Fieldstone Community Development District 12051 Corporate Blvd., Orlando, FL 32817 Phone: 407-723-5900, Fax: 407-723-5901 www.fieldstonecdd.com The continued meeting of the Board of Supervisors of the Fieldstone Community Development District is scheduled for Wednesday, April 17, 2019 at 10:00 AM at 8141 Lakewood Main Street, Suite 209, Bradenton, FL 34202. Following is the advance agenda for the meeting. Call in Number: Participant/Guest code: 855-747-8824 (New) 859458 (New) BOARD OF SUPERVISORS MEETING AGENDA Roll Call to Confirm Quorum Public Comment Period [for any members of the public desiring to speak on any proposition before the Board] Business Matters 1. Consideration of Resolution 2019-05, Declaring Special Assessments a. Exhibit A- Engineers Report b. Exhibit B- Assessment Methodology Report c. Exhibit C- Lands Legal Description 2. Consideration of Resolution 2019-06, Setting Public Hearing on Assessments 3. Consideration of the Acquisition, Construction, Installation Landowner Funding & Reimbursement Agreement Other Business Staff Reports o District Counsel o District Engineer o District Manager Audience Comments and Supervisors Requests Adjournment
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT Consideration of Resolution 2019-05, Declaring Special Assessments
RESOLUTION 2019-05 A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT DECLARING SPECIAL ASSESSMENTS; INDICATING THE LOCATION, NATURE, TYPE AND ESTIMATED COST OF THOSE INFRASTRUCTURE IMPROVEMENTS WHOSE COST IS TO BE DEFRAYED BY THE SPECIAL ASSESSMENTS; PROVIDING THE PORTION OF THE ESTIMATED COST OF THE IMPROVEMENTS TO BE DEFRAYED BY THE SPECIAL ASSESSMENTS; PROVIDING THE MANNER IN WHICH SUCH SPECIAL ASSESSMENTS SHALL BE MADE; PROVIDING WHEN SUCH SPECIAL ASSESSMENTS SHALL BE MADE; DESIGNATING LANDS UPON WHICH THE SPECIAL ASSESSMENTS SHALL BE LEVIED; PROVIDING FOR AN ASSESSMENT PLAT; ADOPTING A PRELIMINARY ASSESSMENT ROLL; PROVIDING FOR PUBLICATION OF THIS RESOLUTION; APPROVING THE SUPPLEMENTAL ENGINEER S REPORT; AND APPROVING THE SUPPLEMENTAL ASSESSMENT REPORT. WHEREAS, the Board of Supervisors of the Fieldstone Community Development District (the Board") hereby determines to undertake, install, plan, establish, construct or reconstruct, enlarge or extend, equip, acquire, operate, and/or maintain the infrastructure improvements (the "Improvements"), as same are described in that certain Supplemental Engineer s Report For Phase 1 and Morgan s Glen Infrastructure Improvements, dated April 12, 2019, and approved by the District on this 17 th day of April, 2019, (the Engineer s Report ), which Engineer s Report is attached hereto as Exhibit A and incorporated herein by reference; and, WHEREAS, it is in the best interest of the Fieldstone Community Development District (the "District") to pay the costs of the Improvements by special assessments pursuant to Chapter 190, Florida Statutes, (the "Assessments"); and, WHEREAS, the District is empowered by Chapter 190, the Uniform Community Development District Act, Chapter 170, Supplemental and Alternative Method of Making Local Municipal Improvements, and Chapter 197, the Uniform Method for the Levy, Collection and Enforcement of Non-Ad Valorem Assessments, Florida Statutes, to finance, fund, plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate, and maintain the Improvements and to impose, levy and collect the Assessments (as defined below); and, 1 of 4
WHEREAS, the District hereby determines that benefits will accrue to the lands upon which the Assessments shall be placed, (the Series 2019 Bond Issuance Lands ), the legal description describing same being attached hereto as Exhibit C, and incorporated herein; and, WHEREAS, the District hereby determines that benefits will accrue to the Series 2019 Bond Issuance Lands, the amount of those benefits has been determined, and that special assessments will be made in proportion to the benefits received, all as set forth in that certain Supplemental Assessment Methodology Report, dated April 12, 2019, and approved by the District on this 17 th day of April, 2019, (the Assessment Report ), the same of which is attached hereto as Exhibit "B," and incorporated herein; and, WHEREAS, the Engineer s Report, the Assessment Report and all matters described herein this Resolution 2019-05 are on file at 12051 Corporate Boulevard, Orlando, FL 32817 (the District Records Office ), and same can also be reviewed at 8141 Lakewood Main Street, Ste. 209, Bradenton, Florida, 34202, (the Local District Records Office ); and, WHEREAS, the District hereby determines that the Assessments to be levied will not exceed the benefits to the property improved. NOW, THEREFORE, BE IT RESOLVED AND ORDERED BY THE BOARD OF SUPERVISORS OF THE FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT: 1. Assessments shall be levied to defray the cost of the Improvements. 2. The nature, type and general location of, and plans and specifications for, the Improvements, as well as the assessment plat denoting the lands upon which the Improvements shall be made and Assessments levied, including all costs of the Improvements associated therewith that shall be paid by Assessments, are described in Exhibit "A," and are on file at the District Records Office and the Local District Records Office. Exhibit "B" is also on file and available for public inspection at the same locations, and it further describes the costs of the Improvements, amount of Assessments, manner in which the Assessments shall be paid, the timeframe for paying the Assessments, and all such additional information as required by Sections 170.03 through 170.07, Florida Statutes. Attached hereto as Exhibit C, and incorporated herein, is a further description of the Series 2019 Bond Issuance Lands upon which the Improvements shall be made and Assessments levied, which Series 2019 Bond Issuance Lands are further described as: All lots and lands adjoining and contiguous or bounding and abutting the Improvements or specially benefitted thereby and further designated by the assessment plat, as hereinafter provided. 3. The total estimated cost of the Improvements is $36,317,878.00 (the Estimated Cost ). 4. The Assessments will defray approximately $46,315,000.00 which includes the 2 of 4
