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2008T50-Reinvestment Zone-Sedona - ORDINANCE NO. 08-T-50 APPROVING THE FINAL PROJECT PLAN AND REINVESTMENT ZONE FINANCING PLAN FOR REINVESTMENT ZONE NUMBER TWO, CITY OF SCHERTZ, TEXAS, AND CONTAINING OTHER PROVISIONS RELATED THERETO. WHEREAS, by Ordinance No. 06-T-61 dated December 19, 2006, the City of Schertz, Texas (the "City") created, pursuant to Chapter 311 of the Texas Tax Code, as amended (the "Code"), Reinvestment Zone Number Two, City of Schertz, Texas (the "Zone") to promote the development of the Sedona mixed-use project within the Zone through the use of tax increment financing, which development would not otherwise occur solely through private investment in the reasonably foreseeable future; and WHEREAS, Ordinance No. 06-T-61 created a Board of Directors for the Zone (the "Zone Board") and authorized the Zone Board to exercise all the rights, powers, and duties under the Code, and to act on behalf of the City within the limits of the Code; and WHEREAS, pursuant to Section 311.011 of the Code, on October 27, 2008, the Zone Board adopted the Final Project Plan and Reinvestment Zone Financing Plan (the "Project and Financing Plan") for the Zone in the form of Exhibit A attached hereto and incorporated herein for all purposes; and WHEREAS, pursuant to Section 311.011 (d) of the Code, the City Council must approve the Project and Financing Plan after its adoption by the Zone Board; and WHEREAS, by Resolution No. 07-R-37, dated October 30, 2007, the City designated eight (8) individuals to serve as members ofthe Zone Board; and WHEREAS, pursuant to the Act, and based on the proposed contribution by Bexar County to the Zone, 'the total number of Zone Board appointments authorized for the City pursuant to the Project and Financing Plan is six (6); and WHEREAS, the City desires to re-affirm certain of its appointees to the Zone Board; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: Section 1. The City Council finds that the Project and Financing Plan meets the requirements of Section 311.011 of the Code, is feasible, and conforms to the City's master plan. Section 2. The City Council hereby approves the Project and Financing Plan for the Zone, as adopted by the Zone Board. Section 3. The City re-affirms the following individuals to serve as members of the Zone Board: George Antuna, John Bierschwale, Bob Cantu, Michael Carpenter, Chris Price, and Tony Wilenchik. C.A. Elder has agreed not to serve on the Zone Board, and Steve White shall not be appointed to the Zone Board by the City, but is expected to be appointed to the Zone Board by Bexar County. Section 4. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby adopted by the City Council and made a part of this Ordinance for all purposes. 60132537.2 Section 5. All resolutions and ordinances, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions ofthis Ordinance shall be and remain controlling as to the matters resolved herein. Section 6. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 7. If any provision of this Ordinance or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Ordinance and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Ordinance would have been enacted without such invalid provision. Section 8. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by Chapter 551, Texas Government Code, as amended. Section 9. This Ordinance shall be in force and effect upon the date of second and final reading and any publication required by law. PASSED AND APPROVED on first reading this the 28th day of October, 2008. PASS, APPROVED, AND ADOPTED on second reading thi the 4th day of November, 2008. ATIEG~ rr~ OAAA;;' CIty Secretary 60132537.2 - EXHffiIT A Project and Financing Plan FINAL PROJECT PLAN AND REINVESTMENT ZONE FINANCING PLAN for REINVESTMENT ZONE NUMBER Two, CITY OF SCHERTZ, TEXAS Sedona Development Project . . October 27,2008 60132537.2 Sedana Project and Financing Plan - TABLE OF CONTENTS Page I. EXECUTIVE SUMMARY ............................................................................................... 1 II. PROJECT PLAN .............................................................................. ................................. 2 III. REINVESTMENT ZONE FINANCING PLAN ............................................................... 5 IV. ZONE BOARD MEMBERS .... ................ ......................................................................... 8 EXHIBITS A. LEGAL DESCRIPTION OF ZONE B. EXISTING USES AND CONDITIONS C. LAND USE PLAN (SHOWING PROPOSED IMPROVEMENTS) D. DESCRIPTION OF PUBLIC IMPROVEMENTS E. DEVELOPMENT SCHEDULE, BUDGET, AND ASSUMPTIONS F. ESTIMATED PROJECT COST SCHEDULE G. PROJECTED CAPTURED APPRAISED VALUE H. PROJECTED TAX INCREMENT REVENUE 1. ECONOMIC FEASIBILITY STUDY . . 60132537.2 1 Sedona Project and Financing Plan - SEDONA DEVELOPMENT PROJECT ARTICLE IIEXECUTIVE SUMMARY. Section 10. In Ordinance No. 06-T-61 dated December 19, 2006, the City Council of the CITY OF SCHERTZ, TEXAS (the "City") designated TAX INCREMENT REINVESTMENT ZONE NUMBER TWO, CITY OF SCHERTZ, TEXAS (the "Zone") to enable the development of approximately 825 acres of land which may contain up to 2,200 residential units pursuant to the PUD (described below) with estimated average sales prices of $140,000-$240,000 per single family home and approximately 130 acres of open space including, but not limited to, public parks and trails to be known as the Sedona development (together, the "Project"). The Project will result in a primarily residential development located in the southern portion of the City. The Zone was established pursuant to the provisions of the Tax Increment Financing ("TIP") Act, Chapter 311, Texas Tax Code, as amended (the "Act"). Section 11. The developer of the Project is SCHERTZ 1518 LTD. (the "Developer"). The Developer is requesting that the City, BEXAR COUNTY, TEXAS ("County"), and the SAN ANTONIO RNER AUTHORITY ("SARA"), participate in the tax increment financing to help fund public infrastructure improvements to be located within the development. The duration of the Zone is projected to be twenty-one (21) years with the Zone being in existence through calendar year 2027. Section 12. The cost of the public infrastructure improvements and related capital costs for the Project (exclusive of financing costs or interest) is estimated at $41,195,225. The total project costs including administrative costs are estimated at $41,801,420. The proposed public infrastructure improvements for this project include the installation of, and improvements to, streets and drainage, utilities, and sidewalks; the development of public parks; the construction of a fire station and EMS facility, sewage plant, lift station, and public cemetery; the designation of a school site; and the construction of other public improvements. The Developer will pay such costs and will be reimbursed by the Zone's TIP fund only to the extent that tax increment revenue from increased property values is generated, up to a maximum reimbursement of $45,000,000. Section 13. The Project is a master planned community and has been approved by the City as a mixed-use Planned Unit Development ("PUD"). It will function as a key component within the Schertz Southside Development Initiative and create the demographic basis which will in turn create demand for commercial and industrial developments to occur along the City's portion of the south IH-I0 corridor. 60132537.2 1 Sedona Project and Financing Plan - ARTICLE IIIPROJECT PLAN. Section 14. Overview Tax increment generated within the Zone will provide the financing needed to undertake public improvements in an area of the City which would not otherwise be developed into a planned residential community. Attached as Exhibit C is a Land Use Plan showing the location of the proposed improvements to and proposed uses of the property within the Zone. The Sedona development will help to increase area population, provide additional housing, and encourage economic development. This Project Plan in this Part II and the Reinvestment Zone Financing Plan in Part III (collectively, the "Project and Financing Plan") provide for the funding of streets, sidewalks, water, sewer, wastewater treatment, drainage improvements, other public facilities, utility improvements, landscaping, and public parks that will be dedicated to the City, as well as associated engineering fees, legal fees, financial advisory fees, and administrative costs. (a) Single-Family Residential Development Approximately fifty percent (50%) of the 825-acre Project tract is designated for the construction of up to 2,200 residential units with initial sales prices ranging from $140,000-$200,000 per single family home and an average lot size of approximately 7,440 square feet. It is expected that