HomeMy WebLinkAbout20050147.tiff SANDER INGEBRETSEN MILLER &
PARISH, P.C.
A PROFESSIONAL CORPORATION
ATTORNEYS ATI. W
700 17Th STREET,.SUITE 2200
JAviCE Cl.CARuEP DENVER,COLORADO 80202 DIRECT: 303.285.5308
PARALEGAL. PHONE: 303-285-5300 EMAIL: jcarter@ssimlaw.com
FAX: 303-285-530!
December 29, 2004
VIA HAND DELIVERY
Weld County Clerk and Recorder
Elections Division
Post Office Box 459
Greeley, Colorado 80632
Atm: Rudy Santos
Re: Cottonwood Hollow Commercial Metropolitan District
Cottonwood Hollow Residential Metropolitan District
Neighbors Point Metropolitan District
The Peaks Metropolitan District
Organizational Filing Pursuant to § 32-1-306, C.R.S.
Dear Mr. Santos:
In accordance with §32-1-306, C.R.S., enclosed please find the Service Plan, which includes
the legal description and map of the districts boundaries, for each of the above-captioned districts.
The certified copies of the Orders and Decree for each district have been sent for recordation under
separate cover.
To confirm for our records that you have received the documents, please sign and return the
enclosed acknowledgement.
Should you have any questions, please do not hesitate to contact me.
Very truly yours,
SANDER INGEBRETSEN
MILLER &PARISH
ofession�al Cor ration
.ce G. Carter
aralegal
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COTTONWOOD HOLLOW COMMERCIAL
METROPOLITAN DISTRICT
SERVICE PLAN
TOWN OF FIRESTONE,COLORADO
APPROVED
OCTOBER 13, 2004
TABLE OF CONTENTS
I. Introduction 1
II. Purpose of the Proposed District 4
III. Boundaries, Population&Valuation 5
IV. Description of Proposed Facilities 6
a. Type of Improvements 6
b. Description of Existing Conditions 8
c. Anticipated Development 8
d. Public Improvement Schedule 9
e. Town Construction Standards 9
f. Limitation on Eminent Domain 10
g. Dedication of Improvements to the Town 10
h. Ownership and Operation of Facilities by the District 12
i. Acquisition of Land for Public Improvements 12
j. Services to be Provided by other Governmental Entities 13
k. Integration 14
_ V. Financial Plan 14
a. General 15
b. Debt Issuance 16
c. Required Transfers of Bond Proceeds to Town 17
d. Other Financial Restrictions, Limitations and Requirements 18
e. Limited Mill Levy 20
f. Investor Suitability 21
g. Refunding Bonds 21
h. Construction Financing Notes Issued to Developer 22
i. Identification of District Revenue 23
j. Security for Debt 24
k. Services of District 24
1. Quinquennial Review 24
m. Letters 25
VI. Landowners' Obligations as to Public Improvements 25
VII. Annual Report 26
VIII. Dissolution 27
IX. Consolidation 29
X. Elections 29
XI. Indemnities 31
XII. Disclosure and Disclaimer;No Third-Party Rights 31
XIII. Intergovernmental Agreements 32
XIV. Conservation Trust Fund 32
XV. Modification of Service Plan 33
XVI. Failure to Comply with Service Plan 35
XVII. Resolution of Approval 35
XVIII. Severability 35
XIX. Certification 37
TABLE OF EXHIBITS
_ Exhibit A Legal Description
Exhibit B Boundary Map
Exhibit C Vicinity Map
Exhibit D Property Owner's Consent
Exhibit E Engineering Estimates
Exhibit F Location of Public Improvements
Exhibit G Financial Plan; Forecasted Cash Surplus Balances and Cash Receipts and
Disbursements; Market Projection Consultant's Analysis; Developer's Letter in
Support of Market Projections
_ Exhibit H Underwriter's Letter
Exhibit I Legal Counsel Letter
Exhibit J Bond Counsel Letter
Exhibit K Part I - Developer Indemnity Letter
Part II- District Indemnity Letter
Exhibit L Form of Disclosure Notice
Exhibit M Form of Town Disclaimer Statement
Exhibit N Form of Intergovernmental Agreement between District and Town
Exhibit 0 Resolution of Town of Firestone Approving Service Plan
ii
COTTONWOOD HOLLOW COMMERCIAL
METROPOLITAN DISTRICT
SERVICE PLAN
I. INTRODUCTION
The District shall be named the Cottonwood Hollow Commercial Metropolitan District
(the "District"). The purpose of the District is to finance certain streets, street lighting, traffic
and safety controls, water, landscaping, storm drainage and park and recreation improvements
for a development to be known as the Cottonwood Hollow planned unit development
("Cottonwood Hollow"). The developer of Cottonwood Hollow and the petitioner for the
formation of the District is Del Camino East Properties, L.L.C., a Colorado limited liability
company (the "Developer"). The District is intended to provide for the financing of public
improvements for the Cottonwood Hollow development, but is not intended to be a District with
perpetual existence. The District will consist of approximately forty-nine and fifty-two one-
hundredths-of-one (49.52) acres and no changes in the District's boundaries are anticipated or
authorized. The District shall be dissolved when its financial obligations are paid or provided for
or when the Town of Firestone, Colorado (the "Town") requests dissolution, provided then-
applicable statutory requirements are met, all as further described in this Service Plan together
with all exhibits hereto (the"Service Plan").
Except as expressly provided in this Service Plan, all public improvements and facilities
that are financed, constructed, installed or acquired by the District shall be dedicated and
conveyed to the Town or its designee and will be operated and maintained by the Town or its
designee upon Town acceptance and completion of the District's warranty obligations. The
Town may require that specific landscaping improvements that are dedicated and conveyed to
the Town be maintained by an owners' association formed for the Cottonwood Hollow
commercial development, for the use and benefit of taxpayers and property owners. The District
shall not provide fire or emergency protection services, which fire and emergency protection
services shall be provided by the Frederick-Firestone Area Fire Protection District, either directly
or, with respect to emergency services, through contract with Tri-Area Ambulance District. The
District may exercise those powers of a metropolitan district set forth in §§32-1-1001 and -1004,
C.R.S. only to implement the provisions of this Service Plan and only to the extent authorized by
and in a manner consistent with this Service Plan.
The District is generally located along Sable Avenue between Interstate Highway 25 and
Birch Street. The proposed boundaries of the District are limited to those boundaries described
in Exhibit A, attached hereto.
This Service Plan has been prepared by the following Developer and participating
consultants(the"Organizers"):
Developer District Counsel
Del Camino East Properties, L.L.C. Sander Ingebretsen Miller&Parish
a Colorado limited liability company A Professional Corporation
Miles R. Grant Dianne D. Miller, Esq.
9116 West Bowles Avenue, Unit 15 700 17t Street, Suite 2200
Littleton, Colorado 80123 Denver, Colorado 80202
(303) 979-9858 (303) 285-5300
(303) 979-9916—facsimile (303) 285-5301—facsimile
miles(frtrail-ridge.com dmiller(assimlaw.com
Investment Banker Engineer
Bathgate Capital Partners Paragon Engineering
Greg Fulton A Professional Corporation
5350 South Roslyn Street, Suite 400 Sylvester Mikosz, P.E.
Greenwood Village, Colorado 80111 5575 South Sycamore Street, Suite 103
(720)482-7460 Littleton, Colorado 80120
(303) 694-6287—facsimile (303) 794-8604
gfulton(iiThathgatepartners.com (303) 795-3072—facsimile
sylvester n paragoneng.com
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Bond Counsel Accountant
Becker, Stowe& Bieber, L.L.C. Clifton Gunderson, LLP
Donald R. Bieber, Esq. Dawn Jones
1120 Lincoln Street, Suite 1002 6399 South Fiddler's Green Circle, Suite 100
_ Denver, Colorado 80203 Greenwood Village, Colorado 80111
(303) 830-0101 (303) 779-5710
(303) 860-9306—facsimile (303) 779-0348—facsimile
dbieber@bsb-law.com dawn.jones(Wcliftoncpa.com
Market Consultant
The Metro Study
Wayde Jester
_ 5300 DTC Parkway, Suite 350
Greenwood Village, Colorado 80111
(720)493-2020
(720)493-9222—facsimile
wjester@metrostudy.com
Pursuant to the requirements of the Special District Control Act, §§ 32-1-201, et seq.,
C.R.S., this Service Plan consists of a financial analysis and an engineering plan showing how
the proposed facilities and services of the District will be provided and financed. As required by
§ 31-1-202(2), C.R.S., the following items are included in this Service Plan:
a. A description of the proposed services;
b. A financial plan showing how the proposed services are to be financed, including
all elements required by § 32-1-202(2)(b), C.R.S.;
c. A preliminary engineering or architectural survey showing how the proposed
services are to be provided;
d. A map of the proposed District's boundaries and an estimate of the population
and valuation for assessment of the proposed District;
e. A general description of the facilities to be constructed and the standards for
construction, including a statement of how the facility and service standards of the proposed
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District are compatible with facility and service standards of the Town and special districts
which are interested parties pursuant to § 32-1-204(1), C.R.S.;
f. A general description of the estimated cost of acquiring land, engineering
services, legal services, administrative services, initial proposed indebtedness and estimated
proposed maximum interest rates and discounts and other major expenses related to the
organization and initial operation of the District; and
g. A description of any arrangement or proposed agreement with any political
subdivision for the performance of any services between the proposed District and such other
political subdivision and, if applicable, a form of the agreement.
II. PURPOSE OF THE PROPOSED DISTRICT
The District will finance the construction of public improvements for the Cottonwood
Hollow development,which improvements shall be constructed to Town standards, warranted by
the District, and dedicated and conveyed to the Town or its designee as provided in this Service
Plan, or as otherwise required by the Town. The Town may require that specific landscaping
improvements that are dedicated and conveyed to the Town be operated and maintained by an
owners' association formed for the Cottonwood Hollow commercial development, for the use
and benefit of taxpayers and property owners. The public improvements shall be financed, in
part, through the issuance of indebtedness as set forth in Article V, "Financial Plan". Except as
specified in or pursuant to this Service Plan, the District shall not construct or own any
improvements, shall not provide for any maintenance, repair or operation of any improvements,
and shall not perform any services without the consent of the Town as evidenced by a resolution
of approval of the Town of Firestone Board of Trustees (the "Board of Trustees"). In addition,
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the District will not contract with any other governmental entity to receive any services which
are or may become available from the Town, or to provide any services to or within any other
governmental entity without the prior written consent of the Town. The District shall not
provide any services or facilities within any area of the District overlapping with the service area
of another district without first obtaining the written consent of each and every district whose
service area is so overlapped.
The District shall dissolve when its financial obligations are paid or provided for, or
otherwise upon request of the Town, subject to then-applicable statutory requirements, all as
further provided in Article VIII.
III. BOUNDARIES,POPULATION & VALUATION
The District consists of approximately forty-nine and fifty-two one hundredths-of-one
(49.52) acres located entirely within the boundaries of the Town, as more particularly set forth in
the legal description attached hereto as Exhibit A and as shown on the boundary map, attached
hereto as Exhibit B, and the vicinity map, attached hereto as Exhibit C. The petitioner, also the
Developer of the District property, is the sole owner of the property which constitutes the
boundaries of the District. A letter from the Developer consenting to the formation of this
District is attached hereto as Exhibit D and incorporated herein by this reference.
The Cottonwood Hollow commercial area is being developed for the anticipated
construction of five hundred twenty-two thousand seven hundred twenty(522,720) square feet of
commercial space by the Developer. The current population of the District is zero (0); the
estimated daytime population of the District at full build-out is one thousand forty-five (1,045)
people. The estimated assessed value at full build-out is Twelve Million Nine Hundred Ninety-
- 5
Three Thousand Nine Hundred Sixty-Seven Dollars ($12,993,967.00). The property is currently
zoned Planned Unit Development, for Regional Commercial and Employment Center uses. The
current assessed value is approximately Fourteen Thousand One Hundred Thirty Dollars
($14,130.00). The total overlapping mill levy imposed upon the property within the proposed
District for tax collection year 2003 was approximately ninety-three (93.000) mills.
The District shall be required to obtain written approval from the Town of a Service Plan
modification prior to any inclusion or exclusion of property to or from the District, or any other
change in its boundaries. Any such approval may be granted or denied by resolution of the
Board of Trustees, in its discretion. Any inclusion may be on the condition that all property
originally in the District remain in the District, and on such other conditions as the Town may
impose. Any exclusion may be on the condition that there is no detriment to the remaining
residents and taxpayers within the District, or to the District's bondholders, and on such other
conditions as the Town may impose. No changes in the boundaries of the District shall be made,
unless the prior written approval of the Board of Trustees has been obtained as part of a Service
Plan modification, as provided herein.
IV. DESCRIPTION OF PROPOSED FACILITIES
a. Type of Improvements.
The District will provide for the financing, construction, acquisition and installation of
public improvements consisting of streets, street lighting, traffic and safety controls, water,
landscaping, storm drainage and park and recreation improvements and facilities (as the
foregoing terms are used in § 32-1-1004(2), C.R.S. and the sections referenced therein) within
the boundaries of the District. The District is also authorized to finance park, recreation or other
6
capital improvements of the Town that are identified by the Town and located outside of the
District, as provided in Article V.c., below. With the exception of those public improvements
specifically identified in Exhibit F and authorized by this Service Plan, specifically including the
off-site street improvements to Arbor Street and the North Community Pond, the District shall
not finance, construct, acquire or install any improvements outside the boundaries of the District
unless: (1) the Town, by written determination of its Town Engineer, determines that such
"- improvements are necessary to connect service for the District to the facilities of the Town or
other entities involved in providing services to the District; and (2) such proposed improvements
are approved in advance by resolution of the Board of Trustees.
The property within the District will receive water service from the Town and no other
source. The District may finance, design, construct and install Town water system
improvements and facilities located within the boundaries of the District. However, all water
systems improvements within the District shall be dedicated and conveyed to and owned by the
Town upon Town acceptance and completion of the District's warranty obligations. All water
rights for water service to the property shall be owned by the Town; the District shall not
purchase, own, manage, adjudicate or develop any water rights or water resources.
The Organizers of the District have prepared a preliminary engineering report based on
the Town's construction standards. The table, attached hereto as Exhibit E, lists all facilities
which the District, subject to development approval of the Town, will be authorized to finance,
acquire, design, construct, and install, including the costs in current dollars of each, together with
an explanation of the methods, basis and/or assumptions used. A letter concerning the
reasonableness of the cost estimates, and of the methods, bases and assumptions used, is
included in Exhibit E. Subject to the debt limit set forth in Article V of this Service Plan and the
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— requirements of Article V.c., the District will be authorized to fund any combination of the
improvements. The combined estimated cost of the improvements is Four Million Five Hundred
Ninety-Nine Thousand Two Hundred Fifty-Four Dollars and Eleven Cents ($4,599,254.11).
Funding for improvements not funded by the District shall remain the responsibility of the
Developer of the property. The Town is not responsible for assuming any of the costs of the
improvements funded by the District or necessary for service to the proposed Cottonwood
Hollow commercial development.
A map showing the location of the public improvements to be financed by the District is
attached hereto as Exhibit F. All water improvements are anticipated to be constructed within
street right-of-way, unless otherwise required by the Town. The District shall be authorized to
finance, acquire, design, construct and install those types of public improvements and facilities
which are authorized under this Article IV and which are generally shown on Exhibit F, subject
to the specific final design and approval thereof by the Town. Phasing of construction shall be
determined by the District to meet the needs of the property owners and taxpayers within its
boundaries; provided, however, that the improvements shall be installed in compliance with any
phasing plan approved for the Cottonwood Hollow commercial development at the request of the
Developer.
b. Description of Existing Conditions.
The area is predominantly undeveloped.
c. Anticipated Development.
The Developer anticipates total build-out to occur by 2019, with the construction of
ninety-four thousand three hundred eighty (94,380) commercial square footage developed in
2008, one hundred forty-eight thousand eight hundred thirty (148,830) commercial square
8
footage developed in 2009, one hundred forty-eight thousand eight hundred thirty (148,830)
commercial square footage developed in 2010, twenty-one thousand seven hundred eighty
(21,780) commercial square footage developed in 2014 , twenty-one thousand seven hundred
eighty (21,780) commercial square footage developed in 2015, twenty-one thousand seven
hundred eighty (21,780) commercial square footage developed in 2016, twenty-one thousand
seven hundred eighty (21,780) commercial square footage developed in 2017, twenty-one
thousand seven hundred eighty (21,780) commercial square footage developed in 2018 and
twenty-one thousand seven hundred eighty (21,780) commercial square footage developed in
2019, subject to final design and development approval by the Town. It is acknowledged by the
Developer that Town development standards and requirements may affect the foregoing numbers
of anticipated commercial square footage developable and the foregoing anticipated build-out
schedule.
d. Public Improvement Schedule.
Construction of the public improvements will commence as soon as possible following
approval of the Service Plan. The public improvements will be phased to meet the development
schedule, and shall be installed in compliance with any phasing plan approved by the Town for
the Cottonwood Hollow commercial development.
e. Town Construction Standards.
All proposed facilities and improvements shall be designed and constructed in
accordance with the standards and specifications established by the Town and in effect from time
to time, and with applicable standards and specifications of the federal government and State of
Colorado. All proposed facilities and improvements shall be compatible with those of the Town.
The District and its engineer have designed and shall design the facilities and improvements to
9
meet such standards, specifications and compatibility requirements of the Town. The District
will obtain approval of civil engineering plans and permits for construction and installation of
facilities improvements from the Town prior to the construction or installation of any facilities or
improvements. In addition, any water facilities proposed to be financed by the District and
dedicated to the Central Weld County Water District shall be designed by the Central Weld
County Water District, in accordance with the design standards of that District and the Town.
The District shall be subject to all applicable provisions of the Firestone Municipal Code and to
all Town rules, regulations and policies with respect to the conduct of its work on the
improvements, as in effect from time to time.
f. Limitation on Eminent Domain.
The District shall not exercise any power of dominant eminent domain against the Town
and shall not exercise any power of eminent domain without the prior written consent of the
Town. No exercise of eminent domain by the District is contemplated or authorized in this
Service Plan, and any proposed use thereof shall be considered a material modification of this
Service Plan, and shall be subject to the Town's prior written approval.
g. Dedication of Improvements to the Town.
Except as specifically set forth within Article IV.h. of this Service Plan, the District shall
dedicate and convey to the Town or its designee, or cause to be dedicated and conveyed to the
Town or its designee, all public improvements and facilities, including, but not necessarily
limited to, all streets, street lighting, traffic safety controls, water, landscaping, storm drainage
and park and recreation improvements and facilities, as well as all rights-of-way, fee interests
and easements necessary for access to and operation and maintenance of such improvements and
facilities, to the extent such property interests have not been acquired by the Town through the
10
land use approval process. The District shall not operate or maintain any public improvements,
except as necessary to comply with its warranty obligations hereunder. The District shall also
dedicate and convey to the Town or its designee any other facilities and improvements
contemplated in this Service Plan, together with necessary rights-of-way, fee interests and
easements. All such improvements, facilities, easements and rights-of-way shall be conveyed to
the Town or its designee immediately upon completion of construction, installation and
expiration of the two (2) year warranty period that commences after the Town has issued a
Conditional Acceptance as set forth below. All improvements, facilities, rights-of-way, fee
interests and easements shall be conveyed and dedicated to the Town or its designee by
— instruments acceptable to the Town, free and clear of all liens and encumbrances, except those
which are acceptable to the Town it its sole discretion. Failure to comply with the requirements
of this Article IV shall be deemed to be an unauthorized material modification of this Service
Plan.
Once a public improvement to be dedicated to the Town is constructed and installed, the
Town shall issue an "Conditional Acceptance" letter stating that the improvement has been
constructed or installed in conformance with the Town's standards, or shall issue a letter stating the
corrections necessary to bring the improvement into compliance with Town standards for the
issuance of such a "Conditional Acceptance" letter. The District at its expense shall promptly
undertake any necessary corrections. Upon issuance of the "Conditional Acceptance" letter, the
public improvements shall be warranted for two (2) years from the date of such "Conditional
Acceptance", during which time the District shall maintain the improvements and correct all
deficiencies therein as directed by the Town. At the conclusion of such two (2) year period, the
Town shall issue a "Final Acceptance" letter if the public improvements conform to the Town's
11
specifications and standards, or shall issue a letter stating the correction necessary to bring the
improvement into compliance with Town standards for the issuance of such a "Final Acceptance"
letter. The District at its expense shall promptly undertake any necessary corrections. A "Final
Acceptance closing" shall then be arranged and held (such closing in no event to occur more than
one hundred twenty (120) days after the issuance of the "Final Acceptance" letter), at which time
the Town will issue a "Final Acceptance" for all public improvements to be accepted by it, and the
"- District will execute and deliver to the Town all necessary instruments to dedicate and convey to the
Town the improvements and facilities, and all necessary rights-of-way, fee interests and easements.
h. Ownership and Operation of Facilities by the District.
"- The District shall not be authorized to own or operate any improvements or facilities to
be provided pursuant to this Service Plan, other than as necessary to permit the financing and
construction thereof (including compliance by the District with its warranty obligations as
provided in Article IV.g., above), except through approval by the Town by resolution or through
an amendment to this Service Plan. Nothing herein shall limit the Town's authority to require
that improvements and facilities be operated or maintained by an owners' association formed for
the Cottonwood Hollow commercial development.
i. Acquisition of Land for Public Improvements.
