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09-24-2019 (WEDC) Agenda Packet ECONOMIC DEVELOPMENT CORPORATION egular eeting Agenda September 24, 2019—7:30 A. , WEDC Offices—Conference Room 250 South Highway 78—Wylie, Texas Bryan Brokaw..... .. .......:, , ,....,, ....... . ......,.. ......... ..... ..,,,,.,,., ,,. . ......,.. ,....,Press ent Todd intters,.,., .... s,.., Vice President John Yeager Secretary Gino ulligi........... . .. ... . ....... ......... . Treasurer Chris Hoisted,City Manager.,...., ...w..... ....... . .. .... . Ex-Officio Member Samuel Satterwhite.......:. .......... ........ : ... .... . ......... . . .....a „ ....,......n... Executive Director In accordance with Section 551.042 of the Texas Government Code, this agenda has been posted at the Wylie Municipal Complex, distributed to the appropriate news media, and posted on the City Website: ww. yktxars.goy within the required time frame. CALL TO ' 1 ER Announce the presence of a Quorum. INVOCATION & PLEDGE OF ALLEGIANCE CE' CITIZEN PARTICIPATION Residents may address the WEDC Board regarding an item that is or is not listed on the agenda. Residents must provide their name and address. The WEDC Board requests that comments be limited to three (3) minutes. In addition, the WEDC Board is not allowed to converse, deliberate or take action on any matter presented during citizen participation. ACTION ITEMS I. Consider and act upon approval of the August 21, 2019 Minutes of the WEDC Board of Directors Meeting. IL Consider and act upon approval of the August 2019 WEDC Treasurer's Report. III. Consider and act upon a Second Amendment to Performance Agreement between the WEDC and Dank Real Estate, Ltd. IV. Consider and act upon a Performance Agreement between the WEDC and Cardinal Strategies. WEDC—Agenda September 24, 2019 Page 2 of 3 DISCUSSION ITEMS V. Staff report: review issues surrounding WEDC Performance Agreement Summary, Hotel Occupancy Tax, environmental activity summary, Brown & 78 redevelopment update, 544 Gateway redevelopment update, FM 544 waterline, drainage issues impacting WEDC property at FM 544 and Cooper, drainage improvements impacting WEDC property at State Highway 78 & Marble, infrastructure improvements impacting FM 544 Gateway property, and regional housing starts. VI. Discussion of issues to be placed on future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). EXECUTIVE SESSION If during the course of the meeting covered by this notice, the Wylie Economic Development Corporation(WEDC) should determine that a closed or executive meeting or session of the WEDC Board, or a consultation with the attorney for the City, should be held or is required, then such closed or executive meeting or session or consultation with attorney as authorized by the Texas Open Meetings Act, Texas Government Code§551.001 et. seq., will be held by the WEDC Board at the date, hour, and place given in this notice as the WEDC Board may conveniently meet in such closed or executive meeting or session or consult with the attorney for the City concerning any and all subjects and for any and all purposes permitted by the Act, including, but not limited to, the following sections and purposes: Texas Government Code Sections: §551.071 —Private consultation with an attorney for the City. §551.072—Discussing purchase, exchange, lease or value of real property. §551.074—Discussing personnel or to hear complaints against personnel. §551.087—Discussing certain economic development matters. §551.073—Discussing prospective gift or donation to the City. §551.076—Discussing deployment of security personnel or devices or security audit. 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 & F.M. 544 • State Highway 78 & Cooper • State Highway 78 & Ballard • State Highway 78 & 5th 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 2018-2a • Project 2019-5b WEDC—Agenda September 24, 2019 Page 3 of 3 • Project 2019-7a Section 551.074 (Personnel Matters) of the Local Government Code, Vernon's Texas Code Annotated(Open Meetings Act). Evaluation of WEDC Staff ' CONVENE INTO OPEN MEETIN G Take any action as a result from Executive Session ACTION ITEMS (cont'd) VII. Consider and act upon the Election of Officers for the WEDC Board of Directors. ADJOU`+i MENT CERTIFICATION I certij)that this Notice of Meeting was posted on this 20th day of September 2019 at 5:00 p.m. as required by law in accordance with Section 551.042 of the Texas Government Code and that the appropriate news media was contacted. As a courtesy, this agenda is also posted on the City of Wylie website: wtisrw.wylietexasnv, Stephanie Storm,City Secretary Date Notice Removed mutes Wylie Economic Development Corporation Board of Directors Meeting Wednesday, August 21, 2019—6:30 A.M. WEDC Offices—Conference Room 250 South Highway 78 —Wylie, Texas CALL TO 0 ' 1 ER Announce the presence of a Quorum President Bryan Brokaw called the meeting to order at 6:31 a.m. Board Members present were John Yeager, Todd Wintters, and Demond Dawkins. Ex-officio member Chris Hoisted, City Manager was present. WEDC staff present was Executive Director Sam Satterwhite, Assistant Director Jason Greiner, and Senior Assistant Angel Wygant. INVOCATION & PLEDGE OF ALLEGIANCE Board Member Dawkins gave the invocation and led the Pledge of Allegiance. CITIZEN PARTICIPATION With no citizen participation, President Brokaw moved to Action Items. ACTION ITEMS ITEM NO. 1 — Consider and act upon approval of the July 17, 2019 Minutes of the Wylie Economic Development Corporation (WEDC) Board of Directors Meeting. MOTION: A motion was made by Demond Dawkins and seconded by John Yeager to approve the July 17, 2019 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 July 2019 WEDC Treasurers Report. Staff reviewed the Treasurers Report and called the Board's attention to the following highlights: Sales Tax Receipts were $283,603, a 13.63% increase over 2018 receipts for the same period. To date, FY 2018-2019 Sales Tax receipts are up 14.93% over FY 2017-2018. WEDC—Minutes August 21, 2019 Page 2 of 5 During the month of July, the WEDC reimbursed sales tax receipts for Woodbridge Crossing and Clark Street development in the amount of$81,722,funded regional advertising to support Wylie's Bluegrass on Ballard event in the amount of$5,563, expended $6,476 for engineering associated with the 544 Waterline project and plans for the Hwy 78 & Brown property, purchased property located at 503 S. Ballard for $172,298, and obtained an access permit from KCS for the 544 Waterline project in the amount of$2,500. MOTION: A motion was made by John Yeager and seconded by Todd Wintters to approve the July 2019 Treasurer's Report for the Wylie Economic Development Corporation. The WEDC Board voted 4 — FOR and 0 — AGAINST in favor of the motion. President Brokaw moved to Item 5 on the Agenda to provide time for Board Member Mulliqi to arrive and provide input for Items 3 and 4. ITEM NO. 5 — Consider and act upon ratification of a Residential Contract between the WEDC and Greta Kreymer for the purchase of property located at 302 N. Second Street. Staff requested that the WEDC Board of Directors ratify a contract between the WEDC and Greta Kreymer for the purchase of property located at 302 N. Second Street. This property is adjacent to the properties previously acquired by the WEDC in the Brown & Highway 78 redevelopment area. MOTION: A motion was made by Demond Dawkins and seconded by John Yeager to ratify a contract between the WEDC and Greta Kreymer for the purchase of property located at 302 N. Second Street. The WEDC Board voted 4 —FOR and 0—AGAINST in favor of the motion. DISCUSSION ITEMS ITEM NO. 6 — Review issues surrounding WEDC Performance Agreement Summary, Hotel Occupancy Tax, environmental activity summary, Brown & 78 redevelopment update, 544 Gateway redevelopment update, The Rock Wood Fired Pizza, Water & Sewer/Thoroughfare Impact Fees,Ballard Street Parking Improvements, WEDC property located at Eubanks & Squire, Retail Live, active project summary, and regional housing starts. Staff updated the Board on WEDC projects and activities. Highlights include: Year-over-year sales tax receipts received in June for Woodbridge Crossing decreased 11.8% and Woodbridge Centre increased 23% over the same period. Staff reported that at the August 19, 2019 School Board Meeting the City of Wylie presented the WISD Board of Trustees with payment for 100% of the back taxes owed on the 544 Gateway property. City Council is eager to remove all liens associated with their 4.5 acres and place this property back on the tax rolls. The VCP process continues to move forward on this property and WEDC—Minutes August 21, 2019 Page 3 of 5 staff anticipates the site may be certified by TCEQ sometime between November 2019 and February 2020. Staff has been approached by a regional investment company which is in the process of acquiring The Rock. Staff understands that The Rock has been attempting to sell its DFW locations and that the Wylie store was pulled from the package due to the profitability of the store. Staff believes the investment group intends to continue leasing to The Rock which continues to have the highest alcohol sales of any restaurant in Wylie. New Housing starts remained strong with fifty-six new homes permitted in Wylie in July. Board Member Muliqi joined the meeting at 7:21 a.m. ACTION ITEMS ITEM NO. 3 — (Remove from Table) Consider and act upon the establishment of a Regular Meeting Date and Time for the WEDC Board of Directors for 2019-2020. MOTION: A motion was made by John Yeager and seconded by Demond Dawkins to Remove Item No. 3 from the Table. The WEDC Board voted 5 —FOR and 0 —AGAINST in favor of the motion. The Board opted to change the time of WEDC Board Meetings from 6:30 a.m. to 7:30 a.m. and keep the Regular Meeting date as the third Wednesday of each month. MOTION: A motion was made by Demond Dawkins and seconded by Gino Mulliqi to set the 2019-2020 Regular Meeting Date and Time for the WEDC Board of Directors as the 3111 Wednesday of each month at 7:30 a.m. The WEDC Board voted 5 —FOR and 0—AGAINST in favor of the motion. ITEM NO. 4—Consider and act upon a Performance Agreement between the WEDC and DCU. Staff reviewed the Performance Agreement and previous amendments to this agreement and explained Incentive No. 2 associated with the DCU Performance Agreement was due for consideration by the Board no later than 7-31-19. Within the Performance Measures staff explained there is a requirement for a minimum appraised value of property located at 2774 Capital Street within Regency Business Park. At the July 17, 2019 Board Meeting the Board granted a 30-day extension for consideration of this Incentive payment to allow time for the Central Appraisal District to clarify the appraisal valuation for this building. After discussion with the Central Appraisal District (CCCAD), it was determined that the value requirement was missed due primarily to the involvement of the owner who acted as General Contractor and personally oversaw the building process which resulted in significant savings in construction costs. Since year one appraised value is based upon the actual cost of construction WEDC—Minutes August 21, 2019 Page 4 of 5 (per the CCCAD),the appraised value performance measure of$1.2 mm cannot be met in the first year due in part to these cost savings. Not wanting to penalize a business owner for effectively reducing their cost of construction which results in the reduction in taxable value for the City in year one, staff recommended that the WEDC Board approve an amendment to the DCU Performance Agreement waiving the minimum valuation requirement for the first year only and reducing Incentive No. 2 from $12,500 to $10,645.77. The incentive reduction was recommended to match the reduced tax receipts on the lesser value. MOTION: A motion was made by Gino Mulliqi and seconded by Todd Winners to approve an amendment to the DCU Performance Agreement waiving the minimum valuation requirement for the first year only and reducing Incentive No. 2 to $10,645.77. The WEDC Board voted 5 — FOR and 0 —AGAINST in favor of the motion. DISCUSSION ITEMS ITEM NO. 7 — Discussion of issues to be placed on a future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). No Board Member requested that an item be placed on a future agenda. EXECUTIVE SESSION Recessed into Closed Session at 7:50 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 & Alanis • State Highway 78 & F.M. 544 • State Highway 78 & Cooper 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 2013-3a • Project 2019-6a • Project 2019-7a • Project 2019-8a WEDC—Minutes August 21, 2019 Page 5 of 5 Section 551.074 (Personnel Matters) of the Local Government Code, Vernon's Texas Code Annotated (Open Meetings Act). • Performance Evaluation of WEDC Staff Staff members Sam Satterwhite, Jason Greiner and Angel Wygant left the meeting at 8:49 a.m. and returned at 9:03 a.m. ' CONVENE INTO OPEN MEETING Take any action as a result from Executive Session The WEDC Board of Directors reconvened into open session at 9:03 a.m. and took the following action: Following the review of accomplishments and performance against objectives during Staff Performance Evaluation discussion in Executive Session,the following action was taken: MOTION: A motion was made by Todd Wintters and seconded by John Yeager to approve a 3% merit increase and a $10,000 performance bonus for the Executive Director and approve a merit increase and market adjustment for the Assistant Director increasing the annual salary to $90,000. The WEDC Board voted 5 —FOR and 0—AGAINST in favor of the motion. ADJOU' MENT With no further business, President Brokaw adjourned the WEDC Board meeting at 9:04 a.m. Bryan Brokaw, President ATTEST: Samuel Satterwhite, Executive Director ylie cono is evelop ent Corporation E 0 - ANDU TO: Sam Satterwhite, Executive Director FROM: Angel Wygant, Senior Assistant 2,,) SUBJECT: August 2019 Treasurer's Report DATE: September 10, 2019 Issue Consider and act upon approval of the August 2019 WEDC Treasurer's Report. Analysis Sales Tax Receipts for September came in at $243,048 representing an increase of 13.88% over 2018 receipts. With 2 months remaining in the Fiscal Year, Sales Tax receipts are 14.89% higher than 2018. In August the WEDC made the final payment on American National Bank Loan 88148481(Buchanan) and on September 2nd the final payment on American National Bank Loan 88158043 (K&M—Hobart) was made. From the Balance Sheet,page 1: Deposits - $2,000. This amount reflects a $2,000 deposit paid to Wylie Industrial Court for the current location of the WEDC office. Accounts Rec — Forgivable Loans - $140,000. This figure represents the loan made to Exco Extrusion Dies in the amount of$350,000. The first 3 loan payments were forgiven on February 24th of 2017, 2018 and 2019 respectively in accordance with the terms of the Performance Agreement. Assuming Exco remains in compliance, the remaining 2 loan payments will be forgiven in equal amounts of$70,000 on an annual basis effective February 24th. Deferred Outflows - $756,488.87. This is the total of incentive payments which are due in the future. A breakdown of these charges includes: Exco Extrusion Dies — $20,000, DCU - $31,988.80, DANK Real Estate - $83,000, Cross Development - $250,000, SCSD-Finnell - $175,000, Carrie Elle - $2,500, Rocking M - $89,500, Taylor& Son- $104,500. Balance Sheet,page 2: Deferred Inflow - $78,000. This figure represents the Exco Extrusion Dies forgivable loan which will be reduced by $39,000 annually over a 5-year period. The annual $39,000 amount represents one fifth of the $195,000 gain that would have occurred if the loan forgiveness were WEDC August 2019 Treasurers Report September 10, 2019 Page 2 of 2 not in place ($350,000 - $155,000 = $195,000). The first three payments of $39,000 were forgiven on February 2"d of 2017, 2018 and 2019 respectively, with two payments remaining. Revenue and Expense Report,page 2: Rental Income, — $6,435. Austin Said - $3,000, Richmond Hydromulch - $500, Trimark - $1,035, Wylie Northeast - $1,000, Helical Concepts - $400, Gallagher - $500. Revenue and Expense Report,page 3: Food Supplies - $203.73. WEDC Board Meeting Meals ($23.73), ICAN ($180.00). Incentives - $11,500. Patel Incentive (paid in full). Special Services — $36,795.27. Environmental — Kirby ($31,477.45), Environmental — Hwy 78 & Brown - $5,000, No Dumping Signs ($91.88), Water — Commerce ($68.44), Janitorial Svc ($157.50). Advertising - $8,140. Connection($1,500), Regional Advertising—Rodeo ($6,640). Community Development - $3,500. MGA Sponsor ($2,000), Wylie Pirate Athletics Sponsor ($300), Chamber Rodeo Sponsor($1,200). Travel & Training—$256.34. Business Meetings/Prospect Recruitment. Dues & Subscriptions - $4,241.24. Club Corp — July ($741.24), Woodbridge Annual Dues ($3,500). Audit & Legal - $1,730. Attorney Fees: Cross ($110), Environmental Review($1,620). Engineering& Architectural - $822.32. 