the homes will be constructed in accordance with the Development Schedule attached hereto as Exhibit E. By 2015, sales prices for single family homes are anticipated to range from $160,000-$240,000. (b) Parks and Open Space Approximately fifteen percent (15%) of the total 825-acre tract will be open space, some of which will be dedicated by the Developer to the City for public parks. The flood plain areas of Woman Hollering Creek will consist of a linear park, greenbelt, and open space. The Project will include the development of over 13 acres of the original landowner's early 1900's farm and ranch into a park and cultural area, and several other pocket parks throughout the community. The location of the public parks is shown on the Land Use Plan. In addition, the Developer shall cause Two Hundred and Twenty Five and Noll 00 Dollars ($225) per developed lot to be contributed to the City at the time of final plat approval solely for the design and development of parkland. In lieu of making this contribution, the Developer may, at its option, and upon written notice to the City, directly cause parkland improvements approved by the City and the Zone Board to be made, the costs of which shall be at least equal to Two Hundred and Twenty Five and Noll 00 Dollars ($225) per developed lot, to be constructed on the designated parkland at no cost to the City or the Zone Board. The City and the Zone Board must approve such parkland improvements and the costs therefore, such approval not to be unreasonably withheld, conditioned, or delayed. (c) Public Improvements, Fire Station/EMS Facility, Cemetery, School Site, Residential Outdoor Recreation The highest priority public improvements to be undertaken in the Zone are (i) the new wastewater treatment plant (the "Water Treatment Plant") to be constructed in phases up to its total capacity and (ii) the drainage improvements around FM 1518 (the "Roadway Improvements"). Design elements for certain public improvements will also be mandated by the City, including but not limited to the interior and exterior design of the fire station/EMS facility. Sidewalks are to be constructed implementing the City's signature brick inlay design. Approximately twenty-five percent (25%) of the total acreage will be used for public facilities/outdoor recreation, as shown on the Land Use Plan at Exhibit C. The Developer 60132537.2 2 Sedona Project and Financing Plan - will also designate a site to be purchased by the Schertz-Cibolo-Universal City School District for construction of a school. (d) Commercial Approximately six percent (6%) of the 825-acre tract is designated for the construction of retail and retail service facilities. (e) Connecting Road The City reserves the right, pursuant to the Act, to amend the boundaries of the Zone and to add projects to the Zone through the purchase or condemnation of land to be added to the Zone for a connecting road from the proposed arterial road south of Woman Hollering Creek to the existing Ware Seguin Road. Section 15. Boundaries The Zone is located in the southern portion of the City, adjacent to FM 1518. The Zone is roughly bounded by Lower Seguin Road to the north, FM 1518 to the east, Ware Seguin Road to the south, and the Air Installation Compatible Use Zone (AICUZ) relating to Randolph Air Force Base to the west. The Zone is located entirely within the Schertz-Cibolo-Universal City Independent School District. The location and boundaries of the Zone are shown on the Land Use Plan at Exhibit C. A legal description of the Zone is attached hereto as Exhibit A. Section 16. Land Use and Existing Conditions (a) Area Land Use The Zone currently contains only vacant agricultural land with associated structures. Attached as Exhibit B is a description of existing conditions and an aerial photograph showing the predevelopment use ofthe property. (b) Current Site Conditions The land within the Zone has remained undeveloped due to drainage problems and the lack of sufficient utilities. As a result, the property has not been utilized for residential or commercial development. Section 17. Project Plan Objective The objective of this Project Plan is to develop an 825-acre tract into approximately 425 acres containing up to 2,200 residential units and approximately 400 acres of other uses including, but not limited to, public parks and commercial, industrial, recreational, utility and other public facilities, and landscape open spaces. The Zone funds will provide for a reduction in costs necessary to price lots in a range that reflects what the Developer believes residential builders are willing to pay. Section 18. Relocation The Project Plan does not call for the relocation or displacement of any residents. 60132537.2 3 Sedona Project and Financing Plan - Section 19. Municipal Ordinances (a) Compliance In addition to compliance with laws and procedures directly associated with the development of the Zone pursuant to Chapter 31l, Texas Tax Code, as amended, the Project will comply with all local codes and ordinances. (b) Planned Unit Development Pursuant to Ordinance No. 05-S-50 adopted on December 6, 2005, the City amended its Unified Development Code by amending Article VII (Special Districts), Section 7 (Planned Unit Development), which enables the development of this Project. The PUD for the Project was amended in May 2006. No further zoning change, change to the Master Plan, building codes or other municipal ordinances is necessary for the proposed development. Section 20. Competitive Bidding; Warranties All Project elements subject to Chapter 252, Texas Local Government Code, as amended, will be constructed pursuant to competitively bid contracts. The Developer will provide the City a warranty on all public improvements constructed under the Plan for one year from the date of the City's acceptance of the particular improvement. Section 21. Non-Project Costs The City and the Developer anticipate incurring legal, financial advisory and administrative costs in regard to creation of the Zone and annually thereafter, including the cost of reports and amendments to the Plan as needed. A list of non-project costs is included in the Development Budget at Exhibit E. Section 22. Completed Infrastructure Since the time that the City designated the Zone, the Developer has made or caused to be made infrastructure improvements within the Zone to support 171 residential lots. The cost of these improvements is included at Exhibit E. 60132537.2 4 Sedona Project and Financing Plan - ARTICLE NREINVESTMENT ZONE FINANCING PLAN. Section 23. Introduction This Reinvestment Zone Financing Plan (this "Financing Plan") addresses funding for identified public improvements in the Project. The Project is located in the southern area of the City and encompasses approximately 825 acres. The approximate boundaries of the Project are Lower Seguin Road to the north, FM l518 to the east, Ware Seguin Road to the south and the Air Installation Compatible Use Zone (AICUZ) relating to Randolph Air Force Base to the west. The Project will include up to 2,200 residential units, approximately 130 acres of open space, and 50 acres of commercial (retail and service) facilities. Reinvestment Zone Number Two, City of Schertz, Texas ("the Zone") will provide a source of funding for the public improvements and enhanced infrastructure. The duration of the Zone is 21 years with the Zone being in existence through calendar year 2027. The development of the Project will be performed by the Developer, the principals of which have experience in development and construction of such projects. Section 24. Public Infrastructure The public infrastructure improvements include the construction of streets, sidewalks, drainage, sewer and water utilities, a fire station/EMS facility, public parks and other public improvements throughout the Zone. The Project will also include a new wastewater treatment plant, lift station and force main facility, and upgrades to FM 1518. The total public infrastructure capital cost (exclusive of financing costs or interest) is estimated at $41,195,225. The total project costs including administrative costs are estimated at $41,801,420. A description and depiction of the public improvements is provided at Exhibit D. The list of estimated project costs is attached with the Development Schedule as Exhibit E. The Estimated Expenditure Schedule for the Project is attached as Exhibit F. City fees to be reimbursed as Project costs will not include water, sewer, or other impact fees. Section 25. Plan of Finance - (a) Appraised Value The base value of the real property within the Zone is $3,127,500. The appraised value captured from the improvements to real property within the Zone is anticipated to grow from $0.00 in Tax Year 2007 to $434,885,503 in Tax Year 2027 as shown in Exhibit G. (b) Taxing Units The taxing jurisdictions and 2007 tax rate per $100 valuation utilized in the analysis include the City at 100% of its rate of $0.4090, the County at 58% of the maintenance and operation ("M&O") portion of its rate being $0.265594, and SARA at 55% of its rate of $0.015951. (The City, County, and SARA are referred to collectively as the "Taxing Units"). County participation is limited to a maximum of$l2,123,000. Based upon these assumptions, projected annual tax increment revenues are as shown on Exhibit H. No growth in tax rates is assumed, and the following taxing jurisdictions are not expected to participate: Schertz-Cibolo-Universal City Independent School District, Bexar County Flood District (Code 8), Alamo Community College District, and Bexar County Hospital District d/b/a University Health System. 