The District shall acquire at no cost to the Town all lands or interests in land required by
the Town for construction of streets, street lighting, traffic and safety controls, water,
landscaping, storm drainage and park and recreation improvements being constructed or installed
by the District. Such land or interests in land may be acquired by the District by instruments of
conveyance and/or plat dedication, in form and substance acceptable to the Town. All land and
interests in land shall be conveyed to the Town or its designee at no cost to the Town at such
12
times and by such instruments of conveyance as the Town may reasonably require (but in no
event shall such conveyances be made later than the "Final Acceptance closing" described in
Article IV.g, above), free and clear of all liens and encumbrances, except those which are
acceptable to the Town. Exceptions must be approved by the Town in advance and in writing.
Failure to comply with this provision shall be deemed to be an unauthorized material
modification of this Service Plan.
j. Services to be Provided by other Governmental Entities.
The District proposes to finance, construct, acquire and install the public improvements
necessary to serve the District's residents and taxpayers, but is not authorized to and shall not
provide any ongoing services within the District. The District shall receive fire protection and
emergency services from the Frederick-Firestone Fire Protection District, either directly or, with
respect to emergency services, through contract with the Tri-Area Ambulance District. The
District shall receive sanitary sewer service from the St. Vrain Sanitation District. The District
shall not provide any sanitary sewer services. The District shall obtain a resolution from the
Carbon Valley Park and Recreation District consenting to the overlapping boundaries for
financing purposes only. The District shall not provide ongoing park and recreation services to
the District. The District shall obtain a resolution from the Central Weld County Water District
consenting to the overlapping boundaries for financing purposes only. The District shall not
provide ongoing water services to the District. Nothing herein shall limit or discharge the
District's responsibilities for operation, maintenance and repair of public improvements prior to
their acceptance by the Town and conveyance to the Town or its designee, or limit or discharge
the District's warranty obligations.
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k. Integration.
All facilities and improvements shall be constructed so as to be integrated with existing
and planned facilities and improvements of the Town and other entities providing service to the
Cottonwood Hollow commercial development. The District shall obtain from such other serving
entities approval of the proposed plans for the facilities and improvements. The District shall
provide the Town with copies of any submittals to such entities at the time of their submittal, and
with copies of any approvals from such entities upon receipt.
V. FINANCIAL PLAN
This Article V describes the nature, basis, method of funding and debt and mill levy
limitations and other financial requirements and restrictions for the District's public improvements
program and operations. Together with the Financial Plan attached hereto as Exhibit G and further
described below, this Article V constitutes the financial plan for the District as required by § 32-1-
202(2)(b), C.R.S. A detailed Financial Plan, consisting of the Accountant's Forecasted Cash
Surplus Balances and Cash Receipts and Disbursements (including a Summary of Significant
Forecast Assumptions), the Market Projection Consultant's Analysis, and the Developer's Letter in
Support of the Market Projections are contained in Exhibit G, attached hereto and incorporated
herein. The Financial Plan includes estimated operations and administration costs (including
estimated costs of warranty maintenance), proposed indebtedness and estimated interest rates and
discounts and other major expenses related to the organization and operation of the District. The
Financial Plan projects the issuance of the debt and the anticipated repayment based on the
development assumptions (including the market projections and absorption forecasts set forth
therein) for property within the boundaries of the District. The Financial Plan demonstrates that, at
14
the projected level of development, and with the projected Developer support, the proposed District
has the ability to finance the facilities identified herein, and will be capable of discharging the
proposed indebtedness on a reasonable basis. -
a. General.
The provision of improvements and facilities by the proposed District will be financed
through the issuance of general obligation bonds (the "Bonds"), secured by the ad valorem taxing
authority of the proposed District and other District revenues, limited as discussed below. The
Financing Plan anticipates the issuance of one (1) series of Bonds in 2010. The term of any Bonds
issued by the District shall not exceed thirty (30) years. The combined total estimated cost of the
improvements is Four Million Five Hundred Ninety-Nine Thousand Two Hundred Fifty-Four
Dollars and Eleven Cents ($4,599,254.11). The District has the capacity to issue general obligation
bonds in the aggregate principal amount of approximately Five Million Two Hundred Sixty-Five
Thousand Dollars ($5,265,000.00), projected to yield net bond proceeds of Three Million Nine
Hundred Thirty-Five Thousand Five Hundred Eighty-Eight Dollars ($3,935,588.00) (which will be
further reduced by the District's contribution of Nine Hundred Five Thousand One Hundred Eighty-
- Five Dollars ($905,185.00) to the Town as provided in Article V.c., below). Accordingly, it is
currently anticipated that the bond proceeds will be insufficient to allow for repayment of One
Million Five Hundred Sixty-Eight Thousand Eight Hundred Fifty-One Dollars and Eleven Cents
($1,568,851.11),which will be contributed by the Developer;however, if the financing capability of
the District changes and will permit repayment in the future (due to higher than anticipated
assessment values, lower interest rates or any other circumstance), the District may agree to repay
the Developer for unreimbursed public infrastructure costs so long as the District has the capacity to
make such payments without exceeding the debt limit or Mill Levy Limit provided in this Service
15
Plan and subject to all other requirements of Article V.h., below. Payments made to the Developer
by the District are expected to be made principally from Bond proceeds and shall not exceed the
amount advanced for capital costs by the Developer. The Accountant's Forecasted Cash Surplus
Balance and Cash Receipts and Disbursements in Exhibit G do not include the above-described
Developer contribution to the costs of public improvements.
b. Debt Issuance.
The District intends to issue one (1) series of general obligation bonds in the aggregate
principal amount of approximately Five Million Two Hundred Sixty-Five Thousand Dollars
($5,265,000.00). The aggregate principal amount of all general obligation bonds and all other
forms of borrowing by the District, throughout the District's existence and regardless of
subsequent payments and discharges, shall be limited to a total of Five Million Seven Hundred
Ninety-Two Thousand Dollars ($5,792,000.00) (the "debt limit"); except to the extent otherwise
provided in Article V.g. with respect to refunding bonds and in Article V.h. with respect to
construction financing notes (i.e., notes or other financial obligations, if any, issued by the
District to the Developer to evidence the District's obligation to repay the Developer's advances
for construction costs).
The bonds will be issued in the approximate amount of Five Million Two Hundred Sixty-
Five Thousand Dollars ($5,265,000.00), at such time as three hundred ninety-two thousand forty
(392,040) commercial square footage (representing, together with undeveloped land in the
District, a total of approximately Eight Million Eight Hundred Fifty-Two Thousand Three
Hundred Sixty-Two Dollars ($8,852,362.00) in assessed valuation) have received building
permits and all public improvements serving such commercial development have been
completed and accepted by the Town, all of which is anticipated to occur in December 2010 as
shown in Exhibit G. The Developer expects that sales of such bonds (to financial institutions or
16
institutional investors as further provided below) would be made on the basis that, builder
activity having commenced within the District (as demonstrated by the development levels
required by the immediately preceding sentence), there is a reasonable likelihood that projected
future development will occur and will result in increased assessed valuation levels to support
payment of such bonds.
c. Required Transfers of Bond Proceeds to Town.
— The District will pay to the Town for deposit into the Town's capital improvements fund
Nine Hundred Five Thousand One Hundred Eighty-Five Dollars ($905,185.00) of the District's
total net bond proceeds which shall be paid to the Town concurrently with the delivery of the
Bonds (the "Town contribution"). Pursuant to an agreement to be executed between the Town
and the District, the funds so paid to the Town shall be used by the Town to finance
improvements (whether inside or outside the boundaries of the District) that the Town and the
District would otherwise be empowered to construct, and for which the District is authorized to
incur indebtedness (i.e., streets, street lighting, traffic safety controls, water, landscaping, storm
drainage or park and recreation improvements and facilities), which improvements shall be of
benefit to the Town and the District and shall be specifically identified in an amendment to the
intergovernmental agreement between the Town and the District, which amendment shall be
fully executed prior to the issuance of any District bonds.
The Developer and other Organizers of the District acknowledge that the foregoing
provisions for allocation of bond proceeds to the Town's capital improvements fund for capital
improvements are material considerations in, and conditions of, the Town's approval of this
Service Plan, and the Town has relied thereon in approving this Service Plan. The District shall
not issue bonds without including in such issuance the concurrent allocation and delivery to the
17
Town of the fluids required by this Article V.c., and such delivery of funds to the Town shall be
a condition of closing for the Bonds. Further, the District shall not be authorized to incur any
financial obligations of any kind or perform any other functions authorized under this Service
Plan until the governing body of the District, upon formation thereof, has executed: (1) the
intergovernmental agreement provided for in Article XIII and Exhibit N, with such amendments
as the parties may mutually agree, stating its agreement to comply with the provisions of this
Article V.c.; and(2) the District indemnity letter provided for in Part II of Exhibit K.
d. Other Financial Restrictions,Limitations and Requirements.
The District shall request voter authorization for such amount of general obligation debt
as the District deems sufficient to allow for allocation of the amounts deposited in the Town's
capital improvements fund (as described in Article V.c., above) among the District's powers,
unforeseen contingencies, increases in construction costs due to inflation and all costs of
issuance, including capitalized interest, reserve funds, discounts, legal fees and other incidental
costs of issuance; provided, however, that the amount of general obligation debt (together with
construction financing notes) actually issued by the District shall not exceed the debt limitation
of Five Million Seven Hundred Ninety-Two Thousand Dollars ($5,792,000.00) as stated in
Article V.b., above. All bonds of the District will be sold for cash. The authorized maximum
voted interest rate is fifteen percent (15%) per annum and the maximum underwriting discount is
four percent (4%) of bond principal. The actual interest rates and discounts, within such
maximum amounts, will be determined at the time the bonds are sold by the District and will
reflect market conditions at the time of sale; provided, however, that the actual interest rate shall
not exceed three hundred (300) basis points above the thirty (30) year 'AAA' Municipal Market
Data rate in effect at the time the bonds are sold.
18
Estimated interest rates used in Exhibit G are based on information furnished by the
underwriters identified in Exhibit H. In the event bonds are issued at an interest rate higher than
the estimated rates used in Exhibit G, the principal amount of bonds will be reduced so as to
result in total debt service payments approximately equal to those projected in Exhibit G, and so
that debt service on the bonds can be paid from the revenue sources contemplated in this Service
Plan. If actual increases in District assessed valuation are less than the projected increases as
shown in the Exhibit G forecasts, it is expected that the District would compensate by increasing
its mill levy (subject to the Limited Mill Levy) or reducing the principal amount of the bonds
issued.
The Developer acknowledges and accepts the risk that, if all or a part of the general
obligation bonds proposed to be issued by the District are not issued, because of changes in
financial conditions or for any other reason, the Developer may not be paid or reimbursed for the
cost of public improvements or other advances to the District.
No bonds issued by the District shall provide for acceleration as a remedy upon default,
unless the District has received the prior written administrative approval of the Town, which
approval may be granted only by the Town Administrator or the Board of Trustees. Except as
provided below, with respect to notes issued to the Developer for construction financing, this
Service Plan authorizes only the issuance of general obligation bonds and only within the above
stated limits, and subject to the provisions as to the Limited Mill Levy as set forth below. The
District may be authorized to issue revenue bonds, certificates, debentures or other evidences of
indebtedness or to enter into lease-purchase transactions, only upon approval of an amendment to
this Service Plan, and such an amendment shall be considered a material modification of the
Service Plan. The District is not authorized to impose any development fees or user charges as
19
part of this Service Plan. The District is not authorized to impose any taxes other than ad
valorem property taxes as provided in this Service Plan. The District may be authorized to
impose such fees, user charges or taxes only upon the prior written approval of the Board of
Trustees.
All bonds of the District shall be structured utilizing a commercial bank with trust powers
as trustee to hold the bond proceeds and debt service funds and to pursue remedies on behalf of
the bondholders.
Any bonds issued by the District pursuant to this Service Plan shall be in compliance
with all applicable legal requirements, including without limitation § 32-1-1101(6), C.R.S., and
article 59 of title 11, C.R.S., and shall be approved by nationally recognized bond counsel. An
opinion shall also be obtained from bond counsel or counsel to the District that the bonds comply
with all requirements of this Service Plan.
e. Limited Mill Levy.
"Limited Mill Levy" shall mean an ad valorem mill levy (a mill being equal to 1/10 of
10) imposed upon all taxable property in the District each year in an amount sufficient to pay the
principal of, premium if any, and interest on the bonds as the same become due and payable, and
to make up any deficiencies in any debt service reserve for the bonds, but, together with all other
District debt service mill levies, such mill levy shall not exceed forty (40.000) mills for debt
service purposes; provided however, that in the event of changes in the ratio of actual valuation
to assessed valuation for commercial real property, pursuant to Article X, section 3(1)(b) of the
Colorado Constitution and legislation implementing such constitutional provision (which
changes shall be determined in relation to 2004 as the base year), the forty(40.000) debt service
mill levy limitation provided herein will be increased or decreased (as to all taxable property in
20
the District) to reflect such changes so that, to the extent possible, the actual tax revenues
generated by the mill levy, as adjusted, are neither diminished nor enhanced as a result of such
changes ("Gallagher adjustment"). The Limited Mill Levy shall be an enforceable limit on all
District debt service mill levies for debt service purposes.
In addition to the Limited Mill Levy applicable to all District debt service mill levies, the
total District mill levy for administration, warranty maintenance and other operating expenses
shall be limited to six (6.000) mills, as adjusted by the Gallagher adjustment.
f. Investor Suitability.
Except as provided below in this Article V.f as to rated bonds, the District's bonds shall
be issued only to financial institutions or institutional investors within the meaning of § 32-1-
_ 1101(6)(a)(IV), § 32-1-103(6.5) and § 11-59-103(8), C.R.S. The District shall provide for and
shall utilize mechanisms and procedures for transfers and exchanges of bonds which are
reasonably designed to insure continuing compliance with such limitation of sales to institutional
investors. If the District's bonds are rated in one of the four highest investment grade rating
categories by one or more nationally recognized organizations which regularly rate such
obligations, compliance with the institutional investor limitation set forth above shall not be
required.
g. Refunding bonds.
General obligation refunding bonds may be issued by the District to defease original
issue bonds in compliance with applicable law, but any such refunding shall not extend the
maturity of the bonds being refunded nor increase the total debt service thereon and shall meet
the requirements of § 32-1-1101(6)(a), C.R.S. Refunding bonds shall not be subject to the debt
limit stated in Article V.b., above, provided that such refunding bonds demonstrate net present
value debt service savings; but if such refunding bonds do not demonstrate net present value debt
21
service savings, any increase in principal amount of the refunding bonds over the principal
amount of bonds being refunded shall be subject to such debt limit. Any issuance of refunding
bonds must comply with Article V.f., above ("Investor Suitability"). Except to the extent
expressly provided in this Article V.g., all limitations, restrictions and requirements of this
Service Plan with respect to general obligation bonds of the District shall be applicable to
refunding bonds, including, without limitation, Limited Mill Levy, debt limit, maximum interest
rate, maximum discount, maximum term, prohibition on acceleration, bank trustee requirement
and opinion requirements.
h. Construction Financing Notes Issued to Developer.
The District may issue construction financing notes to the Developer to evidence the
District's obligation to reimburse the Developer's advances for construction costs; any
Developer advances which are not so reimbursed shall be treated as Developer contributions as
described in Article V.a., above. Such notes shall be subject to the following restrictions set
forth above for general obligation bonds: Limited Mill Levy, debt limitation, maximum term,
prohibition on acceleration, and opinion as to Service Plan compliance; but such notes shall not
be subject to the above-stated bank trustee requirement, minimum denomination, or bond
counsel opinion requirements. The repayment of construction financing notes from proceeds of
an equal or lesser principal amount of the District's bonds shall not be treated as an increase in
the principal amount of District debt for purposes of the debt limit under this Service Plan. Such
notes shall not be general obligations of the District, shall bear no interest (see Exhibit G), shall
be issued only to the Developer (and therefore shall be not be subject to any underwriting
discount), and shall not be transferred, assigned, participated or used as security for any
borrowing. The Developer hereby represents that it is an accredited investor, as that term is
22
defined under §§ 3(b) and (4)(2) of the federal "Securities Act of 1933" by regulation adopted
thereunder by the Securities and Exchange Commission, and the Developer agrees that it will
also be such an accredited investor if and when it acquires such notes. Such notes shall be paid
from proceeds of the District's general obligation bonds (when and if received by the District,
and subject to prior payment of amounts payable to the Town as provided in Article V.c., above);
otherwise the notes will be unsecured obligations of the District. To the extent that any of such
notes are outstanding when the District's general obligation bonds are also outstanding,
payments on the notes may be made only if such payments do not adversely affect the District's
ability to pay its general obligation bonds. The Developer solely assumes the risk of
nonpayment or other default on such notes, including, without limitation, delay, inability or
failure of the District to sell or issue its general obligation bonds.
i. Identification of District Revenue.
The District will impose a mill levy on all taxable property in the District as the primary
source of revenue for repayment of debt service and for operations and administration. The mill
levy imposed by the District for debt service purposes shall not exceed forty (40.000) mills and
the mill levy for administration, warranty maintenance and other operating expenses shall not
exceed six (6.000) mills, except for Gallagher adjustments permitted under Article V.e., above.
Although the mill levy imposed may vary depending on the phasing of facilities anticipated to be
funded, it is estimated that a mill levy of approximately forty (40.000) mills will produce
revenue sufficient to support debt service and administration, warranty maintenance and other
operating expenses throughout the repayment period. No fees or user charges shall be imposed
by the District.
23
j. Security for Debt.
The District will not pledge any Town funds or assets for security for the indebtedness set
forth in the Financing Plan of the District.
k. Services of District.
The District will require sufficient operating funds to plan and cause the public
improvements to be constructed. The costs are expected to include: organizational costs, legal,
engineering, accounting and debt issuance costs, compliance with warranty obligations,
compliance with state reporting and other administrative requirements. The first year's operating
budget (for 2004) is estimated to be Fifty Thousand Dollars ($50,000.00) and the second year's
operation budget (for 2005) is estimated to be Fifty Thousand Dollars ($50,000.00). The
operating budget amounts shown in Exhibit G are expected to be sufficient to enable the District
to comply with its warranty obligations as described in Article IV.g., above. Until the District
receives sufficient revenue from ad valorem taxes and other District sources, funds for District
organizational costs, operation and administration will be contributed by the Developer.
1. Quinquennial Review.
Pursuant to § 32-1-1101.5, C.R.S., the District shall submit application for a quinquennial
finding of reasonable diligence in every fifth (5t°) calendar year after the calendar year in which
the District's ballot issue to incur general obligation indebtedness is approved by its electorate.
Upon such application, the Board of Trustees may accept such application or hold a public
hearing thereon and take such actions as are permitted by law. The District shall be responsible
for payment of the Town consultant and administrative costs associated with such review, and
the Town may require a deposit of the estimated costs thereof. The Town shall have all powers
concerning the quinquennial review as provided by statutes in effect from time to time.
24
m. Letters.
There is attached hereto as Exhibit H an underwriter's letter stating its intention to
underwrite the District's financial obligations as proposed in this Financing Plan. There is attached
hereto as Exhibit I a letter from legal counsel for the District stating that the petition for
organization of the District, this Service Plan, notice and hearing procedures in connection
therewith, and provisions thereof (including without limitation provisions as to the District's
bonds, fees and revenue sources) meet the requirements of titles 11 and 32, C.R.S., and other
applicable law. There is attached hereto as Exhibit J a letter from bond counsel for the District: (i)
stating that provisions for payments of bond proceeds to the Town for deposit into the Town's
capital improvements funds are authorized and permissible under currently applicable laws, and that
the District is authorized by currently applicable laws to undertake such borrowing and make such
payments of bond proceeds to the Town; and (ii) describing any significant legal or tax
requirements or restrictions that the Town will be expected to comply with in connection with such
payments.
VI. LANDOWNERS' OBLIGATIONS AS TO PUBLIC IMPROVEMENTS
The creation of the District shall not relieve the Developer, the landowner or any
subdivider of property within the District, or any of their respective successors or assigns, of
obligations to construct public improvements for the Cottonwood Hollow commercial
development, of the obligation to enter into a subdivision improvements agreement regarding
such improvements, or of obligations to provide to the Town letters of credit as required by the
Town to ensure the completion of such public improvements, or of any other obligations to the
Town under Town ordinances, rules, regulations or policies, or under other agreements affecting
the property within the District or the Cottonwood Hollow commercial development, or any
25
— other agreement between the Town and the Developer (or any such landowner, subdivider or
successors or assigns).
VII. ANNUAL REPORT
The District shall be responsible for submitting an annual report to the Town within one
hundred twenty (120) days from the conclusion of the District's fiscal year. Failure of the
District to submit such report shall not constitute a material modification hereof, unless the
District refuses to submit such report within thirty (30) days after a written request from the
Town to do so. The District's fiscal year shall end on December 31st of each year. The content
of the annual report shall include information as to the following matters which occurred during
the year:
a. Boundary changes made or proposed;
b. Intergovernmental Agreements entered into or proposed;
c. Changes or proposed changes in the District's policies;
d. Changes or proposed changes in the District's operations;
e. Any changes in the financial status of the District including any issuance of
financial obligations or any change in revenue projections or operating costs;
f. A summary of any litigation and notices of claim involving the District;
g. Proposed plans for the year immediately following the year summarized in the
annual report;
h. Status of construction of public improvements;
i. The current assessed valuation in the District; and
26
j. A schedule of all taxes imposed and tax or other revenues received in the report
year, and proposed taxes to be imposed, and identified revenues to be received in
the following year and the revenues raised or proposed to be raised therefrom.
