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25-03 Reconfirming Resolution - Personal Property Tax Abatement 3820 West Calvert Street
Filed in Clerk's Office . . v 4 __-_ CITY OF SOUTH BEND JAN 0 8 _: ,le,, Pc' Bianca TiradoCOMMUNITY INVESTMENT, City Clerk, South Bend, IN Less January 8, 2025 Council Member Troy Warner Chairperson, Community Investment Committee South Bend Common Council 4th Floor, County-City Building South Bend, Indiana 46601 RE: Reconfirming Resolutions (2): Real Property Tax Abatement and Personal Property Tax Abatement for Greenleaf Holdco LLC Dear Council Member Warner, Please find enclosed two resolutions that would reconfirm a real property tax abatement and personal property tax abatement, respectively, for Greenleaf Holdco LLC, the owner of the parcels for Pure Green Farms, located at 3820 W. Calvert Street in South Bend. On February 14, 2022, the Common Council of South Bend adopted Confirming Resolution 4941-22, which confirmed Declaratory Resolution 4939-22 to establish a nine-year(9) real property tax abatement for an expansion project by Pure Green Farms. Also on February 14, 2022, the Common Council adopted Confirming Resolution 4945-22, which confirmed Declaratory Resolution 4944-22 to establish a five-year(5) personal property tax abatement for equipment to be purchased and installed for the expansion. The designation periods for each abatement are set to expire on January 24, 2025. The expansion project has been delayed, and a representative of Pure Green Farms contacted the Department of Community Investment seeking support for an extension of the designation period. According to the company representative, the expansion project is scheduled to begin by mid-2025, and the previously granted tax abatements are necessary for the project to move forward. The Reconfirming Resolutions serve two primary purposes: (1) reconfirm the Declaratory Resolution adopted in 2022 and (2) extend the designation period to the end of 2026. A representative from Pure Green Farms will be available to meet with the Committee on Monday, January 13, 2025. If you or any of the other Council members have questions concerning the report or need additional information, please feel free to call me at (574) 235- 5838. Sincerely, Erik Glavich Director, Growth and Opportunity EXCELLENCE ACCOUNTABILITY INNOVATION INCLUSION EMPOWERMENT 14005 County-City Building 227 W.Jefferson Blvd. South Bend,Indiana 46601 p 574.235.9371 www.southbendin.gov Filed in Clerk's Office JAB U S BILL NO. 25-03 Bianca Tirado RESOLUTION NO. City Clerk, South Bend, IN A RESOLUTION MODIFYING AND RECONFIRMING THE ADOPTION OF DECLARATORY RESOLUTION NO. 4944-22 DESIGNATING CERTAIN AREAS WITHIN THE CITY OF SOUTH BEND, INDIANA, COMMONLY KNOWN AS 3820 West Calvert Street, South Bend, IN 46613 AN ECONOMIC REVITALIZATION AREA FOR PURPOSES OF A FIVE-YEAR (5) PERSONAL PROPERTY TAX ABATEMENT FOR Greenleaf Holdco LLC WHEREAS, the Common Council of the City of South Bend, Indiana, has adopted a Declaratory Resolution designating certain areas within the City as Economic Revitalization Areas for the purpose of tax abatement consideration; and WHEREAS, Declaratory Resolution No. 4944-22 designated the area commonly known as 3820 W. Calvert Street, South Bend, Indiana 46613, and which is more particularly described as: Business Personal Property and which has Key Numbers to be assigned, as an Economic Revitalization Area under the provisions of Indiana Code 6-1.1-12.1 et seq., and South Bend Municipal Code Sections 2-76 et seq.; and WHEREAS, upon proper notice, a public hearing was held, after which the Common Council adopted Confirming Resolution No. 4945-22 on February 14, 2022, confirming the adoption of Declaratory Resolution No. 4944-22; and WHEREAS, the Common Council, through the adoption of Confirming Resolution No. 4945-22, provided a personal property tax abatement to Greenleaf Holdco LLC for the purchase and installation of equipment to be used in a new commercial facility for food production at the area designated as an Economic Revitalization Area through the adoption of Declaratory Resolution No. 4944-22; and WHEREAS, Pure Green Farms is an assumed business name of Greenleaf Holdco LLC as certified by the Office of the Secretary of State of the State of Indiana; and WHEREAS, Greenleaf Holdco LLC, operating as Pure Green Farms, plants, grows, harvests,packages, and distributes lettuces grown at an existing greenhouse facility at the location commonly known as 3820 W. Calvert Street, South Bend, Indiana 46613; and WHEREAS, Greenleaf Holdco LLC was granted a three-year (3) designation period in Confirming Resolution No. 4945-22, which will expire on January 24, 2025; and WHEREAS, construction on the new commercial facility for food production was delayed by project development challenges and other issues outside of the control of Greenleaf Holdco LLC; and WHEREAS, completion of the project by end of the original designation period was not possible; and WHEREAS, Greenleaf Holdco LLC has not yet purchased and installed equipment that would have qualified for the personal property tax abatement provided through the adoption of Confirming Resolution No. 4945-22; and WHEREAS, the project will be completed by the end of 2026; and WHEARAS, Greenleaf Holdco LLC has requested that the designation period confirmed by Confirming Resolution No. 4945-22 be extended; and WHEREAS, the Common Council desires to reconfirm the designation of the area designated by Declaratory Resolution No. 4944-22 and confirmed by Confirming Resolution No. 4945-22 as an Economic Revitalization Area for purposes of a five-year(5) personal property tax abatement; and WHEREAS, the Common Council desires to extend the designation period confirmed by Confirming Resolution No. 4945-22; and NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of South Bend, Indiana, as follows: SECTION I. The Common Council hereby reconfirms Declaratory Resolution No. 4944-22 and Confirming Resolution No. 4945-22 for purposes of a five-year(5)real property tax abatement. SECTION II. The designation as an Economic Revitalization Area for purposes of a five-year(5) personal property tax abatement expires on December 31, 2026. SECTION III. The Common Council hereby determines that Greenleaf Holdco LLC is qualified and is granted property tax deduction for a period of five (5) years as shown in Section V of Declaratory Resolution No. 4944-22 and further determines that the petition, the Statement of Benefits, and the Memorandum of Agreement between Greenleaf Holdco LLC and the City of South Bend associated with Declaratory Resolution No. 4944-22 as adopted on January 24, 2022, and Confirming Resolution No. 4945-22 as adopted on February 14, 2022, comply with Chapter 2, Article 6, of the Municipal Code of the City of South Bend and Indiana Code 6-1.1-12 et seq. SECTION IV. This Resolution shall be in full force and effect from and after its adoption by the Common Council and approved by the Mayor. Canneth Lee, Council President South Bend Common Council Attest: Bianca Tirado, 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 , 2025, at o'clock .m. Bianca Tirado, City Clerk Office of the City Clerk Approved and signed by me on the day of ,2025,at o'clock .m. James Mueller, Mayor City of South Bend 9-Year Abatement January 8.2025 Greenleaf Holdco LLC Filed in Clerk's Office South Bend Portage Township Commerical Development Real Property Tax Abatement Schedule JAN U 8 ZJ1'5 Type of Property: Greenhouse Estimated Project Cost: $12,000,000 Addition Bianca Tirado Property Address: 3820W.CalvertStreet City Clerk, South Bend, IN Tax Key Number: 71-08-16-400-004.000-026;71-08-16-400-008.000-026 Without un t Abatement Year 1 Year 2 Year 3 Year 4 Year year Year 7 Y ar Year Assessed Value(AV) Land $ 230.500 $ 230,500 $ 230,500 $ 230,500 $ 230,500 $ 230,500 $ 230,500 $ 230,500 $ 134,400 $ 134,400 $ 134,400 Structure(Current AV+80%Project Cost 5,179,500 14,779,500 14,779,500 14,779,500 14,779,500 14,779,500 14,779,500 14,779,500 14,779,500 14,779,500 14,779,500 Gross Assessed Value 5,410,000 15,010,000 15,010,000 15,010,000 