Odessa Development Corporation

P UBL I C NOTI CE ODESSA DEVELOPMENT CORPORATION BOARD OF DIRECTORS MEETING In accordance with the Open Meetings Act, Chapter 551 of the Government Code of Texas, notice is hereby given to all interested persons that the Odessa Development Corporation (“ODC”) will meet on Wednesday, May 18, 2022, at 2:00 p.m. in the City Council Chambers - City Hall, 5th Floor, 411 W. 8th Street, Odessa, Texas 79761, for the purposes: See Attached Agenda This notice is being posted on the south door of City Hall and on the bulletin board of the first floor of City Hall, Odessa, Texas, on the City of Odessa’s website www.odessa- tx.gov, and on the Odessa Development Corporation’s website www.odessatex.com, this the _____ day of _______________, 2022, at _______ ___. m., said time being more than seventy-two hours (72) prior to the time at which the subject meeting will be convened and called to order. The meeting is available to all persons regardless of disability. Individuals with disabilities who require special assistance should contact the City Secretary's Office at 432- 335-3276, or 411 West 8th Street, First Floor, Odessa, Texas, during normal business hours at least twenty-four hours (24) in advance of the meeting. _____________________________________ Norma Aguilar-Grimaldo, TRMC,CMC City Secretary  ODC Meeting Agenda May 18, 2022 2:00 p.m. 1. Invocation 2. Consider Minutes of April 14, 2022 ODC Board 3. Contractors’ reports: A. Economic Development Dept.-Odessa Chamber ...................... Tom Manskey B. CVA Advertising & Marketing............................................ Craig Van Amburgh C. Black Chamber of Commerce ...................................................... Chris Walker D. UTPB-America’s SBDC ................................................................ Tyler Patton E. MOTRAN ........................................................................... James Beauchamp F. City Administrative Support; Financials.............................................. Larry Fry Any member of the public may address the ODC Board regarding any of its agenda items before or during the consideration of the item. 4. Consider Downtown Façade Agreement with Par II Companies, LLC Casey Hallmark 5. Consider a resolution approving an economic development agreement for 1Point Jefferson Cox Five P1 6. Consider a resolution approving annual incentive payment for Kaige Equipment Jefferson Cox based on Compliance Committee recommendation 7. Approve Budget Calendar for FY 2022-2023 ODC Board 8. ODC Committee and Officer reports: A. Partnership ................................................... David Boutin, Melanie Hollmann B. Tax Incentive ................................................ Melanie Hollmann, David Boutin C. Compliance...................................... Melanie Hollmann, Chris Cole, Kris Crow D. Advertising ............................................. Chris Cole, James Kirk, Tim Edgmon E. DOI Grants Design Review Board .............Larry Robinson, Melanie Hollmann 9. Citizen comments on non-agenda items 10. Adjourn COURTESY RULES Thank you for your presence. The ODC Board appreciates your interest in Odessa City Government. PLEASE SILENCE OR TURN OFF ALL MOBILE DEVICES. If you wish to address the ODC Board, obtain a speaker card just inside the Council Chambers, complete the information requested on the card, and deliver to the Assistant ODC Secretary before the meeting or as soon as you can. Speakers will be heard as the individual item(s) in which they have registered an interest come before the ODC Board. Remarks will be limited to three (3) minutes per speaker. PLEASE GIVE YOUR NAME FOR THE RECORD. Delay or interruption of the proceedings will not be tolerated.  ODESSA DEVELOPMENT CORPORATION MINUTES CITY OF ODESSA, TEXAS April 14, 2022 A regular meeting of the Odessa Development Corporation (ODC) was held on April 14, 2022, at 2:00 p.m. in the Council Chambers, 5th floor, City Hall, 411 W. 8th St. Odessa, Texas. Members present: Tim Edgmon, David Boutin, Chris Cole, Larry Robinson, Kris Crow, and James Kirk. Member absent: Melanie Hollmann. Others present: City Staff: Michael Marrero, City Manager; Norma Aguilar-Grimaldo, City Secretary; and Cindy Muncy, Assistant City Manager; Larry Fry, Director of Finance; Casey Hallmark, Downtown Odessa Executive Director; Jan Baker Senior Assistant Attorney; and Christina Buhnerkempe, Legal Assistant; and ODC Contractors: Tyler Patton, UTPB-SBDC; Craig Van Amburgh, CVA; James Beauchamp, MOTRAN; Chris Walker, Black Chamber of Commerce; Tom Manskey, Economic Development; Renee Earls, Chamber of Commerce; and Others: Council member Tom Sprawls; Jefferson Cox, and other interested citizens. A quorum being present, Mr. Boutin called the meeting to order, and the following proceedings were held: Mr. Cole gave the invocation. March 10, 2022 minutes. Motion was made by Mr. Crow and seconded by Mr. Kirk to approve the minutes. The motion was approved by unanimous vote. Contractors’ reports: Economic Development Department - Odessa Chamber, CVA Advertising and Marketing, Black Chamber of Commerce, UTPB-America’s SBDC, MOTRAN, and City administrative support - financials. Mr. Manskey reported that the contract with the software program was signed for prospect reporting. Project Frost and Project Legion has not submitted its applications. Project CTV submitted its application. He reviewed the return on investment analysis report. He stated that the ODC was getting a good return on investment. Mr. Boutin stated it was important to evaluate the success and asked for a benchmark with other cities. Mr. Cole stated it was a good report and there was more value with a comparative analysis. He suggested a testimonial piece with a before and after comparison. Mr. Manskey stated that the jobs retained were tracked through the contract but the earlier completed projects were not tracked. Mr. Van Amburgh reported on March activities. There were new billboard messages. A publication will be promoting Odessa in Newsweek magazine including in the European ODC Minutes April 14, 2022 Page 2 distribution. The website was updated. Mr. Boutin stated there was legislative feedback from the Washington DC trip. He stated that there was feedback on providing a message of a cleaner oil and gas production and technological advances. He suggested addressing it with a joint venture with Midland and PSP on the Permian Fuels America campaign. The campaign should include targeting legislators and voters. Mr. Walker reported that the Black Chamber of Commerce has seen its numbers increase with office visits. There were three potential businesses that included an auto cleaning service, natural oils and a food truck. The Black Chamber partnered with Keep Odessa Beautiful for a clean-up project in South Odessa on April 23. A workshop will be held with SBDC on government contracting. Mr. Walker explained the natural oil which was not a perfume or cosmetic. Mr. Patton reported on SBDC’s March activity. He reported on seminars and attendees. Total capitalization was $1,530,000 in Odessa. There were 11 full time employees. He reviewed the types of workshops for April. Mr. Beauchamp reported that the bill was approved that designated I-27 through Midland and Odessa. A project was submitted for US Hwy. 385 and Loop 338 for the I-14 project. He stated that the Yukon and Loop 338 interchange and the Hwy. 191 and Yukon would each be completed May 2023. Mr. Fry reported on the February financial report. He reported the total assets, revenues, and expenditures. There was an investment on a GO bond made. The March sales tax received was $898,516.27 which was an increase from last year. Total sales tax was $6,670,071.5326 which was a 17.9% increase. Motion was made by Mr. Cole and seconded by Mr. Edgmon to approve the February financial report. The motion was approved by unanimous vote. Resolution No. ODC-2022R-06 – Downing Wellhead Equipment economic development agreement. Mr. Cox stated that the Downing contract was approved in 2019 but was cancelled and had reapplied. The financials and plans were compared. Downing was moving from Midland to Odessa. A build to suite will be made and leased. He stated it was a well established business. Mr. Boutin stated that the report identified the total salary for the contract period. The recommended incentive was $1,640,000. Mr. Cole stated that the report format was decent. He stated that the with the move out of Midland it was not guaranteed that employees would move to Odessa. Motion was made by Mr. Cole and seconded by Dr. Kirk to approve the resolution. The motion was approved by unanimous vote. Resolution No. ODC-2022R-07 – Façade agreement and Resolution No. ODC- 2022R-08 – Infrastructure agreement