The URL can be used to link to this page

Agenda 11-17-08 East Side-West SOlde-Seaside Renaolssance If any person decides to appeal any decision made by the Board with respect to any matter considered at this meeting, he or she will need a record of the proceedings, and that, for such purpose, he or she may need to ensure that a verbatim record of the proceedings is made, which record includes the testimony and evidence upon which the appeal is to be based. Special Meeting of the eRA Board Monday, November 17, 2008 City Commission Chambers 100 E. Boynton Beach Blvd Boynton Beach, FL 33435 5:00 pm I. Call to Order - Chairman Jerry Taylor II. Pledge to the Flag and Invocation III. Roll Call IV. Discussion of the Draft Master Development Agreement Submitted by The Auburn Group, for the Martin Luther King Corridor Project Area v. Adjournment ~~~qY~Te~ C . East Side-West Side-Seaside Renaissance If any person decides to appeal any decision made by the Board with respect to any matter considered at this meeting, he or she will need a record of the proceedings, and that, for such purpose, he or she may need to ensure that a verbatim record of the proceedings is made, which record includes the testimony and evidence upon which the appeal is to be based. Special Meeting of the eRA Board Monday, November 17, 2008 City Commission Chambers 100 E. Boynton Beach Blvd Boynton Beach, FL 33435 5:00 pm I. Call to Order - Chairman Jerry Taylor II. Pledge to the Flag and Invocation III. Roll Call IV. Discussion of the Draft Master Development Agreement Submitted by The Auburn Group, for the Martin Luther King Corridor Project Area V. Adjournment 1!I~Cf:Y~Te~ C . East Side-West S.lde-Seaside Renaissance eRA BOARD SPEeIAL MEETING OF: Novemberl7,2008 I I Consent Agenda I X I Old Business New Business Legal Other SUBJECT: Discussion of the Draft Master Development Agreement Submitted by The Auburn Group for the Martin Luther King Corridor Project Area SUMMARY: At the October 14, 2008 Board Meeting, staff presented the Board with a list of questions and discussion items in regards to the Draft Master Development Agreement submitted by The Auburn Group. Staff, in providing this information was seeking Board direction. Upon completion of this meeting, Board recommendations were noted and the agreement was revised attorney to attorney. On October 31, 2008 at 5 pm, CRA legal counsel received an updated version of the agreement. On November 4, 2008 CRA staff and counsel reviewed the agreement and determined that a special meeting should be held to ensure that the Board was fully informed of any changes. On November 5, 2008 the Board agreed unanimously to hold a special meeting. Attached you will find the following documents: · Summary sheet outlining the original questions that staff presented to the Board (black), direction that was given to staff from the Board in response to these questions (red) and Auburn's response to the Board's recommendations (green) · Revised Master Development Agreement as of 10/31/08 · CRA Board Meeting Minutes October 14, 2008 · Summary of Financial Analysis · Auburn Pro Formas FISCAL IMPACT: To be determined CRA PLAN, PROGRAM OR PROJECT: To be determined RECOMMENDATIONS: Provide staff with direction. ~ C.-&dJ+ Lisa A. Bright Executive Director T:\AGENDAS, CONSENT AGENDAS, MONTHLY REPORTS\Completed Agenda Item Request Forms by Meeting\FY 2008 - 2009 Board Meetings\Special Meeting 11.17.08\Discussion on Auburn MDA MLK.doc Boynton Beach Community Redevelopment Agency Workshop on Proposed Master Development Agreement with the Auburn Group November 17, 2008 Analysis of MDA as Revised by Auburn Post October CRA Board Meeting 1. Term of Aareement. Originally, Auburn requested a 20-year project term and staff recommended a 10-year term. Auburn has reduced the project term to 12 years. Given the volatile nature of the credit markets and reductions in City/CRA revenue; should the City/CRA enter into a long term development agreement? Board Direction from October 14.2008 Meetina No Board direction was provided on the12 year term proposed by Auburn. Revised MDA The revised MDA states the term of the Agreement is for 12 years. 2. Subsidv Amount Reauested bv Auburn. The draft agreement has subsidy amounts totaling approximately $23M but this projection is not tied to actual project costs and cannot be verified. City's/CRA's subsidize projects in an amount needed to make the project financially feasible including a reasonable rate of return to the developer. Financial verification of project costs is typically conducted by a third party. Should the CRA seek third party review of the project development proforma to verify the CRA subsidy is funding the project financial gap? Board Direction from October 14. 2008 Meetina The Board directed staff to analyze the estimated TIF to be generated from the proposed development and the required public subsidy needed based upon the updated pro formas to be provided by Auburn. Staff Analvsis of Pro Formas and Revised MDA Based on the most recently submitted pro formas from Auburn, the proposed four pbases of development will result in new annual T1F to the eRA in the following amounts*: Phase I/Senior Affordable Rental Phase IIITH's, Condos, SF/For Sale Phase III/Grocery Store/4,500 sq. ft. Phase IV/Market Rate Condos/RetaillTH's TOTAL ESTIMATED TIF FROM PROJECT $ 37,226 $ 616,644 $ 0 $ 826.748 $1,480,618 The amount of CRA subsidy requested by Auburn per the revised MDA per phase is as follows: Phase I CRA Land Value** CRA Cash Contribution Demolition Total Phase I CRA $ 954,466 $1,920,000 $ 300.000 $3,174,466 Phase II CRA Land Value CRA eash eontribution Demolition Streetscape (est.) Downpayment Assistance Total CRA Contribution Phase III CRA Land Value $ 159,615 $2,844,000 $ 275,000 $1,000,000 $2,500.000 $6,778,615 $ 438.154 Phase IV CRA Land Value CRA Cash Contribution CRA Loan Demolition Total CRA Contribution $ 90,000 $ 1,216,000 $11,704,000 $ 150,000 $13,160,000 $23,551,235 TOTAL CRA CONTRIBUTION ALL PHASES *Based on current site plan as presented to CRA Board, not on subsequent scenarios posed by Auburn **Based on Market Assessed Valuation per PBCPA 3. Auburn's Reauest for a 163 Aareement. Based on the future revenue volatility for the City/CRA is it fiscally responsible to enter into an agreement that binds the Agency's for a long term financial commitment of twelve years? Board Direction from October 14. 2008 Meetina Per the minutes, there was no Board consensus or policy direction. Revised MDA /\uburn requests that the CH/\ ell j(J I\'U!JUl(i ",ille! Ill'jl !lU ; ;'.\ I i'-;lv,:'luPlil81 oJ J\greernent for each p~lase Of triA 010lec1 npce the i:itv t'i8S dirJllqeej tilE" i8nd use designation 4. Number of Phases. Auburn is requesting that the Agreement cover all four phases of the proposed development plan. Again, given the uncertainty in the revenue stream, should the City/CRA commit funds beyond the first Phase? Board Direction from October 14.2008 Meetina Per the minutes, there was no Board consensus or policy direction Revised MDA The revised MDA still envisions 8 tour-phase project. 5. Reauest for Public Subsidy for Market Rate DeveloDment. Auburn is requesting the CRA advance Auburn $11 M to construct a private parking garage for the market-rate condominiums to be built at Federal Highway. The public purpose of the CRA's $11 M advance is unclear. Should Auburn be required to provide a more concrete public benefit in exchange for CRA funds? Board Direction from October 14. 2008 MeetinQ The Board directed staff to obtain an opinion from CRA bond counsel eRA staff put the question to Mark Raymond, CRA bond counsel And it is his :2 recommendation the question should go through a validation process. This is a process whereby a judge would determine the appropriateness of using public dollars for a private parking garage. CRA Attorney Cherof agreed with Mr. Raymond's recommendation. Revised MDA Auburn has added an affordability component (20% of units) to Phase IV to comply with the City's Workforce Housing Ordinance. 6. Reauest for Funding for Public ImDrovements. Auburn is requesting funds to construct a streetscape along MLK. Should the CRA be committed to an undetermined financial obligation without having an approved design or a project budget? Should these public improvements be constructed by the City/CRA under a competitive bidding process rather than having Auburn construct them? Board Direction from October 14.2008 Meetina Direction from the Vice Chair was the City would be responsible for designing and constructing the streetscape improvements and the CRA would pay for those costs. However, there was no Board consensus or policy direction on this recommendation. Revised MDA The revised MDA states the CRA will design and construct the town circle and streetscape including the exterior of S1. Paul's AME church. The cost to the CRA for both of these requests is an unknown variable at this time which prohibits accurate budget forecasting. 7. Phasing Order The project as described in the Agreement has the senior affordable rental as Phase I. However, without a legitimate grocery store in place, Auburn will not be able to win the necessary tax credits to construct Phase I. Should Phase I become the grocery store/retail portion of the Project? Board Direction from October 14.2008 Meetina The Board did not provide policy direction. Staff suggested it might be more effective to have a commercial developer partner with Auburn on this aspect of the project. Staff is in negotiations with a national grocery store chain for the HOB area. Revised MDA An inconsistency exists within the MDA (Page 10) whereby Auburn states construction will begin on a grocery store after they have sold 75% of the units in Phase II. However, the grocery store is required to compete for Florida Housing Finance Corporation for the proximity issue to be selected for a Tax Credit Deal at the state level for the Phase I Senior Housing Residential project. Auburn stated they will agree to consider entering into an agreement to allow a third party commercial developer to develop and manage the grocery store. 8. Proiect ScoDe Auburn has added 7/10 of an acre to the project scope in the revised Agreement. In discussions, Auburn has indicated that they desire to extend the project scope south into the industrial area along Railroad Avenue for the market rate condominium portion of the Project. Is this 3 considered a significant deviation from their submitted RFP response? Does the eity/CRA wish to convert more of its industrial land to residential? I his Itepl W8S claritied 81 Trio-! i ,ctohel np.::!tlnq 8:3 '11) eno' tN l\ilr HlrlnpI l; 9. Retail. Auburn is requesting the CRA lease the retail space from them in an amount sufficient to cover their lenders required debt coverage ratio as well as the CRA must locate the tenants for the space. Typically, it is the role of the developer to finance, build and lease the space. Would the project and the CRA be better served working with a commercial developer specializing in developing retail in similar neighborhoods? Board Direction from October 14.2008 Meeting The Board agreed the CRA would not be responsible for leasing and managing the grocery store. Revised MDA Auburn added they woulcJ agree to cons/ejer entering Into an agreenlel1J 10 -iH()I/\, d third party commercial developer to develop 8nd manape the qr oeer v ~rl)l!-e. 10. Height The Agreement states that Phase IV will be between 7 - 8 stories. Auburns RFP response indicates a maximum height of 2 - 3 stories. Given the communities sensitivity to height, should the number of stories be set for the entire project within the Agreement? Board Direction from October 14. 2008 Meeting Discussion was that the Heart of Boynton eommunity Redevelopment Plan muSf be amended to address the height/density requested under the MDA Revised MDA Per the revised MDA the height 81 t eder;~1 \IV I II fH;; trom sevPIl I,) IlIli!::' stCi! I'~.'" !~f~dinr! 11 of the MDJ\ 1 rlJ Il j I ,JIH3S ,.()t ~pedtjr:Hilv"L-ii,~ if ,,' '1-' .,,!' i'"ninq cate\.Jorv Aubui n I.,fill be requestinq 11. Financial Capacity. Given the requested term of the Agreement a periodic check of the financial health of Auburn is advisable if the Board elects to enter into the Agreement. Should the City/CRA receive audited financials annually? Should the developer demonstrate financial capacity prior to entering into the Agreement particularly since financials submitted in the response to the RFP are over two years old? Board Direction from October 14. 2008 Meeting The Board did not provide policy direction on this issue. Mr. Hinners stated II' Section 24, the eRA can determine if Auburn has the tinancial capacity to undertake each phase. However, Section 24 does not outline Auburns responsibility in providing financial statements and documentation to the CRA order for the eRA to make a determination of finanCial capability Revised MDA The Section 24 clause sfates the eRA can detemllne It Auburn t'IQ~ lne tinancin' capacity to undertake each phase by reviewing financial ,1w:lJrnents I( r 4 provided by Auburn. The eRA has 15 days from the date of receipt of Auburn's financial documents to review and determine financial capability. 12. Liauidated Damaaes. In the latest version of the Agreement, Auburn is seeking $5M in liquidated damages if the CRA does not fund the requested $13M for Phase IV. Is this request appropriate when the developer has the reasonable expectation of earning a profit on the first three phases? Should the CRA seek liquidated damages if Auburn does not perform under the terms of the Agreement? Board Direction from October 14.2008 Meetina No Board consensus on this issue. Mr. Hinners stated the $5M Iiquated damages for Phase IV would be removed from the MDA. Revised MDA The $5M in liquidated damages has been removed from the revised MDA. 13. Overhead Reimbursement. If Phase I does not go forward and the CRA elects to end the contractual relationship with the Auburn, Auburn is requesting their overhead expenses related to the project be reimbursed by the CRA. The overhead expense request includes office staff except for the five highest paid executives as well as all third party consultants and contractors but does not have a fee schedule to determine cost. Does the Board feel this is appropriate? If so, at what date does the clock start ticking to reimburse Auburns operational expenses? Board Direction from October 14.2008 MeetinQ No Board direction was provided. Revised MDA Section 24.2 states the eRA will reimburse all of Auburn's verifiable development expenses except for the five highest paid executives. The MDA does not specify a start .date for expenses to accrue and no schedule was provided listing Auburn's remaining staff salaries hourly or otherwise under the reimbursement request. Also, a schedule was not provided to estimate for third-party contractual (such as architects, engineers, surveyors, etc.) expenses as requested in the revised MDA. 14. Prooertv ACQuisition/Pricina. The Agreement contains no provision for a price cap on property acquisition. If Auburn is placing properties under option contract at prices well above appraised value there will be a funding gap between the as- built appraisal and the funds required to close the construction loan. Is the CRA willing to provide these funds in order to make the project happen? Board Direction from October 14. 