HomeMy WebLinkAboutCOUNCIL - AGENDA ITEM - 09/05/2017 - PUBLIC HEARING AND RESOLUTION 2017-084 APPROVING TAgenda Item 24
Item # 24 Page 1
AGENDA ITEM SUMMARY September 5, 2017
City Council
STAFF
Patrick Rowe, Redevelopment Program Coordinator
Tom Leeson, Director, Comm Dev & Neighborhood Svrs
John Duval, Legal
SUBJECT
Public Hearing and Resolution 2017-084 Approving the Consolidated Service Plan for Waters' Edge
Metropolitan District Nos. 1, 2, 3, 4 and 5.
EXECUTIVE SUMMARY
The purpose of this item is to consider the Waters’ Edge Metropolitan District Nos. 1-5 Service Plan. The
intent of the proposed Waters’ Edge Metropolitan District Nos. 1-5 (jointly, the Districts) is to finance, construct,
operate and maintain a number of improvements within the Waters’ Edge development, including: a non-
potable water system, parks and recreation amenities (notably a community center and a sustainability center),
and other resident amenities.
Although the application does not comply with the City’s policy on metropolitan districts in a number of areas,
staff is supportive of the application as an exemption for Council’s consideration in light of the development’s
community outcomes, such as a non-potable water system resulting in reduced treated water requirements,
community facilities, and enhanced open space and trails.
STAFF RECOMMENDATION
Staff recommends adoption of the Resolution as an exemption to its policy regarding metropolitan districts.
BACKGROUND / DISCUSSION
Project Description
Actual Communities, Inc. (the “Developer”) has proposed an amenity-rich, active-adult targeted development
project called Waters’ Edge. The development covers 235 acres and is planned to include 848 dwelling units
and the potential for up to 70,000 sq ft of commercial in the form of a neighborhood center (the “Project”). The
Project is located between Douglas Road and Richards Lake Road on either side of Turnberry Road (see
location map, Attachment 1).
The Project will feature a mix of housing types (patio homes, townhomes, condominium and single family
homes), significant open space, parks, a neighborhood commercial center, and plans for three community
centers, with the aim of creating an inclusive development that allows residents to remain in their homes as
long as possible.
The Project is anticipated to be constructed in four separate phases through the year 2026. The first phase of
the project is located on the west side of Turnberry, referred to as Waters’ Edge West, and was approved by
the City’s Planning and Zoning Board on March 16, 2017. Plans for the eastern phase will be developed and
submitted to the City at a future date.
Agenda Item 24
Item # 24 Page 2
The developer proposes the use of metropolitan districts to finance, construct, and operate those
improvements authorized by the service plan and specified in Attachment 2, the key elements of which are
summarized below:
Waters’ Edge West Preliminary Infrastructure Plan
Non-potable water irrigation system $1,714,166
Community Center $3,500,000
Sustainability Center $1,500,000
Landscaping (plantings – ½ of which is
considered enhancement)
$1,313,885
Waters’ Edge East Preliminary Infrastructure Plan
Non-potable water irrigation system $1,997,000
Health, Wellness and Senior Center $7,000,000
Rehabilitate Windsor No. 8 Ditch $2,000,000
Landscaping (plantings – ½ of which is
considered enhancement)
$1,531,000
Service Plan Overview (the service plan is attached to the Resolution as Exhibit “A”):
Purpose: To finance, construct, operate and maintain a number of improvements within the Waters’
Edge development, including: a non-potable water irrigation system, parks and recreation amenities
(notably a community center, sustainability center, senior center and increased and enhanced open
space), and other resident amenities.
Estimated Cost of Improvements in Infrastructure Preliminary Development Plan: Phase 1 is estimated
at $12,481,233 and Phase 2 is estimated at $19,167,118, for a total between the two infrastructure
preliminary development plan phases of $31,648,351.
Mill Levy Cap: 100 mills total (projected at 50 mills debt and 50 mills operating).
Multiple Districts / Construction Phasing / Buildout: Five separate districts, including one (1)
management district and four (4) financing districts for the purpose of phasing the financing and
construction. Financing District 2 corresponds with Waters’ Edge West, the first phase. The
remaining Financing Districts 3 through 5 are located within Waters’ Edge East and will be configured
according to the size and configuration of future development phases.
Project Assessment at Buildout: $30,893,997 (year 2026).
Governance: Governance of the districts is expected to be controlled by the developer through build-
out, which is defined as the completion of the public/district improvements. The primary governance of
all the Metro Districts will be consolidated into a metro district authority created by intergovernmental
agreement between the Metro Districts, as authorized by state law (C.R.S. Section 29-1-203.5) (the
“Metro District Authority”). Following build-out, as per the service plan, control of the districts must
reside with the residents and property owners of the districts; as build-out is occurring, residents and
property owners will gradually have representation as they are elected to each district and included on
the authority board.
Fees: The district may impose and collect fees, rates, tolls, penalties, or charges, as a source of
revenue for payment of covenant enforcement and/or operation and maintenance.
Development Fees: Any development fee shall only be imposed for the repayment of debt and capital
costs for residential units. Development fees cannot exceed $2,500 for a single-family residential unit
and $1,750 for a multi-family residential unit. No development fee can be collected from property
owned by an owner or tenant following the issuance of a certificate of occupancy.
Eminent Domain: The service plan specifically precludes the power of eminent domain.
Staff Review and Policy Compliance
Although the service plan includes substantial deviations from the City’s Metropolitan District Policy, many aspects
of the proposal were viewed positively by staff. Below is staff’s review of the project’s Public Benefit, Policy
Compliance, as well as a Financial and Market assessment of for the project.
Agenda Item 24
Item # 24 Page 3
Public Benefit
The proposed Metro Districts would be utilized to fund the construction and on-going O&M of project infrastructure
and amenities that are above and beyond the requirements within the City’s Land Use Code. Since the amenities
are to be funded by the Metro Districts, the amenities would be open to the public, which is not required of
amenities owned/operated by a homeowners association (HOA).
Non-potable water system: This system is essential to be able to affordably create the project’s expansive
natural areas. Combined with xeric landscaping, this development would decrease treated water use by
60% (or 30 million gallons per year) compared to a standard residential development. The non-potable
irrigation system will initially be paid for by the land developer and then reimbursed by and dedicated to the
Metropolitan District Authority.
Proposal will contribute to the restoration and improvement of the #8 Ditch, currently an eyesore and
potential safety hazard, with the intent of providing enhanced open space, trails, and appropriate amenities
adjacent to the ditch in alignment w/ the Mountain Vista Subarea Plan.
A Sustainability Center is to be incorporated into the abandoned oil well site. The center could provide a
community compost collection area, equipment loans, such as electric lawn mowers and electric vehicles,
solar recharging stations for electric equipment and vehicles, and potential solar facilities to provide
renewable energy for community buildings.
The proposal includes commercial and community areas that could host concerts, workshops, farmers’
markets, art classes, health and wellness programs, and other cultural activities, all of which will be open
to the public.
Proposal will support Nature in the City goals to provide access to natural environments within a 10 minute
walking distance of residents. The design proposes an extensive open space and pocket park network with
a planting design that emphasizes habitat and open corridors for wildlife within the neighborhood. Proposal
will support urban agriculture through community orchards and gardens.
Open space transitions around the perimeter of the property are enhanced and the incorporation of buffer
plantings along the north of the property is extensive.
The proposal includes 3.5 acres of community gardens, orchards and an aquaponics greenhouse that will
integrate with the town center grocery store, farmers’ market, farm-to-table café, and community kitchen.
A “town center” east of Turnberry Road with a proposed independent-living facility, grocery store
incorporating local food production, health clinic, café, shops, offices, services, social gathering spaces.
The town center proposes a 5,000 to 7,500-square-foot community center, described as a place with
spaces to gather, work, volunteer, and enjoy social, creative, and cultural activities. The space would
include a large multi-purpose room, community kitchen, arts and crafts room, office spaces, and farmers’
market and special event outdoor space.
Policy Compliance
In July 2008, the City Council adopted Resolution 2008-069 establishing the guidelines and parameters under
which City staff is to review and evaluate metro district service plans filed with the City (the Policy) (Attachment 3).
While the Policy also provides guidance to the Council in making its decision of whether or not to approve a
service plan, the Policy makes it clear that it is intended to only be a guide for Council and that nothing in the
Policy “is intended, nor shall it be construed, to limit the discretion of City Council, which retains full discretion and
authority regarding the terms and limitations of all District Service Plans.”
The guidelines and parameters set in the Policy for evaluating metro district service plans include:
Total assessed value of the taxable improvements within the metro district at full build-out should be at
least $10 million plus CPI increases since 2008
Development should be “predominantly commercial,” meaning no less than 90% non-residential and no
more than 10% residential
Bias against using metro district to fund “basic infrastructure improvements normally required from new
development”
Agenda Item 24
Item # 24 Page 4
Service plan should “enumerate and describe all powers” of the district for which there is a demonstrated
need and those powers not needed should not be approved in the plan
The district should not have the power of eminent domain
40 mills should be the “Maximum Mill Levy” for both debt service and district operations and maintenance
District’s “Financial Plan” should be prepared by an investment bank or financial advisor listed in “Bond
Buyer’s Market Place.”
Financial plan should include a “Total Debt Limitation” for the district that should not exceed “100% at
projected maximum debt capacity as shown in the Financial Plan”
Service plan should include an “Infrastructure Preliminary Development Plan”
No development fees may be charged by the district unless identified with particularity in service and
financial plans
Bonded indebtedness should be limited to what can be serviced by the Maximum Mill Levy
All debt under financial plan should be issued within 15 years of the district’s formation
Debt issued should have a 30-year maximum maturity date, except for a refunding that results in net
present value savings
All debt should be paid and district dissolved no more than 40 years after service plan approved
Service plans should require additional Council approval 20 years after district formation and every 10
years thereafter if the district is to continue to provide operation and maintenance services
No issuance of additional debt if district is in default in payment of existing debt, except to refund debt
If multiple districts are to be used, the proposed absorption of the project and the improvements to be
financed should be reasonably projected to occur over an extended period of time or it should be a mixed-
use project with a minimum of its assessed value derived from non-residential uses
Certain “Material Modifications” of the service plan should be defined in the plan, as well as what are not
considered “Material Modifications” (“Material Modification” to a service plan require prior Council approval
under the Special District Act)
Service plan should require the district to provide the City with an annual report
Service plan should expressly allow City to impose certain sanctions if district is in material default of the
service plan
Again, the Policy provides that it “is intended as a guide only” and not intended “to limit the discretion of the
City Council.” Consequently, the Council is free to waive any of the requirements and limitations listed
above, as well as impose any other reasonable requirements or limitations in the service plan as a
condition of its approval
The Waters’ Edge service plan submittal does not conform to the City’s Policy in the following areas:
Predominantly Commercial. The proposed development does not comply with the City’s policy that no
more than 10% of the development is residential as measured by assessed value. The developer is
planning a component of commercial and represents that this could be as large as 70,000 sqft (this
equates to approximately 10% of the development by assessed value -not the policy required 90%).
Although the developer is planning a component of commercial, they have eliminated it from their financial
plan to address a critique coming from the City’s market and financial analysis that concluded such a large
component of commercial may not be economically feasible.
Maximum Mill Levy of 40 mills. The proposed service plan has a maximum mill levy of 100 mills, a 50 mill
limit for debt service and a 50 mill limit for operations and maintenance (an initial 100 mills limitation is
permitted for operations and maintenance until the issuance of debt – this allows the metro district to
derive some revenue and more importantly provides a mill levy placeholder so that residents and owners
aren’t caught off guard by an eventual potential 100 mills levy). Although not compliant with City Policy, a
50 mill debt service limit is typical for other communities. The operations and maintenance mill levy
appears higher than typical, though these vary substantially according to service offerings and operations
and maintenance obligations. The applicant has represented that it is their intent to utilize the Metro
District Authority in lieu of an HOA for those types of services that an HOA may customarily provide. (For
context, 50 mills equates to an annual property tax of $1,393 for a property valued at $350,000). The
operations and maintenance mill levy limitation is removed once residents have control of the
districts/authority, or it may be amended with the prior written approval of the City Manager.
Agenda Item 24
Item # 24 Page 5
All Debt Issued within 15 Years. The proposed service plan does not require all debt to be issued within
15 years. The applicant was uncomfortable committing to this requirement with the uncertainty of the real
estate market cycle and development build-out.
Debt should have a 30-Year Maturity. The proposed service plan does not require all debt to have a 30-
year maturity, though the financial plan models 30-year bonds.
Dissolve District(s) and Discharge Debt within 40 Years. The proposed service plan will assume ongoing
operation and maintenance services for the water system, community centers, and other service offerings
which are meant to exist in perpetuity.
Council Approval at 20 Years and every 10 Years Thereafter. The proposed service plan includes
substantial operation and maintenance commitments which the applicant did not feel comfortable
subjecting to periodic approval.
Maximum Debt Limitation Equal to Maximum Debt Capacity in Financial Plan. The proposed service plan
has a debt limitation that is twice the projected maximum debt capacity as shown in the Financial Plan,
which does not conform to the City requirement that the debt limitation equal the maximum debt capacity
of the financial plan. The applicant desired to provide for construction and transaction costs increases that
can occur over time.
Financial and Market Review
On behalf of the City, Economic & Planning Systems Inc. conducted financial feasibility and market analysis
(Attachment 4) to evaluate the financial and market assumptions underlying the metro district proposal. While this
is important, it should also be noted that phased developments may be built over significant periods of time and
can/often do make adjustments to product type, inclusions, build-out schedule, etc., if/when that is necessary.
Report Conclusions:
“At 848 units, Water’s Edge would be one of the largest residential development projects in Fort Collins
over the last ten years. Further, the proposed build-out of residential units for Water’s Edge is aggressive,
especially given the fact that the development is priced at the upper end of the Fort Collins’ market and
targeting households over 55 years of age. To meet such a build out schedule, the project will either have
to lower its price points, market to a wider age distribution, and/or market to households outside of Larimer
County (i.e. import buyers)”.
o Note: Staff had discussions with the developer regarding this point. The developer responded with
their own market study which they used in support of their development program. Additionally,
they represent that they have engaged with a builder who also supports the feasibility of their
development program.
“A longer term build-out will affect the timing of when revenues will be available to service debt and
could, at an extreme, risk default of bond payments. Bond instruments, however, mitigate such a risk
through capitalized interest payments, debt service coverage ratios, and reserve funds”.
o Note: To further mitigate risk, the developer may respond by altering the development
program and/or downsizing planned improvements that are not essential. (Refer to the
Financial Risk section below for additional information).
“The planned 70,000 square feet of commercial space will be difficult to execute given the location of the
development. The project is targeting a small grocery store and other neighborhood retail store, which
average 5,000 square feet each. Additional potential tenants may include health and wellness and possibly
medical space”.
o Note: The commercial is planned as the later/last phase of the development. Per the developer,
the commercial component will have to be right sized according to market demand.
“The project is proposing to use metro district proceeds to fund a number of community amenities including
a non-potable water irrigation system; Sustainability Center; Health, Wellness and Senior Center; and
Community Center (pool, bathhouse, and artisan workshop). These facilities can be considered to be
extraordinary costs and “not basic infrastructure normally required of new development” (although the
Community Center may be questionable in this regard). The remaining $4.0 million of hard costs are
associated with general landscaping and, in EPS’ opinion, could be considered basic infrastructure. Based
Agenda Item 24
Item # 24 Page 6
on an initial round of comments, the Developer reduced the estimated plantings and top soil budget by
one-half from $3.2 million to $1.7 million as a way to address this concern”.
o Note: Based on staff comments the applicant reduced the portion of the landscaping that the
metro district would fund to ½ the budgeted amount. This is based on a comparison of the
proposed open space in the Waters’ Edge development to nearby existing developments, which
indicated that Waters’ Edge had approximately twice as much open space.
“As a luxury development, some buyers will be willing to pay the extra mill levies for the project amenities.
However, it needs to be recognized that at the estimated pricing, plus the metro district costs, this will be
one of the most expensive development in northern Colorado”.
Financial Risk
Metro district default and/or bankruptcy can occur, though it is very rare due to a variety of legal and market
reasons. It should be noted that in the event of a district default and/or bankruptcy the City has no financial liability
to any of the district’s liabilities.
In addition to the conclusions from the Financial and Market Review section above, the following are relevant
considerations related to the financial risk associated with the Waters’ Edge service plan proposal:
The prevailing bond market currently requires a development’s essential infrastructure to be in place and
approximately one-half of the lots to be sold to builders before a viable metro district bond can be issued.
These are not strict requirements, but the existence of significant underwriting and market requirements
should be noted. Further, the City through its Development Agreement and the Development Construction
Permit and approved construction plans, requires the construction of essential infrastructure according to
the phases approved in the construction plan. This is assured with a bond, letter of credit, or cash,
according to City requirements. The Service Plan also requires that the infrastructure be constructed to
the City’s standards.
The metro district proposal calls for four (4) separate bond issuances. This phasing allows each issuance
to be assessed with current market and development performance information, thereby mitigating risk.
The nature of a majority of the proposed improvements is such that they may be scaled down to account
for buildout / product absorption issues (e.g., a community center may be delayed, downsized, or
eliminated in response to market conditions).
General Information on Metro Districts
A metro district is a type of special district derived from Colorado’s Special District Act (Title 32, Article 1,
Colorado Revised Statutes). In practice, metro districts are a preferred public financing tool used to pay for
public infrastructure and/or services which the municipality is not able or unwilling to provide, or provide in a
reasonable time frame, address challenging site conditions, and/or allow for unique and amenitized
development. More broadly, the tool may be used to further community specific objectives through private
development, such as a specific form of land use pattern, sustainability goals, and other community goals.
Formation
A metro district is a quasi-governmental entity formed by a district court process following the approval of the
district(s) service plan by the governing body (municipal or county). The process is outlined below:
Step 1: Application of Service Plan Consideration to City
Step 2: City Review/Consideration/Approval
Step 3: Petition by District Electors Filed with Court
Step 4: District Court Hearing – court orders election on organization (board election and financial matters)
Step 5: Election – authorizes the creation and elects the district’s first board of directors
*TABOR election and process is also required before a district may take on multiple-fiscal year debt and levy
property taxes.
Agenda Item 24
Item # 24 Page 7
City Role
When a district is proposed to be organized within the City, the City Council has the authority to approve,
approve with conditions or disapprove the service plan. In exercising this authority, the Council has
considerable discretion and the Council’s decision is subject to judicial review only on the basis that its
decision was “arbitrary, capricious or unreasonable result.”
Through this approval process, the City also has the authority to limit the metro district’s powers and
operations under its service plan, such as by limiting the public infrastructure and services that the district can
finance and provide under the service plan. The City can also require in the service plan that some or all of the
public infrastructure to be constructed be dedicated to the City. For example, utility improvements and streets
are typically dedicated to the municipality, but park and recreation improvements are often not. The City can
also impose in the service plan a maximum cap on the metro district’s mill levy and on the amount of bonds
and other debt the district can issue.
If a metro district takes an action that is a material departure from the requirements or limitations of the
approved service plan, the municipality approving the plan may file an action in court to enjoin that action.
Also, the approved service plan can grant additional enforcement remedies to the municipality.
District Powers/Authorized Uses
State law permits metro districts to be utilized for a broad range of purposes including the construction and
financing of public improvements –transportation, water, sanitary systems, parks and recreation improvements,
and others – and/or the operation and maintenance of these public improvements. They may also perform
some of the functions that property-owner and homeowner associations typically perform, such as covenant
enforcement.
And, unless limited in the service plan, a metro district has these powers: (a) to levy property taxes; (b) impose
fees and other charges for the facilities and services it provides; (c) issue debt, like bonds; (d) exercise the power
of eminent domain; (e) construct authorized public improvements both within and outside its boundaries; and (f) to
provide its services directly or through intergovernmental agreements with other governmental entities, such as a
municipality, county or other metro district.
While metro districts are often used to provide ongoing services, they are more often used to finance public
improvements for the use and benefit of the district’s property owners and residents. Eligible capital costs are
usually financed through the district’s issuance of general obligation bonds paid from the property taxes levied by
the district. When its bonds are properly issued and used for eligible public purposes, the income earned from
them by a bond purchaser can be exempt from the purchaser’s federal and state income taxes. It should be noted
that the municipality is not financially liable for any financial obligations made by a metro district.
The tax-exempt nature of metro district bonds usually results in lower infrastructure financing costs than would be
the case with private financing alternatives. Once the initial infrastructure has been completed, a metro district will
continue to exist while the infrastructure bonds are being paid, but are often dissolved once the bonds are retired.
However, a metro district is permitted, again unless limited by its service plan, to exist in perpetuity in order to
provide certain ongoing services to the district’s inhabitants, such as: trash removal and recycling; security
services; architectural design review and covenant enforcement; maintenance and administration of the common
areas; and the operation and maintenance of the district’s facilities.
Governance
A metro district is a separate governmental entity governed by its elected board of directors (5 or 7 individuals),
subject to the requirements and limitations of its approved service plans, the Special District Act and other
applicable law. A developer will typically have control of the district through the buildout phase of a project,
after which point it is common for residents and/or business owners to assume control of the district.
Agenda Item 24
Item # 24 Page 8
The electors of a district are those individuals who are registered to vote in Colorado who either: 1) reside in
the district, or 2) own taxable real or personal property within the district (i.e., those that will be paying the tax
within the district).
Miscellaneous
Metro Districts vs. Homeowner’s Associations (HOAs)
o Metro districts and HOA’s are similar, but ultimately differ in their legal structure and outcomes
that can be achieved. A key difference between the two organizations is that a metro district is
a public entity, subject to public accountability requirements of the state. This includes
Colorado Open Meeting Laws (§24-6-402, C.R.S.), Colorado Open Records Act (CORA),
requirements for the adoption and publishing of annual budgets (§29-1-106, C.R.S.), the
provision of public information regarding the district (§32-1-809, C.R.S.), and the district is
subject to Colorado’s Taxpayer Bill of Rights (TABOR). As a private, non-profit corporation, a
HOA is only accountable to its membership and is not subjected to the public accountability
laws listed above. The adoption of an annual budget is required, but audits are only required
after reaching certain financial thresholds.
o Metro districts have a broader focus on the public benefit of financed amenities. Under a metro
district, all district facilities must generally remain open to the public. With this stipulation in
mind, metro districts are authorized to construct, maintain, and operate public improvements
such as streets, water, sewer, infrastructure, park and recreational improvements, which a
HOA is not generally tasked with. HOA improvements are primarily focused on covenant
enforcement, design review, trash removal, and general upkeep services.
o Revenue generation is also a key difference between the two entity types. In a metro district,
revenue can be generated through ad valorem property taxes, which are tax deductible by
residents. These districts also have the ability to issue tax exempt bonds and are eligible for a
variety of government grants that can potentially lower the costs of funding. In an HOA,
revenue is generated primarily through fees and assessments on residents within the
community. Whereas property tax is much easier to collect, there is a greater chance that
HOA fees will go unpaid.
o These differences between metro districts and HOAs allow them to be used for different
desired outcomes. A metro district, with its taxing authority, public accountability standards,
public benefit requirements, and legal protections, make it a preferable mechanism to fund
public infrastructure projects such as streets, water, sanitation, and other public goods in a
district. An HOA, conversely, is better suited to provide beatification and improvements to
private property within a residential community.
Financial-Political Recourse
o Metro district failure is a very rare occurrence, particularly in light of legislative changes that
were made following a number of defaults that took place in the late 1980’s and early 1990’s.
Even so, metro districts can and have failed financially resulting in them filing bankruptcy. In
such circumstances, the City would have no legal obligation to assume responsibility for any of
the district’s bonds and debt nor would the City be required to construct the district’s
unfinished infrastructure or start providing the district’s services. Nevertheless,
residents/property owners may have an expectation that the municipality will step in to assume
the district’s responsibilities and the residents could bring political pressure on the City’s
leaders to do so. It’s also possible, though highly unlikely (especially in the context of current
metro district law) that a metro district’s financial failure could adversely affect the
municipality’s financial rating.
Regional and State Wide Use
o Metro districts are the most common special district utilized in Colorado. Currently there are
approximately 1,576 metro districts active state wide. Use of metro districts is most highly
Agenda Item 24
Item # 24 Page 9
concentrated in Adams and Arapahoe County, immediately east of Denver. In these two
counties alone, there are 454 metro districts.
o The use of metro districts by communities can generally be divided into two categories: 1)
utilization as part of the normal course of development to provide basic infrastructure in
addition to enhancements and community amenities; 2) targeted utilization for enhanced
development outcomes, including delivering non-basic infrastructure, providing development
amenities, achieving mixed-use development, and/or other land-use outcomes.
o Metro district usage varies significantly by community. The following table highlights usage by
community on an land area basis (metro district land area to total municipal land area):
% of municipal land area # of metro districts
Regional
Fort Collins 0.5% 3
Loveland 13% 26
Greeley 2% 3
Johnstown 22% 18
Timnath 50% 18
Windsor 42% 52
State
Aurora 27% 205
Denver 10% 45
Littleton 8% 6
Longmont 1% 3
CITY FINANCIAL IMPACTS
Per state law, the City does not have financial liability associated with the formation or operation of a
metropolitan district. As a matter of stewardship, the City does conduct a financial review of any proposed
metropolitan district. This analysis is pending and will be available at or prior to any service plan amendment.
BOARD / COMMISSION RECOMMENDATION
This item was presented to the Council Finance Committee on August 29, 2017. Generally the Committee
was supportive of brining the item before Council for consideration. The Council Finance Committee minutes
will be provided in Council’s Read-Before packet on September 5.
ATTACHMENTS
1. Location Map (PDF)
2. Preliminary Infrastructure Plan (PDF)
3. City Metropolitan District Policy (PDF)
4. Market and Financial Review Report (PDF)
5. Powerpoint presentation (PDF)
VINE
9
COLLEGE
DOUGLAS
PROSPECT
TIMBERLINE
LEMAY
RIVERSIDE
MULBERRY
TURNBERRY
WILLOX
COUNTRY CLUB
TERRY LAKE
RICHARDS LAKE
MASON
MOUNTAIN VISTA
GREGORY
LINCOLN
GIDDINGS
SUMMIT VIEW
9TH
287
REMINGTON
JEFFERSON
SUNIGA
REMINGTON
TURNBERRY
LINCOLN
LEMAY
STUART
PITKIN
STOVER
ELIZABETH
CONIFER
THOREAU
LINDEN
13
LINK
MIDPOINT
BAR HARBOR
ABBOTSFORD
INTERNATIONAL
WELCH
GREENFIELDS
RIVERSIDE
LITTLE JOHN
PITKIN
I
Waters Edge Streets
Location Waters' Edge Map ATTACHMENT 1
EXHIBIT E
CAPITAL IMPROVEMENT PLAN
Description of Phase 1 Public Infrastructure and Estimated Costs
Descriptions Units Unit Type Unit Cost Total Cost Estimates
Non-potable Water System
Irrigation System
Non-potable pump station 1 $400,000 $400,000
Irrigation Distribution System 4500 lf $50 $225,000
Open Space Irrigation System 1,089,166 sf $1.00 $1,089,166
Total Irrigation System $1,714,166
Parks and Recreation
Community Center (pool, bathhouse, 1 $3,500,000 $3,500,000
artisan workshop, inventor's center)
Sustainability Center (composting, solar 1 $ 1,500,000 $1,500,000
farm, charging for electric mowers)
Plantings
Turfgrass Sod 185,600 sf $0.50 $92,800
Dryland Grass Seeding 769,120 sf $0.06 $46,147
Dryland Grass Seeding (buffer) 150,700 sf $0.06 $9,042
Steel Edging 10,900 lf $2.80 $30,520
Weed Barrier Fabric 203,600 sf $0.20 $40,720
Rock Mulch 203,600 sf $1.40 $285,040
Crusher Fines Paths 7,100 sf $2.25 $15,975
Plant Materials
Shade Trees 540 $375 $202,500
Ornamental Tress 691 $250 $172,750
Evergreen Trees 319 $310 $98,890
Junipers 148 $200 $29,600
Fruit Trees 232 $75 $17,400
Shrubs
Deciduous shrubs 3,750 $40 $150,000
Evergreen shrubs 609 $50 $30,450
Ornamental grass (5 gal) 2,433 $22 $53,526
Ornamental grass (1 gal) 2,160 $15 $32,400
Boulders 35 tons $175 $6,125
Total Plantings $1,313,885
Fencing
Rail Fence 20,580 lf $20 $411,600
Courtyard Gates 50 $600 $30,000
Total Fencing $441,600
Site Furnishings
ATTACHMENT 2
EXHIBIT E
CAPITAL IMPROVEMENT PLAN
Description of Phase 1 Public Infrastructure and Estimated Costs
Benches 10 $1,000 $10,000
Open Space Arbor 12 $2,500 $30,000
Patio with Fire Pit 2 $4,500 $9,000
Patio w/fountain 2 $5,000 $10,000
Median Arbor 2 $2,500 $5,000
Arbor Structure and Seat Wall 4 $6,000 $24,000
Total Site Furnishings $88,000
Top Soil, Fine Grading & Prep
Soil prep for seed and sod areas 389,200 sf $0.16 $62,272
Soil prep for dryland seed 688,510 sf $0.13 $89,506
Total Soil Prep $151,778
Masonry
Neighbor Entry Columns 12 $3,500 $42,000
Primary Entry Monument 1 $24,000 $24,000
Sculpture 1 $60,000 $60,000
Total Masonry $126,000
Retaining Walls
Open Space walls
Retaining Walls 11038 sf $40 $441,520
Retaining Wall Permitting 1 $ 9,600 $9,600
Retaining wall Engineering 1 $ 6,150 $6,150
Hand Rail Sleeves 12 each $150 $1,800
Hand Rail 118 lf $50 $5,900
Total Retaining Walls $464,970
Total Cost Estimates $9,300,400
Less 1/2 of Plantings, and Top Soil, $732,832
Fine Grading & Prep.
Revised Total Cost $8,567,568
Plus allowance @18% for design, 18% $1,542,162
engineering, etc.
Plus Construction Management 3.40% $291,297
Contingency 20% $2,080,205
Grand Total $12,481,233
EXHIBIT E
CAPITAL IMPROVEMENT PLAN
Description of Phase 2 Public Infrastructure and Estimated Costs
Descriptions Units Unit Type Unit Cost Total Cost Estimates
Non-potable Water System
Total Irrigation System $1,997,000
Parks and Recreation
Health, Wellness and Senior Center (pool, 1 $7,000,000 $7,000,000
meeting rooms, community kitchen)
Rehabilitate Windsor No 8 Ditch 1 $ 2,000,000 $2,000,000
Total Plantings $1,531,000
Total Fencing $514,000
Total Site Furnishings $103,000
Top Soil, Fine Grading & Prep $177,000
Total Masonry $147,000
Total Retaining Walls $542,000
Total Cost Estimates $14,011,000
Less 1/2 of Plantings, and Top Soil, $854,000
Fine Grading & Prep.
Revised Total Cost $13,157,000
Plus allowance @18% for design, 18% $2,368,260
engineering, etc.
Plus Construction Management 3.40% $447,338
Contingency 20% $3,194,520
Grand Total $19,167,118
* Phase 2 is 1.165 times larger than Phase 1 so Phase 2 cost estimates are calculated at 1.165 of Phase 1
POLICY FOR REVIEWING PROPOSED
SERVICE PLANS FOR TITLE 32 METROPOLITAN DISTRICTS
CITY OF FORT COLLINS, CO
July 9, 2008
Introduction.
A. The City establishes the following as its Special District policy for (i) the review
and approval or disapproval of Service Plans, including any amendment thereof, for the creation
of a Metropolitan District (“District”) pursuant to Title 32, Article 1 of the Colorado Revised
Statutes (the “Act”); and (ii) for the regulation of those Districts. This Policy is intended as a
guide only. Nothing in this document is intended, nor shall it be construed, to limit the
discretion of City Council, which retains full discretion and authority regarding the terms
and limitations of all District Service Plans
B. The City generally supports the formation of a District where it is demonstrated
that a District is needed to provide public improvements to local development and will result in
enhanced benefits to existing or future business owners and/or residents of the City and the
District, whether such enhanced benefits are provided by the District or by the entity developing
the District because the District exists to provide public improvements. A District may be
permitted to conduct ongoing operations and maintenance activities where it can be
demonstrated that having the District provide operations and maintenance is in the best
interest of the City and the existing or future taxpayers of the District.
C. For a District whose primary revenue source is property taxes, and in the absence
of special circumstances, District formation will not be favorably received where the future
assessed value of all property within the District at full build-out is projected to be less than ten
million dollars ($10,000,000). The ten million dollar assessed valuation threshold, for Districts
whose primary revenue source is property taxes, will increase biennially after 2008 to adjust for
increases in the Consumer Price Index for the Denver-Boulder-Greeley statistical region as
prepared by the U.S. Bureau of Labor Statistics. Special circumstances and special cause must
be demonstrated for exceptions to be granted.
D. All Districts and all persons or entities developing property within a District must
comply with all provisions of the City Code and Land Use Code and all related standards.
E. The City generally supports the formation of a District where the projected use is
primarily commercial. The City will not approve a Service Plan proposing a residential use only.
However, mixed use may be considered as long as the Service Plan clearly identifies that the
project is predominately commercial. “Predominately commercial” as used in this Policy shall
mean that the assessed value derived from non-residential usage is no less than 90% of the
assessed value of the entire project. The actual market value of the project may differ from the
assessed value for the project.
ATTACHMENT 3
2
F. A District, when properly structured, can enhance the quality of development in
the City. The City is receptive to District formation as an instrument to provide competitive
financing for projects, build better and enhanced infrastructure, and, where needed, create a
quasi-governmental entity to provide essential improvements which are otherwise not available
and could not be practically provided by the City or any other existing municipal or quasi-
municipal entity, including existing special districts, within a reasonable time and on a
comparable basis. It is not the intent of the City to create multiple entities which could be
construed as “competing governments.” Formation of a District will not be favorably received if
the District will be used to fund basic infrastructure improvements normally required of new
development.
Service Plans.
A. Any Service Plan submitted to the City for approval must comply with all state,
federal and local laws and ordinances, including the Act.
B. The Service Plan must include all information required by the Act.
C. The Service Plan must enumerate and describe all powers requested on behalf of
the District. Demonstration of the need or benefit of each power is required. Powers which are
not clearly needed will not be approved in the Service Plan.
D. Any intergovernmental agreement which is required, or known at the time of
formation of the District to likely be required, to fulfill the purposes of the District, must be
described in the Service Plan, along with supporting rationale. The Service Plan must provide
that execution of intergovernmental agreements which are likely to cause a substantial increase
in the District’s budget and are not described in the Service Plan will require the prior approval
of City Council.
E. The Service Plan must include the description of any planned inclusion into, or
exclusion of property from, the District’s boundaries known at the time of the submittal of the
Service Plan. The Service Plan must provide that inclusions or exclusions by the District that are
not described in the Service Plan will require the prior approval of City Council.
F. The Service Plan must describe any planned extraterritorial service agreement.
The Service Plan must provide that any extraterritorial service agreements by the District that are
not described in the Service Plan will require the prior approval of City Council.
G. The Service Plan must contain language that prohibits the District from using
powers of eminent domain. However, the City may choose to exercise its powers of eminent
domain to construct public improvements within the District in which case the District and City
will enter into an intergovernmental agreement concerning the public improvement and funding
for the use of eminent domain.
H. The Service Plan must restrict the District’s total mill levy authorization for both
debt service and operations and maintenance to forty (40) mills (the “Maximum Mill Levy”),
subject to adjustment as provided below. It is anticipated that a portion of the Maximum Mill
Levy may be utilized by the District to fund operations and maintenance functions, including
3
customary administrative expenses incurred in operating the District such as accounting and
legal expenses and otherwise complying with applicable reporting requirements. The District’s
Board of Directors will have full discretion to determine what portion of the Maximum Mill
Levy may be levied for debt service and what portion for operations and maintenance. For
example, a District levying 30 mills for debt service and 5 mills for operations would be in
compliance, as would a District levying 20 millsfor debt service and 15 mills for operations. In
both examples, the total mill levy of the Districts would be 35 mills, which is within the
Maximum Mill Levy. The Maximum Mill Levy may be adjustable from the base year of 2008;
provided, however, that in the event the method of calculating assessed valuation is changed
after the base year of 2008, the mill levy limitation applicable to such debt may be increased or
decreased to reflect those changes, the increases or decreases to be determined by the District
Board in good faith (that determination to be binding and final), so that to the extent possible, the
actual tax revenues generated by the District’s mill levy, as adjusted, for changes occurring after
January 1, 2008, are neither diminished nor enhanced as a result of the changes. For purposes of
the foregoing, a change in the ratio of actual valuation to assessed valuation will be a change in
the method of calculating assessed valuation.
I. The Service Plan must include Debt and operating financial projections prepared
by an investment banking firm or financial advisor qualified to make such projections (the
“Financial Plan”). The financial firm must be listed in the Bond Buyers Marketplace or, in the
City’s sole discretion, other recognized publication as a provider of financial projections. The
Financial Plan must include debt issuance and service schedules and calculations establishing the
District’s projected maximum debt capacity (the “Total Debt Limitation”) based on assumptions
of (i) the projected interest rate on the debt to be issued by the District; (ii) the projected assessed
valuation of the property within the District; and (iii) the projected rate of absorption of the
assessed valuation within the District. These assumptions must use market-based, market-
comparable valuation and absorption data and may use an annual inflation rate of three percent
(3%) or the Consumer Price Index for the preceding 12 month period for the Denver-Boulder-
Greeley statistical region as prepared by the U.S. Department of Labor Statistics, whichever is
greater. The Total Debt Limitation set forth in the Service Plan must not exceed 100% of the
projected maximum debt capacity as shown in the Financial Plan. The Financial Plan must also
include foreseeable administrative and operation and maintenance costs.
J. If, after the Service Plan is approved, the State Legislature includes additional
powers or grants new or broader powers for Districts by amendment of Part 10 of Article 1, Title
32, C.R.S., no such powers will be available to or exercised by an existing District without the
prior approval of the City Council.
K. Every Service Plan must include, in addition to all materials, plans and reports
required by the Act, an Infrastructure Preliminary Development Plan (“PDP”). This PDP must
include, at a minimum, a map or maps, and construction drawings of such scale, detail and size
as required by the Planning Department, providing an illustration of public improvements
proposed to be built, acquired or financed by the District, along with a written narrative and
description of those items and a general description of the District’s proposed role with regard to
the same. Due to the preliminary nature of the PDP, the Service Plan must indicate that the
City’s approval of the PDP shall not bind the City’s reviewing and making land use approvals.
Approval of the PDP must precede or be concurrent with approval of the Service Plan.
4
L. Development Fees must not be imposed by the District unless the Development
Fees are identified with particularity in the Service Plan and the Financial Plan.
Bonded Indebtedness.