for Little McJack Properties, LLC. Mrs. Hallmark stated that Little McJack was in tier level 1. A façade and infrastructure grants were requested. For the façade grant, the total investment was $35,000 with a recommended grant available of $25,000. The owner’s investment was $10,000. Two estimates were provided. She stated all the invoices would be corrected by addressing to the business owner. On the infrastructure grant, the total investment was $92,888 with a recommended grant of $46,440. She stated that the owner’s responsibility was $119,256.40 and reviewed the items that were not covered by the grant. The total business investment was $165,696.40. The business was a specialty gift shop. ODC Minutes April 14, 2022 Page 3 Motion was made by Mr. Crow and seconded by Dr. Kirk to approve the façade and infrastructure agreements. The motion was approved by unanimous vote. Discuss proposed budget calendar FY 2022-2023. Mrs. Muncy reviewed the budget calendar. Staff was working on an RFP for grants compliance services. Any comments or questions should be sent to Mrs. Muncy. Appoint an ODC board member to the MOTRAN Board. Motion was made by Mr. Cole and seconded by Dr. Kirk to appoint Mr. Crow to the MOTRAN Board. The motion was approved by unanimous vote. Mr. Manskey would serve as ex-officio. ODC Committee and Officer Reports: Partnership, Tax Incentive, Advertising and Downtown Grants Design Review Board. Mr. Robinson stated that changes were reviewed in detail to the grant policy. Citizen comments on non-agenda items. None. There being no additional business, Mr. Boutin adjourned the meeting at 3:19 p.m. ATTEST: APPROVED: Norma Aguilar-Grimaldo, TRMC, CMC David Boutin City Secretary President  Odessa Chamber of Commerce Economic Development Services for the Odessa Development Corporation April 2022 Projects Project Rocket • 225 new jobs • Cap Ex unknown at this time • Conducting business in West Texas but not in Odessa at this time Project Reedy Kilowatt • 10 +/- jobs • Cap Ex unknown at this time • Expansion of existing Odessa business • 23,000 sq. ft. building expansion Project Frost • Expansion and modernization of existing business in Ector County. • Cap Ex is expected to be between $300 and $350 million • Create 15-30 new FTE’s • Retain 105 existing jobs • Currently coordinating meetings with taxing entities Project Legion • $28 billion Cap Ex • 2,800 jobs, build out over 6 years • Coordinated meetings with taxing entities to begin the process of negotiating incentives 1  Project Circular • New company in energy services business • Cap Ex expected to be between $1.5 and $2 million • Create 10 new FTE’s • Have meeting scheduled with Principal for later in May Project Big Red – Taylor Sudden Services • This is a local company looking to expand their operations in Odessa. The company manufactures/repairs heavy duty forklifts, container handlers and lift trucks. • Cap Ex of $3,200,000.00 • The company will retain 31 jobs and create 24 new jobs • The Compiance Committee made a recommendation to the ODC Board for a capital investment and job creation grant • The ODC Board will make a grant recommendation to City Council • The Odessa City Council approved the grant for this project. We are working on the economic development agreement • Company reviewing Economic Development Agreement • Company reviewing their expansion plans, will keep in contact • Company is searching for other locations to expand Project Build – Rhodes, USA • Building materials manufacturer, facility in Lubbock • Cap Ex of $2.5 million for equipment only, $10 million if they build • 71 FTE, W-2 jobs. Annual payroll, $3,439,000 • Possible location in Odessa being considered • Initial meeting to discuss project • Draft application submitted • Information and discussion necessary for final application • Waiting on additional information for application • Compliance met, additional information requested • Compliance will meet again on December 2nd to discuss the project • Compliance and ODC will recommend to the Council a job creation and capital investment grant • Odessa City Council approved the grant for this project. We are working on the economic development agreement • Company continues to review Economic Development Agreement • Company reported they should have agreement back to us by mid May 2  Project CTV • CO2 recovery/capture project • $750 million Cap Ex • 200+/- jobs • Consultant doing due diligence for possible community incentives • NDA executed with taxing entities in order to move forward • Met with County, ECISD, MCH and OC • Narrowing list of locations, project moving forward • Application for Chapter 313 value limitation to ECISD • Site evaluation ongoing • Received letter of Completeness, progressing to taxing entities for consideration • County meeting on incentives, awaiting further action • Comptroller certification received for Chapter 313, agreement with ECISD on September agenda • OC approved tax abatement • Other entities in discussions • ECISD approved Chapter 313 value of limitation incentive • Continue to work with taxing entities on tax abatement agreements. • Consultant was in town to meet with taxing entities • Consultant submitted a preliminary application for possible ODC incentinves. Staff is reviewing information submitted • Currently getting all agreements signed with the various taxing entities • Change Cap Ex from $750 million to $810 million • Change employment from 200 +/- to 125 Nacero • Site location consultants and staff conducted virtual site visit for a new heavy industrial manufacturing facility • $3-6 billion Cap Ex, 24/7 operation • 2,950 construction jobs during 3-4 year construction • 250-380 permanent employees • Completed, follow up, over 250 questions on site, utilities, rail etc • Clarification requested, addressed • Possibility of larger project, $9 billion capex, possible 5,000 construction jobs for 5 years, up to 500 permanent jobs, average salary +/- $90K • Grow Odessa, Penwell property as possible location , ongoing discussions on property, road access, incentives • Site visit October 6th, meetings with stakeholders and property review • Company in town February 4th – 5th, met with ECISD, County, MCH and OC • Company application for Chapter 313 value limitation by ECISD 3  • Company TCEQ air quality application submitted • Company received completeness certification from Comptroller • Compliance Committee evaluated, will recommend incentives to ODC • ODC & City Council approved $20 million/10 years. Agreement to be developed. • Agreement under review, to be on June ODC agenda • ODC and City approved economic development agreement, executed • County and OC agreements complete – County executed, OC executed • ECISD approved Chapter 313 agreement • MCH agreement in process • Awarded TEDC CEDA award in October for Community Excellence in Economic Development Project • Received the preliminary TCEQ permit • Received TCEQ Air Permit and close on some of the property in Penwell. Additonal closings are scheduled late January • Construction bid packets went out in December, they are due the end of February and bids should be awarded in April • Hal Bouknight recently visited Odessa to update city/county officials on the status of the project. The company plans a groundbreaking ceremony as soon as they can confirm a date for Governor Abott to attend. The contractor for the project is being finalized now and is a Texas contractor. They continue to work with CRMWD on water and TxDot on access to the property. • Company continues to work with the Office of the Governor to schedule a groundbreaking Local Business Retention and Expansion • Continue to work with a couple of local companies to complete their application to present to the Compliance Committee. • 8 business consultations in office • 5 business visits out of office Odessa Partnership • Odessa Partnership met April 28, 2022 Housing • 7 single family, 6 townhomes. Funding has begun. • Staff and Compliance Committee working with OHFC and potential housing development company interested in partnership for affordable housing projects. 