15,010,000 15,010,000 15,010,000 15,010,000 14,913,900 14,913,900 14,913,900 Abatement 100% 100% 100% 100% 100% 90% 80% 70% 60% Abatement Deduction - (9,600,000) (9,600,000) (9,600,000) (9,600,000) (9,600,000) (8,640,000) (7,680,000) (6,720,000) (5,760,000) Net Assessed Value 5,410,000 15,010,000 5,410,000 5,410,000 5,410,000 5,410,000 5,410,000 6,370,000 7,233,900 8,193,900 9,153,900 Property Taxes Assume constant tax rate of 5.3548% Gross Tax(Tax Rate x Net AV) 289,695 803,755 289,695 289,695 289,695 289,695 289,695 341,101 387,361 438,767 490,173 Local Tax Credit(12.3682%of GT-DS) (33,261) (92,281) (33,261) (33,261) (33,261) (33,261) (33,261) (39,163) (44,474) (50,376) (56,278) Circuit Breaker Credit (74,321) (204,497) (2,264) (2,264) (2,264) (2,264) (2,264) (2,264) - - - Taxes Due $ 182.113 $ 506,977 $ 254,170 $ 254,170 $ 254,170 $ 254,170 $ 254,170 $ 299,674 $ 342,887 $ 388,391 $ 433,895 Circuit Breaker Cap 161,339 449,339 449,339 449,339 449,339 449,339 449,339 449,339 447,417 447,417 447,417 Debt Service(0.3840%of f Net AV) 20,774 57,638 20,774 20,774 20,774 20,774 20,774 24,461 27,778 31,465 35,151 Max Tax Under the Cap 182,113 506,977 470,113 470,113 470,113 470,113 470,113 473,800 4 75.195 478,882 482,568 Combined Year Abatement Current Taxes New Net Taxes Current& Taxes Abated Due Projected Tax Paid New Taxes 1 100% $ 182,113 $ 324,864 $ 506,977 $ (252,807) $ 254,170 2 100% 182,113 324,864 506,977 (252,807) 254,170 3 100% 182,113 324,864 506,977 (252,807) 254,170 4 100% 182,113 324,864 506,977 (252,807) 254,170 5 100% 182,113 324,864 506,977 (252,807) 254,170 6 90% 182,113 324,864 506,977 (207,303) 299,674 7 80% 182.113 324,864 506,977 (164,090) 342,887 8 70% 182.113 324,864 506.977 (118,586) 388,391 9 601/4 182 113 324.864 506 977 (73.082) 433.895 Total: 1,639,021 2,923,776 4,562,797 (1,827,100) 2,735,697 •This schedule is for estimation purposes only and assumes constant tax rates equal to those for 2023 Payable 2024. Iii, Department of Community Investment The true tax values will ultimately be determined by the actual assessed valuation and the then current tax rates. City of South Bend 5-Year Abatement January 8,2025 Greenleaf Holdco LLC South Bend Portage Township Personal Property Tax Abatement Schedule' Estimated Equipment Cost: $ 70,030,000 Asset Pool: Pool#4(13 years and longer) Property Address: 3820 W.Calvert Street Tax Key Number: TBD Year 1 Year 2 Year 3 Year 4 Year 5 Assessed Value(AV) True Tax Value(TTV) 40°%o 60% 63% 54% 46% New Base(Equipment Cost x TTV) 28,012,000 42,018,000 44,118,900 37,816,200 32,213,800 Abatement 100% 100% 100% 100% 100% Abatement Deduction (28,012,000) (42,018,000) (44,118,900) (37,816,200) (32,213,800) Net Assessed Value - - - - - Property Taxes Assume constant tax rate of 5.3548% Gross Tax(Tax Rate x Net AV) - - - - - Debt Service(0.3840%of Net AV) - - - - - Local Tax Credit(12.3682%of GT-DS) - - - - - Circuit Breaker Credit - - - - Taxes Due S - S - $ - $ - $ - Circuit Breaker Cap 3% 3% 3% 3% 3% 840,360 1,260.540 1,323,567 1.134.486 966.414 ax Year Abatement New TaxProj Paid Taxes Abated Net a es 1 1009/0 $ 947.926 $ (947,926) $ - 2 100% 1,421,889 (1,421,889) - 3 100% 1,492,984 (1,492,984) - 4 100% 1,279,700 (1,279.700) - 5 100% 1.090.115 (1.090.1 15) - Years 1-5 Total: 6,232,614 (6,232,614) - Years 0-10Total: 3,531,025 - 3.531,025 *This schedule is for estimation purposes only and assumes constant tax rates equal to those for 2023 Payable 2024. The true tax values will ultimately be determined by the actual assessed valuation and the then current tax rates. Department of Community Investment 'I City of South Bend c*iria6 ""a STATEMENT OF BENEFITS 2025 PAY 2025 REAL ESTATEIMPROVEMENTS ' 1 ) FORM SB-1/Real Property kW Prescribed by the Department of Local Government Finance PRIVACY NOTICE This statement is being completed for real property that qualifies under the following Indiana Code(check one box): Any information concerning the cost 111 Redevelopment or rehabilitation of real estate improvements(IC 6-1.1-12.1-4) of id to individualvrty and specific salaries ties P P paid employees by the ❑ Residentially distressed area(IC 6-1.1-12.1-4.1) property owner is confidential per IC6-1.1-12.1-5.1. INSTRUCTIONS: 1. This statement must be submitted to the body designating the Economic Revitalization Area prior to the public hearing if the designating body requires information from the applicant in making its decision about whether to designate an Economic Revitalization Area. Otherwise,this statement must be submitted to the designating body BEFORE the redevelopment or rehabilitation of real property for which the person wishes to claim a deduction. 2. The statement of benefits form must be submitted to the designating body and the area designated an economic revitalization area before the initiation of the redevelopment or rehabilitation for which the person desires to claim a deduction. 3. To obtain a deduction,a Form 322/RE must be filed with the county auditor before May 10 in the year in which the addition to assessed valuation is made or not later than thirty(30)days after the assessment notice is mailed to the property owner if it was mailed after April 10. A property owner who failed to file a deduction application within the prescribed deadline may file an application between January 1 and May 10 of a subsequent year. 4. A property owner who files for the deduction must provide the county auditor and designating body with a Form CF-1/Real Property. The Form CF-1/Real Property should be attached to the Form 322/RE when the deduction is first claimed and then updated annually for each year the deduction is applicable. IC 6-1.1-12.1-5.1(b) 5. For a Form SB-1/Real Property that is approved after June 30, 2013, the designating body is required to establish an abatement schedule for each deduction allowed. For a Form SB-1/Real Property that is approved prior to July 1, 2013, the abatement schedule approved by the designating body remains in effect. IC 6-1.1-12.1-17 SECTION 1 TAXPAYER INFORMATION Name of taxpayer Greenleaf Holdco LLC Address of taxpayer Number and Street: 3820 W. Calvert Street City South Bend state: IN ZIP. 46613 Name of contact person Telephone number E-mail address Hest Name Joe I ast Name: McGuire (863) 370-3154 jmcguire@gopgf.com SECTION 2 LOCATION AND DESCRIPTION OF PROPOSED PROJECT Name of designating body Resolution number Common Council of the City of South Bend Location of property Number and Street City State LIP 1 County DLGF taxing district number 3820 W. Calvert Street South Bend IN 46613 St. Joseph 026(South Bend-Portage) Description of real property improvements,redevelopment,or rehabilitation(use additional sheets if necessary) Estimated start date(month,day.year) Continued development of 64-acre parcel of unused farmland into state-of-the-art hydroponic greenhouse complex.Expand existing 4/1/2025 4-acre facility by adding additional vegetable growing greenhouses.Estimate between 15 to 20 more acres of the unused property can be transformed into an environmentally sustainable and aesthetically pleasing agricultural showplace and manufacturing hub that will Estimated completion date(month,day year) produce and distribute fresh produce for the entire Midwest region. 