04-25-2024 Agenda SEDC Board Reg Meeting with packet
NOTICE OF MEETING
AGENDA
APRIL 25, 2024
6:00 P.M.
The City of Schertz Economic Development Corporation (SEDC) Board of Directors will hold a regular monthly meeting on Thursday, APRIL 25, 2024. at
6:00 p.m. at the Hal Baldwin Municipal Complex, Council Chambers Conference Room, Building No. 4, 1400 Schertz Parkway, Schertz, Texas. This is an
open meeting, subject to the open meeting laws of the State of Texas.
In accordance with provisions of the Texas Open Meetings Act, Chapter 551, Texas Government Code notice is hereby given that a Possible Quorum of the
governing body of the City of Schertz, Texas may take place at this meeting.
Call to Order
1.Roll call, recognition of visitors, and review of meeting instructions for effective Board
interaction and public participation.
Hearing of Residents
2.This time is set aside for any person who wishes to address the Board. Presentations should
be limited to no more than 3 minutes.The presiding officer will call on those persons who
have signed up to speak.
Minutes
3.Approval of the minutes for the Board of Directors Regular Monthly Meeting held
Thursday, March 28, 2024. (T.Miller)
Presentations
4.Staff briefing on SEDC monthly financial statement for the month of March 2024.
(S.Wayman)
5.Presentation by CFO of Mile Hi San Antonio, LLC and Megan McNulty, Manager with
Ryan. (S.Wayman)
Public Hearing
6.Resolution 2024-5 - Authorizing an Economic Development Performance Agreement
between the City of Schertz Economic Development Corporation and Mile Hi San Antonio,
LLC. (S.Wayman)
Discussion Items
7.Briefing and discussion on Demographics Information. (S.Wayman/A.Ritchey)
8.Briefing and discussion on Future Land Use. (S.Wayman)
9.Briefing and discussion on the Talent Pipeline. (A.Ritchey)
10.Briefing and discussion on future funding of Parks Capital Improvement Plan. (S.Wayman)
11.Resolution 2024-4 - Authorizing an amendment to the Economic Development
Performance Agreement between the City of Schertz Economic Development Corporation
and Closner Equipment Company, Inc. (S.Wayman)
SEDC Agenda April 25, 2024 Page 1 of 2
Closed Session
12.Called in accordance with Section 551.087 of the Texas Government Code,
Deliberation Regarding Economic Development Negotiations; Closed Meeting. The
governmental body is not required to conduct an open meeting (1) to discuss or deliberate
regarding commercial or financial information that the governmental body has received
from a business prospect that the governmental body seeks to have locate, stay, or expand in
or near the territory of the governmental body and with which the governmental body is
conducting economic development negotiations; or (2) the deliberate the offer of a financial
or other incentive to a business prospect.
Project E-94
Reconvene to Regular Session
13.Take any actions based on discussion held in closed session under Agenda Item No. 12.
Requests and Announcements
Announcements by staff:
Next Regular Board Meeting - May 23, 2024
Offices closed May 27, 2024 - Memorial Day
Requests by Board Members to place items on a future SEDC Board Meeting agenda.
Adjournment
CERTIFICATION
I, Tracy Miller, Administrative Assistant, of the City of Schertz Economic Development Corporation, do hereby certify that
the above agenda was posted on the official bulletin boards on this the 22th day of April, 2024, at 5:00 p.m., which is a place
readily accessible to the public at all times and that said notice was posted in accordance with chapter 551, Texas Government
Code.
Tracy Miller
Administrative Assistant- Economic
Development
I certify that the attached notice and agenda of items to be considered by the Schertz Economic
Development Corporation Board of Directors was removed from the official bulletin board on
_____day of _______________, 2024.
Name/Title:______________________________
This facility is accessible in accordance with the Americans with Disabilities Act. Handicapped parking spaces are available.
If you require special assistance or have a request for sign interpretative services or other services, please call 210-619-1070.
The Economic Development Corporation Board of Directors reserves the right to adjourn into closed session at any
time during the course of this meeting to discuss any of the matters listed above, as authorized by the Texas Open
Meetings Act.
Closed Sessions Authorized: This agenda has been reviewed and approved by the City’s legal counsel and the presence
of any subject in any Closed Session portion of the agenda constitutes a written interpretation of Texas Government
Code Chapter 551 by legal counsel for the governmental body and constitutes an opinion by the attorney that the items
discussed therein may be legally discussed in the closed portion of the meeting considering available opinions of a
court of record and opinions of the Texas Attorney General known to the attorney. This provision has been added to
this agenda with the intent to meet all elements necessary to satisfy Texas Government Code Chapter 551.144(c) and
the meeting is conducted by all participants in reliance on this opinion.
SEDC Agenda April 25, 2024 Page 2 of 2
Agenda No. 3.
