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Bill No. 23-02 Approving a Lease between S.B Redevelopment Authority & S.B Redvelopment Commission
. ........ .... ::o...„..0„T„,34,........,...„ Filed in Clerk's Office _____Ind.. Ia JAN 1 8 ClZ s , ,Ilk.„..... 4_, : xs DAWN M.JONES 1865 CITY CLERK, SOUTH BEND, IN CITY OF SOUTH BEND January 18, 2023 Common Council President Sharon McBride South Bend Common Council 4th Floor, County-City Building South Bend, IN 46601 Dear Council President McBride, Attached please find a proposal for adoption of a resolution approving a rental revenue bond lease between the Redevelopment Authority and the Redevelopment Commission for the issuance of two Series of TIF-funded bonds to support several neighborhood improvement and economic development projects. The Common Council's approval will allow the issuance of bonds to fund improvements to the pedestrian connections between Rum Village and Walker Field, match potential state grant funding for the complete overhaul of Kennedy Park, fund upgrades to Southeast Park, support a new sidewalk improvement project at the intersection of Portage and Elwood, finance a revamped streetscape for Linden Avenue, and pay for the full buildout of the MLK Dream Center's park improvements, and more. These neighborhood improvement projects were identified by neighbors as part of a number of neighborhood planning processes. The proposed issuance will also fund the planned construction of two public parking garages to support the Beacon Integrative Health&Lifestyle District,a development that could bring more than 240 new housing units (including 100 units of income-qualified housing), retail space, a hotel, and a new site for the Beacon Health and Fitness Center. Attached is Baker Tilly's financial analysis for these bonds, which will be funded out of the River West and River East TIF Districts. In both districts,estimated coverage exceeds 200% for the lifetime of the debt service on both series. Please let either of us know if you have any questions, we look forward to presenting this for your consideration and will be joined by Bond Counsel Randy Rompola of Barnes & Thornburg and representatives from Baker Tilly. 1400 COUNTY-CITY BUILDING•227 W.JEFFERSON BOULEVARD•SOUTH BEND,INDIANA 46601 PHONE 574/235-5898 • FAX 574/235-9892 • TTY 574/235-5567 Li ti tiv Sincerely, ‘,1(1/Zc----..-----,-.:-. ____.--, Yr Caleb Bauer Benjamin Dougherty Executive Director Interim Controller Department of Community Investment Department of Administration&Finance CC: Sandra Kennedy, Corporation Counsel IFiI'd it 'kis Cffice JAN 18 1/).1z s DA,. NN, M.JONES CITYC<_trir,. SOUTH- MEND, IN FiFPc ~K'S '`fice JAN 1 8 2023 ' DA.. ' : JONES BILL NO. 23-02 CITY CLERK,SOU i H BEND,IN RESOLUTION NO. 4998-23 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA, APPROVING A LEASE BETWEEN THE SOUTH BEND REDEVELOPMENT AUTHORITY AND THE SOUTH BEND REDEVELOPMENT COMMISSION AND TAKING OTHER ACTIONS RELATED THERETO WHEREAS, the South Bend Redevelopment Commission (the "Commission"), the governing body of the South Bend Department of Redevelopment and the Redevelopment District of the City of South Bend, Indiana (the "District"), exists and operates under the provisions of Indiana Code 36-7-14, as amended from time to time(the"Act"); and WHEREAS, the South Bend Redevelopment Authority (the "Authority") has been created pursuant to Indiana Code 36-7-14.5 as a separate body corporate and politic, and as an instrumentality of the City of South Bend, Indiana (the "City") to finance local public improvements for lease to the Commission; and WHEREAS, the Commission has determined to undertake certain (a) local public improvement projects in the River West Development Area consisting of all or any portion of the following: (i) River Bridge Connector (plus Madison) to South Bend-Notre Dame Trail which consists of Phase 3 of the trail project (the "Trail Project") to construct a pedestrian bridge to connect the trail from the University of Notre Dame campus to the City's downtown, and any related improvements; (ii) Linden improvements which consists of streetscape improvements in coordination with the Martin Luther King Jr. Dream Center, from College to Birdsell, including improvements for bikes and pedestrians, and any related improvements; (iii) Kennedy Park improvements which consist of natural and aquatic improvements to the existing park and any related improvements to increase accessible recreation resources on the west side of the City; (iv) South East Park improvements which consist of improvements to the park, including splashpad improvements and playground resurfacing, and any related improvements; (v) Martin Luther King Jr. Dream Center improvements which consist of exterior park redevelopment, including without limitation splashpad, playground, basketball court, other related park amenity improvements, and any related improvements; (vi) Rum Village Park Plan improvements which consist of enhancements to the historic pavilion and the Park including exterior restoration and stabilization of the fieldstones, broad arches, and courtyard, and any related improvements; and (vii) all projects related to any of the projects described in clauses (i) through and including (vi) (clauses (i) through and including (vii), collectively, the "River West Improvements"), (b) other local public improvements in the River West Development Area to support and provide incentives to foster the development of the Beacon Integrated Health and Lifestyle District project, said project having been awarded up to a$11,780,000 Regional Economic Acceleration and Development Initiative grant by the South Bend-Elkhart Regional Development Authority, which local public improvements include,without limitation, site work, construction of up to two(2)public parking garages and a skyway improvement, and any projects related to the foregoing (collectively, the "Beacon District Improvements"), and (c) local public improvement projects in the River East Development Area consisting of all or any portion of the following: (i) LaSalle Streetscape which consists of a road diet with a focus on bike and pedestrian improvements from Martin Luther King Boulevard to Eddy Street and any related improvements; (ii) Hill Street Trail (South Bend Avenue to LaSalle Street) which consists of Phase 2 of the Trail Project to construct a shared use path and any related improvements to improve bicycle and pedestrian facilities between the University of Notre Dame campus and the City's downtown; (iii) South Bend Avenue (Hill Street to Notre Dame Avenue) and Hill Street Intersection which consists of Phase 1 of the Trail Project to construct a shared use path and any related improvements to improve bicycle and pedestrian facilities between the University of Notre Dame campus and the City's downtown; (iv) Mishawaka Avenue Streetscape Improvements which consist of a road diet and improved parking from Longfellow Street to Emerson Street, storm sewer separation, and any related improvements; (v) Coquillard Splashpad which consists of upgrading the splashpad at Coquillard Park to modern health, safety, and experiential standards, and any related improvements; and (vi) all projects related to any of the projects described in clauses (i) through and including (v) (clauses (i) through and including (vi), collectively, the "River East Projects" and collectively with the River West Projects and the Beacon District Improvements, the"Projects"); and WHEREAS, the Commission has given consideration to (i) financing the cost of all or a portion of the Projects; (ii) funding a debt service reserve fund or paying the cost of a reserve surety, if necessary, in connection with the issuance of the Bonds (defined herein); and (iii) paying costs incurred in connection with the issuance of the Bonds; and WHEREAS, the Commission has determined that it would be beneficial to the District and the City for the Commission to enter into a lease with the Authority pursuant to Section 25.2 of the Act and have the Authority issue its lease rental revenue bonds for a local public improvement pursuant to Indiana Code 36-7-14.5-19; and WHEREAS,the Projects are located within the boundaries of the District and will benefit the residents of the City by providing future opportunities for new redevelopment and economic development and job creation; and WHEREAS, at a meeting held on December 19, 2022, following a public hearing held pursuant to Section 25.2 of the Act, the Commission did adopt its Resolution No. 3565 (a) finding (i) that the lease rental payments (the"Lease Rentals") to be paid by the Commission to the Authority pursuant to a lease between the Commission and the Authority (the"Lease") are fair and reasonable, (ii) that the terms of the Lease are based upon the value of the leased premises which includes all or a portion of Portage Avenue in the City from its intersection with Cleveland Road to its intersection with Angela Boulevard Center (the "Leased Premises"),and(iii)the use of the Leased Premises throughout the term of the Lease will serve the public purpose of the City and is in the best interests of its residents and (b) approving the Lease in the form presented at the Commission meeting for the purpose of paying the principal of and interest on the South Bend Redevelopment Authority Lease Rental Revenue Bonds of 2 2023 (the"Bonds") proposed to be issued by the Authority in one(1) or more series pursuant to Indiana Code 36-7-14.5 to finance the Projects; and WHEREAS,at a meeting held on December 19,2022,the Authority did adopt Resolution No. 213 whereby the Authority (a) indicated its intent to issue the Bonds in one (1) or more series to finance all or a portion of(i)the costs of the Projects; (ii) a debt service reserve fund, if necessary,in connection with the issuance of the Bonds;and(iii)costs incurred in connection with the issuance of the Bonds; and (b) approved the proposed form of Lease between the Authority and the Commission for the lease of the Leased Premises; and WHEREAS, the Commission reasonably expects to pay the Lease Rentals during the term of the Lease from certain tax increment revenues from the River West Development Area and the River East Development Area;however,to assist with the marketing of the Bonds and securing competitive interest rates, the payment of the Lease Rentals also will be secured by the levy of a special tax pursuant to Section 27 of the Act in the event such tax increment revenues are ever insufficient; and WHEREAS, the annual rentals payable by the Commission under the Lease will be pledged by the Authority to pay the principal of and interest on the Bonds; and WHEREAS, given the use of the lease financing provisions to reduce the cost of borrowing and certain additional requirements set forth in the Act and Indiana Code 36-7-14.5 with respect to the approval by the Common Council of a financing for redevelopment or economic development purposes, the Common Council of the City (the "Common Council") desires to(i)approve the Lease as required by Section 25.2 of the Act,which provides that any lease approved by a resolution of the Commission must be approved by the fiscal body of the City, (ii) approve the issuance of the Bonds by the Authority as required by Indiana Code 36- 7-14.5-19, and (iii) approve and authorize the transfer of the interests in the Leased Premises to the Authority to permit the Authority to lease the Leased Premises to the Commission pursuant to the Lease. NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of South Bend, Indiana, as follows: SECTION 1. The Common Council hereby approves of the issuance of the Bonds by the Authority pursuant to Indiana Code 36-7-14.5-19 and the execution and delivery of the Lease, as approved by the Commission,pursuant to Section 25.2 of the Act,in order to provide for the financing of the Projects,all upon the following conditions: (a)the maximum aggregate principal amount of the Bonds shall not exceed $69,000,000; (b) the Bonds shall have a final maturity date which is not later than twenty (20) years from the date of their issuance; (c) the maximum annual lease rental payment during the term of the Lease shall not exceed $10,500,000; (d) the maximum interest rate on any tax-exempt series of the Bonds shall not exceed seven and one-half percent(7.50%)per annum and on any taxable series of the Bonds the maximum interest rate shall not exceed nine percent(9.00%)per annum; (e)the Bonds will be subject to optional redemption prior to maturity not earlier than five(5) years after the date of issuance of the Bonds; (f) the maximum term of the Lease shall not exceed twenty (20) years; and(g)interest on the Bonds may be capitalized or paid from the proceeds of the Bonds 3 for a period up to three (3) years from the date of issuance of the Bonds based upon the recommendation of the Municipal Advisor. SECTION 2. The Common Council hereby finds and determines that the transfer of the Leased Premises from the City to the Authority for no consideration, in connection with the financing of the Projects by the Authority and lease of the Leased Premises to the Commission pursuant to the Act, is in the best interests of the City and its citizens. The Common Council approves of the transfer of all of the City's interest to the Leased Premises to the Authority and authorizes the Board of Public Works of the City to take such action that may be necessary to effectuate the transfer of the Leased Premises to the Authority as authorized herein. SECTION 3. This Resolution shall be in full force and effect from and after its adoption by the Common Council. Sharon L. McBride, Council President South Bend Common Council Attest: Dawn M. Jones, City Clerk Office of the City Clerk Presented by me, the undersigned Clerk of the City of South Bend, to the Mayor of the City of South Bend, Indiana on the day of , 2023, at o'clock . m. Dawn M. Jones, City Clerk Office of the City Clerk Approved and signed by me on the day of , 2023, at o'clock .m. James Mueller, Mayor City of South Bend, Indiana F-i►^,r± ?rk'S Office DMS 24705239v3 --- JAN 18 2O?'i 4 1----DAWN M.JONES 1 CITY CLERK, SOUTH BEND,IN RESOLUTION NO. 213 A RESOLUTION OF THE SOUTH BEND REDEVELOPMENT AUTHORITY ESTABLISHING ITS INTENT TO ISSUE REDEVELOPMENT AUTHORITY LEASE RENTAL REVENUE BONDS, APPROVING A PROPOSED LEASE WITH THE SOUTH BEND REDEVELOPMENT COMMISSION,AND ALL MATTERS RELATED THERETO WHEREAS, the South Bend Redevelopment Authority(the"Authority")has been created pursuant to Indiana Code 36-7-14.5 as a separate body, corporate and politic, and as an instrumentality of the City of South Bend, Indiana (the "City"), to finance local public improvements for lease to the South Bend Redevelopment Commission(the"Commission"); and WHEREAS, the Commission, pursuant to declaratory resolutions previously adopted by the Commission and amended from time to time, has declared(i) a certain area of the City known as the "River East Development Area" (the "River East Area") as a redevelopment area and an allocation area under the Act and approved a redevelopment plan for the Area(ii) a certain area of the City known as the "River West Development Area" (the "River West Area") as an economic development area and an allocation area under the Act and approved an economic development plan for the Area;and WHEREAS, the Commission has given consideration to undertaking local public improvement projects in the River West Area including all or any portion of the following: (i) River Bridge Connector(plus Madison)to South Bend-Notre Dame Trail which consists of Phase 3 of the trail project(the"Trail Project")to construct a pedestrian bridge to connect the trail from the University of Notre Dame campus to the City's downtown, and any related improvements;(ii) Linden improvements which consists of streetscape improvements in coordination with the Martin Luther King Jr. Dream Center, from College to Birdsell, including improvements for bikes and pedestrians, and any related improvements; (iii) Kennedy Park improvements which consist of natural and aquatic improvements to the existing park and any related improvements to increase accessible recreation resources on the west side of the City; (iv) South East Park improvements which consist of improvements to the park, including splashpad improvements and playground resurfacing, and any related improvements; (v) Martin Luther King Jr. Dream Center improvements which consist of exterior park redevelopment, including without limitation splashpad,playground,basketball court,other related park amenity improvements,and any related improvements; (vi) Rum Village Park Plan improvements which consist of enhancements to the historic pavilion and the Park including exterior restoration and stabilization of the fieldstones, broad arches, and courtyard, and any related improvements; and (vii) all projects related to any of the projects described in clauses (i) through and including (vi) (clauses (i) through and including (vii), collectively,the"River West Improvements"); WHEREAS, the Commission has given consideration to undertaking additional local public improvements in the River West Area to support and provide incentives to foster the development of the Beacon Integrated Health and Lifestyle District project, said project having been awarded up to a $11,780,000 Regional Economic Acceleration and Development Initiative grant by the South Bend-Elkhart Regional Development Authority, which local public improvements include, without limitation, site work, construction of up to two (2) public parking garages and a skyway improvement, and any projects related to the foregoing (collectively, tit "Beacon District Improvements"); and WHEREAS, the Commission has given consideration to undertaking local public improvement projects in the River East Area including all or any portion of the following: (i) LaSalle Streetscape which consists of a road diet with a focus on bike and pedestrian improvements from Martin Luther King Boulevard to Eddy Street and any related improvements; (ii) Hill Street Trail (South Bend Avenue to LaSalle Street) which consists of Phase 2 of the Trail Project to construct a shared use path and any related improvements to improve bicycle and pedestrian facilities between the University of Notre Dame campus and the City's downtown;(iii)South Bend Avenue (Hill Street to Notre Dame Avenue) and Hill Street Intersection which consists of Phase 1 of the Trail Project to construct a shared use path and any related improvements to improve bicycle and pedestrian facilities between the University of Notre Dame campus and the City's downtown; (iv) Mishawaka Avenue Streetscape Improvements which consist of a road diet and improved parking from Longfellow Street to Emerson Street, storm sewer separation, and any related improvements; (v) Coquillard Splashpad which consists of upgrading the splashpad at Coquillard Park to modern health, safety, and experiential standards, and any related improvements; and (vi) all projects related to any of the projects described in clauses (i) through and including(v)(clauses(i)through and including(vi), collectively(collectively,the"River East Projects"and collectively with the River West Projects and the Beacon District Improvements,the "Projects"); and WHEREAS, the Authority desires to express its intent to issue its taxable or tax-exempt lease rental revenue bonds in one(1)or more series in an estimated aggregate principal amount of Sixty-four Million Dollars($64,000,000)(the"Bonds") for the purpose of(i)financing the cost of funding all or any portion of the Projects and related expenses; (ii) funding a debt service reserve fund, if necessary in connection with the issuance of the Bonds to finance the costs of the Projects or purchasing a surety bond to satisfy a reserve requirement; and (iii) pay costs incurred in connection with the issuance of the Bonds; and WHEREAS,the Authority seeks to enter into and adopt a proposed Lease Agreement with the Commission in the form presented at this public meeting (the "Lease") for the purpose of paying the principal and interest on the Bonds issued pursuant to I.C. 36-7-14.5 to finance all or any portion of the Projects, and the other costs set forth above; and WHEREAS, the Authority or the Commission may pay for certain costs of the Projects (collectively, the"Expenditures") prior to the issuance of the Bonds, and the Authority desires to reimburse the Expenditures with proceeds received by the Authority upon the issuance of the Bonds; and WHEREAS, the Authority now seeks to declare its intent to reimburse the Expenditures pursuant to Treas. Reg. §1.150-2 and Indiana Code 5-1-14-6(c); NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND REDEVELOPMENT AUTHORITY,AS FOLLOWS: SECTION 1. The Authority hereby declares its intent to issue the Bonds pursuant to Indiana Code 36-7-14.5 for the purpose of financing all or any portion of the costs of the Projects and related expenses and to reimburse the Expenditures, if any, from proceeds of the sale of such Bonds. SECTION 2. The Authority hereby approves the proposed Lease between the Authority and the Commission in the form presented at this public meeting. The President and Secretary of the Authority are hereby authorized to execute the Lease on behalf of the Authority following approval of the Lease by the Common Council of the City, with such changes thereto as such Officers shall approve, such approval to be conclusively evidenced by their execution thereof. SECTION 3. This Resolution shall take effect, and be in full force and effect from and after its passage and approval by the Authority, in conformance with applicable law. ADOPTED at a meeting of the South Bend Redevelopment Authority held on December 19 , 2022, in the BPW Conference Rm of the County-City Building, 277 West Jefferson Boulevard, South Bend, Indiana 46601. SOUTH BEND REDEVELOPMENT AUTHORITY Richard Klee, President ATTEST: Tony Fitts, Secretary DMS 24515797v1 