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Page 1: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

FORT CHAFFEEREDEVELOPMENT AUTHORITY

NOTICE

The regularly scheduled board meeting of die Fort Chaffee Redevelopment Authority xviii beheld:

When: Thursday, 18 April 2019

Where: Fort Chaffee Redevelopment AuthorityConference Room7020 Taylor AvenueFort Smith, Arkansas 72916

Time: 3:30 p.m.

7020 Taylor r\venue, Fort Smith, .Arkansas 72916Phone: (179) 152-1554 Fax: (479) 452-4566

E-Mail: fcrachaffeccrosstng.com

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FORT CHAFFEE REDEVELOPMENT AUTHORITYBOARD MEETING

April 18, 2019

AGENDA

Call to Order I Welcome / Introductions

ii. Attendance Call and Pledge of Allegiance

iii. Approval of Regular & Special Board Meeting Minutes

iv. February & March Financial Reports

v. Report from the Chair

vi. Committee Reportsa. Real Estate Review Committee

i. Extension Request from Beam Properties, LLC to Complete Required Improvements on 10-Acre Tract & 5.03-Acre Tract in Barling

ii. Consideration of Pole Sign for An’est Bankiii. Expiration of Development Period for CrossFit of Ft. Smith, LLC for Bldg. 5616 & 1.9

Acresiv. Offer from Kalyan Akkineni to Purchase 11.2 Acres on Massard Roadv. Offer from Premier Heating & Air, LLC to Purchase 0.30 Acres on Fort Chaffee Blvd.

vi. 71 +/- Acres Released by Fort Smith Public School Districta. Offer from ERC Create, LLC to Purchase 69 +7- Acresb. Offer from Arkansas Colleges of Health Education to Purchase 71 +7- Acres and also the

46.9-acre Parcel 5k and the 3-acre Parcel 6jvii. Land Use of the Warehouse Area South of Darby Avenue

a. Exchange of Property with CBC Construction & Development. LLCb. Request from Beam Properties, LLC to Change the Land Use for Buildings 302 & 302

from Mixed Use: Historic Area to Mixed Use: Industrial/Officec. Request from Blake Properties, LLC to Change the Land Use for Building 301 and the

Property Bound by Terry Street, Darby Avenue. Ellis Street & Roberts Blvd. from MixedUse: Historic Area to Mixed Use: Industrial/Office

viii. Land Use Change for Parcel 2d from Mixed Use: Historic Area to Mixed Use:Residential/Commercial/Office

ix. Revision to Historic Area Plan

b. Personnel/Budget Committeei. Search for Interim and Permanent Executive Director

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vii. Marketing Director’s Reporti. Wayfinding Signs Update

ii. Annual Report Copiesiii. Activities Update

viii. Action Itemsi. Consideration of Sign Easement for TRCP Investments, Inc.

ii. Consideration of Water Utility Easement on Gardener Avenue for The City of Fort Smith

ix. Announcementsa. May Board Meeting: May 16, 2019

x. Adjourn

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MinutesFort Chaffee Redevelopment Authority

February 21, 2019 Board Meeting

TRUSTEES PRESENT John Ciesla, Kelly Clark, Dean Gibson, Janie Glover, Galen Hunter, Don Keesee,Paul McCollorn, and Chuck Peacock

ABSENT Ex-officio members Judge David Hudson, Mayor George McGill and Mayor Wally Gattis

OTHERS PRESEP’JT Janet Gabrey, Jill Dullard, Lode Robertson, Pam Kindes, Rod Williamson, BobCooper, Pat Mickle, Kelsey Kelton. Tina Dale, Rob Ratley, Travis Neer, David Tyler, Barry Owen. GaryEdwards, and Kyle Parker

CALL TO ORDERChairman Dean Gibson called the meeting to order at 3:33 p.m.

ATTENDANCE CALL AND PLEDGE OFALLEGL4NCEJanet Gabrey called attendance. A quorum was present. The Pledge of Allegiance was recited.

APPRO VAL OFMINUTESThe minutes of the January 24, 2019 board meeting were submitted for approval. John Ciesla movedto approve the minutes. Chuck Peacock seconded the motion. Motion passed.

FINANCZ4L REPORTThe January financial statements were provided to board members for review. Don Keesee discussedthe statements. The report was accepted.

CHAJRJWSSREPORTChaimmn Dean Gibson had nothing to report.

COilVUTTEE REPORTS -

REAL ESTATEREWEW COMMITTEEOFFER FROM GERALD & CINDY CRAWFORD TO PURCHASE 0.21 ACRES ON TERRYSTREETGalen Hunter presented an offer from Gerald & Cindy Crawford to purchase 0.21 acres on Terry Streetfor $3,000. The buyer will construct a parking lot as part of the development of Bldg. 802 that the buyerrecently purchased. The RERC countered the offer at $4,000 and the Crawfords accepted. GalenHunter moved on behalf of the Real Estate Review Committee to approve selling 0.21 acres onTerry Street to Gerald & Cindy Crawford for $4,000, subject to both parties entering into adefinitive real estate offer and acceptance contract Paul McCollom seconded the motion. Motionpassed.

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REQUEST FROM ERC CREATE, LLC TO AMEND EXCAVATION MATERIALS CLAUSEIN REAL ESTATE CONTRACT FOR THE PURCHASE OF 6.195 ACRES AT MCCLUREDRIVE & VELLS LAKE ROADGalen Hunter presented a request from ERC Create, LLC to amend the excavation materials clause inthe real estate contract for the purchase of 6.195 acres at McClure Drive & Wells Lake Road. Mr.Hunter stated when the property was approved for sale to Rod Coleman, it was discussed that Mr.Coleman would need to remove some earth from the property to get it to the desired level he needed todevelop the property. There is a standard clause in the real estate contract that if earth is to be removedfrom the property, FCRA has a first right of refusal on that dirt. FCPA originally planned to get the dirtand use it on another project, but had agreed that it would only remove the din to street level. SteveBeam looked at the property and with that restriction. determined there was not enough earth to make itworthwhile for FCRA to get. FCRA spoke with Mr. Coleman noting FCRA would not remove the dirt.Mr. Coleman is asking to remove the excavation clause from the contract before closing on the propertyto give him the right to use the shale on other sites he is developing at Chaffee Crossing. Galen Huntermoved on behalf of the Real Estate Review Committee to approve amending the excavationmaterials clause in the real estate contract for the purchase of 6.195 acres at McClure Drive &Wells Lake Road to allow ERC Create, LLC to remove materials from the site and use it at othersites being developed by ERC at Chaffee Crossing. Janie Clover seconded the motion. Motionpassed.

EXTENSION REQUEST FROM CHAFFEE COMMERCIAL PROPERTIES, LLC TOCOMPLETE THE REQUIRED IMPROVEMENTS ON 2.8 ACRESGalen Hunter presented an extension request from Chaffee Commercial Properties, LLC to complete therequired improvements on 2.8 acres. The buyer is working on securing a tenant for the buiLd-out. Waterand sewer are located at the property and the property has been cleared for development. A site plan hasbeen created and some architectural plans have been started. A one-year extension will extend thedevelopment period to March 2,2020. Galen Hunter moved on behalf of the Real Estate ReviewCommittee to approve a one-year extension for Chaffee Commercial Properties, LLC to completethe required improvements on 2.8 acres. Chuck Peacock seconded the motion. Motion passed.

REQUIRED IMPROVEMENTS EXPIRATION FOR CROSSFIT OF FT SMITH, LLC FORBLDG. 5616 & 1.9 ACRESGalen Hunter presented information regarding the expiration of the development period for CrossFit ofFt. Smith. LLC to complete the required improvements for Bldg. 5616 & 1.9 acres. This was broughtbefore the board last year when the original 3-year development period expired, and a one-yearextension was granted at that time. As part of the sales contract, the buyer agreed to make certainimprovements, which were to update the exterior of the building using brick or like-kind material,rework and surface the parking area, and add new landscaping. The owner of the property, Wes Sadler,attended the RERC meeting and asked that the requirements be changed to removing 4 security lightpoles and installing a new metal roof. The RERC expressed this was not what was agreed upon in thecontract and that the improvements needed to be made to be in compliance. The RERC recommendedgiving Mr. Sadler 60 days to return to the committee with a plan of when and what improvements willbe made. Don Keesee stated this 60-day extension would allow time for Mr. Sadler to meet with theDRC and present the DRC’s recommendations to the board. Galen Hunter moved on behalf of theReal Estate Review Committee to approve a 60-day extension on the development period for

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CrossFit of Ft Smith, LLC to present exterior improvement plans to the DRC for Bldg. 5616 and1.9 acres and to come back to the RERC. Don Keesee seconded the motion. Motion passed.

REQUIRED IMPROVEMENTS EXPIRATION FOR FREE VILL BAPTIST FAMILYMINISTRIES, INC. FOR 20 ACRESGalen Hunter presented information regarding the expiration of the development period for Free WillBaptist Family Ministries, Inc. to complete the required improvements on 20 acres. The currentexpiration date is March 2,2019. Mr. Hunter stated Free Will Baptist Family Ministries has alreadybuilt 4 cottage-style homes and an activities center. He stated it is obvious the group plans to do whatthey say and there is opportunity for ffiture development. The RERC recommended a one-yearextension. Galen Hunter moved on behalf of the Real Estate Review Committee to approvegranting a one-year extension to Free Will Baptist Family Ministries, Inc. to complete the requiredimprovements on 20 acres. Chuck Peacock seconded the motion. Motion passed.

LAND USE CHANGE FOR CBC CONSTRUCTION & DEVELOPMENT, LLCGalen Hunter discussed a proposed land use change for CBC Construction & Development, LLC.Carroll King purchased 3 buildings in the historic area warehouse district. Mr. King applied for abuilding permit. which triggered a zoning change. The City of Fort Smith planning department notedthe zoning requested did not fit the designated Chaffee Crossing land use and recommended FCRAchange the land use to match the required zoning. There was concern from existing property owners inthe district about changing the land use. The item was tabled to allow time to meet with all partiesinvolved to help find a suitable resolution.

EXECUTIVE DIRECTOR’S REPORTCHOCTAW NATION ECONOMIC DEVELOPMENT GROUP MEETINGMarketing Director Lone Robertson attended a meeting with two members of the Choctaw NationDepartment of Commerce and other attendees. Gard Wayt with the 1-49 Coalition made a presentationon 1-49 with the basic intention of developing relationships. After the meeting, Mrs. Robertson took thegroup on a bus tour of Chaffee Crossing.

