[This transcript was generated automatically from audio using AI and hasn't been reviewed by a person -- it can contain mistakes, including plausible-sounding sentences that were never actually said. Treat it as a starting point, not a verbatim record.] [0:03] And we are recording. Today is August 17th at 11 o'clock Mountain Standard Time. We have David [0:13] Jade and Justin in attendance, so we have a quorum and we'll call the meeting to order [0:18] at 1102. [0:22] And distribute, I'll go ahead and share the board packet now. [0:28] I didn't have that [0:36] I just want to jump in. My name is Sarah Brown. I'm the Director of Management and Administration at Pinnacle Consulting Group. [0:42] I'm attending today in a non-built capacity, but just wanted to introduce Jake as your new primary manager for this district. [0:50] So Brian Newby had previously been assigned. He recently accepted a position in our capital department as project manager. [0:59] And so now Jake has been moved up to manager for this district. [1:04] He's very well equipped to lead this district. [1:07] He has been working behind the scenes and all Utah clients [1:11] for the last year or so and is now our subject matter expert in all things Utah. [1:16] So excited for this transition and just wanted to let you all know about the transition. [1:21] So reach out to me with any questions, but Jake will be your primary go to. [1:25] Thank you. [1:26] Thank you, Sarah. [1:29] Thanks Sarah. [1:30] Yeah, happy to work with you. [1:31] So we'll move on to item B approval of the agenda. [1:35] Hopefully you've had time to review the board packet review that agenda. [1:39] If there are no amendments requested to this agenda, [1:43] we will ask for a first and a second to approve the agenda. [1:49] I'll make that motion. [1:54] And all in favor. I. I. For Jade. I. [2:03] And we'll go ahead and open the meeting up for a public comment if there are any public on the call at this time that would like to make comment now be the time to do so and saying that there is no public on the line we will move forward. [2:21] We'll move on to the consent agenda. [2:24] I'll note that any item on the consent agenda can be removed [2:28] by any board member. [2:29] If they would like to discuss any of these items in more detail. [2:34] If we do not want to remove any item, we will ask for a first and a second [2:39] to approve items A through F on the consent agenda. [2:45] Before you all jump into that, just one comment. [2:51] Statutarily, we do need to present quarterly financial information to you all, so your [2:57] financial statements as well as your payment details so that it's not just a single board [3:03] member or two that has that information, but that everybody on the board has that. [3:08] Typically, there's a quarterly board meeting and we present that financial information [3:12] at the board meeting. We haven't had a chance to meet with you all since last December, so we're [3:19] a little bit behind, if you will. There's quarter four, quarter one, and now we have quarter two. [3:25] If, well, in receiving the board packet, you now have all of those financial statements. You have [3:32] all of the check detail reports. And so we're comfortable with Q4 and Q1 being in consent agenda, [3:39] But if you would like, we can pull those off and we can actually run through each quarter's financial statements separately. [3:45] There's one of the bring that option up. [3:48] But if you would like to just go through Q2 and walk through those, I'm happy to do it that way as well. [3:58] Yeah, I think that's fine, Brennan. Are you wanting to do that in this meeting or schedule a separate meeting for that? [4:03] We would just do it all in this meeting, yeah. [4:06] Yeah, I'm good to just do quarter two unless Dave or Jay, do you guys want to see beyond that? [4:18] I apologize. [4:20] Oh, go ahead. Sorry, Brendan. I didn't mean to cut you off. [4:23] Oh, no, Tom, go ahead. [4:25] No, I was just going to say on kind of on a legal matter with respect to the public meeting. [4:33] I know that there are no members participating, but technically what we like to see happen is we need a motion to [4:41] to open up the public hearing portion of the meeting. [4:44] And then I'd like to state on the record, [4:47] once the motion has been made that confirming [4:50] that there are no members participating [4:53] either via the Zoom link or in person, [4:55] and then we need a motion to close [4:57] the public hearing portion of the meeting. [5:05] Would you like us to proceed with that now, Tom? [5:08] Yeah, let's just do that so it's on the record, thanks. [5:12] Let's do it. [5:12] I'll ask for a motion to open up the public meeting. [5:18] I'll make that motion except [5:22] that all in favor. [5:27] I open meeting is open at 11.08. [5:33] And we'll ask if there's any public on the meeting at this time. [5:37] Go ahead and review and make your comment. [5:44] We'll note for the record that