MINUTES OF MEETING
NORTH SPRINGS IMPROVEMENT
DISTRICT
The regular meeting of the Board of Supervisors of the North Springs
Improvement District was held on
Present and constituting a quorum were:
Salvatore Mendolia
President
Steve Mendelson
Secretary
Also present were:
John Petty
Manager
Hal Anderson
Attorney
Jane Early
Engineer
John McKune
CH2M Hill
Jean M. Rugg
Janice Larned
Denise Ganz
Ruden McClosky
Rhonda Mossing
Prager, Sealy &
Fernanda Haido
Prager, Sealy &
Jorge Gutierrez
Synalovski, Gutierrez and Romanik
FIRST ORDER OF BUSINESS
Roll Call
Mr. Mendolia
called the meeting to order and Mr. Petty called the roll.
SECOND ORDER OF BUSINESS
Approval of the Minutes of the July 13, 2006
Meeting
Mr. Petty stated each Board member received a copy of the minutes of the
There not being any,
On MOTION by Mr. Mendolia seconded by Mr.
Mendelson with all in favor the minutes of the
SIXTH ORDER OF BUSINESS
Consideration of Agreements and Documents Related to Bonds for
Mr. Petty stated
this process has been ongoing since the fall of last year. Tonight is to review these documents
after staff reviewed them in substantial form to go over them for an
understanding and then to approve them subject to staff finalizing
them.
Mr. Anderson stated we have been going through this process, which may be
familiar to you from last fall when the public hearings were held to put
assessments on the different areas within NSID. They anticipated this particular bond
issue for Heron Bay North as well as the property of Golf and Country Club
assessment areas. Those two were
done last year. This one is ready
to be done. There will also be a
This is a series of documents we have been through before from the other
bond issues. All the different
professionals involved have worked to make sure everything is in order for you
to review and approve today. Based
on these documents we will be in a position to have a bond closing in a month or
two. There are several things
before you. I will ask Ms. Early to
talk about the Engineer’s Report. I
will talk about the brief agreements we have. Ms. Ganz will summarize the details of
the bonds.
I.
Supplement to Master Engineer’s Report
Ms. Early stated there is a supplement to the Master Engineer’s Report in
the agenda. The booklet we put out
last fall had the assessment area for Heron Bay North. We updated the same projects. It goes over the road projects, the lake
projects and what this bond will cover.
We had to update the cost because construction costs have increased
substantially.
The area we are talking about is called Supplementary B on this map, but
it is referred to Heron Bay North.
It includes all of the lakes in Heron Bay North all of the way down to
the pool deck. It includes
Mr. Anderson stated I believe we are a little over $13 Million in
costs.
Ms. Ganz stated costs have gone up significantly since the original
Engineer’s Report was approved. A
portion of
This also creates a cap on cash flow which can be generated from
assessments. We anticipate
approximately $8.4 Million in bonds will be issued, which will net approximately
$6.9 Million to put in the construction fund for this project. WCI will be responsible for the balance
of the costs not funded through the bond issue. The total projects, both master and
parcel specific, will be partially funded through bonds. We made sure the assessments in the
supplemental report do not exceed the maximums permitted by the assessment
proceedings you conducted. We also
made sure the amount of bonds we want to issue are
within the limits of the conditional bond delegation held last year where the
court validated the bonds.
Mr. Petty asked is it safe to say the District’s position is virtually
the same as it was before and is slightly updated for construction issues?
Ms. Ganz responded yes.
Mr. Petty stated we do not have additional assessment levels. We are not looking at higher
levels. We have gone through the
hearing process. The exposure is
mostly to the developer. I see we
are trying to maximize our ability to pay for the development without increasing
it. Any interest in the reserve
funds will go into this account as a fourth level to pay off any projects which
may be outstanding.
Ms. Ganz stated that is up to a certain point. It goes to a different obligation
account, which we will keep repaying.
Mr. Petty asked are we going to exceed our maximum under this issue?
Ms. Ganz responded no.
Mr. Petty stated we are not asking the Board to consider anything
new. This is within the guidelines
you looked at last fall. All of the
exposure is to WCI for the increased construction cost of the
project.
Mr. Anderson stated we would like to get a motion on record to approve
the supplement to the Engineer’s Report.
On MOTION by Mr. Mendelson seconded by
Mr. Mendolia with all in favor the supplement to the Master Engineer’s Report
was approved.