2018 ANNUAL REPORTLode Robertson presented the 2018 Annual Report along with a highlights summary sheet. There is51.651 billion in projected capital investments based on property sold to date. There are 1,575developable acres of land and 62 buildings remaining for sale. There are currently 2,600 jobs at ChaffeeCrossing and 164 businesses, including 17 international, national, state and regional corporateheadquarters. There are 29 residential neighborhoods with 2,765 units. From 2011-2018, $11.2 milliondollars in real estate taxes have been generated. Dean Gibson recognized Mrs. Robertson for theoutstanding job she does every year on producing the annual report.

ENGAGEMENT OF PRZYBYSZ & ASSOCIATES TO PERFORM 2018 ANNUAL AUDITJanet Gabrey proposed the engagement of Przybysz & Associates to perform the 2018 annual audit.Beall Barclay, now Landmark, used to perform the annual audit for FCRA. When the rules changed thatthe firm performing the audit had to be independent of the firm providing bookkeeping and consultingservices, Beall Barclay recommended to many clients that they continue doing the legwork for the audit,and then an outside firm be hired to perform the audit for a nominal fee. For the past several years,Beau Barclay (Landmark) has been doing an annual compilation for FCRA and then Przybysz &Associates performs the audit. The Personnel/Budget Committee asked Mrs. Gabrey to check pricing

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for Przybysz doing the entire audit work, without Landmark performing a compilation. Przybysz’proposal for the 2018 audit would save FCRA approximately S4,000 compared to the cost of the 2017audit including the compilation perfonried by Landmark. Mrs. Gabrey recommended approving theproposed engagement of Przybysz & Associates to perform the 2018 audit. Chuck Peacock moved toapprove the engagement of Przybysz & Associates to perform the 2018 annual audit. Kelly Clarkseconded the motion. Motion passed.

TEMPORARY CONSTRUCTION EASEMENT FOR CITY OF FORT SMITH FOR MASSARDROAD WIDENINGDean Gibson presented a proposed temporary construction easement for the City of Fort Smith for theMassard Road widening project. There would be a 25-fool-wide easement along Massard Road down tothe Planters Road right-of-way and then a 50-foot-wide leg turning west in the Planter Road right-of-way. Janet Gabrey stated the project should be completed by the end of 2019. The 25-foot-wide portionof the easement is located on property that ERC plans to purchase. Mrs. Gabrey contacted RodColeman regarding the easement and he slated he was good with FCRA granting the easement. PaulMcCollom moved to approve granting the temporary construction easement to the City of FortSmith for the Massard Road widening project. Don Keesee seconded the motion. Motion passed.

TEMPORARY CONSTRUCTION EASEMENT FOR CITY OF FORT SMITH FOR PHASE ITRAILDean Gibson presented a proposed temporary construction easement for the City of Fort Smith for thephase I trail project. Pat Mickle explained it is located parallel to the Magellan pipeline on lhe northside of Roberts Blvd., between Wells Lake Road and the ridge. There is also a small portion near R.A.Young, Jr. Drive. A 15-foot-wide temporary easement is being requested. Construction of the trailshould be completed by the end of the year. Don Keesee moved to approve granting the temporaryconstruction easement to the City of Fort Smith for the phase I trail project. Galen Hunterseconded the motion. Motion passed.

SHARED USE AGREEMENT FOR PARKING SPACES FOR RIVAL COMMERCIAL RE,LLCDean Gibson presented a proposed shared use agreement for parking spaces for Rival Commercial RE,LLC. Rival, the owner of Bldg. 859 on Ellis Street, has a lenant secured for the building. In order to getan occupancy penTiit, the City of Fort Smith is requiring that a minimum of 20 parking spaces beavailable. There are two parking areas near this building, which are owned by FCRA. One is adjacentto Bldg. 859 to the north, and one is adjacent to Bldg. 860 just south of Bldg. 859. The lot to the southhas been paved. FCRA plans to seek bids to construct a gravel lot to the north. Dean Gibson proposedincluding both parking lots in the agreemenl, which would give Rival a non-exclusive right to use up to20 spaces in the two lots. Chuck Peacock moved to approve the shared use agreement for parkingspaces for Rival Commercial RE, LLC and to include both lots. John Ciesla seconded the motion.Motion passed.

EXECUTIVE SESSIONEXECUTIVE DIRECTOR’S EMPLOYMENT CONTRACTDean Gibson asked for a motion for the board to go into executive session to discuss the ExecutiveDirector’s employment contract. Don Keesee moved that the board adjourn into executive session.Janie Glover seconded the motion. Motion passed.

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Calen Hunter nwved to reconvene the meeting into public session. Chuck Peacock seconded themotion. Motion passed.

Upon reconvening, Mr. Gibson asked for a motion from the board to terminate the contract of theexecutive director, Ivy Owen, for cause. Don Keesee moved to immediately terminate the contractof the executive director, Ivy Owen, due to cause, that being Mr. Owen’s inability to fulfill theduties and obligations of the executive director position. Chuck Peacock seconded the motion.Motion passed.

ANNOLWcEMENTSThe next regular board meeting is scheduled for March 21, 2019.

ADJOURNThere being no thither business, Paul McCollom moved to adjourn the meeting. Janie Cloverseconded the motion. Motion passed. The meeting was adjourned at 4:45 p.m.

ATTEST: THIS 18TH DAY OF APRIL 2019.

Chainnan or Presiding Board Member

Secretary or Executive Director

SEAL

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MinutesFort Chaffee Redevelopment Authority

February 28, 2019 SpeciaIl Board Meeting

TRUSTEES PRESENT John Ciesla, Kelly Clark, Dean Gibson, Janie Glover, Galen Hunter, Don Keesee.Paul McCollom, and Chuck Peacock

ABSENT Ex-officio members Judge David Hudson, Mayor George McGilL and Mayor \Vally Gattis

OTHERS PRESENT Janet Gabrey, Jill Bullard, Lone Robertson. Pam Hindes, Barry Owen, RobynDawson, Steve Beam, Rod Blake, Rod Coleman, Bob Cooper, Tina Dale, Kathy Watson, Jadyn Watson-Fisher,Rocky Walker, Aaron Wirth, and Pat Mickle

CALL TO ORDERChairman Dean Gibson called the meeting to order at 3:31 p.m.

ATTENDANCE CALLJanet Gabrey called attendance. A quorum was present.

DISCUSSIONREGARDING EXECUTIVE DIRECTOR SEARCHAND PERSONNELMA TTERS

Dean Gibson discussed the search for a candidate to fill the Executive Director position. He suggestedthere are a couple of hiring options. One option is to hire an interim person to fill a short-term yetimmediate need, and the other is to begin the search for a permanent Executive Director. Jobdescriptions and advertisements previously used to search for an Executive Director were presented tothe board for review. Mr. Gibson discussed the possibility of using an outside source rather than thepersonnel committee to screen applicants. He asked the committee for thoughts regarding how to moveforward with this process. Galen Hunter stated there is an active need and void that needs to be metimmediately. Kelly Clark agreed, stating the room frill of Chaffee Crossing investors at the meetingshows a vested interest in the need to fill this position as soon as possible. Mr. Clark stated that saleswere down in 2018 and the staff has been stretched very thin, which presents an immediate need. ChuckPeacock stated once the position is announced, applications should start coming in. Therefore, theremay not be a need to hire an interim executive director. Don Keesee stated an interim is utilized inbringing a company through a period of time when help is needed immediately, and that FCRA couldbenefit from that at this time. Mr. Keesee asked if the interim position and the permanent positionwould have the same job qualifications, and would the interim person be considered for the permanentposition. He feels the first step is to establish the job qualifications for both the interim and permanentpositions. He stated FCRA is in a different place than it was 12 years ago, and because of that, the jobdescription and qualifications needed may have changed from what they were for the previous ExecutiveDirector search. Mr. Keesee feels this person should be a hands-on manager and be efficient in learninghow to scale down, while providing proper leadership. John Ciesla asked what the hiring process waslast time. Janet Gabrey stated advertising was placed locally, regionally, and possibly online, and alsothrough word of mouth. Ivy Owen’s name was given to the board by a staff member of AEDC. Mr.Gibson asked for Mrs. Gabrey’s opinion regarding job qualifications, if they are the same at this time.Mrs. Gabrey replied she felt the qualifications have changed and that she agreed with Mr. Keesee, thatECRA is in a different place now and the job description and qualifications should be updated. Mr.Hunter stated qualifications for both positions could be similar. For instance, both the interim and thepermanent position candidate should have knowledge of real estate sales, infrastructure, planning, andzoning procedures, but the interim candidate would not necessarily have to be well-versed in industrialrecruitment. Mr. Gibson stated a good interim job description would be to carry out policies, plans, andactivities, and assist with real estate sales. Paul McCollom stated for quite some time, the staff has been

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handicapped with no one to give direction or assist with day-to-day operations. He feels an interimperson is needed immediately to help provide relief. Mr. Keesee agreed that having an interim directorwould fill the void of an administrative need. Mr. Gibson opened the floor for general discussion andinput from the public. Rod Coleman stated Chaffee Crossing has been without leadership forapproximately 9 months and the momentum has slowed as a result of this. He stated there is not a lackof market right now, but Chaffee Crossing has lost the position of being the leader in development inFort Smith. It is important to have a cheerleader and to have someone be the face of Chaffee Crossing.Mr. Coleman feels it is important to have a director to start selling the product again. He feels a shorttenn solution is needed, but there certainly needs to be a permanent person. Steve Beam agreed thatthere is a need for a manager that will be the cheerleader for Chaffee Crossing and for the director tohave political favor. Bob Cooper stated there was a huge value in bringing prospects in to meet theExecutive Director, that connecting with the director made a difference. Robyn Dawson stated there hasnot been leadership for well over a year, that all of her contact has been with Lorie Robertson. Mrs.Dawson recommended looking at the current staff for a transition person. As a Chaffee Crossingbusiness owner, Mrs. Dawson prefers to continue dealing with a familiar person and asked the board toconsider Mrs. Robertson for the interim position. Rod Blake stated the interim candidate needs to havea financial background and expressed concern against hiring a former City of Fort Smith employee forthe position. Aaron Wirth stated there has been a lot of new things happening at Chaffee Crossing andsomeone is needed to connect the dots. He added that the staff has done a great job filling in this pastyear. Rocky Walker commented there are several Chaffee property owners sitting on property, andthere is a need for a director to move things forward. Mr. Gibson commented that after this discussion,it sounds like there is an immediate need for an interim director. Mr. McCollom asked that thePersonnel Committee meet to establish ajob description and list of interim qualifications. Mr. Hunterstated the staff could provide input regarding the daily duties of the Executive Director. Mr. Clark willwork with the Personnel Committee to establish job descriptions and advertisements and asked JillBullard to schedule a Personnel Committee meeting. Committee members agreed they could meet thiscoming Tuesday afternoon. Mr. Hunter advised potential applicants to be watching for an advertisementwith instructions on how to apply. Galen Hunter moved to give the Personnel Committee theauthority to meet and establish job descriptions for an Interim Executive Director and aPermanent Executive Director, and to move forward with formulating and placing job adswithout coming back to the board. Chuck Peacock seconded the motion. Motion passed.