there are no public on the call or in person. [5:49] at the anchor location, so we'll ask for a motion and a second to close the public hearing. [5:56] I'll make the motion. I'll second. And I'll in favor. [6:02] All right. I 1108. [6:11] And then after our conversation regarding the consent agenda, we [6:15] agreed to go ahead and move forward with approving the consent agenda, just reviewing quarter two [6:20] of this year. Is that correct, Brendan? [6:24] Yes, that sounded like that was the consensus of the board, [6:27] but you'll want to get their motion and second and all that fun stuff. [6:33] Awesome. Well, ask for a motion in a second to approve items A through F of the [6:37] consent agenda. [6:43] I can make the motion. [6:46] Thank you, Dave. I'll second and all in favor. [6:51] I. I. Awesome. Thank you. We'll move on to the action items now. That's going to first [6:59] item is item A, consideration approval of the 2025 audited financial statements, and I will pass it over to [7:07] Brendan to review the audit. [7:11] Great. We'll keep at high level unless you all want to dig into it. [7:17] As a governmental entity, we are statutorily required to have a financial statement audit as well as [7:24] our bond documents require that we have a financial statement audit. So we did, as a [7:31] district, engage Cleaner Hagerman as an independent CPA firm to perform an independent audit [7:38] of the district. So their scope is to come in and review the financial records, review compliance, [7:47] and then provide their opinion on the findings of their audit. [7:52] So, Klinger Hagerman has provided their final audit, and it's in your board packet. [8:00] Looking at the independent auditors report was really one thing that we're specifically [8:05] looking for when we get done with that audit. [8:08] And that is in the second paragraph there, you can see on the screen under opinions, says [8:15] in our opinion, the financial statements referred to above fairly are present fairly in all material [8:20] respect the respective financial position of the governmental activities and major funds of the district. [8:28] That is what we refer to as an unmodified opinion, which means that there were no findings, [8:34] there were there's nothing in the financial records and or report financial reporting that is contrary to government accounting standards [8:47] and generally accepted accounting principles and that we are essentially, we got our green [8:54] stamp or the stamp of approval for the financial statement audit. And that's, you know, that's [8:59] the gold standard when you go to get an audit. That's what you're looking for, that's what you want. [9:06] So we're happy about that. Do you as board members have any questions, would you like to go through [9:14] the Financial Statement Audit for 2025. [9:21] I don't think it's necessary for me. [9:29] Yeah. [9:33] So, a couple of things, filing this report then with the state auditor to meet our [9:41] statutory requirements, but also then looking in this meeting for you all to prove the [9:49] to consider and approve the 2025 financial statement on it. [9:55] I'll make the motion to approve. [9:58] And I second that motion. [10:05] Sorry, muted. An all in favor? [10:07] Aye. [10:10] Thank you. We'll now move to item 3B, [10:13] the review and approval of unottited financial statements [10:16] for the quarter ending June 30th, 2026. [10:22] Could you go to page 16, not 70. [10:25] Do [10:30] you mind zooming in just a little bit? [10:37] So these financial statements that we will go through our quarter two or a year-to-date [10:43] June 30th, 2026 financial statements, we do operate on a fiscal year basis. [10:49] So these are representative of a half year of activity for 2026. [10:55] On your screen, what we have for you is your general fund. [10:58] the general fund in government accounting, that's where all of your normal day-to-day administrative [11:05] and operational costs flow through. Then you have another fund for your debt service [11:09] and another fund for your capital expenditures. [11:13] So the general fund, what we have here in [11:15] the left-hand column, is the budget that was adopted for 2026 last year. In the middle column [11:21] is your actual activity through June 30th, and then the right-hand column is just a variance [11:26] call them. So I will focus my comments primarily on that middle column and as we go through I will [11:33] just walk through the the financial statements all three funds and if you have any questions please stop [11:38] me. [11:40] So looking through the actual activity then in the general fund we do have some monies that [11:46] are on hand to cover those administrative costs and they are in interest bearing accounts you can see [11:51] that the interest income through June 30th was $1,682. [11:58] Fooking down under your expenditure section, [12:01] you can see we adopted a budget of $50,000 through June 30th. [12:05] All expenses