SEDC MEMORANDUM
SEDC
Board Meeting:04/25/2024
Department:Economic Development Corporation
Subject:Approval of the minutes for the Board of Directors Regular Monthly
Meeting held Thursday, March 28, 2024. (T.Miller)
SUBJECT:
Approval of the minutes for the Board of Directors Regular Monthly Meeting held Thursday, March 28,
2024. (T.Miller)
Attachments
03-28-2024
MINUTES
Thursday, March 28, 2024
The City of Schertz Economic Development Corporation (SEDC) Board of Directors met for a Regular Monthly Meeting on
Thursday, March 28, 2024. at 6:00 p.m. at the Hal Baldwin Municipal Complex, Council Chambers Conference Room,
Building No. 4, 1400 Schertz Parkway, Schertz, Texas. This was an open meeting, subject to the open meeting laws of the
State of Texas.
In accordance with provisions of the Texas Open Meetings Act, Chapter 551, Texas Government Code notice is hereby given
that a Possible Quorum of the governing body of the City of Schertz, Texas may take place at this meeting.
Call to Order
1.Roll call, recognition of visitors, and review of meeting instructions for effective Board interaction and public
participation.
Board President Sammi Morrill presided over the meeting and called it to order at 6:00 p.m.
Board of Directors Present:Staff Present:
Sammi Morrill, Board President Scott Wayman, Executive Director
Bill Dixon, Board Vice President Holly Malish, Deputy Director
Henry Hayes, Board Secretary Ashley Ritchey, Business Engagement Manager
Donna Steward, Board Treasurer Tracy Miller, Administrative Assistant
Eryn McElroy, Board Member Brian James, Deputy City Manager
Reynaldo "Ray" Chavez, Board Member
Board of Directors Absent:Others Present:
Mark Moody, Board Member James Walters, Finance Director
Allison Heyward, Councilmember City Council EDC Liaison
Majid Sharifi, Axiom Group
Matthew Buslepp, Avison Young
Perry Rizzo, Axiom Group
Travis Roger, CPA of Pattillo, Brown, and Hill, LLP
Hearing of Residents
2.This time is set aside for any person who wishes to address the Board. Presentations should be limited to no more
than 3 minutes.The presiding officer will call on those persons who have signed up to speak.
No residents signed up to speak. No comments were made.
Minutes
3.Approval of the minutes for the Board of Directors Regular Monthly Meeting held Thursday, February 22, 2024.
(T.Miller)
Board President Sammi Morrill asked for a motion to approve the Minutes of the Board of Directors Regular
Monthly Meeting held on Thursday, February 22, 2024.
Motion by Board Vice President Bill Dixon, seconded by Board Member Ray Chavez.
AYE: Board President Sammi Morrill, Board Vice President Bill Dixon, Board Secretary Heney Hayes,
Board Treasurer Donna Steward, Board Member Eryn McElroy, Board Member Ray Chavez.
Unanimous affirmative vote - Motion carries.
Presentations
4.Staff briefing on SEDC monthly financial statement for the month of February 2024. (J.Walters)
James Walters, Finance Director, provided a summary and overview of the SEDC Financial Statement for the
month of February 2024.
February 2024 sales tax received was $589,276.32, expenses were $41,243.25, a 4.0% decrease over the year prior.
The 12-month rolling average is 6.2% still trending up. Notable expenditures include an incentive payment to
Health Texas Company, Team Texas Membership and conference registrations for Site Selectors Guild and Texas
Economic Development Council (TEDC). Total Cash & Investment figure at the end of February was $35.1 million.
The bulk of our sales tax is about 30% wholesale with about 20% of it being retail. Scott Wayman, Executive
Director also stated he met with the Auditor, Finance Director and Donna Steward, Board Treasurer regarding the
finances and if any of the Board has any questions during the month please feel free to reach out to the staff.
5.Presentation on Annual Certifications. (H.Malish)
Holly Malish, Deputy Director provided an update on businesses required to submit an Annual Certification as part
of their incentive agreement including rebates paid for the year. The annual certifications are due by February 15th
each year. 10 out of 14 are in compliance, one was not responsive, and two are requesting an extension.
Staff requesting direction from the Board for Closner and Food Related requesting an extension with the following
options.
Closner
Recapture $40,000 based on the agreement.1.
Extend the agreement one year.2.
Food Related
Recapture $14,000 based on the agreement.1.
Extend the agreement one year.2.
Company to pay $1,100 to meet compliance.3.
Board President Sammi Morrill recommended an extension of one year for both companies.
After Board discussion, Board President Sammi Morrill asked for a motion to extend the agreement one year for
Closner with a compliance plan.
Board Member Ray Chavez motion; seconded by Board Member Eryn McElroy.
AYE: Board President Sammi Morrill, Board Vice President Bill Dixon, Board Secretary Heney Hayes,
Board Treasurer Donna Steward, Board Member Eryn McElroy, Board Member Ray Chavez.
Unanimous affirmative vote - Motion carries.