2008 Meetina No Board policy direction provided. Revised MDA No revisions made. 15. Rollover of CRA Funds. Auburn is requesting that if eRA funds are not used in a particular phase those funds roll over into the next phase. If CRA funds are not 5 needed in a particular phase, should that amount be deducted from the overall eRA financial commitment? Board Direction from October 14.2008 Meetina Staff requested a clause regarding verification of costs to determine it allot the eRA funds requested were actually necessary to that particular phase of the project Mr. Hinners agreed. Revised MDA Chis Issue is flot tully addressed in the revised flJlLlA Sugges18ej IcHlguag8 Aubllll i shall provide the eRA with copies of all loan commitments. tlJl1ding ,;01 nrnitrnents, property closing statements, third party contracts tUI costs fi"lated tu development and construction and i1. final accounting of project if)stS 'lpon cu, nplerion it upon review of these documents. the eRA teels thal !IS advanced fUr Ids were necessary to make the pi oJeet viable at Id (easonably protitabl8 I" f!Jlthel1ction will be necessary If. the eRA leels that Its advanced f!nlds "Verl': nui dll, UI III part necessary to rnake the projed viable and letwn :i I~dsunablt: proti1 to .Auburn, it can opt to reduce the next Phases advancement by the 8n10wn hI e~cess of the amount needed IU mPlke thaI particular Phase viable jf'!' pi otitFlble. If. the eRA's advance payni8111 \:~>((:ess UGcurs in Phas!.:!V '\'1 Ibl Jp ~;tlalll':;:)f.iay the CnA the amount detelTnir18d t,y :1 third party CP!\ II..' i)i:') '11 -,:;)iU:jl:;;'- ;1 vr\r:ll is needed to make Phase /\1 viahle 8/I(i profitable to /\I!bw,j ,rlN Hi ...,hr1i1 i I!Jtify AIJbwn "'lnd t~lJh(l(n ..;hrill hd\i(,c: :is (j;Wc, lu repay thp ~,r p<::s \i H,~ -;d\i;~Ii.'"'d ft,!I,k .' 15. Below Market Rate Financina. In the Agreement Auburn states they shall seek below market rate debt financing and grants for the project. Should the savings resulting from securing below market debt financing be deducted from the CRA's financial obligation? Board Direction from October 14. 2008 Meetina The Board directed the MDA should reflect that in the event that Auburn receives below-market rate financing for any phase of the development then the resulting savings to that particular phase will be deducted from the eRA's advanced payment for that phase. Revised MDA This is not addressed in tM revised I\I1fl;\ 6 MASTER DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT ("Agreement") is made and entered into this _ day of ,2008, by and between AUBURN DEVELOPMENT, LLC with an address at 777 E. Atlantic A venue, Suite 200, Delray Beach, FL 33483 ("Auburn"), and the CITY OF BOYNTON BEACH ("City"), a municipal corporation ofthe State of Florida, with an address at 100 E. Boynton Beach Boulevard, Boynton Beach, FL 33425-0310 and the CITY OF BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ("CRA") with an address at 915 S. Federal Highway, Boynton Beach, FL 33435. WITNESSETH: WHEREAS, the City and the CRA have identified certain areas of the City for redevelopment as described in Exhibit" A" attached hereto and made a part hereof; and WHEREAS, Auburn is a developer which specializes in redevelopment and desires to redevelop certain real properties located in the City within its designated CRA District; and WHEREAS, the properties Auburn desires to redevelop are owned by several different property owners, including the CRA; and WHEREAS, in December, 2001, after several meetings with community residents and input from the Treasure Coast Regional Planning Council, the City and the CRA adopted a redevelopment plan entitled the "Heart of Boynton Plan" ("Plan") for approximately 480 acres of the CRA District; and WHEREAS, to improve upon it and to reflect changes to market conditions, the City and the CRA desire to amend the Plan to reflect a revised Project Plan now contemplated by the City, the CRA and Auburn; and FTL:2587484: 1 0 WHEREAS, the City and the eRA agree to have A.uburn serve as the developer of the tirs! approximately 26.3 acres to be redeveloped (sometimes referred to herein as the "Project'" ill' "Redevelopment Site"), which development will be located specifically within the Martin Luther King Redevelopment Area; and WHEREAS, through a Request for Proposals ("RFP"), the CRA conducted a competitive process to select a master developer for the Redevelopment Site. In its response to the RFP. the Developer, through its written proposal dated August 7,2006. set forth its qualifications. to revitalize the Redevelopment Site with the development offor-sale housing, rental housing and neighborhood retail and through its responses to questions during interviews with the CRA (collectively, the "Proposal"); and WHEREAS, this Agreement, after discussions, conversations. negotiations and mutual understandings among the parties, and with the community, the parties believe that it is in the best interest of each party to initiate the process to develop the properties in accordance with the requirements described herein, and in accordance with applicable Florida law, the City's Charter. the City's Code of Ordinances ("Code") and the CRA requirements. NOW, THEREFORE, for and in consideration of mutual benefits and the public interest and other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Recitals. The foregoing recitations are true and correct and are hereby incorporated herein by reference. All exhibits to this Agreement are hereby deemed a part hereof. 2. Authoritv. This Agreement is entered into under the authority of the Florida Constitution, the general powers conferred upon municipalities by statute and otherwise. the Citv' s Charter, and CRA requirements. FTL:2587 48410 , 3. Effective Date. This Agreement shall become effective upon the date the last party executes the Agreement. 4. Expeditious Review. The City and the CRA will process, as expeditiously as possible pursuant to the law, consideration of amendments to the City's Land Use Plan and rezonings to change the land use and zoning designations of the Redevelopment Site in order to develop the Project consistent with the Plan. 5. Propertv Ownership. The parties acknowledge that because some ofthe properties within the Plan are owned by third parties, the development of such properties by Auburn is contingent upon acquisition of these properties. In the event Auburn is unable to acquire some of these properties, the parties agree that the Plan may need to be modified upon mutual agreement. Auburn has contacted the owners of most of the properties within the approximately 26.3 acres and has concluded that the boundaries of the four phases may have to be changed from the initial boundaries to reflect that some owners refuse to sell for any price, and some are demanding totally unreasonable prices or terms. The parties agree that both the first phase, planned for a gated senior rental community, and the fourth phase, planned for condominium building(s), must be built on contiguous parcels, whereas the second phase, planned for single family and townhouse buildings can be built on non-contiguous parcels if Auburn deems the acquisition of contiguous parcels to be too difficult or impossible. 6. Duration of A2reement. The duration of this Agreement shall be for a twelve (12) (]) year period from the date this Agreement is fully executed by the parties hereto ("Effective Date") and will only be extended by the mutual consent of the parties or their successors in interest which extension shall not be unreasonably withheld, delayed, or conditioned. The parties acknowledge and agree the Project is @ 7. Phased Development. contemplated to be developed in four (4) phases with up to 700 total dwelling units. See FTL:2587484:10 3 Exhibit "A" for a more particular description ofthe Project and the properties proposed tor eaell phase of development. Except as specifically set forth herein. the eRA shall have no obligation Ie< advance funds or land for a phase until the previous phase is substantially complete. It is the mtent ofthe CRA, however, to obtain funding and acquire land throughout the approximately 26.3 acres as expeditiously as possible if it is determined that an acquisition is prudent at a particular time. 8. City and CRA Land. Within thirty (30) days after the City and the CRA receives written notice from Auburn that it intends to close, within the next thirty (30) days, on its construction financing and on the last of any parcels it intends to acquire. in Auburn's sole discretion, for a particular phase, the City or the CRA, as applicable. shall convey to Auburn. any portion of land they own located within that particular phase, for the nominal price of $10. with marketable title in accordance with Florida Statutes, and free and clear of all encumbrances. The conveyance shall take place at the same time as Auburn's closing on its construction financing tor that particular phase. 9. Development Support. The CRA and the City shall provide all reasonable assistance requested by Auburn in obtaining licenses, approvals, clearances or other cooperation from local. State, or Federal agencies, the Mayor's Office, the City Commission and any other local governing bodies. The CRA and the City shall support, and seek the support of others, for any applications submitted by Auburn for allocations ofLIHTCs, tax-exempt bond volume cap, CWHIP funds, and other State or local funding needed for the Project. 10. Overall Commitment. The CRA, the City and Auburn shall cooperate with each other in outreach to the neighborhood to provide information to the community about the Project. The CRA, the City and Auburn will take all reasonable actions which are within their respective authority to accomplish the Project. Where any resources anticipated by the parties become unavailable in whole or in part, the CRA, the City and Auburn will work together to consider FTL2587 48410 4 changes or amendments to the Project which will still accomplish the original goals set forth in this Agreement to the maximum extent possible given available resources. 11. Land Use. The CRA, the City and Auburn agree that time is of the essence. The CRA and the City will expeditiously process the land use plan amendments and rezonings needed for the Project, once a complete application is submitted to the City. The City shall endeavor to complete consideration of the land use and zoning approvals for Phase 1 by March 15,2009. The City shall become the applicant for all necessary land use and zoning changes for the Project if requested to do so by Auburn. Auburn and the CRA will provide assistance to the City with these changes. 12. Fundint! Conditions. It is agreed to, and acknowledged by, the Parties, that the CRA advancements to Auburn described herein shall be conditioned upon the appropriation offunds in the CRA's budget for the fiscal year in which Auburn requests the advancement for a particular phase. In the event that the CRA budget for appropriations is reduced from the projected amount in the year an advancement is requested, the advancement shall be reduced in the same percentage as the percentage reduction in the CRA appropriations budget. All funds advanced by the CRA to Auburn for a particular phase shall be advanced simultaneously with Auburn's actual closing on the construction financing for that particular phase. Auburn shall provide an opinion letter prepared by a certified public accountant on the one, two and three year anniversary of the payment evidencing how Auburn utilized the advancement funds. 13. Future CRA Land Acquisitions. Prior to Auburn's notice to the City and the CRA that it intends to close, within the next thirty (30) days, on its construction financing for a phase, the CRA may use, subj ect to Auburn's consent, the advancement funds designated for a particular phase to purchase land for that particular phase. Any such land acquired by the CRA in such a manner, shall be conveyed to Auburn for ten (10) dollars with marketable title in accordance with Florida FTL:2587484:10 5 Statutes. free and clear of any encumbrances at the same time as Auburn's closing on its construction financing for that particular phase. Any eRA advancement shall be reduced by the dollar amount the CRA paid to acquire any land approved by Auburn between the Effective Date of this Agreement and Auburn's notice it intends to close on its construction financing. 14. Grants and Loans. Auburn and CRA shall diligently pursue grants. loans and other funding so as to reduce the amount the CRA is obligated to advance to Auburn for each phase. as /15\~ ~, ,.." "-_.../ well as to accelerate the rate ofland acquisition and construction of the Project. See Exhibit "B". attached hereto and made a part hereof for a more detailed example of how this may work. In the event that the CRA does not have to pay the maximum advancement amount for a given phase due to any grants, loans or other funding obtained by Auburn or the CRA for that phase, the amount of such advancement not paid to Auburn shall roll over for use in the next phase ("Rollover Amount"), In the event Rollover Funds exist for a subsequent phase. Auburn may choose to begin a subsequent phase while still constructing the prior phase. Upon Auburn's request in writing, the CRA shall release the Rollover Funds simultaneously with Auburn's closing on its construction financing for the subsequent phase. Auburn and the CRA agree that in order to acquire tax-credit financing, Auburn may need to develop Phase 3 first to meet the tax credit grocery store proximity (j) requirement. The parties acknowledge that Phase 2 funding and construction will, in all likelihood. take place before Phase 1 due to opportune acquisitions, a shorter approval period for single family development and available funding. 15. Option to Proceed. Auburn shall have the option, in its sole discretion, to proceed with the development of a subsequent phase of the Plan without completion of a prior phase. In such event, however, Auburn shall have no right to any designated advancement from the CRA for the new phase, until the prior phase is substantially complete. Prior to substantial completion of the prior phase, Auburn, however, may utilize any other funds received from other governmental FTL258748410 () agencies, grants or loans and Rollover Funds, if any exist, which the CRA shall pay at the time of Auburn's closing on its construction financing for the subsequent phase. 16. Eminent Domain. In the event Auburn determines, in its sole discretion, that it has exhausted all efforts to purchase a parcel needed for an assemblage for a particular phase, the City agrees, upon a request in writing from Auburn or the eRA, to consider the use of its eminent domain powers to acquire such property for a public purpose. The City and the CRA, additionally, agree to consider requests to amend the Plan due to the unavailability of certain properties for the Project. 17. Chapter 163 Development Ae:reement. The parties acknowledge that when the land ~ use designation for a particular phase of the Project becomes consistent with the City's Land Use ~ Plan, and all applicable appeal periods have expired, the parties intend to process as expeditiously as possible a Florida Statutes, Chapter 163 Development Agreement for each such phase. PHASE 1 18. Phase 1 shall consist of up to 160 senior low income rental apartment units (on up to (!) 4 acres of land, designated for 40 units per acre) and a senior center. Auburn shall determine, in its sole discretion, the exact number of units to be developed and the exact location of the land to be used for Phase 1. The CRA's contribution to Phase 1 shall be the land it owns in Phase 1 as of the Effective Date of this Agreement, and a payment of up to, but not to exceed, a $1,920,000 advancement, which amount may be reduced pursuant to the terms and conditions contained herein. The payment by the CRA is based upon the maximum number of units funded by Tax Credits, and in the event less than 160 units are developed, the advancement shall be reduced proportionately on a unit by unit basis. For example, if the development is downsized to 140 units, the cash advance shall be 1401160th of $1,920,000, or $1,680,000. The CRA agrees to enter into a purchase and sale agreement with Auburn for the CRA owned land in Phase 1 for the purpose of demonstrating site FTL:2587484:10 7 control to the Florida Housing Finance Corporation. The draft purchase and sale agreement "- attached hereto as Exhibit "('''. 