Agenda Item No. IV-1 City of Wichita City Council Meeting July 11, 2017

TO: Mayor and City Council

SUBJECT: Resolution Setting a Public Hearing for Consideration of a Project Plan (Tax Increment Financing) for the Naftzger Park Project (District I)

INITIATED BY: Office of Urban Development

AGENDA: New Business

Recommendation: Adopt the resolution setting a public hearing on August 15, 2017 for consideration of a Tax Increment Financing (TIF) Project Plan for the Naftzger Park Project (Project).

Background: On May 8, 2007, the City Council established the Center City South Redevelopment District in downtown Wichita, in order to permit the use of Tax Increment Financing (TIF) to pay for certain eligible costs. On December 2, 2008, the City Council adopted an ordinance expanding the Center City South Redevelopment District for the purpose of providing TIF to fund various infrastructure projects needed in the area of Downtown Wichita surrounding Intrust Bank Arena. On May 16, 2017, the City Council amended the District Plan to allow for TIF financing to be used to improve Naftzger Park.

The next step in establishing the legal authority to use TIF is the adoption by the City Council of a redevelopment project plan, within the district, which provides more detailed information on the proposed project and how TIF would be used, and demonstrates how the projected increase in property tax revenue will amortize the costs financed with TIF.

Similar to the process for establishing the TIF district, adoption of the TIF Project Plan also requires a public hearing to be held by the City Council, following the giving of proper notice, prior to adopting an ordinance that approves the project plan. The City Council action needed to set the public hearing is adoption of the attached resolution.

Analysis: Naftzger Park was originally constructed in 1977 as a bequest of the Naftzger Family and later acquired by the City in 1980. The park was designed in the Victorian style and includes brick and iron fencing around the perimeter. The location and current use of the park has created a need to update the park and its design to a more open urban park.

The park is located along Douglas Avenue and is a connection between Intrust Bank Arena, Old Town, Union Station and Douglas Avenue. The site is seen as a gathering location downtown and is a primary route to the events at Intrust Arena. Douglas Avenue and the areas near the park have seen an increase in development in recent years. Additionally, the City has an opportunity to make improvements to Naftzger Park in anticipation of the March 2018 NCAA tournament games to be held at Intrust Bank Arena. Improvements to the park will be constructed in a way to provide a venue during the tournament and future events held at the arena and in Downtown. Improvements are anticipated to be coordinated with development of the adjacent Spaghetti Works site. Improvements on the adjacent site are anticipated to generate the revenue necessary to fund the improvements to Naftzger.

In accordance with state law, a TIF Project Plan has been prepared in consultation with the Wichita- Sedgwick County Metropolitan Area Planning Commission, which has made a finding that the project is consistent with the Comprehensive Plan for development of the area. In order to adopt a TIF Project

47 Naftzger Park Project July 11, 2017 Page 2

Plan, the City Council must first set a public hearing no less than 30 and no more than 70 days from adoption of the resolution setting the hearing. The date of August 15, 2017, at the regular City Council meeting is proposed for the public hearing on the Naftzger Park Project Plan.

If adopted by the City Council, the attached resolution setting the August 15, 2017 public hearing will be sent to the owners and occupants of all property located within the proposed Naftzger Park Project Area, by certified mail. The resolution will also be published in the Wichita Eagle and copies will be provided to the Board of County Commissioners and Board of Education and their appropriate staff.

After closing the public hearing on August 15, 2017, the City Council may adopt the TIF Project Plan by ordinance, by two-thirds majority vote. Once adopted, the City will be authorized to use TIF to finance eligible project costs.

Financial Considerations: The improvements are planned to be financed by City general obligation bonds, which will be repaid from TIF revenue. The feasibility study, included in the attached project plan, indicates that TIF capacity will be sufficient to pay projected bond payments. All costs of reproducing, mailing and publishing the resolution will be paid from the City’s Economic Development Fund and reimbursed by TIF.

Legal Considerations: The adoption of a TIF Project Plan requires a public hearing to be held by the City Council, following the giving of proper notice, prior to adopting an ordinance that approves the project plan. A resolution setting the public hearing has been prepared by Bond Counsel and reviewed by the Law Department and approved as to form.

Recommendation/Action: It is recommended that the City Council adopt the resolution setting a public hearing on August 15, 2017 for consideration of the Naftzger Park Project Plan and authorize the necessary signatures.

Attachments: Resolution Considering the Adoption of the Naftzger Park Project Plan

City of Wichita

Center City South Redevelopment District

Project Area 11 - Naftzger Park Project Plan

June 22, 2017

Prepared by City of Wichita Office of Urban Development

City of Wichita

Center City South Redevelopment District

Naftzger Park Project Plan

July 6, 2017

Prepared by City of Wichita Office of Urban Development

I N D E X

1. Comprehensive Financial Feasibility Study

2. Redevelopment District Plan

3. Map and Legal Description of Property to be Redeveloped

4. Relocation Assistance Plan

5. Description of Proposed Redevelopment Project

6. City Council Ordinances and Resolutions

7. Metropolitan Area Planning Commission Resolution

Comprehensive Financial Feasibility Study

Comprehensive Financing Feasibility Study for the

Naftzger Park Project

within the

Center City South Redevelopment District

City of Wichita, Kansas

53 Table of Contents

Page (s)