A. Original issuance of bonded indebtedness by the District prior to build-out is
limited to that debt which can be sized, serviced and defeased with no more than the Maximum
Mill Levy as described in Paragraph H of the Service Plans Section above.
B. The District will be limited to issuing new debt as provided in the Financial Plan.
In the absence of evidence that development phasing will be of a duration that makes it
impracticable to issue all debt within a fifteen-year period, or other special circumstances, the
Service Plan must provide that all new debt will be issued within a period of fifteen (15) years
from the date of the District’s formation. Debt issued by the District will have a maximum
maturity of thirty (30) years for each series of debt. The restrictions on issuance will not pertain
to refundings, but the thirty-year maximum maturity does apply to refundings unless such
refundings result in a net present value savings as set forth in Section 11-56-101, et seq., C.R.S.,
and are otherwise permitted by law.
Multiple-District Structures.
A. It is the intent of the City that citizen/resident control of Districts is encouraged to
occur as early as possible.
B. Multiple-District structures may be proposed in the following situations:
1. The projected absorption of the project and the public improvements to be
financed are reasonably projected to occur over an extended period of time after the date of
organization of the District.
2. The project has varying projected uses, such as residential and
commercial. Service Plans proposing mixed use must, at a minimum, reflect that 90% of the
assessed value is derived from non-residential usage. The actual market value of the project may
differ greatly from the 90% assessed value for non-residential.
C. The Service Plan must fully describe the need, reasoning and mechanics if a
Multiple-District structure is proposed.
Dissolution of District.
The Service Plan must provide for dissolution of the District, and all debts and financial
obligations of the District must be defeased as well, no more than 40 years after the Service Plan
is initially approved. Additionally, the Service Plan must provide that the District is obligated to
obtain the approval of the City Council 20 years after organization of the District (and every ten
(10) years thereafter) in order to continue providing operations and maintenance services;
provided, however, that failure to obtain such approval shall not be considered a material
modification unless such approval is not obtained forty-five (45) days after written notice to the
District by the City of the need to request such approval.
5
Default of District.
A. In the event that a District fails to pay its debt when due or defaults in the
performance of any obligation that has been agreed to between the District and the City, which
obligation has been identified by the City in writing as a material obligation, and such default is
continuing after the delivery of notice thereof to the District and the expiration of any cure
periods, the District shall be precluded from issuing additional debt except refunding bonds
issued to avoid or to cure a payment default, without the prior approval of the City Council.
B. In the event that a court of competent jurisdiction has made a final, unappealable
determination that a District has defaulted on any of its financial obligations, the District will be
precluded from issuing additional debt, except to refund or refinance a financial obligation for
the purpose of avoiding or curing a default, without receiving written permission from the City
Council following a public hearing on the matter.
C. In the event of a material modification of the Service Plan, the City and the
electors of the District will be entitled to exercise their respective rights under the Act.
Departures from the Service Plan that constitute a material modification include without
limitation:
1. actions or failures to act that create greater financial risk or burden;
2. performance of a service or function or acquisition of a major facility that
is not closely related to a service, function or facility authorized in the Service Plan; and
3. failure to perform a service or function or acquire a facility required by the
Service Plan.
Actions that are not to be considered material modifications include without limitation changes
in quantities of facilities or equipment, immaterial cost differences, and actions expressly
authorized in the Service Plan. Following formation of the District, the District’s Board of
Directors may, from time to time, submit a letter to the City Manager, or designee, outlining the
proposed actions of the District for which the Board of Directors is unclear as to whether a
Service Plan amendment is required. The City Manager, or designee, will determine whether an
amendment to the Service Plan is required under the provisions of this Policy and Section 32-1-
207, C.R.S., and then provide a copy of the determination to the District’s Board of Directors.
Annual Report.
A. The Service Plan must obligate the District to file an annual report not later than
September 1 of each year with the City Clerk for the year ending the preceding December 31, the
requirements of which may be waived in whole or in part by the City Council or the City
Manager.
Unless waived by the City the Service Plan must require the annual report to include the
following:
6
1. A narrative summary of the progress of the District in implementing its
Service Plan for the report year;
2. Except when exemption from audit has been granted for the report year
under the Local Government Audit Law, the audited financial statements of the District for the
report year including a statement of financial condition (i.e., balance sheet) as of December 31 of
the report year and the statement of operations (i.e., revenues and expenditures) for the report
year;
3. Unless disclosed within a separate schedule to the financial statements, a
summary of the capital expenditures incurred by the District in development of improvements in
the report year;
4. Unless disclosed within a separate schedule to the financial statements, a
summary of the financial obligations of the District at the end of the report year, including the
amount of outstanding indebtedness, the amount and terms of any new District indebtedness or
long-term obligations issued in the report year, the amount of payment or retirement of existing
indebtedness of the District in the report year, the total assessed valuation of all taxable
properties within the District as of January 1 of the report year and the current mill levy of the
District pledged to debt retirement in the report year; and
5. Any other information deemed relevant by the City Council or deemed
reasonably necessary by the City Manager.
B. In the event the annual report is not timely received by the City Clerk or is not
fully responsive, notice of such default shall be given to the District Board at its last known
address. The failure of the District to file the annual report within forty-five (45) days of the
mailing of such default notice by the City Clerk may constitute a material modification of the
Service Plan, at the discretion of the City.
Sanctions.
Should any District undertake any act which constitutes a material modification to the
Service Plan, the City Council may impose one (1) or more of the following sanctions, as it
deems appropriate:
1. Exercise any applicable remedy under the Act;
2. Withhold the issuance of any permit, authorization, acceptance or other
administrative approval, or withhold any cooperation, necessary for the District’s development
or construction or operation of improvements or provision of services;
3. Exercise any legal remedy under the terms of any intergovernmental
agreement under which the District is in default; or
7
4. Exercise any other legal remedy, including seeking injunctive relief
against the District, to ensure compliance with the provisions of the Service Plan or applicable
law.
Review and Approval Process.
A. Once the City Manager has established compliance with this Policy, the City
Manager will, within a reasonable time, place before the City Council for its consideration a
resolution approving the Service Plan. The resolution will be processed and governed by the
City Charter and the City Code.
B. The proponents of the District must cause a notice of the public hearing at which
the proposed resolution is to be considered by the City Council to be mailed by first class mail to
the owners of record of all property within the proposed District and within any inclusion area
specifically identified in the Service Plan, as such owners of record are listed on the records of
the County Assessor. The mailed notice must be made at least ten (10) days prior to the public
hearing on the resolution. The notice shall include the following:
1. A description of the general nature of the proposed services and public
improvements to be provided by the District;
2. A description of the property to be included in the District and the
inclusion area (if any), which description will be by street address, by reference to lots or blocks
on any recorded subdivision plat thereof, or by metes and bounds if not subdivided, by tax
identification number or by any other method reasonably calculated to apprise owners of the
property to be included in the District;
3. The place at which a copy of the Service Plan may be examined;
4. The date, time and place of public hearing on the Service Plan;
5. A statement that all protests and objections must be submitted in writing to
the City Manager at or prior to the public hearing, in order to be considered; and
6. A statement that all protests and objections to the District, as proposed,
will be deemed to be waived unless presented in writing at the time and in the manner specified
in this subsection.
C. The resolution will be conclusive of the City's determination on the Service Plan.
No action or proceeding, at law or in equity, to review any acts or proceedings or to question the
validity of the Council's determination pursuant to this Policy, whether based upon irregularities
or jurisdictional defects, will be maintained unless commenced within 30 days after the adoption
of the Council's ordinance, or else be thereafter perpetually barred. In the manner and to the
extent provided in this Policy, City Council will maintain continuing jurisdiction over the
operations and affairs of the District and will exercise its rights in relation thereto, as deemed
appropriate by City Council, pursuant to the Act and as consistent with this Policy.
8
Fees.
With the submittal of a Service Plan, the entity proposing the District must also submit to
the City Clerk the following amounts:
1. a non-refundable application fee not to exceed $2,000; and
2. a $10,000 deposit to reimburse the City for staff, legal, and consultant
time.
A request for an amendment or modification to a Service Plan must be submitted to the
City Clerk and be accompanied by the following:
1. a non-refundable application fee not to exceed $250; and
2. a $1,500 deposit to reimburse the City for staff, legal, and consultant time.
The City may draw against the deposits referred to above based upon then current hourly
rates (including benefits) of employees working on the Service Plan and the applicable rates for
legal and other consultants. If the reimbursed amount exceeds the deposit, the balance shall be
due to the City immediately and prior to consideration of the Service Plan or amendment by the
City Council. Any deposit amounts remaining upon Council consideration of the Service Plan or
amendment will be returned. The purpose of staff, legal, and consultants’ review is to provide
the City Council with expert advice in considering the adequacy of the Service Plan and in
forming a basis for adopting an ordinance approving, disapproving, or conditionally approving
the Service Plan for the District. The fees set forth in this Section may be waived by City
Council.
M EMORANDUM
To: Patrick Rowe and Tom Leeson, City of Fort Collins
From: Dan Guimond and Elliot Kilham, Economic & Planning
Systems
Subject: Water’s Edge Metro District Market and Financial Review
EPS #143002
Date: August 25, 2017
This memorandum summarizes Economic & Planning System’s (EPS)
review of the Consolidated Service Plan (Service Plan) for the Water’s
Edge Metropolitan Service District (District). The City is required to
approve the Service Plan for a Title 32 Metropolitan District (metro
district) prior to it being submitted for a vote by the electorate of the
district. The City of Fort Collins adopted policies for the review of
proposed service plans for metro districts in 2008 (Resolution 2008-
069). As requested by the City, EPS has evaluated the market and
financial assumptions underlying the application as well as the general
feasibility of the District’s financial plan, including proposed mill levies
and revenue forecasts.
Development Program
As outlined in the Service Plan, Water’s Edge is a planned 235 acre
mostly residential development located at Trunberry Road and Richard’s
Lake Road in the northern part of the City (Figure 1). The proposed
development program includes 848 units of for-sale housing, targeting,
though not exclusive to, active adults 55 years and older. The project
includes 70,000 square feet of commercial space as well as open space,
parks, and three community centers. Construction is scheduled to take
place in two phases, starting in 2018 and completing in 2026.
ATTACHMENT 4
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 2
143002-Water's Edge Metro District Review_08-25-2017.docx
The development plan includes eight different housing products (Table 1):
• 36 Estate Homes with a market value of $1,125,000
• 11 Custom Water Front Homes with a market value of $1,500,000
• 116 Courtyard Ranch Homes with a market value of $461,500
• 210 Standard Ranch Homes with a market value of $538,450
• 98 Standard Ranch 3 Car Homes with a market value of $605,000
• 82 Large Active Adult Patio Homes with a market value of $735,000
• 186 Townhomes with a market value of $396,000
• 109 Condominiums with a market value of $300,000
The Developer of the project provided this development program to DA Davidson, the District’s
bond underwriter, as inputs to the preliminary Financial Plan. While the program is subject to
change, it does provide the basis for the estimates of bond proceeds and draft bond series
offerings completed by DA Davidson and outlined in Exhibit F of the Service Plan.
Table 1
Proposed Development Program
Dscription Market Value Value % Total
Residential Per Unit Units
Estate Homes $1,125,000 36 4%
Custom Water Front $1,500,000 11 1%
Courtyard Ranch $461,500 116 14%
Standard Ranch $538,450 210 25%
Standard Ranch - 3 Car $605,000 98 12%
Large Active Adult Patio $735,000 82 10%
Townhome $396,000 186 22%
Condominium $300,000 109 13%
Total* $530,100 848 100%
Per Sq. Ft. Sq. Ft.
Commercial $250 70,000
*Market value total shows the w eighted average of product market values
Source: DA Davidson; Economic & Planning Systems
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 3
143002-Water's Edge Metro District Review_08-25-2017.docx
Metro District Proposal
Summary
The Service Plan proposes to form five separate metro districts: four financing districts and one
management district. Each of the financing districts will service separate bond issues, and the
districts will have the ability to impose up to 50 mills as a District Debt Mill Levy. In addition to
the debt levy, the Service Plan describes an ability to impose District Operating Mill Levy of up to
50 mills. The Service Plan caps the District Total Mill Levy (the combined debt and operating
levies) at 100 mills. At this point, EPS is not aware of any additional HOA charges. The Developer
has indicated that it does not plan to apply the mill levy to the commercial portion of the project,
but that it would like to maintain the ability to do so. (As a reflection of this intention, the bond
revenue estimates in the Exhibit F: Financial Plan do not include revenues from the commercial
program.)
The Service Plan indicates the Districts are expected to fund the design and construction of water
and stormwater, parks and recreation, mosquito control, and other infrastructure improvements
and more specifically the improvements listed in Exhibit E: Capital Improvement Plan. The listed
improvements include a non-potable landscape irrigation system, and three community facilities
(Community Center, Sustainability Center, and Health, Wellness, and Senior Center).
Policy Review
EPS reviewed the Service Plan against the policies listed in the City’s metro district resolution.
The proposed project deviates from the following criteria:
2. Development must be “predominantly commercial” – no less than 90 percent non-
residential (i.e. commercial) and no more than 10 percent residential. Water’s Edge is
primarily a residential development with 848 residential units planned and only 70,000 square
feet of commercial space.
3. Bias against using a metro district to fund “basic infrastructure improvements
normally required from new development”. The Water’s Edge Capital Improvement Plan
includes a total of $21.7 million in hard (construction) costs for improvements (not including
$9,923,783 million in design, construction management, and contingencies). Of this total, $3.7
million is allocated to the non-potable irrigation system, $2.0 million to rehabilitate an irrigation
ditch, $1.5 million for a sustainability center, $3.5 million for a community center, and $7.0
million for a health, wellness, and senior center, all totaling $17.7 million. The remaining $4.0
million is proposed for general landscaping costs, including fencing, plantings, outdoor furniture,
top soil, masonry, and retaining walls. A portion of these general landscaping costs could be
considered basic infrastructure improvements normally required from new development. Based
on an initial round of comments, the Developer has reduced the estimated plantings and top soil
budget by one-half from $3.2 million to $1.7 million as a way to account for this portion of basic
infrastructure improvements. The City needs to make a determination of whether the project
amenities are extraordinary costs and/or public improvements.
5. Forty (40) mills is the “maximum mill levy” for both debt service and operations and
maintenance (O&M). The service plan proposes a maximum of 50 mills of District Debt Mill
Levy and up to 50 mills of District Operating Mill Levy. While the District may not end up using
the full mill levy, the Service Plan gives the District the flexibility to do so.
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 4
143002-Water's Edge Metro District Review_08-25-2017.docx
Figure 1
Proposed Water’s Edge Metro District
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 5
143002-Water's Edge Metro District Review_08-25-2017.docx
Market Assessment
This section reviews market values and absorption assumptions used to estimate the potential
public financing revenues and bond capacity of the project, looking separately at residential
development and commercial development. Table 6 at the end of the section summarizes the
development program, market values, and build-out assumptions of the project.
Residential Development
Market Values
The Developer’s proposed market values range from the middle to the upper end of the Fort
Collins market. The Fort Collins Board of Realtors’ (FCBR) reports that the median price for a
single family home sold in Fort Collins in 2017 is $386,375, and the median price for a
townhome/condo is $271,000. All of the single family products proposed in the development
have higher price points than the Fort Collins’ median (Figure 2). The townhomes, priced at
$300,000, and condominiums, priced at $396,000, proposed in the development have price
points closer to the median of the Fort Collins’ market. The weighted average market value for
the development is $530,100, approximately 1.4 times the median price for a single family
house. However, the median home value reported by the FCBR includes new construction and
existing homes, resulting in a lower price than the developer could expect for new construction
alone.
Figure 2
Proposed Water’s Edge Market Values Compared to Median Prices in Fort Collin’s Market
Comparing a distribution of housing prices in the proposed development program to the
distribution of sales prices for all housing products (single family, townhomes, and
condominiums) in the Fort Collins’ market in 2016 further emphasizes the fact the development
is targeting the upper end of the Fort Collins market (Figure 3). The townhomes and
condominiums, which represent 35 percent of the development, are priced at the middle of the
distribution of sales. The Courtyard Ranch and Standard Ranch are priced at the next two tiers,
between $400,000 and $700,000. Finally, the Large Active Patio homes, the Estate, and Custom
Water Front Home are priced at the upper end of the market.
$1,125,000
$1,500,000
$461,500
$538,450
$605,000
$735,000
$396,000
$300,000
$0
$200,000
$400,000
$600,000
$800,000
$1,000,000
$1,200,000
$1,400,000
$1,600,000
Estate Homes Custom Water
Front
Courtyard Ranch Standard Ranch Standard Ranch -
3 Car
Large Active
Adult Patio
Townhome Condominium
2017 $
Market Value Water's Edge Weighted Avg. Median Single Family Median Townhome/Condo
Source: DA Davidson; FCBR; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Market Value Research.xlsx]T-
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 6
143002-Water's Edge Metro District Review_08-25-2017.docx
There are comparable price points in the Fort Collins’ market for all of the housing products in
the proposed development, and the products, at least in terms of price, do not represent
outliers. However, pricing the products at the upper end of the market will limit the number of
households that can afford to move to the development, which will potentially have impacts on
absorption rates.
Figure 3
Distribution of Housing Prices Water’s Edge and Fort Collins Total
North Fort Collins Projects
This section compares Water’s Edge to other for-sale residential projects in the north Fort Collins
market area (Table 2). A price comparison reveals that Water’s Edge’s price points largely
overlap with the price ranges proposed in recent residential projects (Figure 4). However, at
848 units, Water’s Edge would be one of the largest developments in the last ten years in north
Fort Collins. For example, East Ridge, one of the largest recent proposals, is planned for 568
units, 280 units fewer than Water’s Edge. It may be difficult to absorb such a large number of
units at price points higher than the market average.
0%
5%
10%
15%
20%
25%
30%
35%
40%
$99,999 and
Below
$100,000 to
$199,999
$200,000 to
$299,999
$300,000 to
$399,999
$400,000 to
$499,999
$500,000 to
$699,999
$700,000 to
$999,999
$1,000,000 to
$1,999,999
$2,000,000
and Above
Percent Sales 2016 Fort Collins Sales Development Program
Source: FCBR; DA Davidson; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Market Value Research.xlsx]T-
Townhome, Condos
Courtyard
Ranch
Standard Ranch
Large Active
Adult Patio
Estate, Custom
Water Front
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 7
143002-Water's Edge Metro District Review_08-25-2017.docx
Table 2
For-Sale Residential Projects in the North Fort Collins Market
Figure 4
Price Range in Comparable Residential Projects and Proposed Water’s Edge
Absorption
The Developer estimates the build-out of Water’s Edge’s residential units over a nine year period
from 2018 to 2026, an average of 94 units per year (Figure 5). A more detailed build-out plan
for each of the residential housing products is shown in Table 6, at the end of the Market
Assessment section.
Project Status Project Start Product Units Price
Compable Projects
Single-Family $350,000-$650,000
Townhomes $300,000-$430,000
Condos $230,000-$450,000
Single-Family 18 $540,000-$570,000
Townhomes 37 $327,500-$360,000
Timbervine Under Construction 2017 Single-Family 146 $346,000-$390,000
East Ridge Approved --- Single-Family 568 $300,000-$400,000
Brownes on Howes Complete 2016 Townhomes 6 $850,000-$1,000,000
Townhomes at Library Park Under Construction 2017 Townhomes 10 $1,195,000-$1,500,000
Water's Edge
Single-Family 553 $461,500-$1,500,000
Townhomes 186 $396,000
Condos 109 $300,000
*Total housing units for all product types
Source: Zillow; FCBR; DA Davidson; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Market Value Research.xlsx]T-Comparble Projects
450-500*
Revive Under Construction 2015
Proposed Development Proposed 2018
Old Town North Third Phase 2007
$0
$200,000
$400,000
$600,000
$800,000
$1,000,000
$1,200,000
$1,400,000
$1,600,000
Old Town North Revive Timbervine East Ridge Brownes on Howes Townhomes at
Library Park
Water's Edge
Price Range
Source: Zillow; FCBR; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Market Value Research.xlsx]T-Comparble Projects
Water's Edge
Weighted Average
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 8
143002-Water's Edge Metro District Review_08-25-2017.docx
EPS conducted two analyses to evaluate the proposed build-out and absorption schedule: the
first compares the historical residential building rates in Fort Collins and Larimer County to the
planned build-out of Water’s Edge; and the second compares an estimate of supply deficits for
age-qualified 55+ for-sale housing to the proposed development. In both analyses, EPS focuses
more narrowly on an age-qualified 55+ market segment, whereas Water’s Edge is targeted
toward and not necessarily limited to this age group.
While there is a market gap or a need for age-qualified housing in Fort Collins and Larimer
County, to meet the development schedule as modeled in the financial plan, the development
would need to capture close to or over 100 percent of the age-qualified market. More
realistically, the development will have to appeal to more market segments than just 55 to
achieve the absorption targets. Designing a project to have specific appeal toward a 55+ age
cohort and wider-appeal to other demographics may be a difficult balance for the development to
maintain.
Figure 5
Residential Build-Out of Water’s Edge
Historical Residential Building Rates
EPS compared the proposed build-out with residential building permit data for Fort Collins and
Larimer County. From 2000 through 2015, Fort Collins averaged 1,051 residential units built per
year. Over that same time period, Larimer County (including Fort Collins) averaged 2,255
residential units built per year. To estimate a potential demand for 55+ age-qualified housing,
EPS applied a typical percentage of units bought by baby-boomers, based on a national average.
Given the price points of the proposed housing products, EPS also narrowed the market to
households with incomes over $100,000. Based on these applied percentages, EPS estimates the
potential demand for age qualified 55+ housing to be 98 units per year in Fort Collins and 209
units per year in Larimer County (Table 3). Thus, to meet its proposed absorption schedule, the
development would need to capture 96 percent of the estimated demand in Fort Collins and 45
percent of the estimated demand in Larimer County.
40
108
149
101
96 96 96 95
67
0
20
40
60
80
100
120
140
160
2018 2019 2020 2021 2022 2023 2024 2025 2026
Units
Total Average
Source: DA Davidson; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Development Program.xlsx]T-Build Out Plan
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 9
143002-Water's Edge Metro District Review_08-25-2017.docx
However, the analysis likely underestimates the potential demand for Water’s Edge.
• First, historical residential construction is an imperfect proxy for demand and likely biased
downward given available land and other constraints.
• Second, the analysis focuses more narrowly on baby boomers or age-qualified, whereas
Water’ Edge is age-targeted.
With that in mind, the analysis highlights that to achieve its build-out assumptions the
development will have to pursue a combination of three market strategies: (1) capture almost
100 percent of the Fort Collins age-qualified 55+ market, (2) increase Fort Collins’ capture rate
of the Larimer County market or import buyers from other areas, and/or (3) attract a wider
demographic segment than the 55+ target. While capturing 100 percent of the Fort Collins
market is likely not achievable given the varied preferences of consumers, the other two market
strategies do seem possible, but would require fairly aggressive and ultimately successful
marketing strategies. Further, it may be difficult to design a community that appeals specifically
to 55+ consumers, but also has wider appeal to other demographics and to Larimer County as a
whole.
Table 3
Water’s Edge Implied Percent Capture of Historical Construction Rates
Estimated Supply Gap for Age-Qualified Housing
A recent study by the Highland Group entitled Needs and Opportunities in Housing and Care in
Larimer County: Next 25 Years estimated the demand, supply, and corresponding gap for
different types of senior housing in Larimer County, including nursing homes, assisted living,
independent living, and, most relevantly for this analysis, for-sale age-qualified 55+ products
(single family homes, townhomes, condominiums, and mobile homes). For the for-sale age-
qualified 55+ products, the study found the supply in 2015 to be 1,359 units; the study does not
estimate that there will be any new product built by 2020. At the same time while supply is
static, the study estimates that demand will increase from 1,660 units in 2015 to 2,300 units in
2030. If no new supply is built, by 2030, Larimer County will have a supply deficit of 941 units.
If Water’s Edge was age-qualified rather than age-targeted 55+, it would have to capture 90
percent of the estimated supply deficit of Larimer County in 2030 to meet its build-out
assumption from 2018 to 2026. For this assumption to be realistic, Water’s Edge would have to
face little competition, and the development would have to meet the preferences of almost all of
the potential buyers. Moreover, the estimated supply deficit is for all income levels. In contrast,
Water’s Edge will only be viable for households at the upper end of the income spectrum, making
Description
Avg.
Construction
Rate
% Sold to
Baby
Boomers [1]
% HHs > 45
with Incomes
>$100,000 [2]
Demand for
Age-Qualified
55+ Housing
Water's
Edge
%
Capture
Units/Yr Units/Yr Units/Yr
Fort Collins 1,051 32% 29% 98 94 96%
Larimer County 2,255 32% 29% 209 94 45%
[1] National average from a 2015 National Association of Realtors (NAR) report
[2] ACS 1 Year Estimate for Larimer County
Source: NAR; US Census; Census C40 Permits; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-C40 Permit Data.xlsx]M-Estimate Fort Collins
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 10
143002-Water's Edge Metro District Review_08-25-2017.docx
such a high capture percentage even less likely. Thus, similar to the historical construction rate
analysis, the analysis underscores the need for the development to capture larger segments of
the market than just 55+.
Table 4
Water’s Edge Implied Percent Capture of Estimated Supply Deficit for Age-Qualified 55+ For-Sale
Housing
Commercial Development
The Developer proposes that the 70,000 square feet of commercial development take place from
2022 to 2026, with 20,000 square feet built in 2022 and again in 2024, and 30,000 square feet
built in 2026 (Figure 6). The location and potential trade area (Figure 7) of the development
are most conducive to locally owned and smaller format retail and restaurant uses, rather than a
community or regional serving development, which typically locate closer to centers of
population and interstate interchanges. Based on previous data, the project will try to attract a
small local grocery store in the 2,000 to 10,000 square foot range as a project amenity (Table
5). There are not any other obvious fits for commercial space other than neighborhood/
community serving retail, such as a coffee shop, deli, or pizza parlor. Health and wellness
tenants may also be interested in the project though (e.g. yoga, Pilates, and medical). As a
result, it may be difficult for the development to lease 70,000 square feet of commercial space.
Figure 6
Commercial Build-Out of Water’s Edge
Description Supply Demand
Supply
Deficit
Water's
Edge % Capture
2015 2030 2030
Market Estimate 1,359 2,300 941 848 90%
Source: The Highland Group; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Highland Report.xlsx]T-Market Capture
0 0 0 0
20,000
0
20,000
0
30,000
0
5,000
10,000
15,000
20,000
25,000
30,000
35,000
2018 2019 2020 2021 2022 2023 2024 2025 2026
Sq. Ft.
Source: DA Davidson; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Development Program.xlsx]T-Build Out Plan
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 11
143002-Water's Edge Metro District Review_08-25-2017.docx
Figure 7
Waters’ Edge Primary Trade Area
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 12
143002-Water's Edge Metro District Review_08-25-2017.docx
Table 5
Examples of Neighborhood Retail
Store/Location
Footprint
(Square Feet) Product Mix
Boulder, Colorado
Lolita's Market 4,246 Basic groceries
Lucky's Market 13,401 Mid-size complete grocery store
Denver Metro
Tony's Market - Bowles 9,475 Basic groceries and emphasis on prepared foods
Tony's Market - Dry Creek 6,700 Basic groceries and emphasis on prepared foods
Tony's Market - Castle Pines 6,700 Basic groceries and emphasis on prepared foods
Fort Collins, Colorado
Beaver's Market 7,650 Small scale complete grocery store with empahsis on butcher shop
Fort Collins Co-op 2,295 Small scale basic groceries
Golden, Colorado
Golden Natural Market 2,100 Basic gorceries, emphasis on deli sandwiches and vitamins/supplements
Local Market 2,550 Limited groceries and focus on prepared foods and catering business
Lyons, Colorado
St. Vrain Market 3,364 Basic groceries and prepared foods
Comparable Average 5,616
Source: Economic & Planning Systems
H:\2013 Projects\133027-Fort Collins Water Edge Feasibility\Data\[133027-
Comp_Projects.xlsx]Comp SF Table
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 13
143002-Water's Edge Metro District Review_08-25-2017.docx
Table 6
Water’s Edge Development Program and Build-Out
Description Market Value 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 Total
Residential Development Per Unit
Estate Homes $1,125,000 0 0 5 6 6 4 4 4 4 3 36
Custom Water Front $1,500,000 0 0 5 6 0 0 0 0 0 0 11
Courtyard Ranch $461,500 0 12 24 14 12 14 14 14 12 0 116
Standard Ranch $538,450 0 12 32 32 16 23 23 23 23 26 210
Standard Ranch - 3 Car $605,000 0 8 16 16 2 11 11 11 11 12 98
Large Active Adult Patio $735,000 0 8 16 11 9 9 9 9 9 2 82
Townhome $396,000 0 0 10 40 32 20 20 20 20 24 186
Condominium $300,000 0 0 0 24 24 15 15 15 16 0 109
Total $707,619 0 40 108 149 101 96 96 96 95 67 848
Commercial Development Per Sq. Ft.
Commercial (Sq. Ft.) $250 0 0 0 0 0 20,000 0 20,000 0 30,000 70,000
Source: DA Davidson; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Development Program.xlsx]T-Build Out Plan
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 14
143002-Water's Edge Metro District Review_08-25-2017.docx
Financial Analysis
Like other metro districts, the Service Plan proposes to use the cash flow stream of revenues
raised from mill levies and a one-time facility fee to issue bonds. Bond proceeds will then be
used to reimburse the Developer for public improvement costs. This section reviews the District
Financial Plan, including proposed mill levies, revenue forecasts, and costs estimates.
Proposed Mill Levies and Facility Fee
The proposed District Debt Mill Levy of 50 mills is relatively common and within the distribution
of similar metro districts in Colorado. However, with the District Operating Mill Levy of 50 mills,
the combined mill levy of 100 mills would be, to the best of EPS’ knowledge, the largest
combined mill levy for a metro district in Colorado. The combined 100 mills would impose
monthly costs between $180 for a condominium to $900 for a custom water front home.
The Developer does not intend to apply metro district mill levels to commercial tenants. Though
the Service Plan language maintains the flexibility to do so, property tax revenues from
commercial program are not included in bond revenue estimates from DA Davidson. EPS believes
that the decision not to apply these mill levies will be important for attracting commercial
tenants given that the location of the development already makes commercial a difficult
proposition and that commercial property tax assessment rates are 3.6 times higher than
residential assessments.
Table 7
Monthly Costs of Metro District Mill Levies
In addition to the District Debt Mill Levy, the Developer will impose a one-time facility fee of
$2,500 for single family detached units and $1,750 for the townhomes and condominiums. These
facility fees are also pledged to debt and essentially marginally increase the price of the
development products.
Dscription Market Value Assessed Value District Property Tax Monthly Cost
7.20% 100.000 Mills
Residential (Unit)
Estate Homes $1,125,000 $81,000 $8,100 $675
Custom Water Front $1,500,000 $108,000 $10,800 $900
Courtyard Ranch $461,500 $33,228 $3,323 $277
Standard Ranch $538,450 $38,768 $3,877 $323
Standard Ranch - 3 Car $605,000 $43,560 $4,356 $363
Large Active Adult Patio $735,000 $52,920 $5,292 $441
Townhome $396,000 $28,512 $2,851 $238
Condominium $300,000 $21,600 $2,160 $180
Source: DA Davidson; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Development Program.xlsx]T-Metro District Costs
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 15
143002-Water's Edge Metro District Review_08-25-2017.docx
Revenue Forecasts
DA Davidson estimated the potential public finance revenues and bond capacity for Water’s
Edge, reported in Exhibit F: Financial Plan of the Service Plan. In this Financial Plan, DA Davidson
proposes to sell four series of bonds for a total of $33,869,000 with $30,688,380 in funds
available to the project after costs of issuance and reserve funds (Table 8). A reduction in the
proposed market values for the residential and commercial development will reduce the total
bond proceeds. An extended build-out and absorption schedule will also reduce the value of the
total bond proceeds. The underwriting process and bond structure includes reserve funds and
capitalized interest mitigate difference between forecasted and actual values relating to market
values, build-out schedule, and other variables.
Table 8
Estimated Bond Proceeds
Public Improvement Costs
The Developer estimates public improvement costs to equal $31,648,351 (Table 9). The
majority of these costs are associated with parks and recreation amenities with estimated costs
equal to $18,013,402 or 57 percent of total development costs. The proposed Community
Center, Sustainability Center, and Health, Wellness, and Senior Center account for $12,000,000
of the total parks and recreation costs. The non-potable water system account for $3,711,166 or
11 percent of the total costs, and soft costs, construction management, and contingencies
account for 9,923,783 or 31 percent of the costs. The estimated project funds from bond
proceeds of $30,688,380 (Table 8) are less than the total estimated public costs, leaving
approximately a $1 million shortfall between estimated costs and revenues. However, this
shortfall represents only 3 percent of estimated public improvement costs. These cost estimates
are preliminary and will likely change and become more accurate as the development proceeds.
Description Project Funds
Reserve and
Issuance Costs Total
Bond Series
2020 $8,778,025 $701,975 $9,480,000
2023 $8,334,925 $1,050,075 $9,385,000
2026A $8,362,650 $1,267,350 $9,630,000
2026B $5,212,780 $161,220 $5,374,000
Total $30,688,380 $3,180,620 $33,869,000
Source: DA Davidson; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Development Program.xlsx]T-Bond Revenues
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 16
143002-Water's Edge Metro District Review_08-25-2017.docx
Table 9
Public Infrastructure and Estimated Costs
Description Factor Phase 1 % Total Phase 2 % Total Total % Total
Construction Costs
Non-Potable Water System $1,714,166 14% $1,997,000 10% $3,711,166 12%
Parks and Recreation
Community Center $3,500,000 28% $0 0% $3,500,000 11%
Sustainability Center $1,500,000 12% $0 0% $1,500,000 5%
Health, Wellness, and Senior Center $0 0% $7,000,000 37% $7,000,000 22%
Rehabilitate Windsor No 8 Ditch $0 0% $2,000,000 10% $2,000,000 6%
Landscaping $1,853,401 15% $2,160,000 11% $4,013,401 13%
Subtotal $6,853,402 55% $11,160,000 58% $18,013,402 57%
Hard Costs $8,567,568 69% $13,157,000 69% $21,724,568 69%
Soft Costs (18% Hard Costs) 18.0% $1,542,162 12% $2,368,260 12% $3,910,422 12%
Construction Management (3.40% Hard Costs) 3.40% $291,297 2% $447,338 2% $738,635 2%
Subtotal $10,401,028 83% $15,972,598 83% $26,373,626 83%
Contingency (20% Hard Costs) 20.0% $2,080,206 17% $3,194,520 17% $5,274,725 17%
Total $12,481,233 100% $19,167,118 100% $31,648,351 100%
Source: Water's Edge Service Plan; Economic & Planning Systems
H:\143002-Fort Collins On Call Financial Services\Waters Edge Metro Dist\Data\[143002-Development Program.xlsx]T-Costs_v2
Memorandum August 25, 2017
Water’s Edge Metro District Review Page 17
143002-Water's Edge Metro District Review_08-25-2017.docx
Conclusions
EPS’ major findings and conclusions are summarized below:
• At 848 units, Water’s Edge would be one of the largest residential development projects in
Fort Collins over the last ten years. Further, the proposed build-out of residential units for
Water’s Edge is aggressive, especially given the fact that the development is priced at the
upper end of the Fort Collins’ market and targeting households over 55 years of age. To meet
such a build out schedule, the project will either have to lower its price points, market to a
wider age distribution, and/or market to households outside of Larimer County (i.e. import
buyers).
• A longer term build-out will affect the timing of when revenues will be available to service
debt and could, at an extreme, risk default of bond payments. Bond instruments, however,
mitigate such a risk through capitalized interest payments, debt service coverage ratios, and
reserve funds.
• The planned 70,000 square feet of commercial space will be difficult to execute given the
location of the development. The project is targeting a small grocery store and other
neighborhood retail store, which average 5,000 square feet each. Additional potential tenants
may include health and wellness and possibly medical space.
• The project is proposing to use metro district proceeds to fund a number of community
amenities including a non-potable water irrigation system; Sustainability Center; Health,
Wellness and Senior Center; and Community Center (pool, bathhouse, and artisan
workshop). These facilities can be considered to be extraordinary costs and “not basic
infrastructure normally required of new development” (although the Community Center may
be questionable in this regard). The remaining $4.0 million of hard costs are associated with
general landscaping and, in EPS’ opinion, could be considered basic infrastructure. Based on
an initial round of comments, the Developer reduced the estimated plantings and top soil
budget by one-half from $3.2 million to $1.7 million as a way to address this concern.
• As a luxury development, some buyers will be willing to pay the extra mill levies for the
project amenities. However, it needs to be recognized that at the estimated pricing, plus the
metro district costs, this will be one of the most expensive development in northern
Colorado.
1
Waters’ Edge Metro District Service Plan Consideration
Tom Leeson and Patrick Rowe
9-5-2017
ATTACHMENT 5
What is a Metropolitan District?
2
• Quasi-Governmental entity
with the authority to:
• Levy property taxes
• Impose fees/charges
• Issue debt
• Construct public
improvements
• Provide services
• Examples:
• Water Valley (Windsor)
• Harmony Tech Park (Fort
Collins)
• Centerra (Loveland)
Waters’ Edge - Overview
3
• 235 acre development
• Projected multiphase buildout
(2026 projected buildout date)
• Active adult, age targeted
• Mix of housing
Waters’ Edge – Metro District Use
4
• Non-potable water system
• Significant open space and trails
• Community Center
• Community Gardens
• Sustainability Center
• Senior Center
• Rehabilitate No. 8 Ditch
5
Preliminary Infrastructure Plan
Waters’ Edge West Preliminary Infrastructure Plan
Non-potable water system $1,714,166
Community Center $3,500,000
Sustainability Center $1,500,000
Landscaping (plantings – ½ considered
enhancement; total amount shown)
$1,313,885
Waters’ Edge East Preliminary Infrastructure Plan
Non-potable water system $1,997,000
Health, Wellness and Senior Center $7,000,000
Rehabilitate Windsor No. 8 Ditch $2,000,000
Landscaping (plantings – ½ considered
enhancement; total amount shown)
$1,531,000
TOTAL - $31,648,351 (Phase 1 - $12,481,233 and Phase 2 - $19,167,118)
Metro District Overview
6
Mill Levy Cap: 100 mills (50 mills debt, 50 mills operating)
Governance: Developer control through buildout; resident
representation following ownership/residency, and control at buildout.
Fees: District may collect fees for covenant enforcement and/or
operations and maintenance.
Metro District Overview
7
Development Fees: Only for repayment of
debt/capital costs for residential units. Not from
owners or residents after certificate of occupancy.
Eminent Domain: Precluded by service plan.
