NOTICE OF MEETING OF THE The Buda Economic Development Corporation Wednesday, January 14, 2015, at 5:30PM 121 Main Street, Buda, TX 78610 The Buda Economic Development Corporation will hold a scheduled board meeting at 5:30PM, Wednesday, January 14, 2015 at Buda City Hall Council Chambers, located at 121 Main Street, Buda, Texas. AGENDA A. CALL TO ORDER B. ROLL CALL C. PUBLIC COMMENTS At this time, comments will be taken from the audience on non-agenda related topics for a length of time not to exceed three minutes per person. To address the EDC Board, please submit a Citizen s Comment Form to the Sr. Executive Assistant prior to the state of the meeting. No action may be taken by the EDC Board during Public Comments. D. GENERAL AGENDA ITEMS 1. Deliberation and possible action on the approval of the minutes from the November 5, 2014 meeting. 2. Deliberation and possible action on the Final September 2014 Treasurer s Report 3. Deliberation and possible action on the November 2014 Treasurer s Report 4. Discussion and possible action regarding Bonds related to the Buda Sportplex and early repayment options MILLER E. EXECUTIVE SESSION 1. The Buda Economic Development Corporation Board of Directors will meet in a closed/executive session pursuant to the Texas Government Code, Chapter 551, to discuss the following: a. Section 551.087 Deliberation regarding economic development negotiations: Other Prospects. b. Section 551.087 Deliberation regarding economic development negotiations: ED Agreements & Contracts. 2. The Buda Economic Development Corporation Board of Directors will reconvene into open session to discuss, consider, and/or take any action necessary related to the executive session, and/or related items.
F. UPDATES 1. Buda EDC Staff Report MILLER & SHAW Prospect Update Downtown Activities Update on Existing Buildings and Sites EDC Activities Update Update on Involvement with Area Chambers 2. Buda EDC Board President Report Update on EDC Activities Update on EDC Projects 3. Report on City Activities Update on City of Buda Activities Including: Capital Improvements Projects, Road projects, Finance, Grants, Tourism, Events, Parks & Recreation, Legislative, Library, Development Projects G. FUTURE AGENDA ITEMS H. ADJOURNMENT Attendance by Other Elected or Appointed Officials: It is anticipated that members of other governmental bodies, and/or city boards, commissions and/or committees may attend the meeting in numbers that may constitute a quorum of the body, board, commission and/or committee. Notice is hereby given that the meeting, to the extent required by law, is also noticed as a possible meeting of the other body, board, commission and/or committee, whose members may be in attendance, if such numbers constitute a quorum. The members of the boards, commissions and/or committees may be permitted to participate in discussions on the same items listed on the agenda, which occur at the meeting, but no action will be taken by such in attendance unless such item and action is specifically provided for on an agenda for that body, board, commission or committee subject to the Texas Open Meetings Act. The Buda Economic Development Corporation reserves the right to adjourn into Executive Session at any time regarding any issue on this agenda for which it is legally permissible. City Hall is wheelchair accessible and accessible parking spaces are available. Requests for accommodations must be made 48 hours prior to the meeting. Please contact the Sr. Executive Assistant at 512.295.2022 or Fax 512.295.3519 for information or assistance. I, the undersigned authority, do hereby certify that the above Notice of Meeting of the Governing Body of the Buda Economic Development Corporation was posted on the bulletin board in front of the Buda Economic Development Corporation and Buda City Hall, which is readily accessible to the public at all time, by 5:00 p.m. on Friday, January 9, 2015. Mandy Shaw, Senior Executive Assistant, Buda EDC
City of Buda 4B Corporation Minutes November 5, 2014 A. CALL TO ORDER President Fletcher called the meeting to order at 5:30 p.m. B. ROLL CALL Buda EDC Executive Director certified a quorum with the following Board Members present: President Ron Fletcher Vice President Lisa Sauceda Secretary Joy Hart Treasurer Jose Montoya Board Member Wiley Hopkins Board Member Jim Lewis Board Member Tommy Poer C. PUBLIC COMMENTS No Public Comments. D. CONSENT AGENDA ITEMS 1. DELIBERATION AND POSSIBLE ACTION REGARDING THE APPROVAL OF THE MINUTES FROM THE OCTOBER 8, 2014 MEETING RESOLVED, that the Board approve the minutes from the October 8, 2014 Regular Scheduled Board Meeting. Motion by Director Hart, seconded by Director Poer. Motion passes 6-0-0. 2. DELIBERATION AND POSSIBLE ACTION ON THE APPROVEL OF THE SEPTEMBER 2014 TREASURER S REPORT RESOLVED, that the Board approve the Treasurer s Report showing total current assets of $2,262,623.45 as of September 30, 2014. Motion by Director Hopkins, seconded by Director Lewis. Motion passes 6-0-0. E. GENERAL AGENDA ITEMS 1. PRESENTATION BY COSTAR WITH DISCUSSION AND POSSIBLE ACTION REGARDING COSTAR PROPOSAL RESOLVED, that the Board approve the CoStar Proposal with the cancellation of the Xceligent program. Motion by Director Sauceda, seconded by Director Montoya. Motion passes 7-0-0. F. EXECUTIVE SESSION The Board went into Executive Session from 6:37 to 6:49 pm to discuss Economic Development Negotiations with other prospects.
