arising from the other non-developed property or from the value of expanding uses currently within the TIRZ. ​In the process of developing Southlake Tax Increment Reinvestment Zone Number One, it may be necessary to relocate individuals and businesses. In the event that this is required, the City will follow the procedures that would be used in the development or construction of other public improvements outside the zone. 16 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Project Plan Element 4: A statement of a method of relocating persons to be displaced as a result of implementing the plan. ​In the process of developing Southlake Tax Increment Reinvestment Zone Number One, it may be necessary to relocate individuals and businesses. In the event that this is required, the City will follow the procedures that would be used in the development or construction of other public improvements outside the zone. Amended Financing Plan Estimated project costs of the Zone, including administrative expenses A statement listing the kind, number, and location of all proposed public works or public improvements in the zone Economic Feasibility Study The estimated amount of bonded indebtedness to be incurred The time when related costs or monetary obligations are to be incurred A description of the methods of financing all estimated project costs and the expected sources of revenue to finance or pay project costs, including the percentage of tax increment to be derived from the property taxes of each taxing unit on real property in the zone The current total appraised value of taxable real property in the zone The estimated captured appraised value of the zone during each year of its existence. The duration of the zone 17 18 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan ​The Amended Financing Plan provides information on the projected monetary impact that the extension of the TIRZ could have on the property described in Exhibit A. It also describes how that impact will be utilized to enhance the area and region through leveraging the resources of each entity who participates in the project. ​With this amendment, the City of Southlake and Carroll Independent School District are shown as participating at 100%, meaning that 100% of the increment generated from these entities will flow into the fund. These revenues will be used to fund public improvements within the zone as described beginning on page 21 of this plan and included as Exhibit C. ​Upon approval of the amended project plan and financing plan, an updated participation agreement between the Carroll Independent School District and the City will be incorporated into this plan. The Tax Increment Reinvestment Zone Analysis, prepared by Hilltop Securities, Inc. is included in its entirety in Exhibit B. 19 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan •Acquisition and construction of public works, public improvements, new buildings, structures and fixtures; the actual costs of the acquisition, demolition, alteration, remodeling, repair, or reconstruction of existing buildings, structures, and fixtures; and the actual costs of the acquisition of land and equipment and the clearing and grading of land; •Financing costs, including all interest paid to holders of evidences of indebtedness or other obligations issued to pay for project costs and any premium paid over the principal amount of the obligations because of the redemption of the obligations before maturity; •Real property assembly costs; •Professional service costs, including those incurred for architectural, planning, engineering, and legal advice and services; imputed administrative costs, including reasonable charges for the time spent by employees of the municipality in connection with the implementation of the project plan; •Relocation costs; •Organizational costs, including the costs of conducting environmental impact studies or other studies, the cost of publicizing the creation of the zone, and the cost of implementing the project plan for the zone; •Interest before and during construction and for one year after completion of construction, whether or not capitalized; •The cost of operating the reinvestment zone and project facilities; •The amount of any contributions made by the municipality from general revenue for the implementation of the project plan; and •Payments made at the discretion of the governing body of the municipality that the municipality finds necessary or convenient to the creation of the zone or to the implementation of the project plans for the zone. ​The allowable "project costs" by the municipality establishing a reinvestment zone, as set forth in Section 311.011 in the TIF Tax code, are as shown on this page. ​The specific projects anticipated to be undertaken in the Southlake TIRZ #1 are included as Exhibit C. 20 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan ​As set forth in Section 311.011 in the Tax Increment Financing Act of the Tax Code, the Financing Plan for the Southlake, Texas Reinvestment Zone Number One must include the following elements: ​1. Estimated