544 Waterline ($322.32), KCS Survey ($500). Land - $5,100. Purchase of 302 N. 2"d (Kreymer) — Earnest Money ($5,000) and Option Fee ($100). Recommendation Staff recommends that the WEDC Board of Directors approve the August 2019 Treasurer's Report. Attachments August 2019 Treasurer's Report - Wylie Economic Development Corporation Statement of Net Position Asof August 31,ZO19 Assets Cash and cash equivalents $ 661'477.09 Receivables $ 140000.00 Note Inventories $ 11'696'750.14 Prepaid Items $ - Total Assets $ 12,498227.23 Deferred Outflows ofResources Pensions $ 101'121.55 . Total deferred outflows ofresources $ 1Ol'1Zl�55 � ~�~ Liabilities Accounts Payable and other current liabilities $ 11,545.54 Unearned Revenue $ 79'200.00 Note Non current liabilities: Due within one year $ 49'165.61 Note Due in more than one year $ 6'244066.09 Note ` Total Liabilities $ 6']D3'977.Z4 _ - Deferred Inflows mfResources Pensions $ (30'407.41)` " Total deferred inflows ofresources $ (30'407.41) Net Position Net investment in capital assets $ - Unrestricted $ 6'245'778.95 ' Total Net Position $ �aZ45'778.95 Note2: Includes incentives in the form offorgimble loans for$240,00 Wote2: Exco amortization;deposdsfmm rental property Nmme3: Liabilities due within one year includes compensated absences of$24'J37 Nhte4: Includes$3,50I499.58 draw-down nf the approved$4,5O0,00loonfom American National Bank osmƒAugust 32'2019 9-11-2019 04:22 PM CITY OF WYLIE PAGE: 1 BALANCE SHEET AS OF AUGUST 31ST, 2019 111-WYLIE ECONOMIC DEVEL CORP ACCOUNT# TITLE ASSETS 1000-101.1.0 CLAIM ON CASH AND CASH EQUIV. 659,477.09 1000-1.011.5 CASH - WEDC - INWOOD 0.00 1000-10135 ESCROW 0.00 1.000-10180 DEPOSITS 2,000.00 1000-10198 OTHER - MISC CLEARING 0.00 1000-➢0341 TFXPOOL 0.00 1000-10343 LOGIC 0.00 1000-10481 INTEREST RECEIVABLE 0.00 1000-11511 ACCTS REC - MISC° 0.00 1000-11.517 ACCTS REC - SALES TAX 0.00 1000-12810 LEASE PAYMENTS RECEIVABLE 0.00 1000-12950 LOAN PROCEEDS RECEIVABLE 0.00 1000-12996 LOAN RECEIVABLE 0.00 1000-12997 ACCTS REC - JTM TECH 0.00 1000-12998 ACCTS REC - FORGIVEABLE LOANS 140,000.00 L000-1411.2 INVENTORY - MATERIAL/ SUPPLY 0.00 1000-14116 INVENTORY - LAND & BUILDINGS 11,696,750.14 1000-14118 INVENTORY - BAYCO/ SANDEN BLVD 0.00 1000-14310 PREPAID EXPENSES - MISC 0.00 1000-14410 DEFERRED OUTFLOWS 767,988.87 13,266,216.10 TOTAL ASSETS 13,266,216.10 LIABILITIES 2000-20110 FEDERAL INCOME TAX PAYABLE 0.00 2000-20111 MEDICARE PAYABLE 0.00 2000-20112 CHILD SUPPORT PAYABLE 0.00 2000-20113 CREDIT UNION PAYABLE 0.00 2000-20114 IRS LEVY PAYABLE 0.00 2000-20115 NATIONWIDE DEFERRED COMP 0.00 2000-20116 HEALTH INSUR PAY-EMPLOYEE 0.77 2000-20117 TMRS PAYABLE 0.00 2000-20118 ROTH IRA PAYABLE 0.00 2000-201.19 WORKERS COMP PAYABLE 0.00 2000-20120 FICA PAYABLE 0.00 2000-20121 TEC PAYABLE 0.00 2000-20122 STUDENT LOAN LEVY PAYABLE 0.00 2000-201.23 ALIMONY PAYABLE 0.00 2000-20124 BANKRUPTCY PAYABLE 0.00 2000-20125 VALIC DEFERRED COMP 0.00 2000-20126 ICMA PAYABLE 0.00 2000-201.27 EMP. LEGAL SERVICES PAYABLE 0.00 2000-20130 FLEXIBLE SPENDING ACCOUNT 3,633.26 2000-20131 EDWARD JONES DEFERRED COMP 0.00 2000-20132 EMP CARE ELITE 12.00 2000-20151 ACCRUED WAGES PAYABLE 0.00 2000-20180 AUDIT EMPLOYEE INSLJR PAY 48.00 2000-20199 MISC PAYROLL PAYABLE 0.00 9-11-2019 04:22 PM CITY OF WYLIE PAGE: 2 BALANCE SHEET AS OF: AUGUST 31ST, 2019 111-WYLIE ECONOMIC DFVEL CORP ACCOUNT# TITLE 2000-20201 AP PENDING ,851.51 2000-20210 ACCOUNTS PAYABLE 0,00 2000-20530 PROPERTY TAXES PAYABLE 0.00 2000-20540 NOTES PAYABLE 767,988.87 2000-20810 DUE TO GENERAL FUND 0.00 2000-22270 DEFERRED INFLOW 78,000.00 2000-22275 DEF INFLOW - LEASE PRYNCIPAL 0..00 2000-22280 DEFERRED INFLOW - LEASE INT 0.00 2000-22915 RENTAL DEPOSITS 1.,200. 00 TOTAL. LIABILITIES 858,734.41 _ EQUITY ..... 3000-34110 FUND BALANCE - RESERVED 0.00 3000-34590 FUND BALANCE-UNRESERV/UNDESIG 9,729,021.76 TOTAL BEGINNING EQUITY 9,729,021.76 TOTAL REVENUE 5,724,165,11 TOTAL EXPENSES 3,045,705.18 REVENUE OVER/(UNDER) EXPENSES 2,678,459.93 TOTAL EQUITY & OVER/(UNDER) 12,407,481.69 TOTAL LIABILITIES, EQUITY 6 OVER/(UNDER) 13,266,21.6,10 9-11-2019 04:22 PM CITY OF WYLIE PAGE: 1 BALANCE SHEET AS OF: AUGUST 31ST, 2019 922-GEN LONG TERM DEBT (WEDC) ACCOUNT# TITLE ASSETS 1000-10312 GOVERNMENT NOTES 0,00 1000-18110 LOAN - WEDC 0,00 1000-18120 LOAN - BIRMINGHAM 0.00 1000-18210 AMOUNT TO BE PROVIDED 0.00 1000-18220 BIRMINGHAM LOAN 0-00 1000-19050 DEF OUTFLOW TMRS CONTRIBUTIONS 35,543,29 1000-19051 DEF OUTFLOW SDBF CONTRIBUTIONS 543,00 1000-19075 DEF OUTFLOW - INVESTMENT EXP 0,48 1000-19100 DEF OUTFLOW - ACT EXP/ASSUMP 65,034,78 1000-19125 (GAIN)/LOSS ON ASSUMPTION CHG( 30,407.41) 70,714.14 TOTAL ASSETS 70,714.14 LIABILITIES 2000-20310 COMPENSATED ABSENCES PAYABLE 81,193,87 2000-20311 COMP ABSENCES PAYABLE-CURRENT 14,237.00 2000-21410 ACCRUED INTEREST PAYABLE 3,991,77 2000-28205 WEDC LOANS/CURRENT 30,936.84 2000-28220 BIRMINGHAM LOAN 0,00 2000-28230 INWOOD LOAN 0.00 2000-28232 ANB LOAN/EDGE 0.00 2000-28233 ANB LOAN/PEDDICORD WHITE 0.00 2000-28234 AND LOAN/RANDACK HUGHES 0,00 2000-28235 ANB LOAN 0,00 2000-28236 AND CONSTRUCTION LOAN 0,00 2000-28237 ANB LOAN/ WOODBRIDGE PARKWAY 251,320.68 2000-28238 AND LOAN/BUCHANAN 0,00 2000-28239 ANB LOAN/JONES:HOBART PAYOFF 0.00 2000-28240 HUGHES LOAN 0.00 2000-28242 ANB LOAN/HWY 78:5TH ST REDEV 3,503,499,53 2000-28245 ANB LOAN/DALLAS WHIRLPOOL 2,000,000.00 2000-28247 JARRARD LOAN 230,437,84 2000-28250 CITY OF WYLIE LOAN 0.00 2000-28260 PRIME KUTS LOAN 0.00 2000-28270 BOWLAND/ANDERSON LOAN 0.00 2000-28280 CAPITAL ONE CAZAD LOAN 0,00 2000-28290 HOBART/COMMERCE LOAN 0,00 2000-29150 NET PENSION LIABILITY 171,108.17 2000-29151 SDBF LIABILITY 6,506.00 TOTAL LIABILITIES 6,293,231,70 9-11-2(119 04 26 PM CITY OF WYLIE PAGE: 1 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: AUGUST 31ST, 2019 111-WYLIE ECONOMIC DEVEL CORP FINANCIAL SUMMARY CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET % OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET REVENUE SUMMARY TAXES 2,600,000.00 283,602.93 0.00 2,143,889.20 0.00 456,110,80 82,46 INTERGOVERNMENTAL REV. 0.00 0.00 0,00 0.00 0.00 0.00 0,00 INTEREST INCOME 3,600,00 438.55 0.00 8,204,91 0.00 ( 4,694,91) 227.91 MISCELLANEOUS INCOME 1,675,166.00 6,435.00 0,00 68,571.47 0.00 1,606,594,53 4.09 OTHER FINANCING SOURCES 4 500 000 00 0.00 0.00 3,503,499.53 0.00 996,500,47 77.86 TOTAL REVENUES 8,778,766,00 290,476,48 0.00 5,724,165.11 0.00 3,054,600.89 65.20 EXPENDITURE SUMMARY DEVELOPMENT CORP-WEDC 9,871,23123 178,438,58 cAo 30045,705.18 19,951,13 6,806,174.82 31.05 TOTAL EXPENDITURES 9,871,731.13 178,438.58 0.00 3,045,705.18 19,851.13 6,806,174,82 31.05 REVENUE OVER/(UNDER) EXPENDITURES ( 1,092,965.13) 112,037,90 0,00 2,678,459,93 ( 19,851,13) ( 3,751,573.93) 243,25- 9-11-2019 04:26 PM CITY OF WYLIE PAGE;:: 2 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: AUGUST 31ST, 2019 111-WYLIE ECONOMIC DEVEL CORP REVENUES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET 1 OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET TAXES 4000-40150 REV IN LEIU OF TAXES 0.00 0,00 0.00 0.00 0.00 0.00 0,00 -_y .0__ 00 .00 0 0 3, 456,110,80�..._._.. 82_46. 4000-40210 SALES TAX 2 600 000 00 283t602.93 0 00 2 l43 889 20 0.00 R2.4 TOTAL TAXES 2,600,000.00 283,602.93 0.00 2,143,889.20 0.00 956,110.80 82.46 INTERGOVERNMENTAL REV.. 1000 4351.8 380 ECONOMIC AGREEMENTS 0.00 0.00 0.00 0.00 0.00 0.00 0.00 TOTAL INTERGOVERNMENTAL REV, 0.00 0.00 0.00 0.00 0.00 0.00 0.00 INTEREST INCOME 4000 46050CERTIFICATE OF iDEPOSIT 0.00 0.00 0.00 0.00 0,00 0.00 0.00 4000-46110 ALLOCATED INTEREST EARNINGS 3,600.00 438.55 0.00 8,204.91 0.:00 -( 4,604.91) 227.91 4000-46140 TEXPOOL INTEREST 0.00 0.00 0.00 0.00 0,.00 0,00 0.00 4000-46143 LOGIC INTEREST 0.00 0.00 0.00 0.00 0,00 0.00 0,00 4000-46150 INTEREST EARNINGS 0.00 0.00 0.00 0.00 0,00 0.00 0.00 4000-46160 LOAN REPAYMENT (PRINCIPAL) 0.00 0.00 0.00 0.00 0,00 0.00 0.00 4000-46210 BANK MONEY MARKET INTEREST 0.00 0.00 0.00 0.00 0.00 0.00 0.00 TOTAL INTEREST INCOME 3,600.00 438.55 00 0.00 8,709.91 0.00 ( 9,604.91) 227.91 MISCELLANEOUS INCOME 1000 48110 RENTAL INCOME 122,440.00 6,435.00 0.00 101,230.53 0.,.00 21,209.47 82.68 4000-48310 RECOVERY - PRIOR YEAR EXPEN 0.00 0.00 0.00 0.00 0,00 0.00 0.00 4000-48410 MISCELLANEOUS INCOME 0.00 0.00 0.00 0.00 0.;.00 0.00 0.00 4000-48430 GAIN/(LOSS) SALE OF CAP ASS 1,552,726.00 0.00 0.00 ( 32,659.06) 0„00 1,585,385.06 2.10- TOTAI, MISCELLANEOUS INCOME 1,615,166.00 6,435.00.-.. ---. :,..,a._,....w.. -�..,6... R..„. 1,,...606,594 5 ...„,.a409.-� 0.00 68,571.9'7 0.00 1,606,594.53 9.09 OTHER FINANCING SOURCES 4000-49160 TRANSFER FROM GENERAL FUND 0.00 0..00 0.00 0.00 0,00 0.00 0,00 4000-49325 BANK NOTE PROCEEDS 4,500,000.00 0,.00 0.00 3,503,499.53 0,00 996,500.47 77.86 4000-49550 LEASE PRINCIPAL PAYMENTS (0 0.00 0,00 0.00 0.00 0,00 0.00 0.00 4000-49600 INSURANCE RECOVERIES 0.00 0.00 0.00 0.00 0.00 0.00 _0.00 TOTAL OTHER FINANCING SOURCES 4,500,000.00 0.00 0.00 3,503,499.53 0.00 996,500.47 77.86 TOTAL REVENUES 8,778,766.00 290,476.48 0.00 5,724,165.11 0.00 3,054,600.89 65.20 9-11-2019 04:26 PM CITY OF WYLIE PAGE;. % REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: AUGUST 31ST, 2019 11.1-WYLIE ECONOMIC DEVEL CORP DEVELOPMENT CORP-WEDC DEPARTMENTAL EXPENDITURES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T--D BUDGET OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET PERSONNEL SERVICES 5611-51110 SALARIES 290,180.00 34,105.56 0.00 267,047.27 0.10 23,132.73 92.03 561.1-51130 OVERTIME 0.00 0.00 0.00 0.00 0.110 0.00 0.00 5611-51140 LONGEVITY PAY 1,452.63 0.00 0.00 1,444.00 0.10- 8.63 99.41 5611-51145 SICK LEAVE BUYBACK 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51160 CERTIFICATION INCENTIVE 0.00 0.00 0.00 0.00 0,00: 0.00 0.00 5611-51170 PARAMEDIC INCENTIVE 0.00 0.00 0.00 0.00 0.30 0.00 0.00 5611-51210 CAR ALLOWANCE 12,600.00 1,453.89 0.00 11,388.80 0„010' 1,211.20 90.39 5611-51220 PHONE ALLOWANCE 4,656.00 0.00 0.00 4,656.00 0.00 0.00 100.00 5611-51230 CLOTHING ALLOWANCE 0.00 0.00 0.00 0.00 0,00. 0.00 0.00 5611-51260 MOVING ALLOWANCE 0.00 0.00 0.00 0.00 0,901 0.00 0.00 5611-51310 TMRS 45,879.00 5,362.35 0.00 42,380.46 0,00; 3,498.54 92.37 5611-51410 HOSPITAL & LIFE INSURANCE 41,277.00 92.80 0.00 36,587.52 0.00 4,689.48 88.64 5611-51415 EXECUTIVE HEALTH PLAN 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51420 LONG-TERM DISABILITY 1,655.00 86.85 0.00 1,030.56 0,00 624.44 62.27 5611-51440 FICA 18,863.00 2,121.45 0.00 14,351.61 0.70` 4,511.39 76,08 5611-51450 MEDICARE 4,412.00 496.16 0.00 3,874.81 0.00 537,19 87.82 5611-51470 WORKERS COMP PREMIUM 396.00 0,00 0.00 302.39 0,00- 93.61 76.36 5611-51480 UNEMPLOYMENT COMP (TWC) 810.00 0.00 0.00 27.00 0,00 703.00 3.33 TOTAL PERSONNEL SERVICES 422,180.63 43,719.06 0.00 383,090.42 0.00 39,090.21 90.74 SUPPLIES 5611-52010 OFFICE SUPPLIES 5,300.00 0.00 0.00 3,091.05 0.00 2,208.95 58.32 5611-52040 POSTAGE & FREIGHT 890.00 0.00 0.00 101.50 0,00 788.50 11.40 5611-52130 TOOLS/ EQUIP (NON-CAPITAL) 1,099.00 0.00 0.00 1,098.41 0,.00 0.59 99.95 5611-52810 FOOD SUPPLIES 2,150.00 203.73 0.00 1,633.31 0.00 516.69 75.97 5611-52990 OTHER 0.00 0.00 0.00 0.00 0,00' 0.00 0.00 TOTAL SUPPLIES 9,439.00 203.73 0.00 5,924.27 0.00 3,514.73 62,76 MATERIALS FOR MAINTENANC 5611 54630 TOOLS & EQUIPMENT 0.00 0:00 0.00 0.00 0.00 0.00 0.00 567.1-54810 COMPUTER HARD/SOFTWARE 2,601.00 0.00 0..00 2,568.81 0.00 32.19 98.76 00 0.00 0.00 0.00 0.00 5,000.00 0.00 5611-54990 OTHER 5,000- TOTAL MATERIALS FOR MAINTENANC 7,601.00 0.00 0.00 2,568.81 0.00 5,032.19 33.80 CONTRACTUAL SERVICES 5611-56030 INCENTIVES 1,122,100.50 11,500.00 0,00 411,144.69 10,645.77 700,310.04 37.59 5611-56040 SPECIAL SERVICES 63.3,900.00 36,795.27 0„00' 572,161.40 0.00 61.,738.60 90.26 5611-56080 ADVERTISING 127,000.00 8,140.00 0.00 53,187.50 0.00 73,612:50 41,88 5611-56090 COMMUNITY DEVELOPMENT 68,100.00 3,500.00 0.00 40,918.20 0.00 27,181..80 60.09 5611-56110 COMMUNICATIONS 9,628.00 521.88 0.00 8,369.32 0.00 1,258.63 86.93 561.1-56180 RENTAL 29,328.00 2,444.00 0.00. 28,940.00 0.00 338.00 98.68 5611-56210 TRAVEL & TRAINING 55,425.00 256.34 0.00 33,248.45 0.00 22,17655 59.99 5611-56250 DUES & SUBSCRIPTIONS 30,610.00 7,541.24 0,1)) 24,496.18 0.00 6,113 82 80.03 5611-56310 INSURANCE 4,310,00 0.00 0,00 4,004.71 0.00 305.29 92.92 5611-56510 AUDIT & LEGAL SERVICES 39,000.00 1,730.00 0.01] 34,157.50 0.00 4,842.50 87.58 5611-56570 ENGINEERING/ARCHITECTURAL 30,000.00 822.32 0.00: 15,917.23 0.00 74,082,_77 53.06 Still 5&610 UTILITIES-ELECTRIC 2,400.00 323.63 0.00 3,116.31 0.00 (, 16:31) 129.05 TOTAL CONTRACTUAL SERVICES 2,151,801.50 73,574.68 0.00 1,229,661,49 10,645.77 911,494.24 57.64 9-11-2019 04.26 PM CITY OF WYLIE PAGE: 4. REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: AUGUST 31ST, 2019 111.-WYLIE ECONOMIC DEVEL CORP DEVELOPMENT CORP-WEDC DEPARTMENTAL EXPENDITURES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET % OF BUDGET PERIOD PO ADJUST, ACTUAL ENCUMBRANCE BALANCE BUDGET DEBT SERVICE & CAP. REPL 5611-57010 DEBT SERVICE 0,00 0.00 0,00 0,00 0.00 0,00 0,00 5611-57410 PRINCIPAL PAYMENT 1,628,051.00 31,526,97 0.00 823,526.19 9,173.76 795,351.05 51.15 5611-57415 INTEREST EXPENSE 343,898.00 24,314.14 0.00 205,119.93 31,60 138,746.47 59.65 5611-577ll BAD DEBT EXPENSE 0,00 0,00 0,00 0.00 0.00 0.00 0.00 TOTAL DEBT SERVICE & CAP, R.EP:L 1,971,949.00 55,841.11 0.00 1,028,646.12 9,205.36 934,097.52 52.63 CAPITAL OUTLAY 5611-58110 LAND-PURCHASE PRICE 4,800,000.00 5,100.00 0.09 3,959,210.14 0.00 840,789.86 82.48 5611-58120 DEVELOPMENT FEES 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-58150 LAND-BETTERMENTS 0.00 0.00 0„00 0.00 0.00 0.00 0.00 5611-58210 STREETS e ALLEYS 507,760.00 0.00 0.00 323,620.09 0,00 184,139.91 63.73 5611-58410 SANITARY SEWER 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-58810 COMPUTER HARD/SOFTWARE 0.00 0.00 0.00' 105.98 0.00 ( 105.98) 0.00 5611-58830 FURNITURE 6 FIXTURES 1,000.00 0.00 0.00 0,00 0,00 0.00 1,000.00 0,00 5611-58910 BUILDINGS 0,00 0.00 0.09 0.00 0,00 0.00 0.00 5611-58995 CONTRA CAPITAL OUTLAY 0.00 0.00 O.f0 ¢` 3,887,122.14) 0.00 3,887,122.19 0.00 TOTAL CAPITAL OUTLAY 5,308,760.00 5,100.00 0.00 395,814.07 0.00 4,912,945.93 7,46 OTHER FINANCING (USES) 5611-59111 TRANSFER TO GENERAL FUND 0.00 0.00 0,00 0.00 0.00 0.)0 0.00 5611-59190 TRANSFER TO THORUGHFARE IMP 0,00 0,00 0.00 0.00 0.00 0..00 0.00 5611-59430 TRANSFER TO CAPITAL PROJ FU 0.00 0.00 0.00 0.00 0.00 0,00 0,00 5611-59990 PROJECT ACCOUNTING 0.00 0,00 000 000 0.00 0.00- 0,00 TOTAL OTHER FINANCING (USES) 0,00 0,00 0.00 0.00 0.00 0.00 0.00 TOTAL DEVELOPMENT CORP-11EDC 9,871,731,13 178,438.58 0,00 3,045,705.18 19,851.13 6,806,174.82 31.05 TOTAL EXPENDITURES 9,871,731.13 178,438.58 0,00 3,045,705.18 19,851.13 6,806,174.82 31.05 REVENUE OVER (UNDER) EXPENDITURES ( 1,092,965.13) 112,037.90 0,00 2,678,459.93 ( 19,851.13) ( 3,751,573.93) 243.25- *** END OF REPORT "" 9-11-2019 4:28 PM DETAIL LISTING PAGE: 1 FUND : 111—WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: Aug-2019 THRU Aug-2019 DEPT : 611 DEVELOPMENT CORP—WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET --------DESCRIPTION------- VEND INV/JE # NOTE ----AMOUNT----- --BALANCE— 5611-52010 OFFICE SUPPLIES BEGINNING BALANCE 3,091,05 5611-52040 POSTAGE & FREIGHT BEGINNING BALANCE 101.50 561.1-521:30 TOOLS/ EQUIP (NON—CAPITA1,y BEGTNNING BALANCE 1,098.41 5611-52160 TOOLS/ EQUIP — $100—$999.99 BEGINNING BALANCE 0.00 ---------------- 5611-5281.0 FOOD SUPPLIES BEGINNING BALANCE 1,429,58 8/20/19 8/20 A50991 DDT: 000893 12369 WEDC HOARD MTG MEAL 000912 8277 AUG19 WYGANT 7.99 1,437,57 8/20/19 8/20 A50991 DFT: 000893 12369 WEDC BOARD MTG MEAL 000912 8277 AUG19 WYGANT 15.74 1,453,31 8/29/19 8/29 A51772 CHK: 105659 12650 SCAN LUNCHEON WEDC 000832 WYLIFEDC 180.00 1,633.31 7iUCt7ST ACTIVITY DB: 203.73 CR: 0.00 203.73 5 611-52 9 90 OTHER BEGINNING BALANCE 0.00 5611-54630 TOOLS & EQUIPMENT BEGINNING BALANCE 0.00 5611-54810 COMPUTER HARD/SOFTWARE BEGINNING BALANCE 2,568,81 5611-54990 OTHER BEGINNING BALANCE 0.00 5611-56030 INCENTIVES BEGINNING B A LAN C E 399,644.69 8/28/19 8/28 A51680 CHK: 105626 12620 PATEL INCENTIVE 1&2 OF 2 005378 SNCENT PAY #1 10,000,00 409,644.69 8/28/19 8/28 A51681 CHK: 105626 12620 PATEL INCENTIVE 1&2 OF 2 00537E SNCENT PAY #2 1,.500.00 411,144.69 ------ = au AUGUST ACTIVITY DB: 11,500.00 CR: 0.00 11,500.00 9-1.1.--2019 4:28 PM I[D E T A I L. LISTING PAGE; 2 FUND : 111-WYLIE :ECONOIMIC DEVIL CORP PERIOD TO USE: Aug-2019 THRU Aug-2019 DEPT ° 611. DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAM 4 REFERENCE PACKET-----DESCRIPTION--------DESCRIPTION-- VEND INV/'JE /3 NOTE -------AMOUNT-- -BALANCE 5611-56040'.. SPECIAL SERVICES BEGINNING BALANCE 535,366.13 8/02/19 8/02 A49452 CHIC: 105091 11878 TCEQ - KIRBY-APR19 WEDC 001320 VCP0045154 APR19 28,75 535,394.88 8/02/19 8/02 A49453 CHK: 105097 1.1.878 TCEQ - KIRBY-MAY19 WEDC 001320 VCP0045330MAY19 1,006.25 536,401.13 8/02/19 8/02 A49457 CUK: 105094 11878 HWY 78 & BROWN ENVIRONME 004991 1183WEDC 5,000.00 541,401.13 8/02/19 8/02 A49958 CHK: 105098 11.878 KIRBY - ENVIRONMENTAL 005252 B168S8BWEDC 9,166.73 550,567.86 8/02/19 8/02 A49459 CHK: 10509E 11878 KIRBY - ENVIRONMENTAL 005252 5175935WEDC 16,543.42 567,111.28 8/09/19 8/09 A50060 CHK: 105261 12063 JANITORIAL SERVICE 002330 49663 157.50 567,268,78 8/20/19 8/20 A50991. DFT: 000893 1.2369 SIGNS - NO DUMPING 000912 8277 AUG19 WYGANT 91.88 567,360,66 8/26/19 8/26 A5.1507 CHIC: 105592 12538 WATER - 605 COMMERCE 000101 126054100 WEDC 2 68,44 567,429,10 8/26/19 8/26 A51511 CFIK: 105594 12538 KIRBY ST-COW--VCP & MOD 005252 B165688 WEDC 4,732.30 572,161.40 AUGUST ACTIVITY DB: 36,79.5,21 CR: 0.00 36,795.21 5611-56080 ADVERTISING BEGINNING BALANCE 45,047.50 8/26/19 8i26 A51508 CHK 105595 12538 CONNECTION AUG/SEPT 000468 9679 1,500.00. 46,547.50 8/26/19 8/26 A51510 CHK: 105593 12538 REG, ADV - WYLIE RODEO 004885 234313 6,640.00 53,187.50 - - AUGUST ACTIVITY DB: 8,140.00 CR: 0.00 8,140.00 5611-56090 COMMUNITY DEVELOPMENT BEGINNING BALANCE 37,418.20 8/02/19 8/02 A49455 CFIK: 105096 11.878 MGA SPONSOR WEDC 004680 073019WEDC 2,000,00 39,418.20 8/09/19 8/09 A50059 CHK: 105262 12063 WYLIE PIRATE ATH SPONSOR 001164 071919 300.00 39,718.20 8/26/19 8/26 A51509 CHK: 105595 .12538 CHAMBER RODEO SPONSOR 00046E 9680 1,200.00 40,918.20 _• a�-P.