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HomeMy WebLinkAboutCOUNCIL - AGENDA ITEM - 06/09/2009 - SECOND READING OF ORDINANCE NO. 053, 2009, APPROPR ITEM NUMBER: 4 AGENDA ITEM SUMMARY DATE: June 9, 2009 FORT COLLINS CITY COUNCIL STAFF: Mike Freeman Josh Birks Christina Vincent SUBJECT Second Reading of Ordinance No. 053, 2009, Appropriating Funds From the City's General Fund Reserves for Transfer to the Fort Collins Urban Renewal Authority for the Purpose of Providing a Loan for the Rocky Mountain Innovation Initiative Project. RECOMMENDATION Staff recommends adoption of this Ordinance on Second Reading. EXECUTIVE SUMMARY Ordinance No. 053, 2009, unanimously adopted on First Reading on May 12, 2009, authorizes a loan, as authorized by City Council Resolution 2008-121, to the Urban Renewal Authority(URA) in the amount of$5,303,939. The loan will enable the URA to lend Rocky Mountain Innovation Initiative Properties, LLC (RMI2 Properties, LLC) the funds necessary to construct a new facility for the business incubation program. RMI2 Properties,LLC is associated with the Rocky Mountain Innovation Initiative,which runs a successful science and technology incubation program on behalf of the City and other sponsors. Since the first reading of the RMI2 item, the appraisal for the property has been completed by Shannon & Associates. The land appraisal evaluates the land "as-is" or raw land value, without development approvals or improvements. The appraisal places the current raw value of the property at $5.10 per square foot a reduction from the contract price of $8.00 per square foot or nearly $200,000 reduction on the purchase price. Therefore, the land purchase price needs to be re- negotiated or RMI2 Properties LLC will terminate the project. The UDP team is reviewing an offer from RMI2 properties that moves the building to the west side of the property and provides additional buildable land. Assuming a mutually agreeable resolution can be achieved, RMI2 will either have a reduced land price or additional buildable land. An executed and revised contract will be complete by June 8, 2009. This contract will be provided in the"read before packet,"along with a brief memo describing any pertinent changes. The contract between RMI2 and UDP does not involve the City or the URA but is part of the protection to the City through the assignment of rights included with the loan agreement. ATTACHMENTS 1. Copy of First Reading Agenda Item Summary - May 12, 2009. (w/o original attachments) 2. Memorandum from Gary Schroder, Utilities, Regarding LEED rating for RM12 Building. ATTACHMENT 1 ITEM NUMBER: 3 AGENDA ITEM SUMMARY DATE: May 12, 2009 FORT COLLINS CITY°COUNCIL-', STAFF: Mike Freeman /( Josh Birks Christina Vincent SUBJECT First Reading of Ordinance No. 053, 2009, Appropriating Funds From the City's General Fund Reserves for Transfer to the Fort Collins Urban Renewal Authority for the Purpose of Providing a Loan for the Rocky Mountain Innovation Initiative Project. RECOMMENDATION Staff recommends adoption of this Ordinance on First Reading. FINANCIAL IMPACT n TP V The construction of the Rocky Mountain Innovation Initiative(RMI2)facility will benefit both the Fort Collins Urban Renewal Authority(URA) and the City of Fort Collins (City): • URA—Benefits from additional property tax increment,a portion of which will be dedicated to the project. • CITY—Benefits from continued economic development by RMI2 through the support and expansion of science and technology businesses, high-wage jobs, and venture capital and grant investment. The City will support the effort by making a $5.3 million dollar loan to the URA to fund the development and construction of a 31,000 square foot,4-story,LEED Gold certified building. The building will include approximately 29,000 square feet of rentable office space and 3,000 square feet of wet lab space. The top floor will'be rented•at market-rates-to further subsidize the lease rates for RMI2 participants. The cash for the loan between the City and�the URA will come from the City's investment funds. The City will earn return o2.5 percent o this cash while it is tied up in this arrangement,roughly equal to the Treasury�Bill,retuin-at the time-of initial negotiations with RMI2. The new facility will generate approximately$4.3 million in tax increment revenue over the 20 years remaining for the URA. The proven success of RMI2 as an economic development stimulus engine makes the project worthy of URA assistance. The project needs $2.8 million or 65 percent of the estimated total in URA assistance to subsidize lease rates near the current level. The $2.8 million in TIF will be pledged alongside lease revenue from RMI2 to fund loan payments on the $5.3 May 12, 2009 -2- Item No. 3 million loan made by the City to the URA allowing lease rates for RMI2 participants to remain