Public Benefits
8
Non-potable
water system
Enhanced
Open Space /
Trails / Parks
Sustainability
Center
Community
Center
Community
Gardens
Restoration of
#8 Ditch
Policy Review
9
Policy Waters’ Edge
Predominantly Commercial Predominantly Residential
Max Mill Levy – 40 mills
Max Total – 100 mills
-50 mills debt
-50 mills operating
Debt Issued within 15 years / 30 year maturity No Limitation
Ongoing Council Approval / District Dissolution No Limitation
Max Debt Limitation = Debt Capacity 2X Debt Capacity
Financial and Market Feasibility Review
10
Key
Conclusions
Pace of residential absorption
Commercial Component Feasibility
Basic Infrastructure – ½ Landscaping
Summary
11
Public Infrastructure and Amenities Beyond Requirements
Non-potable water system
Community Facilities
Enhanced open space, parks, and trails
Community Gardens
Not Compliant with Metro District Policy
12
Questions?
-1-
RESOLUTION 2017-084
OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS
APPROVING THE CONSOLIDATED SERVICE PLAN FOR
WATERS’ EDGE METROPOLITAN DISTRICT NOS. 1, 2, 3, 4 AND 5
WHEREAS, the provisions of Title 32 of the Colorado Revised Statutes (“C.R.S.”) allow
for the formation of various kinds of governmental entities to finance and operate public services
and infrastructure; and
WHEREAS, on July 15, 2008, City Council adopted Resolution 2008-069 creating a
Policy for Reviewing Proposed Service Plans for Title 32 metropolitan districts (the “City
Policy”) setting forth criteria to be considered when a service plan is submitted for consideration;
and
WHEREAS, pursuant to the provisions of Article 1 of Title 32 of the Colorado Revised
Statutes (the “Special District Act”), Waters’ Edge Investments LLLP, a Colorado limited
liability limited partnership (the “Petitioner”), has submitted to the City a Consolidated Service
Plan (the “Service Plan”) for the Waters’ Edge Metropolitan District Nos. 1-5 (each a “District”
and collectively, the “Districts”); and
WHEREAS, a copy of the Service Plan is attached hereto as Exhibit “A” and
incorporated herein by reference; and
WHEREAS, the Districts will be organized to provide for the planning, design,
acquisition, construction, installation, relocation, redevelopment and operation and maintenance
of certain water improvements and park and recreation improvements, as more specifically
defined in the Service Plan; and
WHEREAS, in accordance with the Special District Act and Subsection B of the Review
and Approval Process Section of the City Policy, Petitioner complied with all notification
requirements for the Public Hearing, as evidenced by the “Certificates of Mailing of Notice of
Public Hearing” mailed on August 14, 2017, and attached hereto as Exhibit “B” and the
“Certificate of Mailing Notice of Public Hearing” mailed on August 23, 2017, and attached
hereto as Exhibit “C,” as the same are incorporated herein by reference (collectively, the “Notice
Requirements”); and
WHEREAS, in addition to compliance with the Notice Requirements, the Petitioner
published notice of the Public Hearing in the Fort Collins Coloradoan, a newspaper of general
circulation within the Districts, on August 15, 2017, as evidenced by the Affidavit of Publication
attached hereto as Exhibit “D”; and
WHEREAS, the City Council has reviewed the Service Plan and considered the
testimony and evidence presented at a public hearing on September 5, 2017 (the “Public
Hearing”); and
WHEREAS, the Special District Act requires that any service plan submitted to the
district court for the creation of a metropolitan district must first be approved by resolution of the
governing body of the municipality within which the proposed district lies; and
-2-
WHEREAS, the City Council wishes to approve the Service Plan for the Districts.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF FORT COLLINS, COLORADO, as follows:
Section 1. That the City Council hereby makes and adopts the determinations and
findings contained in the recitals set forth above.
Section 2. That the City Council hereby determines that the City’s notification
requirements have been complied with regarding the Public Hearing on the Service Plan.
Section 3. That the City Council hereby finds that the Service Plan contains, or
sufficiently provides for, the items described in § 32-1-202(2), C.R.S., and that:
(a) There is sufficient existing and projected need for organized service in the
area to be serviced by the proposed Districts;
(b) The existing service in the area to be served by the proposed Districts is
inadequate for present and projected needs;
(c) The proposed Districts are capable of providing economical and sufficient
service to the area within their proposed boundaries; and
(d) The area to be included within the proposed Districts has, or will have, the
financial ability to discharge the proposed indebtedness on a reasonable basis.
Section 4. The City Council’s findings are based solely upon the evidence in the
Service Plan as presented at the Public Hearing and the City has not conducted any independent
investigation of the evidence. The City makes no guarantee as to the financial viability of the
Districts or the achievability of the desired results.
Section 5. That the City Council hereby approves the Service Plan.
Section 6. That the City Council’s approval of the Service Plan is not a waiver or a
limitation upon any power that the City Council is legally permitted to exercise with respect to
the property within the Districts.
Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 5th
day of September, A.D. 2017.
_________________________________
Mayor
ATTEST:
_____________________________
Chief Deputy City Clerk
{00471143.DOCX v:19 }
CONSOLIDATED SERVICE PLAN
FOR
WATERS’ EDGE METROPOLITAN DISTRICT NOS. 1, 2, 3, 4 AND 5
CITY OF FORT COLLINS, COLORADO
Prepared
by
McGeady Becher P.C.
450 E. 17
th
Avenue, Suite 400
Denver, CO 80203-1254
Submittal Date: August 16, 2017
Re-submittal Date: __________, 2017
Approval Date: ___________, 2017
EXHIBIT A
{00471143.DOCX v:19 } i
TABLE OF CONTENTS
I. INTRODUCTION ...............................................................................................................1
A. Purpose and Intent....................................................................................................1
B. Need for the Districts. ..............................................................................................1
C. Objective of the City Regarding District’s Service Plan. ........................................1
II. DEFINITIONS .....................................................................................................................2
III. BOUNDARIES ....................................................................................................................5
A. District Boundaries. .................................................................................................5
B. Potential Annexation Area. ......................................................................................6
IV. PROPOSED LAND USE/POPULATION PROJECTIONS/ASSESSED VALUATION ..6
V. AUTHORITY ESTABLISHMENT ....................................................................................6
VI. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES ........7
A. Types of Improvements. ..........................................................................................7
1. Water Improvements ....................................................................................7
2. Park and Recreation Improvements .............................................................7
3. Mosquito Control .........................................................................................8
4. Infrastructure Preliminary Development Plan .............................................8
B. Other Powers. ...........................................................................................................9
1. Operations and Maintenance........................................................................9
2. Covenant Enforcement.................................................................................9
3. Construction Phasing ...................................................................................9
C. Privately Placed Debt Limitation. ............................................................................9
D. Monies from Other Governmental Sources. ..........................................................10
E. Consolidation Limitation. ......................................................................................10
F. Eminent Domain Limitation. .................................................................................10
G. Inclusion and Exclusion Limitation. ......................................................................10
H. Power to Impose Fees/Limitation on Imposition of Development Fees................10
1. Fees. ...........................................................................................................10
2. Development Fees. .....................................................................................11
I. Service Plan Amendment Requirement. ................................................................11
{00471143.DOCX v:19 } ii
J. Total Debt Issuance Limitation. .............................................................................11
K. Limited Mill Levies. ..............................................................................................12
1. Debt Levy...................................................................................................12
2. Operating Levy ..........................................................................................12
L. Approved Development Pan. .................................................................................12
VII. FINANCIAL PLAN...........................................................................................................13
A. General. ..................................................................................................................13
B. Maximum Voted Interest Rate and Maximum Underwriting Discount. ...............13
C. Maximum Debt Mill Levy. ....................................................................................13
D. Debt Repayment Sources. ......................................................................................14
E. Security for Debt. ...................................................................................................14
F. TABOR Compliance. .............................................................................................14
G. District’s Operating Costs. .....................................................................................14
H. Costs of Operation and Maintenance. ....................................................................15
I. Debt Instrument Disclosure Requirement. .............................................................15
VIII. ANNUAL REPORT ..........................................................................................................15
A. General. ..................................................................................................................15
B. Reporting of Significant Events. ............................................................................16
IX. PROPOSED INTERGOVERNMENTAL AGREEMENTS AND
EXTRATERRITORIAL SERVICE AGREEMENTS ......................................................16
A. Intergovernmental Agreements in General. ...........................................................16
B. Community Authority Board Establishment Agreement. ......................................16
1. Board Governance .....................................................................................17
2. Service Plan Amendments .........................................................................17
3. Process/Meeting Requirements ..................................................................17
X. DISCLOSURE TO PURCHASERS ..................................................................................18
XI. MATERIAL MODIFICATIONS ......................................................................................18
XII. SANCTIONS .....................................................................................................................18
XIII. CONCLUSION ..................................................................................................................19
{00471143.DOCX v:19 } iii
LIST OF EXHIBITS
EXHIBIT A-1 Initial Districts Boundary Legal Description
EXHIBIT A-2 Inclusion Area Boundary Legal Description
EXHIBIT B Vicinity Map
EXHIBIT C-1 Initial Districts Boundary Map
EXHIBIT C-2 Inclusion Area Boundary Map
EXHIBIT D Potential Annexation Area
EXHIBIT E Infrastructure Preliminary Development Plan
EXHIBIT F Financial Plan
EXHIBIT G Phase 1 and Phase 2 Boundary Map
EXHIBIT H Form of Establishment Agreement
{00471143.DOCX v:19 } 1
I. INTRODUCTION
A. Purpose and Intent.
The Districts will be metropolitan districts organized pursuant to the Special
District Act.
The Management District and the Financing Districts are anticipated to enter into
the Waters’ Edge Community Authority Board Establishment Agreement (defined herein as the
“Establishment Agreement”) which will establish the Waters’ Edge Community Authority
(defined herein as the “Authority”) and will be in substantially the form attached hereto as
Exhibit H, as the same may be amended from time to time as discussed in Section XI. It is the
intent of the Management District and the Financing Districts that the Public Improvements be
owned, operated and/or maintained by the Authority. As more particularly described in Section
IX.B.1 below, the Authority will be controlled by a seven (7) member board of directors. The
Establishment Agreement will provide that the Management District shall have the right to
appoint representatives to fill three (3) of the board seats and the Financing Districts shall have
the right to each appoint representatives to fill one (1) board seat. The intent of this structure is
to provide for resident and property owner participation as the Service Area develops and
ultimate transition of control of the operation and maintenance of the Public Improvements to
residents and property owners when installation of all of the Public Improvements is complete.
The Establishment Agreement will establish processes for financing the design, planning,
construction, acquisition, operations and maintenance of the Public Improvements. In addition,
the Establishment Agreement will establish the operations and maintenance budgets and
operating mill levies from time to time for the then existing and planned Public Improvements.
The Districts are an independent unit of local government, separate and distinct from the City
and governed by this Service Plan, which has been submitted in accordance with State statute. It
is intended that the Districts will provide a part or all of the Public Improvements for the use and
benefit of all anticipated inhabitants and taxpayers of the Districts. The primary purpose of the
Districts will be to finance, construct, acquire, own, operate and maintain the Public
Improvements as further delineated in this Service Plan and any Approved Development Plan.
B. Need for the Districts.
There are currently no other governmental entities, including the City, located in
the immediate vicinity of the Districts that consider it desirable, feasible or practical to undertake
the planning, design, acquisition, construction, installation, relocation, redevelopment, financing
and operations and maintenance of the Public Improvements needed for the Project. Formation
of the Districts is therefore necessary in order for the Public Improvements required for the
Project to be provided in the most economic manner possible.
C. Objective of the City Regarding District’s Service Plan.
The City’s objective in approving the Service Plan for the Districts is to authorize
the Districts to provide for the planning, design, acquisition, construction, installation, relocation
and redevelopment of the Public Improvements from the proceeds of Debt to be issued by the
Districts or the Authority and other legally available revenues. All Debt is expected to be repaid
{00471143.DOCX v:19 } 2
by taxes imposed and collected at a mill levy no higher than the Maximum Debt Mill Levy
and/or Development Fees. Debt which is issued within these parameters and, as further
described in the Financial Plan, will insulate property owners from excessive tax and
Development Fee burdens to support the servicing of the Debt and will result in a timely and
reasonable discharge of the Debt. The City shall, under no circumstances, be responsible for the
Debt of the Districts or the Authority, and the City’s approval of this Service Plan shall in no
way be interpreted as an agreement, whether tacit or otherwise, to be financially responsible for
the Debt of the Districts or the Authority or for the construction of the Public Improvements.
II. DEFINITIONS
In this Service Plan, the following terms shall have the meanings indicated below, unless
the context hereof clearly requires otherwise:
Additional District: means a district entering into the Establishment Agreement pursuant to the
provisions of Section III.B.
Approved Development Plan: means a development plan or other process established by the
City for identifying, among other things, Public Improvements necessary for facilitating
development of property within the Service Area as approved by the City pursuant to the City
Code, and as amended pursuant to the City Code, from time to time.
Authority: means the Waters’ Edge Community Authority established by the Establishment
Agreement, as authorized under Title 29 of the Colorado Revised Statutes, as amended from time
to time.
Board or Boards: means the board of directors of any of the Districts or the board of directors of
all the Districts, in the aggregate.
Bond, Bonds or Debt: means bonds or other obligations for the payment of which the District
has promised to impose an ad valorem property tax mill levy, and/or collect Development Fee
revenue.
Build Out: means the completion of the installation of the Public Improvements.
City: means the City of Fort Collins, Colorado.
City Code: means the Code of the City of Fort Collins and any regulations, rules, or policies
promulgated thereunder, as the same may be amended from time to time, including, without
limitation, City Land Use Code.
City Council: means the City Council of the City of Fort Collins, Colorado.
City Manager: means the City Manager of the City of Fort Collins, Colorado.
City Policy: means the City of Fort Collins, Colorado Policy for Reviewing Proposed Service
Plans for Title 32 Metropolitan Districts, as adopted and approved by the City Council on July 9,
{00471143.DOCX v:19 } 3
2008, and as may be amended or superseded by a future policy for metropolitan districts as
adopted and approved by the City Council.
Developer: means Waters’ Edge Investments LLLP, a Colorado limited liability limited
partnership, or its designated successors or designated assigns.
Development Fee: means the one-time development fee imposed by any of the Districts, subject
to the limitations set forth in Section VI.H of the Service Plan. The Development Fee may be
used to finance, plan, acquire, and construct the Public Improvements, and pay debt service.
District No. 2: means the Waters’ Edge Metropolitan District No. 2.
District No. 3: means the Waters’ Edge Metropolitan District No. 3.
District No. 4: means the Waters’ Edge Metropolitan District No. 4.
District No. 5: means the Waters’ Edge Metropolitan District No. 5.
Districts: means the Waters’ Edge Metropolitan District Nos. 1, 2, 3, 4 and 5. “Districts” shall
also include the Authority, with regard to those powers authorized to it under Title 29 of the
Colorado Revised Statutes, the Special District Act, and the Authority Establishment Agreement.
Notwithstanding the above, “Districts” shall not include the Authority with respect to Section V,
Section VI.G, Section VI. K, VII.C, VII.D, unless specifically referenced therein.
District Debt Mill Levy: means the mill levy imposed by any one of the Districts for payment of
Debt.
District Operating Mill Levy: means the mill levy imposed by any one of the Districts for
payment of general fund expenses, annually appropriated at the discretion of the respective
Board.
District Total Mill Levy Cap: means the total mill levy limit that can be imposed by any one of
the Districts as defined in Section VI.K below.
End User: means any owner, or tenant of any owner, of any improvement within the District,
who is intended to become burdened by the imposition of ad valorem property taxes subject to
the Maximum Debt Mill Levy. By way of illustration, a resident homeowner, renter, commercial
property owner, or commercial tenant is an End User. The business entity that constructs homes
or commercial structures is not an End User.
Establishment Agreement: means the Waters’ Edge Community Authority Board Establishment
Agreement further described in Section I.A.
External Financial Advisor: means a consultant that: (i) is qualified to advise Colorado
governmental entities on matters relating to the issuance of securities by Colorado governmental
entities, including matters such as the pricing, sales and marketing of such securities and the
procuring of bond ratings, credit enhancement and insurance with respect to such securities; (ii)
shall be an underwriter, investment banker, or individual listed as a public finance advisor in the
{00471143.DOCX v:19 } 4
Bond Buyer’s Municipal Market Place or in the City’s sole discretion, other recognized
publication as a provider of financial projections; and (iii) is not an officer or employee of the
District.
Financing Districts: means Waters’ Edge Metropolitan District Nos. 2, 3, 4 and 5.
Financial Plan: means the Financial Plan described in Section VII, and attached as Exhibit F,
which describes: (i) how the Public Improvements are to be financed; (ii) how the Debt is
expected to be incurred; and (iii) the estimated operating revenue derived from property taxes for
the first budget year. The Financial Plan is intended to represent an example of debt issuance and
financing structure that may be used by the Districts.
Gallagher Adjustment: means that increase or decrease to be made if, on or after January 1,
2018, there are changes in the method of calculating assessed valuation or any constitutionally
mandated tax credit, cut or abatement, the mill levy limitation applicable to such Debt may be
increased or decreased to reflect such changes, such increases or decreases to be determined by
the Authority in good faith, and for which the Authority shall cause the Boards to impose such
increased or decreased mill levy on residential property within their respective boundaries, so
that to the extent possible, the actual tax revenues generated from the residential property within
the Districts subject to the mill levy, as adjusted for changes occurring after January 1, 2018, are
neither diminished nor enhanced as a result of such changes. For purposes of the foregoing, a
change in the ratio of actual valuation shall be deemed to be a change in the method of
calculating assessed valuation.
Inclusion Area Boundaries: means the boundaries of the area legally described in Exhibit A-2
and depicted on the Inclusion Area Boundary Map.
Inclusion Area Boundary Map: means the map attached hereto as Exhibit C-2, depicting the
property proposed for inclusion within a District.
Infrastructure Preliminary Development Plan: means the Infrastructure Preliminary
Development Plan as described in Section VI.A.4 which includes: (i) a preliminary list of the
Public Improvements to be developed by the Authority; (ii) an estimate of the costs of the Public
Improvements; and (iii) the map or maps showing the approximate location(s) of the Public
Improvements. The Infrastructure Preliminary Development Plan is subject to amendment from
time to time by intergovernmental agreement between the Authority and the City.
Initial Districts Boundaries: means the boundaries, respectively, of each of the Districts as more
specifically described in Exhibit A-1 and depicted on the Initial Districts Boundary Map.
Initial Districts Boundary Map: means the map attached hereto as Exhibit C-1, depicting the
Districts’ initial boundaries.
Management District or District No. 1: means Waters’ Edge Metropolitan District No. 1
Maximum Debt Mill Levy: means the maximum mill levy the District is permitted to impose for
payment of Debt, as set forth in Section VII.C below.
{00471143.DOCX v:19 } 5
Phase 1: means the boundaries depicted on Exhibit G and described in Section VI.A. 4 of the
Service Plan.
Phase 2: means the boundaries depicted on Exhibit G and described in Section VI.A. 4 of the
Service Plan.
Potential Annexation Area: means the boundaries of the area legally described and depicted in
Exhibit D.
Privately Placed Debt: means Debt that is not offered for sale in a public sale, including, but not
limited to Debt placed with the Developer or a bank.
Project: means the development commonly referred to as Waters’ Edge.
Public Improvements: means a part or all of the improvements authorized to be planned,
designed, acquired, constructed, installed, relocated, redeveloped and financed as generally
described in Section VI.A below to serve the future taxpayers and inhabitants of the Service Area
as determined by the Boards.
Service Area: means, collectively, the property within the Initial District Boundaries and the
Inclusion Area Boundaries.
Service Plan: means this service plan for the Districts, as approved by City Council.
Service Plan Amendment: means an amendment to the Service Plan approved by City Council
in accordance with the City Charter, City ordinances and applicable State law.
Special District Act: means Section 32-1-101, et seq., of the Colorado Revised Statutes, as
amended from time to time.
State: means the State of Colorado.
TABOR: refers to Article X, Section 20 of the Constitution of the State.
Taxable Property: means real or personal property subject to ad valorem taxes imposed by the
Districts.
Total Debt Issuance Limit: means the maximum amount of general obligation Debt the Districts
may issue in the aggregate, which amount shall be Sixty-Seven Million Seven Hundred Thirty-
Eight Thousand Dollars ($67,738,000).
III. BOUNDARIES
A. District Boundaries.
The area of the Initial Districts Boundaries of District No. 1 includes approximately
0.0574 acres, District No. 2 includes approximately 108.457 acres, less any area dedicated as
right-of-way; District No. 3 includes approximately 0.0574 acres; District No. 4 includes
approximately 0.0574 acres and District No. 5 includes approximately 0.0574 acres. Legal
{00471143.DOCX v:19 } 6
descriptions of the Initial District Boundaries and the Inclusion Area Boundaries are attached
hereto as Exhibit A-1 and Exhibit A-2, respectively. A vicinity map is attached hereto as
Exhibit B. A map of the Initial District Boundaries is attached hereto as Exhibit C-1, and a map
of the Inclusion Area Boundaries is attached hereto as Exhibit C-2. It is anticipated that the
Districts’ boundaries may change from time to time as each District undergoes inclusions and
exclusions pursuant to Section 32-1-401, et seq., C.R.S., and Section 32-1-501, et seq., C.R.S.,
subject to the limitations set forth in Article V.G below.
B. Potential Annexation Area.
The legal description and boundary map of the Potential Annexation Area are attached
hereto as Exhibit D. Such Potential Annexation Area is currently not within the boundaries of
the City. If, in the future: (i) the City annexes any or all of the Potential Annexation Area and
zones the same for development; and (ii) a district is formed within any or all of the Potential
Annexation Area and has the same or similar powers and authorities as the Districts, the Districts
and the Authority may approve such district becoming a member of the Establishment
Agreement. If such district enters into the Establishment Agreement, the Establishment
Agreement will be amended to provide for a nine (9) member board of directors for the
Authority and such amendment shall not be considered a material modification to this Service
Plan and shall not require the approval described in Section XI. Specifically, the Management
District shall have the right to appoint representatives to fill four (4) of the board seats and the
Financing Districts and the Additional District shall each have the right to appoint a
representative to fill one (1) board seat. If an Additional District becomes a member of the
Authority, the Financing Districts’ ability to finance operations and maintenance of Public
Improvements will include those Public Improvements within the Additional District that the
Authority will operate and maintain pursuant to the Establishment Agreement, so as to create a
uniform District Operating Mill Levy across the Financing Districts and the Additional District.
Nothing in this Section III.B shall obligate the City to modify its Growth Management Area or
require the City to annex or zone any property.
IV. PROPOSED LAND USE/POPULATION PROJECTIONS/ASSESSED
VALUATION
The Service Area consists of approximately 234.837 acres of residential land,
commercial land and open space/parks. The current assessed valuation of the Service Area is $0
for purposes of this Service Plan and, at build out, is expected to be sufficient to reasonably
discharge the Debt under the Financial Plan. The population of all of the Districts at build-out is
estimated to be approximately two thousand one hundred twenty (2,120) people.
Approval of this Service Plan by the City does not imply approval of the development of
a specific area within the Districts, nor does it imply approval of the number of residential units
or the total site/floor area of commercial buildings identified in this Service Plan or any of the
exhibits attached thereto, unless the same is contained within the Approved Development Plan.
V. AUTHORITY ESTABLISHMENT
{00471143.DOCX v:19 } 7
Pursuant to the Colorado Constitution, Article XIV, Section 18(2)(a) and (b), and Section
29-1-203, C.R.S., the Districts may cooperate and contract with each other to provide any
function, service or facility lawfully authorized to each, and any such contract may provide for
the sharing of costs, the imposition of taxes, and the incurring of debt. Specifically, pursuant to
Sections 29-1-203 and 29-1-203.5, C.R.S., the Districts are authorized to enter into contracts for
the joint exercise of any function, service or facility lawfully authorized to each, including the
establishment of a separate legal entity to provide such function, service or facility. It is
contemplated herein that the Districts will establish the Authority pursuant to the above
mentioned statutes, through the execution of the Authority Establishment Agreement. The
Authority shall have the power to exercise all powers which are conferred by law upon a separate
legal entity organized pursuant to Sections 29-1-203 and 29-1-203.5, C.R.S., or essential to the
provisions of its functions, services and facilities subject to such limitations as are or may be
prescribed by law, this Service Plan and the Authority Establishment Agreement. In accordance
with Section 29-1-203.5(2)(a), the Authority will be expressly authorized to exercise any general
power of the Districts authorized pursuant to the Special District Act and this Service Plan and
shall be subject to the limits of this Service Plan.
VI. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES
The following paragraphs provide a description of the proposed services to be provided
by the Districts and the Authority. The Districts are granted the following powers, for the
purpose of allowing them to form the Authority and provide the services to the Project directly or
through the Authority. Such powers, authorities, services and Public Improvements are as
follows:
A. Types of Improvements.
It is intended that the Districts will provide certain essential public purpose
facilities for the use and benefit of the residents in the Service Area. The Districts are expected
to finance the construction of improvements and provide such other services as are described in
this Service Plan, and only to the extent such services are enumerated herein.
1. Water Improvements. The Districts shall have the power and authority to
plan, design, acquire, construct, install, relocate, redevelop, operate and maintain non-potable
water irrigation systems including, but not limited to, transmission lines, distribution mains and
laterals, storage and treatment facilities, and water rights acquisition for such non-potable water
irrigation systems, together with all necessary, incidental and appurtenant facilities, land and
easements, and all extensions of and improvements to said facilities. It is anticipated that all
water rights will be dedicated to the Authority at no cost to the Authority for such dedication(s).
It is also anticipated that these water improvements will be owned and maintained by the
Authority to the extent not accepted for ownership, operations and maintenance by any other
entity. The Districts shall not have the authority to provide potable water facilities or any related
services.
2. Park and Recreation Improvements. The Districts shall have the power
and authority to plan, design, acquire, construct, install, relocate, redevelop, operate and maintain
park and recreation facilities and programs including, but not limited to, parks, pedestrian ways,
{00471143.DOCX v:19 } 8
bike paths, bike storage facilities, signage, interpretive kiosks and facilities, open space,
landscaping, cultural activities, community composting programs, community centers,
community kitchens, community gardens and orchards, green houses, recreational centers, water
bodies, wildlife preservation and mitigation areas, irrigation facilities, playgrounds, pocket parks,
swimming pools, and other active and passive recreational facilities, together with all necessary,
incidental and appurtenant facilities, land and easements, and all extensions of and improvements
to said facilities. It is anticipated that park and recreation improvements not conveyed to the
City or other appropriate jurisdiction will be owned and maintained by the Authority.
3. Mosquito Control. The Districts’ shall have the power to provide for the
eradication and control of mosquitos, including but not limited to elimination or treatment of
breeding grounds and the purchase, lease, contracting or other use of equipment or supplies for
mosquito control in accordance with the City Code. In addition, the Districts and the Authority
shall not conduct adulticide spraying without the City Manager’s prior written consent and only
after giving residents of the Districts the prior notice reasonably required by the City Manager.
4. Infrastructure Preliminary Development Plan. The Districts shall have the
authority to provide for the planning, design, acquisition, construction, installation, relocation,
redevelopment, maintenance and financing of the Public Improvements within and without the
boundaries of the Districts, to be more specifically defined in an Approved Development Plan.
The Infrastructure Preliminary Development Plan, as set forth in Exhibit E, illustrates the costs
of the Public Improvements in both Phase 1 and Phase 2, as the same are depicted in Exhibit G,
of the development. All descriptions of the Public Improvements to be constructed, and their
related costs, are estimates only and are subject to modification as engineering, development
plans, economics, the City’s requirements and construction scheduling may require. The
Districts shall be permitted to allocate costs between such categories of the Public Improvements
as deemed necessary in their discretion. It is herein acknowledged, and the same is reflected in
the Infrastructure Preliminary Development Plan, that the Districts are authorized to finance only
fifty percent (50%) of certain landscaping costs, specifically plantings and top soil, fine grading
and preparation. With regard to any plantings and/or top soil, fine grading and preparation
constructed by any of the Districts, the respective District or the Authority will enter into a cost
sharing agreement with the Developer whereby the Developer will reimburse the District or the
Authority, respectively, for fifty percent (50%) of the costs associated with such plantings and/or
top soil, fine grading and preparation. In the alternative, if the Developer constructs the
plantings and/or top soil, fine grading and preparation, the Districts and/or the Authority shall
only be authorized to approve payment for the acquisition of such plantings and/or top soil, fine
grading and preparation in an amount of fifty percent (50%) of the verified costs associated
therewith. The Districts shall not be restricted by the Infrastructure Preliminary Development
Plan with regard to any dedications to the Districts or the Authority for ownership, operation and
maintenance, including, but not limited to, the dedication of water rights. Upon approval of the
Service Plan, the Districts will continue to develop and refine the Infrastructure Preliminary
Development Plan and prepare for the issuance of Debt and construction. It is acknowledged
that the City has approved an Approved Development Plan for those Public Improvements
within Phase 1 of the development, and that the Districts are authorized to finance and construct
those Public Improvements for Phase 1, as illustrated in Exhibit E. It is further acknowledged
that the City has not approved an Approved Development Plan for Phase 2 Public Improvements.
The Districts cannot proceed with financing or construction of those Phase 2 Public
{00471143.DOCX v:19 } 9
Improvements within the Infrastructure Preliminary Development Plan until the City has
approved an Approved Development Plan with regard to those Phase 2 Public Improvements and
memorializes the same in an intergovernmental agreement between the Authority and the City.
Due to the preliminary nature of the Infrastructure Preliminary Development Plan with respect to
Phase 2, the City shall not be bound by the Infrastructure Preliminary Development Plan in
reviewing and approving an Approved Development Plan and the Approved Development Plan
shall supersede the Infrastructure Preliminary Development Plan.
B. Other Powers.
1. Operations and Maintenance. To the extent provided in the Approved
Development Plan or as otherwise agreed by the City, the Authority may dedicate the Public
Improvements to the City or other appropriate jurisdiction in a manner consistent with the
Approved Development Plan and applicable provisions of the City Code, provided that nothing
herein requires the City to accept a dedication. The Districts are specifically authorized to
operate and maintain any part or all of the Public Improvements not otherwise conveyed or
dedicated to the City or other appropriate entity. The Districts shall also be specifically
authorized to conduct operations and maintenance functions related to the Public Improvements
that are not provided by the City or other governmental entity, or to the extent that the Districts
proposed operational and maintenance functions include services or activities that exceed those
provided by the City or other governmental entity. The Districts shall exercise all of their
powers to own, operate and maintain the Public Improvements set forth herein by way of the
Authority and pursuant to the Establishment Agreement.
2. Covenant Enforcement. In accordance with Section 32-1-1004(8), C.R.S.,
the Districts shall have the power to provide covenant enforcement and design review services
within the Project to the extent the declaration, rules and regulations, or any similar document
containing the covenants to be enforced name the Districts as the enforcement and/or design
review entity.
3. Construction Phasing. The design, planning, phasing of construction,
location and completion of the Public Improvements will be determined by the Districts to
coincide with the phasing and development of the Project and the availability of funding sources.
The Districts may, in their discretion, phase the construction, completion, operation and
maintenance of the Public Improvements or defer, delay, reschedule, rephase, relocate or
determine not to proceed with the construction, completion, operation and maintenance of the
Public Improvements, and such actions or determinations shall not constitute material
modifications of this Service Plan.
C. Privately Placed Debt Limitation.
Prior to the issuance of any Privately Placed Debt, the Districts shall obtain the
certification of an External Financial Advisor substantially as follows:
We are [I am] an External Financial Advisor within the meaning of
the District’s Service Plan.
{00471143.DOCX v:19 } 10
We [I] certify that (1) the net effective interest rate (calculated as
defined in Section 32-1-103(12), C.R.S.) to be borne by [insert the
designation of the Debt] does not exceed a reasonable current [tax-
exempt] [taxable] interest rate, using criteria deemed appropriate
by us [me] and based upon our [my] analysis of comparable high
yield securities; and (2) the structure of [insert designation of the
Debt], including maturities and early redemption provisions, is
reasonable considering the financial circumstances of the District.
D. Monies from Other Governmental Sources.
The Districts shall not apply for or accept Conservation Trust Funds, Great
Outdoors Colorado Funds, or other funds available from or through governmental or non-profit
entities for which the City is eligible to apply for, except pursuant to an intergovernmental
agreement with the City. This Section shall not apply to specific ownership taxes which shall be
distributed to and be a revenue source for the Districts without any limitation.
E. Consolidation Limitation.
It is anticipated that, in connection with the Establishment Agreement, the
Districts will pursue consolidation of their boundaries in accordance with the Special District Act
at such time as the Project has reached Build Out and the Authority owns and maintains all of the
Public Improvements. The approval of the City will be required prior to the consolidation of any
one of the Districts with another special district, including, but not limited to, consolidation
between or among the Districts.
F. Eminent Domain Limitation.
The Districts shall not be authorized to utilize the power of eminent domain.
G. Inclusion and Exclusion Limitation.
Any of the Districts shall have the authority to include within its boundaries any
property within the Service Area without the prior written consent of the City. None of the
Districts shall include within any of their boundaries any property outside the Service Area
without the prior written approval of the City Council. No property that is obligated to pay
outstanding Debt shall be excluded by any of the Districts except with the prior written approval
of the City Council. No property that was excluded from a District that has issued Debt prior to
the exclusion shall be included in another of the Districts except with the prior written approval
of the City Council.
H. Power to Impose Fees/Limitation on Imposition of Development Fees.
1. Fees. The Districts may impose and collect fees, rates, tolls, penalties, or
charges as provided in Section 32-1-1001(1), C.R.S., as amended from time to time, as a source
of revenue for payment of covenant enforcement and/or operation and maintenance.
{00471143.DOCX v:19 } 11
2. Development Fees. Any Development Fees imposed, shall only be
imposed as a source of revenue for repayment of Debt and capital costs. A Development Fee
shall not exceed the following limits:
(a) For each single-family detached or attached residential unit, the
Development Fee shall not exceed Two Thousand Five Hundred Dollars ($2,500).
(b) For each multi-family residential unit, the Development Fee shall
not exceed One Thousand Seven Hundred Fifty Dollars ($1,750).
No Development Fee shall be authorized to be imposed upon or collected from
Taxable Property owned or occupied by an End User subsequent to the issuance of a certificate
of occupancy for said Taxable Property. There will be no Development Fee imposed on non-
residential units.
I. Service Plan Amendment Requirement.
This Service Plan has been designed with sufficient flexibility to enable the
Districts and/or the Authority to provide required services and facilities under evolving
circumstances without the need for numerous amendments. Modification of the general types of
services and facilities that constitute the Public Improvements and changes in proposed
configurations, locations or dimensions of the Public Improvements shall be permitted to
accommodate development needs consistent with any Approved Development Plan for the
Project. The Districts shall be independent units of local government, separate and distinct from
the City, and its activities are subject to review by the City Council only insofar as they may
deviate in a material manner from the requirements of the Service Plan. Any action of the
Districts which violates the limitations set forth in this Service Plan shall be deemed to be a
material modification unless otherwise agreed by the City Manager or otherwise expressly
provided herein. Any determination by the City Manager that a departure is not a material
modification shall be conclusive and final and shall bind all residents, property owners and
others affected by such departure.
The Districts may seek formal approval from the City Manager of modifications
to this Service Plan which are not material, but for which the Districts may desire a written
acknowledgement and approval. Such approval shall be conclusive and final.
J. Total Debt Issuance Limitation.
The Districts shall not issue Debt in excess of the Total Debt Issuance Limit;
provided, however, any Debt incurred by intergovernmental agreement between one or more of
the Districts or between one or more of the Districts and the Authority of any refunded Debt
shall not count against the Total Debt Issuance Limit. Any Debt, issued with a pledge or which
results in a pledge, that exceeds the Maximum Debt Mill Levy shall be deemed a material
modification of this Service Plan pursuant to Section 32-1-207, C.R.S. and shall not be an
authorized issuance of Debt unless and until such material modification has been approved by
the City Council as part of a Service Plan Amendment.
{00471143.DOCX v:19 } 12
K. Limited Mill Levies.
It is anticipated that the Districts will impose a District Operating Mill Levy and a
District Debt Mill Levy on all property within the Districts which will be pledged for payment of
operations, maintenance, construction, financing, and debt service associated with the Public
Improvements, respectively. The District Total Mill Levy Cap shall not exceed a combined
District Debt Mill Levy and District Operating Mill Levy of one hundred (100) mills subject to
the Gallagher Adjustment, until the conditions of Section VII. C have been met regarding the
Maximum Debt Mill Levy or Section VI.K.2 have been met regarding the Operating Mill Levy.
The District Debt Mill Levy and the District Operating Mill Levy shall be imposed uniformly on
all residential property with the Districts’ boundaries.
1. Debt Levy. The Financing Plan assumes fifty (50) mills will be imposed
as the District Debt Mill Levy. The Districts shall not impose a District Debt Mill Levy that is
greater than the Maximum Debt Mill Levy.
2. Operating Levy. The District Operating Mill Levy will initially be
imposed at one hundred (100) mills and after Bonds are issued, is projected to be fifty (50) mills.
The District Operating Mill Levy will be set to meet together with the projected fee revenue to
be collected, the budgetary needs of the Districts on an annual basis. Provided, however, once a
District issues Bonds, the Districts shall not impose a District Operating Mill Levy that is greater
than the District Operating Mill Levy Cap of fifty (50) mills, subject to the Gallagher
Adjustment, unless the Board of Directors for the Authority has voted in favor of imposing a
District Operating Mill Levy greater than fifty (50) mills, subject to the Gallagher Adjustment,
and either:
(a) The City Manager provides prior written approval for such
increase; or
(b) a majority of the Board of Directors of the Authority are residents
of the Districts.
L. Approved Development Pan.
The Districts shall have the authority to provide for the planning, design,
acquisition, construction, installation, relocation, redevelopment, maintenance, and financing of
the Public Improvements within and without the boundaries of the Districts, as the same are
more specially defined in the Approved Development Plan. The Public Improvements will be
designed in such a way as to ensure that the Public Improvements standards will be consistent
with or exceed the standards of the City Code and shall be in accordance with the requirements
of the Approved Development Plan. All descriptions of the Public Improvements to be
constructed, and their related costs, are estimates only and are subject to modification as engineer
development plans, economics, the City’s requirements, and construction scheduling may
require. The Districts may, in their discretion, phase the construction, completion, operation and
maintenance of the Public Improvements or defer, delay, reschedule, rephase, relocate or
determine not to proceed with the construction, completion, operation and maintenance of the
{00471143.DOCX v:19 } 13
Public Improvements, and such actions or determinations shall not constitute material
modifications of this Service Plan.
VII. FINANCIAL PLAN
A. General.
The Districts shall be authorized to provide for the planning, design, acquisition,
construction, installation, relocation and/or redevelopment of the Public Improvements from its
revenues and by and through the proceeds of Debt to be issued by the Districts or the Authority.
