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CM 1991-07-30 Minutes of July 30, 1991 The City Council of the City of Coppell met in special called session at 6:00 p.m. for an Advisory Board Work Session and at 7:00 p.m. for a Special Called Session in the Council Chambers of Town Center, 255 Parkway Boulevard, Coppell, Texas. The following members were present: Mark Wolfe, Mayor Bill Smothermon, Mayor Pro Tem Peyton Weaver, Councilman David Thomas, Councilman Tom Morton, Councilman Jim Cowman, Councilman Ron Robertson, Councilman Councilman Nelson was absent from the meeting. AlSo present were City Manager Alan D. Ratliff, City Attorney Lawrence W. Jackson and Assistant City Secretary Linde Grau. REGULAR SESSION - (Open to the public) Item 1 Call to order Mayor Wolfe called the meeting to order. Mayor Wolfe asked for a consensus of Council concerning Council's attendance at the Teacher's Luncheon, sponsored by the Chamber. which is to be held August 16, 1991, the same day as the City's Budget meeting. Mayor Pro Tam Smothermon stated that he felt the Council would be taking a lunch break, and attending the luncheon would give the City Council an opportunity to extend goodwill to the new teachers of the community. It was the consensus of Council to break for two-hours to attend the luncheon. Mayor Wolfe advised the Council that Councilman Cowman indicated that, if he had been present, he would have cast his vote in favor of the motions for the sign variances presented to Council at the July 23 City Council meeting. This would have constituted a 4-2 vote for approval rather than the 3-2 vote; therefore, these items will appear as consent items at the the next City Council meeting. Item 3 PUBLIC HEARING - TO consider matters relating to Coppell Gateway Public Improvement District, including consideration of a resolution making findings regarding the proposed district and authorization of the district. Mayor Wolfe then turned the meeting over to Hayor Pro Tam Bill Smothermon for discussion of the above item. Mayor Pro Tam Smothermon reported on the report from the Advisory Committee appointed by Council and called for by law. Mayor Pro Tam Smothermon referred to the report submitted to Council "Outline of Steps for Organization of PID" (attached Exhibit A) for the purpose of examining six (6) issues and make a finding as to there adequacy and, if Council is so inclined, approve a resolution establishing the district. Mayor Pro Tem Smothermon further stated that during the public hearing the Council would hear evidence as to some of the items so that the Council can make a determination as to the adequacy and have a basis in which to form the district. The six (6) items are as follows: 1. Advisability of the improvements 2. Nature of improvsmants - the Advisory Committee found that the area in question does need substantial drainage, sewer, water and paving CCH073091 PAGE 1 OF 5 improvements to improve it's market ability and to make an improvement to the City; therefore, the Advisory Committee recommended that the improvements are necessary for the development of the property and will provide enhancement to the City. Mayor Pro Tam Smothermon referred to information received from Catellus providing a breakdown of improvements which involve providing water, sewer, drainage and paving to the tract of land known as the Gateway Business Park, and advised Council that the Advisory Board had reviewed the proposed improvements and found that the nature of the improvements adds to the enhancement of the property and provides a benefit to the City by their nature in being constructed. (Exhibit B and C - Gateway Business Park Phase I and II "Infrastructure-Roadways and Utilities, Design and Construction Cost Summary.) 3. Estimated cost of improvements - Mayor Pro Tam Smothermon informed Council that the Advisory Board reviewed the estimated cost of these items to determine their responsibility and whether or not they come within a reasonable budget to he established by the district and approved by the City. City Manager Alan D. Ratltff advised Council that City Engineers from Ginn and Case, Inc. reviewed the documents that were supplied on the two projects and indicated that the amounts, unit values and cost placed there, were reasonable. Mayor Pro Tem Smothermon requested that Mr. Paul Phy, Attorney, testify to the items included in the bond issue other than the actual cost of the improvements. Mr. Phy