After Board discussion, a motion was made by Board Secretary Henry Hayes to waive the $1,100 to bring
compliant; seconded by Board Member Ray Chavez.
AYE: Board Secretary Henry Hayes, Board Member Ray Chavez
NAY: Board President Sammi Morrill, Board Vice President Bill Dixon, Board Treasurer Donna Steward,
Board Member Eryn McElroy
Motion failed.
A motion was made by Board Member Eryn McElroy for the company to pay $1,100 to meet their requirements;
seconded by Board Treasurer Donna Steward.
AYE: Board President Sammi Morrill, Board Vice President Bill Dixon, Board Treasurer Donna Steward,
Board Member Eryn McElroy
NAY: Board Secretary Henry Hayes, Board Member Ray Chavez
Motion passed.
6.Presentation by Perry Rizzo with Axiom Group, Inc. (S.Wayman)
Scott Wayman, Executive Director introduced Mr. Perry Rizzo with Axiom Group.
Mr. Rizzo gave an overview of the company and the services they provide. The company was founded in 1987 and
Texas will present the 4th location and the 2nd in the United States. Axiom Group is an automotive plastic-injection
molding manufacturer currently servicing Rivian, Stellantis and Hyundai/Kia. They are looking to bring 200 job
opportunities within a five-year time frame and projecting investment of $8,500,000 by the fourth year.
Public Hearing
7.Resolution 2024-2 - Authorizing an Economic Development Performance Agreement between the City of Schertz
Economic Development Corporation and Axiom Group, Inc. (S.Wayman)
Board President Sammi Morrill opened the public hearing at 6:59 p.m.
No public comment was made.
Board President Sammil Morrill closed the public hearing at 6:59 p.m.
Discussion Items
8.Resolution 2024-3 - Approval of the Independent Auditor's Report for the SEDC Annual Financial Report for the
Year Ending September 30, 2023. (Travis Roger, CPA, Audit Supervisor of Pattillo, Brown and Hill, LLP/J.Walters)
Scott Wayman, Executive Director introduced Travis Roger, CPA with Pattillo, Brown and Hill, LLP who gave a
brief introduction and presented the firm's audit findings to the Board. Mr. Roger stated the SEDC is in very good
financial shape and there are no issues or concerns with internal control compliance.
Board President Sammi Morrill asked for a motion to approve SEDC Resolution 2024-3, a Resolution by the City
of Schertz Economic Development Corporation ("SEDC") Board of Directors ("The Board") authorizing the
approval of the Independent Auditor's Report for the SEDC Annual Financial Report for the year ending
September 30, 2023.
Motion by Board Treasurer Donna Steward, seconded by Board Secretary Henry Hayes.
AYE: Board President Sammi Morrill, Board Vice President Bill Dixon, Board Secretary Heney Hayes,
Board Treasurer Donna Steward, Board Member Eryn McElroy, Board Member Ray Chavez.
Unanimous affirmative vote - Motion carries.
9.Resolution 2024-1 - Approval of Amended SEDC Mission Statement and Goals. (S.Wayman/H.Malish/A.Ritchey)
Holly Malish, Deputy Director gave a brief overview of the strategies and actions that will be used to accomplish
the goals.
Ashley Ritchey, Business Engagement Management Manager gave a brief overview of the new Mission Statement.
Board President Sammi Morrill asked for a motion to approve SEDC Resolution 2024-1, a Resolution by the City of
Schertz Economic Development Corporation, Texas, approving the amended Mission Statement and Goals.
Motion by Board Member Eryn McElroy, seconded by Board Member Ray Chavez.
AYE: Board President Sammi Morrill, Board Vice President Bill Dixon, Board Secretary Heney Hayes,
Board Treasurer Donna Steward, Board Member Eryn McElroy, Board Member Ray Chavez.
Unanimous affirmative vote - Motion carries.
Board President Sammi Morrill recessed to Open Session to Closed Session at 7:20 p.m.
Closed Session
10.Called in accordance with Section 551.087 of the Texas Government Code, Deliberation Regarding Economic
Development Negotiations; Closed Meeting. The governmental body is not required to conduct an open meeting (1)
to discuss or deliberate regarding commercial or financial information that the governmental body has received from
a business prospect that the governmental body seeks to have locate, stay, or expand in or near the territory of the
governmental body and with which the governmental body is conducting economic development negotiations; or (2)
the deliberate the offer of a financial or other incentive to a business prospect.
Project E-86
Start time: 7:20 p.m.
End time: 7:30 p.m.
Board President Sammi Morrill reconvened to Open Session at 7:30 p.m.
Board President Sammi Morrill recessed to Closed Session at 7:32 p.m.
Project E-94
Start time: 7:33 p.m
End time: 8:34 p.m.
Board President Sammi Morrill reconvened to Open Session at 8:35 p.m.
Reconvene to Regular Session
11.Take any actions based on discussion held in closed session under Agenda Item No. 10.
