Exhibit A TOD Tax Increment Financing District Project Plan & Reinvestment Zone Financing Plan April 14, 2010 Amended November 10, 2010 Acknowledgements The TOD TIF District Project Plan and Reinvestment Zone Financing Plan was prepared by the City of Dallas, Office of Economic Development in an effort to promote higher density development at several strategically important DART Light Rail Stations. The Office of Economic Development wishes to acknowledge the efforts of everyone who contributed to the development of this plan, including the following organizations and individuals: City of Dallas Mary Suhm City Manager Ryan Evans First Assistant City Manager A.C. Gonzalez Assistant City Manager Karl Zavitkovsky Director, Office of Economic Development Hammond Perot Assistant Director, Office of Economic Development Karl Stundins Area Redevelopment Manager, Office of Economic Development Sue Hounsel Senior Coordinator, Office of Economic Development Tamara L. Leak Economic Development Analyst, Office of Economic Development Pam Veshia Economic Development Analyst, Office of Economic Development Warren Ernst Assistant City Attorney, City Attorney’s Office Sarah Hasib Assistant City Attorney, City Attorney’s Office Dallas City Council Mayor Tom Leppert Delia Jasso Mayor Pro Tem Dwaine Caraway Sheffie Kadane Deputy Mayor Pro Tem Pauline Medrano Linda Koop Jerry Allen Ann Margolin Tennell Atkins Ron Natinsky Carolyn Davis Dave Neumann Vonciel Jones Hill Steve Salazar Angela Hunt TOD TIF Board of Directors City of Dallas James Frye Jud Pankey Zad Roumaya Jack Wierzenski Dallas County Rick Loessberg Dallas County Community College Dist. Dr. Andrew Jones Dallas Independent School District Hector Flores Other Prescott Realty Group The Urban League Stanland & Associates Catalyst Urban Development TexasMapData The Mark Cuban Companies Matthews Southwest Merriman Associates/Architects, Inc. Dallas Area Rapid Transit (DART) Hamilton Properties Sphinx Development Corporation _________________________________ _____________ ________ Exhibit A: Project Plan & Reinvestment Zone Financing Plan Page 2 TOD TIF District Table of Contents Section 1 - Project Plan 4 Background 4 Exhibit A1-7 TOD TIF District Maps 9 Development Goals and Objectives 16 Description of TOD TIF District 21 Existing Uses 23 Existing Zoning 24 Exhibit B1-9: Existing Conditions 25 Market Feasibility 34 TIF District Policy Considerations 34 Section 2: Project Plan Improvements 36 Public Improvements 36 Planned Private Development 42 Exhibit C1-7: Anticipated Development Projects 44 Exhibit D1-4: Conceptual Renderings of Anticipated Development Projects 52 Section 3: Financing Plan 56 Financing Plan 57 Exhibit E: Estimated Increment Generation & Allocation by Sub-District 58 Exhibit F: TOD TIF District Project Plan Improvements 59 Exhibit G: Annual Real Property Appraisals and City/County Tax to the TOD TIF Fund 62 Financial Assumptions 63 Financial Feasibility 64 Financial Policies 64 Conclusions 65 Appendix A: 2008 & 2010 (estimated) DCAD Real Property Accounts in the TOD TIF District 66 Appendix B1-6: Existing Land Use Maps by Station Area 86 Appendix C1-6: Existing Zoning Maps by Station Area 92 _________________________________ _____________ ________ Exhibit A: Project Plan & Reinvestment Zone Financing Plan Page 3 TOD TIF District Section 1 - Project Plan Background The TOD Tax Increment Financing (TIF) District (referred to as the “District” or the “TOD TIF District”) represents an effort of the City of Dallas to provide a model for encouraging the development of dense, pedestrian-friendly transit oriented developments (TODs) adjacent to several stations located in the central part of Dallas. These prospective redevelopment areas contain significant amounts of undeveloped/underdeveloped land parcels that would not be developed without public assistance. The TOD TIF District (the “District”) was established in December 2008 to help create a series of unique destinations, as well as foster the construction or structures or facilities that will be useful or beneficial to the development of transit stations along the DART light rail system in the central portion of the City. Chapter 311 of the Tax Code was amended in 2007 to provide for the creation of a reinvestment zone of this nature. Chapter 311 permits the designation of an area as a reinvestment zone when the use of the land within the zone is in connection with and beneficial to the operation of a mass transit rail system. Redevelopment of the Lancaster Corridor and encouragement of transit-oriented mixed- use development (TODs) around DART stations are top City priorities. Linkage of areas proximate to the Lovers Lane/Mockingbird, Cedars West and the Lancaster Corridor transit stations via the DART Rail