60132537.2 5 Sedona Project and Financing Plan - (c) TIF Bonds No bonded indebtedness is anticipated by the City in association with this Zone. However, the City reserves the right from time to time during the duration of the Zone to issue tax-exempt bonds ("Bonds") payable from tax increment revenue, subject to the participating taxing jurisdictions' consent to utilization of their tax increment revenue for such purpose. Subject to the foregoing proviso, the future issuance of Bonds is at the City's sole and absolute discretion and would be preceded by an amendment to this Plan. All proceeds from Bonds, if any, would be used to reimburse Developer for project costs under this Plan. (d) Reimbursement The cost of the public infrastructure improvements will be incurred by the Developer and reimbursed to it over time from a City-managed TIF account funded by the tax increment revenue generated within the Zone. In addition to the capital costs, other costs to be reimbursed from Zone revenue include engineering fees and the cost of the City's legal counsel and financial advisors involved in creating the Zone. (e) Cost and Revenue The total development costs for the public infrastructure improvements (exclusive of fmancing costs or interest) are provided by type of expense in Exhibit E and by year expended in Exhibit F. Revenue generated from the Zone will be used to repay this amount over the life of the Zone. Projected tax increment revenue for each year of the Zone is shown in Exhibit H. (f) Priorities Notwithstanding the above, tax increment revenue collected from the Zone shall be used first to reimburse the City for its costs in creating the Zone and to pay the costs of the City's legal counsel and financial advisors involved in creating the Zone. Section 26. Limited Obligation of the Taxing Units The City, County and SARA will have an obligation to impose and collect taxes and deposit the agreed amount of tax receipts into a TIF fund for the Zone, up to a collective maximum of $45,000,000 (with the County's contribution capped at $12,123,000) to repay Project Costs incurred by the Developer (including accrued interest and Developer financing costs) to the extent that construction of improvements under the Project (commenced within the time constraints of the TIF Act) produces adequate taxable value. Notwithstanding the above, the Zone collections for the Project shall not extend beyond December 31, 2027, and may be terminated prior to December 31, 2027, upon payment of the Project costs incurred by the Developer, as provided herein up to a maximum of $45,000,000, or for material default by the Developer under any development agreement on this Project entered into with the City and the Zone Board. 60132537.2 6 Sedona Project and Financing Plan - Section 27. Developer's Risk and Obligations (a) Developer's Risk All financing, developmental costs, construction costs, improvements, damages or other costs incurred with respect to this Project are at the sole risk of the Developer. Neither the City, the County nor SARA shall incur any risk whatsoever associated with the development, construction, completion, or failure of the Project. In the event that the Project fails, is abandoned by the Developer, or for any reason is not completed, the City shall have the right to terminate the Zone and receive reimbursement for its costs in creating the Zone and to pay the costs of legal counsel and financial advisors involved in creating the Zone. Any funds remaining in the Zone account after reimbursement shall be distributed to the City, the County and SARA on a pro rata basis in accordance with each Taxing Unit's participation level. (b) Compliance The Developer shall comply with all federal, state and local laws, rules and regulations. (c) Reporting The Developer shall submit a project status report and financial report on each March 1 and August 1, commencing on the first of such dates after the approval of this Financing Plan, to the City, the Taxing Units, and the Zone Board (defined below). The Developer shall also submit a project status report, financial report or any other report as reasonably requested by the City, the County, SARA, or the Zone Board within thirty (30) days of such request. Section 28. Inspection The Taxing Units shall have the right to inspect the Project site upon 24 hours advance notice to the Developer. - Section 29. Economic Feasibility An economic feasibility study for the Project is attached as Exhibit 1. Section 30. Zone Board A Board of Directors for the Zone (the "Zone Board") has been established pursuant to the TIF Act. The total number of members for the Zone Board is eleven (11). A list of initial members of the Zone Board is provided in Part N. Section 31. Recommendation from Zone Board The Zone Board met on October 27, 2008 and adopted this final Project and Financing Plan. The Zone Board recommends that the City proceed with the Project, approve this final Project and Financing Plan, create the mechanisms required to tax and collect TIF revenue, deposit such revenue into a TIF fund for the Zone, and use such funds to reimburse project costs under this Plan. Such recommendation is conditioned on the acceptance of the Financing Plan by the Taxing Units at the participation levels described herein. 60132537.2 7 Sedona Project and Financing Plan - ARTICLE VZONE BOARD MEMBERS. Name: George Antuna Appointed by City Name: John Bierschwale Appointed by City Name: Bob Cantu Appointed by City Name: Michael Carpenter Appointed by City Name: Chris Price Appointed by City Name: Tony Wilenchik Appointed by City Name: Dan Pucket Appointed by County Name: Steve White Appointed by County Name: Sharon McCoy-Huber Appointed by SARA .- Name: Larry Aiken State Senator (Delegate) Name: Clifton Walker State Representative (Delegate) 60132537.2 8 Sedona Project and Financing Plan - - EXHffiIT A Legal Description of Zone See Metes and Bounds Description of 784.482 Acres of Land at Exhibit A-1 and 69.196 Acres of Land at Exhibit A-2 Note: The Zone includes approximately twenty-nine (29) acres that are not part of the Project as of the time of submittal of this final Project and Financing Plan, the majority of such acreage lying in the Woman Hollering Creek floodplain just south of FM 1518 as shown on depiction at Exhibit C, and the rest being depicted as "Out Parcels" on Exhibit C. , - 60132537.2 A-I Sedona Project and Financing Plan 02>-1-50 - Exhibit A Legal Description DMc Don McCrary & AstOclates. Inc. Enolr)eers and SUrvev~ 0al&08I17~ Job No. 04037 784-.<C82 8CI8 MlIle$ & Bounds Deecription Ofa 7&4.<482 Acte of land BEING 784.-482 ACRES OF I.ANO MORE OR LESS, COMPRISED OF 395.706 ACRf:S OF LAND SITUATED IN THE JULIAN DIA2: SURVa' NO. ee. ABSTRACT 1lU. COUNTY BlOC\( l5OlIO. OITY Of SCHERTz. BEXAR COUNTY. TEXAS AND BEING OUT oF1H08E TRAC1S CAI.1.ED 1.-s..c27 ACRES DESCRIBED IN VOWME 11492. PAGE G3 Re'ALPROPERTYRECORDS OF 8EXAR COUNTY. iEXA$ AND 100.966 ACRE TRACT DESCRIBED IN VOLUME 11-4e6, PAGE 348 AEAL: PROPERlY RECORDS OF BEXAR CQUN1Y;TEXAS, CONVEYED 10 SCHERJZ 1518Ud.. AND 'lHE REMAINDER OF 'THOSE TRACTS CALlED 145.1'r6 ACRES DESCRIlED IN VOLUME 8300. PAGE 439 REAL PROPERTY RECORDS OF eeXAR COUN1Y, TeXAS. AND SUS3ACRES DESCRmeo 'N- voLUME ~M. PAGE 0740 REAl. PROPERTY RECORDS OF BEXAR COUNTY. TeXAS. AND AU. OF 1lE THOSE TRACTS CAU.EO 10.00 ACRES OESCfVBEO IN VOL\AIE 3314. PAGE 1n1 tu:AI.. PROPERlY RECORDS OF BEXAR COUNJY, TEXAS. AND 16.00 ACRES DESCRIBED t.I VOLUME 3062, PAGE 1n1 REAL. PROPERTYREOORDS OF BEXAR COUNlY. 