addressed the Council at this time and informed them that the construction costs for Phases Iaud II estimated capitalized interest would be $364,000, letter of credit acceptance fee $63,450, issuance cost $118,605, which includes administrative costs and cost of issue for the public hearing and public notices, and reimbursement to the City for administrative expenses incurred, and an underwriters discount in the amount of $105,750 included in the petition which should be the maximum amount to be incurred. Mayor Pro Tam Smothermon confirmed with Mr. Phy that the items listed for improvements are the items that have to be constructed by law due to the wording of the petition and if for some reason the cost of improvements run more than they're projected to be, then Catellus will bare the cost of the additional items. Following questions from the Council, Mr. Phy informed Council that the estimated total would be $4,230,000 inter=st 4. Boundaries of district - Mayor Pro Tam Smotharmon stated that the Cvmmittee found, based upon the information that was presented, that the cost for the project appeared reasonable given the improvements to be made. The boundaries of the district are entirely within an area owned by Catellus (Exhibit D). Mr. T. Weldon Davis, questions from the Council. Mayor Pro Tam Smothermon further stated that there were no objections from any landowner within the district protesting the formation of the district, or the assessment that will be incurred by the landowners. CCM073091 PAGE 2 OF 5 5. Method of assessment - Mayor Pro Tom Smoth~'r~on further stated that the method of assessment suggested by the district is an assessment based upon nst useable square feet included in each individual tract. This method of assessment is approved by law and specifically stated within the statute as being an acceptable method. The Committee received written testimony from the Eugineerfpg Company of Albert H. Halff, Associates, Inc., as well as Catellus Development as to the reasonableness of this method of assessment within this particular district given the improvements to be added to the district and the use to which the land will be put. (These letters are attached hereto as Ezhfbit D and E) Mr. Paul Pby was then asked to give the recommendations and findings of Albert H. Halff, Associates, Inc., as well as Catellus to the reasonableness of the square footage assessment. Mr. Phy stated that Catetlns fs the sole ow~er of all the property in the district and there is no provisio~ for enlarging the district. The Council would have the option of not including ali the property, but once the district is formed the boundaries cannot b~ changed. Catellus advised Mr. Phy that they intend to sub-divide the property into multiple tracts for industrial and commercial usage and the nature of that in comparison to the type and use of facilities in short the water, sewer, drainage, streets, ars all designed to compliment that type of development. The design has beem done in accordance with the design criteria of the City, with estimates being based upon that, so that when the line~ are built and the streets paved they will become the property of the City. The probable configuration of the various tracts, and intended use of the tracts, and the fairest and most ~quitable way to pro-rate these costs among all portioi~$ of the land, is to do it on a net useable square footage basis as ~ppesed to any ether method which is authorized by the statute and; therefore, you have not burdened any portion of the land within the purposed district. Apportionment of costs between district/city - Mayor Pro Tom Smothermon requested Paul Phy, Attorney for Catellus Development Corporation, 8300 Douglas, Suite 800, Dallas, Texas 75225 and T. Welden Davis, Regional Vice President of Development, Catellus Development Corporation, 5429 LBJ Freeway, Suite 600, Dallas, Texas 75240, to address this issue of apportionment of costs between the district and city. Mr. Phy stated that the improvements to be made especially benefit the property contained w~thin the 222 odd acres. Those improvements are to be bore solely and exclusively by the property owner with a lien on the property and there is no justification allocating any portion of those costs to the City as a whole. Mr. Davis, Catellus Development, agreed that all the improvements are improvements that are required by the land and they are to be installed in compliance with City