�a.., AUGUST ACTIVITY DB: 3,500.00 CR: 0.00 3,500,00 5611-56110 COMMUNICATIONS BEGINNING BALANCE 7,847.44 8/16/19 8/16 A50657 CHK: 105389 12301 INTRNT BXS WEDC JL26-624 004568 2101577989 1L26-A 228,37 8,075.81 8/19/19 8/19 A50811 CHK: 105441 1233E TABLET SERVICE 001797 82249579907 JUL 1.9 113.97 8,189.78 8/19/19 8/19 A50960 PET: 000893 12358 TELEPHONE SERVICE 000912 8277 AUG19 SATTERW 179.54 8,369.32 AUGUST ACTIVITY DB: 521.88 CR: 0.00 52:1.88 561:1.--56180 RENTAL 9-1.1.-2019 4:28 PM DETAIL LISTING PAGE:: 3 FUND : 111—WYLIE ECONOMIC BEVEL CORP PERIOD TO USE: Aug-2019 THRU Aug-2019 DEPT : 611 DEVELOPMENT CORD—WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN 8 REFERENCE PACKET DESCRIPTION--- ----- VEND INV/JE # NOTE -----AMOUNT=— ===—BALANCE -__ B E G I N N I N G BALANCE 26,496.00 8/09/19 8/09 A50066 CHK: 105257 12063 COPIER RENTAL 003509 111069 194.00 26,690.00 8/19/19 8/19 A508.12 CHK: 105442 12338 OFFICE RENT AUG 19 003231 081619 WEDC 2,250.00 28,940,00 ,,-- w,,,,=,,/--- AUGUST ACTIVITY DB: 2,444,00 CR: 0.00 2,444.00 5611-56210 TRAVEL k TRAINING BEGINNING BALANCE 32,992,11 8/13/19 8/13 A50360 CHKt 105320 12177 TAXI—TCEQ JUL31 000.317 080519 TAXI,MEALS 40.84 33,032,95 2/13/19 8/13 A50360 CHK: 105320 12177 BUS MEALS AUGUST 1 000317 080519 TAXI,MEALS 24.17 33, 357,12 8/19/19 8/19 A50915 OCT: 000893 12350 BUSNOW CONF. REGISTRATIO 000912 8277 AUG19 GREINER 39.00 33,096.12 8/19/19 8/19 A50960 DFT: 000893 12358 BUS MTG/PROJ UPDATE 0(10912 8277 AUG19 SATTERW 30.85 33,..126.97 8/20/19 8/20 A50991 DFT: 000893 12369 BUS MTG—FIRE STATION 000912 8277 AUG19 WYGANT 39.45 33,166.42 8/28/19 8/28 A51722 CHK: 105636 12640 CLUB CORP EXPNS JULY 19 000317 073119 82.03 33,248,45 AUGUST ACTIVITY DR: 256.34 CR: 0.00 256.34 56.11-56220 PROFESSIONAL TRAINING BEGINNING BALANCE 0.00 5611-56250 DUES & SUBSCRIPTIONS BEGINNING BALANCE 16,954.94 8/02/19 8/02 A49451 CHKc 105100 11878 WDBG ANNUAL MEMB 000832 155 WEDC 3,500.00 20,454.94 8/28/19 8/28 A51722 CBE: 105636 12640 CLUB CORP EXPNS JULY 19 000317 073119 741.24 21,196.18 8/30/19 8/30 A51925 CHK: 105689 12712 SUBSCRPTON — REAL MSSWED 005001 2844 3,300,00 24,496,18 9R AUGUST ACTIVITY DB: 7,541.24 CR: 0,00 7,541,24 5611-56310 INSURANCE BEGINNING BALANCE 4,004,71 ------------------------------------------------------------------------------------------------------------------------------------ 5611-56510 AUDIT 6 LEGAL SERVICES BEGINNING BALANCE 32,427.50 8/02/19 8/02 A49448 CHK: 105091 11878 ATTY FEES—CROSS WEDC 000023 940272-0250M 110.00 32,537,50 8/02/19 8/02 A49456 CHK: 105095 11878 ENVIRON. REV — KIRBY 004947 33837WEDC 1,620.00 34,157.50 --- - A0OUST ACTIVITY DB: 1,730.00 CR: 0.00 1,730.00 9-11-2019 4:28 PM DETAIL LISTING PAGE: 4 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: Aug-2019 THRU Aug-2019 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 TURD 5611-58910 POST DATE TRAN # REFERENCE DACKET------DFSCRIPTION VEND INV/JE # NOTE --AMOUNT-- ----BALANCE-- 5611-56570 ENGINEERING/ARCHITECTURAL BEGINNING BALANCE 15,094.91 8/02/19 8/02 049450 CHK: 105092 11878 FM 544 WATRLN ENG WEDC 000325 15372-2018161WE0C 322.32 15,417,23 8/02/19 8/02 049454 CON: 105099 11878 SURVEY-KCS SURVEY 001540 2-43531,00WEDC 500,00 15,917.23 , ,,, AUGUST ACTIVITY DB: 822.32 CR: 0.00 822.32 -------------------------------------------------_---------------------------------------------------_-----------------------_--- 5611-56610 UTILITTES-ELECTRIC BEGINNING BALANCE 2,792.68 8/19/19 8/19 050860 CHK: 105443 12346 UTILITIES-ELECTRIC 003302 1013967441566 139.03 2,931,71 8/19/19 8/19 050861 CHK: 105413 12346 UTILITIES-ELECTRIC 003302 1046907092371 159.58 3,091.29 3/19/19 8/19 A50862 CHK: 105443 12346 1JTILITIES-GAS 003302 3029237066 WEDC 07 12,51 3,103.80 8/19/19 8/19 050863 CHK: 105443 12346 UTILITIES-GAS 003302 3029287066 WEDC 08 12,51 3,116.31 AUGUST ACTIVITY DB: 323,63 CR: 0.00 323,63 -----------------------------------------------------------------------------------------_----_----_---__--_----__-_-_--_--_____---_ 5611-57110 DEBT SERVICE BEGINNING BALANCE 0.00 5611-57410 PRINCIPAL PAYMENT BEGINNING BALANCE 791,999.22 8/02/19 8/02 B66326 Bnk Dft 080219 18975 JE31478 K&M PMT #47 JE# 031478 8,687,24 800,686.46 8/15/19 8/16 B66444 Bnk Oft 081519 19020 JE31552 WB PKWY PMT #60 JE# 031552 12,646,18 813,332.64 8/22/19 8/22 A51161 DFT: 000894 12439 ANB IN 88148481 PAYOFF 003207 88148431 AU19 WEDC 7,965.29 821,297,93 8/22/19 8/22 866545 Bnk DEL 082219 19040 JE31585 JARRARD PROP #32 JE# 031585 2,228.26 823,526.19 ------------- AUGUST ACTIVITY DB: 31,526,97 CR: 0.00 31,526.97 5611-57415 INTEREST EXPENSE BEGINNING BALANCE 180,805,79 8/02/19 8/02 B66326 Bilk Dft 080219 18975 JE31478 K&M PMT 447 JE# 031478 58,01 180,863.80 8/12/19 8/12 050213 OFT: 000886 12119 ANB - INT PMNT 88193982 003207 88193982 AUG19 15,838.74 196,702,54 8/15/19 8/16 866444 Bnk Dft 081519 19020 JE31552 WB PKWY ['MT 460 JE# 031552 621.75 197,324,29 8/22/19 0/22 051161 OFT 000894 12439 AND IN 88148481 PAYOFF 003207 88148481 01119 WEDC 25.86 197,350,15 8/22/19 8/22 866544 Bnk DEL 082219 19040 JE31584 DALLAS WHIRLPOOL PMT33 JE# 031584 6,888.89 204,239.04 8/22/19 8/22 066545 Dnk Dft 082219 19040 JE31585 JARRARD PROP 1132 JE# 031585 880.89 205,119,93 ___ AUGUST ACTIVITY DEi 24,314,14 CR: 0.00 24,314,14 9-11-2019 4:2€3 PM DETAIL LISTING PAGE: 5 FUND : 111-WYLIE ECONOMIC REVEL CORP PERIOD TO USE: Aug-2019 THRU Aug-2019 DEPT : 611 DEVELOPMENT O.ORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET===-----DESCRIPTION==----- VEND INV/JE # NOTE ====-AMOUNT=--- =-BALANCE,==== 5611-.5"7711 BAD DEBT EXPENSE BEGINNING BALANCE 0.00 5611-58110 LAND-PURCHASE PRICE BEGINNING BALANCE 3,954,110,14 8/27r19 8/27 A51566 CHK: 105600 12562 PURCH 302 N 2ND WY 1 082019 WEDC 100.00 3,954,210,14 8/27/19 8/27 A51554 CBE: 105606 12558 302 N. 2ND EARNEST MONEY 003164 O82019 WEDC 5,000.00 3,959,210,14 AUGUST ACTIVITY DB: 5,100.00 CR: 0,00 5,100.00 5611-Sd:9.2 DEVELOPMENT FEES BEGINNING BALANCE 0.00 S611-58150 LAND-BETTERMENTS BEGINNING BALANCE 0.00 .5611-58210 STREETS & ALLEYS BEGINNING BALANCE 323,620.09 5611-58110 SANITARY SEWER BEGINNING BALANCE 0.00 5611-5081.0 COMPUTER HARD/SOFTWARE BEGINNING BALANCE 105.90 5611-58830 FURNITURE & FIXTURES BEGINNING BALANCE 0,00 5611-50910 BUILDINGS BEGINNING BALANCE 0.O0 9-1.1-2019 4:29 PM DETAIL LISTING PAGE: 6 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: Aug-2019 THRU Aug-2019 DEPT 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-55910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION------- VEND INV/JE # NOTE _ ==AMOUNT ----- ------BALANCE==== 000 ERRORS IN THIS REPORTS *-*-*-*-*-*-*-*-*-*-•-'-`-* ** REPORT TOTALS ** --- DEBITS --- --- CREDITS --- BEGINNING BALANCES: 6,415,017,38 0.00 REPORTED ACTIVITY: 131,719.52 0.00 ENDING BALANCES: 6,549,736.90 0.00 TOTAL FUND ENDING BALANCE: 6,549,736,90 ' Wylie Economic Development Corporation Balance Sheet Sub Ledger August 31. 2O18 Notes Payable Date of Add'| draws Rate of Principal Purchase Pa./mnnt 'Beginning BaL to date Principal Interest Interest Balance August 1. 2O18 6.038.73212 ANBTX-8813OS7G vv000se|oGsPKxmr (#600fuu) 8/15M4 13.287.83 274.511.85 12.048.18 62175 2.61 201.865.87 AN BTX-88148481 auCHAmAm(w60ovm0) 8/13/14 7.331.85 7.965.29 7.865.39 25.86 3.77 0.00 AN0TX-881S8O43 m&M/*OsxnT(#47uf*u) 8/2/15 8.745.25 17.870.00 8.687.24 58.01 4.00 8.183.76 AN8lX-8O158357 oALLAaxvH|mLpomL(#muufeo) 11/23/16 varies 2.000.000.00 0.00 6.888.88 4.00 2.000`000.00 JARRARO GRAYS AUTO(#3u0p1uo) 12/1/18 3.108.15 234.902.72 2.228.26 880.89 4.50 232.674.48 ANBTX-88193982 Amo BROWN&ru(#morso)^ 12/12/18 varies 3.503.498.53 0.00 15.838.74 5.25 3.503.489.63 August 31. 2O19 ^ $31'�--97' ^ $24.314.14 $6.007.232.42 Wylie Economic Development Corporation Inventory Subledger August 31, 2019 Inventory-Land Date of Pur. Address Acreage improvements vements Cost Basis Sub-totals Cooper McMasters 7/12/05 709 Cooper 0.48 0 n/a $202,045 Heath 12/28/05 706 Cooper 0.46 $32,005 3,625 186,934 Perry 9/13/06 707 Cooper 0.49 0 Demo 200,224 Bowland/Anderson 10/9/07 Cooper Dr. 0.37 0 n/a 106,419 KCS 8/1/08 Cooper Dr. 0.41 0 n/a 60,208 Duel Products 9/7/12 704 Cooper Dr. 0.50 0 n/a 127,452 Randack 10/23/12 711-713 Cooper Dr. 1.09 217,500 8,880 400,334 Lot 2R3 7/24/14 Cooper Dr. 0.95 0 _ n/a 29,056 $1,312,672 , Industrial Ct. Ind Ct-Hwy 78 7/06 -4/16 Ind Ct-Hwy 78 1.45 0 n/a 924,486 Jarrard 12/22/16 201 Industrial Ct 0.29 32,893 3,900 300,493 1,224,979 Re enc Re enc Pk. 6/4/10 25 Steel Road 0.65 0 n/a 25,171 25,171 Commerce Hobart Investments 11/12/13 Commerce 1.60 0 n/a 156,820 Hobart 1/6/14 605 Commerce 1.07 396,263 20,000 386,380 Dallas Whirlpools 11/22/16 900-908 Kirby 4.79 128,925 9,000 2,182,080 2,725,280 Downtown Heath 3/17/14 104 N. Jackson 0.17 0 Demo 220,034 Udoh 2/12/14 109 Marble 0.17 0 n/a 70,330 Peddicord 12/12/14 100 W. Oak St 0.35 155,984 4,444 486,032 City Lot 12/12/14 108/110 Jackson 0.35 0 n/a Jones (K&M) 9/3/15 106 N. Birmingham 0.21 42,314 4,125 190,596 FBC Lot 6/15/16 111 N. Ballard St 0.20 0 n/a 150,964 FFA Village 1/7/18 102. N. Birmingham 0.17 35,390 910 99,804 1,217,760 Alanis White Property(Alanis) 12/12/14 Alanis 6.63 0 n/a 420,336 420,336 South Ballard Birmingham Trust 6/3/15 505-607 S. Ballard 1.12 0 n/a 409,390 Murphy 3/7/19 701 S. Ballard 0.20 115,724 1,312 172,487 Braley 7/22/19 503 S. Ballard 0.26 50,762 840 177,398 759,275 Squire Gallagher 3/14/18 Squire-lot 2-4 2.67 100,404 6,000 573,844 573,844 Brown &78 Turner 12/5/18 504 E. Brown 1.02 84,077 1,180 308,180 Wallace 12/18/18 502 E. Brown 0.19 24,637 680 204,775 Karan 12/28/18 300 E. Brown 2.39 0 0 1,250,391 O'Donald 1/7/19 410 E. Brown 0.19 64,421 940 177,044 Weatherford 2/12/19 303 Marble 2.17 0 0 757,488 Brothers JV 2/26/19 306 &308 N. 2nd Stn 0.38 0 n/a 145,923 Pulliam 2/27/19 300 N. 2nd Street 0.26 122,764 1,364 218,472 Swayze 4/18/19 208 N. 2nd Street 0.26 73,313 1,860 187,501 Swayze 5/9/19 204 N. 2nd Street 0.26 121,781 2,033 187,658 3,437,433 Total 34.19 $1,799,157 71,093 $11,696,750 $11,696,750 *A Journal entry was made by auditors to adjust the cost of the Hughes land by$4,638 79. This amount was for taxes owed and not part of land value. WEDC Leasehold Subledger Tenant Oct-18' Nov-18 Dec-18 Jan-19 Feb-19 Mar-19 rrr Apr-19 19 May Jun-19 Jul-19 20-Aug Sep-19 y Helical Concepts 1st 9/26/18 10/29/18 11/26/18 12/31/18V 1/24/19 3/1/19 3/25/19 4/24/19W 5/28/19 6/25/19 7/24/19 8/26/19 Wheels Unlimited 15th 10/17/18 11/5/18 12/15/18 1/15/19 2/18/19 3/18/19 4/12/19 5/15/19 6/17/19 7/19/19 8/26/19 9/16/19 Trimark Catastrophe 15th 10/8/18 11/8/18 12/11/18 1/2/19 2/10/19 3/4/19 3/29/19 5/7/19 6/7/19 7/3/19 8/8/19 9/6/19 Dennis Richmond 1st 10/16/18 11/5/18 12/6/18 12/31/18 2/11/19 3/12/19 3/19/19 5/10/19 6/7/01 7/5/19 8/5/19 9/5/19 Austin/Said LLC 1st 10/18/18 11/14/18 12/6/18 1/9/19 2/11/19 3/12/19 4/11/19 5/9/19w 6/14/19 7/10/19 8/15/19 9/5/19 Austin/Said LLC 1st 10/18/18 11/14/18 12/6/18 1/9/19 2/11/19 3/12/19 4/11/19 5/9/19 6/14/19 7/10/19 8/15/19 9/5/19 Austin/Said LLC 1st 6/1/19 7/1/19 8/1/19 9/5/19 Wylie Northeast 1st 10/3/18 11/5/18 12/4/18 1/2/19 2/4/19 3/1/19 4/3/19 5/1/19 6/3/19 7/3/19, 8/3/19 9/5/19 WEDC EXECUTIVE DIRECTOR J P MorganChase Expense Report July 2019 DATE PAYEE AMOUNT PURPOSE INDIVIDUAUGROUPS PRESENT 7/12/19 Chiloso 30.85 Business Mtg WEDC, 06/02/19 Cytracom 179.54 Telephone Service n/a TOTAL 210.39 WEDC Assistant Director JPMorgan Chase Expense Report July 2019 DATE VENDOR PURPOSE AMOUNT 7/22/19 Bisnow Conference Registration -Greiner 39.00 Total 39.00 WEDC Senior Assistant JPMorgan Chase Expense Report July 2019 DATE VENDOR PURPOSE AMOUNT 7/16/19 Tom Thumb WEDC Board Mtg. Meal 7.99 7/16/19 Chick-Fil-A Business Meeting - Fire Station -5 39.45 7/17/19 McDonalds WEDC Board Mtg. Meal 15.74 7/30/19 Signs Now No Dumping Signs for 300 Brown Street(Nursing Home Site) 91.88 'Total 155.06 WYLIE ECONOMIC DEVELOPMENT CORPORATION SALES TAX REVENUE FOR THE MONTH OF SEPTEMBER 2019 MONTH WEDC WEDC WEDC WEDC DIFF % DIFF 2016 2017 2018 2019 18 VS 19 18 VS 19 DECEMBER $166,418 $197,808 $184,849 $214,867 $30,019 15.18% JANUARY 163,463 196,347 191,896 223,750 31,854 16.60% FEBRUARY 260,166 276,698 275,668 307,367 31,699 11.50% MARCH 167,082 191,648 182,852 208,222 25,370 13.87% APRIL 154,920 168,844 163,485 182,500 19,015 11.63% MAY 238,646 244,816 203,707 274,299 70,592 34.65% JUNE 180,194 191,732 199,412 234,174 34,762 17.43% JULY 212,620 223,571 213,977 215,108 1,131 0.53% AUGUST 268,976 261,573 249,590 283,603 34,013 13.63% SEPTEMBER 197,339 210,974 213,426 243,048 29,623 13.88% OCTOBER 201,506 195,549 210,702 NOVEMBER 270,426 267,816 273,197 Sub-Total $2,481,757 $2,627,376 $2,562,759 $2,386,938 $308,077 14.89% AUDIT ADJ TOTAL $2,481,757 $2,627,376 $2,562,759 $2,386,938 $308,077 14.89% WEDC SALES TAX ANALYSIS $350,000 ...... .. ...... „. _.w $300,000 ; ...._.. -. $250,000 - __... $200,000 m $150,000 1 .n' '°' $100,000 - - �' Z, 1 . 1; Ii 2 -1 coE p I CO CD Q a) U CD a ' u_ Q O Z U! ylie cono ic I evelo • ent Co • oration E • - A DU TO: WEDC Board of Directors FROM: Samuel Satterwhite, Executive Direct°- SUBJECT: DANK Real Estate, Ltd. Performance Agreement DATE: September 20, 2019 Issue Consider and act upon a Second Amendment to Performance Agreement between the WEDC and DANK Real Estate, Ltd. Analysis The WEDC entered into a Performance Agreement(as attached) with Dank on October 25, 2017. The project features a 10,140 square foot expansion and the creation of at least eight additional full-time employees. This expansion brings Dank's overall building footprint to 20,577 square feet and a total of 33 full-time employees. As a reminder, the property is located at 216 Windco Circle with Dank moving to Wylie in 2011 into a 5,000 square foot facility. This project is the second expansion at this location in seven years with all Dank-Houston operations being consolidated to the Wylie headquarters. On July 18, 2018, the Board extended to term to meet all performance measures by six-months with a family medical emergency and ongoing recovery delaying the start of construction. The First Amendment to Performance Agreement (as attached) calls for a Certificate of Occupancy (CO)no later than July 31,2019. As staff was processing the paperwork for Incentives,we became aware that Dank did not receive their CO until August 21, 2019. While it is not staff s ultimate responsibility for monitoring the progress of our projects, staff does not like to make it a habit to bring these issues to the Board 'after the fact'. On July 1, 2019 the City preformed a final inspection at which there was stairway railing needing to be installed and a final inspection from the elevator company. The railing was installed prior to July 31'but the elevator was not certified until August. Staff believes that Dank was substantially complete on July 31st and has met the spirit of the Agreement. Staff further requests that a Second Amendment to Performance Agreement be approved waiving the July 31, 2019 CO requirement. As more of a philosophical discussion moving forward, future Performance Agreements could include 'substantial completion' language and could provide staff with more latitude to administratively approve variances without taking it to the Board. Staff does not recommend that DANK Real Estate, Ltd September 20, 2019 Page 2 of 2 approach however so that the Board is in 100% control of special circumstances should a project not meet its requirements. Recommendation Staff recommends that the WEDC Board of Directors approve a Second Amendment to a Performance Agreement between DANK Real Estate,Ltd, and the WEDC. Attachments Second Amendment First Amendment to Performance Agreement(July 18, 2018) Performance Agreement (10-25-17) SECOND AMENDMENT TO PERFO ANCE AGREEMENT THIS SECOND AMENDMENT TO PERFORMANCE AGREEMENT (this "Second Amendment"), is entered into and is effective as of the 24th day of September 2019 by and between the WYLIE ECONOMIC DEVELOPMENT CORPO` •;TION (the "WEDC"), a Texas economic development corporation, and Dank Real Estate,Ltd.,a Texas limited partnership (the"Company"). WITNESSETH: WHEREAS, WEDC Board of Directors approved that certain Performance Agreement between WEDC and Company on October 25, 2017 to facilitate a 10,410-square foot expansion of their current facility(the "Project"); and WHEREAS, the WEDC executed a First Amendment between WEDC and Company (the "First Amendment") on July 18, 2018 to address unforeseen family medical issues that delayed the project; and WHEREAS, WEDC and Company desire to modify and amend the Agreement in certain respects, as more particularly set forth in this Second Amendment. NOW, THEREFORE, in an effort to address unforeseen circumstances surrounding the beginning start date of the project,the WEDC and Company covenant and agree as follows: 1. Defined Terms. Capitalized terms used but not defined in this Second Amendment will have the meanings given to them in the Agreement. 2. Modification to Performance Obligations. Notwithstanding anything to the contrary in the Agreement and First Amendment, the Eligibility Expiration Dates by which the Company must provide receipt of documentation to prove Compliance with the Performance Requirements associated with the project located in Wylie, Texas as defined in Section II(a& b)are hereby waived within each Section. 3. Ratification. As expressly modified by this Second Amendment,the Agreement is hereby ratified and confirmed by WEDC and Company. 