Project Costs of the Zone, including administrative expenses, ​2. A statement listing the kind, number and location of all proposed public works or public improvements in the zone, ​3. Economic Feasibility Study, ​4. The estimated amount of bonded indebtedness to be incurred, ​5. The time when related costs or monetary obligations are to be incurred, ​6. A description of the methods of financing all estimated project costs and the expected sources of revenue to finance or pay project costs, including the percentage of tax increment to be derived from the property taxes of each taxing unit on real property in the zone, ​7. The current total appraised value of taxable real property in the zone, ​8. The estimated captured appraised value of the zone during each year of its existence; and, ​9. The duration of the zone. The following pages provide details regarding these requirements for the TIRZ #1 Amended Financing Plan. 21 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 1: Estimated Project Costs of the Zone, including administrative expenses Element 2: A statement listing the kind, number and location of all proposed public works or public improvements in the zone ​Total project costs are estimated at approximately $259,647,866. ​Specific project cost estimates are included in Exhibit C. ​The proposed public improvements in the zone fall into five general categories: •public buildings and facilities, •public parks, •general infrastructure, •technology infrastructure; and, •operations and maintenance. In addition, the TIF will pay a portion of project costs and operations for the Carroll Independent School District's educational facilities listed in Exhibit C of the project plan, which are located in the TIRZ boundaries. ​The participation agreement between the City of Southlake and the Carroll Independent School District details the School District's level of participation in the TIF. The costs of each item and a brief description of the project components are included on the following pages. 22 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 1: Estimated Project Costs of the Zone, including administrative expenses Element 2: A statement listing the kind, number and location of all proposed public works or public improvements in the zone ​Parking Facilities ​$6,000,000 ​Public parking facilities provide parking for the Town Square development and could provide the TIF an optional revenue source by maintaining the right to charge parking fees. ​Educational Facilities - Capital & Operational School Improvement Project ​$175,908,022 ​CISD TIRZ contributions will be expended on infrastructure and maintenance / operations costs related to CISD facilities within the TIRZ boundary. As part of the TIRZ, the CISD will be paid a portion of project costs and operations for the educational facilities described Exhibit C. The public improvements include a Middle School, Intermediate School, Elementary School, Transportation Facility, and Multipurpose Stadium. These sites benefit the community by attracting individuals and businesses desiring to relocate to the area with an exemplary school system which provides quality academic and athletic facilities. ​Public Buildings and Facilities ​Pedestrian Connectivity ​$5,000,000 ​The Southlake 2030 Parks, Recreation, Open Space, and Community Facilities Master Plan includes a recommendation to evaluate the feasibility of a pedestrian bridge across FM 1709 from Rustin Park (located in Town Square within the TIRZ #1 boundary) to Central Park. This plan includes funding for improvements necessary to the area within the Zone in order to create this pedestrian connection. ​Visitor Amenity Center ​$2,000,000 ​The Southlake 2035 Tourism Master Plan includes a recommendation to assess and develop a strategy for a visitor services center that could offer serviceable amenities for guests. The center could have single or satellite locations and could also include amenities such as public restrooms and serve as a type of “visitor concierge.” This plan includes funding for future development of a center in Southlake Town Square. 23 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 1: Estimated Project Costs of the Zone, including administrative expenses Element 2: A statement listing the kind, number and location of all proposed public works or public improvements in the zone ​$7,400,726 ​The TIRZ project plan includes costs associated with development of new parks and improvements and enhancements for existing public parks within the Town Square development including the planned improvements to McPherson Park, recently adopted as part of the Southlake 2030 Parks, Recreation, Open Space, and Community Facilities Master Plan. ​These costs include land acquisition, structures, hardscape, landscaping, and trails. ​Technology Infrastructure ​$2,628,283 ​The TIRZ project plan includes costs associated with the provision of technology infrastructure within the zone. These include installation of public Wi-Fi systems and supportive infrastructure, as well as equipment and materials