Estimated Cost, plus financing-related costs, capitalized interest, debt service reserve and contingency. 5. The manner in which the Assessments shall be apportioned and paid is set forth in Exhibit "B", including provisions for additional and supplemental assessment resolutions. 6. The Assessments shall be levied, within the District, on all lots and lands adjoining and contiguous or bounding and abutting upon such Improvements or specially benefited thereby and further designated by the assessment plat as hereinafter provided. 7. There is on file, at the District Records Office and the Local District Records Office, an assessment plat showing the area to be assessed, with certain plans and specifications describing the Improvements and the Estimated Cost of the Improvements, all of which shall be open to inspection by the public. 8. Commencing with the year in which the Assessments are confirmed, the Assessments shall be paid in not more than (30) thirty annual installments. The Assessments may be payable at the same time and in the same manner as are ad-valorem taxes and collected pursuant to chapter 197, Florida Statutes; provided, however, that in the event the uniform non ad-valorem assessment method of collecting the Assessments is not available to the District in any year, or if determined by the District to be in its best interest, the Assessments may be collected as is otherwise permitted by law. 9. The District Manager has caused to be made a preliminary assessment roll, in accordance with the method of assessment described in Exhibit "B" hereto, which shows the lots and lands assessed, the amount of benefit to and the assessment against each lot or parcel of land and the number of annual installments into which the assessment may be divided, which is hereby adopted and approved as the District's preliminary assessment roll. 10. The Board shall adopt a subsequent resolution to fix a time and place at which the owners of property to be assessed or any other persons interested therein may appear before the Board and be heard as to the propriety and advisability of the Assessments or the making of the Improvements, the cost thereof, the manner of payment therefore, or the amount thereof to be assessed against each property as improved. 11. The District Manager is hereby directed to cause this Resolution to be published twice (once a week for two (2) weeks) in a newspaper of general circulation within Manatee County, Florida, and to provide such other notice as may be required by law or desired in the best interests of the District. 12. The Board does hereby adopt and approve the Engineer s Report and Assessment Report, attached hereto as Exhibit s A and B, respectively. 3 of 4
13. This Resolution shall become effective upon its passage. PASSED AND ADOPTED this 17 th day of April, 2019. ATTEST: BOARD OF SUPERVISORS OF THE FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT Secretary/ Asst. Secretary Chairman/Vice-Chairman Exhibit A : Supplemental Engineer s Report For Phase 1 and Morgan s Glen Infrastructure Improvements, dated April 12, 2019 Exhibit B : Supplemental Assessment Methodology Report, dated April 12, 2019 Exhibit C : Designated 2019 Series Bond Issuance Lands Legal Description 4 of 4
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT Exhibit A- Engineers Report
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS Prepared for: Fieldstone Community Development District c/o District Manager Fishkind & Associates 12051 Corporate Blvd. Orlando, FL 32817 Prepared by: Stantec Consulting Services Inc. 6900 Professional Parkway East Sarasota, FL 34240 April 12, 2019
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS Table of Contents SECTION A. INTRODUCTIONS... 1 1. General... 1 2. Purpose and Scope... 1 3. Lands in Fieldstone CDD... 1 SECTION B. EXISTING CONDITIONS... 2 1. Topography... 2 2. Soils and Vegetation... 2 3. Land Use and Zoning... 2 SECTION C. INFRASTRUCTURE PLANS... 3 1. Proposed Infrastructure Improvements... 3 2. Permitting... 3 3. Summary of Proposed Master Improvement Cost... 5 4. Additionally, Benefited Lands and Funding Agreements... 7 SECTION D. MAINTENANCE RESPONSIBILITIES... 8 SECTION E. SUMMARY AND CONCLUSION 8 EXHIBIT A AERIAL LOCATION MAP... 9 EXHIBIT B SKETCH AND LEGAL DESCRIPTION... 10 EXHIBIT C NORTH RIVER RANCH REIMBURSEMENT AGREEMENT (FIELDSTONE AND NP LAND PARTNERS, LLC)... 11 EXHIBIT D INTERLOCAL AGREEMENT (FIELDSTONE AND BROOKSTONE)... 12 EXHIBIT E EXHIBIT F EXHIBIT G EXHIBIT H AMENDMENT TO INTERLOCAL AGREEMENT (FIELDSTONE AND BROOKSTONE)... 13 REIMBURSEMENT AGREEMENT (FIELDSTONE AND NMI LLC FOR BROOKSTONE)... 14 UTILITY COST REIMBURSEMENT AGREEMENT (FIELDSTONE; BH MANATEE LLC AND IA MANATEE LLC)... 15 REIMBURSEMENT AGREEMENT (FIELDSTONE AND COMMERCE LAND GROUP LLC FOR HAVAL FARMS)... 16 vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 SECTION A. INTRODUCTIONS 1. General The Fieldstone Community Development District ( District ) was created by and operates under Chapter 190, Florida Statutes, the Uniform Community Development District Act of 1980. The District was created to construct and maintain public works and utilities including water, sewer, drainage, irrigation, water management, parks, recreational facilities, and roadway or related activities. The Fieldstone Community Development District was established by Manatee County Ordinance No. 15-16 enacted by the Manatee County Board of County Commissioners on April 2, 2015. The District currently has a petition pending to expand its boundaries by 117.309 acres to 697.885 acres (The Expansion Petition). This report contemplates approval of this petition and is inclusive of the new acreage. 2. Purpose and Scope The purpose of this Supplemental Engineer s Report is to provide a description of the Project and the proposed capital improvements to serve it. These improvements will thereafter be owned, operated and/or maintained by either The District or another legally empowered governmental entity. 3. Lands in Fieldstone CDD An Aerial Location Map showing the location of the District is included as Exhibit A. The Legal Description(s) and Sketch(s) are included as Exhibit B and reflect the lands to be included in The District. These lands total approximately 697.885 acres which includes the 117.309 acres of Expansion area. The expanded area is referred to as Morgan s Glen. vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 1
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 SECTION B. EXISTING CONDITIONS 1. Topography The area within the District is relatively flat with site elevations ranging from approximately 28 feet elevation to 40 feet elevation based on 2007 Southwest Florida Water Management District contour maps, and the project survey based on NGVD Vertical Datum. The lower elevations occur in the wetlands and along the perimeters of the site while the higher elevations are located near the south central section of the site. The land within the District is primarily undeveloped row crops, citrus and rangelands, and wetlands. 2. Soil and Vegetation Based on the Soil Survey of Manatee County, Florida, prepared by the United States Department of Agriculture (USDA) Soil Conservation Service (SCS), the predominant surficial soil types within the District are identified as SCS Soil No. 20, EauGallie Fine Sands and SCS Soils No. 26, Floridana Immokalee - Okeelanta association. SCS Soil No. 20 is a nearly level, poorly drained soil in broad areas of flatwoods. Slopes are smooth and range from 0 to 2 percent. SCS unit No. 26 consists of nearly level, very poorly drained Floridana soils, poorly drained Immokalee soils, and very poorly drained Okeelanta soils. Generally, these soils are in and near wetland areas. Other soil types present are No. 7, Canova; No. 6, Delray; No. 22, Felda; No. 25, Floridana; No. 38, Palmetto; and No. 48, Wabasso. The property within the District currently consists of various vegetative communities comprised of both upland and wetland habitats. Several of the vegetation communities have been modified as a result of onsite agricultural activities including ditching and fire suppression. 3. Land Use and Zoning The District is located within unincorporated Manatee County, Florida. Parcels within the boundary of the District are currently undeveloped and are zoned PDMU-13-37(Z)(P) with an approved Preliminary Site Plan and Land Development Agreement. The proposed expansion area also has a PDMU zoning. vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 2
