12-10-2018 (WEDC) Minutes mutes
Wylie Economic Development Corporation
Board of Directors Meeting
Monday, December 10, 2018 —6:30 A.M.
WEDC Offices—Conference Room
250 South Highway 78 —Wylie, Texas
CALL TOO ' PER
Announce the presence of a S uorum
President Bryan Brokaw called the meeting to order at 6:34 a.m. Board Members present were
John Yeager, Marvin Fuller and Todd Wintters.
Ex-officio members Mayor Eric Hogue and City Manager Mindy Manson were present.
WEDC staff present was Executive Director Sam Satterwhite, Assistant Director Jason Greiner,
and Senior Assistant Angel Wygant.
INVOCATION & PLEDGE OF ALLEGIANCE
Board Member Wintters gave an invocation and led the Pledge of Allegiance.
President Bryan Brokaw recessed into Executive Session.
EXECUTIVE SESSION
Recess into Closed Session at 6:36 a.m. in compliance with Section 551.001, et. seq. Texas
Government Code, to wit:
Section 551.072 (Real Estate) of the Local Government Code, Vernon's Texas Code Annotated
(Open Meetings Act). Consider the sale or acquisition of properties located at:
• State Highway 78 & 5th Street
• Birmingham& 78
Section 551.087 (Economic Development) of the Local Government Code, Vernon's Texas Code
Annotated(Open Meetings Act). Deliberation regarding commercial or financial information that
the WEDC has received from a business prospect and to discuss the offer of incentives for:
• Project 2018-101)
Mayor Hogue left the meeting at 7:08 a.m.
City Manager Manson left the meeting at 7:14 a.m.
RECONVENE INTO OPEN MEETING
The WEDC Board of Directors reconvened into open session at 7:17 a.m. and moved to Citizen
Participation.
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December 10, 2018
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CITIZEN PARTICIPATION
With no citizen participation, President Brokaw moved to Action Items.
ACTION ITEMS
ITEM NO. 1—Consider and act upon approval of the December 4,2018 Minutes of the Wylie
Economic Development Corporation (WEDC) Board of Directors Meeting.
MOTION: A motion was made by Marvin Fuller and seconded by John Yeager to
approve the December 4,2018 Minutes of the Wylie Economic Development
Corporation. The WEDC Board voted 4—FOR and 0 —AGAINST in favor
of the motion.
ITEM NO. 2 — Consider and act upon approval of the November 2018 WEDC Treasurers
Report.
Sales Tax receipts for the month of December had not yet been updated by the Comptroller's
Office. Staff agreed to forward this report to the Board once the data has been released.
MOTION: A motion was made by Todd Wintters and seconded by John Yeager to
approve the November 2018 Treasurer's Report for the Wylie Economic
Development Corporation. The WEDC Board voted 4 — FOR and 0 —
AGAINST in favor of the motion.
Prior to consideration of Items 3 and 4,Board Member Fuller indicated that McClure Partners had
contacted Inwood National Bank regarding funding for these projects. Therefore, to avoid any
potential conflict of interest,he would abstain from discussion of and voting on these items. Board
Member Fuller left the meeting at 7:23 a.m.
ITEM NO. 3 — Consider and act upon issues surrounding a Real Estate Sales Contract
between the WEDC and the Rocking M,L.L.C. (McClure Partners).
Staff reviewed a Real Estate Sales Contract between the WEDC and The Rocking M, LLC which
is the legal entity created by the McClure family to own the proposed office building. The WEDC
purchased the+0.26-acre tract on Jackson Street from the McMillan family in 2017 for $89,500,
which included $14,000 for the demolition of the family home which existed on the lot to
complement its holdings on Jackson Street.
The Contract identifies a 30-day due diligence period and a 7-day close with the Purchaser having
the opportunity to extend the due diligence period for one, 30-day period.
Under Article XI, should Purchaser fail to obtain a building permit from the City of Wylie for the
contemplated office project by April 1, 2019. the WEDC shall have the right to repurchase the
property back from the Purchaser for an amount equal to the purchase price.
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December 10, 2018
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MOTION: A motion was made by Todd Wintters and seconded by John Yeager to
approve a Real Estate Sales Contract between the WEDC and the Rocking M,
LLC and further authorize WEDC President Brokaw to execute all
documentation necessary to effectuate the transaction. The WEDC Board
voted 3 —FOR and 0—AGAINST in favor of the motion.
ITEM NO.4—Consider and act upon issues surrounding a Performance Agreement between
the WEDC and the Rocking M, L.L.C. (McClure Partners).
Staff presented a Performance Agreement between the WEDC and The Rocking M, LLC. As an
accompaniment to the previous Purchase and Sale Agreement, the WEDC is committing to fund
an $89,500 reimbursement incentive should The Rocking M construct the contemplated office
project as evidenced by the issuance of a building permit by April 1, 2019 and a certificate of
occupancy issued by April 1, 2020. Company must also provide documentation supporting
construction costs of not less than$300,000.