12/31/2026 SECTION 3 ESTIMATE OF EMPLOYEES AND SALARIES AS RESULT OF PROPOSED PROJECT Current Number Salaries Number Retained Salaries Number Additional Salaries 25 $ 1,650,000 25 $ 1,650,000 75 $2,750,000 SECTION 4 ESTIMATED TOTAL COST AND VALUE OF PROPOSED PROJECT REAL ESTATE IMPROVEMENTS COST ASSESSED VALUE Current values $2,270,000 $5,179,500 Plus estimated values of proposed project $12,000,000 $9,600,000 Less values of any property being replaced $0 $0 Net estimated values upon completion of project $14,270,000 $14,779,500 SECTION 5 WASTE CONVERTED AND OTHER BENEFITS PROMISED BY THE TAXPAYER Estimated solid waste converted(pounds) o Estimated hazardous waste converted(pounds) o Other benefits Benefits will include job development and significant technological advancements and opportunities for the region.Expansion will maximize cultivation of unused land and will establish region as a nationally recognized hub of agricultural food supply and commerce generation. Developed facilities will augment the current development of the Olive St. Road Corridor project and neighboring casino property through the availability of tourism and expanding educational opportunities for area high schools, universities,and career exploration programs.Current interest in our facility has been extremely robust and we expect it will vastly increase as the facility expands,promoting tourism.Complex will produce a variety of local,fresh vegetables while maximizing environmentally sustainable,conservation friendly,and ecologically enhancing practices. SECTION 6 TAXPAYER CERTIFICATION I hereby certify that the representations in this statement are true. Signature of authorized representative Date signed(month,day,year) Printed name of authorized representative Title Page 1 of 2 FOR USE OF THE DESIGNATING BODY We find that the applicant meets the general standards in the resolution adopted or to be adopted by this body. Said resolution,passed or to be passed under IC 6-1.1-12.1,provides for the following limitations: A. The designated area has been limited to a period of time not to exceed N/A calendar years'(see below). The date this designation expires is 12/31/2026 . NOTE:This question addresses whether the resolution contains an expiration date for the designated area. B. The type of deduction that is allowed in the designated area is limited to: 1.Redevelopment or rehabilitation of real estate improvements IZI Yes ❑No 2.Residentially distressed areas ❑Yes ❑No C. The amount of the deduction applicable is limited to$ N/A D. Other limitations or conditions(specify) N/A E. Number of years allowed: ❑Year 1 ❑Year 2 El Year 3 ❑Year 4 ❑ Year 5 (*see below) ❑Year 6 ❑Year 7 ❑Year 8 0 Year 9 ❑Year 10 F. For a statement of benefits approved after June 30,2013,did this designating body adopt an abatement schedule per IC 6-1.1-12.1-17? 0 Yes ❑No If yes,attach a copy of the abatement schedule to this form. If no,the designating body is required to establish an abatement schedule before the deduction can be determined. We have also reviewed the information contained in the statement of benefits and find that the estimates and expectations are reasonable and have determined that the totality of benefits is sufficient to justify the deduction described above. Approved(signature and title of authorized member of designating body) Telephone number Date signed(month,day,year) Printed name of authorized member of designating body Name of designating body Common Council of the City of South Bend,Indiana Attested by(signature and title of attester) Printed name of attester If the designating body limits the time period during which an area is an economic revitalization area,that limitation does not limit the length of time a taxpayer is entitled to receive a deduction to a number of years that is less than the number of years designated under IC 6-1.1-12.1-17. A. For residentially distressed areas where the Form SB-1/Real Property was approved prior to July 1,2013,the deductions established in IC 6-1.1-12.1-4.1 remain in effect.The deduction period may not exceed five(5)years. For a Form SB-1/Real Property that is approved after June 30, 2013,the designating body is required to establish an abatement schedule for each deduction allowed. Except as provided in IC 6-1.1-12.1-18,the deduction period may not exceed ten(10)years. (See IC 6-1.1-12.1-17 below.) B. For the redevelopment or rehabilitation of real property where the Form SB-1/Real Property was approved prior to July 1,2013,the abatement schedule approved by the designating body remains in effect.For a Form SB-1/Real Property that is approved after June 30,2013,the designating body is required to establish an abatement schedule for each deduction allowed.(See IC 6-1.1-12.1-17 below.) IC 6-1.1-12.1-17 Abatement schedules Sec.17.(a)A designating body may provide to a business that is established in or relocated to a revitalization area and that receives a deduction under section 4 or 4.5 of this chapter an abatement schedule based on the following factors: (1) The total amount of the taxpayer's investment in real and personal property. (2) The number of new full-time equivalent jobs created. (3) The average wage of the new employees compared to the state minimum wage. (4) The infrastructure requirements for the taxpayer's investment. (b)This subsection applies to a statement of benefits approved after June 30,2013. A designating body shall establish an abatement schedule for each deduction allowed under this chapter. An abatement schedule must specify the percentage amount of the deduction for each year of the deduction. Except as provided in IC 6-1.1-12.1-18,an abatement schedule may not exceed ten(10)years. (c)An abatement schedule approved for a particular taxpayer before July 1,2013,remains in effect until the abatement schedule expires under the terms of the resolution approving the taxpayer's statement of benefits. Page 2 of 2 4. 4*• STATEMENT OF BENEFITS FORM SB-1 /PP 'a' t PERSONAL PROPERTY t State Form 51764(R5/1-21) \ _j� PRIVACY NOTICE !`,•;,,,- ' Prescribed by the Department of Local Government Finance , ei. Any information concerning the cost of the property and specific salaries paid to individual employees by the property owner is confidential per IC 6-1.1-12.1-5.1. INSTRUCTIONS: 1. This statement must be submitted to the body designating the Economic Revitalization Area prior to the public hearing if the designating body requires information from the applicant in making its decision about whether to designate an Economic Revitalization Area. Otherwise this statement must be submitted to the designating body BEFORE a person installs the new manufacturing equipment and/or research and development equipment,and/or logistical distribution equipment and/or information technology equipment for which the person wishes to claim a deduction. 2. The statement of benefits form must be submitted to the designating body and the area designated an economic revitalization area before the installation of qualifying abatable equipment for which the person desires to claim a deduction. 3. To obtain a deduction,a person must file a certified deduction schedule with the person's personal property return on a certified deduction schedule (Form 103-ERA)with the township assessor of the township where the property is situated or with the county assessor if there is no township assessor for the township. The 103-ERA must be filed between January 1 and May 15 of the assessment year in which new manufacturing equipment and/or research and development equipment and/or logistical distribution equipment and/or information technology equipment is installed and fully functional,unless a filing extension has been obtained. A person who obtains a filing extension must file the form between January 1 and the extended due date of that year. 4. Property owners whose Statement of Benefits was approved,must submit Form CF-1/PP annually to show compliance with the Statement of Benefits. (IC 6-1.1-12.1-5.6) 5. For a Form SB-1/PP that is approved after June 30,2013,the designating body is required to establish an abatement schedule for each deduction allowed. For a Form SB-1/PP that is approved prior to July 1,2013,the abatement schedule approved by the designating body remains in effect. (IC 6-1.1-12.1-17) SECTION 1 TAXPAYER INFORMATION Name of taxpayer Name of contact person Greenleaf Holdco LLC dba Pure Green Farms First Name: Joe Last Name.McGuire Address of taxpayer `umber and Street City State ZIP Telephone number Email 3820 W. Calvert.Street South Bend IN 46613 (863)370-3154 jmcguire@gopgf.com SECTION 2 LOCATION AND DESCRIPTION OF PROPOSED PROJECT Name of designating body Resolution number(s) Common Council of the City of South Bend Location of property Number and Street City State ZIP County DLGF taxing district number 3820 W. Calvert Street South Bend IN 46613 St. Joseph 026(South Bend-Portage) Description of manufacturing equipment and/or research and development equipment ESTIMATED and/or logistical distribution equipment