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 SECTION C. INFRASTRUCTURE PLANS 1. Proposed Infrastructure Improvements The District is intended to be formed in order to finance infrastructure design and construction required to provide public infrastructure for the project and its ultimate property owners. The improvements for the project will be consistent with the Manatee County Land Development Code and Implementing Ordinances, studies, plans, and may include: Public Roadways, including thoroughfares, arterial, collector, or local streets Stormwater Improvements Water and Sewer facilities Master Irrigation facilities Public Roadway Landscape, Lighting, Signage, and Furnishings Entry features Engineering and Contingencies Drainage Lakes Parks/ Trails Amenity Center All other improvements, infrastructure and facilities authorized by Chapter 190, Florida Statutes Access to the project will be provided via an extension of Ft Hamer Road north and south of Moccasin Wallow Road; Moccasin Wallow Road and U.S. 301. Potable water, reclaimed water and sanitary sewer services will be provided by Manatee County Utilities. 2. Permitting Required permits already received or ones that will be applied for are summarized in Table 1. It is our opinion that there are no technical reasons existing at this time which would prohibit the permitting and construction of the planned infrastructure, subject to continued compliance with agency criteria and conditions of the already approved plans and permits. vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 3
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 Permits necessary to complete the Project have either been obtained as described above, or, in our opinion, are obtainable from the permitting agencies, subject to reasonable, normal and customary permit conditions. Table 1 Permitting Status Permit Permit Number Date Approved Zoning w/ Preliminary Site Plan PDMU-13-37(Z)(P) 9/4/2014 Zoning w/ Preliminary Site Plan (Morgan s Glen) Pending Manatee County - Construction Plan (Off-Site Forcemain) PWSTA-111314 10/8/2015 Manatee County - Final Site Plan & Construction Plan Fort Hamer Phase 1 PW-2160 9/25/2017 Manatee County - Final Site Plan & Construction Plan Grande Reserve Phase 1A Manatee County Final Site Plan & Construction Plan Morgan s Glen PLN1803-0012, PLN1803-0013 10/15/2018 Pending State ERP 1 (Wetland Delineation) 689942/42030935.002 5/29/2014 State ERP 1 (Phase 1) 43030935.003 8/21/2016 State ERP 1 (Development) 43030935.007 6/19/2017 State ERP 1 (Grande Reserve Phase 1A) 43030935.014 7/09/2018 State ERP 1 (Morgan s Glen) Pending State DOT 2 Access and Drainage Connection Permit N/A State DEP 3 Notice of Intent State DEP 3 Potable Water Fort Hamer Phase 1 133068-1228-DSGP/02 10/5/2017 State DEP 3 Potable Water Grande Reserve Phase 1A Pending State DEP 3 Potable Water Morgan s Glen Pending State DEP 3 Waste Water (Off-Site Forcemain) CS41-0182186-217-DWC/CM 10/27/2015 State DEP 3 Waste Water Grande Reserve Phase 1A State DEP 3 Waste Water (Onsite) Fort Hamer Phase 1 CS41-0182186-238-DWC/CM 10/10/2017 State DEP 3 Waste Water Morgan s Glen Pending State DEP 3 Reclaimed Water N/A Federal Army Corp of Engineers (Phase 1) SAJ-2014-01056 11/12/2014 Federal Army Corp of Engineers Fort Hamer Phase 1 SAJ-2017-01131 5/30/2018 Federal Army Corp of Engineers Morgan s Glen Pending 1 Environmental Resource Protection (ERP); 2 Department of Transportation (DOT); 3 Department of Environmental Protection (DEP) vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 4
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 3. Summary of Proposed Master Improvement Costs Table 2 lists the components of the planned improvements proposed to be constructed by the District, together with their proposed costs of design and construction. The Table also includes an estimate of administrative, engineering, and other fees and contingencies associated with the improvements. vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 5
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 Table 2 Summary of Proposed Master Improvement Costs EXPENDITURES Description Ft Hamer - Phase 1 Off-Site Roadway Improvements Off-Site Force main Entry Monument Phase 1 Phase 1 Phase 1A Phase 1B Phase 1C Phase 1D West Phase 1D East Phase 1B Phase 1D East Morgan's Glen PH 1 Morgan's Glen PH 2 Morgan's Glen PH 3 Total (MASTER INFRASTRUCTURE) (MASTER INFRASTRUCTURE) (MASTER INFRASTRUCTURE) (MASTER INFRASTRUCTURE) Amenity Center/ Trails Entry Infrastructure Infrastructure Infrastructure Infrastructure Infrastructure Neighborhoods Neighborhoods Infrastructure & Infrastructure & Infrastructure & Neighborhoods Neighborhoods Neighborhoods 5285 Moccasin Wallow 3186 200 135 175 56 54 135 54 168 60 152 L.F. L.F. units units units units units units Units Units Units Units ROADWAYS $ 1,628,871.71 $ 632,794.84 $ 6,450.00 $ - 1,103,631.55 $ - $ - $ - $ - $ 506,250.00 $ 202,500.00 $ 630,000.00 $ 225,000.00 $ 570,000.00 $ 5,505,498.10 STREET/ ENTRY LIGHTING $ 272,450.00 $ - $ - $ - - 146,200.00 $ - $ - $ - $ - $ - $ - $ 125,000.00 $ 45,000.00 $ 75,000.00 $ 663,650.00 DRAINAGE $ 699,904.98 $ 836,000.00 $ - $ - 350,137.75 $ 480,000.00 $ 324,000.00 $ 420,000.00 $ 134,400.00 $ 129,600.00 $ 405,000.00 $ 162,000.00 $ 1,307,200.00 $ 624,000.00 $ 820,800.00 $ 6,693,042.73 WATER & WASTEWATER $ 2,002,356.29 $ 183,000.52 $ 466,380.25 $ - $ - $ 1,322,275.50 $ - $ - $ - $ - $ - $ 911,250.00 $ 364,500.00 $ 1,134,000.00 $ 405,000.00 $ 1,026,000.00 $ 7,814,762.56 Potable Water 893320.20 123397.80 0.00 0.00 200372.75 0.00 0.00 0.00 0.00 0.00 303,750.00 121,500.00 378,000.00 135,000.00 342,000.00 Reclaimed Water 854670.13 59602.72 0.00 0.00 141961.50 0.00 0.00 0.00 0.00 0.00 303,750.00 121,500.00 378,000.00 135,000.00 342,000.00 Sanitary Sewer 254365.96 0.00 466380.25 0.00 979941.25 0.00 0.00 0.00 0.00 0.00 303,750.00 121,500.00 378,000.00 135,000.00 342,000.00 CLEARING & EARTHWORK $ 954,790.14 $ - $ 42,601.25 $ - $ 789,439.95 $ 960,000.00 $ 648,000.00 $ 840,000.00 $ 268,800.00 $ 259,200.00 $ - $ - $ 806,400.00 $ 288,000.00 $ 729,600.00 $ 6,586,831.34 LANDSCAPING/ LAKES/ IRRIGATION $ 528,324.00 $ - $ - $ 475,127.25 $ 1,576,844.50 $ - $ - $ - $ - $ - $ 810,000.00 $ 300,000.00 $ 924,000.00 $ 330,000.00 $ 836,000.00 $ 5,780,295.75 AMENITY CENTER/ TRAILS $ - $ - $ - $ - $ 2,136,998.98 $ - $ - $ - $ - $ - $ - $ - $ - $ 218,400.00 $ 78,000.00 $ 197,600.00 $ 2,630,998.98 PROFESSIONAL FEES, DESIGN & PERMITTING $ 300,000.00 $ 50,000.00 $ 100,000.00 $ 50,000.00 $ 250,000.00 $ 100,000.00 $ 180,000.00 $ 189,000.00 $ 245,000.00 $ 78,400.00 $ 75,600.00 $ 50,000.00 $ 50,000.00 $ 235,200.00 $ 84,000.00 $ 212,800.00 $ 2,250,000.00 ENTRANCE FEATURES & SIGNS $ - $ - $ - $ 437,437.00 $ - $ - $ - $ - $ - $ - $ - $ - $ - $ 150,000.00 $ 100,000.00 $ 100,000.00 $ 787,437.00 CONSULTANTS/ CONTINGENCIES/ OTHER $ 643,308.53 $ 60,003.34 $ 101,329.01 $ 50,621.85 $ 220,281.31 $ 350,276.46 $ 275,250.00 $ 262,400.00 $ 332,000.00 $ 124,940.00 $ 121,460.00 $ 518,500.00 $ 224,500.00 $ 1,033,060.00 $ 424,700.00 $ 896,340.00 $ 5,638,970.50 General 166233.16 35003.34 29500.00 0.00 23500.00 52000.00 160,000.00 108,000.00 140,000.00 44,800.00 43,200.00 202,500.00 81,000.00 386,400.00 138,000.00 349,600.00 Consultants 25000.00 25000.00 25000.00 25000.00 50000.00 25000.00 25,000.00 25,000.00 25,000.00 25,000.00 25,000.00 25,000.00 25,000.00 50,000.00 50,000.00 50,000.00 Other 452075.37 0.00 46829.01 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Contingencies 0.00 0.00 0.00 25,621.85 146,781.31 273,276.46 90,250.00 129,400.00 167,000.00 55,140.00 53,260.00 291,000.00 118,500.00 596,660.00 236,700.00 496,740.00 TOTAL EXPENDITURES 7,030,005.65 1,761,798.70 716,760.51 538,058.85 3,082,407.54 5,738,805.71 1,895,250.00 1,423,400.00 1,837,000.00 606,540.00 585,860.00 3,201,000.00 1,303,500.00 6,563,260.00 2,603,700.00 5,464,140.00 44,351,486.96 MASTER INFRASTRUCTURE ALLOCATIONS TOTAL MASTER INFRASTRUCTURE COST= 10,046,623.71 REIMBURSMENTS NP LAND PARTNERS REIMBURSEMENT FOR NORTH RIVER RANCH BENEFIT $ (4,331,030.00) BH MANATEE LLC & IA MANATEE LLC REIMBURSEMENT FOR HAVAL FARMS $ (1,168,970.00) BROOKSTONE REIMBURSEMENT $ (2,500,000.00) NMI LLC REIMBURSEMENT FOR BROOKSTONE BENEFIT $ (33,609.00) TOTAL REIMURSMENTS = $ (8,033,609.00) TOTAL FIELDSTONE MASTER INFRASTRUCTURE SHARE = $ 2,013,014.71 TOTAL COST TO FIELDSTONE TOTAL $ 2,013,014.71 $ 3,082,407.54 $ 5,738,805.71 $ 1,895,250.00 $ 1,423,400.00 $ 1,837,000.00 $ 606,540.00 $ 585,860.00 $ 3,201,000.00 $ 1,303,500.00 $ 6,563,260.00 $ 2,603,700.00 $ 5,464,140.00 $ 36,317,877.96 Please note that estimated individual element totals may vary and are only to establish a Total Estimated Costs of Improvement vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 6
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 4. Additionally, Benefited Lands and Funding Agreements A portion of the improvements described in Table 2 above will also benefit adjacent properties to the north of the District. Multiple agreements between the District and the various parties with interest in those adjacent properties are in place for the purpose of reimbursing the District for their share of the Improvements. Those agreements are attached to this report in Exhibits C through H. Table 3 lists the contribution of each of those parties per the agreements and the remaining obligation of the District. Table 3 Estimated Costs of Improvements FIELDSTONE IMPROVEMENTS FUNDING ALLOCATIONS TOTAL COST OF IMPROVEMENTS REFERENCE TABLE 2 NP LAND PARTNERS REIMBURSEMENT FOR NORTH RIVER RANCH BENEFIT EXHIBIT C $ 4,331,030.00 BROOKSTONE REIMBURSEMENT EXHIBIT D & E $ 2,500,000.00 NMI LLC REIMBURSEMENT FOR BROOKSTONE BENEFIT EXHIBIT F $ 33,609.00 BH MANATEE LLC & IA MANATEE LLC REIMBURSEMENT FOR HAVAL FARMS EXHIBIT G $ 1,168,970.00 COMMERCE LAND GROUP REIMBURSEMENTY FOR HAVAL FARMS BENEFIT EXHIBIT H $ 0.00 Below is a Summary of the benefit analysis Master Infrastructure cost identified in table 2 equals $ 10,046,623.71 Brookstone (1100 units) has been allocated $ 2,500,000 for Master Infrastructure, consistent with existing agreements. North River Ranch (2420 ± units) has been allocated $ 5,500,000 ($4,331030 +$1,168,970) for master infrastructure. Fieldstone Phase 1 & 2 (899 units) has been allocation $ 2,013,014.71 for Master Infrastructure. NMI LLC has contributed $ 33,609.00 for Master Infrastructure. vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 7
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 SECTION D. MAINTENANCE RESPONSIBILITIES Maintenance and operational responsibilities of the Project will include the following: 1. Maintenance and operation of the Entry features and Landscaping and Irrigation associated with the roadway system are expected to be the responsibility of the District. 2. Maintenance and operation of the potable water and sanitary sewer systems will be the responsibility of Manatee County and/or the District. 3. Maintenance and operation of the stormwater management system will be the responsibility of the District. 4. Maintenance and operation of the off-site roadway improvements will be the responsibility of Manatee County or FDOT depending on the ownership of the road. 5. Maintenance and operation of the street lighting not owned by Manatee County or FDOT will be the responsibility of the District. 6. Maintenance of all other improvements, infrastructure and facilities authorized by Chapter 190, Florida Statutes will be the responsibility of the District. SECTION E. SUMMARY AND CONCLUSION The Improvements as outlined are necessary for the functional development of the Project. The Project is being designed in accordance with current governmental regulatory requirements. The Project will serve its intended function so long as the construction is in substantial compliance with the design. Items of construction for the Project are based upon current development plans. It should be noted that although these Improvements are required for the District, a portion may also serve other adjacent lands. It is our professional opinion that the infrastructure costs provided herein for the District Improvements for the Project are reasonable to complete the construction of the infrastructure described herein and that these Infrastructure Improvements will benefit and add value to the District. These estimated costs are based upon prices currently being experienced for similar items of work in Southwest Florida and expected inflation in the future. Actual costs may vary based on final engineering, planning and approvals from regulatory agencies. vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 8
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 EXHIBIT A - AERIAL LOCATION MAP vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 9
PHASE 1C PHASE 1B PHASE 1D WEST PHASE 1D EAST PHASE 1A PHASE 3 PHASE 1 PHASE 2 6900 Professional Parkway East, Sarasota, FL 34240-8414 Phone 941-907-6900 Fax 941-907-6910 Certificate of Authorization #27013 www.stantec.com The Contractor shall verify and be responsible for all dimensions. DO NOT scale the drawing - any errors or omissions shall be reported to Stantec without delay. The Copyrights to all designs and drawings are the property of Stantec. Reproduction or use for any purpose other than that authorized by Stantec is forbidden.
