HomeMy WebLinkAboutContract 51261-CA3CITY SEC RETARY
CONSENT TO ASSIGNMENT OF -~><'JTRACTNO. B}Q(gl-CA:-3
TAX ABATEMENT AGREEMENT
(CITY SECRETARY CONTRACT NO. 51261 AND AS AMENDED BY
CITY SECRETARY CONTRACT NO. 51261-Al)
This CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NO.
51261 ("Consent") is made and entered into by and between the CITY OF FORT WORTH
("City"), a home rule municipal corporation organized under the laws of the State of Texas, and ALL
STORAGE WALSH RANCH, LLC ("Assignor" or "Owner"), and LUXIA RIVER EAST,
LLC(" Assignee").
The following introductory provisions are true and correct and form the basis of this Consent:
A. On or about August 23, 2018, the City and Legacy Scenic, LP ("Legacy Scenic") entered into
that certain Tax Abatement Agreement on file in the City Secretary's Office as City Secretary
Contract No . 51261 (the "Agreement"). Under the Agreement, Legacy Scenic agreed to construct a
398 unit multifamily apartment complex and parking garage (the "Required Improvements") on
certain land in the City (the "Land") in return for a 5-year real property tax abatement oh
~
improvements located on the Land (the "Abatement"), all as more specifically set forth in th_e
Agreement. The Abatement was granted pursuant to the City's Neighborhood Empowerment Zon~
Policy ("NEZ Policy").
B. Legacy Scenic sold its interest in the Land and Required Improvements to Jefferson Oakhurst
Scenic, LLC ("Jefferson"), which was approved by Legacy Scenic, Jefferson and M&C C-28763
pursuant to that certain Consent to Assignment of Tax Abatement Agreement (City Secretary
Contract No. 51261) dated effective as of October 19, 2018 , CSC No. 51261-CAI.
C. Jefferson sold its interest in the Land and Required Improvements to Assignor, which was
approved by Legacy Scenic, Assignor and M&C 22-0010 pursuant to that certain Consent to
I
Assignment of Tax Abatement Agreement (City Secretary Contract No. 51261) dated effective as of
January 11 , 2022, CSC No. 51261-CA2.
D. Assignor has sold its interest in the Land and Required Improvements to Assignee and desires
to assign all right, title and interest in the Agreement to Assignee . Under Section 6 of the Abatement
Agreement, Assignor may not assign this Agreement and all or any portion of the benefit~
provided hereunder to an Affiliate without the consent of the City. The City granted approval on
June 26 , 2018, M&C C-28763. Such Agreement is dated effective as of August 23,2018, CSC No.
51261.
NOW THEREFORE, in consideration of the mutual terms and conditions herein containec;l
and other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereby agree as follows:
1. The City hereby consents to an assignment by Assignor to Assignee of all right, title and
interest granted to Assignor by the Agreement, effective as ofN ovember 18, 2022 ("Effective
Consent Date").
Consent to Assignment of Tax Abatement Agreement #51261
from ALL STORAGE WALSH RANCH, LLC to LUXIA RIVER EAST, L
Approved by M&C C-28763 on June 26, 2018
1
OFFICIAL RECORD
ITV SECRETARY
FT. WORTH, TX
2. The City consents to such assignment expressly upon the promise and covenant by Assignee ,
and Assignee hereby promises and covenants to the City that as of the Effective Consent Date
Assignee will comply with all duties and obligations of Owner set forth in the Agreement.
3. Assignee understands and agrees that no act or omission of Assignor, whether on, before or
after the Effective Consent Date , will serve to mitigate (i) any Abatement Amounts, Terms
and Conditions set forth in Sections 2 and 4 of the Agreement or (ii) any Event of Default set
forth in Section 5 of the Agreement.
4. Nothing in this Consent shall be deemed to grant Assignee any rights under the Agreement
that are an addition to or greater than those of the Owner thereunder.
5. All terms in this Consent that are capitalized but not defined shall have the meanings assigned
to them in the Agreement.
IN WITNESS WHEREOF , the parties have executed this Assignment as of the Effective Consent
Date . :s
CITY OF FORT WORTH
c:s=~a
Fernando Costa
Assistant City Manager
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Fernando Costa,
Assistant City Manager of the CITY OF FORT WORTH, a municipal corporation, known to me to
be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged
to me that the same was the act of the said CITY OF FORT WORTH , TEXAS , a municipal
corporation, that he was duly authorized to perform the same by appropriate Mayor and Council
Communication of the City Council of the City of Fort Worth and that he executed the same as the
act of the said City for the purposes and consideration therein expressed and in the capacity therein
stated.