G. UPDATES 1. EDC Staff Report: Executive Director Miller gave her updates during Executive Session regarding prospects. Miller updated the board during open session regarding the new GSMP Activities, Media/Public Relations as well as Meetings/Phone Calls/Emails that she had over the month of October. Finally, Miller updated the Board on EDC Projects as well as City Activities. 2. City Updates: Executive Director Miller gave a brief update regarding the City Bond Election All Bonds passed. 3. Board President Update: President Fletcher gave a brief update regarding his attendance of the GSMP Showcase Event with Executive Director Miller. H. FUTURE AGENDA ITEMS None at this time. I. ADJOURNMENT With no further business, President Tenorio adjourned the meeting at 7:02 p.m. Joy Hart, Secretary APPROVED: Ron Fletcher, President Approval of Minutes The foregoing minutes are approved as the acts of the Directors of the Corporation. Ron Fletcher, Director Lisa Sauceda, Director Wiley Hopkins, Director Jose Montoya, Director Joy Hart, Director Jim Lewis, Director Tommy Poer, Director
FY Year End 2013-2014 Financial Report Notes Total Assets: $2,305,806.76 Month September Income: $250,123.09 o Budgeted August Income: $123,220.56 o Difference: $126,902.53 Total Payouts In September: $255,958.18 o Budgeted Payouts: $143,269.26 Interest Income: $230.56 o Budgeted: $153.00 Year End Sales Tax Receipts: $1,682,823.44 o Budgeted: $1,374,881.75 o Exceeded Budget by: $307,941.69 (22.39%) Total Payouts: $1,303,783.37 o Budgeted: $1,770,570.54 Interest Income: 2,787.85 o Budgeted: $1,836.00 Net Income: $381,827.92 Checks 3766 City of Buda Payroll 3767 Spohn Incentive Agreement Payment 3774 LGC Cabela s Agreement 3778 Credit Card ICSC IEDC Conference 3779 City of Buda Sportsplex Maintenance 3782 Credit Card Chalkboard for Downtown Financial Position $1,983,521.60 Cash in Bank Accounts $418,000.00 Restricted Cash in Bank Accounts $464,804.15 Accounts Payable $1,100,717.45 Available Cash Bond Payoff Amount: $511,424.25 Available Cash if Bond Payoff Occurred 9/30/2014: $589,293.20
November 2014 Financial Report Notes Total Assets: $2,397,784.71 Month November Income: $140,344.98 Total Payouts In August: $110,422.57 o Budgeted Payouts: $127,512.85 Interest Income: $239.91 o Budgeted: $166.66 Year To Date Sales Tax Receipts: $261,865.57 Total Payouts: $190,596.60 o Budgeted: $231,510.86 Interest Income: $463.42 o Budgeted: $333.32 Net Income: $71,732.39 Checks 3811 City of Buda Trail of Lights 3812 City of Buda Payroll 3813 The Retail Coach Recon Booth 3814 The Retail Coach Annual Contract 3818 City of Buda Sportsplex 3822 Conway Data Texas Wide Open for Business Advertising 3824 LGC Cabela s Agreement 3828 Credit Card ICSC, IEDC Conference, TEDC Workshops, Financial Position $2,132,260.43 Cash in Bank Accounts $441,142.19 Restricted Cash in Bank Accounts as of November 30, 2014 $471,759.68 Accounts Payable $1,219,358.56 Available Cash Bond Payoff Amount: $511,424.25 Available Cash if Bond Payoff Occurred 11/30/2014: $707,934.31
Buda EDC Agenda Item Report January 14, 2015 Agenda Item No. D.4. Discussion and possible action regarding Bonds related to the Buda Sportsplex and early repayment options 1. Background/History The Buda Economic Development Corporation issued two bonds for the development of the Buda Sportsplex. Bond Series 2006 was in the amount of $3,500,000 and Bond Series 2007 was in the amount of $1,550,000. Bond Series 2006 has a payoff balance of $2,387,751.53 and a maturity date of 12/1/2025. Bond Series 2007 has a payoff balance of $495,232.21 and a maturity date of 10/1/2017. 2. Current Activity During the 2014-15 Budget Process, the possibility of paying off Bond Series 2007 was discussed. The Budget was approved with the inclusion of prepayment of Bond Series 2007, upon Board approval. As of January 6, 2015, the Buda EDC has $1,761,942.24 in unrestricted cash available in bank accounts and $507,759.68 in accounts payable; leaving an available cash balance of $1,254,182.56. If prepayment of the bond would have occurred on January 6, 2015 the available cash balance would be $758,950.35. Early bond repayment requires a 30-day written notice to the Register Owner of the Bond, which means the earliest repayment date would be mid-february 2015. 3. Financial Impact $495,232.21 approximately as it depends on date set for early repayment