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 EXHIBIT B SKETCH AND LEGAL DESCRIPTION vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 10
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 EXHIBIT C NORTH RIVER RANCH REIMBURSEMENT AGREEMENT (FIELDSTONE AND NP LAND PARTNERS) vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 11
CLARIFICATION OF ACQUISITION, CONSTRUCTION, INSTALLATION, LAND OWNER FUNDING & REIMBURSEMENT AGREEMENT THIS CLARIFICATION OF ACQUISITION, CONSTRUCTION, INSTALLATION, LAND OWNER FUNDING & REIMBURSEMENT AGREEMENT (the Clarification Agreement ) is made and entered into this day of, 2019, by and between NP LAND PARTNERS, LLC, a Florida limited liability company (the Land Owner ) and the FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT, an independent local unit of special purpose government established pursuant to Chapter 190, Florida Statutes (the District ). ARTICLE 1: RECITALS 1.1 Land Owner and the District are parties to that certain Acquisition, Construction, Installation, Land Owner Funding & Reimbursement Agreement, dated November 8, 2017 (the Acquisition Agreement ). 1.2 At the time of execution and delivery of the Acquisition Agreement, the scope of infrastructure, improvements, components and facilities to be developed by the District were described by the District Engineer in the Fieldstone Community Development District s Supplemental Engineer s Report of November 9, 2017, by Stantec (referred to in the Acquisition Agreement as the Supplemental Engineer s Report ). 1.3 The Acquisition Agreement allows for the Supplemental Engineer s Report to be amended, modified and further supplemented from time to time, and the District Engineer has issued a further Supplemental Engineer s Report, dated March 25, 2019 (the 2019 Engineer s Report ). 1.4 The 2019 Engineer s Report identifies master infrastructure improvements (the NRR Improvements ) in the amount of Four Million Three Hundred Thirty One Thousand Thirty and 00/100 Dollars ($4,331,030.00) that benefit lands located within the North River Ranch Community Development District, an independent unit of special purpose government created in accordance with Chapter 190, Florida Statutes, as amended (the NRR CDD ), which lands are owned in fee simple by Haval Farms, LLC, a Florida limited liability company (the Benefitted Land Owner ). 1.5 The NRR CDD has not issued bonds or provided for assessments and is not yet in a position to fund its share of the master infrastructure allocated to it in the 2019 Engineer Report. 1.6 The Benefitted Land Owner is an affiliate of the Land Owner and is willing to fund the. NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for the sum of $10.00 and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is agreed as follows: ARTICLE 2: INCORPORATION OF RECITALS, EXHIBITS, ETC. The parties agree that the recitals are true and correct, and are hereby incorporated herein. The parties also agree that any referenced exhibits, schedules, documents, or instruments are hereby incorporated herein. ARTICLE 3: REIMBURSEMENT 3.1 No Reimbursement. Unless the cost of the NRR Improvements are paid by the NRR CDD, or otherwise, the District shall not reimburse Land Owner for the cost of the NRR Improvement pursuant to the Acquisition Agreement. - 1 -
3.2 No Impairment. Nothing contained herein shall impair or otherwise effect Land Owner s rights and ability to seek reimbursement of the cost of the NRR Improvements from any other responsible party, including, without implied limitation, the NRR CDD or the Benefitted Land Owner. ARTICLE 4: MISCELLANEOUS 4.1 Conflict. In the event of any conflict between the terms and provisions of the Acquisition Agreement and this Clarification Agreement, the terms and provisions of the Clarification Agreement shall control. 4.2 Ratification. The parties hereby ratify and confirm that the Acquisition Agreement, as supplemented by this Clarification Agreement remains in full force and effect. written above, In Witness Whereof, the parties have executed this Clarification Agreement as of the day first Attest: FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT, a local unit of special purpose government By: Printed Name Printed Name Its: Secretary/Ass. Secretary Its: Chairman NP LAND PARTNERS, LLC, a Florida limited liability company Name: By: Name: James R. Schier Title: Manager Name: JOINDER OF LANDOWNER Parrish Holdings, LLC, and North Haval Farms, LLC, both Florida limited liability companies, hereby consent to and join in this Clarification Agreement for the purpose of subjecting their respective lands to the terms of this Clarification Agreement, and agree to further consent to any and all necessary permits or other land use authorizations required by the Land Owner, the Benefitted Land Owner and/or District to complete the Improvements described herein this Clarification Agreement. Parrish Holdings, LLC By: John A. Neal, its sole Manager Haval Farms, LLC By: John A. Neal, its Authorized Manager 2
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 EXHIBIT D INTERLOCAL AGREEMENT (FIELDSTONE AND BROOKSTONE) vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 12
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 EXHIBIT E AMENDMENT TO INTERLOCAL AGREEMENT (FIELDSTONE AND BROOKSTONE) vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 13
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 EXHIBIT F REIMBURSEMENT AGREEMENT (FIELDSTONE AND NMI LLC FOR BROOKSTONE vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 14
REIMBURSEMENT AGREEMENT THIS REIMBURSEMENT AGREEMENT (this Reimbursement Agreement ) is made effective this day of January, 2018 (the Effective Date ), by and between Fieldstone Community Development District, an independent special district, created pursuant to and existing under the provisions of Chapter 190, Florida Statutes, and established by the Manatee County Board of County Commissioners approval of Ordinance No. 15-16, whose mailing address is 5800 Lakewood Ranch Blvd., Sarasota, Florida 34240 ( Fieldstone ); and North Manatee Investment, LLC, a Florida limited liability company whose mailing address is 5800 Lakewood Ranch Blvd., Sarasota, Florida 34240 ( NMI ). Except as otherwise provided in this Reimbursement Agreement, capitalized terms used herein shall have the meaning given such terms in the Primary Agreement (as defined below). WITNESSETH: WHEREAS, Fieldstone and Brookstone Community Development District ( Brookstone ) have entered into an Interlocal Agreement under the terms of which Fieldstone is pursuing the construction and installation of the Fort Hamer and Moccasin- Wallow Roadway improvements and a sixteen inch (16 ) sewer force main sufficient to connect to the Manatee County Master Utility Plan, as more fully set forth in (i) that certain Local Development Agreement, dated November 18, 2014, as recorded in OR Book 2545, Page 4410, of the Public Records of Manatee County, Florida, as amended by First Amendment To Local Development Agreement, dated December 1, 2016, as recorded in OR Book 2650, Page 1279, and Second Amendment To Local Development Agreement, dated April 6, 2017, as recorded in OR Book 2668, Page 3450, of said records, and (ii) Manatee County Zoning Ordinance PDMU-13-37(Z)(P) approved by Manatee County on September 4, 2014 (collectively the Improvements ); WHEREAS, the Improvements benefit both Fieldstone and Brookstone, but, in an amendment to the interlocal agreement, those parties have further agreed that the contribution by Brookstone to such Improvements will not exceed the sum of Two Million Five Hundred Thousand and 00/100 Dollars ($2,500,000.00), which sum is referred to herein as the Brookstone Contribution, with the balance of any required funding to be paid by third parties pursuant to this reimbursement agreement; WHEREAS, pursuant to an earlier agreement, NMI has agreed to fund any portion of Brookstone s allocated portion of the cost of the Improvements in excess of the Brookstone Contribution (the Excess Allocated Cost ); and WHEREAS, the parties desire to memorialize NMI s agreement as more fully set forth herein, NOW, THEREFORE, for good and valuable consideration, Fieldstone and NMI agree as follows:
