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05/16/2022Monday, May 16, 2022 8:00 AM City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Main Library - Council Chambers Community Redevelopment Agency Meeting Agenda May 16, 2022Community Redevelopment Agency Meeting Agenda Citizens wishing to provide comments on an agenda item are encouraged to do so in advance through written comment. The City has established the following options: 1)eComments via Granicus - eComments is integrated with the published meeting agenda. Individuals may review the agenda item details and indicate their position on the item. You will be prompted to set up a user profile to allow you to comment, which will become part of the official public record. The eComment period is open from the time the agenda is published. Comments received during the meeting will become part of the official record, if posted prior to the closing of public comment. The City Clerk will read received comments into the record. 2)Email – Individuals may submit written comments or videos to ClearwaterCRA@myclearwater.com. All comments received by 5 p.m. the day before the meeting (May 15) will become part of the official record. The City Clerk will read received comments into the record. 3)Council Chambers - Additionally, like any other council meeting, the public may provide public comment at the Main Library, Council Chambers, 100 N Osceola Avenue. Due to COVID-19, all speakers desiring to appear in person will be subject to all applicable emergency measures in place to prevent the further spread of COVID-19. Speakers who appear in person will be subject to screening for symptoms of COVID-19. Any persons exhibiting any symptoms of COVID-19 will not be permitted to enter council chambers but will be able to participate through the remote options described above. Individuals with disabilities who need reasonable accommodations to effectively participate in this meeting are asked to contact the City Clerk at (727)562-4092 or rosemarie.call@myclearwater.com in advance. 1. Call To Order 2. Approval of Minutes 2.1 Approve the minutes of the March 14, 2022 CRA meeting as submitted in written summation by the City Clerk. 3. Citizens to be Heard Regarding Items Not on the Agenda 4. New Business Items 4.1 Confirm the City Manager’s appointment of Jon Jennings as the Interim CRA Executive Director. 4.2 Authorize the Community Redevelopment Agency (CRA) Director to prepare a Loan to Grant Agreement with 703 Jones Street, LLC, in an amount not to exceed $1,000,000 for building improvements to implement the CRA Vacancy Reduction Grant Program (Part A and B) and authorize the appropriate officials to execute same. 4.3 Amend the operating budget for the Community Redevelopment Agency (CRA) for fiscal year 2021-2022 and adopt CRA Resolution 22-01. Page 2 City of Clearwater Printed on 5/6/2022 May 16, 2022Community Redevelopment Agency Meeting Agenda 4.4 Annual Financial Report. 5. Adjourn Page 3 City of Clearwater Printed on 5/6/2022 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0408 Agenda Date: 5/16/2022 Status: Agenda ReadyVersion: 1 File Type: MinutesIn Control: Community Redevelopment Agency Agenda Number: 2.1 SUBJECT/RECOMMENDATION: Approve the minutes of the March 14, 2022 CRA meeting as submitted in written summation by the City Clerk. SUMMARY: APPROPRIATION CODE AND AMOUNT: USE OF RESERVE FUNDS: Page 1 City of Clearwater Printed on 5/6/2022 Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 1 City of Clearwater City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Meeting Minutes Monday, March 14, 2022 8:00 AM Main Library - Council Chambers Community Redevelopment Agency Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 2 City of Clearwater Roll Call Present 5 - Chair Frank Hibbard, Trustee David Allbritton, Trustee Hoyt Hamilton, Trustee Kathleen Beckman, and Trustee Mark Bunker Also Present – Jon Jennings – City Manager, Micah Maxwell – Assistant City Manager, Michael Delk – Assistant City Manager, David Margolis – City Attorney, Rosemarie Call – City Clerk, Nicole Sprague – Deputy City Clerk, and Amanda Thompson – CRA Executive Director. To provide continuity for research, items are listed in agenda order although not necessarily discussed in that order. Unapproved 1. Call to Order – Chair Hibbard The meeting was called to order at 8:00 a.m. 2. Approval of Minutes 2.1 Approve the minutes of the February 14, 2022 CRA meeting as submitted in written summation by the City Clerk. Trustee Hamilton moved to approve the minutes of the February 14, 2022 CRA meeting as submitted in written summation by the City Clerk. The motion was duly seconded and carried unanimously. 3. Citizens to be Heard Regarding Items Not on the Agenda – None. 4. New Business Items 4.1 Approve an Interlocal Agreement between the City of Clearwater and the Community Redevelopment Agency (CRA), Pinellas County, and the Clearwater Housing Authority to provide for revenue sharing and the redevelopment of 306 S Washington Avenue, and authorize the appropriate officials to execute same. The purpose of this item is to request approval of an Interlocal agreement that is a companion item to the 306 South Washington Avenue development Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 3 City of Clearwater agreement. The 306 South Washington project is a 171-unit mixed income apartment development, a minimum of 260-space parking garage with tenant amenities including a pool, dog walking area, two playgrounds, exercise room and community room. There is a mixture of 1-bedroom (725 sq. ft.) units and 2-bedroom (925 sq. ft.) units. There will be 18 affordable units at 80% of AMI, 49 units at 100% of AMI and 104 workforce units at 120% of AMI. Typically, affordable housing projects pay local property taxes on only 50% of the taxable value. This is a benefit under Florida law to support affordable housing. This project is a mixture of affordable and workforce housing units that will be subject to income restrictions and the land will be owned by the Pinellas County Land Trust. Although this is a permanently affordable project, it is not recognized as such under current Florida law. Because most of the units exceed 60% AMI, it will be taxed as a market rate, for profit project at 100% of the taxable value. Based on the land restrictions requiring permanent affordability, the developer assumed the state discount and estimated a tax payment of $1,200 per unit or $205,200 annually in city/county taxes as part of their project proposal and grant requests. After meeting with the property appraiser in March 2021, the CRA and developer learned the actual tax payment per unit would be $2,388 per unit or $408,348 annually. Under projected rental rates, the project will not generate enough income to pay the full project amount of city and county property taxes. This mixed income housing project is a high priority for the City, CRA and Pinellas County to meet the significant need for workforce housing and downtown redevelopment goals. Without additional financial subsidy, this project cannot move forward. Staff believes the best option is to transfer ownership to the Clearwater Housing Authority (CHA) who has the expertise to manage a mixed income property and has proposed a revenue sharing agreement. Additionally, all revenues generated by the CHA must be spent to further their mission of providing affordable housing. Mixed income projects like these provide a continuous source of revenue to construct and maintain affordable housing without relying on federal, state, or local subsidies. The proposed Interlocal agreement is a multi-party agreement including the Clearwater Community Redevelopment Agency (CRA), the City of Clearwater (City), Pinellas County (County) and the CHA. The agreement outlines each parties funding commitments to the project, the long-term ownership of the project site and public parking and the revenue sharing arrangement between the CHA and the other parties. The agreement includes the following terms: • Acknowledges that the provision of workforce and affordable housing is an adopted policy of all entities that are party to the agreement. • The CRA will sell the project site to the Pinellas County Land Trust for $3,460,000 and will reinvest the proceeds into the construction of the project. The Land Trust will enter a long-term lease with the Clearwater Housing Authority. Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 4 City of Clearwater • The CHA and the Developer will construct and manage the project in accordance with the terms adopted in the development agreement with the CRA. This includes the provision of 40 spaces for public parking, no assignments unless approved by all parties and maintaining income restrictions. • The CHA will participate in revenue sharing if there is net surplus after all loan obligations, administrative fees and maintenance costs are met. “Net Surplus Revenues of the Project” shall mean the net cash income of the Project after the payment of all operating expenses (including management fee of not in excess of 6%), funding or replenishment of operating, debt service and replacement reserves for the Project, required payment of debt service (including redemption of bonds issued for the construction of the Project). • The CHA will pay 50% of the Net Surplus Revenues of the Project, up to but not exceeding an amount equal to $400 per unit shall be paid to the City ($100 per unit), the CRA ($100 per unit) and the County ($200 per unit); If, during the term of this Agreement, the CRA ceases to exist, the City’s portion of the annual payment shall be increased to include what would have been the CRA’s share. As proposed, this would be an annual payment of $68,400. • 50% of the Net Surplus Revenues of the Project shall be retained by the CHA and used for any purpose consistent with Chapter 421, Florida Statutes. • Payment will begin after the first year of stabilization of the project meaning occupancy levels of 95% for a period of six months. Payments will be made on an annual basis. There is a significant need for affordable and workforce housing in Pinellas County and in Clearwater. This project is a public/private partnership that can deliver a high quality, mixed income apartment development that will remain financially sustainable ensuring affordable housing for decades into the future. CRA Executive Director Amanda Thompson provided a PowerPoint presentation. In response to questions, Ms. Thompson said staff anticipates 6 to 9 months for construction drawings to be completed and be shovel ready. The costs for supplies is hard to predict. She said the Housing Authority is willing to take over this project because of the 120% AMI units, which is an income restriction for a household of two of $70,000, will pay to subsidize the lower units. She said that is why one sees a shift to a true mixed income. The project will not receive a federal subsidy. Pinellas County has appropriated $6 million for the project. Ms. Thompson said the surplus funds the CHA maintains may be used for the operations of the housing authority, maintenance of the properties, and construction of new affordable housing. The housing authority will be required to maintain a maintenance and operations fund for this site; Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 5 City of Clearwater anything beyond that may be spent on any of the housing authority's sites or development of other sites. Trustee Allbritton moved to approve an Interlocal Agreement between the City of Clearwater and the Community Redevelopment Agency (CRA), Pinellas County, and the Clearwater Housing Authority to provide for revenue sharing and the redevelopment of 306 S Washington Avenue, and authorize the appropriate officials to execute same. The motion was duly seconded and carried unanimously. 4.2 Approve the proposed agreement for the sale and development of the property located at 306 South Washington to SP Clearwater WFH, LLC and the Clearwater Housing Authority for the purposes identified in Request for Proposals and Qualifications (RFP/Q) 53-20 and authorize the appropriate officials to execute same. The purpose of this item is to request approval of a development agreement between the Community Redevelopment Agency (CRA), the Clearwater Housing Authority (CHA) and SP Clearwater WFH, LLC (Developer) to redevelop the CRA-owned property at 306 South Washington Avenue for the purposes identified in RFP/Q 53-20. Background The Community Redevelopment Agency issued RFP/Q 53-20 for the redevelopment of its site at 306 South Washington on August 17, 2020. The request called for a mixed-use or apartment development with a focus on workforce and market rate housing, the opportunity for shared parking to serve surrounding restaurant/retail businesses and ample outdoor amenity space. There is currently a lack of supply of rental housing for employees in the technology industry downtown, at Morton Plant Hospital and on Clearwater Beach who earn 80% or higher of the area median income (AMI). Building shared parking on the South Washington site is key to supporting commercial uses on the ground floors of APEX 1100, The Nolen apartment buildings and the planned brewery at 115 S. Martin Luther King, Jr. to the north of the subject property. The CRA received responses from the Housing Trust Group, LLC and SP Clearwater WFH LLC. On October 12, 2020, the CRA Trustees selected SP Clearwater WFH, LLC as the winning bidder and authorized the CRA Director to prepare a development agreement. Proposed Project The project is a 171-unit mixed income apartment development, with a minimum 260-space parking garage with tenant amenities including a pool, dog walking area, two playgrounds, exercise room and community room. There is a mixture of 1-bedroom (725 sq. ft.) units and 2-bedroom (925 sq. ft.) units. There will be 18 affordable units at 80% of AMI, 49 units at 100% of AMI and 104 Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 6 City of Clearwater affordable units at 120% of AMI. The building will include high efficiency HVAC, Energy Star rated windows, low flow toilets and sound deadening construction. The parking area will include a dedicated Uber/Lyft area to support car sharing services as well as ample bicycle parking. There will be 40 public parking spaces operated by the apartment management company that will be available to the public for a minimal charge. The overall project cost is approximately $38,436,995. Current Status From November 2020 to April 2021, the developer obtained approval for grant funding from Pinellas County, filed with the City for site plan approval and for six additional units from the public amenities pool, confirmed construction cost estimates and completed environmental site analysis. Two issues emerged that increased construction and operating costs - an environmental issue and a property tax issue. The Montrose Phase I Environmental Report prepared for the Developer acknowledges that the 2009 City Phase I environmental report’s conclusion that the project site is “clean” relies on a Site Rehabilitation Completion Order (SRCO) dated July 1, 2009, by the Florida Department of Environmental Protection (FDEP) after testing of the soils and the groundwater showing no contaminates exceeded the allowed thresholds. This determination was found to be still in place because there has been no activity on or near the site that would have introduce contaminants to the site since the report was issued. However, the ECS Geotech Reports 1 and 2 completed in March 2021 found (1) a buried concrete vault that needs to be dug out and replaced with controlled fill, (2) buried peat that is unbuildable and requires being dug out and replaced by controlled fill and (3) the top 2 feet of soil covering the site has small bodies of non-soil debris including slag throughout the site that could not be used for building. All unusable dirt will need to be hauled off the site and replaced with structurally sound dirt. The CRA has allocated up to $300,000 in additional grant funds to remove the concrete vault, the buried peat and bring in controlled fill to make the site buildable. Typically, affordable housing projects pay local property taxes on only 50% of the taxable value. This is a benefit under Florida law to support affordable housing. This project is a mixture of affordable and workforce housing units that will be subject to income restrictions and the land will be owned by the Pinellas County Land Bank. Although this is a permanently affordable project, it is not recognized as such under current Florida law. Because most of the units exceed 60% AMI, it will be taxed as a market rate, for profit project at 100% of the taxable value. Based on the land restrictions requiring permanent affordability, the developer assumed the state discount and estimated a tax payment of $1,200 per unit or $205,200 annually in city/county taxes as part of their project proposal and grant requests. After meeting with the property appraiser in March 2021, the CRA and developer learned the actual tax payment per unit would be $2,388 per unit or $408,348 annually. Under current and projected rental rates, the project will not generate enough income to pay the full Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 7 City of Clearwater project amount of city and county property taxes. To address the property tax increase, staff recommends the CRA partner with the Clearwater Housing Authority (CHA) to manage and own the project. The CHA is a tax-exempt entity. However, the CRA has negotiated a revenue sharing agreement to provide up to $200 per unit to the City/CRA and $200 to the County. The terms of the revenue sharing are outlined in a separate Interlocal agreement. The developer, Southport LLC, will still design and build the project as originally proposed. Proposed Development Terms The proposed development agreement is conditioned on the construction of plans substantially similar to those submitted with the original application and the following CRA incentives: - The sale of the site to the Pinellas County Land Trust for $3,420,000 and reinvestment of those funds back into the project - The provision of an $800,000 grant towards the project in exchange for public parking and up to $300,000 for site remediation - Support an application before the Community Development Board to receive 6 housing units from the density pool - Assignment of the project to the Clearwater Housing Authority (Term Added January 2022) The applicant is requesting the following funding from the City (which is a separate action from the CRA development agreement): - $880,000 HOME loan Sale of the property, or closing, is anticipated to occur in late 2022. The proposed agreement requires the following conditions to be met prior to closing: • Approval for the $880,000 HOME loan from the City • Final zoning entitlements for the additional 6 units from the density pool • Closing dates and final approvals established for transfer of ownership to the Pinellas County Land Trust Project Justification The proposed project meets the goals outlined in RFP/Q 53-20 derived from the Principles, Goals and Objectives of the 2018 Clearwater Downtown Redevelopment Plan to support redevelopment projects that are pedestrian friendly, incorporate quality urban design and provide a variety of land uses in downtown, including: • Policy 12: The City shall make use of Community Development Block Grant, HOME Investment Partnership Program, State Housing Initiatives Partnership program, and other federal, state, and county funds for Downtown infrastructure and increasing affordable housing options. • Policy 18: The design of all projects in Downtown shall incorporate pedestrian-scale elements that create and maintain an inviting pedestrian environment. • Objective 1F: Allow for a variety of residential densities and housing types to provide for a range of affordability and mix of incomes consistent with the Character Districts. • Objective 1G: Continue to utilize a variety of incentives to encourage the construction of new residential uses to location Downtown. Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 8 City of Clearwater • Objective 2M: Create parking as infrastructure through a park once strategy that utilizes consolidated parking to serve all of Downtown and reduces the requirement for use-by-use on-site parking. This is a catalyst project for this area that would provide new residents to downtown and parking to support nearby businesses on Cleveland Street. There are three aspects to this proposal that provide long term housing affordability. First, the CRA will sell the land to the Pinellas County Land Trust who will own the underlying land in perpetuity. The land trust will then provide a 99-year lease to the Clearwater Housing Authority. Second, the rental rates are set by the AMI established by Pinellas County and cannot increase more than 1.02% per year. Typically, market rate rental amounts increase more than 1% per year. Third, all revenues generated by the Clearwater Housing Authority must be used aligned with their mission to provide affordable and workforce housing. This project will be a long-term source of revenue for affordable housing in Clearwater. APPROPRIATION CODE AND AMOUNT: Funds are available in CRA Project Code 3887552 - R2009 Housing - City. Trustee Beckman moved to continue Item 4.2 to a date uncertain. The motion was duly seconded and carried unanimously. 4.3 Approve the Placemaking and Resident Engagement grant program for property owners, tenants, organizations, or individuals to fund placemaking and outreach opportunities that assist in transforming Downtown Clearwater into a destination filled with a variety of active, beautiful, and creative public places. The purpose of this item is to request approval to establish a new grant program that funds Placemaking and Resident Engagement activities to further the revitalization of downtown. The proposed grant program is identified in the CRA’s two-year strategy as a method to reduce blight and provide programming to connect Clearwater’s neighborhoods to downtown. The purpose of the Community Redevelopment Agency (CRA) Placemaking grant program is to provide support and funding to those who are interested in making a positive change through placemaking and resident engagement. The Placemaking Grant Program’s objectives are to: • Infuse downtown with innovative and thriving public spaces. • Increase and diversify placemaking within downtown by making it easier for new producers and community leaders to enhance the community. • Incentivize those looking to energize downtown by connecting employees to downtown and connecting residents to downtown, providing opportunities for these groups to take pride in their community. Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 9 City of Clearwater • Provide additional support for those who wish to engage downtown employees, children and implement art/tech projects. Eligible placemaking projects must provide a positive public impact to the space in which they occur. Improvements can vary from temporary to semi-permanent enhancements. Outdoor and indoor projects must provide access for public enjoyment of the place. Approved projects must take place within an eligible location and must fall within one of the four placemaking project categories: standard, creative, or tactical placemaking or resident outreach. Eligible projects must also provide improvements that fall under: beautification, activations, or engagement. The amount of grant funds for the program will be established by the CRA Trustees on an annual basis through the budgeting process. The maximum funding awarded per project shall not exceed $25,000. Projects that target downtown employees, children and/or incorporate art/tech are eligible to receive funding for 100% of their project costs up to $25,000. CRA staff will review each funding request and establish the grant amounts per the individuality of each project. All grant awards are subject to budget availability. Applications will be accepted on a rolling basis. The proposed program authorizes the CRA Director to approve grant applications, execute grant agreements and authorize reimbursement. Staff recommends allocating $50,000 for the 21-22 fiscal year. The proposed grant program balances the legal requirements for the use of CRA funds, meets the goals of the downtown redevelopment plan and provides a partnership opportunity for those who wish to invest in downtown. If approved, the grant program would become effective May 2, 2022. APPROPRIATION CODE AND AMOUNT: Funds are available in CRA project code 3887552-R2002 Community Engagement, 3887552-R2003 Economic Development City TIF and 3887552-R2004 Economic Development County TIF CRA Public Relations and Programs Manager Eric Santiago provided a PowerPoint presentation. In response to questions, Mr. Santiago said applicants will not be able to seek funds from this program and other CRA grant funds for the same project. Staff will work with individuals to determine which grant program best fits the project. CRA Executive Director Amanda Thompson said if the applicant is seeking funds to clean up a commercial property, staff would steer the applicant towards the commercial beautification grant. Mr. Santiago said parklets can be designed for public use or as a curb-extension for private use. Staff is supporting parklet projects for public use as an additional public space when not at private Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 10 City of Clearwater establishment. Ms. Thompson said private businesses must obtain a sidewalk café permit. Mr. Santiago said marketing campaign targeting community groups and office tenants will begin once the program is underway. He said these types of events do not generate income. Trustee Bunker moved to approve the Placemaking and Resident Engagement grant program for property owners, tenants, organizations, or individuals to fund placemaking and outreach opportunities that assist in transforming Downtown Clearwater into a destination filled with a variety of active, beautiful, and creative public places. The motion was duly seconded and carried unanimously. 4.4 Approve work orders to Cardno, Inc. for Post Active Remediation Monitoring of the former Carpro Facility at 1359 Cleveland Street in an amount not to exceed $150,000 for five-years pursuant to Request for Qualifications (RFQ) 26-19, Engineer of Record Consulting Services (EOR), and authorize the appropriate officials to execute same. (consent) Environmental Site Assessments conducted for the Carpro Facility at 1359 Cleveland Street revealed that it historically operated as a retail gasoline and service station and then an automotive repair facility. During the site assessment, groundwater contamination was found. This included a plume of Trichloroethene (TCE) and isolated areas of isopropylbenzene and arsenic. In order to remediate the site, a remedial action plan was prepared and submitted to FDEP. Cardno implemented an extensive bio-augmentation injection program in December 2011 that included the injection of selected microbes and nutrients that are specifically designed to convert chlorinated solvents to innocuous daughter products (primarily ethene and water). Since that time, the City has been performing semi-annual groundwater testing and submitting Post Active Remediation Monitoring Reports to the FDEP. Over time, levels of contamination at the site have been reduced to very close to the cleanup target levels. Based on the most recent test results, Cardno has recommended continuing the semiannual sampling plan. FDEP agreed with Cardno’s recommendations. APPROPRIATION CODE AND AMOUNT: Funds are available in Community Redevelopment Agency Project 3887552- R2004 Economic Development-County In response to questions, Sr. Environmental Specialist Joe DeCicco said Cardno is an engineer of record. The City Manager said he was concerned Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 11 City of Clearwater that the process had been going on since 2011 and requested staff to expedite the matter. Mr. DeCicco said the property will be ready for commercial use; he will ask Cardno regarding the requirements to make the site ready for residential use. CRA Executive Director Amanda Thompson said with the purchase of the Idle Spur, which is adjacent to this location, the site is large enough to have parking for a commercial use. Mr. DeCicco said this site impacted the Idle Spur property; the contaminant pool is quite large. Staff can approach the Department of Environmental Protection regarding approving the site for temporary uses. The City Manager said it would be very difficult to redevelop a former gas station site for residential use. Based on the information provided today, he would be very careful about any residential or any type of public use until a permanent solution is determined. Trustee Hamilton moved to approve work orders to Cardno, Inc. for Post Active Remediation Monitoring of the former Carpro Facility at 1359 Cleveland Street in an amount not to exceed $150,000 for five-years pursuant to Request for Qualifications (RFQ) 26-19, Engineer of Record Consulting Services (EOR), and authorize the appropriate officials to execute same. The motion was duly seconded and carried unanimously. 5 Director's Report CRA Executive Director Amanda Thompson provided a PowerPoint presentation of recent and upcoming events. In response to questions, Engineering Director Tara Kivett said the decorative barricade at the 400 and 500 blocks of Cleveland Street will begin in 30 days. Staff is currently repairing the paver crosswalk. The traffic light at Osceola and Cleveland Street should be on recall for pedestrians only; some traffic counts and speed studies have been conducted in the area in an effort to address concerns raised by the Downtown Merchants Association. She said staff can look at the traffic light timing. Staff was requested to provide information regarding what happened to the paver crosswalk at Ft. Harrison Avenue and Cleveland Street. Draft Community Redevelopment Agency Meeting Minutes March 14, 2022 Page 12 City of Clearwater 6. Adjourn The meeting was adjourned at 8:41 a.m. Chair Community Redevelopment Agency Attest City Clerk Draft Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0421 Agenda Date: 5/16/2022 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Community Redevelopment Agency Agenda Number: 4.1 SUBJECT/RECOMMENDATION: Confirm the City Manager’s appointment of Jon Jennings as the Interim CRA Executive Director. SUMMARY: The Community Redevelopment Agency (CRA) rules require the Board to confirm the appointment of the CRA Executive Director. City Manager Jon Jennings is requesting that the CRA confirm him as the Interim Executive Director until the vacant position is filled. APPROPRIATION CODE AND AMOUNT: N/A Page 1 City of Clearwater Printed on 5/6/2022 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0426 Agenda Date: 5/16/2022 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Community Redevelopment Agency Agenda Number: 4.2 SUBJECT/RECOMMENDATION: Authorize the Community Redevelopment Agency (CRA) Director to prepare a Loan to Grant Agreement with 703 Jones Street, LLC, in an amount not to exceed $1,000,000 for building improvements to implement the CRA Vacancy Reduction Grant Program (Part A and B) and authorize the appropriate officials to execute same. SUMMARY: The purpose of this item is to request authorization for the CRA Director to prepare a loan to grant agreement with 703 Jones Street, LLC in an amount not to exceed $1,000,000 for interior and exterior building improvements as part of the CRA’s Vacancy Reduction grant program (Part A & B). Program Background On April 12, 2021, the CRA Trustees adopted a new grant program to reduce vacancy by encouraging private investment to establish new, pedestrian generating uses for existing ground floor, commercial properties within the CRA district. The program has two parts with a total program budget of $1 million dollars for 2021 and 2022. Part A funds interior and exterior buildouts of vacant spaces to attract the following kinds of businesses: • Retail and restaurant businesses • Personal Services Industries (e.g., barber and beauty shops, health spas, dance studios, photography and art studios, tailoring, and other similar services) • Galleries, theaters, other cultural and community gathering spaces Applications must include a concept site plan, interior and exterior concept plans, a narrative description of the proposed improvements, description of the future tenant/use, project timeline, and a scope of work with a minimum of two quotes from qualified vendors for completing the work. The total project cost is determined by the total costs of eligible grant expenses. The applicant must match the grant amount dollar for dollar on eligible expenses. The maximum grant amount per project for Part A is $500,000, which requires a total project cost of a minimum of $1,000,000. Part B provides additional funding for renovations and the purchase of specialty equipment for tenants and/or uses that will serve as a unique destination in downtown. This section requires the applicant submit additional information that illustrates how the proposed tenant will serve as a catalyst for an increased number of visitors downtown. The maximum grant amount per project for Part B is $500,000 which requires a total project cost of a minimum of $1,000,000. Matching funds cannot be counted twice. Any matching funds used for a Part A grant, cannot be used for Part B grant. Page 1 City of Clearwater Printed on 5/6/2022 File Number: ID#22-0426 Applicant Request The applicant has applied for a $1 million dollar grant from the CRA to renovate approximately 18,000 square feet of vacant and underutilized space and construct and additional 8,500 square feet of space to support an audio-visual immersive museum with a focus on sports memorabilia. The estimated total project cost is $3,405,785. The project will be a complete renovation including new facades, new roof, windows, doors, electrical, mechanical, plumbing, HVAC, floor system and a fire sprinkler system. The current request does not include any kitchen equipment. 703 Jones Street, LLC is the owner of the building. They will lease to ArtsDistrict. Steve Stellar is the authorized decision maker for 703 Jones Street, LLC. The applicant believes that the immersive museum as an art meets technology hub is a catalytic use and qualifies for a Part B grant. Staff Recommendation The application and supplemental materials for Part A and B are substantially complete. The proposed use of an immersive museum, the building improvements and the project location are consistent with the goals and objectives of the 2018 Downtown Redevelopment and 2021-2023 CRA Strategy. Specifically: 2018 Downtown Redevelopment Plan Objective 3F: Promote the visual and performing arts. Objective 3G: Create and activate space to work as signature destinations, including civic plazas, markets, and retail gathering places that promote economic growth for Downtown. Objective 4A: Encourage redevelopment that contains a variety of building forms and styles. CRA 2021-2023 Strategy Focus Area Two: Increase investor confidence Objectives: 2.A. Attract $50 million dollars in private investment and 2.D. Reduce the number of ground floor, vacant commercial buildings by 10%. Focus Area Three: Placemaking and Placekeeping Objective: 3.C. Improve the physical appearance of blighted residential and commercial properties. The quality of the proposed improvements and use to reduce visual blight and prepare the building for occupancy justify a full Part A grant award. ArtsDistrict is a world class immersive arts, technology and entertainment hub which will be unique to downtown. The programming will occur in a sports themed interactive museum, a 360-degree rooftop theatre and wonder room. The sports memorabilia attraction is one of a kind utilizing pieces from the Sports Immortals, one of largest curated sports memorabilia collection in the world. The collection includes more than one million items and is recognized by the Smithsonian Institute as the most outstanding collection in all of sports. ArtsDistrict has a 20-year history creating immersive shows and venues capitalizing on world renowned artists and highest quality audio visual equipment. In addition, ArtsDistrict plans on utilizing local artists as partners assisting in the creation of an archive of ever -changing installations. The submitted proforma anticipates at the least, 4,650 tickets sold each week attracting more than 240,000 visitors to downtown each year. The unique world-renowned art technology hub providing a first-class high quality immersive audio-visual experience justify a full Part B grant award. The applicant proposes a financial match from private equity sources and can meet the required 18-month construction timeline post permitting. Staff recommends establishing grant approval of up to a maximum of $1,000,000 for the proposed project and moving forward with Page 2 City of Clearwater Printed on 5/6/2022 File Number: ID#22-0426 developing a grant agreement. Contingent Approval If the CRA Trustees wish to move forward with awarding a five-year loan to grant agreement for Part A and B, the following conditions will apply: 1. A final project budget including cost estimates and matching funds for eligible interior and exterior improvements that will establish the final CRA grant amount not to exceed 1 million dollars. 