Odessa Development Corporation

ODESSA DEVELOPMENT CORPORATION MINUTES CITY OF ODESSA, TEXAS November 10, 2022 A regular meeting of the Odessa Development Corporation (ODC) was held on November 10, 2022, at 2:00 p.m. in the Council Chambers, 5th floor, City Hall, 411 W. 8th St. Odessa, Texas. Members present: Melanie Hollmann, David Boutin, Larry Robinson, Kris Crow, James Kirk, and Tim Edgmon. Member absent: Chris Cole. Others present: City Staff: Norma Aguilar-Grimaldo, City Secretary; Jan Baker, City Attorney; Cindy Muncy, Assistant City Manager; Larry Fry, Director of Finance; Casey Hallmark, Downtown Odessa Executive Director; Christina Buhnerkempe, Legal Assistant; and ODC Contractors: Craig Van Amburgh, CVA; Tyler Patton, UPTB-SBDC; James Beauchamp, MOTRAN, and Renee Earls, Chamber of Commerce; Chris Walker, Black Chamber of Commerce; and Others: other interested citizens. A quorum being present, Mr. Boutin called the meeting to order, and the following proceedings were held: Dr. Kirk gave the invocation. October 13, 2022 minutes. Motion was made by Mr. Crow and seconded by Mr. Edgmon to approve the minutes as corrected. The motion was approved by unanimous vote. Consider changes to the proposed economic development agreement between ODC and 1PointFive P1, LLC. Ms. Baker advised not to go into executive session as the contract was approved by the City Council. She stated that non-substantial and non- material changes were made. The ODC board reviewed the 1PointFive P1 performance agreement. Mr. Crow wanted the contracts to be clear and be specific to the project with a dedicated location. Ms. Hollmann did not want to use existing employees to move to a project site without new hires to meet qualifications. She stated that effort must be made to employ Odessa residents. There were recommended changes made by the board. 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 provided updates on the local projects. He was working on getting applications. Project Ophelia, a solar project, was preparing its application for the taxing entities. Project Lithium was preparing a site visit to Odessa. Project Frost was a modernization and expansion business with a capital investment of $400 to $500 million. It received tax abatements ODC Minutes November 10, 2022 Page 2 from local entities. Project Legion received a Chapter 313 from ECISD and was working to get the other agreements from the other taxing entities. The Chamber was handling the marketing media. He reviewed the followers from social media. Mr. Manskey explained the Sunset legislation as it was needed for the Odessa area. Mr. Van Amburgh reported on October activities. There were outdoor and newspaper advertising. The Permian Fuels America social media was down. He stated a video would be made featuring the available properties. Mr. Walker reported that the Black Chamber of Commerce’s website activity increased. He met with six individuals working on their businesses. The Black Chamber was assisting with food boxes to help families in need. They were also working with the Woodson Boys and Girls Club for a Teddy Bear event that would provide gifts to children and families in need. Mr. Patton reported on SBDC’s October activities. He reported that there were 365 counseling sessions with 348 counseling hours. Three seminars were presented with 82 attendees. There was one new Odessa business. Odessa’s capitalization was $700,000. There were 27.5 full time employees. There were people interested in the financial projection seminars. The Small Business Accelerator program would begin at the first of the year. Mr. Beauchamp stated that MOTRAN was working on its legislative agenda. It included the extension of the County Road Program and the opportunity of leveraging additional severances. He stated that there was a formation of the I-14 Caucus that would address energy issues. Mr. Boutin stated that the annual meeting was well attended. Mr. Fry provided a September financial report. He reported that there was $68,706,322 in total assets. Total revenues for the year end was $12,582,608 and expenditures was $4,083,063. FMC and Nacero were paid. There were no new securities purchased. October had two new securities in bonds. The November sales tax was $1,185,460. The year to date sales tax was $2,329,784. Motion was made by Mr. Edgmon and seconded by Ms. Hollmann to approve the September financial report. The motion was approved by unanimous vote. Mrs. Muncy stated that there was an outstanding payment from the Business Challenge. A business submitted its expenditures after the September 30, 2022 deadline. UTPB vetted the documents and it qualified for its payment of $45,653.33 which the expenses were incurred by September 30, 2022. She asked if the board wanted to make the payment. Mr. Boutin