4. Counterparts; ''Transmission. This Second Amendment may be executed in multiple counterparts,each of which shall be deemed an original,and all of which shall constitute one and the same agreement. Transmission of an executed signature page of this Second Amendment by email will be effective to create a binding agreement. [Signatures appear on next page] IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment the day and year first above written. WEDC: Wylie Economic Development Corporation, a Texas Corporation By: Name: Title: CO I' Dank Real Estate, Ltd., a Texas Limited Partnership By: Name Title: FIRST AME 1 MENT TO PERFO' • CE AGREEMENT THIS FIRST AMENDMENT TO PERFORMANCE AGREEMENT(this "First Amendment"), is entered into and is effective as of the 18 day of July 2018 by and between the WYLIE ECONOMIC DEVELOPMENT CORPO' • TION (the "WEDC"), a Texas economic development corporation, and Dank Real Estate,Ltd.,a Texas limited partnership(the"Company"). WITNESSETH: WHEREAS, WEDC Board of Directors approved that certain Performance Agreement between WEDC and Company on October 25, 2017 to facilitate a 10,410-square foot expansion of their current facility(the"Project"); and WHEREAS, WEDC and Company desire to modify and amend the Agreement in certain respects, as more particularly set forth in this First Amendment. NOW,THEREFORE, in an effort to address unforeseen circumstances surrounding the beginning start date of the project,the WEDC and Company covenant and agree as follows: 1. Defined Terms. Capitalized terms used but not defined in this First Amendment will have the meanings given to them in the Agreement. 2. Modification to Performance Obligations. Notwithstanding anything to the contrary in the Agreement,the Eligibility Expiration Dates by which the Company must provide receipt of documentation to prove Compliance with the Performance Requirements associated with the project located in Wylie, Texas as defined in Section II(a,b, c&d)are hereby extended six months or until 5:00 p.m. CST,on July 31'of the calendar year referenced within each Section. 3. Ratification. As expressly modified by this First Amendment, the Agreement is hereby ratified and confirmed by WEDC and Company. 4. Counterparts. Transmission. This First Amendment may be executed in multiple counterparts,each of which shall be deemed an original, and all of which shall constitute one and the same agreement. Transmission of an executed signature page of this First Amendment by email will be effective to create a binding agreement. [Signatures appear on next page] IN WITNESS WHEREOF,the parties hereto have executed this First Amendment the day and year first above written. WEDC: Wylie Economic Development Corporation, a Texas Corporation By: Name: 41*i. hUe t: CO I'ANY: Dank Real Estate,Ltd., a Texas ited tirttlershi NaTtile: gg Title: 1444211121,0 3"3 PERFO ' NCE AG' EMENT Between WYLIE ECONOMIC DEVELOPMENT CORPO' • TION And DANK REAL ESTATE, LTD. This Performance Agreement (this "Agreement") is made and entered into by and between the Wylie Economic Development Corporation (the "WEDC"), a Texas corporation organized and existing under the Development Corporation Act of 1979, as amended from time to time (the "Act"), and Dank Real Estate, Ltd., a Texas limited partnership (the "Company"). CITALS WHEREAS, the Company is desirous of making real and personal property improvements in the form of a 10,140-square foot expansion of their manufacturing and warehouse facility and the addition of Eight (8) Full-Time Employees at the property (the "Project"). The project will have a minimum cost of One Million Five Hundred Thousand Dollars ($1,500,000) and is located at 216 Windco Circle in Wylie, Texas (the"Facility"); and WHEREAS, the Company has requested that the WEDC provide economic assistance to offset the cost of the construction for the Project and other expenses associated with constructing the Facility in the City of Wylie, Texas; and WHEREAS, the Company currently has Twenty-Five (25) Full-Time Employees with construction of the Project in the City of Wylie, Texas ultimately creating additional "primary jobs", as that term is defined in the Act; and WHE ' AS, the WEDC has determined that it is in the best interest of the public and the City and promotes the purposes authorized by the voters of the City of Wylie for which the WEDC was established to encourage the development and use of business properties within the City; and WHEREAS, the WEDC has estimated that $15,600 will be assessed by the City of Wylie in development fees to be paid prior to issuance of Certificate of Occupancy of the Facility; and WHEREAS, for the public purpose of promoting economic development and diversity, increasing employment, reducing unemployment and underemployment, expanding commerce and stimulating business and commercial activities in the State of Texas, and the City of Wylie, the WEDC desires to offer economic assistance to Company as more particularly described in this Agreement. NOW, THE ' FO ' , for and in consideration of the promises, covenants and agreements set forth herein, the receipt and sufficiency of which are hereby acknowledged, the WEDC and Company agree as follows: I. Economic Assistance. Subject to the terms of this Agreement, the WEDC will provide economic assistance in an amount up to, but not to exceed Eighty-Three Thousand Dollars ($83,000.00) (the "Economic Development Incentives"). The Economic Incentives will be Page 1 of 6 WABoarcl\2017\10-25-17\Dank Real Estate-Performance Agreementdoc paid according to the criteria set forth herein with the WEDC's obligation to pay the Economic Development Incentives terminating on January 31, 2021. Upon meeting the qualifications and requirements (the "Performance Requirements"), the Company shall be entitled to the following Economic Development Incentives: Economic Development Incentive 1),a/went...Schedule: Expected Cost/Value of WEDC Total WEDC Eligibility Year Incentive Project Incentive Incentive Expiration 2018 No. la $1,500,000 $15,600 $15,600 1-31-2019 2018 No. lb $1,500,000 $21,500 $37,100 1-31-2019 2019 No 2 $2,100,000 $22,900 $60,000 1-31-2020 2020 No. 3 $2,100,000 $23,000 $83,000 1-31-2021 II. Performance Requirements for Economic Development Incentive, a. Incentive No. la: An Economic Development Incentive, for the benefit of the Company, of Fifteen Thousand Six Hundred Dollars ($15,600) will be paid to the City of Wylie upon completion of the following Performance Requirements for Incentive No. la: 1) Receipt of documentation by WEDC supporting Company's application to the City of Wylie for a Certificate of Occupancy supporting the construction of a 10,140-square foot facility expansion located at 216 Windco Circle in Wylie and a letter from the City of Wylie Building Official indicating Company has complied with all requirements of said application, approval of said documentation at the sole and absolute discretion of the WEDC; and 2) Receipt of a 'Permit Fee Receipt' from the City of Wylie for development fees of not less than $15,600, approval of said documentation at the sole and absolute discretion of the WEDC; and a) Should development fees imposed by the City of Wylie exceed $15,600, Company shall pay 100% of the overage; and 3) Receipt of documentation by WEDC supporting a minimum project cost of One Million Five Hundred Thousand Dollars ($1,500,000) as evidenced by paid invoices supporting the minimum expenditures for construction costs associated with the Project and acquisition/relocation of new personal property, approval of said documentation at the sole and absolute discretion of the WEDC; and 4) Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide Page 2 of 6 W\Board\2017\10-25-17\Dank Real Estate-Performance Agreement doc written notice and evidence of such payment to WEDC in a form satisfactory to WEDC; and 5) Employment verification proving a minimum of Twenty-Five (25) Full-Time Employees at time Agreement is executed. 6) Eligibility expiration for the Company to qualify for this Incentive No. la is January 31, 2019. b. Incentive No. lb: An Economic Development Incentive of Twenty-One Thousand Five Hundred Dollars ($21,500) will be paid to Company upon completion of the following Performance Requirements for Incentive No. ib: 1) Receipt of documentation by WEDC of a Certificate of Occupancy, for a ten thousand one hundred and forty (10,140) square foot expansion located at 216 Windco Circle, issued by the City of Wylie, approval of said documentation at the sole and absolute discretion of the WEDC; and 2) Eligibility expiration for the Company to qualify for this Incentive No. lb is January 31, 2019. c. Incentive No. 2: An Economic Development Incentive of Twenty-Two Thousand Nine Hundred Dollars ($22,900) will be paid to Company upon completion of the following Performance Requirements for Incentive No. 2: 1) Receipt of documentation by WEDC supporting a minimum valuation of Two Million One Hundred Thousand Dollars ($2,100,000) for real and personal property located at 216 Windco Circle in Wylie, Texas as evidenced by a certified appraisal issued by the Collin County Central Appraisal District, approval of said documentation at the sole and absolute discretion of the WEDC; and 2) Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC; and 3) Receipt of documentation by WEDC evidencing the ongoing operations of Deanan Popcorn at 216 Windco Circle, Wylie, Texas, approval of said documentation at the sole and absolute discretion of the WEDC; and 4) Employment verification proving a minimum of Twenty-Nine (29)Full-Time Employees on December 31, 2019. 5) Eligibility expiration for the Company to qualify for this Incentive No. 2 is January 31, 2020. Page 3 of 6 W:113oard\201710-25-17iDanl.Real f,state-Performance Agreement doe d. Incentive No. 3: An Economic Development Incentive of Twenty-Two Thousand Nine Hundred Dollars ($23,000) will be paid to Company upon completion of the following Performance Requirements for Incentive No. 3: 1) Receipt of documentation by WEDC supporting a minimum valuation of Two Million One Hundred Thousand Dollars ($2,100,000) for real and personal property located at 216 Windco Circle in Wylie, Texas as evidenced by a certified appraisal issued by the Collin County Central Appraisal District, approval of said documentation at the sole and absolute discretion of the WEDC; and 2) Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC; and 3) Receipt of documentation by WEDC evidencing the ongoing operations of Deanan Popcorn at 216 Windco Circle, Wylie, Texas, approval of said documentation at the sole and absolute discretion of the WEDC; and 4) Employment verification proving a minimum of Thirty-Three (33) Full-Time Employees on December 31, 2020. 5) Eligibility expiration for the Company to qualify for this Incentive No. 3 is January 31, 2021, III. WEDC Payment of Reimbursement Incentives. Subject to the terms of this Agreement, the WEDC shall pay the Incentives within approximately five (5) days of receipt of the required documentation from the Company, subject to verification by the WEDC that the Performance Requirements have been met or exceeded by the Company. Further, Incentives No. 2 and No. 3 will be paid not sooner than 12 months following payment of preceding Incentive Payment. IV. Non-Attainment of Performance Requirements. In the event that the Company does not meet or exceed a Performance Requirement as specified in Section II (a), the WEDC Economic Development Incentive will be voided in advance of payment in addition to all future Economic Development Incentive payments being voided at the sole discretion of the WEDC. The Company will not be eligible to receive an Economic Development Incentive payment if documentation supporting Performance Requirements are not received by WEDC prior to the Eligibility Expiration Date. Company will be notified in writing in the event a Performance Requirement is not met and have thirty(30) days to cure said default. V. Economic Assistance Termination. The Agreement may be terminated by mutual agreement of the parties or by either party, upon the failure of the other party to fulfill an obligation as set forth in Section II above. Regardless of the Company's level of attainment of the Performance Requirements set forth in Section II above, the WEDC's obligation to pay the Reimbursement Incentive will expire in full on January 31, 2021. Page 4 of 6 w.\Board\20 1 7\10-25-17\Dank Real Estate-Performance Agreement.doc VI. Employee Hiring Materials and Supplies Purchase. Although not an event of default or a condition to any advance in the Agreement, WEDC requests that the Company satisfies its need for all construction contractors from Wylie residents and purchase all materials, supplies and services necessary to affect the Project and subsequent occupancy of the Facility from Wylie merchants and businesses. VII. Community Involvement. Although not an event of default or condition of any advance hereunder, the Company agrees to actively participate in community and charitable organizations and/or activities, the purpose of which are to improve the quality of life in the City of Wylie, Texas, and to actively encourage its employees to be involved in such organizations and/or activities. VIII. Verification and Compliance. The Company will allow the WEDC to audit necessary Company's records, documents, agreements and other instruments in furtherance of the following purposes: (i) to ensure the Company's compliance with the affirmative covenants set forth in this Agreement; (ii) to determine the existence of an Event of Default under the terms of this Agreement; (iii) to ensure compliance with any other terms and conditions set forth herein or any related documents. Company will provide reports certifying the status of compliance, jobs retained, new investments and any other relevant information until the termination of this Agreement IX. Cessation of Economic Assistance. Notwithstanding anything herein to the contrary, WEDC shall have no obligation to disburse WEDC Economic Development Incentives if the Company becomes insolvent, files a petition in bankruptcy or similar proceedings, or is adjudged bankrupt, or is delinquent on any property tax payments or an Event of Default under the terms of this Agreement occurs. X. Non-Payment of Economic Assistance. The following will constitute an Event of Default and any advance shall not be forgiven in an Event of Default: the Company becomes insolvent, makes any materially false statements to the City and/or the WEDC, fails to pay ad valorem taxes, or files suit against the City and/or the WEDC. Miscellaneous. a. This Agreement shall inure to the benefit of the parties hereto and shall not be assignable by Company without the prior written consent of the WEDC, which consent may be withheld by the WEDC in its sole and absolute discretion. b. This Agreement shall be construed according to the laws of the State of Texas and is subject to all provisions of Vernon's Ann. Civ, St. Art. 5190 6, which are incorporated herein by reference for all purposes. In the event any provision of the Agreement is in conflict with article 5190.6, article 5190.6 shall prevail. c. This Agreement contains the entire agreement of the parties regarding the within subject matter and may only be amended or revoked by the written agreement executed by all of the parties hereto. Page 5 of 6 W\Board12017\10-25-170ank Rea!Estate•Performance Agreement doc d. This Agreement shall be governed by the laws of the State of Texas and is specifically performable in Collin County, Texas. e. Any notice required or permitted to be given under this agreement shall be deemed delivered by depositing the same in the United States mail, certified with return receipt requested, postage prepaid, addressed to the appropriate party at the following addresses, or at such other address as any part hereto might specify in writing: WEDC Samuel D. R. Satterwhite Executive Director Wylie Economic Development Corporation 250 South Highway 78 Wylie, Texas 75098 CO ANY: DANK Real Estate, Ltd. 216 Windco Circle Wylie, TX 75098 Attention: Barbara Hodge, President By the execution hereof, each signatory hereto represents and affirms that he is acting on behalf of the party indicated, that such party has taken all action necessary to authorize the execution and delivery of the Agreement and that the same is a binding obligation on such party. EXECUTED this day of October 2017 WEDC: Wylie Economic Development Corporation By - Samuel D.R. Satterwhite, Executive Director COMPANY: DANK Re - ie Ltd y , -(4 Br ra I lodge, President Page 6 of 6 W•Tioard\2017\10-25-17\Dank Real Estate-Performance Agreement doc ylie Econo ic I evelo s ent Corporation E • - A DU TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive Direct. SUBJECT: Cardinal Strategies Performance Agreement DATE: September 20, 2019 Issue Consider and act upon issues surrounding a Performance Agreement between WEDC and Cardinal Strategies Holdings, LLC. Analysis As the Board will recall,WEDC staff presented Project 2019-6a back in June of 2019.After further analysis at the July 17th meeting, staff took the project to City Council on July 23, 2019. In accordance with Resolution No. 2019-17(R), the Wylie City Council authorized the WEDC to formalize negotiations with Cardinal Strategies Holdings, LLC and enter into a Performance Agreement with the same. Cardinal Strategies requested assistance from the WEDC specifically related to the relocation of the company, new job creation, infrastructure assistance and construction of a new 5,810 square foot office building in Regency Business Park. Cardinal plans to invest nearly $1.8 million and create up