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HomeMy WebLinkAbout065066-A1 - General - Contract - Wistron Infocomm (USA) CorporationCSC No. 65066 -Al AMENDMENT NO.1 TO TAX ABATEMENT AGREEMENT THIS AMENDMENT NO. 1 TO TAX ABATEMENT AGREEMENT ("Amendment") is entered into by and between the CITY OF FORT WORTH, a Texas home -rule municipal corporation ("City"), and WISTRON INFOCOMM (USA) CORPORATION, a Texas corporation ("Company"). RECITALS A. On April 20, 2026, City and Company entered into a 10 -year Tax Abatement Agreement ("Agreement"), as authorized by the City Council (M&C 25-0583 — City Secretary Contract No. 65066), to incentivize investment and development of Company's electronics manufacturing and design facilities at two Project Sites within the City of Fort Worth. B. The Agreement is made a part of this Amendment and capitalized terms and section references used herein shall have the same meanings ascribed them in the Agreement unless otherwise indicated in this Amendment. C. The Agreement includes certain commitments and obligations that the Company must meet by dates certain in order to receive tax abatements from the City. D. Pursuant to the Agreement and among other obligations and commitments, Company is obligated to: (i) employ and retain a total of at least 634 New Full-time Jobs at PS1 and 254 New Full-time Jobs at PS2 by December 31, 2026; (ii) expend, or cause to be expended, at least $80 million in Construction Costs for PS1 and receive a permanent Certificate of Occupancy and at least $32 million in Construction Costs for PS2 and receive a permanent Certificate of Occupancy by June 30, 2026; and (iii) locate or install TBPP having a value of at least $411 million on PS1 and TBPP having a value of at least $164 million on PS2 by January 1, 2027 (collectively, "Company Commitments"). E. On May 21, 2026, Company, pursuant to Section 19 of the Agreement, provided the City with written notice requesting 12 -month administrative extensions of the respective completion dates of the Company Commitments. F. Pursuant to Section 19 of the Agreement, the City Manager, at the City Manager's sole discretion, may grant one or more administrative extensions of required completion dates without further action by the City Council via an amendment to the Agreement. G. The City Manager, based on information provided by the Company, has determined that granting 12 -month extensions of the respective completion dates for the Company Commitments is consistent with generating economic development and increased employment opportunities within the City. [remainder of page intentionally left blank] OFFICIAL RECORD CITY SECRETARY Amendment No. 1 to Tax Abatement Agreement — Wistron FT. WORTH, TX Page 1 of 3 NOW, THEREFORE, City and Company agree as follows: 1. Pursuant to Section 19 of the Agreement, Section 2 "DEFINITIONS," of the Agreement is hereby revised in the following manner: "Completion Date — PS1 JS and PS2 JS" now means December 31, 2027. "Completion Date — PSI RPI and PS2 RPI" now means June 30, 2027. Completion Date — PSI TBPP and PS2 TBPP" now means January 1, 2028. "First Operating Year" now means 2028. "Second Operating Year" now means 2029. 2. The City hereby ratifies and confirms that the Company's written request dated May 21, 2026, for 12 -month administrative extensions of the respective completion dates shall be considered timely and effective for all purposes under the Agreement, and the City waives any notice -timing requirement in Section 19 of the Agreement solely with respect to the extensions granted by this Amendment. 3. City and Company acknowledge and agree that all other provisions of the Agreement not amended in this Amendment remain unchanged and in full force and effect, and this Amendment and the Agreement shall be construed together as one Agreement. 4. City and Company each possess all requisite consents, approvals or authorizations to execute and deliver this Amendment in each and all capacities stated herein. City and Company each hereby represent and warrant that the execution, delivery, and performance of this Amendment has been duly authorized and is a legal, valid, and binding agreement of each respective party, enforceable in accordance with its terms. 5. This Amendment may be executed in one or more counterparts which, taken together, shall constitute one and the same instrument and will become effective on the date indicated above. This Amendment may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. This Amendment is effective as of the last dated signature indicated below. [signature pages follow] Amendment No. 1 to Tax Abatement Agreement — Wistron Page 2 of 3 CITY OF FORT WORTH: Dana Bur hdoff Dana Burghdoff (Sep 8, 6 10:31:10 CDT) Dana Burghdoff, Assistant City Manager Signed on this the day of WISTRON INFOCOMM (USA) CORPORATION: By: Signature 4ckiZ7 4v)J Printed Name , 2026. -F v Title Signed on this the day of , 2026. _� ✓r City Internal Processes Approv ' R commended: By: Jessic Rogers (Sep 1, 2026 15:39:06 CDT) Jessica Rogers, Economic Development Director Approved as to form and legality: Trey Qualls, Asst. City Attorney Amendment No. I to Tax Abatement Agreement — Wistron Page 3 of 3 Contract Compliance Manager: By signing this I acknowledge that I am person responsible for the monitoring and administration of this Agreement, including ensuring all performance and reporting requirements. Cherie Gordon (Sep 1, 2026 15:35:15 CDT) By: Cherie Gordon, Economic Development Coordinator City Secretary: Janette Goodall, City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of1 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 Certificate Number: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. 