regulations for the development of the land. However, Mr. Davis also agreed that all the improvements are for the good of the property and sees no reason er Justification to ask for any public participation in funding assessments for these improvements, He further stated that Catellus will assume all liability for assessments. Mayor Pre Tom Smothermon stated that this concluded the report of the CCM073091 PAGE 3 OF 5 u0137 Advisory Committee and the Committee found that it could pass on all six (6) items. The improvements are needed and the assessment is a proper method of assessment given the improvements in tract and that all other conditions required by law have been met. Mayor Wolfe then asked anyone else who wished to address the Council in favor of this request. There were none. Mayor Wolfe then asked for those who wished to speak in opposition of this request. Again there were none. He then declard the public h~aring closed. Following a lengthy question and answer period, Mayor Pro Tam Smothermon moved that the Council finds that the City has adequatly addressed all six (6) items r~quired by law, that being the improvements called for in the petition are advisable, the nature of the improvements have been disclosed in the petition, the estimated costs are reasonable, the boundaries of the district have been established, the method of assessment will be net useable square footage which is a reasonable method of assessment given the improvements of the tract, the use to which the tract will be put, and the apportionment of the cost between the district and the City will be the district will bear 100% of the cost and the City will bear none of the cost. Councilman Thomas seconded the motion. Mayor Pro Tam Smothermon amended the motion to include the amount of $4,230,000 as a locked-in fixed figure. Councilman Thomas seconded the amended motion. Following further discussion Mayor Pro Tem Smothermon advised Council that after the City Council closes the public hearing and finds on the above six (6) items the Council will then move to the discussion of the resolutfon adopting the PID. At that time, the City Council can further discuss their concerns. Motion carried 5-1 with Mayor Pro Tam Smothermon and Councilmen Weaver, Thomas, Cowman, and Robertson voting in favor of the motion and Councilman Morton voting against the motion. Following further discussion, Councilman Morton expressed his concerns of the proposed time frame involved. Councilman Thomas stated that the scheduled dates, as indicated, are proposed dates; however, it is up to the applicant to expeditiously complete the process by satisfying Council with all issues, concerns and questions being clarified. Mr. Davis reiterated that the draft dates are an optimistic guide. Councilman Weaver requested clarification on the issues (Exhibit F) as outlined in the rough draft letter from the City Attorney Lawrence W. Jackson and questioned at what point these issues will become resolved relative to the process of the "Outline of Steps for Organization of PID." (Exhibit A) Mayor Pro Tam Smothermon stated that the issues in question must be resolved before any bonds can be authorized or issued. City Attorney Lawrence W. Jackson requested that all exhibits be attached to the minutes as a part of the permanent record. Mayor Pro Tam Smothermon moved to approve Resolution 073091.1 authorizing the establishment of the Coppell Gateway Public Improvement District and that the format/on of this district does not allow for the issuance of bonds until such time as the City's Counsel is satisfied that the City is not incurring any risk or cost with regard to these bonds, or the collection of the assessments which will pay these bonds. Councilman Cowman seconded the motion. Following review of the eight (8) items addressed in a letter from City Attorney Lawrence W. Jackson dated July 29, 1991 (Exhibit F), and discussion and concerns expressed by Council, motion carried 5-1 with Mayor Pro Tem Smothermon, Councilmen Weaver, Thomas, Cowman and Robertson voting in favor of the motion and Councilman Morton voting against the motion. Mayor Wolfe then thanked the members of the Advisory Com~ittee and those CCM07/30/91 PAGE 4 OF 4 that worked on behalf of the City, and commented on the cooperation between the public and the City. There being no further business to discuss, the meeting was adjourned. ATTEST: Ltnaa Grau, Assistant City Secretary ATTACHMENTS: EXHIBIT A - Outline of Steps for Organization of PID EXHIBIT B - Gateway Business Park - Phase I - Coppell, Texas EXHIBIT C - Gateway Business Park - Phase II - Coppell, Texas EXHIBIT D - Letter from Alhert H. Halff Associates, Inc. dated July 30, 1991 (Coppell Gateway Public Improvement District (proposed) EXHIBIT E - Letter from Catellus dated July 30, 1991 Assessment Method - Coppell Gateway Public Improvement District EXHIBIT F - Letter from Nichols, Jackson, Kirk and Dillard McCall, Parkhurst & Horton - dated July 29, 1991 - Coppell Gateway Public Improvement District EXHIBIT G - Coppell Gateway Public Improvement District (Proposed Boundaries) Site Plan - Gateway Business Park EXHIBIT H - Letter from Ginn & Case, Inc., Consulting Engineers, dated July 26, 1991 - Gateway Business Park CCM073091 PAGE 5 OF 5 MINUTES 07/30/91 MNTS3 OuT . NE OF STEPS FOR OF 7~ 1. Public Hearing to make findings required by §372.009(b) /~ a. Advisability of the improvements . ~.b. nature of impro~ments ~ i c. estimated costs of improvements ~ · ~. d. boundaries of district method of assessment and ~ ~ ~. f. apportionment of costs between district/city g. direct Advisory Body(or otherwise) to prepare (i) 5 year on-going Service Plan (ii) preliminary assessment roll AND establish.rules and procedures for administration of the district 2. Publish Notice of District Authoization ~--7/~ 3. Advisory Body (or others as directed by'City Council) -- meets to prepare Service Plan and Assessment Roll (Catellus provides proposed sequence for construction and property description for Assessment Roll) Proposed rules and procedures for a. preparing plans for improvements and review thereof b. taking of bids for improvements c. awarding contracts d. inspection during construction e. acceptance of work f. conveyance of right-of-way and easements g. method of preparing and collecting assessments h. procedures for payment of District bills, investment of District funds, paying agency/escrow agreements ~'~7 4. City Council calls, gives notice and holds public hearing on adoption of Assessment Plan. 9- I0 5. City Council authorizes sale of bonds to fund improvements and levys assessments to pay same / 0 - i O 6. Construction commences "EXHIBIT GATEWAY BUSINESS PARK COPPELL, TEXAS GROSS ACREAGE Phase I 103.823 acres Phase II 118.8952 acres Total 222.7182 acres NET DEVELOPABLE AREA (Available for PID Assessment Purposes) Phase I ACRF_~ SOUARE FEET Block 1 26.1265 1,138,069 Block 2 70.1255 ac Gateway Circle (3.64 ac) 66.4855 2,896,108 Phase II ~'~ Unplatted 118.8952 ac Freepor~ Parkway (4.1384 ac) Cowboy Drive (1.03 ac) Grapevine Creek (7.6666 ac) 106.0602 4.619.982 Total Net 198.6722 acres 8,654,159 SF 0AT, WAY BU~INBSS PAI~ PHAS~ I COPI~.L, T~XAS ~UCTUR~ROADWAYS & UTIt.WIB~ DBSION & CON~'I~UCTION COST SUMld~Y 'EXHIBIT .GERT I~Y:C~TELLLr_~ D~L ~ ; ?-Z~-91 12:24F:'M ; 2~4~?,03292-~ ;~ GATEWAY BU~ PAl~ "EXHIBIT ALBERT H. HALFF ASSOCIATES, INC, ENGINEERS * SCIENTISTS · SURV£YOR5 DALLAS, ARLINGTON * CHICAGO * FORT WORTH ~,,Ta,~.oo~ July 30, 1991 Mayor and City Council City of Coppell P,O. Box 478 Coppell, Texas 75019 Re: Coppell Gateway Public Improvement District (proposed) Gentlemen: At the request of Catellus Development Corporation, we have reviewed the proposed method of assessing property within the referenced District on the basis of net useable square feet of each site. Catellus, as the sole owner of the property within the District, has advised us that the property will be subdivided into multiple tracts for industrial/commercial purposes and specified the type, estimate costs and nature of the proposed water, sanitary sewer, storm sewer, drainage and street facilities proposed to be acquired or constructed by the proposed District. We are also advised that all facilities will be constructed based on the design criteria of the City and upon completion will become a part of the City's water, sanitary sewer, drainage and street systems. Based on the specific nature and type of facilities, the probable configuration of the subdivided tracts, the nature and type of the intended use of the tracts and the necessity for these basic infrastructure facilities, it is our opinion that the land within the District will all be specifically benefitted so that an assessment based on the net useable square/borage of each tract is a fair, equitable and reasonable means of requiring each site to pay its fair share of the costs of the specified facilities. .