The foregoing list shall not be construed to excuse the requirement for prior written Town
approval of those matters that are considered material modifications of this Service Plan or for
any other required Town approval. The annual report shall be signed by the President and
attested by the Secretary of the District. Along with the annual report, and at any more frequent
intervals as reasonably requested by the Town, the District shall provide to the Town a currently
dated and written certificate, signed by the President and Secretary of the District, certifying that
the District is in full compliance with this Service Plan. If the District is not in full compliance
with this Service Plan, the certificate shall include a detailed statement describing such
noncompliance, and the District shall cooperate fully with the Town in providing further
information as to, and promptly remedying, any such noncompliance. The Town reserves the
right, pursuant to § 32-1-207(3)(c), C.R.S., to request reports from the District beyond the
mandatory statutory five (5) year reporting report. In addition to the foregoing, the District shall
cooperate with the Town by providing prompt responses to all reasonable requests by the Town
for information, and the District shall permit the Town to inspect all public improvements and
facilities and all books and records of the District.
VIII. DISSOLUTION
Promptly when all of the general obligation bonds to be issued by the District have been
paid (or when provision for payment thereof has been made through establishment of an escrow
as provided by § 32-1-702(3)(b), C.R.S.), the District will so notify the Town and will cooperate
27
fully with the Town in taking all steps necessary under then applicable law to dissolve the
District (including, without limitation: formulating a plan of dissolution; executing the District's
consent to dissolve pursuant to § 32-1-704(3)(b), C.R.S.; making any necessary agreements as to
continuation or transfer of warranty maintenance and other services, if any, which are then being
provided by the District; submitting a petition for dissolution to the District Court; and,
conducting any required dissolution election).
In addition, at any time after the District has issued all of its general obligation bonds
(excluding refunding bonds) as contemplated by the Financial Plan, upon the Town's request, the
District will cooperate fully with the Town to dissolve the District pursuant to a plan for
dissolution stating that there are outstanding financial obligations and providing that the District
will continue in existence (with the Town Board of Trustees serving as the District Board of
Directors if the Town so elects) to such extent as is necessary to adequately provide for the
payment of such financial obligations, as provided in §§ 32-1-702(3)(c) and 32-1-707(2)(c),
C.R.S. To the extent that any financial obligations are owned by the Developer, the Developer
shall cooperate fully with the Town to dissolve the District. Also, on or after December 31,
2012, if the District has not issued any of its general obligation bonds, the Town shall have the
right to require the District to dissolve in accordance with applicable law, and the District will
cooperate fully with the Town to dissolve the District.
To the maximum extent permitted by law, the above-stated agreements to cooperate in
dissolution of the District shall be binding on the undersigned Developer and other landowners
signing the Consent contained in Exhibit D to this Service Plan(together constituting the owners
of one hundred percent (100%) of the land in the District) and shall also be binding on their
successors in title to any and all land in the District (including the nominees for the initial Board
28
of Directors set forth in Article X hereof and succeeding directors who own land within the
District); and such agreements shall obligate all such persons to cooperate fully with the Town as
described above, including without limitation, the signing of petitions, execution of consents, and
voting in favor of dissolution in any required election.
IX. CONSOLIDATION
The District shall not file a request with the District Court to consolidate with another
district without the prior written approval of the Board of Trustees.
X. ELECTIONS
Following approval of this Service Plan by the Town, and after acceptance of the
organizational petition and issuance of orders from the District Court, elections on the questions
of organizing the District and approving bonded indebtedness and various agreements described
herein, including the intergovernmental agreement between the Town and the District
contemplated in Article XIII and Exhibit N hereof, will be scheduled. All elections will be
conducted as provided in the court orders, the Uniform Election Code of 1992 (as amended by
House Bill 93-1255 and as otherwise amended from time to time), and Article X §20 of the
Colorado Constitution (the "TABOR Amendment"), and are currently planned for November 2,
2004, but may be held on any legally permitted date. The election questions are expected to
include whether to organize the District, election of initial directors, and TABOR Amendment
ballot issues and questions. Thus, the initial ballot may deal with the following topics (in several
questions, but not necessarily using the exact divisions shown here):
a. Whether to organize the District,
29
b. Membership and terms of the initial board members,
c. Approval of new taxes,
d. Approval of maximum operational mill levies,
e. Approval of bond and other indebtedness limits,
f. Approval of an initial property tax revenue limit,
g. Approval of an initial total revenue limit,
h. Approval of an initial fiscal year spending limit, and
i. Approval of a four(4) year delay in voting on ballot issues.
Ballot issues may be consolidated as approved in court orders. The petitioners intend to
follow both the letter and the spirit of the Special District Act, the Uniform Election Code and
the TABOR Amendment during organization of the District. Future elections to comply with the
TABOR Amendment may be held as determined by the elected Board of Directors of the
District.
The following persons, who are or will be owners of property within the District, are
anticipated to be nominated for the initial board of directors of the District:
Miles R. Grant Doug Scott
20906 Horse Bit Way 1705 Viewpoint Road
Morrison, Colorado 80465 Boulder, Colorado
(303) 979-9858 (303) 944-1784
Russ Watterson Laura Lambert
13821 Gaylord Street 3820 Ridgeway Land
Brighton, Colorado 80602 Colorado Springs, Colorado 80908
(303)452-1203 (719) 495-7942
Rusty Green
191 University Boulevard
Denver, Colorado 80206
(303) 777-2322
30
XI. INDEMNITIES
The fully executed Del Camino East Properties, L.L.C. Indemnity Letter attached hereto
as Part I of Exhibit K is submitted by the Developer to the Town as part of this Service Plan.
The form of the District Indemnity Letter attached hereto as Part II of Exhibit K shall be
executed by the District and delivered to the Town immediately upon formation of the District.
The District shall not incur any financial obligations of any kind or otherwise perform any
functions authorized under this Service Plan until the District Indemnity Letter has been duly
executed by the District and delivered to the Town. The execution of such Indemnity Letters are
material considerations in the Town's approval of this Service Plan, and the Town has relied
thereon in approving this Plan.
XII. DISCLOSURE AND DISCLAIMER; NO THIRD-PARTY RIGHTS
The District will also record a statement against the property within the District which
will include notice of the existence of the District, anticipated mill levy and maximum allowed
mill levy. The form of the notice is attached hereto and incorporated herein as Exhibit L,
subject to any changes requested by the Town in the future. In addition, there is attached hereto
as Exhibit M a form of the Town's disclaimer statement. The District shall conspicuously
include this disclaimer statement, or any modified or substitute statement hereafter furnished by
the Town, in all offering materials used in connection with any bonds or other financial
obligations of the District (or, if no offering materials are used, the District shall deliver the
disclaimer statement to any prospective purchaser of such bonds or financial obligations). No
changes shall be made to the disclosure and the disclaimer set forth in Exhibits L and M,
respectively, except as directed by the Town. Neither this Service Plan, the intergovernmental
31
— agreement to be entered into between the Town and the District as described in Article XIII
below, nor any other related agreements shall be construed to impose upon the Town any duties
to or confer any rights against the Town upon, any bondholders, investors, lenders or other third
parties.
XIII. INTERGOVERNMENTAL AGREEMENTS
The District shall enter into an intergovernmental agreement with the Town which shall
be in substantially the form set forth in Exhibit N. The District shall execute and deliver the
intergovernmental agreement to the Town immediately upon formation of the District. The
— District shall not incur any financial obligations of any kind or otherwise perform any functions
authorized under this Service Plan until the intergovernmental agreement has been executed and
delivered to the Town. The execution of such Agreement is a material consideration in the
Town's approval of this Service Plan, and the Town has relied thereon in approving this Plan.
No other intergovernmental agreements are proposed at this time. Any intergovernmental
agreements proposed regarding the subject matter of this Service Plan shall be subject to review
and approval by the Board of Trustees prior to their execution by the District. Failure of the
District to obtain such approval shall constitute a material modification of this Service Plan.
XIV. CONSERVATION TRUST FUND
The District shall not apply for or claim any entitlement to funds from the Conservation
Trust Fund which is derived from lottery proceeds, or other funds available from or through
governmental or nonprofit entities for which the Town is eligible to apply. The District shall
remit to the Town any and all conservation trust funds which it receives.
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- XV. MODIFICATION OF SERVICE PLAN
The District shall obtain the prior written approval of the Town before making any
material modifications to this Service Plan. Material modifications require a Service Plan
amendment and include modifications of a basic or essential nature, including, but not limited to,
the following:
1. Any change in the stated purposes of the District or additions to the types of
facilities, improvements or programs provided by the District;
2. Any issuance by the District of financial obligations not expressly authorized by
this Service Plan, or under circumstances inconsistent with the District's financial ability to
discharge such obligations as shown in the build out, assessed valuation and other forecasts
contained in Exhibit G, or any change in debt limit, change in revenue type (including, without
limitation, the imposition of any tax other than ad valorem property tax as provided in this
Service Plan) or change in maximum mill levy (except for any necessary Gallagher adjustment
as provided in Article V.e., above);
3. Any change in the types of improvements or change of more than fifteen percent
(15%) in the estimated costs of improvements from what is stated in Exhibit E of this Service
Plan;
4. Failure by the District to comply with the requirements of Article V.c. of this
Service Plan or Section 6 of the intergovernmental agreement (the form of which is attached
hereto as Exhibit N)concerning transfer of bond proceeds to the Town;
5. Failure by the District to enter into the intergovernmental agreement (the form of
which is attached hereto as Exhibit N) or failure to execute and deliver the District indemnity
33
letter (the form of which is attached hereto as Exhibit K, Part II) immediately upon the
District's formation as provided in Articles XIII and XI, respectively, of this Service Plan;
6. Failure to comply with the requirements of this Service Plan concerning the
dedication of improvements or the acquisition and conveyance of lands or interests in land;
7. The failure of the District to develop any capital facility proposed in its Service
Plan when necessary to service approved development within the District;
8. Any proposed use of the powers set forth in §§ 32-1-1101(1)(f) and —1101(1.5),
C.R.S., respecting division of the District;
9. The occurrence of any event or condition which is defined under the Service Plan
or intergovernmental agreement as necessitating a service plan amendment;
10. The default by the District under any intergovernmental agreement;
11. Any of the events or conditions enumerated in § 32-1-207(2), C.R.S., of the
Special District Act; or
12. Any action or proposed action by the District which would interfere with or delay
the planned dissolution of the District as provided in Article VIII hereof.
(The examples above are only examples and are not an exclusive list of all actions which may be
identified as a material modification.)
The District will pay all reasonable expenses of the Town, its attorneys and consultants,
as well as the Town's reasonable processing fees, in connection with any request by the District
for modification of this Service Plan or administrative approval by the Town of any request
hereunder. The Town may require a deposit of such estimated costs.
34
XVI. FAILURE TO COMPLY WITH SERVICE PLAN
In the event it is determined that the District has undertaken any act or omission which
violates the Service Plan or constitutes a material departure from the Service Plan (including,
without limitation, any material modification of the Service Plan as described in Article XV which
is not duly authorized by the Town), the Town may utilize the remedies set forth in the statutes to
seek to enjoin the actions of the District, or may withhold issuance of any permit, authorization,
acceptance or other administrative approval for the Cottonwood Hollow development, or may
pursue any other remedy available at law or in equity, including affirmative injunctive relief to
require the District to act in accordance with the provisions of this Service Plan. The District shall
pay any and all costs, including attorneys' fees, incurred by the Town in enforcing any provision of
the Service Plan. To the extent permitted by law, the District hereby waives the provisions of§ 32-
1-207(3)(b),C.R.S., and agrees it will not rely on such provisions as a bar to the enforcement by the
"- Town of any provisions of this Service Plan.
XVII. RESOLUTION OF APPROVAL
The Developer and other proponents of the proposed District agree to and shall
incorporate the Board of Trustee's Resolution of Approval, including any conditions on such
approval, into the Service Plan presented to the appropriate district court. Such resolution shall
be attached as Exhibit O.
XVIII.SEVERABILITY
If any portion of this Service Plan is held invalid or unenforceable for any reason by a
court of competent jurisdiction, such portion shall be deemed severable and its invalidity or its
35
unenforceability shall not cause the entire Service Plan to be terminated. Further, with respect to
any portion so held invalid or unenforceable, the District and Town agree to pursue a Service
Plan amendment or take such other actions as may be necessary to achieve to the greatest degree
possible the intent of the affected portion.
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XIX. CERTIFICATION
This Service Plan is submitted to the Town by the undersigned Developer, which is the
District petitioner, and with the consent of all property owners of all property within the boundaries
of the proposed District. The undersigned will cause written notice of the Town's hearing on the
proposed Service Plan to be duly given to all "interested parties"within the meaning of§ 32-1-204,
C.R.S., and will or has caused all other required filings to be made and all other applicable
procedural requirements to be met. The information contained in this Service Plan is true and
correct as of this date.
DEL CAMINO EAST PROPERTIES, L.L.C.
A Colorado limited liability company
Miles R. rant,Manager
Octobe 14, 2004
-
EXHIBIT A
Legal Description
LEGAL DESCRIPTION
PARCEL 4
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
A TRACT OF LAND LOCATED IN THE EAST HALF OF THE SOUTHWEST
QUARTER OF SECTION 11, TOWNSHIP 2 NORTH, RANGE 68 WEST OF THE 6TH
PRINCIPAL MERIDIAN, TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF
COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS;
COMMENCING AT THE CENTER QUARTER CORNER OF SAID SECTION 11;
THENCE N89°53' 17"W ALONG THE NORTH LINE OF SAID SOUTHWEST QUARTER A
DISTANCE OF 590. 38 FEET TO THE POINT OF BEGINNING;
THENCE S00°07' 17"W A DISTANCE OF 52. 53 FEET;
THENCE S88°01'53"E A DISTANCE OF 90. 63 FEET;
THENCE S15°52'31"E A DISTANCE OF 292. 44 FEET;
THENCE S02°14 ' 18"E A DISTANCE OF 653. 09 FEET;
THENCE S90°00'00"W A DISTANCE OF 582. 89 FEET TO A NON-TANGENT POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 01°52'28" A RACI_S
OF 1015 . 00 FEET A DISTANCE OF 37 . 13 FEET WHOSE CHORD BEARS S10°05' 13"E A CHORD DISTANCE
- OF 37 . 13 FEET;
THENCE E11°01 '27"E A DISTANCE OF 796. 41 FEET A POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 10°45 ' 40" A RADIUS
OF 1015. 00 FEET A DISTANCE OF 190. 63 FEET;
THENCE S00°15 ' 47"E A DISTANCE OF 636."'3 FEET;
THENCE 590°00'00"W A DISTANCE OF 515. 22 FEET;
THENCE .100°17 '57"W A DISTANCE OF 2630 . 4i FEET;
THENCE 588°49' 57"E A DISTANCE OF 21 . 13 FEET A. POINT ON THE WEST LINE OF SAID EAST HALF C_
THE SOUTHWEST QUARTER;
THENCE N00°0G' 11"E ALONG SAID WEST LINE = T6sTANCE OF 4 . 52 FEET TO THE NORTH WEST =. .---
OF SAID EAST HALF;
- THENCE S39°53 ' _7"E ALONG THE NORTH LINE IF SAID SOUTH WEST QUARTER A DISTANCE IF _ . . _
HEET TO THE POINT OF BEGINNING,
_.JTAINI'NG 37 . 86 ACRES, MORE OR LESS.
— D-S38 :DWG'Metro-District-Conn -_ia1 'ED-4 .TNT
3EPAREC: 01-15-04
REU15ED: 03-09-04 WENpF
•
4
`141 oeste
,,,„ U 4. i`
Op C0VO
LEGAL DESCRIPTION
PARCEL 5
- COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
A TRACT OF LAND LOCATED IN THE EAST HALF OF THE NORTHWEST
QUARTER OF SECTION 14, TOWNSHIP 2 NORTH, RANGE 68 WEST OF THE 6TH
PRINC:PAL MERIDIAN, TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF
COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS;
COMMENCING AT THE NORTH WEST CORNER OF SAID EAST HALF;
THENCE SOO°15 '46"E ALONG THE WEST LINE OF SAID EAST HALF OF THE NORTHWEST QUARTER A
DISTANCE OF 551 . 05 FEET TO THE POINT OF BEGINNING;
THENCE N81°08 '27"E A DISTANCE OF 64 . 02 FEET;
- THENCE N64°18 ' 44"E A DISTANCE OF 492. 53 FEET TO A NON-TANGENT POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 11°15' 14" A RADIUS
OF 1015. 00 FEET A DISTANCE OF 199. 37 FEET WHOSE CHORD BEARS 505°21 '50"W A CHORD DISTANCE
OF 199. 04 FEET;
THENCE SIO°59'27"W A DISTANCE OF 225 .17 FEET TO A POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 11°25' 12" A RADIOS
OF 1135. 00 FEET A DISTANCE OF 226.22 FEET;
- THENCE SOO°25 ' 44"E A DISTANCE OF 314 . 08 FEET TO A POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 16°00'07" A RADIUS
OF __ 5. 00 FEET A DISTANCE OF 316. 99 FEET;
THENCE S89°56'37"W A DISTANCE OF 468. 64 FEET TO A POINT ON THE WEST LINE OF SAID EAST
HALE CF THE NORTHWEST QUARTER OF SAID SECTION :4 ;
THENCE NOO°15 ' 46"W ALONG SAID WEST LINE A DISTANCE _`F 1047 . 84 FEET TO THE POINT OF
BEGINNING, .
CONTAINING 11. 66 ACRES, MORE OR LESS.
7I -District-Commercial/LGL-DIST- TE:
P_. REC. 01-15-04
. -EED: 03-09-04
#11 %
hir
ikiblyto
P ediu11 . PTO
Op COO)
_ m
- EXHIBIT B
Boundary Map
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
OVERALL COMMERCIAL DISTRICT BOUNDARY MAP
TOWN OF RRESTONE, WELD COUNTY, STATE OF COLORADO
SHEET 1 OF 1
I I / �`,
COTONWOOD HOLLOW
COMMERCIAL METROPOLITAN H -
DISTRICT BOUNDARY
.
_ _
,' PARCEL4
"K'
37.86 Acres
. .
PARCEL 2 NW 1/4 PARCEL 3 SW 1/4 ,
55.66 Acres SECTION 14 SECTION 11 1
26.33 Acres
� I
/---------9 b
til
COTONWOOD HOLLOW
_ / -- cDoiszNTUAL METROPOLITAN
DISTRICT BOUNDARY
U
a I
SE 1/4
PARCEL 1 NE 1/4 �,
SECTION
1 I
64.04 Acres SECTION 142.
IT
i
h
IN
0 0' - - - - - - - - - -- - - - -
,.
EXI:TFING /LINING: VELD aRiNTY AG a
SCALE IN FEET
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
LEGAL EXHIBIT
TOWN OF FIRESTONE, WELD COUNTY, STATE OF COLORADO
I I I SHEET 1 OF 2 Nu n•SIrw
2630.43
r4
m
II 4
1 m
N00'00'1I-E li /i
4.SY n
E Siwcaww &BE El2IEDESWIM
6ECIION II.C.N.a ONIA I I I
FONT I I/3 ALIN.CAP I RANGE .� .�-- . . .-.. /�
' BOX STAMPED 1..S=IC I I !_..X.l.2 . a. „: .1.;_!!‘:u' U \.. %A.]; 'r' I I ' i1 � ��
:i
566'49r5YE
I 21.13' 1
k - - - - - - .. _ N 0077'57' W 2630.43— — —
I
NO0130'11%
.. PARCEL 4 4.52
-I NWCOREAOf ME IR OF THE 9YW
37.86 Acres 3EC2pN .IKmew,AniRO
11-I- A m L=37.13 'CUM 2 Vr ALUM. 74
AP
STAMPED'LS 1237:
,D R=1015.00
EXEMPTION d A=01'52'26' ___
No. 1313-14-2RE1400 c Tan=16.57 An 8!
CNB=510'05'13'E
in
E CND=37.13 '-
N 4
N .,--
R E L=190.63 5 i 27. E 796.11' -a
\ R10'45'00 1l9 -_
Ton=95.60 ,N
5 OOl5'47' E 636.73'
4
N La.
I UT
d
I FGEND o -
ID
• SECTION CORNER 500'07'17'W
DIMENSION ONE IO CHECK POINTy, 52.53'
%i
D m
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Ea
ED
m e m N
a �%
m 2a0 200 - 515,5231 E. 292'44 H
I Gel
SCALE IN FEET
502'74'18'E 653.09'7O IV
I vIi
•
• $ im
FOUND 2 1/r ALW.CAP
7
STAMPED 1.5 asJ6' • • m•
•
el 1�FE•G•UwE•OFthi nCO„
- .. . . C IN COINER SEWN II,7214 MAW,6NIAE
...vr --
.. T;dr: :_:.1;,;T;':r:• \.:I--._'_.•± I ;",: :; :1,L_ SET 3p.LCNG.3/4-=BM M/
2 I/2-AMY.CAP STAMPED'LS 24968•
i I
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
LEGAL EXHIBIT
TOWN OF FIRESTONE:, WELD COUNTY, STATE OF COLORADO
SHEET 2 OF 2
NWCBEEI OF OEE IRO`DENY IN
SECTION 14194 N664L 01 PS
SW CCMCROF PEE IRO.MAW IN FOUND$1 "ALIN CAP IN RANCE
�N S AYPFD 151561
• SECTION 14191 M all -`R - i.::. F_:.. a. 1I:�__�__„ ....i:: •ii•i
FOUND 2 ALW.CAP STAIV♦D"l5 22576" ..a• a a
40015'46'W 1047.84' a 900115.46t551.05'
oo
o
m 8
b rn $
m
b
I Mt
H v PARCEL 5 s3
* EXEMPTION
m 11.66 Acres =a, No. 1313-14-2RE14OO
q B,
/"1 a
••Ca A a
80015.44°E 314.08' mow-
i
r� L=316.99 L=226.22 225.17'
S910-59.27"w'W
-- R=1135.00 R=1135.00'
X16'00'07" 6-1125'1r
Tan=159.53 Ton=113.49 L=199.37
CHB=SO825'48'E R=1015.00
--- CHD=315.96 M1115'14"
Ton=100.00
:': CHB=5O521'50•W
CH0=199.04
a
03
r
m
a
Fl
IFGEND
A SECTION CORNER ��,���y'p�� p
• DIMENSION LINE ID CHECK POINT "IB_S�wEnt', iv
3
DEL CAM/NO SOUTH LLC
• ��
275 S MAIN ST. (6•l u
LONGMONT CO 80501 • C
REC. 2423478 i qe . = N IN CCIMISEVION14
PARCEL 13/314301004 J •
2Y,RCMallPAL
• FWNo 1 t/t'ALW.CAP
SCALE IN FEET F -••••••••
OF COLOQ1
C IIISECTION Ma •
46W.IONIA -44i
FOUND 2,n-ALUS.OW -
STALWED"LS 2}614
-
EXHIBIT C
Vicinity Map
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
VICINITY MAP
TOWN OF FRESTONE, WELD COUNTY, STATE OF COLORADO
SHEET 1 OF 1
a — 1-25 a — — —
o
o v >a y '
m N � :
COTTO
NWOOD OOD HOL
LOW
COMMERCIAL . .