to 66 full-time employees between their construction, engineering, and environmental divisions. The following Agreement outlines a $106,800 incentive, payable over a three-year period for the creation of over 66 full-time employees. The Performance Measures and Incentive Payments are identified as follows: Proof of Certificate of Occupancy for a 5,810-square foot office by December 31, 2020; and Proof of construction of qualified infrastructure a cost of not less than$106,800 by CO; and Proof that company has created, staffed and maintained at least 30 full-time employees by CO; and Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC. WEDC—Cardinal Strategies September 20, 2019 Page 2 of 3 Incentive No. 2 up to $24,933 A base Reimbursement Incentive of Six Thousand Nine Hundred Thirty-Three Dollars ($6,933.00) plus an additional amount of Reimbursement Incentives of up to Eighteen Thousand Dollars ($18,000.00) for a combined maximum Reimbursement Incentive of up to Twenty-Four Thousand Nine Hundred Thirty-Three Dollars ($24,933.00) will be paid to the Company upon completion of the following Performance Criteria for Incentive Two: A Proof of ongoing operations of Cardinal Strategies through the one-year anniversary of CO; and A Proof that company has created, staffed and maintained at least 30 full-time employees by CO; and A Company will receive $500.00 per employee above the minimum threshold of(30) full time employees required for Incentive One,up to thirty-six(36)additional full- time employees, for a maximum Reimbursement Incentive of Eighteen Thousand Dollars ($18,000.00); and A Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC. Incentive No. 3 up to $24,933 A base Reimbursement Incentive of Six Thousand Nine Hundred Thirty-Three Dollars ($6,933.00) plus an additional amount of Reimbursement Incentives of up to Eighteen Thousand Dollars ($18,000.00) for a combined maximum Reimbursement Incentive of up to Twenty-Four Thousand Nine Hundred Thirty-Three Dollars ($24,933.00) will be paid to the Company upon completion of the following Performance Criteria for Incentive Two: A Proof of ongoing operations of Cardinal Strategies through the two-year anniversary of CO; and A Proof that company has created, staffed and maintained at least 30 full-time employees by CO; and A Company will receive $500.00 per employee above the minimum threshold of(30) full time employees required for Incentive One, up to thirty-six(36)additional full- time employees, for a maximum Reimbursement Incentive of Eighteen Thousand Dollars ($18,000.00); and A Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC Incentive No. 4 up to $24,933 A base Reimbursement Incentive of Six Thousand Nine Hundred Thirty-Three Dollars ($6,934.00) plus an additional amount of Reimbursement Incentives of up to Eighteen Thousand Dollars ($18,000.00) for a combined maximum Reimbursement Incentive of up WEDC—Cardinal Strategies September 20, 2019 Page 3 of 3 to Twenty-Four Thousand Nine Hundred Thirty-Three Dollars ($24,933.00) will be paid to the Company upon completion of the following Performance Criteria for Incentive Two: A Proof of ongoing operations of Cardinal Strategies through the three-year anniversary of CO; and A Proof that company has created, staffed and maintained at least 30 full-time employees by CO; and A Company will receive $500.00 per employee above the minimum threshold of(30) full time employees required for Incentive One, up to thirty-six(36)additional full- time employees, for a maximum Reimbursement Incentive of Eighteen Thousand Dollars ($18,000.00); and A Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC. Should Cardinal Strategies Holdings, LLC fail to meet the Performance Measures for Incentive No. 1, the entire Performance Agreement is voided in advance. Further, no partial incentive payments will be provided. Recommendation Staff recommends that the WEDC Board of Directors approve a Performance Agreement between the WEDC and Cardinal Strategies Holdings, LLC. Providing for a maximum incentive of $106,800 and further authorize the Executive Director to execute said Agreement. Attachments Performance Agreement Site Plan PERFO ' ANCE AGREEMENT Between Wylie Economic Development Corporation And Cardinal Strategies Holdings LLC This Performance Agreement (the "Agreement") is made and entered into by and between the Wylie Economic Development Corporation ("WEDC"), a Texas corporation organized and existing under Chapter 501 of the Texas Local Government Code, known as the Development Corporation Act, as amended from time to time (the "Act") and Cardinal Strategies Holdings LLC, a Texas limited liability company ("Company"). RECITALS WHEREAS, Company owns that certain tract of property located within the corporate limits of the City of Wylie, Texas (the "City"), consisting of 1.241 acres, more or less, located at 2770 Capital Street, in the City of Wylie, Collin County, Texas, as more fully described in the attached Exhibit A (the "Property"); WHEREAS, the Company plans to construct a single-story building containing approximately 5,810 square feet of space on the Property in accordance with the site plan attached hereto and incorporated herein as Exhibit B (the"Facility"); WHEREAS, Company has requested financial and/or economic assistance from the WEDC to plan and construct certain infrastructure improvements to assist in the development of the Property, consisting of economic assistance for all hard and soft costs relating to the construction of public infrastructure and site improvements on or adjacent to the Property; WHEREAS, Section 501.103 of the Act states that the WEDC may provide funding for expenditures that are found by the Board of Directors to be required or suitable for infrastructure necessary to promote or develop new or expanded business enterprises, limited to streets and roads, rail spurs, water and sewer utilities, electric utilities, or gas utilities, drainage, site improvements, and related improvements (the "Qualified Infrastructure"); and WHEREAS, Company proposes to use the economic incentive for the construction of the Qualified Infrastructure which will include approved public infrastructure improvements and site improvements as may be amended from time to time, necessary for the development of the Property and which will benefit the surrounding properties, as generally described in the attached Exhibit C; and WHEREAS, the WEDC has found that the Qualified Infrastructure is necessary to promote or develop new or expanded business enterprises in the City and the WEDC has concluded that the Qualified Infrastructure constitutes a "project", as that term is defined in the Act, and is willing to provide Company with economic assistance as hereinafter set forth on the terms and subject to the conditions as stated herein and Company is willing to accept the same subject to all terms and conditions contained in this Agreement; and PERFORMANCE AGREEMENT—Page 1 2855291 WHEREAS, the WEDC has determined that it is in the best interest of the public and the City and promotes the purposes authorized by the voters of the City of Wylie for which the WEDC was established to encourage the development and use of commercial properties within the City; and WHEREAS, the WEDC is willing to provide the Company with economic assistance hereinafter set forth on the terms and subject to the conditions as stated herein and Company is willing to accept the same subject to all terms and conditions contained in this Agreement. NOW, THEREFORE, for and in consideration of the above recitals and the terms, conditions and requirements hereinafter set forth,the parties hereto agree as follows: 1. Economic Assistance. Subject to the terms of this Agreement and provided Company is not in default, the WEDC will provide Company economic assistance in the form of performance reimbursement incentives (the "Reimbursement incentives") upon completion of the Performance Criteria set forth below. The total amount of economic assistance and/or incentives to be paid to the Company, including the Reimbursement Incentives, shall not exceed the cumulative sum of One Hundred Six Thousand Eight Hundred Dollars ($106,800.00). 2. Performance Obligations. The WEDC's obligation to pay Company the Reimbursement Incentives stipulated above is expressly contingent upon Company completing the following items (the "Performance Criteria") by the due dates set forth below: A. Incentive One. A maximum Reimbursement Incentive of Thirty-Two Thousand Dollars ($32,000.00) will be paid to the Company upon completion of the following Performance Criteria for Incentive One: i. The Facility shall be completed (as evidenced by a permanent Certificate of Occupancy) no later than December 31, 2020 (the "CO Deadline"); ii. Company shall supply documentation to the WEDC that the Qualified Infrastructure has been completed and that the cost of constructing the Qualified Infrastructure was at least One Hundred Six Thousand Eight Hundred Dollars ($106,800.00) no later than the CO Deadline; and iii. Company shall supply documentation to the WEDC that the Company has created, staffed and maintained employment of at least thirty (30) full time employees at the Facility on or before the CO Deadline; and iv. Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC. B. Incentive Two. A base Reimbursement Incentive of Six Thousand Nine Hundred Thirty-Three Dollars ($6,933.00) plus an additional amount of Reimbursement Incentives of up to Eighteen Thousand Dollars ($18,000.00) for a combined maximum Reimbursement Incentive of up to Twenty-Four Thousand Nine Hundred Thirty-Three PERFORMANCE AGREEMENT—Page 2 2855291 Dollars ($24,933.00) will be paid to the Company upon completion of the following Performance Criteria for Incentive Two: i. Company shall supply documentation to WEDC that the Company has continuously occupied the Facility through the one (1) year anniversary of the CO Deadline; ii. Company shall supply documentation to the WEDC that the Company has maintained employment of at least thirty (30) full time employees at the Facility through the one (1)year anniversary of the CO Deadline; and iii. Company will qualify for a Five Hundred Dollar ($500.00) Reimbursement Incentive for each full time employee created, staffed and maintained at the Facility on or before the one (1) year anniversary of the CO Deadline beyond the thirty (30) full time employees required for Incentive One, up to thirty-six (36) additional full-time employees, for a maximum Reimbursement Incentive of Eighteen Thousand Dollars ($18,000.00); and iv. Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC. C. Incentive Three. A base Reimbursement Incentive of Six Thousand Nine Hundred Thirty-Three Dollars ($6,933.00) plus an additional amount of Reimbursement Incentives of up to Eighteen Thousand Dollars ($18,000.00) for a combined maximum Reimbursement Incentive of up to Twenty-Four Thousand Nine Hundred Thirty-Three Dollars ($24,933.00) will be paid to the Company upon completion of the following Performance Criteria for Incentive Three: i. Company shall supply documentation to WEDC that the Company has continuously occupied the Facility through the two (2) year anniversary of the CO Deadline; ii. Company shall supply documentation to the WEDC that the Company has maintained employment of at least thirty (30) full time employees at the Facility through the two (2) year anniversary of the CO Deadline; and iii. Company will qualify for a Five Hundred Dollar ($500.00) Reimbursement Incentive for each full time employee created, staffed and maintained at the Facility on or before the two (2) year anniversary of the CO Deadline beyond the thirty (30) full time employees required for Incentive One, up to thirty-six (36) additional full-time employees, for a maximum Reimbursement Incentive of Eighteen Thousand Dollars ($18,000.00); and PERFORMANCE AGREEMENT—Page 3 2855291 iv. Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC. D. Incentive Four. A base Reimbursement Incentive of Six Thousand Nine Hundred Thirty-Four Dollars ($6,934.00) plus an additional amount of Reimbursement Incentives of up to Eighteen Thousand Dollars ($18,000.00) for a combined maximum Reimbursement Incentive of up to Twenty-Four Thousand Nine Hundred Thirty-Four Dollars ($24,934.00) will be paid to the Company upon completion of the following Performance Criteria for Incentive Four: i. Company shall supply documentation to WEDC that the Company has continuously occupied the Facility through the three (3) year anniversary of the CO Deadline; ii. Company shall supply documentation to the WEDC that the Company has maintained employment of at least thirty (30) full time employees at the Facility through the three (3)year anniversary of the CO Deadline; and iii. Company will qualify for a Five Hundred Dollar ($500.00) Reimbursement Incentive for each full time employee created, staffed and maintained at the Facility on or before the three (3) year anniversary of the CO Deadline beyond the thirty (30) full time employees required for Incentive One, up to thirty-six (36) additional full-time employees, for a maximum Reimbursement Incentive of Eighteen Thousand Dollars ($18,000.00); and iv. Company is current on all ad valorem taxes and other property taxes due on the Facility by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC. 3. WEDC Payment of Reimbursement Incentives. Subject to the terms and conditions of this Agreement, the Reimbursement Incentives shall be paid by WEDC to the Company within thirty (30) days after the applicable deadline for achievement of the Performance Criteria for such Reimbursement Incentives. 4. Default. The WEDC's obligation to pay any portion of the Reimbursement Incentives to Company will terminate or be reduced if Company defaults by not completing the Performance Criteria applicable to such Reimbursement Incentives as set forth in Section 2 of this Agreement. In the event Company fails to meet any of the Performance Criteria for Incentive One in Section 2 of this Agreement, the Reimbursement Incentives shall not be paid to the Company and WEDC shall have the right, but not the obligation, in WEDC's sole discretion, to terminate this Agreement. PERFORMANCE AGREEMENT—Page 4 2855291 5. Termination of Agreement. This Agreement may be terminated by mutual written consent of the parties or by either party, upon the failure of the other party to fulfill an obligation as set forth in this Agreement, or as otherwise provided in this Agreement. 6. Economic Assistance Termination. Notwithstanding the terms of this Agreement, to the extent this Agreement is not earlier terminated, the WEDC's obligation to pay a portion or all of the Reimbursement Incentives to Company will expire upon the earlier of(i) the full payment of the Reimbursement Incentives, or(ii) December 31, 2023. 7. Miscellaneous. a. This Agreement shall be construed according to the laws of the State of Texas and is subject to all provisions of the Act, which are incorporated herein by reference for all purposes. In the event any provision of the Agreement is in conflict with the Act, the Act shall prevail. b. This Agreement shall be governed by the laws of the State of Texas and is specifically performable in Collin County, Texas. c. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their permitted successors and assigns. This Agreement shall not be assignable by Company without the prior written consent of the WEDC, which consent will be at the sole and absolute discretion of the WEDC. d. Any notice required or permitted to be given under this Agreement shall be deemed delivered by hand delivery or depositing the same in the United States mail, certified with return receipt requested, postage prepaid, addressed to the appropriate party at the following addresses, or at such other address as any party hereto might specify in writing: WEDC: Mr. Samuel D. R. Satterwhite Executive Director Wylie Economic Development Corporation 250 South Highway 78 Wylie, TX 75098 With copy to: Abernathy, Roeder, Boyd and Hullett, P.C. 1700 Redbud Blvd., Suite 300 McKinney, Texas 75069 Attention: Mr. G. Randal Hullett COMPANY: Cardinal Strategies Holdings LLC 1401 North Central Expressway, Suite 220 Richardson, Texas 75080 Attn: Kim Anderson PERFORMANCE AGREEMENT—Page 5 2855291 e. This Agreement contains the entire agreement of the parties regarding the within subject matter and may only be amended or revoked by the written agreement executed by all the parties hereto. f. This Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. g. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision thereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. h. Each signatory represents this Agreement has been read by the party for which this Agreement is executed and that such party has had an opportunity to confer with its counsel. Time is of the essence in this Agreement. j. The parties agree this Agreement has been drafted jointly by the parties and their legal representatives. By the execution hereof, each signatory hereto represents and affirms that he is acting on behalf of the party indicated, that such party has taken all action necessary to authorize the execution and delivery of the Agreement and that the same is a binding obligation on such party. [SIGNATURE PAGE FOLLOWS] PERFORMANCE AGREEMENT—Page 6 2855291 WEDC Board approved this 24th day of September 2019, the Effective Date. WEDC: WYLIE ECONOMIC DEVELOPMENT CORPORATION, a Texas Corporation By: Sam Satterwhite, Executive Director COMPANY: Cardinal Strategies Holdings LLC, a Texas limited liability company By: Name: Title: Exhibits: Exhibit A - Legal Description of the Property Exhibit B - Site Plan of the Facility Exhibit C - The Qualified Infrastructure PERFO CE AGREEMENT—Page 7 2855291 E IBIT A Legal Description of the Property Lot 12, Block C, of Regency Business Park, Phase 3, an addition to the City of Wylie, Collin County, Texas, according to the Map or Plat recorded in Volume 2009, Page 3, Map Records of Collin County, Texas. PERFO' •NCE AGREEMENT—Page 8 2855291 EXHIBIT B Site Plan of the Facility 151 ? axt"dv s- fig re,i1rillwiet it ..,I! a A a � y$ • 4. a ii 1 i ti; k ` � �a xre§ 47401 TAg lilt' Pay i 1J f} a� ` a � F .. - '—/4110: '' ' " u ' f3 pppggg### pp _ ' .,6 €E 1� 4 ` g„ g 00 y: 9 ' Iy s r.. c: .1 . 