18.1 Auburn shall acquire, or place under contract, on or before December i I 2012, all the Phase 1 properties it intends to acquire, in its sole discretion, for Phase 1. Within thirty (30) days after the City and the CRA receive written notice from Auburn that it intends to close within the next thirty (30) days on its Phase 1 construction financing and has fee simple title or IS under contract for the balance ofthe properties it intends to acquire, in its sole discretion. for Phase 1, the City and the CRA, as applicable, shall convey to Auburn. simultaneously with Auburn closing on its construction financing, the Phase 1 land acquired by the City or the CRA. either before or after the Effective Date of this Agreement, for the nominal price of $10. with marketable title in accordance with Florida Statutes and free and clear of all encumbrances. At the same time, the CRA shall pay Auburn up to a maximum advancement of $1 ,920.000 less any monies expended by the CRA for acquisition of land within Phase 1 since the Effective Date of this Agreement, but not before, and less any grants, loans or other funding obtained by Auburn or the CRA for Phase] . Auburn shall provide all other funds for the acquisition and development of Phase 1, through private sources, loans, grants from other governmental agencies or mortgage lenders it selects, in its sole discretion. 18.2 At the same time as Auburn closes on its construction financing for Phase I. the CRA shall also provide a demolition grant in the amount of$300,000 for the cost of demolishing. clearing, grubbing, and removing of all underground utilities and subsurface structures and bringing the site to level grade. In the event that the actual demolition cost is less than $300,000, then the balance of these funds shall be used by Auburn for Phase 1 construction costs. 18.3 The senior center shall be a minimum of3,500 square feet and shall be open to the public but also serve as a clubhouse and leasing office for the Senior Apartments. There shall be FTL:2587484:10 x access from the gated senior apartments to the senior center through a pedestrian access gate. Auburn shall manage and operate the senior center and shall have the right, in its sole discretion, to contract with a third party for the center's management and operation. PHASE 2 19. Phase 2 shall consist of up to 237 townhouses, condominiums or single family @ homes, or as modified by mutual consent of Auburn and the CRA, on approximately twelve (12) acres. Auburn shall develop these units under the City's Workforce Housing Ordinance. Auburn shall commence acquisition of the properties for the Phase 2 assemblage ("Phase 2 Assemblage") as soon as it desires to do so but no later than the date upon which it has substantially completed Phase 1 construction. It is agreed that the Phase 2 land acquisition and development may occur in two (2) or more subphases, as funding sources and market conditions allow. 19.1 Within 30 days after the City and the CRA receive written notice from Auburn that it intends to close, within the next thirty (30) days, on its Phase 2 construction financing and has fee simple title, or is under contract for the balance ofthe properties it intends to acquire, in its sole discretion, for Phase 2, the City and the CRA, as applicable, shall convey to Auburn, for the nominal price of $10, simultaneously with Auburn's closing on its Phase 2 construction financing, the Phase 2 land acquired by the City or the CRA, with marketable title in accordance with Florida Statutes and free and clear of all encumbrances. At the same time, the CRA shall pay Auburn, up to a maximum advancement of $2,844,000, less any monies expended by the CRA for acquisition of land within Phase 2 since the Effective Date of this Agreement, but not before, and less any grants, loans or other funding obtained by Auburn or the CRA for Phase 2. Auburn shall provide all other funds for the acquisition and development of Phase 2 through private sources, loans, grants from other governmental agencies or mortgage lenders it selects, in its sole discretion. FTL:2587484:10 9 19.2 At the same time Auburn closes on its Phase 2 construction financing. thl" CRA shall provide a demolition grant in the amount of $275.000 to Auburn to cover the estimated cost of demolishing, clearing, grubbing, removing of all underground utilities, subsurface structures and bringing the Phase 2 site to level grade. If the actual demolition cost is less than $275,000. then Auburn shall use the balance of these funds for Phase 2 construction costs. 19.3 Wi tbin three (3) months after Aubum commences construction of the Phase 2 @ units, the CRA shall complete the acquisition of the land necessary for the Phase 2 streets cape improvements illustrated in Exhibit "A". Upon completion of such acquisition. the CRA shall design and construct the proposed Phase 2 streetscape improvements which may include, but are not limited to, the construction of the town circle, pavers, benches, fountains, landscaping as well as curbs, gutters, parallel parking spaces, sidewalks, lighting and signage. The CRA shall discuss with the owners ofthe church adjacent to the town circle, allowing the eRA to renovate the exterior of the church. The CRA shall substantially complete the streetscape improvements within one (1') year after Auburn has commenced Phase 2 construction. 19.4 Auburn shall designate a number of the Phase 2 units as workforce units which shall meet the requirements of the City's Workforce Housing Ordinance. The CRA shall create a dedicated $2,500,000 fund earmarked exclusively for assistance to the purchasers of the Phase 2 workforce units to assist them in qualifying for mortgage financing according to their needs and abilities, until the dedicated $2,500,000 fund is exhausted. PHASE 3 20. Phase 3 shall consist of the development of a neighborhood retail complex consisting @ of approximately 2.5 acres, located on the Seacrest frontage north of Martin Luther King Boulevard. Auburn shall begin construction of Phase 3 no later than the date seventy-five percent (75%) ofthe Phase 2 units are sold to third party buyers. The eRA shall cooperate and assist Auburn in obtaining (1) "'", FTL:2587484'10 10 21.3 Within thirty (30) days after the City and the eRA receive written notice from Auburn that it intends to close, within the next thirty (30) days, on its Phase 4 construction financing @ and has fee simple title, or is under contract for, the balance of the properties it intends to acquire, in its sole discretion for Phase 4, the CRA, simultaneously with Auburn's closing on its Phase 4 construction financing, shall pay to Auburn an advancement of up to $1,216,000 for the Phase 4 development costs and a loan in the lump sum of $11,704,000 for the construction of the two (2) parking garages subject to the condition that 75% ofthe Phase 2 units have been sold to third-party buyers. The exact amount of the advancement may be less than the amount set forth herein if Auburn and the eRA are able to obtain grants, loans or funding from other sources or from remaining Rollover Funds. Auburn shall provide all other funds for the acquisition and development of Phase 4 through private sources, grants from other governmental agencies or mortgage lenders it selects, in its sole discretion. The CRA's Phase 4 advancement shall initially be a subordinate, interest free loan against the Phase 4 property, but shall be forgiven by the CRA at the time of the completion of construction and the issuance of the final certificates of occupancy for the Phase 4 buildings. 21.4 If Auburn determines that it is economically infeasible or impossible to acquire the property located on the northeast corner of the Project which is currently utilized for adult entertainment, then Phase 4 may be moved to the south, but in no event shall the total Project area exceed 26.3 acres. In the event that this change is made, Auburn shall construct an attractive, architecturally compatible three or four story commercial building on the northwest corner of US 1 and Martin Luther King, Jr. Boulevard ("MLK"), and the buildings envisioned for the Phase 4 area north ofMLK shall be built along Federal Highway and Railroad Avenue to the immediate south of the currently designated Phase 4 area. The total Phase 4 area may be larger, but not smaller, than is currently envisioned, but the total Project may not exceed approximately 26.3 acres. FTL:2587484:10l 12 tenants or buyers for the retail complex. Auburn and the eRA agree to consider entering intp :.II! agreement to allow a third party commercial developer to develop and manage Phase 3. PHASE 4 Phase 4 shall consist of two (2) four-story buildings and two (2) mid-rise eight-stOry/~"'\ \ 21. buildings on approximately eight (8) acres. There will be two (2) buildings on Federal Highway and two (2) buildings on the west side of the FEe railroad tracks. The buildings shall contain approximately 304 residential units with some retail and office space in the Federal Highwa\ buildings. Auburn shall designate twenty percent (20%) ofthe units as work force units which shall meet the requirements of the City's Workforce Housing Ordinance. Auburn's plan is to construct a bridge connecting the two (2) buildings on Federal Highway with the two (2) buildings on the west side of the FEC railroad tracks. The construction of the bridge shall require approvals from the FEe The City and the CRA agree to cooperate and assist in obtaining these approvals. 21.1 The CRA shall provide a demolition grant in the amount of$150,000 to cover the cost of demolishing, clearing, grubbing, removing all underground utilities, subsurface structures. and bringing the site to level grade. The CRA shall pay this grant at the same time it pays Auburn the Phase 4 advancement described in Subparagraph 21.3. Ifthe actual demolition cost is less than $150,000, then Auburn shall use the balance of these funds for Phase 4 construction costs. 21.2 The two (2) buildings on the west side of the Phase 4 development shall ((O) , . '..,/ consist of two (2) or three (3) floors of structured public parking and five (5) or six (6) stories of residential units above the parking with no more than a total of eight (8) stories in such structures. Auburn shall commence construction of the parking structures after Auburn has completed the acquisition of all the Phase 4 parcels it intends to acquire, in its sole discretion, and has sold 75% of the Phase 2 units to third-party buyers. Auburn shall construct, at its own expense, all the residential units above these parking structures. FTL:258748410 II convey to the eRA all the land in the Project acquired by Auburn within forty-five (45) days of receipt of the written notice of termination from Auburn. 24.2 In the event of such termination by the CRA, pursuant to the terms and conditions herein, the CRA shall pay Auburn, at the time of conveyance of the land, the amount Auburn paid for the land plus Auburn's verifiable development expenses and costs less any CRA contributions, with interest on the net amount at the rate of7.5% per annum from the Effective Date of this Agreement. All of Auburn's development rights for the balance of the Project shall be forfeited and the Agreement shall terminate with each party having no ongoing obligations to the @ others. Auburn's verifiable development expenses shall not include the salaries of Auburn's five (5) highest paid executives. Documentation for verifiable expenses shall include quarterly expense reports and copies of executed contracts with any third party contractors and consultants. Any cost incurred in developing the Request for Proposals for the Project shall not be included. 25. Termination bv Auburn. If Auburn is unable to obtain Housing Credits for the Phase 1 Senior Apartments which are acceptable to Auburn, in its sole discretion, by January 15, 2012, Auburn shall have the right to terminate this Agreement and each party shall no longer have any ongoing obligations to the others. Additionally, in the event of a substantial default by the CRA, including, but not limited to, a failure of the CRA to fund a particular phase pursuant to the terms and conditions herein, then Auburn shall have the right to terminate this Agreement. If Auburn elects to terminate this Agreement pursuant to the terms and conditions set forth herein, then the CRA shall purchase, within forty-five (45) days of receipt of Auburn's notice of termination, all the property previously acquired by Auburn within the Project at the price Auburn paid for such property plus Auburn's verifiable development expenses and costs, less CRA contributions, with interest on the net amount at the rate of7.5% per annum interest from the Effective Date of this Agreement. In the event of such termination, all of Auburn's development rights for the balance of the Project shall FTL:2587484:10 14 22. General Contractor. Auburn shall have the right to serve as the general contractn; for all phases of development and, in the alternative. shall have the right to select. in its sole discretion, general contractors for each phase of development. 23. Permits. The City or the eRA shall designate a specific Building Department representative to assist in the processing of building permits for the Project. 24. Termination bv CRA. The CRA's obligations to provide any funds to Auburn is (T9 contingent upon Auburn providing to the CRA. at least forty-five (45) days prior to the payment of any CRA funds. an income tax basis financial statement representing the financial condition of Auburn Development, LLC prepared by a certified public accountant. The CRA. in its sole and absolute discretion, shall determine if Auburn has the financial ability to commence and complete the particular phase for which funding is requested. In the event, in the sole and absolute discretion ofthe CRA, Auburn lacks the financial ability to commence and complete that phase, then the eRA may terminate this Agreement by providing a written notice oftermination to Auburn. within IS days after receipt of the financial statement. Within forty-five (45) days of receipt of the written notice 01 termination from the CRA, Auburn shall convey to the CRA all of the land in the Project it previously acquired, with marketable title in accordance with Florida Statutes and free and clear of any encumbrances. In the event, however, that Auburn has secured a construction loan commitment from a commercial lending institution for the construction of such phase, then the right of termination contained herein shall be null and void. 24.1 Phase 1 is intended to be a Housing Credit senior community of up to 1 ()() apartment units and a senior center. If Auburn is unable to obtain Housing Credits for the Phase 1 Senior Apartments from the Florida Housing Finance Corporation, or a successor agency. by January 15,2012. the CRA shall have the option to terminate this Agreement and require Auburn to FTL:2587 48410 13 be forfeited and the Agreement shall terminate with each party having no ongoing obligations to the other. Documentation for Auburn's verifiable development expenses shall be the same as set forth above in Subparagraph 24.2. 