EXHIBIT A
MALL AREA REDEVELOPMENT TIF DISTRICT
(REINVESTMENT ZONE NUMBER TWENTY)
ANNUAL REPORT
FY 2018-2019
Office of Economic Development
1500 Marilla Street, 2CN
Dallas, Texas 75201
(214) 670-1691
https://www.dallasecodev.org/
October 1, 2018 to September 30, 2019
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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Table of Contents
District Map ..................................................................................................................... 3
Mission Statement ........................................................................................................... 4
FY 2018-2019 District Accomplishments ......................................................................... 5
Mixed-Income Housing Summary……………………………………………………………..8
Value and Increment Revenue Summary ........................................................................ 9
Objectives, Programs, and Success Indicators ............................................................. 10
Year-End Summary of Meetings and Council Items………………………………….…...11
Budget and Spending Status ......................................................................................... 14
FY 2019-2020 Work Program ....................................................................................... 15
Appendix A: Financials .................................................................................................. 16
Appendix B: Financial Obligations…………………...………………………………….......19
Appendix C: Sub-District-Wide Set Aside Funds…………………………………………..20
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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District Map
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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Mission Statement
The Mall Area Redevelopment Tax Increment Financing District (TIF District) represents
the City of Dallas’ effort to encourage the sustainable redevelopment of properties
including and around two obsolete shopping malls while taking advantage of each area’s
strategic regional location at the crossroads of key transportation corridors.
As allowed by Chapter 311 of the Texas Tax Code, the TIF District comprises two non-
contiguous sub-districtsthe Montfort-IH 635 Sub-District for the Valley View Center Mall
area in northern Dallas and the Westmoreland-IH 20 Sub-District for the Southwest
Center Mall area in southern Dallas.
The Montfort-IH 635 Sub-District is generally bounded by Alpha Road, Preston Road,
Noel Road, and Interstate Highway 635 (LBJ Freeway). The Montfort-IH 635 Sub-District
encompasses approximately 173.9 acres, not including rights-of-way. The Montfort-IH
635 Sub-District is recommended by and consistent with the City’s adopted Valley View-
Galleria Area Plan (2013) and serves as a long-term funding tool to help implement the
shared vision for the area by further leveraging other implementation tools (PD 887 form-
based zoning and Thoroughfare Plan amendments) enacted by the City Council.
The Westmoreland-IH 20 Sub-District is generally bounded by Westmoreland Road,
Camp Wisdom Road, Highway 67 (Marvin D. Love Freeway), and Interstate Highway 20
(LBJ Freeway). The Westmoreland-IH 20 Sub-District encompasses approximately 96.6
acres, not including rights-of-way. The Westmoreland-IH 20 Sub-District is recommended
by and consistent with the City-sponsored Advisory Services Panel report entitled
“Southwest Center Mall” published by the Urban Land Institute (2009) and serves as a
long-term funding tool to help implement many of the report’s recommendations over
time.
The mission of the TIF District is to provide a source of funding for a program of public
infrastructure improvements, economic development grants, and land
acquisition/assembly for public open space, which is intended to stimulate private
investment in each mall area to occur earlier and to a much greater extent than would
occur solely through private investment in the reasonably foreseeable future.
Originally, the Valley View Center Mall and the Southwest Center Mall were created by
complex configurations of super-blocks, private land ownership, and reciprocal easement
agreements that bound multiple owners together. Over the last decade as market
conditions have shifted significantly, these same configurations have heavily burdened
each mall area, making redevelopment and revitalization extremely difficult without public
participation.
With the assistance of this TIF District, each mall area is to be reconfigured into a
traditional pattern of public streets, public open space, public infrastructure, and smaller
parcels of private land ownership, thereby setting the stage for incremental
redevelopment that is flexible to meet market demands and community needs.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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TIF District Accomplishments in FY 2018-2019
In July 2018, Mill Creek Residential Trust LLC began construction on a new 344-
unit apartment community on 3.2 acres located at 13001 Cornell Drive in the
Montfort-IH 635 Sub-District. Known as Modera Dallas Midtown, the project will be
5 stories (approximately 417,928 square feet) wrapping a structured parking
garage. The total estimated value when complete is approximately $32 million.
Construction continued throughout FY 2018-2019 and is anticipated to be
completed in early-mid FY 2019-2020.
Following on the footsteps of City Council’s approval in February 2018 of an
amendment to the City of Dallas Thoroughfare Plan to change the dimensional
classification of Montfort Drive from Alpha Road to Interstate Highway (IH)-635
from a special six-lane divided (SPCL 60) roadway within 117 feet of right-of-way
with 92 feet of pavement with bike lanes to a special four-lane divided (SPCL 40)
roadway within 80 feet of right-of-way with bicycle facilities, City Council approved
Resolution No. 19-0170 in January 2019 to authorize a professional services
contract (not to exceed $468,246) with Lockwood Andrews & Newnam, Inc. (LAN)
for the engineering design of a complete street project on Montfort Drive from
Interstate Highway 635 frontage road to Alpha Road. The contract was executed
in February 2019, and LAN was issued a notice to proceed.