The Financial Plan for the Districts shall be to issue such Debt as the Districts can reasonably be
paid from revenues derived from the Maximum Debt Mill Levy, Development Fees and other
legally available revenues. The total Debt that the Districts and the Authority shall be permitted
to issue, subject to the limitations set forth herein, shall not exceed the Total Debt Issuance Limit
and shall be permitted to be issued on a schedule and in such year or years as the Districts
determine shall meet the needs of the Financial Plan referenced above and phased to serve
development as it occurs. All bonds and other Debt issued by the Districts may be payable from
any and all legally available revenues of the Districts, including general ad valorem taxes to be
imposed upon all Taxable Property of the Districts (and associated specific ownership tax
revenues) and Development Fees.
Prior to the issuance of Debt, it is anticipated that the Developer may advance
funds to the Districts and the Authority to pay the organizational costs of the Districts and the
Authority and costs for constructing and installing Public Improvements. The Districts and the
Authority shall be authorized to reimburse such Developer advances with interest from Debt
proceeds or other legally available revenues.
B. Maximum Voted Interest Rate and Maximum Underwriting Discount.
The interest rate on any Debt is expected to be the market rate at the time the Debt
is issued. In the event of a default, the proposed maximum interest rate on any Debt is not
expected to exceed eighteen percent (18%). The proposed maximum underwriting discount will
be five percent (5%). Debt, when issued, will comply with all relevant requirements of this
Service Plan, State law and Federal law as then applicable to the issuance of public securities.
C. Maximum Debt Mill Levy.
The Maximum Debt Mill Levy shall be the maximum mill levy any District is
permitted to impose upon the Taxable Property of such District for payment of Debt, and shall be
determined as follows:
1. For the portion of any aggregate District’s Debt which exceeds fifty
percent (50%) of the District’s assessed valuation, the Maximum Debt Mill Levy for such
portion of Debt shall be fifty (50) mills, subject to the Gallagher Adjustment, less the number of
mills necessary to pay unlimited mill levy Debt described in Section VII.C.2 below;
2. For the portion of any aggregate District’s Debt which is equal to or less
than fifty percent (50%) of the District’s assessed valuation, either on the date of issuance or at
{00471143.DOCX v:19 } 14
any time thereafter, the mill levy to be imposed to repay such portion of Debt shall not be subject
to the Maximum Debt Mill Levy and, as a result, the mill levy may be such amount as is
necessary to pay the debt service on such Debt, without limitation of rate; and
3. For purposes of the foregoing, once Debt has been determined to be within
Section VII.C.2 above, so that the District is entitled to pledge to its payment an unlimited ad
valorem mill levy, the District may provide that such Debt shall remain secured by such
unlimited mill levy, notwithstanding any subsequent change in the District’s Debt to assessed
ratio. All Debt issued by the District must be issued in compliance with the requirements of
Section 32-1-1101, C.R.S. and all other requirements of State law.
D. Debt Repayment Sources.The Districts may impose a mill levy on Taxable
Property within its boundaries as a primary source of revenue for repayment of debt service and
for operations and maintenance. The Districts and the Authority may also rely upon various
other revenue sources authorized by law, except to the extent limited by this Service Plan. At the
Districts’ and/or Authority’s discretion, these may include the power to assess Development Fees
as discussed in Section VI.H. In no event shall the District Debt Mill Levy exceed the Maximum
Debt Mill Levy, except as provided in Section VII.C.2 above.
E. Security for Debt.
The Districts shall not have the authority and shall not pledge any revenue or
property of the City as security for the indebtedness set forth in this Service Plan. Approval of
this Service Plan shall not be construed as a guarantee by the City of payment of any of the
District’s obligations; nor shall anything in the Service Plan be construed so as to create any
responsibility or liability on the part of the City in the event of default by the Districts in the
payment of any such obligation.
F. TABOR Compliance.
The Districts and the Authority will comply with the provisions of TABOR.
G. District’s Operating Costs.
The estimated cost of engineering services, legal services and administrative
services, together with the estimated costs of the Districts’ organization and initial operations,
are anticipated to be One Hundred Fifty Thousand Dollars ($150,000), which will be eligible for
reimbursement from Debt proceeds. This amount does not include the cost for land acquisition or
water acquisition, as land and water rights are anticipated to be dedicated to the Authority at no
cost.
In addition to the capital costs of the Public Improvements, the Districts will
require operating funds for administration and to plan and cause the Public Improvements to be
constructed and maintained. The first year’s operating budget is estimated to be One Hundred
Fifty Thousand Dollars ($150,000) which is anticipated to be derived from property taxes and
other revenues.
{00471143.DOCX v:19 } 15
The Maximum Debt Mill Levy for the repayment of Debt shall not apply to each
of the Districts’ ability to increase its mill levy as necessary for provision of operation and
maintenance services to its taxpayers and service users. It is anticipated that the Developer will
advance funds to the Authority to pay operating costs until such time as the Authority has
sufficient revenue from the Districts’ operation and maintenance mill levy. The Authority shall
be authorized to reimburse the Developer for such advances with interest.
H. Costs of Operation and Maintenance.
The Districts shall be responsible for raising revenue to fund the operation and
maintenance obligations of the Authority, including maintaining and repairing the Improvements
as shall be more fully set forth in the Establishment Agreement. The costs will include, but not
be limited to, operation, maintenance and repair of facilities, engineering, legal, audit, and
administrative services, utilities, and other expenses related to the administration and operation
of the Districts.
The budget adopted by the Authority will authorize expenditures for the Districts’
administration and, together with the budgets of the other Districts, the funding of the
Authority’s operation and maintenance of the Public Improvements. Neither the Districts nor the
Authority shall have the authority to provide maintenance to any Public Improvements
transferred to the County without the prior written approval of the City.
I. Debt Instrument Disclosure Requirement.
In the text of each Bond and any other instrument representing and constituting
Debt, the Districts or the Authority, as appropriate, shall set forth a statement in substantially the
following form:
By acceptance of this instrument, the owner of this Bond agrees
and consents to all of the limitations in respect of the payment of
the principal of and interest on this Bond contained herein, in the
resolution authorizing the issuance of this Bond and in the Service
Plan for creation of the Districts.
Similar language describing the limitations in respect of the payment of the
principal of and interest on Debt set forth in this Service Plan shall be included in any document
used for the offering of the Debt for sale to persons, including, but not limited to, a developer of
property within the boundaries of the Districts.
VIII. ANNUAL REPORT
A. General.
The Districts shall be responsible for submitting an annual report to the City Clerk
no later than September 1 of each year for the year ending the preceding December 31. The City
may, in its sole discretion, waive this requirement in whole or in part.
{00471143.DOCX v:19 } 16
B. Reporting of Significant Events.
Unless waived by the City, the annual report shall include the following:
1. A narrative summary of the progress of the Districts in implementing the
Service Plan for the report year;
2. Except when exemption from audit has been granted for the report year
under the Local Government Audit Law, the audited financial statements of the Districts for the
report year, including a statement of financial condition (i.e., balance sheet) as of December 31
of the report year and the statement of operations (i.e., revenues and expenditures) for the report
year;
3. Unless disclosed within a separate schedule to the financial statements, a
summary of the capital expenditures incurred by the Districts in the development of Public
Improvements in the report year;
4. Unless disclosed within a separate schedule to the financial statements, a
summary of the financial obligations of the Districts at the end of the report year, including the
amount of outstanding indebtedness, the amount and terms of any new Districts indebtedness or
long-term obligations issued in the report year, the amount of payment or retirement of existing
indebtedness of the Districts in the report year, the total assessed valuation of all Taxable
Property within the Districts as of January 1 of the report year and the current mill levy of the
Districts pledged to debt retirement in the report year; and
5. Any other information deemed relevant by the City Council or deemed
reasonably necessary by the City Manager.
In the event the annual report is not timely received by the City Clerk or is not fully
responsive, notice of such default shall be given to the Board at its last known address. The
failure of the District to file the annual report within forty-five (45) days of the mailing of such
default notice by the City Clerk may constitute a material modification of the Service Plan, at the
discretion of the City Manager.
IX. PROPOSED INTERGOVERNMENTAL AGREEMENTS AND
EXTRATERRITORIAL SERVICE AGREEMENTS
A. Intergovernmental Agreements in General.
The arrangements for financing, acquiring, designing, planning, constructing,
completing, operating and maintaining the Public Improvements will be set forth in the
Establishment Agreement between the Management District and the Financing Districts and/or
the Authority, as such agreements may be amended from time to time, which may be entered
into, by and between the Management District and/or one or more of the Districts, and/or the
Authority, as development progresses within the Project.
B. Community Authority Board Establishment Agreement.
{00471143.DOCX v:19 } 17
1. Board Governance.
The Establishment Agreement will provide initially for a seven (7)
member board to be comprised of three (3) members appointed by the Management District and
one (1) member appointed by each Financing District, unless amended pursuant to Section III.B,
which amendment shall not be considered a material modification to this Service Plan and shall
not require the approval described in Section XI. The Establishment Agreement will provide,
however, that in all events, at such time as the Project reaches Build Out, the majority of the
members of the Authority will be residents and property owners within the Project not affiliated
with the Developer. The foregoing notwithstanding, in the event any of the District(s) does not
appoint the required number of member(s) to the Authority, the total number of members on the
Authority shall be reduced and the number of Authority members that constitute a quorum shall
be reduced such that the Authority may continue to function despite such vacancy or vacancies.
2. Service Plan Amendments.
The Establishment Agreement will provide that any District may seek an
amendment to its Service Plan in accordance with State and City procedures; provided, however,
the Authority must give prior written consent to any Service Plan amendment that would alter
such District’s ability to perform its obligations under the Establishment Agreement.
3. Process/Meeting Requirements.
In addition to conformance with all meeting requirements that would
apply to a Title 32 metropolitan district, the Establishment Agreement will establish the
following process/meeting requirements for the Authority and the Districts:
(a) Prior to any Bond issuance, the Authority and/or the issuing
District shall discuss the proposed Debt issuance at a minimum of two (2) public meetings,
noticed in accordance with State law, to provide additional opportunity for resident and property
owner input prior to the adoption of a resolution to issue such Debt.
(b) Prior to the issuance of a certificate of occupancy for a residence in
the Service Area, the Authority will establish a website, or comparable then current technology,
for itself and the Districts which website will be available to all residents and property owners
within the Districts to provide an up-to-date schedule of all meetings of the Districts, the
Districts’ current budget and mill levy and fee imposition and such other information as may be
reasonably determined by the Authority from time-to-time, including, but not limited to,
information regarding the park and recreational facilities and programming.
(c) Prior to the adoption of any budget or budget amendment, the
Authority shall have a minimum of two (2) public meetings, noticed in accordance with State
law, to consider such budget to provide an expanded opportunity for resident and property owner
participation in such budget process.
(d) The Authority agrees that the public records it maintains shall be
the public record for all the Districts and the Authority shall adopt rules and regulations
regarding access to these public records by any of the Districts and the public upon request.
{00471143.DOCX v:19 } 18
All intergovernmental agreements must be for the purposes, facilities,
services or agreements lawfully authorized to be provided by the Districts, including but not
limited to the Establishment Agreement, pursuant to the State Constitution, Article XIV, Section
18(2)(a) and Sections 29-1-201, et seq., C.R.S. To the extent practicable, the Districts may enter
into additional intergovernmental and agreements with private parties to better ensure long-term
provisions of the Public Improvements or for other lawful purposes of the District as necessary
to carry out the Approved Development Plan.
X. DISCLOSURE TO PURCHASERS
The Districts and/or the Authority will use reasonable efforts to ensure that the residential
builders of the property located within the Districts provide written notice to all purchasers of
property in the Districts regarding the Maximum Debt Mill Levy, as well as a general description
of the Districts’ authority to impose and collect rates, fees, Development Fees, tolls and charges.
The form of notice shall be filed with and approved by the City Manager prior to the initial
issuance of the Debt of the District imposing the mill levy which is the subject of the Maximum
Debt Mill Levy.
XI. MATERIAL MODIFICATIONS
Material modifications to this Service Plan may be made only in accordance with Section
32-1-207, C.R.S.
Departures from the Service Plan that constitute a material modification include without
limitation:
1. Actions or failures to act that create greater financial risk or burden than that
contemplated in this Service Plan;
2. Performance of a service or function or acquisition of a major facility that is not
closely related to a service, function or facility authorized in the Service Plan; and
3. Any other action or modification that is identified in this Service Plan as a
material modification.
Actions that are not to be considered material modification include, without limitation,
changes in quantities of facilities or equipment, immaterial cost difference, and actions expressly
authorized in the Service Plan.
Further, any amendment to the Establishment Agreement shall not be considered a
material modification to this Service Plan if: (i) approved by the Board of Directors for the
Authority at such time as residents control the majority of such Board of Directors; and (ii) if the
City Manager has provided prior written approval of the proposed amendment.
XII. SANCTIONS
Should any of the Districts or the Authority undertake any act prohibited under this
Service Plan or fail to act as required by this Service Plan, or such act or failure to act constitutes
{00471143.DOCX v:19 } 19
a material modification to the Service Plan as set forth in Section 32-1-207, C.R.S., the City may
impose one (1) or more of the following sanctions, as it deems appropriate:
1. Exercise any applicable remedy under the Special District Act;
2. Withhold the issuance of any permit, authorization, acceptance or other
administrative approval, or withhold any cooperation, necessary for the Districts’ development
or construction or operation of improvements or provisions of service;
3. Exercise any legal remedy under the terms of any intergovernmental agreement
which the District is in default; or
4. Exercise any other legal remedy, including seeking injunctive relief against the
District, to ensure compliance with the provisions of the Service Plan or applicable law.
XIII. CONCLUSION
It is submitted that this Service Plan for the Districts, as required by Section 32-1-203(2),
C.R.S., and the City Policy, establishes that:
1. There is sufficient existing and projected need for organized service in the
area to be serviced by the Districts;
2. The existing service in the area to be served by the Districts is inadequate
for present and projected needs;
3. The Districts are capable of providing economical and sufficient service to
the area within its proposed boundaries; and
4. The area to be included in the Districts has, or will have, the financial
ability to discharge the proposed indebtedness on a reasonable basis.
5. Adequate service is not, and will not be, available to the area through the
City or county or other existing municipal or quasi-municipal corporations, including existing
special districts, within a reasonable time and on a comparable basis.
6. The facility and service standards of the Districts are compatible with the
facility and service standards of the City within which the special district is to be located and
each municipality which is an interested party under Section 32-1-204(1), C.R.S.
7. The proposal is in substantial compliance with a comprehensive plan
adopted pursuant to the City Code.
8. The proposal is in compliance with any duly adopted City, regional or
state long-range water quality management plan for the area.
9. The creation of the Districts is in the best interests of the area proposed to
be served.
{00471143.DOCX v:19 } A-1-1
EXHIBIT A-1
Initial District Boundary Legal Description
WATERS’ EDGE METROPOLITAN DISTRICT NO. 1
A parcel of land, located in the Southwest Quarter (SW1/4) of Section Twenty-nine (29), Township
8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City
of Fort Collins, County of Larimer, State of Colorado and being more particularly described as
follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of Section
29 as bearing North 00°28’06” East being a Grid Bearing of the Colorado State Plane Coordinate
System, North Zone, North American Datum 1983/2011, a distance of 2638.33 feet and with all
other bearings contained herein relative thereto;
THENCE North 00°28’06” East along said West line a distance of 1705.41 feet to the extension of
centerline of Morningstar Way;
THENCE South 89°31’52” East along said extension a distance of 30.00 feet to the East Right-of-
Way line of Turnberry Road;
THENCE continuing along said extension South 89°31’52” East a distance of 24.00 feet to the
POINT OF BEGINNING;
THENCE North 00°28’06” East a distance of 50.00 feet;
THENCE South 89°31’52” East a distance of 50.00 feet;
THENCE South 00°28’06” West a distance of 50.00 feet;
THENCE North 89°31’52” West a distance of 50.00 feet to the POINT OF BEGINNING.;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (±).
SURVEYOR’S STATEMENT
I, Steven Parks, a Colorado Licensed Professional Land Surveyor do hereby state that this Parcel
Description was prepared under my personal supervision and checking, and that it is true and
correct to the best of my knowledge and belief.
___________________________________________________________
Steven Parks - on behalf of King Surveyors
Colorado Licensed Professional
Land Surveyor #38348
KING SURVEYORS
650 East Garden Drive
Windsor, Colorado 80550
(970) 686-5011
O:\2015374-B\PROP_DESC\2015374B-D2-OVERALL BD.docPage 1 of 2
WATERS’ EDGE METROPOLITAN DISTRICT NO. 2
A parcel of land, located in the South Half (S1/2) of Section Thirty (30), Township 8 North
(T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City of Fort
Collins, County of Larimer, State of Colorado and being more particularly described as follows:
Lots 1 through 345 and Tracts AA, BB, A, B, C, D, E, F, G, H, I, J, K, K-1, K-2, L, L-1, L-2, M,
M-1, M-2, N, O, P, Q, R, S, T, U, V, W, X, Y and Z of Waters Edge as recorded July 19, 2010 as
Reception No. 20100041008 of the records of the Larimer County Clerk and Recorder, located in
the South Half (S1/2) of Section Thirty (30), Township Eight North (T.8N.), Range Sixty-eight
West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City of Fort Collins, County of Larimer,
State of Colorado.
Said described parcel of land contains 88.126 acres, more or less.
SURVEYOR’S STATEMENT
I, Steven Parks, a Colorado Licensed Professional Land Surveyor do hereby state that this Parcel
Description was prepared under my personal supervision and checking, and that it is true and
correct to the best of my knowledge and belief.
___________________________________________________________
Steven Parks - on behalf of King Surveyors
Colorado Licensed Professional
Land Surveyor #38348
KING SURVEYORS
650 East Garden Drive
Windsor, Colorado 80550
(970) 686-5011
O:\2015374-B\PROP_DESC\2015374B-D3-PARCEL.doc Page 1 of 2
WATERS’ EDGE METROPOLITAN DISTRICT NO. 3
A parcel of land, located in the Southwest Quarter (SW1/4) of Section Twenty-nine (29), Township
8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City
of Fort Collins, County of Larimer, State of Colorado and being more particularly described as
follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of Section
29 as bearing North 00°28’06” East being a Grid Bearing of the Colorado State Plane Coordinate
System, North Zone, North American Datum 1983/2011, a distance of 2638.33 feet and with all
other bearings contained herein relative thereto;
THENCE North 00°28’06” East along said West line a distance of 1705.41 feet to the extension of
centerline of Morningstar Way;
THENCE South 89°31’52” East along said extension a distance of 30.00 feet to the East Right-of-
Way line of Turnberry Road;
THENCE continuing along said extension South 89°31’52” East a distance of 24.00 feet to the
POINT OF BEGINNING;
THENCE South 89°31’52” East a distance of 50.00 feet;
THENCE South 00°28’06” West a distance of 50.00 feet;
THENCE North 89°31’52” West a distance of 50.00 feet;
THENCE North 00°28’06” East a distance of 50.00 feet
to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (±).
SURVEYOR’S STATEMENT
I, Steven Parks, a Colorado Licensed Professional Land Surveyor do hereby state that this Parcel
Description was prepared under my personal supervision and checking, and that it is true and
correct to the best of my knowledge and belief.
___________________________________________________________
Steven Parks - on behalf of King Surveyors
Colorado Licensed Professional
Land Surveyor #38348
KING SURVEYORS
650 East Garden Drive
Windsor, Colorado 80550
(970) 686-5011
O:\2015374-B\PROP_DESC\2015374B-D4-PARCEL.doc Page 1 of 2
WATERS’ EDGE METROPOLITAN DISTRICT NO. 4
A parcel of land, located in the Southwest Quarter (SW1/4) of Section Twenty-nine (29), Township
8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City
of Fort Collins, County of Larimer, State of Colorado and being more particularly described as
follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of Section
29 as bearing North 00°28’06” East being a Grid Bearing of the Colorado State Plane Coordinate
System, North Zone, North American Datum 1983/2011, a distance of 2638.33 feet and with all
other bearings contained herein relative thereto;
THENCE North 00°28’06” East along said West line a distance of 1705.41 feet to the extension of
centerline of Morningstar Way;
THENCE South 89°31’52” East along said extension a distance of 30.00 feet to the East Right-of-
Way line of Turnberry Road;
THENCE continuing along said extension South 89°31’52” East a distance of 74.00 feet to the
POINT OF BEGINNING;
THENCE North 00°28’06” East a distance of 50.00 feet;
THENCE South 89°31’52” East a distance of 50.00 feet;
THENCE South 00°28’06” West a distance of 50.00 feet;
THENCE North 89°31’52” West a distance of 50.00 feet to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (±).
SURVEYOR’S STATEMENT
I, Steven Parks, a Colorado Licensed Professional Land Surveyor do hereby state that this Parcel
Description was prepared under my personal supervision and checking, and that it is true and
correct to the best of my knowledge and belief.
___________________________________________________________
Steven Parks - on behalf of King Surveyors
Colorado Licensed Professional
Land Surveyor #38348
KING SURVEYORS
650 East Garden Drive
Windsor, Colorado 80550
(970) 686-5011
O:\2015374-B\PROP_DESC\2015374B-D5-PARCEL.doc Page 1 of 2
WATERS’ EDGE METROPOLITAN DISTRICT NO. 5
A parcel of land, located in the Southwest Quarter (SW1/4) of Section Twenty-nine (29), Township
8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City
of Fort Collins, County of Larimer, State of Colorado and being more particularly described as
follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of Section
29 as bearing North 00°28’06” East being a Grid Bearing of the Colorado State Plane Coordinate
System, North Zone, North American Datum 1983/2011, a distance of 2638.33 feet and with all
other bearings contained herein relative thereto;
THENCE North 00°28’06” East along said West line a distance of 1705.41 feet to the extension of
centerline of Morningstar Way;
THENCE South 89°31’52” East along said extension a distance of 30.00 feet to the East Right-of-
Way line of Turnberry Road;
THENCE continuing along said extension South 89°31’52” East a distance of 74.00 feet to the
POINT OF BEGINNING;
THENCE South 89°31’52” East a distance of 50.00 feet;
THENCE South 00°28’06” West a distance of 50.00 feet;
THENCE North 89°31’52” West a distance of 50.00 feet;
THENCE North 00°28’06” East a distance of 50.00 feet to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (±).
SURVEYOR’S STATEMENT
I, Steven Parks, a Colorado Licensed Professional Land Surveyor do hereby state that this Parcel
Description was prepared under my personal supervision and checking, and that it is true and
correct to the best of my knowledge and belief.
___________________________________________________________
Steven Parks - on behalf of King Surveyors
Colorado Licensed Professional
Land Surveyor #38348
KING SURVEYORS
650 East Garden Drive
Windsor, Colorado 80550
(970) 686-5011
{00471143.DOCX v:19 } A-2-1
EXHIBIT A-2
Inclusion Area Boundary Legal Description
{00471143.DOCX v:19 } B-1
EXHIBIT B
Vicinity Map
{00471143.DOCX v:19 } C-1-1
EXHIBIT C-1
Initial District Boundary Map
SUBJECT
PARCEL
2500 SQ.FT.
0.057 ACRES
650 E. Garden Drive | Windsor, Colorado 80550
phone: (970) 686-5011 | fax: (970) 686-5821
KING SURVEYORS
email: contact@KingSurveyors.com
P
R
O
F
E
S
S
I
O
N
A
L
L
A
N
D
S
U
R
V
E
Y
O
R
650 E. Garden Drive | Windsor, Colorado 80550
phone: (970) 686-5011 | fax: (970) 686-5821
KING SURVEYORS
email: contact@KingSurveyors.com
SUBJECT
PARCEL
2500 SQ.FT.
0.057 ACRES
650 E. Garden Drive | Windsor, Colorado 80550
phone: (970) 686-5011 | fax: (970) 686-5821
KING SURVEYORS
email: contact@KingSurveyors.com
P
R
O
F
E
S
S
I
O
N
A
L
L
A
N
D
S
U
R
V
E
Y
O
R
SUBJECT
PARCEL
2500 SQ.FT.
0.057 ACRES
650 E. Garden Drive | Windsor, Colorado 80550
phone: (970) 686-5011 | fax: (970) 686-5821
KING SURVEYORS
email: contact@KingSurveyors.com
P
R
O
F
E
S
S
I
O
N
A
L
L
A
N
D
S
U
R
V
E
Y
O
R
SUBJECT
PARCEL
2500 SQ.FT.
0.057 ACRES
650 E. Garden Drive | Windsor, Colorado 80550
phone: (970) 686-5011 | fax: (970) 686-5821
KING SURVEYORS
email: contact@KingSurveyors.com
P
R
O
F
E
S
S
I
O
N
A
L
L
A
N
D
S
U
R
V
E
Y
O
R
{00471143.DOCX v:19 } C-2-1
EXHIBIT C-2
Inclusion Area Boundary Map
{00471143.DOCX v:19 } D-1
EXHIBIT D
Potential Annexation Area
{00471143.DOCX v:19 } E-1
EXHIBIT E
Infrastructure Preliminary Development Plan
EXHIBIT E
CAPITAL IMPROVEMENT PLAN
Description of Phase 1 Public Infrastructure and Estimated Costs
Descriptions Units Unit Type Unit Cost Total Cost Estimates
Non-potable Water System
Irrigation System
Non-potable pump station 1 $400,000 $400,000
Irrigation Distribution System 4500 lf $50 $225,000
Open Space Irrigation System 1,089,166 sf $1.00 $1,089,166
Total Irrigation System $1,714,166
Parks and Recreation
Community Center (pool, bathhouse, 1 $3,500,000 $3,500,000
artisan workshop, inventor's center)
Sustainability Center (composting, solar 1 $ 1,500,000 $1,500,000
farm, charging for electric mowers)
Plantings
Turfgrass Sod 185,600 sf $0.50 $92,800
Dryland Grass Seeding 769,120 sf $0.06 $46,147
Dryland Grass Seeding (buffer) 150,700 sf $0.06 $9,042
Steel Edging 10,900 lf $2.80 $30,520
Weed Barrier Fabric 203,600 sf $0.20 $40,720
Rock Mulch 203,600 sf $1.40 $285,040
Crusher Fines Paths 7,100 sf $2.25 $15,975
Plant Materials
Shade Trees 540 $375 $202,500
Ornamental Tress 691 $250 $172,750
Evergreen Trees 319 $310 $98,890
Junipers 148 $200 $29,600
Fruit Trees 232 $75 $17,400
Shrubs
Deciduous shrubs 3,750 $40 $150,000
Evergreen shrubs 609 $50 $30,450
Ornamental grass (5 gal) 2,433 $22 $53,526
Ornamental grass (1 gal) 2,160 $15 $32,400
Boulders 35 tons $175 $6,125
Total Plantings $1,313,885
Fencing
Rail Fence 20,580 lf $20 $411,600
Courtyard Gates 50 $600 $30,000
Total Fencing $441,600
EXHIBIT E
CAPITAL IMPROVEMENT PLAN
Description of Phase 1 Public Infrastructure and Estimated Costs
Site Furnishings
Benches 10 $1,000 $10,000
Open Space Arbor 12 $2,500 $30,000
Patio with Fire Pit 2 $4,500 $9,000
Patio w/fountain 2 $5,000 $10,000
Median Arbor 2 $2,500 $5,000
Arbor Structure and Seat Wall 4 $6,000 $24,000
Total Site Furnishings $88,000
Top Soil, Fine Grading & Prep
Soil prep for seed and sod areas 389,200 sf $0.16 $62,272
Soil prep for dryland seed 688,510 sf $0.13 $89,506
Total Soil Prep $151,778
Masonry
Neighbor Entry Columns 12 $3,500 $42,000
Primary Entry Monument 1 $24,000 $24,000
Sculpture 1 $60,000 $60,000
Total Masonry $126,000
Retaining Walls
Open Space walls
Retaining Walls 11038 sf $40 $441,520
Retaining Wall Permitting 1 $ 9,600 $9,600
Retaining wall Engineering 1 $ 6,150 $6,150
Hand Rail Sleeves 12 each $150 $1,800
Hand Rail 118 lf $50 $5,900
Total Retaining Walls $464,970
Total Cost Estimates $9,300,400
Less 1/2 of Plantings, and Top Soil, $732,832
Fine Grading & Prep.
Revised Total Cost $8,567,568
Plus allowance @18% for design, 18% $1,542,162
engineering, etc.
Plus Construction Management 3.40% $291,297
Contingency 20% $2,080,205
Grand Total $12,481,233
EXHIBIT E
CAPITAL IMPROVEMENT PLAN
Description of Phase 2 Public Infrastructure and Estimated Costs
Descriptions Units Unit Type Unit Cost Total Cost Estimates
Non-potable Water System
Total Irrigation System $1,997,000
Parks and Recreation
Health, Wellness and Senior Center (pool, 1 $7,000,000 $7,000,000
meeting rooms, community kitchen)
Rehabilitate Windsor No 8 Ditch 1 $ 2,000,000 $2,000,000
Total Plantings $1,531,000
Total Fencing $514,000
Total Site Furnishings $103,000
Top Soil, Fine Grading & Prep $177,000
Total Masonry $147,000
Total Retaining Walls $542,000
Total Cost Estimates $14,011,000
Less 1/2 of Plantings, and Top Soil, $854,000
Fine Grading & Prep.
Revised Total Cost $13,157,000
Plus allowance @18% for design, 18% $2,368,260
engineering, etc.
Plus Construction Management 3.40% $447,338
Contingency 20% $3,194,520
Grand Total $19,167,118
* Phase 2 is 1.165 times larger than Phase 1 so Phase 2 cost estimates are calculated at 1.165 of Phase 1
{00471143.DOCX v:19 } F-1
EXHIBIT F
Financial Plan
WATERS' EDGE METROPOLITAN DISTRICTS
1 Development Projection at 50.000 (target) Mills for Debt Service (Service Plan)
2050 Series 2020, Series 2023 & Series 2026A, G.O. Bonds, Non-Rated, 120x, 30-yr. Maturities; plus Series 2026B Cash-Flow Subs.
2049
0
< < < < < < < < Residential > > > > > > > > < Platted/Developed Lots > < < < < < < < < < < Commercial > > > > > > > > > >
Mkt Value As'ed Value* As'ed Value Mkt Value As'ed Value District District District
Biennial @ 7.20% @ 29.00% Biennial @ 29.00% Total D/S Mill Levy D/S Mill Levy S.O. Taxes Total Total
Total Reasses'mt Cumulative of Market Cumulative of Market Total Comm'l Reasses'mt Cumulative of Market Assessed [50.000 Target] Collections Collected Facility Fees Available
YEAR Res'l Units @ 2.0% Market Value (2-yr lag) Market Value (2-yr lag) Sq. Ft. @ 2.0% Market Value (2-yr lag) Value [50.000 Cap] @ 98% @ 6% Collections Revenue
2016 0 0 0 0 0 $0 0
2017 0 0 2,271,940 0 0 00
2018 40 0 23,173,788 0 6,683,140 0 0 0 0 0 $0 50.000 0 0 100,000 100,000
2019 108 92,705,177 0 8,024,640 658,863 0 0 0 658,863 50.000 32,284 1,937 287,500 321,721
2020 149 1,854,104 179,717,402 1,668,513 4,860,020 1,938,111 0 0 0 0 3,606,623 50.000 176,725 10,603 484,500 671,828
2021 101 232,323,821 6,674,773 4,903,535 2,327,146 0 0 0 9,001,918 50.000 441,094 26,466 350,500 818,060
2022 96 4,646,476 291,109,286 12,939,653 4,903,535 1,409,406 0 0 0 0 14,349,059 50.000 703,104 42,186 301,250 1,046,540
2023 96 346,331,055 16,727,315 4,903,535 1,422,025 0 0 0 18,149,340 50.000 889,318 53,359 301,250 1,243,927
2024 96 6,926,621 409,583,879 20,959,869 4,841,235 1,422,025 0 0 0 0 22,381,894 50.000 1,096,713 65,803 301,250 1,463,766
2025 95 466,306,664 24,935,836 3,560,870 1,422,025 0 0 0 26,357,861 50.000 1,291,535 77,492 300,500 1,669,527
2026 67 9,326,133 518,188,490 29,490,039 0 1,403,958 0 0 0 0 30,893,997 50.000 1,513,806 90,828 209,500 1,814,134
2027 0 518,188,490 33,574,080 0 1,032,652 0 0 0 34,606,732 50.000 1,695,730 101,744 0 1,797,474
2028 0 10,363,770 528,552,259 37,309,571 0 0 0 0 0 0 37,309,571 50.000 1,828,169 109,690 0 1,937,859
2029 0 528,552,259 37,309,571 0 0 0 0 0 37,309,571 50.000 1,828,169 109,690 0 1,937,859
2030 0 10,571,045 539,123,305 38,055,763 0 0 0 0 0 0 38,055,763 50.000 1,864,732 111,884 0 1,976,616
2031 0 539,123,305 38,055,763 0 0 0 0 0 38,055,763 50.000 1,864,732 111,884 0 1,976,616
2032 0 10,782,466 549,905,771 38,816,878 0 0 0 0 0 0 38,816,878 50.000 1,902,027 114,122 0 2,016,149
2033 0 549,905,771 38,816,878 0 0 0 0 0 38,816,878 50.000 1,902,027 114,122 0 2,016,149
2034 0 10,998,115 560,903,886 39,593,215 0 0 0 0 0 0 39,593,215 50.000 1,940,068 116,404 0 2,056,472
2035 0 560,903,886 39,593,215 0 0 0 0 0 39,593,215 50.000 1,940,068 116,404 0 2,056,472
2036 0 11,218,078 572,121,964 40,385,080 0 0 0 0 0 0 40,385,080 50.000 1,978,869 118,732 0 2,097,601
2037 572,121,964 40,385,080 0 0 0 40,385,080 50.000 1,978,869 118,732 2,097,601
2038 11,442,439 583,564,403 41,192,781 0 0 0 0 41,192,781 50.000 2,018,446 121,107 2,139,553
2039 583,564,403 41,192,781 0 0 0 41,192,781 50.000 2,018,446 121,107 2,139,553
2040 11,671,288 595,235,691 42,016,637 0 0 0 0 42,016,637 50.000 2,058,815 123,529 2,182,344
2041 595,235,691 42,016,637 0 0 0 42,016,637 50.000 2,058,815 123,529 2,182,344
2042 11,904,714 607,140,405 42,856,970 0 0 0 0 42,856,970 50.000 2,099,992 125,999 2,225,991
2043 607,140,405 42,856,970 0 0 0 42,856,970 50.000 2,099,992 125,999 2,225,991
2044 12,142,808 619,283,213 43,714,109 0 0 0 0 43,714,109 50.000 2,141,991 128,519 2,270,511
2045 619,283,213 43,714,109 0 0 0 43,714,109 50.000 2,141,991 128,519 2,270,511
2046 12,385,664 631,668,877 44,588,391 0 0 0 0 44,588,391 50.000 2,184,831 131,090 2,315,921
2047 631,668,877 44,588,391 0 0 0 44,588,391 50.000 2,184,831 131,090 2,315,921
2048 12,633,378 644,302,255 45,480,159 0 0 0 0 45,480,159 50.000 2,228,528 133,712 2,362,239
2049 644,302,255 45,480,159 0 0 0 45,480,159 50.000 2,228,528 133,712 2,362,239
2050 12,886,045 657,188,300 46,389,762 0 0 0 0 46,389,762 50.000 2,273,098 136,386 2,409,484
2051 657,188,300 46,389,762 0 0 0 46,389,762 50.000 2,273,098 136,386 2,409,484
2052 13,143,766 670,332,066 47,317,558 0 0 0 0 47,317,558 50.000 2,318,560 139,114 2,457,674
2053 670,332,066 47,317,558 0 0 47,317,558 50.000 2,318,560 139,114 2,457,674
2054 13,406,641 683,738,707 48,263,909 0 0 0 48,263,909 50.000 2,364,932 141,896 2,506,827
2055 683,738,707 48,263,909 0 0 48,263,909 50.000 2,364,932 141,896 2,506,827
2056 13,674,774 697,413,481 49,229,187 0 0 0 49,229,187 50.000 2,412,230 144,734 2,556,964
______ __________ __________ __________ __________ __________ __________ __________
848 201,978,326 0 0 68,658,655 4,119,519 2,636,250 75,414,424
[*] RAR @ 7.96% thru 2017
8/15/2017 D WEMD Fin Plan 17 NR LB Fin Plan+CFS SP3
Prepared by D.A.Davidson & Co.
Draft: For discussion purposes only.
1
1
2050
2049
0
YEAR
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
2047
2048
2049
2050
2051
2052
2053
2054
2055
2056
WATERS' EDGE METROPOLITAN DISTRICTS
Development Projection at 50.000 (target) Mills for Debt Service (Service Plan)
Series 2020, Series 2023 & Series 2026A, G.O. Bonds, Non-Rated, 120x, 30-yr. Maturities; plus Series 2026B Cash-Flow Subs.
Total Snr. Par: 28,495,000
Total Project: 25,475,600
Series 2020 Ser. 2023 Ser. 2026A
$9,480,000 Par $9,385,000 Par $9,630,000 Par Surplus Senior Senior Cov. of Net DS: Cov. of Net DS:
[Net $8.778 MM] [Net $8.335 MM] [Net $8.363 MM] Total Annual Release @ Cumulative Debt/ Debt/ @ 50.000 Target @ 50.000 Cap
Net Available Net Debt Net Debt Net Debt Net Debt Surplus 50% D/A Surplus Assessed Act'l Value & 0.0 U.R.A. Mills & 0.0 U.R.A. Mills
for Debt Svc Service Service Service Service to $2,849,500 $2,849,500 Target Ratio Ratio & Sales PIF Revs & Sales PIF Revs
0 n/a
0 n/a 0 n/a n/a 0.0% 0.0%
100,000 n/a 0 0% 0% 0.0% 0.0%
321,721 n/a 0 0% 0% 0.0% 0.0%
1
2050
2049
0
YEAR
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
2047
2048
2049
2050
2051
2052
2053
2054
2055
2056
WATERS' EDGE METROPOLITAN DISTRICTS
Development Projection at 50.000 (target) Mills for Debt Service (Service Plan)
Series 2020, Series 2023 & Series 2026A, G.O. Bonds, Non-Rated, 120x, 30-yr. Maturities; plus Series 2026B Cash-Flow Subs.