2025-1315193 Wistron InfoComm (USA) Corporation El Paso, TX United States Date Filed: 05/27/2025 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Fort Worth 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. WistronTA Tax Abatement Agreement 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary Wistron Corporation - Registered Office Zhubei City Taiwan Taiwan, X Wistron Corporation - Hsinchu Branch Office Hsinchu Taiwan Taiwan, Province X Wistron Corporation - Headquarters, NeiHu Taipei Taiwan Taiwan, Province of X Wistron Corporation - Hsichih Office New Taipei City Taiwan Taiwan, X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION Barry Pisano - ADP, Inc. / Consultant to Business Entity My name is , and my date of birth is My address is 6 Sunset Court Freehold NJ 07728 USA (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Middlesex Executed in County, State of NJ , on the 27th day of May 20 25 (month) (year) Rn ICJ .v�+.TV Signature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V4.1.0.e02d6221 City of Fort Worth, Texas Mayor and Council Communication DATE: 06/24/25 M&C FILE NUMBER: M&C 25-0583 LOG NAME: 17WISTRON TA SUBJECT (CD 10) Conduct Public Hearing and Adopt Ordinance Designating Tax Abatement Reinvestment Zone No. 113 and Tax Abatement Reinvestment Zone No. 114. Authorize Execution of a Ten -Year Tax Abatement Agreement with Wistron InfoComm (USA) Corporation, its Parent Company, or an Affiliate, for Development of Two Electronics Manufacturing Facilities to be Located on Properties at 15200 Heritage Parkway, Fort Worth, Texas and at 14601 Mobility Way, Fort Worth, Texas, Both in Denton County, in Tax Abatement Reinvestment Zones 113 and 114, Respectively (PUBLIC HEARING - a. Staff Available for Questions: Cherie Gordon; b. Public Presentations; c. Council Action: Close Public Hearing and Act on M&C) RECOMMENDATION: It is recommended that the City Council: 1. Conduct a public hearing concerning the designation of Tax Abatement Reinvestment Zone No. 113 and Tax Abatement Reinvestment Zone No. 114, City of Fort Worth, Texas, Denton County, for properties located at 15200 Heritage Parkway and 14601 Mobility Way, respectively, for the development and operation of electronics manufacturing facilities for Wistron InfoComm (USA) Corporation, Parent Company, or an Affiliate; 2. Authorize the execution of a ten-year tax abatement agreement with Wistron InfoComm (USA) Corporation, parent company, or affiliate for the development and operation of two electronics manufacturing facilities to be located on properties at 15200 Heritage Parkway, Fort Worth, Texas and at 14601 Mobility Way, Fort Worth, Texas both in Denton County, in Tax Abatement Reinvestment Zones 113 and 114, respectively; and 3. Find that the terms of, and the property subject to, the Tax Abatement Agreement meet the criteria and guidelines set forth in the City of Fort Worth's General Tax Abatement Policy (Resolution No. 5709-02-2023). 4. Find that the intended improvements, which are set forth in more detail below, are feasible and practical and would be a benefit to the land to be included in Tax Abatement Reinvestment Zone No. 113 and Tax Abatement Reinvestment Zone No. 114 and to the City after the expiration of any tax abatement agreements; and 5. Adopt the attached ordinance designating Tax Abatement Reinvestment Zone No. 113 and Tax Abatement Reinvestment Zone No. 114, City of Fort Worth, Texas, pursuant to and in accordance with Chapter 312 of the Texas Tax Code. DISCUSSION: The purpose of this Mayor and Council Communication is to approve a tax abatement for the development of two electronics manufacturing facilities. Wistron lnfoComm (USA) Corporation (Company), is a wholly owned subsidiary of Wistron Corp, a Taiwanese company specializing in manufacturing and designing electronics, with U.S. headquarters in San Jose, California. Company is proposing to develop two new facilities in Fort Worth. Site 1 at 15200 Heritage Parkway, Fort Worth, Texas is approximately 19.56 acres with a building of at least 324,400 square feet (Project Site 1). Site 2 at 14601 Mobility Way, Fort Worth, Texas is approximately 42.94 acres with an approximately 766,994 square foot building (Project Site 2). In order to facilitate investment in the Company's facilities at Project Site 1 and