OVERVIEW….……………………………………………………………… 1-2

GENERAL DESCRIPTION OF TAX INCREMENT ……………………… 3

PROJECT DESCRIPTION …………………………………………………. 3

PROJECTED REVENUE (BENEFITS) ……………………………………. 4-5

PROJECTED EXPENDITURES (COSTS) ………………………………… 5

CONCLUSIONS ……………………………………………………………. 5

Map of the Redevelopment District and Project Area……………EXHIBIT I Assumptions Report ……………………………………………...EXHIBIT II Projected Tax Increment Report …………………………………EXHIBIT III Projected Bond Cash Flow Report ……………………………….EXHIBIT IV

54 Naftzger Park TIF Project

Overview

K.S.A. 12-1770 et seq. (“the Act”) provide a means for cities to finance all or a portion of public infrastructure and redevelopment costs with incremental real estate and sales taxes. The purpose of the Act is to “promote, stimulate and develop the general and economic welfare of the State of Kansas (the “State”) and its communities, and to assist in the development and redevelopment of blighted areas and deteriorating areas which are not yet blighted, but may be so in the future, located within cities…”.

A city may exercise the powers conferred under the Act provided that the governing body of the city has adopted a resolution making certain findings that the specific area sought to be developed or redeveloped is an eligible area pursuant to the Act, including a blighted area, a conservation area or was designated an enterprise zone prior to July 1, 1992. In addition, the city must find that the conservation, development or redevelopment of such an area is necessary to promote the general and economic welfare of the city.

One or more redevelopment projects may be undertaken within a redevelopment district created pursuant to the Act. The Act generally requires projects to be completed within 20 years from of the date of approval of the redevelopment project plan.

For each redevelopment project undertaken within a district, a redevelopment project plan must be prepared in consultation with the city’s Planning Commission. The project plan must include the following:

1. A summary or copy of the Comprehensive Financial Feasibility Study.

2. A reference to the statutorily required district plan for the district.

3. A description and map of the area to be redeveloped.

4. The Relocation Assistance Plan (if applicable).

5. A detailed description of all buildings and facilities proposed to be constructed or improved.

6. Any other information the City deems necessary to advise the general public of the intent of the Project Plan.

The Comprehensive Financial Feasibility Study (this document) must show that the benefits derived from the specified redevelopment project will exceed the costs, and that the income therefrom will be sufficient to pay for the applicable project costs. Benefits are determined to be the aggregate revenues of the redevelopment project including increment income, assessment income, interest income, private party contributions and any other available funding sources. Costs are determined to be the total of eligible project expenditures, including the payment of principal and interest of debt used to finance the redevelopment project.

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Pursuant to all the provisions of the Act, the City has, by Ordinance No. 47-475 dated May 8, 2007, found a portion of the City was designated as an enterprise zone prior to July 1, 1992 and that redevelopment of the area is necessary to promote the general and economic welfare of the City. With adoption of Ordinance No. 47-475, the City established and designated such area as the Center City South Redevelopment District (“the District”). On December 9, 2008, by Ordinance No. 48-124, the City expanded the District. The District boundaries are shown in Exhibit I. Ordinance No. 48-124 also amended the statutorily required district plan for the redevelopment of the District, originally approved with Ordinance No. 47-475. The amended district plan limits TIF expenditures in the expanded district to those specified in the district plan.

The City is currently considering the adoption of a Project Plan for the proposed Naftzger Park Project (“the Project”) within the District. The development of the area will consist of renovation of the vacant Spaghetti Works building into 41 apartments, and the construction of approximately 62,000 square feet of Class A office and retail space. The private development is planned to be designed to complement the redevelopment of Naftzger Park.

The City will use TIF funds to finance the renovation of Naftzger Park into a modern urban park. The park project will include site clearing, infrastructure improvements and other costs related to convert the park into a modern urban park. The City will provide public funding, including tax increment financing and general obligation bond financing to finance the project costs.

General Description of Tax Increment

Property tax increment financing involves the creation of an increment (increase over a base value) in the real estate taxes that are generated from a defined geographic area of a community. Upon establishment of a redevelopment district, the total assessed value of all taxable real estate within the district for that year is determined. This valuation is referred to as the district’s “Original Assessed Value.” Property taxes attributable to the district’s Original Assessed Value are annually collected and distributed by the county treasurer to the appropriate city, county, school district and all other applicable taxing jurisdictions in the same manner as other property taxes.

As new development occurs within the redevelopment district, the total assessed value of the district, in any given year, will normally exceed its Original Assessed Value. Property taxes generated by applying the sum of the property tax rates of all applicable taxing jurisdictions to the incremental increase in assessed value (over and above the Original Assessed Valuation) is referred to as the “property tax increment”. All property tax increment is collected by the County and distributed to the City to be deposited in a special tax increment fund.

Sales tax increment financing involves the creation of an increment (increase over a base value) in the local sales taxes that are generated from a defined geographic area of a community. Upon establishment of a redevelopment district, a base value of local sales tax collections within the district is determined. As new commercial development occurs within the redevelopment district, sales tax collections are expected to increase above the base value. Pursuant to city law governing the use of local sales tax revenue, the City does not intend to collect incremental sales tax revenues as “sales tax increment”.

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Tax increment funds may only be used to pay for certain statutorily-defined eligible project costs, including principal and interest on debt issued, in whole or in part, to finance eligible project costs within the redevelopment district. Such debt includes notes, special obligation bonds, full faith and credit tax increment bonds, and other debt instruments. The City intends to issue its full faith and credit tax increment bonds to finance a portion of the Naftzger Park Project costs that are eligible for tax increment financing, including site work, infrastructure improvements, streetscaping and pedestrian improvements.