A.
Completion Agreement
Mr. Anderson
stated this agreement commits WCI to pay for all costs, which we do not have
funds for. We expect to have
approximately $6.9 Million in available funds. This is based on the assessments in
place from last year. Because of
the cost increase, this agreement will obligate WCI to pay additional
costs.
B.
True-Up Agreement
Mr. Anderson stated this agreement allows for changes in the development
plan. After the bonds are issued
they assume 852 units are being built.
If a few are not built, there are bond assessments on those units which
need to be paid. This obligates WCI
to pay off any downward adjustments in the number of units built.
C.
Improvement Acquisition Agreement
Mr. Anderson
stated a great deal of construction will be done by contracts lead by the
District, but WCI will be building certain components such as landscaping,
sidewalks and a portion of the roadways.
We will buy the completed improvements from them. This is like a purchase agreement on a
house. It obligates them to sell it
to us at the engineer’s cost.
On MOTION by Mr. Mendolia seconded by Mr.
Mendelson with all in favor the completion agreements, true-up agreement and the
improvement acquisition agreements were approved.
D.
Preliminary Limited Offering Memorandum
E.
Third Supplemental Trust Indenture
F.
Resolution 2006-9, Delegation Resolution
G.
Continuing Disclosure Agreement
H.
Contract of Purchase
Ms. Ganz stated
in August of 2005 you approved a resolution authorizing the issuance of bonds
for the three assessment areas WCI was involved in; two Parkland Golf and
Country Club assessment areas and Heron Bay North. You also approved the form of the master
indenture. This indenture and the
issuance of those bonds for the projects described in the indenture were
validated by the circuit court. We
do not have to go back to the court and we have a master indenture in
place. The trustee under the
indenture was Wachovia Bank, but they sold their Trust Department to US
Bank. They are the successor
trustee.
We are asking you to authorize bonds for the Heron Bay North bond issue
not to exceed $10 Million. We
believe it will be in the $8.4 Million range, but depending on how interest
rates go we might be able to generate more proceeds. We want to have the flexibility to
create a not to exceed cap within the constraints of the assessments. By adopting this resolution you will be
giving us the authority to move forward and close the bond issue within the
parameters set forth in this resolution as well as using the financing documents
approved substantially in the form attached to this resolution.
The concept is to have two series of bonds; a long term series and a
shorter term series to be paid by WCI or the landowner as residential units are
sold to end users. This portion of
the assessment will not be passed along to the end users. It will be the B Bond, which is a short
term bond. The A Bond will be the
long term assessment, which will be within the parameters I mentioned when we
were talking about the Engineer’s Report.
The resolution provides for the sale of bonds to Prager, Sealy &
Company as the underwriter. It
attaches a form of a bond purchase agreement, which will be entered into between
the District and Prager, Sealy & Company. It authorizes the President or any
member of the Board to sign the bond purchase agreement subject to these
parameters after we market the bonds.
The parameters are in section five on page five of the Resolution. The aggregate principal amount of the
series will not exceed $10 Million.
The final maturity will be no later than
Mr. Petty stated there was a parameter on the
last one you and I talked about, which was the audit being March
31.
Ms. Ganz stated it is not a parameter. It is a different issue. It comes up in the context of the
Continuing Disclosure Agreement.
There are terms of which the bonds will be sold to the underwriter. There is a Preliminary Limited Offering
Memorandum attached to this resolution.
By adopting this resolution you approve it substantially in this
form. This is the document the
underwriter will use to market the bonds.
After they have been out in the market the interest rate will be set for
the bonds, the actual par amount of the bonds as well as the final maturity and
redemption provisions. As long as
they are within these parameters, we can consummate the sale of the bonds to
Prager, Sealy & Company. We
hope to do this by the end of September.
This provides for continuing disclosure in the secondary market once the
bonds are issued. This is a modern
form. It provides up to 365 days for the District to complete its audit. Separate and apart from this there are
other bond issues outstanding in the District from the late 1990s which had more
restrictive time periods. We will
be dealing with it apart from this bond issue to get appropriate amendments in
place.
Mr. Petty stated we are trying to get it to mirror state statute because
it is how we operate.
Ms. Ganz stated I will ask for you to consider the resolution for
approval. We have Ms. Mossing and
Ms. Haido from Prager, Sealy & Company on the phone. They can talk to you about the
market. They reviewed this and feel
the parameters are appropriate.