Dean Gibson discussed the need to appoint an office manager until an interim director is hired. Thiswill establish a go-to person to ensure general office duties are performed as usual. Chuck Peacockmoved to appoint Janet Gabrey as Office Manager until an interim director is hired. Kelly Clarkseconded the motion. Motion passed.

ADJOURNThere being no further business, Chuck Peacock moved to adjourn the meeting. Galen Hunterseconded the motion. Motion passed. The meeting was adjourned at 4:19 p.m.

ATTEST: THIS 18TH DAY OF APRIL 2019.

Chairman or Presiding Board Member

Secretary or Executive Director

SEAL

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FEBRUARY

FINANCIAL

REPORT

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FT CHAFFEE REDEVELOPMENT AUTHORITYBALANCE SHEETS

I

FEBRUARY 28, 2019COMBINED STATEMENT END OF BEGINNING OF

MONTH MONTH VARIANCE

ASSETS

CURRENT ASSETSPetty cash/cash on hand

$ 750.00 $ 750.00 $ 0.00Certificate of deposit - Ariest Weafth Mgmt 2,191802.79 268859950 (496,796.71)Cash in bank - FNB general 667,726.73 245,30249 422,42424Cash in bank - FNB CC Historic Pros Org 7,838.69 7,796.19 42.50Cash in bank - UFCU payroll46,459.01 76,214.51 (29,755.50)Accounts receivable

1,219.24 1,444.24 (225.00)Accounts receivable-leasing7,629.46 1,604.65 6,024.82Accounts receivable-golf gourse

18,636.00 18,636.00 0.00Interest receivable7,662.67 9,662.67 (2,000.00)Prepaid insurance

13,296.34 20,110.66 (6,614.32)Inventory- museum829.62 81 8.12 11.50

Total Current Assets2,963,850.57 3,070,939.04 — (107,088.47)

PROPERTY AND EQUIPMENTBuilding improvements

697,652.09 697,652.09 0.00Office equipment53,761.75 53,761.75 0.00Equipment

. 483,639.77 463,639.77 0.00Vehicles78,787.86 78,787.86 0.00Furr.iture & fixtures59,470.80 59,470.80 0.00Landscaping & site improvements 210,720.00 210,720.00 0.00Parking lots/driveways

137,621.80 101,301.80 36,320.00Railroad improvements338,231.99 338,231.99 0.00Contruction in progress348.98352 348,983.52 0.00Land improvements546,517.59 546,517.59 0.00Buildings

10,238.30 10,238.30 0.00Buildings donated,

692.846,00 692,846.00 0.00Land

_____

9,833,953.60 9,633,953.60

__________

i00Total Fixed Assets 13,492,425.07 13,456,105.07 36,320.00

TOTAL ASSETS$16,455,275.64 $16,527,044.11 $ (7Q76ft47)

/ndmark PLC, Certified Public Accountants adhered to professional standards issued by the AICPA in the preparation of theseancial statements. No assurance is provided on these financial statements. The financial statements omit substantially all of the;closures required by accounting principles generally accepted in the United States of America.

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FT CHAFFEE REDEVELOPMENT AUTHORITYBALANCE SHEETS

FEBRUARY 28, 2019COMBINED STATEMENT END OF

MONTHBEGINNING OF

MONTH VARIANCE

CURRENT LIABILITIES

LIABILITIES AND FUND BALANCE

$ 3,556.39 $5,940.00

89,325.625,465001739.793,041.81

14,558.0076.32

388.08665.63

3,556.39 $8,314.16

89,325.625,465.001,087.174,173.50

14,558.0073.35

388.08680.63

0.00(2,374.16)

0.000.00

652.62(1,13 1.69)

0.002.970.005.00

Total Current Liabilities 124,756.64 127,601.90 (2,845.26)

FUND BALANCE

Investment in fixed assetsContributed capital - land/bldgsFund balanceYear-to-date earnings (loss)

2,961,782.4710,526,799.603,048,521.13(205,584.20)

2,925,462.4710,526,799.603,048,521.13(101,340.99)

36,320.000.000.00

(104,243.21)

ndmark PLC, ceftified Public Accountants adhered to professional standards issued by the AICPA in the preparation of theseancial statements. No assurance is provided on these financial statements. The financial statements omit substantially all of the;closures required by accounting principles generally accepted in the United States of America.

Prepaid supportPrepaid lease incomeAccounts payable- road & utility const.Deposits - leasingUnemployment taxes401K payableAccrued vacation payableSales tax payableProperty taxes payableBirthday/flower fund

TOTAL LIABILITIES AND FUND BALANCE

16,331,519.00 15,399,442.21 (67,923.21)

$ 16,456,275.64 $ 16,527,044.11 S (70,768.47)

a

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FT CHAFFEE REDEVELOPMENT AUTHORITYSTATEMENTS OF OPERATIONS AND BUDGET

COMBINED STATEMENT I MONTH ENDED I MONTH ENDEDFEB. 28, 2019 BUDGET

2MONTHSENDED 2MONTHSENDEO ANNUAL

________

BUDGEt

______

IN COMECc ntributi on s-gave rn in entLeasesProperty salesMowing incomeRail car storageHistoric district income

Total Income

COST OF GOODS SOLDCOGS - MuseumFreightLosUdamaged goods

Total Cost of Goods Sold(14.00)

___________

(11.50) 41.65

2.990.000.002.99

GROSS PROFIT 21,376.61 162,708.36 38,452.11 325,416.40 I ,952,500.OtOPERATING EXPENSES

ndmark PLC, Certified Public Accountants adhered to professional standards issued by the AICPA in the preparation of theseancial statements. Na assurance is provided on these financial statements. The financial statements omit substantially all of the;closures required by accounting principles generally accepted in the United States of America.

FEB. 28, 2019 BUDGET

$ 0.00 $ 15,000.00 $ 0.00 $ 30,000.00$ 180,000.C16,146.14 16,000.00 32,306.11 32,000.00 192,000.00.00 125,000.00 0.00 250,000.00 1,500,000.025.00 500.00 725.00 1,000.00 6,000.05,139.50 3,750.00 5,139.50 7,500.00 45,000.054.47 2,500.01 284.49 4,999.90 30,000.021,365.11 162,750.01 38,455.10 325,499.90 1,953,000.0

2.50 33.330.00 4.16

66.708.408.40

8150

400.050.0’50.01

500.0

Accounting1,958.87 1,666,66 1,958.87 3,333.40 20,000.01

Advertising & marketing 5,200.00 9,000.00 25,825.50 18,000.00 108,000.OBank service fees

20.00 20,83 40.20 41.70 250.0(Auto allowance 1,600.00 1,633.33 3,215.54 3,266.70 19,600.01Chaffee museum expense 0.00 250.00 446.77 500.00 3,000.01Closing costs

0.00 1,625,00 0.00 3,250.00 19,500.01Credit card lees

12.50 20.83 25.00 41.70 250CCContractservices 1,621.50 6,666.66 4,245.22 13,333.40 80,000CCCommissions

0.00 11,250.00 0.00 22,500.00 135,000.00Conferences/professional dues 0.00 583.32 950.00 1,166.80 7,000.00Dues and subscriptions 0.00 99.99 119.95 200.10 1,200.00Education

0.00 83.33 200.00 166.70 1,000.00Equipment expense 0.00 83.32 0.00 166.80 1,000.00Fuel

1,451.39 1,583.33 2,057.59 3,166.70 19,000.00Insurance

6,814.32 7,499.99 14.1 28.64 15,000.10 90,000.00Insurance - health 8,948.05 8,916.66 17,628.62 17,833.40 107,000.00Legal

1,007.50 4,166.65 2,340.00 8,333.50 50,000.00Maintenance and repairs 7,416.34 7,083.32 14,139.46 14,166.80 85,000.00Meeting expense

0.00 124.99 54.00 250.10 1,500.00Postage

152.99 49.99 193.14 100.10 600.00Retirement4OlK 1,500.60 2,083.33 3.053,42 4,165.70 25,000.00Salaries

46,566.62 56,666.66 94,840.64 113,333.40 680,00000Salaries - incentives 0.00 1,250.00 0.00 2,500.00 1 5,00000Security

120.74 249.99 925.20 500.10 3,000.00Supplies - office 694.43 749,99 1,422.88 1,500.10 9,000,00Taxes - payroll 4,139.92 4,766.66 8,843.16 9,533,40 57,200.00Taxes, license & permits 0.00 99.99 23.89 200.10 1,200.00Telephone/faxRnterneUtv 1,336.77 1,274,99 2473.01 2,55010 15,30000Travel

0.00 833.32 0.00 1,666.80 10,000.00Utilities

1,280.27 — 4583.33 12,671.27 9,166,70 55,000.00Total Operating Expenses 91,842.81 134,966.46 211,821.97 269,935.40 1,519,600.00

3

Page 15: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

CAPITAL EXPENSESCapital expendituresConstruction & developmentDemolition

Total Capital Expenses

OTHER INCOME (EXPENSES)Income - otherInterest income

Total Other Income (Expenses)

NET INCOME (LOSS)

FT CHAFFEE REDEVELOPMENT AUTHORITYSTATEMENTS OF OPERATIONS AND BUDGET

ndmark PLC, Certified Public Accountants adhered to professional standards issued by the AICPA in the preparation of theseancial statements. No assurance is provided on these financial statements. The financial statements omit substantially all of theclosures required by accounting principles generally accepted in the United States of America.