2. A building permit 3. A Clearwater Business Tax Receipt 4. A tenant lease 5. A payment schedule 6. A commitment to a five-year loan to grant agreement secured through one or more of the following methods: • A mortgage on the property • A personal guarantee • A promissory note APPROPRIATION CODE AND AMOUNT: Funds are available in CRA project code 3887552-R2003 ED-City. Page 3 City of Clearwater Printed on 5/6/2022 1 A. Program Overview The purpose of the Community Redevelopment Agency (CRA) Vacancy Reduction grant program is to reduce vacancy in ground floor, commercial spaces by assisting property owners with funding to renovate vacant spaces for occupancy by uses that generate significant pedestrian foot traffic in downtown. Grants may be awarded to property owners for exterior and interior improvements to commercial property within the CRA district. The CRA will fund provide a 50% match towards the total project cost for building improvements that stay with the building up to a maximum of $500,000 for Part A. Additional funding up to $500,000 will be available for catalytic uses that serve as a destination in downtown for Part B. The amount of grant funds for the program will be established by the CRA Trustees on an annual basis. All grant awards are subject to budget availability and CRA Trustee approval. Applications will be accepted on a rolling basis. The application form is available at www.downtownclearwater.com. The Vacancy Reduction grant program directly promotes goals and objectives of the 2018 Clearwater Downtown Redevelopment Plan, specifically: People Goals (page 46) – Downtown shall be a place that attracts residents, visitors, businesses, and their employees and enable the development of community. The City shall encourage a vibrant and active public realm, recreation and entertainment opportunities and support the community and neighborhoods. Objective 1E: Maintain Cleveland Street as Downtown’s Main Street which is valued for its historic character and pedestrian scale. Urban Design Goal (page 48) – Downtown will be a dynamic built environment of dense and livable patterns and active and attractive streets through quality urban design and architecture. Objective 4D: Encourage renovation, restoration, and reuse of existing historic structures to maintain the character of Downtown’s neighborhoods. The Vacancy Reduction grant program’s objectives are as follows:  Reduce the number of vacant properties in Downtown Clearwater by bringing older, vacant properties up to current building and fire codes to allow occupancy  Increase the number of commercial spaces suitable to create new restaurant, retail and cultural destinations in downtown City of Clearwater Community Redevelopment Agency Vacancy Reduction Grant Program 2  Incentivize the attraction of new businesses that generate pedestrian foot traffic to occupy vacant or underutilized spaces by reducing the costs of renovation B. Program Eligibility and Activities The Community Redevelopment Agency staff will administer the Vacancy Reduction grant program. Funding for this grant program is based on budget availability and will be considered on a first-come, first-served basis. Application submission does not guarantee approval. Applications will be reviewed for completeness and compliance with program criteria to determine eligibility for grant funding. Applications that do not comply with the program criteria and conditions will not be eligible for funding. No grants will be awarded for work completed prior to an executed grant agreement. The funding decision of the CRA Trustees is final. This program is intended to assist with significant renovations that meet a minimum threshold of $300,000 in total project costs. Smaller projects are encouraged to apply for other CRA grant programs. This program may not be combined with any other CRA grant program. This program has two parts – Part A for buildout for standard pedestrian generating uses and Part B additional financial support for unique, destination businesses/uses that will generate significant visitors to downtown. Property owners can apply for one or both parts of the program. No more than one grant from this program may be awarded to the same subject property or the same business. All applications for Part A must meet the following criteria: 1. Property owners may apply for grant funding to support a project that will occur in one or more subject property(s). The subject property must be a ground floor, commercial or mixed-use property located within the CRA. The applicant must be the property owner of the subject property(s). Ad-valorem property tax exempt properties are not eligible (in cases where a portion of the property is tax-exempt, funding may be made only to the taxable portion/percentage of the property). 2. Property owners may combine adjacent parcels, buildings and/or individual storefronts within a building to create one grant request. Properties must be vacant at the time of application or leased to a non- eligible business tenant. If properties are already leased to retail/restaurant businesses, personal service industries or other eligible business tenants as defined by this grant program, the property cannot participate in this grant program. 3. Applications must include a concept site plan, interior and exterior concept plans, narrative description of the proposed improvements, description of the future tenant/use, project timeline, and a scope of work with a minimum of two quotes from qualified vendors for completing the work. Every project must include interior improvements. No applications will be accepted with exterior improvements only. The total project cost is determined by the total costs of eligible grant expenses. Grant funds can only be used towards eligible expenses. Property owners must match CRA grant funds on a dollar per dollar basis. Matching funds must be used towards eligible expenses. The maximum grant amount per project is $500,000, which requires a total project cost of a minimum of $1,000,000. Applicants may spend more than $1,000,000, however the maximum grant will remain $500,000. 4. The subject property must have an eligible business tenant(s) that will open for business once the building improvements are complete. Applicants must supply proof of a lease that identifies at least a minimum of a five-year term and an eligible business tenant. Grants funds must be used to attract the following kinds 3 of businesses as defined in the Downtown Zoning code:  Retail and restaurant businesses  Personal Services Industries (e.g., barber and beauty shops, health spas, dance studios, photography and art studios, tailoring, and other similar services)  Galleries, theaters, other cultural and community gathering spaces 5. Prior to execution of a grant agreement, the subject property(s) must be free from any liens (except mortgage liens), judgments, or encumbrances (except easements) of any kind, and all city obligations must be current. Part A: Eligible Grant Expenditures Grant funds must be used to make exterior and interior improvements to the building, that remain with the building and the site to reduce visual blight and prepare the building for occupancy. The CRA’s general rule for improvements that qualify towards a property owner's match is that the improvement should remain with the property. CRA funding may be used for materials and labor costs directly related to the following building improvements:  ADA requirements  Window/Doors  Interior Water Fountains  Florida Fire Protection Code Requirements  Mechanicals and HVAC systems  Plumbing and electrical, including utility connections and upgrades  Structure stabilization (repair and replacement of foundations, footers, load bearing walls, roofing systems)  Room and space reconfiguration including wall relocations  Energy efficiency improvements  Outdoor hardscape improvements and lighting  Exterior Signage  Painting (including exterior murals)  General exterior surface repairs, new roof, or roof repairs  Siding Materials  Minor site improvements, e.g., driveway repair, re-striping parking lot All applications for Part B must meet the following criteria: 1. Property owners may apply for grant funding to support a project that will occur in one or more subject property(s). The subject property must be a ground floor, commercial or mixed-use property located within the CRA. The applicant must be the property owner of the subject property(s). Ad-valorem property tax exempt properties are not eligible (in cases where a portion of the property is tax-exempt, funding may be made only to the taxable portion/percentage of the property). 2. Property owners may combine adjacent parcels, buildings and/or individual storefronts within a building to create one grant request. Properties must be vacant at the time of application or leased to a non- eligible business tenant. If properties are already leased to retail/restaurant businesses, personal service 4 industries or other eligible business tenants as defined by this grant program, the property cannot participate in this grant program. 3. The subject property must have an eligible business tenant(s) that will open for business once the building improvements are complete. Tenants must have a minimum of a five-year lease from the issuance of a Certificate of Occupancy. Grants funds must be used to attract the following kinds of businesses as defined in the Downtown Zoning code:  Retail and restaurant businesses  Personal Services Industries (e.g., barber and beauty shops, health spas, dance studios, photography and art studios, tailoring, and other similar services)  Galleries, theaters, other cultural and community gathering spaces In addition to meeting the basic criteria above, the applicant must illustrate how the proposed tenant will serve as a unique destination in downtown. For example, an award-winning chef or dining concept that would be new in downtown or a cultural attraction with an established audience. The applicant will be asked to submit the following information to show evidence of the tenant’s ability to generate significant visitors:  Awards, press etc. recognizing the idea/business ability to generate visitors  Previous financial success of the tenant or development team  Partnerships with state and federal organizations  Evidence that the idea/business is unique in this region  Financial performance and visitor data of the idea/business in other places 4. Applications must include a concept site plan, interior and exterior concept plans, narrative description of the proposed improvements, description of the future tenant/use, project timeline, and a scope of work with a minimum of two quotes from qualified vendors for completing the work. Depending on the type of business/tenant proposed additional information will be required including, but not limited to, a narrative description of why the use is destination worthy, the total project costs and sources of funding, a multi- year pro forma for the business operations and breakdown of grant expenditures that will stay with the building versus any funds for specialty equipment. 5. The maximum grant available for Part B is up to $500,000 per project with a 50% match from the property owner to attract and maintain the unique, destination use. For Part B, the property owner can match the CRA grant funds in the following ways any construction costs, rent abatement for the tenant, and any Part B eligible expenditures. Matching funds cannot be counted twice. Any matching funds used for a Part A grant, cannot be used for Part B grant. CRA grant funds can only be used towards eligible expenses. 6. Prior to execution of a grant agreement, the subject property must be free from any liens (except mortgage liens), judgments, or encumbrances (except easements) of any kind, and all city obligations must be current. Part B: Eligible Grant Expenditures In addition to the eligible expenditures in Part A, grant funds under Part B can be used to purchase specialty equipment needed to support the catalytic uses. Applicants will need to provide a narrative description to show 5 how the specialty equipment will be used by the proposed tenant. Some examples include, but are not limited to:  Stages  A/V equipment  Machinery for certain food/drink production or other kinds of equipment that needs to be installed to support a unique business  Specialty Lighting C. Grant Process for Part A and Part B: Property owners first complete a grant application. CRA staff reviews the application for funding eligibility. Once an application is determined complete and in compliance with the grant program, CRA staff will prepare a grant agreement that outlines the proposed funding amount, total project costs, project timeline and scope of work for consideration by the CRA Trustees. The application form is available at www.downtownclearwater.com. Application Submission 1. Applications can be submitted via email, in person, or postal services. The applicant must meet with the CRA staff. Staff will provide the applicant with general guidance on proposed project and if the project qualifies for grant funds for submission. Incomplete applications will not be accepted. 2. Each application will be reviewed according to the following criteria: • Consistency with the goals of the Downtown Redevelopment Plan • Feasibility of the proposed scope of services and timeline • Ability to meet the program objectives, legal and financial requirements of the grant program 3. If the application is approved by the CRA Director, the funding request and proposed grant agreement will be considered at a regularly scheduled CRA public hearing. The CRA Director will recommend a funding amount and other conditions based on the applicant’s request in the form of a proposed grant agreement. The CRA Trustees may choose to approve, modify or deny the CRA Director’s recommendation. After the grant agreement has been approved by the CRA Trustees and has been signed, the applicant may begin work on the project. The CRA Trustee’s decision is final. Project Timeline Building permits must be obtained prior to the execution of a grant agreement. Any work requiring a permit must be performed by a licensed and insured contractor and comply with the Downtown Design Guidelines of the City of Clearwater Code of Ordinances. The applicant must obtain a Certificate of Occupancy and the tenant must be open for business within 18 months from the execution of the grant agreement. The CRA Director has the authority to extend time limits for up to six months for project completion based on extenuating circumstances. Grantees must request an extension in writing and if approved, an amendment to the grant agreement will be executed. Financial Security The CRA will require the property owner to commit to a five-year loan to grant agreement secured through one or more of the following methods: 6  A mortgage on the property  A personal guarantee  A promissory note For Part A grants, if a tenant goes out of business in less than five years, the property owner will have six months to replace the tenant with any eligible business under this grant program. For Part B grants, if a tenant goes out of business in less than five years, the property owner will have nine months to find a similar tenant or will have to seek approval to amend the grant agreement from the CRA Trustees for another eligible use. The five-year loan to grant agreement requires a full five years of occupancy by an eligible tenant. Payment Process Grant funds will be disbursed by the CRA to the applicant on a reimbursement basis for eligible project expenses. CRA staff must review and approve all reimbursement requests. Applicants must submit paid invoices as proof of payment. The CRA will reserve 10% of the total grant amount until after the CO has been received and the tenant has opened for business. The CRA Director has the authority to modify the payment process based on extenuating circumstances as outlined in the grant agreement. D. Next Steps If you are interested in learning more about the Vacancy Reduction grant program please visit www.downtownclearwater.com or contact Howard Smith at howard.smith@myclearwater.com. 703 Jones Street Immersive Museum Application Applicant Information Subject Property Address(es) (Note: Grants are awarded per project. Projects may be a combination of one or more addresses/units/buildings. The building must be vacant or contain a non-eligible business at the time of application.) 703 Jones St Clearwater, FL 33755 Applicant Name: Jacob Feldman Property Owner: Stephen Steller Phone Number: 917-991-9922 Email: jacob@artsdistrict.live Part A: Proposed Tenant What type of tenant have you secured or plan to secure for this project? ArtsDistrict is an Immersive Arts, Technology, and Entertainment Hub aggregating a multi-attraction and multidimensional series of digitally rethemeable installations including a new to the world holographic room, a sports themed interactive museum and a 360 rooftop theater. The programming will be a combination of world class IP and locally sourced content from regional artists and talent. Proposed Improvements 1.Provide a brief description of the proposed improvements to the subject property. Current state of the property is an empty steel-sided warehouse. Property will be fully renovated, insulated, with new infrastructure, including bathrooms, HVAC, Sprinklers, Roofing, and ADA Access. 2.Please attach to this form a concept site plan, interior and exterior concept plans, project timeline, photos of existing conditions and a scope of work with a minimum of two quotes from qualified vendors for completing the work. Note: Every project must include interior improvements. Attached 3.Please indicate which eligible improvements will be included in your project. Every project must include interior improvements: ADA requirements Window/Doors Interior Water Fountains Florida Fire Protection Code Requirements Mechanicals and HVAC systems Plumbing and electrical, including utility connections and upgrades Structure stabilization (repair and replacement of foundations, footers, load bearing walls, roofing systems) Room and space reconfiguration including wall relocations Energy efficiency improvements Windows and Doors (Interior or Exterior) Outdoor hardscape improvements and lighting Signage- New Signage Only that meet city department requirements Painting (including murals, but exterior murals only) General exterior surface repairs, new roof, or roof repairs Siding Materials Minor site improvements, e.g., driveway repair, re-striping parking lot 4.What is the total cost of eligible improvements? Note: These costs must be verified by two quotes from qualified vendors $2M-$3M, depending on how much of the proposed improvements are agreed upon for Phase 1 of the project. Destination Tenants 1.Please describe the type of tenant have you secured or plan to secure for this project? ArtsDistrict will feature experiential attractions and the opportunity for community engagement through education and outreach. We are compiling a unique combination of breakthrough immersive technologies and proven / adapted experiences from immersive theater, some elements of which will be world debuts in this format for the city of Clearwater. In addition to meeting the previous basic criteria, please illustrate how the proposed tenant will serve as a unique destination in downtown. Please submit the following information to show evidence of the proposed tenant’s ability to generate a significant number of visitors: ●Awards, press etc. recognizing the idea/business ability to generate visitors ●Previous financial success of the tenant or development team ●Partnerships with state and federal organizations ●Evidence that the idea/business is unique in this region ●Financial performance and visitor data of the idea/business in other places ArtsDistrict founders David Galpern and Charles Roy have been creating immersive shows and venues and commercially viable entertainment for over 20 years. The innovative duo has conceived and produced tech-enabled Broadway-scale musicals, sold-out immersive entertainment experiences, live performance centres and multiple immersive exhibition halls. They have partnered with some of the top experiential creators in the world, bringing together unparalleled creative talent and globally recognized IP. The work of the executive team has generated billions in box office revenue across live entertainment and film. Renowned tech visionary, inventor and researcher Hagan Carlile is an award-winning Creative Director and Advanced Media Engineer, and he heads up ArtsDistrict Labs. His digital artwork, visual FX, 3D mapped projections and holograms have been seen around the world for 20+ years. Hagan’s research has led to several ground-breaking discoveries and patents in holography and spectroscopy. Proposed Improvements 1.Provide a brief description of the proposed improvements to the subject property. Once the infrastructure is built, ArtsDistrict will create a venue on the interior appropriate for any immersive experience. The first two among these experiences will be: 1.ArtsDistrict's proprietary WonderRoom Space: an infinite digital environment that combines state of the art gaming engines with holographic, projection, and LED visualization. These spaces can serve as entertainment, educational, and artistic canvases in which both existing and newly developed experiences can be loaded: travel through space, explore the human body, or be transported to any place in the world, powered by proprietary mapping and gaming technologies that create true immersion without the burden of VR goggles. 