necessary to provide security camera coverage within Southlake Town Square. ​$14,444,000 ​The public improvement projects include streets, water, sanitary sewer, and storm water drainage systems. The project plan separates the general infrastructure into two categories designated as General Infrastructure and Educational Infrastructure. General Infrastructure projects include costs associated with reimbursing the developer for 40% of the infrastructure costs within the Town Square development. General Infrastructure costs also include costs associated with road improvements to Carroll Avenue and Kimball Avenue, which are located on the periphery of the TIRZ boundaries. Educational Infrastructure ​$5,088,235 ​The Educational Infrastructure costs include water, sewer, drainage, and road construction to service the educational facilities located in the TIRZ. ​Public Parks General Infrastructure 24 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 1: Estimated Project Costs of the Zone, including administrative expenses Element 2: A statement listing the kind, number and location of all proposed public works or public improvements in the zone, ​Town Hall City / County Facility ​$3,976,654 ​Southlake Town Hall is a shared facility between the City of Southlake and Tarrant County that brings the civic offices of the City and Council together in one central location. Town Hall is located in the heart of the Town Square development, and is considered a be the focal point of the new downtown. The facility is approximately 80,000 square feet with approximately 12,000 square feet dedicated to the Southlake Public Library. The offices for the City of Southlake include administrative offices, Finance, Municipal Court, Utility Billing, Planning, Economic Development, and Public Works. The offices for Tarrant County include the County Commissioner, Constable, Justice of the Peace, County Clerk offices, and Tax offices. ​The initial term of the TIRZ funded the construction of this facility as well as provided for capital maintenance costs designated for large capital expenditures related to building maintenance. ​. ​This amended project and financing plan includes funding to provide for the operations and capital maintenance of Southlake Town Hall, including future renovations necessary to accommodate staffing changes and ensure compliance with the Americans with Disabilities Act, as well as to provide for a sustainable facility. ​Operations and Maintenance ​ ​ ​ 25 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 1: Estimated Project Costs of the Zone, including administrative expenses Element 2: A statement listing the kind, number and location of all proposed public works or public improvements in the zone ​Infrastructure and Asset Maintenance ​$15,595,778 ​Public infrastructure and assets within the Zone include sidewalks, streets, water / wastewater facilities, storm water facilities, signage, parking garages, and light poles. This plan includes funding necessary to maintain these assets. ​Public Space Maintenance ​$17,521,305 ​Public spaces within the zone include streets, parking garages, and sidewalks. In fact, about 30% of the Zone is designated as public Right-of-Way (ROW). These areas require regular maintenance such as power washing, sweeping, porter services for public trash cans, landscaping, painting, and general repairs. This element of the plan provides funding for ongoing maintenance of these public spaces. ​. ​Park Maintenance ​$4,084,863 ​There are currently five parks that are publicly maintained and located in Southlake Town Square: Rustin Park; Family Park; Summit Park; Frank Edgar Cornish, IV Park; and McPherson Park. This plan includes funding for the ongoing maintenance of these parks which includes not only landscaping but hardscape like benches and infrastructure elements such as fountains and ponds. ​Operations and Maintenance 26 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 3: Economic Feasibility Study Element 4: The estimated amount of bonded indebtedness to be incurred Element 5: The time when related costs or monetary obligations are to be incurred . ​The fiscal impact of phased development is outlined in the Tax Increment Reinvestment Zone Analysis (Exhibit B). Not reflected in this analysis is the anticipated sales tax and personal property tax revenue which would be in addition to the real property tax. These revenue streams would not be designated to be used specifically in the zone. ​. ​Debt issuance is not anticipated as an element of this plan. Expenses will be budgeted annually as needed, in alignment with identified expenditures within the project and financing plan. ​Please refer to Exhibit C for details on planned expenditures. 