Project Description

The Project consists of the redevelopment of Naftzger Park (the “Park”) into a modern urban park and venue. Development is expected to occur adjacent to the Park, within Project Area 11 designated in the District Plan (the “Project Area”), that will create additional activity and a need for a more open setting. The adjacent development is anticipated to rehabilitate the Spaghetti Works building into 41 apartments and construct approximately 62,000 square feet of new office and retail space. The Park itself will be cleared and developed as an urban park, designed to accommodate open space, fitness activities and concerts. Park improvements to be financed by tax increment financing include site work, infrastructure improvements, streetscaping and pedestrian improvements. Tax increment funds may also be used to pay for eligible improvements financed through general obligation bonds and to reimburse additional eligible project costs when additional tax increment revenues are available

Projected Revenues (Benefits) Captured Assessed Value

It is the City’s intention to use the property tax increment generated by the District to pay the debt service on general obligation bonds issued by the City to finance its contribution to the Project. The property tax increment is based on the District’s increase in assessed value over its Original Assessed Value. This increase in value is expected to be recorded beginning in January of 2019 through January of 2024 (project completion in 2023) and is referred to as the Captured Assessed Value.

The Total Assessed Value for the Project Area as of January 1, 2024 is estimated to be $3,505,259. The Original Assessed Value of the Project Area, as assessed in January 2007, is $666,990, according to data provided by the City of Wichita Geographic Information Service. Therefore, the estimated Captured Assessed Value of the Project Area as of January 1, 2024 will be $2,838,269.

For the purpose of this analysis, it is assumed that the Total Assessed Value of the District will increase during the life of the project period at the annual inflation rate of 1%.

Property Tax Rates

In order to determine the amount of tax increment generated by the District in any given year, the Captured Assessed Value of the District must be multiplied by the sum of the tax rates for all applicable taxing jurisdictions for that year. For taxes levied in 2016 and payable in 2017, the

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57 Naftzger Park TIF Project

applicable rate is 95.701 mills as shown below. The State of Kansas rate of 1.5 mills is not applicable to TIF and has been omitted from the following total:

Jurisdiction Mill Rate (2016) City of Wichita 32.625 Sedgwick County 29.393 USD No. 259 33.683 State of Kansas 0.000 Gilbert and Mosley Environmental TIF (13.171) TIF Applicable Mill Rate 82.530

Projected Property Tax Increment and Other Project Revenue

The projected property tax increment generated by the District is shown in column 8 of Exhibit III. Such projections are based on captured assessed values derived from Captured Assessed Valuations and tax rates as previously discussed. It is assumed that Project construction will begin in 2018 and be completed before the end of 2023, and therefore achieve full valuation by January 1, 2024. It is estimated that in 2024 the property tax increment will be $163,970.

The City and Sedgwick County have committed to an agreement for funding TIF projects in the expanded Center City South area. Under the terms of the District Plan, 70% of tax increment revenue from the expanded area of the Redevelopment District will be used for tax increment financing. The remaining 30% will be redistributed, using the existing mill levy formula, to the City, County and School District.

All tax increment shall be allocated and paid by the Sedgwick County Treasurer to the City Treasurer in the same manner and at the same time as normal property taxes. All such incremental taxes must be deposited in a special fund of the City for the payment of eligible redevelopment costs.

Projected Expenditures (Costs)

A projected budget for the eligible project costs in the Project Area is listed below. Park improvements are projected to costs approximately $3,000,000, with $1,500,000 of such costs to be financed from proceeds of the City’s full faith and credit tax increment bonds (the “Bonds”).

Sources Principal Amount of Bonds $1,500,000.00

Uses Park Improvements $1,500,000.00 Financing and Other Costs 85,000.00 $ 1,585,000.00

Incremental tax revenue available after the payment of such Bonds may be used to pay for additional TIF-eligible Project costs related to Park improvements on a pay-as-you-go basis or reimburse the debt service on City general obligation bonds issued to finance a portion of the Page 4

58 Naftzger Park TIF Project cost of the Park improvements, if any. Exhibit IV illustrates a $1,500,000 taxable general obligation tax increment bond issue sold in 2018.

Conclusions

Kansas Statutes require that the Comprehensive Financial Feasibility Study must demonstrate that the benefits derived from the Project will exceed the costs, and that the income therefrom will be sufficient to pay for all eligible project costs. As previously discussed, Exhibit III illustrates the projections of tax increment through the year 2037. Projected net tax increment revenue is available to pay debt service on outstanding general obligation bonds issued to finance eligible project costs.

Exhibit IV (Projected Bond Cash Flow Report) illustrates that projected tax increment from the District will be sufficient to pay for all eligible project costs including the projected debt service on general obligation bonds issued to finance such costs. As such, this report demonstrates that the revenues (benefits) of the District and Project Area exceed the expenditures (costs).

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59 N

F E Proposed

E Naftzger Park N EMPORIA AVE EMPORIA N

N EMPORIA AVE EMPORIA N E DOUGLAS AVE Project Area

UNION PACIFIC RR RR PACIFIC PACIFIC UNION UNION

City of Wichita, Kansas

Naftzger Park Project Area

Property Parcels inside Naftzger Park

Project Area

UNION PACIFIC RR RR PACIFIC PACIFIC UNION UNION

Property outside Naftzger Park Project Area EXHIBIT " I

60 E WILLIAM ST

BNSF RR RR BNSF BNSF S SAINT FRANCIS AVE AVE FRANCIS FRANCIS SAINT SAINT S S S EMPORIA AVE EMPORIA S S EMPORIA AVE EMPORIA S Software: ArcGIS 10.5 Hardware: Dell Xeon

Map Data Source: Property Parcels and Road Centerlines provided by NORTH

Sedgwick County GIS.