In March 2019, pursuant to Cause No. DC-18-13452 in the 298
th
District Court, the
City (Plaintiff) executed a Settlement Agreement with TX Dallas Midtown, L.P.
(Defendant and owner of the in-line portion of Valley View Mall, the former Dillard’s
anchor building, the former JC Penney’s anchor building, and the appurtenant
parking structure) in order to settle all existing claims connected to Defendant’s
alleged violations of the Dallas City Code. With the settlement, the Defendant
agreed to a $1 million penalty, but the penalty was eligible for reduction pending
the Defendant’s successful performance of eleven requirements, specifically
including the completion of environmental remediation and demolition by
December 31, 2019 of the in-line portion of Valley View Mall, the former Dillard’s
anchor building, the former JC Penney’s anchor building, and the appurtenant
parking structure (note: required demolition did not include the existing AMC movie
theater). As of the end of September 2019, the Defendant had performed the first
ten requirements and was on track to complete the eleventh requirement by the
December 31, 2019 deadline.
In May 2019, Seritage Growth Properties, owner of approximately 23 acres of the
Valley View Mall site, held a ground-breaking event to promote the
commencement of demolition of the former Sears anchor building as well as site
preparation activities to make way for Park Heritage, a new mixed-use project with
phased development plans for almost 2 million square feet of offices, apartments,
and retail/restaurant space to be built in partnership with KDC and Toll Brothers.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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During FY 2018-2019, significant progress was made on the Reimagine RedBird
redevelopment project at Red Bird Mall. On November 29, 2018, a grand opening
event was held for the new
freestanding Starbucks
(2,550 square feet). On
March 26, 2019, a ground-
breaking event was held to
officially celebrate the
commencement of
horizontal site preparation
activities for the overall
redevelopment project. The
developer completed
grading as well as utility
infrastructure improvements
necessary to begin vertical
construction of a new
freestanding Foot Locker (20,493 square feet) and an adjacent 1.1-acre open
space known as The Lawn. During the summer, the developer also completed
interior renovations to convert 52,856 square feet of existing in-line retail space on
the second floor for a new office tenant, Chime Solutions, Inc. (Chime). Chime took
occupancy of the space at the end of September 2019. Additionally, the developer
successfully completed all site preparation activities necessary to convey a 6.4-
acre site for the development of a new 300-unit apartment project by Palladium
RedBird, Ltd.
Foot Locker retail building under construction
Photo courtesy of Office of Economic Development
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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At the end of FY 2018-2019, Palladium RedBird, Ltd. began construction on a new
300-unit apartment project on 6.4 acres located at 7202 S. Westmoreland Road
within the Reimagine RedBird redevelopment area. Known as Palladium at
RedBird, the project will have two 4-story buildings (approximately 436,842 square
feet) with elevators and a structured parking garage. Planned amenities include a
clubhouse with a fitness center, business center and club room, a resort style
swimming pool, a playground, pedestrian access to the Redbird Mall area, and a
dog park.
In late FY 2018-2019, the North Central Texas Council of Governments
(NCTCOG) and their consultant team of Jacobs Engineering Group, Inc. and
Walker Consultants completed the Dallas Midtown Autonomous Transportation
System (ATS) and Shared Parking Feasibility Study. The study assessed the utility
and technical feasibility of an autonomous transportation system to achieve larger
district-wide mobility and sustainability goals, feasible recommendations for
development, support, and management of the system, and project capital and
operating costs. On September 26, 2019, the Study Review Committee held a final
update meeting to review the report and discuss recommended next steps.
RedBird office tenant Chime Solutions, Inc. moved into newly renovated space at the end of FY 18-19
Photo courtesy of Office of Economic Development
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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Mixed-Income Housing Summary
Successful development efforts support a variety of housing options. Accordingly, twenty
percent (20%) of all housing units in projects using direct site-specific TIF funding
assistance are subject to the City’s and County’s established criteria for mixed-income
housing.
Project Location Sub-District
Completion
Date
(Calendar
Year)
Status
Development Amount/Type
2
Approx Value
3
TIF Investment
4
Project Location Sub-District
Completion
Date
(Calendar
Year)
Status
Development Amount/Type
2
Approx Value
3
TIF Investment
4
Modera
Dallas
Midtown
13001
Cornell
Drive
2020
Under
Construction
new construction of multi-family residential (344 units)
$32,000,000 $0
Palladium at
RedBird
7
7202
Westmorel
and
2021
Under
Construction
new construction of multi-family residential (300 units)
$30,000,000 $0
new construction of multi-family residential (965 units)
new construction of hotel (256 rooms)
Approx
Value
3
TIF
Investment
4
new construction of hotel (256 rooms)
demolition of 100,000 square feet retail
renovation of 600,000 square feet retail
new construction of 100,000 square feet retail
Projects Within the Mall Area Redevelopment TIF District Utilizing TIF Funding
1
Projects Within the Mall Area Redevelopment TIF District Not Utilizing TIF Funding
5
2024
Under
Construction
$115,000,000
$15,600,000
demolition of 100,000 square feet retail
renovation of 600,000 square feet retail
new construction of 100,000 square feet retail
Reimagine
RedBird
6
3662 W.
Camp
Wisdom
TOTAL
$115,000,000
$15,600,000
4
TIF funding amount not to be exceeded per an approved City Council Resolution.