RESOLUTION NO. 3565 A RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION AUTHORIZING THE EXECUTION OF A LEASE BETWEEN THE SOUTH BEND REDEVELOPMENT AUTHORITY AND THE SOUTH BEND REDEVELOPMENT COMMISSION,AND ALL MATTERS RELATED THERETO WHEREAS, the South Bend Redevelopment Commission (the "Commission"), the governing body of the South Bend Department of Redevelopment and the Redevelopment District of the City of South Bend, Indiana (the "District"), exists and operates under the provisions of Indiana Code 36-7-14, as amended from time to time (the "Act"); and WHEREAS, the Commission, pursuant to declaratory resolutions previously adopted by the Commission and amended from time to time, the Commission has declared (i) a certain area of the City of South Bend (the"City") known as the "River East Development Area" (the"River East Area") as a redevelopment area and an allocation area under the Act and approved a redevelopment plan for the Area(ii) a certain area of the City of South Bend (the "City") known as the"River West Development Area"(the"River West Area")as an economic development area and an allocation area under the Act and approved an economic development plan for the Area; and WHEREAS, the Commission has given consideration to undertaking local public improvement projects in the River West Area including all or any portion of the following: (i) River Bridge Connector(plus Madison) to South Bend-Notre Dame Trail which consists of Phase 3 of the trail project(the"Trail Project")to construct a pedestrian bridge to connect the trail from the University of Notre Dame campus to the City's downtown, and any related improvements; (ii) Linden improvements which consists of streetscape improvements in coordination with the Martin Luther King Jr. Dream Center, from College to Birdsell, including improvements for bikes and pedestrians, and any related improvements; (iii) Kennedy Park improvements which consist of natural and aquatic improvements to the existing park and any related improvements to increase accessible recreation resources on the west side of the City; (iv) South East Parkimprovements which consist of improvements to the park, including splashpad improvements and playground resurfacing, and any related improvements; (v) Martin Luther King Jr. Dream Center improvements which consist of exterior park redevelopment, including without limitation splashpad,playground,basketball court,other related park amenity improvements,and any related improvements; (vi) Rum Village Park Plan improvements which consist of enhancements to the historic pavilion and the Park including exterior restoration and stabilization of the fieldstones, broad arches, and courtyard, and any related improvements; and(vii) all projects related to any of the projects described in clauses (i) through and including (vi) (clauses (i) through and including (vii), collectively,the"River West Improvements"); and WHEREAS, the Commission has given consideration to undertaking additional local public improvements in the River West Area to support and provide incentives to foster the development of the Beacon Integrated Health and Lifestyle District project, said project having been awarded up to a $11,780,000 Regional Economic Acceleration and Development Initiative grant by the South Bend-Elkhart Regional Development Authority, which local public improvements include, without limitation, site work, construction of up to two (2)public parking garages and a skyway improvement, and any projects related to the foregoing (collectively, the "Beacon District Improvements"); and WHEREAS, the Commission has given consideration to undertaking local public improvement projects in the River East Area including all or any portion of the following: (i) LaSalle Streetscape which consists of a road diet with a focus on bike and pedestrian improvements from Martin Luther King Boulevard to Eddy Street and any related improvements; (ii) Hill Street Trail (South Bend Avenue to LaSalle Street) which consists of Phase 2 of the Trail Project to construct a shared use path and any related improvements to improve bicycle and pedestrian facilities between the University of Notre Dame campus and the City's downtown;(iii)South Bend Avenue (Hill Street to Notre Dame Avenue) and Hill Street Intersection which consists of Phase 1 of the Trail Project to construct a shared use path and any related improvements to improve bicycle and pedestrian facilities between the University of Notre Dame campus and the City's downtown; (iv) Mishawaka Avenue Streetscape Improvements which consist of a road diet and improved parking from Longfellow Street to Emerson Street, storm sewer separation, and any related improvements; (v) Coquillard Splashpad which consists of upgrading the splashpad at Coquillard Park to modern health, safety, and experiential standards, and any related improvements; and (vi) all projects related to any of the projects described in clauses (i) through and including(v)(clauses(i)through and including(vi),collectively(collectively,the"River East Projects"and collectively with the River West Projects and the Beacon District Improvements,the "Projects"); and WHEREAS, the South Bend Redevelopment Authority (the "Authority") has been established pursuant to the applicable provisions of Indiana Code 36-7-14 as a separate body corporate and politic, and as an instrumentality of the City to finance local public improvements for lease to the Commission; and WHEREAS,on December 8,2022,the Commission at a duly advertised and noticed public meeting, adopted its Resolution No. 3564 approving a proposed form of lease (the "Lease") with the Authority, as Lessor, for all or a portion of Portage Avenue in the City from its intersection with Cleveland Road to its intersection with Angela Boulevard (the "Leased Premises") in order to provide increased redevelopment and economic development and job creation opportunities for the residents of the City and the Commission scheduled a public hearing regarding the Lease to be held on December 19,2022, at 9:30 a.m. (local time), in Room 1308 of the County-City Building located at 227 West Jefferson Boulevard, South Bend,Indiana,and published notice of such public hearing on the Lease in accordance with applicable Indiana law; and WHEREAS, on this date said public hearing has been held, and all interested parties have been provided the opportunity to be heard at the hearing; and WHEREAS,the Commission intends to pay rent to the Authority(the"Rental Payments") pursuant to the terms of the Lease, at a rate not to exceed Ten Million Five Hundred Thousand Dollars($10,500,000.00)per year, in semiannual installments,with a term no longer than Twenty (20) years beginning on the date the Authority acquires an interest in the Leased Premises, and ending on the day prior to a date not later than twenty(20) years after such date of acquisition by the Authority; and 2 WHEREAS,the Commission expects the Authority to consider the issuance of lease rental revenue bonds in one(1) or more series for the purpose of(i) financing the cost of funding all or any portion of the costs of the Projects and related expenses; (ii) funding a debt service reserve fund, if necessary in connection with the issuance of bonds to finance the costs of the Projects or purchasing a surety bond to satisfy a reserve requirement;and(iii)pay costs incurred in connection with the issuance of said bonds and which bonds will be payable from the Rental Payments; and WHEREAS, the Commission seeks to authorize execution of the Lease and authorize the publication, in accordance with Indiana Code. 36-7-14-25.2 and Indiana 6-1.1-20-5,of a Notice of Execution and Approval of Lease; NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND REDEVELOPMENT COMMISSION,AS FOLLOWS: SECTION 1. The Commission hereby finds and determines that(i)the terms of the Lease are based upon the value of the Leased Premises, and the Rental Payments to be paid by the Commission,pursuant to the terms of the Lease, at a rate not to exceed Ten Million Five Hundred Thousand Dollars ($10,500,000.00) per year, in semiannual installments, with a term no longer than twenty (20) years beginning on the date the Authority acquires an interest in the Leased Premises and ending on the day prior to a date not later than twenty(20) years (the"Term") after such date of acquisition by the Authority, are fair and reasonable, (ii) the use of the Leased Premises throughout the term of the Lease will serve the public purpose of the City and is in the best interests of its residents, and(iii) the execution and delivery of the Lease is needed. SECTION 2. The President or Vice-President and the Secretary of this Commission are hereby authorized and directed, on behalf of the City, and subject to obtaining approval from the Common Council of the City(the"Common Council"),to execute, attest,and deliver the Lease in substantially the form presented at this public meeting with such changes in form or substance as the President or Vice-President of this Commission shall approve,such approval to be conclusively evidenced by the execution thereof; provided that the Rental Payments and the Term shall not exceed the amounts set forth in Section 1 hereof. SECTION 3. The Secretary of the Commission is hereby directed to transmit to the Common Council a copy of this Resolution and the Lease and to request the Common Council to adopt a Resolution approving the Lease and its execution by the Commission and the Authority, prior to the execution of the Lease. SECTION 4. The Commission hereby authorizes the publication, in accordance with Indiana Code 5-3-1 and 36-7-14-25.2,of the Notice of Execution and Approval of Lease,following execution of the lease by the Commission. SECTION 5. The President, Vice-President and Secretary of this Commission, and each of them, is hereby authorized and directed to take all such further actions and to execute all such documents or instruments as are desirable to carry out the transactions contemplated by this Resolution, in such forms as the President, Vice-President or Secretary executing the same shall deem proper, such desirability to be conclusively evidenced by the execution thereof. SECTION 6. This Resolution shall be in full force and effect from and after its adoption 3 by the Commission. ADOPTED at a meeting of the South Bend Redevelopment Commission held on December 19, 2019, in Room 1308, County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana, 46601. SOUTH BEND REDEVELOPMENT COMMISSION By: : , J Marcia I. Jones, Presi.