below market rates. EXECUTIVE SUMMARY The new facility for RMI2 will Cost approximate ly$7..1 million to develop and construct. The City will provide a loan of$5.3 million to the URA to cover development and construction costs, a portion of which will be offset by the $2.8 million in pledged TIF. The proposed New Market Tax Credit(NMTC) financing solution will contribute $1.8 million in project equity. In the long-term, RMI2 will owe approximately $2.6 million on a $7.1 million project as a result of this financing solution. Ordinance No. 053, 2009, authorizes a loan, as authorized by City Council Resolution 2008-121, to the URA in the amount of$5,303,939. The loan will enable the URA to lend Rocky Mountain Innovation Initiative Properties, LLC (RMI2 Properties, LLC) the funds necessary to construction a new facility for the business incubation program. RMI2 Properties, LLC is associated with the Rocky Mountain Innovation Initiative, which runs a successful science and technology incubation program on behalf of the City and other sponsors. The deliberations as City Council should focus on the worthiness of this investment as a key economic development tool for<the City and Region. The underly ng details of the project and the financing solution should be questioned 'and discussed-'by the URA Board of Commissioners. The loan will have a 20 year term, 2.5 percent interest rate, anndd stipulate interest only for the first seven years consistent with the City's Investment Policy. In addition,the loan agreement stipulates two disbursements from the loan. These disbursements will mirror the anticipated disbursements required to fund the construction of the RMI2 facility, which will be owned and operated by RMI2 Properties, LLC. The first disbursement of$1,100,000 will be used to fund a "Bridge Loan" to RMI2 Properties,LLC for the development costs occurring prior to the closing of the NMTC loans. These development costs include: subdivision of the property, entitlement, development review, building design, and land acquisition. The second disbursement of$4,203,939 will occur when the NMTC loans close and provide the URA the necessary cash to fund the senior leverage loan in the NMTC structure. BACKGROUND /� /7 \\ I I )7 RMI2, originally the Fort Collins Technology Incubator program launched in 1998, has evolved from its original program to a`501(�3�on-profit ganization with an expanded mission and regional focus. Its mission to�ne able arid=accelerate the success of innovation-based start up companies and promote the entrepreneurial culture of scientific and technology based companies has generated 162 high-wage jobs, generated $53 million in investment and grants, and created numerous programs and services for entrepreneurs, since 1999. RMI2 enables and accelerates the success of innovation-based start-up companies and promotes the entrepreneurial culture of scientific and technology based companies in the Northern Colorado region. This has been a vital component of some of Fort Collins economic development successes, May 12, 2009 -3- Item No. 3 i.e., Sprig Toys, 2009 Toy of the Year maker is a graduate of the program. The City of Fort Collins graciously made City-owned facilities available to RMI2 and its clients. The first facility was made available in 2004 and two additional facilities in 2007. The value of these facilities provided by the City, offered at cost only(e.g., Utilities) is,app roximately$200,000:annually. In addition, the City provides approximately $100,000 annually in op��erattoon es revenu directly to RM12. The proposed RMI2 facility will�enab'le the=pr Jgra [to. • Continue its current programs; • Expand the capacity the program to offer space to start-up companies; • Offer new wet lab facilities for bioscience participants; • Continue to offer below market rate rents for participating companies; • Offer a central location near downtown for entrepreneurial events and activities; and • Relieve the City of the provision of facilities, subsidized lease rates, and property management. The program is rapidly out-growing its current facility. As a result,RMI2 approached the Northern Colorado Economic Development Corporation (NCEDC) for assistance with the site selection for the facility. NCEDC managed the site selection process according to the normal process. The process includes advertising the request and soliciting responses through the NCEDC broker and developer distribution list. Based:onNthe responses,the;proposed-site was selected for construction IV of the new facility because it met the requirementsiand was wit111,1, i he North College Urban Renewal Area boundary allowing for tax iin�c�r�en't ass n The proposed site is in the planned Inverness Innovation Office Park located on the 200-500 block of East Vine Drive. The property is located on the former Waste Management site. The