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MV,%3 CITYCFRIUS ,-,ELEVATICW-EAST02 COLLNOWNITJEV5 • CAVA. iusrmurAm,LIE 614 ICES MOLLOY(IL GAILLAnk TX/5044 CALDINAL STAATECJES , WIN CENTRAL Ea,ME M. , RICHARDSON:1MM 750/4) : • . Fika.069)545-131 mwact MICHAEL ANDERSON BUILDING ELEVATIONS .. . [10•NG,TIO . „ 1 3 PERFORMANCE AGREEMENT—Page 10 2855291 The Qualified ed Infrastructure [SEE ATTACHED] PERFORMANCE AGREEMENT—Page 11 2855291 ylie cono is P evelop ent Corporation E 0 - A DU TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive Direct SUBJECT: Staff Report DATE: September 20, 2019 Issue Staff report: review issues surrounding WEDC Performance Agreement Summary, Hotel Occupancy Tax, environmental activity summary, Brown & 78 redevelopment update, 544 Gateway redevelopment update, FM 544 Water Line, FM 544 & Cooper, active project summary, and regional housing starts. Analysis As a reminder to Board members, the Board may not discuss an item which is not specifically identified on the agenda. Only those items listed above can be discussed. Should any Board member desire that an issue be placed on the agenda at any time prior to a Board meeting, WEDC President or staff can be contacted, or a request can be made during the Discussion Item below. WEDC Performance Agreement Summary Attached for the Board's review is a summary of all outstanding Performance Agreements including Carrie Elle, Clark Street Development, Cross Development, DANK Real Estate, DCU, Exco Extrusion Dies, Rocking M, SAF Holland, SCSD-Finnell, Taylor & Son, and Woodbridge Crossing. Woodbridge Crossing Attached for the Board's review is the Sales Tax Reimbursement Report which identifies all sales taxes earned through September 2019 within Woodbridge Crossing for the City General Fund,the WEDC,and the 4B. As a reminder,the City and WEDC reimbursed 85%of all sales tax generated within Woodbridge Crossing through September 2013 with the reimbursement percentage reduced to 65% thereafter. Due to the default under the Amended and Restated Performance Agreement, Woodbridge Crossing is only eligible to receive up to $6 million in sales tax reimbursement through September 2021 as opposed to the maximum reimbursement of $12 million originally contemplated. $11,401,473.81 has been generated in total sales tax over the life of the Agreement with$6,000,000 eligible for reimbursement through September 2019 establishing net receipts of$5,401,474. As shown on the attached Sales Tax Reimbursement Report, $124,406.19 was generated in sales tax in July 2019 versus $119,910.51 in July 2018. This represents an 3.75% increase over 2018 WEDC- Staff Report September 20, 2019 Page 2 of 4 receipts. This reimbursement fully satisfies the obligation of the City of Wylie and the WEDC under the terms of the Performance Agreement. It is estimated that$5.8 mm has been paid in ad valorem taxes to the City of Wylie (excluding the WISD) for a total of$11 mm in tax revenue, net of reimbursements, since October 2009. 2019 property tax valuations within Woodbridge Crossing increased by $5.1 mm to $78,776,133 resulting in a 6.9% gain over 2018. Woodbridge Centre Within the Kroger-anchored center, $17,041.38 in sales tax was generated in July 2019 with $4,260.35 subject to reimbursement. July 2019 sales tax represents an 25% increase over the same period in 2018. Hotel Occupancy Tax Hotel Occupancy Taxes received to date are attached for the Board's reference and review. The Holiday Inn Express & Suites opened to the public on September 10, 2019. Environmental Activity Summary Attached for the Board's review is a spreadsheet tracking the remaining remediation project with W&M Environmental. With the MSD certified for the 544 Gateway property, closure by the TCEQ is anticipated no later than December 1,2019. Further,Elm Creek Environmental continues to work on the VCP submittal for the Brown/78 site. Brown & 78 Redevelopment Update The WEDC is scheduled to close on 2.563 acres owned by KCS at a purchase price of$669,882 ($6.00 psf) on or about November 29,2019. As the 'soon to be' property owner adjacent to excess County right-of-way, the WEDC will be eligible to purchase the adjacent 1.226-acre County tract at any time after November 29th. The County has completed an appraisal of the site which came in at $294,000 ($5.51 psf). Staff anticipates closing on the County tract in mid-December. As reported previously, TxDOT is processing the sale of excess right-of-way located at the corner of Brown and 78. The appraisal of the 0.2209-acre tract was appraised at $77,000 ($8.00 psf). Staff does not have an estimated closing date but will seek an update from TxDOT prior to the Board meeting. All three of the above properties will be purchased out of the proceeds from the$4.5 mm loan with ANB. Staff has begun the process of identifying options for the location of the median break in the vicinity of 5th street which will allow north bound traffic on 78 to turn left into the Brown/78 property. While 5th Street appears to be the obvious location,all options are being considered with the City Engineer providing direction on plans/design which will ultimately be submitted to TxDOT for approval. 50% of the cost ($75,000) has been planned for in the FY 2019 — 2020 WEDC- Staff Report September 20, 2019 Page 3 of 4 Budget with the balance in the FY 2020—2021 Budget. Please note however that Board Member Wintters has indicated that the $150,000 estimate may be low. 544 Gateway Redevelopment Update On September 12,2019 the TCEQ certified the Municipal Setting Designation(MSD)on the City- owned 4.5 acres. While the City Council approved the MSD on February 12, 2019,the process is not complete until TCEQ certifies the study. Again on the City site,on August 27,2019 the TCEQ completed its review of an Affected Property Assessment Report prepared by W&M Environmental. There were only 2 comments requiring clarification which is positive with W&M in the process of responding. Being that the City has put the sale of a portion of its site out to public bid for the sale of 1.6 acres fronting 544, the completion of the Voluntary Cleanup Program (VCP) is critical at this point. The TCEQ is aware of the external issues and is expediting the process as much as possible. It is anticipated that the VCP Certificate of Completion could be achieved on or about December 1, 2019. While it is anticipated that a pad site within the Gateway Development could sell in the first quarter of 2020, staff is working with the City of Wylie Engineering Department to develop options for providing north/south access from F.M. 544 bisecting the property and aligning with the existing median break. Should a sale take place, the Buyer will be responsible for 50% of the roadway costs adjacent to their property with the WEDC funding the balance adjacent to its site. The first alternate will be approximately 300' in depth with a cul-de-sac for fire department ingress/egress. A second alternate is being developed which will extend the access drive approximately 1,000' north and then west at a point aligning with the existing Business Way. The cost estimates will be developed within the next 30 days with a separate WEDC meeting to be held in October to discuss alternatives. FM 544 Waterline Extension Waterline improvements for the joint project between the City and WEDC will not be complete prior to the end of the current fiscal year. To date, the WEDC has expended $27,704 out of a $150,000 budget. A budget amendment will be required in FY 2019 — 2020 to account for the unexpended monies being reallocated to FY 2019 -2020. The Budget Amendment will also need to include an additional $37,000 due to required additional depth of the water line that was not anticipated and KCS fees for crossing the right-of-way. 544& Cooper- Drainage The WEDC has been approached by Public Works to address a drainage problem at 544&Cooper. The WEDC owns a 0.37-acre tract which is impacted by a permanent Utility and Drainage Easement as depicted on the attached survey to this report. Approximately 2' of silt has built up in the drainage easement which dumps into a 4-chamber concrete culvert going under F.M. 544. The City has approached all the property owners north of the headwall to encourage them to preform maintenance within the easement which the property owner has some responsibility to maintain. The maintenance being requested would include the removal of the silt buildup. Staff has secured an estimate of$3,530 from GT Construction to remove the silt with a track loader. WEDC- Staff Report September 20, 2019 Page 4 of 4 The project can be funded out of the FY 2019 — 2020 budget with a potential start date of September 30th. Active Project Summary Mr. Greiner will make an oral presentation of all active projects at the Board Meeting. Regional Housing Starts Thirty-seven homes were permitted in Wylie for the month of August 2019. Sachse, Murphy and Lavon permitted a combined ten with Inspiration permitting four over the same period. No action is requested by staff for this item. Attachments Performance Agreement Summary Environmental Activity Report Hotel Occupancy Tax Report 544 & Cooper Survey Regional Housing Permits Woodbridge Crossing Sales Tax Reimbursement Report Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie (1%) (0.5%) (0.5%) Total Rate(%) Reimbursement Reimbursement Reimbursement Oct-09 Dec-09 $17,612.55 $8,806.27 $8,806.27 $35,225.09 0.85 7,485.33 $14,970.66 $22,455.99 Nov-09 Jan-10 21,995.30 10,997.65 10,997.65 43,990.60 0.85 9,348.00 18,696.01 28,044.01 Dec-09 Feb-10 40,289.26 20,144.63 20,144.63 80,578.52 0.85 17,122.94 34,245.87 51,368.81 Sub-Total 159,794.21 33,956.27 67,912.54 101,868.81 Jan-10 Mar-10 16,017.96 8,008.98 8,008.98 32,035.92 0.85 6,807.63 13,615.27 20,422.90 Feb-10 Apr-10 18,392.59 9,196.29 9,196.29 36,785.17 0.85 7,816.85 15,633.70 23,450.55 Mar-10 May-10 24,382.07 12,191.03 12,191.03 48,764.13 0.85 10,362.38 20,724.76 31,087.13 Sub-Total 117,585.22 24,986.86 49,973.72 74,960.58 Apr-10 Jun-10 16,991.53 8,495.76 8,495.76 33,983.05 0.85 7,221.40 14,442.80 21,664.19 May-10 Jul-10 19,588.24 9,794.12 9,794.12 39,176.48 0.85 8,325.00 16,650.00 24,975.01 Jun-10 Aug-10 24,662.64 12,331.32 12,331.32 49,325.28 0.85 10,481.62 20,963.24 31,444.87 Sub-Total 122,484.81 26,028.02 52,056.04 78,084.07 Jul-10 Sep-10 18,344.56 9,172.28 9,172.28 36,689.12 0.85 7,796.44 15,592.88 23,389.31 Aug-10 Oct-10 20,401.73 10,200.87 10,200.87 40,803.46 0.85 8,670.74 17,341.47 26,012.21 Sep-10 Nov-10 22,301.22 11,150.61 11,150.61 44,602.43 0.85 9,478.02 18,956.03 28,434.05 Sub-Total 122,095.01 25,945.19 51,890.38 77,835.57 Oct-10 Dec-10 18,800.19 9,400.10 9,400.10 37,600.38 0.85 7,990.08 15,980.16 23,970.24 Nov-10 Jan-11 25,735.09 12,867.54 12,867.54 51,470.17 0.85 10,937.41 21,874.82 32,812.23 Dec-10 Feb-11 42,668.92 21,334.46 21,334.46 85,337.83 0.85 18,134.29 36,268.58 54,402.87 Audit Adjust. Oct-10 5,065.71 2,532.86 2,532.86 10,131.42 0.85 2,152.93 4,305.85 6,458.78 Sub-Total 184,539.80 39,214.71 78,429.42 117,644.12 Jan-11 Mar-11 18,295.33 9,147.66 9,147.66 36,590.65 0.85 7,775.51 15,551.03 23,326.54 Feb-11 Apr-11 25,185.02 12,592.51 12,592.51 50,370.04 0.85 10,703.63 21,407.27 32,110.90 Mar-11 May-11 39,822.31 19,911.15 19,911.15 79,644.61 0.85 16,924.48 33,848.96 50,773.44 Sub-Total 166,605.30 35,403.63 70,807.25 106,210.88 Apr-11 Jun-11 33,456.49 16,728.25 16,728.25 66,912.98 0.85 14,219.01 28,438.02 42,657.02 May-11 Jul-11 50,192.64 25,096.32 25,096.32 100,385.28 0.85 21,331.87 42,663.74 63,995.62 Jun-11 Aug-11 43,639.11 21,819.56 21,819.56 87,278.22 0.85 18,546.62 37,093.24 55,639.87 Woodbridge Crossing Sales Tax Reimbursement Report Page 2 Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie (1%) (0.5%) (0.5%) Total Rate (%) Reimbursement Reimbursement Reimbursement Sub-Total 254,576.48 54,097.50 108,195.00 162,292.51 Jul-11 Sep-11 31,551.34 15,775.67 15,775.67 63,102.67 0.85 13,409.32 26,818.63 40,227.95 Aug-11 Oct-11 32,798.19 16,399.09 16,399.09 65,596.37 0.85 13,939.23 27,878.46 41,817.69 Sep-11 Nov-11 36,136.64 18,068.32 18,068.32 72,273.27 0.85 15,358.07 30,716.14 46,074.21 Sub-Total 200,972.31 42,706.62 85,413.23` 128,119.85 Oct-11 Dec-11 31,701.68 15,850.84 15,850.84 63,403.35 0.85 13,473.21 26,946.42 40,419.64 Nov-11 Jan-12 40,631.94 20,315.97 20,315.97 81,263.88 0.85 17,268.57 34,537.15 51,805.72 Dec-11 Feb-12 66,403.17 33,201.59 33,201.59 132,806.34 0.85 28,221.35 56,442.69 84,664.04 Sub-Total 277,473.57 58,963.13 117,926.27 176,889.40 Jan-12 Mar-12 28,180.49 14,090.24 14,090.24 56,360.97 0.85 11,976.71 23,953.41 35,930.12 Feb-12 Apr-12 32,824.36 16,412.18 16,412.18 65,648.71 0.85 13,950.35 27,900.70 41,851.05 Mar-12 May-12 42,213.75 21,106.88 21,106.88 84,427.50 0.85 17,940.84 35,881.69 53,822.53 Sub-Total 206,437.18 43,867.90 87,735.80 131,603.70 Apr-12 Jun-12 33,749.69 16,874.85 16,874.85 67,499.38 0.85 14,343.62 28,687.24 43,030.85 May-12 Jul-12 35,756.08 17,878.04 17,878.04 71,512.15 0.85 15,196.33 30,392.66 45,589.00 Jun-12 Aug-12 43,423.09 21,711.55 21,711.55 86,846.18 0.85 18,454.81 36,909.63 55,364.44 Sub-Total 225,857.71 47,994.76 95,989.53 143,984.29 Jul-12 Sep-12 32,945.51 16,472.76 16,472.76 65,891.02 0.85 14,001.84 28,003.68 42,005.53 Aug-12 Oct-12 33,981.49 16,990.74 16,990.74 67,962.97 0.85 14,442.13 28,884.26 43,326.39 Sep-12 Nov-12 39,669.19 19,834.60 19,834.60 79,338.38 0.85 16,859.41 33,718.81 50,578.22 Sub-Total 213,192.37 45,303.38 90,606.76 135,910.14 Oct-12 Dec-12 61,352.09 30,676.05 30,676.05 122,704.18 0.85 26,074.64 52,149.28 78,223.91 Nov-12 Jan-13 13,760.37 6,880.18 6,880.18 27,520.73 0.85 5,848.16 11,696.31 17,544.47 Dec-12 Feb-13 68,951.35 34,475.67 34,475.67 137,902.69 0.85 29,304.32 58,608.64 87,912.96 Sub-Total 288,127.60 61,227.11 122,454.23 183,681.35 Jan-13 Mar-13 37,264.78 18,632.39 18,632.39 74,529.55 0.85 15,837.53 31,675.06 47,512.59 Feb-13 Apr-13 32,499.58 16,249.79 16,249.79 64,999.15 0.85 13,812.32 27,624.64 41,436.96 Mar-13 May-13 42,416.25 21,208.13 21,208.13 84,832.50 0.85 18,026.91 36,053.81 54,080.72 Sub-Total 224,361.20 47,676.76 95,353.51 143,030.27 Apr-13 Jun-13 31,950.38 15,975.19 15,975.19 63,900.76 0.85 13,578.91 27,157.82 40,736.73 Woodbridge Crossing Sales Tax Reimbursement Report Page Filing Allocation City of 4B VVEOC Applicable VVEDC City Total Period Period Wylie(196) %J ().5Y6) Total Rotm (9 ) Reimbursement Reimbursement Reimbursement May-13 Jul-13 35.623.93 17.811.97 17,811.97 71,247.88 0.85 15.140.17 ' 30.280.34 45.420.51 Jun-13 Aug-13 44.805.27 22.402.63 22.402.63 B9\6Y(l53 O�85 1Q.D43�34 38.O84�48 57.120.71 - ~=_= � Sub-Total 224759.15 47,761.32 95,522.64 143,28396 Jul-13 Sep-13 30.171.94 15.085.87 15.085.97 60,34387 0.85 12.833.07 25.646.14 38.468.22 Aug-13 Oct-13 31.615.59 15.807.80 15.807.80 63,231.18 0.85 13.438.83 28.873.25 40.309.88 Sop-13 Nov-13 34.21575 17.107.88 17.107.88 6fL43t5O O�85 14.541.69 2S.O83�3B 43.625.08 x � Sub-Total 192,006.55 40,801.39 81'00378 122,40418 Oct-13 Dec-13 30.192.68 15.096.34 15.096.34 60,38530 0.85 9.812.82 19.825.24 29.437.86 Nov-13 Jan-14 40.058.94 20.029.97 20.029.87 80,119.87 0.65 13.018.48 26.038.98 39.058.44 Dec-13 Feb-14 60.106.82 30.053.41 30.053.41 120,213.03 0.85 19.534J1 38.OG9�43 58.004.14 Sub-Total 200,71/I86 4Z366.81 84,73363 127,10144 Jan-14 Mar-14 34.887.18 17.443.59 17.443.58 09L774.35 0.65 11.338.33 22.676.66 34.015.00 Feb-14 Apr-14 39.550.17 19.775.09 19.775.00 79,10I34 0.65 12.853.01 25.707.61 38.501.42 Mar-14 °yWoy-14 50.095.00 25.047.50 25.047.50 Y0l {\Y� 00 D�G5 1Ei288�88 32.561J5 48.O42�O3 � = = . - Sub-Total 249,064.69 40,473.01 80,946.02 121,419.04 Aor14 Jun-14 42.836.52 21'418.26 21.418.26 85.873.03 0.65 13.921.87 37.843.73 41.765.60 May-14 Jul-14 44.483.44 22.241.72 22.241.72 88,90688 0.65 14.457.12 28.914.24 43.371.35 Jun-14 Aug-14 54.181.06 27.095.53 27.095.53 fN�38ZY2 O�G5 17.G12�OS 35.224.19 52.836.28 ' Sub-Total 38302203 45,891.08 91'082.16 137,973.24 Jul-14 Sep- 4 41.001.13 20.808.56 20.80056 83,20225 0.05 13.520.37 27.040.73 40.581.10 Aug-14 Oot 14 40.838.70 23.419.38 23.419.38 93.677.52 0.65 15.222.60 30.445.19 45.667.79 Sep-14 Nov-14 58.574.10 29.287.05 28.287.05 117,14819 O�85 19.U38�58 38.U73�1S 57.109.74 / . Sub-Total 294,02796 47,77854 95,55809 143,338.63 Oct-14 Dec-14 46.397.87 23.198.98 23.188.88 92,785.93 0.65 /5,079.34 30\15860 45,238.02 Nov-14 Jan-15 62.438.87 31.219.43 31.218.43 124'87773 0.65 20,292.83 40,585.20 60,87789 Dec-14 Fob-15 83.019.09 48.508.54 46.509.54 Y86�O3�[Y7 O�85 30\231.20 60\402.41 90\003.01 ' ` Sub-Total 403,711.83 65,603.17 131'20634 196,809.52 Jon-15 Mar-15 42.918.35 21.458.67 21.459.67 85,838.00 0.65 13'948.79 27,88757 41'84/136 Fab-15 App15 44.299.71 22.149.86 22.149.80 8EL590.42 0.65 14'307.41 28[784.81 43'192.22 yWop15 May-15 01.991.88 30.985.94 30.985.94 