- ATTEST: Troy Warner, Secretary DMS 24515743v1 4 Cffice 18 [023 CC JANbakertilly December 2, 2022 DAWN M.JONES MUNICIPAL ADVISORS CITY CLERK,SOUTH BEND,IN Baker Tilly Municipal Advisors,LLC City of South Bend Redevelopment Commission 8365 Keystone Crossing,Ste 300 227 W. Jefferson Blvd. Indianapolis,IN 46240 Suite 1400 S. United States of America South Bend, Indiana 46601 T:+1 (317)465 1500 F:+1 (317)465 1550 Re: Public Improvement Project and Beacon District Project bakertilly.com Dear Members of the Commission: Per your request, we have prepared the attached financing illustration in connection with the financings supporting each the Public Improvement Projects and the Beacon District Project. This preliminary analysis has been prepared to assist both City and Redevelopment Commission officials in the discussion and consideration of future projects. The attached schedules (listed below) present unaudited and limited information. The use of these schedules should be restricted to this purpose, for internal use only, as the information is subject to future revision and final report. Page(s) 3 Illustrative Project Costs and Funding 4 Illustrative Amortization of$34,720,000 Principal Amount of Tax-Exempt Lease Rental Revenue Bonds, Series A(Public Improvement Projects) 5 Illustrative Amortization of$28,895,000 Principal Amount of Taxable Lease Rental Revenue Bonds, Series B (Beacon District Project) 6 Comparison of Estimated Annual Existing Tax Increment and Total Illustrative Obligations Supporting Information—River West 7 Summary of Outstanding River West Obligations 8 Estimated Annual Tax Increment 9- 10 Estimated Annual Existing Tax Increment South Bend— Portage Township Taxing District 11 - 12 Estimated Annual Existing Tax Increment South Bend—German Township Taxing District 13 Estimated Annual Existing Tax Increment South Bend—Warren Township Taxing District 14 Large Taxpayers in the River West Allocation Area 15 Historical Tax Increment Collections Supporting Information—River East 16 Estimated Annual Tax Increment 17- 18 Estimated Annual Existing Tax Increment South Bend—Portage Township Taxing District 19 Estimated Annual Existing Tax Increment South Bend—Clay Township Taxing District 20 Estimated Annual 2022 Expansion New Development Tax Increment South Bend—Portage Township Taxing District 21 Large Taxpayers in the River East Allocation Area 22 Historical Tax Increment Collections In the preparation of these schedules, certain assumptions were made as noted regarding certain future events. As is the case with such assumptions regarding future events and transactions, some or all may not occur as expected and the resulting differences could be material. We have not examined the underlying assumptions nor have we audited or reviewed the historical data. Consequently, we express no opinion thereon nor do we have a responsibility to prepare subsequent reports. City of South Bend Redevelopment Commission Re: Public Improvement Projects and Beacon District Project December 2, 2022 Page Two We would appreciate your questions or comments on this information and would provide additional information upon request. Very truly yours, BAKER TILLY MUNICIPAL ADVISORS, LLC Xe/..7 Matthew R. Eckerle, Principal Baker Tilly Municipal Advisors,LLC is a registered municipal advisor and controlled subsidiary of Baker Tilly US, LLP, an accounting firm.Baker Tilly US, LLP,trading as Baker Tilly,is a member of the global network of Baker Tilly International Ltd.,the members of which are separate and independent legal entities.©2022 Baker Tilly Municipal Advisors,LLC SOUTH BEND REDEVELOPMENT COMMISSION Public Improvement Projects and Beacon District Project ILLUSTRATIVE PROJECT COSTS AND FUNDING Illustrative Project Costs: Series A Series B Total Net proceeds available for projects (1) River West Public Improvements $18,300,000 (2) $18,300,000 River East Public Improvements 12,300,000 (2) 12,300,000 Beacon District $24,000,000 (3) 24,000,000 Debt service reserve (4) 4,354,619 4,403,900 8,758,519 Allowance for underwriter's discount(1.00%) 347,200 288,950 636,150 Allowance for Bond issuance costs and contingencies 300,800 202,150 502,950 Total Illustrative Project Costs $35,602,619 $28,895,000 $64,497,619 Illustrative Project Funding: Illustrative Tax-Exempt Lease Rental Revenue Bonds(5) $34,720,000 $34,720,000 Illustrative Taxable Lease Rental Revenue Bonds (5) $28,895,000 28,895,000 Cash on hand contribution 882,619 (6) 882,619 Total) Illustrative Project Funding $35,602,619 $28,895,000 $64,497,619 (1) Represents Bond proceeds, net of issuance costs,that will be available for capital expenditures related to the projects. (2) Represents proceeds needed to finance various other public projects, per the City as of November 1, 2022. (3) Represents proceeds needed to finance the Beacon District Project, per the City as of November 1, 2022.Assumes the Bonds will be issued in Fall 2023. (4) Assumes a debt service reserve funded from bond proceeds in an amount equal to the maximum annual debt service payment. If a reserve fund is not required, or if the reserve is funded through a surety or with cash on hand,then the bond size will be adjusted accordingly. (5) Assumes the Bonds will be payable from tax increment revenue generated in the River West Development Area and the River East 1 Economic Development Area with a special benefits tax backup. (6) Assumed the debt service reserve(DSR)will be funded in an amount equal to maximum annual debt service (MADS). IRS regulations limit the funding of the DSR to 10%of the par amount of the Bonds. Assumes the additional of funds needed to equal $882,619 MADS will be contributed from available funds on hand. If a DSR is not required,the bond amount may be adjusted accordingly. Note: It is assumed the Commission will lease existing City-owned property and,therefore, capitalized interest will not be required. (Subject to the attached letter dated December 2, 2022) (Preliminary-Subject to Change) (For Internal Use Only) 3 SOUTH BEND REDEVELOPMENT COMMISSION Public Improvement Projects and Beacon District Project ILLUSTRATIVE AMORTIZATION OF$34,720,000 PRINCIPAL AMOUNT OF TAX-EXEMPT LEASE RENTAL REVENUE BONDS,SERIES A(PUBLIC IMPROVEMENT PROJECTS) Assumes Bonds dated April 5,2023 Illustrative True Interest Cost 5.43% Illustrative Illustrative Illustrative Illustrative Payment Principal Interest Illustrative Total Debt Fiscal Year Annual Date Outstanding Principal Rates Interest Service Debt Service Lease Rental (1) (2) 08/01/23 $34,720,000 $580,084 $580,084 02/01/24 34,720,000 900,130 900,130 $1,480,214 $1,486,000 08/01/24 34,720,000 900,130 900,130 02/01/25 34,720,000 900,130 900,130 1,800,260 1,806,000 08/01/25 34,720,000 $795,000 4.50% 900,130 1,695,130 02/01/26 33,925,000 815,000 4.60% 882,243 1,697,243 3,392,373 3,398,000 08/01/26 33,110,000 895,000 4.60% 863,498 1,758,498 02/01/27 32,215,000 915,000 4.70% 842,913 1,757,913 3,516,410 3,522,000 08/01/27 31,300,000 1,015,000 4.70% 821,410 1,836,410 02/01/28 30,285,000 1,040,000 4.85% 797,558 1,837,558 3,673,968 3,679,000 08/01/28 29,245,000 1,090,000 4.85% 772,338 1,862,338 02/01/29 28,155,000 1,115,000 5.00% 745,905 1,860,905 3,723,243 3,729,000 08/01/29 27,040,000 1,195,000 5.00% 718,030 1,913,030 02/01/30 25,845,000 1,225,000 5.05% 688,155 1,913,155 3,826,185 3,832,000 08/01/30 24,620,000 1,445,000 5.05% 657,224 2,102,224 02/01/31 23,175,000 1,475,000 5.10% 620,738 2,095,738 4,197,961 4,203,000 08/01/31 21,700,000 1,570,000 5.10% 583,125 2,153,125 02/01/32 20,130,000 1,620,000 5.15% 543,090 2,163,090 4,316,215 4,322,000 08/01/32 18,510,000 1,675,000 5.15% 501,375 2,176,375 02/01/33 16,835,000 1,720,000 5.20% 458,244 2,178,244 4,354,619 4,360,000 08/01/33 15,115,000 1,560,000 5.20% 413,524 1,973,524 02/01/34 13,555,000 1,600,000 5.25% 372,964 1,972,964 3,946,488 3,952,000 08/01/34 11,955,000 1,165,000 5.25% 330,964 1,495,964 02/01/35 10,790,000 1,195,000 5.40% 300,383 1,495,383 2,991,346 2,997,000 08/01/35 9,595,000 1,230,000 5.40% 268,118 1,498,118 02/01/36 8,365,000 1,265,000 5.50% 234,908 1,499,908 2,998,025 3,004,000 08/01/36 7,100,000 1,290,000 5.50% 200,120 1,490,120 02/01/37 5,810,000 1,325,000 5.60% 164,645 1,489,645 2,979,765 2,985,000 08/01/37 4,485,000 1,625,000 5.60% 127,545 1,752,545 02/01/38 2,860,000 1,670,000 5.70% 82,045 1,752,045 3,504,590 3,510,000 08/01/38 1,190,000 355,000 5.70% 34,450 389,450 02/01/39 835,000 370,000 5.80% 24,333 394,333 783,783 789,000 08/01/39 465,000 115,000 5.80% 13,603 128,603 02/01/40 350,000 115,000 5.85% 10,268 125,268 253,870 259,000 08/01/40 235,000 115,000 5.85% 6,904 121,904 02/01/41 120,000 120,000 5.90% 3,540 123,540 245,444 251,000 Totals $34,720,000 $17,264,756 $51,984,756 $51,984,756 $52,084,000 (1) We have prepared the interest rate assumptions using our evaluation of the underlying credit pledge to this financing and current market conditions. These factors are subject to change. Changes may result in the actual interest rates varying from the interest rates assumed for this analysis and that variance may be material. (2) Represents the annual debt service rounded up to the next$1,000 plus$5,000 for Trustee and administrative fees. (Subject to the attached letter dated December 2, 2022) (Preliminary-Subject to Change) (For Internal Use Only) 4 SOUTH BEND REDEVELOPMENT COMMISSION Public Improvement Projects and Beacon District Project ILLUSTRATIVE AMORTIZATION OF$28,895,000 PRINCIPAL AMOUNT OF TAXABLE LEASE RENTAL REVENUE BONDS,SERIES B(BEACON DISTRICT PROJECT) Assumes Bonds dated October 25,2023 Illustrative True Interest Cost 7.24% Illustrative Illustrative Illustrative Illustrative Payment Principal Interest Illustrative Total Debt Fiscal Year Annual Date Outstanding Principal Rates Interest Service Debt Service Lease Rental (1) (2) 02/01/24 $28,895,000 $541,691 $541,691 $541,691 $547,000 08/01/24 28,895,000 1,015,671 1,015,671 02/01/25 28,895,000 1,015,671 1,015,671 2,031,343 2,037,000 08/01/25 28,895,000 $405,000 6.50% 1,015,671 1,420,671 02/01/26 28,490,000 415,000 6.65% 1,002,509 1,417,509 2,838,180 2,844,000 08/01/26 28,075,000 485,000 6.65% 988,710 1,473,710 02/01/27 27,590,000 500,000 6.70% 972,584 1,472,584 2,946,294 2,952,000 08/01/27 27,090,000 570,000 6.70% 955,834 1,525,834 02/01/28 26,520,000 590,000 6.75% 936,739 1,526,739 3,052,573 3,058,000 08/01/28 25,930,000 620,000 6.75% 916,826 1,536,826 02/01/29 25,310,000 640,000 6.80% 895,901 1,535,901 3,072,728 3,078,000 08/01/29 24,670,000 700,000 6.80% 874,141 1,574,141 02/01/30 23,970,000 725,000 6.85% 850,341 1,575,341 3,149,483 3,155,000 08/01/30 23,245,000 930,000 6.85% 825,510 1,755,510 02/01/31 22,315,000 960,000 6.90% 793,658 1,753,658 3,509,168 3,515,000 08/01/31 21,355,000 1,070,000 6.90% 760,538 1,830,538 02/01/32 20,285,000 1,105,000 6.95% 723,623 1,828,623 3,659,160 3,665,000 08/01/32 19,180,000 1,050,000 6.95% 685,224 1,735,224 02/01/33 18,130,000 1,085,000 7.00% 648,736 1,733,736 3,468,960 3,474,000 08/01/33 17,045,000 1,270,000 7.00% 610,761 1,880,761 02/01/34 15,775,000 1,315,000 7.05% 566,311 1,881,311 3,762,073 3,768,000 08/01/34 14,460,000 1,355,000 7.05% 519,958 1,874,958 02/01/35 13,105,000 1,405,000 7.10% 472,194 1,877,194 3,752,151 3,758,000 08/01/35 11,700,000 1,455,000 7.10% 422,316 1,877,316 02/01/36 10,245,000 1,505,000 7.15% 370,664 1,875,664 3,752,980 3,758,000 08/01/36 8,740,000 1,560,000 7.15% 316,860 1,876,860 02/01/37 7,180,000 1,615,000 7.20% 261,090 1,876,090 3,752,950 3,758,000 08/01/37 5,565,000 