City Administrator Kuntz passed out the construction cost estimates prepared by Ballwin City Engineer Kramer for the Enhancement Grant project. Mr. Kuntz noted the original Enhancement Grant approval was for approximate $1.4 million, of which the City of Ballwin was to have provided 31%, roughly $435,000. This amount was to be provided by Regency Centers in exchange for the approximately 69% that would be received from the Federal Government through the grant.

Alderman Boland stated that it is his understanding that Regency Centers Inc. is now offering the City $275,000 with the understanding that the City would utilize the money for the completion of all of the improvements originally outlined in the grant application. City Engineer Kramer noted that it is his estimate that it will cost approximately $237,000 to complete the 31% of all of the remaining work in the Grant application. He stressed that this estimate is weak on the issues of utility relocations and right-of-way acquisition. Alderman Boland asked Mr. Kramer if he believed that his estimate was good other than the two points that he noted. Mr. Kramer stated he felt good about most of the construction costs because they were based on actual bid prices the City had received in 2001 for similar work.

Mr. Fox noted that there are some right-of-way expenses in Mr. Kramer’s estimates that he thinks may not be needed. Mr. Kramer stated that the only right-of-way costs he included in his estimate were for those properties located between Rock Road and Seven Trails Drive on the north side of Manchester Road.

Assistant City Engineer Baxter noted that his estimate for 100% of the remaining work is approximately $871,000. Alderman McDowell noted that the City of Ballwin would be expected to contribute 31% of that $871,000 cost. Mr. Baxter noted that his greatest concern is for unanticipated costs associated with utility relocation. He noted there are many utilities along Manchester Road. City Engineer Kramer recommended that since this grant would be over a several year process, a 5% per year inflation factor needs to be added in.

Alderman Boland asked if the $275,000 offer from Regency Centers Inc. is based more on Regency’s budget overruns and remaining dollars available for the project than it is on the actual estimated cost of completing all of the work outlined in the grant.

Alderman Suozzi stated that she thought the overhead utilities along Manchester Road in front of Olde Towne Plaza would be eliminated as part of the Enhancement Grant application. City Administrator Kuntz indicated that this statement had been made by Chris DeBolt at the time he was presenting the original TIF proposal to the City of Ballwin, but it is highly unlikely that AmerenUE will allow these lines to be placed underground. If it was allowed, it would probably be cost prohibitive.

Alderman Boland stated it appears that Regency’s offer is reasonable in view of Ballwin’s estimates for the total cost of the project, as long as there are no major unanticipated costs that have not yet been realized in the estimate.

Alderman McDowell asked what else Regency would be willing to contribute to convince the City of Ballwin to accept the offer. Mr. Fox stated that because of the financial condition of the project, it was impossible for Regency to offer any additional financial incentives unless the City of Ballwin was willing to consider enlarging the amount of the TIF/TDD bonds that will be issued. He stated his belief that the amount could be increased by another $1.5 million within the scope of the revenues anticipated from the project without lengthening the time of bond repayment from that which had been projected at the time the TIF was originally authorized.

Alderman Boland stated he would like to investigate the possibility of increasing the amount of the TIF bonds. He noted that adding $1 million to the amount of the bonds would pay off in a time frame approximately equal to the original estimate and could help the City offset some of the up-front costs that it has experienced as a part of related work.

Alderman Suozzi asked if it would be possible to increase the amount of the TIF bonds without going back to the Board of Aldermen or the TIF Commission. City Administrator Kuntz said there is no legal opinion that has yet been given to the City relative to this point, but it has been stated by some that it might be possible to raise the amount of the TIF bonds by 10% by an action of the Board of Aldermen without having to obtain the TIF Commission’s approval. Mr. Fox stated that he believes the amount of TIF increase is within the redevelopment plan originally approved by the City and the TIF Commission. Alderman Boland said he could not consider increasing the amount of the TIF until he is comfortable with legal issues surrounding this question.

City Administrator Kuntz stated that there is no agreement with Regency Centers regarding the distribution of any additional TIF funds, should such an increase be approved. He suggested that Development Strategies be commissioned to do an update of the analysis that it did for the preparation of the redevelopment plan. This would give much more accurate estimates of revenues. There is now accurate knowledge of expenses relative to this project. Dan Fox stated he does not think it is necessary to go to the expense of hiring Regency to do this. He noted that Stifel Nicolaus had agreed to conduct this analysis as a part of its work for the bond issuance, should it be selected to do so.