No action was taken based on discussion in Closed Session.
12.Resolution 2024-2 - Authorizing an Economic Development Performance Agreement between the City of Schertz
Economic Development Corporation and Axiom Group, Inc. (S.Wayman)
Board President Sammi Morrill asked for a motion to approve SEDC Resolution 2024-2, a Resolution by the City
of Schertz Economic Development Corporation, Texas authorizing an Economic Development Performance
Agreement between the City of Schertz Economic Development Corporation and Axiom Group Inc.
Motion by Board Member Eryn McElroy, seconded by Board Member Ray Chavez.
AYE: Board President Sammi Morrill, Board Vice President Bill Dixon, Board Secretary Heney Hayes,
Board Treasurer Donna Steward, Board Member Eryn McElroy, Board Member Ray Chavez.
Unanimous affirmative vote - Motion carries.
Requests and Announcements
Announcements by staff:
Next Regular Board Meeting - April 25, 2024
Requests by Board Members to place items on a future SEDC Board Meeting agenda.
Board Member Ray Chavez requested information on demographic and industry data and what type of industry
we want.
Board President Sammi Morrill requested information on the inventory and type of buildings available.
Adjournment
Adjournment
Board President Sammi Morrill asked for a motion to adjourn the meeting.
Motion by Board Member Ray Chavez, seconded by Board Treasurer Donna Steward.
AYE: Board President Sammi Morrill, Board Vice President Bill Dixon, Board Secretary Heney Hayes,
Board Treasurer Donna Steward, Board Member Eryn McElroy, Board Member Ray Chavez.
Unanimous affirmative vote - Motion carries.
Board President Sammil Morrill adjourned the meeting at 8:37 p.m.
MINUTES PASSED AND APPROVED THIS ____ DAY ___________ 2024.
____________________
Sammi Morrill
Board President
___________________
Henry Hayes
Board Secretary
Agenda No. 4.
SEDC MEMORANDUM
SEDC
Board Meeting:04/25/2024
Department:Economic Development Corporation
Subject:Staff briefing on SEDC monthly financial statement for the month
of March 2024. (S.Wayman)
SUBJECT:
Staff briefing on SEDC monthly financial statement for the month of March 2024. (S.Wayman)
Attachments
March Financials
620-SED CORPORATION
FINANCIAL SUMMARY OVERVIEW
Revenues
Sales Tax 482,383.39$ Payment Received in March
-2.5% Annual Decrease
4.7%12-Month Rolling Average
Expenses
ACE MART RESTAURANT 33,984.70$
SYSCO CORPORTATION 25,000.00$
Year-to-Date
Total Revenue 4,362,667.53$
Total Expenses 564,923.65$
Over/Under 3,797,743.88$
Cash & Investments
Cash 399,744.20$
Investments 35,247,544.42$
Total 35,647,288.62$
*sales taxes are delayed 2 months from received to earned. Sales Taxes recognized in report are estimates and are adjusted to actual when payments are received.
C I T Y O F S C H E R T Z
*************************************************** 2 0 2 3 - 2 0 2 4 ***************************************************
REVENUE AND EXPENSE REPORT (UNAUDITED)
AS OF: March 31st, 2024
1 of 7
620-SED CORPORATION CURRENT CURRENT PRIOR YEAR CURRENT Y-T-D BUDGET % OF
FINANCIAL SUMMARY BUDGET PERIOD Y-T-D ACTUAL Y-T-D ACTUAL ENCUMBR BALANCE BUDGET
REVENUE SUMMARY
Taxes 7,092,000 561,605 3,168,719 3,253,081 - 3,838,918.97 45.87%
Fund Transfers - - - 190,392 - (190,392) 0.00%
Miscellaneous 1,315,000 150,322.47 523,656.29 919,194.84 - 395,805.16 69.90%
TOTAL REVENUES 8,407,000 711,927.34 3,692,375.48 4,362,667.53 - 4,044,332.47 51.89%
EXPENDITURE SUMMARY
NONDEPARTMENTAL
City Supported Services 11,677,510 58,984.70 81,944.29 83,984.70 - 11,593,525.30 0.72%
TOTAL NONDEPARTMENTAL 11,677,510 58,985 81,944 83,984.70 - 11,593,525.30 0.72%
ECONOMIC DEVELOPMENT
Personnel Services 24,575 1,879.57 8,326.60 8,142.99 - 16,432.01 33.14%
Supplies & Equipment 61,175 428.43 19,431.63 7,047.99 - 54,127.01 11.52%
City Supported Services 214,500 250.95 47,051.85 2,871.12 - 211,628.88 1.34%