O
rte; :>:,..:•: :";::. ..
p
METROPOLITAN DISTRICT :.::.<:.t:.. ..>..:..::. .::;°.:.:.°.
< }
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y O
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ROAD n °ul, .�� ,
n au:uuxnE �,
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ROAD 13 ' m COLORADO BLVD. * in ` " Ay '� , : ex" ,''8§•
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— SCALE 1'-1200'
,.,.
- - ROAD 17
EXHIBIT D
Property Owners' Consents
April 22, 2004
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Proposed Cottonwood Hollow Commercial Metropolitan District (the
"District")
To Whom It May Concern:
Del Camino East Properties, L.L.C., is the owner of the property attached hereto as Exhibit A,
which property is proposed to constitute the boundaries of the District. The purpose of this letter
is to advise that I, Miles R. Grant, as Manager of Del Camino East Properties, L.L.C., consent to
the organization of the District.
Del Camino East Properties, L.L.C.
Miles R. Gr , Manager
STATE OF COLORADO
) ss
COUNTY OF
1 / ja1
Subscribed and sworn to before me on this /T- day of 2004, by Miles R. Grant as
Manager of Del Camino East Properties, L.L.C.
S .IQ(111„ MARIN
_ N PU3LIC j:/41.1c )/STATE OF COLORADO ` ���sss /!(GY4�
My Commiaioa Expires 12131105 Notary Public
My commission expires / 3i)Q�j
Cottonwood Hollow('ommercial\Service Plan
— ILGIIII
0739 000 1061'0003
EXHIBIT A
LEGAL DESCRIPTION
PARCEL 4
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
- A TRACT OF LAND LOCATED IN THE EAST HALF OF THE SOUTHWEST
QUARTER OF SECTION 11, TOWNSHIP 2 NORTH, RANGE 68 WEST OF THE 6TH
PRINCIPAL MERIDIAN, TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF
COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS;
COMMENCING AT THE CENTER QUARTER CORNER OF SAID SECTION 11;
THENCE N89°53' 17"W ALONG THE NORTH LINE OF SAID SOUTHWEST QUARTER A
DISTANCE OF 590. 38 FEET TO THE POINT OF BEGINNING;
THENCE S00°07' 17"W A DISTANCE OF 52. 53 FEET;
THENCE 588°01' 53"E A DISTANCE OF 90. 63 FEET;
THENCE 515°52' 31"E A DISTANCE OF 292 .44 FEET;
- THENCE S02°14 ' 18"E A DISTANCE OF 653.09 FEET;
THENCE S90°00' 00"W A DISTANCE OF 582 .89 FEET TO A NON-TANGENT POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 01°52'28" A RAE IWS
OF 1015. 00 FEET A DISTANCE OF 37 .13 FEET WHOSE CHORD BEARS S10°05 ' 13"E A CHORD DISTANCE
- OF 37 . 13 FEET;
THENCE 511°01'27"E A DISTANCE OF 796. 41 FEET A POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 10°45 ' 40" A RADIUS
OF 1015.00 FEET A DISTANCE OF 190. 63 FEET;
THENCE S00°15' 47"E A DISTANCE OF 636. 73 FEET;
THENCE S90°00' 00"W A DISTANCE OF 515 . 22 FEET;
THENCE N00°17' 57"W A DISTANCE OF 2630. 43 FEET;
- THENCE 588°49'57"E A DISTANCE OF 21 . 13 FEET A POINT ON THE WEST LINE OF SAID EAST HALT
THE SOUTHWEST QUARTER;
THENCE N00°00' 11"E ALONG SAID WEST LINE A DISTANCE OF 4 . 52 FEET TO THE NORTH WEST _ E'
OF SAID EAST HALF;
^ THENCE S89°53' 17"E ALONG THE NORTH LINE SF SAID SOUTH WEST QUARTER A DISTANCE -_- . ._
FEET TO THE POINT OF BEGINNING,
CONTAINING 37. 86 ACRES, MORE OR LESS . •
_ _ = 'DWG/Metre-District-Commerc_al '_Gi_-DIST-4 ._XT
==EP_A_RED: 01-15-04 •
RECITED; 73-09-04 OISW ier
•
• 4 •*i:
•
pp co‘P
iron
LEGAL DESCRIPTION
PARCEL 4
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
_ A TRACT OF LAND LOCATED IN THE EAST HALF OF THE SOUTHWEST
QUARTER OF SECTION 11, TOWNSHIP 2 NORTH, RANGE 68 WEST OF THE 6TH
PRINCIPAL MERIDIAN, TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF
COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS;
COMMENCING AT THE CENTER QUARTER CORNER OF SAID SECTION 11;
THENCE N89°53' 17"W ALONG THE NORTH LINE OF SAID SOUTHWEST QUARTER A
DISTANCE OF 590. 38 FEET TO THE POINT OF BEGINNING;
THENCE SOO°07 ' 17"W A DISTANCE OF 52. 53 FEET;
THENCE S88°01' 53"E A DISTANCE OF 90. 63 FEET;
THENCE S15°52 ' 31"E A DISTANCE OF 292 . 44 FEET;
THENCE 502°14 ' 18"E A DISTANCE OF 653. 09 FEET;
THENCE 590°00'00"W A DISTANCE OF 582.89 FEET TO A NON-TANGENT POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 01°52 '28" A RADIUS
OF 1015 .00 FEET A DISTANCE OF 37 . 13 FEET WHOSE CHORD BEARS S10°05' 13"E A CHORD DISTANCE
OF 37 . 13 FEET;
THENCE S11°01'27"E A DISTANCE OF 796. 41 FEET A. POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A. CENTRAL ANGLE OF 10°45'40" A RADIUS
OF 1015.00 FEET A DISTANCE OF 190. 63 FEET;
THENCE SOO°15' 47"E A DISTANCE OF 636. 73 FEET;
THENCE 590°00' 00"W A DISTANCE OF 515 .22 FEET; •
THENCE N00°17' 57"W A DISTANCE OF 2630. 45 FEET;
THENCE S88°49'57"E A DISTANCE OF 21 . 13 FEET POINT ON THE WEST LINE OF SAID EAST HALF CF
THE SOUTHWEST QUARTER;
THENCE NCO°00' 11"E ALONG SAID WEST LINE A DISTANCE OF 4 . 52 FEET TO THE NORTH WEST
OF SAID EAST HALF;
- THENCE 599°53' 17"E ALONG THE NORTH LINE DE SAID SOUTH WEST QUARTER A DISTANCE -- _-
FEET TC THE POINT OF BEGINNING,
CONTAINING 37.86 ACRES, MORE OR LESS.
1-0__ D,vG/Metre-District-Commercial /„_I-__T_-1 .TXT
PREPARED: 01-15-04
REDIoED: 13-09-04 i0WI
N
••
4
01/010
Op COO
HMO
EXHIBIT E
Engineering Estimates
Cottonwood Hollow Commercial Metropolitan District March 9, 2004
Construction Cost Estimate Job No.:00-039
Totals
Arbor St. 186,033.75
On Site lnftrastructure $ 3,657,733.20
North Community Pond Construction $ 155,584.45
Off Site District Budget Total $ 3,999,351.40
Contingency(15%) S 599,902.71
Total $ 4,599,254.11
Cottonwood Hollow Commercial Metropolitan District March 9, 2004
Construction Cost Estimate Job No.:00-039
Arbor St. Construction Only
Arbor St.construction budget is base upon the ultimate section as shown in the
Preliminary Development Plan drawings dated 10/16/03. The cost also includes
addition work to build the ultimate section from the interim section also shown on
the preliminary development plans.Cost is based on street construction in Parcel 4.
Arbor St.
1039 If
100'R.O.W
66'Asphalt paving base on 10"section
2-6"concrete curb and gutter both sides of road(entire length)
12'wide landscape area both sides of mad(entire length)
8'wide sidewalk both sides of road(entire length)
Construction Costs
Item Quantity Unit Unit Price Total
Subgrade Prep 3694 SY $ 2.10 $ 7,757.40
Sidewalk 8'(includes prep) 2078 LF $ 29.00 $ 60,262.00 •
Handicap Ramps 5 EA $ 450.00 $ 2.250.00
Asphalt Paving 10"Section 3694 SY $ 21.00 $ 77,574.00
Stripe 4200 LF $ 0.94 $ 3,948.00
Subtotal $ 151,791.40
Addition work for interim section
Asphalt Repair 3694 SY $ 2.25 $ 8,311.50
Cut/Fill barrow ditches&process 6149 CY $ 2.75 $ 16.909.75
Seed 62340 SF $ 0.10 $ 6,234.00
Stripe 2965 LF $ 0.94 $ 2,787.10
Subtotal $ 34,242.35
Item Quantity Unit Unit Price Total
12"PVC With All Fillings 1039 LF $ 42.00 $ 43,638.00
Total Water $ 43,638.00
Arbor St.Construction Costs(interim included) $ 186,033.75
Cost per foot $ 179.05
Cottonwood Hollow Commercial Metropolitan District March 9, 2004
Construction Cost Estimate Job No.:00-039
North Community Ponds
Item Quantity Unit Unit Price Total
Excavation 43000 CY $ 1.40 $ 60,200.00
PVC liner 82943 SF $ 1.15 $ 95,384.45
Total North Community Pond Construction $ 155,584.45
Cottonwood Hollow Commercial Metropolitan District March 9, 2004
Construction Cost Estimate Job No.:00-039
On Site Infastructure Construction
Commercial District Area= 46.65 ac Area Excluded=1039 of 120 ROW
Item Quantity Unit Unit Price Total
Infrastructure cost 2032074 SF $ 1.80 $ 3,657,733.20
Total $ 3,657,733.20
PARAGON ENGINEERING CONSULTANTS, INC.
March 9, 2004
Town of Firestone
151 Grant Street
Firestone, CO 80520
RE: Proposed Cottonwood Hollow Commercial Metropolitan District
To Whom It May Concern,
I, S. Sylvester Mikosz, a Registered Professional Engineer in the State of Colorado, have
reviewed the Engineer's Estimate of Probable Construction Costs within the proposed
Cottonwood Hollow Commercial Metropolitan District area. The Engineer's Estimate of
Probable Construction Cost was based on the following information and assumptions:
A. The quantities for each item were based on conceptual design of public improvements, as
depicted in Preliminary Development Plan Dated October 16, 2003, prepared by Paragon
Engineering Consultants that was not approved by appropriate agencies.
B. Unit costs were based on recent bid cost for similar projects.
Based on these assumptions, I believe that the Engineering Estimate of Probable Construction
Cost contained within Service Plan for Cottonwood Hollow Metropolitan District is reasonable
for the public improvements portion of this project.
Additionally, I have reviewed the exhibits of the location of public improvements within the
_ Service Plan for the district (Service District Roadways, Storm Drainage System, Water
Distribution System, Parks and Open Space) and believe the exhibits represent the conceptual
design of the public improvements prepared by Paragon Engineering Consultants.
For and on Behalf of
Paragon Engine ing Consul
tIh
Jy OttG
N
'V• �1
•
S. y ester Mikosz, P.E. o '. •• Q
P 'ect Engineer tFJ'••'••••••'•
/OA
5575
5575 South Sycamore, Ste 103 / Littleton, CO 80120 / (303) 794-8604 / FAX(303) 795-3072
EXHIBIT F
Location of Public Improvements
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
STREET PLAN
TOWN OF FIRESTONE, WELD COUNTY, STATE OF COLORADO
SHEET 1 OF 1
•
: \ \
PARCEL 4
oD`
N. EXEMPTION \ '^
No. 1313-14-2RE14OO \ \ D.~
0
ARBOR ST.
N.
:\ LIMITS OF \
\ CONSTRUCTION
Cu \ \
\
Pci \ \
\
••
• t.::y>
:°‘
. it
a :ter)v^ s., '`•
.<c"",F•` ,.
OP
ncti „ . Q p
01
�' o y 2U0---`� 2W Wo
n„ SCALE IN FEE1T��
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
WATER PLAN
TOWN OF FIRESTONE, WELD COUNTY, STATE OF COLORADO
SHEET 1 OF 1
\
\
\
• i; ,
PARCEL 4
\ EXEMPTION L i \ \ CC
No. 1313-14-2RE1400 : \ \ -z
\ so
\
\ wTR 12. PVC ARBOR St wTR It PVC
:\ LIMITS OF \ \
CONSTRUCTION \
\
•
\
\•
\>
m \ \
A \
b \
•
\(
•
x ,.. .,d .,,:...
S aa a,tia
W ':h ig
•
•
te «'ifsi: • arii?,iii{::::::***it, ff.? .E;i1.1:1.::;..s..,..:t.„,, -{Siiiiiii*
.m ' ≥ i> °v2 /_
y
A 20�---sal 290 +Q0
AN a .. SCALE IN FEET
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
PARKS, OPEN SPACE SPACE AND RECREATIONAL FACILITY PLAN
TOWN OF FIRESTONE, WELD COUNTY, STATE OF COLORADO
SFEET 1 OF 1
i
PARCEL 4
EXEMPTION
No. 1313-14-2RE1400
' \ ARBOR ST.
\ : N
A \
A \
id \
•
•
> /•
T«•
` p :*e.
•
"gds $ »t` w- COMMUNITY POND NORTH
SW
•
xA . �/
E
a
I
-:: ,a L 210 - 2.0 O.
su
a ji?LbvK[Nr
._.r SCALE IN FEET
EXHIBIT G
Financial Plan
Forecasted Cash Surplus Balances and Cash Receipts and Disbursements
Market Projection Consultant's Analysis
Developer's Letter in Support of Market Projections
- COTTONWOOD HOLLOW
- COMMERCIAL
METROPOLITAN
- DISTRICT
FORECASTED SURPLUS CASH BALANCES
AND
- CASH RECEIPTS AND DISBURSEMENTS
OCTOBER 12, 2004
M Clifton
Gunderson LLP
Certified Public Accountants&Consultants
Accountant's Report
The Petitioners for Formation of
Cottonwood Hollow Commercial Metropolitan District
Weld County, Colorado
We have compiled the accompanying forecasted surplus cash balances and cash receipts and
— disbursements of Cottonwood Hollow Commercial Metropolitan District (the "District") (in the
Formation Stage of Development) as of the date of formation and for the calendar years ending
through 2040, in accordance with attestation standards established by the American Institute of
Certified Public Accountants.
A compilation is limited to presenting in the form of a forecast, information that is the
— representation of the Petitioners for Formation of the District (collectively, "Management") and
does not include evaluation of the support for the assumptions underlying the forecast. We have not
examined the forecast and, accordingly, do not express an opinion or any other form of assurance
on the accompanying schedules or assumptions. However, we did become aware of a departure
from the guidelines for presentation of a forecast established by the American Institute of Certified
Public Accountants, which is described in the following paragraph. Furthermore, there will usually
be differences between the forecasted and actual results, because events and circumstances
frequently do not occur as expected, and those differences may be material. We have no
responsibility to update this report for events and circumstances occurring after the date of this
report.
As discussed in Note 4, the forecast is presented on the cash basis of accounting, whereas the
historical financial statements for the forecast period are expected to be presented in conformity
with generally accepted accounting principles on the accrual basis for government wide statements
and the modified accrual basis for individual fund financial statements for all funds of the District
by fund type. Guidelines for presentation of a forecast established by the American Institute of
Certified Public Accountants require disclosure of the differences resulting from the use of a
different basis of accounting in the forecast than that expected to be used in the historical financial
statements for the period. Accordingly, if the AICPA presentation guidelines were followed, the
forecast would indicate that the presentation reflects — surplus cash balances and the cash received
and disbursed rather than fund balances and the revenue and expenditures that would be recognized
under generally accepted accounting principles based on the accrual basis and the modified accrual
basis of accounting.
L A
Greenwood Village, Colorado
October 12, 2004 [}
Offices in 13 states and Washington,DC r�]rLB International
I I I I I I I I I I I I I I 1 1 I I 1
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS IaJ
GENERAL AND DEBT SERVICE FUNDS ONLY
SUMMARY-GENERAL FUND
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2040
Cash Receipts Cash Disbnrsemeats Cash Balances
General Net Specific Annual Annual Cumulative
Total Fund Property Ownership Developer Interest Total Administrative Total Cash Surplus
Collection Assessed Mill Taxes Taxes Contributions- Income Cash Disbursements Cash Surplus Cash Collection
Year Value Levy Administrative at Receipts Disbursements (Deficit) Balances Year
(See Page 4) 98.00% 1000% 2.00% _ 2.00%
-
2004 0 0 50,000 0 50,000 50,000 50,000 0 0 2004
2005 0 0 50,000 0 50.000 50,000 50,000 0 0 2005
2006 75,794 5.000 371 37 51.000 0 51.408 51,000 51,000 408 408 2006
2007 75,794 5.000 371 37 52,000 8 52,416 52,020 52,020 396 804 2007
2008 77,310 3.000 379 38 53,000 16 53,433 53,060 53,060 373 1,177 2008
2009 77.310 5.000 379 38 54,000 24 54.441 54,121 54,121 320 1,097 2009
2010 2,117.936 5.000 10,378 1,038 44,000 30 55,446 55,203 55,203 243 1,740 2010
2011 5,398,150 5000 26.451 21.161 9,000 35 56,647 56,307 56,307 340 2080 2011
2012 8,852,362 5.000 43,377 34,702 42 78,121 57,433 57,433 20,688 22,768 2012
2013 8,852,362 5.000 43,377 34,702 455 78,534 58.582 58,582 19,952 4:720 2013
2014 9,029,409 5000 44,240 35,395 854 80.493 59,754 59,734 20,739 63,459 2014
2015 9.029.409 5.000 44,244 35,395 1,269 80,908 60,949 60,949 19959 83418 2015
2016 9,740,319 5.000 47.728 38,182 1,668 87,578 62,168 62,168 25,410 108,828 2016
2017 0,281.311 5.000 50,378 40,303 2.177 92,858 63,411 63,411 29,447 138,275 2017
2018 1.038,811 5.000 54,090 43,272 2,766 100,128 64,679 64,679 35,449 173.724 2018
2019 1,601187 3000 56,849 45,479 3,474 105,802 65,973 65,973 39,829 213,553 2019
2020 2,408,120 5.000 60,800 48,640 4,271 113,711 67,292 67,292 46,419 259,972 2020
2021 2.993,967 2.200 28.015 47,371 5,199 80,585 68,638 68,638 11,947 271,919 2021
2022 3,253,847 2.200 28,575 48,319 5,438 82,332 70,011 70,011 12,321 284,240 2022
2023 3,253,847 2.200 28,575 48,319 5,685 82,579 71,411 71,411 11.168 295,408 2023
2024 3.518,923 2.200 29,147 49,285 5,908 84,340 72,839 72,839 11.501 306,909 2024
2025 3.518.923 2.200 29,147 49.285 6,138 84,570 74,296 74,296 10,274 317,183 2025
2026 3,789,302 2.200 29,730 50,270 6,344 86,344 75,782 75,782 10,562 327,745 2026
2027 3,789.302 2.200 29,730 50,270 6,555 86,555 77,298 77,298 9,257 337,002 202)
2028 4,065,088 2200 30,324 51,275 6.740 88,339 78,844 78,844 9,495 346,497 2028
2029 4,065,088 2.200 30,324 51,275 6,930 88,529 80.421 80,421 8,108 354,605 2029
2030 4,346.390 2.200 30,931 52,301 7,092 90,324 82,029 82,029 8.295 362.900 2030
2031 4,346,390 2.200 30.931 52,301 7,258 90.490 83,670 83,670 6,820 369,720 2031
2032 4,633,317 2.200 31,349 53,347 7,394 92,290 85.343 85,343 6,947 376,667 2012
2033 4,633,317 2.200 31.549 53,347 7,533 92,429 87,050 87,050 5,379 382,046 2033
2034 4,925,984 2.200 32,180 54,414 7,641 94,235 88,791 88.791 5,444 387,490 2034
2035 4,925,984 2.200 32,180 54,414 7,750 94,344 90,567 90,567 3,777 391,267 2035
2036 5,224,503 2.200 32,824 55,502 7,825 96,151 92,378 92,378 3,773 395.040 2036
2037 5,224,503 2.200 32,824 55,502 7,901 96,227 94,226 94,226 2,001 397,041 2037
2038 5,528,993 2.200 3)481 56,612 7,941 98.034 96,111 96,111 1923 398,964 2038
2039 5,528,993 2.200 33,481 56,612 7,979 98,072 98,033 98,033 39 399,003 2039
2040 5.839,573 2.200 34,150 57,745 7,980 99,875 99,994 99,994 ,0191 398,854 2040
1,103,063 1,426,185 363.000 156.320 '3,048,568 2,649,684 2,649,684 398,884
Note I. Per District's Service Plan,the maximum mill levy for administration and operating expenses is 6 mills.