123,983.70 0.65 20,147.38 40,294.72 60\442.08 Woodbridge Crossing Sales Tax Reimbursement Report Page 4 Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie (1%) (0.5%) (0.5%) Total Rate (%) Reimbursement Reimbursement Reimbursement Sub-Total 298,421.87 48,493.55 96,987.11 145,480.66 Apr-15 Jun-15 47,156.82 23,578.41 23,578.41 94,313.63 0.65 15,325.96 30,651.93 45,977.89 May-15 Jul-15 51,820.00 25,910.00 25,910.00 103,639.99 0.65 16,841.50 33,683.00 50,524.50 Jun-15 Aug-15 63,530.67 31,765.34 31,765.34 127,061.34 0.65 20,647.47 41,294.94 61,942.40 Sub-Total 325,014.96 52,814.93 105,629.86 158,444.79 Jul-15 Sep-15 49,814.04 24,907.02 24,907.02 99,628.08 0.65 16,189.56 32,379.13 48,568.69 Aug-15 Oct-15 52,333.38 26,166.69 26,166.69 104,666.76 0.65 17,008.35 34,016.70 51,025.05 Sep-15 Nov-15 54,260.52 27,130.26 27,130.26 108,521.03 0.65 17,634.67 35,269.33 52,904.00 312,815.87 50,832.58 101,665.16 152,497.74 Oct-15 Dec-15 48,763.81 24,381.90 24,381.90 97,527.61 0.65 15,848.24 31,696.47 47,544.71 Nov-15 Jan-16 63,303.62 31,651.81 31,651.81 126,607.23 0.65 20,573.67 41,147.35 61,721.02 Dec-15 Feb-16 99,187.99 49,594.00 49,594.00 198,375.98 0.65 32,236.10 64,472.19 96,708.29 422,510.82 68,658.01 137,316.02 205,974.02 Jan-16 Mar-16 49,991.19 24,995.59 24,995.59 99,982.37 0.65 16,247.14 32,494.27 48,741.41 Feb-16 Apr-16 42,000.94 21,000.47 21,000.47 84,001.87 0.65 13,650.30 27,300.61 40,950.91 Mar-16 May-16 63,385.72 31,692.86 31,692.86 126,771.44 0.65 20,600.36 41,200.72 61,801.08 310,755.68 50,497.80 100,995.60 151,493.39 Apr-16 Jun-16 50,205.20 25,102.60 25,102.60 100,410.40 0.65 16,316.69 32,633.38 48,950.07 May-16 Jul-16 55,183.98 27,591.99 27,591.99 110,367.95 0.65 17,934.79 35,869.58 53,804.38 Jun-16 Aug-16 75,925.05 37,962.53 37,962.53 151,850.10 0.65 24,675.64 49,351.28 74,026.92 362,628.45 58,927.12 117,854.25 176,781.37 Jul-16 Sep-16 46,925.74 23,462.87 23,462.87 93,851.48 0.65 15,250.87 30,501.73 45,752.60 Aug-16 Oct-16 63,826.65 31,913.33 31,913.33 127,653.30 0.65 20,743.66 41,487.32 62,230.98 Sep-16 Nov-16 59,856.95 29,928.48 29,928.48 119,713.90 0.65 19,453.51 38,907.02 58,360.53 341,218.68 55,448.04 110,896.07 166,344.11 Oct-16 Dec-16 52,217.94 26,108.97 26,108.97 104,435.88 0.65 16,970.83 33,941.66 50,912.49 Nov-16 Jan-17 71,458.61 35,729.30 35,729.30 142,917.21 0.65 23,224.05 46,448.09 69,672.14 Dec-16 Feb-17 92,409.12 46,204.56 46,204.56 184,818.23 0.65 30,032.96 60,065.92 90,098.89 432,171.32 70,227.84 140,455.68 210,683.52 Jan-17 Mar-17 50,495.21 25,247.60 25,247.60 100,990.41 0.65 16,410.94 32,821.88 49,232.82 Woodbridge Crossing Sales Tax Reimbursement Report Page 5 Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie (1%) (0.5%) (0.5%) Total Rate WO Reimbursement Reimbursement Reimbursement Feb-17 Apr-17 50,638.18 25,319.09 25,319.09 101,276.35 0.65 16,457.41 32,914.81 49,372.22 Mar-17 May-17 61,943.65 30,971.83 30,971.83 123,887.30 0.65 20,131.69 40,263.37 60,395.06 326,154.06 53,000.03 106,000.07 159,000.10 Apr-17 Jun-17 49,482.64 24,741.32 24,741.32 98,965.28 0.65 16,081.86 32,163.72 48,245.57 May-17 Jul-17 59,698.44 29,849.22 29,849.22 119,396.87 0.65 19,401.99 38,803.98 58,205.97 Jun-17 Aug-17 78,250.78 39,125.39 39,125.39 156,501.55 0.65 25,431.50 50,863.00 76,294.51 374,863.70 60,915.35 121,830.70 182,746.05 Jul-17 Sep-17 47,207.44 23,603.72 23,603.72 94,414.88 0.65 15,342.42 30,684.84 46,027.25 Aug-17 Oct-17 57,759.81 28,879.91 28,879.91 115,519.62 0.65 18,771.94 37,543.88 56,315.81 Sep-17 Nov-17 68,437.68 34,218.84 34,218.84 136,875.36 0.65 22,242.25 44,484.49 66,726.74 346,809.86 56,356.60 112,713.20 169,069.81 Oct-17 Dec-17 47,492.90 23,746.45 23,746.45 94,985.80 0.65 15,435.19 30,870.39 46,305.58 Nov-17 Jan-18 69,316.04 34,658.02 34,658.02 138,632.07 0.65 22,527.71 45,055.42 67,583.13 Dec-17 Feb-18 108,901.17 54,450.58 54,450.58 217,802.33 0.65 35,392.88 70,785.76 106,178.64 451,420.20 73,355.78 146,711.57 220,067.35 Jan-18 Mar-18 53,776.06 26,888.03 26,888.03 107,552.12 0.65 17,477.22 34,954.44 52,431.66 Feb-18 Apr-18 51,358.31 25,679.16 25,679.16 102,716.62 0.65 16,691.45 33,382.90 50,074.35 Mar-18 May-18 69,735.56 34,867.78 34,867.78 139,471.11 0.65 22,664.06 45,328.11 67,992.17 349,739.85 56,832.73 113,665.45 170,498.18 Apr-18 Jun-18 53,783.30 26,891.65 26,891.65 107,566.59 0.65 17,479.57 34,959.14 52,438.71 May-18 Jul-18 62,703.17 31,351.58 31,351.58 125,406.33 0.65 20,378.53 40,757.06 61,135.59 Jun-18 Aug-18 72,473.68 36,236.84 36,236.84 144,947.35 0.65 23,553.94 47,107.89 70,661.83 377,920.27 61,412.04 122,824.09 184,236.13 Jul-18 Sep-18 59,955.26 29,977.63 29,977.63 119,910.51 0.65 19,485.46 38,970.92 58,456.37 Aug-18 Oct-18 58,416.62 29,208.31 29,208.31 116,833.24 0.65 18,985.40 37,970.80 56,956.20 Sep-18 Nov-18 65,783.63 32,891.82 32,891.82 131,567.26 0.65 21,379.68 42,759.36 64,139.04 368,311.01 59,850.54 119,701.08 179,551.62 Oct-18 Dec-18 68,458.96 34,229.48 34,229.48 136,917.92 0.65 22,249.16 44,498.32 66,747.49 Nov-18 Jan-19 64,192.89 32,096.45 32,096.45 128,385.78 0.65 20,862.69 41,725.38 62,588.07 Dec-18 Feb-19 109,758.45 54,879.22 54,879.22 219,516.89 0.65 35,671.49 71,342.99 107,014.48 Woodbridge Crossing Sales Tax Reimbursement Report Page 6 Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie(1%) (0.5%) (0.5%) Total Rate (%) Reimbursement Reimbursement Reimbursement 484,820.59 78,783.35 157,566.69 236,350.04 Jan-19 Mar-19 47,685.09 23,842.54 23,842.54 95,370.17 0.65 15,497.65 30,995.31 46,492.96 Feb-19 Apr-19 51,816.76 25,908.38 25,908.38 103,633.51 0.65 16,840.45 33,680.89 50,521.34 Mar-19 May-19 67,854.14 33,927.07 33,927.07 135,708.28 0.65 22,052.60 44,105.19 66,157.79 334,711.96 54,390.69 108,781.39 163,172.08 Apr-19 Jun-19 63,845.09 31,922.55 31,922.55 127,690.18 0.65 20,749.65 41,499.31 62,248.96 , May-19 Jul-19 56,103.60 28,051.80 28,051.80 112,207.19 0.65 18,233.67 36,467.34 54,701.01 Jun-19 Aug-19 72,733.63 36,366.82 36,366.82 145,467.26 0.65 23,638.43 47,276.86 70,915.29 385,364.63 62,621.75 125,243.50 187,865.26 Jul-19 Sep-19 62,203.10 31,101.55 31,101.55 124,406.19 0.65 20,216.01 40,432.01 60,648.02 Aug-19 Oct-19 0.00 0.00 0.00 0.65 0.00 0.00 0.00 Sep-19 Nov-19 0.00 0.00 0.00 0.65 0.00 0.00 0.00 124,406.19 20,216.01 40,432.01 60,648.02 Totals Actual 11,401,473.81 2,011,782.92 4,023,565.84 6,035,348.75 Performance Agree. Cap 2,000,000.00 4,000,000.00 6,000,000.00 Final Reimbursement: 71,054.84 142,109.68 213,164.52 CSD Woodbridge Centre-Sales Tax Reimbursement Report Filing Allocation City 4B WEDC WEDC Period Period 1.00% 0.50% 0.50% Total Reimbursement Jan-14 Mar-14 $500.33 $250.17 $250.17 $1,000.66 $250.17 Sub-Total 1,000.66 250.17 Feb-14 Apr-14 608.31 304.16 304.16 1,216.62 304.16 Mar-14 May-14 819.13 409.57 409.57 1,638.26 409.57 Apr-14 Jun-14 1,474.84 737.42 737.42 2,949.67 737.42 Sub-Total 5,804.55 1,451.14 May-14 Jul-14 1,856.70 928.35 928.35 3,713.39 928.35 Jun-14 Aug-14 25,686.18 12,843.09 12,843.09 51,372.36 12,843.09 Jul-14 Sep-14 1,482.27 741.14 741.14 2,964.54 741.14 Sub-Total 58,050.29 14,512.57 Aug-14 Oct-14 1,927.17 963.59 963.59 3,854.34 $963.59 Sep-14 Nov-14 32,934.65 16,467.32 16,467.32 65,869.29 16,467.32 Oct-14 Dec-14 1,998.92 999.46 999.46 3,997.84 999.46 Sub-Total 73,721.47 18,430.37 Nov-14 Jan-15 2,885.15 1,442.58 1,442.58 5,770.30 1,442.58 Dec-14 Feb-15 29,624.02 14,812.01 14,812.01 $59,248.04 $14,812.01 Jan-15 Mar-15 6,488.22 3,244.11 3,244.11 $12,976.44 $3,244.11 Sub-Total $77,994.78 $19,498.70 Feb-15 Apr-15 5,694.92 2,847.46 2,847.46 11,389.83 2,847.46 Mar-15 May-15 31,176.75 15,588.37 15,588.37 $62,353.49 $15,588.37 Apr-15 Jun-15 5,390.41 2,695.20 2,695.20 $10,780.81 $2,695.20 Sub-Total $84,524.13 $21,131.03 May-15 Jul-15 6,467.00 3,233.50 3,233.50 12,934.00 3,233.50 Jun-15 Aug-15 32,110.31 16,055.16 16,055.16 $64,220.62 $16,055.16 Jul-15 Sep-15 5,548.58 2,774.29 2,774.29 $11,097.15 $2,774.29 Sub-Total $88,251.77 $22,062.94 Aug-15 Oct-15 5,683.49 2,841.74 2,841.74 11,366.97 2,841.74 Sep-15 Nov-15 41,414.13 20,707.06 20,707.06 $82,828.25 $20,707.06 Oct-15 Dec-15 6,007.81 3,003.91 3,003.91 $12,015.62 $3,003.91 Sub-Total $106,210.84 ;$26,552.71 Nov-15 Jan-16 6,246.73 3,123.36 3,123.36 12,493.45 3,123.36 Dec-15 Feb-16 38,577.49 19,288.74 19,288.74 $77,154.97 $19,288.74 Jan-16 Mar-16 5,383.48 2,691.74 2,691.74 $10,766.95 $2,691.74 CSD Woodbridge Centre-Sales Tax Reimbursement Report Sub-Total $100,415.37 $25,103.84 Feb-16 Apr-16 5,556.02 2,778.01 2,778.01 11,112.03 2,778.01 Mar-16 May-16 35,400.22 17,700.11 17,700.11 $70,800.43 $17,700.11 Apr-16 Jun-16 5,929.35 2,964.67 2,964.67 $11,858.69 $2,964.67 Sub-Total $93,771.15 $23,442.79 May-16 Jul-16 5,622.45 2,811.22 2,811.22 11,244.89 2,811.22 Jun-16 Aug-16 36,078.78 18,039.39 18,039.39 $72,157.55 $18,039.39 Jul-16 Sep-16 5,553.88 2,776.94 2,776.94 $11,107.76 $2,776.94 Sub-Total $94,510.20 $23,627.55 Aug-16 Oct-16 5,386.52 2,693.26 2,693.26 $10,773.03 2,693.26 Sep-16 Nov-16 45,851.97 22,925.99 22,925.99 $91,703.94 $22,925.99 Oct-16 Dec-16 5,712.60 2,856.30 2,856.30 $11,425.19 $2,856.30 Sub-Total $113,902.16 $28,475.54 Nov-16 Jan-17 5,534.56 2,767.28 2,767.28 $11,069.11 2,767.28 Dec-16 Feb-17 39,832.46 19,916.23 19,916.23 $79,664.92 $19,916.23 Jan-17 Mar-17 5,210.39 2,605.20 2,605.20 $10,420.78 $2,605.20 Sub-Total $101,154.81 $25,288.70 Feb-17 Apr-17 5,350.85 2,675.42 2,675.42 $10,701.69 2,675.42 Mar-17 May-17 35,935.03 17,967.52 17,967.52 $71,870.06 $17,967.52 Apr-17 Jun-17 5,446.64 2,723.32 2,723.32 $10,893.27 $2,723.32 Sub-Total $93,465.02 $23,366.26 May-17 Jul-17 6,978.40 3,489.20 3,489.20 $13,956.79 3,489.20 Jun-17 Aug-17 35,612.74 17,806.37 17,806.37 $71,225.48 $17,806.37 Jul-17 Sep-17 5,225.94 2,612.97 2,612.97 $10,451.87 $2,612.97 Sub-Total $95,634.14 $23,908.54 Aug-17 Oct-17 5,692.90 2,846.45 2,846.45 $11,385.79 2,846.45 Sep-17 Nov-17 46,321.69 23,160.85 23,160.85 $92,643.38 $23,160.85 Oct-17 Dec-17 4,662.38 2,331.19 2,331.19 $9,324.76 $2,331.19 Sub-Total $113,353.93 $28,338.48 Nov-18 Jan-18 6,690.47 3,345.23 3,345.23 $13,380.93 3,345.23 Dec-18 Feb-18 46,316.53 23,158.26 23,158.26 $92,633.05 $23,158.26 Jan-18 Mar-18 5,988.51 2,994.26 2,994.26 $11,977.02 $2,994.26 Sub-Total $117,991.00 $29,497.75 Feb-18 Apr-18 6,805.46 3,402.73 3,402.73 $13,610.91 3,402.73 Mar-18 May-18 41,994.46 20,997.23 20,997.23 $83,988.92 $20,997.23 CSD Woodbridge Centre-Sales Tax Reimbursement Report Apr-18 Jun-18 6,947.44 3,473.72 3,473.72 $13,894.87 $3,473.72 Sub-Total $111,494.70 $27,873.68 May-18 Jul-18 7,458.58 3,729.29 3,729.29 $14,917.16 3,729.29 Jun-18 Aug-18 40,091.04 20,045.52 20,045.52 $80,182.08 $20,045.52 Jul-18 Sep-18 6,796.04 3,398.02 3,398.02 $13,592.07 $3,398.02 Sub-Total $108,691.31 $27,172.83 Aug-18 Oct-18 7,102.43 3,551.21 3,551.21 $14,204.85 3,551.21 Sep-18 Nov-18 49,320.18 24,660.09 24,660.09 $98,640.36 $24,660.09 Oct-18 Dec-18 7,127.12 3,563.56 3,563.56 $14,254.24 $3,563.56 Sub-Total $127,099.45 $31,774.86 Nov-19 Jan-19 7,328.98 3,664.49 3,664.49 $14,657.96 3,664.49 Dec-19 Feb-19 45,439.30 22,719.65 22,719.65 $90,878.60 $22,719.65 Jan-19 Mar-19 6,870.72 3,435.36 3,435.36 $13,741.44 $3,435.36 Sub-Total $119,278.00 $29,819.50 Feb-19 Apr-19 6,753.31 3,376.66 3,376.66 $13,506.62 3,376.66 Mar-19 May-19 39,606.81 19,803.41 19,803.41 $79,213.62 $19,803.41 Apr-19 Jun-19 8,303.33 4,151.66 4,151.66 $16,606.65 $4,151.66 Sub-Total $109,326.89 $27,331.72 May-19 Jul-19 9,157.91 4,578.95 4,578.95 $18,315.81 4,578.95 Jun-19 Aug-19 43,106.68 21,553.34 21,553.34 $86,213.36 $21,553.34 Jul-19 Sep-19! 8,520.69 4,260.35 4,260.35 $17,041.38 $4,260.35 Sub-Total $121,570.55 $30,392.64 Total $2,117,217.17 $529,304.29 Note: Anticipated completion date for the$1 mm sales tax incentive obligation is 9/30/23. Outstanding Performance Agreement Summary Company Performance Obligations Expiration Incentive Comment/Notes Carrie Elle [Receipt of documentation of minimum project cost of$15,000 for the purchase of new equipment; current on ad valorem taxes. 1/31/2019 $2,500 ° Paid Receipt of documentation evidencing ongoing operations at 311 N. Ballard; current on ad valorem taxes. 1/31/20201 $2,500, Cross Development Purchase and take title to the property by 3/20/18. 3/20/2018 Complete Commence construction of multifamily units by 8/1/18. 8/1/2018 Complete ,Complete construction of retail space and at least 3,200 sf of restaurant space and obtain COC by 9/1/20. 9/1/2020 Provide documentation to WEDC evidencing: Construction costs for Phase One of$32mm; property south of Explorer Pipeline is accessible to vehicular traffic; $250,000 in expenditure for qualified infrastructure; 9/1/2020 Documentation to City confirming i) Completion of removal/remediation ii) Company expended an amount greater than or equal to minimum removal expenditure ($500,000). 9/1/2020 $250,000 CSD Woodbridge Phase I-Acquire property for 110,000 sf Kroger by 7/31/2016; CO by 3/31/2014 3/31/2014 $100,000 Paid Phase II -CO for 120,600 sf retail space Sales tax (completed) 3/31/2014 reimburse quarterly Phase III -CO for 127,600 sf retail space Sales tax (completed) 3/31/2017 reimburse quarterly Outstanding Performance Agreement Summary Sales tax reimburse ending earlier of $1.1 mm, paid or 10 Cumulative incentive not years from to exceed $1.1 mm. Phase IV-CO for 134,600 sf retail space Start Date Reimbursement (completed) 3/31/2019 (9/15/23). spreadsheet attached. Dank Real Estate-2 la. Documentation of company's application for CO for a 10,140 sf expansion at 216 Windco Cir.; permit fee receipt for not less than $15,600 1(overage to be paid by WEDC), documentation for construction costs of$1,500,000; current on ad valorem taxes;verification of employment of 25 full time employees as of 10/25/17. 7/31/2019 $15,600 lb. CO for a 10,140 sf expansion at 216 Windco Cir. 7/31/20191 $21,500 2. Minimum valuation of$2,100,000 for real and personal property at 216 Windco Cir.; current on ad valorem taxes; ongoing operations of Deanan Popcorn at facility; employment verification of 29 full-time employees. 7/31/2020 $22,900 3. Minimum valuation of$2,100,000 for real and personal property at 216 Windco Cir.; current on ad valorem taxes; ongoing operations of Deanan Popcorn at facility; employment verification of 33 full-time employees. 7/31/2021 23,000 Outstanding Performance Agreement Summary DCU, Inc. 1. a. 1. Documentation supporting application to City of Wylie for a CO for a 11,200 sq ft facility located at 2774 Capital; 2. permit fee receipt from City of Wylie for not less than$31,534; 3. documentation supporting construction cost of $700,000; 4. documentation supporting an executed contract of not less than$39,885 to extend a gas line 725 feet to the easternmost property line of lot located at 2774 Capital Street; 5. current on ad valorem taxes. Paid City of Wylie 8/1/2018 $31,534 $24,545.13 1.b. 1. Certificate of Occupancy, 11,200 Sq ft $51,324 -- building; 2. receipt of documentation supporting $19,311 paid construction of a gas line at the easternmost to Company; property line at a cost of not less than $39,885; $32,013 paid 3. letter from Atmos Energy asserting that to Company's improvements installed to Atmos standards and Utility available to other customers. 8/1/2018 Contractor Paid 2. Minimum valuation of$1,200,000 for real and personal Property; current on ad valorem taxes, continuous operations at 2774 Capital. Amended to$10,645 in Amendment No. 3. 9/1/2019 $10,645 Paid 3. Minimum valuation of$1,200,000 for real and personal Property; current on ad valorem taxes, continuous operations at 2774 Capital.Added to this payment is the fee difference from Incentive 1 of 4 in the amount of$6,988.80. 8/1/20201 $19,488.80, Exco Extrusion Dies(Texas), Inc. A. CO on 30,000 sf building 2/24/2016 $87,000 , Paid Outstanding Performance Agreement Summary B. On an annual basis maintain appraised value of $7.55 mm, maintain Texas as principal place of business, employ 20 full time employees 2/24/2017 $20,000 Paid 2/24/2018 $20,000 Paid 2/24/2019 $20,000 Paid 2/24/2020 $20,000 Seller financing on $350,000 note,forgiven Forgiveness#1-2-24-17 annually beginning 1-31-17 in equal amounts of Forgiveness#2-2-24-18 $70,000 for 5 years. 2017 2021 $350,000 Forgiveness#3-2-24-19 Rocking M Acquire title to property by March 1, 2019; obtain building permit by April 1, 2019; Certificate of Occupancy by April 1, 2020; provide documentation evidencing$300,000 in construction costs for facility; provide documentation evidencing$89,500 in qualified infrastructure costs. 4/1/2020 $89,500 SAF Holland A. Tax Incentive: Maintain on property,taxable personal property owned by company valued at or above 50%of BPP $14,375,324(Tax Threshold). tax paid in excess of Tax 1/31/2019 Threshold. Paid Maintain on property,taxable personal property owned by company valued at or above $14,375,324(Tax Threshold). 1/31/2020 Maintain on property,taxable personal property owned by company valued at or above $14,375,324(Tax Threshold). 1/31/2021 Outstanding Performance Agreement Summary B. Employee Incentive: Employ up to 45 full-time employees over 133 (Employee Threshold). One time payment of $1,000 per new employee added. First $1,000/emp Amendment- BPP valuation requirement waived over Paid-Incentive Obligation (first year only). 12/31/2017 Threshold Fully Satisfied Employ up to 45 full-time employees over 133 $1,000/emp (Employee Threshold). One time payment of over $1,000 per new employee added. 