COMBINED STATEMENT I MONTH ENDED I MONTH ENDED 2 MONTHS ENDED 2 MONTHS ENDED ANNUALFEB. 28, 2019 BUDGET FEB. 28, 2019 BUDGET BUDGET

36,320.00 43,333.32 36,320.00 86,666.80 520,000.00.00 150,000.00 0.00 300,000.00 1,800,000.00.00 1,000.00 0.00 2,000.00 12,000.036,320.00 194,333.32 36,320.00 388,666.80 2,332,000,0

240.00 0.00 448.16 0.00 0,0’2302.99 0.00 3,657.50 0.00 0.0’2,542.99 0.00 4,105.65 0.00 0.0’S (104,243.21) $ (166,591.42) $ (205,584.20) S (333,185.80) $(1,999,100.O(

Page 16: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 17: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 18: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

3,000

2,500

2,000

1,500

1,000

5000

Jobsat

Chaffee

Crossing

February

2018-

February

2019

JulA

ugS

epO

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Feb

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1,0751,074

1,1011,107

1,1071,107

1,1211,120

1,1191,129

1,1521,149

Feb

Mar

Apr

May

Junii

Total

2,5342,534

2,5292,556

2,5582,558

2,5582,560

2,5742,582

2,5922,630

2,627

Page 19: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

MARCH

FINANCIAL

REPORT

Page 20: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

FT CHAFFEE REDEVELOPMENT AUTHORITYBALANCE SHEETS

MARCH 31, 2019

COMBINED STATEMENT END OF

MONTH

ASSETS

BEGINNING OF

MONTH VARIANCE

Prepaid insuranceInventory - museum

Total Current Assets

$ 750.00 S2,196,444.15

595,555,357,031.26

17,447.471,592.241,381.60

16,636.004,717.466,482.02

719.62

2,850,757.17

750.002,191,802.79

667,726.737,838.69

46,459.011,219.247,629.48

18,636.007,662.67

13,296.34829.62

2,963,850.57

0.004,641.36

(72,171.38(807.43

(29,011.54373.00

(6,247.880.00

(2,945.21(6,814.32

(110,00

705,054.0553,761.75

483639.7778,787.8681,334.49

210,720.00137,621.80338,231.99348,983.52546517.59

10,238.30692,846.00

9,833,953.60

697,652.0953,761.75

483,639.7778,787.8659,470.80

210,720.00137,621.80338,231.99348,983.52546,517.59

10,238.30692,846.00

9,833,953.60

7,401.960.000.000.00

21,863.690.00

0.000.000.000.000.00

0.000.00

Total Fixed Assets

TOTAL ASSETS

13,521,690.72

$ 16,372,447.89

13,492,425.07

$ 16,456,275,64

29,265.65

$ (83,827.75)

/Landmark PLC, Certified Public Accountants adhered to professional standards issued by the AICPA in the preparation of thesefinancial statements. No assurance is provided on these financial statements. The financial statements omit substantially all of thedisclosures required by accounting principles generally accepted in the united States of America.

CURRENT ASSETSPetty cash/cash on handCertificate of deposit - Arvest Wealth MgmtCash in bank - FNB generalCash in bank - FNB CC Historic Pres OrgCash in bank - UFCU payrollAccounts receivableAccounts receivable-leasingAccounts receivable-golf gourseInterest receivable

S

(113,093.40;

PROPERTY AND EQUIPMENTBuilding improvementsOffice equipmentEquipmentVehiclesFurniture & fixturesLandscaping & site improvementsParking lots/drivewaysRailroad improvementsContruction in progressLand improvementsBuildingsBuildings donatedLand

Page 21: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

FT CHAFFEE REDEVELOPMENT AUTHORITYBALANCE SHEETS

MARCH 31, 2019

COMBINED STATEMENT END OF BEGINNING OFMONTH MONTH VARIANCE

LIABILITIES AND FUND BALANCE

CURRENT LIABILITIES

Prepaid support $ 3,556.39 S 3,556.39 $Prepaid lease income 5,000.00 5940.00 (940.00Accounts payable- road & utility const. 89,325.62 89,325.62Deposits - leasing 5,015.00 5,465.00 (450.00Unemployment taxes 2,098.78 1739.79 358.99401K payable 3040.18 3,041.81Accrued vacation payable 14,558.00 14,558.00Sales tax payable (649.96) 76.32 (726.28;Property taxes payable 388,08 388.08Birthdaylflower fund 699.44 665.63 33.81

Total Current Liabilities 123,031.53 124,756.64 (1725.11)

FUND BALANCE

Investment in fixed assets 2991048.12 2,961,782.47 29,265.65Contributed capital - Iand/bldgs 10,526799.60 10526,799.60Fund balance 3,048.521.13 3,048,521.13 0.00Year-to-date earnings (loss) (316,952.49) (205,584.20) (111,368.29)

16249,416.36 16,331,519.00 (82,102.64)

TOTAL LIABILITIES AND FUND BALANCE $ 16,372,447.89 $ 16,456,275.64 $ (83,827.75)

aLandmark PLC, Certified Public Accountants adhered to professional standards issued by the AICPA in the preparation of thosefinancial statements. No assurance is provided on these financial statements. The financial statements omit substantially all of thedisclosures required by accounting principles generally accepted in the United States of America.

Page 22: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

FT CHAFFEE REDEVELOPMENT AUTHORITYSTATEMENTS OF OPERATIONS AND BUDGET

COMBINED STATEMENT I MONTH ENDED I MONTH ENDED 3 MONTHS ENDED 3 MONTHS ENDED ANNUALMAR, 31, 2019 BUDGET MAR. 31. 2049 BUDGET BUDGET

INCOMEContributions-government $ 0.00 $ 15000.00 $ 0.00 $ 45,000.00$ 180000.Leases 15,726.13 16,000,00 48,032.24 48,00000 192,000.Property sales 0.00 125,000.00 0.00 375000.00 1,500,000.Mowing income 0.00 500.00 725.00 1500.00 6000.Rail car storage 4460.00 3,750.00 9599.50 11,250.00 45,000.’Historic district income 143.66 2,500.01 428.15 7,499.91 30,000.’Total Income 20,329.79 162,750.01 58,784.89 488,249,91 1953,000.’

COST OF GOODS SOLDCOGS - Museum 54.68 33.33 57.67 100.03 400.1Freight 0.00 4.16 0.00 12.56 50.1Lost/damaged goods 7.32 4.16 7.32 12.56 50.1Total Cost of Goods Sold 62.00 41.65 64.99 125.15 500.1

GROSS PROFIT 20,267,79 162,708.36 58,719.90 486,124.76 1,952,500.1

OPERATING EXPENSESAccounting 250.00 1,666.66 2,208.87 5,000.06 20,0001Advertising & marketing 9,694.04 9,000.00 35,519.54 27,000.00 108,000.CBank service fees 20.00 20.83 60.20 62.53 2501Auto allowance 1,132.37 1,633.33 4,347.91 4,900.03 19,600CChaffee museum expense 63.05 250.00 509.82 750.00 3,0001Closing costs 0.00 1,625.00 0,00 4,875.00 19,5001Credit card fees 12.50 20.83 37.50 62.53 250,0Contract services 9,465.00 6,666.66 13,710.22 20,000.06 80,000.0Commissions 0.00 14,250.00 0,00 33,750.00 135,000.0Conferences/professionaldues 320.00 583.32 1,270.00 1,750.12 7,000.0Dues and subscriptions 594.00 99.99 713.95 300.09 1,200,0Education 0.00 83.33 200.00 250.03 1,000.0Equipment expense 327.06 83.32 327.06 250.12 1,000.0Fuel 799.95 1,583.33 2,857.54 4,750.03 19,000.0Insurance 7,092.32 7,499.99 21,220.96 22,500.09 90,000.0Insurance-health 7,633.95 8,916.66 25,262.57 26,750.06 107,000.0’Legal 5,282.50 4,166.65 7,622.50 12,500.15 50,000.0’Maintenance and repairs 2,411.31 7,083.32 16,550.77 21,250.12 85,000.0’Meeting expense 0.00 124.99 54.00 375.09 1,500.0’Postage (49.64) 49.99 143.50 150.09 600.01Retirement 401K 2,375.20 2,083.33 5,428.62 6,250.03 25,000.01Salaries 45,030.94 56,666.66 139,871.58 170,000.06 680,000.01Salaries - incentives 0.00 1,250.00 0.00 3,750.00 15,000.0(Security 120.74 249.99 1,045.94 750.09 3,000.0(Supplies - office 573.97 749.99 1,996,85 2,250.09 9,000.OtTaxes - payroll 3,693.31 4,766.66 12,536.47 14,300.06 57,200,01Taxes, license & permits 197,09 99.99 220.98 300.09 1,200.01Telephone/fax/internet/tv 1,455.12 1,274.99 3,928.13 3,825.09 15,300.01Travel 0.00 833.32 0.00 2,500.12 10,000.01Utilities 7,220.06 4,583.33 19,891.33 13,750.03 55,000.01Total Operating Expenses 105,714.84 134,966.46 317,536.81 404,901.86 1,619,600.01

3.Landmark PLC, Certified Public Accountants adhered to professional standards issued by the AICPA in the preparation of thesefinancial statements. No assurance is provided on these financial statements. The financial statements omit substantially all of thedisclosures required by accounting principles generally accepted in the United States of Amprir.n

Page 23: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

FT CHAFFEE REDEVELOPMENT AUTHORITYSTATEMENTS OF OPERATIONS AND BUDGET

COMBINED STATEMENT

CAPITAL EXPENSES

I MONTH ENDED 1 MONTH ENDEDMAR. 31.2019 BUDGET

3 MONTHS ENDED 3 rAONTHS ENDED ANNUAL

__________

BUDGET

_______

Landmark PLC, Certified Public Accountants adhered to professional standards issued by the AICPA in the preparation of thesefinancial statements. No assurance is provided on these financial statements. The financial statements omit substantially all of thedisclosures required by accounting principles generally accepted in the United States of America.

29,265.650.000.00

Capital expendituresConstruction & developmentDemolition

Total Capital Expenses

OTHER INCOME (EXPENSES)Income - otherInterest income

Total Other Income (Expenses)

NET INCOME (LOSS)

43,333.32150,000.00

1,000.00

MAR. 31. 2019

65,585.650.000.00

130,000.12450,000.00

3,000.00

BUDGET

520,000.(I 800,0001

12,000.C

29,265.65 194,333.32 65,585.65 583,000,12 2,332,0001

201.44 0.00 649.60 0.00 013,142.97 0.00 6,800.47 0.00 0.C3,344.41 0.00 7,450,07 0.00 0.0

S (111,368.29) $ (166,591.42) $ (316,962.49) $ (499,7fl.22)j999,1O0.0

Page 24: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 25: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 26: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

r.a ivi i-a01 N)

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Page 27: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

REQUIREI) IMPROVEMENTS COMPLETION DATE EXTENSION REQUEST

Date: April 8.2019

ZIP Code

Email: sbeam1stevebeamconstruction.ccnL

Reason for Request:

ctreetc drq;nnne R iitilitiec have been mit in nlnre nn the c (fl-acre tract and nilr r—

ink cm thic tract will he cnld by Inly 10, 701 C) The d,grk hac been rnmpletednn the lU-acre tract rnnctnirtinn nfntflitiec drainage & ctreetc will beam thic

ciimmer and will he cnmpleted by the end nfthe year

By: •‘ P •LaFOR FCRA USE:

Date

Purchase Date: March 26, 2015 Purchase Price: 10 ac = $90k / 5.03 ac = $45.270

Required Improvements Description: Develop a single-family residential/duplex development

Current Expiration Date: Complete construction by March 26. 2019

Previous No. of Extensions Granted: One

New Expiration Date:

_______________________________________________

Property Location: Highway 59 & “H” Street in Barling

Property Description/Size: 10-acre tract & 5.03-acre tract in Springhill Estates

Property Owner: Beam Properties. LLC

Owners Address: 7201 So. 28th Street Fort Smith AR 72908Cy SIaWSIrcc!!PO flo

O’a-ners Phone No: 4796513153

Date Extension Approved:

Page 28: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 29: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

pU0 E V F L U P M E N TCONSULTANTSINCORPORATED

March 11,2019

Jill BullardFort Chaffee Redevelopment Authority7020 Taylor AvenueFort Smith, Arkansas 72916

RE: Agreement for ServicesArvest Bank Site — Phase 1 - ATM Kiosk9100 Massard Road, Fort Smith, Arkansas

Dear Jill:

Pursuant to our conversation this morning, I have prepared the following items for a varianceapplication for the above referenced project. Our enclosed application materials are as follows:

1. Four copies of the completed FRCA DRC Variance Request form.2. Four copies of the proposed sign illustration.3. Four copies of the current approved site plan, noting the proposed sign location.