This financial infomution should be read only in connection with the accompanying Summary of Significant Forecast Assumptions and Accsuniing Policies and Accountant's Repon.
I 1 ► ► ► I I I I I I I I I I I 1 ► ►
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
I Pau3 I
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SUMMARY-DEBT SERVICE FUND
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2040
Cash Receipts Cash Dabursenlenta Cash Balances
Debt Net Net Annual Cumulalivc
Total Service Property Interest Total Debt Service Total Cash Cash
Collection Assessed Fund Taxes Income Cash on Cash Surplus Surplus Collection
Year Value Mill at Receipts 2010 Bonds Disbursements (Deficit) Balances Year
(Sec Page 41 Levy 98.00% 2 0rY% (Sac Page 5)
2004 0 2004
2005 0 2005
2006 75,794 0000 0 2006
2007 75,794 0.000 0 2007
2008 17,310 0.000 0 2008
2009 77.310 0.000 0 2009
2010 2,117.936 0.000 0 2010
2011 5,398.150 35,000 185,15 185,15 0 185,15 185,151 2011
2012 8,852,362 35.000 303,63 3,70 301,33 163,986 163,98 143.35 328,510 2012
2013 8,852,362 35.000 303,63 6,57 310,206 384,345 384,34 (74,13 ) 254,371 2013
2014 9,029,409 35.000 309,709 5,08 314,1% 384,345 384,34 (69,54 I 184,822 2014
2015 9,029,409 35.000 309,109 3,6% 313,403 384,345 384,34 (70,940) 113,882 2015
2016 9,740,319 35000 334,093 2278 336,371 389,345 389,34 (52.97 ) 60,908 2016
2017 10,281,311 35.000 352,649 1,218 353,867 393,970 393,97 (40,10 ) 20,803 2017
2018 11,038,811 35.000 378,631 416 379,047 393,220 393,22 (14,17 ) 6.632 2018
2019 11,601,187 35.000 397,941 133 398,010 402,470 402,47 (4396) 2,236 2019
2020 12,408,120 35.000 425,599 45 425,644 405,695 405,69 19,949 22.185 2020
2021 12,993,967 35000 445,693 444 446,137 458,820 458,82 (12,683) 9,502 2021
2022 13,253,847 35.000 454,607 190 454.797 457,270 451,21 (2,473) 7,029 2022
2023 13,253,847 35.000 454,607 141 454,748 460,345 460,34 (5,591) 1,432 2023
2024 13.518,923 35.000 463,699 29 463,728 462,670 462,61 1,058 2,490 2024
2025 ❑,518,923 35.000 463.699 50 463,749 459,245 459,24 4.504 6,994 2025
2026 13.789,302 35.000 472,913 140 473,113 470,170 470,11 2.943 9,937 2026
2021 13,789,302 35.000 472,973 199 473,172 459,870 459,81 13.302 23,239 2027
2028 14,065,088 35.000 482,433 465 482,898 469,295 469,29 13,603 36,842 2028
2029 14,065,088 35000 482,433 737 483,170 476,945 476,94 6,225 43.067 2029
2030 14,346,390 35.000 492,081 861 492,942 483,095 48309 9,847 52.914 2030
2031 14,346,390 35.000 492,081 1.058 493,139 482,745 48274 10394 63,308 2031
2032 14,633,317 35.000 501.923 1,266 503,189 481,270 481,27 21,919 85.227 2032
2033 14,633,317 35000 501,923 1.705 503,628 483,395 483,39 20.233 105,460 2033
2034 14,925,984 35.000 511961 2,109 514.070 484,020 484,02 30,050 135.510 2034
2035 14,925,984 35.000 511,961 2710 514,671 482,870 482,87 31.801 167,311 2035
2036 15.224,503 35.000 522,200 3.346 525,546 480,220 480,22 45,326 212.637 2036
2031 15,224,503 35.000 522,200 4.253 526,453 505,795 505,79 20.658 233.295 2037
2038 15,528,993 35.000 532,644 4,666 537,310 537,343 537,34 (35) 233,260 2038
2039 15,528,993 35.000 532,644 4,665 537,309 644,120 644,12 (106,811) 126,449 2039
2040 15,839.573 35.000 543,297 2.529 545,826 658,070 658317 1112,244) 14,205 2040
13,158,792 54,709 13,213,501 13.199,296 13,199,2% 14,205
This financial information should be read only in connection with the accompanying Summary ofSignificani Forecast Assumptions and Accounting Policies and Accountant's Report
I I I I I I ;._.._.I I I ,: __. I .: I I I I I I 1
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
I Lint I
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE OF ESTIMATED ASSESSED VALUATION
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2040
Commercial Developn¢nl Undeveloped Commercial
Commercial Ea.Annual Undeveloped Less: Developed Ea.Annual Total Est.Biennial Cumulative Estimated TOTAL
Coustmerion Collection Square Price per Market Value Price per Price per Market Value Estimated Annual Revaluation per Market Value Commercial ASSESSED Collection
Year Year Footage Square Foot Commercial Square Font Square Foci; Undeveloped Marker Value State Statute of Commercial Assessment VALUATION Year
Developed 575 Development 5050 $0.50 Conmascial 2.00% Property Ratio
Inflation compounded annually on lase price 2.00%
2005 0 0 0 29.00% 0 2005
2004 2006 0 000 0 261,360 0 261,360 261,360 0 261,360 29.00% 75,794 2006
2005 2007 0 0.00 0 0 0 0 261,360 29.00% 75,794 2007
2006 2008 0 0.00 0 0 0 0 5,227 266,58] 29.E 77,310 2008
2007 2009 0 0.00 0 0 0 0 266,587 29.00% 77,310 2009
2008 2010 94.380 75.00 7.078,500 (47,190) (47,190) 7,031,310 5,332 7,303.229 29.00% 1,117,936 2010
2009 2011 148,830 76,50 11,385495 (74.415) (74,415) 11 311,080 18,614,309 29.00% 5,398.150 2011
2010 2012 148,830 78.03 11,613,205 (74,415) (74,415) 11,538,790 372.286 30,525,385 29.00% 8,852.362 2012
2011 2013 0 79.59 0 0 0 0 30,525,385 29.00% 8,852,362 2013
2012 2_014 0 81,18 0 0 0 0 610,508 31,135,893 29.00% 9,029,409 2014
2013 2015 0 82.81 0 0 0 0 31,135,893 29.00% 9,029,409 2015
2014 2016 21,780 84.46 1,839,586 (10,890) (10,890) 1,828,6% 622718 33 587,307 19.00% 9,740,319 2016
2015 2017 23780 86.15 1,876,378 (10,890) (10,890) 1,865,488 35452795 29.00% 10,281,311 2017
2016 2018 21,780 87.87 1,911,906 (10,890) (10,890) 1,903,016 709,056 38,064,867 29.00% 11,038,811 2018
2017 2019 21.780 89.63 1,952,184 (10,890) (10,890) 1,941.294 40,006,161 29.00% 11,601,787 2019
2018 2020 21,780 9142 1,991,227 (10.890) (10,890) 1,980,337 800.123 42,786,621 29.00% 12,408,120 2020
2019 2021 21,780 93.25 2.011,052 (10,890) (10,8923) 2,020,162 44,806.783 29.00% 12,993,967 2021
2020 2022 0 95.12 0 0 0 0 896,136 45,702,919 29.00% 13,253,84] 2022
2021 2023 45,702 919 29.00% 13.253.847 2023
2022 2024 914.058 46,616,977 29.00% 13,518,923 2024
2023 2025 46,616977 29.00% 13,518.923 2025
2024 2026 932,340 47,549,317 29.00% 33 789,302 2026
2025 2027 47,549.317 29.00% 13,789,302 2027
2026 2028 950,986 48,500,303 29.00% 14,065,088 2028
2027 2029 48,500,303 29,00/, 14,065,088 2029
2028 2030 970,006 49,470,309 29.00% 14346,390 2030
2029 2031 49,470,309 29.00% 14.346,390 2031
2030 2032 989,406 50459,715 29 14,633,317 2032
2031 20)3 50,459.715 29.00% 14.633,317 2033
2032 2034 1,009.194 51,468,909 29.00% 14,925,984 2034
2033 2035 51,468,909 29.00, 14,925,984 2035
2034 2036 1.029,378 52,498,287 29.00% 15,224,503 2036
2035 2037 51498,287 2900%, 15,224,503 2037
2036 2038 1,049,966 53,548.253 2900% 15,528,993 2038
2037 2039 53,548,253 29.00% 15.528993 2039
2038 2040 1,070,965 54,619.218 29.00% 15,839,573 2040
322,720 41681 533 264.360 (161,360) 0 41,683,533 12,9)7,685
l his financial information should be read only in connection with the accompanying Summary of Significant Forecast Assumptions and Accounting Policies and Accountant's Repon.
1 1 I I 1 I I I I I I I I I I 1 1 1 1
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
Pae5
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE of ESTIMATED BOND DEBT SERVICE REQUIREMENTS
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2040
Series 2010 Bond 1Hpt
Dated: December 1,2010 55,265,000
Iwed: December I,2010 Principal payments due on December I
latent Rate: 7.50%
Reduce Debt Service By. Net
Total Debt Service Reserve Fund Capitalized 2010 Bands
Year Principal Coupon Interest Debi Service Release I Interest Interest Debt Service Year
(Page 6) (Page 6) (See Page 7)
2011 500% 394,875 394,875 0 (10,530) (384,345) 0 2011
2012 500% 394,815 394,875 0 (10,530) (220,359) 163,986 2012
2013 0 500% 394,815 194,815 0 (10,530) 384,345 2013
2014 0 500% 394,875 394,875 0 (10,530) 384,345 2014
2015 0 500% 394,815 394,875 0 (10,530) 384,345 2015
2016 5,000 500% 394,875 399.875 0 (10,530) 389,345 2016
2017 10,000 500% 394,500 404,500 0 (10,530) 393,910 2017
2018 10,00 SOP. 393,750 403,750 0 (10,530) 393,220 2018
2019 25,000 5006 393,000 418,000 (5,0001 (10.530) 402,470 2019
2020 25,000 500% 391,125 416,125 0 (10,430) 405.695 2020
2021 90,000 500% 389,250 479,250 (10,000) (10,430) 458.820 2021
2022 95,000 500% 382,500 477,500 (10,000) (10,230) 457,270 2022
2023 105,000 500% 375,375 480,375 (10,000) (10,030) 460,345 2023
2024 115,000 500% 361,500 482,500 (10.000) (9,830) 462,670 2024
2025 125,000 500% 358,875 483,875 (15,000) (9,630) 459.245 2025
2026 140,000 500% 349,500 489,500 (10,000) (9,330) 470.110 2026
2027 145,00 500% 339,000 484,000 (15,000) (9.130) 459,870 2027
2028 170,000 500% 328,125 498,125 (20,000) 18.830) 469.295 2028
2029 190,00 505E 315,375 505,115 (20,000) (8,430) 416945 2029
2030 210,000 500% 301,125 511,125 (20,000) (8,00) 483.095 2030
2031 225,00 500% 285,375 510,375 (20.000) (7,630) 482,745 2031
2032 245,000 5006 268,500 513,500 (25,000) (7,230) 481,270 2032
2033 265,000 50% 250,125 515,125 (25,000) (6,730) 483,395 2031
2034 290,000 500% 230,250 520,250 (30,00) (6130) 484,020 2034
2035 310,000 500% 208,500 518,500 (30,000) (5,630) 482,870 2035
2036 335,00 500% 185,250 520,250 (35,00) (5,030) 480,220 2036
2037 390,000 500% 160,125 550,125 (40,110) (4,330) 505,795 2017
2038 455,000 500% 130,875 585.895 (45,00) (3,530) 537,345 2038
2039 610,000 50% 96,750 )06,)50 (60,00) (2,630) 644,120 2039
2040 680,000 500% 51,000 731,000 (71,500) (1.430) 658,070 2040
5,265,000 I I 9.315,000 14.580,00 (526,500) (249,500) (604,704) 13,199,2%
USE OF PROCEEDS.
Construction Costs 3,030,402
Contribution to Town 905,185
Capitalized Interest 592,313 Interest Earnings at 0.6 2130%
Debi Service Reserve Fund 526,500 Interest Earnings at kg 2 000%
Issuance Costs(4 00%) 210,60
55.265.000
This f ttal infomiation should be read only in connection Wills the accompanying Summary of Significant Forecast Assumptions and Accounting Policies and Accountant's
Report
I.
I I 1 I 1 1 I I I I I I I I I I 1 1 I
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVEI OPM ENT)
Pane 6
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE OF DEBT SERVICE RESERVE FUND
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2040
CALCULATION of DEBT SERVICE RESERVE FUND on SERIES 2010 BOND ISSUANCE
Beginning Debt Service Release Ending Interest at
Date Balance Reserve from Reserve Balance 2.00%
12/01/2010 0 526,500 526,500
12/01/2011 526,500 0 526,500 10,530
12/01/2012 526,500 0 526,500 10,530
12/01/2013 526,500 0 526,500 10,530
12/01/2014 526,500 0 526,500 10,530
12/01/2015 526,500 0 526,500 10,530
12/01/2016 526,500 0 526,500 10,530
12/01/2017 526,500 0 526,500 10,530
12/01/2018 526,500 0 526,500 10,530
12/01/2019 526,500 (5,000) 521,500 10,530
12/01/2020 521,500 0 521,500 10,430
12/01/2021 521,500 (10,000) 511,500 10,430
12/01/2022 511,500 (10,000) 501,500 10,230
12/01/2023 501,500 (10,000) 491,500 10,030
12/01/2024 491,500 (10,000) 481,500 9,830
12/01/2025 481,500 (15,000) 466,500 9,630
12/01/2026 466,500 (10,000) 456,500 9,330
•
12/01/2027 456,500 (15,000) 441,500 9,130
12/01/2028 441,500 (20,000) 421,500 8,830
12/01/2029 421,500 (20,000) 401,500 8,430
12/01/2030 401,500 (20,000) 381,500 8,030
12/01/2031 381,500 (20,000) 361,500 7,630
12/01/2032 361,500 (25,000) 336,500 7,230
12/01/2033 336,500 (25,000) 311,500 6,730
12/01/2034 311,500 (30,000) 281,500 6,230
12/01/2035 281,500 (30,000) 251,500 5,630
12/01/2036 251,500 (35,000) 216,500 5,030
12/01/2037 216,500 (40,000) 176,500 4,330
12/01/2038 176,500 (45,000) 131,500 3,530
12/01/2039 131,500 (60,000) 71,500 2,630
12/01/2040 71,500 (71,500) 0 1,430
526,500 (526,500) 249,500
This financial information should be read only in connection with the accompanying Summary of Significant Forecast Assumptions and
Accounting Policies and Accountant's Report.
•
► ► ► ► ► ► ► ► ► ► ► ► ► ► 1 ► ► ► 1
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
Page 7
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE OF CAPITALIZED BOND INTEREST
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2040
CALCULATION of CAPITALIZED INTEREST on SERIES 2010 BOND ISSUANCE
Beginning Capitalized Interest at Disbursements Ending
Date Balance Interest 2.000% (See Page 5) Balance
12/01/2010 0 592,313 592,313
6/01/2011 592,313 5,923 (192,173) 406,063
12/01/2011 406,063 4,061 (192,172) 217,952
6/01/2012 217,952 2,180 (197,438) 22,694
12/01/2012 22,694 227 (22,921) 0
592,313 12,391 (604,704)
This financial information should be read only in connection with the accompanying Summary of Significant Forecast Assumptions and
• Accounting Policies and Accountant's Report.
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 12, 2004
NOTE 1) NATURE AND LIMITATION OF FORECAST
This forecast of financial information is for the purpose of a financial analysis of the proposed
financial plan of Cottonwood Hollow Commercial Metropolitan District (the "District") (in the
Formation Stage of Development), located in the Town of Firestone (the "Town) in Weld
County, Colorado. It is to display how the proposed facilities and services are currently
anticipated to be provided and financed.
This financial forecast presents, to the best knowledge and belief of Management of the District,
the District's expected cash position and results of cash receipts and disbursements for the
forecasted periods. Accordingly, the forecast reflects Management's judgement, as of October
12, 2004, the date of this forecast, the expected conditions within the District and the District's
expected course of action.
The assumptions disclosed herein are those that Management believes are significant to the
forecast, however, they are not all-inclusive. There usually may still be differences between
forecasted and actual results, because events and circumstances frequently do not occur as
expected, and those differences may be material.
The forecast is expressed in terms of 2004 dollars, with the only adjustments for inflation as
follows. The market values of commercial properties are forecasted to increase 2.00% per year,
starting in 2009 through build-out. The market values of commercial properties are forecasted to
increase 2.00%biennially pursuant to the reassessment of property required by State statute. The
commercial assessment ratio for raw ground and developed property is assumed to remain at a
constant 29% for the entire forecast period in accordance with historical trends. Administrative
costs in the General Fund are assumed to increase by 2.00%per year beginning in 2006.
NOTE 2) ORGANIZATION
The Petitioners for the formation of the District, a quasi-municipal corporation and political
subdivision of the State of Colorado, are in the process of organization. The District will be
governed pursuant to provisions of the Colorado Special District Act (Title 32). The District will
operate under a service plan approved by the Town. The District's service area will contain
approximately 49.52 acres of real property located entirely within the Town. The District is
being established primarily to provide for financing, construction, acquisition and installation of
streets, street lighting, traffic and safety controls, water, landscaping, storm drainage, and park
and recreation improvements and facilities within the boundaries of the District. The District
will also be authorized to finance park, recreation or other capital improvements of the Town that
are identified by the Town and located outside of the District.
Page 8
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 12, 2004
NOTE 2) ORGANIZATION (continued)
The operation and maintenance of these services and facilities is anticipated to be provided by
the Town or other entities, and not by the District.
As set forth in this forecast, the District is forecasted to issue $5,265,000 of debt with one bond
issue. However, the service plan may have a higher debt amount to allow for an under estimate
of valuations in this forecast.
Formation of the District is intended to be timed to allow for the proper legislative,judicial and
election process to be completed in order for the District's electors to be able to vote for the
authorization of debt and TABOR questions in November 2004, and to certify tax levies for tax
collections in 2006. The Petitioners expect the favorable approval at the election since they
constitute the majority of the current eligible electors within the proposed District's boundaries.
NOTE 3) PETITIONERS FOR FORMATION
The Petitioners for Formation of the District are principals of the company that intends to
develop the property included within the boundaries of the District. The developer of the District
is Del Camino East Properties, L.L.C., a Colorado limited liability company (the "Developer").
The Developer anticipates developing approximately 49.52 acres within the District.
The Developer has provided the information regarding the number of square feet and the initial
sales values per square foot for the commercial properties to be developed in the District, based
upon their knowledge and experience in developing other properties. The Developer anticipates
that sales values will be increased by 2.00% for each year beyond 2008.
NOTE 4) BASIS OF ACCOUNTING
The basis of accounting for this forecast is the cash basis, which is a basis of accounting that is
different from that allowed by the generally accepted accounting principles under which the
District will prepare its financial statements.
Page 9
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 12, 2004
NOTE 5) PROPERTY TAXES
The primary source of revenue or cash receipts will be ad valorem property taxes. Property taxes
are to be determined annually by the District's Board of Directors and set by County
Commissioners as to rate or levy based upon the assessed valuation of the property within the
District. The Weld County Assessor determines the assessed valuation. The levy is expressed in
terms of mills. A mill is 1/1,000 of the assessed valuation. The forecast assumes that the District
will be able to set its initial General Fund mill levy at 5.0 mills for collection in 2006, and its
initial Debt Service Fund mill levy at 35.0 mills for collection in 2011. The initial mill levy for
the General Fund is forecasted to be reduced to lower levels in future years as displayed in the
forecast, while the Debt Service Fund mill levy is assumed to remain constant throughout the
forecast period.
The assessed valuation for the District is dependent upon the build-out schedule of the
commercial properties within the District. Management of the District has based the estimate of
build-out on their forecasted build-out schedule. The forecasted development build-out schedule
and conversion to assessed valuation is presented as a schedule (see page 4). Commercial
"- property is assessed at 29%of actual value.
Per the District's Service Plan, the maximum mill levy for administration and operating expenses
is 6 mills, as adjusted to take into account legislative or constitutionally imposed adjustments in
assessed values or the method of their calculation. The Limited Mill Levy for the purpose of
debt service is 40 mills, as adjusted.
Increases to valuation for the development of infrastructure within the District for platted and
developed property held for build-out are included in the forecasted assessed valuation. No
assessed valuation has been assumed for State Assessed property that may be owned by public
utilities within the District.
The beginning assessed value of the land totaling 49.52 acres, which constitutes the District, has
been deemed to be immaterial for purposes of the forecast.
The property taxes resultant from the above mill levy and assessed valuation have been reduced
for the Weld County Treasurer's 1.5% fee for collection of the taxes, and further reduced by
0.5%to allow for uncollectible taxes.
Page 10
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 12, 2004
NOTE 6) SPECIFIC OWNERSHIP TAXES
Specific ownership taxes are set by the State and collected by the County Treasurer, primarily on
vehicle licensing within the County as a whole. The specific ownership taxes are allocated by
the County Treasurer to all taxing entities within the County. The forecast assumes that the
District's share will be equal to approximately 10% of the total property taxes collected by the
General and Debt Service Funds and will be allocated entirely to the General Fund.
