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2021 04 15 MDD Minutes, SpecialMINUTES OF THE SPECIAL MEETING OF THE BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT April 15, 2021 The Board of Directors of the Baytown Municipal Development District (MDD) met in a Special Meeting on Thursday, April 15, 2021, at 4:30 P.M., in the Council Chamber of the Baytown City Hall, 2401 Market Street, Baytown, Texas with the following in attendance: Brandon Capetillo President Chris Presley Vice -President Laura Alvarado Secretary (Teleconference) Suhey Rios -Alvarez Director Charles Johnson Director Jacob Powell Director (Teleconference) Mike Lester Director David P. Jirrels Director Gary Englert Director Rick Davis General Manager Karen Horner General Counsel Angela Jackson Acting Assistant Secretary President Brandon Capetillo convened the April 15, 2021, MDD Board Special Meeting with a quorum present at 4:36 P.M., all members were present with the exception of Director Heather Betancourth and Director Mary Hernandez, who were both absent. 1. Discussion.. a. Discuss the timeframe and the next steps for Hotel and Convention Center Project. (Via Zoom) Mr. David Dawson presented the item and noted that Mr. Stephen Galbreath with Garfield Public/Private was in attendance and would provide more detail regarding the cost increases from the subcontractors on the project, as well as, the timeline of the transaction process. He stated that some contractors held their bids to the end of March, whereas, the manufacturing market supply prices increased for some of the subcontractors. Additionally, he noted that the City restarted the process for the project and updated Standard and Poor's to include budget costs documentation. Director of Finance, Victor Brownlees presented an introduction to the budget and noted that in a previous meeting, the Board agreed to certain increases in the budget line items that were a result of a fundamental review of the overall development budget. He noted that staff recommended a necessary increase to the construction contingency which would show the rating agency that the City recognized the issue related to the construction market and made provisions for any additional cost escalations and further noted that the contingency was not a commitment to actually pay any money. He further noted that the money was not an additional in terms of the resources coming MDD Board Special Meeting Minutes April 15, 2021 Page 2 of 4 from the MDD, but would take funds already set aside from previous years debt fund and be transferred into the contingency. Additionally, he emphasized that it was not a further increase to the call on the reserve to the resources of the MDD. The consensus of the committee was to approve the additional contingency to assure for purchase purposes in June. Mr. Brownlees further noted that more delays from the City would snake for more difficulties, therefore, the City should get as many contractors on -site to get the work underway as the development would create a cornucopia of economic development benefits. Further during the presentation, Mr. Dawson noted that the closing for the project was tentative for July 01, 2021. He stated that the process in order to close*included getting the confinned rating from the rating agency. He stated that the rating was necessary to have before the City could hold a MDD meeting to approve all of the substance and documents for the project's transaction. He mentioned the timefratne of mid to late May for having the rating prepared and noted that once everything was approved by the City, the project would immediately go to the financial market. Mr. Dawson stated that the City would work with the Office of the Attorney General for a sign - off on the final executed documents then have the closing process. He stated that there was verbal confirmation that the comptroller was fine with the structure, whereas, the estimated $2.8 million dollars in construction, sales taxes, and construction supplies and sources were exempt, but noted that the preference was that this be in writing, therefore, the comptroller was in the process of working on that analysis. President Brandon Capetillo inquired of further questions from the committee members, in which there were none. 2. PROPOSED RESOLUTIONS a. Consider a resolution repealing Resolution No. 410 and adopting a revised budget for the Baytown Hotel Convention Center Project. A motion was made by Secretary Laura Alvarado and seconded by Director Mike Lester to reconsider Resolution No. 410, related to Item 2.a. The vote was as follows: Ayes: President Brandon Capetillo, Vice -President Chris Presley, Secretary Laura Alvarado, Director Suhey Rios -Alvarez, Director Charles Johnson, Director Mary Hernandez, Director. Heather Betancourth, Director Jacob Powell, Director Mike Lester, Director David P. Jirrels, Director Gary Englert Nays: None Other: Director Heather Betancourth (Absent ) and Director Mary Hernandez (Absent) Approved MDD Board Special Meeting Minutes April 15, 2021 Page 3 of 4 RESOLUTION NO. 410 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT REPEALING RESOLUTION NO. 389, WHICH APPROVED A BUDGET FOR THE BAYTOWN HOTEL AND CONVENTION CENTER PROJECT; APPROVING AN UPDATED BUDGET FOR THE BAYTOWN HOTEL CONVENTION CENTER PROJECT; AND PROVIDING FOR THE EFFECTIVE DATE THEROF. A motion was made by Director Charles Johnson and seconded by Secretary Laura Alvarado to approve Resolution No. 415, related to Item 2.a. The vote was as follows: Ayes: President Brandon Capetillo, Vice -President Chris Presley, Secretary Laura Alvarado, Director Suhey Rios -Alvarez, Director Charles Johnson, Director Mary Hernandez, Director Heather Betancourth, Director Jacob Powell, Director Mike Lester, Director David P. Jirrels, Director Gary Englert Nays: None Other: Director Heather Betancourth (Absent) and Director Mary Hernandez (Absent) Approved RESOLUTION NO. 415 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT REPEALING RESOLUTION NO. 410, WHICH APPROVED A BUDGET FOR THE BAYTOWN HOTEL AND CONVENTION CENTER PROJECT; APPROVING AN UPDATED BUDGET FOR THE BAYTOWN HOTEL CONVENTION CENTER PROJECT; AND PROVIDING FOR THE EFFECTIVE DATE THEROF. Director Mike Lester requested a clarification in regards to the revised budget. Mr. Brownlees stated there was an additional $1.8 million to the contingency from the debt, which was the only amendment to the budget. 3. MANAGER'S REPORT a. The next Baytown Municipal Development District meeting is scheduled for Thursday, May 6, 2021, at 4:30 P.M., in the Council Chamber located at City Hall, 2401 Market Street, Baytown, Texas, 77520. General Manager Rick Davis stated that the next MDD meeting date was scheduled for Thursday, May 6, 2021. MDD Board Special Meeting Minutes April 15, 2021 Page 4 of 4 4. ADJOURN With there being no further business to discuss, President Capetillo adjottmed the April 15, 2021, MDD Board Special Meeting at 4:48 P.M. J Angela Ja son, Acting Assistant Secretary City of Baytown