'JEXAS. AU. OF WHICH CONVEYED TO RICHARD AND JANICE KEMP. AND ALSO BEING COMPRI8eD OF 311.633 ACRES OF LAND SITUATeD IH lHE.E.R, EV~ SURVEY NO. SO. AI3S'TAACT 218, COUNYV 9I.OCKtIOllO. ClT.YOF SCHERTZ. BexAR COUtfTY, TEXAS.1H) BEING OUT OF lHOSE CERTAIN 156.!1 ACRE TRAOTS DESORlBED IN va.UME 1897, PAGU4, ANDVOLUME 4331, PAGE 503 DEED RECORDS OF BeXAR COUNTY. TEXAS AU OFWHI6H CON\IE'l'EO TO MaBERT ANO BOBBIE HlU.ERT. AND ALSO BEING . COMPRISED.OF71.143 ACRES OF LAND SI1'UATED IN lHE GERONIMOU:AL sURvEY NO. 79. ABSTRACT 424. COUNTY BLOQC5D58, ellY OF SCHERTZ;BEXAR COUNTY, TEXAS ANJ BEING AU OF A 0.738 ACRE TRACT OF lAND AS DESCRlBEO VOLUME <1802. PAGE 11N REAL PROPERTY RECORI)SOF BEXAR COUNTY, TEXAS AND 78.406 ACRES OF LAND OUTOF' A CAL.LEO 7T.1~ ACRE TRACT OF LAND DESCRl8EDlN VOLUME47:l1, PAGE fOlIO RJ:AI,. PROPERTYRECOADS OF BEXAR COlJHTY. TEXAS ALL OF WHiCH CONIIEYED TO MEl.8ERT HllLERT,AND BSNG MORE PARTlCUlARL v DESCRIBED AS FOLLOWS: '. ~ lIt.a fIIund "" rebarln tie 1OUtIliveet~ line oIFM 1518 forthG eaalcoi'neroflhla trBcl hereirldeac:ribed. and lhel'lOlth comerGf1l10.00 ~ trect..4eIcIIbed In VoIume6n1. PeGe 1689. 0lIlcIllI R&con:iI 01 BalaJr CWIty. Texas; ~ leavlllg lha1lOUl'-tdgt\~ lnII of m 1618 ~ ltle ncxlI\lln8 of ll8ld 10.00 8Cl8 tract ~ II>>IiouIIlI!ne oflhllll8Ct lIereln de8albed S f1i12lf 1rW,lI dt8Isnce 0117470 feetto 8 found ""Illbarfor tl:1e west comer of SlkI1G.OO acm1l'8ct al'td being /lOlU) c:omer of 8 9.968 acre Itatt de8a\b9d In Volume 1lJ05.4. Page 189.2. 0lIIclaI ~ de-- County. T~ .' Thence S 5f14tY 5'l:W, 8 cIaIance of 509.73 fl:ot to 8 found post for an interior comer of lhi& tracland ilia Yf88t comei' at II8ld 9.9ll811Cf8lr8d; 1\'lellC8 With fence n ,. W8llt1lne of IIIld 9.9G8acn1 wet S 71118' 37" E. 8 cIJlBrlc8 of 1508.70 feet to a bmd ""lllb8r for II>> eoulh -.lhlla8t comer of thia tnK:t herIm described and being lh8 80UIh comer 01 sa1cI9.968 8CI'It traet in the IIClfIlIwelIt righI-of-way line ofW_8eguln Road: l11enc:e Willi lhallllrfllw88t rigI1l.of'-way line dWwe SegWn Road Ihe ~ calls: S 5tW 3O"W,8 cIirltI.lncIl of 1198.13 Wto afound".re,lJar; S ~05' 4S" W, a dlstanc:e of 249.12 ilet III 8 found ". RIbar; S 611'<<' 57" W. a ~ 0( 1053.65 fuel to II found ". tIlbar forlhe SOUlh comeroflhls tmct herein de8cribed; Thenl;e Lelwlng !he norttrwuat rlghkf.way Jine ofW_ Seguin Road with fence N 71100' 16' W,a di8laIlce of 2725.3S feet to II bind K" Rlbs' for a comer ofthls 1r8Cl end lleIng!he noItt eomer of 8 77 .858 acre tract lIS detc:IIbed In VOIuma..719. Pegs 321. RBel Property Reconfs of Be.1l8r CounI)'. Texas; Tllenee WIllI fern:e N 51fsr 51" Eo a dIIisnce of 226.88 feet to 8 found.Post for an Inl8fIor camor of thllIll'llCt lIereln da8cIlbed IlI1Cl belng llI8 88lIt comer of a lI8.629l1Cl'11 tract deIcllbed In Volume 9585. ~ 52. RalIl ~ ReconIa of Belalr County. TelC8IS: Thenoe Wilh IiInce N 3ffH 35" W. 8 dIItlInce or 298G.98 follt to a faIn1 Post for an illterior comet of thb lIllCthenlln d8aaIb8cl andbelng lh8 north comerofNkl98.629 BCf8t1'l1dln the 80uItlllaIt line ofQlid 77.19 00Rl ttacl; Page 1 of3 F:IDOCS\I)oC(J37\784A82 acre 323 BreetpoIt st. san~. TltXM 78216-26m Phone (210) 34&.2151 'fax (210) 349-2653 60133939.2 A -l Sedona Project and Financing Plan - DMc Don McCrarv & Associates. tnc. Engineers and Surveyors Th8nc8 WIIh fence S llI139' U1" W. e cIilltance of925.46 feet to .. found *- rebarwllh cap marked KcIoclzie IBIhe rKlI'Iha8IIt line of a 228.851 8CI8 It8Ct de8aibed In VoIuma 9972, PBQa 324, R8aJ Pnlplllty Reconb of BelalrCounly, Texu; l1lenc8 WiItl fllIIce N 31139' :rr" W. a dlsIance of 2077 ..86 reatto a found ].So JlbGrfDrth& west IIClIIhW88l cornerot ll1I8 tract hereltl described endb&lngthe south comer of a 40.218 8cm tractdescrlllOO In Vo/umo 8237. Page 1538. Real Property Racorda of Saxar~. Te.me:; . Thence WJIh fence end tl18 north IRe of said 77.19 ecro IIact N 51145' 24" E. a dI6fanc:e of 1619.90 fee1 to e aet %" rllbarcapped and marked 3403 for the I10Ith c:omer of tIIIa InIcI henlIn d88crIMld In lhe westlln8 of 8 16.49 acreltact deaaibed In Volume 10728, P8Qe 1295. Real PYtlperty R9coIds of Bexar County. i8llall; Thence WIlh fill1I:a end tha Mlllt inti of lIlIId 16A9l1:JetrllCt S 3113ft 04" E, acllllanc8 of611JS7Jeet 10 a found 1" pipe for.8 COI1IlIr oftbla Irec:t heI8In deK.llbed lIld being the IOUth c:cmer of 88ld 16..G 8Cl8118Ct and ltIo WlIIt c:omer of a 7.D992 acre Inlet dllSClibfJd In VaIII'ne 9121, Page 291. ReIltProperly Fl8coR1e of BellarCounty, Tew;. . 1benceS 51'-48' oC4"W,lJdiatanceof30.00 fget to a let %. ..rcapped andmllfr;ed 340311I fence.utl comer of Ills tract !lINIn delIcrlbed and IleIna the MIl QOmer of a 63;618 8Cl81nlct IDCOI'ded III Volume 8237, P8g$1638. Real Propelty RecorcIa of Bellar County, T8lCIlS; Thence WlIh fanGe sAd the west Iile of afd 53.618l1C19lraet S 30'33' ss- E, a clitlance of 1037.24 feet lD 8 Il8l ~. ftlbar capped and marIl8d 3403 at a f8IlC8 p08l br an arve point of this tnJd tI8l1lln de3c:rIIed; 1hence WIIh fence S 56'38' 41- E, a cli&l8nceof 473.14 feet to a faund %. retwfor all angle point otthls Inlet henlIn de8c:lIMld and beiIg Ihe sauIII comer alsalli 53.618 1lCf81fl1ct: lhence Wilh fence N W44' 25' E. a dI8IInce of 587.31 *,,1011 found %"lebatancl being the IIClUIh comer of a 2.658l1C19lniCt deacribed In Volume 7928, Page !i63, Reel PropeItv Records of Bexsr Cocmly. Tex&&; Thence N 5133' 54. ~ a distance of 317.e5 lilettoafomd W Nbatfor1M 8lUII c:ornerofll8k1.2.856 acre tract: 1Jlence N fit 41133" e. a dletsnc& of sar.02 feet to a ftu1d)i" rebat tilt an lrQrIar CCNIIlI' of IhIa Inlet h8l8ln clescdbed and'beIng lITellll8t comer of llllId 53.6'<<l8Cl81r1ct 1hIlncB N29"<49'02'W, a dIIt8nce of 1482.02 feet wIIh lhe.1'IClrltlealit line of eaId m18 _lrBC:t 10 a found Cedar PolItfor lhellOrlh comer of SlId 53.6181C1'1ll'8C1o Thanc& S6D"24'38"W. a d8tanco 0{ 17.90 W to. found %.Jron pin for a c:amer oIlI8Id 145.776 acre tnIGt and the eeet comer of a ~ aue tract clncrIXllIln VoUne 3930, Paga 1136 Real PropeIty ReeonIs of 8GlGIr county. Texas: Thenca N29"47'44'W, il dI8tMce of22tl6.29 feet. 1M common tie d 1IIkl145.m acnl tract and said .45.88llCl& IrlIetto 8 Mt~" inIn pin YriIh ~pIaeIJG GllP-mpud ~ tor the rlIlrlI'M88t comarof 1hI& Il8ct II8I'Clln deIclIItd; . N59"34'OO"E, a dIaIance of219S.l1t1 feet along the southeast ~ Ilne ofLowl!r Seol*I to 8 bind'" Iron p/tl with yeIIowplaaliC cap IWRpad 340311lld bai1g thlt noIlh oornerohllkl10Q.966llCl& tract: Th8nce S3CI"16'OO"E, a cIlsIanceof798.S9foet 10 a found ~-Jron pin for an 8IlQle polntofthl$ Wd herein deacrIbecI; ThtInl:e S23"24'58"E. . dlsI8no8 of 118.18 fe8t1o a found >>"Jron pin for en..~1e point TbBnca S30"45'28"e. II cI$tence of 170.25 fHttD 8 folnI "'Iron pin for Iln ~ point; . Thence S2'MI6'1rE. . dIstllnc:e or 166AOfeet 10 It tlund W Iron pin tor en angla point; lbence S34"44'05"E, a cIlIIance of 186.57 fiNltto a foI.Ild ~"Iron pin for an angle point In lho eoutheaat dghl-of-way line Of F '>>'1518; Th8nc:e S3O"2O'21"E. achlance 012498.39 fMtto a bI1d W Iron pin wiIh yeUow pIasUc cap stamped 3403 and belno Iha east earner of said 100.966 -Itacl; . ThenCe S3O"2O'56"E. a dilflnceof411.241iMtto a found ""lrwlpln fottl1e north exxnerof e 1.60 acretraol dGIICIlbed h Volume 8485. ~ 534 Real Propertv ReI:onSa C!fBelcar County, Texaa anrJ a comeroflhil tract bemln de8cIIbed; 1'henc8 ~41vrw, 8 dllllance of 192.44 feet to a found %-Iron pin for anlnterlorcomerofthls lmct henIIn d*"Il8d and being tie WllIIt comer of I8Id '1.50 IICI'lI tr&cl; . Thanc:8 S3lM8'S3"E. . cietahce of 340..00 feetto a Jound %"Iron pin for an In\lIriOrcomer of IIlls IRlct I1eleIn detcrlbed and bl*tG the IClIlIh corner of said 1.GO lICrII hct; lhenoe Ne9"41'On. a diIlMca of 192.85 feet ID a bI'ICf %.Iron pin ror a comer of this tract heMIn descri>ed and being lhe eaat comer of said 1.50 8CI8 tI'8Ct Page 2 of 3 F:\OOCS\04037\784.482 acre 323 9reBllpOrt SL San MlonIo, Texas 7821~ PIIone (210) 3411-2651 Fax (210) 349-2653 60133939.2 A-2 Sedona Project and Financing Plan DMc Don McCrary & As~ates. Inc. . EngIneers and Surve~ Thence S3O"2O'66"E. 8 dbtBnco rl308.08 feet to a found "" lion pin and beI/Ig the IlDlih ClIlIIIl' ria 26.732 aae truct daacrlbed in VoIumcI8737. ~ 1288 Real Property Rec:orcIs ofa--COvnty. T8lClIfI; Thence SOO"16'li2"E. 8 dI8tance of 1070.52 feet to a round "" irorI pin and bc;ng the lIll$l corner of 88Id 26.732 acre tnJCt and tbe north eanerofllllld 145.427 acre tracI; . Thence SOO.18'Ol1"E. a dltllanc:e of 1739.47 feet to lhe Polnt ofSeglnnlng and conIaInlng 784.482 8CI'lllI of land _or Jess. ;1L~ Don McCnuyR.P.L.S. . . Page 3 of 3 F:\D0CS\0.4037\7&4.482 acre 323 Bntea;lOIt St. San Anlonlo. TtIlCas 78216-2602 Pbane.(21O) 349-2851 Fax (210) ~ .. 