4  The developer plans to build manufacturing facility in Odessa, Project Build – Rhodes, USA. Rhodes, USA reviewing their Economic Development Agreement. Services and Other Activities • Certificate of Origin, Performance Pulsation Control, Inc. for parts shipping to Kuwait • March employment figures available, report and website updated • March Odessa Development News sent out via Mailchimp and posted to website • February Ingham Economic Index reports sent via Mailchimp and posted to website • Certificate of Origin, Texas Specialty Ball Company for parts shipping to Saudi Arabia 5  Partner Visits ICSC Innovative Tech Trade Show Staff Odessa Chamber Business After Hours – ORMC Director Business Roundtable Discussion Director Entreprenuer of the Year Director and Staff Odessa College and Sewell Auto Tech Tour Director UTPB Tour Director Chamber Directors Meeting Director EDD Staff Meeting Director and Staff 2022 Team Texas MD&D – Anaheim, CA Staff Nacero Project Update – Holiday Inn Staff Odessa Chamber Board of Directors Meeting Director and Staff Odessa Chamber Executive Committee Meeting Director MRO Americas Team Texas Staff ODC Tax Incentive Committee Meeting Director and Staff 2022 Meet the Consultants – Dallas Director Pilot Club Style Show Staff Ector County Commissioners Court Director UTPB Sterring Committee Meeting Director 6  Odessa Economic Indicators 2022 Sales and Use Tax March 2022 2021 % Change City of Odessa $4,145,624 $3,473,312 19.36% Totals YTD $14,481,179 $12,867,475 12.54% Labor Market Statistics Permian Basin Rig Count March 2022 2021 Month 2022 2021 Civilian Labor Force 81,556 80,428 March 216 149 Total Employment 77,407 72,578 February 207 140 Total Unemployment 4,149 7,850 January 196 118 Unemployment Rate 5.1% 9.8% Payroll Employment Estimate 74,000 69,300 Midland International Air and Space Port MLS Statistics-Residential (SF/COND/TH) March 2022 2021 March 2022 2021 Enplaned 49,384 38,104 Total Sold 196 153 Deplaned 47,721 38,768 Dollar Volume $48,288,385 $35,653,059 Enplaned YTD 123,554 84,833 Total Sold YTD 437 364 Deplaned YTD 122,559 87,235 Volume YTD $108,264,800 $84,699,062 Sources: City of Odessa Building Inspection Division, State Comptroller of Public Accounts, Midland International Air and Space Port, Labor Market and Career Information, Odessa Board of Realtors and Baker Hughes Published by the Odessa Chamber of Commerce kathiv@odessaecodev.com (432) 332-9111 ODESSA DEVELOPMENT CORPORATION APRIL 2022 ACTIVITIES TELEVISION Our golf packages on NBC and CBS continue with Nick Fowler and Robert Chavez lo- cal business expansion messages. OUTDOOR ADVERTISING New billboard designs focused on local business expansion and retention are currently running. PUBLICATIONS New display ads are scheduled to appear in the upcoming issues of both Newsweek magazine (printed and digital formats) and the Text Guide of Site Selection Magazine. Samples of both were in last month’s report. NEWSPAPER ADVERTISING New newspaper ads are currently running in Sunday editions of the Odessa American. DIGITAL ADVERTISING Recently renewed ODC’s listing on the “Our Odessa” mobile app managed by Bar-Z Mobile. ODC SOCIAL MEDIA ODC Overview In April, ODC’s overall social media engagement and shares across all platforms were down, due to lower posting volume. Facebook metrics were down across the board af- ter several months of gains. Twitter was mixed, with increases in followers and profile visits, despite lower tweet volume. CVA 4105 Faudree Rd., Odessa, TX 79765 T 432-368-5483 F 432-366-9434 E craig@cvaadv.com www.cvaadv.com ODC Facebook Over the last month on Facebook, we have continued to generate content from rele- vant articles of local news organizations. After several months of positive numbers, and due to lower post volume, numbers were down across the board. The top posts for this month were articles about ECISD teacher shortages and UTPB’s campus transformati- on. ODC Twitter We have continued to tweet the same content we share on Facebook to engage new and existing followers as well as retweeting relevant content. Tweet volume was down 27%, and impressions were down 10%, but despite lower reach, profile visits were up 49% and followers were up 1. Our top tweets this month were about UTPB student fi- nances, and the prevalence of oil and gas jobs in the area. ODC Website The ODC website is trending in a positive direction. The largest source of traffic in April was referral from other sites and organic search. 84% of people on the website were first time visitors. The top pages for views in order were the home page, location and maps, and properties. Permian Fuels America Overview Permian Fuels America’s overall social media was mixed this month, with impressions up 55%, clicks up 51%, but engagement and likes down 36 and 63% respectively. Permian Fuels America Facebook The Permian Fuels America Facebook was mixed this month. Page views were up 20% and post reach was up 8%, but likes and engagement were both down significantly. The top posts were about the current job market in the Permian, and Schlumberger’s prediction of several years of growth in the industry. Permian Fuels America Twitter Twitter metrics were also mixed this month. Tweet volume was up 50%, though tweet impressions were down 29%, and profile visits were up an astounding 781%. The most CVA 4105 Faudree Rd., Odessa, TX 79765 T 432-368-5483 F 432-366-9434 E craig@cvaadv.com www.cvaadv.com popular tweets this month were about President Biden allowing drilling on federal land again, and natural gas reaching a 14 year high. Permian Fuels America Website Website traffic was down after two months of significant gains. 46% of traffic was from direct entry, followed by 40% from social media. 100% of visitors were new this month. The average time spent on the website was over 8 minutes, which is really impressive and shows that people are really engaged with the site. CVA 4105 Faudree Rd., Odessa, TX 79765 T 432-368-5483 F 432-366-9434 E craig@cvaadv.com www.cvaadv.com  Odessa Development Corporation Digital Report April, 2022 Total Social Overview Facebook Overview Top Facebook Posts Twitter Overview Top Tweets Website Performance The Permian Fuels America Digital Report April, 2022 Total Social Overview Facebook Overview Top Facebook Posts Twitter Overview Top Tweets Website Performance  UTPB SMALL BUSINESS DEVELOPMENT CENTER 2021-2022 New Business Start-Ups & Expansions October-21 ODESSA OTHER LOCATIONS ACTIVITIES Counseling New Businesses 2 New Businesses 2 250 Seminars 3 Sessions Am Am FTE's 3 FTE's 19.5 4 0 Ind/N/Alaskan Ind/N/Alaskan Asian/pac. Asian/pac. 5 0 Islander Islander Black 53 Black 14 Hispanic 117 Hispanic 18 Non-Hispanic 71 Non-Hispanic 20 Total Clients 60 Total Attendees 52 Counseling 179 Training Hours 124 Hours Cumulative End of Year 2021-2022 2020-2021 Oct-21 Nov-21 Dec-21 Jan-22 Feb-22 Mar-22 Apr-22 May-22 Jun-22 Jul-22 Aug-22 Sep-22 Totals Totals Counseling Sessions 384 285 226 252 239 300 250 0 0 0 0 0 1936 4453 Counseling Hours 289 202 185 209 197 230 179 0 0 0 0 0 1491 3084 Seminars Presented 5 1 3 2 3 4 3 0 0 0 0 0 21 47 Attendees 80 9 29 24 41 26 52 0 0 0 0 0 261 696 Training Hours 80.0 9.0 29.0 24.0 41.0 26.0 124.0 0.0 0.0 0.0 0.0 0.0 333.0 789.0 New Businesses 4 5 2 3 3 3 4 0 0 0 0 0 24 50 Expansions 1 0 0 0 0 1 1 0 0 0 0 0 3 Odessa New Business 3 2 1 3 0 1 2 0 0 0 0 0 12 19 Capitalization $1,146,076 $503,000 $450,000 $686,150 $3,500,000 $1,860,000 $1,240,000 $0 $0 $0 $0 $0 $9,385,226 $29,637,480 Odessa Capitalization $304,000 $183,000 $293,000 $582,150 $0 $1,530,000 $660,000 $0 $0 $0 $0 $0 $3,552,150 $9,448,903 Total FTE's 25 6 9 5 17 17 22.5 0 0 0 0 0 102 192 5/2/2022 KAM  ODESSA DEVELOPMENT CORPORATION BALANCE SHEET MARCH 2022 ASSETS Investments - Local Government Pools $ 39,485,911 Investments - CDs and CDARs 4,227,242 Investments - Municipal Securities 7,261,439 Investments - Money Market 11,611,639 Receivables 40,913 Prepaids - TOTAL ASSETS $ 62,627,144 LIABILITIES Accounts Payable $ 154,867 TOTAL LIABILITIES $ 154,867 FUND BALANCE Reserved - Short Term Commitments Due Within One Year FMC Technologies $ 76,400 Glazer's Beer & Beverage 226,998 Select Energy 18,374 UTPB - 2nd Project Training Facility 1,500,000 UTPB - 3rd Project Training Facility 700,000 Kaige Industries, LLC 63,600 Apergy (Champion X) 200,000 Nacero 2,000,000 Total Short Term Commitments $ 4,785,372 Reserved - Long Term Commitments Due in More Than One Year Glazer's Beer & Beverage 226,999 Select Energy 18,375 UTPB - 3rd Project Training Facility 700,000 Kaige Industries, LLC 190,800 Apergy (Champion X) 400,000 Odessa College - 3rd Project Training Facility 5,000,000 Nacero 18,000,000 Ellen Noel Art Museum 600,000 Total Long Term Commitments 25,136,174 Total Reserved 29,921,546 Assigned (TXDOT Projects) 9,000,000 Assigned (Workforce Housing Infrastructure Incentives) 4,936,759 Unreserved 18,613,972 TOTAL FUND BALANCE $ 62,472,277 TOTAL LIABILITIES AND FUND BALANCE $ 62,627,144  ODESSA DEVELOPMENT CORPORATION STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCE TOTAL BUDGET COMPARISON MARCH 2022 TOTAL REMAINING BUDGET ACTUAL - MTD ACTUAL - YTD BALANCE REVENUES 4-A Sales Tax Receipts $ 9,500,000 $ 829,125 $ 5,771,555 $ (3,728,445) Miscellaneous Income/Refunds - - - Interest Income 150,000 16,637 61,549 (88,451) Gain and or (Loss) on Investments - (33,653) (79,350) (79,350) TOTAL REVENUES $ 9,650,000 $ 812,110 $ 5,753,754 $ (3,896,246) EXPENDITURES