S COMMERCE ST ST COMMERCE COMMERCE S S E ENGLISH ST 7/3/2017 12:38:50 PM X:\giswork\projwork\EconDev\NaftzgerParkProj.mxd

It is understood that while the City of Wichita Data Center Geographical Information Systems Department have no indication

and reason to believe that there are inaccuracies in information UNION PACIFIC RR PACIFIC UNION UNION PACIFIC RR PACIFIC UNION incorporated in the base map, the Data Center-GIS per

Inset Map-Center City South Redevelopment District

EXHIBIT II

Assumptions Report

City of Wichita, Kansas Center City South Redevelopment District Naftzger Park Project

Description of Project Area See Map (Exhibit A)

Original Appraised Value (1/1/07) $2,879,300 Original Assessed Value (1/1/07) $666,990

2024 Appraised Value (1/1/24) $14,796,050 2024 Assessed Value (1/1/24) $ 3,505,259

2016 Mill Rates Total TIF Applicable City of Wichita 32.625 32.625 Sedgwick County 29.393 29.393 USD No. 259 53.683 33.683 State of Kansas 0.000 0.000 Gilbert and Mosley Environmental TIF (13.171) Total 115.701 82.530

Property Value Inflation Rate 1%

61 Projected Tax Increment Report

City of Wichita, Kansas West Bank Redevelopment District Delano and Stadium Project

Levy & Year Total Original Captured Tax 70% Net Appraised Taxes Assessed Assessed Assessed Mill Increment Share TIF Year Distributed Value Value Value Rate Collected Cashflow (1) (2) (3) (4) (6) (7) (8) (9) (10) 2017 2018 $ 823,573 666,990 156,583 82.530 12,923 9046 $ 9,046 2018 2019 $ 856,515 666,990 189,525 82.530 15,642 10949 $ 10,949 2019 2020 $ 1,796,999 666,990 1,130,009 82.530 93,260 65282 $ 65,282 2020 2021 $ 2,506,111 666,990 1,839,121 82.530 151,783 106248 $ 106,248 2021 2022 $ 2,531,172 666,990 1,864,182 82.530 153,851 107696 $ 107,696 2022 2023 $ 3,025,630 666,990 2,358,640 82.530 194,659 136261 $ 136,261 2023 2024 $ 3,505,259 666,990 2,838,269 82.530 234,242 163970 $ 163,970 2024 2025 $ 3,540,312 666,990 2,873,322 82.530 237,135 165995 $ 165,995 2025 2026 $ 3,575,715 666,990 2,908,725 82.530 240,057 168040 $ 168,040 2026 2027 $ 3,611,472 666,990 2,944,482 82.530 243,008 170106 $ 170,106 2027 2028 $ 3,647,587 666,990 2,980,597 82.530 245,989 172192 $ 172,192 2028 2029 $ 3,684,062 666,990 3,017,072 82.530 248,999 174299 $ 174,299 2029 2030 $ 3,720,903 666,990 3,053,913 82.530 252,039 176428 $ 176,428 2030 2031 $ 3,758,112 666,990 3,091,122 82.530 255,110 178577 $ 178,577

2031 2032 $ 3,795,693 666,990 3,128,703 82.530 258,212 180748 $ 180,748 EXHIBIT III 2032 2033 $ 3,833,650 666,990 3,166,660 82.530 261,344 182941 $ 182,941 2033 2034 $ 3,871,987 666,990 3,204,997 82.530 264,508 185156 $ 185,156 2034 2035 $ 3,910,706 666,990 3,243,716 82.530 267,704 187393 $ 187,393 2035 2036 $ 3,949,814 666,990 3,282,824 82.530 270,931 189652 $ 189,652 2036 2037 $ 3,989,312 666,990 3,322,322 82.530 274,191 191934 $ 191,934

62 EXHIBIT IV Projected Bond Cash Flow Report

City of Wichita, Kansas West Bank Redevelopment District Delano and Stadium Project

Annual G.O. Net Period Interest Tax Annual Cumulative Ending Principal Rate Interest P&I Increment Balance Balance (1) (2) (3) (4) (5) (7) (8) (9) 7/10/2018 - 3.50% - - 10,949 10,949 10,949 7/10/2019 19,279 3.50% 29,148 48,427 65,282 16,855 27,804 7/10/2020 24,500 3.50% 57,621 82,121 106,248 24,127 51,930 7/10/2021 26,158 3.50% 56,764 82,922 107,696 24,774 76,704 7/10/2022 52,873 3.50% 55,848 108,721 136,261 27,540 104,244 7/10/2023 75,171 3.50% 53,998 129,169 163,970 34,801 139,045 7/10/2024 82,982 3.50% 51,367 134,349 165,995 31,646 170,691 7/10/2025 86,003 3.50% 48,462 134,465 168,040 33,575 204,266 7/10/2026 89,130 3.50% 45,452 134,582 170,106 35,523 239,789 7/10/2027 97,367 3.50% 42,333 139,700 172,192 32,492 272,281 7/10/2028 100,840 3.50% 38,925 139,765 174,299 34,534 306,816 7/10/2029 104,436 3.50% 35,395 139,831 176,428 36,596 343,412 7/10/2030 113,157 3.50% 31,740 144,897 178,577 33,680 377,092 7/10/2031 117,146 3.50% 27,780 144,926 180,748 35,823 412,915 7/10/2032 121,274 3.50% 23,680 144,954 182,941 37,988 450,902 7/10/2033 130,547 3.50% 19,435 149,982 185,156 35,174 486,076 7/10/2034 135,122 3.50% 14,866 149,988 187,393 37,405 523,481 7/10/2035 139,858 3.50% 10,137 149,995 189,652 39,657 563,138 7/10/2036 149,758 3.50% 5,242 155,000 191,934 36,934 600,073 1,665,601 648,191 2,313,792 2,913,865 600,073