~/.,ours very truly, BERT I-~ ~IALFF ASSOCIATES, INC.  Sl~nt . cc: Mr, T. Weldon Davis Catellus Development C?rp. 'EX}I/BIT D" C A T E L L U S IP July 30, 1991 The Honorable Mark Wolfe Mayor CITY OF COPPELL P.O. Box 478 Coppell, Texas 75019 Re: Assessment Method Coppell Gateway Public Improvement District Dear Mayor Wolfe: Catellus Development Corporation is the sole owner, in fee simple, of the 222.7182 gross land acres/198.6722 net land acres, within the boundaries of the requested Coppell Gateway Public Improvement District. In preparing our request for formation of a Public Improvement District, Catellus has analyzed the costs and type of improvements required to develop the property as related to the special benefits to be derived by each of the developable sites. It is our opinion that, considering the proposed industrial and commercial development planned, the costs expended and benefits derived are substantially and reasonably equal for each and every development site. It is our further opinion that of the authorized assessment methods, the fairest and most equitable method seems to be the equal assessment method. For these reasons, we request and support an assessment method which will result in an equal rate of assessment for each square foot of net land area within the proposed Public Improvement District. Furthermore, Catellus will commit to a format which will require that upon the sale of any site the pro rata share of the cost of PID financed improvements for that site shall be paid in full, bond indebtedness reduced accordingly, and no further assessment shall be due for that site. As Regional Vice President of Development for Catellus, I am authorized and empowered to make this representation and commitment for and on behalf of Catellus with the understanding that you will rely hereon in connection with your consideration to grant approval to authorize the proposed District. Sincerely, . . f (-~'T. Weldon i)avis~ Vice President, Development TWD:If CATELLUS DEVELOPMENT CORPORATION 5419 LBJ FREEWAY, SUITE 600 ' DALLAS, TEXAS 75240-2609 ' TEL 2~4 980-7707 FAX 114 770-3272 **EXHIBIT E' TO: Members of the Ci~ Cou~il of the Ci~/of Coppell, Texa~ FROM: Nichols, Jack. n, Kirk and Dillard McCall, Parkhufst .e, Horton DATE: July 29, 1991 RI~: Coppcll Gateway Public Impt'ovemeut District Attached hereto is a ,ucmorandum dret~i b~ Otc CtWs attorneys ia order to clariP/fOr thc developer, Eatellus Development Corporation CCatelius'), the City's concerns l~'naining to the proposal authorization of the Coppell Gateway Public Improvement District (the *PID') and the issmencc of honda by the City to finance ccttein proposed improvements in the PID. The attached memorandum, which l~ summarized below, is als~ a good.faith effort of thc City to specify for Catelins the conditions tlmt the City needs satisfied in order to be fully protected ia the issuance of thc r~lUeStCd City as~asment bond.~ It is important to note that thc PID Is not a distinct legal entity with its own soverniag body, but is in fact j~t one way for the Chy to provide improvcrncnta to a dcP. ued area within the City. Thus, the actions taken ia this project will bc those of the City, and the City will be responsible roi' this project. The purpose of authorizing thc PID and issuing the bonds, is to pre~de fends which will bc used to make public improvements in the PID such as road~ water and sewer iafruslmcture, landscapia$, st~ect liglits and d~aina~e facilities. Catellu.~ baa reprc~nted that it will develop the area in the PID by building commercial and industrial properties which will be leased to appropriate tenant~, Catellu~' intent is to twa tile ~ as a long-term invc.nUnent. Thus. if Catallns rcmaius the only iandowaer in the PID, it will he t~ only entity wldch will make asse~ment payments, and in that casa it will bear the ct~t of the improVcmen~ Carelha~ has stated that it has already incurred ia excess of $1 million for cer~ of such improvemca~ When the bond~ are tssu~l, thc City will acquire the completed improvements from Cat¢llns by reimbtsrsli~ C. atcllns out of bond proceo3~. The City will usc the temainia$ bond proceeds to construct the rest of the iatended improvements. Catellus ha~ advi~ the City that it needs as~umnce~ in the near future Ihet the City will lssn~ thc bonds to provide funding for the remaining imprcn~ems so thai it can So forward with ccrtaia of the work, most notice, ably on tile drop-structure needed to address drainage problclns in the PID. itt dtscuasions with Catellus and its financing team lust week, reprmentetlves of thc City advised Catellua that the City would outline its coll0enm aad .e~mc propor~d conditions raider which ~ step~ can he taken to (a) ensure that sufficient security is provided in coam0gtion with tl~ issuance of bonds to protec~ the bondboldcr'a inv~tmcnt and thc C/ty~s credit, (b) to ensure tlmt State laws ~ovetliiag tile issuance of bonds, and in particular, restrict/vt State ~ Fe..f~ining to the pov/e~ of munielpaliti~ to enter into VariOUS ~iads Of *~it enhal~'ell~"_:lttS.