Transcript
AI TRANSCRIPT
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.
[0:04]
We're going to call the order, especially in the board of trustees, for Panorama Public
[0:09]
Infrastructure District number one, this Monday, March 16, 2026 at 2.30 p.m., the media
[0:15]
is being held at the office of York Hall and South Jordan. Utah, let's do a group call
[0:21]
today. I made a sound job in a district council. Stand in the dark, district council,
[0:26]
the paralegal.
[0:31]
Jim Giles, district president, Brian Flam, org member,
[0:41]
Erin Wade Gilmore-Bill.
[0:43]
Are she Stevens Gilmore-Bill? Shelby Climber with CLA.
[0:49]
Ben Willhelm, D. A. Davidson.
[0:55]
Mary Barnes. Okay, go ahead, Mary.
[0:58]
Get Mary Barnes Gilmore-Bill. Thanks, everyone. We're just going to follow our agenda today. We have
[1:05]
military action items. We do have two concern items, the first of which is to
[1:10]
approve the draft minutes from the February 18th, 2026 board meeting. The board
[1:16]
did receive its pack at these meeting minutes. I'm going to ask if there are any
[1:20]
questions from the board on the minutes.
[1:24]
I have none. Okay, do we have a motion to
[1:28]
adopt the minutes of the February 18th, 2026 board meeting?
[1:35]
I'll make a motion to
[1:36]
approve the minutes from February 18th, 2026.
[1:39]
I'll second that.
[1:41]
All in favor say irs.
[1:43]
Aye.
[1:44]
Aye.
[1:45]
Thank you motion.
[1:46]
That's the form of the board.
[1:48]
Did you get that?
[1:50]
That was Jim Giles made the motion.
[1:53]
Pardon the second.
[1:55]
Placement to our seconds.
[1:57]
Approval item set item.
[2:00]
This is to approve and ratify payment applications and requisitions.
[2:03]
the last four meetings. This is a requirement of our acquisition of reimbursement agreement
[2:10]
to ratify these payments, requisitions. Do we have any questions? Shelby, we did have
[2:21]
a few, I think. We did. We had a handful from the first two cost
[2:26]
specifications, which included the initial land reimbursement as well.
[2:32]
Thank you. All right. Go ahead. As I was asking right here, we've got all that dialed
[2:40]
for most questions and he said yes, so I'm good. Great. So do we have a motion to approve
[2:45]
and ratify all payment applications and requisition requests made since the last board meeting
[2:50]
on February 18th, 2026.
[2:54]
I'll make a motion to approve item number two on the consent.
[3:00]
I'll second that.
[3:03]
All in favor say aye.
[3:04]
Yes.
[3:05]
Aye.
[3:07]
Thank you motion passes by form of the board.
[3:10]
Let's move to our action items.
[3:12]
First action item is to consider adoption of the mended tentative operating capital
[3:17]
budget for calendar year 2026 or panorama PID number one and a set of public hearing to take public
[3:24]
comment on the same. The board did receive the proposed amended tentative budget in your packet.
[3:33]
We're going to turn the time over to Shelby to go over that with the board and answer any questions.
[3:38]
Thanks Tom. Board, I'm going to share my screen just to walk through this pretty quickly. So this
[3:44]
This budget amendment is directly related to the bond issuance that's currently in progress.
[3:49]
So this would account for that bond issuance and related activity.
[3:54]
So the first page here is to amend what would be a new fund of the district, the debt service
[4:00]
fund for the 2026 special assessment bonds.
[4:03]
Primary activity here would be a transfer in from the capital projects fund, which is anticipated
[4:08]
to cover capitalized interest and also fund a reserve fund.
[4:13]
and then at this point in time an anticipated bond interest payment to be made from capitalized interest.
[4:21]
Then the second page here is the Capital Projects Fund.
[4:24]
We did have an initial budget for 2026 so this would be to amend that budget again to account for the anticipated bond issue.
[4:34]
So we've got about 11.1 million in estimated bond proceeds slated in here.
[4:39]
also accounted for bond issue costs, and then the transfers to the debt service fund for that
[4:46]
capitalized interest and reserve fund, everything else really unchanged from the original budget.
[4:54]
Any questions on this or any kind of feedback or comment from the board?