District Plan

EXHIBIT “C”

REVISED DISTRICT PLAN FOR THE REDEVELOPMENT OF THE CENTER CITY SOUTH REDEVELOPMENT DISTRICT THROUGH TAX INCREMENT FINANCING

April 11, 2017

SECTION 1: PURPOSE

A district plan is required for inclusion in the establishment or expansion of a redevelopment district under the provisions K.S.A. 12-1770 et seq. (the “TIF Act”). The district plan is a preliminary plan that identifies proposed redevelopment project areas within the district, and describes in a general manner the buildings and facilities to be constructed, reconstructed or improved.

SECTION 2: DESCRIPTION OF TAX INCREMENT FINANCING

Projects financed through tax increment financing typically involve the creation of an "increment" in real estate property tax revenue. The increment is generated by segregating the assessed values of real property located within a defined geographic area such that a portion of the resulting property taxes are paid to the City to fund one or more redevelopment projects in the redevelopment district, and the remaining portion is paid to all taxing jurisdictions. The portion of property taxes paid to the City in this way is determined by the increase in assessed value of the properties within the redevelopment district as a result of the new development occurring within the area. When the aggregate property tax rates of all taxing jurisdictions are applied to this increase in assessed property value, tax increment revenue is generated. Certain improvements within the district may be funded by the City and repaid over a specified period of time with this incremental revenue. The property taxes attributable to the assessed value existing prior to redevelopment, the "original valuation," are distributed to all taxing jurisdictions just as they were prior to redevelopment.

SECTION 3: BUILDINGS AND FACILITIES

The proposed redevelopment district is within the city limits of Wichita, Kansas. The district is generally bounded on the east by the Central Rail Corridor, Emporia Avenue and St. Francis Street, on the south by Lewis and Waterman Streets, on the west by Market and Main Streets, and on the north by Douglas Avenue and 1st Street North. Property owned by Sedgwick County and used for the Intrust Bank Arena is excluded from the redevelopment district.

The area included in the proposed district qualifies as a conservation area under state law governing the use of tax increment financing. A majority of the buildings in the area are more than 50 years old, many of which were built before 1930. Except for the Douglas Avenue corridor, most of the proposed redevelopment district is less densely developed than the northern part of Downtown Wichita, with more low-rise office, retail and warehouse structures and open parking lots. Over the years, many of the higher-density buildings in the area have been removed, leading to a pattern of under-utilization of property. Many of the surviving older buildings are showing signs of delapidation and need of rehabilitation.

SECTION 4: REDEVELOPMENT

The proposed district is located in an important redevelopment area within the City of Wichita, surrounding the site of the new Sedgwick County Arena, which is located between Emporia Avenue and JLN\600809.085\2017 DISTRICT PLAN AMENDMENT\ORDINANCE - CCS TIF DISTRICT PLAN AMENDMENT

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the railroad tracks, between William and Waterman Streets. The redevelopment of this area has been the object of a major land-use and redevelopment planning project, called the Arena Neighborhood Redevelopment Plan. The Plan identifies and recommends a variety of land uses and infrastructure improvements to influence and guide the redevelopment of the area that is expected as a result of the construction of the arena. The establishment of the proposed redevelopment district will provide an appropriate source of funding to assist the City in providing infrastructure improvements and partnering with private developers in bringing new developments to the area.

The Arena Neighborhood Redevelopment Plan has conceptually divided the redevelopment district into four major redevelopment project areas, each with a distinct redevelopment goal. The Douglas Avenue Corridor District project area is located generally in the norther portion of the redevelopment district along Douglas Avenue and for which the redevelopment goal is to be a high intensity business corridor, primarily office and support commercial uses with upper level residential opportunities. The goal of the English/William Street District project area which is located generally in the center portion of the redevelopment district along English Street and William Street is to be a walkable urban mixed-use district of primarily commercial and office uses as well as public and residential uses. The Broadway Neighborhood District project area which is located generally in the southern portion of the redevelopment district and includes the area from Waterman to Kellogg and from Main to Emporia. Its goal is to redevelop as an urban residential environment with support commercial opportunities serving residents and Kellogg users. The Commerce Street Arts District project area which is located generally in the eastern portion of the redevelopment district and is to be a unique experiential arts area with live / work studio opportunities.

It is anticipated that there will be a number of individual redevelopment projects undertaken within the proposed redevelopment district, which will qualify for assistance from tax increment financing. Several are currently in various stages of preparation at this time. Projects will include mixed-use developments, residential, office, retail, entertainment, hotels and other uses. They will include demolition and new construction as well as rehabilitation of existing buildings.