master site plan for the site includes four commercial buildings catering to similar high-tech and energy tenants to the participants in the RMI2 program. The development plan for the site includes both the north and south side of East Vine Drive and will require significant public improvements. The southern portion of the property is located within the Downtown Development Authority (DDA) boundary, while the northern portion of the site is located in the URA. Eventually both entities will contribute to the development and construction of public improvements along East Vine Drive and the river. RMI2 is a non-profit organization that receives funding through donations and contributions from regional partners including: the City of Fort Collins (largest contributor), the City of Loveland, Colorado State University, CSU Research Foundation,and the NCEDC. RM12 cannot provide the upfront revenue to fund the hefty costs associated with development and construction of a new facility. The use of property TIF�assiss�tance•and the-NMTC—program make the project financially feasible by providing the necessary up f ont revenue to,fnnd',d�velopment and construction of the facility. Furthermore,this financial assistance reduces the loAr� ayments significantly allowing the projected revenue from RMI2 participanA�leases-to�fund the1-loan payment associated with the project. Therefore, the City will realize an immediate savings of$200,000 annually in real estate value by freeing up the current space occupied by RMI2 for market rate leases or other use by the City (both of which are currently prevented by the presence of RMI2 in the facilities). May 12, 2009 -4- Item No. 3 SUMMARY OF KEY BENEFITS • The City gains a LEED Gold Certified facility to house the Rocky Mountain Innovation Initiative a key part of the;@ity's economic-development strategy. • The City benefits from�tr'eet imp o'vements tloz st V\Drive that include sidewalks,curbs, gutters and much needed-public infrastructure-that is currently non-existent. • The City helps RMI2 move towards the eventual goal of self-sufficiency by assisting to fund a building that will ultimately generate revenue for the program to subsidize leases and offset operating expenses. • The URA gains a redevelopment project that helps to revitalize the North College area and East Vine Drive specifically. • The URA provides financial assistance to a primary job generator that has a proven record for creating high-wage jobs and new companies that remain in the City.. • The URA gains an additional $1.5 million for other public improvements in the Plan Area. SUMMARY OF PROJECT COSTS Vd1op The proposed facility will cost approximately $7,114,95 and construct, as shown in Table 1 (refer to the detailed budgetinclu�ded.in URA application/packet). Staff has had on going discussions with the project applicant and has reviewed the details supporting these cost estimates for propriety and reasonableness. A timeline for construction has been attached (refer to the URA applicant/packet) and shows construction beginning in November 2009 with completion approximately 12 months later. The project applicant will be available to discuss the costs and timeline for construction. Table 1 Summary of Project Item Phase I Phase II Total Percent Costs Raw Land $520,533 $0 $520,533 7.3% Development Costs Professional Fees $411,940 $67,635 $479,575 6.7% Development& Permit'Feesl $251;0M$.289�342 -.T $314,446 4.4% Subtotal $437,04 $3'56,977✓ $794,021 11.2% Construction Costs Hard Costs $0 $4,657,764 $4,657,764 65.5% Owner FF& E $0 $75,000 $75,000 1.1% Developer Fee - UDP $25,001 $226,382 $251,383. 3.5% Subtotal $25,001 $4,959,146 $4,984,147 70.1% Financing $53,000 $407,177 $460,177 6.5% Contingency $64,422 $291,650 $356,072 5.0% Total Cost $1,100,000 $6,014,950 $7,114,950 100.0% May 12, 2009 -5- Item No. 3 SUMMARY OF FINANCING The proposed financing solution includes a combination of funds including a loan, URA TIF revenue,and NMTC equity. The-complete-financing=solution•distributes the cost and risk between these three revenue sources. The/?total cost,mcludmg costs associated with the NMTC program,will be approximately$7.3 million The City, piovid proximately$5.3 million or 72 percent of the total amount through a loan to.the16R'%amortized.over 20 years at 2.5 percent. The first seven years will be interest only with payments deferred for the first four years because of the NMTC requirements. The NMTC equity investor, US Bank Community Development Corporation (USBCDC), will provide $2.0 million in gross equity. The project will use approximately $7.1 million of the funds for construction with the balance funding the cost of the NMTC financing structure (approximately $200,000, paid for out of the NMTC equity investor contribution), as shown in Table 2. Table 2 NMTC Revenue Amount Percent NMTC