2.Sports Immortals: the world's largest sports memorabilia collection will bring its unrivaled collection to Clearwater in a first of its kind public exhibition: a curated exhibit, deeply relevant to the storied sports history of West Florida, augmented by live holographic installations that will drive a unique narrative sports exhibition, the first of its kind anywhere. 2.Please attach to this form a concept site plan, interior and exterior concept plans, project timeline, photos of existing conditions and a scope of work with a minimum of two quotes from qualified vendors for completing the work. Note: Every project must include interior improvements. Concept Site plans attached. Photos attached below. Timeline to completion is approximately 12 months from funding. 3.Please indicate which eligible improvements will be included in your project. Every project must include interior improvements: ADA requirements Window/Doors Interior Water Fountains Florida Fire Protection Code Requirements Mechanicals and HVAC systems Plumbing and electrical, including utility connections and upgrades Structure stabilization (repair and replacement of foundations, footers, load bearing walls, roofing systems) Room and space reconfiguration including wall relocations Energy efficiency improvements Windows and Doors (Interior or Exterior) Outdoor hardscape improvements and lighting Signage- New Signage Only that meet city department requirements Painting (including murals, but exterior murals only) General exterior surface repairs, new roof, or roof repairs Siding Materials Minor site improvements, e.g., driveway repair, re-striping parking lot 4.In addition to the eligible expenditures in Part A, grant funds under Part B can be used to purchase specialty equipment needed to support the catalytic uses. Applicants will need to provide a narrative description to show how the specialty equipment will be used by the proposed tenant. Some examples include, but are not limited to: • Stages • A/V equipment • Machinery for certain food/drink production or other kinds of equipment that needs to be installed to support a unique business • Specialty Lighting ArtsDistrict is proposing to build a world class immersive venue using the finest in AV equipment available on the market. A combination of Christie Digital Projectors and LED screens, top of the line Meyer Sound audio, along with proprietary show controllers and software that create a physical space akin to VR without goggles or AR without mediating screens. In addition, the Sports Immortals Exhibit space will be built using proprietary holographic foils and projection stages for a first of its kind interactive museum experience. 5.What is the total cost of eligible improvements for Part B? Note: These costs must be verified by two quotes from qualified vendors. The CRA grant amount will be based on the lowest quote. $3.2M Because this is all customized and proprietary equipment, this number cannot be quoted to contractors. We have to source the equipment directly from the manufacturers and do the build ourselves. We have already value-engineered the project through our relationship with the tech companies. 6.What type of matching funds will be provided for Part B? Matching funds for Part A can only be used for Part A expenditures. ArtsDistrict has already secured partial funding for this project through a combination of Private Equity investment and partnerships with the leading technology companies in North America. Funding and support from the city of Clearwater will be a critical step in bridging the gap to completion of funding 7.Depending on the type of business/tenant proposed additional information will be required including, but not limited to, a narrative description of why the use is destination worthy, the total project costs and sources of funding, a multi-year pro forma for the business operations and breakdown of grant expenditures that will stay with the building versus any funds for specialty equipment. The Global Immersive Industry was nearly $62B in 2019, just prior to the pandemic and the surge of interest in Immersive Art. Installations like the ones we will bring to Clearwater draw hundreds of thousands of visitors per year each, generating not only revenue for the location but drastically increased footfall throughout the area. Moreover, new entertainment destinations are drivers for change. A similar project we undertook in Toronto 15 years ago helped to transform a struggling warehouse district into what was called “the second coolest neighborhood in the world” by Vogue magazine only a few years later. We know with the city’s financial help and backing, we can begin a renaissance for entertainment, hospitality, and art for the city of Cleawater. Please include with this application additional information as part of a grant agreement: 1. Two quotes from vendors for the eligible improvements 2. Project Budget including costs for eligible improvements 3. Photos of the exterior of the property in its current condition I understand that if this grant request is approved, I will be required to provide the following Clearwater Business Tax Receipt Tenant Lease Building Permit (if applicable) Additional financial security as determined by the City’s legal department. 703 Jones Street Immersive Museum Site Plan Elevations A.R. T.J.Z./Volumes/TZD/Projects/Steller/06 Model/01 Main/703 Jones St.plnFOR REVIEW AND PERMIT. NOT FOR CONSTRUCTION UNTIL APPROVED BY THE OWNER AND THEBUILDING OFFICIAL. THEN MUST BE MARKED "APPROVED FOR CONSTRUCTION" BY THE ENGINEER.VANILLA SHELL FOR EXHIBITION703 JONES ST.CLEARWATER, FLORIDA 33755PH.(813) 961-3075JOB NO. DRAWN DESIGN 1503-A W BUSCH BLVD.JOSEPH W. BELT P.E.FLORIDA REG.# 45147 - CA # 29694TAMPA, FL. 33624WWW.BELTENGINEERING.COMFX.(813) 961-10317.3.5.4.REVISIONS1.2.6.jbelt@beltengineering.comNo.DATEET20-###__/_/_CODE COMPLIANCE ANALYSIS FOR7/27/21 - 3:56 PM 8.p r o g r e s s s e t n o t f o r c o n s t r u c t i O N D A T E O F I S S U E : 7 /2 7 /2 1 Map data ©2021 Google 500 ft DELAYS Moderate tra3c in this area Slowdown on Clearwater Memorial Causeway 11-min delay LOCATION MAP EXHIBITION HALL A.R. T.J.Z./Volumes/TZD/Projects/Steller/06 Model/01 Main/703 Jones St.plnFOR REVIEW AND PERMIT. NOT FOR CONSTRUCTION UNTIL APPROVED BY THE OWNER AND THEBUILDING OFFICIAL. THEN MUST BE MARKED "APPROVED FOR CONSTRUCTION" BY THE ENGINEER.VANILLA SHELL FOR EXHIBITION703 JONES ST.CLEARWATER, FLORIDA 33755PH.(813) 961-3075JOB NO. DRAWN DESIGN 1503-A W BUSCH BLVD.JOSEPH W. BELT P.E.FLORIDA REG.# 45147 - CA # 29694TAMPA, FL. 33624WWW.BELTENGINEERING.COMFX.(813) 961-10317.3.5.4.REVISIONS1.2.6.jbelt@beltengineering.comNo.DATEET20-###__/_/_CODE COMPLIANCE ANALYSIS FOR7/27/21 - 3:56 PM 8.p r o g r e s s s e t n o t f o r c o n s t r u c t i O N D A T E O F I S S U E : 7 /2 7 /2 1 B-1.1 80'-0"12'-0"1'-0 1/2"4'-0"16'-0"16'-4 1/2"3'-0"5'-0"19'-11"3'-0"8'-0"4'-0"9'-3 1/2"9'-4"12'-0"7'-3"10'-0"10'-1"4'-10"19'-5"19'-11"20'-1"19'-11" 45'-0"11'-3"62'-0"7"143'-0"69'-0"100'-0"12'-0"8'-2" 12'-0"57'-0 1/2"111'-0"2'-11"3'-4"1'-7"1'-8"5'-0"1'-5"1'-10"5'-7"1'-3" 20'-0"20'-0"20'-0"19'-11 1/64"20'-0 1/2" WALL MOUNTED EXHAUST FANW/ SHUTTER ABOVE LOUVER VENT.ABOVE OPENING15'-8"x12'-4" H. OPENING GUTTER ABOVEDOWN SPOUTMASONRY WALL MASONRY WALL CONCRETECOLUMN (TYP.) STYROFOAM PANELS (TYP.) MASONRY WALL METAL PANELS METAL PANELS METAL PANELS METAL PANELS STYROFOAM PANELS (TYP.) STYROFOAM PANELS (TYP.) METAL PANELS PREFINISHED METAL PANELS SANITARY PIPES STEEL TRUSS & PURLINS SKYLIGHTABOVE (TYP.) CONC. BOLLARD(TYP.) METAL HANDRAIL SLIDING DOORS DOWNRAMP DOWN WAREHOUSE 1 WAREHOUSE 2 CANOPY / LOADING PLATFORM PARKING AREA SCALE: 1/8" = 1'-0" AS-BUILT FLOOR PLAN 0 4'8'16' A.R. T.J.Z./Volumes/TZD/Projects/Steller/06 Model/01 Main/703 Jones St.plnFOR REVIEW AND PERMIT. NOT FOR CONSTRUCTION UNTIL APPROVED BY THE OWNER AND THEBUILDING OFFICIAL. THEN MUST BE MARKED "APPROVED FOR CONSTRUCTION" BY THE ENGINEER.VANILLA SHELL FOR EXHIBITION703 JONES ST.CLEARWATER, FLORIDA 33755PH.(813) 961-3075JOB NO. DRAWN DESIGN 1503-A W BUSCH BLVD.JOSEPH W. BELT P.E.FLORIDA REG.# 45147 - CA # 29694TAMPA, FL. 33624WWW.BELTENGINEERING.COMFX.(813) 961-10317.3.5.4.REVISIONS1.2.6.jbelt@beltengineering.comNo.DATEET20-###__/_/_CODE COMPLIANCE ANALYSIS FOR7/27/21 - 3:56 PM 8.p r o g r e s s s e t n o t f o r c o n s t r u c t i O N D A T E O F I S S U E : 7 /2 7 /2 1 B-1.2170'-8"12'-0"7'-3"10'-0"10'-1"19'-10"20'-0"20'-0"25'-1"25'-3"10"4'-10"35'-0" 19'-5"19'-11"20'-1"19'-11"112'-0"45'-0"62'-0"1'-7"7"3'-0"2'-8"WALL MOUNTED EXHAUST FANW/ SHUTTER ABOVE LOUVER VENT.ABOVE OPENING15'-8"x12'-4" H. OPENING GUTTER ABOVEDOWN SPOUTSANITARY PIPES MASONRY WALL MASONRY WALL METAL PANELS METAL PANELS METAL PANELS OVERHEAD DOOR SKYLIGHTABOVE (TYP.) CONCRETECOLUMN (TYP.) LOUVER VENT. ABOVE WAREHOUSE 2 WAREHOUSE 3 OPEN AREA 1 / 121 / 121 / 121 / 121 / 12 1 / 12 1 / 121 / 12 CORRUGATE METAL ROOF 5 FT. H. FACADE 5 FT. H. FACADE METAL GUTTER CORRUGATE METAL ROOF CORRUGATE METAL ROOFSKYLIGHT SCALE: 1/8" = 1'-0" AS-BUILT FLOOR PLAN 0 4'8'16'SCALE: 1/16" = 1'-0" AS-BUILT ROOF PLAN 0 8'16'32' STAGE TECH TECH TECHWONDER ROOM TICKET SCENARIO ENTER GIFT SHOP PURCHASE TICKET, QUEUE IN GIFT SHOP ENTER WONDER ROOM, EXIT INTO GIFT SHOP, EXIT NOTES: TOTAL FOOTPRINT FOR EXHIBITS, GIFT SHOP AND COMMON AREAS IS 13,855 SQ. FT. EXPECTED COMBINED BUILDING CAPACITY IS 1,970 PEOPLE, MAX. RESTROOM FIXTURE COUNTS DETERMINED FLORIDA-REGISTERED ARCHITECT. LIFE SAFTEY ANALYSIS TO BE CONDUCTED BY FLORIDA-REGISTERED ARCHITECT. VORTEX NEEDS SUITABLE ARCHITECTURAL STRUCTURE AND ACCESSIBILITY KEY SPORTS IMMORTALS TICKET SCENARIO GO TO GIFT SHOP PURCHASE TICKET, QUEUE IN GIFT SHOP OR ENTER DIRECTLY EXPLORE SPORTS IMMORTALS, EXIT INTO GIFT SHOP, EXIT COMBO TICKET SCENARIO GO TO GIFT SHOP PURCHASE COMBO TICKET, QUEUE IN GIFT SHOP OR ENTER DIRECTLY EXPLORE SPORTS IMMORTALS, PASS THRU GIFT SHOP ENTER WONDER ROOM, EXIT (experience order is up to visitor) GIFT SHOP ENTER/EXIT POSSIBLE LOCATION FOR RESTROOMS POSSIBLE LOCATION FOR RESTROOMS ARRIVALEXISTING PARKING AREA ENTER EXIT P.O.S. INTRODUCTION BASEBALL: BABE RUTH IMMORTALSAMONG US BOXING:MUHAMMAD ALI OLYMPICS: BABE DIDRIKSON offices, staff restrooms, retail storage WonderRoom = arts district interactive display = uniform display = floor graphics = holographic display = showcase display VORTEX SECOND FLOOR GROUND FLOOR STAGETECHTECH TECHWONDER ROOM TICKET SCENARIOENTER GIFT SHOPPURCHASE TICKET, QUEUE IN GIFT SHOPENTER WONDER ROOM, EXIT INTO GIFT SHOP, EXITNOTES:TOTAL FOOTPRINT FOR EXHIBITS, GIFT SHOP AND COMMONAREAS IS 13,855 SQ. FT. EXPECTED COMBINED BUILDING CAPACITY IS 1,970 PEOPLE, MAX.RESTROOM FIXTURE COUNTS DETERMINED FLORIDA-REGISTEREDARCHITECT.LIFE SAFTEY ANALYSIS TO BE CONDUCTED BY FLORIDA-REGISTEREDARCHITECT. VORTEX NEEDS SUITABLE ARCHITECTURAL STRUCTURE AND ACCESSIBILITY KEY SPORTS IMMORTALS TICKET SCENARIOGO TO GIFT SHOPPURCHASE TICKET, QUEUE IN GIFT SHOP OR ENTER DIRECTLYEXPLORE SPORTS IMMORTALS, EXIT INTO GIFT SHOP, EXITCOMBO TICKET SCENARIO GO TO GIFT SHOPPURCHASE COMBO TICKET, QUEUE IN GIFT SHOP OR ENTER DIRECTLYEXPLORE SPORTS IMMORTALS, PASS THRU GIFT SHOPENTER WONDER ROOM, EXIT(experience order is up to visitor)GIFT SHOP ENTER/EXIT POSSIBLE LOCATION FOR RESTROOMS POSSIBLE LOCATION FOR RESTROOMS ARRIVALEXISTING PARKING AREAENTEREXIT P.O.S.INTRODUCTION BASEBALL: BABE RUTHIMMORTALSAMONG US BOXING: MUHAMMAD ALI OLYMPICS: BABE DIDRIKSON offices, staff restrooms, retail storage WonderRoom = arts district interactive display = uniform display = floor graphics = holographic display = showcase display VORTEX SECOND FLOOR GROUND FLOOR A.R. T.J.Z./Volumes/TZD/Projects/Steller/06 Model/01 Main/703 Jones St.plnFOR REVIEW AND PERMIT. NOT FOR CONSTRUCTION UNTIL APPROVED BY THE OWNER AND THEBUILDING OFFICIAL. THEN MUST BE MARKED "APPROVED FOR CONSTRUCTION" BY THE ENGINEER.VANILLA SHELL FOR EXHIBITION703 JONES ST.CLEARWATER, FLORIDA 33755PH.(813) 961-3075JOB NO. DRAWN DESIGN 1503-A W BUSCH BLVD.JOSEPH W. BELT P.E.FLORIDA REG.# 45147 - CA # 29694TAMPA, FL. 33624WWW.BELTENGINEERING.COMFX.(813) 961-10317.3.5.4.REVISIONS1.2.6.jbelt@beltengineering.comNo.DATEET20-###__/_/_CODE COMPLIANCE ANALYSIS FOR7/27/21 - 3:52 PM 8.p r o g r e s s s e t n o t f o r c o n s t r u c t i O N D A T E O F I S S U E : 7 /2 7 /2 1 B-1.3 D-02 10'-0" x9'-8"9'-11" x10'-0"D-02 D-03 15'-8" x 12'-4" 13'-6 5/8" x 12'-4" D-02 D-02 10'-0" x 10'-3"16'-0" x 9'-0" D-02 STAGE/TECH A: 1,855 sq ftWAITING HALL ROOM A: 1,024 sq ft GIFT SHOP A: 1,683 sq ft CIRCULATION A: 3,150 sq ft RESTROOM A: 544 sq ft BASEBALL A: 4,693 sq ft OFFICES A: 2,193 sq ft BOXING A: 1,727 sq ft WONDER ROOM A: 2,331 sq ft DRESSING ROOMS A: 506 sq ft EXISTINGROOF STRUCTURE EXISTINGROOFSTRUCTURE VORTEX A: 4,692 sq ftWAITING HALL ROOM A: 1,024 sq ft CIRCULATION A: 640 sq ft RESTROOM A: 544 sq ft STAGE/TECH 1,855.00 A-1 STAGES AND PLATFORMS 15 NET 124 125 0.5 65 1.0 200 1 500 0.2 WONDER ROOM 2,331.00 A-1 PER # OF FIXED SEATS 80 125 0.3 65 0.6 200 0 500 0.2 WONDER R./DRESSING 506.00 A-1 DRESSING ROOM 20 NET 25 125 0.1 65 0.2 200 0 500 0.1 WAITING HALL ROOM 1,024.00 A-3 WAITING AREAS 15 GROSS 68 125 0.3 65 0.5 200 0 500 0.1 RESTROOM /UTILITY 544.00 A-3 GIFT SHOP 1,683.00 A-3 SHOPS & OTHERVOCATIONAL 50 NET 34 125 0.1 65 0.3 200 0 500 0.1 BASEBALL ROOM 4,693.00 A-3 EXHIBIT GALLERY & MUSEUM 30 NET 156 125 0.6 65 1.2 200 1 500 0.3 BOXING ROOM 1,727.00 A-3 EXHIBIT GALLERY & MUSEUM 30 NET 58 125 0.2 65 0.4 200 0 500 0.1 OFFICES 2,193.00 A-3 CONCENTRATED BUSINESS 50 GROSS 44 125 0.2 65 0.3 200 0 500 0.1 CIRCULATION 3,150.00 19,706.00 589 2.4 5 3 1.2 1.0 WAITING HALL ROOM 1,024.00 A-3 WAITING AREAS 15 GROSS 68 125 0.3 65 0.5 200 0 500 0.1 VORTEX ROOM 4,692.00 A-1 EXHIBIT GALLERY & MUSEUM 30 NET 156 125 0.6 65 1.2 200 1 500 0.3 RESTROOM /UTILITY 544.00 A-3 CIRCULATION 640.00 A-3 6,900.00 225 1 2 1 0.4 1.0 BUILDING 26,606.00 813 3 6 4 2 2 NOTE: URINALS SHALL NOT BE SUBSTITUTED FOR MORE THAN 67% OF THE REQUIRED WATER CLOSETS NO PARKING SPACES REQUIRED 2 1 DESCRIPTION FACTOR LOAD FACTOR MALE FACTOR FEMALE FACTOR MALE/ FEMALE FACTOR AREASSTORY OCCUPANT LOAD SEV. SINK OCCUPANCY TYPESQ FT AUTOMATIC SPRINKLER SYSTEM SHALL BE PROVIDED LAVATORIESTOILET/URINAL DRINKING PLUMBING FIXTURES COUNT FIRE PROTECTION SYSTEM SCALE: 1/16" = 1'-0" FIRST LEVEL AREAS FLOOR PLAN 0 8'16'32'SCALE: 1/16" = 1'-0" SECOND LEVEL AREAS FLOOR PLAN 0 8'16'32' CODE COMPLIANCE STAIRS & ELEVATOR A.R. T.J.Z./Volumes/TZD/Projects/Steller/06 Model/01 Main/703 Jones St.plnFOR REVIEW AND PERMIT. NOT FOR CONSTRUCTION UNTIL APPROVED BY THE OWNER AND THEBUILDING OFFICIAL. THEN MUST BE MARKED "APPROVED FOR CONSTRUCTION" BY THE ENGINEER.VANILLA SHELL FOR EXHIBITION703 JONES ST.CLEARWATER, FLORIDA 33755PH.(813) 961-3075JOB NO. DRAWN DESIGN 1503-A W BUSCH BLVD.JOSEPH W. BELT P.E.FLORIDA REG.# 45147 - CA # 29694TAMPA, FL. 33624WWW.BELTENGINEERING.COMFX.(813) 961-10317.3.5.4.REVISIONS1.2.6.jbelt@beltengineering.comNo.DATEET20-###__/_/_CODE COMPLIANCE ANALYSIS FOR7/27/21 - 3:56 PM 8.p r o g r e s s s e t n o t f o r c o n s t r u c t i O N D A T E O F I S S U E : 7 /2 7 /2 1 S-0.2 1,989 sq ft46.50'122.13' ADDITIONAL AREA EXISTING 1 STORY MASONRY /PRE-ENGINEERED METAL# 703 JONES STREET DREW STREET N MYRTLE AVE.FERN AVE.N E AVE.PARKING / LOADING AREA CSX RAILROAD R/W1 2 3N.00°11'11"W. - 266.00'MCLEGAL DESCRIPTION:COACHMAN, E. H. , PROP PF BLK 8, LOTS 6, 7, 8, 9, & 12 & W 6FT OF LOT 5 & N 70 FT OF LOTS 10 & 11 & N 20 FT OF LOT A LESS RD R/W IN NE COR LOT 12, AS RECORDED IN THE PUBLIC RECORDS OF PINELLAS COUNTY, FLORIDA. SEE SURVEYFOR COMPLETE DESCRIPTION. SCALE: 1" = 30' SITE PLAN 0 30'60' 703 Jones Street Immersive Museum Interior Layout STAGE TECH TECH TECHWONDER ROOM TICKET SCENARIOENTER GIFT SHOPPURCHASE TICKET, QUEUE IN GIFT SHOPENTER WONDER ROOM, EXIT INTO GIFT SHOP, EXIT NOTES: TOTAL FOOTPRINT FOR EXHIBITS, GIFT SHOP AND COMMON AREAS IS 13,855 SQ. FT. EXPECTED COMBINED BUILDING CAPACITY IS 1,970 PEOPLE, MAX. RESTROOM FIXTURE COUNTS DETERMINED FLORIDA-REGISTERED ARCHITECT. LIFE SAFTEY ANALYSIS TO BE CONDUCTED BY FLORIDA-REGISTERED ARCHITECT. VORTEX NEEDS SUITABLE ARCHITECTURAL STRUCTURE AND ACCESSIBILITY KEY SPORTS IMMORTALS TICKET SCENARIO GO TO GIFT SHOP PURCHASE TICKET, QUEUE IN GIFT SHOP OR ENTER DIRECTLY EXPLORE SPORTS IMMORTALS, EXIT INTO GIFT SHOP, EXIT COMBO TICKET SCENARIO GO TO GIFT SHOP PURCHASE COMBO TICKET, QUEUE IN GIFT SHOP OR ENTER DIRECTLY EXPLORE SPORTS IMMORTALS, PASS THRU GIFT SHOP ENTER WONDER ROOM, EXIT (experience order is up to visitor) GIFT SHOP ENTER/EXIT POSSIBLE LOCATION FOR RESTROOMS POSSIBLE LOCATIONFOR RESTROOMS ARRIVALEXISTING PARKING AREA ENTER EXIT P.O.S. INTRODUCTION BASEBALL: BABE RUTH IMMORTALSAMONG US BOXING:MUHAMMAD ALI OLYMPICS:BABE DIDRIKSON offices, staff restrooms, retail storage WonderRoom = arts district interactive display = uniform display = floor graphics = holographic display = showcase display VORTEX SECOND FLOOR GROUND FLOOR SPORTS IMMORTALS & ARTS DISTRICT WONDER ROOM EXPERIENCEVisitor Experience Study 04.30.2021 (not to scale) 703 Jones Street Immersive Museum Pro Forma Confidential 2022-04-22 Page 1 ArtsDistrict Clearwaer Production Pro Forma **NB This pro Forma takes into account ticketing ONLY. Significant F&B and Merchandising Revenue is likely. DRAFT Pro Forma Recoupment Model as at 21 April 2022 Assumptions + Variables Opening Date TBD Weeks 156 Days per week 7 Capacity per day 2,000 Total Capacity per week 14,000 Total Capacity over Run 2,184,000 Preproduction (Venue Build out Related - Infrastructure)$2,000,000 Preproduction (Show+Marketing+Labour)$3,200,000 Preproduction Total Costs** (Recoupable)$5,200,000 Weekly Show, Marketing + Venue Operating Costs $85,000 Sponsorship/Investment/Grants $3,000,000 ROYALTY PARTICIPATION Royalty % on NAGBOR (Underlying Rights Deal)30% Pricing Chart % house # avail tix Price Subtotal VIP 5%100 $79 $7,900 Gold 25%500 $49 $24,500 Silver 35%700 $39 $27,300 Bronze 30%600 $29 $17,400 Comps/Kills 5%100 $0 $0 Total 100%2000 $77,100 Average Ticket Price to Consumer (not incl. ticketing fees)$38.55 Ticketing Deductions Credit card Charges 3%(1.16)$37.39 CIF (Capital Improvement Fee)0.00 $37.39 Sales Tax/VAT 6%(2.12)$35.28 Net Adjusted Gross Ticket Price $35.28 Royalty % on NAGBOR (Underlying Rights Deal)30%(10.58)$24.69 Rent Fee to AD 0%0.00 $24.69 Variable Rent to Landlord 10%(2.47)$22.22 Average Net Ticket Price after Royalty & Rent $22.22 Net Weekly Box Office Potential at 100%$311,142 Breakeven Percent Sales 100%75%60%45%33.22% TICKET SALES Total Tickets 2,184,000 1,638,000 1,310,400 982,800 725,463 Average Tickets/week 14,000 10,500 8,400 6,300 4,650 Avg Tickets/Day 2,000 1,500 1,200 900 664 Avg Tickets/Open Hour (12pm-10pm)10 200 150 120 90 66.43 TICKET REVENUE Gross Box Office Receipts ($84,193,200) ($63,144,900) ($50,515,920) ($37,886,940) ($27,966,585) NAGBOR ($77,044,721) ($57,783,541) ($46,226,832) ($34,670,124) ($25,592,063) NAGBOR less ticket royalty ($53,931,305) ($40,448,478) ($32,358,783) ($24,269,087) ($17,914,444) Net Ticket Revenue (NAGBOR less ticket royalty and rent)($48,538,174) ($36,403,631) ($29,122,904) ($21,842,178) ($16,123,000) Sponsorship/Investment/Grants $3,000,000($3,000,000) ($3,000,000) ($3,000,000) ($3,000,000) ($3,000,000) NET OPERATING REVENUE Admissions Net + Ancillary Revenues ($51,538,174) ($39,403,631) ($32,122,904) ($24,842,178) ($19,123,000) Total Weekly Operating Expenses $85,000 ($(13,260,000) ($(13,260,000) ($(13,260,000) ($(13,260,000) ($(13,260,000) OpEx Contingency (5% weekly operating)5%($(663,000) ($(663,000) ($(663,000) ($(663,000) ($(663,000) Net Operating Profit (Loss)($37,615,174) ($25,480,631) ($18,199,904) ($10,919,178) ($5,200,000) Recoupable Preproduction Costs ($(5,200,000) ($(5,200,000) ($(5,200,000) ($(5,200,000) ($(5,200,000) Overall Net Profit (Loss)($32,415,174) ($20,280,631) ($12,999,904) ($5,719,178) ($-  ) Weeks to Recoupment Analysis 100%75%60%45%33.22% Net Weekly Box Office ($330,373) ($252,587) ($205,916) ($159,245) ($122,583) Weekly Operating + Contingency + Guarantee ($(89,250) ($(89,250) ($(89,250) ($(89,250) ($(89,250) Net