27 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 6: A description of the methods of financing all estimated project costs and the expected sources of revenue to finance or pay project costs, including the percentage of tax increment to be derived from the property taxes of each taxing unit on real property in the zone ​Project costs will be paid for through use of tax increment funds received. ​The revenue source will be the real property taxes captured by the TIRZ. ​For the Amended Financial Plan, the City of Southlake is illustrated as participating at 100% and Carroll Independent School District is shown as participating at 100%. Other taxing entities such as Tarrant County, Tarrant County Junior College District and Tarrant County Hospital District are illustrated as participating at 0% in the TIRZ. ​The Carroll Independent School District is participating in the TIF with 100% of its M&O rate in the TIF district. ​The TIRZ, active through the City, will make annual payments to the School District in an amount necessary to offset any negative financial impact on the School District, as a result of its participation in the TIF, relating to State funds that would otherwise be received by the School District under school finance legislation or relating to amounts that must be paid or contributed by the School District under school finance law. 28 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 7: The current total appraised value of taxable real property in the zone ​The total appraised value of the taxable real property in the zone, using the 1997 base year values provided by the Tarrant Appraisal District, is $32,123,017. ​The taxable value of those same properties is $23,475,366, after deducting a total of $8,647,651 for agricultural deferrals and tax exempt properties. This is the base year value established for the zone. ​When this plan was amended in 1999, the total appraised value of the taxable real property in the zone provided by the Tarrant Appraisal District was $54,949,664. The 1999 taxable value of those same properties was $54,874,664, after deducting a total of $75,000 for agricultural deferrals and tax exempt properties. ​In 2018, the total appraised value of the taxable real property in the zone provided by the Tarrant Appraisal District is $539,576,789. The 2018 taxable value of those same properties is $ 528,026,644, after deducting a total of $11,550,145 for agricultural deferrals and tax exempt properties. ​A listing of existing properties is included in Exhibit D. 29 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 8: The estimated captured appraised value of the zone during each year of its existence ​The estimated appraised value of the improvements in the zone per year is listed in the following table. The estimated value of the zone assumes an annual growth in the appraised value of 6%. This is less than the historic double-digit average annual growth in assessed values in the initial 20 year term of the district. Fiscal Year Incremental Taxable Assessed Valuation Fiscal Year Incremental Taxable Assessed Valuation 2019 $504,551,278 2029 $896,773,204 2020 $534,308,355 2030 $950,063,596 2021 $565,850,856 2031 $1,006,551,412 2022 $599,285,907 2032 $1,066,428,497 2023 $634,727,062 2033 $1,129,898,206 2024 $672,294,685 2034 $1,197,176,099 2025 $712,116,367 2035 $1,268,490,665 2026 $754,327,349 2036 $1,344,084,104 2027 $799,070,990 2037 $1,424,213,151 2028 $846,499,249 2038 $1,509,149,940 30 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Southlake TIRZ #1 Amended Financing Plan Element 9: The duration of the zone ​The zone was created in September 1997, with an effective date of January 1, 1998. The zone was set to exist for 20 years with an expiration date set at either December 31, 2018, or the date when all project costs were paid and all debt was retired, whichever came first. ​This amended plan extends the life of the zone for an additional 20 years with termination of the zone set at either December 31, 2038, or the date when all project costs are paid, whichever comes first. Exhibits Exhibit A: Legal Description and Map of The Reinvestment Zone Exhibit B: Tax Increment Reinvestment Zone Analysis Exhibit C: Proposed Project Costs Exhibit D: Listing of Properties Exhibit E: Public Notice of a Public Hearing Exhibit F: Town Square Concept Plan 31 32 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit A-1: Map of The Reinvestment Zone 33 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit A-2: Legal Description of The Reinvestment Zone ​Beginning at the intersection of the south right-of-way line of F.M. 1709 (Southlake Boulevard) and the projection of the west right-of-way line of Carroll Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition) ​THENCE NORTH, along the west right-of-way of Carroll Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition} to the intersection of the said west right-of-way line of Carroll Avenue and the south right-of-way of State Highway 114 (Northwest Parkway) (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition); ​THENCE NORTH, along the west right-of-way of the intersection of State Highway 114 (Northwest Parkway) and Carroll Avenue (said right-of-way being the west right-of-way after right-of-way acquisition is complete for the construction of State Highway 114 improvements) to the intersection of the north right-of-way of State Highway 114 (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition) and the west right-of-way of Carroll Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition); ​THENCE EAST, along the north right-of-way of State Highway 114 (Northwest Parkway) (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition) continuing to the intersection of the east right-of-way line of Kimball Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition): ​THENCE SOUTH, along the east right-of-way of State Highway 114 (Northwest Parkway) (SJ.id right-of-way being the east right-of-way after right-of-way acquisition is complete for the construction of State Highway 114 improvements) to the intersection of the south right-of-way of State Highway 114 (said right- of-way being either the existing or what becomes future right-of-way after future right-of way acquisition), and the east right-of-way of Kimball Avenue (said right--of-way being either the existing or what becomes future right-of-way after future right-of way acquisition); ​THENCE SOUTH, continuing along the east right-of-way of Kimball Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition) to the intersection of the south right-of-way of Crooked Lane and the said east right-of-way of Kimball Avenue; 34 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit A-2: Legal Description of The Reinvestment Zone ​THENCE continuing in a southeasterly direction in a curve to the left along the east right-of way of Kimball Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right- of-way acquisition) to the intersection of the east right-of-way of Kimball Avenue and the west property line of Tract 1 of the C.B. McDonald Survey (Abstract 1013); ​THENCE NORTH, along the west property line of said Tract 1 to the intersection of the west line of Tract 1 and the southeast corner of Tract 3 of the C.B. McDonald Survey (Abstract 1013); ​THENCE WEST, along the south property line of said Tract 1 to the southwest corner of said Tract 3; ​THENCE NORTH, along the west property line of said Tract 3 to the southeast corner of said Tract 3B3; ​THENCE WEST, along the south property line of said Tract 3B3 to the southwest corner of said Tract 3B3; ​THENCE NORTH, along the west property line of said Tract 3B3 to the northwest corner of said Tract 3B3; ​THENCE EAST, along the north property line of said Tract 3B3 to the northwest corner of said Tract 3; ​THENCE EAST, along the north property line of said Tract 3 to the northwest corner of said Tract 1; ​THENCE EAST, along the north property line of said Tract 1 to the northeast corner of said Tract 1, said point being in the city limit line of the City of Southlake; ​THENCE SOUTH, along said east property line of Tract 1 to a point being in the city limit line of the City of Southlake and being in the north right-of-way line of South Kimball Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition); ​THENCE continuing in a southeasterly direction in a curve to the right along the north right of-way of South Kimball Avenue (said right-of-way being either the existing of what becomes future right-of-way after future right-of-way acquisition) to the intersection of the east right-of-way of South Kimball Avenue and the south property line of Heritage Industrial Park, said point also being in the city limit line of the City of Southlake; 35 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit A-2: Legal Description of The Reinvestment Zone ​THENCE SOUTH, along the south property line of said Heritage Industrial Park to the intersection of the south line of Heritage Industrial Park and the south right-of way line of South Kimball Avenue; ​THENCE continuing in a northwesterly direction in a curve to the left along the west right-of-way of Kimball Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right- of-way acquisition) to a point in the east property line of Tract 1 of the C.B. McDonald Survey (Abstract 1013); ​THENCE SOUTH, along the said east property line of Tract 1 to the southeast corner of said Tract 1, said point being in the city limit line of the City of Southlake; ​THENCE continuing in a southwesterly direction along the south line of said Tract 1 to the southeast corner of Tract 1, said point being in the city limit line of the City of Southlake; ​THENCE NORTH, along the said west property line of Tract 1 to a point in the east property line of Green Meadow Addition and the south right-of-way line of South Kimball Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition); ​THENCE continuing in a northwesterly direction in a curve to the left along the right-of-way of Kimball Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right- of-way acquisition) to the intersection of the west right-of-way of Kimball Avenue and the south right-of- way of Crooked Lane and the said east right-of-way of Kimball Avenue; ​THENCE NORTH, along the west right-of-way of Kimball Avenue to the southeast corner of Tract 3A of the John A. Freeman Survey (Abstract 529); ​THENCE WEST, along the south property line of said Tract 3A to the southwest corner of said Tract 3A; ​THENCE