NOTE 7) DEVELOPER ADVANCES
The forecast assumes that the Developer will advance funds needed for organizational and
construction costs to the District (see Note 11). To the extent that bond proceeds are available
for organizational and construction payments in any year, the Developer advance would be
reduced accordingly. In addition, to the extent that there are surplus cash balances that can be
applied towards reducing any Developer advance without creating future cash deficits, the
Developer advances will be reduced accordingly.
The forecast does not display cash receipts for Developer advances for construction costs and
bond proceeds available for construction costs nor cash disbursements for construction costs.
— Accordingly, the forecast assumes that any Developer advances for construction will be repaid
from bond proceeds and that construction costs will be funded by Developer advances and / or
bond proceeds. Any Developer advances which cannot be reimbursed will be treated as
developer contributions. Under the terms of the Service Plan, the District may issue construction
financing notes to the Developer and such notes may not bear interest.
NOTE 8) DEVELOPER CONTRIBUTIONS
The forecast assumes that the Developer will contribute funds to the District for administrative
costs as shown on the summary page for the General Fund of the forecast.
NOTE 9) INTEREST INCOME
The forecast includes interest income earned on monies that are forecasted to be on deposit or
invested by the District at the prior year-end at an interest rate of 2.00%.
Page 11
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 12, 2004
NOTE 9) INTEREST INCOME (continued)
Bond proceeds are expected to be used to establish a debt service reserve fund. Amounts from
the debt service reserve fund may be released as the outstanding principal balance of the bonds is
reduced. Such release amounts and interest earned on monies deposited in the debt service
reserve fund at an interest rate of 2.00% have been included in the debt service schedule. The
calculation of these release amounts and interest earnings are displayed as a separate Schedule of
Debt Service Reserve Funds (see page 6).
Additional interest earned on deposits from bond proceeds, for payment of bond interest expense
during an initial period (capitalized interest), has been included in the debt service schedule at
2.00%. The calculation of this interest is also shown as a separate Schedule of Capitalized Bond
Interest (see page 7).
NOTE 10) ADMINISTRATIVE DISBURSEMENTS
Administrative expenditures include the services necessary to maintain the District's
administrative viability such as legal, accounting and audit, general engineering, insurance,
banking, meeting expense, and other administrative expenses. Administrative costs have been
included in the forecast at $50,000 per year in 2004 and 2005. Beginning in 2006, these
disbursements have been increased for inflation by 2% per year throughout the term of the
forecast. These administrative services are necessary as long as bonds are outstanding
throughout the life of the District.
NOTE 11) INFRASTRUCTURE IMPROVEMENTS
The estimated cost of the capital infrastructure improvements is $4,599,254 plus approximately
$905,185 to be paid to the Town's capital improvement fund, as expressed in 2004 dollars. The
forecast assumes that the Developer will advance funds for all infrastructure costs and be
reimbursed from bond proceeds to the extent bonds can be issued, which may be less than the
total eligible costs.
Page 12
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 12, 2004
NOTE 11) INFRASTRUCTURE IMPROVEMENTS (continued)
The capital infrastructure costs per the engineering estimate exceed the amount that can be
reimbursed to the Developer under this Plan. Management expects that the District will allow
the Developer to: either advance funds to the District; or to actually construct the improvements
under the District's supervision, for reimbursement by the District upon completion of the
improvements to the extent bondable; or to contribute funds to the District, should costs exceed
_ the District's capacity for repayment of such costs. The reimbursement of any additional costs is
subject to the District's authorized indebtedness and other revenue available to the District. The
amount of infrastructure costs not bondable within the limits of the proposed Service Plan would
remain a responsibility of the Developer. There may be additional construction costs in the
future.
NOTE 12) DEBT SERVICE
_ The District anticipates issuing general obligation bonds on December 1, 2010, in the amount of
$5,265,000. The proceeds of such debt will be used for issuance costs, capitalized interest, to
establish a debt service reserve fund, and to fund the cost of capital infrastructure improvements
or to reimburse the Developer for the advancement of those funds, to the extent possible. The
bonds are assumed to bear interest at an estimated rate of 7.50%. The bond interest is payable
semi-annually on June 1 and December 1, with an annual principal payment on December 1 of
each year. The bonds anticipate starting interest repayments on June 1, 2011 and per the
scheduled maturities, are payable over a 30-year period, with a final payment on December 1,
2040.
Assumptions related to debt principal amounts, bond interest rates, issuance costs, capitalized
interest amounts and related interest earned at 2.00%, debt service reserve funds and related
interest earned at 2.00%, and other related debt service costs for the proposed Series 2010 Bonds
have been provided to Management by Fulton Partners Investments, a division of Bathgate
Capital Partners, the proposed underwriter of the proposed bond issuances of the District.
This information should be read in connection with the accompanying Accountant's Report
and forecast of financial information.
Page 13
C
}
COTTONWOOD HOLLOW
Firestone, Colorado
Housing andl em ographic Overview
Prepared for:
.RkItie !tomes
August 2004
metrostudy
Housing Starts Here
Denver,Colorado Office
5300 DTC Parkway, Suite 350
Greenwood Village, CO 80111
www.metrostudy.com
Phone 720.493.2020 Fax 720.493.9222
metrOstudy 5300 DTC Parkway,Suite 350
Greenwood Village,CO 80111
Housing SUSS.*
phone 720.493.2020
fax 720.493.9222
web www.metrostudy.com
August 4, 2004
Miles Grant
Trail Ridge Homes
9116 W. Bowles Ave, Suite 15
Littleton, CO 80123
RE: Cottonwood Hollow
Firestone, Colorado
Dear Mr. Grant:
Metrostudy has evaluated the market area surrounding the Cottonwood Hollow Master Plan. Please
contact us at your convenience with any comments or questions regarding this report or any other
matter relevant to your real estate market research needs.
Respectfully Submitted,
Wayde Jester
Metrostudy
metrostudy
Introduction
Our analysis covers market conditions for a 10-mile radius around Cottonwood Hollow.
After evaluating the demographic and housing demand projections, a growth forecast
was developed. Supporting data and additional findings are contained in the remainder
of the report.
Puipase At the request of Trail Ridge, Metrostudy has prepared a market study on the
demographic makeup and new home construction for the trade area surrounding
Cottonwood Hollow In Loveland, Colorado.
The Goal of this study is to provide Trail Ridge with an assessment of the supply and
demand conditions in the area to enable the company to develop the appropriate
strategy to meet its goals in developing the site.
The 10-mile radius surrounding Cottonwood Hollow was analyzed by evlauating historical
Methodology trends in housing supply, demographics, and household formation to determine the
economic expansion trends and associated levels of housing demand.
The Metrostudy quarterly housing survey monitors the supply of all new "for sale"
detached and attached residences. The survey enables Metrostudy to accurately track
the size of the total market as well as supply and demand within submarkets. This
survey helps us determine the depth of the market and scope of the competition.
Once per quarter, Metrostudy deploys its team of surveyors to drive every new home
subdivision in our market areas. The team currently surveys over 2,500 projects with a
total of almost 400,000 lots along the 11 County Colorado Front Range and over 5 million
lots nationally. The Metrostudy methodology relies solely on primary research methods
and no third party supplementation for our survey. As a result, the company is the most
accurate source of new home construction information in the industry.
Definitions Norther Colorado CMA: The CMA, or Competitive Market Area, includes Larimer and
Weld County.
Cottonwood Hollow Target Market Area: Defined as having a 10-mile radius around
the Cottonwood Hollow site.
Red and White Dots: A red or white dot on any map Indicates a new home residential
development. Red dots fall within the designated radius while white dots fall outside.
Annual Starts: The number of homes started during the last four quarters. A "start"
occurs when a slab or foundation is initiated. Concrete must be poured.
VDL (Vacant Developed Lots): Also referred to as "Finished Lots", a lot on a
recorded plat with streets and utilities in place, ready for construction of a new home.
Future Lots: Lots that are platted, but not yet developed.
All tables and figures that follow are based on data collected and manipulated
by Metrostudy unless otherwise noted.
Page-1
metrostudy
Cottonwood Hollow 10-mile Radius
Reservoir •• •J'. 4• • ' ' � •a!? J r a
_ D . . • �-`i.- ii- 141 1
Vir---re S
, Illitia .,
vII WI P ii.�
_ ` O
�inc ; i int
a Is_— alli.i .�. -, a°", ottonwood Hollow
,r P`t• /:, ne 10 Mile Radius
C11 a e r.-.
,n ''1` IIM IMO a :till
_ LDER• J_Aal � i ll se s, a 1/4:MINaiiiii 11.,9
sly rz_;>- at In , i
l• 1 [ L. •—• •• :ban 416• M. '
CrialirlitsrlINNIstit-f erstken l 1 •die•i•'•••Y •• • O .
;)�... .L . •�'fr[ �• . JodiC le •� ..ter
Demographic Profile
Population growth in the 10-mile radius surrounding Cottonwood Hollow grew 3.4%
Total Population annually over the four years since the 2000 decennial census. That growth should
— maintain itself over the next five years.
Population and households in this 10-mile ring currently account for 30.6% of population
and households in Northern Colorado. By 2009, this area will grow to 32.1% of the
— I overall market.
Cottonwood Hollow Total Population
— 2000 Census 2004 Estimate 2009 Projection
Population 130,225 148,844 176,141
Total Numerical Change 59,228 18,619 27,298
Total Percent Change 83.4% 14.3% 18.3%
— Annual Number Change 5,923 4,655 5,460
Annual Percent Change 6.3% 3.4% 3.4%
Households 48,340 55,747 65,971
Total Numerical Change 22,129 7,407 10,224
—
Total Percent Change 84.4% 15.3% 18.3%
Annual Number Change 2,213 1,852 2,045
Annual Percent Change 6.3% 3.6% 3.4%
— Average Household Size 2.7 2.7 2.7
Source: nebodudy/Oarlbs/US.Census Bureau
a.
Page-2
metrbstudy
According to the US Census bureau, residences in the 10-mile TMA are 76.5%owner
occupied compared with 69.2%for Northern Colorado. The median age in this 10-mile
—.. radius is currently 34.9 years. Northern Colorado has a current median age of 32.7.
Median Household Income in this 10-mile ring is$61,969 compared with $52,157 in all of
Northern Colorado.
Cottonwood Hollow Age Distribution
Age Distribution 2000 Census 2004 Estimate 2009 Projection
Me Groom Total %of Total Total Wo of Total Total We of Total
— 0-24 48,053 36.9% 54,626 36.7% 63,939 36.3%
25-34 19,273 14.8% 20,466 13.8% 21,665 12.3%
35-44 23,571 18.1% 25,303 17.0% 26,069 14.8%
45-54 17,971 13.8% 22,118 14.9% 28,711 16.3%
... 55-59 5,860 4.5% 7,889 5.3% 11,097 6.3%
60-64 4,297 3.3% 5,507 3.7% 8,279 4.7%
65-74 5,912 4.5% 6,996 4.7% 9,688 5.5%
75+ 5,261 4.0% 5,954 4.0% 6,693 3.8%
Total 130,225 100.0% 148,844 100.0% 176,141 100.0%
—
Median Age 34.1 34.9 36.3
Source: Meastdy/Oadtastu.5.Crows Bureau
Annual Household Cottonwood Hollow Household Income
—
Income 2000 Census 2004 Estimate 2008 Projection
Annual Household Income I4til %of Total nail %of Total Dui %of Total
Under$25,000 9,765 20.2% 9,254 16.6% 8,642 13.1%
$25,000-$34,999 5,462 11.3% 5,352 9.6% 5,146 7.8%
— $35,000-$49,000 8,218 17.0% 8,696 15.6% 8,708 13.2%
$50,000-$74,000 11,360 23.5% 12,264 22.0% 13,260 20.1%
$75,000-$99,000 6,623 13.7% 8,362 15.0% 10,291 15.6%
$100,000-$149,000 4,616 9.6% 7,916 14.2% 12,534 19.0%
$150,000+ 2,296 4.8% 3,902 7.0% 7,389 11.2%
Total 48,340 100.0% 55,747 100.0% 65,971 100.0%
Median Household Income ;53,806 $61,969 ;73,470
Average Household Income $62,458 $72,961 $87,222
Source: Mt, dy/OaBas/u.s.Caws Bureau
Page-3
metrostudy
New Housing Construction
The pace of new home construction has fluctuated during recent years and is slightly
Housing Activity below its 9-quarter average starts pace during the most recent 12 months. This
submarket should gradually gain share against the overall Northern Colorado Market over
Summaty—
the next five years.
Compared with Northern Colorado,the 10-mile radius contributed 22.0%of the overall
new housing starts(annually, 2Q04), 25.9%of the new home closings, 22.6%of the
— VDL(as of 2Q04), and 50.2%of future lots(as of 2Q04).
1Q02 2Q02 3Q02 4Q01 Quarterly Rates Ana.item/
003 2Q03 3Q03 4Q03 1Q04 ,m sums
Stab 980 521 289 311 926 919 272 331 910 1432
— Oodga 353 998 363 369 319 904 386 291 418 1499
Housing Inv 919 944 870 812 919 939 820 860 852 6.8 Nam
VDL Inv 2736 2731 3137 3125 3188 3060 3067 2911 3127 26.2 Mao
C.tt,nw.,. H.11.w 1J-Mile a.ius New Home Stain
•uarter 0-Starts # Chan Year Annual Starts # Chan
2Q02 480 135 2002 1,635 228
— 3Q02 521 41 2003 1,428 -207
Hoeg 4Q02 289 -232 2004 1,461 33
1Q03 311 22 2005 1,544 83
2Q03 426 115 2006 1,552 8
3Q03 419 -7 2007 1,605 53
4Q03 272 -147 2008 1,659 55
1604 331 59 2009 1 716 56
3,500 0 20.0%
3,000 - - 15.0%
I 10.0%
2,500 __ __ _ __ __ -
�J 2,000 -_ _ __ __ _ __ __ - 5.0% �
I M 1,500 _ - -- __ _ __ __
1,000 - - -- -- - -- -- - a
_ _ __ __ _ __ __ - -10.0%
_15.0%
--
0 -- - -- -- -20.0°k
2002 2003 2004 2005 2006 2007 2008 2009
Page-4
metrostudy
—
H I n i] F Starts b Price
1 -non
Price $0-$150 $150-$199 $200-$249 $250-$299 $300-$349 $350-$399 $400-$499 ;500+
Distribution 2Q03 60 497 354 299 141 84 43 55
3Q03 57 479 335 238 129 111 34 52
4Q03 53 447 366 234 126 106 33 55
1Q04 76 449 396 214 106 91 38 66
2Q04 77 368 474 236 94 68 34 75
—
2Q03 3.9% 32.4% 23.1% 19.5% 9.2% 5.5% 2.8% 3.6%
2QQ4 5.4% 25.8% 33.2% 16.5% 6.6% 4.8% 2.4% 5.3%
I Nice D/str/bab'ons(Rolling 12-month Malts)
TIM Price Distribution(Starts)
600
500 -
300 -
N200
100
0
$0-$150 $150-$199 $2004249 $2504299 $300-$349 $350-$399 $400-$499 $500+
■2Q03 ■3Q03 ■4Q03 ■1Q04 ■2Q04 '
Page-5
metrostudy
Limiting Conditions
It Is understood by Trail Ridge Homes("Client")that Metrostudy can make no guarantees
about the recommendations in this study, primarily because these recommendations must be
based and in some cases inferred from facts discovered by Metrostudy during the course of
the study.
To protect the Client and to assure that Metrostudy's research results will continue to be
, accepted as objective and impartial by the business community, it is understood that
Metrostudy's fee for this study is in now way dependent upon the specific conclusions
reached or the nature of the advice given in this report.
Reasonable efforts have been made to insure that the data contained in this study reflect the
most accurate and timely information possible and it is believed to be reliable. This study is
based on estimates, assumptions and other information developed by Metrostudy from its
independent research effort, general knowledge of the industry and consultations with the
Client and its representatives. No responsibility is assumed for inaccuracies in reporting by
the Client, its agents and representatives or any other data source used in preparing or
presenting this study. This report is based on information that was current as of the 1Q
2004 and Metrostudy has not undertaken any update of its research effort since such date.
Our report may contain prospective financial information, estimates or opinions that
represent our view of reasonable expectations at a particular point in time, but such
information,estimates or opinions are not offered as predictions or as assurances that events
will occur or that a particular price will be offered or accepted. Actual results achieved during
the period covered by our prospective finandal analysis may vary from those described in our
report and the variations may be material. Therefore, Metrostudy makes no warranty or
representation that any of the projected values or results contained in this study will actually
be achieved.
Page-6
DEL CAMINO EAST PROPERTIES. LLC
June 21, 2004
Board of Trustees
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: The Metro Study's Analysis of Absorption Potentials
_ Cottonwood Hollow development
Dear Town Trustees:
We have reviewed the above-referenced study conducted by The Metro Study and
support its findings. The Analysis of Absorption Potentials also satisfactorily confirms our
projections and we request that it be admitted as a part of the Cottonwood Hollow Commercial
Metropolitan District formation application.
Please do not hesitate to call with any questions you have about this correspondence.
Very truly yours,
DEL CAMINO EAST PROPERTIES, L.L.C.,
A Colorado limited liability company
Miles R�
Grant, Manager
9116 W. Bowles Avenue, Unit 15 'Lsttletom, CO 80123
Tele. (303)979-9858 • Fax(303)979-9916
CCOLDWELL COLDWELL BANKER COMMERCIAL
3 BANKER R.E.S.I.
COMMERCIAL. 1. ii:vakJLCy,r_'FvTIIOLSE
DI.AC[R.CO H02IU
HL�. :U a0 _Hnn
Fati :1�nna.0i P
.. r..crmmmirciaJc,,m
August 12, 2004
Mr. Miles R. Grant
Genesis Homes
9116 West Bowles, Unit 15
Littleton, Colorado 80123
Re: Cottonwood Hollow
Dear Miles:
At your request, we have reviewed your projected numbers for commercial square
footage developed in the above referenced project, over a period of eleven (1 1) years
(2008 thru 2019). Although, it is very difficult to predict what will actually occur in a
certain market, we feel your numbers are relatively conservative. All three (3)
communities. Firestone, Frederick and Dacona, are all underdeveloped with commercial
projects, especially in view of the vast amount of new housing starts projected. There
will certainly be enough demand for retail which should allow you to meet your projected
numbers.
Obviously, you will need to be cognizant of competing projects (i.e. King
Soopers/Firestone Blvd.), which will be developed in the general vicinity during the same
time frame.
Hopefully. this will be helpful for you in establishing your preliminary development plan
for Cottonwood Hollow. Please call should you have any further questions.
Very truly yours,
COLDWELL BANKER COMMERCIAL R.E.S.I.
Robert L. Busey v'
RLB/slk
c: William J. Wiggins
S brokers/bbuse/letters/Miles Grant 8-11.04
Each Office Is Independently Owned And Operated.
Del Camino East Properties, LLC.
9116 W. Bowles Ave. Unit 15
Littleton,Colorado 80123
August 13, 2004
Board of Trustees
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Coldwell Banker, based on Metro Study Demographic Overview, Analysis of
Absorption Potentials for Cottonwood Hollow commercial development;
Dear Town Trustees:
We have reviewed the above-referenced study conducted by Coldwell Banker and
support their findings. The Analysis of Absorption Potentials also satisfactorily confirms our
projections and we request that it be admitted as a part of the Cottonwood Hollow Commercial
Metropolitan District formation application.
Please do not hesitate to call with any questions you have about this correspondence.
Very truly yours,
DEL CAMINO EAST PROPERTIES, L.L.C.,
A Colorado limited liability company
Miles . Grant, Manager
EXHIBIT H
Underwriter's Letter
Bathgate Capital
PARTNERS
March 22, 2004
City of Firestone
151 Grant Avenue
Firestone, Colorado 80520
Re: Proposed Cottonwood Hollow Commercial Metropolitan District
To Whom It May Concern,
You have asked about the relationship between our investment banking firm and the
proposed Cottonwood Hollow Commercial Metropolitan District in relation to the service
plan approval process. We are engaged with the petitioners of the proposed District. We
intend to serve as underwriters for the District's debt subject to mutually agreeable terms
with the District and the Developer. The structure represented in the financing plan
involves non-rated bonds issued to third party investors. We believe these bonds will be
marketable based on growth assumptions also included in this plan. We expect the bonds
to be sold to private investors.
You also requested an explanation of the level of credit risk associated with the types of
financing we are considering for this District. Our experience as a placement agent for
newly formed Special Districts indicates marketing bonds to third parties after the
construction of infrastructure. The level of risk taken by bondholders and the interest rate
required for the financing both decrease as development occurs. Recent Special District
interest rates range from approximately 8% where land in the District is sold to builders
with no buildings constructed to 5% where refunding bonds are issued with most of the
buildings built. We normally issue bonds as close to the infrastructure construction start
date (in this instant, completion date) as possible.
Relating to the City's risk, we have not experienced or know of an instance where an
overlapping city was obligated or implicated in a Special District default.
We hope this letter helps clarify the financing plan and the current market for the District
bonds. Please call if you have any further questions or require further clarification.
Thank you.
Sincerely
Greg Fulton
Director of Fixed Income
5350 South Roslyn Street,Suite 400 Greenwood Village,Colorado 80111-2124
Phone: 303.694.0862 Fax: 303.694.6287
www.bathgatepartners.com
Member NASD/SIPC
-
EXHIBIT I
Legal Counsel Letter
SANDER INGEBRETSEN MILLER
& PARISH, P.C.