1
All information updated as of September 30, 2019.
2
Based upon: either the TIF application or the required minimum stated in the Development Agreement. May be updated for completed projects based on actual unit mix
and square footage.
3
Based upon: (1) market value of comparable projects for anticipated projects, (2) required minimum private investment stated in the Development Agreement for
projects that have been approved for TIF funding or are under construction, or (3) DCAD market value for completed projects (unless project has not yet been assessed).
Modera
Near the
Galleria
13290
Noel Road
2017
Complete
$0
new construction of multi-family residential (321 units)
new construction of hotel (256 rooms)
$0
GRAND TOTAL
$256,800,000
$15,600,000
6
Project also includes other City subsidies; contact the Office of Economic Development for more information.
7
Project also includes other City subsidies; contact the Office of Economic Development for more information.
5
Selected significant projects included.
new construction of multi-family residential (965 units)
$55,500,000
TOTAL
2018
Complete
$24,300,000
Grand Total - All Projects Utilizing and Not Utilizing TIF Funding
$0
Marriott
Hotel (dual
branded)
2 Bryce
Lane
$141,800,000
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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In the Montfort-IH 635 Sub-District, construction was completed in April 2017 on the 321-
unit Modera Near the Galleria apartment project located at 13290 Noel Road. The Modera
Near the Galleria multi-family project did not utilize direct site-specific TIF funding and, as
such, does not set aside any affordable units. Additionally, in the Montfort-IH 635 Sub-
District, construction continued during FY 2018-2019 on the 344-unit Modera Dallas
Midtown multi-family project located at 13001 Cornell Drive. The Modera Dallas Midtown
multi-family project did not utilize direct site-specific TIF funding and, as such, will not set
aside any affordable units when the project is complete.
In the Westmoreland-IH 20 Sub-District, at the end of FY 2018-2019, construction began
on the 300-unit Palladium at RedBird mixed-income apartment project located at 7202 S.
Westmoreland Road within the Reimagine RedBird redevelopment area. As a
requirement of the funding sources (i.e. housing tax credits; tax exempt bonds;
CDBG/HOME funds; City general obligation bond funds) being utilized to develop the
project, 70% of the 300 units (i.e. 210 units) will be reserved and leased solely to
households earning at or below 60% of Area Median Income as defined by the U.S.
Department of Housing and Urban Development. The 210 affordable units must remain
affordable for a minimum of 20 years. The remaining 30% of the units in the project (i.e.
90 units) will be leased at market rate.
Value and Increment Revenue Summary
The base value of the zone is the total appraised value of all taxable real property in the
TIF District as determined by the Dallas Central Appraisal District in the 2014 certified
roll. The TIF District’s base value was $168,357,630 ($148,591,740 in the Montfort-IH
635 Sub-District and $19,765,890 in the Westmoreland-IH 20 Sub-District).
In the 2019 certified roll, the total appraised value of all taxable real property in the TIF
District as determined by the Dallas Central Appraisal District was $242,369,940,
representing an increase of $74,012,310 (44%) over the base year.
In the Montfort-IH 635 Sub-District, the total appraised value of all taxable real property
in 2019 was $221,372,370, representing an increase of $72,780,630 (49%) over the base
year. This 49% increase over the base year is attributed to new taxable value created by
the Modera Near the Galleria multi-family project, the Marriott hotel project, and the
Modera Dallas Midtown multi-family project (10% complete as of January 1, 2019).
In the Westmoreland-IH 20 Sub-District, the total appraised value of all taxable real
property in 2019 was $20,997,570, representing an increase of $1,231,680 (6%) over the
base year.
With the City’s participation in the TIF District this year at 90%, the captured incremental
tax revenue anticipated to be collected and deposited into the TIF fund in 2020 for tax
year 2019 is approximately $517,368.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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Objectives, Programs, and Success Indicators
The Project Plan and Reinvestment Zone Financing Plan for the Mall Area
Redevelopment TIF District was approved in June 2015. The following goals are included
in the Project Plan and Reinvestment Zone Financing Plan:
Goal 1: To create additional taxable value attributed to new private investment in
projects in the Montfort-IH 635 Sub-District totaling approximately $3.92 billion in
total dollars over the 30-year life of the Sub-District.
Taxable value in the Montfort-IH 635 Sub-District has increased
$74,012,310 over the base value (representing 2% of goal).
Goal 2: To create additional taxable value attributed to new private investment in
projects in the Westmoreland-IH 20 Sub-District totaling approximately $295.2
million in total dollars over the 30-year life of the Sub-District.