Revenue URA Senior Leverage Loan $5.3 Million 73% USBCDC-Gross Equity $2.O Million 27% Subtot V r $7,)Million 100% Less:NMTC Fees' $0 2 Million 3% Net NMTC�R ,evenue $7.1 Milli 97% The URA will make two loans to the project, as shown in Table 3. The first loan will be made to cover development costs. This "Bridge Loan" will be for one year at 2.5 percent interest. The second loan will be made for $5.3 million to the NMTC structure as the senior leverage lender, meaning that the URA will have the senior position within the debt structure that ultimately funds the construction of the RMI2 facility. This loan will be funded by the remaining$4.3 million from the City to URA loan and the proceeds from the repayment of the Bridge Loan, which will occur at the time the NMTC loans close, at or near the beginning of construction in November 2009. The loan will be for 20-years with the first seven years will be interest only at 1.5 percent. In the eighth year, the loan will re-amortize for 20-years on the remaining principal (estimated at $2.6 million) and re-price to 2.5 percent interest to maintain the City's targeted return of 2.5 percent. Table 3 / URA Loan Disbursements /11 7 7 NMTC URA Loan Disbursements Phase I - Development ('Bridge Loan") $1.1 Million Phase I I-Construction $4.2 Million Total Loan Amount $5.3 Million NMTC Net Equity $1.8 Million Total Net Revenue $7.1 Million May 12, 2009 -6- Item No. 3 During the NMTC compliance period,a seven year period that provides the tax credit benefit to the equity investor, the URA loan to the NMTC structure will remain fixed at 1.5 percent. However, the proposed financing solution includes the proposed dedication of 65 percent or $2.8 million of the TIF associated with the project---These-TIF.monies:will-be available once Larimer County has issued the Certificate of Occupancy, likely to occur after construction is completed. Therefore,the TIF revenue will be available starting in, he thilydl year(duelt the delay caused by payment in arrears for property tax)to offset-the-loan payments from the URA to the City on the original loan. These monies combined with the interest payment coming from RM12 Properties,LLC will exceed the City's target of 2.5 percent return; therefore, the URA can offer a discount on the interest rate to RMI2 Properties, LLC during the NMTC compliance period. The result of the proposed financing solution is a long-term debt to RM12 Properties, LLC of approximately $2.6 million, as shown in Table 4. Table 4 RM12 Long-Term Debt Summary NMTC Total Project Cost $7.11 Million Less NMT1G`Equit NT $�1:8 Million Less: URAContribution $2t8,Million R�MII Lo g�TermDebt l $2.6�Million Includes $100,000 NMTC Exit Fee APPLICABLE URA POLICIES "The URA will only assist development and redevelopment projects that meet the identified objectives of the respective Urban Renewal Plan (URP) area." URA staff has identified the following components in conformance with the North College Urban Renewal Plan and integrated into the RM12 proposed facility. • "To facilitate redevelopment and new development by private enterprise through cooperation among developers and public agencies to plan, design and build needed improvements. " The proposed project will be a private/public partnership that includes the construction of a major catalyst project in the plan area that will generate primary jobs for the City. � �� �� • To effectively utilize undue e�velope`d,an un_derl developed land. This site was historically used by Waste Management. The proposed use of the site for as the Innovation Office Park constitutes a higher and better use of the property, which currently sits vacant. • "To ultimately contribute to increased revenues for all taxing entities. " The proposed property tax increment generated from this project will ultimately increase the valuation of the surrounding areas and benefit all taxing entities. This project will be the first of four proposed buildings on the property and set the stage for future development of the site. May 12, 2009 -7- Item No. 3 • "To watch for market and/or project opportunities to eliminate blight, and when such opportunities exist, to take action within the financial, legal, and political limits of the Authority to acquire land, demolish and remove structures,provide relocation benefits, and pursue redevelopment, improvement-and rehabilitation projects. " The project reuses an existing site that is vacan{and includes dilapidated buildings. The project will remove these physical symbols of blight and help to revitalize the surrounding area. SUMMARY OF TIF USAGE Although a formal dedication of TIF is not being considered at this time, the project has requested a TIF allocation of$2.8 million, which is consistent with the staff and NCCAG recommendation. The TIF will be used to offset a variety of costs show in Table 5. This