1. The above recitals are true and correct and are hereby incorporated herein. 2. NMI shall reimburse Fieldstone for the Excess Allocated Cost. 3. To the extent that any provisions of the interlocal agreement as amended, or any other agreement concerning this matter conflicts with the terms of this Reimbursement Agreement, the terms of this Reimbursement Agreement shall control. 4. This Reimbursement Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one instrument. A signed copy of this Reimbursement Agreement delivered by facsimile, email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Reimbursement Agreement, and such signed copy shall be considered an original signed copy for all purposes. (Signature pages follow this page.) Page 2
IN WITNESS WHEREOF, the parties hereto have duly executed and delivered this Reimbursement Agreement, effective the day and year first set forth above. FIELDSTONE: Fieldstone Community Development District, an independent special district By: As its: NMI: North Manatee Investment, LLC, a Florida limited liability company By: James R. Schier As its Manager Page 3
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 EXHIBIT G UTILITY COST REIMBURSEMENT AGREEMENT (FIELDSTONE; BH MANATEE LLC AND IA MANATEE LLC) vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 15
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT SUPPLEMENTAL ENGINEER S REPORT FOR PHASE 1 AND MORGAN S GLEN INFRASTRUCTURE IMPROVEMENTS April 12, 2019 EXHIBIT H REIMBURSEMENT AGREEMENT (FIELDSTONE AND COMMERCE LAND GROUP LLC FOR HAVAL FARMS) vj v:\2156\active\215613720\civil\report\final_document_report\2019-04-10_fieldstone_cdd_eng_report\rpt_fieldstone_cdd_splmentl-eng_rprt_ph-1_morgans-glen_infrstrctr-imprvmnts_v6_rae_20190412.docx 16
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT Exhibit B- Assessment Methodology Report
SUPPLEMENTAL ASSESSMENT METHODOLOGY REPORT FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT April 12, 2019 Prepared for Board of Supervisors Fieldstone Community Development District Prepared by PFM Financial Advisors, LLC 12051 Corporate Boulevard Orlando, Florida 32817 407-723-5900 `
Supplemental Assessment Methodology Report Fieldstone Community Development District 1.0 Background The Fieldstone Community Development District ( District ) adopted its Master Assessment Methodology on January 11, 2017 pursuant to Resolution 2017-04. On April 12, 2017 the District Court validated $75,000,000 in Capital Improvement Revenue Bonds that the District plans to issue in phases to fund it capital improvement plan ( CIP ). The District s Engineer has issued a Supplemental Engineer s Report for Phase 1 and Morgan s Glen Infrastructure Improvements dated April 12, 2019 as discussed below. This Supplemental Assessment Methodology Report applies the master methodology to the updated Engineer s report and describes the structure of the District s initial financing for Phase 1 of the CIP. 2.0 Revised Master Plan of Improvement The land development plan for the District has changed according to the Master Developer (Parrish Holdings, LLC). In addition, the District has a petition pending to expand its boundaries by 117.309 acres to 697.885 acres ( Expansion Petition ). This supplement assumes that the expansion is approved and incorporates its effects herein. Table 1 summarizes the updated development plan. The plan now 1,279 residential units of various sizes, 40,000 square feet of retail/commercial space, and 20,000 square feet of office space. Figure 1 shows the District and the improvements. Figure 1. Fieldstone and Improvements Contemplated 2
Table 1. Updated Development Plan for the District Area/Phase Lot Width Category Units 1A 40' 119 1A 50' 81 1B 40' 77 1B 50' 58 1C 40' 100 1C 50' 75 1D (West) 60' 56 1D (East) 60' 54 2 TBD 279 Morgan's Glen 45' 60 Morgan's Glen 50' 168 Morgan's Glen TH 152 ======= Total Residential 1,279 Retail/Commercial 40,000 Office 20,000 ======= Total Non-residential 60,000 Source: Master Developer To accommodate the development plan, the District Engineer has updated the CIP. As shown in Table 2 of the Supplemental Engineer s Report, dated April 12, 2019, a portion of the Master Infrastructure Costs provided benefit to other adjacent lands. The allocated costs to third parties total $8,033,609 and have been paid by those third parties to the District. Consequently, while the estimated Total Expenditures reflected in the Supplemental Engineer s Report total $44,351,487, the District s CIP has an estimated total of $36,317,878 ($44,351,487 - $8,033,609) which will be used for purposes of this report as shown in Table 2 herein. The District plans to install the CIP in phases consistent with the timing of the development program displayed in Table 1. The 2019 Project will include all of the master improvements along with the neighborhood improvements for Phase 1A and Phases 1 and 2 of Morgan s Glen at a cost of $21,896,438. The balance of the CIP will be installed in future phases based on market conditions. The CIP includes master improvements, both onsite and offsite, that benefit all of developable land in the District ( Properties ) as well as phase-specific improvements that only benefit particular neighborhoods in the District. In addition, the CIP includes costs for the amenity center and a trail system. These improvements are located and sized to provide special benefits only to Phase 1 of the District inclusive of Phase 1A through 1D (both east and west). 3
Table 2. Summary of Capital Improvement Plan for Fieldstone Capital Improvement Cost Master Infrastructure $2,013,015 Off-Site Roadway Improvements $0 Off-Site Force main $0 Entry Monument $0 Amenity Center PH 1/ Trails $3,082,408 Phase 1 Entry $5,738,806 Phase 1A $1,895,250 Phase 1B $4,624,400 Phase 1C $1,837,000 Phase 1D West $606,540 Phase 1D East $1,889,360 Morgan's Glen PH 1 $6,563,260 Morgan's Glen PH 2 $2,603,700 Morgan's Glen PH 3 $5,464,140 Retail/Commercial $0 Office $0 ============ Total $36,317,878 Source: District Engineer (April 12, 2019), Supplemental Engineer s Report for Phase 1 and Morgan s Glen Infrastructure Improvements" 3.0 Financing Plan The District plans to finance the cost of the CIP by issuing bonds in two or more series. The 2019 Project will be funded from the proceeds of the Series 2019 Bonds. Future bond issues will fund the balance of the CIP. Table 3 presents the bond funding plan. The bonds are structured as standard, municipal, tax-exempt bonds with a one-year debt service reserve. Interest is capitalized for two years. The Underwriter s discount is 2% which pays the Underwriter for purchasing the bonds. The cost of issuance pays for the services of bond counsel, district counsel, financial advisor, and other professionals and the miscellaneous costs associated with issuing bonds. The total volume of bonds is estimated at $46,315,000 well below the $75,000,000 of bond validation and consistent with the par amount of debt approved by the Board pursuant to Resolution 2017-06, approving the final amounts of the special assessments. 4
Table 3. District Financing Plan Category Series 2019 Future Series Total Construction Fund $21,896,438 $14,421,440 $36,317,878 Debt Service Reserve Fund $1,926,551 $1,260,171 $3,186,722 Capitalized Interest Fund $3,080,000 $2,014,650 $5,094,650 Cost of Issuance $560,000 $366,300 $926,300 Underwriter's Discount $400,000 $250,000 $650,000 Rounding $137,011 $2,439 $139,450 =========== =========== =========== Total $28,000,000 $18,315,000 $46,315,000 4.0 Allocating the Costs CIP as Financed to Properties Receiving Special Benefits Based on the Master Methodology 4.1 Overview As noted above, the District has adopted its Master Methodology to allocate the costs of the CIP (the Assessments ), as financed, to properties ( Properties ) in the District that receive special benefits (as discussed below) from the installation of the District s CIP. At the outset, the allocation is based on the projected land uses the Landowner plans for the Properties in the District as shown in Table 1. However, until either: (a) parcels of land along with their development entitlements are sold or (b) plats are filed, the precise land uses are unknown. Therefore, the District initially will impose the Assessments on a per gross acre basis on the unsold and unplatted developable property in the District. The numerical analysis provided below is illustrative of the assessment methodology. Since actual costs may vary from the estimates, the actual figures may change as information becomes available. However, the information provided here is the best available at this time. There is one important proviso. The debt per acre on the developable property that remains unplatted in the District is not allowed to increase above its Ceiling Amount. The Ceiling Amount is set whenever the District issues debt. It is calculated by dividing the unplatted developable acres in the District into the debt allocated to the unplatted developable land. In addition, this requirement will be tested at four intervals based upon the percentage of total acres that are developed. The intervals are when 25%, 50%, 75% and 90% of the gross acres are platted. 5