Ms. Haido stated the parameters are conservative. The long term bonds, which have a 2027
maturity, will probably have an interest of 5 ⅜ percent. The B Bonds, which have a maturity of
2016, will be approximately 5.25 percent.
Long term rates have not moved a great deal since last year. The Parkland Golf and Country Club long
term bonds we priced last year were 5.5 percent with a 26 maturity. The B bonds, which had a 2015 maturity
were 5 ⅛ percent. We are close to
where we were a year ago. We are in
a good interest rate environment.
Ms. Ganz stated we are close to being able to print the prospectus. We have been working with WCI and your
counsel to get it ready. There are
a few open issues. I am hopeful we
will be able to get into the market in the next three weeks or so. How long do you need before we can price
them?
Ms. Haido responded after we mail, we will need a week to 10 days to
market the bonds. We will need
another week after we price and sell to close.
Ms. Ganz stated I believe we can still shoot for closing before the end
of September.
Ms. Haido stated all the documents are in final and good shape, subject
to final sign off by WCI and the financing team. We will likely close by the end of
September.
Mr. Mendolia stated the rates show 7 percent, but you are saying 5 ¼
percent to 5⅛ percent. Do you think
it will be the same within a month?
Ms. Haido responded it has not moved in the past year. I do not believe we will exceed 7
percent, which is conservative. I
believe we will be close to 5 ¼ percent.
Mr. Petty stated the interest rate is not as material to the residents
because they will be paying a maximum amount. If we get a lower interest rate, they
will get a higher principal amount.
This is the impact to the developer. Higher rates mean they will get less
payback on the infrastructure.
Ms. Haido stated the numbers attached to the Engineer’s Report assume a 6
percent interest rate for the long term bonds and a 5 ½ percent for the short
term rate. The assessments will be
the same, but it will generate a higher par as well as more construction
proceeds.
Mr. Petty asked do you have a specific suggestion on how you would like
them to approve the order?
Ms. Ganz responded we need to approve the resolution in the form
presented with the documents attached.
On MOTION by Mr. Mendelson seconded by
Mr. Mendolia with all in favor Resolution 2006-9, delegation resolution,
presented along with the documents attached within the resolution was adopted in
substantial form.
SEVENTH ORDER OF BUSINESS
Staff Reports
C.
Engineer
Mr. Petty stated
we would like to have the engineers talk to you about the repair and
construction of new tennis courts at The Commons.
Ms. Early stated I would like to introduce Mr. Gutierrez from Synalovski,
Gutierrez and Romanik. They are the
architects who did the original buildings.
We hired them to go through it because they are familiar with it. He can give you a rundown of his
report.
Mr. Gutierrez stated I am going to give you a summary of the items we are
planning to work on. They involve
the clubhouse, the pool as well as the pool cabana, and the restroom
building. We looked at the
building. Our structural engineer
climbed in the attic to look at the structure. The structure on the roof is in good
shape. There are no structural
repairs to be done in the building.
The structural repair will be replacing the roof cosmetically. Most of the work will be cosmetic.
In regard to the exterior of the building, we feel the existing columns
need to be pressure cleaned, refinished and waterproofed. We noticed cracking on the walls and
want to patch, repair and paint them.
There is damage on the trim.
We want to repair the trim and seal everything around the exterior.
Mr. Petty stated there are iron screens showing signs of rust. We need to sandblast and repaint
those. They are artistic screens
which set off the entry. A great
deal of the front entryway has lost its impact. They have a huge lantern the storm
ripped away from the ceiling. It
has to be replaced. These are
signature pieces.
Mr. Gutierrez stated when we install the new light fixture we are going
to have chains giving it support.
We are going to do the same for the bathroom facilities. We are replacing the roofs on the
clubhouse, the restroom building and the pool cabana. We are going to refinish the
fascia. The gates at the pool are
in need of repairs. The self
closing hinges need to be replaced.
We will install new locks as well.
Mr. Petty stated we are fighting with the insurance company and FEMA in
regard to payment. They tried to
get us to accept a check in the amount of $24,000. We sent it back.
Mr. Mendolia asked when will this materialize? Are
we waiting on insurance?
Mr. Petty responded no.
Ms. Early stated he is estimating these repairs will come in at
$520,000.
Mr. Petty stated we have the money in reserves for this. You will see it in your budget. We can do this work and we are ready to
go.