Utility Services 975 - 49.00 53.01 - 921.99 5.44%
Operating Expense 398,135 4,631.30 61,272.42 187,933.34 - 210,201.66 47.20%
Professional Services 61,300 - 37,280.50 1,449.00 - 59,851.00 2.36%
Fund Charges/Transfers 546,883 - 271,110.50 273,441.50 - 273,441.50 50.00%
TOTAL ECONO DEVELOPMENT 1,307,543 7,190.25 444,522.50 480,938.95 - 826,604.05 36.78%
TOTAL EXPENDITURES 12,985,053 66,174.95 526,466.79 564,923.65 - 12,420,129.35 4.35%
** REVENUE OVER(UNDER) EXPEND (4,578,053) 645,752.39 3,165,909 3,797,744
C I T Y O F S C H E R T Z
*************************************************** 2 0 2 3 - 2 0 2 4 ***************************************************
REVENUE AND EXPENSE REPORT (UNAUDITED)
AS OF: March 31st, 2024
2 of 7
620-SED CORPORATION CURRENT CURRENT PRIOR YEAR CURRENT Y-T-D BUDGET % OF
REVENUES BUDGET PERIOD Y-T-D ACTUAL Y-T-D ACTUAL ENCUMBR BALANCE BUDGET
Taxes
000-411500 Sales Tax Revenue (4B)7,092,000 561,604.87 3,168,719.19 3,253,081.03 - 3,838,918.97 45.87%
TOTAL Taxes 7,092,000 561,604.87 3,168,719.19 3,253,081.03 - 3,838,918.97 45.87%
Fund Transfers
000-486000 Transfer In - - - 190,391.66 - (190,391.66) 0.00%
TOTAL Fund Transfers - - - 190,391.66 - (190,391.66) 0.00%
Miscellaneous
000-491000 Interest Earned 15,000 1,447.43 6,513.88 7,487.95 - 7,512.05 49.92%
000-491200 Investment Earnings 1,300,000 148,875.04 517,142.41 911,706.89 - 388,293.11 70.13%
TOTAL Miscellaneous 1,315,000 150,322.47 523,656.29 919,194.84 - 395,805.16 69.90%
TOTAL REVENUES 8,407,000 711,927.34 3,692,375.48 4,362,667.53 - 4,044,332.47 51.89%
C I T Y O F S C H E R T Z
REVENUE REPORT (UNAUDITED)
*************************************************** 2 0 2 3 - 2 0 2 4 ***************************************************
AS OF: March 31st, 2024
3 of 7
Cash in Bank
Claim on Operating Cash Pool-Checking 399,744.20$
Cash in Investments
Texas Class Investment-Economic Development Corp 32,938,327.13
Schertz Bank & Trust-Certificate of Deposit 1 Year 1,135,273.80
Schertz Bank & Trust-Certificate of Deposit 6 Month 1,173,943.49
Total Cash in Bank & Investments 35,647,288.62$
CASH IN BANK AND INVESTMENTS
AS OF: March 31st, 2024
SED CORPORATION
4 of 7
16.3%-0.2%
3.9%
3.3%
-4.0%
-2.5%
-
100,000
200,000
300,000
400,000
500,000
600,000
700,000
800,000
OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP
4B SALES TAX
By Collection Month
2023-24 2022-23 2021-22 2020-21
5 of 7
-5.0%
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
1 3 5 7 9 11 13 15 17 19 21 23 25 27 29 31 33 35 37 39 41 43 45 47 49 51 53 55 57 59 61 63 65 67 69 71 73 75 77 79 81 83 85 87 89 91 93 95 97 99
10
1
10
3
10
5
10
7
12 Month Rolling Average
Oct 2014 -Present
Rolling 12 Month Average Long Term Average
6 of 7
FUND VENDOR NAME DESCRIPTION AMOUNT
PROJECTS ACE MART RESTAURANT 2023 SEDC Rebate Payment 33,984.70
SYSCO CORPORTATION 2023 SEDC Rebate Payment 25,000.00
SUBTOTAL:58,984.70
Economic Development SED CORPORATIONTHE WATERMARK GROUP, INC.Magnetic Name Badge 18.25
STEVE WILLIAMS ICSC- S Williams 415.90
SCOTT WAYMAN Per diem-Nashville, TN 220.50
CITIBANK HEB 87.99
Scenic Texas 749.00
Southwest Airlines-ICSC 343.96
FormAssembly 198.00
MailChimp 114.75
Renaissance Hotel 605.64
SelectUSA Registration 960.00
UBER-IEDC Trip 125.63
Siam Cuisine 83.23
Constant Contact 55.70
Eventbrite-Greater SATX 131.42
Dollar Tree 28.50
NEP- S. Wayman 20.00
Petals To Go!- Malish 68.00
Southern EDC-Renewal 650.00
Shirts- S Wayman 107.90
LAZ Parking Garage 3.00
2024 Leadership Prog 350.00
Adobe Stock-January 29.99
Gaylord Hotels 304.44
IEDC Summit- Special Event 85.00
TEDC Winter Conference 425.00
Lowe's Shovel Paint 21.96
TEDC Twied Conf 215.00
TEDC-Webinar 79.00
Winter Conf Reg Fee 475.00
Future Leaders Semi 65.00
Adobe Stock-March 29.99
Koehler Garage 10.00
CITY OF SCHERTZ Hall Rental-Lunch&Learn 112.50
SUBTOTAL:7,190.25
TOTAL:$66,174.95
MARCH 2024 PAYABLES REPORT
7 of 7
Agenda No. 6.