Arvest is requesting approval for a variance from The allowed monument identification sign, toconstruct a free standing pole sign at the corner of the site that would be 27-4” in height with twosign panels that total 137.3 square feet, combined. The enclosed sign illustration providesinformation regarding dimensions, colors, and other information regarding the proposed sign.

Please let me know when you can schedule the DRC meeting to review this application.

Please also contact my office if you have questions or require additional information concerningthis matter.

Sincerely,Development Consultants Incorporated

arownPrincipal

G:\201818-169\?Ianning\Documents\1 S169-0O1 .doc

Engineering • PIannin rand Surveying • Landscape Architecture

2200 North Rodney Parham Road, Suite 220 Little Rock, Arkansas 122i2 telephone 50I22I•7900 Fax 501’2217802

1 East center Street. Suite 290 Fayetteville, Arkansas 72701 Telephone 470-444-1900

Page 30: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Design Review CommitteeVariance Request

Applicant Name: ARVEST BANKI 5000 ROGERS AVENUE, FORT SMITH, AR, 72903

Project Name, Description, and Location: ARVEST BANK SITE AT 9100 MASSARD ROAD. PHASE 1

OF BRANCH BANK DEVELOPMENT WITH ATM KIOSK AND ASSOCIATED DRIVES.

Design Guideline Requirement: MONUMENT SIGNS ALLOWED AT 10 FEET HEIGHT & 100 SF

AREA (APPROVED AT 10’x12’ SIZE ON 2018-12-04 BY FCRA)

Variance Request: ALLOW FREE STANDING POLE SIGN WITH 24’7” OVERALL HEIGHT AND

137.3 SF OF SIGN AREA.

DRC Action:

Comments:

Received by FCRA:

_______________________________

Date:

Page 31: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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PULE SIGN

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Page 33: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

REQUIRED IMPROVEMENTS COMPLETION DATE EXTENSION REQUEST

StreeUl’.O Bo

Owners Phone No: 479-242-2337

Reason for Request:

P1ece_ceetbp letter 2ftslrhed

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FOR FCRA USE:

Purchase Date: 2/4/15 Purchase Price: $150,000

Required Improvements Description: Update exterior of building using brick or like-kind material,

rework and surface parking area, and add new landscaping.

Current Expiration Date: Complete required improvements by 4/5/19

Previous No. of Extensions Granted: Two (60 days to come back with exterior development plan)

New Expiration Date:

Date Extension Approved:

______________________________________________________________________________

Date: 4-9-19

Property Location: 6911 Veterans Avenue

Property Description/Size: Bldg# 5616-8,200

Property Owner: CrossFit of Ft. Smith. LLC

Owners Address:

sq.ft. warehouse building tv/I .90 acres

6911 Veterans Avenue Eon Smith AR 72916City Statc Zip Code

Email: [email protected]

By:

Page 34: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

April 9, 2019

Dear FCRA Board of Trustees:

I would like to ask for an extension of time to complete the required improvements for Bldg.5616 & 1.90 acres, which I purchased for my business, CrossFit of Ft. Smith, LLC. I also want toask that you consider an amendment to the required improvements.

When I first purchased the property in 2015, I envisioned putting a wainscoting of brick on theexterior of the building. However, during the past few years, I have received many positivecomments about the historic look of my building. Many of my customers are in the military,the building was formerly used by the military as an helicopter hangar, and I would like topreserve the Chaffee military look. This would also stay in line with the look of the twowarehouse buildings north of mine.

To date, I have spent more than $150,000 on improvements to the interior of the building. Ihave received many compliments from customers stating that it is the best-looking CrossFitfacility they have seen. I have made and intend to make additional exterior improvements. Ihave removed the old outdoor lights and poles and installed new LED lights on the exterior ofthe building. I plan to install a new burnished slate metal roof, which has been approved byFCRA’s Design Review Committee. The DRC agreed that the parking lot does not need to beresurfaced at this time. I am currently working with Greenview Lawns, Inc. on a landscapingplan for the property and plan to install a monument sign with landscaping, all of which will besubmitted to the DRC for approval.

I respectfully ask that I be released from the requirement of installing brick on the exterior ofthe building, that I be released from resurfacing the parking lot as it is not necessary at thistime, and that the required improvements be amended to be the installation of a metal roof,landscaping, and signage, with a one-year extension to complete the improvements.

I have been operating a successful business for four years and am proud to be part of theChaffee Crossing community. The look of my property is important to me and I will continue tomake future improvements as needed. But, please consider the amendment above as beingwhat is required to meet my contractual obligation.

CrossFit of Ft. Smith, LLC

Page 35: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 36: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Ohan & CooperCOMMERCIAL PROPERTIES

Fort Chalice Redevelopment AuthorityAnn: Tvy Owen7020 Taylor AvenueFort Smith, AR 72916

RE: Chaffee Crossing Letter of Intent (“LOT”)

The following proposal establishes the basic terms and conditions for the purchase of the referencedproperty below. This “LOP’ is intended to cover business points oft proposed sale in a brief outlineform and is not intended to legally bind either party.

Location: 11 Acres +1— Located on Massard Road northwest of the Fire Station.See the attached Exhibit A for property location.

Property ID Code: Sb/Il

Buyer’s Name: Kalyan Alddncni and/or Assigns

Buyer’s Address: 6908 Woodhaven Circle, Fort Smith, Arkansas 72916

Buyer’s Phone: (423) 426-3918

Buyer’s Email: akkineni20yahoo.com

Purchase Price: $135,000.00

Escrow Deposit: S2,500.00

Survey: The Fort Chaffec Redevelopment Authority will provide a basic Boundary Survey.The Buyer will pay for any additional survey request or requirements directly tothe surveyor.

Closing Date: On or before August 14, 2019

Property Redevelopment Description: The Buyer plan to construct an event center for private and

public events. This event hall will have the capacity to facilitate

groups between 300-500 people. Future plans are unknown as of

now but ideas for the remainder of the property could include a

family entertainment center similar to Lokomotion Family Fun

Park or Chuck E. Cheese.

Required Utility Extensions: The Buyer, at the Buyer’s cost, will be responsible for any utility

extensions needed to develop this property.

Current Land Use Classification: Mixed Use: Residential/Cornmereial/Offiee

Page 37: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Land Use, Zoning and Design Guidelines. The Buyer is aware that the property being purchased has beendesignated to a specific hind use classification by the Fort Chaffec Redevelopment Authority. The Buyer is awarethat the property being purchased has no zoning classification. The l3uyer will be responsible, at the Buyer’scost, to have the property zoned to meet the needs of the intended use. The Seller agrees to execute the requireddocuments in order for the Buyer to have the properly zoned. The Buyer will be responsible. at the Buyer’s cost,for any plats, replats or other developrnentdocumentation required by the City ofFort Smith orthe City ofBarling.The Buyer is aware of the design guideline requirements connected to Chaffee Crossing and the ChaffeeCrossing Historic Area and understands that a full development plan will have to be approved by theDesign Review Committee. These guidelines may he obtained from the Fort Chaffee Redevelopment Authorityor from the Chaffec Crossing website (www.chaffeecrossing.com).

Ghan & Cooper Commercial Properties represents the Buyer & Seller in this transaction.

There shah be no binding agreement between Seller and Buyer until such time as a mutually acceptablePurchase Agreement has been executed by Buyer and Seller.

Sincerely,

‘gap dT*.

Robert P. Cooper Jr.Executive Broker

Buyer Date

Page 38: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Exhibit “A”

Property

(Drawing for reference purposes only. Full legal description anti survey to he provided prior to closing.)

Page 39: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 40: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Exhibit “B”Property Photos

Page 41: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 43: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 44: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 47: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 48: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 49: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 50: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Ghan & CooperCOMMERCIAL PROPERTIES

Foil Chalice Redevelopment Authority7020 Taylor AvenueFort Smith, AR 72916

RE: Chaffee Crossing Letter of Intent (“LOT”)

The following proposal establishes the basic lerms and conditions for the purchase of the referencedproperty below. ‘Ibis “LOl” is intended to cover business points of a proposed sale in a brief outlineform and is not intended to legally bind either party.

Location: 0.30 Acres +1- located on Fort Chaffee Boulevard directly across from theproperty currently owned by tile Buyer. Final size to be determined by finalsurvey. See the attached Exhibit A for property location.

Property II) Code: Part of Parcel 2a/20

Buyer’s Name: Premier Heating & Air, LLC (Kraig Koren)

Buyer’s Address: 7600 Fort Chaffee Boulevard, Fort Smith, Arkansas

Buyer’s Phone: (918) 315-2353

Buyer’s Email: kraigkorengmail.com

Purchase Price: 55,000.00 (Flat Price)

Escrow Deposit: $2,500.00

Survey: The Fort Chaffee Redevelopment Authority will provide a basic Boundary Survey.The Buyer will pay for any additional survey request or requirements directly tothe surveyor.

Closing Date: On or before Jujic 3,2019

Property Redevelopment Description: Parking lot and enclosed dumpster area.Required Utility Extensions: The Buyer, at the Buyers cost, will be rcsponsihle for any utility

extensions needed.

Current Land Use Classification: Mixed Use: Historic Area

Land Use, Zoning and Design Guidelines. The Buyer is aware that the property being purchased has beendesignated to a specific land use classification by the Foil Chaffee Redevelopment Authority. The Buyer is awarethat the property being purchased has no zoning classification. The Buyer will be responsible, at the Buyer’scost, to have the property zoned to meet the needs of the intended use. The Seller agrees to execute the requireddocuments in order for the Buyer to have the property zoned. The Buyer will be responsible, at the Buyer’s cost,for any plats, replats or other development documentation required by the City of Foil Smith or the City’ ofBarling.