26. Notice. All notices pursuant to this Agreement shall be sent by hand delivery, U.S. Postal Service, return receipt requested, or by a nationally recognized delivery service such as Federal Express or United Parcel Service to the following addresses: CITY: with a copy to: CRA: with a copy to: Auburn: Thomas Hinners Auburn Group 777 E. Atlantic Ave., Suite 200 Delray Beach, FL 33483 with a copy to: Susan P. Motley, Esq. Ruden McClosky 200 E. Broward Blvd., 15th Floor Ft. Lauderdale, FL 33301 FTL:2587484:10 15 FTL:2587484:10 THE REST OF THIS PAGE IS INTENTJONALL Y LEFT BLANK 16 AUBURN: AUBURN DEVELOPMENT, LLC WITNESSES: By: Print Name: Title: Print name: Print name: day of ,2008 STATE OF COUNTY OF ) ) SS: ) I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, the foregoing instrument was acknowledged before me by , the of AUBURN DEVELOPMENT, LLC, freely and voluntarily under authority duly vested in him/her by said company. He/She is personally known to me or who has produced as identification. WITNESS my hand and official seal in the County and State last aforesaid this _ day of ,2008. Notary Public Typed, printed or stamped name of Notary Public My Commission Expires: FTL:2587484:10 17 CIT': WITNESSES: CITY OF BOYNTON BEACH, a Florida municipal corporation By: . Print Name: . City Manager ______ day of___~_, 2008 Print Name: ATTEST: APPROVED AS TO FORM: By:_____ , City Clerk . City Attorney STATE OF FLORIDA ) ) ss: COUNTY OF BROW ARD ) I HEREBY CERTIFY that on this day before me, an officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, the foregoing instrument was acknowledged before me by , as City Manager of the City of Boynton Beach, a Florida municipal corporation, on behalf of the City, freely and voluntarily under authority duly vested in him by said municipal corporation and that the seal affixed thereto is the true corporate seal of said municipal corporation. He is personally known to me or has produced as identification. WITNESS my hand and official seal in the County and State last aforesaid this _ day of ,2008. Notary Public, State of Florida My Commission Expires: Typed, printed or stamped name of Notary Public FTL:2587484: 1 0 18 WITNESSES: Print Name: Print Name: ATTEST: , City Clerk STATE OF FLORIDA ) ) ss: COUNTY OF BROWARD) eRA: CITY OF COMMUNITY AGENCY BOYNTON BEACH REDEVELOPMENT By: day of ,2008 APPROVED AS TO FORM: By: , CRA Attorney I HEREBY CERTIFY that on this day before me, an officer duly authorized in the. State aforesaid and in the County aforesaid to take acknowledgments, the foregoing instrument was acknowledged before me by , as Administrator qfthe City of Boynton Beach Community Redevelopment Agency, on behalf of the CRA, freely and voluntarily under authority duly vested in him by said corporation and that the seal affixed thereto is the true corporate seal of said CRA. He is personally known to me or has produced as identification. WITNESS my hand and official seal in the County and State last aforesaid this _ day of ,2008. My Commission Expires: FTL:2587484:10 ]9 Notary Public, State of Florida Typed, printed or stamped name of Notary Public EXHIBIT A PROJEeT seOPE ! I I ,11 'j,U , " ' I ' Ii , , I ,I I I .~_... I" f I ,.i I " I 1'- ''---- "___======-----:L I I -- 'II ! I 1 I ,,' I ----~----~--y-- ,I ' ~' " I I i '_~ '_ - 1'---" 1"-: I' . i I I ' ' "l I ' I I .., ~i' ,'l'" -,', I,',,: l.l--r--":,',~----, ! (i I " ,II ( I 'I I,' ", I ,I, I '-.r " I 'I, r'.J..J... " ,~ '" i" I' ,I I -=--It i/ / .i'~~~; ..I r T I . I ' ! 1-41l' , , ---- ,- I ! - ~. -----~-_..--~-_...- i I 1'1 l -1,>" , t'l 1 i ,i ..iL 1"1 -Ii ..I i I ,I: i. I r"'. ._-~.._- ; i if / ~ ,II t.djI1~~!;.1 CR.J.l. Pr~perries _ (:it,.. Properti~ EXHIBIT B FUNDING EXAMPLE It is the intention of the parties to apply for any available funding from the state of Florida or local governmental sources other than Boynton Beach, or charitable foundation funding for the Project, so as to accelerate the funding necessary for acquisition of the properties comprising the Heart of Boynton, and also to reduce the funding that the CRA has committed to in this agreement. Funding that comes in the form of a grant from a source other than the CRA will accomplish both of these objectives, whereas funding that comes in the form of a loan from a source other than the CRA will accelerate the acquisitions, and the CRA's tax revenue, but will eventually need to be repaid from future monies encumbered by the CRA for the Project, or monies received from other government bodies in the form of loans or grants. Auburn as Developer will be responsible for preparing all applications for such funding, but if it enhances the ability to obtain such funding, the CRA shall be the applicant. In 2009 and 20 I 0 the CRA has agreed to encumber $1,920,000 for Phase One. Let us assume that we are successful in receiving $950,000 in grants for Phase 1 by the end of 2009. That would result in a rollover of$950,000 from the Phase 1 encumbered funds to Phases 2, 3, and 4 to reduce the amount that was scheduled to be encumbered by the CRA for those phases. It is understood that the grants and loans we are discussing here do not include normal Housing Credit equity funding or tax exempt bond funding. Let us also assume that we are successful in obtaining $4,500,000 in 1 % loans from other@' government bodies in 2009, payable when we complete the entire redevelopment of l-' Phases 1 through 4. These monies would not serve to reduce the monies scheduled to be encumbered by the CRA but would serve to enable us to acquire property earlier at lower prices, and would facilitate faster redevelopment than presently scheduled. Monies scheduled to be encumbered by the CRA total $6,994,000 during the five years 2011 through 2015 for Phases 1, 2 and 3. Let us assume that the parties would be successful in receiving from other governmental sources and from charitable foundations a total of$5,250,000 in grants for Phases 2 and 3 between 2010 and 2015. We would then have a total of $6,200,000 received from grants that would result in $6,200,000 of the CRA encumbered funds rolling over to Phase 4. Monies scheduled to be encumbered by the CRA in year 2016 for Phase 4 total $13,070,000, but that amount would have been reduced to $6,885,000 by virtue of the aforementioned $6,200,000 in grants received earlier. The total CRA funding for Heart of Boynton would then be $15,799,000 spread over the next nine years, for an average of $1,755,444 per year, not including the land to be contributed that the CRA already owns. Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 the market. The State requires they activate the license by June 16,2009. Staff wanted to put the license on the market and advised they could realize $90,000 to $150,000 from the sale, less any broker's fee if they used a broker to market it. The broker's fee is typically ten percent. Since this could take a long time, staff was recommending selecting the Prakas Group to sell the license, based on their experience. Motion Mr. Hay moved that the staff go with the Prakas Group because of their extensive experience in the South Florida Restaurant and Bar area (of expertise). Mr. Weiland seconded the motion that unanimously passed. There was brief discussion about the adult use license. Ms. Brooks explained that license was not transferrable off the property. Mr. Bressner explained when the City purchased Morey's, they sold the liquor license and burned the use license. H. Consideration of Approval of Master Development Agreement between the CRA and the Auburn Group for the MlK Corridor Ms. Bright explained, in order to move forward with the Master Development Agreement, staff was seeking policy direction from the board on several items she outlined. On July 10, 2007, the CRA Board directed staff to begin negotiations with the Auburn Development Group for the MlK Corridor. The project was brought forward and conceptually approved by the Board in June of 2008. Since then, the Strand decision was made, then reversed and then upheld. In addition, the Property Tax Reform caused a $1,500,000 deficit to the CRA budget, and the world capital market was still changing. Item 1. Term of the Agreement. Auburn proposed a 20-year term and staff recommended a 10-year term. Auburn indicated they could build the project within 12 years. Ms. Bright requested the term be changed to 12 years, and was comfortable with the change. Chair Taylor explained he had a concern with signing a 20 or 12 year contract because of what has transpired in the market. He was inclined to do the project in Phase I and if that worked well, then to proceed to Phase II. He recalled, initially, Auburn had indicated they could b'uild the project with their own funding; however, the CRA would be providing $20,000,000 in Tax Increment Financing funds. It was his understanding an analysis was done for Phase I and the developer needed $200,000 to be made whole, but was, in fact, requesting $1,900,000 in the first phase. He advised the design has changed in height from three stories to six and seven stories and he thought the entire package needed to be reviewed. Mr. Weiland spoke about performance issues from phase to phase in the contract as well as penalties and he was opposed to the 20-year time frame. Phase IV would be 22 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 the phase the developer made his profit on. He pointed out to authorize Phases I and II, and the developer not have a guarantee Phase III would be developed would not be right especially when the developer would be providing a senior center and affordable housing. He explained down the road, another Board may not want to continue the project, and damages would have to be paid. Also, if the developer did not perform. there should be a non-performance clause and the CRA should be paid damages. It was unlikely the project would be profitable to the developer unless they had the density to do it, and that aspect made it unlikely the project would be only two or three stories Vice Chair Rodriguez did not believe the public would purchase in the development unless the price was appropriate, and that was contingent on the density. Mr. Hay agreed with most of what Mr. Weiland discussed, but expressed it seemed unrealistic the developer would not make a profit on the first three phases. When the project was originally discussed, the Board did not want three-to-five stories and he thought further discussion was needed before the project would be developed to that extreme. Mr. Weiland explained the pro forma showed where the developer would make his profit, and if the developer did not build the project, the community would have nothing. Chair Taylor read a portion of the contract that indicated if Phase I did not move forward and the contract was ended by the CRA, then the developer was requesting overhead expenses be reimbursed. Additionally, the developer would seek liquidated damages in the amount of $5,000,000 if the CRA did not fund $13,000,000 for Phase IV. He indicated it was not known if they would have the money when they got to Phase IV There was a developer's agreement listing an amount, and when the City received $2,900,000 for affordable housing from the Housing and Urban Development Division, the amount in the contract changed. Chair Taylor was not in favor of signing the agreement and indicated the CRA could go broke over the agreement. He preferred to have an agreement for Phase I. Ms. Bright explained Phase I would be the senior, tax credit residential building. The four-story product would originally be constructed on the City/CRA land. She was advised by the developer that they have 100% of the option contracts in the middle of the project area that comprised four acres and he was ready to move forward with that project. Cito Beguiristain responded to the comments and explained the height of the project has not changed for over a year; it was the same project approved on June 10th. The number of units, or subsidy requested had not changed but he did indicate they were considering single-family homes. He explained it was the same concept presented at the Sims Center. Mr. Weiland discussed one of the phases changed to seven or eight stories. Mr. Beguiristain explained nothing had changed in design but there was one change which 23 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 was that if the developer received funds from any other source, they would reduce, in equal amounts, the CRA's commitment. They improved the agreement. Mr. Berguiristain advised the term of the original agreement was 20 years because that was the maximum amount of time under the law that could be used. The intent was never to extend it for that length of time. The Ocean Breeze project took three years to build on three or four acres of land. His project was on 27 acres and had 697 units. The project would take longer and it would require competitive financing. The annual rental aspect of the project was an annual allocation, which would reduce the cost for the CRA on a per unit basis. If other funds were received from other sources it would reduce the CRA's commitment. Mr. Berguiristain explained the Auburn Group actively seeks additional funds. Item 2. Subsidy Amount ReQuested bv Auburn. The main issue was financial verification of project costs was typically conducted by a third party. Mr. Berguiristain explained the CRA has the analysis. Ms. Bright explained they only had the pro forma for Phase I. Mr. Berguiristain responded he provided them to Ms. Harris when the Tax Increment Financing analysis was done. Ms. Brooks explained Phase 1\ was originally supposed to be multi-family town homes and condominiums but would be single-family infill. She did not have a pro forma or operating agreement for anything other than Phase I. Mr. Berguiristain pointed out it was an exhibit to the agreement they were emaited earlier in the day and they were sent several times. He explained a pro forma for Phase II was unrealistic because they were still acquiring property. He agreed they added the possibility of single~family because, on the north side, where the CRA owned parcels, there were single-family homes that were new. He explained contingent on what happened in the market, single-family homes could be less burdensome in terms of coming up with down payment assistance. Ms. Brooks explained the purpose of the document was to help develop an agreement the Board could live with and they needed to know how much subsidy was reasonable. Mr. Berguiristain explained, compared to the Ocean Breeze project, Auburn leveraged the dollars much better. Ms. Brooks explained they still needed the numbers, and they needed to verify the amount of subsidy. She inquired why the numbers stayed the same in the agreement when the project changed. There was a calculation used to determine subsidies and in order to ascertain what was needed, information from the development, the operating pro forma, and the sources and uses was needed. Mr. Berguiristain presented the Board with the pro forma and provided them with all the contracts for Phase I. He clarified in Phase I, the developer would not receive any subsidy from the CRA above and beyond what was necessary to pay its developer fee. That provision was in the agreement and the worst case scenario would be a 1.2 debt coverage ratio. When Florida Housing underwrites the project, it is determined if the $1,900,000 was too much, the eRA did not have to provide that amount of money at 24 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 closing. They could give the CRA the money. He explained Phase II was not oversubsidized because the CRA was giving 25%, the same amount as Ocean Breeze. Phase I contained clauses to ensure oversubsidy did not occur. In Phase III, they were building the grocery store at no cost to the CRA in the retail area and giving it to them for one dollar. In Phase IV, if all three phases were delivered, they were building the parking garage, which was what they presented to the community. There was no negative response to the garage, which was located right on Federal Highway. Vice Chair Rodriguez inquired if the third party review could be done post approval. Attorney Cherof explained that was a business decision, but if it was done afterwards, the CRA could wind up chasing their funding. Susan Harris, Finance Director, explained they needed new numbers whenever there are changes and it changes the pro forma. Mr. Berguiristain suggested, in addition to the contract language in Phase /, that Auburn would only be subsidized to a certain amount based on debt coverage ratios. In Phases II, '" and IV, there would be language that indicates that if it was determined by a third party that the developer came up with an unreasonable developer return in terms of profit on the project over a certain percentage, then Auburn would agree the amount would be reduced. That amount would be determined by a bank or third party analysis. Ms. Bright explained staff must be able to calculate some type of Tax Increment Financing based on the unit and product type and what portion