MOTION: A motion was made by Todd Wintters and seconded by John Yeager to
approve a Performance Agreement between the WEDC and the Rocking M,
LLC and further authorize the WEDC Executive Director to execute the
Agreement. The WEDC Board voted 3 —FOR and 0—AGAINST in favor of
the motion.
Board Member Fuller rejoined the meeting at 7:27 a.m.
ITEM NO. 5 — Consider and act upon WEDC Resolution No. 2018-01 (R) approving a
Project, a Loan from The American National Bank of Texas, the expenditure of funds, and
enacting other provisions relating to the subject, further authorizing WEDC President
Brokaw and Secretary Yeager to execute all documents relating to said Loan.
Staff reviewed Resolution and Loan Documents authorizing the WEDC to borrow an amount not
to exceed $4,500,000 from The American National Bank of Texas. The term of the loan is sixty
(60) months at a 5.25% interest rate with a ten (10) year amortization. The first seven (7) months
of the loan require interest only payments with the balance of the term being principal and interest
payments. The loan is to be secured by a pledge of the Corporation's sales tax receipts as collateral
for the debt.
The Loan proceeds will be utilized to purchase several contiguous properties within the City of
Wylie under separate closings as part of a master-planned redevelopment effort pursuant to
Chapter 501 of the Texas Local Government Code, as amended. Staff has committed to make a
public presentation to Council detailing project specifics within the next 45 days.
On December 11, 2018 the Wylie City Council will be presented with a Resolution approving the
attached WEDC Resolution authorizing the WEDC to enter into a Loan with The American
National Bank in the amount of$4,500,000. While staff has been communicating project specifics
with Council since July 2018, should the City Council not approve the Resolution,the WEDC will
not be moving forward with multiple acquisitions.
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December 10, 2018
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Board Member Wintters pointed out that the language in the loan documents requires 6 months
interest only payments rather than 7. Staff will clarify with American National Bank whether the
term is 6 or 7 months.
Board Member Fuller inquired about the liquidity requirements and staff indicated that this
requirement had been reviewed with ANB and the WEDC was in compliance.
MOTION: A motion was made by John Yeager and seconded by Todd Wintters to
approve Project, a Loan from The American National Bank of Texas in the
amount of $4.5000,000, the expenditure of funds, and enacting other
provisions relating to the subject, further authorizing WEDC President
Brokaw and Secretary Yeager to execute all documents relating to said Loan.
The WEDC Board voted 4—FOR and 0—AGAINST in favor of the motion.
ITEM NO. 6—Consider and act upon authorizing the WEDC Executive Director to execute
an Assignment of Contract for the purchase of property located in Collin County, Texas
which is further described as Railroad Addition,Block 4,Lot 9 and Lot 10,Wylie,Texas and
further authorize WEDC President Brokaw to execute all documentation necessary to
effectuate the transaction as prescribed within the terms of the Commercial Contract for
Sale, all subject to Wylie City Council approval of WEDC Resolution No. 2018-01 (R).
As part of a WEDC property assemblage and master-planned redevelopment effort, and as
contemplated and funded via WEDC Resolution No. 2018-01 (R), staff informed the Board that
the WEDC plans to execute an assignment of Contract for the above referenced property under the
below terms:
Purchase price $145,000
Area 16,292 square feet
Improvements No
Due Diligence Expires 1-15-19
Closing 2-15-19
Staff anticipates having the contract assigned the week of December 10th and closing in January
subject to receipt of a survey, issuance and evaluation of the title policy, and Wylie City Council
approval of WEDC Resolution No. 2018-01 (R).
MOTION: A motion was made by Marvin Fuller and seconded by Todd Wintters to
authorize the WEDC Executive Director to execute an Assignment of
Contract for the purchase of property located in Collin County, Texas which
is further described as Railroad Addition, Block 4, Lot 9 and Lot 10, Wylie,
Texas for the purchase price of $145,000 and further authorize WEDC
President Brokaw to execute all documentation necessary to effectuate the
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December 10, 2018
Page 5 of 9
transaction as prescribed within the terms of the Commercial Contract for
Sale, all subject to Wylie City Council approval of WEDC Resolution No.
2018-01 (R). The WEDC Board voted 4 —FOR and 0— AGAINST in favor
of the motion.
ITEM NO. 7—Consider and act upon authorizing the WEDC Executive Director to execute
an Assignment of Contract for the purchase of property located in Collin County, Texas
which is further described as Railroad Addition, Block 2, Lot 4b and Lot 5b, Wylie, Texas
as otherwise known as the West one-half of Lots 4 and 5, Block 2 of Railroad Addition, and
further authorize WEDC President Brokaw to execute all documentation necessary to
effectuate the transaction as prescribed within the terms of the Residential Contract, all
subject to Wylie City Council approval of WEDC Resolution No. 2018-01 (R).