Taxable value in the Westmoreland-IH 20 Sub-District has increased
$1,231,680 over the base value (representing 0.4 % of goal).
Goal 3: To attract new higher density private development in the Montfort-IH 635
Sub-District totaling approximately 707,870 square feet of new retail space; 72,991
square feet of renovated movie theater; 3,987,022 square feet of new office space;
957 new hotel rooms; and 7,674 new residential units (including apartments and
condominiums).
In the Montfort-IH 635 Sub-District, 321 multi-family residential units have
been completed, and 344 multi-family residential units are under
construction (9% of goal). Additionally, 256 hotel rooms have been
completed (27% of goal).
Goal 4: To attract new higher density private development in the Westmoreland-
IH 20 Sub-District totaling approximately 140,000 square feet of new retail space;
45,000 square feet of movie theater; 70,000 square feet of new office space; 80
new hotel rooms; and 1,620 new residential units (including apartments and
townhomes).
In the Westmoreland-IH 20 Sub-District, 2,550 square feet of new retail
space (Starbucks) are complete, and 20,493 square feet of new retail (Foot
Locker) are under construction (16.5% of goal). Additionally, new multi-
family residential units are under construction with the Palladium at RedBird
project. When complete, this project will add 300 multi-family residential
units (18.5% of goal).
Goal 5: To encourage the sustainable redevelopment of properties including and
around two severely declining shopping malls in a manner in which negative fiscal
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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impacts for the remainder of the City are limited and a walkable development
pattern is achieved that is a net benefit to the City from a fiscal, land use, and
quality of life standpoint.
Goal 6: To increase public open space in the District.
During FY 2018-2019, staff supported ongoing efforts to acquire/assemble
property for the Dallas Midtown Commons Park, including detailed
discussions with the owner of 4 acres on the east side of Montfort Drive
currently addressed as 13138 Montfort Drive; detailed discussions with the
owner of 5580 Peterson Lane (known as the Prism at Midtown office
building); coordination with the Dallas Midtown Park Foundation to promote
the park visioning plan created by MIG; and coordination with Dallas Parks
and Recreation Department staff, the North Dallas Chamber of Commerce,
and the District 11 Park Board Member to strategize regarding how to
secure matching private funds to unlock the $6 million for Dallas Midtown
Commons Park authorized by the voters in the 2017 Bond Program.
Goal 7: To generate approximately $431.4 million (net present value of
approximately $182.5 million in 2014 dollars) in TIF fund revenues over the 30-
year life of the District.
Total collection of TIF fund revenues (including estimated collection for this
year) = $934,637 (0.22% of goal).
Year-End Summary of Meetings and Council Items
The Mall Area Redevelopment TIF District Board of Directors had one meeting (one
special called meeting) during FY 2018-2019. The Board can consist of up to seven
members, including six (6) City of Dallas appointees and one (1) Dallas County appointee.
During FY 2018-2019, the Board members were (FY 2018-2019 Board meetings
attended):
Position 1: Fred WellsCity representative (1 of 1 meeting)
Position 2: Bruce BernbaumCity representative (1 of 1 meeting)
Position 3: Kiyundra GulleyCity representative (0 of 1 meeting)
Position 4: Josh WomackCity representative (1 of 1 meeting)
Position 5: Arthur HollingsworthCity representative (1 of 1 meeting)
Position 6: Amy Monier (Chairperson)City representative (1 of 1 meeting)
Position 7: Rick LoessbergCounty representative (0 of 1 meeting)
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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During FY 2018-2019, the City Council acted on seven items associated with the Mall
Area Redevelopment TIF District:
On October 24, 2018, City Council approved Resolution No 18-1487 to authorize
(1) a Project Specific Agreement with Dallas County for funding participation in the
design and construction of paving and drainage improvements for Montfort Drive
from Interstate Highway 635 frontage road to Alpha Road; (2) the receipt and
deposit of funds from Dallas County in an amount not to exceed $1,900,000; and
(3) an increase in appropriations in an amount not to exceed $1,900,000 in the
Capital Projects Reimbursement Fund - Not to exceed $1,900,000 - Financing:
Capital Projects Reimbursement Funds.
On January 23, 2019, City Council approved Resolution No. 19-0170 to authorize
(1) reprogramming of $3,500,000 from the Alpha Road from Noel Road to Preston
Road Project to the Montfort Drive from Interstate Highway 635 frontage road to
Alpha Road Project; and (2) a professional services contract with Lockwood
Andrews & Newman, Inc. for the engineering design of a thoroughfare
improvement project on Montfort Drive from Interstate Highway 635 frontage road
to Alpha Road - Not to exceed $468,246.82 - Financing: Street and Transportation
Improvements Fund (2006 Bond Funds) ($283,115.53), Capital Projects
Reimbursement Fund ($153,691.29) and Water Utilities Capital Improvement
Funds ($31,440.00).