Project Site 2, the City proposes to enter into a Tax Abatement Agreement with Wistron InfoComm (USA) Corporation, its parent company, or an affiliate. The tax abatement will be tied to the amount of investment made by the Company and satisfaction of other project and spending requirements, as follows: Investment and Company Commitments at Project Site 1: 1. Company must expend a minimum of $80,000,000.00 in total construction costs for real property improvements at the Project Site on or before June 30, 2026; 2. Company must install taxable business personal property (BPP) that is new to the City at the Project Site having a minimum taxable appraised value of $411,000,000.00 by January 1, 2027; 3. Company will forfeit abatement if the total investment for real property improvements and BPP is not timely met. The agreement will permit up to a 12 -month extension of the completion deadline by administrative approval; and 4. Company must provide a minimum of 634 additional full-time jobs at Project Site 1 on or before December 31, 2026, and maintain that level for the duration of the agreement, with average salary of at least $63,000.00. The annual abatement will be forfeited for any year in which the minimum number of 634 full-time jobs or in which a $63,000.00 average salary minimum is not met. Investment and Company Commitments at Project Site 2: 1. Company must expend a minimum of $32,000,000.00 in total construction costs for real property improvements at the Project Site on or before June 30, 2026; 2. Company must install taxable business personal property (BPP) that is new to the City at the Project Site having a minimum taxable appraised value of $164,000,000.00 by January 1, 2027; 3. Company will forfeit abatement if total investment for real property improvements and BPP is not timely met. The agreement will permit up to a 12 -month extension of the completion deadline by administrative approval; and 4. Company must provide a minimum of 254 additional full-time jobs at Project Site 2 on or before December 31, 2026, and maintain that level for the duration of the agreement, with average salary of at least $63,000.00. The annual abatement will be forfeited for any year in which the minimum number of 254 full-time jobs or in which a $63,000.00 average salary minimum is not met. City Commitments: 1. The City will enter into a Tax Abatement Agreement with the Company for a term of ten years; 2. The amount of incremental City real property and BPP taxes to be abated in a given year will be equal to up to seventy percent (70%) at Project Site 1, if only Project Site 1 moves forward with a location in Fort Worth, Texas; 3. The amount of incremental City real property and BPP taxes to be abated in a given year will be equal to up to fifty percent (50%) at Project Site 2, if only Project Site 2 moves forward with a location in Fort Worth, Texas; and 4. If Company satisfies all requirements for investments at Project Site 1 and Project Site 2 on or before the All -Projects Completion Deadline, including up to the 12 -month extension of completion deadline with administrative approval, then the amount of incremental City real property and BPP taxes to be abated in a given year will be equal to up to eighty percent (80%) at Project Site 1, and up to sixty percent (60%) at Project Site 2. The abatement is subject to company performance requirements as outlined above and as will be more specifically detailed within the Tax Abatement Agreement. The project will result in an estimated $41,399,739.00 in new incremental property tax to the City associated with the Project being reduced by $30,757,535.00, resulting in the collection of $10,642,204.00 in net new incremental property tax revenue over the ten-year period following project completion. Reinvestment Zones: The proposed Tax Abatement Reinvestment Zone No. 113 and Tax Abatement Reinvestment Zone No. 114, City of Fort Worth, Texas (TARZ 113 and TARZ 114) for properties located at 15200 Heritage Parkway and 14601 Mobility Way in Fort Worth, Texas (Properties). A more detailed description of the Properties is included as Exhibit A to the attached Ordinance. Designating these areas as a reinvestment zone allows the City the option to enter into a tax abatement agreement with the Company to help facilitate development within the areas. As required by Chapter 312 of the Texas Tax Code, a public hearing must be conducted regarding the creation or expansion of a Reinvestment Zone. Notice of this hearing was delivered to the governing body of each affected taxing unit and published in a newspaper of general circulation at least seven days prior to this hearing. Pursuant to Chapter 312 of the Texas Tax Code, the areas encompassing the proposed TARZ 113 and TARZ 114 meet the statutory criteria for designation as a Tax Abatement Reinvestment Zone because the area is likely, as a result of the designation, to contribute to the retention or expansion of primary employment or to attract major investment in TARZ 113 and TARZ 114 that