NORTH, along the said west property line of Tract 3A to the southwest corner of Tract 1 of the John A. Freeman Survey (Abstract 529); 36 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit A-2: Legal Description of The Reinvestment Zone ​THENCE NORTH, along the said west property line of Tract 1 to the southwest corner of Tract 1B of the John A. Freeman Survey (Abstract529); ​THENCE NORTH, along the said west property line of Tract 1B to the southwest corner of Tract 1C of the John A. Freeman Survey (Abstract 529); ​THENCE NORTH, along the said west property line of Tract IC to the northwest corner of Tract 1C of the John A. Freeman Survey (Abstract 529); ​THENCE EAST, along the said north property line of Tract 1C to the northeast corner of Tract 1C of the John A. Freeman Survey (Abstract 529), said point being in the west right-of-way of South Kimball Avenue; ​THENCE NORTH, along the said west right-of-way line of South Kimball Avenue to the intersection of the west right-of-way of South Kimball Avenue and the south right-of-way of F.M. 1709 (Southlake Boulevard); ​THENCE WEST, along the south right-of-way of F.M. 1709 (Southlake Boulevard) to the projection of the intersection of the west right-of-way of Carroll Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition) and south right-of-way of F.M. 1709 (Southlake Boulevard); ​THENCE SOUTH, Along the east right-of-way of South Carroll Avenue to the intersection of the east right- of-way of Carroll Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition) and the north right-of-way of East Continental Boulevard; ​THENCE SOUTH, across East Continental Boulevard to the intersection of the south right-of-way line of East Continental Boulevard and the east right-of-way of Brumlow Avenue; ​THENCE SOUTH, along the east right-of-way line of Brumlow Avenue to the intersection of the east right- of-way line of Brumlow Avenue and the south line of the Brumlow Industrial Addition, said point also being in the city limit line of the City of Southlake; 37 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit A-2: Legal Description of The Reinvestment Zone ​THENCE SOUTH, along the south property line of said Brumlow Industrial Addition to the intersection of the south line of said Brumlow Industrial Addition and the west right-of-way line of Brumlow Avenue; ​THENCE NORTH, along the west right-of-way line Brumlow Avenue to the intersection of the west right- of-way line of Brumlow Avenue and the south right-of-way line of East Continental Avenue; ​THENCE WEST, along the south line of East Continental Avenue to the intersection of the west right-of-way line of South Carroll Avenue and the south right-of-way line of East Continental Avenue; ​THENCE NORTH, along the west right-of-way line South Carroll Avenue to the intersection of the west right-of-way line of South Carroll Avenue and the south right-of-way of F.M. 1709 (Southlake Boulevard); ​THENCE WEST, along the south right-of-way of F.M. 1709 (Southlake Boulevard) to the projection of the intersection of the west right-of-way of Carroll Avenue (said right-of-way being either the existing or what becomes future right-of-way after future right-of-way acquisition) and south right-of-way of F.M. 1709 (Southlake Boulevard) to the POINT OF BEGINNING, containing 408 acres, more or less. 38 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit B: Tax Increment Reinvestment Zone Analysis 39 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit B: Tax Increment Reinvestment Zone Analysis 40 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit B: Tax Increment Reinvestment Zone Analysis 41 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit B: Tax Increment Reinvestment Zone Analysis 42 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit C: Proposed Project Costs 43 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit D: Listing of Southlake TIRZ #1 Properties 44 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit D: Listing of Southlake TIRZ #1 Properties 45 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit D: Listing of Southlake TIRZ #1 Properties 46 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit D: Listing of Southlake TIRZ #1 Properties 47 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit D: Listing of Southlake TIRZ #1 Properties 48 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit D: Listing of Southlake TIRZ #1 Properties 49 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit D: Listing of Southlake TIRZ #1 Properties 50 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit E: Public Notice ​In addition to the public hearing notification advertised in the Fort Worth Star Telegram shown below, notification letters were also sent to all property owners of record within the Zone. 51 | Southlake TIRZ #1 2018 Amended Project and Financing Plan Exhibit F: Town Square Concept Plan CITY OF SOUTHLAKE TAX INCREMENT REINVESTMENT ZONE #1 AMENDED PROJECT AND FINANCING PLAN AUGUST 7, 2018 ​Updated by: Alison Ortowski Assistant City Manager ​Sharen Jackson Chief Financial Officer