12/31/2018 Threshold n/a Employ up to 45 full-time employees over 133 $1,000/emp (Employee Threshold). One time payment of over Not to exceed $45,000 1$1,000 per new employee added, 12/31/2019 Threshold total incentive. SCSD-Finnell Obtain a building permit no later than 12/31/18; Commence construction of building no later than 12/31/18; Obtain CO no later than 8/31/19; Complete qualified infrastructure no later than 8/31/19; and provide written notice, accompanied by one or more permanent COs on the building only. Provide documentation that company has leased no less than 66%of the space within the building to restaurants no later than 1/31/20 and no less than 3,800 sf to Fish'N'Tails Oyster Bar; Company has completed qualified infrastructure no later than 8/31/19 with a minimum cumulative cost of$175,000; 8/31/2019 $87,500 Outstanding Performance Agreement Summary Provide documentation that restaurant space identified in Incentive No. 1 has been continuously loccupied and operated as an on-going business for. no less than 12 months. 1/31/2021 $87,500 Taylor&Son LLC 1.a Acquire title to property, submit site plan and elevations for a commercial office building that is no less than 3,500 sf, approval of plans by the City of Wylie Historical Review Commission (HRC); building permit no later than February 1, 2020; Certificate of Completion (CC)for 3,500 sf commercial office building no later than February 1, 2021; documentation supporting construction cost of no less than $400,000; documentation supporting construction of qualified infrastructure of at least$104,500 no later than CC; current on ad valorem taxes by 1/31 of year after assessed. 2/1/2021 1.b. Certificate of Occupancy(CO)for 1,750 sf no later than February 1, 2022; current on ad valorem taxes by 1/31 of the year after assessed. 2/1/2022 Woodbridge Crossing Phase I. CO for initial phase including a Super 65%sales tax reimb 2009- Target by 8/1/09. 8/1/2009 2013 ; 85%sales tax reimb No further performance requirements. Default declared reducing maximum incentive from $12 Reimbursement mm to $6 mm. 20211_ spreadsheet attached Active Environmental Program Tracking Kirby- Former CRI Project Total: 105,113.53 Contract$121,150 910.00 11/30/17 'Labor: Frank Clark, Michael Henn 788.00 12/31/1711 Labor: Frank Clark, Clay Snider Labor: Frank Clark, Michael Henn,Joshua Hopper, Samuel Lewis, 6,421.80 : 1/31/18 Trey Nelson, Clay Snider Other Subcontractors: Laboratory,Supplies/Permits, Other 14,442.16 1/31/18 Subcontractors 11.16 1/31/18 Misc.Supplies 659.50 1/31/18 Vehicle /Equipment Labor: Frank Clark,Trudy Hasan,Joshua Hopper, Samuel Lewis, Clay 2,005.30 2/28/18 Snider 874.00 2/28/18 Laboratory 519.50 3/31/18! Labor: Trey Nelson, Clay Snider 1,824.00 4/30/18 Subsurface Investigation -Labor: Clay Snider Add'I Subsurface Investigation- Labor: Frank Clark,Joshua Hooper, 3,815.75 4/30/18 Samuel Lewis,James Maxwell,Trey Nelson, Clay Snider Subcontractors: Laboratory-$989; Drilling-$6,463; 12,385.33 4/30/18 Supplies/Permits/Regulatory Fees-$103.33; Other-4,830. 528.88 4/30/18G Vehicle /Equipment Subsurface Investigation-Labor: Clay Snider,Samuel Lewis,Joshua 1,236.50 5/31/181 Harper, Frank Clark 264.50 5/31/181 Add'I Subsurface Investigation-Subcontractors: Laboratory 406.50 7/31/18' MSD- Project Management- Labor: Frank Clark, Clay Snider 648.50 7/31/18 VCP Application- Labor: Clay Snider, Holly Stockton 429.00 7/31/18 DWS Labor: Trey Nelson,Clay Snider 636.00 7/31/18 MSD Application - Labor: Joshua Hooper 384.00 8/31/18 MSD- Project Management- Labor: Clay Snider 165.90 8/31/18 ;VCP Application- Labor: Frank Clark 212.00 8/31/18 DWS Labor: Joshua Hooper 2,539.50 8/31/18 MSD Application- Labor: Joshua Hooper, Samuel Lewis, Clay Snider MSD Application Sub-contractors: Laboratory,Aerials/Maps/ 2,052.91 8/31/18 'Photos Active Environmental Program Tracking 418.35 9/30/18 MSD-Project Management- Labor: Clay Snider 749.60 9/30/18 VCP Application - Labor: Frank Clark,Antonia Pachlczuk, Clay Snider 128.00_i 9/30/18 DWS Labor: Clay Snider MSD Application- Labor: Joshua Hooper,Samuel Lewis,James 2,878.50 9/30/18 Maxwell,Trey Nelson, Clay Snider 58,967.14 Starting Point 632.00 9/30/18 APAR Labor: Trey Nelson 888.00 11/3/18 MSD-Project Management- Labor: Clay Snider VCP Application- Labor: Clay Snider-$259; Overnight courier- 1,438.86 11/3/18 $29.86;TCEQ Application Fee-$1,150 189.50 11/3/18 MSD Application - Labor: Trey Nelson,Joshua Hooper 360.00 12/7/18 MSD Project Management 10.80 12/7/18 VCP Application &Agreement 2,351.90 =_ 12/7/18 Prepare MSD Application 804.00 2/22/19 Project Mgmt; Correspondence with TCEQ 1,725.66 2/22/19 Drinking Water Survey Report 4,553.05 ' 2/22/19' Prepare MSD Application LL 79.80 4/11/19 Project Mgmt; Correspondence with TCEQ 3,165.10 4/11/191 Prepare MSD Application 142.20 4/11/19 Preapare APAR and Submite to TCEQ 1,345.50 4/11/191 VCP Investigation 705.60 5/9/19 Project Mgmt; Correspondence with TCEQ 388.50 5/9/191 Prepare MSD Application 798.50 5/9/19 Prepare APAR and Submit to TCEQ 7,279.13 5/9/191 VCP Investigation 1,850.05 7/9/1911 Project Mgmt; Correspondence with TCEQ 705.00 7/9/19 Prepare MSD Application 10,328.55 7/9/19 Prepare APAR and Submit to TCEQ 3,659.82 7/9/19 VCP Investigation 1,614.37 8/8/19 Project Mgmt; Correspondence with TCEQ 1,486.00 8/8/19 Prepare APAR and Submit to TCEQ 276.50 8/8/19 'VCP Investigation 105,113.53 Spent Contracted Active Environmental Program Tracking Total Expenditures: $105,113.53 $121,150 Hotel Occupancy Tax Receipts 2014 2015 2016 2017 2018 2019' January $3,332.78 $3,910.22 $3,960.95 8,369.84 $8,848.69 $12,663.18 February 3,773.66 3,994.91 5,810.03 5,016.36 9,767.37 13,948.86 March 4,559.63 5,250.71 6,336.25 5,757.40 13,360.70 13,391.72 April 4,921.52 5,119.52 10,366.04 4,348.00 14,375.83 13,312.00 May 4,991.83 5,163.84 11,014.00 6,402.58 15,934.35 14,588.31 June 5,692.40 6,182.22 8,812.25 6,605.05 17,191.21 11,129.39 July 5,201.94 5,664.42 8,314.57 6,171.14 16,824.70 10,984.52 August 5,242.99 5,279.29 9,764.71 5,779.66 12,372.93 September 5,280.16 5,044.30 7,658.43 5,193.79 14,369.06 October 6,033.92 5,665.76 7,242.90 6,301.30 14,607.81 November 5,213.87 5,168.76 7,054.65 5,031.62 14,489.92 December 4,930.79 6,234.68 6,708.86 6,637.89 13,443.62 Total $59,175.49 $62,678.63 $93,043.64 $71,614.63 $165,586.19 $90,017.98 * 2 Hotels reporting beginning in December 2017. **Both June and July 2019 represent 1 of 2 hotels reporting. I i b N6 +.4s• ... P. 2 OS,,,,,SShS xg 4g. sa� + + L _< mow` 1. as �-,fO Y by =P,5 0 •a+«E+ram,..,,, fay Lo A t —= y 70 CORNER ADIET16N J 3 Y3 '1 + .i c 7 rx n I t 0,36$Acre r ., N i N > N ass' a..r ' + GRAPHIC SCALE Vx.sx =. e n._, ',. F.M.Highway No. 544 sz'.yo' : t>.<. x. BOUNDARY SURVEY 0.368 Acres t a�. S.B.Shelby Survey, ' Abstract No.820 es ,Nos so 43331 i 30 1 323 City of Wylie, Collie County,Texas ��. North Texas Surveying,LL C. avcivor I.. r, .rz.., n I C.P:m+ I sss :m'-n'ca 1 W ,+,first,cw»,u+x sss+ ..u®^e gx.,a,sus:ems wv A. fin.t S , ..° .s . ,..,t wt Regional Housing Permits Wylie Lavon 11 12 13 14 15 16 17 18 19 11 12 13 14 15 16 17 18 19 January 1 20 16 18 14 46 9 15 41 28 January ROE 4 6 EIDEN February eb February '! 9 22 14 20 31 4 36 54 27 F 1311 6 ®E©. 0 March 28 18 17 30 31 43 33 61 26 March ® 6 ©m 8 0 11111111 April 18 29 38 10 57 41 70 49 37 April gm UmnUm 24 0 May 18 20 22 26 68 101 45 48 40 May U 0 9 mumume 0 June 19 13 11 9 57 58 98 47 33 June 9 EUEI©UU18 0 July 20 19 18 29 36 34 60 63 56 July E1111 .®1111111111 0 August 16 20 19 19 30 25 11 50 37 August 9 6 E®E 0 El 0 0 September 22 15 8 17 24 18 46 23 September 6 m 6 •U 0 mi 9 a October 16 28 30 21 32 26 33 45 October 4 flU 9 U 0 0 ®M November 5 14 18 20 33 11 42 34 1November umE111.1 0 14 Elm December 10 16 23 65 38 39 18 16 I December EMI'' 4 E 6 0 40 0 1111 TOTAL 201 230 236 280 483 409 507 531 284 TOTAL 60 48 68 100Eimi 104 Du Murphy Sachse 11 12 13 14 15 16 17 18 19 11 12 13 14 15 16 17 18 19 January 4 7 26 13 1 12 5 0 0 January 14 8 13 18 14 16 4 15 6 February 3 14 4 5 5 4 2 6 0 February 3 11 8 29 17 31 15 9 5 March 9 6 6 8 4 5 4 0 3 March 9 12 1 13 24 31 23 5 4 April 8 10 23 1 3 8 1 0 24 April 8 4 13 17 12 24 15 2 1 May 11 14 7 7 2 2 0 0 10 May 11 17 10 21 6 21 15 9 4 June 6 19 15 6 7 4 0 0 4 June 8 17 14 16 38 25 14 3 1 July 7 16 7 22 4 2 8 1 10 July 7 14 15 30 12 22 17 4 4 August 4 13 15 16 2 21 0 0 4 August 5 19 10 29 41 32 8 6 6 September 4 10 10 3 1 3 6 0 0 September 12 12 17 23 27 20 3 2 October 3 16 16 4 0 2 0 0 October 8 15 25 18 31 29 10 6 November 3 17 5 5 2 6 0 1 November', 6 9 12 27 26 12 6 6 December 8 7 15 4 0 1 1 5 December 7 10 11 39 12 11 2 3 TOTAL 70 149 149 94 33 73 21 13 55 TOTAL 98 148 149 280 260 274 132 70 31 Inspiration Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Tote' 15 10 6_ MEI 14 4 Ei 8 En 118 16 10 19 I 9luis 40 8 14 1.1.1 18 ®c 17 10 26 29 18 30 16 M 20 I 14 19 18 18 30 29 24 ®® 18 ® 8 I 14 El 9 el 19 4 9 ® 16amp 4111' fUE •• • ylie cono is P evelop ent Co • oration E 0 - A DU TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive Director SUBJECT: Future Agenda Items DATE: September 10, 2019 Issue Discussion of issues to be placed on future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). Analysis During this Discussion Item, Board Members will have the opportunity to propose that an issue be placed on a future agenda for consideration. The Board will note that no substantial consideration/discussion is allowed so that there will not be a violation of the Open Meetings Act which requires discussion/action items be placed on Agendas with specific language as to what will be discussed. For example, the above language will allow a Board Member to present a request for a certain item to be placed on an agenda for consideration, but not the ability for the same Board Member to argue the merits of the issue. Conversely, another Board Member may not discuss the merits as to why they may not want that particular item on a future agenda. Recommendation This Item is for discussion only and will provide direction to Staff. No formal action is allowed. ylie cono ic I evelo • ent Corporation E 0 ANDU TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive Director SUBJECT: Election of WEDC Officers DATE: September 19, 2019 Issue Consider and act upon issues surrounding the Election of WEDC Officers. Analysis President Brokaw requested that this Action Item be placed upon the Agenda in light of a Board Member's pending residency changes with the need to elect new WEDC officers. Provided for the Board's review is Section V- Officers of the WEDC By-laws. Section V provides for the selection of officers and the duties of the same. As of July 17, 2019, the WEDC Board of Directors elected the current officers: Bryan Brokaw President Todd Wintters............................ Vice President John Yeager Secretary Gino Mulliqi Treasurer Demond Dawkins Board Member Recommendation Staff has no recommendation for this item. Attachment WEDC By-laws, Section V Any request for services made to the administrative departments of the City shall be made by the Board of its designee in writing to the City Manager. The City Manager may approve such request for assistance from the Board when he finds such requested services are available within the administrative departments of the City and that the Board has agreed to reimburse the administrative department's budget for the costs of such services so provided. SECTION V OFFICERS 5 01 Officers of the Corporation The elected officers of the Corporation shall be a President, Vice President, Secretary, and Treasurer. The Board may resolve to elect one or more Assistant Secretaries or one or more Assistant Treasurers as it may consider desirable. Such officers shall have the authority and perform the duties of the office as the Board may from time to time prescribe or as the Secretary or Treasurer may from time to time delegate to his or her respective Assistant. Any two (2) or more offices may be held by the same person,except the offices of President and Secretary. 5,02 Selection of Officers The President and Vice President shall be elected by the Board and shall serve a term of one (1) year. On the expiration of the term of office of the President and Vice President, the Board shall select from among its Members individuals to hold such office. The term of office of the President and Vice President shall always be for a period of one year;provided,however, that the President and Vice President continue to serve until the election of their successors. The Secretary and Treasurer shall be selected by the members of the Board and shall hold office for a period of one(1)year; provided, however,that they shall continue to serve until the election of their successors. Elections shall be held at the annual meeting of the Board. Any officer meeting the qualifications of these Bylaws may be elected to succeed himself or to assume any other office of the Corporation. 5.03 Vacancies Vacancies in any office which occur by reason of death, resignation, disqualification, removal, or otherwise, shall be filled by the Board of Directors for the unexpired portion of the term of that office in the same manner as other officers are elected to office. 8 Amended 5/25/99 3.04 President The President shall be the presiding officer of the Board with the following authority: 1. Shall preside over all meetings of the Board. 2. Shall have the right to vote on all matters coming before the Board. 3. Shall have the authority,upon notice to the members of the Board, to call a special meeting of the Board when in his judgment such meeting is required. 4. Shall have the authority to appoint standing committees to aid and assist the Board in its business undertakings of other matters incidental to the operation and functions of the Board. 5. Shall have the authority to appoint ad hoc committees which may address issues of a temporary nature or concern or which have a temporary affect on the business of the Board. In addition to the above mentioned duties, the President shall sitii with the Secretary of the Board any deed, mortgage, bonds, contracts, or other instruments which the Board of Directors has approved and unless the execution of said document has been expressly delegated to some other officer or agent of the Corporation by appropriate Board resolution, by a specific provision of these Bylaws, or by statute. In general, the President shall perform all duties incident to the office,and such other duties as shall be prescribed from time to time by the Board of Directors. 5.05 Vice President In the absence of the President, or in the event of his or her inability to act, the Vice President shall perform the duties of the President. When so acting,the Vice President shall have all power of and be subject to all the same restrictions as upon the President. The Vice President shall also perform other duties as from time to time may be assigned to him or her by the President 5.06 Secretary The Secretary shall keep or cause to be kept, at the registered office a record of the minutes of all meetings of the Board and of any committees of the Board. The Secretary shall also file a copy of said Minutes with the City and the same to be given, in accordance with the provisions of these Bylaws, or as required by the Texas Open Meetings Act or the Texas Open Records Act or other applicable law. The Secretary shall be custodian of the corporate records and seal of the Corporation, and shall keep a register of the mailing address and street address, if different, of each director. 9 Amended 925/99 The Treasurer shall be bonded for the faithful discharge of his/her duties with such surety or sureties and in such sum as the Board of Directors shall determine by Board resolution,but in no event shall the amount of such bond be less than an amount equal to the average of the sums which the Treasurer has access to and the ability to convert during a twelve(12)month period of time. The Treasurer shall have charge and custody of and be responsible for all funds and securities of the Corporation. The Treasurer_shall receive and give receipt for money clue and payable to the Corporation from any source whatsoever, and shall deposit all such moneys in the name of the Corporation in such bank, trust corporation, and/or other depositories as shall be specified in accordance with Article VII of these Bylaws. The treasurer shall,in general,perform all the duties incident to that office, and such other duties as from time to time assigned to him by the President of the Board. 5.08 Assistant Secretaries and Assistant Treasurers The Assistant Secretaries and Assistant Treasurers,if any,shall in general,perform such duties as may be assigned to them by the Secretary or the Treasurer,or by the President of the Board of Directors. 5..09 Director of Economic Development The Corporation may employ a Director of Economic Development. The Director of Economic Development shall serve as the Chief Executive Officer of the Corporation and shall oversee all administrative functions of the Corporation. The Director shall develop policies and procedures for the Corporation including financial, accounting, and purchasing policies and procedures to be approved by the Board and City Council. 5.10 Other Employee The Corporation may employ such full or part-time employees as needed to carry out the pro .ms of the Corporation. 5jJcnctr1er Services The Corporation may, contract with any qualified and appropriate person, association, corporation or governmental entity to perform and discharge designated tasks which will aid or assist the Board in the performance of its duties. However, no such contract shall ever be approved or entered into which seeks or attempts to divest the Board of Directors of its discretion and policy-making functions in discharging the duties herein above set forth in this section. • to Amended 5/25199