of the Tax Increment Financing would cover future bonding. Mr. Berguiristain explained he could provide a revised pro forma showing a certain percentage of single-family homes for Tax Increment Financing calculation purposes. Item 3, Auburn's Request for a 163 Agreement. This item pertained to the length of the agreement for future funding agreements. Mr. Berguiristain explained the term of the agreement was not unreasonable and the eRA was not bound to future funding commitments because the agreement was subject to year-to-year budget allocations. He inquired if Auburn purchased the entire 27 acres for the project and started investing, and the CRA decided not to continue the project, how Auburn would be made whole. Chair Taylor noted for the first three phases, they wanted the CRA to purchase the land and give 7.5% interest. Mr. Beguiristain explained Auburn was making the investment with Auburn's dollars, and under those conditions, Auburn should be able to recover that investment. He explained Phase IV included a deterrent figure to encourage dialogue and the number did not have to be $5,000,000. Mr. Berguiristain explained he received an email from D.J. Doody's office dated September 23, 2008 indicating they made a revision to the agreement and eliminated Phases III and IV. Mr. Weiland noted he never voted on that. 25 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 Ms. Bright explained she was never in favor of using $12,000,000 in public dollars funded through a bond to pay for a private parking garage for a market rate product in Phase IV. She explained there has to be a public purpose benefit and there had to be an internal rate of return for Auburn. The Senior Tax Credit rental project in Phase I had to be a public purpose for the Phase IV development to occur. Mr. Beguiristain explained the project was between 30% and 40% workforce and affordable housing and had a 3,500 square foot senior center that was open to the public. The project was not four projects; it was one project with four phases. It revitalized the entire street. Vice Chair Rodriguez inquired how organizations were protected against people changing their minds. Ms. Bright explained typically an RFP is not issued unless there was site control. This project never had it. Auburn was charged, as was the CRA staff, to execute a Master Development Agreement. Auburn incurred the properties in good faith, but without an agreement with the Board. Vice Chair Rodriguez inquired how Auburn could be protected from termination from a future Board. Mr. Beguiristain explained they would have some protection when the land use was changed and a 163 Agreement was entered into, but the City has to give the CRA the authority to enter into the agreement. He noted in it, they proposed the bare minimum for the first three phases. There would be profit made on the phases but the incentive for trying to assemble the project was Phase IV. The CRA was protected because they do not pay Auburn until the site plan approvals, permits and all else were in place and they were closing on the construction financing. That was only for Phase IV. He anticipated spending about $2,500,000 to $2,800,000 on Phase I. There was brief discussion about land purchases, and more specifically the owners of the Galley and Finkelstein properties, who had knowledge about the project. Mr. Berguiristain explained they did not want to overpay and they wanted to give individuals fair prices. There was no clause in the agreement that required if they overpaid for land, the CRA had to pay the difference. There would be some properties that would be overpaid. Chair Taylor noted, the provisions in Phase I indicated the CRA still would pay for the land plus 7.5% interest if they dropped out of Phase I. Vice Chair Rodriguez explained there would be some properties that would be overpaid and some properties on which they may get a good deal. Item 4. Number of Phases. There was discussion about the number of phases in the project and the protections added in the contract. Susan Motley, Attorney for the Auburn Group, explained when the Auburn Group received the email and learned the phases were reduced to two, they were upset. In terms of the provisions, they felt they could not deal with just a two-phased project. They insisted it be a four-phased project, but as a result of raising the issue of it only 26 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 being a two phased contract, they wanted additional protections. There was a draft agreement and the parties needed to work together and move forward. She indicated once the Board determines if it would approve a four phase project, they could discuss other issues such as liquidated damages. Mr. Weiland expressed the Board has always discussed four phases, and was never told it was suggested to be two phases. He was not happy about the correspondence. Vice Chair Rodriguez also expressed his disappointment. Attorney Cherof explained it was within the Executive Director's authority to explore the negotiating process, and she has the authority to test some of the aspects of the contract. Vice Chair Rodriguez indicated then Ms. Bright could have exercised the same philosophy applied to the 16 items under discussion; however, Attorney Cherof advised that was not correct, as they were policy matters. Ms. Ross appreciated the items being brought to the Board's attention and was glad they started to discuss them. The environment was changing and the CRA could not assume they would stick with four phases. She explained it was a leap of faith for her to embrace the project at four phases. She clarified she was not implying she absolutely would not do so, but at this point, there was no way. She wanted as much information as possible from staff because these were serious questions. Item 5, ReQuest for Public Subsidy for Market Rate Development. Chair Taylor spoke about the garage and felt it was not the CRA's responsibility to build a garage in someone else's project. Mr. Hay inquired if the garage would have a public use. Mr. Berguiristain responded when the concept for the four phases was presented, it included the garage, and the Board approved it. Some of the items identified were the senior center, 270 affordable and workforce homes, and neighborhood retail. Ms. Harris explained there were many public purposes in the entirety of the agreement. In light of the amount of funds they would have to bond for, she suggested they obtain the opinion of their bond financial advisor on whether it was public or private use. She explained it may not meet the criteria for the 163 bond. The affordable housing and senior center was in the overall agreement but may not be specific about what they want for bonding. There were no liquidation damages if the CRA did not have the ability, by law, to bond. The amount of subsidy for Phase I was $1,900,000. Mr. Hay explained he always heard the project was four phases and he needed to know jf the project would be four phases or not. He wanted to see the project get back on track. 27 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 Ms. Bright suggested Auburn add another level to the garage so they could get all public amenities there. She explained if they go to bond, they have specific criteria that must be met. Mr. Hinners explained the garage was for a workforce housing community and a percentage of units was required. Ms. Bright explained the issue was this was a bond and advance matter, not a back-end revenue sharing Tax Increment Financing agreement. They were a partner in the deal. She emphasized it has to have some sort of Transit Oriented Development stop there, and some public benefit for public dollars to be spent on it. The parties have gone back and forth on the matter. Boynton Beach was targeted to get three of 96 stops on the transit rail. Ms. Motley suggested having bond counsel make a determination based on what Auburn proposed to use the garage for and the public's level of use. Attorney Cherof pointed out they could obtain an opinion today, but it was not clear how binding the opinion would be when the obligation comes forward. The obligation was in Phase IV, and was tied to a liquidated damages clause. Ms. Motley explained the clause, the way it was written, pertained to if the CRA defaulted on the clause; not Auburn. There was consensus to consult with bond counsel. Item 6. Request for Funding for Public Improvements. Ms. Bright explained this amount was not in the revised agreement, and staff was to work with Auburn to develop a streetscape. They agreed $500,000 would be for a traffic circle and the balance would cover the entire area. Ms. Brooks explained they do not have a design at this point, so the funds did not relate to anything specific at this point. It was recommended, during negotiations it be a City/CRA project because it was in a public right-of-way and they would work in collaboration with Auburn. The CRA would undertake the design to ensure it would not conflict with what was planned. Then staff would go out to bid, contract and undertake the project in a time line that was consistent with what Auburn would do. Mr. Hinners explained the reason to have Auburn oversee the construction was to coordinate it with the construction of the homes. They would not make profit on the improvement, and they could be made at the correct times in the process. Mr. Hinners was amenable to the CRA handling the process. Ms. Bright recommended the City and the CRA reasonably work with Auburn. Vice Chair Rodriguez explained the City would take over the responsibility for public improvements and the CRA would fund it. Chair Taylor left the dais at 11 :06 p. m. Item 7. Phasina Order. Mr. Hinners explained for purposes of obtaining the housing credits for affordable housing, they must have the grocery store. Ms. Bright explained they were trying to get the rule changed, and they likely would not make the next cycle. If that did not occur, in the agreement for next year they would have to move forward with the grocery store. Mr. Hinners explained they would have to move quickly and Auburn would pay for the building. 29 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 Mr. Weiland explained if it was one or two phases, the project and its numbers would change drastically. He expressed it was his understanding the CRA was close to finalizing an agreement and now he felt it was not. Attorney Cherof explained the agreement drafted was not far from a final product. The policy issues presented needed to be answered. He explained Item 4 was the number of phases which caused uncertainty about the revenue stream going out beyond the first phase. Once that was resolved, they could continue on. Vice Chair Rodriguez inquired if contingencies could be built around the revenue stream. Mr. Beguiristrain explained he was amenable that if funding for the CRA revenue decreased by a certain percentage, they would not construct Phase IV. Ms. Motley explained the most recent draft agreement received from the attorney was a two-phased project. Attorney Cherof clarified the Board was working on the agreement submitted by Auburn which was for four phases. Vice Chair Rodriguez explained if the revenue stream was diminished by a certain percent, that percentage would be carried over commensurately to the subsidy given to the project. There was consensus the two attorneys would develop a plan for Item 4 and bring it back to the Board. Phase IV was further discussed. Ms. Motley explained the intent of the garage was also to provide a publiC purpose as well as serving the residents living within the structures. It would provide parking for those using the senior center, Park and Ride for visitors to the area, and shoppers in the retail areas. It was assumed the senior residents living adjacent to the senior center would use it, and would be bused in. None of the monies provided by the CRA would be given until the time Auburn secured and closed on its construction financing for that particular phase and it would occur simultaneously at closing. The time frame for that to occur was anticipated to be 2016. The monies would totally subsidize the garage, Tom Hinners, Auburn Development Group, explained they want public parking during the day and private for the condominium residents at night. They were willing to have the condominium units priced with income limits for the workforce housing ordinance, which makes it a public purpose. The construction of the commercial property, the grocery store, would cost about $2,500,000 and would be deeded to the CRA. They could find public purposes for the garage. Chair Taylor felt individuals could not park during certain hours of the day if they lived in one of the units and there should be a certain number of spaces for private parking and a certain number of spaces for public parking. Mr. Hinners responded the spaces were not reserved and shared parking was a common arrangement. 28 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 Mr. Weiland explained if Auburn builds the store, it would benefit American Realty. He inquired if there was any communication between the two developers. He thought there could be a partnership with the store. The location of the store was on Seacrest at the northern block of MlK north. Chair Taylorretumed at 11:09 p.m. Ms. Brooks explained the CRA has an obligation for the grocery store. Under the current agreement, the CRA would lease the space at a debt coverage ratio of 1.2 and be responsible for finding a tenant. There was also an unknown number they would be paying to lease the store from Auburn. When Phase IV was completed, Auburn would give them the store. The CRA needed some flexibility and input on the location and the store itself because if they built to the minimum of the Florida Housing Finance Agency standards, it may not equate to getting a grocery store tenant in the retail world. Ms. Brooks explained they had a private sector developer. Ms. Brooks preferred to see negotiation occur with a real grocery store developer as opposed to an existing business owner. That was not what they were looking for. Mr. Hinners was flexible with that provision and would work with the CRA on that. Ms. Bright explained both American Realty and Auburn Development were specialized in affordable housing and she suggested using a retail/commercial developer might be a better option. Item 8. Proiect Scope. Ms. Bright explained this was an error that occurred with the agreements going back and forth during negotiations. When she spoke with the developer, the question was more of a typographical error. Mr. Hinners had no issue with the item. Item 9, Retail. Mr. Hinners was agreeable to the item. There was Board consensus the CRA would not be in the retail business and not be leasing the space and finding a tenant. Item 10. Height. This item pertained to height. The Heart of Boynton Plan would have to be amended, and it would show the project going from four to eight stories for Phase IV only. There was agreement this should be brought back to the public and Mr. Weiland was aware INCA had previously been opposed to the proposed height. Ms. Bright would contact the Development Director and they would contact Auburn to see if the public meetings they held were sufficient and if anything else needed to be done. Mr. Bressner explained the City Commission approved the Heart of Boynton Plan, and this would be a modification. He explained there should be some Board action for the modification of the plan. As part of that, there would be some pUblic discussion. He believed there should be some public notification process. The major modification was on the east end and the original plan did not have that density. City staff was not sure of the senior center at that location. Ms. Brooks explained that updating the Heart of 30 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14,2008 Boynton Plan would require a public hearing, which would likely occur after the agreements are done. There was a timing issue. The height has to be approved