Ms. Early stated because it is over $500,000 it requires a 30 day bid to
be advertised. We can probably get
it in the paper next week, open the bids in September and bring it to the
October meeting.
Mr. Petty asked can we make the September meeting?
Ms. Early responded no.
Mr. Gutierrez stated we included a 10 percent contingency and 5 percent
cost estimate in our estimate. If
we estimate the roof will cost $150,000 for all three buildings, four months
from now it may cost an additional 5 percent.
Mr. Petty stated it is possible it will come in under $500,000, which
will beat the 30 day requirement and we will be able to have it for the next
meeting. Why do we not try it? We cannot hurt ourselves. We will still be ready by October if we
do not make it.
Ms. Early asked when is the next meeting?
Ms. Rugg responded if we meet on the second Wednesday, it is
There was Board consensus to meet on
Mr. Gutierrez stated in regard to the tennis courts we have the existing
facility with all the approved courts, which have been built already. We feel we can add four courts. The plan is to do the same things we did
with the other courts. We spoke to
the city regarding zoning requirements.
We should be okay in terms of getting this approved. They are not going to make us go through
a full blown site plan approval process.
We will do an amendment to the existing site plan. We think we will have to show them four
or five additional parking spaces.
Because we have sufficient asphalt parking spaces, we can add the parking
spaces required for the additional courts in the grass area.
Ms. Early asked do you want to tell them how much you think it will cost?
Mr. Petty responded we believe we have funding for a minimum of two
courts at the moment. We will try
to get funding in the next year and a half to do the other two courts. We have cash for at least two, hopefully
all four.
Mr. Mendolia stated I would not do only two. I would do all four and forget about
it.
Mr. Petty stated we will pull as much cash as we can. If we need to pull money from other
funds, Ms. Larned will look into it.
We will report the options at the next meeting. Our intention is to get the courts done
now while we are doing the permits.
Ms. Early stated we need authorization if you want us to
proceed.
Mr. Mendolia asked do you have a price for this?
Mr. Petty responded it is approximately $250,000 per
court.
Mr. Gutierrez stated it includes lights, fencing and
irrigation.
Mr. Mendolia stated we have to negotiate. That is too high.
Mr. Petty stated the husband of one of the girls who works here does the
asphalt version. They are in the
price range you talked about. The
clay courts are pricy.
Mr. Mendolia stated we need to price it.
Mr. Petty stated they will be bid.
Mr. Mendolia stated let us do it and do all four.
Ms. Early asked can you give them a timeframe?
Mr. Petty responded I thought you were going to advertise
now.
Ms. Early stated we need design plans for this.
Mr. Petty stated we should post a sign instructing the residents who use
the facility of the new construction, which will be ongoing, so they understand
the mess as well as post a sign showing where the new tennis courts will
be.
Mr. Mendolia stated you should send a brochure to the
THIRD ORDER OF BUSINESS
Public Hearing to Consider Adoption of General Fund Budget for Fiscal
Year 2007, Resolution 2006-6, and Levy of Non Ad Valorem Assessments, Resolution
2006-7
Mr. Mendolia
opened the public hearing.
Mr. Petty stated I will direct you to the summary page and talk about the
assessment levels. If you look at
the general fund, which is where all of your operation and maintenance actions
are, you will see assessments went down.
We have plenty of action going on as you just saw. We are providing improvements. We are enjoying economies of scale. Our District has grown by unit count and
the services have not jumped up as much.
You will see a bigger number next year. We increased unit counts by a little
over 2,000, yet our requirements for service were not as great. These are brand new units. Operation and maintenance is not caught
up. In the next year or two you
will see the number go back to the $80 to $90 range. The debt service tables remain as they
were before and they are fixed by the bond cost.
Mr. Mendolia asked have you met with anyone from each of the areas?
Mr. Petty responded I met with WCI in regard to The Commons. I met with the landscape committee for
Parkland Isles. We met with field
crews for water and sewer as well as drainage. We met with our engineers on this
issue. We also met with Ms.
Walker. There are some things which
came in late in the process for the general fund. We will have them for your consideration
in the water and sewer budget. We
would like to leave the general fund as is.
There is an item I want to bring to your attention under Special
District, which is the mitigation area, on page 16. The mitigation area started around 1995
and was considered to be beneficial to the area called
Mr. Mendelson asked what is the difference economically?