Page 51: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

The Buyer is aware of the design guideline requirements connected to Chuifee Crossing and the (‘liaffeeCrossing Historic Area and understands thu I a full development plan will have to he approved by theDesign Review’ Committee. These gu udehines may be obtained from the rout ChaiThe Redevelopment Authorityor ftorn the Chalice Crossing website (www cliaffeecrossing corn)

(Than & Cooper Commercial Properties epitseiits the Seller in Ibis transaction,

There shall be no binding agi oem cut between Seller nnd Buyer until such time as a mutun ly neceprab I ePurchase Agreement has been excianed by Buyer and ScIler

Sincerely,

/.,7. .,:

Robert P. Cooper JrExecutive Broker

BuyerDale

Page 52: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Exh ib it “\“

Prop city

(Drawing for reference purposes only. Full legal description and survey to be provided prior to closing.)

94flr-t

Not to scale. For referenceonly.Final parcelsize to be determinedby the final survey.

Page 53: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Exhibit “B”Property Photos

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Page 54: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

RES 0 L UTI ON

WI IEREAS, by resolution dated November 2010. the Board of Education (the “Board”)for the Fort Smith Public School District of Sebastian County, Arkansas (the “District”)requested that the Fort Chalice Redevelopment Authority Board of Trustees (“Fort Chalice”)donate an 80 acre site located on \Vells Lake Road and Zero Street (the “Fort ChanceProperty”) for a future secondary school, and

WHEREAS, in January 2011, Fort Chaffcc voted to approve the donation; and

WIIERIEAS, the donation has not been consummated, and

WHEREAS, by prior Resolution approved this date, the Board has accepted a donationby the William L ilutcheson Estate or its land and warehouse located in the ?IutchcsonIndustrial Park, in the CLty ci’ Fort Smith, Sebastian County. Arkansas ( the “HutchesonProperty”); and

WI IEREAS, upon receiving title to the Ilutcheson Property, the District no longer willneed the Fort Chaffee Property, and

WI (EREAS, the District desires, in the best interests of the citizens of Fort Smith, torelease the Fort Chaffec Propcrz) for future, alternative, non-competitive use and disposition.

NOW. THEREFORE. BE l’l’ RESOLVED BY TILE Board of Directors of the District,that:

Upon receiving title to the I luicheson Property, the District shall release the Fort ChaffeeProperty back to Fort Chaflix for future, alternative, non-competitive use and disposition. TheBoard hereby cmpo ers and uuthories the Superintendent of the District to execute,acknowledge and deliver all such instruments, and to take such further action as may deemnecessary or appropriate to facilitate the requirements of this Resolution.

PASSED:

________

,2019.

BOARD OF DIRECTORS OF FORTSMITII PUBLIC SCHOOL DISTRICT OFSEBASTIAN COUNTY, ARKANSAS

By: ‘ucnDnrcLLm\A0_

Namc:RLkSQr’ t-&cR” Iayi

Title; fY\ CQAd.tl.fl*’

Page 55: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

CERTIFICATE

t, the undersigned. Secretary of the Board or Directors of the above District,certify the foreaoinc lo be a true copy of a Resolution duly adopted by the Board at a regular(regular or called) meeting of the Board held on the .fl±’ day of 2019. TheResolution appears in the official minutes of the meeting which are in my custody. At the timeor the meeting the duly elected (or appointed), qualified and serving members or the Board andtheir respective votes on the adoption of the Resolution ere as follows:

DirectorVote

(Ave. Nay, Abstain or ASsent)

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and sea) of the District this

Seöretary

I further ceniry that the meeting of the Board was duly convened and held in allrespects according to law; that to the extent required by law due and proper notice of the meetingwas given to the members of the Board and to the public; that the meeting was open to thepublic; that a Legal quorum was present throughout the meeting, that all other requirements andproceedings under the law ineidcni to the proper adoption and passage of the Resolution havebeen duly fulfilled, carried out and otlienvisi obsen ed; and that I am authorized to execute thisCertificate.

CERTIFIED under my hand}ffL_ .2019.

(SEAL)

day of

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Page 56: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 57: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Iti Ghan & CooperCOMMERCIAL PROPERTIES

Fort Chaffee Redevelopment Authority7020 Taylor AvenueFort Smith, AR 72916

RE: Chaffee Crossing Letter of Intent (“LOT”)

The following proposal establishes the basic terms and conditions for the purchase of the referencedproperty below. ‘Ibis “LOT” is intended to cover business points of a proposed sale in a brief outlineform and is not intended to legally bind either party.

Location: Approximately 69 Acres +1- known as the former Fort Smith Public Schools HighSchool Site. See the attached Exhibit A for property location.

Property ID Code: Former Fort Smith Public Schools High School Site

Buyer’s Name: ERC Create, LLC (Rod Coleman)

Buyer’s Address: 8101 McClure I)rive, Fort Smith, Arkansas

Buyer’s Phone: (479) 650-4102

Buyer’s Email: reolenianerc.eom

Purchase Price: $1,025,000.00 (S14,%55.07 AC X 69 AC)The purchase price will he finalized once the final surveyed size has beendetermined.

Escrow Deposit: $2,500.00

Survey: The Fort Chaffee Redevelopment Authority will provide a basic Boundary Survey.The Buyer will pay for any additional survey request or requirements directly tothe surveyor.

Closing Date: December 10, 2019

Project Description: The Buyer will develop a full scale mixed-use development that will mainly be

residential dwellings.

Utility Extensions: The Buyer, at the Buyers cost, will be responsible for any utility extensions

nccded to develop this site.

Current Land Use: Institutional: TechnicaUEducation

Land Use Change: To Be Determined.

Other: The Buyer will have a One-Hundred Twenty (120) day feasibility period.

Page 58: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Land Use, Zoning and Design Guidelines. The Buyer is aware that the property being purchased has beendesignated to a specific Land use classification by the Fort Chalice Redevelopment Authority. The Buyer is awarethat the property being purchased has no zoning classification. The Buyer will be responsible, at the Buyer’scost, to have the property zoned to meet the needs of the intended use. The Seller agrees to execute the requireddocuments in order lbr the Buyer to have the property zoned. ‘l’he Buyer will be responsible, at the Buyer’s cost,for any plats, replats or other development documentation required by the City of Fort Smith or the City of Barling.The Buyer is aware of the design guideline requirements connected to Chaffee Crossing and the ChaffeeCrossing Historic Area and understands that a full development plan will have to be approved by theDesign Review Committee. These guidelines may be obtained from the Fort Chaffee Redevelopment Authorityor from the Chaffee Crossing website (www.chafleecrossing.com).

Ghan & Cooper Commercial Properties represents the Buyer & Seller in this transaction.

There shall be no binding agreement between Seller and Buyer until such time as a mutually acceptable PurchaseAgreement has been executed by Buyer and Seller.

Sincerely.

Robert P. Cooper Jr.Executive Broker

B yer . “—“ Date

Page 59: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Exhibit “A”

Property

(Drawing for reference purposes only. Full legal description and sun’ey to be provided prior to closing.)

FOR REFERENCE ONLY. NOT TO SCALE.

Page 60: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 61: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

Exhibit “II”Properly Photos

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Page 64: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

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Page 65: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

FORT CHAFFEE REDEVELOPMENT AUTHORI]V

INDENTURE OF TRUST

by and between

SEBASTIAN COUNTY, ARKANSAS

AS SEULOR, GRANTOR, AND TRUSTOR

and

KENT BLOCHBERGER, ERNEST FL COLEMAN; SR.,JANE ENGLISH, KAY HARRISON,

ROBERT B MILLER, KEN COLLEY, LINDA HOBBS,JACK WHITE, AND CRAIG SMITH, D.V.M.

AS TRUSTEES

Page 66: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

ARTICLE I

CREATION, DECLARATION, AND COVENANT

1.1. The undersigned, as Senior and Trustees, do hereby create, establish, andconstitute this Public Trust (hereinafter referred to as the Trusr’ and/or the “Authority”),pursuant to the provisions of the Jaws of the State of Arkansas, including specifically Title28, Chapter 72, Subchapter 2 of the Arkansas Code of 1987 Annotated (hereinafterreferred to as the Act”).

12 The undersigned Senior hereby contracts with the undersigned Trustees, andthe Trustees do hereby declare and covenant, between themselves and unto the Settlor,the City of Fort Darling, the City of Greenwood, and the City of Fort Smith as beneficiariesof this Trust (hereinafter, Sebastian County, Arkansas, and the Cities of Barling,Greenwood, and Fort Smith being referred to collectively in the singular tense as the“Beneficiary”), that they and their successors do and will hold, receive, and administer theTrust Estate as hereinafter set forth, as Trustees of a Public Trust under and pursuant tothe Act solely for the use and benefit of said Beneficiary for the purpose of aiding andfurthering, and the providing of funds for the aiding and furthering, of a proper functionof the Beneficiary, as hereinafter set forth. This Trust is created by virtue of the executionof this Indenture of Trust (hereinafter referred to as the “Indenture”) by the Beneficiary andindividuals signing the sarñe as the Settlor and initial Trustees hereunder. Neither theacceptanCe of the beneficial interest hereunder nor the endorsement hereon of suchacceptance, for and on behalf of any designated Beneficiary as provided by law, shall bedeemed or construed to be the creation of a Public Trust by any one or more Beneficiary.

i& The provisions hereof shall be binding upon the undersigned, theirsuccessors and assigns. The Senior does hereby grant and deliver to the Trustees, intrust, the sum of $1,000,to constitute the initial corpus and assets of this Trust, and theTrustees, by their signatures hereto, acknowledge receipt of such sum, accept the Trustherein created and provided for and agree to carry out the provisions of this Indenture.

jj The Settlor hereby declares that the Intent and public purposes of this Trustshall be as follows:

The closure and redevelopment of a porhon of Fort Chaffee Military Base(hereinafter referred to as the “Base”) is a matter of great concern for theBeneficiary, Including particularly the impact on the economies,environment, and quality of life of the Cities of Fort Smith, Barling,Greenwood, and Lavaca as well as Sebastian County.

A comprehensive study of all issues related to the closure andredevelopment of the Base is necessary to ensure proper planning andoptimal use of the property embodied therein.

1

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A comprehensive redevelopment plan must be developed and implementedIn order to ensure the orderly conversion of the Base to civilian use.

After conversion of such portions of the Base as the Department of Defensedeems unnecessary to its overall military miss!on, it should be managed,owned, and operated so as to yield the maximum benefit to the residentsof affected counties and communities in the State of Arkansas.

The goals set forth above cannot be achieved solely through the operationof private enterprise or efforts by individual communities, or by SebastianCounty acting alone but can be achieved through the creation of a publictrust under the provisions of the Act to promote, oversee, and Integrate thedevelopment of the Base for the benefit of the affected communities,Sebastian County, and the State of Arkansas and for the improvement oftheir welfare and prosperity, including the creation of employment and otherbusiness opportunities. Creation of such a public trust to implement a:laspects of a conversion and redevelopment plan subject to the provisionsof this Indenture, including, without limitation, taking title to any or all of theBase, is essential to achieving the foregoing goals and is in the publicinterest.