and/or information technology equipment. START DATE COMPLETION DATE (Use additional sheets if necessary.) Refer to supplemental sheet Manufacturing Equipment 4/1/2025 12/31/2026 R&D Equipment Logist Dist Equipment IT Equipment 4/1/2025 12/31/2026 SECTION 3 ESTIMATE OF EMPLOYEES AND SALARIES AS RESULT OF PROPOSED PROJECT Current Number Salaries Number Retained Salaries Number Additional Salaries 25 $ 1,650,000 25 $ 1,650,000 75 $2,750,000 SECTION 4 ESTIMATED TOTAL COST AND VALUE OF PROPOSED PROJECT NOTE:Pursuant to IC 6-1.1-12.1-5.1 (d)(2)the MANUFACTURING R&D EQUIPMENT LOGIST DIST IT EQUIPMENT EQUIPMENT EQUIPMENT COST of the property is confidential. ASSESSED ASSESSED ASSESSED ASSESSED COST VALUE COST VALUE COST VALUE COST VALUE Current values $21,000,000 $80,000 Plus estimated values of proposed project $70,000,000 $30,000 Less values of any property being replaced Net estimated values upon completion of project $91,000,000 $0 $0 $0 $o $0 $110,000 $0 SECTION 5 WASTE CONVERTED AND OTHER BENEFITS PROMISED BY THE TAXPAYER Estimated solid waste converted(pounds) 0 Estimated hazardous waste converted(pounds) 0 Other benefits. Refer to supplemental sheet SECTION 6 TAXPAYER CERTIFICATION I hereby certify that the representations in this statement are true. Signature of authorized representative Date signed(month.day.year) Printed name of authorized representative Ttle Page 1 of 2 FOR USE OF THE DESIGNATING BODY We have reviewed our prior actions relating to the designation of this economic revitalization area and find that the applicant meets the general standards adopted in the resolution previously approved by this body. Said resolution, passed under IC 6-1.1-12.1-2.5, provides for the following limitations as authorized under IC 6-1.1-12.1-2. A. The designated area has been limited to a period of time not to exceed N/A calendar years*(see below). The date this designation expires is 12/31/2026 . NOTE:This question addresses whether the resolution contains an expiration date for the designated area. B. The type of deduction that is allowed in the designated area is limited to: 1 . Installation of new manufacturing equipment; ❑✓ Yes ❑No ❑ Enhanced Abatement per IC 6-1.1-12.1-18 2. Installation of new research and development equipment; ❑Yes ❑� N o Check box if an enhanced abatement was 3. Installation of new logistical distribution equipment. ElYes El N o approved for one or more of these types. 4. Installation of new information technology equipment; El Yes ❑N o C.The amount of deduction applicable to new manufacturing equipment is limited to$ N/A cost with an assessed value of $ N/A . (One or both fines may be filled out to establish a limit,if desired.) D. The amount of deduction applicable to new research and development equipment is limited to$ N/A cost with an assessed value of $ N/A . (One or both lines may be filled out to establish a limit,if desired.) E. The amount of deduction applicable to new logistical distribution equipment is limited to$ N/A cost with an assessed value of $ N/A . (One or both lines may be filled out to establish a limit,if desired.) F. The amount of deduction applicable to new information technology equipment is limited to$ N/A cost with an assessed value of $ N/A . (One or both lines may be filled out to establish a limit,if desired.) G. Other limitations or conditions(specify) N/A H. The deduction for new manufacturing equipment and/or new research and development equipment and/or new logistical distribution equipment and/or new information technology equipment installed and first claimed eligible for deduction is allowed for: ❑ Year 1 ❑ Year 2 ❑ Year 3 El Year 4 ❑✓ Year 5 ❑Enhanced Abatement per IC 6-1.1-12.1-18 Number of years approved: El Year 6 ❑ Year 7 El Year 8 ❑ Year 9 ❑ Year 10 (Enter one to twenty(1-20)years;may not exceed twenty(20)years.) I. For a Statement of Benefits approved after June 30,2013,did this designating body adopt an abatement schedule per IC 6-1.1-12.1-17? ❑Yes ❑No If yes,attach a copy of the abatement schedule to this form. If no,the designating body is required to establish an abatement schedule before the deduction can be determined. Also we have reviewed the information contained in the statement of benefits and find that the estimates and expectations are reasonable and have determined that the totality of benefits is sufficient to justify the deduction described above. Approved by:(signature and title of authorized member of designating body) Telephone number Date signed(month,day.year) Printed name of authorized member of designating body Name of designating body Common Council of the City of South Bend, Indiana Attested by:(signature and title of attester) Printed name of attester *If the designating body limits the time period during which an area is an economic revitalization area,that limitation does not limit the length of time a taxpayer is entitled to receive a deduction to a number of years that is less than the number of years designated under IC 6-1.1-12.1-17. IC 6-1.1-12.1-17 Abatement schedules Sec.17. (a)A designating body may provide to a business that is established in or relocated to a revitalization area and that receives a deduction under section 4 or 4.5 of this chapter an abatement schedule based on the following factors: (1) The total amount of the taxpayer's investment in real and personal property. (2) The number of new full-time equivalent jobs created. (3) The average wage of the new employees compared to the state minimum wage. (4) The infrastructure requirements for the taxpayer's investment. (b)This subsection applies to a statement of benefits approved after June 30,2013. A designating body shall establish an abatement schedule for each deduction allowed under this chapter. An abatement schedule must specify the percentage amount of the deduction for each year of the deduction.Except as provided in IC 6-1.1-12.1-18,an abatement schedule may not exceed ten(10)years. (c)An abatement schedule approved for a particular taxpayer before July 1,2013,remains in effect until the abatement schedule expires under the terms of the resolution approving the taxpayer's statement of benefits. Page 2 of 2 Filed in-Cie- n Clerk's Office Pure Green Farms Supplemental Sheet �y DAWN j.�JONES Form SB-1/PP Section 2: Description of Manufacturing Equipment and "st�.��t�l rs` ?li 1TH BEND,IN Benefits Our current location in South Bend is situated strategically and employs advanced technology to promote a safe and sustainable environment in which to grow its leafy greens(additional vegetable/fruit varieties are being researched). With the use of sun and minimal reliance on artificial light, energy efficiency is maximized.The current site rests on a 64-acre purchased parcel that can potentially expand up to 300 acres. The growing and packing systems are the most advanced in the industry,allowing for very minimal human hands touching the product. Robotics, sensors and video technology are installed throughout the greenhouse and the harvesting area. This streamlines our farm to table process and gives our customers peace of mind that they are getting their greens safely and sooner for a better-quality experience. The current(and all future additional) greenhouses deploy advanced automated growing systems that control and regulate all processing, growing,harvesting and production evolutions in the produce cycle.The greenhouse uses innovative climate management technologies to monitor and control the heating,the lighting,the air movement,general atmosphere,and concentration of CO2. Multiple screens in the greenhouse growing enclosures help manage light and temperature.The operations are also economically sustainable, utilizing recycling and using an estimated 90% less water compared to field grown lettuce or operating in a fully pest free environment. As the greens grow,automated gutters move and adjust to allow for increased spacing between plants. This helps the company achieve space efficiency throughout the facility. Labor efficiency is also significantly improved through Pure Green's automatic seeding,harvesting, and packing technology. Food safety is also top of mind at Pure Green.The indoor farm environment is pesticide-free and uses less water, meaning Pure Green's products are fresh,crisp,and offer the buy-side a long shelf life.Unique,high-quality varieties distributed to a select region maximize natural resources and minimize shrink and overall waste. MEMORANDUM OF AGREEMENT (REAL PROPERTY TAX ABATEMENT) This Memorandum of Agreement (Agreement) dated as of January 7, 2025, serves as confirmation of a commitment by Greenleaf Holdco LLC (the "Applicant"), pending a January 13, 2025,public hearing,to comply with the project description,job creation and retention(and associated wage rates and salaries) figures contained in its petition, Statement of Benefits, and attachments and this Agreement. 