On February 27, 2019, City Council approved Resolution 19-0378, accepting the
FY 2017-2018 Annual Report on the status of the Mall Area Redevelopment TIF
District and authorizing the City Manager to submit the annual report to the Chief
Executive Officer of each taxing jurisdiction that levies taxes on real property in the
District and to the State Comptroller.
On February 27, 2019, City Council held a public hearing to receive comments
regarding an application by Palladium Redbird, Ltd. (PRL) to the Texas
Department of Housing and Community Affairs (TDHCA) for 2019 4% Non-
Competitive Housing Tax Credits for Palladium Redbird located at the intersection
of West Camp Wisdom Road and South Westmoreland Road site of the former
Red Bird Mall/Southwest Center Mall; and at the close of the public hearing
approved Resolution No. 19-0385 to: (1) authorize a Resolution of No Objection
for PRL or its affiliate, related to its application to TDHCA for the acquisition and
new construction of improvements to be known as the Palladium Redbird; and (2)
conditioned upon PRL receiving a 2019 4% Housing Tax Credit award and upon
City Council’s final adoption of the Community Development Block Grant (CDBG)
Reprogramming Budget No. 1 on April 10, 2019, authorize (a) a development loan
agreement in an amount not to exceed $6,271,576 (comprised of $2,696,300 in
Community Development Block Grant Funds and $3,575,276 of HOME Investment
Partnerships Program Funds) with PRL or an affiliate thereof; (b) a conditional
grant agreement in an amount not to exceed $2,028,424 in 2012 General
Obligation Bond Funds with a nonprofit entity; and (c) the City of Dallas Housing
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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Finance Corporation to purchase and own the land, enter into a long-term ground
lease with PRL, and take an ownership interest in PRL for the development of a
mixed-income multifamily complex located at the intersection of West Camp
Wisdom Road and South Westmoreland Road, site of the former Red Bird
Mall/Southwest Center Mall.
On June 12, 2019, City Council approved the first amendment to Resolution No.
19-0385 to: (1) amend the development loan amount with Palladium Redbird, Ltd.
or an affiliate (“Palladium Redbird”) to only include an amount not to exceed
$5,000,000 in HOME Investment Partnership Program (“HOME”) funds for
construction, (2) authorize a development loan agreement with Palladium Redbird
or the City of Dallas Housing Finance Corporation (“DHFC”) for acquisition of land
and construction, subject to DHFC Board of Directors’ approval, in an amount not
to exceed$1,271,576 in Community Development Block Grant Funds, (3) allow the
closing of the Palladium Redbird and DHFC grant/loan to occur prior to closing on
the equity and all other financing for the development, (4) allow Palladium Redbird
and DHFC to be reimbursed for costs associated to acquisition at closing, but must
meet all other requirements under the agreement to be reimbursed the remaining
loan and grant amounts, and (5) allow the City to maintain no less than 3rd lien
position.
On September 25, 2019, City Council approved the second amendment to
Resolution No. 19-0385 to: (1) remove the permanent repayment guaranty
requirement of Palladium USA, Inc.;(2) add to the requirement that the City only
be added as an additional obligee on the payment and performance bonds
furnished by Palladium Redbird, Ltd. to its senior construction lender, if allowed by
the permanent lender; and (3) add a minimum investment requirement for
Palladium Redbird, Ltd. of $30,000,000 to construct the improvements for the
Development as additional consideration.
On September 25, 2019, City Council approved Resolution No. 19-1507 to
authorize approval of the City Council of the City of Dallas, acting as the applicable
elected representative, as defined by Section 147(f)(2)(E) of the Internal Revenue
Code of 1986, as amended (“Code”), of the issuance of multifamily residential
revenue bonds (“Bonds”) to be issued by the City of Dallas Housing Finance
Corporation (“Issuer” or “DHFC”) in one or more series in an aggregate principal
amount not to exceed $30,000,000; proceeds of the Bonds will be loaned to
Palladium Redbird, Ltd. (“PRL”) to finance a portion of the cost of the acquisition
of land and new construction of 300 units and related facilities for a mixed-income
multifamily complex to be known as Palladium Redbird and located at 7202 South
Westmoreland Road, Dallas, Texas (“Development”); a public hearing with respect
to the Bonds and the Development was held on September 10, 2019, after
reasonable public notice was published in a newspaper of general circulation in
the City of Dallas all in compliance with Section 147(f) of the Code.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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Budget and Spending Status
Each TIF district establishes a budget for the public expenditures necessary to support
private investment in the district. As included in the Project Plan and Reinvestment Zone
Financing Plan for the Mall Area Redevelopment TIF District, the budget is shown below:
B C B - C
Category
TIF Budget** Allocated TIF Balance
Public Infrastructure Improvements; Environmental Remediation &
Demolition; Grants for Economic Development
$264,229,113 $0 $264,229,113
Set Aside for Land Acquisition for Sub-District-Wide Central Open Space*** $72,659,277 $0 $72,659,277
Set Aside for Sub-District-Wide Infrastructure Improvements $24,219,759 $0 $24,219,759
Public Infrastructure Improvements; Environmental Remediation &
Demolition; Parks, Open Space, Trails, Gateways; Grants for Economic
Development
$72,665,022 $15,600,000 $57,065,022
Administration and Implementation* $7,684,059 $485,489 $7,198,570
Total Project Costs $441,457,229 $16,085,489 $425,371,741
*** For land acquisition and associated costs; not for design, construction, maintenance, or operating/programming costs.