via Planning and Zoning, and then further approvals were needed. Ms. Motley explained they would ensure the language provided for some flexibility if that did not occur. The CRA would not be making a commitment as a governmental body to do anything. They would agree to consider land use plan amendments and rezonings to accommodate the project. It did not and cannot obligate them. Attorney Cherat explained they would work to eliminate any language in the contract that could attract litigation. Item 11, Financial Capacity. Mr. Hinners explained paragraph 25 of the contract had a provision that the CRA's obligation to provide funding was contingent upon Auburn Development providing at least 45 days prior to the initial request for advancement of funds for a particular phase, certain financial documents related to the financial condition of Auburn. If the CRA determines Auburn was not financially able to do the deal, they can cancel the entire contract. He explained if Auburn has obtained construction financing for the entire development, then Auburn has proved its financial worthiness and the financial statement requirement would not exist for that phase. That was contained in the draft they developed. Item 12, liquidated Damages. Mr. Hinners explained this item was an overreaction on their part. They do not need the liquidated damages portion. Item 13, Overhead Reimbursement. Mr. Hinners had suggested July 1, 2008 be the starting date for their costs. It would not include the cost of the highest paid staff in Auburn. Should the CRA not move forward, he indicated staff who was specifically working on the development, should be reimbursed. He commented the costs would have to be verified. Item 14, Property Acquisition Pricinq. Mr. Hinners explained there was no provision in the agreement the CRA would have to pay for land they acquired beyond the stated obligations of the CRA regarding any phase. Ms. Bright indicated the most important issue was there was no expectation tor the eRA to buy land. If they did request they purchase nuisance land, they would not pay anything above and beyond appraised value which would reduce the amount of the CRA's financial obligations they had committed to during the term of the agreement. Mr. Hinners confirmed that was correct. Item 15, Rollover of Community Redevelopment Funds. Mr. Hinners explained paragraph 15 of the last draft entitled "Grants and Loans", Exhibit B - "Funding Example", provides the funds that would be rolled over were funds obtained from grants from other government bodies. The grants reduce the funding obligation. The loans are generally one-percent loans, and the purpose of obtaining the loans was to accelerate 31 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 14, 2008 the process of closing on land while prices were still low. Grants or loans would result in a rollover of funds, but the loans would have to be repaid. Accordingly, only the grants would reduce the dollar amount. Vice Chair Rodriguez inquired if the loans would reduce the CRA's obligation. Mr. Hinners clarified it would provide funds sooner, so the CRA would not have to provide those funds because they could be rolled over. Ms. Brooks asked, for example, in Phase I for the Senior Center, if Auburn did not need all the funds, then under the language in the contract, the funds would rollover to Phase II. She indicated that perhaps the language should be more concise in the document, rather than be contained in the exhibit. Mr. Weiland indicated if all the CRA funds are not used, they should be returned. Mr. Hinners clarified under this scenario, the funds would never be expended by the CRA to begin with. It would not go to Auburn. Rather, it would rebound to the benefit of the CRA. He clarified they were not looking for additional funds. They were asking that some of those funds be used to reduce the CRA's obligation. They were not asking to reduce the funds for the project. The transactions would be settled at the end. Ms. Brooks explained the contract did not contain the provision of verification of the actual project cost versus the CRA's contribution. The pro forma occurs before the development, which was a best estimate. Then there was the actual as-built cost. Mr. Hinners was amenable to providing all of their costs. Ms. Bright explained the issue was the agreement did not provide for the as-built comparison and if it was wanted in the agreement, then language should be added. Ms. Brooks advised Auburn was required to provide that to the State for the senior rental portion of the project, and they could have a similar requirement on the balance of the phases. Mr. Hinners had no objection. Ms. Bright explained this was necessary from a financial/operational aspect. Ms. Motley explained the funds are paid simultaneously at closing of the construction loan for that phase, and the funds paid by the CRA were offset and reduced by the amount of funding or grants that were obtained by Auburn. Those amounts did not come out of the CRA's coffers. The grants would not keep rolling over and over. Mr. Hinners explained the funds being rolled over were proposed to be used at the CRA's discretion to accelerate other phases and it was their objective to construct the development as fast as possible. Item 16. Below Market Rate Financing. Mr. Hinners agreed to the provision. It was expressed that the review of the above items was sufficient for the parties to continue to prepare a final agreement that would be brought back at the next meeting. The agreement would be circulated to the members prior to the meeting for review. The City Commission would also need to approve the agreement the following week. Attorney Cherot suggested having a joint CRA/City Commission meeting the week after the CRA's meeting. G. New Business: 32 Summary of Key Findings for Martin Luther King Commercial Corridor Development Overall Summary A financial analysis was conducted to provide insight as to whether or not the Martin Luther King Commercial Corridor Project as submitted by Auburn Development LLC was feasible and whether or not the project warranted the funding requested from the Boynton Beach CRA. The analysis was conducted utilizing the original site plan provided by Auburn. After reviewing the information provided by Auburn, the amount needed from the CRA/City would be approximately $23 million as project based subsidy plus $2.5 million under the Housing Assistance Program for Phase II of the development totaling approximately $25.5 million or approximately 16% of the total development costs to bring the project on-line, including a reasonable developer fee to Auburn. Auburn's home prices were adjusted to reflect current and near future market conditions. Whether or not the prices in Phase IV will be achievable is impossible to tell given the volatility in the market, but for the sake of this analysis they were assumed to be with the exception of the commercial sales figures. In the event they cannot be reached, additional subsidy would be needed. Below are key findings of each development phase. Phase I Affordable Senior Rental Development 1. Without a grocery store within 1 mile proximity, the project won't be eligible for the needed low income housing tax credits. 2. After donating 2 acres of land to the development, Auburn has requested an additional $1.9 million for infrastructure improvements. Lying within an Urban Infill area, the needed infrastructure is already in place. No evidence that additional improvements or upgrades has been provided to indicate otherwise. 3 . Total profit to Auburn totals approximately $3 million or 11 % of the total construction costs. 4. Hard costs of $ 130/sf may be reduced to $125/sfwhich is line with today's construction standards reducing expenses by approximately $600,000. 5. First mortgage debt may be increased from $5.7 million to $6.8 million by reducing the debt coverage ratio from 1.15 to 1.10 and at a reduced interest rate while still in-line with conventional lending standards. 6. If may be possible to secure additional equity into the project due to recent legislation passed by Congress which would allow a higher price to be gained per tax credit. Phase II Homeownership Development 1. It is unclear whether or not the majority of Auburn's home prices will be achievable; however, for sake of analysis they were assumed to be feasible. In the event the units do not appraise, additional subsidy would be needed for the units to come on-line. 2. In Auburn's analysis, $2.5 million in HAP was incorrectly listed on the pro forma. The $2.5 million requested would be made available to the buyers ofthe units as per program guidelines, not to Auburn. The effect is Auburn's home prices listed would have to collectively increase to make up the $2.5 million. 3. Depending on how Auburn allocates the $2.5 million to make up the difference, the increase in the home prices will put price points above current HAP program guidelines. 4. Workforce Housing Administration in the amount of $25,000 is not a standard expense. Clarification is needed from Auburn as to what this expense is for. Phase III Grocery Store 1. Auburn's information was incomplete and could not be used to perform the needed analysis. As a result, a development pro forma was constructed in line with today's construction and lending standards for a 24,000 sq ft grocery store/commercial outlet. 2. As mentioned above, the grocery store is needed to secure the necessary financing for the senior affordable housing development. This should be considered being moved to Phase 1. 3. The amount of permanent debt that can be supported is limited due to the fact that grocery stores, even stores such as Publix or Winn Dixie, do not pay very high rents. It's estimated that approximately $3.5 million can be supported. 4. As a result of not being able to finance higher amounts of debt, more upfront subsidy would be needed from the CRA/City. In the pro forma, it's estimated $4.8 million would be needed upfront, whether as land donations, direct subsidy, or a combination of both. In the attached pro forma, a combination is assumed given the CRA and City have available land within the MLK corridor. Phase IV Market Rate Homeownership Units and Commercial 1. After making needed changes to the pro forma, the amount needed would be $12.9 million vs. the $13.3 million that Auburn currently is requesting. 2. The home prices listed by Auburn may not be achievable given the uncertainty in today's market place and the long term nature of the Master Development Agreement. If not, additional subsidy from the CRA/City would be required over and above what's currently being asked for. 3. It's assumed Auburn will sell the commercial space, rather than lease it. The price listed is $300 per sq ft. This price is high and is most likely not achievable. In the attached pro forma, it was effectively reduced to $200 to be conservative. Even at $200, it's higher than today's current prices. Again, the long term nature of the development makes it difficult to accurately assess what the market price will be in 12 years. 4. Auburn listed $2.5 million needed for a construction trailer and marketing. Figure appears high and should be reduced by at least $1 million reducing the amount of subsidy requested. Profit/Subsidy Analysis Chart Phase 11- *Phase I - Sr. Affordable -Phase III Rental Homeownershill Grocerv Store Phase IV TOTAL TOTAL COSTS EXCLUDING PROFIT $27,363,330 $ 40,821,989 $ 7,402,150 $84,508,261 $160,095,730 SUBSIDY NEEDED $ 1,360,000 $ 3,807,051 $ 4,971,662 $12,924,950 $ 23,063,663 HAP SET-ASIDE REQUESTED NA $ 2,500,000 NA $ - $ 2,500,000 SUBSIDY AS % OF TPC EXCLUDING PROFIT 4.97% 9.33% 67.17% 15.29% 24.19% DEVELOPER PROFIT $ 3,075,670 $ 5,094,202 $ 1,121,512 $12,676,239 $ 21,967,623 PROFIT AS % OF TCC 11% 12% 15% 15% 13.47% *Developer fee is actually 16% (maximum allowed) of TCC excluding land costs as per Florida Housing Finance Corporaton's guidelines -Grocery stores do not typically pay higher rents needed to support higher amounts of permanent debt financing; therefore, more subsidy is required up front. ~ Total subsidy requested including HAP equals $25,563,663 ~ Average of 4 phases ~ Average of 4 phases Financial Analysis of Martin Luther King Commercial Corridor Project Sources ll!!im Phase I - Affordable Senior Apartments 160 Amount Permanent Mortgage $ 6,803,263 Limited Partner Equity $ 21,043,737 Boynton Beach CRA - Land Grant $ 1,380,000 . Deferred Developer Fee $ 2,099,263 . TOTAL $ 31,306,263 Uses LAND AND DEVELOPMENT Hare!: Land Value/Cost 4.00 acres $ 2,720,000 Other $ TOTAL LAND AND DEVELOPMENT $ 2,720,000 CONSTRUCTION COSTS: Hard Construction Costs ($125/sl) 15,300,000 Demoiition 100,000 GC Profit (6%) 924,000 --- GC General Requirements (6%) 924,000 ------"' GC Overhead (2%) 308,000 ------~--- Hard Cost Contigency (5%) 770,000 Site work 1,832,600 Construction Interest 650,000 Bridge Loan Interest Pennanent Loan Origination Fee 68,032 Pennanent Loan Closing Costs 20,000 Construction Loan Origination Fee 100,000 Construction Loan Closing Costs 20,000 Bridge Loan Origination Fee Other Loan Closing Costs Accounting Fees 25,000 Application Fees 7,500 Appraisals 20,000 Architect Fee 400,000 Builders Risk 75,000 Building Pennit 667,000 Credit Underwriting Fee 15,000 Engineering Fee 150,000 FHFC Administrative Fees 13,695 FHFC Application & Underwriting Fees 204,880 FHFC Compliance Mon, Fees 65,000 Impact Fees 960,000 Inspection Fees 40,000 Insurance (Prop/Liability) 15,000 Legal Fees 250,000 Market Study 7,000 Marketing & Advertising 100,000 Operating Deficit Reserve 200,000 Property Taxes 136,000 Soil Test Report 5,000 Survey (as-is & as-buill) 20,000 Title Insurance & Recording 100,000 Utility Connect Fee 20,000 Soft Cost Cont/gency (3%) 130,623 Subtotal 24,643,330 TOTAL CONSTRUCTION COSTS 27,363,330 PROFIT (16%) 3,942,933 --- TOTAL PROJECT COSTS 31,306,263 NET PROFIT Subsidy from eRA Profit that's not realized Profit to Auburn Profit to Auburn $ 3,075,670 11 % Sources units Phase II . Homeownershlp 186 ~ Sales Price Amount Single Family Sales 20 1,350 148,500 $ 2,970,000 2 StoryTND Townhouses Sales 70 1,530 267,750 $ 18,742,500 Condo 2x2 Sales 48 1,076 193,680 $ 9,296,640 Condo 3x2 Sales 48 1,250 231,250 $ 11,100,000 CRA Infrastructure/Demolition $ 3,807,051 TOTAL $ 45,916.191 Uses LAND AND DEVELOPMENT Hard: Land Value/Cost 10,00 acres $ 6,800,000 Other $ - TOTAL LAND AND DEVELOPMENT $ 6,800,000 CONSTRUCTION COSTS: Hard: Demolition $ 275,000 Site Work $ 2,232,000 Clubhouse, Model, and FF&E $ 525,000 Hard costs $ 20,720,340 Construction ManagemenUConsultants $ 680,000 Relocation Fund $ . General Liability $ 2,000 Contingency $ 1,221,717 Subtotal $ 25,656,057 Soft: Accounting $ 50,000 Appraisal/ Market Studies $ 25,000 Architect Design $ 158,100 Archnect Supervision $ 17,298 Impact Fees $ 547,136 Inspection Fees $ 61,938 Engineering $ 130,200 Environmental Reports $ 3,534 Insurance (Bldrs Risk) $ 102,300 Developer Fee $ - Legal Acquistion Fees $ 30,000 Legal fees - land use/zoning $ 34,410 Legal - Condo Docs $ 34,410 Legal - Lender $ 51,708 Legal - Loan Origination $ 378,882 Legal - Loan Closings $ 51,708 HOA Association Deficit Funding $ 46,500 Warranty Reserves $ 93,000 Marketing / Sales Trailer $ 600,000 Mise Consultants $ 51,708 Other Municipal Fees $ 103,418 Permit fees $ 465,000 Property Taxes $ 200,000 Soil Test Reports $ 20,000 Survey $ 27,528 Workforce Housing Admin $ 25,000 Utility Connections $ 521,287 Soft Cost Contingency $ 191,503 Subtotal $ 4,021,566 Construction Interest $ 2,660,000 Sales Commissions (5%) $ 1,684,366 TOTAL CONSTRUCTION COSTS $ 40,821,989 Profit (16%) $ 5,094,202 TOTAL PROJECT COSTS $ 45,916,191 - Subsidy from CRA - Profit to Auburn (16%) Sources units Phase III- Grocery Store/Retail 24,000 sf Amount Perm Mortgage $ 3,552,000 Boynton Beach CRA/City Land $ 680,000 Boynton Beach CRA $ 4,291,662 TOTAL $ 8,523,662 Uses LAND AND DEVELOPMENT Hard: Land Value/Cost 3 acres $ 2,040,000 Other- broker fee (4%) $ 81.600 TOTAL LAND AND DEVELOPMENT $2,121,600 CONSTRUCTION COSTS: Hard: Demolition $100,000 Site Work $340,000 Clubhouse, Model, and FF&E $0 Hard Costs 53,120,000 Construction Management/Consultants SO Reiocation Fund SO Contingency (5%) $178,000 Subtotai $3,738,000 Soft: Accounting S 10,000 Appraisal/ Market Studies $ 20,000 Architect Design $ 100,000 Architect Supervision Impact Fees $ 200,000 Inspection Fees S 25,000 Engineering $ 25,000 Environmental Reports $ 30,000 Insurance (Bldrs Risk) $ 25,000 Developer Fee $ Legal Acquistion Fees $ 25,000 Legal fees - land use/zoning $ 25,000 Legal - Condo Docs $ - Legal - Lender $ 50,000 Legal - Loan Origination 5 15,000 Legal - Loan Closings $ HOA Association Deficit Funding $ Warranty Reserves $ . Marketing / Sales Trailer $ Mise Consuitants 5 Other Municipal Fees $ Permit fees $ 220,000 Property Taxes $ 60,000 Soil Test Reports $ 10,000 Survey $ 15,000 Workforce Housing Admin $ Utility Connections $ 20,000 Soft Cost Contingency 5 417,550 Subtotal S 1,292,550 Construction Loan Interest $ 250,000 TOTAL CONSTRUCTION COST $ 7,402,150 Profit (16%) $ 1,121,512 TOTAL PROJECT COSTS $ 8,523,662 --- Subsidy needed/requested -- Profit to developer of grocery store Sources units Phase IV - Market Rate and Commercial 310 Sa Ft Sales Price Amount 2 story - No garage 11 1,350 $ 283,500 $ 3,118,500 2 story TND Townhorr 11 1,530 $ 306,000 $ 3,366,000 Midrise Units 2 x 1,5 139 980 $ 259,700 $ 36,098,300 Midrise Units 2 x 2 139 1,050 $ 278,250 $ 38,676,750 Retail Spaces 10 15,000 $ 3,000,000 $ 3,000,000 Boynton Beach CRA $ 12,924,950 TOTAL $ 97,184,500 Uses LAND AND DEVELOPMENT Hard: Land ValuE 7.85 acres $ 5,000,000 Other $ - TOTAL LAND AND DEVELOPMENT CONSTRUCTION COSTS: Hard: Demolition $ 150,000 Siite Work $ 930,000 Clubhouse, Model, and FF&E $ 1,000,000 Residential Hard Costs & Parking Garage $ 56,961,868 Commercial Hard Costs $ 1,650,000 Contingency (5%) $ 3,034,593 Subtotal $ 63,726,461 Soft: Accounting $ 77,500 Appraisal/ Market Studies $ 22,940 Architect Design $ 910,603 Architect Supervision $ 52,000 Impact Fees $ 1,953,000 Inspection Fees $ 103,230 Engineering $ 155,000 Environmental Reports $ 5,890 Insurance (Bldrs Risk) $ 607,069 Developer Fee $ - Legal Acquistion Fees $ 30,000 Legal f~es - land use/zoning $ 57,350 Legal - Condo Docs $ 62,000 Legal - Lender $ 86,180 Legal - Loan Origination $ 631,470 Legal - Loan Closings $ 86,180 HOA Association Deficit Funding $ 800,000 Warranty Reserves $ 500,000 Marketing / Sales Trailer $ 2,500,000 Misc Consultants $ 86,180 Other Municipal Fees $ 172,360 Permit fees $ 1,920,000 Property Taxes $ 300,000 Soil Test Reports $ 20,000 Survey $ 93,000 Workforce Housing Admin $ - Utility Connections $ 465,000 Soft Cost Contingency $ 584,848 Subtotal $ 12,281,800 Construction Loan Interest $ 3,500,000 TOTAL CONSTRUCTION COST $ 84,508,261 Profit (15%) $ 12,676,239 TOTAL PROJECT COSTS $ 97,184,500 --. Subsidy from CRA ~ Profit to Aubum . - - ~ " Auburn ~ Group HEART OF BOYNTON 160 Age Restricted Units in BO}l1ton Beach. Fl 1222008 16:Qt) SOURCES .<\.. "iD USES Square Feet Units SOt.:RCES Per Unit Per Foot Tax Credit Equily 21.985,851 137.412 179.62 First Mongage Debt 5.737,568 35,860 46.88 Slate Subsidy (SAlL, HOMH'Supplemental 0 0 0.00 Local Subsidy 0 0 0.00 Deferred Developer Fee 3,945,108 24,657 32.23 CRA Site Work Contribution t ,920,000 i2,OOO 15.69 Total Sources $33,583,528 209,9::!8.30 274.42 LSES land (4,000,000) (25,000) (32.68) Hard Construction Costs (15,912,000) (99,450) ( 130.00) On Site Work 0.920,000) (lZ,OOO) (15.69) Demolition Cost:; (100,000) (625) (0.82) Hard Cost Contingency (896,600) (5.604) (7.33) Contractor's Profit and Overhead (2.636,004) (16.475) (2l.54) Laundry Equipment (102,400) (640) (0.84) Loan Closing Costs (100,000) (625) (0.82) Property Taxes ( 136,000) (850) (1.1 L) Legal Fees (250.000) {I ,563) (2.04) Marketing Fees (200,000) (l,250) ( \.63) Closing Fees (FHFC, lender) (100,000) (625) (0.82) Commitment Fee (114,751) (717) (0.94) Builders Risk (159,120) (995) (1.30) Impact and UC fees (960.000) (6,OOO) (7.8-4) Building Dept (Permits. Insp Fees) (350,000) (2.188) (2.86) Architect (400,000) (2.500) (3.27) Engineer (150,000) (938) (1.23) Third Porty Reports (100,000) (625) (O.8:!) Title and ^ccounling ( 125,000) (78l) ( 1.02) Developers Fee (4,O81.176) (25.507) t33.34) Construction Interest (645,4 7 6) (4,034) (5.27) Soft Cost Contingency (I 50,000) (938) (1.23 ) T olal Uses (S33,588,528) (209,928.30) (274,42) ..:. ,~ ......, C:. Auburn '~ Group HEART OF BOY:>;TO:" SE:"IOR OPER-\TI:>;G PROFOR:'>IA Square Feel Unit, Input I:"CO'lE 1 x 1 60 % .~\H 2 x 2 60 % A.I"U 1 x 1 300,.'0 Ai\-lI 2 x 2 30% AMl 116 12 28 -1 Tenant Rental Income Less: Vaeaney Less: Bad Debt:Conc Net Rental Income Other Income EtTective Gross Income Per Ullit EXPENSES Payroll Administration Mgt Fee Repair & Maintenance Utilities Insurance Taxes Reserves Total Operating Expenses Per (J"il NET OPER.HI:-;C I:>;CO:\IE P~I' C'"il Annual Debt Service Less: Secondary Deb! Les,;: Net Cash Flow Debl CO\"f!rage Rmio 011 Firsl J!Orig(/gc' Dt!bl CO\'eragl! RllIio UIl .-IN De"l 1220400 \60 719 3M; 368 365 40; '0 \ III ,Il S50 1200 300 650 600 500 850 250 UndeI'\\Titing 2009 1,000,848 124,704 123,648 17.520 1,266,120 (54,509) ( n,627) 1,198.584 96,000 S 1 ,294,58-1 58,09/ 5~.-o (192,000) ( 48,000) (64,729) (104,000) (96,000) (80,000) \ 136,000) (40,000) (5760,729) (S..f., 755) 5533.85:\ 53,337 l.15 (46.+.222) n o 569.6,33 If) I i 5 SCHEDULE 8 MLK Phase II Proforma Detailed Cost October 28, 2008 TOTAL PROJECT COST ALLOCATION ESTIMATE Borrower Lender Avg sf TOTAL Contribution Contribution REVENUE units Per Unit ~ Sellino Price i !. Per sf i !. Per sf Single Family 20 1,350 $110 148,500 $ 2,970,000 $ 0.0% 2 StoryTND Townhouses 70 1,530 $175 267,750 $ 18,742,500 $ 0.0% Condo 2><2 48 1,076 $180 193,680 $ 9,298,640 $ 0.0% Condo 3><2 48 1,250 $185 231,250 $ 11,100,000 $ 0.0% Less' Commissions 4.0% $ (1,684,366) $ 0.0% eRA Purchase Assistance $ 2,500,000 eRA Infrastrtucture/Demolition $ 3,119,000 $ 0.0% Net Unll Sales 186 $ 46,043,774 $ 0.0% $ 0.0% LAND AND DEVELOPMENT $ 0.0% Hard: $ 0.0% Land Value/Cost $ 7,500,000 $ 0.0% $ 7,500,000 18.3% Other $ 0.0% $ 0,0% TOTAL LAND AND DEVELOPMENT $ 7,500,000 $ 0.0% $ 7,500,000 18.3% CONSTRUCTION COSTS: Hard: 01 Demolition $4 per foot 141557 sq. ft. $ 275,000 $ 275,000 0.7% $ 0.0% 02 Site Work $ 2,232,000 $ 2,232,000 5,5% $ 0.0% 03 Clubhouse, Model, and FF&E $ 525,000 $ 0.0% $ 525,000 1.3% 04 Condo 2x2 $ 80 $ 4,131,840 $ 0,0% $ 4,131,840 10.1% 05 Condo 3x2 $ 80 $ 4,800,000 $ 0.0% $ 4,800,000 11.7% 06 Single Family $ 80 $ 2,160,000 $ 0.0% $ 2,180,000 5,3% 07 2 TND Construction Cosl $ 85 $ 9,103,500 $ 0.0% $ 9,103,500 22.2% 08 Garages $30 $ 504,000 $ 0.0% $ 504,000 1.2% 09 Construction Management/Consultants $ 680,000 $ 0.0% $ 680,000 1,7% 10 Relocation Fund $ $ 0.0% $ 0.0% II General Liability $ 2,000 $ 0,0% $ 2,000 0,0% 12 Contingency 5% of Hard Cost $ 1,220,867 $ Qjl% $ 1 ,220,867 ~% Subtotal $ 25,834,007 $ 2,507,000 8,1% $ 23,127,007 56,5% Soft: 13 Accounting 186 $ 74.00 $ 50,000 $ 50,000 0.1% $ 0.0% 14 Appraisal/ Markel Studies 186 $ 74.00 $ 25,000 $ 25,000 0.1% $ 0,0% 15 Architect Design 188 $ 850,00 $ 158,100 $ 158,100 0.4% $ 0.0% 18 Architect Supervision 186 $ 93.00 $ 17,298 $ 17,298 0,0% $ 0.0% 17 impact Fees 150 $ 3,64757 $ 547,136 $ 0.0% $ 547,136 1.3% 18 Inspection Fees 186 $ 333.00 $ 61,938 $ 0.0% $ 61,938 0,2% 19 Engineering 166 $ 700.00 $ 130,200 $ 130,200 0.3% $ 0,0% 20 Environmental Reports 186 $ 19.00 $ 3,534 $ 3,534 0.0% $ - 0,0% 21 Insurance (Bldrs Risk) 186 $ 550.00 $ 102,300 $ 102,300 0.2% $ 0.0% 22 Developer Fee 3% $ 1,080,000 $ 0.00/0 $ 1,080,000 2,6% 23 Legal Acquistion Fees $ 30,000 $ 0.0% $ 30,000 0,1% 24 Legal fees - land use/zoning 186 $ 185.00 $ 34.410 $ 34,410 0.1% $ 0,0% 25 Legal - Condo Docs 186 $ 185.00 $ 34,410 $ 34,410 0,1% $ - 00% 26 Legal - Lender 186 $ 278.00 $ 51,708 $ 51,708 0.1% $ 0.0% 27 Legal ~ Loan Origination 186 $ 2,037.00 $ 378,882 $ 378,882 0,9% $ 0.0% 28 Legal - Loan Closings 186 $ 278.00 $ 51,708 $ 51,708 0,1% $ 0,0% 29 HOA Association Deficit Funding 186 $ 46,500 $ 0.0% $ 46,500 0,1% 30 Warranty Reserves 186 $500 $ 93,000 $ 0.0% $ 93,000 0.2% 31 Marl<eting I Sales Trailer 186 $ 600,000 $ 600,000 1.5% $ 0.0% 32 Misc Consultants 186 $278 $ 51,708 $ 51,708 01% $ 0.0% 33 Other Municipal Fees 186 $ 556.00 $ 103,418 $ 0.0% $ 103,416 0.3% 34 Permit fees 186 $ 2,500.00 $ 465,000 $ 0.0% $ 465,000 1.1% 35 Property Taxes 186 $ 200,000 $ 0.0% $ 200,000 0.5% 36 Soil Test Reports 186 $ 20,000 $ 20,000 0.0% $ 0.0% 37 Survey 186 $ 148.00 $ 27,528 $ 27,528 0,1% $ 0,0% 38 Workforce Housing Admin 186 $100 $ 25,000 39 Utility Connections 186 $ 2,802.62 $ 521,287 $ 0.0% $ 521,287 1.3% 40 Soft Cost Contingency 186 5% $ 245,503 $ 0.0% $ 245,503 0.6% Subtotal $ 5,155,586 $ 1,736,786 1.2% $ 3,393,780 4,1% TOTAL CONSTRUCTION COST $ 30,789,573 $ 4,243,786 10.4% $ 26,520,787 84.8% CONSTRUCTION INTEREST Construction Loan 7.0% $ 2,660,000 $ 2,660,000 65% $ 0.0% $ 0.0% $ 0.0% TOTAL PROJECT COSTRNVESTMENT $ 40,949,573 $ 6,903,786 16,9% $ 34,020,787 83,1% NET PROFIT $ 5,094,202 . - - ~ Auburn ~ Grou[l PROJECTED COSTS Land Acquisition Costs Shell Arch Cost Engineer.'Survey Site Work Shell Const. Retail Shell Canst. Mise Permit Fees Connection Fees Fair Share Impact Fees 11 Retail Appraisal Title Insurance Legal- Lender Legal- Borrower Accounting Builders Risk!GL Ins Bank Inspections Environmental Reports Real Estate Taxes Interest Reserve Financing Fees-Lender Intangible Tax Contingency Developer fees Total Projected Costs PHASE III HOB GROCERY Financed at 1.2 DCR (1,250,000) ( 18,000) (9,000) (67.500) (315,000) IJ (50,000) (9,000) (31,500) ( 112,500) (lO,aOO) (27,000) (l0,000) 120,00Q) ( 15,000) (j,150) (5,0001 (5,000) (50,000) (121,298) ( 30,324) (5,307) (75,7651 1106.071 ) ($2.346,415! SCHEDULE B MLK Phase IV Proforma Dotallod Cost July 22. 2003 I So urces and USGS ALLOCATION ESTIMATE \ 8<u'fONl!. \.erw A\-gst .fQL;l. I 5 CnnLJhlrion ~ Reve~ue Y!lli !:ll:!.!.aJ SIil ~~~ ~ " l'EI! S ~ f=f 2 Sll:ry No Ga'. 11 1,3~ 5210 28lSCJ 5 3,118,= O,J" 2 SltlryTNO TOY.l'ilo<lsIlS 11 1.5311 52<:0 ~O~,oo.J ; 'l.35f>,00~ 5 0,1)'":'. hti'l$a Uni\s b 1 5 1:liJ 9SO S 2&0 25~.100 5 :l6.0!lll.3?0 S O.O~. Mljl~e Urits ~ 1')9 \,\lzO S2i;\ ~19'z5<) I 30.676.750 3 OC':\ Rl>1allSpaC1>S 10 1,500 $ 3{0 '50,000 S 4,:00,0:0 less: C()(l\.1'lSSlons 3 OJ~ > 12,~37,7a7J S 0.0% CAACorllP.:atJoll ~ __ \3.S4G.O\8 5 0,0% No! U,.;j Sa.. 3'0 S 93,c57, m2 ; 00% ~ 0,0'\ LAND AND OEVElOPMENT S 0,0"1 t!iYl!: S 0.0% l3n(/ ValJetCosl 3 5,OQO,COO S O,Oc, ~ l'o,O,O~ 5,8\~ Cllw ~u. .....--..-...- ~ L--___ ~ TOTAL l:\ND .!.NO DEYElOF-,lEtH 5 5,000.a,0 3 () O~~ S 5,Ma,ano 5.8% CONSTRUCllON COSlS: !ill!lt; 01 Oendjij:;a ;; 160,CCO S 150,OCO 02% S M% 02 Si\eWOf1< 5 930,Cl:0 S 930.000 I i% 3 D.O~ , 03 ClutI>etM!. ~l ar.d FF&iO I 1,COO,OCO $ () QV. 5 \,neo,atO 12% 00\ ~jd(,.e \)I"u 2x2 S 145 5 19,751.S'.:1l S 0,0r. S 19.151.9C.o 23,0% 05 tIiCf..se l1rJts Jx2 S 145 5 21.16VW 5 o.o~\ :; 21.162,n-o 24,6~ 06 2: $Inri TH no GM~je S 90 I U36,5<J~ S o O~. S 1..\.i6.~r.o I.lr., 07 2 S:o<y ni > 00 I 1.514,700 S 0,0"' S 1,514,100 1.8\\ 08 Garages 5 19.:N9.QO I 13,196,018 5 13,196,018 15_3~ S 0.0% 09 Reta'l S:nces 'lkh n S \10 S 1,600.000 S O.O~'~ S l.ssa.COO 1.9% 10 Generallla~~IY S 15,000 S ,5,NO 0.0\, S 0,0'1. 11 Coo'lr\loocy S~~ of Bald Cost 5 3,035,3"3 ! S ~% 2._ 3.005.;1<3 ;!j'4 Suolol.ll 5 63.1<2.2\ I I; \'.29\,015 \6.&lI1. S 49,.51.ID3 57.5~f, ~ 12 Aceoumlng 310 S HO,lJ(] 5 11.500 17.500 0.1% I 0.0% 13 Awaball Ma:.., SlC'C\e$ 310 S 74,00 S 22.9t.O 22.9t.0 0.0% S 0.0% " A1ohleclOosIgo 310 1,5"10 5 010.603 3 910,003 1.1% 5 0.0% IS Arr.H1CGlSope.....;snn 310 S 200.00 S 82,000 5 62,000 0,1% S 0,0% 18 ~\F_ )',$ S 6.200,0:1 ; 1.053.000 5 0.0,. S l.a5J,non 2.3% 17 k1spec:tion FEa:!. 3m 5 33.100. S 'Il3.2JO ; O,O'!, S \03.230 1l.1'l. \8 Er9nccrir.g 310 S 500,00 S ~,::4.0CO 5 155.00a 02\> S 0.0% 19 fr......onrner.lai .~t..'fu'15 310 5 !Hen 5 5.300 $ 5,$\10 Q,C..... S 0.0% 2Il lMI..1ar.ce (01d<s Ais~) 310 S /1X),OQ S e.o7p19 S 61l7,U69 O.l~ . 0,0'f. 21 Oo'l"Cbf~r Fen 3!< 5 \,9S2,21O S O.ll~, I 195Z.2:IO 2.3% n t.eg<ll A::qt.R,:illon fee:; I JiJ.O<Y.l n LC';aI fe~l . tar:d lJ5cJZI:rin; 310 S las.co 3 51,:l.';O S 51.35il 0,1':> ~ 0,0% 2' Leqal . Co:\d:J D<'..cs 310 S ~OO .00 S 62,GOO S 82,l1<J(1 0.1..1:1 S O,W 25 Lflgal.lcndc: 310 $ 278,00 S 86,180 5 86,,30 0.1% S 0.0% 26 Leg.1l. Loan019'n311)fl 310 5 2.037.00 > 6Jl,-\71l 1 6'31.'170 0,7',\ 3 0,0% 27 l"ll"l ' Loan ClOsiJUl 310 S 2780;) S eo.l80 S 8il,leD 0,",. 3 0.0% 2a HOA ....sodadon O.(~~ Fu,..r.-q 3'[0 ; 800.000 I cc~ 5 800,000 6.!W, 29 WOJIrJntt Rue~o'es 310 $ 500,000 $ o O':~ $ 5OO,OCO 0,6% 311 Ma.IkeI~ 1 Sate$ Tra \~ 3111 S 2.5C<l,COO $ 2,SC--J:J:'1J 2.0/, l O,Oll 31 ),be Ccr---Al~.n(:> 310 S278 , 00,100 S 00l> S 00.1110 0.1'1\ 32 O,",e-l ~.".rid~ Fees 310 S 55ij CO S 17"1,3&0 S OOY. S 172.360 0,2% 33 Pe'lI'aI(ea.s 310 l 1.21~.131 S 0,0\4 S '.214,1',):1 1.4% J4 Pmpclty Tv~ 310 S JOO.r.OO 'S loo.OCO 0,30,; S O.O~~ 35 SoJ Test i1.e~tls 310 $ 'lG.OIJO S 2O.COO Q.O:~ S . 0,0\\ 36 Sum 310 S 3')0 CO S 93,000 S SO,Coo O,Pi S 00\\ 37 Wortforce Housirg Acm' ~ ::\10 '~~CO I OB u(jnyCI).ue~ 310 S 1.60;)00 i 465,000 S OI,W. S .155.COO 0,5'l> 39 ~lt Ccst 0:r~rc'f :\10 ~..'t ; iH7.6~ 5 ,),0,', S 647.006 O.8~" Set"'...' \ !1.!'..ro o;j~"'l S :5677.162 ~ 1:.', $ 1,89:l,eoO U% TOTAl. CONSHUCTlCIi COST 5 77 ,34), 1~6 I: tq,::if:t "(0 '2.3.:F\. S 51.::v..'j,0/3'& 66_7'% COHSTRUCT'ClH INTEREST CO"\itNctJG.ll Lo.1O 10:-:. 1 j.675,l"l"}O 3.615.C'\JU ~.J::-) $ Q,O~. \ 1 D'< i 0,0'\\ TOTAL PROJf.CT COST ilNVESTMEHT I !&.O16,198 ) 23,64 ~ "(Ji} 17 5-1 5 62.J44,9Q5 12.5'l\ - NET PROfIT S 1\).U49,Sa;S .- BUDGET PROJECTION. Excludes Southern Boundary Amendment Properties (As of: 11/6/2008) Chart 2 FY 2008/2009 FY 2009/2010 FY 2010/2011 FY 2011/2012 FY 2012/2013 FY 2013/2014 FY 2014/2015 FY 2015/2016 FY 2016/2017 REVENUE -9.7% -4.5% 1.7% 3.4% 3.4% 2% 2% 2% 2% Projected TIF (Without New Development) $ 8.300,000 $ 7.813.384 $ 7.994,469 $ 8.362.796 $ 8,743.645 $ 8.975.291 $ 9.211.571 $ 9,452,575 $ 9,698,400 Marina Revenues 1 ,287.500 1.351.875 1,419,469 1.490,442 1.564,964 1.643.213 1.725,373 1.811.642 1.902.224 Miscellaneous Income 365,000 65.000 65.000 65.000 65.000 $ 65,000 $ 65.000 $ 65,000 $ 65.000 New Projects (Excludes eRA Southern Boundary Annexations) 1.983.269 2.05C.700 2.120.424 $ 2.20&.000 $ 2.200.000 $ 2.200;000 $ 2.200.000 Total Revenue 9.952.500 9.230,259 11,462,207 11.968,938 12.494,033 $ 12,883.504 $ 13,201,944 $ 13,529,217 $ 13,865,624 Other Fundlna Sources Encumbered Funds - Marina 2,000.000 Encumbered Funds - Development Projects 1.400,000 423,394 Encumbered Bond #2 Proceeds 500.000 Total Other Funding Sources 3,900,000 423.394 Total Revenues and Funding Sources $ 13,852,500 $ 9.230,259 $ 11,885,601 $ 11,968,938 $ 12,494,033 $ 12,883,504 $ 13,201,944 $ 13,529,217 $ 13,865,624 Less: Operatina Expenses and Debt Service Debt Service $ 3.066.581 $ 3.069,026 $ 2,700,407 $ 2,513.013 $ 2.511,651 $ 2,511.840 $ 2,515,010 $ 2.515.690 $ 2.515.863 CRA Fixed Operating Expenses 2,527,000 2,653,350 2,786,018 2.925.318 3,071.584 3.225,164 3,386.422 3.555,743 3,733,530 Marina Operating Expenses 1 ,287 .500 1 ,351.875 1 ,419.469 1 ,490,442 1 ,564.964 1.643.213 1.725.373 1.811,642 1.902,224 Sub-Total Operating Expenses 6,881,081 7,074,251 6,905.893 6,928,774 7,148,200 7.380,216 7,626,805 7,883,075 8,151,617 FUNDS AVAILABLE FOR PROJECTS/PROGRAMS $ 6,971,419 $ 2,156,008 $ 4,979,707 $ 5,040,164 $ 5,345,834 $ 5,503,288 $ 5,575,139 $ 5,646,142 $ 5,714,007 Current Proiects/Prnorams SE Fed. Hwy Corridor Water Main Stormwater & Roadway Improvement Programs (4th St.) - From Fund Balance $0 $0 $0 $0 $0 $0 $0 $0 SE Fed. Hwy Corridor Water Main Storrnwater & Roadway Improvement Programs (4th St.) - From $150.000 Operating Funds $300,000 $400,000 $0 $0 $0 $0 $0 $0 Marina Redesian/Construction 2.000,000 0 1,975,200 1.975,200 0 0 0 0 0 Trollev 734 795 771 535 810111 850 617 893 148 937 805 984 696 1 033 930 1 085 627 Grants - HAP 700 000 500 000 500 000 500 000 500 000 500 000 500 000 500 000 500 000 Police 475 345 551 400 639 624 741 964 860 678 998 387 1158129 1 343 429 1 558 378 Professional