4.2 Requirements of a Valid Assessment Methodology Valid special assessments under Florida law require two things. First, the properties assessed must receive a special benefit from the improvements paid for via the assessments that exceeds the burden of the debt placed upon them. Second, the assessments must be fairly and reasonably allocated to the properties being assessed. If these two characteristics of valid special assessments are met, Florida law provides wide latitude to legislative bodies, such as the District s Board of Supervisors in approving special assessments. Indeed, Florida courts have found that mathematical perfection is probably impossible, but if reasonable people disagree the assessment will be upheld. Only if the Board was to act in an arbitrary, capricious or grossly unfair fashion would its assessment methods be overturned. 4.3 Special Benefits and General Benefits The District s creates both: (1) special benefits to the Properties and (2) general benefits to properties outside the District. However, as discussed below, these general benefits are incidental in nature and are readily distinguishable from the special benefits which accrue to the Properties in the District. The CIP enables the Properties to be developed. Without the CIP there would be no infrastructure to support development of the Properties in the District. There is no doubt that the general public, and property owners outside the District, will benefit from the CIP. However, these benefits are incidental to CIP, which is designed solely to meet the needs of the Properties in the District. Lands outside the District do not depend upon the CIP to obtain, or to maintain, their development entitlements. This fact alone clearly distinguishes the special benefits which developable property in the District receives compared to property lying outside of the boundaries of the District. As described in Table 3, the estimated cost of the CIP as funded totals $46,315,000. Since the District comprises 697.885 gross acres, the cost per gross acre in the District is $66,365 on a debt financed basis. As discussed in more detail below, at the time all of the Properties are developed according to the land plan in Table 1, the developed Properties will have absorbed all of the debt that was initially allocated on a gross acre basis. 6
Therefore, the proper analysis of the special benefit to the Properties in the District planned for development is to compare the current value of the property to be developed to the expected future value of the property after the total CIP is installed. As demonstrated below, the installation of the infrastructure will generate benefits well in excess of its $66,365 per acre cost by boosting the market value of the now undeveloped property well above the current land value (as described below) plus the cost of the infrastructure. Table 4 demonstrates the expected special benefit to the Properties from the installation of the CIP. The development plan shown in Table 1 projects 1,279 residential units developed. Since the District comprises 697.885 gross acres, the plan is for a density of 1.83 units per acre. Based on current market pricing, the estimated average market price of residential units to be developed in the District is $350,000. On average a finished building lot is valued at 25% of the total home and lot package. This produces an estimated finished lot value of $87,500. The CIP has a total cost as financed of $46,315,000 for 1,279 lots, thus the cost to produce a finished lot is $36,212. The market value of the land, as improved by the CIP, is then estimated as the difference between the value of the finished lot of $87,500 and the cost of the improvements of $36,212 resulting in a residual value for the land, as improved, of $51,288. The foregoing market value is subject to change based on the final pricing details of the District s bond issues and the market value of the homes to be built on the Properties. According to the Master Developer, the 697.885 acres of land that comprise the District was purchased for $9,228,679. The development program produces a density of 1.83 units per acre, so the land value per unit for the lots is $7,216. Therefore, the District s CIP will provide a special benefit to the Properties. The cost of the raw land at an expected density of 1.83 units per acre is $7,216 per lot. The net increase in the market value of the lots once improved by the District s CIP is estimated at $44,072 after deducting the cost of the land before the improvements (ie. $51,288 - $7,216 = $44,072). This demonstrates the special benefits generated by the CIP to the Properties. 7
Table 4. Increase in Market Value from the Installation of the District s Capital Improvement Plan as Financed Category Amount Units 1,279 District Acreage 697.885 ======== Units/Acre 1.83 Average Price $350,000 Finished lot $87,500 Cost per lot $36,212 ======== Remainder $51,288 Land Cost $9,228,679 Acres 697.885 Cost/Acre $13,224 Cost/DU/Lot $7,216 ======== Net Benefit $44,072 4.4 Allocating the Cost of the CIP to the Properties As noted above, the District has adopted its Master Assessment Methodology. The methodology uses the equivalent residential unit ( ERU ) method. In the master report the standard unit is a single-family unit with a lot having front footage ranging from 41 to 51 which was allocated 1 ERU. Single-family homes on larger lots were assigned higher ERU counts. For example, single-family homes on lots with front footage ranging from 52 to 61 are assigned 1.2 ERU, and homes on larger lots are assigned 1.4 ERU per unit. Single-family homes on lots up to 40 in frontage are assigned 0.8 ERU per unit. Townhomes are allocated 0.7 ERU per unit, and multifamily units were determined to be 0.5 ERU per unit. As noted above, the Assessments are first allocated to the Properties on a gross acreage basis. As land is sold and platted, or as land is sold by the Master Developer along with its entitlements, the Assessments will be allocated from a gross acreage basis to the platted lots on an ERU basis, depending on the number and type of unit(s) to be located on such lots. Table 5 shows the assignment of ERUs to the land use plan anticipated for the District as shown in Table 1. There is a total of 1,246 ERUs based on the land plan. 8
Table 5. Assignment of ERUs to Properties Area/Phase Lot Width Category Units ERU/Unit ERUs 1A 40' 119 0.8 95 1A 50' 81 1.0 81 1B 40' 77 0.8 62 1B 50' 58 1.0 58 1C 40' 100 0.8 80 1C 50' 75 1.0 75 1D (West) 60' 56 1.2 67 1D (East) 60' 54 1.2 65 2 TBD 279 1.0 279 Morgan's Glen 45' 60 1.0 60 Morgan's Glen 50' 168 1.0 168 Morgan's Glen TH 152 0.7 106 ======= ======= Total Residential 1,279 1,196 Retail/Commercial 40,000 0.001 40 Office 20,000 0.0005 10 ======= ======= Total Non-residential 60,000 50 ======== Grand Total 1,246 9
All Properties benefit from master infrastructure and each is allocated a pro rata share of the master infrastructure depending upon their ERU assignment. All Properties in Phase 1 (including Phases A, B, C and D) benefit from the amenity center and the trail system designed for Phase 1. In addition, each neighborhood benefits from district-installed infrastructure that specifically benefits each particular neighborhood (essentially subdivision type infrastructure). Table 6 displays the costs for each category of infrastructure and the number of ERUs that specially benefit. The costs were derived from the District Engineer s recent report. For example, as Table 6 shows, the cost for Master Infrastructure Improvements is $2,013,015 according to the District Engineer s Report of April 12, 2019. This is master infrastructure benefitting all the Properties. The total ERU count as shown in Table 5 is 1,246, so the cost per ERU is $1,615. When financed as anticipated in Table 3, the cost per ERU for Master Infrastructure Improvements is $2,060. Each infrastructure component specially benefits one or more areas of the District. Based on the cost per ERU as financed, Table 7 presents the Assessments to the Properties. The values in Table 7 will be used to allocate Assessments to the Properties as platting or sale by the master developer occurs. 10