Cash-Flow Subs. > > >
Surplus Total Sub Less Payments Accrued
Available for Application of Date Available for Bond Interest Toward Interest Less Payments Balance of Sub Bonds Less Payments Balance of Total Surplus Surplus Cum. Surplus
Sub Prior Year Bonds Sub on Balance Sub Bond + Int. on Bal. @ Toward Accrued Accrued Principal Toward Bond Sub Sub. Debt Cash Flow Release
Debt Service Surplus Issued Debt Service 7.00% Interest 7.00% Interest Interest Issued Principal Bond Principal Pmts.
n/a
n/a
n/a
n/a
n/a
714,534 12/1/26 714,534 $14,629 $14,629 $0 $0 $0 $5,374,000 699,000 4,675,000 713,629 905 905
1
2050
2049
0
YEAR
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
2047
2048
2049
2050
2051
2052
2053
2054
2055
2056
WATERS' EDGE METROPOLITAN DISTRICTS
Operations Revenue and Expense Projection
Total Total S.O. Tax Total
Assessed Oper'ns Collections Collections Available Total
Value Mill Levy @ 98% @ 98% For O&M Mills
0 20.000 0 0 0 70.000
658,863 20.000 12,914 12,655 25,569 70.000
3,606,623 20.000 70,690 69,276 139,966 70.000
9,001,918 20.000 176,438 172,909 349,346 70.000
14,349,059 20.000 281,242 275,617 556,858 70.000
18,149,340 20.000 355,727 348,613 704,340 70.000
22,381,894 20.000 438,685 429,911 868,597 70.000
26,357,861 20.000 516,614 506,282 1,022,896 70.000
30,893,997 20.000 605,522 593,412 1,198,934 70.000
WATERS' EDGE METROPOLITAN DISTRICTS
Development Projection -- Buildout Plan (updated 8/11/17)
2050
100%
0
Residential Development
Estate Custom Water Front Courtyard Ranch
Incr/(Decr) in Incr/(Decr) in Incr/(Decr) in
Finished Lot # Units Price Finished Lot # Units Price Finished Lot # Units Price
# Lots Value @ Completed Inflated @ Market # Lots Value @ Completed Inflated @ Market # Lots Value @ Completed Inflated @ Market
YEAR Devel'd 10% 36 target 2% Value Devel'd 10% 11 target 2% Value Devel'd 10% 116 target 2% Value
2016 0 0 $1,125,000 0 0 0 $1,500,000 0 0 0 $461,500 0
2017 0 0 1,125,000 0 0 0 1,500,000 0 12 553,800 461,500 0
2018 5 562,500 1,147,500 0 5 750,000 1,530,000 0 24 553,800 12 470,730 5,648,760
2019 6 112,500 5 1,170,450 5,852,250 6 150,000 5 1,560,600 7,803,000 14 (461,500) 24 480,145 11,523,470
2020 6 0 6 1,193,859 7,163,154 0 (900,000) 6 1,591,812 9,550,872 12 (92,300) 14 489,747 6,856,465
2021 4 (225,000) 6 1,217,736 7,306,417 0 0 0 1,623,648 0 14 92,300 12 499,542 5,994,509
2022 4 0 4 1,242,091 4,968,364 0 0 0 1,656,121 0 14 0 14 509,533 7,133,466
2023 4 0 4 1,266,933 5,067,731 0 0 0 1,689,244 0 14 0 14 519,724 7,276,135
2024 4 0 4 1,292,271 5,169,086 0 0 0 1,723,029 0 12 (92,300) 14 530,118 7,421,658
2025 3 (112,500) 4 1,318,117 5,272,467 0 0 0 1,757,489 0 0 (553,800) 12 540,721 6,488,650
2026 0 (337,500) 3 1,344,479 4,033,437 0 0 0 1,792,639 0 0 0 0 551,535 0
2027 0 0 0 1,371,369 0 0 0 0 1,828,492 0 0 0 0 562,566 0
2028 0 0 0 1,398,796 0 0 0 0 1,865,061 0 0 0 0 573,817 0
2029 0 0 0 1,426,772 0 0 0 0 1,902,363 0 0 0 0 585,294 0
2030 0 0 0 1,455,307 0 0 0 0 1,940,410 0 0 0 0 596,999 0
2031 0 0 0 1,484,414 0 0 0 0 1,979,218 0 0 0 0 608,939 0
2032 0 0 0 1,514,102 0 0 0 0 2,018,803 0 0 0 0 621,118 0
2033 0 0 0 1,544,384 0 0 0 0 2,059,179 0 0 0 0 633,541 0
2034 0 0 0 1,575,272 0 0 0 0 2,100,362 0 0 0 0 646,211 0
2035 0 0 0 1,606,777 0 0 0 0 2,142,369 0 0 0 0 659,136 0
2036 0 0 1,638,913 0 0 0 2,185,217 0 0 0 672,318 0
______ _________ ______ _________ ______ _________ ______ _________ _____ _________ ______ _________
36 (0) 36 44,832,906 11 (0) 11 17,353,872 116 0 116 58,343,114
8/15/2017 D WEMD Fin Plan 17 Abs
Prepared by D.A. Davidson & Co.
5
2050
100%
0
YEAR
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
WATERS' EDGE METROPOLITAN DISTRICTS
Development Projection -- Buildout Plan (updated 8/11/17)
Standard Ranch Standard Ranch - 3 Car Large Active Adult Patio
Incr/(Decr) in Incr/(Decr) in Incr/(Decr) in
Finished Lot # Units Price Finished Lot # Units Price Finished Lot # Units Price
# Lots Value @ Completed Inflated @ Market # Lots Value @ Completed Inflated @ Market # Lots Value @ Completed Inflated @ Market
Devel'd 10% 210 target 2% Value Devel'd 10% 98 target 2% Value Devel'd 10% 82 target 2% Value
0 0 $538,450 0 0 0 $605,000 0 0 0 $735,000 0
12 646,140 538,450 0 8 484,000 605,000 0 8 588,000 735,000 0
32 1,076,900 12 549,219 6,590,628 16 484,000 8 617,100 4,936,800 16 588,000 8 749,700 5,997,600
32 0 32 560,203 17,926,508 16 0 16 629,442 10,071,072 11 (367,500) 16 764,694 12,235,104
16 (861,520) 32 571,407 18,285,038 2 (847,000) 16 642,031 10,272,493 9 (147,000) 11 779,988 8,579,867
23 376,915 16 582,836 9,325,370 11 544,500 2 654,871 1,309,743 9 0 9 795,588 7,160,289
23 0 23 594,492 13,673,323 11 0 11 667,969 7,347,658 9 0 9 811,499 7,303,495
23 0 23 606,382 13,946,790 11 0 11 681,328 7,494,611 9 0 9 827,729 7,449,564
23 0 23 618,510 14,225,725 11 0 11 694,955 7,644,503 9 0 9 844,284 7,598,556
26 161,535 23 630,880 14,510,240 12 60,500 11 708,854 7,797,393 2 (514,500) 9 861,170 7,750,527
0 (1,399,970) 26 643,498 16,730,937 0 (726,000) 12 723,031 8,676,372 0 (147,000) 2 878,393 1,756,786
0 0 0 656,368 0 0 0 0 737,492 0 0 0 0 895,961 0
0 0 0 669,495 0 0 0 0 752,241 0 0 0 0 913,880 0
0 0 0 682,885 0 0 0 0 767,286 0 0 0 0 932,158 0
0 0 0 696,542 0 0 0 0 782,632 0 0 0 0 950,801 0
0 0 0 710,473 0 0 0 0 798,285 0 0 0 0 969,817 0
0 0 0 724,683 0 0 0 0 814,250 0 0 0 0 989,213 0
0 0 0 739,176 0 0 0 0 830,535 0 0 0 0 1,008,997 0
0 0 0 753,960 0 0 0 0 847,146 0 0 0 0 1,029,177 0
0 0 0 769,039 0 0 0 0 864,089 0 0 0 0 1,049,761 0
0 0 784,420 0 0 0 881,371 0 0 0 1,070,756 0
_____ _________ ______ _________ ____ _________ ______ _________ _____ ________ ______ _________
210 0 210 125,214,559 98 (0) 98 65,550,645 82 (0) 82 65,831,787
8/15/2017 D WEMD Fin Plan 17 Abs
Prepared by D.A. Davidson & Co.
6
2050
100%
0
YEAR
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
WATERS' EDGE METROPOLITAN DISTRICTS
Development Projection -- Buildout Plan (updated 8/11/17)
Residential Summary
Townhome Condominium
Incr/(Decr) in Incr/(Decr) in
Finished Lot # Units Price Finished Lot # Units Price Total Total SFD Total SFA
# Lots Value @ Completed Inflated @ Market # Lots Value @ Completed Inflated @ Market Residential Total Total Total Facility Fees Facility Fees
Devel'd 10% 186 target 2% Value Devel'd 10% 109 target 2% Value Market Value SFD Units SFA Units Res'l Units @ $2,500/unit @ $1,750/unit
0 0 $396,000 0 0 0 $300,000 0 $0 0 0 0 0 0
0 0 396,000 0 0 0 300,000 0 0 0 0 0 0 0
10 396,000 403,920 0 0 0 306,000 0 23,173,788 40 0 40 100,000 0
40 1,188,000 10 411,998 4,119,984 24 720,000 312,120 0 69,531,389 98 10 108 270,000 17,500
32 (316,800) 40 420,238 16,809,535 24 0 24 318,362 7,640,698 85,158,122 85 64 149 372,500 112,000
20 (475,200) 32 428,643 13,716,580 15 (270,000) 24 324,730 7,793,512 52,606,419 45 56 101 252,500 98,000
20 0 20 437,216 8,744,320 15 0 15 331,224 4,968,364 54,138,989 61 35 96 240,000 61,250
20 0 20 445,960 8,919,206 15 0 15 337,849 5,067,731 55,221,768 61 35 96 240,000 61,250
20 0 20 454,880 9,097,590 16 30,000 15 344,606 5,169,086 56,326,204 61 35 96 240,000 61,250
24 158,400 20 463,977 9,279,542 0 (480,000) 16 351,498 5,623,965 56,722,784 59 36 95 237,500 63,000
0 (950,400) 24 473,257 11,358,160 0 0 0 358,528 0 42,555,693 43 24 67 167,500 42,000
0 0 0 482,722 0 0 0 0 365,698 0 0 0 0 0 0 0
0 0 0 492,376 0 0 0 0 373,012 0 0 0 0 0 0 0
0 0 0 502,224 0 0 0 0 380,473 0 0 0 0 0 0 0
0 0 0 512,268 0 0 0 0 388,082 0 0 0 0 0 0 0
0 0 0 522,514 0 0 0 0 395,844 0 0 0 0 0 0 0
0 0 0 532,964 0 0 0 0 403,761 0 0 0 0 0 0 0
0 0 0 543,623 0 0 0 0 411,836 0 0 0 0 0 0 0
0 0 0 554,496 0 0 0 0 420,072 0 0 0 0 0 0 0
0 0 0 565,586 0 0 0 0 428,474 0 0 0 0 0 0 0
0 0 576,897 0 0 0 437,043 0 0 0 0 0 0 0
______ _________ ________ _________ ______ _________ ________ _________ ___________ ______ ______ ______ ______ ______
186 (0) 186 82,044,918 109 0 109 36,263,354 495,435,155 553 295 848 2,120,000 516,250
8/15/2017 D WEMD Fin Plan 17 Abs
Prepared by D.A. Davidson & Co.
7
2050
100%
0
YEAR
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
WATERS' EDGE METROPOLITAN DISTRICTS
Development Projection -- Buildout Plan (updated 8/11/17)
Commercial Development
Comm'l Prop.
Incr/(Decr) in
Finished Lot Square Ft per Sq Ft, Total Total Value of Platted &
SF Value @ Completed Inflated @ Market Commercial Commercial Developed Lots
Devel'd 10% 0 2% Value Market Value Sq Ft Adjustment1 Adjusted Value
00 $0.00$000 0 0
00 0.00000 0 2,271,940
0 0 0.00 0 0 0 0 4,411,200
0 0 0.00 0 0 0 0 1,341,500
0 0 0.00 0 0 0 0 (3,164,620)
0 0 0.00 0 0 0 0 43,515
000 0.00000 0 0
000 0.00000 0 0
000 0.00000 0 (62,300)
000 0.00000 0 (1,280,365)
000 0.00000 0 (3,560,870)
000 0.00000 0 0
000 0.00000 0 0
000 0.00000 0 0
000 0.00000 0 0
000 0.00000 0 0
000 0.00000 0 0
000 0.00000 0 0
000 0.00000 0 0
000 0.00000 0 0
00 0.000 00 0 0
______ _________ ________ _________ _________ _________ _________ _________
000 000 00
[1] Adj. to actual/prelim. AV
Commercial Summary
8/15/2017 D WEMD Fin Plan 17 Abs
Prepared by D.A. Davidson & Co.
Aug 11, 2017 2:43 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-20NRLBD3)
SOURCES AND USES OF FUNDS
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2020
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2020)
[ Preliminary -- for discussion only ]
Dated Date 12/01/2020
Delivery Date 12/01/2020
Sources:
Bond Proceeds:
Par Amount 9,480,000.00
9,480,000.00
Uses:
Project Fund Deposits:
Project Fund 8,778,025.00
Other Fund Deposits:
Debt Service Reserve Fund 362,375.00
Cost of Issuance:
Underwriter's Discount 189,600.00
Other Cost of Issuance 150,000.00
339,600.00
9,480,000.00
9
Aug 11, 2017 2:43 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-20NRLBD3)
BOND SUMMARY STATISTICS
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2020
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2020)
[ Preliminary -- for discussion only ]
Dated Date 12/01/2020
Delivery Date 12/01/2020
First Coupon 06/01/2021
Last Maturity 12/01/2050
Arbitrage Yield 5.000000%
True Interest Cost (TIC) 5.000000%
Net Interest Cost (NIC) 5.000000%
All-In TIC 5.297812%
Average Coupon 5.000000%
Average Life (years) 20.987
Weighted Average Maturity (years) 20.987
Duration of Issue (years) 12.669
Par Amount 9,480,000.00
Bond Proceeds 9,480,000.00
Total Interest 9,948,000.00
Net Interest 9,948,000.00
Bond Years from Dated Date 198,960,000.00
Bond Years from Delivery Date 198,960,000.00
Total Debt Service 19,428,000.00
Maximum Annual Debt Service 1,097,250.00
Average Annual Debt Service 647,600.00
Underwriter's Fees (per $1000)
Average Takedown
Other Fee
Total Underwriter's Discount
Bid Price 100.000000
Average
Par Average Average Maturity PV of 1 bp
Bond Component Value Price Coupon Life Date change
Term Bond due 2050 9,480,000.00 100.000 5.000% 20.987 11/26/2041 14,694.00
9,480,000.00 20.987 14,694.00
All-In Arbitrage
TIC TIC Yield
Par Value 9,480,000.00 9,480,000.00 9,480,000.00
+ Accrued Interest
+ Premium (Discount)
- Underwriter's Discount
- Cost of Issuance Expense -339,600.00
- Other Amounts
Target Value 9,480,000.00 9,140,400.00 9,480,000.00
Target Date 12/01/2020 12/01/2020 12/01/2020
Yield 5.000000% 5.297812% 5.000000%
10
Aug 11, 2017 2:43 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-20NRLBD3)
BOND DEBT SERVICE
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2020
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2020)
[ Preliminary -- for discussion only ]
Annual
Period Debt Debt
Ending Principal Coupon Interest Service Service
06/01/2021 237,000 237,000
12/01/2021 237,000 237,000 474,000
06/01/2022 237,000 237,000
12/01/2022 85,000 5.000% 237,000 322,000 559,000
06/01/2023 234,875 234,875
12/01/2023 90,000 5.000% 234,875 324,875 559,750
06/01/2024 232,625 232,625
12/01/2024 105,000 5.000% 232,625 337,625 570,250
06/01/2025 230,000 230,000
12/01/2025 110,000 5.000% 230,000 340,000 570,000
06/01/2026 227,250 227,250
12/01/2026 125,000 5.000% 227,250 352,250 579,500
06/01/2027 224,125 224,125
12/01/2027 135,000 5.000% 224,125 359,125 583,250
06/01/2028 220,750 220,750
12/01/2028 150,000 5.000% 220,750 370,750 591,500
06/01/2029 217,000 217,000
12/01/2029 160,000 5.000% 217,000 377,000 594,000
06/01/2030 213,000 213,000
12/01/2030 180,000 5.000% 213,000 393,000 606,000
06/01/2031 208,500 208,500
12/01/2031 185,000 5.000% 208,500 393,500 602,000
06/01/2032 203,875 203,875
12/01/2032 210,000 5.000% 203,875 413,875 617,750
06/01/2033 198,625 198,625
12/01/2033 220,000 5.000% 198,625 418,625 617,250
06/01/2034 193,125 193,125
12/01/2034 245,000 5.000% 193,125 438,125 631,250
06/01/2035 187,000 187,000
12/01/2035 255,000 5.000% 187,000 442,000 629,000
06/01/2036 180,625 180,625
12/01/2036 280,000 5.000% 180,625 460,625 641,250
06/01/2037 173,625 173,625
12/01/2037 295,000 5.000% 173,625 468,625 642,250
06/01/2038 166,250 166,250
12/01/2038 320,000 5.000% 166,250 486,250 652,500
06/01/2039 158,250 158,250
12/01/2039 340,000 5.000% 158,250 498,250 656,500
06/01/2040 149,750 149,750
12/01/2040 370,000 5.000% 149,750 519,750 669,500
06/01/2041 140,500 140,500
12/01/2041 385,000 5.000% 140,500 525,500 666,000
06/01/2042 130,875 130,875
12/01/2042 420,000 5.000% 130,875 550,875 681,750
06/01/2043 120,375 120,375
12/01/2043 440,000 5.000% 120,375 560,375 680,750
06/01/2044 109,375 109,375
12/01/2044 475,000 5.000% 109,375 584,375 693,750
06/01/2045 97,500 97,500
Aug 11, 2017 2:43 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-20NRLBD3)
NET DEBT SERVICE
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2020
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2020)
[ Preliminary -- for discussion only ]
Period Total Debt Service Capitalized Net
Ending Principal Interest Debt Service Reserve Fund Interest Fund Debt Service
12/01/2021 474,000 474,000 362.38 362.38 473,275.24
12/01/2022 85,000 474,000 559,000 724.76 558,275.24
12/01/2023 90,000 469,750 559,750 724.76 559,025.24
12/01/2024 105,000 465,250 570,250 724.76 569,525.24
12/01/2025 110,000 460,000 570,000 724.76 569,275.24
12/01/2026 125,000 454,500 579,500 724.76 578,775.24
12/01/2027 135,000 448,250 583,250 724.76 582,525.24
12/01/2028 150,000 441,500 591,500 724.76 590,775.24
12/01/2029 160,000 434,000 594,000 724.76 593,275.24
12/01/2030 180,000 426,000 606,000 724.76 605,275.24
12/01/2031 185,000 417,000 602,000 724.76 601,275.24
12/01/2032 210,000 407,750 617,750 724.76 617,025.24
12/01/2033 220,000 397,250 617,250 724.76 616,525.24
12/01/2034 245,000 386,250 631,250 724.76 630,525.24
12/01/2035 255,000 374,000 629,000 724.76 628,275.24
12/01/2036 280,000 361,250 641,250 724.76 640,525.24
12/01/2037 295,000 347,250 642,250 724.76 641,525.24
12/01/2038 320,000 332,500 652,500 724.76 651,775.24
12/01/2039 340,000 316,500 656,500 724.76 655,775.24
12/01/2040 370,000 299,500 669,500 724.76 668,775.24
12/01/2041 385,000 281,000 666,000 724.76 665,275.24
12/01/2042 420,000 261,750 681,750 724.76 681,025.24
12/01/2043 440,000 240,750 680,750 724.76 680,025.24
12/01/2044 475,000 218,750 693,750 724.76 693,025.24
12/01/2045 500,000 195,000 695,000 724.76 694,275.24
12/01/2046 540,000 170,000 710,000 724.76 709,275.24
12/01/2047 565,000 143,000 708,000 724.76 707,275.24
12/01/2048 610,000 114,750 724,750 724.76 724,025.24
12/01/2049 640,000 84,250 724,250 724.76 723,525.24
12/01/2050 1,045,000 52,250 1,097,250 363,099.76 734,150.24
9,480,000 9,948,000 19,428,000 383,755.42 362.38 19,043,882.20
12
Aug 11, 2017 2:43 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-20NRLBD3)
BOND SOLUTION
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2020
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2020)
[ Preliminary -- for discussion only ]
Period Proposed Proposed Debt Service Total Adj Revenue Unused Debt Serv
Ending Principal Debt Service Adjustments Debt Service Constraints Revenues Coverage
12/01/2021 474,000 -725 473,275 467,560 -5,716 98.79233%
12/01/2022 85,000 559,000 -725 558,275 672,086 113,810 120.38606%
12/01/2023 90,000 559,750 -725 559,025 672,086 113,060 120.22455%
12/01/2024 105,000 570,250 -725 569,525 685,527 116,002 120.36820%
12/01/2025 110,000 570,000 -725 569,275 685,527 116,252 120.42106%
12/01/2026 125,000 579,500 -725 578,775 699,238 120,463 120.81336%
12/01/2027 135,000 583,250 -725 582,525 699,238 116,713 120.03563%
12/01/2028 150,000 591,500 -725 590,775 713,223 122,447 120.72655%
12/01/2029 160,000 594,000 -725 593,275 713,223 119,947 120.21783%
12/01/2030 180,000 606,000 -725 605,275 727,487 122,212 120.19111%
12/01/2031 185,000 602,000 -725 601,275 727,487 126,212 120.99069%
12/01/2032 210,000 617,750 -725 617,025 742,037 125,012 120.26036%
12/01/2033 220,000 617,250 -725 616,525 742,037 125,512 120.35789%
12/01/2034 245,000 631,250 -725 630,525 756,878 126,352 120.03921%
12/01/2035 255,000 629,000 -725 628,275 756,878 128,602 120.46910%
12/01/2036 280,000 641,250 -725 640,525 772,015 131,490 120.52844%
12/01/2037 295,000 642,250 -725 641,525 772,015 130,490 120.34056%
12/01/2038 320,000 652,500 -725 651,775 787,455 135,680 120.81701%
12/01/2039 340,000 656,500 -725 655,775 787,455 131,680 120.08007%
12/01/2040 370,000 669,500 -725 668,775 803,204 134,429 120.10081%
12/01/2041 385,000 666,000 -725 665,275 803,204 137,929 120.73266%
12/01/2042 420,000 681,750 -725 681,025 819,269 138,243 120.29929%
12/01/2043 440,000 680,750 -725 680,025 819,269 139,243 120.47620%
12/01/2044 475,000 693,750 -725 693,025 835,654 142,629 120.58059%
12/01/2045 500,000 695,000 -725 694,275 835,654 141,379 120.36349%
12/01/2046 540,000 710,000 -725 709,275 852,367 143,092 120.17436%
12/01/2047 565,000 708,000 -725 707,275 852,367 145,092 120.51419%
12/01/2048 610,000 724,750 -725 724,025 869,414 145,389 120.08067%
12/01/2049 640,000 724,250 -725 723,525 869,414 145,889 120.16365%
12/01/2050 1,045,000 1,097,250 -363,100 734,150 886,803 152,652 120.79307%
9,480,000 19,428,000 -384,118 19,043,882 22,826,069 3,782,187
13
Aug 11, 2017 2:48 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-23NRLBD3)
SOURCES AND USES OF FUNDS
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2023
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2023)
[ Preliminary -- for discussion only ]
Dated Date 12/01/2023
Delivery Date 12/01/2023
Sources:
Bond Proceeds:
Par Amount 9,385,000.00
9,385,000.00
Uses:
Project Fund Deposits:
Project Fund 8,334,925.00
Other Fund Deposits:
Debt Service Reserve Fund 712,375.00
Cost of Issuance:
Underwriter's Discount 187,700.00
Other Cost of Issuance 150,000.00
337,700.00
9,385,000.00
14
Aug 11, 2017 2:48 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-23NRLBD3)
BOND SUMMARY STATISTICS
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2023
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2023)
[ Preliminary -- for discussion only ]
Dated Date 12/01/2023
Delivery Date 12/01/2023
First Coupon 06/01/2024
Last Maturity 12/01/2053
Arbitrage Yield 5.000000%
True Interest Cost (TIC) 5.000000%
Net Interest Cost (NIC) 5.000000%
All-In TIC 5.276820%
Average Coupon 5.000000%
Average Life (years) 23.727
Weighted Average Maturity (years) 23.727
Duration of Issue (years) 13.692
Par Amount 9,385,000.00
Bond Proceeds 9,385,000.00
Total Interest 11,134,000.00
Net Interest 11,134,000.00
Bond Years from Dated Date 222,680,000.00
Bond Years from Delivery Date 222,680,000.00
Total Debt Service 20,519,000.00
Maximum Annual Debt Service 2,136,750.00
Average Annual Debt Service 683,966.67
Underwriter's Fees (per $1000)
Average Takedown
Other Fee
Total Underwriter's Discount
Bid Price 100.000000
Average
Par Average Average Maturity PV of 1 bp
Bond Component Value Price Coupon Life Date change
Term Bond due 2053 9,385,000.00 100.000 5.000% 23.727 08/23/2047 14,546.75
9,385,000.00 23.727 14,546.75
All-In Arbitrage
TIC TIC Yield
Par Value 9,385,000.00 9,385,000.00 9,385,000.00
+ Accrued Interest
+ Premium (Discount)
- Underwriter's Discount
- Cost of Issuance Expense -337,700.00
- Other Amounts
Target Value 9,385,000.00 9,047,300.00 9,385,000.00
Target Date 12/01/2023 12/01/2023 12/01/2023
Yield 5.000000% 5.276820% 5.000000%
15
Aug 11, 2017 2:48 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-23NRLBD3)
BOND DEBT SERVICE
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2023
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2023)
[ Preliminary -- for discussion only ]
Annual
Period Debt Debt
Ending Principal Coupon Interest Service Service
06/01/2024 234,625 234,625
12/01/2024 234,625 234,625 469,250
06/01/2025 234,625 234,625
12/01/2025 40,000 5.000% 234,625 274,625 509,250
06/01/2026 233,625 233,625
12/01/2026 55,000 5.000% 233,625 288,625 522,250
06/01/2027 232,250 232,250
12/01/2027 55,000 5.000% 232,250 287,250 519,500
06/01/2028 230,875 230,875
12/01/2028 70,000 5.000% 230,875 300,875 531,750
06/01/2029 229,125 229,125
12/01/2029 70,000 5.000% 229,125 299,125 528,250
06/01/2030 227,375 227,375
12/01/2030 85,000 5.000% 227,375 312,375 539,750
06/01/2031 225,250 225,250
12/01/2031 95,000 5.000% 225,250 320,250 545,500
06/01/2032 222,875 222,875
12/01/2032 105,000 5.000% 222,875 327,875 550,750
06/01/2033 220,250 220,250
12/01/2033 110,000 5.000% 220,250 330,250 550,500
06/01/2034 217,500 217,500
12/01/2034 125,000 5.000% 217,500 342,500 560,000
06/01/2035 214,375 214,375
12/01/2035 135,000 5.000% 214,375 349,375 563,750
06/01/2036 211,000 211,000
12/01/2036 150,000 5.000% 211,000 361,000 572,000
06/01/2037 207,250 207,250
12/01/2037 160,000 5.000% 207,250 367,250 574,500
06/01/2038 203,250 203,250
12/01/2038 180,000 5.000% 203,250 383,250 586,500
06/01/2039 198,750 198,750
12/01/2039 185,000 5.000% 198,750 383,750 582,500
06/01/2040 194,125 194,125
12/01/2040 205,000 5.000% 194,125 399,125 593,250
06/01/2041 189,000 189,000
12/01/2041 220,000 5.000% 189,000 409,000 598,000
06/01/2042 183,500 183,500
12/01/2042 240,000 5.000% 183,500 423,500 607,000
06/01/2043 177,500 177,500
12/01/2043 255,000 5.000% 177,500 432,500 610,000
06/01/2044 171,125 171,125
12/01/2044 280,000 5.000% 171,125 451,125 622,250
06/01/2045 164,125 164,125
12/01/2045 290,000 5.000% 164,125 454,125 618,250
06/01/2046 156,875 156,875
12/01/2046 320,000 5.000% 156,875 476,875 633,750
06/01/2047 148,875 148,875
12/01/2047 335,000 5.000% 148,875 483,875 632,750
06/01/2048 140,500 140,500
Aug 11, 2017 2:48 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-23NRLBD3)
NET DEBT SERVICE
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2023
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2023)
[ Preliminary -- for discussion only ]
Period Total Debt Service Capitalized Net
Ending Principal Interest Debt Service Reserve Fund Interest Fund Debt Service
12/01/2024 469,250 469,250 712.38 712.38 467,825.24
12/01/2025 40,000 469,250 509,250 1,424.76 507,825.24
12/01/2026 55,000 467,250 522,250 1,424.76 520,825.24
12/01/2027 55,000 464,500 519,500 1,424.76 518,075.24
12/01/2028 70,000 461,750 531,750 1,424.76 530,325.24
12/01/2029 70,000 458,250 528,250 1,424.76 526,825.24
12/01/2030 85,000 454,750 539,750 1,424.76 538,325.24
12/01/2031 95,000 450,500 545,500 1,424.76 544,075.24
12/01/2032 105,000 445,750 550,750 1,424.76 549,325.24
12/01/2033 110,000 440,500 550,500 1,424.76 549,075.24
12/01/2034 125,000 435,000 560,000 1,424.76 558,575.24
12/01/2035 135,000 428,750 563,750 1,424.76 562,325.24
12/01/2036 150,000 422,000 572,000 1,424.76 570,575.24
12/01/2037 160,000 414,500 574,500 1,424.76 573,075.24
12/01/2038 180,000 406,500 586,500 1,424.76 585,075.24
12/01/2039 185,000 397,500 582,500 1,424.76 581,075.24
12/01/2040 205,000 388,250 593,250 1,424.76 591,825.24
12/01/2041 220,000 378,000 598,000 1,424.76 596,575.24
12/01/2042 240,000 367,000 607,000 1,424.76 605,575.24
12/01/2043 255,000 355,000 610,000 1,424.76 608,575.24
12/01/2044 280,000 342,250 622,250 1,424.76 620,825.24
12/01/2045 290,000 328,250 618,250 1,424.76 616,825.24
12/01/2046 320,000 313,750 633,750 1,424.76 632,325.24
12/01/2047 335,000 297,750 632,750 1,424.76 631,325.24
12/01/2048 360,000 281,000 641,000 1,424.76 639,575.24
12/01/2049 380,000 263,000 643,000 1,424.76 641,575.24
12/01/2050 415,000 244,000 659,000 1,424.76 657,575.24
12/01/2051 1,170,000 223,250 1,393,250 1,424.76 1,391,825.24
12/01/2052 1,260,000 164,750 1,424,750 1,424.76 1,423,325.24
12/01/2053 2,035,000 101,750 2,136,750 713,799.76 1,422,950.24
9,385,000 11,134,000 20,519,000 754,405.42 712.38 19,763,882.20
17
Aug 11, 2017 2:48 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-23NRLBD3)
BOND SOLUTION
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2023
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on Growth thru 2023)
[ Preliminary -- for discussion only ]
Period Proposed Proposed Debt Service Existing Total Adj Revenue Unused Debt Serv
Ending Principal Debt Service Adjustments Debt Service Debt Service Constraints Revenues Coverage
12/01/2024 469,250 -1,425 569,525 1,037,350 1,162,516 125,165 112.06584%
12/01/2025 40,000 509,250 -1,425 569,275 1,077,100 1,295,167 218,067 120.24573%
12/01/2026 55,000 522,250 -1,425 578,775 1,099,600 1,321,071 221,470 120.14097%
12/01/2027 55,000 519,500 -1,425 582,525 1,100,600 1,321,071 220,470 120.03181%
12/01/2028 70,000 531,750 -1,425 590,775 1,121,100 1,347,492 226,392 120.19369%
12/01/2029 70,000 528,250 -1,425 593,275 1,120,100 1,347,492 227,392 120.30100%
12/01/2030 85,000 539,750 -1,425 605,275 1,143,600 1,374,442 230,841 120.18550%
12/01/2031 95,000 545,500 -1,425 601,275 1,145,350 1,374,442 229,091 120.00186%
12/01/2032 105,000 550,750 -1,425 617,025 1,166,350 1,401,931 235,580 120.19807%
12/01/2033 110,000 550,500 -1,425 616,525 1,165,600 1,401,931 236,330 120.27541%
12/01/2034 125,000 560,000 -1,425 630,525 1,189,100 1,429,969 240,869 120.25639%
12/01/2035 135,000 563,750 -1,425 628,275 1,190,600 1,429,969 239,369 120.10489%
12/01/2036 150,000 572,000 -1,425 640,525 1,211,100 1,458,569 247,468 120.43334%
12/01/2037 160,000 574,500 -1,425 641,525 1,214,600 1,458,569 243,968 120.08630%
12/01/2038 180,000 586,500 -1,425 651,775 1,236,850 1,487,740 250,890 120.28456%
12/01/2039 185,000 582,500 -1,425 655,775 1,236,850 1,487,740 250,890 120.28456%
12/01/2040 205,000 593,250 -1,425 668,775 1,260,600 1,517,495 256,894 120.37874%
12/01/2041 220,000 598,000 -1,425 665,275 1,261,850 1,517,495 255,644 120.25949%
12/01/2042 240,000 607,000 -1,425 681,025 1,286,600 1,547,845 261,244 120.30501%
12/01/2043 255,000 610,000 -1,425 680,025 1,288,600 1,547,845 259,244 120.11829%
12/01/2044 280,000 622,250 -1,425 693,025 1,313,850 1,578,802 264,951 120.16601%
12/01/2045 290,000 618,250 -1,425 694,275 1,311,100 1,578,802 267,701 120.41806%
12/01/2046 320,000 633,750 -1,425 709,275 1,341,600 1,610,378 268,777 120.03408%
12/01/2047 335,000 632,750 -1,425 707,275 1,338,600 1,610,378 271,777 120.30309%
12/01/2048 360,000 641,000 -1,425 724,025 1,363,600 1,642,585 278,985 120.45943%
12/01/2049 380,000 643,000 -1,425 723,525 1,365,100 1,642,585 277,485 120.32706%
12/01/2050 415,000 659,000 -1,425 734,150 1,391,725 1,675,437 283,712 120.38560%
12/01/2051 1,170,000 1,393,250 -1,425 1,391,825 1,675,437 283,612 120.37697%
12/01/2052 1,260,000 1,424,750 -1,425 1,423,325 1,708,946 285,621 120.06713%
12/01/2053 2,035,000 2,136,750 -713,800 1,422,950 1,708,946 285,996 120.09877%
9,385,000 20,519,000 -755,118 17,453,306 37,217,189 44,663,085 7,445,896
18
Aug 11, 2017 2:50 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-26NRLBD3)
SOURCES AND USES OF FUNDS
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2026A
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on All Growth)
[ Preliminary -- for discussion only ]
Dated Date 12/01/2026
Delivery Date 12/01/2026
Sources:
Bond Proceeds:
Par Amount 9,630,000.00
9,630,000.00
Uses:
Project Fund Deposits:
Project Fund 8,362,650.00
Other Fund Deposits:
Debt Service Reserve Fund 924,750.00
Cost of Issuance:
Underwriter's Discount 192,600.00
Other Cost of Issuance 150,000.00
342,600.00
9,630,000.00
19
Aug 11, 2017 2:50 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-26NRLBD3)
BOND SUMMARY STATISTICS
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2026A
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on All Growth)
[ Preliminary -- for discussion only ]
Dated Date 12/01/2026
Delivery Date 12/01/2026
First Coupon 06/01/2027
Last Maturity 12/01/2056
Arbitrage Yield 5.000000%
True Interest Cost (TIC) 5.000000%
Net Interest Cost (NIC) 5.000000%
All-In TIC 5.256893%
Average Coupon 5.000000%
Average Life (years) 26.093
Weighted Average Maturity (years) 26.093
Duration of Issue (years) 14.579
Par Amount 9,630,000.00
Bond Proceeds 9,630,000.00
Total Interest 12,564,000.00
Net Interest 12,564,000.00
Bond Years from Dated Date 251,280,000.00
Bond Years from Delivery Date 251,280,000.00
Total Debt Service 22,194,000.00
Maximum Annual Debt Service 3,055,500.00
Average Annual Debt Service 739,800.00
Underwriter's Fees (per $1000)
Average Takedown
Other Fee
Total Underwriter's Discount
Bid Price 100.000000
Average
Par Average Average Maturity PV of 1 bp
Bond Component Value Price Coupon Life Date change
Term Bond due 2056 9,630,000.00 100.000 5.000% 26.093 01/03/2053 14,926.50
9,630,000.00 26.093 14,926.50
All-In Arbitrage
TIC TIC Yield
Par Value 9,630,000.00 9,630,000.00 9,630,000.00
+ Accrued Interest
+ Premium (Discount)
- Underwriter's Discount
- Cost of Issuance Expense -342,600.00
- Other Amounts
Target Value 9,630,000.00 9,287,400.00 9,630,000.00
Target Date 12/01/2026 12/01/2026 12/01/2026
Yield 5.000000% 5.256893% 5.000000%
20
Aug 11, 2017 2:50 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-26NRLBD3)
BOND DEBT SERVICE
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2026A
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on All Growth)
[ Preliminary -- for discussion only ]
Annual
Period Debt Debt
Ending Principal Coupon Interest Service Service
06/01/2027 240,750 240,750
12/01/2027 240,750 240,750 481,500
06/01/2028 240,750 240,750
12/01/2028 10,000 5.000% 240,750 250,750 491,500
06/01/2029 240,500 240,500
12/01/2029 15,000 5.000% 240,500 255,500 496,000
06/01/2030 240,125 240,125
12/01/2030 25,000 5.000% 240,125 265,125 505,250
06/01/2031 239,500 239,500
12/01/2031 20,000 5.000% 239,500 259,500 499,000
06/01/2032 239,000 239,000
12/01/2032 35,000 5.000% 239,000 274,000 513,000
06/01/2033 238,125 238,125
12/01/2033 35,000 5.000% 238,125 273,125 511,250
06/01/2034 237,250 237,250
12/01/2034 50,000 5.000% 237,250 287,250 524,500
06/01/2035 236,000 236,000
12/01/2035 50,000 5.000% 236,000 286,000 522,000
06/01/2036 234,750 234,750
12/01/2036 65,000 5.000% 234,750 299,750 534,500
06/01/2037 233,125 233,125
12/01/2037 65,000 5.000% 233,125 298,125 531,250
06/01/2038 231,500 231,500
12/01/2038 80,000 5.000% 231,500 311,500 543,000
06/01/2039 229,500 229,500
12/01/2039 85,000 5.000% 229,500 314,500 544,000
06/01/2040 227,375 227,375
12/01/2040 105,000 5.000% 227,375 332,375 559,750
06/01/2041 224,750 224,750
12/01/2041 105,000 5.000% 224,750 329,750 554,500
06/01/2042 222,125 222,125
12/01/2042 125,000 5.000% 222,125 347,125 569,250
06/01/2043 219,000 219,000
12/01/2043 130,000 5.000% 219,000 349,000 568,000
06/01/2044 215,750 215,750
12/01/2044 145,000 5.000% 215,750 360,750 576,500
06/01/2045 212,125 212,125
12/01/2045 155,000 5.000% 212,125 367,125 579,250
06/01/2046 208,250 208,250
12/01/2046 170,000 5.000% 208,250 378,250 586,500
06/01/2047 204,000 204,000
12/01/2047 180,000 5.000% 204,000 384,000 588,000
06/01/2048 199,500 199,500
12/01/2048 205,000 5.000% 199,500 404,500 604,000
06/01/2049 194,375 194,375
12/01/2049 215,000 5.000% 194,375 409,375 603,750
06/01/2050 189,000 189,000
12/01/2050 235,000 5.000% 189,000 424,000 613,000
06/01/2051 183,125 183,125
Aug 11, 2017 2:50 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-26NRLBD3)
NET DEBT SERVICE
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2026A
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on All Growth)
[ Preliminary -- for discussion only ]
Period Total Debt Service Capitalized Net
Ending Principal Interest Debt Service Reserve Fund Interest Fund Debt Service
12/01/2027 481,500 481,500 924.75 924.75 479,650.50
12/01/2028 10,000 481,500 491,500 1,849.50 489,650.50
12/01/2029 15,000 481,000 496,000 1,849.50 494,150.50
12/01/2030 25,000 480,250 505,250 1,849.50 503,400.50
12/01/2031 20,000 479,000 499,000 1,849.50 497,150.50
12/01/2032 35,000 478,000 513,000 1,849.50 511,150.50
12/01/2033 35,000 476,250 511,250 1,849.50 509,400.50
12/01/2034 50,000 474,500 524,500 1,849.50 522,650.50
12/01/2035 50,000 472,000 522,000 1,849.50 520,150.50
12/01/2036 65,000 469,500 534,500 1,849.50 532,650.50
12/01/2037 65,000 466,250 531,250 1,849.50 529,400.50
12/01/2038 80,000 463,000 543,000 1,849.50 541,150.50
12/01/2039 85,000 459,000 544,000 1,849.50 542,150.50
12/01/2040 105,000 454,750 559,750 1,849.50 557,900.50
12/01/2041 105,000 449,500 554,500 1,849.50 552,650.50
12/01/2042 125,000 444,250 569,250 1,849.50 567,400.50
12/01/2043 130,000 438,000 568,000 1,849.50 566,150.50
12/01/2044 145,000 431,500 576,500 1,849.50 574,650.50
12/01/2045 155,000 424,250 579,250 1,849.50 577,400.50
12/01/2046 170,000 416,500 586,500 1,849.50 584,650.50
12/01/2047 180,000 408,000 588,000 1,849.50 586,150.50
12/01/2048 205,000 399,000 604,000 1,849.50 602,150.50
12/01/2049 215,000 388,750 603,750 1,849.50 601,900.50
12/01/2050 235,000 378,000 613,000 1,849.50 611,150.50
12/01/2051 250,000 366,250 616,250 1,849.50 614,400.50
12/01/2052 270,000 353,750 623,750 1,849.50 621,900.50
12/01/2053 285,000 340,250 625,250 1,849.50 623,400.50
12/01/2054 1,760,000 326,000 2,086,000 1,849.50 2,084,150.50
12/01/2055 1,850,000 238,000 2,088,000 1,849.50 2,086,150.50
12/01/2056 2,910,000 145,500 3,055,500 926,599.50 2,128,900.50
9,630,000 12,564,000 22,194,000 979,310.25 924.75 21,213,765.00
22
Aug 11, 2017 2:50 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-26NRLBD3)
BOND SOLUTION
WATERS' EDGE METROPOLITAN DISTRICTS
GENERAL OBLIGATION BONDS, SERIES 2026A
50.000 (target) Mills
Non-Rated, 120x, 30-yr. Maturity
(Sized on All Growth)
[ Preliminary -- for discussion only ]
Period Proposed Proposed Debt Service Existing Total Adj Revenue Unused Debt Serv
Ending Principal Debt Service Adjustments Debt Service Debt Service Constraints Revenues Coverage
12/01/2027 481,500 -1,850 1,100,600 1,580,251 1,797,474 217,223 113.74609%
12/01/2028 10,000 491,500 -1,850 1,121,100 1,610,751 1,937,859 327,108 120.30780%
12/01/2029 15,000 496,000 -1,850 1,120,100 1,614,251 1,937,859 323,608 120.04695%
12/01/2030 25,000 505,250 -1,850 1,143,600 1,647,001 1,976,616 329,615 120.01306%
12/01/2031 20,000 499,000 -1,850 1,145,350 1,642,501 1,976,616 334,115 120.34186%
12/01/2032 35,000 513,000 -1,850 1,166,350 1,677,501 2,016,149 338,648 120.18763%
12/01/2033 35,000 511,250 -1,850 1,165,600 1,675,001 2,016,149 341,148 120.36701%
12/01/2034 50,000 524,500 -1,850 1,189,100 1,711,751 2,056,472 344,721 120.13848%
12/01/2035 50,000 522,000 -1,850 1,190,600 1,710,751 2,056,472 345,721 120.20871%
12/01/2036 65,000 534,500 -1,850 1,211,100 1,743,751 2,097,601 353,850 120.29247%
12/01/2037 65,000 531,250 -1,850 1,214,600 1,744,001 2,097,601 353,600 120.27522%
12/01/2038 80,000 543,000 -1,850 1,236,850 1,778,001 2,139,553 361,552 120.33475%
12/01/2039 85,000 544,000 -1,850 1,236,850 1,779,001 2,139,553 360,552 120.26711%
12/01/2040 105,000 559,750 -1,850 1,260,600 1,818,501 2,182,344 363,843 120.00786%
12/01/2041 105,000 554,500 -1,850 1,261,850 1,814,501 2,182,344 367,843 120.27241%
12/01/2042 125,000 569,250 -1,850 1,286,600 1,854,001 2,225,991 371,990 120.06418%
12/01/2043 130,000 568,000 -1,850 1,288,600 1,854,751 2,225,991 371,240 120.01563%
12/01/2044 145,000 576,500 -1,850 1,313,850 1,888,501 2,270,511 382,010 120.22821%
12/01/2045 155,000 579,250 -1,850 1,311,100 1,888,501 2,270,511 382,010 120.22821%
12/01/2046 170,000 586,500 -1,850 1,341,600 1,926,251 2,315,921 389,670 120.22945%
12/01/2047 180,000 588,000 -1,850 1,338,600 1,924,751 2,315,921 391,170 120.32315%
12/01/2048 205,000 604,000 -1,850 1,363,600 1,965,751 2,362,239 396,488 120.16982%
12/01/2049 215,000 603,750 -1,850 1,365,100 1,967,001 2,362,239 395,238 120.09346%
12/01/2050 235,000 613,000 -1,850 1,391,725 2,002,876 2,409,484 406,608 120.30122%
12/01/2051 250,000 616,250 -1,850 1,391,825 2,006,226 2,409,484 403,259 120.10036%
12/01/2052 270,000 623,750 -1,850 1,423,325 2,045,226 2,457,674 412,448 120.16639%
12/01/2053 285,000 625,250 -1,850 1,422,950 2,046,351 2,457,674 411,323 120.10033%
12/01/2054 1,760,000 2,086,000 -1,850 2,084,151 2,506,827 422,677 120.28054%
12/01/2055 1,850,000 2,088,000 -1,850 2,086,151 2,506,827 420,677 120.16522%
12/01/2056 2,910,000 3,055,500 -926,600 2,128,901 2,556,964 428,063 120.10726%
9,630,000 22,194,000 -980,235 34,003,137 55,216,902 66,264,921 11,048,019
23
Aug 11, 2017 2:51 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-26BCFD3)
SOURCES AND USES OF FUNDS
WATERS' EDGE METROPOLITAN DISTRICTS
SUBORDINATE BONDS, SERIES 2026B
Non-Rated, Cash-Flow Bonds, Annual Pay, 12/15/2056 (Stated) Maturity
[ Preliminary -- for discussion only ]
Dated Date 12/01/2026
Delivery Date 12/01/2026
Sources:
Bond Proceeds:
Par Amount 5,374,000.00
5,374,000.00
Uses:
Project Fund Deposits:
Project Fund 5,212,780.00
Cost of Issuance:
Underwriter's Discount 161,220.00
5,374,000.00
24
Aug 11, 2017 2:51 pm Prepared by D.A, Davidson & Co Quantitative Group~PM (Water's Edge MD 17:DAUG1117-26BCFD3)
BOND PRICING
WATERS' EDGE METROPOLITAN DISTRICTS
SUBORDINATE BONDS, SERIES 2026B
Non-Rated, Cash-Flow Bonds, Annual Pay, 12/15/2056 (Stated) Maturity
[ Preliminary -- for discussion only ]
Maturity
Bond Component Date Amount Rate Yield Price
Term Bond due 2056:
12/15/2056 5,374,000 7.000% 7.000% 100.000
5,374,000
Dated Date 12/01/2026
Delivery Date 12/01/2026
First Coupon 12/15/2026
Par Amount 5,374,000.00
Original Issue Discount
Production 5,374,000.00 100.000000%
Underwriter's Discount
Purchase Price 5,374,000.00 100.000000%
Accrued Interest
Net Proceeds 5,374,000.00
25
{00471143.DOCX v:19 } G-1
EXHIBIT G
Phase 1 and Phase 2 Boundary Map
{00471143.DOCX v:19 } H-1
EXHIBIT H
Form of Establishment Agreement
DRAFT
McGEADY BECHER P.C.