preliminary information provides background for the discussion concerning the bridge loan and future resolution on TIF dedication. Table 5 Tax Increment Financing Usage Item Amount Fagade & Roofing $781,318 Site Improvements $250,000 Site Prep t&Processing �$40,510 LEED Gd0,Certifica`ion $299,767 Land AcquibRion and Shared Detention $520,403 Construction Hard Costs $908,002 TOTAL URA Contribution $2,800,000 This project is consistent in achieving the following URA policies and will help accomplish the goals within the North College Urban Renewal Plan by: • Revitalization on blighted property; • Stimulating private investment within the project and the surrounding area; • Attracting primary jobs; • Facilitating infrastructure improvements; and • Achieving green built goals through LEED Gold certification. Staff has reviewed the RMI2 development pro forma-to evaluate the need for financial assistance. /� z9 /`" e r1\ \ C 7/ This analysis shows that RMI2 which operates�as a non-profit company, clearly needs financial assistance to provide subsidized(office anal wet lab space to participants of the incubation program. Therefore, the financial assistance proposed doesiot provide an unreasonable financial return to RMI2. Any financial assistance ultimately goes to subsidize the lease rates for participants and the operating costs of RMI2. May 12, 2009 -8- Item No. 3 ATTACHMENTS 1 Loan agreement between the City and URA. 2. Promissory note. 3. Master Covenant. 4. Rights of first refusal anqfirstooffer. 5. Powerpoint presentation. ATTACHMENT 2 Utilities electric stormwater wastewater water City ®f 700 Wood Street F®B ®��I�� 97 Box580 Fort Collins,CO 80522 970.221.6700 F970.221.6619—fax 970.224.6003—TDD utilities@fcgov.com fcgov.corn/utilities MEMORANDUM Date: June 1, 2009 To: Josh Birks, Economic Advisor—City of Fort Collins From: Gary Schroeder Re: LEED rating for RMI2 building This is in response to Council's inquiry as to whether it makes sense for the RMI2 project to shoot for a LEED Platinum rating vs. LEED Gold. Fort Collins Utilities' is participating on the design team for the RMI2 project through our Integrated Design Assistance Program (IDAP). The IDAP provides financial incentives and technical support to improve energy efficiency in new construction. Since the program's beginning in 1996, we have participated in the design of more than 20 high-performance buildings in Fort Collins. Although IDAP is not directly tied to the LEED rating system, many of the projects we work with are LEED projects and our work helps earn LEED points. Since RMI2 is a City-financed project, it must meet a minimum of LEED Gold certification. The question was raised as to what it would take for this to be a Platinum project. A very preliminary assessment was done on the project by the Institute for the Built Environment(IBE) to evaluate roughly where the LEED rating might stand. Given the conceptual design and a number of assumptions about credits for the site and building, the current score would be 62 credits in the Yes category and 33 in the Maybe category. The threshold for a Gold rating is.60 points and for Platinum it's 80 points. Depending on design integration and budget, a number of other points are possible, as follows: Category Possible Additional Strategies Points Energy 9 Go from 30% to 48% energy savings On-site Renewable Energy 7 13% of electricity from Photovoltaics Site credits 4 Habitat, open space, stormwater, heat island, innovation Green roof, good landscape design Monitoring & Verification 3 Plan & Execute M&V plan Other misc. points 10 Indoor air quality, materials, etc. Assuming that another 20-25 points are possible from this list, LEED Platinum could be achieved. However, some of the strategies to achieve those points, while adding value to the project, will have to be weighed in light of the budget. Some examples of.more costly measures are photovoltaics (solar electric), ground-source heat pumps, and a green roof. Fort Collins From our perspective, actual building performance is more important than the rating it achieves. Ratings do not guarantee performance. Our recommendation is to design and construct the highest performing building possible within the budget, using an integrated design approach, LEED as a reference (not a design tool) and then see how it scores. This process could produce either a LEED Gold or Platinum building, but in either case budget dollars will be optimized to reduce energy, maintenance costs, and environmental impact (especially in terms of reduced carbon emissions). ORDINANCE NO. 053, 2009 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROPRIATING FUNDS FROM THE CITY'S GENERAL FUND RESERVES FOR TRANSFER TO THE FORT COLLINS URBAN RENEWAL AUTHORITY FOR THE PURPOSE OF PROVIDING A LOAN FOR THE ROCKY MOUNTAIN INNOVATION INITIATIVE PROJECT WHEREAS, the Fort