Bank Accounts Total Restricted Available Cash Notes 4B Revenue Fund $1,191,854.21 $0.00 $1,191,854.21 General Fund used to pay expenses Admin Expense Fund $10,418.03 $10,000.00 $418.03 Admin Expense Fund tied to bonds - Must have $10,000 balance Debt Service Fund $548,454.91 $24,500.00 Fund used to hold bond payment funds bond paid twice a year, fund balance is high because three bond payments were made from Revenue $523,954.91 fund instead of this account Reserve Fund $314,520.50 $300,000.00 $14,520.50 Tied to Bonds - Must have $300,000 balance Falcon Bank $31,172.30 $0.00 $31,172.30 Falcon Bank Account - Not Used by EDC Falcon Bank Savings $10,022.29 $10,000.00 $22.29 Tied to Credit Card - must have $10,000 balance Total $2,106,442.24 $344,500.00 $1,761,942.24
Notes Available Cash in Bank Accounts $1,761,942.24 Available Cash as of January 6, 2015 Accounts Payable Buda Mill & Grain Water Line $168,000.00 Water Line Incentive Agreement - Will be paid in 2015 PRV LGC $140,000.00 Tied to Agreement in 2006 - Questionable if it will ever need to be paid $61,838.77 Cabela's - Paid Monthly 2428 Partners $36,168.72 Development Agreement - Paid Annually, $30,000~ to be paid 1/2015 FQS $36,000.00 2014 Agreement - Will be paid in 2015 after Opening Accounts Payable $65,752.19 Monthly revolving amount Total Accounts Payable $507,759.68 Available Cash After Accounts Payable $1,254,182.56 $1,385,182,56 if PRV is not included in Accounts Payable Bond Payoff Amount as of Jan 6, 2015 $495,232.21 Available Cash After Bond PrePayment $758,950.35 $898,950.35 if PRV is not included in Accounts Payable
SPECIMEN NO. R-2 PRINCIPAL AMOUNT $1,180,000 UNITED STATES OF AMERICA STATE OF TEXAS CITY OF BUDA 4B CORPORATION SALES TAX REVENUE BOND, SERIES 2007 INTEREST MATURITY RATE DATE 3.35 % October 1, 2017 (Final Maturity) DATE OF DELIVERY November 1, 2010 REGISTERED OWNER: PRINCIPAL AMOUNT: BROADWAY NATIONALBANK ONE MILLION ONE HUNDRED EIGHTY THOUSAND DOLLARS CITY OF BUDA 4B CORPORATION (the "Issuer"), being a nonstock, nonprofit industrial development corporation organized and existing under the laws of the State of Texas, including particularly the Development Corporation Act of 1979, Article 5190.6, V.A.T.C.S., as amended (the "Act"), and acting on behalf of the City of Buda, Texas (the "City"), hereby promises to pay, from the sources described herein, to the registered owner specified above, or registered assigns (hereinafter called the "Registered Owner"), the principal amount specified above, in monthly installments as set forth on Schedule I attached hereto and to pay interest monthly, from the Date of Delivery set forth above on the balance of said principal amount from time to time remaining unpaid, at the rate per annum set forth above, calculated on the basis of a 360-day year of twelve 30- day months as set forth on Schedule I attached hereto. THE PRINCIPAL OF AND INTEREST ON THIS BOND are payable in lawful money of the United States of America, without exchange or collection charges. The last principal installment of this Bond shall be paid to the Registered Owner hereof upon presentation and surrender of this Bond at maturity, or upon the date fixed for its redemption prior to maturity, at the principal corporate trust office in San Antonio, Texas of Broadway National Bank, which is the "Paying Agent/Registrar" for this Bond. The payment of all other principal installments of and interest on this Bond shall be made by the Paying Agent/Registrar to the registered owner hereof on each principal and interest payment date by check or draft, dated as of such principal and interest payment date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Issuer required by the resolution authorizing the issuance of this Bond (the "Resolution") to be on deposit with the Paying Agent/Registrar for such purpose as hereinafter provided; and such check or draft shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, on
each such interest payment date, to the registered owner hereof, at its address as it appeared on the last day of the month next preceding each such date (the "Record Date") on the Registration Books kept by the Paying Agent/Registrar, as hereinafter described. In addition, principal and interest may be paid by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Registered Owner. ANY ACCRUED INTEREST due in connection with the final installment of principal of this Bond or upon redemption of this Bond in whole at the option of the Issuer prior to maturity as provided herein shall be paid to the Registered Owner upon presentation and surrender of this Bond for payment at the principal corporate trust office of the Paying Agent/Registrar. The Issuer covenants with the Registered Owner of this Bond that on or before each principal payment date and interest payment date for this Bond it will make available to the Paying