60133939.2 A- 3 Sedona Project and Financing Plan - Metes ad Bounds Descriptiou or 69.196 ACRES OF LAND Being 69.196 acres of land more or Iesa out of the JeronJrno leal SUrvey No. 19, AbstJact 424. County Block 5058. City of Scheltz, Bexar County, Texas. and coniprfsed of those tract called 34.007 acres described In VolUme 11492. Page 51 Real Property Records of Bexar Ccunly. Texas, and 35.182 acres cIeIcr1bed In Volume 11492. Page 69 Real Property Reconls of Bexar CoImly. Texas, conveyed to Schertz 1518 Ltd., and being mDre particuIaJ1y deserIbed as follows: Beginning at 8 found 8Iumlnum disk 8 TxDOT monument for the east southeast axner of thIS tract herein described In the north rIghk)f-way of I..l7owIr Seguin 10r II1e east comer of 1hIs tract herein described and the IlOUth comer of a called 13.52 acre Inlet recorded In Volume 1<412. Page 627. Deed Reconfs. Bexar County, Texas: Thence S 59" 56' 15- W, a dIsIance of 24.84 feet to a found akJmInum tlIsIc. TxDOT monument In the IIDIth rIght-d- way line of Lower Seguin for an angle pornt oflhis tract herein desmibed; Thence S 59" OT 3ft' W, a distance of 800.04 feet to a found aIUtnIrun disk 8 TxOOT monument 10r the south comer of this tract herein described, and the east comar of a caUed 4.494 acre tract recorded In VOlume 2249, Page 801, OIficlsl Public Recorda, Bellar County, T8XJI8: Thence N 30- 16' 14" -W, a dIsl8nce of 1874.88 feet eIong the common 6ne of said 4.494 8CI8 tract. a called 1.537 acre tract reconIed In VoIuma 3162, Page 937. OfficIal Public Rec:crds, Bexar County, Texas, a called 1.04 acr& net recorded in Volume 8830. Page 1933, 0ffk:IaJ Public Rec:cm:Js. Bexarccunty, Texas. a called 2.16 8Cr& tJactteCOrded In Volume 9433, Page 1793. 0fIidaI Public Records. Belc8r COUnty. Texas, Lota 20, 19. 18 of WIndy Aaes SubdM8ion recorded In Vokllne 680Q. Page <47..50, Plat ReccrcIs. Bexar CoI!nlY, Texas, a called 1.58 acre tlact recorded In VDIumll7814. Page 1919. 0tIIcleI Public Records, BexarCounty. Texas. and a called ~48 acte Inlet rec:orded in Voil.Ime 7876, Page 1399, 0ffldaJ PublIc Records. Bexat County, Texas to a found %" rebarfor the west comer ofll1Ja tract hereln deIcrIbed and beln9 the IOUth comer of. called 25.82 8Cl'8trad recorcIed in Volume 6105, PageS1', Deed ReconIs. BexarCounty. Tues; 'TtIence N 59" G' 36" E. a distance of 814." feet to . found Mag Nallln post for 8 COmei' of this tract herein desctlbed and being 1he west comer of a 6.00 acre tract rac:onled in Volume 3044. Page 290, 0IfIela1 Public Records, BexarCounty. Texas: Thenco S 30" 35' 02." E. 8 d\tIlSnee of 351.16 feet to a found W tebar for an interior eomer of this trect along Ihe common line of said e.oo acre tract of land, 6.00 acre tract recorded in Volume 3044. Page 2010, 0IIicIa1 Pdlfic Records, Sexar County. Tell8S. a total of 12.0 aetas conveyed to Arthur W. HUlett Jr., Thence N 61)0 .w 2Z' e, a distance of 1482.7<4 feet 8Iong Ihe north of 34.007 found %. rebar on the aouIhwest right- of.way line of FM 1518. for the north comer of this tract herein described and being 1I1e east corner of II 6.00 acre tract dascribed in VoImIe 3044. PagG 290, OftIcIaI PublIc Records, Becar CouMy, T~; Thence S 30"08' 54- e, a dJsIance of 301.32 feet to a set %- RIbar wlth ~Iow pIaIlic cap marked 3403 for the ~lnnIng of a QlI'V8 to the right; 'fhenc:e 728.49 feet along arc of said curve to the right having a chold bearing of S 21" 47' 03" E. 8 disISnolt of 725.93 feet, a radluaof2505.28 feet. 8 central angle 0118"39'03", to a found "" rebarfor the east corneroflhls tract herein clesafbed and befn9 north comer of 8 sald13.52 acre tract; Thence Leaving the souItrNeat line of FM 1518 etong the common line of this tract and said 13.52 acre tract S 59"<46' 52" W. a distarn:e of 1369.<41 feet to a found %- RIbar for an llllerior comer of this tract herein desaibed and being the west comer of $Bid 13.52 acre tract and being on the east line ofsakf 35.182 acre tIad; Thence S30"35'02"E, alfstanc8 of 495.94 feet to the Point of BegrMIng and conta8Uno 69.196 acres.of land more or. less. Don McCrary R.P.LS. 3403 60133939.2 A-4 - EXHffiIT B Existing Uses and Conditions Topography The Sedona topography is gently sloping, predominately from the southwest to the north toward Woman Hollering Creek. On the north corner of the tract, it slopes from the north to the south, again toward Woman Hollering Creek. Wetlands/Floodplain The Sedona land area contains a 100-year floodplain area that is centered on Woman Hollering Creek. This development project does not intend to disturb the majority of the floodplain area or streambed with any construction other than necessary drainage, utilities, and road crossings. Site Vegetation The existing site vegetation characteristics are improved pasture and grasses for livestock, agricultural uses and scattered clusters of live oaks. No substantial hardwood trees will be destroyed in connection with the development of the Sedona project. . 60132537.2 B-1 Sedona Project and Financing Plan - EXHffiIT C Land Use Plan (Showing Proposed Improvements) [See Attached "Sedona PUD Preliminary Lot Layout" by Vincent Gerard & Associates] , . 60132537.2 C - 1 Sedona Project and Financing Plan - .-- -- -- --- . ,~-.-": -:..."-< , ....... ..-: . .:~'. ":.,'.~,: ,..... ; ..' .. .... .'.--. - .' "."..' '-, ..,\" "-.., :....:',\.: /: , '~';""':' " ;'. .;~, ..........,.. - ,';'- . . ..:. :. ,"., ." " .....". ," ., .. -.. ......::. . ""::." - ;;,.' "f:':';''< . .'~ ,- ~',,"'. '. '. -", ~,:y!~~C''''" I;~~1 . .. . .~ ,. _';,o:;::/."':'~s..~',: ',E>~" :,: "~. .0 .,' .' '" l~ l ~ . :,." ". )'.' ':';""~ ~l" .~..., .. '." L:. '_'" .,.,.. . . - . ~... - 'l(" .... ~ ' '_> ~'~'~"""i~;"":': :...... ;~.;.M .";' ,I.," ~. ,f~, '_" .ph .'..,<r>(.....'... "~1 ~'S\ ,f ~, '~. :~ ,<i;~.~::~.:, ';':~:\'. .... .: ~. ~~' : : ~:: ~-''J-'' ..... ,..,..,.." . .tW. ('.' .. ..\~'ii'<~" . ~ '., ,-,... ."... , .i' ..... '6' '. .....-:..] ...::. . ..~. .'- . .' . .' . .. - ," " ".::~.~-_':~";:~~~~;,:,,::;, - I v ~ '"_ ...~...r..a.' :~"-'''-''''':' -." .::;.....:,.-. ~~ - .~,.. . . "'ii!'rftill!~,~~'JI!i .- ?" .:~~:f';"'" . :',':'~. , . . ""." .0" '. .' .' .' .. ,,:.\-... --...-- - .. ,'- .. - - / . ..' - - " ,-" ., :, . ./ " :;:.y -: . .- ,..,:;: -...;.... ...' ~:L Ii. ,.- -~.,: ,l- . ,- . ~ " . ~ . "-, :.:~:;<.:.' :',':r::;.>~t . .....-,......:.' ". -'. '.. .~.~:}-~ j - EXHffiIT D Description of Public ImprovementsI Development-Wide Public Improvements There will be several major elements of public infrastructure created or upgraded to provide access and services to the Sedona subdivision. These items will be designed and constructed by the developers and dedicated to the City of Schertz or, as to the FM l518 Roadway Improvements, to the Texas Department of Transportation ("TxDOT"). Items included in these improvements are as follows: . Sanitary Sewer Services: A package treatment plant will be installed at the upstream area of Woman Hollering Creek. The permit for this plant will be secured by the Developer and finalized with the State of Texas for a maximum of 960,000 gallons per day. This is greater than will be required for the Sedona subdivision and will be transferred to the City for expansion as needed. The Sedona development will be served by package treatment plants installed in phases. The first phase will be a 160,000 gallon per day plant. Currently it is anticipated that the subsequent phases will total approximately 425,000 gallons per day plant, which will provide adequate capacity for Sedona. In addition to the upstream sewer treatment plant, a lift station will be installed at the downstream limits of Woman Hollering Creek, near FM 1518. This station will be the commop. gathering point for the sewer collection system, and will pump the sewage back to the plant for treatment and discharge into Woman Hollering Creek at its western limits within the subject property. These facilities operated in concert will provide adequate sanitary sewer treatment capacity for the entire Sedona subdivision. . Highway FM 1518: The primary access to the Sedona subdivision will be provided via FM 1518. This highway is adequate to provide access for the early phases of development. TxDOT has jurisdiction over this road. The current capacity of the road is adequate with the exception of the crossing at Woman Hollering Creek. A detailed drainage study was prepared which shows that this part of the roadway is flooded and that a 100 year storm results in water flowing over the roadway approximately five feet deep. During such occurrences, the road must be closed. After discussing this situation with TxDOT, the Developer determined that upgrading the drainage system is much more advantageous than creating on-site detention facilities. Therefore a much larger drainage structure will be constructed by the Developer, to accommodate, at a minimum, a 100 year flood. The improvement is expected to consist of a bridge structure which will 1 Description prepared by the Developer. 