SECTION 5: USE OF TAX INCREMENT FINANCING

Tax increment financing may generally be used for property acquisition, site preparation, utilities, drainage, street improvements, streetscape amenities, public outdoor spaces, landscaping and parking facilities in the redevelopment district; provided, however, that within the expansion area added by Ordinance No. 48-124 to the original Center City South Redevelopment District, which was established on May 8, 2007, by Ordinance No. 47-475, it is the expressed intent of the City of Wichita to limit the use of tax increment financing within the expansion area of the Center City South Redevelopment District to finance the costs of:

(a) constructing, reconstructing and improving the following street segments, intersections, streetscape improvements, landscaping, lighting and signage projects, including the costs of design, engineering, surveying and inspection:

• Market Street, Lewis Street to Douglas Avenue • Topeka Avenue, Lewis Street to Douglas Avenue • Emporia Avenue, Lewis Street to Douglas Avenue • St. Francis Avenue, William Street to Douglas Avenue • St. Francis Avenue, Lewis Street to Waterman Street

JLN\600809.085\2017 DISTRICT PLAN AMENDMENT\ORDINANCE - CCS TIF DISTRICT PLAN AMENDMENT

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• William Street, Main Street to Commerce Street • English Street, Main Street to Emporia Avenue • Lewis Street, Market Street to St. Francis Avenue • Wayfinding Improvements including Streetscape Design Manual • Construction of new parking facilities, with tax increment funded costs not to exceed $10,000,000; and

(b) constructing, reconstructing and improving the existing public park (currently known as Naftzger Park) located south and east of the intersection of Douglas and St. Francis Streets, including but not limited to projects for fencing, landscaping, lighting, signage, entertainment and recreational facilities, sculptures and streetscape improvements to adjacent streets and pedestrian ways within and abutting such park, including the costs of design, engineering, surveying and inspection.

In addition to limiting the use of tax increment financing to the above specified improvement projects, the City will stipulate in the project plans for any redevelopment project located within the expansion area that an amount equal to seventy percent (70%) of the tax increment realized from taxpayers in the expansion area shall be allocated by the County Treasurer to the City to finance authorized project costs and the remainder shall be allocated and paid to taxing districts in the same manner as other ad valorem taxes. The limits described in this section shall not apply to redevelopment projects located in the original Center City South Redevelopment District.

SECTION 6: PROJECT PLANS

Per statute, the above-mentioned redevelopment projects will be presented to the Governing Body in segments through the adoption of separate Redevelopment Plans. Each Plan will identify specific project areas located within the established redevelopment district and will include detailed descriptions of the projects as well as a financial feasibility study that shows the economic benefits out-weigh the costs. Project Plans must be reviewed by the Metropolitan Area Planning Commission and submitted to a public hearing following proper notification in accordance with the provisions of the TIF Act. Only then can tax increment income be spent on redevelopment projects. A map generally describing the various project areas is attached hereto as Schedule 1.

JLN\600809.085\2017 DISTRICT PLAN AMENDMENT\ORDINANCE - CCS TIF DISTRICT PLAN AMENDMENT

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SCHEDULE I

MAP GENERALLY DEPICTING PROJECT AREAS\ (On Following Page)

JLN\600809.085\2017 DISTRICT PLAN AMENDMENT\ORDINANCE - CCS TIF DISTRICT PLAN AMENDMENT

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Map and Legal Description of Property to be Redeveloped

70 N

F E Proposed

E Naftzger Park N EMPORIA AVE EMPORIA N

N EMPORIA AVE EMPORIA N E DOUGLAS AVE Project Area

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City of Wichita, Kansas

Naftzger Park Project Area

Property Parcels inside Naftzger Park

Project Area

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Property outside Naftzger Park Project Area EXHIBIT " I

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BNSF RR RR BNSF BNSF S SAINT FRANCIS AVE AVE FRANCIS FRANCIS SAINT SAINT S S S EMPORIA AVE EMPORIA S S EMPORIA AVE EMPORIA S Software: ArcGIS 10.5 Hardware: Dell Xeon

Map Data Source: Property Parcels and Road Centerlines provided by NORTH

Sedgwick County GIS.

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It is understood that while the City of Wichita Data Center Geographical Information Systems Department have no indication

and reason to believe that there are inaccuracies in information UNION PACIFIC RR PACIFIC UNION UNION PACIFIC RR PACIFIC UNION incorporated in the base map, the Data Center-GIS per

Inset Map-Center City South Redevelopment District

Relocation Assistance Plan

RELOCATION ASSISTANCE PLAN

(K.S.A. 12-1777)

No persons, families or businesses will be displaced or required to move from real property within the Naftzger Park Project Area as a result of implementing the Project Plan. Accordingly, a Relocation Assistance Plan is not required to be contained within the Project Plan.

Description of Naftzger Park Project

Center City South Redevelopment District

DESCRIPTION OF PROPOSED NAFTZGER PARK PROJECT

The Center City South Redevelopment District (the “District”) is divided into thirteen (13) project areas. Project Area 11 (the “Project Area”) contains Naftzger Memorial Park (“Naftzger Park” or the “Park”)), which is an approximately one acre urban park located along Douglas Avenue east of St. Francis Avenue in downtown Wichita (see attached District map). Naftzger Park has experienced an increase in investment in recent years. The Park was originally designed as a Victorian park with columns and fencing enclosing the Park. The Park is now a connecting point between the Old Town district and Intrust Bank Arena (the “Arena”) and functions as both a gathering space and a main access point to the Arena. Redevelopment of the Park provides an opportunity to increase activity near the Arena and encourage further development in the area.