A PROFESSIONAL CORPORATION
ATTORNEYS AT LAW
700 17TH STREET,SUITE 2200
DENVER,COLORADO 80202
PHONE: 303-285-5300
FAX: 303-285-5301
October 14, 2004
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Organization of Cottonwood Hollow Commercial Metropolitan District
This firm has acted as counsel to the Petitioners in connection with the organization of
the Cottonwood Hollow Commercial Metropolitan District (the "District"). Pursuant to the
requirements of section V.m. of the Service Plan for the District, this letter confirms that the
petition for organization of the District filed with the Town on June 24, 2004, the Service Plan
for the District, as approved on October 14, 2004, and the notice, hearing and other procedures in
connection with the approval of the Service Plan, have met the requirements of the Special
District Act, § 32-1-101, et seq., C.R.S., and that the provisions of the Service Plan, including,
without limitation, provisions as to the structure and terms of the District's bonds, fees and
revenue sources, are consistent with applicable provisions of titles 11 and 32, C.R.S., and other
applicable law.
Please be advised, however, that this firm has not been engaged as bond counsel to the
District, nor will this firm serve as bond counsel at any time for the District. This letter does not
purport to offer any opinion of the type customarily required to be given by bond counsel with
regard to any bond transaction of the District.
This letter is limited to the use of the addressee as set forth above, and may not be relied
upon by other parties or in connection with any future sale, resale or transfer of bonds and may
be relied upon only as stated herein. This letter may not be used, quoted or referred to, in whole
or in part, for any other purpose without the prior, written consent of the firm
Very truly yours,
SANDER INGEBRETSEN MILLER & PARISH,
A Profe ional Corporation
EC
Cottonwood Hollow CommercieService Plan
1.G1123
0739.0003
-
EXHIBIT J
Bond Counsel Letter
BECKER STOWE & BIEBER LLC
ATTORNEYS AT LAW
THE CHANCERY, SUITE 1002
1120 LINCOLN STREET
DENVER, COLORADO 80203-2138
TELEPHONE (303) 830-0101
FAX (303)860-9306
October 13, 2004
Town of Firestone
151 Grant Avenue
Box 100
Firestone, Colorado 80520
Re: Proposed Cottonwood Hollow Commercial Metropolitan District
We have been asked to write this letter in our capacity as bond counsel to the proposed
Cottonwood Hollow Commercial Metropolitan District (the "District").
The current draft of the Service Plan for the District provides as follows:
"The District will pay to the Town for deposit into the Town's capital
improvements fund Nine Hundred Five Thousand One Hundred
Eighty-Five Dollars ($905,185.00) of the District's total net bond
"- proceeds which shall be paid to the Town concurrently with the
delivery of the Bonds (the "Town contribution"). Pursuant to an
agreement to be executed between the Town and the District, the
funds so paid to the Town shall be used by the Town to finance
improvements (whether inside or outside the boundaries of the
District) that the Town and the District would otherwise be
empowered to construct, and for which the District is authorized to
incur indebtedness(i.e.,streets,street lighting,traffic safety controls,
water, landscaping, storm drainage or park and recreation
improvements and facilities),which improvements shall be of benefit
to the Town and the District and shall be specifically identified in an
amendment to the intergovernmental agreement between the Town
and the District,which amendment shall be fully executed prior to the
issuance of any District bonds."
We have been asked to confirm that the foregoing is an acceptable use of bond proceeds.
The answer is in the affirmative. The District is specifically authorized by statute to provide
improvements which benefit the District, whether such improvements are inside or outside the
boundaries of the District, and to enter into intergovernmental agreements. Whether the District
provides such improvements directly, or does so by contracting with the Town, would not in our
view affect the validity or tax-exempt status of the bonds. We know of no reason why tax
restrictions on this use of bond proceeds would differ from tax restrictions generally applicable to
other governmental bond issues for capital purposes.
BECKER STOWE & BIEBER LLC
Town of Firestone, Colorado
October 13, 2004
Page 2
The foregoing presumes that the improvements are of the type the District is permitted to
provide under the Service Plan and organizational documents,and are of benefit to the District and
the property owners and inhabitants thereof. As with all bond issues, as a condition of giving our
opinion on the bonds, we would need certification as to the use of all proceeds, including these
proceeds. Such certification would be requested from the District and possibly from the Town,
depending upon the circumstances;however, if the Town enters into an agreement to so apply such
proceeds,we would rely upon the Town's promises thereunder unless we had knowledge that other
factors called that reliance into question.
I hope this responds to your request. If you have further questions, please feel free to call
me.
Sincerely,
Donald R. Bie er,
For the Firm
EXHIBIT K
Part I - Developer Indemnity Letter
Part II -District Indemnity Letter
April 22, 2004
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Cottonwood Hollow Commercial Metropolitan District
Ladies and Gentlemen:
This Indemnity Letter (the "Indemnity Letter") is delivered by the undersigned Del
Camino East Properties, L.L.C., a Colorado limited liability company ("Del Camino East
Properties") in order to induce the Town of Firestone (the "Town") to approve the Service Plan,
including all amendments heretofore or hereafter made thereto (the "Service Plan") for the
Cottonwood Hollow Commercial Metropolitan District (the "District"). In consideration of the
Town's approval of the Service Plan, Del Camino East Properties, for and on behalf of itself and
its transferees, successors and assigns, represents, warrants, covenants and agrees to and for the
benefit of the Town as follows:
1. Del Camino East Properties hereby waives and releases any present or future
claims it might have against the Town or the Town's elected or appointed officers, employees,
agents or contractors in any manner related to or connected with the Service Plan or any action
or omission with respect thereto. Del Camino East Properties further hereby agrees to indemnify
and hold harmless the Town and the Town's elected and appointed officers, employees, agents
and contractors, from and against any and all liabilities resulting from any and all claims,
demands, suits, actions or other proceedings of whatsoever kind or nature made or brought by
any third party, including attorneys' fees and expenses and court costs, which directly or
indirectly or purportedly arise out of or are in any manner related to or connected with any of the
following: (a) the Service Plan or any document or instrument contained or referred to therein; or
(b) the formation of the District or any actions or omissions of Del Camino East Properties, the
District, the Town or any other person or entity in connection with the District, including,
without limitation, any bonds or other financial obligations of the District or any offering
documents or other disclosures made in connection therewith. Del Camino East Properties
further agrees to investigate, handle, respond to and to provide defense for and defend against, or
at the Town's option to pay the attorneys' fees and expenses for counsel of the Town's choice
for any such liabilities, claims, demands, suits, actions or other proceedings. It is understood and
agreed that the Town does not waive or intend to waive the monetary limits (presently $150,000
per person and $600,000 per occurrence) or any other rights, immunities and protections
provided by the Colorado Governmental Immunity Act, §§ 24-10-101, et seq., C.R.S., as from
time to time amended, or otherwise available to the Town, its officers or its employees.
2. Del Camino East Properties hereby consents to the Town Disclaimer Statement
contained in Exhibit M to the Service Plan, acknowledges the Town's right to modify the Town
Disclaimer Statement, and waives and releases the Town from any claims Del Camino East
Properties might have based on or relating to the use of or any statements made or to be made in
such Town Disclaimer Statement (including any modifications thereto).
3. It is understood and agreed, and Del Camino East Properties hereby expressly
acknowledges, that the Town, in acting to approve the Service Plan, has relied upon the
provisions of this Indemnity Letter.
4. This Indemnity Letter has been duly authorized and executed on behalf of Del
Camino East Properties.
Very truly yours,
DEL CAMINO EAST PROPERTIES L.L.C.,
a Colorado limited liability company
Miles Grant, Manager
Cottonwood Hollow Commercial Service Plan
JLG1125
0739 0003
, 2004
(Date of Organizational Meeting)
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Cottonwood Hollow Commercial Metropolitan District
Ladies and Gentlemen:
This Indemnity Letter (the "Indemnity Letter") is delivered by the Cottonwood Hollow
Commercial Metropolitan District (the "District") in order to comply with the Service Plan,
including all amendments heretofore or hereafter made thereto (the "Service Plan") for the
District. hi consideration of the Town's approval of the Service Plan, the District, for and on
behalf of itself and its transferees, successors and assigns, represents, warrants, covenants and
agrees to and for the benefit of the Town as follows:
1. The District hereby waives and releases any present or future claims it might have
against the Town or the Town's elected or appointed officers, employees, agents or contractors
in any manner related to or connected with the Service Plan or any action or omission with
respect thereto. To the fullest extent permitted by law, the District hereby agrees to indemnify
and hold harmless the Town and the Town's elected and appointed officers, employees, agents
and contractors, from and against any and all liabilities resulting from any and all claims,
demands, suits, actions or other proceedings of whatsoever kind or nature made or brought by
any third party, including attorneys' fees and expenses and court costs, which directly or
indirectly or purportedly arise out of or are in any manner related to or connected with any of the
following: (a) the Service Plan or any document or instrument contained or referred to therein; or
(b) the formation of the District or any actions or omissions of the District, the Town, Del
Camino East Properties, L.L.C., a Colorado limited liability company ("Del Camino East
Properties"), or any other person or entity in connection with the District, including, without
limitation, any bonds or other financial obligations of the District or any offering documents or
other disclosures made in connection therewith. The District further agrees to investigate,
handle, respond to and to provide defense for and defend against, or at the Town's option to pay
the attorneys' fees and expenses for counsel of the Town's choice for, any such liabilities,
claims, demands, suits, actions or other proceedings. It is understood and agreed that neither the
District nor the Town waives or intends to waive the monetary limits (presently $150,000 per
person and $600,000 per occurrence) or any other rights, immunities and protections provided by
the Colorado Governmental Immunity Act, §§ 24-10-101, et seq., C.R.S., as from time to time
amended, or otherwise available to the Town, the District, its officers, or its employees.
2. The District hereby consents to the Town Disclaimer Statement contained in
Exhibit M to the Service Plan; agrees that the District will include such Town Disclaimer
Statement or any modified or substitute Town Disclaimer Statement hereafter furnished by the
Town to the District in all offering materials used in connection with any bonds or other financial
obligations of the District (or, if no offering materials are used, the Town Disclaimer Statement
will be given by the District to any prospective purchaser of any bonds or other financial
obligations of the District); and waives and releases the Town from any claims the District might
have based on or relating to the use of or any statements made or to be made in such Town
Disclaimer Statement(including any modifications thereto).
3. It is understood and agreed, and the District hereby expressly acknowledges, that
the Town, in acting to approve the Service Plan, has relied upon the provisions of this Indemnity
Letter.
4. This Indemnity Letter has been duly authorized and executed on behalf of the
District.
Very truly yours,
COTTONWOOD HOLLOW COMMERCIAL
METROPOLITAN DISTRICT
By:
Title:
Cottonwood Hollow Commercial/Service Plan
.— JLG1127
0739.0003
-
EXHIBIT L
Form of Disclosure Notice
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
WELD COUNTY,COLORADO
DISCLOSURE STATEMENT
Pursuant to Article XII of the Service Plan
of Cottonwood Hollow Commercial Metropolitan District
DISTRICT ORGANIZATION:
Cottonwood Hollow Commercial Metropolitan District (the "District"), Weld County,
Colorado is a quasi-municipal corporation and political subdivision of the State of Colorado duly
organized and existing as a metropolitan district pursuant to Title 32, Colorado Revised Statutes.
The District was declared organized and an existing metropolitan district on
2004, pursuant to an Order and Decree Organizing District and Issuance of Certificates of Election
for the Cottonwood Hollow Commercial Metropolitan District, issued in the District Court of Weld
County, Colorado. The Order and Decree was recorded in the records of the Weld County Clerk
and Recorder on ,200_at Reception#
The District is located entirely within the corporate limits of the Town of Firestone,
Colorado, in Weld County. The legal description of the property forming the boundaries of the
District is described in Exhibit A.
DISTRICT PURPOSE:
Cottonwood Hollow Commercial Metropolitan District was organized for the purpose of
financing streets, street lighting, traffic and safety controls, water, landscaping, storm drainage and
park and recreation improvements, all in accordance with its Service Plan approved by the Board of
Trustees of Firestone. When completed, improvements shall be dedicated to the Town of Firestone
or other governmental entities, all for the use and benefit of residents and taxpayers,or operated and
maintained by contract with a Homeowners' Association formed for the Cottonwood Hollow
subdivision. The District's Service Plan is on file and available for review at the office of the
District's general counsel, Sander Scheid Ingebretsen Miller & Parish, P.C., 700 17th Street, Suite
2200, Denver, Colorado 80202, and at the office of the Town Clerk, Town of Firestone, 151 Grant
Avenue,Firestone,Colorado 80520.
TAX LEVY INFORMATION:
The primary source of revenue for the District is ad valorem property taxes. Property
taxes are determined annually by the District's Board of Directors and set by the Board of
County Commissioners for Weld County as to rate or levy based upon the assessed valuation of
the property within the District. The levy is expressed in terms of mills. A mill is 1/1,000 of the
"- assessed valuation, and a levy of one mill equals $1 of tax for each $1,000 of assessed value.
The financial forecast for the District (as set forth in its Service Plan) assumes that the District
will be able to set its tax levy at approximately forty(40.000) mills or less for 2006 through 2040
for debt service and administration purposes (subject to legally required changes in commercial
valuation ratios). Except for adjustments permitted by the Service Plan for such changes in
commercial valuation, the District shall not impose a debt service mill levy in excess of forty
(40.000) mills and shall not impose a mill levy for administration, warranty maintenance and
other operating expenses in excess of six (6.000) mills. District taxes are collected as part of the
property tax bill from Weld County.
COTTONWOOD HOLLOW COMMERCIAL
METROPOLITAN DISTRICT
By: , President
STATE OF COLORADO )
) ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
�- 2004, by as President of the Cottonwood Hollow
Commercial Metropolitan District.
WITNESS my hand and official seal.
My commission expires:
Notary Public
Cottonwood Hollow Commercial/Service Plan
11.61135
0739.0003
EXHIBIT A
(Legal Description of District)
LEGAL DESCRIPTION
PARCEL 5
-- COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
A TRACT OF LAND LOCATED IN THE EAST HALF OF THE NORTHWEST
QUARTER OF SECTION 14, TOWNSHIP 2 NORTH, RANGE 68 WEST OF THE 6TH
PRINCIPAL MERIDIAN, TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF
COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS;
COMMENCING AT THE NORTH WEST CORNER OF SAID EAST HALF;
THENCE S00°15 '46"E ALONG THE WEST LINE OF SAID EAST HALF OF THE NORTHWEST QUARTER A
DISTANCE OF 551 .05 FEET TO THE POINT OF BEGINNING;
THENCE N81°08 '27"E A DISTANCE OF 64 .02 FEET;
- THENCE N64°18 '44"E A DISTANCE OF 492.53 FEET TO A NON-TANGENT POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 11°15' 14" A RADIUS
OF 1015. 00 FEET A DISTANCE OF 199. 37 FEET WHOSE CHORD BEARS S05°21 '50"W A CHORD DISTANCE
OF 199. 04 FEET;
THENCE 510°59'27"W A DISTANCE OF 225. 17 FEET TO A POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A. CENTRAL ANGLE OF 11°25 ' 12" A RADI!_5
OF 1135. 00 FEET A DISTANCE OF 226.22 FEET;
- THENCE S00°25 ' 44"E A DISTANCE OF 314 .08 FEET TO A POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 16°00' 07" A RADIUS
OF 1135. 00 FEET A DISTANCE OF 316. 99 FEET;
THENCE 589°56' 37"W A DISTANCE OF 468. 64 FEET TO A POINT ON THE WEST LINE OF SAID EAST
HALF OF THE NORTHWEST QUARTER OF SAID SECTION 14;
THENCE N00°15 ' 46"W ALONG SAID WEST LINE A DISTANCE OF 1047. 84 FEET TO THE POINT OF
EEGINN:NG,
•
CONTAINING 11. 66 ACRES, MORE OR LESS.
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PREPARED: 01-15-04
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LEGAL DESCRIPTION
PARCEL 5
- COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
A TRACT OF LAND LOCATED IN THE EAST. HALF OF THE NORTHWEST
QUARTER OF SECTION 14, TOWNSHIP 2 NORTH, RANGE 68 WEST OF THE 6TH
PRINCIPAL MERIDIAN, TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF
COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS;
COMMENCING AT THE NORTH WEST CORNER OF SAID EAST HALF;
THENCE SOO°15 '46"E ALONG THE WEST LINE OF SAID EAST HALF OF THE NORTHWEST QUARTER A
DISTANCE OF 551 .05 FEET TO THE POINT OF BEGINNING;
THENCE N81°08 '27"E A DISTANCE OF 64 .02 FEET;
- THENCE N64°18 '44"E A DISTANCE OF 492.53 FEET TO A NON-TANGENT POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 11°15' 14" A RADIUS
OF 1015. 00 FEET A DISTANCE OF 199. 37 FEET WHOSE CHORD BEARS S05°21 '50"W A CHORD DISTANCE
OF 199. 04 FEET;
- THENCE Si0°59'27"W A DISTANCE OF 225. 17 FEET TO A POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 11°25 ' 12" A RADIUS
OF 1135.00 FEET A DISTANCE OF 226. 22 FEET;
THENCE SCO°25 ' 44"E A DISTANCE OF 314. 08 FEET TO A POINT OF CURVATURE;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 16°00 '07" A RADIUS
OF 1135. 00 FEET A DISTANCE OF 316. 99 FEET;
THENCE S89°56'37"W A DISTANCE OF 468. 64 FEET TO A POINT ON THE WEST LINE OF SAID EAST
-- HALF OF THE NORTHWEST QUARTER OF SAID SECTION 14;
THENCE NOO°15 '46"W ALONG SAID WEST LINE A DISTANCE OF 1047 . 84 FEET TO THE POINT OF
BEGINNING,
CONTAINING 11 . 66 ACRES, MORE OR LESS.
. G/Metro-District-Commercial/LGL-DIST- -
_F.EFAD ,1-15_04
REVISED: C3-09-04 •
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EXHIBIT M
Form of Town Disclaimer Statement
TOWN OF FIRESTONE, COLORADO-DISCLAIMER STATEMENT
As a requirement imposed in its formation process, the Cottonwood Hollow Commercial
Metropolitan District (the "District") is obligated to the Town of Firestone (the "Town") to
include this disclaimer statement in all offering materials used in connection with any bonds or
other financial obligations of the District (or, if no offering materials are used, to give this
disclaimer statement to any prospective purchaser, investor or lender in connection with any such
bonds or other financial obligations of the District). The date of this disclaimer statement is
The Town has not reviewed or participated in the preparation of any offering materials or
any other disclosure documentation relating to any bonds or financial obligations of the District
or any other materials to which this Disclaimer Statement is appended. Other than this
Disclaimer Statement, no other statement of any kind is authorized to be made by or on behalf of
the Town in any offering materials or any other disclosure documentation relating to any bonds
or other financial obligations of the District.
The Town and the District are separate legal entities. The Town is not a party to and is
not obligated with respect to any borrowings, financings, bonds or other financial obligations of
the District. As a statutory requirement for the formation of the District, the Town approved a
Service Plan containing financial and other information furnished by the District's organizers.
The Town's approval of the Service Plan was based upon such information furnished by the
District's organizers, without independent investigation by the Town. The District's Service
Plan was prepared in 2004 and not in connection with the offering of any bonds or other
financial obligations. The Town's approval of the District's Service Plan should not be relied
upon by prospective purchasers, bondholders, investors or lenders in evaluating the investment
quality of the District's bonds or other financial obligations. The Service Plan and related
agreements do not impose upon the Town any duties to, nor confer any rights against the Town
upon, any purchasers, investors, lenders, bondholders or other third parties.
Cottonwood Hollow Commercial/Service Plan
1LG1138
0739.0003
-
EXHIBIT N
Form of Intergovernmental Agreement between District and Town
" INTERGOVERNMENTAL AGREEMENT
BY AND BETWEEN
THE TOWN OF FIRESTONE, COLORADO
AND
COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN DISTRICT
This INTERGOVERNMENTAL AGREEMENT (the "Agreement") is entered into this
day of 2004, by and between the TOWN OF FIRESTONE, COLORADO, a
municipal corporation of the State of Colorado (the "Town"), and COTTONWOOD HOLLOW
COMMERCIAL METROPOLITAN DISTRICT, a quasi-municipal corporation and political
subdivision of the State of Colorado (the "District"), collectively referred to herein as the
"Parties".
RECITALS
WHEREAS, the District was organized to finance, acquire, design, construct and install
certain facilities, and to exercise powers, all as are more specifically set forth in the District's
Service Plan, dated October 13, 2004, and approved by the Town on October 14, 2004, by
Resolution No. 04-45 (the"Service Plan"); and
WHEREAS, the Service Plan makes reference to and requires the execution of an
intergovernmental agreement between the Town and the District; and
WHEREAS, the Town and the District have determined it to be in the best interests of
their respective taxpayers, residents and property owners to enter into this Agreement;
NOW, THEREFORE, for and in consideration of the covenants and mutual agreements
herein contained, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Parties hereto agree as follows:
COVENANTS AND AGREEMENTS
1. APPLICATION OF LOCAL LAWS. The District hereby acknowledges that
the property within its boundaries shall be subject to all ordinances, rules and regulations of
the Town, including without limitation, ordinances, rules and regulations relating to zoning,
subdividing, building and land use, and to all related Town land use policies, master plans,
related plans and intergovernmental agreements.
2. NATURE OF DISTRICT. The District agrees that it is organized for the
purpose of financing certain public improvements for the area within its boundaries only
(except to the extent otherwise specifically provided in Article V.c. of the Service Plan), which
area is designated as the proposed Cottonwood Hollow development, and that the District's
purposes, powers, facilities and activities are to be limited and governed by the Service Plan.
The District is not intended to and shall not provide facilities or service outside its boundaries
(except as otherwise specifically provided in Article V.c. of the Service Plan). Further, the
Cottonwood Hollow\CommercialService Plan
JLG1541
0739.0003
District is not intended to and shall not exist perpetually, but instead shall be dissolved in
accordance with the Service Plan and this Agreement. The District shall not provide any
services or facilities within any area of the District overlapping with the service area of another
district without first obtaining the written consent of each and every district whose service area
is so overlapped.