SEDC MEMORANDUM
SEDC
Board Meeting:04/25/2024
Department:Economic Development Corporation
Subject:Resolution 2024-5 - Authorizing an Economic Development Performance
Agreement between the City of Schertz Economic Development Corporation
and Mile Hi San Antonio, LLC. (S.Wayman)
SUBJECT:
Resolution 2024-5 - Authorizing an Economic Development Performance Agreement between the City
of Schertz Economic Development Corporation and Mile Hi San Antonio, LLC. (S.Wayman)
Attachments
Res. 2024-5
SEDC RESOLUTION NO 2024-5
A RESOLUTION BY THE CITY OF SCHERTZ ECONOMIC
DEVELOPMENT CORPORATION, TEXAS AUTHORIZING AN
ECONOMIC DEVELOPMENT PERFORMANCE AGREEMENT
BETWEEN THE CITY OF SCHERTZ ECONOMIC DEVELOPMENT
CORPORATION AND MILE HI SAN ANTONIO LLC; AND OTHER
MATTERS IN CONNECTION THEREWITH
WHEREAS, the City of Schertz Economic Development Corporation (“SEDC”) is a
non-profit industrial development corporation duly established under the Development
Corporation Act of 1979, as amended (Section 501.00 et seq. Texas Local Government Code,
formerly the Development Corporation Act of 1979) (“the Act”);
WHEREAS, all of the powers of the corporation are vested in the SEDC Board of
Directors (the "Board") appointed by the governing body of the corporation's authorizing unit;
and
WHEREAS, the Act authorizes a development corporation to fund certain projects as
defined by the Act and request development corporations enter into incentive agreements to
establish and provide for the direct incentive or make an expenditure on behalf of a business
enterprise under a project; and
WHEREAS, Section 501.158 of the Act requires an incentive agreement to provide at a
minimum for a schedule of additional payroll or jobs to be created or retained and capital
investment to be made as consideration for any direct incentives provided or expenditure s made
by the corporation under the agreement and to specify the terms under which repayment must be
made if the business enterprise does not meet the performance requirements specified in the
agreement; and
WHEREAS, Company desires to locate its operation in the Schertz 35 Business Park on
Tejas Way, Schertz, Comal County, Texas 78154; and
WHEREAS, over the term of the Agreement, Company intends to create and maintain 150
full time employees with a minimum annual payroll of $10,800,000; and
WHEREAS, over the term of the Agreement, Company and/or a third -party developer
intends to invest $50,000,000 in tangible real and personal property at the facility; and
WHEREAS, the location of the Company, as proposed, will contribute to the economic
development of the City of Schertz by creating new jobs and increased employment, promoting
and developing expanded business enterprises, increased development, increased real prop erty
value and tax revenue for the City of Schertz, and will have both a direct and indirect positive
overall improvement/stimulus in the local and state economy; and
WHEREAS, the Corporation desires to offer incentives to Company to enable Company
to expand the existing Facility pursuant to this Agreement in substantial conformity with the City
of Schertz Economic Development Incentive Policy and the Act; and
WHEREAS, Section 501.073 of the Act requires the,SEDC's authorizing unit to approve
all programs and expenditures; and
WHEREAS, on the Effective Date, the commitments contained in this Agreement shall
be legally binding obligations of the Parties.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE CITY OF SCHERTZ ECONOMIC DEVELOMENT CORPORATION THAT:
Section 1. Subject to the authorization of funds by the City of Schertz City Council, the
Board hereby approve the Economic Development Incentive Agreement attached hereto as Exhibit A
and authorizes the President to execute same in substantially the same form as attached.
Section 2. The Board hereby recommends the City Council for the City of Schertz consider
approving a Resolution authorizing the expenditures contemplated herein for the reasons stated in
the foregoing recitals.
Section 3. The recitals contained in the preamble hereof are hereby found to be true, and such
recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the
judgment and findings of the Board.
Section 4. All resolutions, or parts thereof, which are in conflict or inconsistent with any
provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions
of this Resolution shall be and remain controlling as to the matters resolved herein.
Section 5. This Resolution shall be construed and enforced in accordance with the laws of the
State of Texas and the United States of America.
Section 6. If any provision of this Resolution or the application thereof to any person or
circumstance shall be held to be invalid, the remainder of this Resolution and the application of
such provision to other persons and circumstances shall nevertheless be valid, and the board hereby
declares that this Resolution would have been enacted without such invalid provision.
Section 7. It is officially found, determined, and declared that the meeting at which this
Resolution 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 Resolution, was
given, all as required by Chapter 551, Texas Government Code, as amended.