Collins Urban Renewal Authority (the "Authority") was created on January 5, 1982 to prevent and eliminate conditions related to certain blight factors in the City;and WHEREAS, the City Council, by Resolution 2004-152, has made findings required by Colorado Revised Statutes Part 1 of Title 31, Article 25 and declared the area described in Resolution 2004-151 as blighted and approved the Urban Renewal Plan for the North College Avenue Corridor (the "Plan"); and WHEREAS,on August 15,2006,the City Council adopted Resolution 2006-082 authorizing an intergovernmental agreement between the City and the Authority whereby the City will provide support services to the Authority and will advance funds to the Authority so long as the advance of such funds is evidenced in writing by a promissory note; and WHEREAS, the Rocky Mountain Innovation Initiative is a private 501(c)(3) non-profit organization with a mission of enabling and accelerating the success of high growth, high impact, innovation-based startup companies and promoting the development of an entrepreneurial culture and infrastructure to sustain and nurture scientific and technology-based industries in the Northern Colorado region; and WHEREAS, RMI2 has evolved from the successful Fort Collins Technology Incubator launched by the City in 1998 and funded over the years by the City,Colorado State University,CSU Ventures and the Northern Colorado Economic Development Corporation; and WHEREAS,RMI2 has contracted with a local developer to acquire property for,design,and construct a 31,000 square foot, 4-story, LEED Gold certified building and related improvements near the intersection of East Vine Drive and Redwood Street (the "Project"); and WHEREAS, RMI2 has requested that the Authority finance the Project; and WHEREAS, RMI2 will partially repay the loan from the Authority with rental income generated by leasing office space in the building and with funds obtained through fund-raising efforts; and WHEREAS,the balance of the loan will be repaid using the tax increment funding generated by the increased increment of property tax that will be collected because of the Project; and n WHEREAS,the Authority recognizes the benefit that will result to the Plan area because of the Project and has determined that it is in the best interest of the Authority to make the loan requested by RMI2 and commit the additional increment of property tax generated by the Project to funding the construction of the Project; and WHEREAS,the Authority must borrow funds to pay for the construction of the Project;and WHEREAS, the City Council has adopted Resolution 2008-121, which updated the City's Investment Policy to allow for interfund borrowing; and WHEREAS, City staff has prepared and placed on file in the office of the City Clerk a proposed promissory note (the "Note") and loan agreement in the form entitled"Loan Agreement Between the City of Fort Collins and the Fort Collins Urban Renewal Authority for funding the Rocky Mountain Innovation Initiative Project" (the "Loan Agreement"); and WHEREAS, the City has funds available in its General Fund Reserves to fund the loan to the Authority and finds it is in the best interests of the City to authorize execution of the Loan Agreement and certain related documents; and WHEREAS,Article V,Section 9,of the City Charter permits the City Council to appropriate by ordinance at any time during the fiscal year such funds for expenditure as may be available from reserves accumulated in prior years, notwithstanding that such reserves were not previously appropriated; and WHEREAS, it is the desire of the Council to appropriate the sum of $5,303,939 from General Funds Reserves for transfer to the Fort Collins Urban Renewal Authority, as a loan. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That there is hereby appropriated from General Fund Reserves the sum of FIVE MILLION THREE HUNDRED THREE THOUSAND NINE HUNDRED THIRTY NINE DOLLARS($5,303,939)for transfer to the Fort Collins Urban Renewal Authority and appropriated therein as an interest-bearing loan, to provide the Fort Collins Urban Renewal Authority with the necessary financial support for the Rocky Mountain Innovation Initiative Project. Section 2. That the Note, Loan Agreement and related documents are hereby approved by the City Council on substantially the terms and conditions contained therein, subject to modifications in form or substance as the Mayor may, in consultation with the City attorney, deem to be desirable and necessary to protect the interests of the City. -2- Introduced, considered favorably on first reading, and ordered published this 12th day of May, A.D. 2009, and to be presented for final passage on the 9th day of June, A.D. 2009. Mayor ATTEST: City Clerk Passed and adopted on final reading on the 9th day of June, A.D. 2009. Mayor ATTEST: City Clerk -3-