Supplies and Materials $ 1,500 $ - $ 168 $ 1,332 Audit and Compliance Services 40,000 - 28,090 11,910 Special Services 75,000 - - 75,000 Insurance 18,030 - 16,527 1,503 Bank Services 7,000 1,891 3,375 3,625 Administration Fee - City of Odessa 205,349 17,112 102,677 102,672 Contingencies 100,000 - - 100,000 Contracted Economic Development Services Chamber of Commerce 1,075,397 276,057 799,339 276,058 MOTRAN 142,500 35,625 106,875 35,625 UTPB - Small Business Center 108,183 27,046 81,137 27,046 Promotional Marketing 615,754 22,862 163,295 452,459 Odessa Black Chamber of Commerce 25,000 6,250 18,750 6,250 Façade Grants 150,000 25,607 46,067 103,934 Business Incentives 55,000,000 - - 55,000,000 Infrastructure Grants 200,000 - - 200,000 TOTAL EXPENDITURES $ 57,763,713 $ 412,451 $ 1,366,301 $ 56,397,410 EXCESS (DEFICIENCY) OF REVENUE OVER EXPENDITURES $ (48,113,713) $ 399,659 $ 4,387,453 $ 52,501,166 FUND BALANCE - AT BEGINNING OF YEAR $ 58,084,824 $ - $ 58,084,824 $ - FUND BALANCE - AT END OF YEAR $ 9,971,111 $ - $ 62,472,277 $ 52,501,166  ODESSA DEVELOPMENT CORPORATION CHANGES IN RESERVED FUND BALANCE MARCH 2022 Reserved - Short Term Commitments Dates in Fiscal Years Current Month Prior Month Month End Change Pmt Began Expires FMC Technologies $ 76,400 $ 76,400 $ - 2017-18 2021-22 Select Energy 18,374 18,374 - 2018-19 2022-23 Glazer's Beer & Beverage 226,998 226,998 - 2014-15 2023-24 UTPB - 2nd Project Training Facility 1,500,000 1,500,000 - 2017-18 2021-22 UTPB - 3rd Project Training Facility 700,000 700,000 - 2020-21 2022-23 Kaige Industries, LLC 63,600 63,600 - 2020-21 2024-25 Apergy (Champion X) 200,000 200,000 - 2020-21 2024-25 Nacero 2,000,000 2,000,000 - 2021-22 2030-31 Total Short Term Commitments $ 4,785,372 $ 4,785,372 $ - Reserved - Long Term Commitments Dates in Fiscal Years Current Month Prior Month Month End Change Pmt Began Expires FMC Technologies $ - $ - $ - 2017-18 2021-22 Glazer's Beer & Beverage 226,999 226,999 - 2019-20 2023-24 Select Energy 18,375 18,375 - 2018-19 2022-23 UTPB - 3rd Project Training Facility 700,000 700,000 - 2020-21 2022-23 Kaige Equipment, LLC 190,800 190,800 - 2020-21 2024-25 Apergy (Champion X) 400,000 400,000 - 2020-21 2024-25 Odessa College-3rd Project Training Facility 5,000,000 5,000,000 - - - Nacero 18,000,000 18,000,000 - 2021-22 2030-31 Ellen Noel Art Museum 600,000 600,000 - - - Total Long Term Commitments $ 25,136,174 $ 25,136,174 $ - Total Reserved Fund Balance $ 29,921,546 $ 29,921,546 $ -  ODESSA DEVELOPMENT CORPORATION INVESTMENT SUMMARY MARCH 2022 This investment summary report is in full compliance with the investment strategy as established per the City's Investment Policy and the the Public Funds Investment Act. The fair value for the beginning and end of the reporting period are as follows: CHANGES IN FAIR VALUE SALES AND BEGINNING PURCHASE AND WITHDRAWAL ENDING INVESTMENT BALANCE AMOUNT INTEREST AMOUNT BALANCE GOVERNMENT POOLS $ 39,105,100 $ 829,125 $ 6,149 $ 454,462 $ 39,485,911 CD'S AND CDARS 4,225,662 - 1,580 $ - 4,227,242 SAVINGS AND MONEY MARKETS 13,786,439 - 291 2,175,091 11,611,639 MUNICIPAL BONDS 5,127,160 2,167,932 (33,652) - 7,261,439 AGENCY NOTES - - - - - TOTAL $ 62,244,361 $ 2,997,057 $ (25,633) $ 2,629,553 $ 62,586,231 Note: This investment report is prepared in accordance with Generally Accepted Accounting Principles (GAAP), and is in compliance with the City of Odessa's investments strategies in the investment policy, and with relevant provisions of the Public Funds Investment Act.  ODESSA DEVELOPMENT CORPORATION INVESTMENT PORTFOLIO MARCH 2022 Beginning of Month INVESTMENT TYPE YTM MATURITY PAR FAIR** Local Government Investment Pools TexPool 0.06% Open $ 27,022,151 $ 27,022,151 Logic 0.11% Open $ 12,082,949 12,082,949 Total Local Government Investment Pools $ 39,105,100 $ 39,105,100 Weighted Average Rate Per Pools Total 0.08% Money Market Investment Frost Money Market 0.06% Open 13,786,439 13,786,439 Total Money Market $ 13,786,439 $ 13,786,439 Weighted Average Rate Per MM Total 0.06% CD AND CDARs Investments First Bank and Trust - 17 Month CD 0.25% 11/30/22 $ 2,173,000 $ 2,220,597 West Texas National Bank - 12 Month CD 0.50% 9/8/22 $ 2,000,000 2,005,065 Total CD and CDARs Investments $ 4,173,000 $ 4,225,662 Weighted Average Rate Per CD's Total 0.37% Municipal Securities Bergen Cnty NJ Impt B Tax 2.00% 8/15/22 $ 1,000,000 1,005,150 Dallas Tex ISD A Tax Pref 4.00% 8/15/22 360,000 365,263 Dallas Tex ISD A Tax Pref 4.00% 8/15/22 260,000 263,827 Judson Tex ISD Tax 0.59% 2/1/24 500,000 493,080 Connecticut St A Tax 2.50% 7/1/22 1,000,000 1,006,020 West Orange Twp NJ B Tax 1.00% 11/11/22 1,000,000 999,440 Miami-Dade Cnty Fla B Tax 1.30% 7/1/23 1,000,000 994,380 Total Municipal Securities $ 5,120,000 $ 5,127,160 Weighted Average Rate Per Munis Total 1.87% TOTAL INVESTMENTS 0.31% $ 62,184,539 $ 62,244,361 ** Amount does not reflect prior period market adjustments and represents fair market value adjustment as of current period end only.  ODESSA DEVELOPMENT CORPORATION INVESTMENT PORTFOLIO MARCH 2022 End of Month INVESTMENT TYPE YTM MATURITY PAR FAIR** Local Government Investment Pools TexPool 0.15% Open $ 27,400,403 $ 27,400,404 Logic 0.25% Open 12,085,507 12,085,507 Total Local Government Investment Pools $ 39,485,910 $ 39,485,911 Weighted Average Rate Per Pools Total 0.18% Money Market Investment Frost Money Market 0.06% Open $ 11,611,639 $ 11,611,639 Total Money Market $ 11,611,639 $ 11,611,639 Weighted Average Rate Per MM Total 0.06% CD AND CDARs Investments First Bank and Trust - 17 Month CD 0.25% 11/30/22 $ 2,173,000- $ 2,221,060 West Texas National Bank - 12 Month CD 0.50% 9/8/22 2,000,000 2,006,182 Total CD and CDARs Investments $ 4,173,000 $ 4,227,242 Weighted Average Rate Per CD's Total 0.37% Municipal Securities Bergen Cnty NJ Impt B Tax 2.00% 8/15/22 $ 1,000,000 1,003,680 Dallas Tex ISD A Tax Pref 4.00% 8/15/22 360,000 364,010 Dallas Tex ISD A Tax Pref 4.00% 8/15/22 260,000 262,917 Judson Tex ISD Tax 0.59% 2/1/24 500,000 484,615 Connecticut St A Tax 2.50% 7/1/22 1,000,000 1,004,250 West Orange Twp NJ B Tax 1.00% 11/11/22 1,000,000 997,330 Miami-Dade Cnty Fla B Tax 1.30% 7/1/23 1,000,000 986,540 Chaffey Calif Jt Un High Tax 2.00% 8/1/23 1,150,000 1,148,827 North Orange Cnty Calif Tax 2.65% 8/1/23 1,000,000 1,009,270 Total Municipal Securities $ 7,270,000 $ 7,261,439 Weighted Average Rate Per Munis Total 2.00% TOTAL INVESTMENTS 0.45% $ 62,540,549 $ 62,586,231 ** Amount does not reflect prior period market adjustments and represents fair market value adjustment as of current period end only.  ODESSA DEVELOPMENT CORPORATION BOARD MEETING AGENDA ITEM Meeting Date Contact Department Item Type 05/18/2022 Casey Hallmark Downtown Odessa, Inc. Resolution? Y  N  CAPTION Façade Grant for Par II Companies, LLC SUMMARY Par II Companies LLC. Located at 406 N Grant Ave submitted paperwork requesting façade grant through the Downtown incentive grant program. Total grant request: $24,944.80 Total Owner Investment: $7,686.20 Total business/property investment: $32,631.00 Comments/Other Departments, Boards, Commissions or Agencies Supporting Documents Resolution Application including Exhibit A S:\LECH_SHARE\(A) Administrative\(A-5) Organization\A-5-77 Odessa Development Corporation ODC\ODC Agendas\ODC Agenda Item Form  RESOLUTION NO. ODC-2022R-__ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ODESSA DEVELOPMENT CORPORATION, APPROVING A DOWNTOWN ODESSA, INC. FAÇADE ECONOMIC DEVELOPMENT AGREEMENT WITH PAR II COMPANIES; AUTHORIZING THE EXECUTION OF ANY DOCUMENTS NECESSARY TO IMPLEMENT THIS RESOLUTION; APPROVING THE FINDINGS OF FACT; AND DECLARING AN EFFECTIVE DATE WHEREAS, Texas Local Government Code Sec. 504.105 allows a Type A economic development corporation to spend no more than ten percent (10%) of the corporate revenues for promotional purposes; and WHEREAS, the Downtown Building Façade Improvement Program is designed to encourage local businesses in the Odessa Downtown area to make exterior improvements which enhance the appearance of their buildings, to better attract other businesses to the downtown area and to demonstrate the economic vitality of the Downtown area for economic development purposes; and WHEREAS, Par II Companies proposes to make façade improvements to a building located at 406 N Grant Ave., Odessa, TX 79761 which satisfies the requirements of Sec. 504.105 Texas Local Government Code and Sec. 11-4-2 Odessa City Code; and WHEREAS, based on their proposed façade improvement plans, Par II Companies qualifies for a total grant of up to $24,944.80 to be paid upon completion of the project; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ODESSA DEVELOPMENT CORPORATION: Section 1. That the statements of fact in the Preamble are found to be true and correct and are approved as findings. Section 2. That a Downtown Odessa, Inc. façade economic development agreement with Par II Companies in an amount of up to $24,944.80 is approved and authorized for execution. Section 3. That this resolution shall be effective at the time of its adoption. The foregoing resolution was approved and adopted on the 18th day of May, A.D., 2022, by the following vote: Kriston Crow ___ Melanie Hollmann ___ Chris Cole ___ David Boutin ___ Tim Edgmon ___ James W. Kirk ___ Larry G. Robinson ___ LECH\(A) Administrative\(A-5) Organization\A-5-77 ODC\RESOLUTIONS\2022\Facade Grant-Par II Companies Page 1 of 2  Approved the 18th day of May, A.D., 2022. David Boutin, President ATTEST: Norma Aguilar-Grimaldo, City Secretary as Secretary for ODC Board APPROVED AS TO FORM: Natasha Brooks, City Attorney as Attorney for ODC Board LECH\(A) Administrative\(A-5) Organization\A-5-77 ODC\RESOLUTIONS\2022\Facade Grant-Par II Companies Page 2 of 2  ODESSA DEVELOPMENT CORPORATION BOARD MEETING AGENDA ITEM Meeting Date Contact Department Item Type 05/18/2022 Jefferson Cox Compliance Committee Resolution? Y  N  CAPTION Consider approving an economic development agreement with 1Point Five P1. (Resolution) SUMMARY 1Point Five P1 submitted an application for an economic development incentive grant. 