Mayor Jones stated he does not believe the City of Ballwin can require Regency Centers Inc. to participate in the enhancement grant or do the construction work outside of the scope of the original redevelopment agreement.

Alderman Suozzi asked if any information had been provided to the City of Ballwin demonstrating that Regency Centers had, in fact, experienced approximately a $2 million overrun from the original estimate for this project. Dan Fox stated that he was prepared to review all financial data associated with their project to demonstrate their financial losses and overruns they have experienced.

City Engineer Kramer stated he believes the best option ("B") for the City of Ballwin is to allow Regency Centers to complete all of the work as outlined in the redevelopment agreement. He believed that Ballwin should then adjust the scope of the enhancement grant and proceed with the work from Rock Road east to Seven Trails Drive, under the provisions of the grant and come up with the approximately 31% match for that portion of the work without Regency’s assistance. He explained that this will probably cost the City of Ballwin approximately $75,000. By proceeding in this manner, Ballwin is completely eliminated from accepting any risk associated with the original scope of work outlined in the redevelopment agreement and eliminates the necessity of having to consider a TIF increase to cover the cost of this additional work. Assistant City Engineer Baxter said it’s important that the City understand that the estimate that he prepared for the work between Rock Road and Seven Trails Drive considers placing the sidewalk along the edge of Paulding Road and not at the edge of Manchester Road in front of the Government Center. He said the estimate for the cost of the work along this stretch will be roughly twice what he has prepared, should the committee decide it is necessary to keep the sidewalk at the same level as Manchester Road along its entire length. He noted that this estimate also anticipates placing the sidewalk at the top of the hill in front of the Salem Methodist Church by the parking lot and in front of the main church building.

Mayor Jones said it is important for the City of Ballwin and Regency Centers to come to an agreement on a solution to these economic questions, but he does not want to even consider a reconvening the TIF Commission to consider an additional TIF amount.

Alderman Boland said that with Option B, which had just been presented by City Engineer Kramer, Ballwin would be responsible to contribute approximately $75,000 to match the grant for all work east of Rock road to Seven Trauls Drive, and Regency would be responsible for 100% of the cost of the work up to Rock Road, as outlined in the redevelopment agreement, but they would not be responsible for any of the costs for any of the work between Rock Road and Seven Trails Drive. With the original option (Option A), Ballwin would be taking on some risk, should the cost for that work outlined in the grant application exceed the $275,000 amount that Regency had agreed to kick in.

Alderman Suozzi suggested that there should be a separate formal agreement or document covering this understanding. This needs to be journalized and formalized so that there is no question in the future as to what options and agreements existed between Regency Centers and the City of Ballwin.

Alderman Boland stated that it was important to get all of the sidewalk work done soon. City Administrator Kuntz noted that it is in Regency Center’s interest to get this work done as soon as possible also because they are losing money on this project. The longer it takes to get it done, the more money they will lose.

It was unanimous consent of the committee that Option B should be recommended to the Board of Aldermen for adoption.

City Administrator Kuntz stated that the Board of Aldermen may want to explore the possibility of adjusting the amount of the TIF bonds. Alderman Suozzi stated she understands the financial situation for Regency Centers may have changed dramatically since construction commenced and also that the financial environment of the bond market has shifted somewhat since the TIF funding was originally proposed and the original financial analysis was completed. She believes it is necessary for the City of Ballwin to talk to A.G. Edwards again relative to these factors and should not rely solely on a proposal that was submitted by Stifel Nicolaus, who is working for Regency Centers in this matter. She noted that the City of Ballwin has not only a long-term working relationship with A.G. Edwards, but has hired A.G. Edwards to be its financial consultant on similar matters. City Administrator Kuntz echoed Alderman Suozzi’s concern about Stifel Nicolaus not being employed by the City of Ballwin for purposes of this analysis. Stifel Nicolaus is working for Regency Centers in this matter and it’s important that Ballwin do its own due diligence before moving forward with any such amendment to the TIF amount. It’s important that the Board of Aldermen understand that it is under no obligation of any kind to increase the amount of the TIF bonding nor to share any additional bonding with Regency Centers, should it elect to proceed in that manner.

City Administrator Kuntz noted that the question of increasing the amount of the TIF will depend on the legal opinion of the bond counsel for the bond issuance and will provide the legal opinion.

There was no further discussion and the meeting was adjourned at 9:20 a.m.

Mayor Robert E. Jones

Submitted by:

Thomas H. Aiken

Assistant City Administrator

THA:MC