August 24, 2017
{00569297.DOC v:3 }
WATERS’ EDGE COMMUNITY AUTHORITY BOARD ESTABLISHMENT
AGREEMENT
BY AND BETWEEN
WATERS’ EDGE METROPOLITAN DISTRICT NO. 1
WATERS’ EDGE METROPOLITAN DISTRICT NO. 2
WATERS’ EDGE METROPOLITAN DISTRICT NO. 3
WATERS’ EDGE METROPOLITAN DISTRICT NO. 4
AND
WATERS’ EDGE METROPOLITAN DISTRICT NO. 5
Effective Date: November __, 2017
{00569297.DOC v:3 } 1
WATERS’ EDGE COMMUNITY AUTHORITY BOARD ESTABLISHMENT
AGREEMENT
THIS WATERS’ EDGE COMMUNITY AUTHORITY BOARD
ESTABLISHMENT AGREEMENT (“CABEA”) is made and entered into effective this __
day of November, 2017, by and between WATERS’ EDGE METROPOLITAN DISTRICT
NO. 1 (“District No. 1”), WATERS’ EDGE METROPOLITAN DISTRICT NO. 2 (“District
No. 2”), WATERS’ EDGE METROPOLITAN DISTRICT NO. 3 (“District No. 3”),
WATERS’ EDGE METROPOLITAN DISTRICT NO. 4 (“District No. 4”), and WATERS’
EDGE METROPOLITAN DISTRICT NO. 5 (“District No. 5”), all being quasi-municipal
corporations and political subdivisions of the State of Colorado (together, the “Districts”).
RECITALS
A. Pursuant to the Colorado Constitution, Article XIV, Sections 18(2)(a) and (b), and
Section 29-1-203, C.R.S., metropolitan districts may cooperate or contract with each other to
provide any function, service or facility lawfully authorized to each, and any such contract may
provide for the sharing of costs, the imposition of taxes, and the incurring of debt.
B. The Service Plan for the Districts, which is incorporated herein by reference, has
been prepared for the Districts pursuant to Section 32-1-201, et seq., C.R.S., and has received all
required governmental approvals (the “Service Plan”).
C. The Districts exist for the purpose of designing, acquiring, constructing,
installing, financing, and operating and maintaining certain parks and recreation and non-potable
water irrigation improvements and providing mosquito control and covenant enforcement
services, all in accordance with the Service Plan.
D. The Service Plan discloses and establishes the necessity for, and requires, an
intergovernmental agreement between the Districts concerning the financing, construction,
operation and maintenance of Public Improvements (hereinafter defined) contemplated in the
Service Plan and concerning the provision of essential services in the community to be served by
the Districts.
E. The Service Plan was approved by the City Council of the City of Fort Collins,
Larimer County, Colorado, contemplating that the Districts, with the approval of their electors,
would enter into this CABEA.
F. At elections of the qualified electors of the Districts, duly called and held on
November 7, 2017, in accordance with law and pursuant to due notice, a majority of those
qualified to vote and voting at such elections, voted in favor of the Districts entering into this
CABEA. To the extent that this CABEA constitutes a Debt or a Multi-Fiscal Year Financial
Obligation of one or more of the Districts, the same has received voter approval in such election.
G. The Service Plan describes certain Public Improvements to be financed in
accordance with general plans of finance described or permitted therein, from either: (1)
revenues received from the imposition of a mill levy within the Districts; (2) revenue received
{00569297.DOC v:3 } 2
from Fees collected by the Districts; or (3) the proceeds of bonds and other available revenues
(including Developer Advances).
H. The Districts agree that the Public Improvements are needed by the Districts and
that such Public Improvements will benefit the residents and property owners in the Districts in
terms of cost, quality, and level of service.
I. The design, construction, scheduling, and total costs of the Public Improvements
will be substantially different if they are constructed without considering overall needs and
coordinated construction; the financing, completion and availability of the Public Improvements
in a coordinated and timely fashion will better promote the health, safety, prosperity, security,
and general welfare of the current and future inhabitants and current and future property owners
within the Districts.
J. Pursuant to Section 29-1-203(4), C.R.S., the Districts may contract with one
another for the joint exercise of any function, service or facility lawfully authorized to each,
including the establishment of a separate legal entity to do so.
K. The Districts desire to establish the Waters’ Edge Community Authority (the
“Authority”), which shall furnish, operate and plan for the Public Improvements and to which
each District shall transfer certain revenues received by it in order to fund the Actual Operation
and Maintenance Costs (as hereinafter defined) and Actual Capital Costs of the Public
Improvements (as hereinafter defined).
L. Each District has agreed, and the Service Plan provides, that the Authority will
own, operate, maintain, finance and construct the Public Improvements benefiting the Districts,
and that the Districts will contribute to the costs of construction, operation, and maintenance of
such Public Improvements.
M. It is the purpose of this CABEA to bind the Districts hereto concerning capital
expenditures and operation and maintenance expenses so that the cost of providing the Public
Improvements and services to the entire Development (as hereinafter defined) will be shared
equitably by the users of said Public Improvements and services under the numerous
circumstances which could occur in the future.
N. It is the intent of the Districts, that either the Authority or any of the Districts
may, from time to time, issue its own debt and use bond proceeds in amounts necessary to
finance the Public Improvements and that the Authority shall enter into contracts to construct the
Public Improvements.
O. The amount of any bonds issued by the Authority or any applicable District will
be based upon estimates of the capital costs of construction of portions of the Public
Improvements as they are and will be needed to complete the Development, plus reserve funds,
capitalized interest, legal fees, transaction costs and any other necessary costs to the financing of
the bonds.
{00569297.DOC v:3 } 3
P. The Districts agree that the provision of services and the operation and
maintenance of the Public Improvements by the Authority will be financed, in part, by mill
levies imposed by each of the Districts for such purposes.
Q. The Districts desire to set forth their agreement regarding the implementation of
principles and objectives set forth in the Service Plan for the financing, construction, and
operation and maintenance of the Public Improvements and services described therein.
NOW, THEREFORE, for and in consideration of the premises and the mutual covenants
herein, the Districts agree as follows:
ARTICLE 1. GENERAL PROVISIONS
1.1 Interpretation. This CABEA shall be subject to the following rules of
interpretation:
(a) The terms “herein,” “hereunder,” “hereby,” “hereto,” “hereof” and any
similar term, refer to this CABEA as a whole and not to any particular article, section, or
subdivision hereof; the term “heretofore” means before the Effective Date and the term
“hereafter” means after the Effective Date of this CABEA.
(b) All definitions, terms, and words shall include both the singular and the
plural, and all capitalized words or terms shall have the definitions set forth in Section 2.1
hereof.
(c) The captions or headings of this CABEA are for convenience only and in
no way define, limit, or describe the scope or intent of any provision, article, or section of
this CABEA.
1.2 Effective Date and Term. This CABEA shall be effective as of the date first set
forth above and shall continue to be in full force and effect for perpetuity unless all the Districts
agree to terminate the same and there is no outstanding Debt and all Public Improvements and
services owned and performed by the Authority have been assumed by another governmental
entity.
1.3 Purpose and Scope of CABEA. This CABEA shall be governed, in general, by
the following provisions in this Section 1.3. The Districts agree that the statements of intention
set forth in this Section 1.3 are essential to the proper interpretation of this CABEA and are
intended to clarify the general intent of specific provisions contained herein. The following
statements are illustrative of the Districts’ intentions and while they are to be used to construe
and govern this CABEA, they are not intended to constitute an all-inclusive statement of the
intentions of the Districts. Reference shall also be made to the Service Plan for purposes of
construing this CABEA.
(a) The Service Plan describes the nature of the relationship between the
Districts and contemplates that this CABEA would be executed by the Districts to
effectuate that relationship.
{00569297.DOC v:3 } 4
(b) The Service Plan contemplates that the Districts will provide services and
Public Improvements to serve the Development. The ability of the Districts to effectively
coordinate the provision of these Public Improvements and services also will serve to
effectuate the development of the Development in accordance with the City’s Code.
(c) The Districts intend to cooperate with one another and with the Authority
to effectuate the financing of the operation and maintenance of the Public Improvements
and services in a manner that is economically favorable to the Districts and the residents
and taxpayers of the Districts.
(d) The Districts shall be responsible for the Multi-Fiscal Year Financial
Obligation as set forth herein to fund the Actual Operations and Maintenance Costs and
Actual Capital Costs.
(e) The Districts acknowledge that performance of this CABEA for the full
term hereof is key to full implementation of the Service Plan by the Districts and that any
unilateral material departure herefrom by any District or the Authority, or any attempt by
any District or the Authority to terminate this CABEA, or materially alter its terms except
in accordance herewith, by judicial action or otherwise, is acknowledged to be and shall
constitute a material departure from, and shall be deemed a material modification of, the
Service Plan. In addition to all other remedies set forth herein or allowed by the law, the
aggrieved District is entitled, in substantially the same manner as an interested party, to
seek to enjoin any such “material modifications,” in accordance with Section 32-1-207,
C.R.S., as amended from time to time. Districts may seek to amend the Service Plan;
provided, however, if any amendment would materially affect such District(s) ability to
perform hereunder, the District must first obtain the written approval of the Authority.
(f) If any provisions in this CABEA conflict with the Service Plan, the
provisions of the Service Plan will control.
(g) It is expressly agreed by the Districts that no person or entity other than
the Districts shall obtain hereby any enforceable rights to service from the Authority. It
is expressly declared by the Districts that no person or entity shall be construed as a third
party beneficiary of this CABEA except the Developer (as hereinafter defined) as
expressly stated herein.
(h) The Districts agree not to undertake any effort to request supervision,
control, or regulation of this CABEA, of any of the Districts or the Authority, or of the
property of any District or the Authority, by the Public Utilities Commission of the State
of Colorado, or any other regulatory authority claiming jurisdiction of the subject matter
hereof.
ARTICLE 2. DEFINITIONS
2.1 Definitions. As used herein, unless the context expressly indicates otherwise, the
words defined below and capitalized throughout the text of this CABEA shall have the respective
meanings set forth below.
{00569297.DOC v:3 } 5
(a) “Actual Capital Costs” shall mean those costs which were advanced by
the Developer for the costs of organization of the Districts and which are to be incurred
by the Authority for the purpose of planning, designing, constructing, financing and
acquiring the Public Improvements, including, but not limited to:
(1) All costs of labor and materials attributable to the actual
construction or acquisition of the Public Improvements, including all costs
incurred to acquire the Public Improvements from Third Persons and all related
components and materials used therein, and all other costs or fees due or paid
under cost recovery or other agreements with Third Persons, together with all
costs incurred to obtain financing for the Public Improvements;
(2) All costs attributable to the construction or acquisition of the
Public Improvements or any part or component thereof incurred as a result of
change orders approved in accordance with any construction contract;
(3) All costs incurred for design, engineering, construction,
management, landscape architecture and engineering, soil testing and inspection,
and line and systems testing and inspection attributable to the Public
Improvements, including legal fees;
(4) Site, permit and right-of-way or easement acquisition costs,
including legal fees;
(5) All bond costs including the principal and redemption price of, and
interest and premium on, any Bonds, including any scheduled mandatory or
cumulative sinking fund payments and any mandatory redemption or principal
prepayment amounts as provided in the bond documents and accumulation or
replenishment of any reserves or surplus funds relating to the Debt, customary
fees related to the issuance of the Debt (including, but not limited to, fees of a
trustee, paying agent, rebate agent, and provider of liquidity or credit facility), and
any reimbursement due to a provider of liquidity or credit facility securing any
Debt;
(6) All legal, bond issuance, credit enhancement, accounting, interest
costs, and reserve funds incurred in connection with the financing, construction or
acquisition of the Public Improvements;
(7) All costs for bonds, insurance, construction administration,
financial, inspections, appraisals, and other professional fees;
(8) Any other capital costs, expenses or expenditures associated with
the financing, construction or acquisition of the Public Improvements; and
(9) Reimbursement to the Developer for Developer Advances to fund
the items in Section 2.1(a)(1)-(8) above.
{00569297.DOC v:3 } 6
(b) “Actual Operations and Maintenance Costs” shall mean the costs
incurred by the Authority for the purpose of Operation and Maintenance Services.
(c) “Authority” shall mean the Waters’ Edge Community Authority
established pursuant to Article 3 of this CABEA.
(d) “Authority Board” shall mean the Board of Directors of the Authority.
(e) “Authority Manager” shall mean a professional manager hired by the
Authority who is experienced and knowledgeable in the management of metropolitan
districts.
(f) “CABEA” shall mean this agreement and any amendments hereto made in
accordance herewith.
(g) “Board” or “Boards” shall mean the lawfully organized Board or Boards
of Directors of the District(s), as applicable.
(h) “Bonds” shall mean any general obligation bonds, revenue bonds,
refunding bonds, notes, debentures or other evidences of a borrowing that constitute
multiple fiscal year obligations under Article X, Section 20 of the Colorado Constitution;
provided, however that the definition of Bonds shall not include any of the following:
multiple fiscal year obligations established by intergovernmental agreements between
and among any one or more of the Districts and/or the Authority; or intergovernmental
agreements between any one of the Districts and/or the Authority and any other
government, including, but not limited to, the City.
(i) “Budget Year” shall mean the year (immediately following the applicable
Planning Year) during which the Actual Operations and Maintenance Costs and Actual
Capital Costs are to be incurred.
(j) “Build Out” shall mean the completion of the installation of the Public
Improvements.
(k) “Capital Repair and Replacement Costs” shall mean those costs related
to the non-routine repair and replacement of the Public Improvements, as part of the
Actual Operations and Maintenance Costs, which shall be set forth in the Final Budget.
(l) “City” shall mean the City of Fort Collins.
(m) “City Code” shall mean the Municipal Code of the City and any
regulations, rules, or policies promulgated thereunder, as the same may be amended from
time to time, including without limitation, the City Land Use Code.
(n) “City Council” shall mean the City Council of the City.
(o) “Colorado Open Records Act” shall mean Title 24. Article 72, Part 2,
Colorado Revised Statutes, as the same may be amended from time to time.
{00569297.DOC v:3 } 7
(p) “Construction” shall include, but not be limited to, construction,
expansion, acquisition, capital maintenance, repair, and replacement of the Public
Improvements.
(q) “Construction Schedule” shall mean the schedule showing the Public
Improvements planned for Construction to commence during the Budget Year.
(r) “C.R.S.” shall mean the Colorado Revised Statutes as such statutes are
amended from time to time. In the event of a repeal of a statute cited herein, the
procedure contained in the statute immediately prior to repeal shall apply; provided,
however, if such repealed statute is replaced by another statute, then the new statute shall
apply.
(s) “Debt” shall mean any bonds, notes, agreements, instruments, or other
obligations issued or incurred by the Authority or the Districts, and payable from ad
valorem property taxes of the Districts, and other District revenues, including, but not
limited to, fees, rates, tolls and charges or any other multiple fiscal year financial
obligation whatsoever for payment of which any of the Districts has promised to impose
an ad valorem property tax mill levy.
(t) “Developer” shall mean Waters’ Edge Investments LLLP, a Colorado
limited liability limited partnership, or its designated successors or designated assigns.
(u) “Developer Advances” shall mean funds advanced by the Developer the
payment of Actual Capital Costs and Actual Operations and Maintenance Costs,
including but not limited to the amounts previously advanced by the Developer.
(v) “Development” shall mean the approximate _____ acre development
known as Waters’ Edge, located in the City of Fort Collins, Colorado.
(w) “Development Fees” shall mean fees imposed by vote of the Authority
and recorded in the real property records of the County, for financing Actual Capital
Costs and required to be paid prior to the issuance of a building permit.
(x) “District Administrative Costs” shall mean the costs incurred by the
Districts directly related to administrative functions of each applicable District, including,
but not limited to, costs related to accounting, audit, insurance, management, and legal,
and those costs which are incurred by each applicable District related to administrative
functions, plus costs for the audit and insurance.
(y) “District Debt Issuance Limit” shall mean revenue or general obligation
bonds in total principal amounts not to exceed $67,738,000.
(z) “District No. 1 Member(s)” shall mean the representative(s) appointed
by District No. 1 to the Authority Board.
(aa) “District No. 2 Member” shall mean the representative appointed by
District No. 2 to the Authority Board.
{00569297.DOC v:3 } 8
(bb) “District No. 3 Member” shall mean the representative appointed by
District No. 3 to the Authority Board.
(cc) “District No. 4 Member” shall mean the representative appointed by
District No. 4 to the Authority Board.
(dd) “District No. 5 Member” shall mean the representative appointed by
District No. 5 to the Authority Board.
(ee) “Districts” shall mean the Waters’ Edge Metropolitan District Nos. 1, 2,
3, 4, and 5, collectively.
(ff) “Effective Date” shall mean November __, 2017.
(gg) “Event of Default” shall mean one of the events or the existence of one of
the conditions set forth in Article 11 hereof.
(hh) “Final Budget” shall mean the final budget in any year, and as may be
amended within the fiscal year, as established and approved by the Authority following
public hearings for the payment of projected Actual Operations and Maintenance Costs
and Actual Capital Costs and as determined as set forth in the Special District Act.
(ii) “Funding Account” means the account owned, established and managed
by the Authority.
(jj) “Member” shall mean a director of the Authority Board.
(kk) “Multi-Fiscal Year Financial Obligation” shall mean the obligation of
the Districts evidenced hereunder, whereby the Districts covenant to pay their respective
shares of the Actual Operations and Maintenance Costs and their respective share of the
Actual Capital Costs.
(ll) “Operations and Maintenance Services” shall mean those costs
incurred in the administration of the Authority, including, but not limited to, the cost of
assuring compliance with this CABEA and all applicable statutory and regulatory
provisions, the costs of administering the Funding Account, and shall also include those
tasks, services and functions performed by or on behalf of the Authority or provided to
the Authority which are necessary or appropriate in order to operate, program, maintain
or repair and replace the Public Improvements and to provide the services contemplated
in the Service Plan generally, including, without limitation, costs of labor and materials,
management, legal, accounting, construction and other professional services, insurance,
bonds, permits, licenses, and other governmental approvals, and specifically including
those tasks, services and functions identified in Article 8 hereof.
(mm) “Planning Year” means the year immediately preceding the
corresponding Budget Year.
{00569297.DOC v:3 } 9
(nn) “Plans” shall mean the plans, documents, drawings, and other
specifications prepared by or for the Authority for the Construction of any Public
Improvement.
(oo) “Public Improvements” shall mean those improvements and facilities to
be financed and constructed by the Authority as authorized under the Service Plan
necessary for the completion of the Development.
(pp) “Rules and Regulations” shall mean the rules and regulations established
by the Authority Board governing operation and use of the Public Improvements as the
same may be amended from time to time.
(qq) “Service Plan” shall mean the Service Plan for the Districts which Service
Plan was approved by the City Council on September __, 2017 and as may be amended
from time to time in accordance with the Special District Act and those applicable
provisions of the Service Plan.
(rr) “Special District Act” shall mean Title 32, Article 1, Colorado Revised
Statutes, as the same may be amended from time to time.
(ss) “Specific Ownership Tax Revenues” shall mean the specific ownership
taxes remitted to the Districts, pursuant to Section 42-3-107, C.R.S., or any successor
statute, as a result of its imposition of their respective mill levies.
(tt) “State” shall mean the state of Colorado.
(uu) “Third Persons” shall mean any individual, corporation, joint venture,
estate, limited liability company, trust, partnership, association, or other legal entity
including governmental entities, other than the Districts, the Developer or the Authority.
ARTICLE 3. ESTABLISHMENT OF AUTHORITY
3.1 Establishment of Authority. Pursuant to the Colorado Constitution, Article XIV,
Section 18(2)(a) and (b), and Section 29-1-203, C.R.S., the Districts may cooperate and contract
with each other to provide any function, service or facility lawfully authorized to each, and any
such contract may provide for the sharing of costs, the imposition of taxes, and the incurring of
debt. Specifically, pursuant to Sections 29-1-203 and 29-1-203.5, C.R.S., the Districts are
authorized to enter into contracts for the joint exercise of any function, service or facility
lawfully authorized to each, including the establishment of a separate legal entity to provide such
function, service or facility. Pursuant to Section 29-1-203, C.R.S., there is hereby created and
established a separate legal entity known as the Waters’ Edge Community Authority (the
“Authority”). The Authority shall have the power to exercise all powers which are conferred by
law upon a separate legal entity organized pursuant to Sections 29-1-203 and 29-1-203.5, C.R.S.,
or essential to the provisions of its functions, services and facilities subject to such limitations as
are or may be prescribed by law, this CABEA or the Service Plan. In accordance with Section
29-1-203.5(2)(a), the Authority will be expressly authorized to exercise any general power of the
Districts authorized pursuant to the Special District Act and the Service Plan and shall be subject
to the limits of the Service Plan.
{00569297.DOC v:3 } 10
3.2 Service Area The service area of the Authority shall consist of the service area of
the Districts, as the same may change from time to time.
3.3 Purpose. The purpose of the Authority is to effect the development and
operations and maintenance of the Public Improvements for the benefit of the Districts, the
residents and property owners, including the Developer.
3.4 Governing Body. The Authority shall be governed and directed by a Board of
Directors, according to the following:
(a) Appointment of Members by Districts. District No. 1 shall appoint three
District No. 1 Members and District No. 2, District No. 3, District No. 4, and District No.
5 shall each appoint one District No. 2 Member, District No. 3 Member, District No. 4
Member, and District No. 5 Member, respectively, to the Authority Board, who shall
serve at the pleasure and under the terms of the appointing District and who shall also be
directors of the appointing District. At such time as the Development reaches Build Out,
the majority of the members of the Authority will be residents and property owners
within the Development not affiliated with the Developer.
(1) Alternates. Each District may appoint alternates who, if appointed,
shall serve as a District No. 1 Member, District No. 2 Member, District No. 3
Member, District No. 4 Member, and District No. 5 Member, as applicable, for all
purposes, in the event the appointed Member does not attend a meeting or is no
longer qualified to serve. Any alternate shall also be a director of the appointing
District.
(2) Vacancies. In the event of a vacancy on the Authority Board,
whether by expiration of a term, resignation, by virtue of the fact that the Member
is no longer qualified to serve on the applicable District’s Board of Directors, or
for any other reason, the applicable District shall appoint a successor Member
within fourteen (14) days of such vacancy.
(3) Each District shall provide one another and the Authority with
written notice of name and contact information for each Member and alternate.
(b) Term. Each Member term shall be for a period of two (2) years and for
District No. 1, the terms of the District No. 1 Members shall be staggered as set forth in
the Rules and Regulations. There shall be no limit on the number of terms a Member
may serve.
(c) Compensation. Members may receive compensation for their services
from the Authority in the same manner and amount as directors of special districts under
the Special District Act, as the same may be amended from time to time. The Authority
Board shall adopt a resolution implementing this provision before any compensation is
paid to any Member.
(d) Meetings.
{00569297.DOC v:3 } 11
(1) Regular meetings of the Authority Board shall be held at such
place, on such day, and at such hour as the Authority Board shall, by resolution or
motion, establish from time to time, and in accordance with the requirements for
special districts under the Special District Act.
(2) At least two (2) meetings shall be held annually.
(3) Special meetings of the Authority Board may be held at such place,
on such day, and at such hour as the Authority Board may determine;
(4) Notices of all meetings shall be the same as meetings for special
districts under the Special District Act and other applicable State law.
(5) Action of the Authority Board shall be taken at a duly noticed
regular or special meeting; provided, however, certain items requiring approval of
the Authority shall, after the issuance of the first certificate of occupancy within
the one of the Districts, be discussed at a minimum of two (2) public meetings
prior to approval (approval may be at the second meeting, except for any bona-
fide emergency action).
(6) The following actions shall require consideration by the Board at
the minimum of two (2) public meetings referred to above: (a) adoption of the
Final Budget; and (b) the adoption of a resolution related to the issuance of Bonds
(as defined in the Service Plan).
(e) Quorum. Unless otherwise provided herein, a majority of the number of
Members (including alternates present and serving as Members) in office present at a
meeting shall constitute a quorum for the transaction of business. A Member shall also
be deemed present for purposes of constituting a quorum and voting if in attendance via
telephone conference.
(f) Voting Process.
(1) Each Member shall have one vote.
(2) Each Member shall vote according to the policy established by
each individual District.
(3) Voting by proxy is prohibited.
(4) In the event a vacancy is not filled as described herein and no
alternate was appointed or the alternate fails to attend the meeting, then that
Member’s vote, which is caused by such vacancy shall be waived on any matter
coming before the Authority and the related voting requirement and quorum
requirement (as set forth above) is reduced until such time as the vacancy is filled.
{00569297.DOC v:3 } 12
(g) Conflict Disclosures. All Members shall disclose conflicts of interest as
required of officers of special districts in accordance with State law, as the same may be
amended from time to time.
(h) General Powers and Duties. The powers and duties of the Authority
Board, which shall be exercised by approval of a majority of the Members present, unless
otherwise specified herein, provided a quorum is present, is as follows:
(1) Govern the business and affairs of the Authority and to establish
the policies, rules and regulations of the Authority;
(2) Exercise all power of the Authority as set forth herein;
(3) Appointing officers of the Authority;
(4) Adopting operating and capital budgets;
(5) Reporting to the Districts on the progress of plans for and
development of the Public Improvements;
(6) Keeping minutes of its proceedings;
(7) Establishing Rules and Regulations of the Authority Board and
adopting, by motion or resolutions, regulations respecting the exercise of the
Authority’s powers and purposes;
(8) Complying with the provisions of Parts, 1, 5, and 6, Article 1, Title
29, C.R.S.;
(9) Authorizing the employment of such employees, agents,
consultants, and contractors, as in the discretion of the Authority Board may be
necessary, subject to the limitations of any adopted budgets.
(i) Website. Prior to the first issuance of a certificate of occupancy for a
residence in any of the Districts, the Authority will establish a website, or comparable
then current technology, for itself and the Districts which website will be available to all
residents and property owners within the Districts to provide an up-to-date schedule of all
meetings of the Districts and the Authority, the Districts and the Authority’s current
budget and mill levy and fee imposition and such other information as may be reasonably
determined by the Authority from time to time, including , but not limited to, information
regarding the park and recreation facilities, programming and other services being
provided by the Authority.
(j) Oath of Office. Each Member shall take an oath of office substantially as
required of directors of special districts under the Special District Act.
{00569297.DOC v:3 } 13
(k) Officers. The officers of the Authority shall be a President, Vice-
President, Secretary, Treasurer and Assistant Secretary. In addition to duties designated
by the Authority Board, the duties of the officers shall include:
(1) The President shall preside at all meetings of the Authority Board
and, except as otherwise delegated by the Authority Board or provided herein,
shall execute all legal instruments of the Authority. In the event a Member other
than the President is designated to execute any legal instrument, such designation
shall be reflected in the minutes of the meeting in which the action was approved.
(2) The Vice-President shall, in the absence of the President, or in the
event of his or her inability or refusal to act, perform the duties of the President
and who so acting shall have all the powers of and be subject to all restrictions
upon the President.
(3) The Secretary shall maintain the official records of the Authority,
including the minutes of the meetings of the Authority Board, and a register of the
names and addresses of the Districts, Members and officers and shall issue notice
of meetings, attest and affix the corporate seal, as applicable, to all documents of
the Authority and perform such other duties as the Authority Board may prescribe
from time to time. The Secretary may be the Authority Manager.
(4) The Treasurer shall serve as financial officer of the Authority.
3.5 Powers. In general, the Authority shall have the power to exercise all powers
which are now conferred by law upon a separate legal entity organized pursuant to Section 29-1-
203, C.R.S., or essential to the provisions of its functions, services and facilities, subject to such
limitations as are or may be prescribed by law, the Service Plan or herein. To the extent
permitted by law and subject to the limitations set forth herein and the Service Plan, the
functions, services and general powers of the Authority are as follows:
(a) To establish such rules, regulations, procedures and policies as necessary
for administration of the Authority and access to and use of the Public Improvements.
(b) To plan, design, acquire, construct, install, relocate and/or redevelop and
finance the Public Improvements according to the procedures set forth herein.
(c) To own, operate and manage the Public Improvements as set forth herein,
and to cooperate with other governmental entities with regard to the Public
Improvements.
(d) To collect from the Districts and administer revenues for all such purposes
herein, subject to the terms of this CABEA.
(e) To determine the Actual Operations and Maintenance Costs and Final
Budget for the Public Improvements and the mill levy required to be imposed by each
District.
{00569297.DOC v:3 } 14
(f) To determine the Actual Capital Costs and Final Budget for the Public
Improvements and the anticipated revenues generated from the Districts pursuant to the
pledge set forth below.
(g) To acquire, hold, lease (as lessor or lessee), sell, or otherwise dispose of
(subject to the limitations set forth herein) any legal or equitable interest in real or
personal property utilized for the authorized purposes of the Authority.
(h) To conduct its business and affairs in the best interests of, and for the
benefit of, the Districts and their inhabitants.
(i) To enter into, make and perform contracts of every kind with the Districts,
including the agreements attached hereto, the United States, any state or political
subdivision thereof, or any county, city, town, municipality, city and county, any special
district formed pursuant to Title 32, Colorado Revised Statutes, or any predecessor
thereof, authority, or any persons or individual, firm, association, partnership, corporation
or any other organization of any kind with the capacity to contract for any of the purposes
contemplated under this CABEA.
(j) To set fees, rates, tolls, charges and penalties.
(k) To employ agents and employees, and engage accountants, attorneys,
engineers and other consultants.
(l) To sue and be sued in the name of the Authority.
(m) To have and use a corporate seal.
ARTICLE 4. ADMINISTRATIVE SERVICES;
OPERATIONS AND MAINTENANCE SERVICES; PROJECT MANAGEMENT
4.1 Administration Services. The Authority shall perform the following
administration services for each District:
(a) Serving as the “official custodian” and repository for the Districts’
records, file space, incidental office supplies and photocopying, meeting and reception
services.