The public trust created by this Indenture shall prepare or cause to beprepared a comprehensive study of all issues related to the closure andredevelopment of the Base, shall prepare or cause to be prepared acomprehensive conversion arid redevelopment plan for the Base, shall inconformfty with such plan accept title from the United States of America toany and all real and personal property and improvements included in theBase, shall investigate and obtain all assistance available from the UnitedStates government and all other sources, and shall utilize such propertyand such assistance to replace and enhance the economic benefitsgenerated by the Base with diversified activities, Including, but not limitedto, activities which will foster creation of new jobs, economic development,industry, commerce, aviation, and transportation within the affectedcommunities.

Such activities are in the public interest and serve a public purpose and canbest be accomplished by the creation of a public trust vested with thepowers and duties specified in this Indenture.

1.1 The Settlor has heretofore paid or incurred various costs and expenses inconnection with the establishment of this Trust and matters related thereto each of whichconstitute a “Cost” as dened herein. The Trustees are hereby authorized to reimbursethe Setlcr or pay for such costs directly upon an itemization thereof immediately uponavailability of funding.

2

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Page 69: xviii be 18 3:30 - Chaffee Crossing reduced.pdfPending Approval Minutes Fort Chaffee Redevelopment Authority February 21, 2019 Board Meeting TRUSTEES PRESENT John Ciesla, Kelly Clark,

April 16, 2019

Dean Gibson, Chairman

do Janet Gabrey

Fort Chaffee Redevelopment Authority

7020 Taylor Ave.

Fort Smith, AR 72916

Re: 3 Separate Offers to Purchase various parcels of real propefty

Dear Mr. Gibson,

This letter shall serve as notice of an official offer to purchase 3 separate parcels of real property, to wit:

1. In addition to the request of consideration in my letter of March 15, 2019, the Arkansas Colleges of Health

Education (ACHE) offers to immediately purchase and pay to FCRA an amount of $1,200,000.00 (One Million,

Two Hundred Thousand Dollars) for the 71-acres commonly referred to as the “High School” property as set

forth under a document map found on the FCRA website created by Mickle, Wagner, & Coleman and dated

January 2019.

2. Understanding that there Is currently a right offirst refusal on approximately 46.9-acres of land labeled 5k undera document map found on the FCRA webslte created by Mickle, Wagner, & Coleman and dated January 2019,ACHE makes a contingent offer to immediately purchase and pay to FCRA for the 5k labeled property In theamount of $700,000.00 (Seven Hundred Thousand Dollars), contingent upon:

a. FCRA selling the 71-acre “High School” property to ACHE and,

b. The holder of the right of first refusal electing not exercise said right of first refusal

3. ACHE makes an offer to immediately purchase and pay to FCRA $100,000.00 (One Hundred Thousand Dollars)for 3-acres of land labeled 6j under a document map found on the FCRA website created by Mickle, Wagner, &Coleman and dated January 2019.

ACHE is ready to immediately purchase all 3 of these parcels of property in the total sum and amount of $2,000,000.00(Two Million Dollars) upon the execution of a proper Buy/Sell Agreement.

Respectfully,

Kyle D. Parker, J.D.

President & CEO

w/attachments

—M&Y.ANS,5 COtLEGES Or-

HEALTH EDUCATION

479.308.2243 P0 Box 10366 Fort Smith, AR 72917

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March 15, 2019

Dean Gib5on, Chairman

Fort Chaffee Redevelopment Authority7020 Taylor Ave.

Fort Smith, AR 72916

Re: 71-acre Grant of land commonly called the FS Public School Land

Dear Mr. Gibson,

This fetter shall serve as my official request to be placed on the Real Estate Committee’s next meeting to be held on April11, 2019 at 3:30 pm to recommend to the FCRA Board of Directors at their next meeting on April 18, 2019 to effectuatethe Grant of the 71-acre tract of land commonly called the Fort Smith Public School (FSPS) land to the Arkansas Collegesof Health Education (ACHE).

By agreement with the former Executive Director of FCRA Mr. Ivy Owen on July 27, 2018, the prerequisite eventsrequired before the land grant of the 71-acres to ACHE could occur have now been accomplished, to wit:

• The WalMart Distribution Center/Hutcheson Shoes property has been gifted and transferred to the Fort SmithPublic Schools (FSPS), with significant assistance by ACHE, as formally announced on March 5, 2019;

• The FSPS relinquished their option to the land as a result of the gift of the WalMart DistributionCenter/Hutcheson Shoes property on March 11,2019.

Attached hereto is a letter from Superintendent of the FSPS, Dr. Doug Brubaker, supporting and requesting that the landbe granted to ACHE.

This one and one-half year endeavor has created an exciting time for the benefit of the students of the FSPS, the FortSmith community, and the thousands of persons now living in the Chaffee Crossing area. We intend to bean importantand significant part of bringing improved healthcare to this community, State, and region. As Dr. Brubaker states in hisletter: “FSPS students will have access to high level and specialized learning opportunities In [STEAM] ... in closeproximity to ACHE, which will provide neW opportunities for expanded partnerships between our educationalinstitutions for the benefit of our students.”

In accordance with the agreement between the parties herein, I respectfully request that you notify Mr. Galen Hunter,Chairman of the Real Estate Committee, to place this request on the Agenda.

Respectfully,

Kyle D. Parker, J.D.

President & CEO

—ARKANSAS coulcEs OF—

HEALTH EDUCATION

479.3O8.2243 PC Box 10366 Fort Smith, AR 72917

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Galen,

As background for my request to have the land (property) that has been reserved for the Fort SmithPublic Schools (FSPS) to be granted to the Arkansas Colleges of Health Education (ACHE), I would like togive you the following timeline and series of events:

After I was approached by a Board of Trustee about a gift from the Hutcheson family regarding theHutcheson Shoes/WalMart Distribution Center (facility), I met with the owner on June 30, 2017. I wastold at that time that the facility would not become available until late 2018 or early part of 2019 asWalMart was still using the facility but had given notice that they would be vacating. Our originalthought was to create student apartments for ACHE.

After learning that the FSPS would be requesting a millage increase for the benefit of the school district,I contacted andmet with Sam Sicard and Doug Brubaker on March 2, 2018. I told them that I reallywanted to have the FSPS have a significant presence in the Chafee area in Fort Smith. I told them thatwhile I realized they were not going to build anything on the property, that I might be able to provide abuilding right beside the property. I told them that it would take would take a change from a solelyindustrial focus STEM (Science, Technology, Engineering, Math) curriculum to a STEAM (include Arts)curriculum, and expand the curriculum to include health exposure, but it would save them severalmillion dollars and would provide a space not only for today, but also for the future since it was far inexcess of the desired 50,000 sq.ft. that they had priced in their millage request. Since the FSPS wouldnot have the funds necessary to provide the required monies without the passing of the millage, wedecided to wait on the outcome of the millage vote which occurred on May 22, 2018 before resumingour discussions on STEAM curriculum.

Once passed, I invited Dr. Brubaker to join me and meet with the owner ofthefacility on July 11,2018.Upon touring, he was very excited. I met with him again the following day on July 12, 2018, discussedthe STEAM curriculum, and discussed the fact that the FSPS would not be building a facility on theproffered property. We also discussed the interprofessional relationship between ACHE and the FSPS inwhat I call the “pipeline” program which encourages young students to enter the field of healthcareprofessions within a STEAM curriculum. After thanking me (ACHE) for the opportunity to createsomething incredible for the FSPS, he stated to me that he would fully support recommending theproperty, which was already zoned for educational use, to be granted to ACHE.

Thereafter, I contacted Ivy Owen for the first time regarding the property on July 27, 2018. I asked Ivythat if I could get the FSPS to agree to accept the facility if offered, and if the FSPS would give up theproperty, would he agree to grant the property to ACHE. He said yes, he would guarantee it. Mr. Ivy andmyself had several phone calls thereafter, as I kept him abreast of the progress.

Thereafter, the owner agreed to gift the facility to the FSPS, which formally announced to the public onMarch 5,2019. On March 12, 2019, the FSPS adopted a resolution to release the property. Dr. Brubakerwill be more than willing to write a letter to the Fort Chaffee Redevelopment Authority (Authority) if thesame is desired.

I therefore respectfully request that since ACHE and the FSPS have honored their commitment, that theAuthority do likewise.

Kyle

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FORT@SMITHPUBLIC SCHOOLS

Doug Brubaker, Ph. D.Superintendent of Schools

March 14, 2019

Dean Gibson, ChairmanFort Chaffee Redevelopment Authority7020 Taylor, Ave.Fort Smith, AR 72916

Dear Mr. Gibson,

I appreciate the opportunity to offer a personal recommendation about the disposition of the parcel ofland that had been designated for use as a Fort Smith Public Schools (FSPS) secondary campus by theFort Chaffee Redevelopment Authority (FCRA) in 2011.

As you know, the timeframe provided for InItIating construction on a new secondary campus was ten(10) years. On March 11,2019, recognizing that the Fort Smith Public Schools did not have plans to builda secondary campus on that land during that time frame, the FSPS Board of Education adopted aresolution “to release the Fort Chaffee Property for future, alternative, non-competitive use anddisposition.” Although the land itself may not be usable by the school district for Its originally Intendedpurpose, its disposition may still contribute to the success of Fort Smith and Darling students in waysthat the FCRA Board may not have envisioned in 2011 when the original designation was made.

As the President and CEO of the Arkansas College of Osteopathic Medicine (ARCOM), Mr. Kyle Parkerhas been a valuable partner in the Cistrict’s efforts to secure resources for its new Career andTechnology Center (CTC). In part because of his contributions, FSPS students will have access to highlevel and specialized learning opportunities In science, technology, engineering, art, and math (STEAM)related courses of study within a few years. The donated site of the new CTC will place these programsin close proximity to ACHE, which will provide new opportunities for expanded partnerships betweenour educational institutions for the benefit of our students.

As a result, I recommend that the parcel of land recently released by Fort Smith Public Schools bedesignated for development by the Arkansas Colleges of Health Education (ACHE) for “future,alternative, and noncompetitive use” as stated in the FSPS Board Resolution adopted on March 11,2019.

Please contact me with any questions.