for the various line items are at $12,268. [12:11] So we're trending under budget for your administrative costs [12:15] a year-to-date. [12:18] What that leaves us with is if you look down [12:20] under the ending fund balance, the middle column, there's $81,375. [12:27] And so those are the funds that remain on hand after the payment of these bills, [12:32] or after this financial activity that we have to continue to pay those administrative costs into the future. [12:40] So granted, is it a safe assumption that if this is the expenditures through the first half of the year, [12:45] the last half should more or less mere those? [12:50] There are some variances that you'll see. [12:55] So for example, the audit, you will see the final cost come in in the second half. [13:01] So it will get up to that 10,000 mark or pretty close to it. [13:05] You haven't seen your insurance bill come in through yet and that will, while it shows [13:10] a zero through June 30th, you will spend the full insurance amount. [13:15] And from a second half activity, [13:21] you will see that we'll have multiple board meetings. [13:25] And we do have to go through the budget process. [13:28] So it's, I'm talking out loud and processing as I respond to your question, but it's more [13:35] likely that you'll see higher costs in the second quarter relative to your accounting and [13:41] probably legal and district management because we'll have at least two more board meetings [13:45] through the second half of the year. [13:49] Okay. [13:55] Any other questions? [13:59] Hearing none. Let's go to your debt service fund. The next page. [14:05] All right. So our debt service fund, this is where we have all of our debt-related [14:09] financial activity. So this is where we collect assessments or monies and then we pay the bond holders. [14:17] What you can see in 2026 through June 30th, we don't have any assessment revenue. [14:25] That's something we will talk a little bit more about later in the meeting. [14:29] There were monies set aside at bond closing to cover all of the interest costs or bond interest [14:34] payments through the end of 2026. [14:37] So there were no assessments assessed on the property owners and we have not collected [14:41] any money and that was the plan. [14:43] So you'll know that there's no assessment revenue activity. [14:47] What you do see is some interest income because, again, as stated earlier, we do have [14:51] the money that were set aside to make those bond payments. [14:54] They are as well interest-earning, and so there's about $24,000 of interest income. [15:00] The payment cycle on the bonds is June 1st and December 1st. And so if you look under the expenses, you'll see the interest expense. The June 1st payment was made with the monies that we had on hand. And then there will be another payment of the same amount of an additional $273,000 that we make on December 1st. And so we already have those monies on hand who the trustee will make those payments. And then we do anticipate getting an invoice for [15:30] the trustee, the charge $4,000 a year to perform their services, and so we expect to see [15:36] that invoice come through in the last half of the year. [15:39] What that leaves us with, if you're looking down under the, we'll look at the components [15:45] of ending fund balance, you'll see that capitalized interest number, that capitalized interest [15:49] was the interest, the monies that were set aside to pay for interest, you can see there's [15:55] $315,000, which is, I mentioned, adequate to make the December 1st payment, and then we [16:02] also, within the bond documents, have a required debt service reserve that can only be used [16:08] to repay the bonds and will be held as collateral until the bonds are paid off, and they will [16:14] be used as part of the final payment on the bonds, but you can see there's a debt service [16:19] reserve under that components of ending fund balance in the amount of $780,000. [16:23] dollars. So the district has those those monies on hand. Any questions there? [16:32] Hearing none. Thank you. We'll go to the next page and this is our final fund. [16:38] This is our capital projects fund. The capital projects fund is where the [16:43] initial bond issuance occurred and where any monies that were available to pay for [16:47] were reimbursed public infrastructure. They were in this fund. [16:52] We do have a small carryover, ultimately, with some interest earnings on previous balances. [16:59] And they kind of go backwards on this one. [17:01] If you look at the ending fund balance, you'll see that there's $7,835 in the account. [17:08] And they are earning interest. [17:10] You can see the small amount of interest, $138 up under revenues. [17:14] And there haven't been any expenditures yet. [17:17] So the district does have the ability to reimburse the developer for that $7,835, and so if there's any invoices or costs that are [17:28] public and nature that are available