Mr. Petty responded they have to cover it because they did not get
approval for the entire process.
They need to rebuild a great deal of this to the current standard, which
is good for us. We met with
WCI. We terminated the contract
with Acquagenics. We are working
with WCI’s environmental engineer, Miller Leg. They are writing the specifications for
a better maintenance contract. We
have our maintenance people gearing up to oversee it. We cannot rely on contractors. This is why this number went up. It has gone from the tax levy of $83,000
to $218,000. It was $27 to each
unit. It is now $72. This is real maintenance, not “play”
maintenance. The impact to the
residents is minimal. The
percentage impact is significant, but the dollar amount is not. WCI is putting in over $500,000 for
corrective actions. You will see a
significant change. We will jump on
top of this with maintenance. We
will be going out to bid for the contractor within the next 30 days. Our own staff will take over in a six
month transition. The contractor
will be utilized for the big plantings.
Ms. Early stated Ms. Reed received approval from
On MOTION by Mr. Mendolia seconded by Mr.
Mendelson with all in favor the public hearing was closed and Resolution 2006-6
adopting the general fund budget for fiscal year 2007 was
adopted.
Mr. Petty stated this is a two part process. We will ask you to consider the next
resolution, which is how we levy the non ad valorem assessment to the property
appraiser. It is Resolution
2006-7.
On MOTION by Mr. Mendolia seconded by Mr.
Mendelson with all in favor Resolution 2006-7 levying the non ad valorem
assessments for fiscal year 2007 was adopted.
FOURTH ORDER OF BUSINESS
Distribution of Proposed Water and Sewer Budget for Fiscal Year 2007 and
Consideration of Resolution 2006-8 Setting a Public Hearing
Mr. Petty stated I apologize for bringing this to you late. In doing the assessments and getting the
TRIM notices out, we had trouble and it put us back in the schedule. We are asking you to approve this in
order to disseminate it to other government agencies. We will ask you at a later date to adopt
it for implementation in the next fiscal year.
On MOTION by Mr. Mendolia seconded by Mr.
Mendelson with all in favor Resolution 2006-8 approving the water and sewer
budget and setting the public hearing for
FIFTH ORDER OF BUSINESS
Consideration of Permits
A.
B.
Ms. Early stated
these are typical surface water permits.
These are the last two parcels in Heron Bay North. We had two parcels at the last
meeting. It meets the District’s
criteria.
On MOTION by Mr. Mendelson seconded by
Mr. Mendolia with all in favor the permits for Heron Bay North Plat 3 50’s and
75’s were approved.
SEVENTH ORDER OF BUSINESS
Staff Reports (Continued)
A.
Manager’s Report – Meeting Schedule for Fiscal Year
2007
Mr. Petty stated
in your agenda package we have a recommended meeting schedule for fiscal year
2007. We would like to advertise
this at one time. If the schedule
is not to your liking, we can do it monthly.
On MOTION by Mr. Mendolia seconded by Mr.
Mendelson with all in favor the meeting schedule for fiscal year 2007 was
approved.
Mr. Petty stated we will be doing a communication officer position. It is in the water and sewer
budget. It is important for us to
talk to the residents about what we do.
We will be talking about how we project our image to the residents. This is based on feedback from The
Commons. This is to put us in the
proper light for what we do, receive customer appreciation and to find out from
the public what they want from us.
B.
Attorney’s Report
There being no
report, the next item followed.
EIGHTH ORDER OF BUSINESS
Approval of Requisitions and Invoices
Mr. Petty stated
we asked Mr. McKune to mutiny his current position and join us. We have a couple of concerns. CH2M Hill is an engineering firm we do
not know very well. Mr. McKune and
Ms. Early we rely on and trust. We
are asking Mr. McKune if he will consider being an independent contractor for us
in order to do quality engineering and oversee the invoices we are getting. We can pay his salary from the savings
he will generate.
Mr. Mendolia stated it is done.
Mr. Mendelson stated yes.
On MOTION by Mr. Mendolia seconded by Mr.
Mendelson with all in favor the requisitions and invoices were
approved.
NINTH ORDER OF BUSINESS
Adjournment
There being no further business,
On MOTION by Mr. Mendolia seconded by Mr.
Mendelson with all in favor the meeting was
adjourned.
Steve Mendelson
Salvatore
Mendolia
Secretary
President