Lines facilitates higher density urban development in all areas and permits tax increment sharing to occur. Many of the existing multi-family and commercial buildings in the TOD TIF area are reaching structural obsolescence and are not readily adaptable for denser, more urban uses. Older retail centers do not adequately serve the needs of the community due to dated facilities, design, lack of pedestrian amenities, inadequate signage and parking, and difficulties in tenant recruitment. Public infrastructure in the corridor is lacking and not adequate for higher density uses. Trail connections and open spaces in these areas are also inadequate for the higher intensity uses anticipated. A preliminary version of the TOD TIF District was originally discussed in April 2007. This preliminary plan met the minimum requirements outlined in City Council Resolution 07-1186: • A cumulative investment of $300,000,000 for new mixed-use, commercial, retail and/or residential development; • The development occurs in the proximity of at least two DART light rail transit stations (with one or both in the southern portion of Dallas); _________________________________ _____________ ________ Exhibit A: Project Plan & Reinvestment Zone Financing Plan Page 4 TOD TIF District • Residential developments seeking incentives shall have a 20% affordable housing set aside in North Dallas and provide mixed- income housing in the southern portion of Dallas; and • All projects receiving incentives must meet the City’s established Fair Share guidelines for M/WBE participation. The preliminary version of the TOD TIF District, pursuant to Section 311.005 of the Texas Tax Code, also proposed the use of land in connection with the operation of an existing or proposed regional commuter or mass transit rail system – in this case the DART Light Rail System. The District also met other findings as it substantially impairs the sound growth of Dallas, retards the provision of housing accommodations, constitutes an economic and social liability and is a menace to the public welfare due to a substantial number of substandard, deteriorating, and deteriorated structures and infrastructure. In response, the City Council, using the authority of the Tax Increment Financing Act (Chapter 311, Tax Code), approved Ordinance No. 27432 on December 10, 2008: • Creating Tax Increment Financing Reinvestment Zone Number Seventeen (the TOD TIF District); • Establishing the original boundaries for the TOD TIF District; • Adopting a preliminary project and financing plan; and • Establishing a Board of Directors for the TOD TIF District. Differences between the Preliminary Plan and this Final Plan reflect extensive review by City staff, the TOD TIF Board of Directors, and input from development groups and other stakeholders. In January 2010, the TOD TIF Board of Directors recommended several boundary modifications including: • Removal from the boundary of five properties in the Mockingbird Sub-District located at 4849 and 4925 Greenville Avenue and 6070, 6116, and 6688 North Central Expressway that were not anticipated to redevelop in the near term and had impacted the property value of the district due to the economic downturn in office and hotel occupancy levels. If there are future redevelopment opportunities one or more of those sites could be considered for inclusion as a future amendment. • The addition of property in the Mockingbird Sub-District located at 5936 East Lovers Lane, 4530 Greenville Avenue and properties along the eastern frontage of Greenville Avenue between Milton Street and University Boulevard. • The addition of several properties in the Cedars West Sub-District located in the block bounded by Lamar Street, Cadiz Street, MKT Railroad, and R.L. Thornton Freeway; and the block bounded by Wall Street, Parker Street, Gould Street, and Corinth Street. _________________________________ _____________ ________ Exhibit A: Project Plan & Reinvestment Zone Financing Plan Page 5 TOD TIF District • Moving properties located in the existing boundary at the 8th and Corinth DART station area from the Cedars West Sub-District to the Lancaster Sub-District along with the addition of property to the 8th and Corinth DART station area located south of the existing boundary to the east and south of Fran Way between Corinth Street and Fayette Street/creek bed. • The addition of a new sub-district “Cedar Crest Sub-District” generally bounded by Southerland Avenue, Kiest Boulevard, Rector Street, MKT Railroad, Van Cleave Drive, Magna Vista Drive, Old Bonnie View Road, Sutter Street, Illinois Avenue, and Ozona Street. • The addition of properties in the Ledbetter DART station area located at the northeast corner of Lancaster Road and Ledbetter Drive, and the DART station property