The area where redevelopment is expected to occur is south of Douglas Avenue to the Arena, between Saint Francis Avenue and the rail corridor

Private Development Seneca Property, LLC and Sunflower Wichita, LLC intend to develop the property immediately adjacent to Naftzger Park . The development of the area will consist of renovation the Spaghetti Works building into 41 apartments and the construction of approximately 62,000 square feet of Class A office and retail space. The development is planned to be designed to complement the Naftzger Park redevelopment design and is anticipated to generate a significant portion of the revenue necessary to support the Project.

Naftzger Park Redevelopment The City of Wichita (the “City”) plans to substantially redevelop Naftzger Park into a modern outdoor venue. The area will be designed to provide an open space for gathering and outdoor activities. The existing improvements will be removed from the Park and the area cleared. Improvements will include designing the Park with capabilities to provide outdoor music, entertainment, fitness, multimedia and other outdoor events.

Sitework and Infrastructure The Project will require clearing the existing Park and grading the site for the improvements. Infrastructure improvements will be constructed on site for the area and to support a modern outdoor venue.

USE OF TAX INCREMENT FINANCING

The City completed the legal steps necessary to establish the District pursuant to state law (K.S.A. 12-1770 et seq.) in order to allow the use of Tax Increment Financing (“TIF”) to fund redevelopment projects including the Park and infrastructure improvements. Upon adoption of this Project Plan, the City will have established its authority under state law to issue full faith and credit tax increment bonds (the “Bonds”) to finance TIF-eligible improvements, which Bonds will be repaid from the incremental increase in property taxes resulting from the redevelopment of the Project Area. Incremental tax revenue available after the payment of such Bonds may be used to reimburse the City for TIF-eligible Project costs identified in this Project Plan not financed with Bonds. The TIF-funded improvements consist of the following:

• Park Redevelopment – The City will undertake the redevelopment of Naftzger Park, at an estimated cost of $2,500,000. • Infrastructure – The City will design and construct infrastructure improvements within Naftzger Park at an estimated cost of $500,000 • Total TIF-funded costs (excluding financing costs) - $3,000,000. o TIF Bond Financed Project Costs -- $1,500,000 o TIF Pay-as-you-go Costs -- $1,500,000

77 Gilmore & Bell, P.C. 06/26/2017

EXCERPT OF MINUTES OF A MEETING OF THE GOVERNING BODY OF THE CITY OF WICHITA, KANSAS HELD ON JULY 11, 2017

The City Council (the “Governing Body”) of the City of Wichita, Kansas (the “City”) met in regular session at the usual meeting place in the City, at 9:00 a.m., the following members being present and participating, to-wit:

Absent:

The Mayor declared that a quorum was present and called the meeting to order.

* * * * * * * * * * * * * * (Other Proceedings)

Thereupon, there was presented on the Governing Body’s consent agenda a Resolution entitled:

A RESOLUTION OF THE GOVERNING BODY OF THE CITY OF WICHITA, KANSAS DETERMINING THAT THE CITY IS CONSIDERING ADOPTION OF A REDEVELOPMENT PROJECT PLAN WITHIN THE BOUNDARIES OF THE CENTER CITY SOUTH REDEVELOPMENT DISTRICT; ESTABLISHING THE DATE AND TIME OF A PUBLIC HEARING ON SUCH MATTER; AND PROVIDING FOR THE GIVING OF NOTICE OF SUCH PUBLIC HEARING.

Thereupon, ______moved that the consent agenda be passed. The motion was seconded by ______. The motion that the consent agenda be passed, including adoption of said Resolution, was carried by not less than a majority vote of the Governing Body, the vote being as follows:

Aye:

Nay:

The Mayor declared the Resolution duly adopted; the Clerk designating the same Resolution No. 17-[___]. The City Clerk was directed to cause the Resolution to be: (a) published one time in the official City newspaper; and (b) furnished to the Board of County Commissioners of Sedgwick County, the Board of Education of Unified School District No. 259 and each owner of property and each occupant and/or tenant with the proposed redevelopment project area.

* * * * * * * * * * * * * *

(Other Proceedings)

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CERTIFICATE

I hereby certify that the foregoing Excerpt of Minutes is a true and correct excerpt of the proceedings of the City Council of the City of Wichita, Kansas, held on the date stated therein, and that the official minutes of such proceedings are on file in my office.

(SEAL) Karen Sublett, City Clerk

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(Clerk’s Certification of Minutes) 79

Gilmore & Bell, P.C. 06/26/2017

(Published in The Wichita Eagle on August 4, 2017)

RESOLUTION NO. 17-[___]

WHEREAS, the City Council (the “Governing Body”) of the City of Wichita, Kansas (the “City”) desires to promote, stimulate and develop the general and economic welfare of the City and the state of Kansas (the "State") and to assist in the development and redevelopment of eligible areas within the City, thereby promoting the general welfare of the citizens of the State and the City, by acquiring property and providing for the development and redevelopment thereof and the financing relating thereto; and