[5:01]
No questions from me. No questions. Okay.
[5:06]
Thanks, Shelby.
[5:07]
Appreciate that.
[5:08]
Do we have a motion approving the amended intended budget?
[5:12]
Can you turn on the PID number one and setting a public hearing to take comment on the
[5:17]
budget?
[5:19]
I'll make a motion to approve as stated.
[5:22]
Oh, second.
[5:24]
Yes, I'll second it.
[5:25]
Thanks, Brian.
[5:26]
All right.
[5:29]
Hi.
[5:30]
Thank you, motion.
[5:31]
Does it pass by forum of the board?
[5:34]
Do we want to take time now to identify a time for the public hearing day, next meeting,
[5:42]
or would you prefer we center around some proposed times?
[5:49]
Oh, we can, when are we thinking?
[5:51]
What does it need to be soon?
[5:54]
So we need at least seven days.
[5:56]
And
[5:59]
this can be adopted, the final budget can be adopted after the bond issuance.
[6:05]
So you had to do this ahead of the bond offering being posted or priced.
[6:11]
Okay, so do you want to take care of the final budget approval by the four bond closing or after then?
[6:22]
I think for sometime between pricing and closing might be nice.
[6:27]
I don't know where and if you have a preference.
[6:28]
That's no strong preference for you tonight to be able to
[6:37]
look quickly here.
[6:47]
We would anticipate pricing on the 8th of this new set, so I think that should work
[6:53]
from our standpoint.
[6:54]
Yeah.
[6:54]
April 9th works.
[7:00]
Morning or afternoon.
[7:02]
Nate and I are both going to be that spring break for our neck of the woods, so I know Nate
[7:06]
and I will both be out of town out week.
[7:08]
Okay.
[7:10]
You won't do it that way.
[7:12]
but I can do the following week,
[7:14]
anytime after the 14th.
[7:19]
Okay.
[7:21]
Does this affect the closing date?
[7:23]
Closing date is expected to be on the 15th.
[7:27]
This is what we're targeting.
[7:29]
So if you can do 13 to 14th, I think we could be fine.
[7:35]
So she's the 14th.
[7:37]
So the 14th, let's see here.
[7:39]
So,
[7:45]
so we can do about 10 o'clock, works for me,
[7:55]
right?
[7:56]
I don't, I don't, I don't know Nate's schedule, but I don't land until it's a red eye coming back. So I land at 10 o' 4 on the 14th in the morning.
[8:15]
about 3.30.
[8:22]
The other option, we have a we have a partner's meeting Wednesday morning. What if we?
[8:27]
Yeah, I mean, that works for me at 3.30 on the 14th. Okay, what 3.30? Wish me. Okay, and then Brian, we check with Nate.
[8:40]
I mean, we can. Yeah, we can obviously adopt.
[8:45]
I'm looking at it, Nate shows he's in town and he doesn't show anything on his calendar so it should be fine.
[8:51]
Okay, let's do that. The 14th at 330.
[8:57]
Shelby, how many years have worked for you?
[9:00]
That works.
[9:01]
Aaron?
[9:04]
You know, I don't have it in front of me, but you'll be fine whether we're on or not, so no.
[9:11]
Okay.
[9:12]
No issue will make it work if we're needed. Yep. Great. Well, then let's move on. Thanks for taking
[9:17]
the time to select the date. Let's move on to our second action item, which is to consider
[9:23]
approving G 17 disclosure for DA Davidson. This disclosure was also providing your board packet.
[9:31]
Ben, I'm going to turn the time over to you to see if the board has any questions about the G 17 disclosure.
[9:37]
Yeah, just a reminder MSRB rules require us to have you guys acknowledge that we're not municipal advisor.
[9:47]
We're a bond underwriter.
[9:49]
You guys acknowledge this in the past just over email.
[9:52]
I threw it on the agenda for the board for convenience.
[9:56]
So let me know if there are any questions.
[10:00]
I don't have any questions.
[10:04]
Okay. Do we have a motion approving the G17 disclosure letter and authorizing the district
[10:09]
chair to sign it?
[10:16]
I'll make a motion to approve that statement. I'll second it. All in
[10:22]
favor say aye. Aye. Aye. Thank you motion passes by form of the board.