1Point Five P1 consists of three reporting segments: oil and gas, chemical, and midstream and marketing. 1Point Five P1 proposes to construct a direct air capture (DAC) plant in the Permian Basin (Penwell). This project would create 125 new jobs with an annual payroll of $7,933,000.00, the capital expenditure for the project will be approximately $810,000,000.00. The Compliance Committee reviewed this application during their meeting on May 3, 2022. Based on the capital investment, number of jobs, and payroll, the Compliance Committee recommend an incentive grant in the amount of $2,400,000 to be paid out over a 5-year-period if the Company maintains compliance with all terms and conditions of the agreement. Comments/Other Departments, Boards, Commissions or Agencies Supporting Documents Resolution Compliance Committee Recommendation S:\LECH_SHARE\(A) Administrative\(A-5) Organization\A-5-77 Odessa Development Corporation ODC\ODC Agendas\ODC Agenda Item Form  RESOLUTION NO. ODC-2022R-__ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ODESSA DEVELOPMENT CORPORATION, APPROVING AN ECONOMIC DEVELOPMENT AGREEMENT WITH 1POINT FIVE P1 ; AUTHORIZING THE EXECUTION OF ANY DOCUMENTS NECESSARY TO IMPLEMENT THIS RESOLUTION; APPROVING THE FINDINGS OF FACT; AND DECLARING AN EFFECTIVE DATE WHEREAS, 1Point Five P1 (“Company”) proposes to operate a direct air capture (DAC) plant, classified as #325120 of the North American Industry Classification System (NAICS) in Ector County, Texas, and WHEREAS, Company will increase primary jobs which satisfies the requirements of Sections 501 and 504 of the Local Government Code; and WHEREAS, Company plans to construct a direct air capture (DAC) plant in the Permian Basin (Penwell) and the capital expenditure for the project will be approximately $810,000,000; and WHEREAS, Company will create 125 new jobs with an annual payroll of $7,933,000 over the next 5 years; and WHEREAS, based on the number of jobs and payroll over the next 5 years, the Company qualifies for a total grant of $2,400,000 to be paid out over the 5-year-period if the Company maintains compliance with all terms and conditions of the agreement; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ODESSA DEVELOPMENT CORPORATION: Section 1. That the statements of fact in the Preamble are found to be true and correct and are approved as findings. Section 2. That an economic development agreement with 1Point Five P1 in the amount of $2,400,000 is approved and authorized for execution. Section 3. That this resolution shall be effective at the time of its adoption. The foregoing resolution was approved and adopted on the 18th day of May, A.D., 2022, by the following vote: Kriston Crow ___ Melanie Hollmann ___ Chris Cole ___ David Boutin ___ Tim Edgmon ___ James W. Kirk ___ Larry G. Robinson ___ LECH\(A) Administrative\(A-5) Organization\A-5-77 ODC\RESOLUTIONS\2022\EDA with 1Point Five P1 Page 1 of 2  Approved the 18th day of May, A.D., 2022. David Boutin, President ATTEST: Norma Aguilar-Grimaldo, City Secretary as Secretary for ODC Board APPROVED AS TO FORM: Natasha Brooks, City Attorney as Attorney for ODC Board LECH\(A) Administrative\(A-5) Organization\A-5-77 ODC\RESOLUTIONS\2022\EDA with 1Point Five P1 Page 2 of 2 Compliance Committee Recommendation to ODC Board for Economic Development Incentives: Company Contact Information: Company Name: 1PointFive P1, LLC (1P5) Address: 5 Greenway Plaza, Suite 110; Houston, Texas 77046 Project: Occidental’s principal businesses consist of three reporting segments: oil and gas, chemical and midstream and marketing. The oil and gas segment explores for, develops and produces oil (which includes condensate), natural gas liquids (NGL) and natural gas. The chemical segment (OxyChem) primarily manufactures and markets basic chemicals and vinyls. The midstream and marketing segment purchases, markets, gathers, processes, transports and stores oil (which includes condensate), NGL, natural gas, carbon dioxide (CO2) and power. It also optimizes its transportation and storage capacity, and invests in entities that conduct similar activities, such as Western Midstream Partners, L.P. The midstream and marketing segment also includes Occidental’s low carbon ventures (OLCV) businesses. OLCV seeks to leverage Occidental’s legacy of carbon management expertise to develop carbon capture, utilization and storage (CCUS) projects, including the commercialization of direct air capture (DAC) technology, and invests in other low-carbon technologies intended to reduce greenhouse gas (GHG) emissions from our operations and strategically partner with other industries to help reduce their emissions. Description of Company: The project will be focused on the commercialization of DAC technology, which captures carbon dioxide directly from the atmosphere, this will further the company’s commitment in reducing the amount of carbon dioxide in the atmosphere. The industrial grade CO2 produced will be used for enhanced oil recovery operations. This project will be the first full-scale commercialization if Description of Project: Carbon Engineering NAICS code number(s): 325120 FTE Jobs: Cumulative Retained FTEs: Retained Salary: Payroll FTEs Added Year 1: 25 Salary Added Year 1: $ 1,586,600.00 Year 1 $ 1,586,600.00 FTEs Added Year 2: 25 Salary Added Year 2: $ 1,586,600.00 Year 2 $ 3,732,200.00 FTEs Added Year 3: 25 Salary Added Year 3: $ 1,586,600.00 Year 3 $ 4,759,800.00 FTEs Added Year 4: 25 Salary Added Year 4: $ 1,586,600.00 Year 4 $ 6,346,400.00 FTEs Added Year 5: 25 Salary Added Year 5: $ 1,586,600.00 Year 5 $ 7,933,400.00 Total new FTEs added: 125 Total new salary added: $ 7,933,000.00 Total Total FTEs at Total Salary at Cumulative $ 7,933,400.00 Project Completion: Project Completion: $ 7,933,000.00 Payroll Capital Investment:  Address or Legal Description of Property: Penwell, Texas Dollar Amount of Capital Investment: $ 810,000,000.00 Incentives: Jobs Creation: $ 1,058,280.00 Capital Investment: $ 1,341,720.00 Total Incentive Recommended: $ $2,400,000.00 Select one: ___X__ One-fifth of the total grant shall be paid each year. _____ The following payment schedule is recommended over the 5-year term: Year 1 $ 480,000.00 OR ________ % of total grant Year 2 $ 480,000.00 OR ________ % of total grant Year 3 $ 480,000.00 OR ________ % of total grant Year 4 $ 480,000.00 OR ________ % of total grant Year 5 $ 480,000.00 OR ________ % of total grant I. Contact Information Applicant/Business Name (Exact legal name i.e. Corporation, LLC, Limited Partnership) 1PointFive P1, LLC (1P5) Mailing Address 5 Greenway Plaza, Suite 110 Physical Address (If different from mailing address) N/A City State Zip Code Houston TX 77046 Phone Number/ Office Fax Number (713) 497-2556 (Derek Willis, VP & Secretary) N/A Phone Number Cell N/A Email Address Website Derek_Willis@oxy.com www.oxy.com Applicant's Representative Title Michael Lateur (Duff & Phelps, a Kroll Company) Managing Director, Tax Services Odessa Development Corporation and the City of Odessa are public entities subject to the Open Records Act (CH. 552, Gov. Code). Applicant waives all rights to confidentiality regarding information it conveys to the Chamber, ODC, and the City of Odessa, unless it identifies in writing the information that is subject to confidentiality and such non- disclosure does not violate the Open Records Act. Applicant's Signature Date II. Project Information 1. description of the Project and Type of Business 2. the estimated new capital investment for equipment and furniture; 3. percentage of physical assets purchased in Odessa; 4. list of new machinery, equipment and other physical assets. 