WHEREAS, pursuant to the provisions of K.S.A. 12-1770, et seq., as amended (the "Act"), the City is authorized to establish redevelopment districts within eligible areas of the City, as said terms are defined in the Act, to approve redevelopment district plans for the completion of redevelopment projects within such redevelopment project areas, and to finance all or a portion of redevelopment project costs from tax increment revenues and various fees collected within such redevelopment district, revenues derived from redevelopment projects, revenues derived from local sales taxes, other revenues described in the Act, or a combination thereof or from the proceeds of full faith and credit tax increment bonds of the City or special obligation tax increment bonds of the City payable from such described revenues; and

WHEREAS, pursuant to K.S.A. 12-1770 et seq., as amended (the "TIF Act") and Ordinance No. 47-475, passed May 8, 2007, and published May 11, 2007, the City Council (the “Governing Body”) of the City established a redevelopment district pursuant to the TIF Act known as the Center City South Redevelopment District (the “District”) and approved a District Plan (the “District Plan”), and

WHEREAS, by Ordinance No. 48-124, passed December 9, 2008, and published December 12, 2008, the Governing Body added certain property and increased the boundaries of the District pursuant to K.S.A. 12-1771(f) and made a substantial change to the District Plan; and

WHEREAS, the District Plan provides that redevelopment of the District would be in several project areas within the District as set forth in separate redevelopment plans to be approved by the governing body of the City pursuant to the TIF Act; and

WHEREAS, by Ordinance No. 49-570, passed September 10, 2013, and published September 13, 2013, the Governing Body made a non-substantial change to the District Plan by amending Exhibit C to Ordinance No. 48-124 to include Schedule 1 thereto, which is a map generally describing the redevelopment project areas within the District; and

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WHEREAS, by Ordinance No. 50-538, passed May 23, 2017, and published May 26, 2017, the Governing Body made a substantial change to the District Plan by further amending Exhibit C to Ordinance Nos. 48-124 and 49-570; and

WHEREAS, the City has prepared a redevelopment project plan for Project Area 11 of the District, dated June 22, 2017 (the “Project Plan”) and is considering adoption of the Project Plan; and

WHEREAS, on July 6, 2017, the Wichita-Sedgwick County Metropolitan Area Planning Commission reviewed the proposed Project Plan and adopted a resolution finding that the Project Plan is consistent with the comprehensive plan for the development of the City; and

WHEREAS, a copy of the Project Plan has been delivered by the City to the Board of County Commissioners of Sedgwick County, Kansas and to the Board of Education of U.S.D. No. 259, Sedgwick County, Kansas (Wichita); and

WHEREAS, the Act provides that prior to adoption of the Project Plan, the City shall, by resolution, call a public hearing to consider such adoption and shall give notice of said public hearing in accordance with the Act.

NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF WICHITA, KANSAS, AS FOLLOWS:

Section 1. Proposed Project Plan. The City is considering the approval of the Project Area 11 Project Plan (the “Project Plan”) for the redevelopment of Project Area 11 (the “Project Area”) of the District, which contains the information required by the Act. Notice is hereby given pursuant to the Act that the Project Plan provides that the City may issue full faith and credit tax increment bonds to finance, in whole or in part, the costs to finance projects described in the proposed Project Plan. A map depicting the boundaries of the District and Project Area 11 is attached hereto as Exhibit A.

Section 2. Public Hearing. Notice is hereby given that a public hearing will be held by the Governing Body to consider the establishment of the District on August 15, 2017, in the City Council Chambers, City Hall, 455 North Main Street, Wichita, Kansas, the public hearing to commence at 9:00 a.m. or as soon thereafter as the Governing Body can hear the matter. At the public hearing, the Governing Body will receive public comment on the proposed Project Plan, and may, after the conclusion of such public hearing, consider the passage of an ordinance adopting the Project Plan pursuant to the Act.

Section 3. Notice of Public Hearing. The City Clerk is hereby authorized and directed to provide for notice of the public hearing by taking the following actions:

(a) A copy of this resolution shall be mailed by United States certified mail, return receipt requested, within 10 days of this date to:

(i) the Board of County Commissioners of Sedgwick County, Kansas;

(ii) the Board of Education of U.S.D. No. 259;

(iii) each owner and occupant of land within the proposed Project Area.

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(b) This resolution, specifically including Exhibit A attached hereto, shall be published once in the official newspaper of the City not less than one week nor more than two weeks preceding the date of the public hearing.

Section 4. Public Records. A copy of the Project Plan, which will include a summary of the feasibility study required by the Act, the boundaries of the District, any necessary relocation assistance plan and a map of the Project Area to be redeveloped, are public records and are available for public inspection during regular office hours in the office of the City Clerk, City Hall, 13th Floor, 455 North Main Street, Wichita, Kansas, from the date hereof until the date of the public hearing.

Section 5. Further Action. The Mayor, City Manager, City Clerk, City Attorney and other officials, agents and employees of the City, including Gilmore & Bell, P.C., Bond Counsel, are hereby further authorized and directed to take such other actions as may be appropriate or desirable to accomplish the purposes of this resolution.

Section 6. Effective Date. This resolution shall be effective upon its adoption by the Governing Body.

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ADOPTED by the City Council of the City of Wichita, Kansas, on July 11, 2017.

(SEAL) Jeff Longwell, Mayor

ATTEST:

Karen Sublett, City Clerk

APPROVED AS TO FORM:

Jennifer Magaña, Director of Law and City Attorney

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(Signature Page to Resolution) 83

EXHIBIT A

MAP OF CENTER CITY SOUTH REDEVELOPMENT DISTRICT AND PROJECT AREA 11

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