Contribution to Margin ($241,123) ($163,337) ($116,666) ($69,995) ($33,333) To Be Recouped less Sponsorship/Investments/Grants ($(2,200,000) ($(2,200,000) ($(2,200,000) ($(2,200,000) ($(2,200,000) Weeks to Recoupment 9.12 13.47 18.86 31.43 66.00 NB. These estimates are for information purposes only and are subject to change without notice. This information is not intended to constitute an offering of securities of any kind in any jurisdiction. Confidential 2022-04-22 Page 2 Immersive Performance Dome Options Dome Diameter 15m (50') Venue Specs # Seats 120 Area (sq. ft.)182m2 (1,960ft2) Venue Cost (Installed) $975,000 Programming and Operations Dev. Budget $$2,000,000 Operation/Month $$106,458 Operation/Year $$1,277,500 Revenue Potential (Ticket Sales Only) Monthly Revenue $350,400 Annual Revenue $4,204,800 EBITDA Annual $$927,300 Profit Margin %22% # Shows/Day 4 # Days/Week 7 Avg. Ticket $40 Avg. Occupancy 60% 703 Jones Street Immersive Museum Quote One Proposal Date 4/22/2022 Proposal# 22-028 Name / Address SJSKKS LLC Attn: Dr. Stephen J. Steller 1004 Charles St. Clearwater, FL Ship To Art Exhibition Hall 703 Jones Street Clearwater, FL 33755 Armada Construction Group, Due Date 4/22/2022 Rep Project Art Exhibition Hall - Clearwater Total 550 N. Reo St. Suite 109 Tampa, FL 33609 813-281-1999 admin@armadaconstruct.com Description Unite TypeQtyU/M Rate Total -DEMOLITION SECTION- Interior Demolition LOT1 27,500.00 27,500.00 Clean-Up (Removal of Trash) LOT1 10,300.00 10,300.00 Survey LOT1 3,475.00 3,475.00 Termite Treatment LOT1 2,950.00 2,950.00 DEMOLITION SECTION TOTAL-----------------------------> 44,225.00 -SITE PREP SECTION- Grading & Drainage LOT1 9,200.00 9,200.00 Back Fill & Retention Pond LOT1 6,695.00 6,695.00 Stormwater LOT1 18,750.00 18,750.00 Temporary Fence / Utilities / Sanitation LOT1 9,500.00 9,500.00 Rentention Walls LOT1 8,400.00 8,400.00 Water & Sewer Hook Up LOT1 4,800.00 4,800.00 Parking Lot - Includes Cost of Base, Asphalt, Paint & Signage LOT1 132,125.00 132,125.00 Lighting at Parking Lot LOT1 21,795.00 21,795.00 Landscaping & Sprinkler System LOT1 37,650.00 37,650.00 Page 1 Proposal Date 4/22/2022 Proposal# 22-028 Name / Address SJSKKS LLC Attn: Dr. Stephen J. Steller 1004 Charles St. Clearwater, FL Ship To Art Exhibition Hall 703 Jones Street Clearwater, FL 33755 Armada Construction Group, Due Date 4/22/2022 Rep Project Art Exhibition Hall - Clearwater Total 550 N. Reo St. Suite 109 Tampa, FL 33609 813-281-1999 admin@armadaconstruct.com Description Unite TypeQtyU/M Rate Total SITE PREP SECTION TOTAL--------------------------> 248,915.00 -ROOF SECTION- Roof Trusses LOT1 152,350.00 152,350.00 Structural Steel LOT1 131,700.00 131,700.00 Roofing (Metal) LOT1 198,500.00 198,500.00 ROOFING SECTION TOTAL-------------> 482,550.00 -CONCRETE SECTION- Footers & Foundation LOT1 10,975.00 10,975.00 Concrete Labor & Material LOT1 14,025.00 14,025.00 Block Labor & Material (Walls & Columns) LOT1 36,700.00 36,700.00 Stucco & Fiberglass LOT1 148,520.00 148,520.00 CONCRETE SECTION TOTAL--------------------------> 210,220.00 -WOOD / COMPOSITES / PLASTIC SECTION- Framing Labor & Material (Metal) LOT1 178,000.00 178,000.00 Built-Ins & Millwork LOT1 51,400.00 51,400.00 Shelving LOT1 21,825.00 21,825.00 Page 2 Proposal Date 4/22/2022 Proposal# 22-028 Name / Address SJSKKS LLC Attn: Dr. Stephen J. Steller 1004 Charles St. Clearwater, FL Ship To Art Exhibition Hall 703 Jones Street Clearwater, FL 33755 Armada Construction Group, Due Date 4/22/2022 Rep Project Art Exhibition Hall - Clearwater Total 550 N. Reo St. Suite 109 Tampa, FL 33609 813-281-1999 admin@armadaconstruct.com Description Unite TypeQtyU/M Rate Total Cabinetry LOT1 29,000.00 29,000.00 Cabinetry Hardware LOT1 13,950.00 13,950.00 WOOD / COMPOSITES / PLASTIC SECTION TOTAL --------------------------> 294,175.00 -THERMAL-MOISTURE PROTECTION SECTION- Insulation - Includes Walls, Ceilings & Roof LOT1 63,000.00 63,000.00 THERMAL-MOISTURE PROTECTION SECTION TOTAL--------------------------> 63,000.00 -ELECTRICAL SECTION- Electrical Labor / Material & Fixtures LOT1 94,000.00 94,000.00 Security System LOT1 52,500.00 52,500.00 Emergency Generator LOT1 5,200.00 5,200.00 ELECTRICAL SECTION TOTAL--------------------------> 151,700.00 -HVAC SECTION- High Seer Rating - HVAC Split Systems - HVAC Labor - Exhaust Fans & Venting LOT1 189,300.00 189,300.00 HVAC SECTION TOTAL--------------------------> 189,300.00 Page 3 Proposal Date 4/22/2022 Proposal# 22-028 Name / Address SJSKKS LLC Attn: Dr. Stephen J. Steller 1004 Charles St. Clearwater, FL Ship To Art Exhibition Hall 703 Jones Street Clearwater, FL 33755 Armada Construction Group, Due Date 4/22/2022 Rep Project Art Exhibition Hall - Clearwater Total 550 N. Reo St. Suite 109 Tampa, FL 33609 813-281-1999 admin@armadaconstruct.com Description Unite TypeQtyU/M Rate Total -PLUMBING SECTION- Plumbing Labor & Material - Plumbing Fixtures LOT1 43,650.00 43,650.00 PLUMBING SECTION TOTAL--------------------------> 43,650.00 -OPENINGS SECTION- Doors - Exterior LOT1 91,750.00 91,750.00 Doors - Interior LOT1 11,275.00 11,275.00 Door (WIndow) Installation LOT1 12,100.00 12,100.00 Finish Hardware Allowance LOT1 10,000.00 10,000.00 OPENINGS SECTION TOTAL--------------------------> 125,125.00 -FINISHES SECTION- Gypsum Board & Drywall - (Smooth Level 4 Finish) LOT1 149,850.00 149,850.00 Public Restroom (Floor & Wall Tile) LOT1 23,500.00 23,500.00 Floor Tile & Rubber Door LOT1 215,000.00 215,000.00 Acoustical Ceilings (Grid & Tile) LOT1 133,150.00 133,150.00 Paint - Interior LOT1 32,500.00 32,500.00 Page 4 Proposal Date 4/22/2022 Proposal# 22-028 Name / Address SJSKKS LLC Attn: Dr. Stephen J. Steller 1004 Charles St. Clearwater, FL Ship To Art Exhibition Hall 703 Jones Street Clearwater, FL 33755 Armada Construction Group, Due Date 4/22/2022 Rep Project Art Exhibition Hall - Clearwater Total 550 N. Reo St. Suite 109 Tampa, FL 33609 813-281-1999 admin@armadaconstruct.com Description Unite TypeQtyU/M Rate Total Soffit / EPS LOT1 14,500.00 14,500.00 Countertops LOT1 15,000.00 15,000.00 Appliances LOT1 23,750.00 23,750.00 FINISHES SECTION TOTAL--------------------------> 607,250.00 -LIFE SAFETY SECTION Door Hardware & Signs LOT1 24,500.00 24,500.00 Fire Alarm System LOT1 126,250.00 126,250.00 Fire Sprinkler System & Street Hook Up LOT1 130,000.00 130,000.00 LIFE SAFTEY SECTION TOTAL--------------------------> 280,750.00 -GENERAL REQUIREMENTS SECTION- General Overhead LOT1 89,875.00 89,875.00 Clean-Up Throughout Span Of Job & Dumpster Fees - Final Clean-Up Included LOT1 37,500.00 37,500.00 Plans & All Associated Costs LOT1 57,500.00 57,500.00 Equipment Rental LOT1 34,600.00 34,600.00 Liability Insurance & Umbrella Insurance LOT1 7,950.00 7,950.00 Protect Finishes LOT1 19,500.00 19,500.00 Contractor Fee & Permit Fee LOT1 418,000.00 418,000.00 GENERAL REQUIREMENTS SECTION TOTAL----------------------------------------> 664,925.00 Page 5 $3,405,785.00 703 Jones Street Immersive Museum Quote Two APPLICATION AND CERTIFICATE FOR PAYMENT 3 TO OWNER:PROJECT:Distribution to: SJSKKS LLC Art Exhibition Hall PERIOD TO: 1004 CHARLES ST.703 Jones str PROJECT NOS:x Owner CLEARWATER, FL 33755 Clearwater, FL 33755 Const. Mgr FROM CONTRACTOR:VIA ARCHITECT:CONTRACT DATE:x Architect LT Construction of Tampa Bay Joseph Belt, PE x Contractor P.O.Box 7310 1503-A W Busch Blvd Clearwater, Florida 33758 Tampa, FL 33624 CONTRACT FOR:Medical building interior remodelling $CONTRACTOR: $ 3. CONTRACT SUM TO DATE (Line 1 +/- 2)$By:Date: (Column G on Continuation Sheet)State of: 5. RETAINAGE:County of: a.of Completed Work $Subscribed and sworn to before (Columns D+E on Continuation Sheet)me this b.of Stored Material $ (Column F on Continuation Sheet)Notary Public: My Commission expires: $ $ (Line 4 less Line 5 Total) 7. LESS PREVIOUS CERTIFICATES FOR PAYMENT $ $ 9. BALANCE TO FINISH, INCLUDING RETAINAGE (Line 3 less Line 6)$ By:Date: 3,766,830.00 2. Net change by Change Orders------------------$ Florida 4. TOTAL COMPLETED & STORED TO DATE-$ Total in Column 1 of Continuation Sheet-------- Total Retainage (Line 5a + 5b or 6. TOTAL EARNED LESS RETAINAGE----------- September, 11 2021 Pinellas 3,766,830.00 CONTRACTOR'S APPLICATION FOR PAYMENT 1. ORIGINAL CONTRACT SUM----------------------- The undersigned Contractor certifies that to the best of the Contractor's knowledge, information and belief the Work covered by this Application for Payment has been completed in accordance with the Contract Documents, that all amounts have been paid by the Contractor for Work for which previous Certificates for Payment were issued and payments received from the Owner, and that current payment shown therein is now due. Application is made for payment, as shown below, in connection with the Contract. Continuation Sheet is attached. PAGESPAGE ONE OF APPLICATION #: 09/11/21 This Certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without prejudice to any rights of the Owner of Contractor under this Contract. day of (Attach explanation if amount certified differs from the amount applied for. Initial all figures on this application and on the Continuation Sheet that are changed to conform to the amount certified.) CERTIFICATE FOR PAYMENT AMOUNT CERTIFIED ---------------------------------- $ NET CHANGES by Change Order TOTALS Total approved this Month ARCHITECT: In accordance with Contract Documents, based on on-site observations and the data comprising application, the Architect certifies to the Owner that to the best of the Architect's knowledge, information and belief the Work has progressed as indicated, the quality of the Work is in accordance with the Contract Documents, and the Contractor is entitled to payment of the AMOUNT CERTIFIED. 3,766,830.00 (Line 6 from prior Certificate)-------------------$ Total changes approved in previous months by Owner CHANGE ORDER SUMMARY 8. CURRENT PAYMENT DUE--------------------------$ ADDITIONS DEDUCTIONS Page 2 of 3 PROJECT:09/11/21 Art Exhibition Hall 703 Jones str Clearwater, FL 33755 A B C D E F H I Item Description of Work Scheduled Materials Total %Balance Retainage No.Value From Previous This Period Presently Completed (G/C)To Finish Application Stored And Stored (C - G) (D + E)(Not In To Date D or E)(D + E + F) 1 GENERAL REQUIREMENTS 2 - Plans 60,000$ -$ 60,000$ -$ 3 - Plan reproduction 2,300$ -$ 2,300$ -$ 4 - Project manager 80,000$ -$ 80,000$ -$ 5 - Engineering consultant 7,500$ -$ 7,500$ -$ 6 - Continuous clean up 11,200$ -$ 11,200$ -$ 7 - Trash removal 17,400$ -$ 17,400$ -$ 8 - Rental equipments 35,700$ -$ 35,700$ -$ 9 - Permit fees 15,000$ -$ 15,000$ -$ 10 - Liability ins, umbrella ins 8,500$ -$ 8,500$ -$ 11 - Final clean up 12,000$ -$ 12,000$ -$ 12 - Protect finishes 21,000$ -$ 21,000$ -$ 13 EXISTING CONDITIONS 14 - Demo of interior 35,600$ -$ 35,600$ -$ 15 - Trash removal 12,400$ -$ 12,400$ -$ 16 - Survey 3,600$ -$ 3,600$ -$ 17 - Termite treatment 3,200$ -$ 3,200$ -$ 18 SITE WORK 19 - Site work - back fill, retention pond -$ -$ -$ 20 - Grading, drainage 16,500$ -$ 16,500$ -$ 21 - Stormwater 19,800$ -$ 19,800$ -$ 22 - Temp. fence, sanitation, utilities 8,500$ -$ 8,500$ -$ 23 - Retention walls -$ -$ -$ 24 - Water - sewer hook up 13,500$ -$ 13,500$ -$ 25 - Parking lot (base, asphalt, paint, signs)135,000$ -$ 135,000$ -$ 26 - Parking lot lights 22,300$ -$ 22,300$ -$ 27 - Landscaping, sprinkler system 36,500$ -$ 36,500$ -$ 28 CONCRETE 29 - Footers, foundation -$ -$ -$ 30 - Concrete labor & material (floor)25,000$ -$ 25,000$ -$ 31 - Block labor & material (walls, columns)32,000$ -$ 32,000$ -$ 32 - Stucco, fiberglass 145,000$ -$ 145,000$ -$ 33 ROOF 34 - Roof trusses 165,000$ -$ 165,000$ -$ 35 - Steel structual (Vortex)136,000$ 136,000$ 36 - Roofing (metal)245,000$ -$ 245,000$ -$ 37 WOOD, PLASTIC, COMPOSITES 38 - Framing labor and material (metal)185,500$ -$ 185,500$ -$ 39 - Shelving 23,700$ -$ 23,700$ -$ 40 - Built-ins & millwork 49,000$ -$ 49,000$ -$ 41 - Cabinetry 27,500$ -$ 27,500$ -$ 42 - Cabinetry hardware 15,000$ -$ 15,000$ -$ 43 THERMAL-MOISTURE PROTECTION 44 - Insulation (wall, ceiling, roof)65,400$ -$ 65,400$ -$ PAGE 1 1,691,600$ -$ -$ -$ -$ 1,691,600$ -$ APPLICATION DATE: PERIOD TO: ARCHITECT'S PROJECT NO: G CONTINUATION SHEET Pages ATTACHMENT TO PAY APPLICATION APPLICATION NUMBER: Work Completed Page 3 of 3 PROJECT:09/11/21 Art Exhibition Hall 703 Jones str Clearwater, FL 33755 A B C D E F H I Item Description of Work Scheduled Materials Total %Balance Retainage No.Value From Previous This Period Presently Completed (G/C)To Finish Application Stored And Stored (C - G) (D + E)(Not In To Date D or E)(D + E + F) 45 OPENINGS 46 - Exterior doors 95,000$ -$ 95,000$ -$ 47 - Interior doors 12,000$ -$ 12,000$ -$ 48 - Door (window) installation 10,500$ -$ 10,500$ -$ 49 - Finish hardware allowance 12,000$ -$ 12,000$ -$ 50 FINISHES 51 - Gypsum board/drywall slick finish 154,000$ -$ 154,000$ -$ 52 - Public restroom floor/wall tile 25,000$ -$ 25,000$ -$ 53 - Floor tile/rubber floor 423,500$ -$ 423,500$ -$ 54 - Accoustic ceiling grid and tile 135,000$ -$ 135,000$ -$ 55 - Painting interior 35,000$ -$ 35,000$ -$ 56 - Soffit, EPS 15,700$ -$ 15,700$ -$ 57 - Countertops 12,300$ -$ 12,300$ -$ 58 - Appliances 25,000$ -$ 25,000$ -$ 59 LIFESAFETY 60 - Door hardware, signs, 23,700$ -$ 23,700$ -$ 61 - Fire alarm system 125,000$ -$ 125,000$ -$ 62 - Fire sprinkler system, street hookup 126,000$ -$ 126,000$ -$ 63 PLUMBING 64 - Plumbing labor & material 45,000$ -$ 45,000$ -$ 65 - Plumbing fixs - in above 66 HEATING, VENTILLATION & AIR CONDITION 67 - High seer rating - hvac split systems 186,000$ -$ 186,000$ -$ 68 - Hvac labor - in above -$ -$ -$ 69 - Exhaust fans & venting - in above -$ -$ -$ 70 ELECTRICAL 71 - Electrical labor & materia, fixtures 96,500$ -$ 96,500$ -$ 72 - Emergency generator 57,500$ 57,500$ 73 - Security system 4,500$ -$ 4,500$ -$ 74 75 CONSTRUCTION COST 3,040,200$ -$ -$ -$ -$ 3,040,200$ -$ 76 GENERAL REQUIREMENTS 270,600$ -$ -$ -$ -$ 270,600$ -$ 77 OVERHEAD & FEE (CC*15%)456,030$ -$ -$ -$ -$ 456,030$ -$ GRAND TOTALS 3,766,830$ -$ -$ -$ 3,766,830$ -$ G ARCHITECT'S PROJECT NO: CONTINUATION SHEET Pages APPLICATION DATE: PERIOD TO: Work Completed ATTACHMENT TO PAY APPLICATION APPLICATION NUMBER: Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0424 Agenda Date: 5/16/2022 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Community Redevelopment Agency Agenda Number: 4.3 SUBJECT/RECOMMENDATION: Amend the operating budget for the Community Redevelopment Agency (CRA) for fiscal year 2021-2022 and adopt CRA Resolution 22-01. SUMMARY: The purpose of this item is to request approval to amend the CRA’s operating budget to add a new full-time position, CRA Special Events Specialist. The CRA’s main goal is shifting the perception held by the public and investors about downtown to one that encourages investment. Supporting a wide variety of events and programs in downtown is a key part of our strategy. In anticipation of Coachman Park opening in summer 2023 and the continued closure of Cleveland Street, the CRA wishes to provide a greater number of events and greater assistance to event producers to ensure a full calendar of activities throughout the year. The proposed position will serve as a liaison to Parks and Recreation staff, event producers and merchants to help coordinate their efforts as well as produce new CRA events. The current Interlocal agreement allocated up to $115,000 to cover the cost of new and temporary employees for this fiscal year. Exhibit A shows the transfer of funds from Salaries and Benefits to City General Fund - Administrative which will cover the cost of the proposed position. APPROPRIATION CODE AND AMOUNT: N/A Page 1 City of Clearwater Printed on 5/6/2022 2021-2022 Revenue/Mid Year Adopted Expenditures Proposed Amended Amend Budget To Date Amendments Budget Ref Revenues & Transfers In Tax Increment Financing Revenues 338930 Pinellas County 2,233,848 2,171,143 - 2,233,848 381115 City of Clearwater 2,480,667 2,480,368 - 2,480,667 338935 Downtown Development Board 301,370 301,367 - 301,370 Total TIF Revenues 5,015,885 4,952,878 - 5,015,885 Other Revenues 361101 Interest Earnings 55,000 19,814 - 55,000 Transfers In 381782 DDB Administration 78,748 39,374 - 78,748 Total Revenues & Transfers In 5,149,633 5,012,066 - 5,149,633 Expenditures & Transfers Out Operating Expenditures 510100 Salaries and Benefits 115,000 - (115,000) - 1 530100 Professional Services 130,000 93,296 - 130,000 530300 Contractual Services 40,000 1 - 40,000 540300 Telephone Service Charges - Variable - 848 - - 540700 Postal Service 100 2,098 - 100 541000 Info Tech Charges - Fixed 31,770 - - 31,770 541600 Building & Maintenance Variable 1,000 - - 1,000 542500 Postage 200 - - 200 543100 Advertising 20,000 865 - 20,000 543200 Other Promotional Activities 5,000 1,425 - 5,000 543400 Printing & Binding 5,000 6 - 5,000 544100 Equipment Rental 2,500 477 - 2,500 547100 Uniforms 500 - - 500 547200 Employee Expense-Travel 3,000 - - 3,000 547300 Milage Reimbursement 1,500 - - 1,500 548000 Other Services 3,000 - - 3,000 550100 Office Supplies 2,000 1,874 - 2,000 550400 Operating Supplies 500 - - 500 557100 Memberships and Subscriptions 5,500 1,530 - 5,500 557200 Official Recognition - 77 - - 557300 Training and Reference 15,000 1,735 - 15,000 581000 Payments to Other Agencies-DDB 301,370 301,367 - 301,370 Total Operating Expenditures 682,940 405,599 (115,000) 567,940 Transfers Out 590200 General Fund- Administrative 504,274 236,684 115,000 619,274 1 590800 Community Policing (R2001)252,550 252,550 - 252,550 590800 Community Engagements (R2002)500,000 500,000 - 500,000 590800 Economic Development- City (R2003)500,000 500,000 - 500,000 590800 Economic Development- County (R2004)335,020 335,020 - 335,020 590800 Transportation- County (R2008)223,724 223,724 - 223,724 590800 Housing- City (R2009)476,021 476,021 - 476,021 590800 Housing- County (R2010)1,675,104 1,675,104 - 1,675,104 Total Transfers Out 4,466,693 4,199,103 115,000 4,581,693 Total Expenditures & Transfers Out 5,149,633 4,604,702 - 5,149,633 Budget Amendments to Operating Budget 1 To transfer salary cost associated with new positions to transfer-out to be funded via interlocal agreement with the city. Community Redevelopment Agency Exhibit A Mid-Year Budget Review Resolution No. 20-01 RESOLUTION NO 22-01 A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA, ADOPTING THE CRA FY2021/22 AMENDMENTS TO ANNUAL OPERATING BUDGET; PROVIDING AN EFFECTIVE DATE. WHEREAS, the Community Redevelopment Agency (CRA) annual budget requirements have been clarified and Section 189.418(3), of the Florida Statutes require that CRA’s adopt their annual budgets by resolution; now, therefore, BE IT RESOLVED BY THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA: Section 1. Adopt the FY2021/22 AMENDMENTS TO CRA Operating Budget as outlined on Exhibit A. Section 2. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 16th day of May 2022. ____________________________ Frank V. Hibbard Chairman Approved as to form: Attest: __________________________ _____________________________ Michael Fuino Rosemarie Call CRA Attorney City Clerk Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0441 Agenda Date: 5/16/2022 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Community Redevelopment Agency Agenda Number: 4.4 SUBJECT/RECOMMENDATION: Annual Financial Report. SUMMARY: Presentation of fiscal year 2021 annual financial report by external auditors Page 1 City of Clearwater Printed on 5/6/2022 Clearwater Community Redevelopment Agency (A Component Unit of the City of Clearwater, Florida) Annual Financial Report Year Ended September 30, 2021 This Page Intentionally Left Blank CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) ANNUAL FINANCIAL REPORT FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2021 Frank V. Hibbard Chair David Allbritton Trustee Kathleen Beckman Trustee Mark Bunker Trustee Hoyt Hamilton Trustee Amanda Thompson CRA Executive Director PREPARED BY: CITY OF CLEARWATER FINANCE DEPARTMENT CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) ANNUAL FINANCIAL REPORT YEAR ENDED SEPTEMBER 30, 2021 TABLE OF CONTENTS Independent Auditors’ Report 1 - 2 Management’s Discussion and Analysis 3 - 11 Basic Financial Statements Government-Wide Financial Statements: Statement of Net Position - Governmental Activities 13 Statement of Activities - Governmental Activities 14 Fund Financial Statements: Balance Sheet – Governmental Funds 15 Reconciliation of the Governmental Funds Balance Sheet to the Statement of Net Position 16 Statement of Revenues, Expenditures, and Changes in Fund Balance - Governmental Funds 17 Reconciliation of the Change in Fund Balance of the Governmental Funds to the Statement of Activities 18 Statement of Revenues, Expenditures, and Changes in Fund Balance - Budget and Actual - General Fund 19 Notes to the Financial Statements 20 - 26 Compliance Section Independent Auditor’s Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 27 - 28 Management Letter 29 - 31 Independent Accountants’ Report on Compliance with Section 218.415, Florida Statutes 32 Independent Accountants’ Report on Compliance with Redevelopment Trust Fund 33 Carr, Riggs & Ingram, LLC 600 Cleveland Street Suite 1000 Clearwater, FL 33755 727.446.0504 727.461.7384 (fax) CRIcpa.com INDEPENDENTAUDITORS’REPORT TotheHonorableChairandTrustees ClearwaterCommunityRedevelopmentAgency Wehaveauditedtheaccompanyingfinancialstatementsofthegovernmentalactivitiesandeachmajor fundoftheClearwaterCommunityRedevelopmentAgency(“Agency”)asofandfortheyearended September30,2021,andtherelatednotestothefinancialstatements,whichcollectivelycomprisethe Agency’sbasicfinancialstatementsaslistedinthetableofcontents. Management’sResponsibilityfortheFinancialStatements Managementisresponsibleforthepreparationandfairpresentationofthesefinancialstatementsin accordancewithaccountingprinciplesgenerallyacceptedintheUnitedStatesofAmerica;thisincludes thedesign,implementation,andmaintenanceofinternalcontrolrelevanttothepreparationandfair presentationoffinancialstatementsthatarefreefrommaterialmisstatement,whetherduetofraudor error. Auditors’Responsibility Ourresponsibilityistoexpressopinionsonthesefinancialstatementsbasedonouraudit.Weconducted ourauditinaccordancewithauditingstandardsgenerallyacceptedintheUnitedStatesofAmerica.Those standardsrequirethatweplanandperformtheaudittoobtainreasonableassuranceaboutwhetherthe financialstatementsarefreefrommaterialmisstatement. Anauditinvolvesperformingprocedurestoobtainauditevidenceabouttheamountsanddisclosuresin thefinancialstatements.Theproceduresselecteddependontheauditor’sjudgment,includingthe assessmentoftherisksofmaterialmisstatementofthefinancialstatements,whetherduetofraudor error.Inmakingthoseriskassessments,theauditorconsidersinternalcontrolrelevanttotheentity’s preparationandfairpresentationofthefinancialstatementsinordertodesignauditproceduresthatare appropriateinthecircumstances,butnotforthepurposeofexpressinganopinionontheeffectiveness oftheentity’sinternalcontrol.Accordingly,weexpressnosuchopinion.Anauditalsoincludesevaluating theappropriatenessofaccountingpoliciesusedandthereasonablenessofsignificantaccounting estimatesmadebymanagement,aswellasevaluatingtheoverallpresentationofthefinancial statements. Webelievethattheauditevidencewehaveobtainedissufficientandappropriatetoprovideabasisfor ourauditopinions. Opinions Inouropinion,thefinancialstatementsreferredtoabovepresentfairly,inallmaterialrespects,the respectivefinancialpositionofthegovernmentalactivitiesandeachmajorfundoftheClearwater CommunityRedevelopmentAgency,asofSeptember30,2021,andtherespectivechangesinfinancial positionandtherespectivebudgetarycomparisonfortheGeneralFundfortheyearthenendedin accordancewithaccountingprinciplesgenerallyacceptedintheUnitedStatesofAmerica. 1   OtherMatters RequiredSupplementaryInformation AccountingprinciplesgenerallyacceptedintheUnitedStatesofAmericarequirethatthemanagement’s discussionandanalysisandbepresentedtosupplementthebasicfinancialstatements.Suchinformation, althoughnotapartofthebasicfinancialstatements,isrequiredbytheGovernmentalAccounting StandardsBoard,whoconsidersittobeanessentialpartoffinancialreportingforplacingthebasic financialstatementsinanappropriateoperational,economic,orhistoricalcontext.Wehaveapplied certainlimitedprocedurestotherequiredsupplementaryinformationinaccordancewithauditing standardsgenerallyacceptedintheUnitedStatesofAmerica,whichconsistedofinquiriesofmanagement aboutthemethodsofpreparingtheinformationandcomparingtheinformationforconsistencywith management’sresponsestoourinquiries,thebasicfinancialstatements,andotherknowledgewe obtainedduringourauditofthebasicfinancialstatements.Wedonotexpressanopinionorprovideany assuranceontheinformationbecausethelimitedproceduresdonotprovideuswithsufficientevidence toexpressanopinionorprovideanyassurance. OtherReportingRequiredbyGovernmentAuditingStandards InaccordancewithGovernmentAuditingStandards,wehavealsoissuedourreportdatedApril1,2022 onourconsiderationoftheAgency’sinternalcontroloverfinancialreportingandonourtestsofits compliancewithcertainprovisionsoflaws,regulations,contractsandgrantagreementsandother matters.Thepurposeofthatreportissolelytodescribethescopeofourtestingofinternalcontrolover financialreportingandcomplianceandtheresultsofthattesting,andnottoprovideanopiniononthe effectivenessoftheAgency’sinternalcontroloverfinancialreportingoroncompliance.Thatreportisan integralpartofanauditperformedinaccordancewithGovernmentAuditingStandardsinconsideringthe Agency’sinternalcontroloverfinancialreportingandcompliance.  CARR,RIGGS&INGRAM,LLC Clearwater,Florida April1,2022 2 3 Management’s Discussion and Analysis As management of the Clearwater Community Redevelopment Agency (CRA), we offer readers of the CRA’s financial statements this narrative overview and analysis of the financial activities of the CRA for the fiscal year ended September 30, 2021, with comparisons to prior year performance. We encourage readers to consider the information presented here in conjunction with the statements and related notes contained in the Basic Financial Statements. Financial Highlights The assets of the Clearwater Community Redevelopment Agency exceeded its liabilities as of September 30, 2021, by $15,553,330 (net position). Of this amount, $5,862,953 is invested in capital assets and $9,690,377 is restricted for community redevelopment activities. The CRA’s total net position increased by $1,194,624 during the fiscal year ended September 30, 2021, versus an increase of $2,026,354 in fiscal 2020. Program expenses increased $1,302,399 from the prior year, while program revenues increased $644,339 and general revenues decreased $173,670, resulting in a decrease in the change in net position of $831,730. General revenues decreased $173,670 due to a decrease of $186,901 in investment earnings resulting from lower interest rates and decreased market value valuation of the City of Clearwater’s investment portfolio, offset by an increase in the CRA’s cash balance of $1.7 million, and a gain on the sale of capital assets in the amount of $13,231. Overview of Financial Statements This discussion and analysis are intended to serve as an introduction to the Clearwater Community Redevelopment Agency’s basic financial statements. The CRA’s basic financial statements are comprised of three components: 1) government-wide financial statements, 2) fund financial statements, and 3) notes to the financial statements. Government-Wide Financial Statements The government-wide financial statements are designed to provide readers with a broad overview of the Clearwater Community Redevelopment Agency’s finances, in a manner similar to a private-sector business. The statement of net position presents information on all of the CRA’s assets and liabilities, with the differences between the two reported as net position. Over time, increases or decreases in net position may serve as a useful indicator of whether the financial position of the CRA is improving or deteriorating. The statement of activities presents information showing how the government’s net position changed during the most recent fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported in this statement for some items that will only result in cash flows in future fiscal periods (e.g., uncollected taxes). 4 Fund Financial Statements A fund is a grouping of related accounts that is used to maintain control over resources that have been segregated for specific activities or objectives. The Clearwater Community Redevelopment Agency, like other state and local governments, uses fund accounting to ensure and demonstrate compliance with finance-related legal requirements. CRA activities are accounted for in a General Fund and a Capital Projects Fund. Governmental funds are used to account for essentially the same functions reported as governmental activities in the government-wide financial statements. However, unlike the government-wide financial statements, governmental fund financial statements focus on near-term inflows and outflows of spendable resources, as well as on balances of spendable resources available at the end of the fiscal year. Such information may be useful in evaluating a government’s near-term financing requirements. Because the focus of governmental funds is narrower than that of the government-wide financial statements, it is useful to compare the information presented for governmental funds with similar information presented for governmental activities in the government-wide financial statements. By doing so, readers may better understand the long-term impact of the government’s near-term financing decisions. Both the governmental fund balance sheet and the governmental fund statement of revenues, expenditures, and changes in fund balances provide a reconciliation to facilitate this comparison between governmental funds and governmental activities. The Clearwater Community Redevelopment Agency adopts an annual appropriated budget for its general fund. A budgetary comparison statement has been provided for the general fund to demonstrate compliance with this requirement. Notes to the Financial Statements The notes provide additional information that is essential to a full understanding of the data provided in the government-wide and fund financial statements. 5 Government-Wide Financial Analysis As noted earlier, net position may serve over time as a useful indicator of a government’s financial position. In the case of the Clearwater Community Redevelopment Agency, assets exceeded liabilities by $15,553,330 at the close of the most recent fiscal year. The following table provides a summary of the CRA’s net position: Clearwater Community Redevelopment Agency Comparative Statement of Net Position September 30, 2020 and 2021 Governmental Activities Total 2021 2020 2021 2020 Current and other assets $ 10,086,393 $ 8,341,989 $ 10,086,393 $ 8,341,989 Capital assets(net) 5,862,953 6,404,891 5,862,953 6,404,891 Total assets 15,949,346 14,746,880 15,949,346 14,746,880 Current and other liabilities 396,016 388,174 396,016 388,174 Total liabilities 396,016 388,174 396,016 388,174 NET POSITION Net investment in capital assets 5,862,953 6,404,891 5,862,953 6,404,891 Restricted 9,690,377 7,953,815 9,690,377 7,953,815 Total net position $ 15,553,330 $ 14,358,706 $ 15,553,330 $ 14,358,706 6 The following table provides a summary of the Clearwater Redevelopment Agency’s changes in net position for the years ended September 30, 2021 and 2020: Clearwater Community Redevelopment Agency Changes in Net Position September 30, 2020 and 2021 Governmental Activities Total 2021 2020 2021 2020 REVENUES Program revenues: Charges for Services $ 76,085 $ 73,512 $ 76,085 $ 73,512 Operating Grants and Contributions 4,724,353 4,082,587 4,724,353 4,082,587 General revenues: Investment earnings (loss) (28,534) 158,367 (28,534) 158,367 Gain (loss) on sale of capital assets 13,231 - 13,231 - Total revenues 4,785,135 4,314,466 4,785,135 4,314,466 EXPENSES Governmental activities: Economic Environment 3,590,511 2,288,112 3,590,511 2,288,112 Total expenses 3,590,511 2,288,112 3,590,511 2,288,112 Change in net position 1,194,624 2,026,354 1,194,624 2,026,354 Total net position - beginning 14,358,706 12,332,352 14,358,706 12,332,352 Total net position - ending $ 15,553,330 $ 14,358,706 $ 15,553,330 $ 14,358,706 Governmental Activities The increase in governmental activities net position in fiscal 2021 totaled $1,194,624 as compared to an increase in net position of $2,026,354 in fiscal 2020. Key elements of this change are as follows:  Total expenses increased $1,302,399 (56.9%) primarily due to an increase of $2.0 million in payments to the City of Clearwater to fund capital improvement projects and an increase of $117 thousand in general fund operating expenses, offset by a decrease of $753 thousand in street view grants and food and drink grants.  Total program revenues increased $644,339 (15.5%), due to an increase in tax increment revenues in the amount of $641,766 received from Pinellas County, the City of Clearwater and the Clearwater Downtown Development Board as a result of increased property tax values in the CRA district, as well as an increase of 3.5% in the payment received from the Clearwater Downtown Development Board (DDB) for administrative services provided by CRA staff.  Total general revenues decreased $173,670 (110.0%) due to a decrease in investment earnings resulting from a reduction in interest rates as well as the decreased market valuation of investments, offset by a gain on the sale of capital assets resulting from the difference of $13,231 between the proceeds received from the sale of 711 Franklin Street and the book value of the assets. 7 Expenses and Program Revenues – Governmental Activities Functions/Programs Expenses % of Total Program Revenues % of Total Net (Expense) Revenue Economic Environment $ 3,590,511 100.00% $ 4,800,438 100.00% $ 1,209,927 Total $ 3,590,511 100.00% $ 4,800,438 100.00% $ 1,209,927 $ - $ 1,000,000 $ 2,000,000 $ 3,000,000 $ 4,000,000 $ 5,000,000 $ 6,000,000 Economic Environment Expenses and Program Revenues - Governmental Activities Expenses Program Revenues 8 Revenues by Source – Governmental Activities Revenues Source Revenue % of Total Charges for Services $ 76,085 1.59% Operating Grants and Contributions 4,724,353 98.73% Investment earnings (loss) (28,534) -0.60% Gain (loss) on sale of capital assets 13,231 0.28% Total $ 4,785,135 100.00% 1.59% 98.73% -0.60%0.28% Revenues by Source - Governmental Activities Charges for Services Operating Grants and Contributions Investment earnings (loss) Gain (loss) on sale of capital assets 9 Financial Analysis of the Clearwater Community Redevelopment Agency’s Funds As noted earlier, the Clearwater Community Redevelopment Agency uses fund accounting to ensure and demonstrate compliance with finance related requirements. Governmental Funds The focus of the Clearwater Community Redevelopment Agency’s general fund is to provide information on near term inflows, outflows, and balances of spendable resources. Such information is useful in assessing the CRA’s financing requirements. In particular, unassigned fund balance may serve as a useful measure of a government’s net resources available for spending at the end of the fiscal year. As of the end of the current fiscal year, the CRA’s general fund reported an ending fund balance of $12,900, a decrease of $118,743 for fiscal 2021 in comparison with an increase of $131,643 for the prior year. The entire amount of $12,900 is reported as restricted fund balance. The fund balance of the capital projects fund increased from $7,822,172 to $9,677,477, an increase of $1,855,305 or 23.7% during the current fiscal year versus a decrease of $70,025 for fiscal 2020. Total expenditures decreased $809 thousand, primarily due to a decrease of $1.9 million in capital outlay from the prior year, where $1.9 million was expended for the acquisition of downtown properties to be offered for redevelopment, and a decrease of $753 thousand from the prior year in street view grants and food and drink grants, offset by an increase of $2.0 million in payments to the City of Clearwater to fund capital improvement projects. The fund balances are restricted, and only available for spending to preserve and enhance the tax base per the redevelopment trust fund established pursuant to Chapter 163.387, Florida Statutes, City of Clearwater Ordinance 7214-03, and Pinellas County Ordinance 04-10. General Fund Budgetary Highlights Final budgeted General Fund revenues are $4,849 less than original budgeted revenues, due to a decrease in the estimate of TIF revenues from Pinellas County, the City of Clearwater, and the Clearwater Downtown Development Board. Final budgeted General Fund expenditures are the same as original budgeted expenditures. Final budgeted General Fund transfers out are the same as original budgeted transfers out. Total actual expenditures were less than final budgeted expenditures in the amount of $34,018, primarily due to expenditures being less than anticipated in the professional and contractual services line item ($22 thousand) and the employee training and reference line item ($15 thousand). 10 Capital Assets Capital assets include land, buildings and building improvements, improvements other than buildings, and machinery and equipment. At September 30, 2021, the Clearwater Community Redevelopment Agency had investments in capital assets totaling $5,862,953 (net of accumulated depreciation). Clearwater Community Redevelopment Agency Comparative Statement of Capital Assets September 30, 2020 and 2021 Governmental Activities Total 2021 2020 2021 2020 Land $ 5,395,493 $ 5,765,288 $ 5,395,493 $ 5,765,288 Buildings 414,196 586,340 414,196 586,340 Construction in progress 53,264 53,263 53,264 53,263 Capital assets, net $ 5,862,953 $ 6,404,891 $ 5,862,953 $ 6,404,891 Net capital assets for the CRA’s governmental activities decreased from $6,404,891 to $5,862,953, reflecting a decrease of $541,938 for the current year due to depreciation expense of $30,169 and net capital asset dispositions of $511,769. There were no asset additions or completions of capital projects during the year. Land and buildings consist of properties purchased by the CRA to be offered to for redevelopment opportunities intended to attract people to live, work and play downtown. Construction in progress consists of design work for a dynamic public plaza space at the intersection of Cleveland Street and Gulf to Bay Boulevard to be incorporated with the larger Cleveland Street Streetscape Phase III project, currently underway by the City of Clearwater. Long-Term Debt The Clearwater Community Redevelopment Agency’s tax increment revenues are not pledged externally to any lender for any indebtedness related to the CRA. 11 Economic Factors and Next Year’s Budgets and Rates Factors considered in preparing the Clearwater Community Redevelopment Agency’s budget for fiscal year 2022 included:  In the original CRA district, taxable county property values increased 3.3%, from $453.6 million to $468.5 million, while taxable municipal property values increased 3.3%, from $453.5 million to $468.5 million. In the expanded CRA district, taxable county property values increased 12.4%, from $127.3 million to $143.2 million, while taxable municipal property values increased 12.5%, from $127.1 million to $143.0 million. The difference between municipal and county taxable values is due to an additional homestead exemption offered by the City of Clearwater to low-income seniors. The tax increment received by the CRA from Pinellas County, the City of Clearwater and the Clearwater Downtown Development Board is based on the increase in taxable value in the CRA district over a base year, which is identified as 1981 for the original CRA district and 2004 for the expanded CRA district.  