2,000,000 7.20% 202,950 2,202,950 02/01/38 3,565,000 2,070,000 7.30% 130,950 2,200,950 4,403,900 4,409,000 08/01/38 1,495,000 445,000 7.30% 55,395 500,395 02/01/39 1,050,000 460,000 7.40% 39,153 499,153 999,548 1,005,000 08/01/39 590,000 140,000 7.40% 22,133 162,133 02/01/40 450,000 145,000 7.50% 16,953 161,953 324,085 330,000 08/01/40 305,000 150,000 7.50% 11,515 161,515 02/01/41 155,000 155,000 7.60% 5,890 160,890 322,405 328,000 Totals $28,895,000 $20,444,669 $49,339,669 $49,339,669 $49,439,000 (1) We have prepared the interest rate assumptions using our evaluation of the underlying credit pledge to this financing and current market conditions. These factors are subject to change. Changes may result in the actual interest rates varying from the interest rates assumed for this analysis and that variance may be material. (2) Represents the annual debt service rounded up to the next$1,000 plus$5,000 for Trustee and administrative fees. (Subject to the attached letter dated December 2,2022) (Preliminary-Subject to Change) (For Internal Use Only) 5 SOUTH BEND REDEVELOPMENT COMMISSION Public Improvement Projects and Beacon District Project COMPARISON OF ESTIMATED ANNUAL EXISTING TAX INCREMENT AND TOTAL ILLUSTRATIVE OBLIGATIONS Obligations Taxes Outstanding Illustrative Illustrative Estimated Payable Estimated Tax Increment River West Tax-Exempt 2023A Taxable 2023B Remaining Estimated Year River West River East Total Obligations Lease Rentals Lease Rentals Total Tax Increment Coverage (1) (2) (3) (4) (5) 2023 $19,177,660 $3,504,020 $22,681,680 ($7,665,561) ($1,486,000) ($547,000) ($9,698,561) $12,983,119 234% 2024 19,391,630 3,531,010 22,922,640 (6,170,480) (1,806,000) (2,037,000) (10,013,480) 12,909,160 229% 2025 20,165,880 3,561,560 23,727,440 (4,325,165) (3,398,000) (2,844,000) (10,567,165) 13,160,275 225% 2026 20,094,390 3,583,270 23,677,660 (4,068,190) (3,522,000) (2,952,000) (10,542,190) 13,135,470 225% 2027 20,492,140 3,753,080 24,245,220 (4,061,165) (3,679,000) (3,058,000) (10,798,165) 13,447,055 225% 2028 20,595,160 3,848,720 24,443,880 (4,065,240) (3,729,000) (3,078,000) (10,872,240) 13,571,640 225% 2029 20,899,450 3,907,230 24,806,680 (4,061,215) (3,832,000) (3,155,000) (11,048,215) 13,758,465 225% 2030 20,259,290 3,909,870 24,169,160 (3,031,006) (4,203,000) (3,515,000) (10,749,006) 13,420,154 225% 2031 20,853,140 3,909,870 24,763,010 (3,025,508) (4,322,000) (3,665,000) (11,012,508) 13,750,503 225% 2032 20,084,780 4,361,680 24,446,460 (3,031,796) (4,360,000) (3,474,000) (10,865,796) 13,580,664 225% 2033 19,288,770 2,656,260 21,945,030 (2,036,154) (3,952,000) (3,768,000) (9,756,154) 12,188,876 225% 2034 19,243,120 514,330 19,757,450 (2,039,938) (2,997,000) (3,758,000) (8,794,938) 10,962,513 225% 2035 19,243,120 511,770 19,754,890 (2,036,288) (3,004,000) (3,758,000) (8,798,288) 10,956,603 225% 2036 19,243,120 511,770 19,754,890 (2,041,240) (2,985,000) (3,758,000) (8,784,240) 10,970,650 225% 2037 17,753,790 39,210 17,793,000 (3,510,000) (4,409,000) (7,919,000) 9,874,000 225% 2038 4,019,440 15,790 4,035,230 (789,000) (1,005,000) (1,794,000) 2,241,230 225% 2039 1,308,460 15,790 1,324,250 (259,000) (330,000) (589,000) 735,250 225% 2040 1,308,460 1,308,460 (251,000) (328,000) (579,000) 729,460 226% Totals $303,421,800 $42,135,230 $345,557,030 ($51,658,945)_ ($52,084,000) ($49,439,000) ($153,181,945) $192,375,085 (1) See page 8. (2) See page 16. (3) See page 7. (4) See page 4. (5) See page 5. (Subject to the attached letter dated December 2,2022) (Preliminary-Subject to Change) (For Internal Use Only) 6 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River West River West Development Area SUMMARY OF OUTSTANDING RIVER WEST OBLIGATIONS TIF Parity Obligations(1) TIF used,but not Formally Pledged(2) Taxes Amended 2003 Amended 2003 2020 2005 2013 2015 2018 2019 Payable Airport Bonds Downtown Bonds Taxable Econ. Main/Colfax Lease Rental Lease Rental Redevelopment Lease Rental Year (Bond Bank) (Bond Bank) Dev.Rev.Bonds Garage Lease Ref.Bonds Bonds Dist.Bonds Bonds Total (3) (4) (5) (6) (7) (8) (9) (10) 2023 ($1,092,427) ($1,913,419) ($326,040) ($200,000) ($394,000) ($1,712,000) ($989,675) ($1,038,000) ($7,665,561) 2024 (543,780) (959,310) (324,140) (200,000) (398,000) (1,713,000) (992,250) (1,040,000) (6,170,480) 2025 (322,015) (100,000) (169,000) (1,714,000) (989,150) (1,031,000) (4,325,165) 2026 (324,740) (1,713,000) (990,450) (1,040,000) (4,068,190) 2027 (322,240) (1,712,000) (990,925) (1,036,000) (4,061,165) 2028 (324,515) (1,714,000) (990,725) (1,036,000) (4,065,240) 2029 (323,515) (1,715,000) (989,700) (1,033,000) (4,061,215) 2030 (323,081) (1,715,000) (992,925) (3,031,006) 2031 (322,183) (1,713,000) (990,325) (3,025,508) 2032 (325,896) (1,714,000) (991,900) (3,031,796) 2033 (324,154) (1,712,000) (2,036,154) 2034 (326,938) (1,713,000) (2,039,938) 2035 (324,288) (1,712,000) (2,036,288) 2036 (326,240) (1,715,000) (2,041,240) Totals ($1,636,207) ($2,872,729) ($4,539,984) ($500,000) ($961,000) ($23,987,000) ($9,908,025) ($7,254,000) ($51,658,945) (1) The outstanding Amended 2003 Bonds require Tax Increment to be 125%of the annual principal and interest due on the Amended 2003 Bonds together with annual debt service on all parity obligations.The outstanding 2020 Bonds require TIF revenues to be 200%of the annual principal and interest due on the Amended 2003 Bonds and 2020 Bonds, together with annual debt service on all parity obligations. (2) TIF is not formally pledged,but the Commission intends to use TIF for debt service. (3) Represents payments on the outstanding Amended Tax Increment Revenue Bonds,Series 2003(Airport Economic Development Area). (4) Represents payments on the outstanding Amended Tax Increment Revenue Bonds,Series 2003(South Bend Central Development Area). (5) Represents payments on the outstanding Taxable Economic Development Tax Increment Revenue Bonds,Series 2020(Community Education Center Project). (6) Represents payments on the outstanding Main/Colfax Parking Garage Lease,per City representatives. (7) Represents payments on the outstanding Lease Rental Revenue Refunding Bonds,Series 2013(Century Center Project). (8) Represents the lease rental payments on the outstanding Lease Rental Revenue Bonds of 2015. (9) Represents payments on the outstanding Redevelopment District Bonds,Series 2018. (10) Represents the lease rental payments on the outstanding Lease Rental Revenue Bonds of 2019(Double Tracking Project). (Subject to the attached letter dated December 2,2022) (Preliminary-Subject to Change) (For Internal Use Only) 7 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information - River West River West Development Area ESTIMATED ANNUAL TAX INCREMENT Taxes Estimated Existing Tax Increment Payable South Bend- South Bend- South Bend- Year Portage Twp. German Twp. Warren Twp. Total (1) (2) (3) 2023 $8,491,060 $9,903,310 $783,290 $19,177,660 2024 8,585,020 10,023,320 783.290 19,391,630 2025 8,697,580 10,685,010 783,290 20,165,880 2026 8,733,350 10,577,750 783,290 20,094,390 2027 8,949,440 10,759,410 783,290 20,492,140 2028 9,175,370 10,636,500 783,290 20,595,160 2029 9,195,590 10,920,570 783,290 20,899,450 2030 9,215,780 10,260,220 783,290 20,259,290 2031 9,806,200 10,263,650 783,290 (4) 20,853,140 2032 9,806,200 10,278,580 20,084,780 2033 9,093,100 10,195,670 19,288,770 2034 9,093,100 10,150,020 19,243,120 2035 9,093,100 10,150,020 19,243,120 2036 9,093,100 10,150,020 19,243,120 2037 9,093,100 8,660,690 17,753,790 2038 3,468,550 550,890 4,019,440 2039 1,087,980 220,480 1,308,460 2040 1,087,980 220,480 1,308,460 2041 87,940 220,480 308,420 2042 87,940 220,480 308,420 2043 87,940 220,480 308,420 2044 87,940 220,480 308,420 2045 87,940 (5) 220,480 (6) 308,420 Totals $142,205,300 $155,708,990 $7,049,610 $304,963,900 (1) See pages 9 and 10. (2) See pages 11 and 12. (3) See page 13. (4) The entire portion of the Allocation Area within the South Bend - Warren Township taxing district expires following 2031. (5) The final portion of the Allocation Area within the South Bend - Portage Township taxing district expires following 2045. (6) The final portion of the Allocation Area within the South Bend - German Township taxing district expires following 2045. (Subject to the attached letter dated December 2, 2022) (Preliminary- Subject to Change) (For Internal Use Only) 8 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River West River West Development Area ESTIMATED ANNUAL EXISTING TAX INCREMENT- SOUTH BEND-PORTAGE TOWNSHIP TAXING DISTRICT Taxes Payable Year 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 (7) (8) Unabated assessed value(1) $434,065621 $498,946,369 $498,946,369 5498,946.369 $486946369 $498,946,369 5196946369 $498,946,389 $498,269,040 $494,188988 $494,189,088 Abated assessed value(2) 7,753,754 11,850.981 14,754,141 19,385,487 21,744,415 39783,600 36,719,007 36176,515 40,180,141 41,088,976 41,088,976 Total net assessed value 441,818,775 510,797,350 513,700,510 518,331,856 520.690,784 529738,969 535,665,376 537,122,884 538,449,181 535,278,064 535,278,064 Less:Allowance for appeals(3) (17,050,000) (17,050,000) (17,050,000) (17.050,000) (17,050,000) (17,050,000) (17,050,000) (17,010,000) (16,510,000) (16,510,000) Less:Allowance for adjustments(4) (13,180,000) (13,180,000) (13,180,000) (13,180,000) (13,180,000) (13,180,000) (13,180,000) (13,160,000) (13,160,000) (13,160,000) Less:Base assessed value(1) (214,356,887) (226,107,223) (226,107,223) (226,107,223) (226,062,923) (226,062,923) (226,062,923) (226,062,923) (225,929,694) (225,900,704) (225,900,704) Incremental assessed value 227,461688 254,460,127 257,363,287 261,994,633 264,387,861 273,447,046 279,372,453 280,829,961 282,349,487 279,707,360 279,707,360 Times:Net tax rate(5) $5.4187 $5.4187 05.4187 55.4187 55.4187 05.4187 05.4187 $5.4187 55.4187 $5.4187 $5.4187 Estimated tax increment 12,325.480 13,788.430 13,945,740 14,196.700 14,326,930 14,817,280 15,138,360 15,217,330 15,299,670 15,156,500 15,156,500 Less:Estimated Circuit Breaker Tax Credit(6) (4,656,480) (5,297,370) (5,360,720) (5,499,120) (5,593,580) (5,867,840) (5,962,990) (6,021,740) (6,083,890) (6,063,400) (6,063,400) Estimated net tax increment $7,669,000 $8,491,060 $8,585,020 $8,697,580 $8,733,350_ $8,949,440 $9,175,370 $9,195,590 $9.215,780 $9,093,100 $9,093.100 (1)Per the St.Joseph County Auditor's Office. (2)Per the St.Joseph County Auditor's office.Represents the estimated abatement assessed value for al real property parcels receiving a property tax abatement. (3)Represents an allowance for pending appeals currently outstanding for the pay 2023 assessment.Includes an allowance for a 20%reduction in the gross assessed value. (4)Assumes a base value adjustment for post-July 1,1995 residential parcels in the allocation area,based on data provided by the St.Joseph County Auditor's office.Assumes each post-1995 residential parcel's base value is adjusted to equal its net assessed value,resoling in zero captured assessed value. (5)Represents the certified pay 2022 tax rate for the South Bend-Portage taxing district of$5.8190,less