60132537.2 D -1 Sedona Project and Financing Plan - result in eliminating the flooding of this section ofFM 1518. This project will be sponsored by the City, approved by TxDOT, and constructed by the Developer. . Fire Fighting/EMS Service: These services can be provided by existing City facilities for the initial phases of home construction. As the number of homes increases, however, the requirement for upgraded fire and EMS protection will require construction of an additional fire station/EMS facility. It is expected that the need for this station will occur at completion of approximately 400 to 500 units. This new station will be located along West Seguin Road at the south easterly comer of the subject property. The details of the design of the station have not yet been developed, but the design will be subject to City approval prior to obtaining any construction bids. Residential Area "A" Public Improvements Drainage - Piping: 1200 If. 36", 250 If.48", 5390 If.60", 36 curb inlets, 1 headwall, 70 square yards rip rap, 16000 cy. Channel excavation Streets - 164,450 sy. 8" base, 30,200 sy. 12" base, 111,475 sy. 1 W' asphalt, 25,150 sy. 2" asphalt, 79,500 If. Curb and sidewalk. Water - 27,700 If. 8" main, 1000 If. 12" main, 41 valves, 69 fire hydrants. Wastewater- 27,700 If. 6" lateral, 29,500 If. 8" main, 5000 If. 12" main, 106 manholes. Silt Fence/Constructions, Ent./ROW Prep/Mobilization - 10,000 If. Silt fence, 10 rock gabions,4 construction entrances, 52 acre R.O.W. preparation. CPS Construction (Electric) , Residential Area "B" Public Improvements Drainage - 600 If. 36" pipe, 1400 If. 48" pipe, 7000 cy. Channel excavation Streets - 127,375 sy. 8" base, 15,400 sy. 12" base, 85,900 sy. 1 W' asphalt, 12,450 sy. 2" asphalt, 59,920 If. Curb and sidewalks. Water - 22,500 If. 8" main, 29 valves, 55 fire hydrants Wastewater - 22,500 If. 6" laterals, 23,950 If. 8" main, 200 If. 12" main, 86 manholes, 26,700 If. Trench protection Silt Fence/Construction. Ent./ROW - 6700 If. Silt fence, 8 rock gabions, 4 construction entrances, 37 acres ofR.O.W. clearing. Residential Area "C" Public Improvements Drainage - 2000 cy. Channel excavation Streets - 58,190 sy. 8" inch base, 40,255 sy. 1 W' asphalt, 26,500 cy. Excavation, 2311 If. Curb and sidewalk Water - 7500 If. 8" main, 11 valves, 20 fire hydrants 60132537.2 D -2 Sedona Project and Financing Plan Wastewater - 7500 If. 6" lateral, 8000 If. 8" main, 29 manholes, 8900 If. Trench protection Silt Fence/ Constructions. Ent/ROW - 2500 If. Silt fence, 2 rock gabions, 1 construction entrance, 14 acre R.O.W. clearing CPS Construction (Electric) Public Improvements Common to all Three Residential Areas Lower Seguin Turn Lanes - 800 sy. Pavement, 600 If. Curb (pro rata share) FM 1518 Turn Lanes - 800 sy. Pavement, 600 If. Curb (pro rata share) Wastewater -lift station, 3200 If. 6" force main, Treatment Plant (pro rata share) Gas Pipeline Crossing - 1 crossing Drainage - Detention Pond (pro rata share) - 60132537.2 D - 3 Sedona Project and Financing Plan ~ EXHffiIT E DEVELOPMENT SCHEDULE, BUDGET AND ASSUMPTIONS Acreal!e/Development Schedule Site Area Residential 579.68 +/- Acres Commercial Development 51.11 +/- Acres Cemetery 44.79 +/- Acres School 14.02 +/- Acres Fire Station/EMS Facility 1.55 +/- Acres Park/Open Space/Flood plain 133.46 +/- Acres Total 824.61 Acres Proi ect Time Frame Lot Development Home Sales Schedule: * Annual Cumulative Annual Cumulative 2007 170 170 0 0 2008 0 170 27 27 2009 0 170 108 135 2010 298 468 258 393 2011 332 800 377 770 2012 499 1,299 412 1,182 2013 187 1,486 274 1,456 2014 74 1,560 121 1,577 2015 90 1,650 , 73 1,650 Totals 1,650 1,650 Development-Wide Public Improvements* Lift Station and Force Main 2009 FM 1518 Drainage Upgrade 2011 Fire Station/EMS Facility 400 units All Parks 2015 Sewer Plant (all phases) 2016 * All dates are best estimates only and are subject to change. 60132537.2 E - 1 Sedona Project and Financing Plan Development Budl!et Public Improvements in Residential Areas On Site Costs Land Prep/Earthmoving & Lot Grading $1,060,950 Streets $5,956,75l Water $5,185,889 Wastewater $2,754,186 Prep/Mobilization $1,000,378 CPS Construction (Electric) $674,020 Gas Improvements $234,358 Inflation $600,363 Contingency $ 1 ,560,945 $19,027,840 Soft Cost: Engineering $2,011.350 Geotech $240,900 City Platting & PUD Fees $140,250 Park Fees $371,250 Street Lights $353,100 Project Management $1,402,500 Inflation $160,286 Contingency $ 416,744 $5,096,380 Common Costs in Turn lanes, utilities, drainage, Residential Areas landscaping $9,830,135 ? Development-Wide Public Improvements Sewer Plant $2,365,378 Lift Station & Force Main $728,949 Fire Station/EMS Facility $1,200,000 FM 1518 Drainage Upgrade $1,078,565 Park Land $524,755 Engineering & Contingency $1,343,223 $7,240,870 Total Development Costs $41,195,225 Administrative Costs Legal Fees $331,000 City Administrative $144,000 County Administrative $131,195 $606,195 TOTAL PROJECT COSTS $41,801,420 60132537.2 E-2 Sedona Project and Financing Plan - Assumptions Zone Duration (2006 to 2027) 21 Years Base Value of Site Area (2006) $3,127,500 Value at End of TIF (2027) $438,013,003 Captured Value $434,885,503 Captured Rate 80% City of Schertz Tax Rate (100% of 0.4090) $0.409000 per $100 Bexar County Tax Rate (58% of 0.265594) $0.154045 per $100 SARA Tax Rate (55% of 0.015951) $0.008773 per $100 Collection Rate 99% Tax Rate Growth 0% Appreciation Growth 2% Estimated Total TIF Revenues $33,701,032 Estimated Total TIF Collections $33,364,022 Total Project Costs $41,801,420 Developer's Contribution ($8,437,398) .. 60132537.2 E - 3 Sedona Project and Financing Plan EXl:1IBIT F Estimated fro ect Cost Selledole' Year 2007 2008 2009 2010 20ll 2012 2013 2014 2015 2016 subtotal at Buildout Residential 1,622,246 1,600,324 0 33,954,355 Development 3,284,445 0 0 6,271,096 7,054,173 10,437,858 3,684,213 Costs Development- 1,681,956 1,459,611 1,686,955 82,500 708,111 82,500 82,500 7,240,869 wide 0 1,333,136 123,600 Infrastructure Total 2,330,357 1,682,824 82,500 41,195,225 Development 3,284,445 1,333,136 123,600 7,953,052 8,513,784 12,124,813 3,766,713 Costs Administrative 140,000 88,323 19,888 19,888 19,888 19,888 19,888 19,888 19,888 19,888 387,427 Costs Total Project 3,424,445 1,421,459 143,488 7,972,940 8,533,672 12,144,701 3,786,601 2,350,245 1,702,712 102,388 41,582,652 Costs I Note: 2016 is the last projeCtOO yo" of constrUction for public improvements. No furlher cons_tion projeet costs are incurroo ftom 2017-2027 . Year 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 Administrative \ 9,888 \ 9 ,888 \9,888 \ 9 ,888 \9,888 \ 9,888 \ 9,888 \ 9,888 19,888 19,888 \ 9,888 Costs Total Project 4\,76 \,643 4 \,78\,53 \ 4 \ ,80\ ,420 Costs 4 \ ,602,539 4 \ ,622,427 4 \ ,642,3 \ 5 4 \ ,662,203 4 \ ,682,091 4 \,70 \,979 41,721,867 41,741,755 (cumulative) Note: After startup costs of $24,000 for the City in 2007 and $28,824 for the county in 2008, the annual administrative costs are $6,000 for the City, $5,188 for the County, and $8,500 for legal expenses, al\ pursnant to seetion IV.D.2 of the lnter\oca\ Agreement between the taxtng nntts. , Data provided by Developer, City and Bexar county. . F -1 sedona Project and Financing pian EXHffiIT G Proiected Captured Appraisal Value3 Year Appraised Value ofImprovements 2007 $0 2008 $4,022,000 2009 $12,184,000 2010 $34,5l0,204 2011 $90,115,456 2012 $170,117,027 2013 $250,301,285 2014 $305,728,108 2015 $335,642,421 2016 $349,762,337 2017 $356,757,584 2018 $363,892,735 2019 $371,170,590 2020 $378,594,002 2021 $386,165,882 2022 $393,889,199 2023 $401,766,983 2024 $409,802,322 2025 $417,998,369 2026 $426,358,337 2027 $434,885,503 ,. 3 Data provided by Developer. 60132537.2 G -1 Sedona Project and Financing Plan EXHffiIT H Projected Tax Increment Revenue4 Year Taxable City of Schertz Bexar County SARA Total TIF Increment Revenue Value per Participation TIF Participation TIF Revenue Participation TIF $100 Rate Revenue Rate Rate Revenue 2007 $0 0.4090 $0 0.154045 $0 0.008773 $0 $0 2008 40,220 0.4090 16,450 0.154045 6,196 0.008773 353 22,999 2009 121,840 0.4090 49,833 0.154045 18,769 0.008773 1,069 69,670 2010 345,102 0.4090 141,147 0.154045 53,161 0.008773 3,028 197,336 2011 901,155 0.4090 368,572 0.154045 138,818 0.008773 7,906 515,297 2012 1,701,170 0.4090 695,779 0.154045 262,057 0.008773 14,924 972,760 2013 2,503,013 0.4090 1,023,732 0.154045 385,577 0.008773 21,959 1,431,268 2014 3,057,281 0.4090 1,250,428 0.154045 470,959 0.008773 26,822 1,748,208 2015 3,356,424 0.4090 1,372,777 0.154045 517,040 0.008773 29,446 1,919,264 2016 3,497,623 0.4090 1,430,528 0.154045 538,791 0.008773 30,685 2,000,004 2017 3,567,576 0.4090 1,459,139 0.154045 549,567 0.008773 31,298 2,040,004 2018 3,638,927 0.4090 1,488,321 0.154045 560,559 0.008773 31,924 2,080,804 2019 3,711,706 0.4090 1,518,088 0.154045 571,770 0.008773 32,563 2,122,420 2020 3,785,940 0.4090 1,548,449 0.154045 583,205 0.008773 33,214 2,164,869 2021 3,861,659 0.4090 1,579,419 0.154045 594,869 0.008773 33,878 2,208,166 2022 3,938,892 0.4090 1,611,007 0.154045 606,767 0.008773 34,556 2,252,329 2023 4,017,669 0.4090 1,643,227 0.154045 618,902 0.008773 35,247 2,297,375 2024 4,098,023 0.4090 1,676,091 0.154045 631,280 0.008773 35,952 2,343,323 2025 4,179,984 0.4090 1,709,613 0.154045 643,906 0.008773 36,671 2,390,190 2026 4,263,583 0.4090 1,743,805 0.154045 656,784 0.008773 37,404 2,437,994 2027 4,348,855 0.4090 1,778,682 0.154045 669,919 0.008773 38,153 2,486,754 TOTAL $24,105,087 $9,078,895 $517,052 $33,701,032 99% Collection $23,864,036 $8,988,106 $511,881 $33,364,022 I 4 Valuation data provided by Developer. Rate data provided by Bexar County. Bexar County participation capped at $12,123,000. 