would be a benefit to the Property and that would contribute to the economic development of the City. Further, the proposed improvements and investments are feasible and practical and would be a benefit to the land to be included in the TARZ 113 and TARZ 114 and to the City after the expiration of any tax abatement agreement. The term of TARZ 113 and TARZ 114 will be five years from the date of adoption of the attached Ordinance and may be renewed for periods not to exceed five years each unless otherwise allowed by law. The project is located in COUNCIL DISTRICT 10. FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that approval of this Tax Abatement Agreement will have no material effect on the Fiscal Year 2025 Budget. While no current year impact is anticipated from this action, any effect on revenues will be incorporated in long-term financial forecast upon the Tax Abatement being officially granted. Submitted for City Manager's Office by. Jesica McEachern 5804 Originating Business Unit Head: Kevin Gunn 2015 Additional Information Contact: Cherie Gordon 6053 Wistron InfoComm (USA) Corporation May 21St, 2026 Cherie Gordon Economic Development Coordinator City of Fort Worth 100 Fort Worth Trail Fort Worth, TX 76102 RE: Wistron InfoComm (USA) / Tax Abatement Agreement Dear Cherie: Pursuant to the email from Barry Pisano (ADP Compliance Solutions) dated April 30th, 2026, and pursuant to Section 19 of the Tax Abatement Agreement, Wistron InfoComm (USA) would like to request twelve (12) month extensions of the following completion dates for both Project Site 1 and Project Site 2: • Jobs and Salary (1S) Completion Date • Real Property Improvements (RPI) Completion Date • Taxable Tangible Business Personal Property (TBPP) Completion Date The extensions will allow sufficient time for Wistron to complete the performance commitments in full compliance. Please do not hesitate to contact Wistron or Barry Pisano at 732.616.8223 or barry.pisano adp.com if you'd like to discuss further, or if there is anything else we need to provide in order to move ahead with the extension request. Thank you for your assistance and consideration. Best regards, Name: Sandy Peng Title: CFO Wistron InfoComm (USA) From: Rogers, Jessica A To: Doss. Michael; Brown, Brianna; Gordon, Cherie L; Hennig, Michael Subject: FW: Wistron - Performance Extension Requests Date: Monday, June 15, 2026 8:50:36 AM Attachments: image001.onng imaae002.r)na Dana has approved the Wistron extension. Please coordinate with Legal to draft an amendment. Thanks, JR Jessica (JR) Rogers FORT WORTH® Director Economic Development Office 817-392-2663 Cell 817-944-7184 100 Fort Worth Trail, Fort Worth, TX 76102 CONNECT WITH US 0 0 0 0 From: Burghdoff, Dana <Dana.Burghdoff@fortworthtexas.gov> Sent: Sunday, June 14, 2026 9:18 PM To: Rogers, Jessica A <Jessica.Rogers@fortworthtexas.gov> Cc: Brown, Brianna <Brianna.Brown@fortworthtexas.gov>; Doss, Michael <Michael.Doss@fortworthtexas.gov> Subject: Re: Wistron - Performance Extension Requests Approved, thanks. Dana Burghdoff, FAICP Assistant City Manager City Manager's Office Office 817-392-8018 Cell 682-432-4554 100 Fort Worth Trail, Fort Worth, TX 76102 From: Rogers, Jessica A <Jessica. Rogers la�fortworthtexas.gov> Sent: Sunday, 14 June 2026 14:38:19 To: Burghdoff, Dana <Dana.BurghdoffPfortworthtexas.gov> Cc: Brown, Brianna <Brianna. Brown 1fortworthtexas.gov>; Doss, Michael <Michael. Doss(fortworthtexas.gov> Subject: Wistron - Performance Extension Requests Dana, We received a request to extend project deadlines for Wistron pursuant to the City's adopted incentive policy and approved agreement with Wistron. Pursuant to their approved agreement, Wistron is able to request a 12 -month administrative extension of their completion deadlines which can be approved by the City Manager without further approval by City Council. Staff is recommending approval of their extension request. Please let us know if you concur and we will draft up an acceptance of their extension request for your signature. Brianna and Michael Doss are copied in if you have any questions about the extension request. Thanks, JR Jessica (JR) Rogers Director FORT WORTH® Economic Development Office 817-392-2663 Cell 817-944-7184 100 Fort Worth Trail, Fort Worth, TX 76102 CONNECT WITH US 0 0 0' 0 FORT WORTH® City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Wistron Subject of the Agreement: Amendment No. 1 to Tax Abatement Agreement M&C Approved by the Council? * Yes 0 No ❑ If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes 0 No O 065066 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes 0 No ❑ If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 0 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: If different from the approval date. Expiration Date: If applicable. Is a 1295 Form required? * Yes 0 No ❑ *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 0 No O Contracts need to be routed for CSO processing in the following order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.