Agent/Registrar, from the "Debt Service Fund" created by the Resolution, the amounts required to provide for the payment, in immediately available funds, of all principal of and interest on the Bond, when due. IF THE DATE for the payment of the principal of or interest on this Bond shall be a Saturday, Sunday, legal holiday or day on which banking institutions in the Issuer where the principal corporate trust office of the Paying Agent/Registrar is located are required or authorized by law or executive order to close, the date for such payment shall be the next succeeding day, which is not a Saturday, Sunday, legal holiday or day on which banking institutions are required authorized to close and payment on such date shall for all purposes be deemed to have been made on the original date payment was due. THIS BOND is originally dated as of October 1, 2007, authorized in accordance with the Constitution and laws of the State of Texas, including particularly the Act, in the original principal amount of $1,550,000 for the purpose of (i) constructing, equipping, and furnishing, or causing to be acquired, constructed, equipped, and furnished a Project (as defined in the Resolution) and the payment of other expenses necessary or incident to determine the feasibility and practicability of acquiring, constructing, equipping and furnishing such improvements, for the specific purpose of the promotion and encouragement of employment and the public welfare, and (ii) paying the costs of issuing the Bond. ON ANY DATE, the principal installments of this Bond may be redeemed prior to their scheduled maturities in inverse order of such installments, at the option of the Issuer, with funds derived from any available and lawful source, as a whole or in part, at a redemption price equal to the principal amount to be redeemed plus accrued interest to the date fixed for redemption. AT LEAST 30 days prior to the date fixed for any optional redemption of the Bond or portions thereof prior to maturity a written notice of such redemption shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, to the Registered Owner of the Bond at its address as it appeared on the Registration Books on the day such notice of redemption is mailed; provided, however, that the failure of the Registered Owner to receive such notice, or any defect therein or in the sending or mailing thereof, shall not affect the validity or effectiveness of the proceedings for the redemption of this Bond. By the date fixed for any such redemption, due
provision shall be made with the Paying Agent/Registrar for the payment of the required redemption price for the Bond or portions thereof which are to be so redeemed. If such written notice of redemption is sent and if due provision for such payment is made, all as provided above, the Bond or portions thereof which are to be so redeemed thereby automatically shall be treated as redeemed prior to its scheduled maturity, and shall not bear interest after the date fixed for redemption, and shall not be regarded as being outstanding except for the right of the Registered Owner to receive the redemption price from the Paying Agent/Registrar out of the funds provided for such payment. UPON THE PREPAYMENT OR PARTIAL REDEMPTION of this Bond, the Paying Agent/Registrar, shall note in the Prepayment Record appearing on this Bond the amount of such prepayment or partial redemption, the date said payment was made and the remaining unpaid principal balance of this Bond and shall then have said entry signed by an authorized official of the Paying Agent/Registrar. The Paying Agent/Registrar shall also record such information in the Registration Books, and the Paying Agent/Registrar shall also record in the Registration Books all payments of principal installments on such Bond when made on their respective due dates. THE BOND is issuable solely as a fully registered certificate, without interest coupons, in the denomination of $1,180,000. This Bond may be transferred or exchanged as provided in the Resolution, only upon the registration books kept for that purpose at the above-mentioned office of the Paying Agent/Registrar (the "Registration Books") upon surrender of this Bond together with a written instrument of transfer or authorization for exchange satisfactory to the Paying Agent/Registrar and duly executed by the registered owner or his duly authorized attorney, and thereupon a new Bond of the same maturity and in the same aggregate principal amount shall be issued by the Paying Agent/Registrar to the transferee in exchange therefor as provided in the Resolution, and upon payment of the