[10:28]
Let's now move to our third action item, which is to consider engaging an assessment administrator
[10:35]
and authorizing the district chair to sign the engagement letter of the district,
[10:41]
excuse me, assessment administrator. The board did receive its packet of proposal from
[10:46]
CLA to provide assessment administrative services to the district. Turn the time back forward,
[10:52]
we shall be to answer any questions.
[10:57]
Thanks, Tom.
[10:59]
Board just a quick overview.
[11:00]
We did include a short proposal in your meeting packet for today based on the anticipated
[11:07]
structure, number of lots within the assessment area.
[11:11]
We were estimating kind of not to exceed 2500 to 3000 per year, which would be kind of dependent
[11:19]
upon level of activity each year.
[11:21]
So if you have higher number of lot sales in one year, we could be on the higher end if you, you know, kind of have
[11:27]
zero through this capitalized interest period that would be lower. So
[11:33]
I guess at that, I would just kind of open it up for any questions or discussion.
[11:41]
Any questions, Brian?
[11:44]
No.
[11:46]
I'm assuming this is built around our takedown schedule to be submitted.
[11:55]
We haven't seen that, but I did talk to Ben about, again, just kind of the anticipated flow years.
[12:04]
There's an annual fee, correct Shelby, for administering the assessment.
[12:10]
We have a takedown schedule anticipated as they sell lots, they'll pay off the associated decision.
[12:18]
I mean, as you see on other projects and they're expecting about two and a half probably
[12:23]
to three years of payoffs before they'll fully pay off the bond under this run.
[12:31]
Okay.
[12:32]
Yep, yep.
[12:33]
I think then that's, yeah, that fees, again, kind of, we'd be on the kind of higher end of
[12:40]
that fee range then, if all goes to plan.
[12:44]
and
[12:47]
the fee was baked into our bond runs.
[12:50]
So there's nothing new that you haven't seen
[12:52]
as far as what we're.
[12:53]
Perfect.
[12:56]
Well, that said, then, I'll make a motion
[12:59]
to approve action at number three as stated.
[13:04]
I'll second it.
[13:06]
All in favor say, yes.
[13:08]
All right.
[13:09]
Hi.
[13:10]
Thank you, motion passes by board of the board.
[13:13]
Let's move on to our board.
[13:15]
This is considered engaging the dissemination agent and authorizing the district chair to sign the engagement letter.
[13:23]
A proposal was received by DAAC to provide dissemination agent services to the district.
[13:31]
That proposal was in your board packet.
[13:38]
Maybe I'll just shoot the time over to Ben in case the board has any questions about that.
[13:45]
Yeah, so this is just having a specific designated firm that will help with the ongoing continuing disclosure obligation of the district.
[13:56]
This is something that we've just established as a best practice so that the market, the bond market of investors has information that's above board on a quarterly basis with regards to the progress of the development.
[14:14]
The numbers were included in our bond financing plan, so nothing that you haven't seen before, but this is just something that we're asking so that for purposes of managing our investor accounts that hold the bonds that they'll have a way to get the information in a timely manner.
[14:34]
So I think it helps you guys from the standpoint of, you know, we're making sure that the quarterly
[14:42]
continuing disclosure filings are done in a timely fashion and a complete fashion and it helps
[14:49]
with future bond issuances knowing that the bondholders who are buying these deals have access to the
[14:55]
information on the ongoing progress of the development, so they're more likely to-
[15:00]
By future transactions as well. So I'm going to answer any questions. I don't know. Any questions? Pretty straightforward. Any. Thanks, Ben. Appreciate. All right. Do we have a motion to approve the DAC dissemination agent services agreement and authorizing the district chair to sign? I'll make the motion to approve action item number four as stated. Second. All in favor say aye, yes. Aye.
[15:28]
Thank you. Motion passes by the board. Let's move to our 5th item. Resolution of the board of trustees or
[15:40]
Anorama public infrastructure district number one. We're going to turn the time over to Aaron or Darcy
[15:49]
To go through this resolution. And by the way, I think this will be resolution 2020
[15:56]
20, excuse me, 2026, 022 will be the numbering on this resolution.
[16:03]
Thanks, Tom.
[16:05]
This is Darcy Stevens with Gilmore Bell,
[16:07]
Bond Council to the District.