The CRA entered into an interlocal agreement with the Clearwater Downtown Development Board to provide personnel, administrative and management services for fiscal year 2022. This agreement has been in place since fiscal year 2000. It provides for the Clearwater Downtown Development Board to pay the CRA $78,748 for these services in fiscal year 2022, an increase of 3.5% over the previous year. It also provides for the CRA to return the tax increment payment received from the Clearwater Downtown Development Board pursuant to Florida Statue 163.387 in exchange for the performance of certain responsibilities and functions consistent with and in furtherance of the Downtown Redevelopment Plan.  The CRA entered into an interlocal agreement with the City of Clearwater to provide staffing and administrative services to the CRA for fiscal year 2022, and to provide for the reimbursement of certain expenses by the CRA to the City.  The CRA entered into an interlocal agreement with the City of Clearwater to provide funding in the amount of $252,550 for fiscal year 2022 to underwrite the cost of additional community policing services performed by the Clearwater Police Department in the Downtown Gateway District, Prospect Lake District, and the Downtown Core District encompassed by the CRA to address quality of life issues, drug dealing, prostitution and homelessness. Request for Information This financial report is designed to provide a general overview of the Clearwater Community Redevelopment Agency’s finances for all those with an interest in the government’s finances. Questions concerning any of the information provided in this report or requests for additional financial information should be addressed to the City of Clearwater, Finance Department, 100 S. Myrtle Avenue, Clearwater, Florida 33756-5520. 12   This Page Intentionally Left Blank Governmental Activities ASSETS Current assets: Cash and cash equivalents 10,075,969$ Receivables 10,424 Total current assets 10,086,393 Noncurrent assets: Land 5,395,493 Buildings, net 414,197 Construction in progress 53,263 Total noncurrent assets 5,862,953 Total assets 15,949,346 LIABILITIES Current liabilities: Accounts payable and other current liabilities 22,576 Due to other governments 373,440 Total liabilities 396,016 NET POSITION Net investment in capital assets 5,862,953 Restricted for: Community Redevelopment 9,690,377 Total net position 15,553,330$ The notes to financial statements are an integral part of this statement. (A Component Unit of the City of Clearwater, Florida) Clearwater Community Redevelopment Agency Statement of Net Position September 30, 2021 13 Functions/Programs Expenses Charges for Services Operating Grants and Contributions Capital Grants and Contributions Governmental Activities Governmental activities: Economic Environment 3,590,511$ 76,085$ 4,724,353$ -$ 1,209,927$ Total governmental activities 3,590,511$ 76,085$ 4,724,353$ - $ 1,209,927 (28,534) 13,231 (15,303) 1,194,624 14,358,706 15,553,330$ Net (Expense) Revenue and Change in Net PositionProgram Revenues General revenues: Investment earnings (loss) Clearwater Community Redevelopment Agency Statement of Activities For the Year Ended September 30, 2021 (A Component Unit of the City of Clearwater, Florida) Net position - ending The notes to financial statements are an integral part of this statement. Gain (loss) on sale of capital assets Total general revenues Change in net position Net position - beginning 14 General Fund Capital Projects Fund Total Governmental Funds ASSETS Cash and cash equivalents 382,203$ 9,693,766$ 10,075,969$ Accrued interest 10,424 - 10,424 Total assets 392,627$ 9,693,766$ 10,086,393$ LIABILITIES Accounts and contracts payable 6,287$ 16,289$ 22,576$ Due to other governments 373,440 - 373,440 Total liabilities 379,727 16,289 396,016 FUND BALANCE Restricted 12,900 9,677,477 9,690,377 Total fund balance 12,900 9,677,477 9,690,377 Total liabilities and fund balance 392,627$ 9,693,766$ 10,086,393$ The notes to financial statements are an integral part of this statement. Clearwater Community Redevelopment Agency (A Component Unit of the City of Clearwater, Florida) Balance Sheet Governmental Funds September 30, 2021 15 Reconciliation of the Balance Sheet to the Statement of Net Position Clearwater Community Redevelopment Agency (A Component Unit of the City of Clearwater, Florida) The notes to financial statements are an integral part of this statement. $ 9,690,377 Amounts reported for governmental activities in the statement of net position are different because: Fund balances of governmental funds Capital assets used in governmental activities are not financial resources and are not reported in the funds: 5,862,953 $ 15,553,330 Net position of governmental activities September 30, 2021 Cost of capital assets 5,906,855 Less: Accumulated Depreciation (43,902) 16 General Fund Capital Projects Fund Total Governmental Funds REVENUES Intergovernmental revenue - tax increment 4,724,353$ -$ 4,724,353$ Investment earnings (loss): Interest 60,781 - 60,781 Net appreciation (depreciation) in fair value (89,315) - (89,315) Total investment earnings (loss) (28,534) - (28,534) Miscellaneous 76,085 - 76,085 Total revenues 4,771,904 - 4,771,904 EXPENDITURES Current: Economic Environment 1,010,231 2,550,111 3,560,342 Total expenditures 1,010,231 2,550,111 3,560,342 Excess (deficiency) of revenues over expenditures 3,761,673 (2,550,111) 1,211,562 OTHER FINANCING SOURCES (USES) Transfers in - 4,405,416 4,405,416 Transfers out (4,405,416) - (4,405,416) Proceeds from the sale of capital assets 525,000 - 525,000 Total other financing sources (uses) (3,880,416) 4,405,416 525,000 Net change in fund balances (118,743) 1,855,305 1,736,562 Fund balances - beginning 131,643 7,822,172 7,953,815 Fund balances - ending 12,900$ 9,677,477$ 9,690,377$ The notes to financial statements are an integral part of this statement. (A Component Unit of the City of Clearwater, Florida) Clearwater Community Redevelopment Agency Statement of Revenues, Expenditures and Changes in Fund Balances Governmental Funds For the Year Ended September 30, 2021 17 The notes to financial statements are an integral part of this statement. Net change in fund balances - total government funds Amounts reported for governmental activities in the statement of activities are different because: Governmental funds report capital outlays as expenditures while governmental activities report depreciation expense to allocate these costs over the life of the assets. This is the amount by which capital outlays exceeded depreciation in the current period: Current year depreciation (30,169) Change in net position of governmental activities $ 1,194,624 Clearwater Community Redevelopment Agency (A Component Unit of the City of Clearwater, Florida) Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balance to the Statement of Activities The net book value of capital asset dispositions is reported in the Statement of Activities but does not require the use of current financial resources and therefore is not reported in the governmental funds. For the Year Ended September 30, 2021 (511,769) $ 1,736,562 18 2021 Original Final Actual Variance with Final Budget REVENUES Intergovernmental revenue - tax increment 4,729,202$ 4,724,353$ 4,724,353$ -$ Investment earnings (loss): Interest 60,000 60,000 60,781 781 Net appreciation (depreciation) in fair value - - (89,315) (89,315) Total investment earnings (loss) 60,000 60,000 (28,534) (88,534) Miscellaneous 76,085 76,085 76,085 - Total revenues 4,865,287 4,860,438 4,771,904 (88,534) EXPENDITURES Current: Economic Environment 1,049,098 1,044,249 1,010,231 34,018 Total expenditures 1,049,098 1,044,249 1,010,231 34,018 Excess (deficiency) of revenues over expenditures 3,816,189 3,816,189 3,761,673 (54,516) OTHER FINANCING SOURCES (USES) Transfers out (3,816,189) (3,816,189) (4,405,416) (589,227) Proceeds from the sale of capital assets - - 525,000 525,000 Total other financing sources (uses) (3,816,189) (3,816,189) (3,880,416) (64,227) Net change in fund balances - - (118,743) (118,743) Fund balances - beginning 131,643 131,643 131,643 - Fund balances - ending 131,643$ 131,643$ 12,900$ (118,743)$ Budgeted Amounts The notes to financial statements are an integral part of this statement. Clearwater Community Redevelopment Agency Schedule of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual General Fund For the Year Ended September 30, 2021 (A Component Unit of the City of Clearwater, Florida) 19 CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) Notes to the Financial Statements September 30, 2021 20 (1) Summary of Significant Accounting Policies In 1981, the City of Clearwater (City) initially established a Community Redevelopment Agency (CRA), generally encompassing 260 acres, excluding existing rights-of-way, within an area generally described as Jones and Grove Streets to the north, Chestnut, Turner and Gould Streets to the south, Clearwater Bay to the west, and Missouri and Frederica Avenues to the east. The CRA was expanded in 2002 with approval of the City and the Pinellas County Board of Commissioners to incorporate the eastern gateway area to downtown now referred to as the “Downtown Gateway.” The expansion area contains approximately 228 acres, excluding existing rights-of-way, abutting and to the east of the original CRA, more generally described as the area lying east of Greenwood and Missouri Avenues, east to Highland Avenue, and bounded to the north by Drew Street, and to the south by Court Street. In 2004, the City and Pinellas County approved a significant update to the Clearwater Downtown Redevelopment Plan that set forth an ambitious list of capital improvement projects and strategies for reducing blight and spurring economic redevelopment, for a duration of thirty years. As a condition of CRA expansion, the CRA was required to update Pinellas County on its progress in implementing the 2004 redevelopment plan after a 15-year time period. On February 26, 2019, the County voted unanimously to continue its support of the CRA as an urban revitalization area and to fund the CRA at 95% of the eligible tax increment for another 15 years, to 2034. The CRA is funded primarily by tax increment financing (TIF) revenues collected from Pinellas County, the City of Clearwater, and the Clearwater Downtown Development Board. TIF revenues are based on the increase in taxable value in the CRA district over a base year, which is identified as 1981 for the original CRA district and 2004 for the expanded CRA district. The Clearwater City Council serves as the governing board of the CRA, and City management has operational responsibility for the CRA. The CRA does not have any employees. The CRA maintains its accounting records in accordance with generally accepted accounting principles (GAAP) as applied to government units. The Governmental Accounting Standards Board (GASB) is the accepted standard-setting body for establishing governmental accounting and financial reporting principles. The more significant of the CRA’s accounting policies are described below. (a) Reporting Entity The Governmental Accounting Standards Board requires that these financial statements disclose any component units of the Clearwater Community Redevelopment Agency. Component units generally are legally separate entities for which a primary government is financially accountable. In addition, the primary government is able to impose its will upon the component unit, or there is a possibility that the component unit may provide specific financial benefits or impose specific financial burdens on the primary government. The CRA does not have any component units. The CRA a component unit of the City of Clearwater and, therefore, is reported as a blended component unit in the City’s Annual Comprehensive Financial Report in accordance with generally accepted accounting principles. CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) Notes to the Financial Statements September 30, 2021 21 (b) Government-Wide and Fund Financial Statements The government-wide financial statements (the statement of net position and the statement of activities) report information on all of the activities of the primary government. Governmental activities normally are supported by tax increment financing collected from the Pinellas County, the City of Clearwater, and the Clearwater Downtown Development Board, which are reported as intergovernmental revenues. The statement of activities demonstrates the degree to which the direct expenses of a given function or segment is offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. Program revenues include 1) charges to customers or applicants who purchase, use, or directly benefit from goods, services, or privileges provided by a given function or segment and 2) grants and contributions that are restricted to meeting the operational or capital requirements of a particular function or segment. Other items not properly included among program revenues are reported instead as general revenues. Separate financial statements are provided for the governmental funds. Since the governmental fund financial statements are presented on a different measurement focus and basis of accounting than the government-wide statements’ governmental activities column, a reconciliation is presented on the page following each statement, which briefly explains the adjustments necessary to reconcile the fund based financial statements to the governmental activities column of the government-wide presentation. (c) Measurement Focus, Basis of Accounting, and Financial Statement Presentation The government-wide financial statements are reported using the economic resources measurement focus and the accrual basis of accounting. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the government considers revenues to be available if they are collected within sixty days of the end of the current fiscal period. Expenditures generally are recorded when a liability is incurred, as under accrual accounting. Interest income associated with the current fiscal period is considered to be susceptible to accrual and so has been recognized as revenues of the current fiscal period. All other revenue items are considered to be measurable and available only when cash is received by the CRA. CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) Notes to the Financial Statements September 30, 2021 22 The CRA reports the following major governmental funds: The general fund is the government’s primary operating fund, and includes the services, supplies and expenditures that occur during the fiscal year to conduct the CRA’s daily operations. The capital projects fund is used to account for capital improvements and funding for established programs whose work extends beyond one fiscal year. Funds are appropriated to specific redevelopment projects in support of the Clearwater Downtown Redevelopment Plan, which was most recently updated in 2018. (d) Budgets An annual appropriated budget is legally adopted by the Trustees by resolution on a basis consistent with generally accepted accounting principles for the general fund. The budget is controlled at the fund level. The Trustees are authorized to transfer budgeted amounts within the general fund. In instances where appropriations and estimated revenues have been amended during the year by resolution, budget data presented in the financial statements represent final authorized amounts. Encumbrances outstanding at year-end are not reappropriated as part of the subsequent year’s budget. (e) Encumbrances Encumbrance accounting is used in governmental funds to ensure effective budgetary control and accountability and to facilitate effective cash planning and control. At September 30, 2021, encumbrances expected to be honored upon performance by the vendor in the coming year were: General fund $ 12,900 Capital projects fund 776,646 $ 789,646 (f) Cash and Investments The Clearwater Community Redevelopment Agency does not currently maintain accounts with either financial institutions or brokerages titled under its name. Cash and cash equivalents as presented in these financial statements reflects the CRA’s equity in the City of Clearwater’s pooled cash and investments and for purposes of these financial statements are considered demand deposits. All investments are governed by the City’s Investment Policy, adopted on September 9, 2010. Investments with original maturities of three months or less are considered to meet the definition of cash equivalents. The majority of the investments in which the City’s funds have equity are held by the City’s consolidated pool of cash and investments. The City utilizes a consolidated cash pool to account for cash and investments of all City funds other than those which are required by ordinance to be physically segregated. The CRA is a participant in the City’s pooled cash and investments program. The consolidated cash pool CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) Notes to the Financial Statements September 30, 2021 23 concept allows each participating fund to benefit from the economies of scale and improved yield which are inherent to a larger investment pool. Formal accounting records detail the individual equities of the participating funds. The cash pool utilizes a single checking account for all receipts and disbursements. Since fund equities in this cash management pool have the general characteristics of demand deposits in that additional funds may be deposited at any time and also funds may be withdrawn at any time without prior notice or penalty, each fund’s equity account is considered a cash equivalent regardless of the maturities of investments held by the pool. (g) Fund Balance The Clearwater Community Redevelopment Agency classifies the elements of fund balance in accordance with GASB Statement No. 54, Fund Balance Reporting and Governmental Fund Type Definition. The objective of this statement is to enhance the usefulness of fund balance information by providing clearer fund balance classifications that can be more consistently applied. This statement establishes fund balance classifications that comprise a hierarchy based primarily on the extent to which the CRA is bound to observe constraints imposed upon the use of the resources reported in the general fund. Each classification of fund balance is based on the relative strength of the constraints that control how specific amounts can be spent. The order of spending would follow the same hierarchy; that is, if an amount for a specific purpose is categorized as restricted or committed, then spending for such purpose would come from that classification before any lower classification. Nonspendable fund balance represents amounts that cannot be spent, such as inventories, prepaid amounts, property held for resale, long-term notes receivable and amounts that are legally or contractually required to remain intact. Restricted fund balance includes amounts that can be spent only for the specific purposes stipulated by constitution, external resource providers, or through enabling legislation. Committed fund balance includes amounts that can be used only for the specific purposes determined by the highest level of legal authority of the Trustees, a resolution, and can only be changed by the same action. Assigned fund balance includes amounts that are intended to be used by the Trustees for specific purposes but do not meet the criteria to be classified as restricted or committed because they are supported by management’s intent rather than a formal action of the Trustees. Unassigned fund balance represents the residual amount of fund balance not contained in