1. Property Associated with the Abatement and Responsibilities of the Applicant. At the time of this Agreement, the property is located at 3820 West Calvert Street, South Bend, Indiana 46613, and has Key Numbers 71-08-16-400-004.000-026 and 71-08-16-400-008.000-026. Throughout the duration of the abatement, the Applicant shall promptly report any changes in the address or Key Number of the property receiving the abatement to the Department of Community Investment and to the Office of the City Clerk. Moreover, the Applicant also shall report any material changes or improvements made to the property subject to the abatement including changes as the result of subdividing,replatting,or otherwise. The Applicant agrees that failure to promptly report changes can result in a finding of noncompliance on behalf of the Applicant under the commitments of this Agreement. 2. Commitments of City and Applicant. Subject to the adoption of a Declaratory Resolution and a Confirmatory Resolution by the South Bend Common Council(the"SBCC"),the City of South Bend, Indiana, (the "City") commits to provide a nine-year (9) real property tax abatement for the Applicant,based on the Applicant's commitment set forth in its Application. The Applicant commits to the following(the"Commitments"): (a) making total combined real property expenditures of no less than Twelve Million Dollars ($12,000,000.00) for the construction of a new structure covering approximately 65 acres at property identified in Section 1 of this Agreement; (b)retaining twenty-five(25)permanent full-time jobs with a total estimated annual payroll of $1,650,000 and creating at least seventy-five (75) permanent full-time jobs with a total estimated annual payroll of$2,750,000 within the first three years of the tax abatement. During the first year of the abatement, the Applicant's lowest paid permanent full-time employee shall be compensated at an hourly rate of at least Fifteen Dollars ($15.00) per hour ("Minimum Wage Rate"), and, in all subsequent years of the abatement,the Minimum Wage Rate of the Applicant shall increase by at least two percent(2%)over the previous year. (c)acting in good faith to complete the project as described in its Application. 3. Applicant's Compliance with City and State Laws. During the term of the abatement, the Applicant shall comply with Chapter 2, Article 6, of the South Bend Municipal Code, entitled "Tax Abatement Procedures," and all governing provisions of the Indiana Code. During the term of this abatement,the City may annually request information from the Applicant concerning the nature of the Project, the approved capital expenditure of the Project, the number of full-time permanent positions 1 newly created by the Project, and the average wage rates and salaries(excluding benefits&overtime) associated with the positions, and the Applicant shall provide the City with adequate written evidence thereof within fifteen (15) days of such request (the "Annual Survey"). The City shall utilize this information and the information required to be filed by the Applicant in the CF-1 Compliance with the Statement of Benefits form to verify that the Applicant has at all times complied with the Commitments after the Commitment Date and during the duration of the abatement and for no other purpose. The Applicant further agrees to provide the City with such additional information as requested by the City to determine Applicant's compliance with the Commitments and with local and state requirements within twenty(20) days following any such request. Notwithstanding anything herein to the contrary, the Applicant acknowledges that the City may be required to disclose certain documents provided by the Applicant as required by a court order or applicable law. 4. Substantial Compliance and Rights of Termination. The City, by and through the SBCC, reserves the right to terminate the Economic Revitalization Area designation and associated property tax abatement deductions if it reasonably determines that the Applicant has not made reasonable efforts to substantially comply with all the Commitments, as defined in Section 2 of this Agreement,and the Applicant's failure to substantially comply with the Commitments was not due to factors beyond its reasonable control, as described in Section 5 below. 5. Factors Beyond Control. As used in this Agreement, factors beyond the control of the Applicant shall only include factors not reasonably foreseeable at the time of designation application and submission of Statement of Benefits which are not caused by any act or omission of the Applicant, and which materially and adversely affect the ability of the Applicant to substantially comply with this Agreement. Applicant has the burden to communicate to the City any such factors in which it believes is beyond its control and impacting its ability to fulfill the terms of this Agreement or any tax abatement benefit provided to the City. The City reserves the right to investigate the factors cited by Applicant under this Section 5 to the fullest extent possible and may deny Applicant's request upon the completion of the City's investigation. 6. Repayment of Tax Abatement Savings. If at any time during the term of this Agreement the Applicant shall: (a)be delinquent or in default with respect to any tax payment in St. Joseph County, Indiana;or(b)cease operations at the facility for which the tax abatement was granted;or(c)announce the cessation of operations at such facility, then the City may immediately terminate the Economic Revitalization Area designation and associated tax abatement deductions, and upon such termination, require Applicant to repay all of the tax abatement savings received through the date of such termination. 7. Notice/Hearing of Termination. In the event that the City determines that the Economic Revitalization Area designation and associated tax abatement deductions should be terminated or that all or a portion of the tax abatement savings should be repaid, it will give the Applicant notice of such determination, including a written statement calculating the amount due from the Applicant, and will provide the Applicant with an opportunity to meet with the City's designated representatives to show cause why the abatement should not be terminated and/or the tax savings repaid. Such notice shall state the names of the person with whom the Applicant may meet and will provide that the Applicant shall have thirty (30) days from the date of such notice to arrange such meeting and to provide its evidence concerning why the abatement termination and/or tax savings repayment should not occur. 2 If,after giving such notice and receiving such evidence, if any,the City determines that the abatement termination and/or the tax repayment action is proper, the Applicant shall be provided with written notice and a hearing before the SBCC before any final action shall be taken terminating the abatement and/or requiring repayment of tax benefits. The Applicant shall be entitled to appeal that determination to a St. Joseph County Superior or Circuit Court. 8. Repayment. In the event the City requires repayment of the tax abatement savings as provided hereunder, it shall provide Applicant with a written statement calculating the amount due (the "Statement"), and Applicant shall make such repayment to the City within one hundred twenty (120) days of the date of the Statement. If the Applicant does not make timely repayment, the City shall be entitled to all reasonable costs and attorneys' fees incurred in the enforcement of this Agreement and the collection of the tax abatement savings required to be repaid hereunder. 