Best regards,

Doug Bwbaker, Ph.D.Superintendent

3205 JENNY LIND ROAD 479-785-2501PD, BOX 1948 (&J 479-785-1722 FAXFORT SMITH, AR 72902-1948 FDRTSMITHSCHOOLS.ORG

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FORT CHAFFEEREDEVELOPMENT AUTHORITY

-

INTERNAL MEMORANDUM

SUBJECT: PROPERTY EXCHANGE WITH CBC CONSTRUCTION & DEVELOPMENT

TO: FCRA BOARD OF TRUSTEES

CC: CBC CONSTRUCTION & DEVELOPMENT, LLC

FROM: JANET GABREY

DATE: April 15, 2019

A communin discussion regarding the land use of the warehouse area south of Darbv Avenue washeld at die Real Estate Review Committee meeting on March 19, 2019. The meeting ended with thefoHouing four proposals on the table:

1. CBC Constmcdon & Development (CBC) sell its three warehouses and look for alternate space.2. Establish a form-based code for the area, which could take approximately one year.3. Seek conditional use zoning with a reversion back to the historic area land use tipon sale.4. Change the land use so the current owners’ properties ate conforming.

Since this meeting. FCIU\ spoke to Carroll King with CBC about a potential property exchange andlie was agreeable with the proposal. There would be an even exchange with the following rerms:

• CBC would convey to FCIU\ Bldg. 310, 311 & 312 with 1.07 acres, in their current conditionwith improvements. Each building contains 9,015 square feet.

• FCL\ would convey to CBC Bldg. 2033, 2034 & 2036 with approximately 5 acres (seeexlübit. The actual size will be determined by the survey. Bldg. 2033 & 2034 each contain8,183 square feet and Bldg. 2036 is 9,013 square feet.

• FCIU\ will pay for a boundan’ survey of the ptoperrv to be conveyed to CBC and till pay allclosing costs.

• CBC will have up to one year to vacate Bldg. 311. FCRA will have up to 30 days to vacateBldg. 2034.

• FCRA u-ill grant an access easement to the properw being conveyed to CBC fromMahogany Avenue or \\mrergreen Avenue.

Please consider approving the proposed exchange of property.

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Fort Chaffee Redevelopment Authority

Position; Interim Executive DirectorThis is a professional Economic Development position consisting of planning, business and industry recruitment andretention, redevelopment, expansion and/or relocation. Work involves considerable public contact to collect anddisseminate information regarding FCRA, Chaffee Crossing and its holdings. Other duties involve performing economicplanning activities, growing and developing relationships with city and government entities and potential clients.Managing office and field staff. Would be responsible for managing a maturing entity and ensuring a strong financialplan to support capital improvement projects and operations.

Essential Functions:The following duties are normal for this position. Work with Department heads or other City staff, electedofficials/governmental agencies, developers, engineers, community groups/organizations, Chambers of Commerce,business organizations, industrial development authorities, and general public in order to coordinate all phases ofcommunity and economic development.

General responsibilities include: Coordinating and implementing projects and programs that support commercial,residential, office and industrial development attraction; business retention; development of infrastructure; managingbudget and preserving historical landmarks.

Provide assistance to prospective businesses and industries to obtain information on incentives to attract and developgrowth.

Conduct research regarding demographic trends, development patterns and other planning issues.

Promote the Chaffee Crossing organization and the brand it represents.

Perform related work as required.

Must comply with all company policies and procedures.

Minimum Qualifications:Bachelor’s degree preferred with experience in economic development, public administration, or related field. Anyequivalent combination of education and experience is acceptable. Must have good negotiating skills. Backgroundcheck is required.

Desirable skills:Thorough knowledge of the fundamentals, principles and practices of economic development.

Thorough knowledge of the principles and practices of urban and regional planning.

Ability to speak persuasively and effectively to the public.

Ability to establish and maintain effective working relationships with employees, city officials, community groups,business organizations, state/federal agencies, and general public.

Benefit Package:Salary position; 401K after one year; Insurance - Health, Dental, Vision, & Long Term Disability; Car allowance/Companyphone; Sick Pay/Paid Vacation; Paid Holidays.

NOTE: The Fan Chaffee Redevelopment Authority is subject to the Arkansas Freedom of lnformotion Act, and applications submitted in response tothis job description ore subject to appropriate disclosure thereunder.

DISCLAIMER: This is not necessarily an exhaustive list of all responsibilities, duties, skills, efforts, requirements or working conditions associated withthe position. While this is intended to bean accurate reflection of the current position, the duties and responsibilities in this job description may besubject to change at any time due to reasonable accommodation or other reasons.

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Fort Chaffee Redevelopment Authority

Position: Executive DirectorThis is a professional Economic Development position consisting of planning, business and industry recruitment andretention, redevelopment, expansion and/or relocation. Work involves considerable public contact to collect anddisseminate information regarding FCRA, Chaffee Crossing and its holdings. Other duties involve performing economicplanning activities, growing and developing relationships with city and government entities and potential clients.Managing office and field staff. Would be responsible for managing a maturing entity and ensuring a strong financialplan to support capital improvement projects and operations.

Essential Functions:The following duties are normal for this position. Work with Department heads or other City staff, electedofficials/governmental agencies, developers, engineers, community groups/organizations, Chambers of Commerce,business organizations, industrial development authorities, and general public in order to coordinate all phases ofcommunity and economic development.

General responsibilities include: Coordinating and implementing projects and programs that support commercial,residential, office and industrial development attraction; business retention; development of infrastructure; managingbudget and preserving historical landmarks.

Provide assistance to prospective businesses and industries to obtain information on incentives to attract and developgrowth.

Conduct research regarding demographic trends, development patterns and other planning issues,

Promote the Chaffee Crossing organization and the brand it represents.

Perform related work as required.

Must comply with all company policies and procedures.

Minimum Qualifications:Bachelor’s degree required with 5 years’ experience in economic development, public administration, or related field.Any equivalent combination of education and experience is acceptable. Must have good negotiating skills. Backgroundcheck is required.

Desirable skills:Thorough knowledge of the fundamentals, principles and practices of economic development.

Thorough knowledge of the principles and practices of urban and regional planning.

Ability to speak persuasively and effectively to the public.

Ability to establish and maintain effective working relationships with employees, city officials, community groups,business organizations, state/federal agencies, and general public.

Benefit Package:Salary position; 401K after one year; Insurance - Health, Dental, Vision, & Long Term Disability; Car allowance/Companyphone; Sick Pay/Paid Vacation; Paid Holidays.

NOTE: The Fort Choffee Redevelopment Authority’s subject to the Arkansas Freedom of Informotion Act, and applications submitted in response tothis job description ore subject to appropriate disclosure thereunder.

DISCLAIMER: This is not necessarily on exhaustive fist of oil responsibilities, duties, skills, efforts, requirements or working conditions ossocioted withthe pasitian. While this is intended ta bean accurate reflection of the current position, the duties and responsibilities in this job description may besubject to change at any time due to reasonable occommodotion or other reasons.

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WATER UTILITY EASEMENT

KNOW ALL MEN BY THESE PRESENTS:

That Fort Chalice Redevelopment Authority GRANTORS, for and in consideration of the sumof one dollar ($1.00) and other good and valuable considerations, receipt of which is herebyacknowledged, do hereby grant, bargain, sell and convey to the City of Fort Smith. Arkansas, amunicipal corporation, GRANTEE, its successors and assigns, a Permanent Easement as shownon attached Exhibit A, for the construction, operation, and maintenance of public (GRANTEEowned) WATER UTILITIES with all appurtenances thereto such as fire hydrants, valve and meterboxes, air/vacuum release stations, service lines, etc., together with the right to remove trees, brush,undergrowth or other obstructions interfering with construction, operation and maintenance of saidWATER UTILITIES over, under and upon the following lands situated in the County ofSebastian, State of Arkansas, to wit:

A 15.00 foot Waterline Easement in pad of the Southeast Quarter of the Southwest Quarter,Section 3, Township 7 North, Range 31 West, Sebastian County, Arkansas, being 7.50 feeteach side of a centerline and being more particularly described as follows:

Commencing at a point marking the Southwest Corner of the Southwest Quarter of theSouthwest Quarter. Thence along the south line of the Southwest Quarter, South 87 degrees35 minutes 00 seconds East, 1907.05 feet. Thence leaving said south line, North, 898.89 feetto a 1/2 inch existing rebar. Thence North 20 degrees 41 minutes 04 seconds East, 117.89feet. Thence South 68 degrees 56 minutes 29 seconds East, 7.50 feet to the Point ofBeginning. Thence North 20 degrees 41 minutes 04 seconds East, 25.00 feet to the Point ofTermination.

with right of ingress and egress to and from the same.

Grantor acquired the Premises from the Secretary of the Army acting on behalf of the UnitedStates of America. By accepting the deed of conveyance, Grantor agreed that all subsequentleases, transfers or conveyances of the Premises would be made subject to certain notices,restrictions and benefits specifically set forth in the deed of conveyance. These notices,restrictions and benefits relate to, among other things, environmental conditions concerningasbestos, lead-based paint, PCBs, pesticides, ordnances and explosives, and endangered species.Grantee acknowledges that Grantor has made available to Grantee a copy of the deed ofconveyance which sets forth completely and in detail the aforementioned notices, restrictions andbenefits, all of which are incorporated into this Easement as if set forth in Ml herein.

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TO HAVE AND TO HOLD said Easement unto GRANTEE, its successors and assigns forever.

GRANTORS shall have the right to use the surface of the property above described as long asGRANTORS wish, PROVIDED, that GRANTORS shall not interfere with the use thereof byGRANTEE, and limber, GRANTORS shall not erect a pemrnnent building or other structurewithin said Easement, and further, GRANTORS shall provide gales acceptable to GRANTEE ifsaid Easement is fenced.

After completion of construction, Grantees shall restore the land in this right of way to as near itsoriginal condition as possible, subject to both parties acting in a reasonable manner.

The consideration paid by GRANTEE is received and accepted by GRANTORS in hill satisfactionof every right hereby conveyed.

GRANTORS do hereby covenant with GRANTEE that GRANTORS are lawfiilly seized andpossessed of the real estate above described and that GRANTORS have a good and Iawfiul right toconvey the same or any part thereof.

It is hereby understood that party securing this grant in behalf of GRANTEE is without authorityto make any covenant or agreement not herein expressed.

GRANTOR:

FORT CHAFFEE REDEVELOPMENT AUTHORITY

By: -—________________

Dean Gibson, Chairman

ATTEST:

Don Keesee, Secretary/Treasurer

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ACKNOWLEDGMENT

STATE OF ARKANSAS) SS

COUNTY OF SEBASTIAN)

On this — day of ,2019, before me, a NotaryPublic, duly commissioned, qualified and acting within and for said County and State, appearedin person the within-named

___________________________and ____________________________

to me personally well known, who stated that they are the Chairman and Secretary/Treasurer ofthe Fort Chaffee Redevelopment Authority, a public trust, and further stated that they had sosigned, executed and delivered said foregoing instrument for the consideration, uses andpurposes therein mentioned and set forth.

IN TESTIMONY WHEREOF, I have set my hand and official seal this day of

______________________,2019.

NOTARY PUBLICMy Commission Expires:

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