1. See Attachment 1: Project Information 2. See Attachment 1: Project Information 3. See Attachment 1: Project Information 4. See Attachment 1: Project Information III. Facility Information Current Property Values in Odessa Building Equipment N/A (1P5 has no real property in Ector County) N/A (1P5 has no personal property in Ector County) Address and Legal Description of each Address Of Location location (New or Expansion) circle one The prospective location of the project, a portion of the Shoe Bar Ranch near Penwell, TX, and the potential development area of approximately 100 acres (optioned) could include a combination of the following parcels: Estimated New Capital Investment for Estimated Dates for Construction Building Construction Start: Complete: $810,000,000 (real & personal property) Q4 2022 Q4 2024 IV. Company Information Year Description of the Company Established Occidental’s principal businesses consist of three reporting segments: oil and gas, chemical and midstream and marketing. The oil and gas segment explores for, develops and produces oil (which includes condensate), natural gas liquids (NGL) and natural gas. The chemical segment (OxyChem) primarily manufactures and markets basic chemicals and vinyls. The midstream and marketing segment purchases, markets, gathers, processes, transports and stores oil (which includes condensate), NGL, natural gas, carbon dioxide (CO2) and power. It also optimizes its transportation and storage capacity, and invests in entities that conduct 1920 (Occidental similar activities, such as Western Midstream Partners, L.P. The midstream and marketing Petroleum) segment also includes Occidental’s low carbon ventures (OLCV) businesses. OLCV seeks to 2020 (1P5) leverage Occidental’s legacy of carbon management expertise to develop carbon capture, utilization and storage (CCUS) projects, including the commercialization of direct air capture (DAC) technology, and invests in other low-carbon technologies intended to reduce greenhouse gas (GHG) emissions from our operations and strategically partner with other industries to help reduce their emissions. [Source: Annual Report (Form 10K) and Proxy Statement: www.oxy.com/investors/financial-information/annual- reports/] NAICS Code1 NAICS Code Description 325120 Industrial Gas Manufacturing  Attachment 1: Project Information Occidental Petroleum (Oxy), a leading producer of traditional energy resources, and its subsidiary Oxy Low Carbon Ventures (OLCV) have recently formed a joint venture with private equity firm Rusheen Capital Management to finance and deploy large-scale Direct Air Capture (DAC) technology licensed from Carbon Engineering, a clean energy company focused on the commercialization of DAC technology, which captures carbon dioxide directly from the atmosphere. The purpose of the joint venture, named 1PointFive, will be to further OLCV’s commitment to reducing the amount of carbon dioxide in the atmosphere by advancing and accelerating carbon capture, utilization, and storage (CCUS) technologies and projects around the world. The significance of the name 1PointFive is the joint venture’s mission to achieve climate stabilization and limit global warming to 1.5°C (of which DAC technology is a critical component). Oxy and OLCV will be providing significant financial, operational, and engineering resources to 1PointFive. As the combined corporate entity for OLCV and its partners’ proposed investment, 1PointFive is planning the development of a DAC facility that would produce industrial-grade carbon dioxide gas (CO2) for its own use, as well as the use of other potential off-takers with similar commercial applications. The DAC facility will be built in or near one of several United States energy basins in which Oxy operates, within reasonable proximity to its existing enhanced oil recovery (EOR) operations, accessible pipeline infrastructure, and sufficient electric, natural gas, and water utilities. The new DAC facility (the Project) would be the first full-scale commercialization of Carbon Engineering’s DAC technology anywhere in the world. The Project combines the operational expertise of Oxy and OLCV, and the innovative technology of Carbon Engineering to capture and permanently remove carbon dioxide directly from the atmosphere. The high-quality CO2 product manufactured by the DAC facility would be used as industrial gas feedstock by Oxy in their traditional energy production process, specifically through downhole injection at their existing EOR sites, to permanently sequester high volumes of carbon dioxide in underground geological storage. Carbon Engineering’s proprietary DAC technology is specifically designed to be deployed at a much larger scale than other DAC designs currently operating and demonstrates a significant advantage over less cost-competitive DAC technology developers and facilities. The proven DAC technology used by the Project would manufacture a continuous stream of high-quality carbon dioxide gas through the process of heating, treating, and compressing atmospheric air using only carbon-free renewable electricity, natural gas, and water as system inputs. Using large fans to draw in ambient air, the system would use two principal chemical loops and industrial processing units to extract and purify the carbon dioxide components of the air input. The DAC system’s two chemical loops are a caustic carbon dioxide capture loop and a solids carbon dioxide purification loop, operated by the carbon dioxide capture and caustic recovery equipment. The closed loop design effectively diminishes the need for material removal and make-up, as the products of each reaction become a reagent for another reaction within the DAC process. The major output streams of the DAC system are compressed CO2 (for utilization) and CO2-depleted air (discharged into the surrounding atmosphere). There are four major process components associated with the proposed DAC facility:  • Air Contactor • Pellet Reactor • Pellet Calciner • Slaker/Hydrator Additional Project components would include, but not be limited to the following: • Pellet Separator and Washing • Pumps • Pellet Dryer • Electrical and Instrumentation Controls • CO2 Purifier and Compressor • Piping • Cooling System • Water Treatment Facility • Compressors • Buildings • Evaporators The construction of the plant would include site preparation and earthworks, installation of foundations and supports, fabrication of major equipment and transportation to site, integration of modules and interconnecting works (i.e. piping, electrical, controls), erection of buildings and support infrastructure, utility interconnections, commissioning and start-up, production ramp-up, and handover to operations. There is currently no existing industrial-scale, commercialized deployment of Carbon Engineering’s DAC technology deployed anywhere in the world. Once constructed, 1PointFive’s Project would become the world’s largest DAC facility and carbon capture operation, processing and permanently sequestering approximately 500 kilotons of atmospheric CO2 per year. The Project would also represent the first significant application for the coupling of DAC technology and EOR operations in the United States. The pairing of DAC technology and CO2 sequestration through EOR operations would be a significant environmental commitment for the energy industry, providing a pathway for reduced carbon emissions from traditional energy production and the realization of an economically viable model for significant anthropogenic CO2 sequestration through EOR operations. The Project and its DAC technology deployment are expected to fundamentally alter the energy landscape by providing a pathway to decarbonize major carbon-emitting industries like fuel production, transportation, and construction. CO2 credits generated by the plant would be sold into regulated markets like California’s Low Carbon Fuel Standards (LCFS) market, as a low-carbon liquid fuel or as emissions offsets directly to corporations committed to decarbonization. Currently, low carbon fuel initiatives are being enacted all over the world, including major markets such as the United States’ west coast, Canada, and South America. With countries, industries, and companies continuously looking to offset their CO2 emissions, it is anticipated that by 2050 the carbon removal industry will be as large as the oil & gas industry is today.  