* such lctier'~ of gl*odit* age complied with in afl reap~ (c) that ia the event that ttte third part}, which co~ttactuaily obligates itseff to provtd~ sucli e~! enhanconsant i~ reqniged to honor it~ obligations due to insufficient asseasmeflt revenne~, t~ ia an eir~t, Imv co~t end ftolld~fuptive m~thod of reimbutain8 such pretty alld (d) that f~dcrai incame tax lava ~Nff~tninln~ IO ta~.4~g~lipt bonds are complied with in all respects. There fotiows a summary of the conditions which were outlined to CateHIt$ by the City's altont~ys on July 27, 1991: SENT BY;3tCCALL P.~KHL;RST ; 7-2cj-9~. : 5:1~.P.~ ; ~,~C.~L PARKHLRST'-CITY OF COPPELL TX :# 8/ ? Catcllas Development Corporation 1. TI~ City will not publish notto$ of thc PID's authort~ation, which is the fi~Lal act which must be taken before the P1D is lesally authorized, until an ordinance providing for tl~ pt, o~durm for administration of thc PID is adopted by tho City Council. 2. The City wQI agree w/th Catcllus as to ti,*' estirnatnd amoum of adminlstrat/vc overbead that will be allocated to the PID and such amount will be paid annually to tim City. ' 3. Catellm will p~ the City with evidence that all ffMel~, slate and local permits aoeessasy for tho construction of the improvemenu ILave been obtil~zl. The bonds ,Mil be approved by the Texas Attorney General in accottlance with Sm:c law. 5. Catellus will provide independent evldeacc for the City Council to rely on In d~termining the manner in which the asse~ments are allocated to the property, In order that the City Council makes it cleat that it has discharged ira reaponaibility in an appropriate ~ ptovidod by Stat~ law, 6. Thc City and Catell~ will mutually asree to a firm of attorneys which has partlct~lar expertise in tax-exempt ~.,~essment financIngs m act as Special Tax Counsel to cnsuro that the bonds are issued in accordance with federal income tax la~,~. 7. The bonds shall be issued pursuant to a t_rust indenture. The trustee wifl enforce tho provisions tieccssary to protect the bondholdet~' investment, and will also cnforee the agreement of Catellus tO tbe CitT under which Catellos allall prepay any oumtanding assc~ments if Catellus conveys the land on which the asseasrncnts have been made prior to the payment of thc bonds. 8. Tile City an~ CatcHus will agrc~ to appropriate Cr"dit enhancement which protec~ tho C/ty's credit and pfovi4~ ~r an cfficicrtt method of fo~g on the nc~ I~ ~m ~te C~y will m~t age, re C~J~ ~ ~ ~ w~ ~e ~ss~l ~ C~te~lus has ,~ provided thc City ,Mth thc ~oe~fl~ of thc credit enhan~cmeat through a t~rm shoat, ', commttmeat letter, or othonvi~, that ~ts out In dolail tl~ City's obl~atiOllS ~ a result of su~it credit enhancement, and special tax couns~ has approved the tcrm~ of tho credit enhancement as complying ,Mth federal income tax PUBLIC IMPROVEMENT DiSTRiCT COPPELL GATEWAY (PROPOSED BOUNDARIES) PHASE I SITE PLAN 225 ACRES-COPPELL, TEXAS ~ATELLUS DEVELOPMENT CORPORATION BBB ......... ~' ~''' "EXRI'~IT G' O0,~J 48 GINN & CASE, INC. CONSULTING ENGINEERS July 26, 1991 Mr. Gary $ieb City of Coppell P.O. Box 478 Coppell, TX 75019 Re: Gateway Business Park In accordance with your request, we have compared the unit prices for the Gateway Business Park furni~hed by your office to the unit prices for some work on ~ome of our recent projects. In general, the unit prices appea~ to be in line with other projects of similar scope. Dis~mer: We have not reviewed the quantities of the various items of work and do not know if they accurately reflect the magnitude of the project. This unit price comparison is not an estimate of the cost of the work. If we can be of further service, please advise. Sincerely, H. Wayne Ginn, HWG/dsp 171()3Pr¢.~ionRo0d * Suile lO0 a Dallas. Tcx~s75245 · Phone 214/248-49t,','D P.O. Box796577 * Dallas. Texas75379.6577 '~ FAX 214/931-1452 - ' "EXHIBIT