* TIF Administration costs are pending until collection of sufficient tax increment to reimburse the City. TIF Administration costs shown are expended
through FY 2017-2018; actual FY 2018-2019 administrative costs will be reflected in the FY 2019-2020 financial statements.
** TIF Budget shown above is in current dollars (updated yearly); TIF Project Plan and Reinvestment Zone Financing Plan shows the budget in net
present value.
Mall Area Redevelopment TIF District
Projected Increment Revenue to Retire TIF Fund Obligations
Montfort-IH 635 Sub-District
Westmoreland-IH 20 Sub-District
Category
TIF NPV Budget
Public Infrastructure Improvements; Environmental Remediation & Demolition;
Grants for Economic Development
$109,123,655
Set Aside for Land Acquisition for Sub-District-Wide Central Open Space $30,000,000
Set Aside for Sub-District-Wide Infrastructure Improvements $10,000,000
Public Infrastructure Improvements; Environmental Remediation & Demolition;
Parks, Open Space, Trails, Gateways; Grants for Economic Development
$30,088,432
Administration and Implementation $3,250,000
Total Project Costs $182,462,088
Mall Area Redevelopment TIF District
Project Plan Budget (NPV)*
Montfort-IH 635 Sub-District
Westmoreland-IH 20 Sub-District
* As approved in the Project Plan and Reinvestment Zone Financing Plan.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
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FY 2019-2020 Work Program
The FY 2019-2020 work program for the Mall Area Redevelopment TIF District includes:
Continued coordination with interested property owners/investors/developers on
potential TIF subsidy applications.
Consideration of any potential TIF District boundary amendments and/or plan
amendments that are necessary or convenient to further implement the Project
Plan and Reinvestment Zone Financing Plan for the Mall Area Redevelopment TIF
District.
Continued coordination and staff support for City-initiated public infrastructure
projects benefitting the TIF District.
Continued coordination with Dallas County on execution of the interlocal
agreement for participation in the TIF District.
Continued coordination and staff support for the continued implementation of the
Valley View-Galleria Area Plan and the ULI vision for Southwest Center Mall (now
Red Bird Mall), including funding opportunities from other governmental entities or
private philanthropic entities; City bond projects; park land acquisition; public
improvement district.
Continued coordination and staff support for next steps/implementation of the
Dallas Midtown Autonomous Transportation System (ATS) and Shared Parking
Feasibility Study completed by the North Central Texas Council of Governments
(NCTCOG).
Continued coordination with Dallas Independent School District (DISD) regarding
the site evaluation and potential location of a new public “choice” school in the
Valley View-Galleria area.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
16
Appendix A: Financials
City of Dallas, Texas
Mall Area Redevelopment Tax Increment Financing District Fund
Reinvestment Zone Number Twenty
As of September 30, 2019 (Unaudited)
Chapter 311.016 of V.C.T.A. requires the following information
as part of the annual report on the status of the TIF District.
Information is contained in detail on the attached
financial statements.
1.
Amount and source of revenue in the tax increment fund established for the zone:
$6,539
Interest Income
$533,180 Ad Valorem Taxes (Collected in FY 19 based on 2018 Final Tax Roll)
$539,719 Total Revenue
2.
Amount and purpose of expenditures from the fund:
$43,902 TIF Administrative Expense for fiscal year 2017-2018*
$1,057 Non-Capital Outlay -TIF reimbursement - Planning & Urban Development (PNV)
$0 Capital outlay
$0 Additional Subsidy in Form of Grant (in lieu of interest expense)
$44,958 Total Expenditures
*Actual FY 2018-2019 (in process) administration expenses will be reflected in the FY 2019-2020 financial statements.
3. Amount of Principal and Interest due-on outstanding indebtedness:
a. The zone did not have any bonded indebtedness at fiscal year end September 30, 2019.
4. Tax increment base and current captured appraised value retained by the zone:
Taxable
Base Year Est. Captured
Taxing Jurisdiction Value 2019* 2014 Value Value 2019
City of Dallas
$242,369,940 $168,357,630 $74,012,310
Dallas County $242,369,940 $168,357,630 $74,012,310
Taxable value shown for participating taxing jurisdictions.
*Based on Certified Taxable Value. The final values will be determined on February 01, 2020.