(b) Coordination of all Board meetings, to include:
(1) Preparation and distribution of agenda and information packets;
(2) Preparation and distribution of meeting minutes;
(3) Attendance at Board meetings;
(4) Preparation, filing and posting of legal notices required in
conjunction with the meeting; and
{00569297.DOC v:3 } 15
(5) Other details incidental to meeting preparation and follow-up.
(c) Ongoing maintenance of an accessible, secure, organized and complete
filing system for Districts’ official records.
(d) Monthly preparation of checks and coordination of postings.
(e) Periodic coordination for financial report preparation and review of
financial reports.
(f) Insurance administration, including evaluating risks, comparing coverage,
processing claims, completing applications, monitoring expiration dates, processing
routine written and telephone correspondence, etc. Ensure that all contractors and
subcontractors maintain required coverage for the applicable Districts’ benefit.
(g) Election administration, including preparation of election materials,
publications, legal notices, pleadings, conducting training sessions for election judges and
generally assisting in conducting the election.
(h) Budget preparation, including preparation of proposed budget, preparation
of required and necessary publications, legal notices, resolutions, certifications,
notifications and correspondence associated with the adoption of the annual budget and
certification of the tax levy.
(i) Response to inquiries, questions and requests for information from the
applicable District’s property owners and residents and others.
(j) Drafting proposals, bidding, contract and construction administration and
supervision of contractors.
(k) Analysis of financial condition and alternative financial approaches and
coordination of bond issue preparation.
(l) Oversee investment of each District’s funds based on investment policies
established by the Boards in accordance with State law.
(m) Provide liaison and coordination with other governments.
(n) Coordinate activities and provide information as requested to external
auditors engaged by the Boards.
(o) Coordinate legal, accounting, engineering and other professional services
to the Districts.
(p) Perform other services with respect to the operation and management of
each District as requested by its applicable Board.
{00569297.DOC v:3 } 16
In addition to these services, when other services are, in the professional opinion of the
Authority, necessary, the Authority may, with the approval of a District, provide professional
services to such District in lieu of retaining consultants or contractors to provide those services.
ARTICLE 5. FINANCING OF PUBLIC IMPROVEMENTS
5.1 Electoral Approval. The authorization for issuance of Debt, fiscal year spending,
Multi-Fiscal Year Financial Obligations, revenue collections and other constitutional matters
requiring voter approval for purposes of this CABEA, as well as the Construction of Public
Improvements pursuant to the terms hereof, were all approved at elections held for the Districts
on November 7, 2017, in accordance with law and pursuant to due notice.
5.2 Authority’s Bond Issuance, Debt or Multi-Fiscal Year Financial Obligation
Incurrence. Each District shall use its best efforts to meet its funding obligations hereunder
through the imposition of mill levies, the imposition and collection of fees, the issuance of Bonds
and through the pledge of its revenue to the Authority, for payment on the Authority’s Bonds.
With regard to the financing of the Public Improvements, at the direction of the Authority, each
District shall meet its funding obligations through the issuance of its own general obligation
Bonds. If Bonds are issued by a District, such District shall, except as otherwise provided herein
or in the Service Plan, pay the proceeds thereof to the Authority. All net Bond proceeds received
from any of the Districts by the Authority shall either be applied to the payment of Actual
Capital Costs or utilized to pay all or a portion of the Authority’s outstanding Bonds. The
Districts acknowledge that for several years the Districts will not have sufficient revenue to pay
ongoing operations and maintenance expenses and it is anticipated the Developer will advance
funds to the Authority to meet the Authority’s operation and maintenance expenses. The
Authority shall be authorized to enter into Administration Funding and Reimbursement
Agreements with the Developer, on behalf of all of the Districts, for repayment of such
obligations.
5.3 Authority’s Financial Obligations. The Districts agree that the Authority may
issue Bonds to finance Actual Construction Costs of Public Improvements as determined by the
Authority as required for the actual phasing and build-out of the Development, will enter into
service agreements or other contractual arrangements to provide for the administration services
to the Districts and the operation and maintenance of Public Improvements, all in reliance upon
the Districts’ pledge of District Revenues to the Authority as set forth herein. The Authority’s
issuance of Bonds and incurring of other financial obligations shall be in accordance with the
parameters set forth in the Service Plan and those parameters set forth in Section 5.9 below.
5.4 Funding Account.
(a) Prior to or upon the execution of this CABEA, the Authority will establish
the Funding Account.
(b) All revenue received by the Districts (exclusive of any revenue received
from any debt service mill levy imposed to pay outstanding general obligation Bonds of
the Districts, if any), will be transferred on a monthly basis to the Authority for deposit in
the Funding Account and application in accordance with the Final Budget for the Budget
{00569297.DOC v:3 } 17
Year. Notwithstanding the foregoing, if any Bond document with respect to any
outstanding obligations of any District requires revenue to be deposited directly with a
bond trustee or other third-party, the applicable District(s) shall be entitled to make such
payments, and the failure to deposit such funds into the Funding Account shall not be
considered a default under this Agreement. The District(s) making such deposits shall
provide the remaining Districts with appropriate supporting documentation evidencing
that such deposits are being made in a timely manner.
(c) The Authority shall, as contemplated in the Service Plan and pursuant to
the Districts’ respective Final Budgets, deposit the required portion of revenues from
Development Fees, revenue Bond proceeds, and any other revenues received from other
sources, including Developer Advances, into the Funding Account.
(d) Each District acknowledges that the Authority may borrow funds for
deposit into the Funding Account in reliance on each District’s covenants to comply with
the requirements of this Agreement.
5.5 Disbursements of Funds. The Authority shall have the sole authority to withdraw
monies from the Funding Account for use in the payment of Actual Capital Costs and Actual
Operations and Maintenance Costs as specified by the Final Budget for the Authority. Such
funds, together with interest thereon, shall be used only to pay Actual Capital Costs and Actual
Operations and Maintenance Costs incurred pursuant to this CABEA. The Authority shall
provide each District with an annual audit reflecting funds withdrawn and payments made from
the Funding Account. To the extent that any District issues Bonds, the interest on which is: (i)
excluded from gross income for federal income tax purposes under Section 103 of the Internal
Revenue Code of 1986, as amended (the “Tax Code”); (ii) from alternative minimum taxable
income as defined in Section 55(b) (2) of the Tax Code except to the extent such interest is
required to be included in the adjusted current earnings adjustments applicable to corporations
under Section 56 of the Tax Code in calculating corporate alternative minimum taxable income;
or (iii) Colorado taxable income or Colorado alternative minimum taxable income under present
State law, the Authority covenants it will not take any action or omit to take any action, if such
action or omission would cause the interest on such Bonds to lose such exclusion(s). Without
limiting the generality of the foregoing, the Authority shall maintain such records regarding the
investment of the proceeds of any Bonds that are issued by either the Authority or the Districts to
fulfill any rebate obligations pursuant to Section 148 of the Tax Code. The foregoing covenant
shall remain in full force and effect, notwithstanding the payment in full or defeasance of the
Bonds, until the date on which all obligations of the Authority in fulfilling the above covenant
under the Tax Code and State law have been met.
5.6 Pledge of Payment. The financial obligations of the Districts to remit District
revenues to the Authority to fund the Actual Capital Costs and the Actual Operations and
Maintenance Costs hereunder shall be a Multiple Fiscal Year Financial Obligations of each
District, payable from ad valorem property taxes generated as a result of the certification by each
District of a debt service and an operations mill levy and any revenue derived from Development
Fees or other fees, rates, tolls or charges of the Districts. The full faith and credit of each
District, as limited hereby, is hereby pledged to the punctual payment of the amounts to be paid
{00569297.DOC v:3 } 18
hereunder. Such amounts shall, to the extent necessary, be paid out of the general revenues of
each District or out of any funds available for that purpose.
For the purpose of raising such general revenues, and for the purpose of providing
the necessary funds to make payments hereunder as the same become due, the Board of each
District shall annually determine, fix and certify a rate of levy for ad valorem property taxes to
the County, which when levied on all of the taxable property of such District, shall raise direct ad
valorem property tax revenues which, when added to other funds of the District legally available
therefore, will be sufficient to promptly and fully pay the amounts to be paid hereunder, as well
as all other Multiple Fiscal Year Financial Obligations or general obligation indebtedness of such
District, as the same become due. Except as limited herein, each District covenants to levy such
mills which are from time to time lawful, and as necessary, together with other moneys of the
District, to pay the amounts to be paid hereunder, along with all other general obligation
indebtedness or multiple-year financial obligations of the District.
Notwithstanding anything to the contrary set forth herein, no District shall be
obligated to impose a mill levy in excess of what is allowable under the Service Plan.
5.7 Effectuation of Pledge; Appropriation; Regulatory Amendment. Except as
limited hereby, the amounts to be paid hereunder are hereby appropriated for that purpose, and
such amounts shall be included in the annual budgets and the appropriation resolutions or
measures to be adopted or passed by the Board of each District in each year this CABEA
remains in effect. The Authority shall direct the mill levy to be imposed each year by the
Districts. No provisions of any constitution, statute, resolution or other measure enacted after the
execution of this CABEA shall in any manner be construed as limiting or impairing the
obligations of a District to levy, administer, enforce and collect the ad valorem property taxes
and other revenues required for the payment of its obligations hereunder.
It shall be the duty of the Board of each District annually, at the time and in the
manner provided by law for the levying of such District’s taxes, to ratify and carry out the
provisions hereof regarding the levy and collection of the ad valorem property taxes herein
specified, and to require the officers of the District to cause the appropriate officials of the
County, to levy, extend and collect said taxes in the manner provided by law.
The Districts each acknowledge this CABEA was voted upon by their respective
electorates prior to submission, if any, of this CABEA to the State Securities Commission (or
other regulatory body with jurisdiction) for the State, and/or to other regulatory authorities to
obtain required authorizations for this CABEA to be executed. The Districts anticipated at the
time of preparation of this CABEA that changes or modifications to this CABEA might be
necessary to comply with regulatory requirements. This CABEA may be modified, and shall be
deemed to be modified, as necessary to obtain the initial or continuing authorization of any
applicable regulatory authorities.
5.8 Authority Reliance; Funding Obligations Pending Dispute Resolution. Each
District agrees that its funding obligations hereunder are absolute, irrevocable, unconditional and
irrepealable within the meaning of Article XI, Section 6 of the Colorado Constitution. The
Districts agree that their authority to modify this CABEA is limited so as to prohibit a repeal of
{00569297.DOC v:3 } 19
the obligations hereunder. The Districts each agree, notwithstanding any fact, circumstance,
dispute, or any other matter, that they will not take or fail to take any action which would delay a
payment to the Authority or impair the Authority’s ability to receive payments due hereunder.
Each District acknowledges that the Authority may issue revenue Bonds and the Authority may
obtain financial commitments and security for its Bonds from third parties, all of whom shall be
relying on performance of the payment obligations of the Districts hereunder. The purpose of
this Section is to ensure that the Authority receives all payments due herein in a timely manner
so that the Authority may pay Actual Capital Costs and Actual Operations and Maintenance
Costs. Notwithstanding that the bondholders are not in any manner third-party beneficiaries of
this CABEA, and do not have any rights in or rights to enforce or consent to amendments of this
CABEA, each District agrees that during the pendency of any litigation which may arise
hereunder, all payments shall be made by such District for the purpose of enabling the Authority
to make payments on its Bonds. If a District believes it has valid defenses, setoffs,
counterclaims, or other claims, it shall make all payments to the Authority as described herein
and attempt or seek to recover such payments by actions at law or in equity for damages or
specific performance.
5.9 Parameters for Bond Issuance. Unless otherwise previously approved in writing
by the City, all Bonds issued by any of the Districts and/or the Authority shall be subject to the
limitations set forth in the Service Plan.
ARTICLE 6. BUDGET PROCESS
6.1 Budget Process. The Authority shall follow the budget process established in the
Special District Act.
ARTICLE 7. CONSTRUCTION OF PUBLIC IMPROVEMENTS
7.1 Authority to Construct and Acquire Public Improvements. The Authority shall
have the right and power to construct and acquire all Public Improvements pursuant to a process
and procedure set forth in the Rules and Regulations and as hereinafter provided.
If required by the Special District Act and/or the Service Plan, a contract for
construction of approved Public Improvements shall be publicly bid and finally approved at a
public meeting. Prior to the approval of a construction contract for approved Public
Improvements, the Authority shall also determine the operations and maintenance and repair and
replacement costs associated with such Public Improvements for purposes of the impact on the
operations and maintenance budget in the current and future years. The Authority Board shall
schedule, phase, and configure the Public Improvements to adequately and economically provide
for the needs of the Districts’ residents and property owners, and as development demands
require. The Authority shall obtain all necessary governmental approvals, and exercise
reasonable efforts to comply and cause its designated contractors to comply with Colorado and
other applicable rules, laws, regulations and orders. The Authority shall cause Construction of
the Public Improvements to be commenced on a timely basis, subject to receipt of all necessary
governmental approvals and the terms of this CABEA. The Authority shall deliver to the
Districts copies of any and all Construction contracts and related documents concerning the
{00569297.DOC v:3 } 20
Public Improvements upon request. The Authority shall diligently and continuously prosecute to
completion the Construction of the Public Improvements.
7.2 City Requirements. The facility and service standards of the Authority shall be
compatible with those in the City Code.
ARTICLE 8. OWNERSHIP AND DEDICATION OF PUBLIC IMPROVEMENTS;
OPERATIONS AND MAINTENANCE SERVICES
8.1 Ownership of Public Improvements. The Authority shall own, operate and
maintain all Public Improvements unless and until any of such Public Improvements are
dedicated to the City or another appropriate governmental entity for perpetual ownership and
maintenance. The Districts hereby transfer and assign to the Authority all interests in real estate
contracts, and the Districts agree to execute all deeds and other documents necessary to evidence
this transfer and conveyance.
8.2 Transfer of Public Improvements. Except as may be required by the City, the
Authority shall not transfer any Public Improvements to another entity without the express
written consent of the District Boards.
8.3 Operations and Maintenance Services. Within the constraints of the Final Budget
and appropriations for such purpose, the Authority Board shall supervise and cause to be
performed all Operation and Maintenance Services for all Public Improvements owned by the
Authority regardless of location, including, but not limited to, the following:
(a) Draft proposals, bidding, contract and administration and supervision of
service providers;
(b) Supervise and ensure contract compliance by all service contractors,
including the establishment and maintenance of preventive maintenance programs;
(c) Procure all inventory, parts, tools, equipment and other supplies necessary
to perform the services required;
(d) Provide operators, which operators shall perform duties, including, but not
limited to, the following:
(1) Operations and maintenance of Public Improvements;
(2) Cooperation with state, City and federal authorities in providing
such tests as are necessary to maintain compliance with appropriate governmental
standards;
(3) Permitting and supervision of the connection of irrigation lines to
private structures;
(4) Coordinate construction with various utility companies to ensure
minimum interference with Public Improvements;
{00569297.DOC v:3 } 21
(5) Perform routine maintenance and repairs necessary to continue the
efficient operation of Public Improvements;
(6) Provide for the services of subcontractors necessary to maintain
and continue the efficient operation of Public Improvements;
(7) Provide for emergency preparedness, consisting of a centralized
telephone number maintained to provide adequate response to emergencies; and
(8) Provide for and coordinate all programming of services to be
provided by the Authority to the residents, taxpayers and property owners in the
Service Area as contemplated by the Service Plan.
8.4 Authority Manager. The Authority shall hire an Authority Manager to assist in
the implementation of the Operations and Maintenance Services.
(a) The costs associated with the Operations and Maintenance Services shall
be determined during the budget process set forth in the Special District Act.
(b) The Authority shall make available copies of all service contracts to the
Districts.
ARTICLE 9. SPECIAL PROVISIONS
9.1 Rights of the Authority. Subject to the limitations of this CABEA, the Districts
grant the Authority the right to construct, own, use, connect, disconnect, modify, renew, extend,
enlarge, replace, convey, abandon or otherwise dispose of any and all of the real property, Public
Improvements or appurtenances thereto, and any and all other interests in real or personal
property or otherwise, within the control of the Districts to enable the Authority to provide the
Public Improvements and Operations and Maintenance Services. The Districts grant the
Authority the right to occupy any place, public or private, which the Districts might occupy for
the purpose of fulfilling the obligations of the Authority herein. To implement the foregoing, the
Districts agree to exercise such authority, to do such acts, and to grant such easements as may
reasonably be requested by the Authority; provided that, any legal, engineering, technical or
other services required, or costs incurred, for the performance of this obligation shall be
performed by a Person in the employment of or under contract with, and paid by, the Authority.
9.2 Right to Provide Public Improvements and Services. The Districts agree that they
shall not without the prior written consent of the Authority: (i) provide Public Improvements of
any kind to their residents and property owners, except for financing or construction and
dedication of the Public Improvements; or (ii) provide Operations and Maintenance Services to
its residents and property owners. Except as may be required by law or retain the tax exempt
status of any Debt, the Authority shall not permit any connection to or use of Public
Improvements by any extra-territorial service users without the Districts’ written consent. The
Authority shall be authorized to permit the use of certain park and recreational Public
Improvements to persons outside of the boundaries of the Districts; provided, however, where
practical, the Authority shall establish differential fees for use of the park and recreational Public
Improvements for persons outside of the Districts so the fees and taxes paid by residents,
{00569297.DOC v:3 } 22
taxpayers and property owners inside the Service Area do not subsidize the use of the park and
recreational Public Improvements by extraterritorial users.
9.3 Consolidation and Dissolution of Districts. It is anticipated that the Districts will
initiate consolidation proceedings in accordance with the Special District Act at such time as the
Development is built-out and the Authority owns and maintains all of the Public Improvements.
Except as described herein, the Districts shall not file a request with any court to consolidate
with any other Title 32 districts without the prior written consent of the City Council.
ARTICLE 10. REPRESENTATIONS AND WARRANTIES
10.1 General Representations. In additional to the other representations, warranties
and covenants made by the Districts herein, the Districts make the following representations,
warranties and covenants to each other:
(a) Each District has the full right, power and authority to enter into, perform
and observe this CABEA.
(b) Neither the execution of this CABEA, the consummation of the
transactions contemplated hereunder, nor the compliance with the terms and conditions of
this CABEA by the Districts will conflict with or result in a breach of any terms,
conditions, or provisions of, or constitute a default under any agreement, instrument,
indenture, judgment, order, or decree to which a District is a party or by which a District
is bound.
(c) This CABEA is the valid and binding obligation of each of the Districts
and is enforceable in accordance with its terms.
(d) The Districts shall keep and perform all of the covenants and agreements
contained herein and shall take no action which could have the effect of rendering this
CABEA unenforceable in any manner.
ARTICLE 11. DEFAULTS, REMEDIES, AND ENFORCEMENT; TERMINATION
11.1 Events of Default. The occurrence of any one or more of the following events,
and/or the existence of any one or more of the following conditions shall constitute an Event of
Default under this CABEA:
(a) The failure of any District to make any payment when the same shall
become due and payable as provided herein and cure such failure within ten (10) business
days of receipt of notice from one of the other Districts or the Authority of such failure;
(b) The failure to perform or observe any other covenants, agreements, or
conditions in this CABEA on the part of any District and to cure such failure within thirty
(30) days of receipt of notice from one of the other Districts or the Authority of such
failure unless such default cannot be cured within such thirty (30) day period, in which
event the defaulting party shall have an extended period of time to complete the cure,
{00569297.DOC v:3 } 23
provided that action to cure such default is commenced within said thirty (30) day period
and the defaulting party is diligently pursuing the cure to completion.
11.2 Remedies on Occurrence of Events of Default. Upon the occurrence of an Event
of Default, the Districts and the Authority shall have the following rights and remedies:
(a) The non-defaulting District(s) or the Authority may ask a court of
competent jurisdiction to enter a writ of mandamus to compel the Board of the defaulting
District to perform its duties under this CABEA, and/or to issue temporary and/or
permanent restraining orders, or orders of specific performance, to compel the defaulting
District to perform in accordance with this CABEA.
(b) The non-defaulting District(s) or the Authority, or both, may protect and
enforce its rights under this CABEA by such suits, actions, or special proceedings as they
shall deem appropriate, including, without limitation, any proceedings for the specific
performance of any covenant or agreement contained herein, for the enforcement of any
other appropriate legal or equitable remedy, or for the recovery of damages, including
attorneys’ fees and all other costs and expenses incurred in enforcing this CABEA.
(c) The non-defaulting District(s) shall have the right to impose a mill levy,
budget and expend funds as necessary to enforce the terms of this CABEA.
(d) To foreclose any and all liens in the manner specified by law.
Notwithstanding anything to the contrary contained herein, prior to the time the Authority
requires a District to impose a mill levy for their obligations hereunder, any District may file for
inactive status and filing for such inactive status shall not constitute an event of default
hereunder.
11.3 General.
(a) Delay or Omission No Waiver. No delay or omission of any District to
exercise any right or power accruing upon any Event of Default shall exhaust or impair
any such right or power or be construed as a waiver of any such Event of Default.
(b) No Waiver of One Default to Affect Another; All Remedies Cumulative.
No waiver of any Event of Default by any District or the Authority shall extend to or
affect any subsequent or other Event of Default. All rights and remedies of the Districts
and Authority provided herein may be exercised with or without notice, shall be
cumulative, may be exercised separately, concurrently, or repeatedly, and the exercise of
any such right or remedy shall not affect or impair the exercise of any other right or
remedy.
ARTICLE 12. INSURANCE
12.1 Authority Insurance. The Authority shall maintain insurance as it determines is
appropriate and reasonably commercially available from time to time.
{00569297.DOC v:3 } 24
12.2 District Insurance. The Districts shall, to the extent the same are reasonably and
commercially available and funds are available therefore, maintain the following insurance
coverages with companies and in amounts acceptable to each District’s respective Board:
(a) General liability coverage protecting the Districts and their officers,
directors, and employees against loss, liability, or expense whatsoever from personal
injury, death, property damage, or otherwise, arising from or in any way connected with
management, administration, or operations.
(b) Directors and officers liability coverage (errors and omissions) protecting
the Districts and their directors and officers against any loss, liability, or expense
whatsoever arising from the actions and/or inactions of the Districts and their directors
and officers in the performance of their duties.
12.3 Workers’ Compensation. The Districts and the Authority shall make provisions
for workers’ compensation insurance, social security employment insurance, and unemployment
compensation for its employees, if any, as required by any law of the State of Colorado or the
federal government.
12.4 Certificates. Upon written request, each District and the Authority shall furnish to
the other certificates of insurance showing compliance with the foregoing requirements. Said
certificates shall state that the policy or policies evidenced thereby will not be canceled or altered
without at least thirty (30) days prior written notice to each District and the Authority.
ARTICLE 13. EMPLOYMENT OF ILLEGAL ALIENS
13.1 Certification and Ratification of Addendum with Regard to Employment of Illegal
Aliens. By its execution hereof, the Districts and the Authority confirm and ratify all of the
certificates, statements, representations and warranties set forth in the Addendum attached hereto
and made a part hereof by this reference.
ARTICLE 14. MISCELLANEOUS
14.1 Relationship of Parties. This CABEA does not and shall not be construed as
creating a relationship of joint venturers, partners, or employer-employee between the Districts.
14.2 Third Party Beneficiaries. The Districts agree that the Developer is a third party
beneficiary to this CABEA and the Developer agrees to and acknowledges such as evidenced by
signature below. Other than the Developer, it is intended that there be no third party
beneficiaries of this CABEA, including, without limitation, the owners of any bonds, notes,
contracts, or other obligations incurred or executed by either the Districts or the Authority.
Nothing contained herein, expressed or implied, is intended to give any person other than the
Districts and the Authority any claim, remedy, or right under or pursuant hereto, and any
agreement, condition, covenant, or term contained herein required to be observed or performed
by or on behalf of any party hereto shall be for the sole and exclusive benefit of the other parties.
14.3 Assignment; Delegation. Except as set forth herein or as contemplated in the
Service Plan, neither this CABEA, nor any of the Districts’ rights, obligations, duties or authority
{00569297.DOC v:3 } 25
hereunder may be assigned or delegated in whole or in part by any District without the prior
written consent of the other Districts, which consent shall not be unreasonably withheld. Any
attempted assignment or delegation in violation of the foregoing shall be deemed void. Consent
to one assignment or delegation shall not be deemed to be consent to any subsequent assignment
or delegation, nor the waiver of any right to consent to such subsequent assignment or
delegation.
14.4 Modification. This CABEA may be modified or amended only by the written
agreement of the Districts and the Developer and shall require an amendment to the Service
Plans unless the modification is an Administrative Amendment permitted pursuant to Section
1.3(e).
14.5 Addition of New Members. This CABEA may be amended to add one or more
special districts as parties so long as:
(a) The special district to be added as a member has been organized to serve
the property located within the Potential Annexation Area, as the Potential Annexation
Area is defined within the Service Plan; and
(b) The City has included within the service plan for the special district the
authority to execute the CABEA and become a member of the Authority; and
(c) Each of the Boards of the Districts has approved the amendment of the
CABEA to add the special district as a new member.
14.6 Governing Law. This CABEA shall be construed and interpreted in accordance
with the laws of the State of Colorado. Venue for all actions shall be exclusive in Larimer
County, Colorado.
14.7 Headings for Convenience Only. The headings, captions, and titles contained
herein are intended for convenience of reference only.
14.8 Enforceability. If any provision hereof is declared void or unenforceable by a
court of competent jurisdiction, the District involved in such violation or the Authority, if
appropriate, shall, to the extent possible, perform such tasks as may be necessary to cure such
violation, including, but not limited to, obtaining any necessary voter approvals.
14.9 Time is of the Essence. Time is of the essence hereof.
14.10 Notices. Unless otherwise provided below, all notices, demands, requests or other
communications to be sent by one party to the other hereunder or required by law shall be in
writing and shall be deemed to have been validly given or served by delivery of same in person
to the addressee or by courier delivery via Federal Express or other nationally recognized
overnight air courier service, by electronically-confirmed facsimile transmission, or by
depositing same in the United State Mail, postage prepaid, addressed as follows:
{00569297.DOC v:3 } 26
District Nos. 1-5: Waters’ Edge Metropolitan District No. 1
450 E. 17
th
Avenue, Suite 400
Denver, Colorado 80203
Phone: 303-592-4380
Attn: MaryAnn McGeady
With a copy to: Then current legal counsel
All notices, demands, requests or other communications shall be effective upon such personal
delivery or one (1) business day after being deposited with Federal Express or other nationally
recognized overnight air courier service, upon electronic confirmation of facsimile transmission,
or three (3) business days after deposit in the United States mail. By giving the other party
hereto at least ten (10) days’ written notice thereof in accordance with the provisions hereof,
each of the Parties shall have the right from time to time to change its address.
14.11 District Records. The Authority shall maintain and be the custodian of the public
records for all of the Districts. Access to such records by the Districts and the public shall be as
set forth in the Colorado Open Records Act.
14.12 Further Assurances. The Districts each covenant that they will do, execute,
acknowledge, and deliver or cause to be done, executed, acknowledged, and delivered, such acts,
instruments, and documents as may reasonably be required for the performance of their
obligations hereunder.
14.13 Severability of Provision. Any provision of this CABEA which is prohibited,
unenforceable or not authorized in any jurisdiction shall, as to such jurisdiction, be ineffective to
the extent of such prohibition, unenforceability or non-authorization without invalidating the
remaining provisions hereof or affecting the validity, enforceability or legality of such provision
in any other jurisdiction.
14.14 Cooperation Between the Districts. Subject to the terms of the Service Plan, the
Districts will cooperate with one another and any other District organized within the
Development to finance the Actual Operations and Maintenance Costs and Actual Capital Costs.
The Districts may, from time to time, enter into intergovernmental agreements similar to this
CABEA with other districts organized within the Development. The Districts acknowledge that
the boundaries of the Districts may change in the future and that each District shall support the
exclusion/inclusion of the subject property from and into the respective District.
14.15 Authority Not a Public Utility. The Districts agree that the Authority is not and
shall not be considered or deemed in the future a service company, or a public utility as defined
in Section 40-1-103(1)(a), C.R.S., or as such terms are defined in any constitutional provision,
statute, or law of the State of Colorado. The Districts further agree that in the event that the
Authority is ever determined by a third party to be a public utility in Section 40-1-103(1)(a),
C.R.S., the Authority shall be exempt from any regulation by the Public Utilities Commission or
any other special commission, pursuant to the Colorado Constitution, Article XXV, and Article
{00569297.DOC v:3 } 27
V Section 35, and Sections 32-1-1001(1)(j) and (k), C.R.S. The Districts agree not to undertake
any effort to request supervision, control, or regulation of this CABEA, of any of the Districts, or
of the property of any District, by the Public Utilities Commission of the State of Colorado, or
any other regulatory authority claiming jurisdiction of the subject.
14.16 Entire Agreement. This CABEA and all exhibits attached hereto set forth the
entire understanding and agreement of the Districts and supersede and replace all prior
agreements, memoranda, arrangements and understandings relating to the subject matter hereof.
14.17 Nonliability of Directors, Members, and Employees. No Member or director of
the District Boards, official, employee, agent or attorney or consultant of the Districts or the
Authority shall be personally liable in the event of default, or breach of this CABEA or for any
amount that may become due under the terms of this CABEA.
[SIGNATURE PAGES FOLLOW]
{00569297.DOC v:3 } 28
IN WITNESS WHEREOF, the Districts have executed this CABEA as of the day and
year first above written.
WATERS' EDGE DEVELOPMENTS LLC
By:
President
Attest:
Secretary
WATERS’ EDGE METROPOLITAN
DISTRICT NO. 2
By:
President
Attest:
Secretary
WATERS’ EDGE METROPOLITAN
DISTRICT NO. 3
By:
President
Attest:
Secretary
WATERS’ EDGE METROPOLITAN
DISTRICT NO. 4
By:
President
Attest:
Secretary
{00569297.DOC v:3 } 29
WATERS’ EDGE METROPOLITAN
DISTRICT NO. 5
By:
President
Attest:
Secretary
{00569297.DOC v:3 } 30
ACKNOWLEDGMENT AND ACCEPTANCE
By execution below, hereby acknowledges and accepts that it is a third-party beneficiary
of this Waters’ Edge Community Authority Board Establishment Agreement.
WATERS’ EDGE INVESTMENTS LLLP
By:
Its:
{00569297.DOC v:3 } 31
ADDENDUM
1. Pursuant to the requirements of Section 8-17.5–102(1), C.R.S., the Districts and
the Authority hereby certify to each other that they do not knowingly employ or contract with an
illegal alien who will perform work under the Agreement and that they will participate in the E-
Verify Program or Department Program (as defined in Sections 8-17.5-101(3.3) and (3.7),
C.R.S.) in order to confirm the employment eligibility of all employees who are newly hired to
perform work under the Agreement.
2. In accordance with Section 8-17.5-102(2)(a), C.R.S., the Districts and the
Authority shall not:
a. Knowingly employ or contract with an illegal alien to perform work under
the Agreement; or
b. Enter into a contract with a subcontractor that fails to certify to the
Districts and the Authority that the subcontractor shall not knowingly employ or contract with an
illegal alien to perform work under the Agreement.
3. The Districts and the Authority represent and warrant they have confirmed the
employment eligibility of all employees who are newly hired for employment to perform work
under the Agreement through participation in either the E-Verify Program or the Department
Program.
4. The Districts and the Authority are prohibited from using either the E-Verify
Program or the Department Program procedures to undertake pre-employment screening of job
applicants while the Agreement is in effect.
5. If the Districts or the Authority obtain actual knowledge that a subcontractor
performing work under the Agreement knowingly employs or contracts with an illegal alien, the
Districts or the Authority shall:
a. Notify the subcontractor and the other parties within three days that the
Districts or the Authority have actual knowledge that the subcontractor is employing or
contracting with an illegal alien; and
b. Terminate the subcontract with the subcontractor if within three days of
receiving the notice the subcontractor does not stop employing or contracting with the illegal
alien; except that the Districts or the Authority shall not terminate the contract with the
subcontractor if during such three days the subcontractor provides information to establish that
the subcontractor has not knowingly employed or contracted with an illegal alien.
6. The Districts and the Authority shall comply with any reasonable request by the
Colorado Department of Labor and Employment (“Department”) made in the course of an
investigation that the Department is undertaking, pursuant to the law.
7. If any of the Districts or the Authority violate any provision of Section 8-17.5–
102(1), C.R.S., the other parties may terminate the Agreement immediately and the violating
District or the Authority shall be liable to the other parties for actual and consequential damages
to the other parties resulting from such termination, and the other parties shall report such
violation by the violating District or the Authority to the Colorado Secretary of State, as required
by law.
NOTICE OF PUBLIC HEARING
NOTICE is hereby given pursuant to Section 32-I-204(l), C.R.S., that on Tuesday,
September 5,2017, at 6:00 P.M., or as soon as possible thereafter, a public hearing will be
conducted. The hearing will be conducted in the Council Chambers, City Hall'West, 300 La
Porte Avenue, Fort Collins, Colorado, or at such other time and place as this hearing may be
continued. A public hearing will be heard upon the application on file with the Fort Collins City
Council, by the Petitioners for the proposed Waters' Edge Metropolitan District Nos. 1-5
(collectively the "Districts"), for the formation of metropolitan district(s). The affected property
is generally located north of Richards Lake Road, west of Interstate 25, south of East Douglas
Road and east of Terry Lake Road, in the City of Fort Collins, Larimer County, Colorado.
NOTICE IS FURTHER GIVEN that, pursuant to Sections 32-I-203(3,5) and32-I-
204(L 5), C.R.S., the owner of real property within the proposed District(s) may file a request(s)
with the Fort Collins City Council, requesting that such real property be excluded from the
proposed District(s). Such request(s) may be filed any time after the Consolidated Service Plan
is filed with the Fort Collins City Council, but no later than ten (10) days before the day fixed for
the hearing on said Consolidated Service Plan.
Reason:
Project Name:
Date of Application:
Type of District:
Published In:
Formation of Title 32 Special Districts
'Waters' Edge Metropolitan District
Nos. 1-5
Iuly 7, 2017 \
Metropolitan
Fort Collins Coloradoan
August 15,2017
{00570582,DOCX v:1 }
EXHIBIT B
CERTIFICATE OF MAILING
I hereby certify that on August L4,2017, a true and correct copy of the foregoing Notice
of Public Hearing on the proposed Consolidated Service Plan for Waters' Edge Metropolitan
District Nos. 1-5 was sent via regular mail to the person(s) and/or entities named on Exhibit A
attached hereto.
McGeady Becher P.C
By:
Paralegal
{00570582,DOCX 2
v:1 )
EXHIBIT A
Mailing List
'Waters' Edge Investments LLLP
5935 South Zang Street, Ste. 230
Littleton, CO 80127
Larimer County
Board of County Commissioners
PO Box 1190
Fort Collins, CO 80522
Poudre Valley Fire Protection District
102 Remington Street
Fort Collins, CO 80524
Health District of Northern Larimer County
120 Bristlecone Drive
Fort Collins, CO 80524
Larimer County Pest Control
c/o Larimer County Natural Resources
PO Box 1190
Fort Collins, CO 80522
Northern Colorado'Water Conservation District
220 Water Avenue
Berthoud, CO 80513
East Larimer County Water District
PO Box 2044
Fort Collins, CO 80522
Boxelder Sanitation District
PO Box 1518
Fort Collins, CO 80522
Cheny Hills Sanitation District
512 North Link Lane
Fort Collins, CO 80524
Larimer County P.I.D. 54 Terry Shores
c/o Larimer County Engineering Department
PO Box 1190
Fort Collins, CO 80522
{00570582.DOCX v:l }
North V/eld County Water District
PO Box 56
Lucerne, CO 80646
Larimer County P.LD. No. 37 Terry Cove
c/o Larimer County Engineering Department
PO Box 1190
Fort Collins, CO 80522
Larimer County P.I.D. No. 42 Cottonwood Shores
c/o Larimer County Engineering Department
PO Box 1190
Fort Collins, CO 80522
City of Fort Collins
City Council
PO Box 580
Fort Collins, CO 80522
Fort Collins Downtown Development Authority
PO Box 580
Fort Collins, CO 80522
North College Avenue Urban Renewal Authority
PO Box 580
Fort Collins, CO 80522
Larimer County G.I.D. No. 12 Club Estates
c/o Larimer County Engineering Department
PO Box 1190
Fort Collins, CO 80522
Larimer County P.I.D. No. 48 Puebla Vista Estates
c/o Larimer County Engineering Department
PO Box 1190
Fort Collins, CO 80522
Poudre River Public Library District
c/o Seter & Vanderwall P.C.
7400F,. Orchard Road, Ste. 3300
Greenwood Village, CO 80111
Ault Fire Protection District
526 Maple Avenue
Eaton, CO 80615
{00570582.DOCXv:l } A-4
Clearview Library District
720 Third Street
Vy'indsor, CO 80550-5420
Fort Collins Conservation
1415 North College Avenue, Suite 3
Fort Collins, CO 80524
High Plains Library
2650 V/. 29th Street
Greeley, CO 80631
Nunn Fire
PO Box 250
Nunn, CO 80648
V/eld County
Board of County Commissioners
1 150 O Street
Greeley, CO 80631
V/est Greeley Conservation
4302'West 9th Street Road
Greeley, CO 80634
Division of Local Government
1313 Sherman St., Suite 521
Denver, CO 80203
{00570582.DOCX v:l } A-5
NOTICE OF PUBLIC HEARING
NOTICE is hereby given pursuant to Section 32-l-204(1), C.R.S., that on Tuesday,
September 5,2017, at 6:00 P.M., or as soon as possible thereafter, a public hearing will be
conducted, The hearing will be conducted in the Council Chambers, City Hall'West, 300 La
Porte Avenue, Fort Collins, Colorado, or at such other time and place as this hearing may be
continued. A public hearing will be heard upon the application on file with the Fort Collins City
Council, by the Petitioners for the proposed Waters' Edge Metropolitan District Nos. 1-5
(collectively the "Districts"), for the formation of metropolitan district(s). The affected property
is generally located north of Richards Lake Road, west of Interstate 25, south of East Douglas
Road and east of Teny Lake Road, in the City of Fort Collins, Larimer County, Colorado.
NOTICE IS FURTHER GIVEN that, pursuant to Sections 32-l-203(3.5) and32-I-
204(I.5), C.R.S., the owner of real property within the proposed District(s) may file a request(s)
with the Fort Collins City Council, requesting that such real property be excluded from the
proposed District(s). Such request(s) may be filed any time after the Consolidated Service Plan
is filed with the Fort Collins City Council, but no later than ten (10) days before the day fixed for
the hearing on said Consolidated Service Plan.