Services 300 000 500 000 500 000 500 000 500 000 500 000 750 000 750 000 750 000 SMcial Events 270 000 283 500 297 675 312559 328 187 344 596 361 826 379917 398913 Grants - RIP 160 000 160 000 160 000 160 000 160000 160 000 160000 160 000 160 000 BBB Ext. Maintenance Paid to or on Behalf of Citv 90 000 94 500 99 225 104 186 109 396 114865 120 609 126 639 132971 Grants - Commercial Fa"ade 75 000 75 000 75 000 75 000 75 000 75 000 75 000 75 000 75 000 Site Work & Demolition 75 000 75 000 75 000 75 000 75 000 75 000 75 000 75 000 75 000 Leoal-Proiect Based 75 000 75 000 75 000 75 000 75 000 75 000 100 000 100 000 100 000 Downtown Master Plan/CltV Hall 0 0 0 0 0 0 0 0 0 211 E. Ocean Construction 0 0 0 0 0 0 0 0 0 Total 6,971,419 4,089,656 6,345,230 8,503,526 5,591,409 4,795,654 4,800,259 17,628,916 4,835,889 $ $ (1,933,648) $ (1,365,522) $ (3,463,362) $ (245,575) $ 707,634 $ 774,880 $ (11,982,773) $ 878,118 IESTIMATED SURPLUS/DEFICIT AssumDtlons (1) Millage Rate (Crty/County) 10.2341 (2) No additional property tax reform. (3) No Strand reversal. (4) Excludes CRA Southern Boundary Annexations Chanaes made bv CRA Board on 9/2/08: MLK Proiect (1) Move $400.000 from SE 4th Street/Utility Project from the $823.394 in FY 2010-2011 to FY 2008-2009 for MLK Project (2) Use surplus of $666,279 from budget to $400,000 above for MLK Project Total applied to Phase 1 req. for infrastructure $ 400,000 Chanaes made bv CRA Board on 10/14/08 Encumber in 2009/2010 another $150.000 for 4th St $ 150.000 $ $ 666,279 1,066,279 T:IFINANCEI01 FINANCIAL OPERATIONSIBudgel Projection - Working File 10-08-08 ~~~'tY~T8tC RA . Ea~t Side-West Side-Seaside Renaissance October 1,2008 Gary R. Nikolits, CF A Palm Beach County Property Appraiser 301 N. Olive Avenue West Palm Beach, FL 33401 VIA OVERNIGHT MAIL Dear Mr. Nikolits, I write to you on behalf of the Board of the Commwlity Redevelopment Agency, and the City Commission of the City of Boynton Beach to request correction of your records as they relate to the effective date of designation and inclusion of the following described properties into the jurisdictional boundaries of the eRA as of the date those properties were annexed by the City: Property 1 Lot 8, Less the Westerly 17 feet for road right-of-way, KINGS SUBDIVISION according to the Plat thereof, as recorded in Plat Book 20, Page 47, ofthe Public Records of Palm Beach County, Florida. Effective date of annexation: October 17,2006 Property 2 Lots 56 & 57, "Amended Plat of Tradewind Estates" according to the Plat thereof as recorded in Plat Book 21, Page 73 of the Public Records of Palm Beach County, Florida, Less a p0l1ion of Lot 57 for Right-of Way of State Road No.5 as sho\"ffl on State of Florida State Road Department right~of-way map section No. 9301-205. Effective date of armexation: June 1,2004 Property 3 Lot 1 and Lot lA of KING'S SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 20, Page 47, Public Records of Palm Beach County, Florida; less the westerly 17 feet of said lots. Together With: All that part of Lot C of KING'S SUBDIVISION in Section 4, TO\\'nship 46 South, Range 43 East, Palm Beach County, Florida, as per Plat recorded in Plat Book 20, Page 47, Palm Beach County records except the following part thereof: Beginning at the Southwest (8W) corner of said Lot C, and running thence North along the West line 915 South Federal Highway Boynton Boach. Florida 33435 Ph: S61-737~3256 Fax: 561-137-3258 Page 1 of5 -- .-' . VI \'I w. b oyn tOIl h€' a ChCYil.COln ,}} .-, \',-? ~~~'tYWB~IC RA. iIIIi East Side-Vvest Sidc~Scaside Renaissance thereof a distance of Eighty (80) Feet; thence Easterly in a straight line to the Southeast (SE) comer of said Lot C; thence running West along the South line of said Lot C to the Point Of Beginning. Further less and except the Westerly 17 feet for road right-of-way. Effective date of armexation: April 18, 2006 Property 4 That part of Lot 59, "Amended Plat of Trade Winds Estates. a Subdivision," according to the Plat thereof, recorded in Plat Book 21. Page 73, of the Public Records of Palm Beach County, Florida; lying west of the right-of-way of State Road 5 (U.S. Highway No. 1) as conveyed to Palm Beach County, Florida, by a deed recorded in Official Records Book 124, Page 638 of the Public Records of Palm Beach County, Florida Together with: Lot 15, "Killian's Park, a Subdivision," according to the Plat thereof, as recorded in Plat Book 23, Page 195, in the Public Records of Palm Beach County, Florida, less that portion of Lot 15 conveyed to the State of Florida by a Warranty Deed recorded in Official Records Book 1 j 9. Page 453, of the Public Records of Palm Beach County, Florida. Together with: Effective date of annexation: January 17, 2006 Property 5 All of Lots 6 through 14 and Lots 16 through 29 of "Killian's Park" recorded in Plat Book 23, Page 195, in the Public Records of Palm Beach County, Florida. Effective date of annexation: January 17, 2006 Property 6 A PARCEL OF LAND IN SECTION 4, TOWNSHIP 46 SOUTH, RANGE 43 EAST, PALM BEACH COUNTY, FLORIDA, BEING MORE PARTleULARL Y DESCRIBED AS FOLLOWS: COMMENeE AT THE NORTHEAST CORNER OF LOT 48, ''TRADE WINDS ESTATES FIRST ADDITION" ACCORDING TO THE PLAT THEREOF AS REeORDED IN PLAT BOOK 22, PAGE 44 OF THE PUBLIC REeORDS OF PALM BEACH COUNTY. 915 South Federal Highway Boynton Beach. Florida 33435 Ph: 561-137-3256 Fax: 561-737-3258 Page 2 of5 WI'.' ',! .boynl'onbC':lrhr;r;, ,rom / .,,~f;'~,.. "~~'tY~T8~rC RA . East Side -West Side...Seaside Renaissance FLORIDA, SAID CORNER BEING ON THE WESTERLY RIGHT- OF-WAY LINE OF THE INTRACOASTAL WATERWAY; THENCE NORTH 05026'06" EAST ON SAID WESTERLY RIGHT- OF-WAY LINE 365.92 FEET TO THE POINT OF BEGINNING; THENeE SOUTH 89018'46" WEST 385.00 FEET; THENCE NORTH 05026'06" EAST 4.08 FEET; THENCE SOUTH 89018'46" WEST 35.00 FEET; THENCE SOUTH 05026'06" WEST 174.98 FEET; THENCE SOUTH 89018'46" WEST 236.14 FEET TO A POINT OF CURVATURE OF A CIRCULAR CURVE, CONCAVE SOUTHEAST; THENCE SOUTHWESTERLY ON THE ARC OF SAID CURVE, WITH A RADIUS OF 102.47 FEET AND A CENTRAL ANGLE OF 34034'00" AN ARe DISTANCE OF 61.82 FEET TO A POINT OF REVERSE CURVATURE OF A CIRCULAR CURVE, CONCAVE NORTH\VEST; THENCE SOUTH\VESTERLY ON THE ARC OF SAID CURVE, WITH A RADIUS OF 82.59 FEET AND A CENTRAL ANGLE OF 34034'00" AN ARC DISTANCE OF 49.83 FEET TO A POINT OF TANGENey; THENeE SOUTH 89018'46" WEST 94.20 FEET TO THE INTERSEeTION WITH THE EASTERLY RIGHT-OF-WAY OF U.S. HIGHWAY NO.1 (STATE ROAD NO.5), SAID INTERSECTION BEING ON THE ARC OF A CIRCULAR CURVE, CONeAVE WEST, THE RADIUS POINT OF WHICH BEARS NORTH 73<>25'48" WEST; THENeE NORTHERLY ON SAID EASTERLY RIGHT-OF-WAY AND ON THE ARC OF SAID CURVE, WITH A RADIUS OF 11,509.20 FEET AND A CENTRAL ANGLE OF 02023'09" AN ARC DISTANCE OF 479.27 FEET; THENCE NORTH 89014'41" EAST 245.48 FEET; THENCE NORTH 05026'06" EAST 95.70 FEET TO THE INTERSECTION WITH A LINE PARALLEL WITH AND 578.97 FEET SOUTH OF THE NORTH LINE OF SAID SECTION 4; THENCE NORTH 89018'46" EAST ON SAID PARALLEL LINE 274.00 FEET; THENCE SOUTH 06036'55" WEST 40.21 FEET TO THE INTERSECTION WITH A LINE PARALLEL WITH AND 618.85 FEET SOUTH OF THE NORTH LINE OF SAID SECTION 4; THENCE NORTH 89018'46" EAST ON SAID PARALLEL LINE 250.00 FEET TO THE INTERSECTION WITH THE AFOREMENTIONED WESTERLY RIGHT-OF- WAY LINE OF THE INTRAeOASTAL WATERWAY; THENCE SOUTH 05026'06" WEST ON SAID WESTERLY RIGHT-OF-WAY LINE 315.29 FEET TO THE POINT OF BEGINNING. Effective date of annexation: August 3, 2004 915 South Federal Highway Boynton Beach, Florida 33435 Ph: 561-737-3256 Fax: 561-737-3258 Page 3 of5 www.borntonhe3CI\<:I.a.com " /' ';\''-: ~~~qY~T8~ICRA . East Srdc -Vvest $ide-$c2side Renaissance In SUPPOlt of this request I call your attention to City of Boynton Beach Ordinance 08- 026 which was recently forwarded to you by the City Clerk under cover of her September 8, 2008 letter. The legislative findings of the City Commission as expressed in Whereas clauses on pages 1 and 2 of the Ordinance. Please note in particular, these determinations by the City Commission: 1. That the boundaries of the Community Redevelopment Area were amended on November 8, 2000 by City Ordinance 00-59, wllich described the north and south boundaries of the Community Redevelopment Area to be coterminous with the City's nOl1h and south jurisdictional boundaries. 2. That subsequent to the adoption of Ordinance 00-59 annexed enclaves and other property with the intent that those properties were to be treated as within the Conununity Redevelopment Area. 3. That the enclaves that have been annexed into the City subsequent to the adoption of Ordinance 00-59 shared, at time of annexation, the same characteristics as other properties in the Community Redevelopment Area and that such areas were, at time of armexation, slum areas, blighted areas, or areas in which there was a shortage of housing that is affordable to residents of low or moderate income, including the elderly or were coastal and tourist areas that were deteriorating or economically distressed due to outdated building density pattems, inadequate transpOliation and parking facilities, faulty lot layout or inadequate street layout, or a combination thereof. I ft.n1her draw your attention to the foHov.1ng language in the enactment portion of the Ordinance: F or purposes of establishing the base year from which tax increment increases shall be calculated for the foregoing listed projects, the date of atUlexation of the property into the jurisdictional boundaries of the City shall control as those properties were already in the boundaries of the Community Redevelopment Area as described in Ordinance 00-59. These legislative determinations and enactments of the City Commission are dispositive and binding with respect to an evaluation of the effective date of the inclusion of the above referenced properties in the Community Redeployment Area. In light of these detenninations and enactments we believe that your role as Property Appraiser is ministerial and that you are required to adjust your records to confonn to the City Commission's detenninations. I am requesting that you acknowledge your concurrence with the foregoing and provide 915 South Federal Highway Boynton Beach, Florida 33435 Ph: 561-737-3256 Fax: 561-737-3258 Page 4 of 5 . .-- . - ~~ --~ ~-".~- -. -~- \' '\'I\'...horntCtl1llp",'11CI'il,('om ~1~'tYW8tRA . East Side-Yo/est Side-Seaside Renaissance your assurance that future tax increment distributions ",rill be calculated based on the effective date of the annexation of the above referenced propeliies into the City of Boynton Beach as shown above. I would like to report your response to the Community Redevelopment Agency at their next meeting which is October 14th. Therefore, I am respectfully requesting your reply by October 13, 2008. Sincerely, (~CA- a ~'yrd- Lisa A. Bright U Executive Director cc: Jim Cherof, CRA Legal Counsel CRA Board of Directors Kurt Bressner, City Manager 915 South Federal Hlghwar Boynton Beach. Florida 33435 Ph: 561-137-3256 Fax: 561-731-3258 Page 5 of5 wWVI,boyntonbeachcra.com GOVEllNMENTAL CENTEH . FIFTll FI OOH ~3 0 J NOIlTH OLl\'E A "ENUF ,,\r EST PALM BEACH, FLOHII>A 3.~14'O ) Tu,: (fiOI) 355<~2~H) FAX: (fi61) ~155.a963 \., /tHY H. NlhOlXI <", (~I~ P /,I.M BEACiI l IIIIN1' !' nOPEH'l Y /U'I'hidSE" October 21, 2008 Ms. Vivian Brooks, Assistant Director Boynton Beach Community Redevelopment Agency 915 S. Federal Highway Boynton Beachl FL 33435 Re: Boynton Beach CRA Dear Ms. Brooks, I am responding to your request that for purposes of determining TIF eligibility, l1'lY office use the year of annexation as the base year for the parcels described in City Ordinance 08- 026, The boundaries of the Boynton Beach CRA were established in year 2000 by the adoption of City Ordinance 00-59. Various parcels were subsequently added to the boundaries of the CRA by Ordinance 08-026, adopted by the City Commission on August 19, 2008. Because the City did not comply with all of the requirements under Chapter 193, Florida Statutes, necessary to establish their CRA eligibility until August 2008, I am unable to establish a base year for these parcels using the earlier dates of their annexation, These parcels will be identified as part of the Boynton Beach Community Redevelopment Agency for the 2009 tax year. ~i)rel\', " . . ~.~ IL ,SLU. Gary R. Nikolits, CFA Property Appraiser cc: Jeffrey M. elyman, Esq. WEST COUNTY SERVICE CENTEB 297fi ST^TE ROM> 15 BIlU,E Gl.ADE, FL 33430 TEL: (561) 996.4890 F AlC (56 Jl 996-1661 NORTH COUNTY SERVICE CENTER 3188 POA BI-VD., SUITe 230 I P ^1,M BBhcH OARDBNS, FL 33410 TEL: (561) 624-652 I F^x: (561) 624-6565 MID.WESTERN COMMUNITIES SERVICE CBNTER 200 CIVIC CSNTBR WhY, SmTE 200 Roy AI- P Al-M BBAeli, FL 334 J I Ta: (56 J) 784- 1 220 F^x: (561) 7R4-124 1 SOUTH COUNT\' SERVICE CENTER 50 I S. CoNGfUlSS A vn, DBLRA. Y BBACH, FL 33445 TEL: (561) 276.1250 PAX: (561) 276.1 27~ Page 1 of 1 Harris, Susan From: Brooks, Vivian Sent: Monday, November 17, 2008 3:40 PM To: Harris, Susan Subject: FW: Boynton Beach CRA Boundaries Attachments: South eRA Boundary.pdf Vivian L. Brooks Assistant Director Boynton Beach Community Redevelopment Agency 915 S. Federal Highway Boynton Beach, FL 33435 561-737-3256 561-737-3258 FX brooksvi@ci.boynton-beach.fl.us From: Jim Cherof [mailto:JCherof@cityatty.com] Sent: Tuesday, November 11, 2008 11:37 AM To: jclyman@co.palm-beach,fl.us Cc: Brooks, Vivian; Bright, Lisa Subject: Boynton Beach CRA Boundaries In furtherance of our discussion, attached is a graphic depiction of six properties that were within the general boundaries of the CRA at the time they were annexed by the City of Boynton Beach. The numbering relates to the Property numbers listed in Lisa Bright's October 1, 2008 letter to Gary Nikolitis. Please let me know if you need any additional information regarding the CRA's position that the determination and designation of the base year from which tax increment increases are calculated should be calculated from the date of annexation as those properties were already in the boundaries of the CRA per City Ordinance 00-59. Thank you. James A. Cherof Goren, Cherof, Doody & Ezrol, P .A. 3099 East Commercial Boulevard, Suite 200 Fort Lauderdale, Florida 33308 Telephone: (954) 771-4500 Facsimile: (954)771-4923 11/1712008 SOUTH ,.l\l Hil~" i ' \ r;1!} ,;' ; __'_--1 \F -\' '" _~ I';:' , , ' 'IL--, '" ~;,;~ ,I r------1! ' _ clLlPO,H: -Iii !;fj,~r;mi 1\ L~'~" ~!rd , _Myt:'iL9'ZiiJ ," ~ ,., ..01 -, = r- alllIlmsmmt~' \~{~f" ;1,111 BJI ~: j)9\ ~H POI" i1Dl, ~~/,q:'" =. p- Il1IJJ i 111 -1 , liiiii ~ > ." l"" ,~, I ,. If-' I' , I .,. ~WII! ,,' ~ l~ - ,1 11! 'ilH .,. 7H<~ "if- [ I' 1\' -11,..' I .41 .:;j{,,/'Jfffr I' IT, I, ~~ \ TI 1')f!I-nt=AflITfITlTIll L ~\\-i 'j >-" ~\"I W llIffilll.!:!' 41 'i Sill ' ,I- ~ 11T rifll \11- II rrrTWK "'" I I ;i :: '. ,,"'F T'lIliki \\1 r~ ,\ 'i .. _ ~'ffl Hlnl l' , II ,U, j f- ffl;lf I Ill2IiI\ll r.:.' , ~TH' ',\1 ; \; l~;i1(RiBtJil 1T I ~ ~f ~l~\~ -1 ~ i- //,( C; liE~ i ~~<Y' .., t=< .J ,I /1/ ',- in I ii!I~S 8 \ ~.,~ __/1/ .~ " "m" 1\' .:11 I' ~l- 11f.'> L- '1 ii' i .,,, ,\ v', ,.. H i'1.'-..., 'n ~ ( .,. '1\ (I ' <.! .~. i' \:>-,1' I'" 1 t-.<.(' "",! t L. \.- /li-l'\.).J 1~'1'1': I' ~f i- \- 1I1BJ(,I' rn \' I ~ ' L- II! III ,I ,I< "" I i I- liFf:. :. ' " I :} II 9 / ,~ III' ,~ ""', '--(J i.8 i ~_ ~flt ' 111 crt I /~Ii -J I I~, 1--1/1'1""7 ,'I II-. - /f:::i t~ :p.Jr'l!~' < r;i '1 iD , .....,-::;;t/?".[ ~ lie .J -l It 1 1 ...;!;j 1-4, ~~~'~~ I ~ "I" ~ ~. '" ' {I' PAlM= \ 1 ...., >,., ' , " ,~ , I ~," {;(1lK" "",0;;' i ~- i- IlU ," 'IT ,nn, -, 111=." ," ''lj~iI 'I' 1 \ C-.c- ., , "j ,1' =:J '- ' r '" , ' '- 1 f- I' ~i' KEIl. -I I-~ I S ~~!t~ I L-I-- I ' " I _'-- ' ,I L:-- ,I TURNER I 'F ~ i---, I j)'~' : ----> ~ ~ -1_---=1/! ,I I I o 1-: ...III '''' i "" I 1$ t j. "jl, (?> \~JJ!J I' i ~ . ~ -="'l-7i i Ii .' rr1 $1, Ii:\ITli;,J "",u) , ii' '" ,'1 ~ T,n -; d'II,j, " b I' i EI~~~r . ,I =-!!~~~. "ur i ,~ i" 4If:h;! ~ ,1r--1 i Jl~ F$mi.bM I ," ' II ,~'- 1 1:- l" .....-.... " --',,I ---J J / ,I ,r i ,\ / I i \ ;--- H ~t: I i~ t: lfA LLA.R - IBIS ,----=-- ~ <t. ,-~ ,,_4-. i~ ~ -----~~ i tlrrm Cll~ ! s"E