the other classifications. The Clearwater Community Redevelopment Agency has not adopted a minimum fund balance policy. CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) Notes to the Financial Statements September 30, 2021 24 (2) Deposits and Investments Cash and cash equivalents as of September 30, 2021 are as follows: Demand deposits $10,075,969 Interest Rate Risk As a means of limiting exposure to fair value losses arising from rising interest rates, the City’s pooled cash investment policy prohibits investments in securities maturing more than fifteen years from the date of purchase, unless matched to a specific cash flow requirement. Additionally, the policy allows no more than 10% of the portfolio to have maturities in excess of ten years unless specifically matched against a debt or obligation. Finally, the investment policy states that it is the City’s intent to keep the weighted average maturity to three years or less, except for temporary situations due to market conditions and/or cash needs when the average maturity may exceed three years but shall not exceed five years. Credit Risk The City’s pooled cash investment policy, in accordance with Florida Statutes, allows investments in direct obligations of the United States, federal agencies, debt issued by the State of Florida or any political subdivision, and commercial paper of prime quality of the highest letter and numerical rating as provided by at least one nationally recognized rating service. Concentration of Credit Risk The City’s pooled cash investment policy limits the investment in any one issuer to 40% of the portfolio. Custodial Credit Risk Monies on deposit with financial institutions are held in qualified public depositories pursuant to Chapter 280, Florida Statutes, which provides protection against any loss to public depositors. Consistent with the City’s investment policy, investments securities owned by the City are held by the City’s custodian in the City’s name and all purchases use the “delivery vs. payment” procedure. CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) Notes to the Financial Statements September 30, 2021 25 (3) Capital Assets Capital asset activity for the year ended September 30, 2021 is as follows: Beginning Ending Governmental Activities:Balance Increases Decreases Balance Non-depreciable capital assets: Land 5,765,288$ -$ (369,795)$ 5,395,493$ Construction in progress 53,263 - - 53,263 Total non-depreciable capital assets 5,818,551 - (369,795) 5,448,756 Depreciable capital assets: Buildings 616,582 - (158,483) 458,099 Total depreciable capital assets 616,582 - (158,483) 458,099 Less accumulated depreciation for: Buildings (30,242) (30,169) 16,509 (43,902) Total accumulated depreciation (30,242) (30,169) 16,509 (43,902) Net depreciable capital assets 586,340 (30,169) (141,974) 414,197 Net governmental activities capital assets 6,404,891$ (30,169)$ (511,769)$ 5,862,953$ (4) Interfund transfers Transfers from the general fund to the capital projects fund contributed to the following projects: Housing-City project $ 1,000,000 Housing-County project 1,000,000 Economic Development-City project 589,227 Economic Development-County project 500,000 Infrastructure-County project 500,000 Community Policing project 250,000 Infrastructure-City project 250,000 Community Engagement project 236,565 Transportation-County project 79,624 $ 4,405,416 (5) Interlocal Agreements On September 28, 2020, the Clearwater Community Redevelopment Agency (CRA) Trustees approved two separate interlocal agreements with the City of Clearwater (City): (a) To provide funding in the amount of $250,268 to underwrite the cost of additional community policing services by the Clearwater Police Department in the Downtown Gateway District, Prospect Lake District, and Downtown Core District, encompassed by the CRA to address quality of life issues, drug dealing, prostitution and homelessness. CLEARWATER COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Clearwater, Florida) Notes to the Financial Statements September 30, 2021 26 (b) To provide funding for staffing, information technology and telephone services for the CRA, and reimbursement of certain expenses by the CRA to the City. Actual administrative fees reimbursed to the City by the CRA totaled $488,796 for the fiscal year. On September 28, 2020, the CRA Trustees approved an interlocal agreement with the Clearwater Downtown Development Board (DDB) for the term of October 1, 2020 to September 30, 2021. The agreement specifies that the CRA will refund to the DDB the fiscal 2021 tax increment payment received from the DDB, which totaled $340,002 for the fiscal year, in support of downtown redevelopment initiatives. The agreement also provides that the CRA will deduct $76,085 from the reimbursement, to represent reimbursement to the CRA from the DDB for fiscal 2021 administrative support services provided. (6) Contingent Liabilities and Commitments For the year ended September 30, 2021, the CRA did not receive any amounts from grantor agencies that are subject to audit and adjustment by grantor agencies. (7) Loans Payable The following loans payable are presented as Due to Other Governments on the general fund balance sheet and the government-wide statement of net position: City of Clearwater: On September 1, 2011, the City of Clearwater approved a loan to the CRA in the amount of $325,440 for the environmental cleanup expense of the Car Pro site in the East Gateway area of the downtown. The loan is interest-free and is to be repaid upon the sale of the parcel. Clearwater Downtown Development Board: On September 22, 2003, the CRA Trustees approved an interlocal agreement with the Clearwater Downtown Development Board (DDB). Under the terms of this agreement, the DDB agreed to loan the CRA $48,000 to purchase property. The unsecured loan is not subject to interest and will be repaid to the DDB upon subsequent sale of the property. If the property is resold for an amount greater than the original purchase price, the CRA will pay a proportionate share (3.85%) of the profit. If the property sells for less than the original purchase price, then the CRA will reimburse the DDB for the entire principal amount of the loan. Carr, Riggs & Ingram, LLC 600 Cleveland Street Suite 1000 Clearwater, FL 33755 727.446.0504 727.461.7384 (fax) CRIcpa.com        INDEPENDENTAUDITOR’SREPORTONINTERNALCONTROLOVER FINANCIALREPORTINGANDONCOMPLIANCEANDOTHERMATTERS BASEDONANAUDITOFFINANCIALSTATEMENTSPERFORMEDIN ACCORDANCEWITHGOVERNMENTAUDITINGSTANDARDS  TotheHonorableChairandTrustees ClearwaterCommunityRedevelopmentAgency  Wehaveaudited,inaccordancewiththeauditingstandardsgenerallyacceptedintheUnitedStatesof AmericaandthestandardsapplicabletofinancialauditscontainedinGovernmentAuditingStandards issuedbytheComptrollerGeneraloftheUnitedStates,thefinancialstatementsofthegovernmental activitiesandeachmajorfundoftheClearwaterCommunityRedevelopmentAgency(“Agency”),asofand fortheyearendedSeptember30,2021,andtherelatednotestothefinancialstatements,which collectivelycomprisetheAgency’sbasicfinancialstatements,andhaveissuedourreportthereondated April1,2022. InternalControloverFinancialReporting Inplanningandperformingourauditofthefinancialstatements,weconsideredtheAgency’sinternal controloverfinancialreporting(internalcontrol)asabasisfordesigningauditproceduresthatare appropriateinthecircumstancesforthepurposeofexpressingouropinionsonthefinancialstatements, butnotforthepurposeofexpressinganopinionontheeffectivenessoftheAgency’sinternalcontrol. Accordingly,wedonotexpressanopinionontheeffectivenessoftheAgency’sinternalcontrol. Adeficiencyininternalcontrolexistswhenthedesignoroperationofacontroldoesnotallow managementoremployees,inthenormalcourseofperformingtheirassignedfunctions,toprevent,or detectandcorrect,misstatementsonatimelybasis.Amaterialweaknessisadeficiency,oracombination ofdeficiencies,ininternalcontrol,suchthatthereisareasonablepossibilitythatamaterialmisstatement oftheentity’sfinancialstatementswillnotbeprevented,ordetectedandcorrected,onatimelybasis.A significantdeficiencyisadeficiency,oracombinationofdeficiencies,ininternalcontrolthatislesssevere thanamaterialweakness,yetimportantenoughtomeritattentionbythosechargedwithgovernance. Ourconsiderationofinternalcontrolwasforthelimitedpurposedescribedinthefirstparagraphofthis sectionandwasnotdesignedtoidentifyalldeficienciesininternalcontrolthatmightbematerial weaknessesorsignificantdeficiencies.Giventheselimitations,duringourauditwedidnotidentifyany deficienciesininternalcontrolthatweconsidertobematerialweaknesses.However,material weaknessesmayexistthathavenotbeenidentified.  27   ComplianceandOtherMatters AspartofobtainingreasonableassuranceaboutwhethertheAgency’sfinancialstatementsarefreefrom materialmisstatement,weperformedtestsofitscompliancewithcertainprovisionsoflaws,regulations, contracts,andgrantagreements,noncompliancewithwhichcouldhaveadirectandmaterialeffecton thefinancialstatements.However,providinganopiniononcompliancewiththoseprovisionswasnotan objectiveofouraudit,andaccordingly,wedonotexpresssuchanopinion.Theresultsofourtests disclosednoinstancesofnoncomplianceorothermattersthatarerequiredtobereportedunder GovernmentAuditingStandards. PurposeofthisReport Thepurposeofthisreportissolelytodescribethescopeofourtestingofinternalcontrolandcompliance andtheresultsofthattesting,andnottoprovideanopinionontheeffectivenessoftheentity’sinternal controloroncompliance.Thisreportisanintegralpartofanauditperformedinaccordancewith GovernmentAuditingStandardsinconsideringtheentity’sinternalcontrolandcompliance.Accordingly, thiscommunicationisnotsuitableforanyotherpurpose.  CARR,RIGGS&INGRAM,LLC Clearwater,Florida April1,2022 28 Carr, Riggs & Ingram, LLC 600 Cleveland Street Suite 1000 Clearwater, FL 33755 727.446.0504 727.461.7384 (fax) CRIcpa.com        MANAGEMENTLETTER  TotheHonorableChairandTrustees ClearwaterCommunityRedevelopmentAgency  ReportontheFinancialStatements WehaveauditedthefinancialstatementsoftheClearwaterCommunityRedevelopmentAgency (“Agency”),asofandforthefiscalyearendedSeptember30,2021,andhaveissuedourreportthereon datedApril1,2022. Auditors’Responsibility WeconductedourauditinaccordancewithauditingstandardsgenerallyacceptedintheUnitedStates ofAmerica;thestandardsapplicabletofinancialauditscontainedinGovernmentAuditingStandards, issuedbytheComptrollerGeneraloftheUnitedStatesandChapter10.550,RulesoftheAuditorGeneral. OtherReportingRequirements WehaveissuedourIndependentAuditor’sReportonInternalControloverFinancialReportingandon ComplianceandOtherMattersBasedonanAuditoftheFinancialStatementsPerformedinAccordance withGovernmentAuditingStandards;IndependentAccountants’Reportonanexaminationconductedin accordancewithAICPAProfessionalStandards,ATͲCSection315,regardingcompliancerequirementsin accordancewithChapter10.550,RulesoftheAuditorGeneral.Disclosuresinthosereportsandschedule, whicharedatedApril1,2022,shouldbeconsideredinconjunctionwiththismanagementletter. PriorAuditFindings Section10.554(1)(i)1.,RulesoftheAuditorGeneral,requiresthatwedeterminewhetherornot correctiveactionshavebeentakentoaddressfindingsandrecommendationsmadeinthepreceding annualfinancialauditreport.Noauditfindingsorrecommendationswerenotedintheprecedingannual financialauditreport. FinancialConditionandManagement Section10.554(1)(i)5.a.and10.556(7),RulesoftheAuditorGeneral,requireustoapplyappropriate proceduresandcommunicatetheresultsofourdeterminationastowhetherornottheAgencyhasmet oneofmoreoftheconditionsdescribedinSection218.503(1),FloridaStatutes,andtoidentifythespecific conditionsmet.Inconnectionwithouraudit,wedeterminedthattheAgencydidnotmeetanyofthe conditionsdescribedinSection218.503(1),FloridaStatutes.  29    PursuanttoSections10.554(1)(i)5.b.and10.556(8),RulesoftheAuditorGeneral,weappliedfinancial conditionassessmentprocedures.Itismanagement’sresponsibilitytomonitortheAgency’sfinancial condition,andourfinancialconditionassessmentwasbasedinpartonrepresentationsmadeby managementandthereviewoffinancialinformationprovidedbysame. Section10.554(1)(i)2.,RulesoftheAuditorGeneral,requiresthatwecommunicateanyrecommendations toimprovefinancialmanagement.Inconnectionwithouraudit,wedonothaveanysuch recommendations. SpecificInformation AsrequiredbySection218.39(3)(c),FloridaStatutes,andSection10.554(1)(i)6,RulesoftheAuditor General,theClearwaterCommunityRedevelopmentAgencyreported: a. ThetotalnumberofdistrictemployeescompensatedinthelastpayperiodoftheAgency’s fiscalyearasͲ0Ͳ. b. Thetotalnumberofindependentcontractorstowhomnonemployeecompensationwas paidinthelastmonthoftheAgency’sfiscalyearas5. c. Allcompensationearnedbyorawardedtoemployees,whetherpaidoraccrued,regardless ofcontingencyas$Ͳ0Ͳ. d. Allcompensationearnedbyorawardedtononemployeeindependentcontractors,whether paidoraccrued,regardlessofcontingencyas$325,576. e. Eachconstructionprojectwithatotalcostofatleast$65,000approvedbythedistrictthat isscheduledtobeginonorafterOctober1ofthefiscalyearbeingreported.TheDistricthad onesuchconstructionprojects:ClevelandStreetStreetscapingProjectͲ$83,183expended asofSeptember30,2021. f. AbudgetvariancebasedonthebudgetadoptedunderSection189.016(4),FloridaStatutes, beforethebeginningofthefiscalyearbeingreportedifthedistrictamendsafinaladopted budgetunderSection189.016(6),FloridaStatutes,asStatementofRevenues,Expenditures, andChangesinFundBalance–BudgetandActual–GeneralincludedintheDistrict’sbasic financialstatements.  AsrequiredbySection218.39(3)(c),FloridaStatutes,andSection10.554(1)(i)7,RulesoftheAuditor General,theClearwaterCommunityRedevelopmentAgencyreported: a. ThemillagerateimposedbytheBoardas0.00. b. ThetotalamountofadvaloremtaxescollectedonbehalfoftheBoardas$Ͳ0Ͳ. c. ThetotalamountofoutstandingbondsissuedbytheAgencyandthetermsofsuchbondsas $Ͳ0Ͳ.  AdditionalMatters Section10.554(1)(i)3.,RulesoftheAuditorGeneral,requiresustocommunicatenoncompliancewith provisionsofcontractsorgrantagreements,orabuse,thathaveoccurred,orarelikelytohaveoccurred, thathaveaneffectonthefinancialstatementsthatislessthanmaterialbutwarrantstheattentionof thosechargedwithgovernance.Inconnectionwithouraudit,weidentifiedacontroldeficiencyrelated toreviewofreportssubmittedtograntingagencies.WerecommendtheAgencyimplementrevised policiesandprocedurestoensurereviewofallreportssubmittedtograntingagenciesaredocumented.  30    PurposeofthisLetter OurmanagementletterisintendedsolelyfortheinformationanduseoftheLegislativeAuditing Committee,membersoftheFloridaSenateandtheFloridaHouseofRepresentatives,theFloridaAuditor General,Federalandothergrantingagencies,andapplicablemanagement,andisnotintendedtobeand shouldnotbeusedbyanyoneotherthanthesespecifiedparties.  CARR,RIGGS&INGRAM,LLC Clearwater,Florida April1,2022 31 Carr, Riggs & Ingram, LLC 600 Cleveland Street Suite 1000 Clearwater, FL 33755 727.446.0504 727.461.7384 (fax) CRIcpa.com INDEPENDENTACCOUNTANTS’REPORTONCOMPLIANCEWITH SECTION218.415,FLORIDASTATUTES TotheHonorableChairandTrustees ClearwaterCommunityRedevelopmentAgency WehaveexaminedClearwaterCommunityRedevelopmentAgency(“Agency”),compliancewiththe requirementsofSection218.415,FloridaStatutes,LocalGovernmentInvestmentPolicies,duringtheyear endedSeptember30,2021.ManagementisresponsiblefortheAgency’scompliancewiththe requirements.OurresponsibilityistoexpressanopinionontheAgency’scompliancewiththespecified requirementsbasedonourexamination. OurexaminationwasconductedinaccordancewithattestationstandardsestablishedbytheAmerican InstituteofCertifiedPublicAccountants.Thosestandardsrequirethatweplanandperformthe examinationtoobtainreasonableassuranceaboutwhethertheAgencycomplied,inallmaterialrespects, withthespecifiedrequirementsreferencedabove.Anexaminationinvolvesperformingproceduresto obtainevidenceaboutwhethertheAgencycompliedwiththespecifiedrequirements.Thenature,timing, andextentoftheproceduresselecteddependonourjudgment,includinganassessmentoftherisksof materialnoncompliance,whetherduetofraudorerror.Webelievethattheevidenceweobtainedis sufficientandappropriatetoprovideareasonablebasisforouropinion. OurexaminationdoesnotprovidealegaldeterminationontheAgency’scompliancewithspecified requirements. Inouropinion,theAgencycomplied,inallmaterialrespects,withtheaforementionedrequirementsfor theyearendedSeptember30,2021. ThisreportisintendedsolelyfortheinformationanduseofmanagementandtheStateofFloridaAuditor Generalandisnotintendedtobeandshouldnotbeusedbyanyoneotherthanthesespecifiedparties. CARR,RIGGS&INGRAM,LLC Clearwater,Florida April1,2022 32 Carr, Riggs & Ingram, LLC 600 Cleveland Street Suite 1000 Clearwater, FL 33755 727.446.0504 727.461.7384 (fax) CRIcpa.com             INDEPENDENT ACCOUNTANTS’ REPORT ON COMPLIANCE   WITH REDEVELOPMENT TRUST FUND     To the Honorable Chair and Trustees  Clearwater Community Redevelopment Agency    We have examined the Clearwater Community Redevelopment Agency’s (the “Agency”), compliance with  the requirements of Sections 163.387(6) and 163.387(7), Florida Statutes, Redevelopment Trust Fund,  during the year ended September 30, 2021. Management of the Agency is responsible for the Agency’s  compliance with those requirements. Our responsibility is to express an opinion on the Agency’s  compliance with the specified requirements based on our examination.   Our examination was conducted in accordance with attestation standards established by the American  Institute of Certified Public Accountants. Those standards require that we plan and perform the  examination to obtain reasonable assurance about whether the Agency complied, in all material respects,  with the specified requirements referenced above. An examination involves performing procedures to  obtain evidence about whether the Agency complied with the specified requirements. The nature, timing,  and extent of the procedures selected depend on our judgment, including an assessment of the risks of  material noncompliance, whether due to fraud or error. We believe that the evidence we obtained is  sufficient and appropriate to provide a reasonable basis for our opinion.   Our examination does not provide a legal determination on the Agency’s compliance with specified  requirements.   In our opinion, the Agency complied, in all material respects, with the aforementioned requirements for  the year ended September 30, 2021.  This report is intended solely for the information and use of City Council, management and the State of  Florida Auditor General and is not intended to be and should not be used by anyone other than these  specified parties.    CARR, RIGGS & INGRAM, LLC  Clearwater, Florida  April 1, 2022  33 34   This Page Intentionally Left Blank 1 CLEARWATER COMMUNITY REDEVELOPMENT AGENCY AUDIT PRESENTATION FOR YEAR ENDED SEPTEMBER 30, 2021 May 16, 2022 2 AUDITORS’ REPORT AND LETTER •Independent Auditors’ Report on basic financial statements –Unmodified opinion •Government Auditing Standards Report –No material weaknesses or significant deficiencies or other instances of noncompliance •Management Letter –No findings to communicate 3 AUDITORS’ REPORTS AND LETTER, cont. •Local Government Investment Policies Report –No significant issues noted •Report on Compliance with Redevelopment Trust Fund –No significant issues noted 4 OTHER COMMUNICATIONS •Significant accounting policies –No significant changes to accounting policies, policies can be seen in the footnotes •Accounting estimates –Receivables allowance, fair value of investments, risk management accruals, pension and OPEB plans, and estimated useful lives of capital assets •Significant difficulties encountered in the audit –No significant difficulties in dealing with management •Disagreements with management –No disagreements arose during the course of the audit •Other findings or issues –None noted •Corrected and uncorrected misstatements –None noted •Issues discussed with management prior to retention –None noted •Internal control deficiencies –None noted 5 QUESTIONS?