[16:09]
And as you know, we've previously come before the board
[16:13]
to have the Bond documents approved for the Special Assessment
[16:16]
Bond Series 2026.
[16:19]
Today's resolution approves a draft of the preliminary official
[16:23]
statement which will be used in connection with the issuance of the 2026 bonds. And the
[16:30]
final official statement which will have all of the final terms for the bonds will be in
[16:35]
substantially the same form as the preliminary official statement before you.
[16:41]
The section, the resolution is very short. It approves the use and distribution of the preliminary
[16:48]
official statement. Section 3 also approves future lot sales and equity of the developer to be
[16:56]
used to finance a portion of the improvements. It's deemed a construction loan for purposes
[17:01]
of the Assessment Area Act to the extent any of those are used to finance the public improvements.
[17:08]
And the specific, if you have any specific questions about the contents of the preliminary
[17:17]
official statement, Aaron's on the phone, and he could answer those, and otherwise I'm happy to answer any questions about the resolution.
[17:27]
Anything, Brian?
[17:33]
Nope.
[17:35]
Okay.
[17:36]
Do we have a motion to adopt resolution 202602 for an or another public infrastructure district number one?
[17:45]
That's a statement.
[17:47]
I'll make a motion to prove as stated.
[17:51]
All the things.
[17:54]
Thanks. I'll be there to say I. Yes.
[17:56]
All right.
[17:57]
I.
[17:58]
Thanks motion passes.
[18:00]
The core of the board.
[18:01]
Let's move to our final action item number six,
[18:03]
which is to consider accepting the Q4 financial statement for calendar year 25.
[18:09]
For a.
[18:11]
The number one.
[18:13]
Turn the time back over Shelby.
[18:16]
by the way, the Q4 financials, 4.25, we're in the board.
[18:20]
Get distributed to the board members.
[18:23]
Two ahead, Shelby.
[18:24]
Thanks, Tom.
[18:26]
Boarding in, I'll run through this pretty quickly.
[18:28]
So just bear with me for a couple of minutes here.
[18:30]
So these are unaudited year-end financial statements,
[18:33]
total assets at the end of the year,
[18:35]
just under $32 million, about $23.3 million,
[18:40]
represents funds available in the Capital Projects Fund
[18:42]
at the end of the year.
[18:43]
So in your project fund available for capital expenditures, about 8.5 million restricted to the bonds and then we had a receivable of about 4200 in the general fund.
[18:57]
For the general fund budget to actual expenditures came in just over 10,000, which was it within the original budget of 23,000.
[19:05]
All costs at this point were covered through developer advances.
[19:10]
The debt service fund budget to actual activity here was primarily the transfer in from the 2025 bond issuance to establish the capitalized interest in the surplus fund and then some interest that was earned on those funds sitting at the trustee and then lastly is the capital projects fund.
[19:29]
A couple of notes here, we had the bond issuance of $33,456,000 that transfers out, again
[19:37]
really represents the capitalized interest in surplus funds, and then for expenditures,
[19:43]
we had bond issue costs of about $971,000, and then capital outlay represents that first
[19:49]
cost certification for reimbursement to DAI.
[19:53]
Okay. Any questions on these very limited activity at the end of the year?
[20:01]
Yeah, I've got no questions.
[20:04]
Okay, thank you.
[20:07]
Brian, did you have any questions?
[20:09]
No, sir.
[20:11]
Okay, thanks, Shelby.
[20:13]
Do we have a motion accepting the key four financial statements for the district?
[20:20]
Oh, make a motion to prove that stated.
[20:25]
I'll second up.
[20:29]
All right. Thank you. Motion has to spike forward the board. Let's move on to administrative
[20:37]
non-action items. Anything listed on that on schedule. So I'll just quickly go grab
[20:44]
the board see if the board wants to bring up any non-administrative action items.
[20:53]
Okay, then we can move to have a motion to adjourn.
[21:00]
I'll make a motion to adjourn this meeting.
[21:03]
I will second it.
[21:05]
All in favor say I ask.
[21:08]
All right.
[21:09]
Thank you motion passes by court of the board.
[21:12]
We stand adjourned.
[21:13]
Appreciate everybody's time today.