9. Voidance of Previous Agreement.This Agreement supersedes the Memorandum of Agreement dated March 10,2022, as agreed to by the Applicant and the City. 10. Modification/Entire Agreement. This Agreement and the schedules attached hereto as Exhibit A contain the entire understanding between the City and the Applicant with respect to the subject matter hereof, and supersede all prior and contemporaneous agreements and understandings, inducements, and conditions, expressed or implied, oral, or written, except as herein contained. This Agreement may not be modified or amended other than by an agreement in writing signed by the City and the Applicant. The Applicant understands that any and all filings required to be made or actions required to be taken to initiate or maintain the abatement are solely the responsibility of the Applicant. 11. Waivers. Neither the failure nor any delay on the part of the City to exercise any right,remedy, power, or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy,power, or privilege preclude any other or further exercise of the same or of any other right,remedy,power,or privilege with respect to any occurrence or be construed as a waiver of such right,remedy,power,or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver. 12. Notices. All notices, requests, demands, and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been received when delivered by hand or by facsimile (with confirmation by registered or certified mail) or on the third business day following the mailing,by registered or certified mail,postage prepaid,return receipt requested,thereof, addressed as set forth below: If to Applicant: Greenleaf Holdco,LLC 3820 W. Calvert St, South Bend,Indiana 46613 Attn: Joe McGuire If to the City: City of South Bend, Indiana 227 W. Jefferson Boulevard, Suite 1400S South Bend,Indiana 46601 Attn: Executive Director of Community Investment 3 13. Governing Laws of Indiana. This Agreement and all questions relating to its validity, interpretation,performance,and enforcement shall be governed by the laws and decisions of the courts of the State of Indiana. 14. Applicant's Consent to Jurisdiction. The Applicant hereby irrevocably consents to the jurisdiction of the Courts of the State of Indiana and of the St.Joseph County Circuit or Superior Court in connection with any action or proceeding arising out of or relating to this Agreement or any documents or instrument delivered with respect to any of the obligations hereunder, and any action related to this Agreement shall be brought in such County and in such Court. 15. Assignment and Transfer Prohibited. This Agreement shall be binding upon and inure to the benefit of the City and the Applicant and their successors and assigns, except (a) that no party may assign or transfer its rights or obligations under this Agreement without the prior written consent of the other party hereto, in which consent shall not be unreasonably withheld, and (b) Applicant may assign and transfer its rights under this Agreement to the Permitted Assign without prior written consent. "Permitted Assign" means the affiliated single purpose entity created for purposes of designing, constructing, owning, operating, and maintaining the project which is the subject of this Agreement. 16. Valid and Binding Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original as against any party whose signature appears thereon, and all of which shall together constitute one and the same instrument. By executing this Agreement, each person so executing affirms that he has been duly authorized to execute this Agreement on behalf of such party and that this Agreement constitutes a valid and binding obligation of the party. 17. Severability. The provisions of this Agreement and of each section or other subdivision herein are independent of and separable from each other,and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole or in part unless this Agreement is rendered totally unenforceable thereby. 18. No Personal Liability. No official, director, officer, employee, or agent of the City shall be charged personally by the Applicant, its employees, or its agents with any liabilities or expenses of defense or be held personally liable to the Applicant under any term or provision of this Agreement or because of the execution by such party of this Agreement or because of any default by such party hereunder. [Remainder of page intentionally blank.' 4 IN WITNESS WHEREOF.the parties hereto have executed this Agreement as of the day and year first above written. "Applicant" "City" Greenleaf Holdco, LLC City of South Bend,Indiana By: By: Joe McGuire Sharon McBride Chief Executive Officer President, South Bend Common Council Approved as to Legal Adequacy and Form this By: day of _ , 20)5. Troy Warner Chairperson,Community Investment Committee Counsel, South Bend Common Council By: Erik Glavich Department of Community Investment Counsel for Applicant By: James Mueller Mayor 5 EXHIBIT A Abatement Schedule Subject to the adoption by the SBCC of a resolution reconfirming the adoption of Declaratory Resolution No. No. 4939-22, the property owner is qualified for and is granted a real property tax abatement for a period of nine (9)years as shown by the schedule outlined below. Year 1 - 100% Year 2 - 100% Year 3 - 100% Year 4 - 100% Year 5 - 100% Year 6- 90% Year 7- 80% Year 8- 70% Year 9- 60% 6 MEMORANDUM OF AGREEMENT (PERSONAL PROPERTY TAX ABATEMENT) This Memorandum of Agreement (Agreement) dated as January 7, 2025, serves as confirmation of a commitment by Greenleaf Holdco LLC (the "Applicant"), pending a January 13, 2025,public hearing,to comply with the project description,job creation,and retention(and associated wage rates and salaries) figures contained in its petition, Statement of Benefits, and attachments and this Agreement(Commitments). 1. Commitments of City and Applicant. Subject to the adoption of a Declaratory Resolution and a Confirmatory Resolution by the South Bend Common Council(the"SBCC"),the City of South Bend, Indiana, (the "City") commits to provide a five-year (5) personal property tax abatement for the Applicant,based on the Applicant's commitment set forth in its Application. The Applicant commits to the following(the"Commitments"): (a) making a capital expenditure of no less than Sixty-Eight Million Dollars($68,000,000.00) associated with the purchase of new logistical distribution equipment for Greenleaf Holdco located at 3820 W Calvert Street, South Bend, IN 46613, and has Key Numbers 71-08-16-400-004.000-026 and 71-08-16-400-008.000-026. (b)retaining twenty-five(25)permanent full-time jobs with a total estimated annual payroll of $1,650,000 and creating at least seventy-five (75) permanent full-time jobs with a total estimated annual payroll of$2,750,000 within the first three years of the tax abatement. During the first year of the abatement, the Applicant's lowest paid permanent full-time employee shall be compensated at an hourly rate of at least Fifteen Dollars($15.00)per hour("Minimum Wage Rate"),and,in all subsequent years of the abatement,the Minimum Wage Rate of the Applicant shall increase by at least two percent (2%)over the previous year. (c)acting in good faith to complete the project as described in its Application. 