AND SEAL OF OFFICE this r;),/ day of
otary Public in and for
the State of Texas
Consent to Assignment of Tax Abatement Agreement #51261
from ALL STORAGE WALSH RANCH, LLC to LUXIA RIVER EAST, LLC
Approved by M&C C-28763 on June 26 , 2018
2 ·t
ATTEST:
FORM AND LEGALITY:
Sr. ssistant City Attorney
M & C: C-28763
ASSIGNOR: ALL S E WALSH RANCH, LLC, a Texas limited liability company
Name: Mark McDowell __ ...:=.==:....::.;..:==--=--"-'~------
Title:
Name: Mark McDowell __ ...:=.==c..=..==..:::...c..:--=-=------
Title: Vice President __ __,...c--=-=-c"---=--'c.=.====-...------
All correspondence/contact for Assignee is as follows:
Luxia River East, LLC
c/o Regional Management Co. Inc.
82 Armstrong Drive
Mustang , OK 73064
Attn: Mark McDowell
Phone :405-376-4509
Email: tracie@regionalmgt.com
Consent to Assignment of Tax Abatement Agreement #51261
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
from ALL STORAGE WALSH RANCH , LLC to LUXIA RIVER EAST, LLC
Approved by M&C C-28763 on June 26, 2018
3
STATE OF OKLAHOMA §
COUNTY OF CANADIAN §
B EF ORE ME, the undersigned authority, on this day personally appeared Mark McDowell, Ex ecutive
Vice President of ALL STORAGE WALSH RANCH, LLC, a Texas limited liability company and as
Vice President of LUXIA RIVER EAST, LLC a Delaware limited liability company, known to me to
be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he
ex ecuted the same for the purposes and consideration therein expressed, in the capacity therein stated
and as the act and deed of JEFFERSON OAK.HURST SCENIC, LLC and LUXIA RIVER EAST, LLC.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 24th day of February
202 ~ ,,-------:
Notary Public in and ~
the State of Oklahoma
Consent to Assignment of Tax Abatement Agreement #51261
from ALL STORAGE WALSH RANCH, LLC to LUXIA RIVER EAST, LLC
Approved by M&C C-28763 on June 26, 2018
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CERTIFICATE OF INTERESTED PARTIES
FORM 1295
lof 1
Complete Nos. 1 -4 and 6 if there are interested parties . OFFICE USE ONLY
Complete Nos. 1, 2 , 3 , 5, and 6 if there are no interested parties . CERTIFICATION OF FILING
1 Name of business entity filing form, and the city, state and country of the business entity 's place Certificate Number:
of business. 2023-993104
Luxia River East, LLC
Mustang , OK United States Date Filed :
2 Name of governmental entity or state agency that is a party to the contract for which the form is 03/09/2023
being filed.
City of Fort Worth, Texas Date Acknowledged:
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
51261 & 51261-lA
TAX ABATEMENT
Nature of interest
4 Name of Interested Party City, State, Country (place of business) (check applicable)
Controlling Intermediary
SCHUMINSKY MULTIFAMILY LLC MUSTANG , OK United States X
SCHUMINSKY REAL ESTATE HOLDINGS LLC MUSTANG, OK United States X
SCHUMINSKY, JAY LOS ANGELES , CA United States X
MCDOWELL, MARK MUSTANG , OK United States X
5 Check only if there is NO Interested Party. □
6 UNSWORN D ECLARATION
My name is MARK MCDOWELL , and my date of birth Is 03/01/1957
My address is 82 W. ARMSTRONG DRIVE MUSTANG ,__QK._, 73 064 USA
(street) (city) (state) (zip code) (country)
I deda,o ,ode, pem,Jty of perj"cy ~" ~, 1,,..,,1c,g is truo ,nd oorr,ct ~
Executed in CANADIAN county, State of OK 'A OMA , on the 9th day of MARCH 20 23 . I~ -. -
Y1
(month) (yea r)
'-?',
Signatur~horized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Comm1ss1on www.eth1cs .state.tx.us Version V3 .5.1.3ac88bc0
Mic Rev ie"tv
Off1c1al s,te of the City of fort Wortl1, Texas
CITY COUNCIL AGENDA
COUNCIL ACTION: Approved on 6/26/2018
DATE:
CODE:
6/26/2018 REFERENCE C-28763
NO.:
C TYPE: NON-
CONSENT
LOG NAME: 19NEZJEFFERSONOAKHURST
PUBLIC
HEARING: NO
SUBJECT: Authorize Execution of a Five-Year Tax Abatement Agreement with Legacy Scenic,
LP , and Assignment After Closing to Jefferson Oakhurst Scenic , LLC , to Construct a
398 Residential Unit Complex Located on Oakhurst Scenic Drive Between East
Belknap Street and Akers Avenue in the Six Points Neighborhood Empowerment Zone
and Permit Certain Paymen t s to the Fort Worth Housing Finance Corporation to
Satisfy Affordable Housing Requirements (COUNCIL DISTRICT 9)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a five-year Tax Abatement
Agreement with Legacy Scenic , LP , and assignment after closing to Jefferson Oakhurst Scenic ,
LLC , to construct a 398 residential unit complex located on Oakhurst Scenic Drive Between East
Belknap Street and Akers Avenue in the Six Points Neighborhood Empowerment Zone , in
accordance with the Neighborhood Empowerment Zone Tax Abatement Policy and Basic
Incentives and permit certain payments to the Fort Worth Housing Finance Corporation to satisfy
affordable housing requirements ,
DISCUSSION:
Legacy Scenic, LP (Property Owner), is the owner of property located at Abstract 958 , Tracts 32 ,
32A, 32B , 33 , 34 , 35B , 37 , 37 A , 37C , 41 D , 57 A, 57B & 57C , John Little Survey , Lots 3 and 4 ,
Block 1 and Lots 3-8 , 9 & 10 , 11 & 12 , 13 & 14, 15 & 16, 19 & 20 , 21 & 22 and 23 & 24 , Block 2 ,
Cliff Addition , Lots 7 & 8 , 9 , 10 , 13 & 14, Block 1, Akers & Aikman Addition and Lot A, McGinnis
Tract Subdivision , to the City of Fort Worth , Tarrant County , Texas . The property is located within
the Six Points Neighborhood Empowerment Zone (NEZ).