5. Captured appraised value by the municipality and other taxing units, the total amount of the tax
increment received, and any additional information necessary to demonstrate compliance with the
tax increment financing plan adopted by the governing body of the municipality:
A. Estimated tax increment shared by the municipality and other participating taxing jurisdictions:
Assessment Estimated 2019
Taxing Jurisdiction Per $100 Increment**
City of Dallas 0.69894 $517,302
Dallas County 0.24310
$0
Total for all Jurisdictions $0.94204 $517,302
**Dallas County does not participate in the zone in 2019. Participation rates for City of Dallas and Dallas County
is as follows:
City of Dallas Dallas County
90% for tax years 2016-2042 55% for tax years 2020-2039
75% for tax year 2043
55% for tax year 2044
B. The total amount of estimated tax increment to be billed for the 2019 tax year and collected in 2020 is $517,302. For the 2018 tax year,
the Zone received increment of $533,180 in 2019.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
17
Appendix A: Financials
City of Dallas, Texas
Mall Area Redevelopment Tax Increment Financing District Fund
Balance Sheet as of September 30, 2019 (Unaudited)
With Comparative Totals for September 30, 2018, 2017, 2016, and 2015 (Audited)
2019
2018 2017 2016 2015
Assets:
Pooled cash and cash equivalents $750,409 $209,586 $44,815 $0 $0
Interest receivable $815 $817 $196 $0 $0
Total assets $751,224 $210,403 $45,011 $0 $0
Liabilities and Fund Balance (Deficit):
Liabilities:
Accounts and contracts payable $0 $0 $0 $0 $0
Due to other funds $299,939 $256,037 $401,661 $401,661 $401,661
Total liabilities $299,939 $256,037 $401,661 $401,661 $401,661
Fund Balance (Deficit):
Fund Balance (Deficit) $451,285 ($45,634) ($356,650) ($401,661) ($401,661)
Total Liabilities and Fund Equity $751,224 $210,403 $45,011 $0 $0
($0) $0 ($0) $0 $0
Mall Area Redevelopment Tax Increment Financing District Fund
Statement of Revenues, Expenditures and Changes in Fund Balance (Deficit)
For the Period September 30, 2019 (Unaudited)
With Comparative Totals for September 30, 2018, 2017, 2016, and 2015 (Audited)
ITD
2019 2018 2017 2016 2015
Revenues:
Tax increment-Governmental $926,298 $533,180 $311,825 $81,294 $0 $0
Tax increment-Intergovernmental $0 $0 $0 $0 $0 $0
Interest income $9,731 $6,539 $2,684 $508 $0 $0
Net increase (decrease) in fair value of investments $745 $2,159 ($1,284) ($130) $0 $0
Total revenues $936,774 $541,877 $313,226 $81,671 $0 $0
Expenditures:
Administrative expenses $482,223 $43,902 $0 $36,660 $0 $401,661
Non-Capital Outlay $3,266 $1,057 $2,209 $0 $0 $0
Capital outlay $0 $0 $0 $0 $0 $0
Interest and fiscal charges $0 $0 $0 $0 $0 $0
Total expenditures $485,489 $44,958 $2,209 $36,660 $0 $401,661
Excess (Deficiency) of Revenues over Expenditures $451,285 $496,919 $311,016 $45,011 $0 ($401,661)
Fund balance (Deficit) at beginning of year
as previously reported $0 ($45,634) ($356,650) ($401,661) ($401,661) $0
Fund balance (Deficit) at beginning of year,
as restated $0 ($45,634) ($356,650) ($401,661) ($401,661) $0
Fund balance (deficit) at end of year $451,285 $451,285 ($45,634) ($356,650) ($401,661) ($401,661)
Note: Fiscal Year 2018-19 unaudited financial statements are based on preliminary close numbers and are subject to
review by the City Controller's Office prior to approval by the City Council. In case of any material changes,
TIF board will be provided with the updated financial statements.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
18
Appendix A: Financials
City of Dallas, Texas
Mall Area Redevelopment Tax Increment Financing District
(Reinvestment Zone #20)
Notes to Financial Statements for the Year Ended September 30, 2019
1. The measurement focus used for the TIF Zone fund is a flow of financial resources. The
financial statements are prepared using the modified accrual basis of accounting. Under
the modified accrual basis of accounting, tax increment revenues and interest are
recognized as revenue when they become both "measurable" and "available" to finance
expenditures of the current period. Expenditures are recognized when the liability is
incurred.
2. State statute requires that each taxing jurisdiction remit its ad valorem taxes to the Zone
by May 1 of each year (remittance to occur no more than 90 days after taxes for the
jurisdiction become delinquent).
3. The TIF Zone fund's cash balances are invested in the City’s investment pool and include
amounts in demand deposits as well as short-term investments. Pooled investments and
short-term non-pooled investments are treated as cash equivalents. Investment income
on the pooled investments is prorated monthly based upon the average daily cash balance
in each fund.
4. All project costs resulting in capital improvements which are owned by the City are
capitalized in the City’s fixed assets.