2. Applicant's Compliance with City and State Laws. During the term of the abatement, the Applicant shall comply with Chapter 2, Article 6, of the South Bend Municipal Code, entitled "Tax Abatement Procedures," and all governing provisions of the Indiana Code. During the term of this abatement,the City may annually request information from the Applicant concerning the nature of the Project, the approved capital expenditure of the Project, the number of full-time permanent positions newly created by the Project, and the average wage rates and salaries(excluding benefits&overtime) associated with the positions, and the Applicant shall provide the City with adequate written evidence thereof within fifteen (15) days of such request (the "Annual Survey"). The City shall utilize this information and the information required to be filed by the Applicant in the CF-1 Compliance with the Statement of Benefits form to verify that the Applicant has at all times complied with the Commitments after the Commitment Date and during the duration of the abatement and for no other purpose. The Applicant further agrees to provide the City with such additional information as requested by the City to determine Applicant's compliance with the Commitments and with local and state requirements within twenty(20)days following any such request.Notwithstanding anything herein to the contrary, the Applicant acknowledges that the City may be required to disclose certain documents provided by the Applicant as required by a court order or applicable law. 1 3. Substantial Compliance and Rights of Termination. The City, by and through the SBCC, reserves the right to terminate the Economic Revitalization Area designation and associated property tax abatement deductions if it reasonably determines that the Applicant has not made reasonable efforts to substantially comply with all the Commitments, as defined in Section 1 of this Agreement,and the Applicant's failure to substantially comply with the Commitments was not due to factors beyond its reasonable control,as described in Section 4 below. 4. Factors Beyond Control. As used in this Agreement, factors beyond the control of the Applicant shall only include factors not reasonably foreseeable at the time of designation application and submission of Statement of Benefits which are not caused by any act or omission of the Applicant, and which materially and adversely affect the ability of the Applicant to substantially comply with this Agreement.Applicant has the burden to communicate to the City any such factors in which it believes is beyond its control and impacting its ability to fulfill the terms of this Agreement or any tax abatement benefit provided to the City. The City reserves the right to investigate the factors cited by Applicant under this Section 4 to the fullest extent possible and may deny Applicant's request upon the completion of the City's investigation. 5. Repayment of Tax Abatement Savings. If at any time during the term of this Agreement the Applicant shall: (a) be delinquent or in default with respect to any tax payment in St. Joseph County, Indiana;or(b)cease operations at the facility for which the tax abatement was granted;or(c)announce the cessation of operations at such facility, then the City may immediately terminate the Economic Revitalization Area designation and associated tax abatement deductions, and upon such termination, require Applicant to repay all of the tax abatement savings received through the date of such termination. 6. Notice/Hearing of Termination. In the event that the City determines that the Economic Revitalization Area designation and associated tax abatement deductions should be terminated or that all or a portion of the tax abatement savings should be repaid, it will give the Applicant notice of such determination, including a written statement calculating the amount due from the Applicant, and will provide the Applicant with an opportunity to meet with the City's designated representatives to show cause why the abatement should not be terminated and/or the tax savings repaid. Such notice shall state the names of the person with whom the Applicant may meet and will provide that the Applicant shall have thirty (30) days from the date of such notice to arrange such meeting and to provide its evidence concerning why the abatement termination and/or tax savings repayment should not occur. If,after giving such notice and receiving such evidence, if any,the City determines that the abatement termination and/or the tax repayment action is proper, the Applicant shall be provided with written notice and a hearing before the SBCC before any final action shall be taken terminating the abatement and/or requiring repayment of tax benefits. The Applicant shall be entitled to appeal that determination to a St. Joseph County Superior or Circuit Court. 7. Repayment. In the event the City requires repayment of the tax abatement savings as provided hereunder, it shall provide Applicant with a written statement calculating the amount due (the "Statement"),and Applicant shall make such repayment to the City within one hundred twenty(120) days of the date of the Statement. If the Applicant does not make timely repayment, the City shall be entitled to all reasonable costs and attorneys' fees incurred in the enforcement of this Agreement and the collection of the tax abatement savings required to be repaid hereunder. 2 8. Voidance of Previous Agreement. This Agreement supersedes the Memorandum of Agreement dated March 10,2022,as agreed to by the Applicant and the City. 9. Modification/Entire Agreement. This Agreement and the schedules attached hereto as Exhibit A contain the entire understanding between the City and the Applicant with respect to the subject matter hereof, and supersede all prior and contemporaneous agreements and understandings, inducements, and conditions, expressed or implied, oral,or written, except as herein contained. This Agreement may not be modified or amended other than by an agreement in writing signed by the City and the Applicant. The Applicant understands that any and all filings required to be made or actions required to be taken to initiate or maintain the abatement are solely the responsibility of the Applicant. 10. Waivers. Neither the failure nor any delay on the part of the City to exercise any right,remedy, power, or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power,or privilege preclude any other or further exercise of the same or of any other right,remedy,power,or privilege with respect to any occurrence or be construed as a waiver of such right, remedy,power,or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver. 11. Governing Laws of Indiana. This Agreement and all questions relating to its validity, interpretation,performance,and enforcement shall be governed by the laws and decisions of the courts of the State of Indiana. 12. Applicant's Consent to Jurisdiction. The Applicant hereby irrevocably consents to the jurisdiction of the Courts of the State of Indiana and of the St.Joseph County Circuit or Superior Court in connection with any action or proceeding arising out of or relating to this Agreement or any documents or instrument delivered with respect to any of the obligations hereunder, and any action related to this Agreement shall be brought in such County and in such Court. 13. Notices.All notices,requests,demands,and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been received when delivered by hand or by facsimile(with confirmation by registered or certified mail)or on the third business day following the mailing,by registered or certified mail,postage prepaid,return receipt requested,thereof,addressed as set forth below: If to Applicant: Greenleaf Holdco,LLC 3820 W Calvert St, South Bend, IN 46613 Atm; Joe McGuire,CEO If to the City: City of South Bend, Indiana 227 W.Jefferson Boulevard, Suite 1400S South Bend, Indiana 46601 Attn: Executive Director of Community Investment 14. Assignment and Transfer Prohibited. This Agreement shall be binding upon and inure to the benefit of the City and the Applicant and their successors and assigns, except that no party may assign or transfer its rights or obligations under this Agreement without the prior written consent of the other party hereto, in which consent shall not be unreasonably withheld. 15. Valid and Binding Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original as against any party whose signature appears thereon, and all of which shall together constitute one and the same instrument. By executing this Agreement, each person so executing affirms that he has been duly authorized to execute this Agreement on behalf of such party and that this Agreement constitutes a valid and binding obligation of the party. 