to be reimbursed, the district does have those monies on hand that we can [17:33] It's not it's not millions of dollars, but we do have a few thousand dollars available that we can make a reimbursement to the developer [17:39] So we can follow up with you all after this meeting [17:42] And just see if there's any additional costs that can be submitted for reimbursement on that [17:47] Okay. So that is your Q2 financial statements. Any questions? [17:57] Nope. Great. [18:03] So rather than [18:05] taking a motion in a second to review this or for this section, I'll just go ahead and [18:10] jump into the next piece of the financial report and then we can just take both the items [18:14] with one motion. Also in your board packet is your second quarter payment [18:23] detailed report. So each quarter we are to provide you a summary of all payments [18:27] that have been made by the district. What you can see here on your screen is a [18:33] summary of all those payments. They're reflective of everything that you just [18:36] saw in your financial statements. But under the top section you can see the cash [18:41] dash admin fund that's your administrative fund. Those monies are used for payment of the administrative costs. [18:48] You can see the various payments that were made in Q2. They total $10,850.81 payments to pinnacle for your [18:56] management administration and accounting services. You are cowl for your legal services and then [19:05] and then we have our bond fund and that is the fund where we make payments for the bond interest and principle and that is that amount paid on June 1st was $273,125. [19:22] So those are all the payments that have been made by the district in the last quarter. [19:29] Any, are there any questions on the payments that have been made? [19:34] No. [19:36] Okay. [19:37] All right. [19:38] So now that you have been riveted with all of this amazingly wonderful and financial information, [19:45] we are looking for the board to approve the un audited financial statements as well as the payment detail report. [19:56] Okay. [19:56] I can make that motion. [19:58] Okay. [19:59] I'll second that. [20:01] and I'll in favor. [20:07] Awesome. Thank you. [20:10] That is it for our action items. [20:12] We do have a couple of discussion items. [20:14] The first one being discussion of special assessments, [20:17] which I believe Brendan is also going to take on today. [20:22] Yes. And would it be possible Jake for me to take over [20:28] and share separate document? [20:30] Absolutely, great. [20:40] So this is really just a conversation we want to have with the board. [20:46] As I've mentioned through the financial report, when the bonds were closed, there were [20:51] monies that were set aside to cover the interest costs for the first couple of years. [20:57] As I mentioned also through the end of 2026, we had those monies on hand, but beginning in 2027, [21:03] and the district will begin assessing the property owners [21:07] for the monies needed to make those bond payments [21:09] and the administrative cost payments. [21:14] And so one of the things that I know Vic had previously asked [21:18] for was an estimated or a special assessment schedule [21:23] of what those assessments would be into the future. [21:28] And so we did go ahead and create an assessment, [21:30] a special assessment schedule that we'll send over, but wanted to just walk through that briefly. [21:38] Essentially, what we've done is following the end of the year. So beginning in 2027, [21:44] we have shown the interest payments that are required on the bonds, as well as the principal payments. [21:50] And then the administrative costs that they will, they are estimates. I will say that for the [21:57] administrative costs. I know that when the bonds were issued, there was an assumption that it [22:03] would be around $50,000 a year for the administration of the district plus about 2% inflationary cost each [22:10] year. I say that's an estimate because at the end of each year when we look at the next year's budget, [22:15] we'll see how much money we have on hand. For example, we just looked at the financial [22:20] We have $80,000 depending on what we set for the budget. [22:25] Next year, we'll use some of that money we may not need to ask for as much money for [22:31] those administrative costs as might be on the schedule. [22:35] And so each time that we'll have those assessments, we'll have a conversation about the administrative [22:41] costs and make sure that those align with the needs of the district. [22:45] But this is an estimated schedule just based on that $50,000 inflating each year. [22:52] So what you can see here is a due date on March 1st of 2027 estimated $303,135. [23:02] And then September 1st, a similar billing of another $303,135. [23:08] And you can see that semi-annual assessment that would be billed and collected [23:13] did each year going forward for the next 29 years. Well, I guess it's 27 years after [23:18] the first two years. And so I just wanted to make sure that that's on your radar, that [23:23] you know that that's coming, that we will be sending out this schedule. Don't rely 100% [23:28] on this schedule. It's materially correct, but again, estimated administrative costs, so [23:32] there will be some variances there each schedule, and we can update that as time progresses. [23:38] But as you look at the schedule, as we had this brief discussion, any questions that come [23:42] to mind or any concerns, thoughts? [23:47] Yeah, I have one. [23:49] I mean, why is the September payment so much higher [23:53] than the March payment after 2020, after 2030? [24:00] That's a great question. [24:02] So the district currently is in an interest only payment mode. [24:06] So through 2029, and this is a structure that was set up to get the development going, if you will. [24:16] So from 2025 to 2029, it was scheduled that there would be interest-only payments to allow for that development to happen to get the money's flowing. [24:24] But beginning in 2030, then the principal payments on the bonds start to come into play. [24:29] And so you'll see, we lined up, so for example, the December 1st payment in 2030, there's [24:40] $193,000 a principle that is due, and so we built that into that September assessment period. [24:49] And so you will see that over time escalate even more, so each September, you'll see that [24:55] I continue to climb, as those principal payments become [24:59] due in payable loans. [25:06] Great question. [25:08] Any other questions or thoughts? [25:16] I'll review this with a pick this afternoon in the office. [25:19] And if he has any other questions, I can have him reach out [25:21] to you, Bretton. [25:23] Perfect. [25:23] And right after this meeting, I'll send the schedule over to you. [25:27] OK. [25:28] So I have a question on the one hand. [25:31] I don't think what we're seeing is one that I have, but is there, like, there's no [25:39] deficience on this? Is there a way off? [25:44] I'm sorry. I missed the list. Part, are you asking if there's any ability? [25:50] Free payment. This was refinance. [25:56] Yeah, so there is a bond, usually on that bond, so they're very difficult, most. [26:05] Yeah, and I will get back to you specifically on this bond documents. [26:09] I'll need to go back and look. [26:12] But if you're looking at these bonds and for whatever reason, [26:17] the developer would like to refinance those or the district would like to refinance those [26:21] or do something different. There's typically what we call a call date, so there's a date after a [26:28] number of years when the bonds can be paid off or refinanced. There's a penalty that you have to [26:37] pay for a couple of years, but then after that there's no penalty, no interest. There's no penalty [26:43] in the district could refinance or what the bonds could be, [26:50] defeats as you mentioned at that time. [26:53] There are some limitations in advance of those call dates. [26:58] And so if there's a desire to do something before those call dates, [27:04] then we'd have to get bond council involved and look through the bond documents [27:08] to see what's allowed or not allowed. [27:10] but there is definitely a call date built into these. [27:14] If memory serves me correctly, I think it's five years, [27:18] but I can get back to you on the details on those. [27:21] But the first five years, right? [27:24] Yeah, that's terrible. [27:25] So is that your understanding just and fixed? [27:29] Yeah, and I think Vic did kind of have a strategy on that, [27:33] that once we do hit that, five years does sound right to me [27:37] that there may be a strategy to pay off the bond, but I'll try to stick on that too, [27:44] but I do think that sounds right, and that's kind of what our plan was. [27:50] Yeah, all right. I kind of thought that, yeah, I knew, I knew there was probably some kind of time [27:58] with the penalties or not related to money with the I.D. [28:05] or with the generally with the with the investors tied to the [28:16] real one copy, [28:17] told me out here on the offering, not the, it's not a fixed interest rate, [28:26] they're tied to the invariable, you know, they're tied to the treasury, [28:31] What kind of rate, what kind of rate, what do you call it, the, I lost my dot process, but on the, the operating, the investors got in based on, but rate, the poor percent of the, [28:52] like he's invested in the bond, but we get the bond right. [28:54] I'm kind of like the bonds when the bonds are like on the bonds, let me tell you what [28:59] whatever rate that is, is that that's the reason why they can't do anything for five years, [29:05] correct? [29:07] Yeah, really it's, so the bonds there at a 5.75% interest rate, but typically what happens [29:18] with the bond issuances in general is investors want to make sure that if they're going to shell out a bunch of money for something, right, that they get some