As part of a WEDC property assemblage and master-planned redevelopment effort, and as
contemplated and funded via WEDC Resolution No. 2018-01 (R), staff informed the Board that
the WEDC plans to execute an assignment of Contract for the above referenced property under the
below terms:
Purchase price $175,000
Area 8,146 square feet
Improvements Yes—940 Square Feet SF
Due Diligence Expires 11-20-18
Closing 1-7-19
Staff anticipates having the contract assigned the week of December 10th and closing on or before
January 7, 2019, subject to Wylie City Council approval of WEDC Resolution No. 2018-01 (R).
MOTION: A motion was made by Marvin Fuller and seconded by Todd Wintters to
authorize the Executive Director to execute an Assignment of Contract for the
purchase of property located in Collin County, Texas which is further
described as Railroad Addition, Block 2, Lot 4b and Lot 5b, Wylie, Texas as
otherwise known as the West one-half of Lots 4 and 5, Block 2 of Railroad
Addition, for the purchase price of$175,000, and further authorize WEDC
President Brokaw to execute all documentation necessary to effectuate the
transaction as prescribed within the terms of the Residential Contract, all
subject to Wylie City Council approval of WEDC Resolution No. 2018-01
(R). The WEDC Board voted 4 — FOR and 0 — AGAINST in favor of the
motion.
ITEM NO. 8—Consider and act upon authorizing the WEDC Executive Director to execute
a Residential Contract to purchase a portion of Lots 4 and 5, Block 2 of Railroad Addition
to the City of Wylie, Collin County,Texas, according to the plat thereof recorded in Volume
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December 10, 2018
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1,Page 11 of the Map Records,Collin County,Texas and further authorize WEDC President
Brokaw to execute all documentation necessary to effectuate the transaction as prescribed
within the terms of the Agreement, all subject to Wylie City Council approval of WEDC
Resolution No. 2018-01 (R).
As part of a WEDC property assemblage and master-planned redevelopment effort, and as
contemplated and funded via WEDC Resolution No. 2018-01 (R), staff informed the Board that
the WEDC plans to execute a Residential Contract for the above referenced property under the
below terms:
Purchase Price $204,388.38
Area 8,146 square feet
Improvements Yes—680 Square Feet SF
Due Diligence Expires 12-14-18
Closing 12-17-18
Staff anticipates having the contract executed on December 12th and closing on December 17th,
subject to Wylie City Council approval of WEDC Resolution No. 2018-01 (R).
MOTION: A motion was made by John Yeager and seconded by Todd Winners to
authorize the Executive Director to execute a Residential Contract to purchase
a portion of Lots 4 and 5, Block 2 of Railroad Addition to the City of Wylie,
Collin County, Texas, according to the plat thereof recorded in Volume 1,
Page 11 of the Map Records, Collin County, Texas, for the purchase price of
$204,388.38, and further authorize WEDC President Brokaw to execute all
documentation necessary to effectuate the transaction as prescribed within the
terms of the Contract, all subject to Wylie City Council approval of WEDC
Resolution No. 2018-01 (R). The WEDC Board voted 4 — FOR and 0 —
AGAINST in favor of the motion.
ITEM NO. 9—Consider and act upon ratifying an Agreement of Purchase and Sale between
the WEDC and Karan Associates, LLC for the acquisition of a 2.3866-acre tract of land
situated in the Francisco Be LA Pina Survey, Abstract No. 686, and the J. Truett Survey,
Abstract No. 920, same being Lots 1-A-A and 1-A-B of City Lot 1-A, City of Wylie,Texas as
shown on the Revised Map recorded in Volume 1002, Page 194, Deed Records, Collin
County,Texas and further authorize WEDC President Brokaw to execute all documentation
necessary to effectuate the transaction as prescribed within the terms of the Agreement, all
subject to Wylie City Council approval of WEDC Resolution No. 2018-01 (R).
As part of a WEDC property assemblage and master-planned redevelopment effort, and as
contemplated and funded via WEDC Resolution No. 2018-01 (R), staff recommended that the
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December 10, 2018
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WEDC Board to ratify an Agreement of Purchase and Sale for the above referenced property under
the below terms:
Purchase Price $1,250,000
Area 2.3866 acres
Improvements Yes—24,000 Square Feet
Due Diligence Expires 12-19-18
Closing 12-28-18
Staff is awaiting confirmation from an environmental consultant which is evaluating internal
contaminants (asbestos) within the structure and a separate consultant evaluating soil samples.