Section 8. This Resolution shall be in force and effect from and after its final passage,
and it is so resolved.
PASSED AND ADOPTED THIS_____ day of ___________, 2024
CITY OF SCHERTZ ECONOMIC
DEVELOPMENT CORPORATION
_____________________________
Dr. Sammi Morrill, SEDC Board President
ATTEST
____________________________
Henry Hayes, SEDC Board Secretary
Agenda No. 11.
SEDC MEMORANDUM
SEDC
Board Meeting:04/25/2024
Department:Economic Development Corporation
Subject:Resolution 2024-4 - Authorizing an amendment to the Economic Development
Performance Agreement between the City of Schertz Economic Development
Corporation and Closner Equipment Company, Inc. (S.Wayman)
SUBJECT:
Resolution 2024-4 - Authorizing an amendment to the Economic Development Performance
Agreement between the City of Schertz Economic Development Corporation and Closner Equipment
Company, Inc. (S.Wayman)
Attachments
Res. 2024-4
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SEDC RESOLUTION NO 2024-4
A RESOLUTION BY THE CITY OF SCHERTZ ECONOMIC DEVELOPMENT
CORPORATION, AUTHORIZING AN AMENDMENT TO THE ECONOMIC
DEVELOPMENT PERFORMANCE AGREEMENT BETWEEN THE CITY OF
SCHERTZ ECONOMIC DEVELOPMENT CORPORATION AND CLOSNER
EQUIPMENT COMPANY, INC; AND OTHER MATTERS IN CONNECTION
THEREWITH
WHEREAS, the City of Schertz Economic Development Corporation ("SEDC") is a
non-profit industrial development corporation duly established under the Development
Corporation Act of 1979, as amended (Section 501.001 et seq. Texas Local Government Code,
formerly the Development Corporation Act of 1979) (the "Act"); and
WHEREAS, all powers of the corporation are vested in the SEDC Board of Directors
(the "Board") appointed by the governing body of the corporation's authorizing unit; and
WHEREAS, the Act authorizes a development corporation to fund certain projects as
defined by the Act and request development corporations to enter into performance agreements
to establish and provide for the direct incentive or make an expenditure on behalf of a business.
enterprise under a project; and
WHEREAS, the Parties entered into An Economic Development Agreement, effective
May 27, 2021 (the "Agreement") establishing a grant agreement between the Parties to lease a
facility, create jobs and increase business personal property by Closner (the "Closner Equipment
COMPANY, INC."); and
WHEREAS, the Parties subsequently were approved by SEDC Resolution 2021-8 on
May 27, 2021; and
WHEREAS, the Agreement provides that in year two Closner Equipment LLC received
FORTY THOUSAND DOLLARS ($40,000) for meeting all the requirements and for operations
of facility; and
WHEREAS, in 2023, Closner Equipment Company Inc reported 25 jobs resulting in a
deficit of 3 jobs or the required 28 jobs per the Agreement; and
WHEREAS, the Parties desire to amend the Agreement to provide a grace period
extension for of one year due to failure to meet the minimum performance agreement criteria in
2023; and
WHEREAS, Section 501.073 of the Act requires the SEDC's authorizing unit to approve
all programs and expenditures, City Council had previously authorized this expenditure.
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NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
TIIE CITY OF SCHERTZ ECONOMIC DEVELOPMENT CORPORATION THAT:
Section 1. The Schertz Economic Development Board hereby approve the Economic
Development Performance Agreement amendment attached hereto as Exhibit A and authorizes
the President to execute and deliver in the substantial form as attached.
Section 2. The recitals contained in the preamble hereof are hereby found to be true, and
such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part
of the judgment and findings of the Board.
Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any
provision of this Resolution arc hereby repealed to the extent of such conflict, and the provisions
of this Resolution shall be and remain controlling as to the matters resolved herein.
Section 4. This Resolution shall be construed and enforced in accordance with the laws of
the State of Texas and the United States of America.
Section 5. If any provision of this Resolution or the application thereof to any person or
circumstance shall be held to be invalid, the remainder of this Resolution and the application of
such provision to other persons and circumstances shall nevertheless be valid, and the board
hereby declares that this Resolution would have been enacted without such invalid provision.
Section 6. If officially found, determined, and declared that the meeting at which this
Resolution 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 Resolution, was
given, all as required by Chapter 551, Texas Government Code, as amended.
Section 7. This Resolution shall be in force and effect from and after its final passage,
and it is so resolved.
PASSED AND ADOPTED, this ___ day of_____________, 2024.