form of return on their investment. [29:31] And so they typically the minimum will generally see is a five year threshold of saying, okay, you know, I'm going to get a return for five years. [29:39] That's my minimum. Some government entities. It's a 10 year. That's the threshold for bondholders to buy bonds. [29:47] But they'll set that in place just to make sure that they don't show that a bunch of money and then the next year [29:51] You know it gets wiped out and then they they get no return on their money and it was you know a waste of effort [29:57] And so they'll put they'll build in that five years [30:00] Call date, just to make sure that it's worth their wild and invest in the project. That makes that makes total sense with that bond rate. If they, they keep it on a five-year bond rate. If it was a 10-year bond rate, then there would be a higher count to sort of based on that. Great. [30:19] Okay. Then this seems like it's a five-year bond rate. Yeah. I believe it is. And I'll double check that. And I'll send out the the call dates and the penalty. [30:29] time lines to all it's all in the bond documents which you've already seen but [30:34] we've proved them but I'll I'll grab that snippet out of the bond documents and send them to you. [30:39] I had to read that. [30:43] That was a good way to get to sleep at night if you were [30:48] tired just read through this bond documents. [30:50] All right. Thanks. You're welcome. [30:57] And out of the floor. [31:02] Thanks, Brendan. Our last discussion item was just going to be reviewing some meeting dates for the budget adoption. [31:12] And these two dates were confirmed by district management as well as legal counsels being available for two meetings, the November 20th meeting, being the date we have the tentative or adopt the budget as tentative and December 1st being the date that we adopt the budget as final, we wanted to give you dates to so that you could look at your counters to see if these were available. [31:40] But just looking at these high level and we wanted to ask if there are any conflicts with the all schedules in these with these dates or if you need a more time otherwise we'll move forward with sketching this and also reaching out to our location to getting that scheduled as well. [32:01] Let's put them on the calendar. Yeah, I think that works. [32:05] I'll move forward with doing that. [32:08] You'll see that come through later this week VALA calendar. [32:12] And then yeah, we'll go from there. [32:16] Other than that's for some non-action items, [32:19] we just wanted to review the board member trainings. [32:22] Actually have most of the trainings that will need to file [32:28] and have available for the auditor when they are requested [32:31] next year. [32:32] If there are any missing, I'll reach out to that board member individually to request [32:37] those. [32:38] I think we have one training outstanding, but again, I'll reach out then. [32:43] Any questions on those trainings at all? [32:52] Fantastic. [32:53] Unless there's any other discussion items, I'll ask for a first and a second to adjourn the [33:00] meeting at 11.35 in the morning. [33:02] Jay, I just, sorry, not to delay it, but I just have one question. [33:07] I got an email last week from the mayor's office here in Twilla, and they said that per [33:15] a governing agreement that we have, we need to send, let's see, I'm just reading her [33:20] email right now, they said they have not received an annual report for the public infrastructure [33:26] district. [33:27] I didn't know if that was something that you guys send out to the mayor's office directly or when I received a report if that's something I did do. [33:37] Do you know? [33:42] I believe that's something that we would compile Brendan or Sarah. [33:48] Are you aware of those requirements? [33:51] If Brendan, are you aware of that with the. [33:54] the annual report? [33:56] This is Tom. [33:57] Shannon, let's you and I check the governing document and see what's required in that report. [34:03] That's usually something that we kind of work in tandem with District Accountant on depending on what the governing document says. [34:12] So, a great question. Thanks for bringing that up. [34:16] And we will put that on our to-do list and get back to everybody shortly. [34:22] Okay, I'll forward you this email, Tom, because she does reference the section that outlines it just to make it a little easier for you, but I'll forward this to you right after the meeting. [34:31] Perfect. Thank you. Appreciate it. [34:33] You bet. That was [34:37] my only other item. [34:40] Thank you. [34:44] And again, we'll look for a first and a second to adjourn at now 1137. [34:49] I'll make the motion to adjourn. [34:53] I will second it. [34:56] And all in favor? [34:58] I. [35:00] Awesome. We are adjourned at 11, 30, 37. Thank you all. [35:05] Nice to meet you, everybody. [35:07] Great job. [35:08] Thank you, Tom. [35:09] Yep. [35:10] Appreciate you.