60 I 3253 7.2 H -1 Sedona Project and Financing Plan EXHffiIT I Economic Feasibility Study* Tax Increment Reinvestment Zone No.2, City of Schertz, Texas The Developer of the Sedona residential and commercial development project petitioned the establishment of Tax Increment Reinvestment Zone No.2, City of Schertz, Texas (the "Zone") to reimburse it for up to $45 million in infrastructure improvements needed to make the project financially feasible. It is anticipated that the project will include up to 2,200 new residential units and 110,000 square feet of commercial real estate. The total build out value of the project is approximately $360,000,000. The funds generated from the tax revenue on the captured appraised value and used for repayment of those infrastructure costs that will become publicly-owned improvements is imperative for this project's success. The Sedona development project will positively impact the community by providing taxable value for each of the taxing districts that levy real property taxes in the Zone. The following illustrates the potential tax revenues the Sedona project will generate for those districts during the term of the TIRZ, and the economic impact of the project on the community. Area Overview: The Sedona project is located in the City of Schertz in the northeast portion of Bexar County, Texas. For the year 2005, the population count for the City was 23,969 residents in 8,082 households. The racial composition is 80.2% White, 6.7% Black, 0.6% American Indian, 1.8% Asian, 0.1% Pacific Islander and 10.6% Other / Multiracial. Those of Hispanic origin make up 21.3% of the City's population. The average age is 36 years and the average household size is 3 persons. Total housing units are 8,739 with 74% owner occupied, 19% renter occupied and 7% vacant. Family households represent 80% of the area. Married couples with children comprise 43% of those family households and married couples without children.make up 41 %. Median income is $60,291 with 61 % of the households earning $50,000 plus. In 2010, the annual median household income is forecasted to grow to $67,067. Median disposable income in 2005 was $49,855 and is anticipated to grow to $54,965 by 2010. Employment for the area for males age 16+ is 8,793 and is projected to grow by 2010 to 10,129. 70% are employed in commercial activities, 8% are employed in the armed forces, 2.6% are unemployed and 20% are not in the labor force. This is a highly educated market with less than 10% having no high school diploma and 26% with only a high school diploma. Those with some college, associate degrees, college degrees and graduate / professional degrees represent 64% of the population. * This study prepared by a market consultant under contract in preparing the preliminary financing plan. This study uses earlier projections for housing construction in Sedona. 60132537.2 A-I - Annual consumer expenditures are $444,372,000 and per household is $54,983. The following are total consumer expenditures by category: Expenditures By Category Aggregate Expenditures Market Index (000) Food $55,862.8 108 Alcoholic Beverages $4,622.9 106 Tobacco Products $2,675.1 103 Apparel & Services $17,764.2 107 Entertainment $22,710.4 108 Cash Contributions $14,854.7 100 Health Care $23,793.4 105 Transportation $85,329.8 112 Personal Insurance & Pensions $56,420.4 114 Personal Care Products & $5,730.1 108 Services Reading Materials $1,341.6 108 Educational Expenses $5,730.1 102 Miscellaneous Services $6,740.4 108 The market index is important to any commercial development. A market index over 100 means that the category is above average and the market can support additional businesses. Most retail expenditure analysis look for any market index above 90 to illustrate an area of potential strength. Therefore the commercial component of this project is very feasible based on these levels of expenditures. The northeast portion of Bexar County and part of Guadalupe County is undergoing incredible growth. The Forum shopping center with over 1.0 million square feet of retail space has maximized its development. Other developers are planning new commercial shopping areas adjacent to and across from the Forum along Interstate 35. The City of Schertz has frontage on I-35 and will receive the benefits of both new commercial taxable values as well as housing. The main reason commercial development is planned for this area is the significant residential development with home values from $140,000 to $250,000+. The houses programmed for the Sedona project fit within this range. The projected growth of the area less the Sedona project is estimated at 11% by 2010. Households are projected to grow 7.5% in that same five-year period. Total housing units are projected to grow to 8% by the year 2010 according to the US Census data with SCAN US forecasted projection for 2005 to 2010. In the immediate area of Schertz there are 20,000 lots platted for new housing. This number is not reflected by the SCAN US forecasts and therefore will increase the household growth in the area to more than double the forecast. 60132537.2 A-2 - Economic Impact: Data from the US Government's Bureau of Economic Analysis were used to determine economic impact. The data provides multipliers to determine the impact of investment / sales, earnings and indirect jobs. The following chart illustrates the real estate value of the Sedona project to the San Antonio Metropolitan Statistical Area (in San Antonio) based on annual investment by the developers and an initial, notional projection for the sale of homes: Year # Homes Residential Infrastructure Total Online Investment Investment 2007 0 0 $7,763,092 $7,763.092 2008 140 $23,927,500 $2,637,555 $26,565,055 2009 170 $27,408,900 $13,185,239 $40,594,139 2010 230 $36,462,540 $5,458,852 $41,921,392 2011 250 $39,107,772 $4,879,781 $43,987,553 2012 260 $40,360,796 $618,654 $40,979,450 2013 253 $38,676,650 $6,405,657 $45,082,307 2014 230 $34,507,772 $0 $34,507,772 2015 194 $27,591,449 $0 $27,591,449 TOTALS 1,727 $268,043,379 $40,948,830 $308,992,209 The annual economic impact of the residential value added to the San Antonio MSA is shown in the following chart: Year Investment Output Earnings Jobs - 2007 $7,763,092 $13,031,126 $2,280,796 20 2008 $26,565,055 $44,592,101 $7,804,813 70 2009 $40,594,139 $68,141,322 $ll,926,558 106 2010 $41,921,392 $70,369,249 $12,316,505 110 2011 $43,987,553 $73,837,506 $12,923,543 115 2012 $40,979,450 $68,788,105 $12,039,762 107 2013 $45,082,307 $75,675,161 $13,245,182 118 2014 $34,507,772 $57,924,746 $10,138,383 90 2015 $27,591,449 $46,315,006 $8,106,368 72 TOTAL: $308,929,209 $518,674,322 $95,074,133 808 The economic impact of the $16,500,000 commercial value added to the San Antonio MSA by the year 2009 results in an additional 43 jobs and $4,847,700 in earnings on $27,696,900 in output. 60132537.2 A-3 - The impact on annual consumer expenditures is as follows: Average Consumer # Homes Household. Expenditure Year Cumulative Expenditure Potential 2007 0 $54,938 $0 2008 140 $56,036 $7,845,040 2009 310 $57,156 $17,718,360 2010 540 $58,299 $31,481,460 2011 790 $59,464 $46,976,560 2012 1050 $60,653 $63,685,650 2013 1303 $61,866 $80,611,398 2014 1533 $63,103 $96,736,899 2015 1727 $64,365 $111,158,355 Based on the year 2005 annual household expenditure from the Consumer Expenditure Report, we anticipate that expenditures will grow at 2% annually. The expenditure potential reflects the cumulative number of homes on line each year until total build out. The project at its notional build out of 1,727 new homes will add $108,654,060 in annual consumer expenditures. The captured tax revenue from the Zone is based on contributions from the City of Schertz, Bexar County, and the San Antonio River Authority. The following tables reflect the project's property tax impact to the taxing authorities that are not participating: Taxing 2008 2009 2010 2011 Authority . Flood District $3,060 $6,697 $13,176 $20,000 Community $25,614 $56,055 $110,282 $167,397 College District Hospital District $58,352 $127,697 $251,231 $381,345 Bexar County $15,189 $33,239 $65,395 $99,263 (30% Retained) School District $412,079 $901,797 $1,774,191 $2,693,052 Total $514,295 $1,125,486 $2,214,275 $3,361,057 60132537.2 A-4 - Taxing 2012 2013 2014 2015 Authority Flood District $26,988 $33,755 $39,979 $45,301 Community $225,881 $282,525 $334,618 $379,158 College District Hospital District $514,576 $643,617 $762,288 $863,755 Bexar County $133,942 $167,531 $198,421 $224,832 (30% Retained) School District $3,633,926 $4,545,213 $5,383,270 $6,099,829 Total $4,535,312 $5,672,641 $6,718,576 $7,612,876 Ifby the year 2015, the project is fully built out and sold, the taxes will stabilize except for annual growth. In the year 2027, the TIRZ will have reimbursed the developer in full and at that time the City of Schertz, Bexar County, and San Antonio River Authority will begin receiving all of the taxes on the increased value. The consumer expenditures provided by this project will also increase the sales tax on taxable goods and services. In summary, the Sedona development, brings a total amount of $361 ,272,0 12 at 2% average value growth per year. The contribution of sales tax revenues commences in 2007 with $514,295 and rises rapidly until by 2015 bringing in $7,765,134 annually in additional tax revenues for the said entities not participating in the TIRZ. , 60132537,2 A-5 - Source of Data: Innovative Economic Development Resources, Inc. the market analyst consultant, purchases demographic data from a nationally based research company known as SCAN-US. SCAN-US trends, forecasts and projects information based on historical changes in the US Census. For example, to determine a percentage of growth, the 1990 census is compared to the 2000 census and the growth rate is averaged on an annual basis. This is the methodology used to project the trends until the next census in 2010. In areas where dramatic growth is being experienced, rates which and far exceeds the forecasted census data is to be expected. Since those actual growths cannot be accounted for until the next census, a projected growth rate is taken into consideration on a separate basis. Retail expenditures are based no how a certain demographic profile spends money within a geographic area. Therefore actual retail expenditures for a city or county may be different than SCAN- US projected expenditures. Though SCAN-US is a nationally recognized research data company, discrepancies in data can be found when trying to match a population of a city with the populations of the zip codes that make up the same area as the City. Those discrepancies are minimal and appropriate adjustments are made if and when they happen. Projections for output, earnings and job creation are based on the US Department of Commerce, Bureau of Economic and Statistical Analysis (BEA). Multipliers are used for specific categories of business. Data can be obtained either by city, county or Metropolitan Statistical Area. The Sedona project in Schertz used Bexar County RIMS II data. This data revealed the onetime impact of the Sedona residential and commercial development on Bexar County. While the results of the analysis are on an area larger than the City, the majority of goods and services most Sedona residents will use will be within a ten to twenty-minute drive time. Therefore the City is expected to receive a significant benefit from the Sedona project. 60132537.2 A-6 Dennis, Brenda From: Wilson, Marcia [mwilson@fulbright.com] on behalf of Spain, Michael [mspain@fulbright.com] Sent: Wednesday, November 05,20083:05 PM To: Taylor, Don E.; Wilenchik, Tony; rfarias@sara-tx.org; laiken@sitewares.com; Macon, Jane; Kraemer, Bob Subject: FW: Reinvestment Zone Number Two Attachments: Leal Ur.pdf ~ ~ Leal Ltr.pdf (1 MB) Your copy of my letter to Manuel Leal with Bexar County is attached. >> <<>Leal Ltr.pdf>>> > >Michael L. Spain >Partner > >FULBRIGHT & Jaworski L.L.P. >300 Convent Street, Suite 2200 >"> San Antonio, Texas 78205-3792 >T: 210 270 7184 >"> F: 210 270 7205 >"> Email: mspain@fulbright.com >"> >www.fulbright.com > >***** >This email message and any attachments are for the sole use of the intended recipient(s) and contain confidential and/or privileged information. Any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please contact the sender by reply email and destroy all copies of the original message and any attachments. . > >To reply to our email administrator directly, send an email to postmaster@fulbright.com. > Information from ESET NOD32 Antivirus, version of virus signature database 3588 (20081105) The message was checked by ESET NOD32 Antivirus. http://www.eset.com 1 - FULBRIGHT & JAWORSKI L.L.P. A REGISTERED LIMITED LIABILITY PARTNERSHIP 300 CONVENT STREET. SUITE 2200 SAN ANTONIO. TEXAS 78205-3792 WWW. F U L B RIG H T . COM MICHAEL L. SPAIN DIRECT DIAL: (210) 270-7184 PARTNER TELEPHONE: (210) 224-5575 MSPAIN@FUlBRIGHT.COM FACSIMilE: (210) 270-7205 November 5, 2008 BY E-MAIL lealm(a)bexar.ore: AND BY MESSENGER Mr. Manuel Leal III TIF and Special Projects Coordinator Bexar County Department of Community Investment 233 North Pecos, Suite 590 San Antonio, TX 78207 Re: Reinvestment Zone Number Two, City of Schertz, Texas Dear Manuel: Attached are copies of the executed signature page to (i) the Sedona Interlocal Agreement for Reinvestment Zone Number Two, City of Schertz, Texas, the City of Schertz, and the San Antonio River Authority and (ii) the Sedona Development Agreement for Reinvestment Zone Number Two, City of Schertz, Texas, the City of Schertz, and Schertz 1518 Ltd. Also attached is the executed and notarized affidavit of the Chairperson of the Zone Board relating to Section 311.013(d) of the Texas Tax Code. I will have the originals ofthese attachments delivered to you by messenger this morning. . After Bexar County takes its anticipated action on November 19, I will appreciate receiving three original signature pages of each of the Interlocal Agreement and the Development Agreement executed on behalf of Bexar County so that I can provide an original signature page to each of the other parties to those Agreements. MLS/mjw Enclosures cc: Don Taylor, City Manager, City of Schertz Tony Wilenchik, Reinvestment Zone Number Two Rudy Farias, San Antonio River Authority . Larry Aiken, Schertz 1518 Ltd. Jane H. Macon (Firm) Robert J. Kraemer (Firm) 50111270,1 AUSTIN. Be:IJING . DALLAS. DENVER. DUBAI . HONG KONG. HOUSTON. LONDON. Los ANGELES. MINNE:APOLIS MUNICH. NEW YORK. RIYADH. SAN ANTONIO. ST. LouIs. WASHINGTON DC - AFFIDAVIT STATE OF TEXAS S S COUNTY OF GUADALUPE S SUBJECT PROPERTY: Approximately 825 acres of land located in Bexar County, Texas designated as Tax Increment Reinvestment Zone Number Two, City of Schertz, Texas by Ordinance 06-T-61 of the City of Schertz on December 19, 2006 (the "Zone"), from that certain 853.68 acres of land being more particularly described by two metes and bounds descriptions at Exhibit A attached hereto and incorporated herein. BEFORE ME, the undersigned authority, on this day personally appeared Tony Wilenchik, Chairperson of the Board of Directors of the Zone ("Chair"), known to me to be the person whose name is subscribed hereto and upon his oath deposes and says: "The Chair, to his best actual knowledge, represents to Bexar County, Texas, a political subdivision of the State of Texas that: 1. Construction caused by Schertz 1518 LTD (the developer for the Zone) of significant portions of Schnebly Road off of Lower Seguin Road in Schertz, Texas, and certain streets and public infrastructure associated with residential lots in Unit 1 of the Sedona development (the subject development of the Zone) are complete and in existence as of this date. 2. The construction stated above satisfies the condition of Section 31l.0 l3( d) of the Texas Tax Code, as amended, that construction of improvements pursuant to the Final Project Plan and Reinvestment Zone Financing Plan adopted by the Board of the Directors of the Zone has begun in the Zone within the three (3) year period of time after the date the Zone was created. 3. These representations are made at the request ofBexar County to support Bexar County's acknowledgement regarding Section 311.0 l3( d) in the Interlocal Agreement for the Zone. " [Signature and Acknowledgment On Next Page] - EXECUTED on the date of the acknowledgment of the Chair set forth below. CHAIR: -c: L-d /. f? Tony Wilenchik Chairperson, Board of Directors Reinvestment Zone Number Two, City of Schertz, Texas STATE OF TEXAS S S COUNTY OF GUADALUPE S I, the undersigned, a notary public in and for said county in said state, do hereby certify that Tony Wilenchik, Chairperson of the Board of Directors of Reinvestment Zone Number Two, City of Schertz, Texas, has signed the foregoing instrument, and who is known to. me, acknowledged before me on this day that, being informed of the contents of said instrument, he, as and with full authority, executed the same voluntarily for and as the act of said Zone. Given under my hand and official seal this3~ day of November, 2008. for the State of Texas ~~~ ~~'U<?~ Print ame of Notary ~ My commission expires: ()&-\,\- ~ \\ 4 60133939.2 2