CITY OF SCHERTZ ECONOMIC
DEVELOPMENT CORPORATION
___________________________________
Sammi Morrill, SEDC Board President
ATTEST:
________________________________________
Henry Hayes, SEDC Board Secretary
-3-
Exhibit A
ECONOMIC DEVELOPMENT PERFORMANCE AGREEMENT
CLOSNER EQUIPMENT COMPANY, INC
(SEE AT TACHED)
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FIRST AMENDMENT TO ECONOMIC DEVELOPMENT
PERFORMANCE AGREEMENT WITH CLOSNER EQUIPMENT, LLC
THIS FIRST AMENDMENT TO THE ECONOMIC DEVELOPMENT
PERFORMANCE AGREEMENT (this "Amendment"), dated to be effective as of the date that
the Amendment is signed by the last party to the Amendment (the "Effective Date"), is among
the City of Schertz Economic Development Corporation, a Texas non. profit industrial
development corporation (the "SEDC"), and Closner Equipment Company, Inc. ("Closner"), and
collectively with the City and the SEDC, the "Parties").
WHEREAS, the Parties entered into An Economic Development Agreement, dated
effective May 27, 2021 (the "Agreement") establishing a small business grant between the
Parties to expand their facility, create jobs, increase business personal property and taxable sales
by Closner; and
WHEREAS, the Parties subsequently were approved by SEDC resolution SEDC 2021-8
on May 27, 2021; and
WHEREAS, the Agreement provides that Closner will receive a small business grant of
FORTY THOUSAND DOLLARS ($40,000) for operations of facility and the Incentive shall be
reduced according to the schedule in Section 8(3b) of the Agreement; and
WHEREAS, the Agreement also requires that Closner maintain 28 jobs and a minimum
payroll of $2,250,000 with $1,000,000 in new real and personal property and $1,000,000 in new
taxable sales.
WHEREAS, in year two (2023), Closner reported 25 jobs with a payroll of $3,146,649
resulting in a deficit of 3 jobs; and
WHEREAS, the SEDC board met in open session on March 28th, 2024 and determined
to grant a grace period extension of one year for the required jobs number.
NOW, THEREFORE, BE IT RESOLVED BY THE SCHERTZ ECONOMIC
DEVELOPMENT CORPORATION, the Parties desire to amend the Agreement as set
forth below.
l. Minimum Performance Criteria. Notwithstanding any provision in the Agreement to the
contrary. Adherence to the Minimum Performance Criteria will be extended an additional
year into Year 6 (2027) and therein must maintain the schedule put forth in Section 4.1 of
the original Agreement and shall be amended per the table below.
-5-
Time Period Minimum Performance Criteria
Full Time
Employees
Total
Payroll
New Taxable Sales Tax Real &
Personal
Property
Certificatio
n
Date
Year 0 – 2021 25 $2,100,000 Submission of base
taxable sales and C of O
0 15-Feb-22
Year 1 - 2022 27 $2,200,000 $500,000 $400,000 15-Feb-23
Year 2 - 2023 25 $2,250,000 $1,000,000 $1,000,000 15-Feb-24
Year 3 - 2024 28 $2,250,000 $1,000,000 $1,000,000 15-Feb-25
Year 4 - 2025 28 $2,250,000 $1,000,000 $1,000,000 15-Feb-26
Year 5 - 2026 28 $2,250,000 $1,000,000 $1,000,000 15-Feb-27
2. Authority to Sign. The individual signing below for Closner hereby certifies that he/she is
authorized to sign this Amendment on behalf of Closner and that no authorizations or
approvals are required that have not already been obtained.
3. Notices. The following contact information for notices and requests for information or
action under this Amendment and the Agreement (originally set forth in Section 7 of the
Agreement) are hereby amended:
If to the SEDC: Schertz Economic Development Corporation
1400 Schertz Parkway
Schertz, Texas 78154
Attention: Deputy Director of Economic Development
Phone: (210) 619-1072
E-Mail: hmalish@schertz.com
With a copy to:
Denton Navarro Rodriguez Bernal Santee & Zech, P.C.
Attention: T. Daniel Santee
2517 North Main Avenue
San Antonio, TX 78212
If to the City: City of Schertz, TX
1400 Schertz Parkway
Schertz, TX 78154
Attention: City Manager
E-Mail swilliams@schertz.com
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4. No Other Amendments' Conflict. Except as expressly set forth herein, all other
terms and provisions of the Agreement shall remain in full force and effect. In the event
there is a conflict between the terms and provisions of this Amendment and the
Agreement as originally executed, the terms and provisions of this Amendment shall
control.
5. Counterparts, This Amendment may be executed in multiple counterparts, all of
which together shall constitute one instrument.
[remainder of page intentionally left blank]
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SIGNATURE PAGE TO
FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
(CLOSNER EQUIPMENT COMPANY, INC.)
IN WITNESS WHEREOF, the Parties have executed this Amendment to be effective as
of the Effective Date.
COMPANY:
CLOSNER EQUIPMENT COMPANY, INC.
a Texas limited liability company
By: ____________________________
G. Bennett Closner, CEO
Executed on this ____ day of _____________, 2024.
City of Schertz Economic
Development Corporation
By:____________________________
Dr. Sammi Morrill, SEDC President