stated that the funds were earned, and it was a startup company, but expenditures not turned in by the deadline. Mr. Edgmon stated that promotional funds were used. He recommended to make the payment. He explained the Business Challenge. Motion was made by Mr. Edgmon and seconded by Dr. Kirk to approve the payment. The motion was approved by unanimous vote. Resolution No. ODC-2022R-24 – Nasuhoglu Investments (PediCardo) for a six month extension of time to complete the downtown infrastructure and façade projects. Ms. Hallmark stated that PediCardo located at 520 N. Lincoln was in litigation with its contractor. There was a request for a six month contract extension. She stated ODC Minutes November 10, 2022 Page 3 that significant progress was made. Additional funding due to inflation was requested but was not allowed according to the contract. The extension would be through May 2023. Motion was made by Dr. Kirk and seconded by Mr. Robinson to approve the resolution. The motion was approved by unanimous vote. Discuss and consider recommendation of Compliance Consultant Committee. Mr. Crow stated that Whitley Penn was interested in the RFP. There was no response from Axiom. Mrs. Muncy stated that Whitley Penn, Odessa office, was sent the RPF. The board could select from either proposal received, reject proposals or send out back for an RFP. She stated that the City staff would assist with technical questions or the process. Mr. Crow would follow up with a notification to the businesses on the RFP list. Mrs. Muncy stated that if the firm was not a CPA firm there needed to be a confidentiality form for protection. Motion was made by Mr. Crow and seconded by Mr. Edgmon to decline and reject the proposal and start the process again. The motion was approved by unanimous vote. Mrs. Muncy asked if the board wanted to continue with Weaver. She stated that Glazier requested its review for payment. Motion was made by Mr. Crow and seconded by Dr. Kirk to continue the contract with Weaver on a month to month basis and proceed with contract reviews. The motion was approved by unanimous vote. Mrs. Muncy would work with the Legal staff for a confidentiality clause. Mr. Crow would contact the businesses on the RFP list to encourage a proposal submission. Discuss and consider recommendation of Marketing Contractor Committee. Mr. Edgmon stated that there were three proposals: CVA, Current Media and Hancock. All were impressive proposals. Mr. Edgmon, Mr. Crow and Dr. Kirk recommended Current Media with Christi Callicoatte. CVA would work until the end of the year. Motion was made by Mr. Edgmon and seconded by Mr. Crow to approve Current Media as the marketing contractor for ODC. The motion was approved by unanimous vote. Discuss and consider compliance monitoring review policies for economic development incentive performance agreements and clarify qualified capital expenditures in grant contracts. Mr. Boutin stated that a question was raised on the audit review if the information needed to go to Compliance Committee with exceptions or go straight to the board. Currently, the Compliance Committee reviewed only if there were exceptions. Mr. Crow stated that ODC Resolution No. 2020R-02 stated that the payment would go to the ODC board if there were no discrepancies. He asked for a clear definition of discrepancy. He stated that the last grant did not meet requirements and it went straight to the board. Mr. Boutin stated that the contract provision indicated a pro rata if it did not meet the grant requirements. He stated that there was no reason to send to Compliance. Mr. Edgmon stated it went by the guidelines of the contract. Mr. Crow stated that there had not been past expenditures included. Mr. Boutin stated that the auditor had no concerns and the language in the contract stated to pay pro rata in the contract. Mr. Boutin stated that the company did not want to disclose the property. He stated to allow capital expenditures items prior to the execution of the agreement. Ms. Baker ODC Minutes November 10, 2022 Page 4 stated that the financial aspects under negotiation could be discussed in executive session. Ms. Hollmann stated to include in the negotiation process. Mr. Robinson stated that construction should be defined. Staff would work on the definition of construction, language to allow capital expenditures and clear language on design, preparation and construction of the property. ODC Committee and officer reports. No reports. Citizen comments on non-agenda items. None. Consider date for next ODC Board meeting. Mr. Boutin stated that the next meeting was December 8, 2022. There being no additional business, Mr. Boutin adjourned the meeting at 4:04 p.m. ATTEST: APPROVED: Norma Aguilar-Grimaldo, TRMC, CMC David Boutin City Secretary President