the South Bend Community School Corporation referendum rates of 50.3334 and$0.0669. (6)Per the St.Joseph County Auditor's office,adjusted to account for the estimated impact of abatement expirations and the expiration of certain parts of the Area.Homestead residential property taxes are Imited to 1.0%of gross assessed value.Rental residential property taxes are imited to 2.0%of gross assessed value,and commercial property taxes are limited to 3.0%of gross assessed value.Accounts for the pay 2022 LIT Property Tax Replacement Credit of 8.2562%and the pay 2022 Homestead LIT Property Replacement Credit of 4.4831%. (7)A portion of the River West Area expires on February 19,2029.Assumes a$677,329 decrease in unabated net assessed value and a$133,228 decrease in base assessed value following 2029. (8)A portion of the River West Area expires on October 20,2030.Assumes a$4,079,952 decrease in unabated net assessed value and a$28,990 decrease in base assessed value following 2030. Note:This schedule does not assume any future growth In net assessed value beyond that which is generated through the expiration of real property tax abatements. (Continued on the next page.) (Subject to the attached letter dated December 2.2022) (Preininary-Subject to Change) (For Internal Use Only) 8 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River West River West Development Area ESTIMATED ANNUAL EXISTING TAX INCREMENT- SOUTH BEND-PORTAGE TOWNSHIP TAXING DISTRICT(CONT'D) Taxes Payable Year 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042-2045 Cr) (8) (9) Unabated assessed value(1) $494,189,088 $494,189,088 $494,189,088 $494,189,088 $494,189,088 $261,128,152 $84,567,529 $84,567,529 $19,034,158 $19,034,158 Abated assessed value(2) 41,088,976 41,088,976 41088,976 41,088,976 41,088,976 1,139,780 1,139,780 1,139,780 336,180 336,180 Total net assessed value 535,278,064 535,278,064 535,278,064 535,278,064 535,278,064 262,267,932 85,707,309 85,707,309 19,370,338 19,370,338 Less Allowance for appeals(3) (16,510,000) (16,510,000) (16,510,000) (16,510,000) (16,510,000) (8,990,000) (1,400,000) (1,400,000) (270,000) (270,000) Less:Allowance for adjustments(4) (13,160,000) (13,160,000) (13,160,000) (13,160,000) (13,160,000) (12,790,000) (2,370,000) (2,370,000) (900,000) (900,000) Less:Base assessed value(1) (225,900,704) (225,900,704) (225,900,704) (225,900,704) (225,900,704) (124,683,335) (46,787,503) (46,787,503) (14,662,335) (14,662,335) Incremental assessed value 279,707,360 279,707,360 279,707,360 279,707,360 279,707,360 115,804,597 35,149,806 35,149,806 3,538,003 3,538,003 Times:Net tax rate(5) 65.4187 65.4187 65.4187 65.4187 95.4187 95.4187 $5.4187 95.4187 95.4187 65.4187 Estimated tax increment 15,156,500 15,156,500 15,156,500 15,156,500 15,156,500 6,275,100 1,904,660 1,904,660 191,710 191,710 Less:Estimated Circuit Breaker Tax Credit(6) (6,063,400) (6,063,400) (6,063,400) (6,063,400) (6,063,400) (2,806,550) (816,680) (816,680) (103,770) (103,770) Estimated net tax increment $9,093,100 $9.093,100 S9 093.100 $9,093,100 . 59.093.100 $3,468,550 ...111212.L191. 51.087,980 $87,940 $87r940 (1) Per the St.Joseph County Auditor's Office. (2) Per the St.Joseph County Auditor's office.Represents the estimated abatement assessed value for all real property parcels receiving a property tax abatement. (3) Represents an allowance for pending appeals currently outstanding for the pay 2023 assessment.Includes an allowance for a 20%reduction in the gross assessed value. (4) Assumes a base value adjustment for post-July 1,1995 residential parcels in the allocation area,based on data provided by the St.Joseph County Auditor's office.Assumes each post-1995 residential parcel's base value is adjusted to equal its net assessed value,resulting in zero captured assessed value. (5). Represents the certified pay 2022 tax rate for the South Bend-Portage taxing district of$5.8190,less the South Bend Community School Corporation referendum rates 01 60.3334 and$0.0669. (6) Per the St.Joseph County Auditor's office,adjusted to account for the estimated impact of abatement expirations and the expiration of certain parts of the Area.Homestead residential property taxes are limited to 1.0%of gross assessed value.Rental residential property taxes are limited to 2.0%of gross assessed value,and carrenercial property taxes are limited to 3.0%of gross assessed value.Accounts far the pay 2022 LIT Property Tax Replacement Credit of 8.2562%and the pay 2022 Homestead LIT Property Replacement Credit of 4.4831%. (7) A portion of the River West Area expires on February 1,2037 and July 20,2037. Assumes a$233,060,936 decrease in unabated net assessed value,a$39,949,196 decrease in abated assessed value,and a$101,217,369 decrease in base assessed value following 2037. (8) A portion of the River West Area expires on June 25,2038.Assumes a$176,560,623 decrease in unabated net assessed value and a$77,895,832 decrease in base assessed value following 2038. (9) A portion of the River West Area expires on April 9,2040.Assumes a$65,533,371 decrease in unabated net assessed value,a$803,600 decrease in abated assessed value,and a$32,125,168 decrease in base assessed value following 2040. Note'This schedule does not assume any future growth in net assessed value beyond that which is generated through the expiration of real property tax abatements. (Subject to the attached letter dated December 2,2022) (Preliminary-Subject to Change) (For Internal Use Only) 10 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River West River West Development Area ESTIMATED ANNUAL EXISTINGTAX INCREMENT- SOUTH BEND-GERMAN TOWNSHIP TAXING DISTRICT Taxes Payable Year 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 (7) (6) (9) (10) Unabated assessed value(1) 0270,536,045 $299,403,846 $299,403,848 $299,403,846 $282,727,356 $282,727,356 $274,311,556 $274,311,556 $247,697,156 $247,692,056 Abated assessed value(2) 12,178,374 12,713,923 16,476536 32,368,506 48,077,072 54,136,387 58,944,612 72,351502 78,377,640 78,443,810 Total net assessed value 282,714,419 312,117,769 315,882,382 331,772,352 330,804,428 336,863,743 333,256,168 346,663,058 326,074,796 326,135,866 Less:Allowance for appeals(3) (14,520,000) (14,520,000) (14,520,000) (14,480,000) (14,480,000) (14,480,000) (14,480,000) (10,380,000) (10,380,000) Less:Allowance for adjustments(4) (880,000) (880,000) (880,000) (210,000) (210,000) (210,000) (210,000) (210,000) (210,000) Less:Base assessed value(1) (15,174,718) (16,032,392) (16,032,392) (16,032,392) (14,310,168) (14,310,168) (14,310,168) (14,310,168) (14,310,168) (14,310,168) Incremental assessed value 267,539,701 280,685,377 284,449,990 300,339,960 301,804,260 307,863,575 304,256,000 317,662,890 301,174,628 301,235,698 Times.Net tax rate(5) $5.4323 $5.4323 55.4323 $54323 $5.4323 $5.4323 55.4323 $54323 $5.4323 55.4323 Estimated tax increment 14,533,560 15,247,670 15,452,180 16,315,370 16,394,910 16,724,070 16,528,100 17,256,400 16,360,710 16,364,030 Less:Estimated Circuit Breaker Tax Credit(6) (5,017,470) (5,344,360) (5,428,860) (5,630,360) (5,817,160) (5,964,660) (5,891,600) (6,335,830) (6,100,490) (6,100,380) Estimated net tax increment $9,516,090 $9,903,310 $10,023,320 $10,685,010 $10,577,750 $10,759,410 $10,636,500 $10,920,570 $10,260,220 $10,263,850 (1) Per the St.Joseph County Auditor's Office. (2) Per the St.Joseph County Auditor's office.Represents the estimated taxable assessed value for all real property parcels receiving a property tax abatement. (3) Represents an allowance for pending appeals currently outstanding for the pay 2023 assessment.Includes an allowance for a 20%reduction in the gross assessed value. (4) Assumes a base value adjustment for post-July 1,1995 residential parcels in the allocation area,based on data provided by the St.Joseph County Auditor's office.Assumes each post-1995 residential parcels base value is adjusted to equal its net assessed value,resulting in zero captured assessed value. (5) Represents the certified pay 2022 tax rate for the South Bend-German taxing district of 55.6326,less the South Bend Community School Corporation referendum rates of$0.3334 and 50.0669. (6) Per the St.Joseph County Auditor's office,adjusted to account for the estimated impact of abatement expirations and the expiration of certain parts of the Area.Homestead residential property taxes are Imited to 1.0%of gross assessed value.Rental residential property taxes are Imited to 2.0%of gross assessed value,and commercial property taxes are hmited to 3.0%of gross assessed value.Accounts for the pay 2022 UT Property Tax Replacement Credit of 8.2582%and the pay 2022 Homestead UT Property Replacement Credit of 4.4831%. (7) A portion of the River West Area expires on July 7,2025.Assumes a 516,676,490 decrease in net assessed value and a$1,722,224 decrease in base assessed value following 2025. (8) A portion of the River West Area expires on November 21,2027.Assumes a$8,415,800 decrease in unabated net assessed value following 2027. (9) A portion of the River West Area expires on February 19,2029.Assumes a$26,614,400 decrease in unabated net assessed value following 2029. (10)A portion of the River West Area expires on October 20,2030.Assumes a$5,100 decrease in unabated net assessed value following 2030. Note:This schedule does not assume any future growth in net assessed value beyond that which is generated through the expiration of real property tax abatements. (Continued on the next page.) (Subject to the attached letter dated December 2,2022) (Preliminary-Subject to Change) (For Internal Use Only) 11 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River West River West Development Area ESTIMATED ANNUAL EXISTING TAX INCREMENT- SOUTH BEND-GERMAN TOWNSHIP TAXING DISTRICT(CONTD) Taxes Payable Year 2032 2033 2034 2035 2036 2037 2038 2039-2045 (7) (8) (9) (10) (11) Unabated assessed value(1) $247,692,056 $244,832,396 $243,508,396 $243,508,396 $243,508,396 $216,863,819 $5,396,100 $5,013,900 Abated assessed value(2) 79,237,850 79,237,850 79237,850 79,237,850 79,237,850 59,146,390 9,220,800 0 Total net assessed value 326,929,906 324,070,246 322,746,246 322,746,246 322,746,246 276,010,209 14,616,900 5,013,900 Less:Allowance for appeals(3) (10,380,000) (10,380,000) (10,380,000) (10,380,000) (10,380,000) (7,130,000) 0 0 Less:Allowance for adjustments(4) (210,000) 0 0 0 0 0 0 0 Less:Base assessed value(1) (14,310,168) (14,096,330) (14,096,330) (14,096,330) (14,096,330) (14,096,330) (900,084) (900,084) Incremental assessed value 302,029,738 299,593,916 298,269,916 298,269,916 298,269,916 254,783,879 13,716,816 4,113,816 Times:Net tax rate(5) $5.4323 $5.4323 $5.4323 $5.4323 $5.4323 $5.4323 $5.4323 $5.4323 Estimated tax increment 16,407,160 16,274,840 16,202,920 16,202,920 16,202,920 13,840,620 745,140 223,470 Less:Estimated Circuit Breaker Tax Credit(6) (6,128,580) (6,079,170) (6,052,900) (6,052,900) (6,052,900) (5,179,930) (194,250) (2,990) Estimated net tax increment $10,278,580 $10,195,670 $10,150,020 $10,150,020 $10,150,020 $8,660,690 $550,890 $220,480 (1)Per the St Joseph County Auditor's Office. (2)Per the St.Joseph County Auditor's office.Represents the estimated taxable assessed value for all real property parcels receiving a property tax abatement. (3)Represents an allowance for pending appeals currently outstanding for the pay 2023 assessment.Includes an allowance for a 20%reduction in the gross assessed value. (4)Assumes a base value adjustment for post-July 1,1995 residential parcels in the allocation area,based on data provided by the St.Joseph County Auditor's office.Assumes each post-1995 residential parcel's base value is adjusted to equal its net assessed value,resulting in zero captured assessed value. (5)Represents the certified pay 2022 tax rate for the South Bend-German taxing district of$5.8326,less the South Bend Community School Corporation referendum rates of$0.3334 and$0.0669. (6)Per the St.Joseph County Auditor's office,adjusted to account for the estimated impact of abatement expirations and the expiration of certain parts of the Area.Homestead residential property taxes are limited to 1.0%of gross assessed value.Rental residential property taxes are limited to 2.0%of gross assessed value,and commercial property taxes are limited to 3.0%of gross assessed value.Accounts for the pay 2022 LIT Property Tax Replacement Credit of 8.2562%and the pay 2022 Homestead LIT Property Replacement Credit of 4.4831%. (7)A portion of the River West Area expires on November 1,2032. Assumes a$2,859,660 decrease in unabated net assessed value and a$213,838 decrease in base assessed value following 2032. (8)A portion of the River West Area expires on December 19,2033. Assumes a$1,324,000 decrease in unabated net assessed value following 2033. (9)A portion of the River West Area expires on August 25,2036. Assumes a$26,644,577 decrease in unabated net assessed value and a$20,091,460 decrease in abated assessed value following 2036. (10)A portion of the River West Area expires on February 1,2037. Assumes a$211,467,719 decrease in unabated net assessed value,a$49,925,590 decrease in abated assessed value,and a$13,196,246 decrease in base assessed value following 2037. (11)A portion of the River West Area expires on June 25,2038. Assumes a$382,200 decrease in unabated net assessed value and a$9,220,800 decrease in abated assessed value following 2038. Note: This schedule does not assume any future growth in net assessed value beyond that which is generated through the expiration of real property tax abatements. (Subject to the attached letter dated December 2,2022) (Preliminary-Subject to Change) (For Internal Use Only) 12 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information - River West River West Development Area ESTIMATED ANNUAL EXISTING TAX INCREMENT - SOUTH BEND -WARREN TOWNSHIP Taxes Payable Year 2022 2023-2031 (1) Total net assessed value (2) $22,688,600 $25,182,900 Less: Allowance for appeals (3) (2,482,060) Less: Base assessed value (2) 0 Incremental assessed value 22,688,600 22,700,840 Times: Net tax rate (4) $5.4567 $5.4567 Estimated tax increment 1,238,050 1,238,720 Less: Circuit Breaker Tax Credit (5) (455,180) (455,430) Estimated net tax increment $782,870 $783,290 (1) The South Bend-Warren Township portion of the allocation area expires on February 16, 2031. Assumes the last year of collections is taxes payable 2031. (2) Per the St. Joseph County Auditor's Office. (3) Represents an allowance for pending appeals currently outstanding for the pay 2023 assessment. Includes an allowance for a 20% reduction in the gross assessed value. (4) Represents the certified pay 2022 tax rate for the South Bend - Warren taxing district of $5.8570, less the South Bend Community School Corporation referendum rates of $0.3334 and $0.0669. (5) Per the St. Joseph County Auditor's office. Homestead residential property taxes are limited to 1.0% of gross assessed value. Rental residential property taxes are limited to 2.0% of gross assessed value, and commercial property taxes are limited to 3.0% of gross assessed value. Accounts for the pay 2022 LIT Property Tax Replacement Credit of 8.2562% and the pay 2022 Homestead LIT Property Replacement Credit of 4.4831%. Note: This schedule does not assume any future growth in net assessed value within the allocation area. (Subject to the attached letter dated December 2, 2022) (Preliminary- Subject to Change) (For Internal Use Only) 13 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River West River West Development Area LARGE TAXPAYERS IN THE RIVER WEST ALLOCATION AREA(1) The following is a list of the ten largest taxpayers by net assessed valuation located within the Allocation Area. Percent of Total Pay 2023 Net Net Assessed Assessed Name Type of Business Valuation Valuation (1) JVE Investments LLC/The Tire Rack(2) Automobile parts distribution center $23,112,800 2.73% ARC LLC Real Estate 14,508,000 1.71% Edward Rose of Indiana LLC Apartment Complexes 13,805,400 1.62% Plymouth South Bend LLC Real estate 12,550,000 1.48% PWA South Bend LP Private Wealth Management 10,779,100 1.27% Greenleaf Holdco LLC(2) Vegetable foods distributor 10,163,800 1.20% Ameritech Services Inc./ Telecommunications 10,119,100 1.19% Indiana Bell Telephone Co. (2) Crowe Group Properties LLC Certified Public Accounting 9,994,900 1.18% AFP 111 Corp. Real Estate 9,805,500 1.16% Patterson Logistics Services Inc. (2) Specialty dental,veterinary, and 9,797,600 1.16% All other taxpayers 723,461,819 85.30% Totals $848,098,019 100.00% (1) Per the St. Joseph County Auditor's Office. (2) The taxpayer has an appeal outstanding. (Subject to the attached letter dated December 2, 2022) (Preliminary-Subject to Change) (For Internal Use Only) 14 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information - River West River West Development Area HISTORICAL TAX INCREMENT COLLECTIONS Taxes Payable Year Tax Increment (1 ) 2013 $15,931 ,162 2014 18,594,461 2015 16,293,240 2016 18,159,311 2017 17,259,902 2018 18,662,835 2019 18,555,308 2020 16,814,400 2021 18,120,969 2022 9,875,857 (2) (1 ) Per the St. Joseph County Auditor's Office. (2) Represents Spring collecitons only. Note: Taxes payable 2013 and 2014 represents the South Bend Central Allocation Area and the South Bend Airport Allocation Area tax increment collections. The two allocation areas were combined into the River West Allocation Area in 2015. (Subject to the attached letter dated December 2, 2022) (Preliminary - Subject to Change) (For Internal Use Only) 15 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River East River East 1 Economic Development Area ESTIMATED ANNUAL TAX INCREMENT Estimated Tax Increment Taxes Existing Tax Increment 2023 Expansion Payable South Bend- South Bend- New Development Year Portage Twp. Clay Twp. Total Tax Increment Total (1) (2) (3) 2023 $3,466,540 $37,480 $3,504,020 $3,504,020 2024 3,493,530 37,480 3,531,010 3,531,010 2025 3,524,080 37,480 3,561,560 3,561,560 2026 3,545,790 37,480 3,583,270 $1,005,270 4,588,540 2027 3,715,600 37,480 3,753,080 1,005,270 4,758,350 2028 3,811,240 37,480 3,848,720 1,005,270 4,853,990 2029 3,869,750 37,480 3,907,230 1,005,270 4,912,500 2030 3,872,390 37,480 3,909,870 1,005,270 4,915,140 2031 3,872,390 37,480 3,909,870 1,005,270 4,915,140 2032 4,324,200 37,480 4,361,680 1,005,270 5,366,950 2033 2,618,780 37,480 (4) 2,656,260 1,005,270 3,661,530 2034 514,330 514,330 1,005,270 1,519,600 2035 511,770 511,770 1,005,270 1,517,040 2036 511,770 511,770 1,005,270 1,517,040 2037 39,210 39,210 1,005,270 1,044,480 2038 15,790 15,790 1,005,270 1,021,060 2039 15,790 15,790 1,005,270 1,021,060 2040 0 0 1,005,270 1,005,270 2041 0 0 1,005,270 1,005,270 2042 0 0 1,005,270 1,005,270 2043 0 0 1,005,270 1,005,270 2044 0 (5) 0 1,005,270 (6) 1,005,270 Totals $41,722,950 $412,280 $42,135,230 $19,100,130 $61,235,360 (1) See pages 17 and 18. (2) See page 19. (3) See page 20. (4) The entire portion of the Allocation Area within the South Bend -Clay Township taxing district expires following 2033. (5) Assumes that the final portion of the Allocation Area within the South Bend - Portage Township taxing district will expire following 2044. (6) The 2022 Expansion expires 25 years following the issuance of bonds or leases payable from the Tax Increment in the 2022 Expansion. Assumes the 25-year life begins with the issuance of the illustrative Bonds. (Subject to the attached letter dated December 2, 2022) (Preliminary-Subject to Change) (For Internal Use Only) 16 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River East River East 1 Economic Development Area ESTIMATED ANNUAL EXISTING TAX INCREMENT- SOUTH BEND-PORTAGE TOWNSHIP TAXING DISTRICT Taxes Payable Year 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 Unabated assessed value(1) $297,172,303 $358,606,093 $358,606,093 $358,606,093 $358,606,093 $358,606,093 $358,606,093 $358,606,093 $358,606,093 $358,606,093 Abated assessed value(2) 1,237,813 1,905,717 2,403,742 2,967,565 3,368,260 6,936,890 10,394,530 12,511,570 13,101,300 13,101,300 Total net assessed value 298,410,116 360,511,810 361,009,835 361,573,658 361,974,353 365,542,983 369,000,623 371,117,663 371,707,393 371,707,393 Less:Allowance for appeals(3) (9,870,000) (9,870,000) (9,870,000) (9,870,000) (9,870,000) (9,870,000) (9,870,000) (9,870,000) (9,870,000) Less:Allowance for adjustments(4) (53,185,000) (53,185,000) (53,185,000) (53,185,000) (53,185,000) (53,185,000) (53,185,000) (53,185,000) (53,185,000) Less:Base assessed value(1) (133,634,145) (137,223,376) (137,223,376) (137,223,376) (137,223,376) (137,223,376) (137,223,376) (137,223,376) (137,223,376) (137,223,376) Incremental assessed value 164,775,971 160,233,434 160,731,459 161,295,282 161,695,977 165,264,607 168,722,247 170,839,287 171,429,017 171,429,017 Times:Net tax rate(5) 55.4187 $5.4187 55.4187 $5.4187 $5.4187 55.4187 $5.4187 05.4187 $5.4187 $5.4187 Estimated tax increment 8,928,720 8,682,570 8,709,560 8,740,110 8,761,820 8,955,190 9,142,550 9,257,270 9,289,220 9,289,220 Less Estimated Circuit Breaker Tax Credit(6) (4,337,260) (5,216,030) (5,216,030) (5,216,030) (5,216,030) (5,239,590) (5,331,310) (5,387,520) (5,416,830) (5,416,830) Estimated net tax increment $4,591,460 $3,466,540 $3,493,530 $3,524,080 $3,545,790 $3,715,600 $3,811,240 $3,869,750 $3,872,390 $3,872,390 (1) Per the St.Joseph County Auditor's Office. (2) Per the St.Joseph County Auditor's office.Represents the estimated abatement assessed value for all real property parcels receiving a property tax abatement. (3) Represents an allowance for pending appeals currently outstanding for the pay 2023 assessment.Assumes a 20%reduction in the gross assessed value. (4)Assumes a base value adjustment for post-July 1,1995 residential parcels in the allocation area,based on data provided by the St.Joseph County Auditor's office.Assumes each post-1995 residential parcel's base value is adjusted to equal its net assessed value,resulting in zero captured assessed value. (5) Represents the certified pay 2022 tax rate for the South Bend-Portage taxing district of$5.8190,less the South Bend