Due dates for those results are 12-8-18 and 12-14-18 respectively. As well, staff anticipates that
the existing structure will be demolished at an estimated cost of $100,000. Again, all
recommendations are subject to Wylie City Council approval of WEDC Resolution No. 2018-01
(R).
MOTION: A motion was made by John Yeager and seconded by Marvin Fuller to Table
this item until the next available meeting of the WEDC Board of Directors.
The WEDC Board voted 4—FOR and 0—AGAINST in favor of the motion.
ITEM NO. 10—Consider and act upon authorizing the WEDC Executive Director to execute
an Assignment of Contract for the purchase of a tract of land situated in the J.Truitt Survey,
Abstract No. 920 and the F. De La Pina Survey, Abstract No. 688, City of Wylie, Collin
County,Texas and being all and part of City Lot 1-C,the City of Wylie,Collin County,Texas
according to the plat thereof recorded in Volume 1002, Page 194, Deed Records, Collin
County, Texas, and further authorize WEDC President Brokaw to execute all
documentation necessary to effectuate the transaction as prescribed within the terms of the
Residential Contract, all subject to Wylie City Council approval of WEDC Resolution No.
2018-01 (R).
As part of a WEDC property assemblage and master-planned redevelopment effort, and as
contemplated and funded via WEDC Resolution No. 2018-01 (R), staff asked the WEDC Board
to ratify an Agreement of Purchase and Sale for the above referenced property under the below
terms:
Purchase Price $6.84 psf
Area 2.13 - 2.599 acres
Improvements Yes—3,704 Square Feet
Due Diligence Expires 12-19-18
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December 10, 2018
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Closing 2-2-19
WEDC Counsel Randy Hullett is still evaluating abandoned City right-of-way impacting the
property which will determine whether the WEDC is purchasing approximately 2.13 acres or
approximately 2.599 acres. Should the final area be 2.13 acres, the contract has a floor of
$715,000. Should the area be 2.599 acres the purchase price will revert to $6.84 per square foot
or $774,486.40. Staff anticipates Mr. Hullett's final evaluation/discussions with the Title
Company will be on or about December 14th. Staff is also evaluating data recently received from
WEDC environmental consultants which may require a renegotiated purchase price to offset
potential enrollment in the TCEQ Voluntary Cleanup Program.
While there are still several'open' issues,staff requested approval of the assignment of the contract
in order to close under the worst-case scenario of accepting the property as-is and a maximum
purchase price of$774,486.40. Should the Board require more input pertaining the outcome of
the City right-of-way and environmental impacts, this item can be tabled, and staff can post a
Board Meeting for December 19th prior to the expiration of the due diligence period. Again, all
action subject to Wylie City Council approval of WEDC Resolution No. 2018-01 (R).
Board Member Wintters clarified that the price range being approved was based on the outcome
of the right-of-way property. Staff confirmed that was the case.
MOTION: A motion was made by Todd Wintters and seconded by John Yeager to
authorizing the WEDC Executive Director to execute an Assignment of
Contract for the purchase of a tract of land situated in the J. Truitt Survey,
Abstract No. 920 and the F. De La Pina Survey, Abstract No. 688, City of
Wylie, Collin County, Texas and being all and part of City Lot 1-C, the City
of Wylie, Collin County, Texas according to the plat thereof recorded in
Volume 1002, Page 194, Deed Records, Collin County, Texas, for the
purchase price of no less than $715,000 and no more than $774,486.40, and
further authorize WEDC President Brokaw to execute all documentation
necessary to effectuate the transaction as prescribed within the terms of the
Contract, all subject to Wylie City Council approval of WEDC Resolution
No. 2018-01 (R). The WEDC Board voted 4— FOR and 0 —AGAINST in
favor of the motion.
Mayor Hogue returned at 7:52 a.m.
DISCUSSION ITEMS
ITEM NO. 11 - Staff report: review issues surrounding WEDC Performance Agreement
Summary, Hotel Occupancy Tax, Environmental Activity Summary, Active Project
Summary, and Regional Housing Starts.
Staff updated the Board on WEDC projects and activities noting that year-over-year sales tax
receipts for the Woodbridge Crossing shopping center decreased 3.88% and Woodbridge Centre
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December 10, 2018
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experienced only a 6% increase over the same time period. Housing starts remained strong with
thirty-four new homes permitted in Wylie.
With the addition of a second hotel, Hotel Occupancy Tax receipts to the City of Wylie rose 114%
and 177% respectively for the months of August and September over last year's receipts.
ITEM NO. 12—Discussion of issues to be placed on a future WEDC Board Meeting agenda
(no substantial consideration/discussion allowed).
No Board Member requested any items to be placed on future Agendas.
ADJOU MENT
With no further business, President Brokaw adjourned the WEDC Board meeting at 7:57 a.m.
)
Brya rokaw, President
ATTEST:
Samuel Satterwhite, Director