Table 6. Infrastructure Costs and Specially Benefitting ERUs Capital Improvement Cost ERUs Benefitted Cost/ERU Cost/ERU as Financed Master Infrastructure $2,013,015 1,246 $1,615 $2,060 Neighborhood Specific Amenity Center PH 1/ Trails $3,082,408 583 $5,289 $6,745 Phase 1 Entry $5,738,806 583 $9,847 $12,557 Phase 1A $1,895,250 176 $10,756 $13,717 Phase 1B $4,624,400 120 $38,666 $49,309 Phase 1C $1,837,000 155 $11,852 $15,114 Phase 1D West $606,540 67 $9,026 $11,510 Phase 1D East $1,889,360 65 $29,157 $37,183 Phase 2 $0 279 $0 $0 Morgan's Glen PH 1 $6,563,260 168 $39,067 $49,821 Morgan's Glen PH 2 $2,603,700 60 $43,395 $55,340 Morgan's Glen PH 3 $5,464,140 106 $51,355 $65,491 Retail/Commercial $0 40 $0 $0 Office $0 10 $0 $0 ============ Total $36,317,878 11
Table 7. Assessments to the Properties Benefitted Property Assessment Estimated Annual Debt Service Administrative Charges Total Annual Assessment Phase 1A $6,180,989 $425,285 $36,981 $462,267 Phase 1B $8,452,278 $581,562 $50,571 $632,133 Phase 1C $5,653,824 $389,014 $33,827 $422,841 Phase 1D West $2,209,048 $151,994 $13,217 $165,211 Phase 1D East $3,793,717 $261,028 $22,698 $283,726 Phase 2 $574,731 $39,545 $3,439 $42,983 Morgan's Glen PH 1 $8,715,985 $599,707 $52,148 $651,855 Morgan's Glen PH 2 $3,444,011 $236,967 $20,606 $257,572 Morgan's Glen PH 3 $7,187,419 $494,533 $43,003 $537,536 Retail/Commercial $82,399 $5,669 $493 $6,162 Office $20,600 $1,417 $123 $1,541 ======== ======== ======== ======== Total $46,315,000 $3,186,722 $277,106 $3,463,828 Benefitted Property Estimated Assessment per Unit Annual Debt Service/Unit Administrative Charges/Unit Total Annual Assessment/Unit Phase 1A $30,904.95 $2,126.43 $160.05 $2,286.48 Phase 1B $62,609.47 $4,307.87 $324.25 $4,632.12 Phase 1C $32,307.56 $2,222.93 $167.32 $2,390.25 Phase 1D West $39,447.28 $2,714.19 $204.29 $2,918.48 Phase 1D East $70,254.01 $4,833.85 $363.84 $5,197.69 Phase 2 $2,059.97 $141.74 $10.67 $152.41 Morgan's Glen PH 1 $51,880.86 $3,569.68 $268.69 $3,838.37 Morgan's Glen PH 2 $57,400.19 $3,949.44 $297.27 $4,246.71 Morgan's Glen PH 3 Retail/Commercial Office $47,285.65 $3,253.51 $244.89 $3,498.40 $2.06 $0.14 $0.01 $0.15 $1.03 $0.07 $0.01 $0.08 4.6 True Up Mechanism The true up mechanism provides a critical safeguard in the assessment process preventing a buildup of debt on undeveloped property. The mechanism has two parts: (1) establishment of the Ceiling Amount and (2) application of the test to assure the Ceiling is not exceeded. 12
The Ceiling Amount is established whenever the District issues debt by dividing: (a) the debt that is not allocated to platted properties by (b) the number of unplatted and developable acres. For example, if the District had $100 of debt that was not allocated to platted properties and 10 acres of unplatted and developable gross acres, the Ceiling Amount would be $10 per acre. Each time the District issues debt, the Ceiling Amount is reset according to the formula outlined previously. As noted in Table 5, the District envisions issuing $46,315,000 in Bonds to fund its CIP. If issued the Ceiling Amount would be initially established at $66,365 per acre ($46,315,000 / 697.885 acres) The second part of the process is the application of the test to assure that a plat does not cause the debt on the remaining unplatted and developable acres to exceed the Ceiling Amount. The test is conducted at the platting thresholds of 25%, 50%, 75% and 90% based on gross acreage. Table 8 displays the timing for these tests. Table 8: Stage of Development for True Up Test Category 25% 50% 75% 90% Cumulative Acres 174.47 348.94 523.41 628.10 Unallocated Acres 523.41 348.94 174.47 69.79 6.0 Tax Roll Table 9 presents the assessment tax roll for the District s financing plan. The administrative fees of 8% cover the costs the District must pay to the Manatee County Property Tax Assessor (a maximum of 2%) and Property Tax Collector (a maximum of 2%) to enable the District to collect its assessments along with all other property taxes (ie. via the Uniform Method). The administrative fee also accounts for the potential that property owners can pay their property taxes early, and thereby obtain a discount of up to 4%. Appendix A contains the legal description for the Fieldstone Parcel and for the Fieldstone Expansion Parcel. 13
Table 9. Tax Roll Tax Identification Number Acres Par Debt Annual Assessment Administrative Fees Total Annual Assessment Fieldstone Parcel 580.58 $38,530,077 $2,651,077 $199,543 $2,850,620 Fieldstone Expansion Parcel 117.305 $7,784,923 $535,645 $40,317 $575,962 ======== =========== =========== =========== =========== Total 697.885 $46,315,000 $3,186,722 $239,861 $3,426,582 7.0 Methodology for Allocating Operations and Maintenance Expenses The methodology proposed to allocate the annual costs of the District s operations and maintenance budget ( O&M ) utilizes the same ERU approach as used for the Assessments. As discussed more fully below, the O&M budget is first divided into two functional parts: (a) administrative expenses and (b) operating expenses. All properties in the District that receive special benefits from the CIP share in the administrative costs of the District on a pro rata ERU basis. However, only those properties that are platted into lots receive special benefit from the District s field operations including landscape maintenance and similar activities. The O&M assessment methodology consists of 9 steps. (1) Determine the number of ERUs in the District as per the Master Assessment Methodology. At this time there are 1,246 ERUs. (2) Determine if any Properties have been platted into lots. (3) If none of the Properties have been platted into lots prior to the publication of the District s budget, then the divide the entire O&M budget by the number of ERUs as per step #1. (4) The cost allocated to any Property is equal to its ERUs times the O&M cost per ERU as determined in step #3. (5) If any Property has been platted into lots, then divide the O&M budget into its two parts: (a) professional expenses and administrative ( $ADM ) and (b) field operations ( $FO ). (6) Determine the number of ERUs associated with the development of those Properties that have been platted into lots as of the date of publication of the District s O&M budget ( #PERU ). 14
(7) Determine the cost per ERU for the administrative portion of the O&M budget by dividing the administrative cost ($ADM) by the total number of ERU in the Master Assessment Methodology (#ERU). The formula is therefore: $ADM/#ERU = Administrative cost per ERU. (8) Determine the cost per ERU for the field operations by dividing the field operation portion of the O&M budget by the number of ERUs having been platted into lots at the time the budget is published. The formula is therefore: $FO/#PERU = Field cost per ERU. (9) The cost allocation to any Property for its share of the O&M budget is: (a) the Administrative cost per ERU as per step #7 times the number of ERUs for the Property plus (b) the Field cost per ERU as per step #8 times the number of ERUs for the Property that has a PERU. 15
Appendix A Legal Description 16
FIELDSTONE COMMUNITY DEVELOPMENT DISTRICT Exhibit C- Lands Legal Description
All lots and lands adjoining and contiguous or bounding and abutting the Improvements or specially benefitted thereby and further designated by the assessment plat, as hereinafter provided, including the following described lands: THIS IS NOT A SURVEY EXHIBIT C, SERIES 2019 BOND ISSUANCE LANDS FOR FIELDSTON COMMUNITY DEVELOPMENT DISTRICT SECTIONS 17, 18, 19, 20 AND 30, TOWNS IP 33 SOUTH, RANGE 19 EAST MANATEE COUNTY, LORIDA,-: ---- I I 1.3 1.8 24 1.9 --1 I I I I --- I --1 SHEET4 PARCEL 2 1.8 17 19 20 T ---- I I I I Sheet _1_ of_!_!_