3. CHANGE IN BOUNDARIES. The District agrees that, as set forth in the
Service Plan, inclusion of properties within, or any exclusion of properties from, its boundaries
shall constitute a material modification of the Service Plan; any purported inclusion or
exclusion that has not been approved by the Town pursuant to the procedures applicable to a
material modification of the Service Plan shall be void and of no effect.
' 4. TOWN APPROVAL REQUIREMENTS; REVIEW OF DISTRICT
SUBMITTALS. The District agrees that any Town approval requirements contained in the
Service Plan (including, without limitation, any Service Plan provisions requiring that any
change, request, action, event or occurrence be treated as a Service Plan amendment proposal
or be deemed a "material modification" of the Service Plan) shall remain in full force and
effect, and such Town approval shall continue to be required, notwithstanding any future
change in law modifying or repealing any statutory provision concerning service plans,
amendments thereof or modifications thereto. The District agrees to reimburse the Town for
all reasonable administrative and consultant costs incurred by the Town for any Town review
of reports, plans, submittals, proposed modifications or requests for administrative approvals,
or other materials or requests provided to the Town by the District pursuant to the Service
Plan, this Agreement, state law or the Firestone Municipal Code. The Town may require a
deposit of such estimated costs.
5. OWNERSHIP OF IMPROVEMENTS. The Parties agree that the District shall
not be permitted to undertake ownership, operation or maintenance of any public
improvements, facilities or services, except as specifically set forth in the Service Plan.
6. ALLOCATION OF FINANCING PROCEEDS. The Parties agree, and the
Town's approval of the Service Plan is expressly conditioned upon the requirement, that a total
of Nine Hundred Five Thousand One Hundred Eighty-Five Dollars ($905,185.00) will be
allocated from the District's net bond financing proceeds to the Town's capital improvements
fund, which proceeds shall be paid to the Town at the time proceeds are realized from the
issuance of bonds as provided for in the Service Plan. Such allocations shall be made in the
amounts and at the times set forth in Article V.c. of the Service Plan, which Article is
incorporated herein by reference as though set forth in full. Such allocations may be used by
the Town to finance capital improvements (either within or outside the boundaries of the
District) that the Town and the District would otherwise be empowered to construct, and for
which the District is authorized to incur indebtedness i.e., streets, traffic safety controls, street
lighting, water, storm drainage,park and recreation or landscaping improvements and facilities,
which improvements shall be of benefit to the Town and the District and shall be specifically
identified in an amendment to this Agreement which amendment shall be fully executed prior
to the issuance of any District bonds.
The District acknowledges and agrees that the provisions of this Agreement and the
provisions of the Service Plan for concurrent allocation of bond proceeds to the Town's capital
improvements fund for capital improvements are material considerations in, and conditions of,
the Town's approval of the District's Service Plan, and that the Town has relied thereon in
approving the District's Service Plan. Therefore, the District agrees that it shall include in and
make available from the District's bond financing proceeds such Nine Hundred Five Thousand
One Hundred Eighty-Five Dollars ($905,185.00) to be paid to the Town's capital
improvements fund. The District further agrees that it shall not issue bonds without
concurrently allocating and delivering to the Town the funds required by Article V.c of the
Service Plan. The District further agrees that such delivery of bond proceeds to the Town shall
be a condition of closing for each series of bonds. The District specifically agrees that the
provisions of this Agreement and of the Service Plan for such concurrent allocation of bond
proceeds to the Town shall run in favor of and shall be enforceable by the Town. The District
represents and warrants that it has obtained all voter authorizations necessary to implement
such provisions of this Agreement and the Service Plan, and that it will exercise its powers in
accordance with and in furtherance of such provisions.
7. CONSOLIDATION. The District shall not file a request with the District Court
to consolidate with another district without the prior written approval of the Town.
8. DISSOLUTION. The District agrees that it shall take all action necessary to
dissolve the District upon payment or defeasance of the District's bonds or otherwise upon the
request of the Town, all as provided in the Service Plan.
9. NOTICE OF MEETINGS. The District agrees that it shall submit a copy of the
written notice of every regular, special meeting and work session of the District's Board of
Directors to the Office of the Firestone Town Administrator, by mail, facsimile or hand
delivery, to be received at least three (3) days prior to such meeting. The District agrees that it
shall also submit a complete copy of meeting packet materials for any such meeting to the
Office of the Firestone Town Administrator, by mail, facsimile or hand delivery, to be received
at least one(1) day prior to such meeting.
10. ANNUAL REPORT. The District shall be responsible for submitting an annual
report to the Town pursuant to and including the information set forth in Article VII of the
Service Plan.
11. ENTIRE AGREEMENT OF THE PARTIES. This written agreement, together
with the Service Plan, constitutes the entire agreement between the Parties and supersedes all
prior written or oral agreements, negotiations, or representations and understandings of the
Parties with respect to the subject matter contained herein.
12. AMENDMENT. This Agreement may be amended, modified, changed or
terminated in whole or in part only by a written agreement duly authorized and executed by
the Parties hereto and without amendment to the Service Plan.
13. ENFORCEMENT. The Parties agree that this Agreement may be enforced in
law or in equity for specific performance, injunctive or other appropriate relief, including
damages, as may be available according to the laws and statutes of the State of Colorado.
14. VENUE. Venue for the trial of any action arising out of any dispute hereunder
shall be in Weld County District Court.
15. BENEFICIARIES. Except as otherwise stated herein, this Agreement is intended
to describe the rights and responsibilities of and between the named parties and is not intended
to, and shall not be deemed to, confer any rights upon any persons or entities not named as
parties.
16. EFFECT OF INVALIDITY. If any portion of this Agreement is held invalid or
unenforceable for any reason by a court of competent jurisdiction as to either party or as to
both Parties, such portion shall be deemed severable and its invalidity or its unenforceability
shall not cause the entire agreement to be terminated. Further, with respect to any portion so
held invalid or unenforceable, the District and Town agree to take such actions as may be
necessary to achieve to the greatest degree possible the intent of the affected portion.
17. ASSIGNABILITY. Other than as specifically provided for in this Agreement,
neither the Town nor the District shall assign their rights or delegate their duties hereunder
without the prior written consent of the other Parties.
18. SUCCESSORS AND ASSIGNS. Subject to Paragraph 17 hereof, this
Agreement and the rights and obligations created hereby shall be binding upon and inure to the
benefit of the Parties hereto and their respective successors and assigns.
[Remainder of page intentionally left blank].
COTTONWOOD HOLLOW COMMERCIAL
METROPOLITAN DISTRICT
By:
President
ATTEST:
By:
Secretary
TOWN OF FIRESTONE
By:
Its:
ATTEST:
By:
Its:
Cottonwood Hollow\CommercialService Plan
JLG1541
0739.0003
EXHIBIT 0
Resolution of Town of Firestone Approving Service Plan
TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF COLORADO
IN RE THE ORGANIZATION OF COTTONWOOD HOLLOW COMMERCIAL
METROPOLITAN DISTRICT AND COTTONWOOD HOLLOW RESIDENTIAL
METROPOLITAN DISTRICT IN THE TOWN OF FIRESTONE, COUNTY OF WELD,
STATE OF COLORADO
RESOLUTION NO. 04-45
RESOLUTION OF APPROVAL
WHEREAS, pursuant to the provisions of Title 32, Article 1, Part 2, C.R.S. as amended,
the Board of Trustees of the Town of Firestone, County of Weld, State of Colorado, following
due notice, held a public hearing on the proposed Service Plans for Cottonwood Hollow
Commercial Metropolitan District and Cottonwood Hollow Residential Metropolitan District,
which hearing was concluded on October 14,2004; and
WHEREAS, the Board of Trustees has considered the Service Plans and all other
testimony and evidence presented at the hearing; and
WHEREAS, based upon the testimony and evidence presented at the hearing, it appears
that the Service Plans for Cottonwood Hollow Commercial Metropolitan District and
Cottonwood Hollow Residential Metropolitan District, should be approved by the Board of
Trustees, subject to certain conditions set forth below, in accordance with Section 32-1-
204.5(1)(c), C.R.S.
THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN
OF FIRESTONE, COLORADO:
Section 1. That the Board of Trustees, as the governing body of the Town of Firestone,
Colorado, does hereby determine, based on representations by and on behalf of Del Camino East
Properties, L.L.C., a Colorado limited liability corporation, (the "Developer"), that all of the
requirements of Title 32, Article 1, Part 2, C.R.S., as amended, relating to the filing of the
proposed Service Plans for Cottonwood Hollow Commercial Metropolitan District and
Cottonwood Hollow Residential Metropolitan District have been fulfilled and that notice of the
hearing was given in the time and manner required by the Town.
Section 2. That, based on representations by and on behalf of the Developer, the Board
of Trustees of the Town of Firestone, Colorado, has jurisdiction over the subject matter of these
proposed special districts pursuant to Title 32, Article 1,part 2, C.R.S., as amended.
Section 3. That, pursuant to Section 32-1-204.5, C.R.S., Section 32-1-202(2), C.R.S.,
and Section 32-1-203(2), C.R.S., the Board of Trustees of the Town of Firestone, Colorado, does
hereby find and determine, based on the Service Plans and other evidence presented by and on
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behalf of the Developer, that, as to each of the Districts:
(a) There is sufficient existing and projected need for organized service in the
areas to be serviced by the proposed District;
(b) The existing service in the areas to be served by the proposed District is
inadequate for present and projected needs;
_ (c) The proposed special district is capable of providing economical and
sufficient service to the area within its proposed boundaries;
(d) The area to be included in each proposed districts has, or will have, the
financial ability to discharge the proposed indebtedness on a reasonable
basis; and
(e) The creation of the proposed Districts will be in the best interests of the
areas proposed to be served.
Section 4. That pursuant to Section 32-1-204.5(1)(c), C.R.S., the Board of Trustees
hereby imposes the following conditions upon its approval of the Service Plans:
(a) The Developer agrees that the Town Attorney will be given reasonable
notice of all proceedings in the District Court of Weld County relating to the
organization of the Districts (including notice as described in Section 32-1-304,
C.R.S.).
(b) The Developer agrees that, prior to the hearing date set by the District Court
of Weld County pursuant to Section 32-1-304, C.R.S., all fees and expenses which
have been submitted to the Developer for payment by or on behalf of the Town or its
attorneys or financial or other advisors shall have been paid in full.
(c) Prior to the hearing date set by the District Court of Weld County pursuant to
Section 32-1-304, C.R.S., the District shall fully comply with the provisions of
Section 32-1-107(3), C.R.S. with respect to the overlapping of service areas. The
District's authorization to provide services or facilities within any overlapping area
is expressly conditioned upon the Districts first obtaining the written consent of each
and every district whose service area is so overlapped.
(d) Prior to the Mayor's execution of this Resolution, the fully and properly
executed originals of the following documents will be submitted for the proposed
Districts: the engineer's statement of reasonableness of capital costs; accountant's
letters and forecasts; letter in support of market projections and absorption rates;
underwriter's letter; legal counsel letters; bond counsel letter, and Developer's
indemnity letters that are required under the Service Plan and set forth in Exhibits E,
G, H, I, J and K part I, to the Commercial Metropolitan District Service Plan and to
— the Residential Metropolitan District Service Plan, shall be provided to the Town.
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(e) At its organizational meetings, each District shall execute its District
indemnity letter, and the intergovernmental agreement with the Town ("IGA") that
are required under the respective Service Plans and set forth in Exhibits K part II,
and N to the Commercial Metropolitan District Service Plan and to the Residential
Metropolitan District Service Plan, and shall provide the fully executed originals of
the District indemnity letters and the IGAs, to the Town.
If any of the above-stated conditions (a) through (d) are not met, the Town may file a
motion with the District Court of Weld County requesting that the hearing on the organization of
the Districts be delayed until such conditions are met, and Developer has represented that it will
not oppose such motion. Further, if any of the above-stated conditions (a) through (e) are not
met, the Town may pursue all legal and equitable remedies available to it for failure of
compliance with such conditions of approval.
Section 5. That the Service Plan of Cottonwood Hollow Commercial Metropolitan
District, as set forth in Exhibit A to this Resolution and dated October 13, 2004, is hereby
approved subject to the conditions stated in Section 4 above, in accordance with Section 32-1-
- 204.5(1)(c), C.R.S., and subject to the revisions set forth in Exhibit C.
Section 6. That the Service Plan of Cottonwood Hollow Residential Metropolitan
District, as set forth in Exhibit B to this Resolution and dated October 13, 2004, is hereby
approved subject to the conditions stated in Section 4 above, in accordance with Section 32-1-
204.5(1)(c), C.R.S., and subject to the revisions set forth in Exhibit D.
Section 7. That a certified copy of this Resolution be filed in the records of the Town of
Firestone and submitted to the Developer for the purpose of filing in the District Court of Weld
County for further proceedings concerning Cottonwood Hollow Commercial Metropolitan
District and Cottonwood Hollow Residential Metropolitan District.
RESOLVED, ADOPTED AND APPROVED this day of October, 2004.
TOWN OF FIRESTONE, COLORADO
(SEAL)
ATTEST: Michael P. Simone
Mayor
Judy Hegwood
Town Clerk
10/1512004 7 29 AM(ail]Y:\Fuatone'Metmpoliten Districu\CononwoodHollowApprovnlRes l.dac
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CERTIFICATE
I, Judy Hegwood, Town Clerk of the Town of Firestone, Colorado, do hereby
certify that the above and foregoing is a true, correct and complete copy of a resolution adopted
by the Board of Trustees of the Town of Firestone, Colorado, at a public meeting held on the
day of October, 2004.
IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the Town
of Firestone, Colorado, this day of October, 2004.
(S E A L)
Town Clerk
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EXHIBIT A
(Copy of Commercial Metropolitan District Service Plan)
—
EXHIBIT B
(Copy of Residential Metropolitan District Service Plan)
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EXHIBIT C
REVISIONS TO COTTONWOOD HOLLOW COMMERCIAL METROPOLITAN
DISTRICT SERVICE PLAN
(Firestone Board of Trustees Meeting, October 14, 2004)
1. Page 5, 10th line under III, revise the sentence beginning with "The current and..." to
read as follows: "The current population of the District is zero (0); the estimated
daytime population of the District at full build-out is one thousand and forty-five
(1,045)."
2. 6, line 1, change "commercial" to "Planned Unit Development, for Regional
Commercial and Employment Center uses."
3. Page 14, 2nd line under"V. Financial Plan," after"limitations," strike "associated with"
and insert"and other financial requirements and restrictions for".
4. Page 17, lines 17-20, delete sentence beginning with "In the event" and ending with
"Service Plan."
5. Page 18, line 4, after "authorized to" delete "issue bonds" and insert "incur any
financial obligations of any kind or perform any other functions authorized under this
Service Plan".
6. Page 19, lines 8-9, delete the phrase "attributable to inflation and biennial revaluation
factors"and the phrase"for those factors".
7. Page 20, line 2, insert new sentence before sentence beginning with "The District is not
authorized...," to read as follows: "The District is not authorized to impose any
development fees or user charges as part of this Service Plan."
8. Page 20, 5th line of V.e, after"mills"insert"for debt service purposes".
9. Page 20, 7`h line of V.e.,change"Commercial"to"commercial".
10. Last line of page 20 and first line of page 21, after "District" close parentheses and
delete",including both Commercial and commercial property".
11. Page 21, line 5, after first"District"insert"debt service".
12. Page 22,4th line under V.h., change"IV.a."to"V.a."
13. Page 22, 8th line under V.h., insert new sentence before sentence beginning with "Such
notes shall not...,"to read as follows: "The repayment of construction financing notes
from proceeds of an equal or lesser principal amount of the District's bonds shall not
be treated as an increase in the principal amount of District debt for purposes of the
debt limit under this Service Plan."
14. Page 22, 13th line under V.h, insert following after "Commission": ", and the
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— Developer agrees that it will also be such an accredited investor if and when it
acquires such notes."
15. Page 31, last line of Article XII, after"bondholders"insert ", investors, lenders".
16. Exhibit E, submit prior to organizational election date a statement from the Engineer
clarifying which drawings were used to calculate the costs estimates. (The
spreadsheets reference 4/9/03 plans and the letter references 10/16/03 plans).
17. Exhibit G, Market Projections, submit prior to organizational election supplemental
information explaining how the market studies relate to the schedules of estimated
assessed valuation also contained in Exhibit G.
18. Exhibit J, Bond Counsel Letter, submitted updated letter that correctly quotes
language taken from Service Plan text; also, change "our" to "or" in third line below
quoted provision of Service Plan.
19. Exhibit K, Part II, in Section 2 of District Indemnity Letter, change reference from
"Exhibit K"to "Exhibit M".
20. Exhibit L, Form of Disclosure Notice, revise second and third to last sentences to read
as follows (changes shown in underline and strikeout):
The financial forecast for the District (as set forth in its Service Plan) assumes that the
District will be able to set its tax levy at approximately forty(40.000)mills or less for
2006 through 20402037 for debt service and administration purposes,- (subject to
Except for certain adjustments permitted by the Service Plan to compensate--for
legally required changes in commercial residential—valuation ratios),-; Except for
adjustments permitted by the Service Plan for such changes in commercial valuation
ratios. the District shall not impose a debt service mill levy in excess of forty(40.000)
mills and shall not impose a mill levy for administration, warranty maintenance and
other operating expenses in excess of six (6.000)mills.
21. Exhibit N, change title of Section 4 to read "Town Approval Requirements; Review of
District Submittals."
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"- EXHIBIT D
REVISIONS TO COTTONWOOD HOLLOW RESIDENTIAL METROPOLITAN
DISTRICT SERVICE PLAN
(Firestone Board of Trustees Meeting, October 14, 2004)
1. Page 6, line 4, change "agricultural" to "Planned Unit Development, for residential
uses".
2. Page 14, 2nd line under"V. Financial Plan," after"limitations," strike "associated with"
and insert"and other financial requirements and restrictions for".
3. Page 16, lines 12 through 14 under V.b, change "sixty (60)" to "thirty-six (36)" and
change "Six Million Three Hundred Ninety Thousand One Hundred Forty-Six Dollars
($6,390,146.00)" to "Four Million Six Hundred Seventy-Five Thousand Sixty-Three
Dollars($4,675,063.00)".
4. Page 17, change lines 3 through 9 to read as follows (changes shown in underline and
strikeout):
"(representing, together with undeveloped land in the District,- a total -of
approximately Seven Million Seven Hundred Forty Eight Thousand Seven Hundred
Five Dollars ($7,748,705.00) in assessed valuation), and one hundred fifty-six (156)
fourteen (114) remaining residential units have received building permits
(representing, together with the one hundred thirty (130) units which have received
certificates of occupancy and together with undeveloped land in the District, a total of
approximately Seven Million Seven Hundred Forty-Eight Thousand Seven Hundred
Five Dollars ($7,748,705.00) Nine Million One Hundred Sixty One Thousand Six
Hundred Seventy Dollars ($9,161,670.00) in assessed valuation), and all public
improvements serving such residential...".
5. Page 17, lines 17-20, delete sentence beginning with "In the event" and ending with
"Service Plan."
6. Page 18, lines 4-7, delete sentence beginning with "In the event" and ending with
"Service Plan."
7. Page 19, lines 18-19, delete the phrase "attributable to inflation and biennial revaluation
factors"and the phrase"for those factors".
8. Page 20,line 12, insert new sentence before sentence beginning with"The District is not
authorized...," to read as follows: "The District is not authorized to impose any
development fees or user charges as part of this Service Plan."
9. Page 21, 5th line of V.e,after"mills"insert"for debt service purposes".
10. Page 21, 15th line of V.e,after first"District"insert"debt service".
11. Page 23, line 5, insert new sentence before sentence beginning with "Such notes shall
not...," to read as follows: "The repayment of construction financing notes from
proceeds of an equal or lesser principal amount of the District's bonds shall not be
"- treated as an increase in the principal amount of District debt for purposes of the debt
limit under this Service Plan."
12. Page 23, line 10, insert following after "Commission": ", and the Developer agrees
that it will also be such an accredited investor if and when it acquires such notes."
13. Page 29, 5`h line under Article X, change"Exhibit M"to "Exhibit N".
14. Exhibit E, submit prior to organizational election date a statement from the Engineer
clarifying which drawings were used to calculate the costs estimates. (The
spreadsheets reference 4/9/03 plans and the letter references 10/16/03 plans).
15. Exhibit G, Market Projections, submit prior to organizational election supplemental
information explaining how the market studies relate to the schedules of estimated
assessed valuation also contained in Exhibit G.
16. Exhibit J, Bond Counsel Letter, submitted updated letter that correctly quotes
language taken from Service Plan text; also, change "our" to "or" in third line below
quoted provision of Service Plan.
17. Exhibit K, Part II, in Section 2 of District Indemnity Letter, change reference from
"Exhibit K"to"Exhibit M".
18. Exhibit L, Form of Disclosure Notice, revise second and third to last sentences to read
as follows(changes shown in underline and strikeout):
The financial forecast for the District(as set forth in its Service Plan) assumes that the
District will be able to set its tax levy at approximately forty-five and nine hundred
seventy-nine one thousandths (45.979) mills or less for 2006 through 2037 for debt
service and administration purposes- (subject to Except for certain adjustments
permitted by the Service Plan to -compensate for legally required changes in
residential valuation ratios);Except for adjustments permitted by the Service Plan for
such changes in residential valuation ratios, the District shall not impose a debt
service mill levy in excess of fifty(50.000) mills and shall not impose a mill levy for
administration, warranty maintenance and other operating expenses in excess of six
(6.000)mills.
19. Exhibit N, fourth line of Section 2, change 'Neighbors Point" to "Cottonwood
Hollow".
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