Community School Corporation referendum rates of$0.3334 and$0.0669. (6) Based on information provided by the St.Joseph County Auditor's office,adjusted to account for the estimated impact of abatement expirations and the expiration of certain parts of the Area.Homestead residential property taxes are limited to 1.0%of gross assessed value.Rental residential property taxes are limited to 2.0%of gross assessed value,and commercial property taxes are limited to 3.0%of gross assessed value.Accounts for the pay 2022 LIT Property Tax Replacement Credit of 8.2562%and the pay 2022 Homestead LIT Property Replacement Credit of 4.4831%. Note:This schedule does not assume any future growth in net assessed value beyond that which is generated through the expiration of real property tax abatements. (Continued on the next page.) (Subject to the attached letter dated December 2,2022) (Preliminary-Subject to Change) (For Internal Use Only) 17 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River East River East 1 Economic Development Area ESTIMATED ANNUAL EXISTING TAX INCREMENT- SOUTH BEND-PORTAGE TOWNSHIP TAXING DISTRICT(CONTD) Taxes Payable Year 2032 2033 2034 2035 2036 2037 2038 2039 2040-2044 (7) (8) (9) (10) (11) (12) Unabated assessed value(1) $358,606,093 $301,564,867 $70,362,573 $70,201,173 $70,201,173 $53,626,586 $51,884,841 $51,884.841 $12,783,227 Abated assessed value(2) 21,757,510 4,222,200 0 0 0 0 0 0 0 Total net assessed value 380,363,603 305,787,067 70,362,573 70,201,173 70,201,173 53,626,586 51,884,841 51,884,841 12,783,227 Less:Allowance for appeals(3) (9,870,000) (7,460,000) (940,000) (940,000) (940,000) (940,000) (940,000) (940,000) (40,000) Less:Allowance for adjustments(4) (53,185,000) (53,185,000) (5,260,000) (5,260,000) (5,260,000) (3,090,000) (2,960,000) (2,960,000) (540,000) Less:Base assessed value(1) (137,223,376) (116,192,593) (42,090,786) (42,031,305) (42,031,305) (41,775,551) (41,542,323) (41,542,323) (12,579,976) Incremental assessed value 180,085,227 128,949,474 22,071,787 21,969,868 21,969,868 7,821,035 6,442,518 6,442,518 0 Times:Net tax rate(5) $5.4187 $5.4187 55.4187 $5.4187 $5.4187 $5.4187 55.4187 55.4187 $5.4187 Estimated tax increment 9,758,280 6,987,390 1,196,000 1,190,480 1,190,480 423,800 349,100 349,100 0 Less:Estimated Circuit Breaker Tax Credit(6) (5,434,080) (4,368,610) (681,670) (678,710) (678,710) (384,590) (333,310) (333,310) 0 Estimated net tax increment $4,324,200 $2,618,780 $514,330 $511,770 $511,770 $39,210 $15,790 $15,790 $0 (1) Per the St.Joseph County Auditor's Office. (2) Per the St.Joseph County Auditor's office.Represents the estimated abatement assessed value for all real property parcels receiving a property tax abatement. (3) Represents an allowance for pending appeals currently outstanding for the pay 2023 assessment.Includes an allowance for a 20%reduction in the gross assessed value. (4) Assumes a base value adjustment for post-July 1,1995 residential parcels in the allocation area,based on data provided by the St.Joseph County Auditor's office.Assumes each post-1995 residential parcel's base value is adjusted to equal its net assessed value,resulting in zero captured assessed value. (5) Represents the certified pay 2022 tax rate for the South Bend-Portage taxing district of$5.8190,less the South Bend Community School Corporation referendum rates of$0.3334 and$0.0669. (6) Based on information provided by the St.Joseph County Auditor's office,adjusted to account for the estimated impact of abatement expirations and the expiration of certain parts of the Area. Homestead residential property taxes are limited to 1.0%of gross assessed value.Rental residential property taxes are limited to 2.0%of gross assessed value,and commercial property taxes are limited to 3.0%of gross assessed value.Accounts for the pay 2022 LIT Property Tax Replacement Credit of 8.2562%and the pay 2022 Homestead LIT Property Replacement Credit of 4.4831%. (7) A portion of the River East 1 Area expires on August 15,2032. Assumes a$57,041,226 decrease in unabated net assessed value,a$17,535,310 decrease in abated assessed value,and a $21,030,783 decrease in base assessed value following 2032. (8) A portion of the River East 1 Area expires on November 17,2033. Assumes a$231,202,294 decrease in unabated net assessed value,a$4,222,200 decrease in abated assessed value,and a $74,101,807 decrease in base assessed value following 2033. (9) A portion of the River East 1 Area expires on November 5,2034. Assumes a$161,400 decrease in unabated net assessed value and a$59,481 decrease in base assessed value following 2035. (10) A portion of the River East 1 Area expires on July 21,2036 and October 25,2036. Assumes a$16,574,587 decrease in unabated net assessed value and a$255,754 decrease in base assessed value following 2036. (11) A portion of the River East 1 Area expires on June 19,2037.Assumes a$1,741,745 decrease in unabated net assessed value and a$233,228 decrease in base assessed value following 2037. (12) A portion of the River East 1 Area expires on August 28,2039. Assumes a$39,101,614 decrease in unabated net assessed value and a$28,962,347 decrease in base assessed value following 2039. Note: This schedule does not assume any future growth in net assessed value beyond that which is generated through the expiration of real property tax abatements. (Subject to the attached letter dated December 2,2022) (Preliminary-Subject to Change) (For Internal Use Only) 18 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information - River East River East 1 Economic Development Area ESTIMATED ANNUAL EXISTING TAX INCREMENT - SOUTH BEND - CLAY TOWNSHIP TAXING DISTRICT Taxes Payable Year 2022 2023-2033 Total net assessed value (1) $1,050,200 $1,073,100 Less: Base assessed value (1) 0 0 Incremental assessed value 1,050,200 1,073,100 Times: Net tax rate (2) $5.4483 $5.4483 Estimated tax increment 57,220 58,470 Less: Estimated Circuit Breaker Tax Credit (3) (20,990) (20,990) Estimated net tax increment $36,230 $37,480 (1) Per the St. Joseph County Auditor's Office. (2) Represents the certified pay 2022 tax rate for the South Bend - Clay taxing district of $5.8486, less the South Bend Community School Corporation referendum rates of $0.3334 and $0.0669. (3) Based on information provided by the St. Joseph County Auditor's office. Homestead residential property taxes are limited to 1.0% of gross assessed value. Rental residential property taxes are limited to 2.0% of gross assessed value, and commercial property taxes are limited to 3.0% of gross assessed value. Accounts for the pay 2022 LIT Property Tax Replacement Credit of 8.2562% and the pay 2022 Homestead LIT Property Replacement Credit of 4.4831%. Note: This schedule does not assume any future growth in net assessed value. The portion of the River East 1 Area in the South Bend - Clay taxing district expires on November 17, 2033. Assumes the incremental assessed value expires following 2033. (Subject to the attached letter dated December 2, 2022) (Preliminary - Subject to Change) (For Internal Use Only) 19 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information - River East River East 1 Economic Development Area ESTIMATED ANNUAL 2022 EXPANSION NEW DEVELOPMENT TAX INCREMENT - SOUTH BEND - PORTAGE TOWNSHIP TAXING DISTRICT Taxes Payable Year 2026 Total estimated incremental assessed value (1) $40,837,665 Times: Net tax rate (2) $5.4187 Estimated tax increment 2,212,870 Less: Estimated Circuit Breaker Tax Credit (3) (1,207,600) Estimated net tax increment $1,005,270 (1) Represents the estimated tax increment from the Campus View and Irish Quarters developments based on proposed development square footage information provided by the City and assumed assessed values per square foot based upon comparable properties located within the state of Indiana. Accounts for the demolition of existing real estate improvements. The actual assessed value will be County Assessor upon completion, and the actual value may vary materially from the value assumed in this illustration. (2) Represents the certified pay 2022 tax rate for the South Bend - Portage taxing district of$5.8190, less the South Bend Community School Corporation referendum rates of$0.3334 and $0.0669. (3) Homestead residential property taxes are limited to 1.0% of gross assessed value. Rental residential property taxes are limited to 2.0% of gross assessed value, and commercial property taxes are limited to 3.0% of gross assessed value. Accounts for the pay 2022 LIT Property Tax Replacement Credit of 8.2562% and the pay 2022 Homestead LIT Property Replacement Credit of 4.4831%. Note: This schedule does not assume any future growth in net assessed value. Assumes the 25-year life of the 2022 Expansion Area begins with the issuance of the illustrative Bonds. (Subject to the attached letter dated December 2, 2022) (Preliminary - Subject to Change) (For Internal Use Only) 20 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information-River East River East 1 Economic Development Area LARGE TAXPAYERS IN THE RIVER EAST ALLOCATION AREA(1) The following is a list of the ten largest taxpayers by net assessed valuation located within the Allocation Area. Percent of Total Pay 2023 Net Net Assessed Assessed Name Type of Business Valuation Valuation (1) Eddy Street LLC Retail,mixed-use $12,961,300 3.58% TMF III Saint LLC (2) Apartments 7,350,900 2.03% Irish Gold Holdings LLC Student Housing 6,842,000 1.89% BCG LLC Student Housing 5,501,300 1.52% AM General LLC Engineer and vehicle manufacturer 4,588,700 1.27% Vivo Apartments South Bend LLC Apartment Complex 3,103,400 0.86% Commerce Center Development LLC (2) Commercial Office Building 2,983,636 0.83% All American Rental Service LLC Residential Rental Company 2,625,200 0.73% River City Real Estate LLC Family Primary Care 1,898,600 0.53% Colfax Hill Partners LLC Apartment Complex 1,744,887 0.48% All other taxpayers 311,984,987 86.28% Totals $361,584,910 100.00% (1) Per the St.Joseph County Auditor's Office. (2) The taxpayer has an appeal outstanding. (Subject to the attached letter dated December 2, 2022) (Preliminary-Subject to Change) (For Internal Use Only) 21 SOUTH BEND REDEVELOPMENT COMMISSION Supporting Information - River East River East 1 Economic Development Area HISTORICAL TAX INCREMENT COLLECTIONS ,,,�,5 Cffice Taxes JAN 18 ?"i Payable oH'. N M JONES Year Tax Increme ITY CLERr._SOUTH BEND,IN (1 ) 2013 $841 ,627 2014 1 ,568,240 2015 2,421 ,308 2016 2,348,608 2017 2,630,887 2018 3,062,820 2019 2,724,573 2020 2,634,524 2021 4,339,302 2022 2,424,936 (2) (1 ) Per the St. Joseph County Auditor's Office. (2) Represents Spring collecitons only. Note: Taxes payable 2013 and 2014 represents the South Bend Northeast Neighborhood Development Area Allocation Area tax increment collections. The Northeast Neighborhood Development Area Allocation Area was combined into the River East Development Area No. 1 in 2014. (Subject to the attached letter dated December 2, 2022) (Preliminary - Subject to Change) (For Internal Use Only) 22