The Property Owner plans to sell the property to Jefferson Oakhurst Scenic , LLC who will invest
an estimated amount of $47 ,570 ,680 .00 to construct a 398 residential unit complex (Project). The
Neighborhood Services Department reviewed the application and certified that the Project met the
eligibility criteria to receive a Municipal Property Tax Abatement. The NEZ Tax Abatement Policy
and Basic Incentives includes a five-year municipal property tax abatement on the increased value
of improvements to the qualified owner of any new construction or rehabilitation within the NEZ .
A multi-family project located in a NEZ must satisfy one of the following for a five-year tax
abatement:
At least 10 percent of the total units constructed or rehabi litated shall be affordable (as defined by
the U ,S . Department of Hous ing and Urban Development) and set aside to persons w ith incomes
at or below 80 percent of area median income based on family s ize a nd at least another 10
pe rcent of the total units constructed or rehabilitated shall be affordable (as defined by the U .S .
Department of Housing and Urban Development) and set aside to persons with incomes at or
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FORT WORTH
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M CReview
below 60 percent of area median income based on family size ; or
If specifically permitted by the City Council , in its sole discretion and as specified in the Tax
Abatement Agreement , pay the Fort Worth Housing Finance Corporation an annual sum equal to
$200 .00 for each rental residential unit located on the property which is subject to the tax
abatement. The Fort Worth Housing Finance Corporation is a housing finance corporation
created pursuant to authorization by the City Council of the City of Fort Worth in accordance with
Chapter 394 , Texas Local Government Code , to assist in the financing of the costs of residential
development and ownership for citizens of decent, safe and sanitary housing at affordable prices .
The developer is requesting the option to pay the Fort Worth Housing Finance Corporation the
annual sum in lieu of setting aside the affordable units and Staff recommends approval of this
request.
Upon execution of the Agreement , the total assessed value of the improvements used for
calculating municipal property tax will be frozen for a period of five years starting January 2021 at
the estimated pre-improvement value , as defined by the Tarrant Appraisal District (TAD) in 2018 ,
after demolition of any existing buildings so the pre-improvement value for tax abatement
purposes will be $0 .00.
The Municipal Property Tax Abatement on the improved value of the Project after construction is
estimated in the amount of $382,944 .00 per year for a total in the estimated amount of
$1 ,914 ,720 .00 over the five-year period. However, this estimate may differ from the actual tax
abatement value , which will be calculated based on the Tarrant Appraisal District appraised value
of the property.
The Tax Abatement Agreement may be assigned to an affiliate of Jefferson Oakhurst Scenic, LLC ,
without the consent of the City Council. If the property is sold to a new owner, other than an
affiliate , the Agreement may be assigned only with City Council approval and provided that the
new owner meets all of the eligibility criteria as stated in the NEZ Tax Abatement Policy and Basic
Incentives .
This property is located in COUNCIL DISTRICT 9 .
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendations an estimated
$1 ,914 ,720 .00 in property taxes will be abated over the five year period from 2021-2026 . This
amount will be included in the City's five year financial forecast.
IQ
Fund Department Account Project
ID ID
FROM
Fund Department Account Project
ID ID
Submitted tor City Manager's Office by:
Originating Department Head:
Program Activity Budget
Year
Program Activity Budget
Year
Fernando Costa (6122)
Aubrey Thagard (8187)
Reference#
(Chartfield 2)
Reference#
(Chartfield 2)
http://apps.cfwnet.org/council _packet/mc _review.asp ?ID =260 I l &counci ldate=6/26/20 18(06/27 /2018 I 0:4 1 :2 0 AM]
Amount
Amount
M C •Revie
Additional Information Contact: Sarah Odle (7316)
ATTACHMENTS
11 Form 1295 Certificate 100369811 -Legacy Scenic pdf
12 Form 1295 Certificate 100369104 (1) -JPl.pdf
6. Oakhurst Colored Site Piao pdf
JPI Oakhurst v1 picture pdf
Oakhurst Scenic Map for Council pdf
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