ODESSA DEVELOPMENT CORPORATION BOARD MEETING AGENDA ITEM Meeting Date Contact Department Item Type 05/18/2022 Jefferson Cox ODC Compliance Resolution? Y  N  Committee CAPTION Consider approving the first annual incentive payment for Kaige Equipment, LLC. (Resolution) SUMMARY Kaige Equipment, LLC (“Company”) and ODC entered into an Economic Development Agreement (“Agreement”) on April 15, 2020 for a grant in the amount of $318,000 for the purpose of operating an equipment leasing, sales, and service company. The City of Odessa (“City”) administers an annual reporting program for all existing multi-year economic development agreements to determine compliance. The compliance consulting services provider has completed its review of the required compliance documentation for the 2020-2021 reporting period on the Agreement. The ODC Compliance Committee has reviewed the compliance monitoring report provided and finds Kaige to be in compliance with regard to capital investment but out of compliance with regard to number of jobs and payroll for the 2020-2021 reporting period. Kaige exceeded the capital investment requirement of $2.8M by expending $2,895,370.89. Kaige fell short of the jobs requirement of 14 jobs by one job and fell short of the payroll requirement of $1,090,520 by $145,512. The compliance committee reviewed the economic development agreement and recommends that the annual incentive payment of $63,600 be reduced to 92.86% or $59,058.96 in accordance with Section 3.1 of the agreement. Comments/Other Departments, Boards, Commissions or Agencies Supporting Documents Resolution Compliance Monitoring Report Economic Development Agreement S:\LECH_SHARE\(A) Administrative\(A-5) Organization\A-5-77 Odessa Development Corporation ODC\ODC Agendas\ODC Agenda Item Form  RESOLUTION NO. ODC-2022R-__ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ODESSA DEVELOPMENT CORPORATION, ACCEPTING THE ODC COMPLIANCE COMMITTEE’S RECOMMENDATION OF PROJECT COMPLIANCE FOR KAIGE EQUIPMENT, LLC; APPROVING THE FIRST ANNUAL INCENTIVE PAYMENT; APPROVING THE FINDINGS OF FACT; AND DECLARING AN EFFECTIVE DATE WHEREAS, Kaige Equipment, LLC (“Kaige”) and ODC entered into an Economic Development Agreement (“Agreement”) on April 15, 2020 for a grant in the amount of $318,000; and WHEREAS, the City of Odessa (“City”) administers an annual reporting program for all existing multi-year economic development agreements to determine compliance; and WHEREAS, the compliance consulting services provider has completed its review of the required compliance documentation for the 2020-2021 reporting period on the Agreement; and WHEREAS, the ODC Compliance Committee has reviewed the compliance monitoring report provided and finds Kaige to be in compliance with regard to capital investment but out of compliance with regard to number of jobs and payroll for the 2020-2021 reporting period; and WHEREAS, Kaige exceeded the capital investment requirement of $2.8M by expending $2,895,370.89; and WHEREAS, Kaige fell short of the jobs requirement of 14 jobs by one job and fell short of the payroll requirement of $1,090,520 by $145,512; and WHEREAS, the Compliance Committee reviewed the Agreement and recommends that the annual incentive payment of $63,600 be reduced to 92.86% or $59,058.96 in accordance with Section 3.1 of the Agreement; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ODESSA DEVELOPMENT CORPORATION: Section 1. That the statements of fact in the Preamble are found to be true and correct and are approved as findings. Section 2. That Kaige Equipment, LLC is found to be in compliance with regard to capital investment but out of compliance with regard to jobs and payroll for the 2020-2021 reporting period. Section 3. That the first annual incentive payment in the amount of $59,058.96 is hereby approved. Section 4. That this resolution shall be effective at the time of its adoption. LECH\(A) Administrative\(A-5) Organization\A-5-77 ODC\RESOLUTIONS\2022\Payment for Kaige (1) Page 1 of 2  The foregoing resolution was approved and adopted on the 18th day of May, A.D., 2022, by the following vote: Kriston Crow ___ Melanie Hollmann ___ Chris Cole ___ David Boutin ___ Tim Edgmon ___ James W. Kirk ___ Larry G. Robinson ___ Approved the 18th day of May, A.D., 2022. David Boutin, President ATTEST: Norma Aguilar-Grimaldo, City Secretary as Secretary for ODC Board APPROVED AS TO FORM: Natasha Brooks, City Attorney as Attorney for ODC Board LECH\(A) Administrative\(A-5) Organization\A-5-77 ODC\RESOLUTIONS\2022\Payment for Kaige (1) Page 2 of 2  DRAFT FOR DISCUSSION PURPOSES ONLY Subject to review and possible revision and should not be relied upon. Odessa Development Corporation Compliance Monitoring Report: Economic Development Agreement with Kaige Equipment, LLC. Period: April 15, 2020 to April 14, 2021 February 17, 2022  CONTENTS Page Compliance Monitoring Report ................................................................................................................................ 1 Nature of the Entity ..................................................................................................................................................... 2 Scope and Objectives ............................................................................................................................................... 2 Procedures Performed and Results .......................................................................................................................... 2 Exhibit A: Kaige Equipment, LLC. ....................................................................................................................... 3  Compliance Monitoring Report for Kaige Equipment, LLC. DRAFT FOR DISCUSSION PURPOSES ONLY To the Board of Directors Subject to review and possible revision Odessa Development Corporation and should not be relied upon. Odessa, Texas This report represents the results of our compliance monitoring procedures, as determined by management, relating to the compliance period of April 15, 2020, through April 14, 2021, for the Economic Development Agreement with Kaige Equipment, LLC. (the grantee). The objective of our compliance monitoring procedures is to verify the grantee is complying with the requirements of their Economic Development Agreement, as identified and communicated to us by the Odessa Development Corporation. To accomplish this objective, we held discussions with management, reviewed the grantee’s Economic Development Agreement and pertinent supporting documentation as provided by the Odessa Development Corporation. The procedures were performed based on guidelines provided by management and in accordance with standards for consulting services issued by the American Institute of Certified Public Accountants. We were not engaged to, and did not perform an audit, in which the objective would be the expression of an opinion. Accordingly, we do not express such an opinion. This report is intended solely for the use of management and should not be used by those who have not agreed to the procedures and taken responsibility for the sufficiency of the procedures for their purposes. The following report summarizes the procedures performed, observations and findings. WEAVER AND TIDWELL, L.L.P. Fort Worth, Texas February 17, 2022 Weaver and Tidwell, L.L.P. 2821 West 7th Street, Suite 700 | Fort Worth, Texas 76107 Main: 817.429.5936 CPAs AND ADVISORS | WEAVER.COM  Odessa Development Corporation DRAFT FOR DISCUSSION PURPOSES ONLY Subject to review and possible revision Compliance Monitoring Report: Economic Development Agreement and should not be relied upon. with Kaige Equipment, LLC. Period: April 15, 2020 to April 14, 2021 Nature of the Entity The Odessa Development Corporation (Corporation) is a quasi-governmental organization created on December 1, 1997 as a public instrumentality and non-profit industrial development corporation under provisions of the Development Corporation Act of 1979 of the state of Texas, and is funded by a ¼ percent sales tax. The Corporation is governed by a seven-member Board of Directors appointed by the City Council, and the Corporation’s annual operating budget, as well as projects undertaken by it, is subject to approval by the City Council. Because of this oversight responsibility, the Corporation is considered to be a component unit of the City of Odessa, Texas, and in accordance with Governmental Accounting Standards Board (GASB), its financial affairs are included in the City’s comprehensive annual financial report as a discretely-presented entity. Based on the nature of its major revenues, it is included in the City’s governmental funds presentation. The purpose of the Corporation is to promote and develop industrial and manufacturing enterprises in order to eliminate unemployment and underemployment, and to promote and encourage employment and the public welfare of, for, and on behalf of the City of Odessa, and to do any and all projects authorized by section 