5. The TIF Zone's Financing Plan permits expenditures not to exceed $7,684,059 over the
life of the TIF Zone to reimburse the City for administrative expenses. Inception-to-date,
the TIF Zone has recognized an actual cumulative total of $485,489 in administrative
expenses, comprised of the following: (1) $229,452 in staff time through FY 2017-2018,
which will be reimbursed to the City’s General Fund upon collection of sufficient increment;
(2) $248,137 in a grant to the North Dallas Chamber of Commerce for the 2012-2013
Valley View-Galleria Area Planning Study, which will be reimbursed to the City’s
Public/Private Partnership Fund upon collection of sufficient increment; and (3) $7,900 for
real property appraisal services necessary to assist the City with implementation, which
will be reimbursed to the City’s Public/Private Partnership Fund upon collection of
sufficient increment.
6. On the Balance Sheet, the “due to other funds” amount of $299,939 at September 30,
2019 represents the TIF Zone’s administration expenses that had been earned in prior
years but will be reimbursed to the City’s General Fund and Public/Private Partnership
Fund based on the availability of future TIF funds.
7. Actual FY 2018-2019 (in process) administration expenses will be reflected in FY 2019-
2020 financial statements.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
19
Appendix B: Financial Obligations
As of the end of FY 2018-2019, there is one TIF funding obligation:
Tax Increment Development, Chapter 380 Grant, and Chapter 380 Loan Agreement
(Agreement) with WCWRD Inc (Developer) in an amount not to exceed $15,600,000 (TIF
Subsidy). Note: Per the Agreement, Developer has assigned all rights to receive payment
of the TIF Subsidy to the City of Dallas as collateral for and in payment of a loan in an
amount not to exceed $12,000,000 from the City’s Public/Private Partnership Fund. The
City made the first disbursement of the Loan in an amount of $6,000,000 to Developer on
June 10, 2019 in accordance with the terms and conditions as set forth in the Agreement.
As of September 30, 2019, notes receivable in the amount of $6,000,000 has been set up
in the City’s Public/Private Partnership Fund, and interest accrued on the outstanding
principal balance of the loan through September 30, 2019 is $36,821.92. Pursuant to the
Agreement, the 10% Transfer to the Westmoreland-IH 20 Sub-District (see page 20) in
the amount $43,367.32 will be applied towards the accrued but unpaid interest due on the
loan and then to the outstanding principal balance of the loan.
Mall Area Redevelopment TIF District FY 2018-2019 Annual Report
20
Appendix C: Sub-District-Wide Set Aside Funds
Consistent with the Project Plan and Reinvestment Zone Financing Plan, the Increment Allocation
Policy adopted by the TIF Board for the Mall Area Redevelopment TIF District includes two sub-
district-wide set asides (in the Montfort-IH 635 Sub-District) and an inter-sub-district transfer (from
the Montfort-IH 635 Sub-District to the Westmoreland-IH 20 Sub-District) as described below:
Annual Process (Montfort-IH 635 Sub-District)
First, the Montfort-IH 635 Sub-District Gross Increment will pay:
1) Administrative Expenses: After the Total Gross Increment has been deposited into the
District fund, the City’s Administrative Expenses for the District will be reimbursed first in
each year of the District. The Montfort-IH 635 Sub-District’s portion of the District’s
Administrative Expenses will be paid from the Montfort-IH 635 Sub-District Gross
Increment based on the ratio of the Montfort-IH 635 Sub-District Gross Increment to the
Total Gross Increment.
Then, the Montfort-IH 635 Sub-District Net Increment will be transferred or set aside as follows:
2) Transfer to the Westmoreland-IH 20 Sub-District: Ten percent (10%) of the Montfort-IH
635 Sub-District Net Increment will be annually transferred to the Westmoreland-IH 20
Sub-District to help facilitate the revitalization and redevelopment of the Southwest Center
Mall area.
End of FY 2018-2019 Transfer Amount: $43,367.32
3) Set Aside for Sub-District-Wide Public Infrastructure Improvements: Ten percent (10%) of
the Montfort-IH 635 Sub-District Net Increment will be set aside annually for Sub-District-
Wide Public Infrastructure Improvements (i.e. improvements not specific to a single
development site such as gateways, trails, parks/open space, public facilities, or
utility/streetscape improvements benefitting multiple parcels or blocks, regardless of
ownership). Anticipated priorities of this set aside include the replacement and upsizing of
existing off-site wastewater lines as well as the establishment of roadway connections.
End of FY 2018-2019 Allocation Amount: $43,367.32
Available balance: $43,367.32
4) Set Aside for Land Acquisition for Sub-District-Wide Central Open Space: Since the long-
term redevelopment potential of the area will be limited without a large central open space
and since TIF funding assistance of land acquisition for the large central open space will
be critical to making the Montfort-IH 635 Sub-District a dense, walkable, livable, and
sustainable place, thirty percent (30%) of the Montfort-IH 635 Sub-District Net Increment
will be set aside annually for Land Acquisition for Sub-District-Wide Central Open Space.
End of FY 2018-2019 Allocation Amount: $130,101.95
Available balance: $130,101.95