charges therein prescribed. The Issuer and the Paying Agent/Registrar may deem and treat the person in whose name this Bond is registered as the absolute owner hereof for the purpose of receiving payment of, or on account of, the principal or redemption price hereof and interest due hereon and for all other purposes. The Paying Agent/Registrar shall not be required to make any such transfer or exchange (i) during the period commencing with the close of business on any Record Date (as defined in the Resolution) and ending with the opening of business on the next following principal or interest payment date, or (ii) within 45 days prior to a redemption date. The Registered Owner of this Bond shall be deemed and treated by the Issuer and the Paying Agent/Registrar as the absolute owner hereof for all purposes, including payment and discharge of liability upon this Bond to the extent of such payment, and the Issuer and the Paying Agent/Registrar shall not be affected by any notice to the contrary. IN THE EVENT any Paying Agent/Registrar for the Bond is changed by the Issuer, resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Resolution that it promptly will appoint a competent and legally qualified substitute therefor, and promptly will cause written notice thereof to be mailed to the Registered Owner of the Bond. BY BECOMING the Registered Owner of this Bond, the Registered Owner thereby acknowledges all of the terms and provisions of the Resolution, agrees to be bound by such terms and provisions, acknowledges that the Resolution is duly recorded and available for inspection in
the official minutes and records of the governing body of the Issuer, and agrees that the terms and provisions of this Bond and the Resolution constitute a contract between the Registered Owner hereof and the Issuer. IT IS FURTHER CERTIFIED that the Issuer and the City have designated the Bond as a "qualified tax-exempt obligation" within the meaning of Section 265(b) of the Internal Revenue Code of 1986. IT IS HEREBY certified, recited, and covenanted that this Bond has been duly and validly authorized, issued, sold, and delivered; that all acts, conditions, and things required or proper to be performed, exist, and be done precedent to or in the authorization, issuance, and delivery of this Bond have been performed, existed, and been done in accordance with law; that this Bond is a special obligation of the Issuer; that neither the State of Texas, the City, nor any political corporation, subdivision, or agency of the State of Texas, nor any member of the Board of Directors of the Issuer, either individually or collectively, shall be obligated to pay the principal of or the interest on this Bond and neither the faith and credit nor the taxing power (except as described below) of the State of Texas, the City, or any other political corporation, subdivision, or agency thereof is pledged to the payment of the principal of or the interest on this Bond; that the principal of and interest on this Bond, together with outstanding bonds of the Issuer similarly secured, are secured by and payable from a lien on and pledge of certain funds created under the Resolution and the revenues defined in the Resolution as the "Pledged Revenues", subject to the Issuer s obligations with respect to the Prior Obligations (as defined in the Resolution), which include the proceeds of a one-half of one percent sales and use tax levied for the benefit of the Issuer by the City (the "Sales Tax") pursuant to Section 4B of the Act; and that the Registered Owner hereof shall not have the right to demand payment of the principal of or interest on this Bond from any tax proceeds other than the Sales Tax proceeds levied and collected for the benefit of the Issuer by the City pursuant to Section 4B of the Act, or from any other source. THE ISSUER has reserved the right, subject to restrictions stated and adopted by reference in the Resolution authorizing this Bond, to issue additional parity revenue bonds which also may be made payable from and secured by a lien on and pledge of the aforesaid Pledged Revenues subject to the Issuer s obligations with respect to the Prior Obligations.
IN WITNESS WHEREOF, the Issuer has caused this Bond to be signed with the manual or facsimile signature of the President of the Board of Directors of the Issuer and countersigned with the manual or facsimile signature of the Secretary of the Board of Directors of the Issuer, and has caused the official seal of the Issuer to be duly impressed, or placed in facsimile, on this Bond. Secretary, Board of Directors President, Board of Directors (SEAL)