Reason:
Project Name:
Date of Application:
Maximum Mill Levy -
Debt:
Maximum Mill Levy -
Operations & Maintenance
Maximum Combined Mill Levy
(Debt and Operations and
Maintenance)
Type of District:
Published In:
Formation of a Title 32 Special Districts
Waters' Edge Metropolitan District Nos. 1-5
JuIy 7, 2017
50.000 mills, as adjusted
100.000 mills, as adjusted
100.000 mills, as adjusted
Metropolitan
Fort Collins Coloradoan
August 15,2017
{00570619.DOCX v:l }
CERTIFICATE OF MAILING
I hereby certify that on August 14,2017, a true and correct copy of the foregoing Notice
of Public Hearing on the proposed Consolidated Service Plan for W'aters' Edge Metropolitan
District Nos. 1-5 was sent via regular mail to the person(s) andior entities named on Eb!þ!!1!
attached hereto.
McGeady Becher P.C.
By:
Paralegal
{00570619,DOCX 2
v:1 }
Waters Edge East LLC
5935 S. Zang Street, Ste.230
Littleton, CO 80127
Waters Edge West LLC
5935 S. ZangStreet, Ste. 230
Littleton, CO 80127
Hearthstone Association
c/o Touchstone Property Management
2850 McClelland Drive, Ste. 1000
Fort Collins, CO 80525
EXHIBIT A
Mailing List
{00570619.DOCX v:l }
A-1
NOTICE OF PUBLIC HEARING
NOTICE is hereby given pursuant to Section 32-I-204(l), C.R.S., that on Tuesday,
September 5,201J, at 6:00 P.M., or as soon as possible thereafter, a public hearing will be
conducted. The hearing will be conducted in the Council Chambers, City Hall Vy'est, 300 La
Porte Avenue, Fort Collins, Colorado, or at such other time and place as this hearing may be
continued. A public hearing will be heard upon the application on file with the Fort Collins City
Council, by the Petitioners for the proposed Districts, for the formation of metropolitan
district(s). The affected property is generally located north of Richards Lake Road, west of
Interstate 25, south of East Douglas Road and east of Terry Lake Road, in the City of Fort
Collins, Larimer County, Colorado.
NOTICE IS FURTHER GIVEN that, pursuant to Sections 32-I-203(3.5) and32-1-
204(1.5), C.R.S., the owner of real property within the proposed District(s) may file a request(s)
with the Fort Collins City Council, requesting that such real property be excluded from the
proposed District(s). Such request(s) may be filed any time after the Consolidated Service Plan
is filed with the Fort Collins City Council, but no later than ten (10) days before the day fixed for
the hearing on said Consolidated Service Plan.
Reason:
Project Name:
Date of Application:
Maximum Mill Levy - Debt:
Maximum Mill Levy -
Operations & Maintenance
Maximum Combined Mill Levy
(Debt and Operations and
Maintenance)
Type of District:
Published In:
Formation of a Title 32 Special Districts
'Waters'
Edge Metropolitan District Nos. 1-5
July 7, 2017
50.000 mills, as adjusted
i00.000 mills, as adjusted
100.000 mills, as adjusted
Metropolitan
Fort Collins Coloradoan
August 15,2017
NOTICE IS FURTHER GIVEN that, pursuant to the Policy for Reviewing Service Plans for
Title 32 Metropolitan Districts, as adopted pursuant to Resolution 2008-069 by the City Council
for the City of Fort Collins, the Districts are being organized to plan, design, acquire, construct,
install, relocate, redevelop and operate and maintain certain water improvements and park and
recreation improvements, as more specifically defined in the Consolidated Service Plan, which
can be examined at the offices of Joseph Knopinski, 5935 S. Zang Street, Suite 230, Littleton,
Colorado 80127. The legal descriptions for the boundaries of the Districts and the Inclusion
Area are attached hereto as Exhibit A and incorporated herein by reference. Any such protest or
objection must be submitted in writing to the City Manager for the City of Fort Collins at or prior
to the above mentioned public hearing in order to be considered, or shall be deemed waived.
{00570619.DOCX v:l }
EXHIBIT C
EXHIBIT A
Legal Descriptions
District No. L
A parcel of land, located in the Southwest Quarter
(SV/1/4) of Section Twenty-nine (29),
Township 8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian
(6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more
particularly described as follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the V/est line of
Section 29 asbearing North 00o28'06" East being a Grid Bearing of the Colorado State Plane
Coordinate System, North Zone,North American Datum 198312011, a distance of 2638.33 feet
and with all other bearings contained herein relative thereto;
THENCE North 00"28'06" East along said'West line a distance of 1705.41 feet to the extension
of centerline of Morningstar Wuy;
THENCE South 89'31 '52" East along said extension a distance of 30.00 feet to the East Right-
oÊV/ay line of Turnberry Road;
THENCE continuing along said extension South 89'31 '52" EasT a distance of 24.00 feet to the
POINT OF BEGINNING;
THENCE North 00o28'06" East a distance of 50.00 feet;
THENCE South 89"31'52" East a distance of 50.00 feet;
THENCE South 00o28'06" West a distance of 50.00 feet;
THENCE North 89'31'52" West a distance of 50.00 feet to the POINT OF BEGINNING.;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (+).
District No. 2
A parcel of land, located in the South Half (S 1/2) of Section Thirty (30), Township 8 North
(T.8N.), Range Sixty-Eight V/est (R.68W.) of the Sixth Principal Meridian (6th P.M.), City of
Fort Collins, County of Larimer, State of Colorado and being more particularly described as
follows:
Lots 1 through 345 and Tracts AA, BB, A, B, C, D, E, F, G, H,I, J, K, K'l, K-2, L,L-I,L-z,M,
M-1, M-2, N, O, P, Q, R, S, T, lJ, V, W, X, Y and Z of Waters Edge
as recorded July 19, 2010 as
Reception No. 20100041008 of the records of the Larimer County Clerk and Recorder, located in
the South Half (S l12) of Section Thirty (30), Township Eight North (T.8N.), Range Sixty-eight
West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City of Fort Collins, County of
Larimer, State of Colorado.
Said described parcel of land contains 88.126 acres, more or less.
{00570619.DOCXv:l } A-1
District No. 3
A parcel of land, located in the Southwest Quarter
(SW1/4) of Section Twenty-nine (29),
Township 8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian
(6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more
particularly described as follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of
Section 29 asbeaùng North 00o28'06" East being a Grid Bearing of the Colorado State Plane
Coordinate System, Noìth Zone,North American Datum 198312011, a distance of 2638.33 feet
and with all other bearings contained herein relative thereto;
THENCE North 00o28'06" East along said West line a distance of 1705.41 feet to the extension
of centerline of Morningstar Wuy;
THENCE South 89"31 '52" East along said extension a distance of 30.00 feet to the East Righf
of-Way line of Turnberry Road;
THENCE continuing along said extension South 89"31 '52" East a distance of 24.00 feet to the
POINT OF BEGINNING;
THENCE South 89'31'52" East a distance of 50.00 feet;
THENCE South 00o28'06"
'West
a distance of 50.00 feet;
THENCE North 89'31'52" West a distance of 50.00 feet;
THENCE North 00o28'06" East a distance of 50.00 feet
to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (+).
D No.4
A parcel of land, located in the Southwest Quarter (SV/1/4) of
Section Twenty-nine (29),
Township 8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian
(6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more
particularly described as follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the V/est line of
Section 29 asbearing North 00o28'06" East being a Grid Bearing of the Colorado State Plane
Coordinate System, North Zone,North American Datum 198312011, a distance of 2638.33 feet
and with all other bearings contained herein relative thereto;
THENCE North 00o28'06" East along said West line a distance of 1705.41 feet to the extension
of centerline of Morningstar Wuy;
THENCE South 89o31 '52" East along said extension a distance of 30.00 feet to the East Right
of-V/ay line of Turnberry Road;
THENCE continuing along said extension South 89'31'52" East a distance of 74.00 feet to the
POINT OF BEGINNING;
THENCE North 00o28'06" East a distance of 50.00 feet;
THENCE South 89"31'52" East a distance of 50.00 feet;
THENCE South 00o28'06" West a distance of 50.00 feet;
THENCE North 89"31'52" West a distance of 50.00 feet to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (+).
{00570619.DOCX v:1 } A-2
District No. 5
A parcel of land, located in the Southwest Quarter
(SV/1/4) of Section Twenty-nine (29),
Township 8 North (T.8N.), Range Sixty-Eight V/est (R.68V/.) of the Sixth Principal Meridian
(6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more
particularly described as follows :
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of
Section 29 asbearing North 00o28'06" East being a Grid Bearing of the Colorado State Plane
Coordinate System, North Zone, North American Datum 198312011, a distance of 2638.33 feet
and with all other bearings contained herein relative thereto;
THENCE North 00o28'06" East along said'West line a distance of 1705.41 feet to the extension
of centerline of Morningstar Way;
THENCE South 89"31'52" East along said extension a distance of 30.00 feet to the East Right
of-Way line of Turnberry Road;
THENCE, continuing along said extension South 89"31'52" East a distance of 74.00 feet to the
POINT OF BEGINNING;
THENCE South 89'31'52" East a distance of 50.00 feet;
THENCE South 00o28'06" West a distance of 50.00 feet;
THENCE North 89'31'52"
'West
a distance of 50.00 feet;
THENCE North 00o28'06" East a distance of 50.00 feet to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (+).
{00570619.DOCX v:l } A-3
rv4r$R$ $soÊ ùt$r$oPoi,irtï¡tt, D¡silnfg"t lNsgilsrfil #Bb¡t
A parcel of land, Iocated in Section Twenty-nine (29), Township I North (T.8N.), Range Sixty-
Eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), Clty of Fort Collins, County of
Larimer, State of Colorado and being more partícularly described as follows:
All that port¡on of Section 29 including Lind Property, Second Flling, Flnal Plat Recorded January
18, 2007 as Reception No. 20070004594, according to County oflarimer Records, excepting
thercfrom the fotlowing parcels:
(1.) That portion of Section 29 lying east of the centerline of the W.P. Elder Rcservoir Outlet
Canal,
(2.) Watø's Edge Metropolitan Districts l, 3,4 and 5.
(3.) All of that raot of land known as Lind Property, Final Plat Reco¡ded December 2,2003 as
Reccption No, 2580'17, according to County of Larimer reçords.
O:U015374.8\PRoP-DESCT¿0153748-INCLUSION ARBA docPago I of 2
CERTIFICATE OF' MAILING
I hereby certify that on August 23,2017, a true and correct copy of the foregoing Notice
of Public Hearing on the proposed Consolidated Service Plan for Waters' Edge Metropolitan
District Nos. 1-5 was sent via regular mail to the person(s) and/or entities named on Exhibit B
attached hereto.
McGeady Becher P.C,
By
Paralegal
{00570619.DOCX v:1 }
Waters Edge East LLC
5935 S. Zang Street, Ste. 230
Littleton, CO 80127
Waters Edge West LLC
5935 S. ZangStreet, Ste. 230
Littleton, CO 80127
Hearthstone Association
c/o Touchstone Property Management
2850 McClelland Drive, Ste. 1000
Fort Collins, CO 80525
Exhibit B
Mailing List
{00570619.DOÇX v:1 }
B-1
NOTICE OF PUBLIC HEARING
SET FORTH BELOV/ is a Notice regarding the proposed Vy'aters' Edge Metropolitan
District Nos. 1-5 (collectively the "Districts"). You are receiving this Notice because you have
been identified as the owner of property that is located within the future inclusion area of the
proposed District(s). Please contact the proponent of the Districts, Joseph Knopinski, 5935 S.
Zang Street, Suite 230,Littleton, CO 80127; telephone: (303) 858-0250 with questions or to
confirm the boundaries of the proposed Districts.
NOTICE is hereby given pursuant to Section 32-I-204(I), C.R.S., that on Tuesday,
September 5,201J, at 6:00 P.M., or as soon as possible thereafter, a public hearing will be
conducted. The hearing will be conducted in the Council Chambers, City Hall Vy'est, 300 La
Porte Avenue, Fort Collins, Colorado, or at such other time and place as this hearing may be
continued. A public hearing will be heard upon the application on file with the Fort Collins City
Council, by the Petitioners for the proposed Districts, for the formation of metropolitan
district(s). The affected property is generally located north of Richards Lake Road, west of
Interstate 25, south of East Douglas Road and east of Terry Lake Road, in the City of Fort
Collins, Larimer County, Colorado.
NOTICE IS FURTHER GIVEN that, pursuant to Sections 32-l-203(3.5) and 32-1-
204(1.5), C.R.S., the owner of real property within the proposed District(s) may file a request(s)
with the Fort Collins City Council, requesting that such real property be excluded from the
proposed District(s). Such request(s) may be filed any time after the Consolidated Service Plan
is filed with the Fort Collins City Council, but no later than ten (10) days before the day fixed for
the hearing on said Consolidated Service Plan.
Reason:
Project Name:
Date of Application:
Maximum Mill Levy - Debt:
Maximum Mill Levy -
Operations & Maintenance
Maximum Combined Mill Levy
(Debt and Operations and
Maintenance)
Type of District:
Published In:
Formation of a Title 32 Special Districts
'Waters' Edge Metropolitan District Nos.
1-5
July 7, 2017
50.000 mills, as adjusted
100.000 mills, as adjusted
100.000 mills, as adjusted
Metropolitan
Fort Collins Coloradoan
August 15,2017
NOTICE IS FURTHER GIVEN that, pursuant to the Policy for Reviewing Service Plans for
Title 32 Metropolitan Districts, as adopted pursuant to Resolution 2008-069 by the City Council
for the City of Fort Collins, the Districts are being organized to plan, design, acquire, construct,
install, relocate, redevelop and operate and maintain certain water improvements and park and
recreation improvements, as more specifically defined in the Consolidated Service Plan, which
can be examined at the offices of Joseph Knopinski, 5935 S. Zang Street, Suite 230, Littleton,
{00570619.DOCX v:l }
Colorado 80127, The legal descriptions for the boundaries of the Districts and the Inclusion
Areaareattachedheretoas@andincorporatedhereinbyreference.Anysuchprotestor
objection must be submiued in writing to the City Manager for the City of Fort Collins at or prior
to the above mentioned public hearing in order to be considered, or shall be deemed waived.
{00570619.DOCX v:l 2
}
EXHIBIT A
Legal Descriptions
District No. L
A parcel of land, located in the Southwest Quarter
(SW1/4) of Section Twenty-nine (29),
Township 8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian
(6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more
particularly described as follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of
Section 29 asbearing North 00o28'06" East being a Grid Bearing of the Colorado State Plane
Coordinate System, North Zone,North American Datum 198312011, a distance of 2638.33 feet
and with all other bearings contained herein relative thereto;
THENCE North 00o28'06" East along said V/est line a distance of 1705.41 feet to the extension
of centerline of Morningstar Wuy;
THENCE South 89"31 '52" East along said extension a distance of 30.00 feet to the East Right
of-Way line of Turnberry Road;
THENCE continuing along said extension South 89"31'52" EasI a distance of 24.00 feet to the
POINT OF BEGINNING;
THENCE North 00o28'06" East a distance of 50.00 feet;
THENCE South 89'31 '52" East a distance of 50.00 feet;
THENCE South 00o28'06" West a distance of 50.00 feet;
THENCE North 89"31'52" West a distance of 50.00 feet to the POINT OF BEGINNING.;
Said described parcel of land contains 2$00 Square Feet or 0.057 Acres, more or less (+).
District No. 2
A parcel of land, located in the South Half (S1/2) of Section Thirty (30), Township 8 North
(T.8N.), Range Sixty-Eight West (R.68V/.) of the Sixth Principal Meridian (6th P.M.), City of
Fort Collins, County of Larimer, State of Colorado and being more particularly described as
follows:
Lots 1 through 345 andTracts AA, BB, A, B, C, D, E, F, G, H,I, J, K, K-1, K-2, L, L-l, L'2,M,
M-1, M-2, N, O, P, Q, R, S, T,lJ, V, W, X, Y
and Z of Waters Edge as recorded July 19,2010 as
Reception No. 2010004i008 of the records of the Larimer County Clerk and Recorder, located in
the South Half (S1/2) of Section Thirty (30), Township Eight North (T.8N.), Range Sixty-eight
West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City of Fort Collins, County of
Larimer, State of Colorado.
Said described parcel of land contains 88.126 acres, more or less.
{00570619,DOCX v:l } A-1
District No. 3
A parcel of land, located in the Southwest Quarter
(SV/1/4) of Section Twenty-nine (29),
Township 8 North (T.8N.), Range Sixty-Eight West (R.68W.) of the Sixth Principal Meridian
(6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more
particularly described as follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of
Section 29 as bearing North 00o28'06" East being a Grid Bearing of the Colorado State Plane
Coordinate System, North Zone,North American Datum 198312011, a distance of 2638.33 feet
and with all other bearings contained herein relative thereto;
THENCE North 00o28'06" East along said V/est line a distance of 1705.41 feet to the extension
of centerline of Morningstar Wuy;
THENCE South 89'31 '52" East along said extension a distance of 30.00 feet to the East Right
of-Way line of Turnberry Road;
THENCE continuing along said extension South 89"31 '52" East. a distance of 24.00 feet to the
POINT OF BEGINNING;
THENCE South 89"31'52" East a distance of 50.00 feet;
THENCE South 00o28'06" West a distance of 50.00 feet;
THENCE North 89"31'52" West a distance of 50.00 feet;
THENCE North 00o28'06" East a distance of 50.00 feet
to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (*).
District No. 4
A parcel of land, located in the Southwest Quarter
(SW1/4) of Section Twenty-nine (29),
Township 8 North (T.8N.), Range Sixty-Eight V/est (R.68W.) of the Sixth Principal Meridian
(6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more
particularly described as follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the West line of
Section 29 asbearing North 00o28'06,' East being a Grid Bearing of the Colorado State Plane
Coordinate System, North Zone,North American Datum 198312011, a distance of 2638.33 feet
and with all other bearings contained herein relative thereto;
THENCE North 00o28'06" East along said V/est line a distance of 1705.41 feet to the extension
of centerline of Morningstar V/uy;
THENCE South 89'31 '52" East along said extension a distance of 30.00 feet to the East Right-
of-V/ay line of Turnberry Road;
THENCE continuing along said extension South 89'3 I'52" East a distance of 74.00 feet to the
POINT OF BEGINNING;
THENCE North 00o28'06" East a distance of 50.00 feet;
THENCE South 89"31 '52" East a distance of 50.00 feet;
THENCE South 00o28'06" West a distance of 50.00 feet;
THENCE North 89"31'52" West a distance of 50.00 feet to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Actes, more or less (+).
{00570619.DOCX v: I } A-2
District No. 5
A parcel of land, located in the Southwest Quarter
(SW1/4) of Section Twenty-nine (29),
Township 8 North (T.8N.), Range Sixty-Eight V/est (R.68V/.) of the Sixth Principal Meridian
(6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more
particularly described as follows:
COMMENCING at the Southwest corner of said Section 29 and assuming the V/est line of
Section 29 asbearing North 00o28'06" East being a Grid Bearing of the Colorado State Plane
Coordinate System, North Zone, North American Datum 198312011, a distance of 2638.33 feet
and with all other bearings contained herein relative thereto;
THENCE North 00o28'06" East along said West line a distance of 1705.41 feet to the extension
of centerline of Morningstar V/ay;
THENCE South 89"31 '52" Easf" along said extension a distance of 30.00 feet to the East Right
of-V/ay line of Turnberry Road;
THENCE continuing along said extension South 89"31 '52" East a distance of 74.00 feet to the
POINT OF BEGINNING;
THENCE South 89"31'52" East a distance of 50.00 feet;
THENCE South 00o28'06" West a distance of 50.00 feet;
THENCE North 89"31'52" West a distance of 50.00 feet;
THENCE North 00o28'06" East a distance of 50.00 feet to the POINT OF BEGINNING;
Said described parcel of land contains 2,500 Square Feet or 0.057 Acres, more or less (+).
{00570619.DOCX v:l } A-3
ritÂTEns' sDit$ Il{üT4qfôi.mÈÌtl' DÍs-Taiql iNe[¡üsIoN
AJËB¡I
A paroel of land, located in Section Twenty-nine (29), Township SNorth (T.8N.),.Range Sixty-_
Eiþt West (R.O|W.¡ of tne Sixth Principal Meddian(6th P.M), Clty_of Fort Collins, County of
Laiimer, State of Colorado and being more particularly described as follows:
All that portion of Seotion 29 including Lind Property, Second Filing, Final Plat Recorded January
I 8, 200i as Reoeption No. 20070004594, according to county of Larimer Records, excepting
therefrom tho following parcels:
(l ,) That portion of Section 29 lying cast of the oenterlinc of the W.P' Elder Rcservoir Outlet
Canal,
(2.) Water's Edge Metropolitan Distlicts l, 3, 4 and 5.
i¡,i eU of that rraot of tand known as Lind Property, Final Plat Recorded
Dccembcr 2, 2003 as
Reception No .258077, according to County of Larimor rec¡rds.
O:901 5374.8\PROP-DBSC\20153?4Þ.INCLU$ION ARBA.docPago I of 2
CERTIFICATE OF MAILING
I hereby certify that on August 23,2017, a true and correct copy of the foregoing Notice
of Public Hearing on the proposed Consolidated Service Plan for Waters' Edge Metropolitan
District Nos. 1-5 was sent via regular mail to the person(s) and/or entities named on Exhibit B
attached hereto.
McGeady Becher P.C.
By:
gal
{00570619,DOCX v: 1 }
Waters Edge East LLC
5935 S. ZangSlreet, Ste. 230
Littleton, CO 80127
First American State Bank
8390 E. Crescent Parkway, Ste. 100
Greenwood Village, CO 80111
Exhibit B
Mailing List
{00570619.DOCX v:l }
B-1
Account #:
NOTICE OF PUBLIC HEARING
NOI|CE ¡s hereby given pursuont lo
Sectlon 32-l-204(l ), C.R,S,, thol on Tues-
doy, september 5,2017, ol ó:00 P.M., or
os soon qs posslblê thêreofter, o
publlc
heqrhs Wlll be conduçted. The hêoring
wlll be conducted in lhe Counc¡l Chom-
brs, City Hqll Wesl,300 Lo Porle Ave-
nue, Forf Colllns. Colorqdo, or ot such
other tirne dnd ploce os lh¡s heorlng
moy be cont¡nued. A public heorlng wlll
be heord upon lhe opplicdtion on f¡le
wilh the Fort cqlllns City council, by
Ìh€ Petilioners for thè Þroposed Woters'
Edse Metropollton Dlstrict Nos. l-5 (col-
lectlvely the "D¡strlcts'/)¡ for the formo-
tion of metropoliTon districi(s). The of-
fâcied property ls senerolly locoted
north of Richqrds Loke Rood, west oî
lntèrstote 25, south of Eost Douslos
Rood qnd eost of Terry Loke Rood, in
the Clty of Forl coll¡ns, Lor¡mer coun-
ty, colorodo,
NOTICE IS,FURTHER GIVEN ThOI,
pursuont to sections 32-l-203(3.5) qnd
32-
'l-204('l.5), C,R.S.' the owner of reol
ÞroÞ€rty wlthln the proposêd Dlstrict(s)
mqy file o lequesl(s) wllh lhè Forl
Collfns C¡ty Councll, rêquestins thot
guch reol property be excluded from the
Þroposed Distrlct(s).. such request(s)
moy be flled qny llmé ofler the consoll-
doled Servlcê Plon ls flled with lhe Fort
Collins Clty Councll, þut no loler thon
ten (ì0) ddys before thè doy fixed for
lhe heqrlns on sdid consolidoted Servlce
Plün.
Reoson: Formoilon of Tltle 32 Speciol
Dlstrlcts
Proiecf Nome:
Metropolllqn Þ¡slrict
Dqte of Appl¡cot¡on:
Type of Districl:
Fubllshed ln:
Colorodoon
Ì Ausust 15,20'17
FTC-345064
FORI.COLtIIì{S
Woters' Edse
Nos.'l-5
Jvlv 7, 2ol7
Melropoliton
Fort collins
Invoice Text
NOTICE OF PUBLIC HEARING NOTICE is hereby given pursuant 1
STATE OF COLORADO
ss: AFFIDAVIT OF PUBLICATION
COTINTY OF LARIMER
I, being duly swom, deposes and says that said is the legal clerk of the Fort Collins Coloradoan; that the same
is a daily newspaper of general circulation and printed and published in the City of Fort Collins, in
said
county and state; that the notice or advertisement, ofwhich the annexed is a true copy, has been published in
said daily newspaper for
I Day;
that the notice was published in the regular and entire issue of every number of said newspaper during the
period and time of publication of said notice, and in the newspaper proper and not in a supplement thereof;
that the first publication of said notice was contained in the issue of said newspaper on
Tuesday, August 15, 2017
that the last publication thereofwas contained in the issue ofsaid newspaper on
Tuesday, August 15, 2017
that said Fort Collins Coloradoan has been published continuously and uninterruptedly during the period of at
least six months next prior to the lìrst publication of said notice or advertisement above referred to; that said
newspaper has been admitted to the United States mails as second-class matter under the provisions of the
Act of March 3, 1879, or any amendments thereof; and that said newspaper is a daily newspaper duly
qualified for publishing legal notices and advertisements within the meaning of the laws of the State of
Colorado.
Legal Clerk
Subscribed and sworn to before me, within the County State of Colorado this
Tuesday, August 15, 2011
My Commission expires September 3,2019
Notary Public
Legal No.00023J8291
Affidavit Prepared
Tuesday, August 15, 2017
9:35 arn
Delivered to:
MCGEADY SISNEROS PC
450 E ITTH AVE STE 4OO
DENVER, CO 80203
LADOIINA l,lARY l..A¡,tAR
NOTARY PUBLIC .
STATE OF COLORADO
My ldenlilicalion I 20154035099
Expires S€ptember 3, e019
¿:/+
EXHIBIT D
12/01/2051 250,000 5.000% 183,125 433,125 616,250
06/01/2052 176,875 176,875
12/01/2052 270,000 5.000% 176,875 446,875 623,750
06/01/2053 170,125 170,125
12/01/2053 285,000 5.000% 170,125 455,125 625,250
06/01/2054 163,000 163,000
12/01/2054 1,760,000 5.000% 163,000 1,923,000 2,086,000
06/01/2055 119,000 119,000
12/01/2055 1,850,000 5.000% 119,000 1,969,000 2,088,000
06/01/2056 72,750 72,750
12/01/2056 2,910,000 5.000% 72,750 2,982,750 3,055,500
9,630,000 12,564,000 22,194,000 22,194,000
21
12/01/2048 360,000 5.000% 140,500 500,500 641,000
06/01/2049 131,500 131,500
12/01/2049 380,000 5.000% 131,500 511,500 643,000
06/01/2050 122,000 122,000
12/01/2050 415,000 5.000% 122,000 537,000 659,000
06/01/2051 111,625 111,625
12/01/2051 1,170,000 5.000% 111,625 1,281,625 1,393,250
06/01/2052 82,375 82,375
12/01/2052 1,260,000 5.000% 82,375 1,342,375 1,424,750
06/01/2053 50,875 50,875
12/01/2053 2,035,000 5.000% 50,875 2,085,875 2,136,750
9,385,000 11,134,000 20,519,000 20,519,000
16
12/01/2045 500,000 5.000% 97,500 597,500 695,000
06/01/2046 85,000 85,000
12/01/2046 540,000 5.000% 85,000 625,000 710,000
06/01/2047 71,500 71,500
12/01/2047 565,000 5.000% 71,500 636,500 708,000
06/01/2048 57,375 57,375
12/01/2048 610,000 5.000% 57,375 667,375 724,750
06/01/2049 42,125 42,125
12/01/2049 640,000 5.000% 42,125 682,125 724,250
06/01/2050 26,125 26,125
12/01/2050 1,045,000 5.000% 26,125 1,071,125 1,097,250
9,480,000 9,948,000 19,428,000 19,428,000
11
8
34,606,732 20.000 678,292 664,726 1,343,018 70.000
37,309,571 20.000 731,268 716,642 1,447,910 70.000
37,309,571 20.000 731,268 716,642 1,447,910 70.000
38,055,763 20.000 745,893 730,975 1,476,868 70.000
38,055,763 20.000 745,893 730,975 1,476,868 70.000
38,816,878 20.000 760,811 745,595 1,506,405 70.000
38,816,878 20.000 760,811 745,595 1,506,405 70.000
39,593,215 20.000 776,027 760,506 1,536,534 70.000
39,593,215 20.000 776,027 760,506 1,536,534 70.000
40,385,080 20.000 791,548 775,717 1,567,264 70.000
40,385,080 20.000 791,548 775,717 1,567,264 70.000
41,192,781 20.000 807,379 791,231 1,598,609 70.000
41,192,781 20.000 807,379 791,231 1,598,609 70.000
42,016,637 20.000 823,526 807,056 1,630,582 70.000
42,016,637 20.000 823,526 807,056 1,630,582 70.000
42,856,970 20.000 839,997 823,197 1,663,193 70.000
42,856,970 20.000 839,997 823,197 1,663,193 70.000
43,714,109 20.000 856,797 839,661 1,696,457 70.000
43,714,109 20.000 856,797 839,661 1,696,457 70.000
44,588,391 20.000 873,932 856,454 1,730,386 70.000
44,588,391 20.000 873,932 856,454 1,730,386 70.000
45,480,159 20.000 891,411 873,583 1,764,994 70.000
45,480,159 20.000 891,411 873,583 1,764,994 70.000
46,389,762 20.000 909,239 891,055 1,800,294 70.000
46,389,762 20.000 909,239 891,055 1,800,294 70.000
47,317,558 20.000 927,424 908,876 1,836,300 70.000
47,317,558 20.000 927,424 908,876 1,836,300 70.000
48,263,909 20.000 945,973 927,053 1,873,026 70.000
48,263,909 20.000 945,973 927,053 1,873,026 70.000
49,229,187 20.000 964,892 945,594 1,910,486 70.000
_______ ________ _______
27,463,462 26,914,193 54,377,655
8/15/2017 D WEMD Fin Plan 17 NR LB Fin Plan+CFS SP3
Prepared by D.A.Davidson & Co.
Draft: For discussion purposes only.
4
217,223 905 218,127 327,250 218,127 109,123 0 109,123 0 4,675,000 218,127 (905) 0 0
327,108 0 327,108 327,250 327,108 7,780 0 116,903 0 4,675,000 327,108 0 0 0
323,608 0 323,608 327,250 323,608 11,825 0 128,728 0 4,675,000 323,608 0 0 0
329,615 0 329,615 327,250 327,250 9,011 2,365 135,374 0 4,675,000 329,615 0 0 0
334,115 0 334,115 327,250 327,250 9,476 6,865 137,985 0 4,675,000 334,115 0 0 0
338,648 0 338,648 327,250 327,250 9,659 11,398 136,246 0 4,675,000 338,648 0 0 0
341,148 0 341,148 327,250 327,250 9,537 13,898 131,886 0 4,675,000 341,148 0 0 0
344,721 0 344,721 327,250 327,250 9,232 17,471 123,647 0 4,675,000 344,721 0 0 0
345,721 0 345,721 327,250 327,250 8,655 18,471 113,832 0 4,675,000 345,721 0 0 0
353,850 0 353,850 327,250 327,250 7,968 26,600 95,200 0 4,675,000 353,850 0 0 0
353,600 0 353,600 327,250 327,250 6,664 26,350 75,514 0 4,675,000 353,600 0 0 0
361,552 0 361,552 327,250 327,250 5,286 34,302 46,498 0 4,675,000 361,552 0 0 0
360,552 0 360,552 327,250 327,250 3,255 33,302 16,450 0 4,675,000 360,552 0 0 0
363,843 0 363,843 327,250 327,250 1,152 17,602 0 18,000 4,657,000 362,852 991 0 991
367,843 991 368,834 325,990 325,990 0 0 0 42,000 4,615,000 367,990 (147) 0 844
371,990 844 372,834 323,050 323,050 0 0 0 49,000 4,566,000 372,050 (60) 0 784
371,240 784 372,024 319,620 319,620 0 0 0 52,000 4,514,000 371,620 (380) 0 404
382,010 404 382,414 315,980 315,980 0 0 0 66,000 4,448,000 381,980 30 0 434
382,010 434 382,444 311,360 311,360 0 0 0 71,000 4,377,000 382,360 (350) 0 84
389,670 84 389,754 306,390 306,390 0 0 0 83,000 4,294,000 389,390 280 0 364
391,170 364 391,534 300,580 300,580 0 0 0 90,000 4,204,000 390,580 590 0 954
396,488 954 397,443 294,280 294,280 0 0 0 103,000 4,101,000 397,280 (792) 0 163
395,238 163 395,401 287,070 287,070 0 0 0 108,000 3,993,000 395,070 168 0 331
406,608 331 406,940 279,510 279,510 0 0 0 127,000 3,866,000 406,510 98 0 430
403,259 430 403,688 270,620 270,620 0 0 0 133,000 3,733,000 403,620 (361) 0 68
412,448 68 412,516 261,310 261,310 0 0 0 151,000 3,582,000 412,310 138 0 206
411,323 206 411,529 250,740 250,740 0 0 0 160,000 3,422,000 410,740 583 0 789
422,677 789 423,466 239,540 239,540 0 0 0 183,000 3,239,000 422,540 137 0 926
420,677 926 421,603 226,730 226,730 0 0 0 194,000 3,045,000 420,730 (53) 0 873
3,277,563 0 3,277,563 213,150 213,150 0 0 0 3,045,000 0 3,258,150 19,413 20,287 0
_________ _________ _________ _________ _________ _________ _________ __ _________ _________ _________ _________
14,612,053 8,680 14,620,733 9,122,049 9,009,143 208,623 208,623 5,374,000 5,374,000 14,591,766 20,287 20,287
COI (est.): 161,220
Proceeds: 5,212,780
8/15/2017 D WEMD Fin Plan 17 NR LB Fin Plan+CFS SP3
Prepared by D.A.Davidson & Co.
Draft: For discussion purposes only.
3
671,828 $0 0 671,828 671,828 105% 4% 0.0% 0.0%
818,060 473,275 473,275 344,784 0 1,016,612 66% 3% 172.9% 172.9%
1,046,540 558,275 558,275 488,265 0 1,504,877 52% 3% 187.5% 187.5%
1,243,927 559,025 $0 559,025 684,901 0 2,189,779 84% 5% 222.5% 222.5%
1,463,766 569,525 467,825 1,037,350 426,415 0 2,616,194 71% 4% 141.1% 141.1%
1,669,527 569,275 507,825 1,077,100 592,427 359,121 2,849,500 60% 4% 155.0% 155.0%
1,814,134 578,775 520,825 $0 1,099,600 714,534 714,534 2,849,500 81% 5% 165.0% 165.0%
1,797,474 582,525 518,075 479,651 1,580,251 217,223 217,223 2,849,500 74% 5% 113.7% 113.7%
1,937,859 590,775 530,325 489,651 1,610,751 327,108 327,108 2,849,500 74% 5% 120.3% 120.3%
1,937,859 593,275 526,825 494,151 1,614,251 323,608 323,608 2,849,500 72% 5% 120.0% 120.0%
1,976,616 605,275 538,325 503,401 1,647,001 329,615 329,615 2,849,500 71% 5% 120.0% 120.0%
1,976,616 601,275 544,075 497,151 1,642,501 334,115 334,115 2,849,500 69% 5% 120.3% 120.3%
2,016,149 617,025 549,325 511,151 1,677,501 338,648 338,648 2,849,500 68% 5% 120.2% 120.2%
2,016,149 616,525 549,075 509,401 1,675,001 341,148 341,148 2,849,500 65% 5% 120.4% 120.4%
2,056,472 630,525 558,575 522,651 1,711,751 344,721 344,721 2,849,500 64% 5% 120.1% 120.1%
2,056,472 628,275 562,325 520,151 1,710,751 345,721 345,721 2,849,500 62% 4% 120.2% 120.2%
2,097,601 640,525 570,575 532,651 1,743,751 353,850 353,850 2,849,500 61% 4% 120.3% 120.3%
2,097,601 641,525 573,075 529,401 1,744,001 353,600 353,600 2,849,500 58% 4% 120.3% 120.3%
2,139,553 651,775 585,075 541,151 1,778,001 361,552 361,552 2,849,500 57% 4% 120.3% 120.3%
2,139,553 655,775 581,075 542,151 1,779,001 360,552 360,552 2,849,500 54% 4% 120.3% 120.3%
2,182,344 668,775 591,825 557,901 1,818,501 363,843 363,843 2,849,500 53% 4% 120.0% 120.0%
2,182,344 665,275 596,575 552,651 1,814,501 367,843 367,843 2,849,500 50% 4% 120.3% 120.3%
2,225,991 681,025 605,575 567,401 1,854,001 371,990 371,990 2,849,500 48% 3% 120.1% 120.1%
2,225,991 680,025 608,575 566,151 1,854,751 371,240 371,240 2,849,500 45% 3% 120.0% 120.0%
2,270,511 693,025 620,825 574,651 1,888,501 382,010 382,010 2,849,500 43% 3% 120.2% 120.2%
2,270,511 694,275 616,825 577,401 1,888,501 382,010 382,010 2,849,500 40% 3% 120.2% 120.2%
2,315,921 709,275 632,325 584,651 1,926,251 389,670 389,670 2,849,500 38% 3% 120.2% 120.2%
2,315,921 707,275 631,325 586,151 1,924,751 391,170 391,170 2,849,500 35% 2% 120.3% 120.3%
2,362,239 724,025 639,575 602,151 1,965,751 396,488 396,488 2,849,500 32% 2% 120.2% 120.2%
2,362,239 723,525 641,575 601,901 1,967,001 395,238 395,238 2,849,500 29% 2% 120.1% 120.1%
2,409,484 734,150 657,575 611,151 2,002,876 406,608 406,608 2,849,500 25% 2% 120.3% 120.3%
2,409,484 0 1,391,825 614,401 2,006,226 403,259 403,259 2,849,500 22% 2% 120.1% 120.1%
2,457,674 0 1,423,325 621,901 2,045,226 412,448 412,448 2,849,500 19% 1% 120.2% 120.2%
2,457,674 0 1,422,950 623,401 2,046,351 411,323 411,323 2,849,500 14% 1% 120.1% 120.1%
2,506,827 0 0 2,084,151 2,084,151 422,677 422,677 2,849,500 10% 1% 120.3% 120.3%
2,506,827 0 0 2,086,151 2,086,151 420,677 420,677 2,849,500 6% 0% 120.2% 120.2%
2,556,964 0 0 2,128,901 2,128,901 428,063 3,277,563 0 0% 0% 120.1% 120.1%
_________ _________ _________ _________ _________ _________ _________
75,414,424 19,043,882 19,763,882 21,213,765 60,021,529 14,971,174 14,971,174
[DAug1117 20nrlbD3] [DAug1117 23nrlbD3] [DAug1117 26nrlbD3]
8/15/2017 D WEMD Fin Plan 17 NR LB Fin Plan+CFS SP3
Prepared by D.A.Davidson & Co.
Draft: For discussion purposes only.
2