504 of the Local Government Code. Scope and Objective The scope of our engagement is to perform compliance monitoring procedures for the selected grantee, as directed by management. These procedures include reviewing each grantee’s Economic Development Agreement (EDA) and supporting documentation for the selected compliance period for each compliance requirement as identified and communicated by the Odessa Development Corporation. The objective of our engagement is to ensure that adequate documentation exists for each compliance period to support compliance with the requirements of the grantee’s EDA, as deemed appropriate by management. Procedures Performed and Results We performed compliance monitoring procedures for the grantee’s compliance period of April 15, 2020, through April 14, 2021. The grantee was unable to produce a detailed report of pay by employee by pay period for the compliance period of April 15, 2020, through April 14, 2021 due to system constraints. Without a detailed report it was not possible to evaluate payroll for the exact period specified in the EDA. The grantee was able to provide quarterly reports of pay by employee. Therefore, as discussed and approved by City/ODC management, payroll data and reports reviewed and reported here are for the period April 1, 2020 to March 31, 2021 which is the nearest quarter end date to the reporting period. See Exhibit A for the procedures performed and results of procedures. 2  Odessa Development Corporation Compliance Monitoring Report: Economic Development Agreement with DRAFT FOR DISCUSSION PURPOSES ONLY Kaige Equipment, LLC. Subject to review and possible revision Period: April 15, 2020 to April 14, and 2021should not be relied upon. Exhibit A Kaige Equipment, LLC. 1. Procedures Performed: Weaver reviewed supporting invoice documentation related to land improvements to verify whether Kaige Equipment expended at least $2,800,000 to purchase and improve the property, as required by the investment clause of the EDA. Results: Weaver obtained and verified invoices related to the current period property improvements are valid and adequately supported. Per review of the Land Improvements support, the Company has met and exceeded the required investment of $2.8M within one year of the effective date. The grantee reported expending $3,154,304 in land improvements. Based on invoice documentation provided by Kaige, we were able to validate they expended $2,895,370.89 which meets the required $2.8M investment. 2. Procedures Performed: We reviewed the Certificate of Liability Insurance provided by Kaige Equipment and verified that insurance maintained by Kaige for the compliance period satisfied the requirements of the Odessa Development Corporation to ensure the property was protected from loss. Results: No findings were identified. 3. Procedures Performed: Weaver obtained and reviewed a report of Kaige employee pay for the compliance period of April 15, 2020, through April 14, 2021 and Kaige’s quarterly 2020 and 2021 employment reports filed with the Texas Workforce Commission (TWC) for the compliance period. We reconciled the total wages between these two reports for each quarter from April 1, 2020 through March 31, 2021. We identified a difference in this reconciliation. Using the data from these reports, we attempted to verify the number of Kaige full-time equivalent (FTE) jobs and compared actual jobs and salary to the FTE requirement and the minimum salary requirement as identified in the jobs clause of the EDA as identified in the table below. As descried above, all payroll information is presented for the period April 1, 2020 to March 31, 2021. Employee Type Total Total Wages Required Calculated Required FTE Hours Wages FTE* Current Employee 17,516 $776,160 $748,920 10 8 New Hires 5,440 $168,848 $341,600 3 6 Total 22,956 $945,008 $1,090,520 13 14 *Per the grant agreement, FTE is defined as a job requiring a minimum of 1,820 hours of work per year (35 per week). To validate the FTE’s, Weaver took the reported hours and divided them by the 1,820 hours per year/FTE to come up with calculated FTEs. 3  Odessa Development Corporation Compliance Monitoring Report: Economic Development Agreement with Kaige Equipment, LLC. Period: April 15, 2020 to April 14, DRAFT 2021FOR DISCUSSION PURPOSES ONLY Subject to review and possible revision and should not be relied upon. Payroll Data Validation Procedures: We reviewed the data provided by Kaige supporting their compliance with the payroll requirements of the EDA and performed the following data validation procedures: a. We reviewed for individual employees that worked in excess of 6,000 hours for the year and identified none over the established threshold. b. We reviewed payroll payment codes included in the reported compensation detail from Kaige and did not identify anything that would not be classified as compensation. c. We recalculated the annual compensation for one employee and identified differences in the calculated amounts from those presented by Kaige. Results: Three exceptions were identified: 1. Kaige Equipment did not meet the necessary payroll requirement of $1,090,520, nor did they meet the total FTE requirement of 14 FTEs. 2. The wages reported in detail reports from the Kaige payroll system for 1st Quarter 2021 was higher than reported on TWC reports for the same period by approximately $14,000. 3. We identified a difference in calculating an employee’s payroll where the grantee calculation of compensation was approximately $800 higher than what we were able to calculate using the hours and pay rate provided in Kaige detail reports. 4  ODESSA DEVELOPMENT CORPORATION BOARD MEETING AGENDA ITEM Meeting Date Contact Department Item Type 05/18/2022 Cindy Muncy City Manager’s Office Resolution? Y  N  CAPTION Approve the annual ODC Budget Calendar. SUMMARY The ODC Board annually adopts a budget calendar to determine the schedule of activities that must be completed to create and develop their annual budget. These include requesting proposals from contractors and reviewing and approving the general development plan. Comments/Other Departments, Boards, Commissions or Agencies Supporting Documents Budget Calendar S:\LECH_SHARE\(A) Administrative\(A-5) Organization\A-5-77 Odessa Development Corporation ODC\ODC Agendas\ODC Agenda Item Form  ODESSA DEVELOPMENT CORPORATION Annual Budget Calendar Fiscal Year 2022-2023 April 14, 2022 ODC to discuss proposed FY 2022-2023 Budget Calendar ODC Meeting May 18, 2022 ODC to review and approve FY 2022-2023 Budget Calendar ODC Meeting May 19, 2022 Legal to send letter to contractors requesting proposals for FY 2022-2023 using the current General Development Plan as guide (to be returned NLT June 30): Odessa Chamber of Commerce Odessa Black Chamber of Commerce Odessa Hispanic Chamber of Commerce MOTRAN Alliance, Inc. UTPB-SBDC UTPB-Business Challenge CVA Advertising City of Odessa Request for Proposals/Qualifications June 9, 2022 1) ODC to review and discuss proposed FY 2022-2023 Gen Dev Plan FORM ODC Meeting 2) ODC to review and discuss contract FORM for Contractors June 30, 2022 Responses due from all businesses requesting ODC funding July 1, 2022 Preparation of budget estimates for new fiscal year begins July 1, 2022 City staff to forward proposals to ODC Board July 8, 2022 City staff completes review of Budget Estimates and proposes recommendations to ODC July 14, 2022 1) ODC to review and discuss proposed FY 2022-2023 Gen Dev Plan ODC Meeting 2) ODC to review and discuss contractor proposals 3) ODC to review and discuss proposed FY 2022-2023 Budget All to be approved at August 11, 2022, ODC meeting August 11, 2022 1) ODC to approve proposed FY 2022-2023 Gen Dev Plan ODC Meeting 2) ODC to review and discuss contractor proposals 3) ODC to approve proposed FY 2022-2023 Budget 4) ODC to approve proposed contract FORM All to be forwarded to City Council Work Session for approval August 16, 2022 City Council Work Session to review and discuss proposed ODC FY 2022-2023 Work Session Gen Dev Plan, contractor proposals, Budget, and contract FORM August 23, 2022 City Council Meeting to approve proposed ODC FY 2022-2023 Gen Dev Plan, Council Meeting contractor proposals, Budget, and contract FORM August 24, 2022 Legal to send contracts to contractors to sign and return NLT 9/7/2022 September 8, 2022 ODC President to sign all contracts ODC Meeting September 14, 2022 Contracts submitted to by City Manager for execution October 1, 2022 New fiscal year begins January 18, 2023 Report submitted to State Comptroller as required by the Economic Development Act for prior year activities (Finance Director does this) LECH(A) Administrative\(A-5) Organization\A-5-77 ODC\ANNUAL\Budget Calendars\ODC Annual Budget Calendar 2022-23 DRAFT 4.7.22