16. Severability. The provisions of this Agreement and of each section or other subdivision herein are independent of and separable from each other,and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole or in part unless this Agreement is rendered totally unenforceable thereby. 17. No Personal Liability. No official, director, officer, employee, or agent of the City shall be charged personally by the Applicant, its employees, or its agents with any liabilities or expenses of defense or be held personally liable to the Applicant under any term or provision of this Agreement or because of the execution by such party of this Agreement or because of any default by such party hereunder. [Remainder of page intentionally blank.] 4 IN WITNESS WHEREOF,the parties hereto have executed this Agreement as o f the day and year first above written. "Applicant" "City" Greenleaf Holdco LLC City of South Bend,Indiana By: By: - Joe McGuire Sharon McBride Chief Executive Officer President, South Bend Common Council By: Approved as to Legal Adequacy and Form this Troy Warner day of _, 2025. Chairperson,Community Investment Committee Counsel, South Bend Common Council By: Erik Glavich Department of Community Investment Counsel for Applicant By: James Mueller Mayor 5 EXHIBIT A Abatement Schedule Subject to the adoption by the SBCC of a resolution reconfirming the adoption of Declaratory Resolution No.No. 4944-22, the property owner is qualified for and is granted a personal property tax abatement for a period of five (5)years as shown by the schedule outlined below. Year 1 - 100% Year 2 - 100% Year 3 - 100% Year 4- 100% Year 5 - 100% 6 RESOLUTION No. 4939-22 Passed by the Common Council of the City of South Bend,Indiana January 24, 20 22 ----aAttest: City Clerk Dawn M.Jones f Attest' President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana Januaryc2S 20 22 Zli,e;3-‹) City Clerk Dawn M.Jones Approved and signed by me Jaimael Z't 20 24 l Mayor BILL NO.22-04 RESOLUTION NO.4939-22 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF SOUTH BEND DESIGNATING CERTAIN AREAS WITHIN THE CITY OF SOUTH BEND,INDIANA, COMMONLY KNOWN AS 3820 W CALVERT STREET,SOUTH BEND IN 46613 AN ECONOMIC REVITALIZATION AREA FOR PURPOSES OF A NINE(9)YEAR REAL PROPERTY TAX ABATEMENT FOR GREENLEAF HOLDCO WHEREAS,a petition for real property tax abatement has been filed with the City Clerk for consideration by the Common Council of the City of South Bend,Indiana requesting that the area located at 3820 W Calvert Street,South Bend IN 46613,which is more particularly described as: Parcel ID: 018-8112-4237 Parcel Number: 71-08-16-400-004.000-026 Leal Description: SW SE S OF CALVERT ST 40 AC 16 37 2E Parcel ID: 018-1007-0223 Parcel Number: 71-08-16-400-008.000-026 Legal Description:SE SW1/4 N1271', W589', SW1349', E1175'Sec 16-37-2e 20/21 Split 32329 6/28/2019 to 022301 19/20 ANNEX#10625-18 10/26/18 from 017- 1007-0223 and which has Key Numbers 018-8112-4237 and 018-1007-0223 be designated as an Economic Revitalization Area under the provisions of Indiana Code§ 6-1.1-12.1 et seq., and South Bend Municipal Code Sections 2-76 et seq.,and; WHEREAS,petitioner has agreed to and has accepted responsibility to report any changes in the final legal description and to report the final,appropriate Key Number to the Department of Community Investment and to the Office of the City Clerk;and WHEREAS,the Department of Community Investment has concluded an investigation and prepared a report with information sufficient for the Common Council to determine that the area qualifies as an Economic Revitalization Area under Indiana Code§6-1.1-12.1,et seq.,and South Bend Municipal Code Sections 2-76,et seq.,and has further prepared maps and plats showing the boundaries and such other information regarding the area in question as required by law;and WHEREAS,the Community Investment Committee of the Common Council has reviewed said report and recommended to the Common Council that the area qualifies as an Economic Revitalization Area. NOW,THEREFORE, BE IT RESOLVED by the Common Council of the City of South Bend,Indiana,as follows: SECTION I. The Common Council hereby determines and finds that the Petition for Real Property Tax Abatement and the Statement of Benefits form completed by the Petitioner meet the requirements of Indiana Code§6-1.1-12.1 et seq.,for tax abatement. SECTION II. The Common Council hereby determines and finds the following: A. That the description of the proposed redevelopment or rehabilitation meets the applicable standards for such development; B. That the estimate of the value of the redevelopment or rehabilitation is reasonable for projects of this nature; C. That the estimate of the number of individuals who will be employed or whose employment will be retained by the Petitioner can reasonably be expected to result from the proposed described redevelopment or rehabilitation; D. That the estimate of the annual salaries of those individuals who will be employed or whose employment will be retained by the Petitioner can be reasonably expected to result from the proposed redevelopment or rehabilitation; E. That the other benefits about which information was requested are benefits that can be reasonably expected to result from the proposed described redevelopment or rehabilitation;and F. That the totality of benefits is sufficient to justify the requested deduction,all of which satisfy the requirements of Indiana Code§6-1.1-12.1-3. SECTION III. The Common Council hereby determines and finds that the proposed described redevelopment or rehabilitation can be reasonably expected to yield benefits identified in the Statement of Benefits, Sections 1 through 3 of the Petition for Real Property Tax Abatement Consideration and the Memorandum of Agreement between the Petitioner and the City of South Bend, and that the Statement of Benefits form completed by the petitioner, said form being prescribed by the State Board of Accounts,are sufficient to justify the deduction granted under Indiana Code§6-1.1-12.1-3. SECTION IV. The Common Council hereby accepts the report and recommendation of the Community Investment Committee that the area herein described be designated as an Economic Revitalization Area and hereby adopts a Resolution designating this area as an Economic Revitalization Area for purposes of real property tax abatement. SECTION V. The designation as an Economic Revitalization Area shall be limited to three(3) calendar years from the date of the adoption of this Resolution by the Common Council. SECTION VI. The Common Council hereby determines that the property owner is qualified for and is granted property tax deduction for a period of nine (9) years as shown by the schedule outlined below as well as the attachment pursuant to Indiana Code 6-1.1-12.1-17. Year 1 - 100% Year2- 100% Year 3- 100% Year 4- 100% Year 5- 100% Year 6-90% Year 7-80% Year 8-70% Year 9-60% SECTION VII. The Common Council directs the City Clerk to cause notice of the adoption of this Declaratory Resolution for Real Property Tax Abatement to be published pursuant to Indiana Code§ 5-3-1 and Indiana Code§6-1.1-12.1-2.5, said publication providing notice of the public hearing before the Common Council on the proposed confirming of said declaration. SECTION VIII. This Resolution shall be in full force and effect from and after its adoption by the Common Council and approval by the Mayor. S/ka,e, C1-31(1- Sharon L.McBride,President South Bend Common Council RESOLUTION No. 4941-22 Passed by the Common Council of the City of South Bend,Indiana February 14, 20 22. Attest: xaa../0 J City Clerk Dawn M.Jones // �''� a"1 .rit c344 r Attest' President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana February 14, 20 22 /(4,/--( 9X /f4 City Clerk Dawn M.Jones Approved and signed by me I tlr„r/ 20 ?i? k/ Mayor BILL NO.22-05 RESOLUTION NO.4941-22 A RESOLUTION CONFIRMING THE ADOPTION OF A DECLARATORY RESOLUTION DESIGNATING CERTAIN AREAS WITHIN THE CITY OF SOUTH BEND,INDIANA,COMMONLY KNOWN AS 3820 W CALVERT STREET,SOUTH BEND IN 46613 AS AN ECONOMIC REVITALIZATION AREA FOR PURPOSES OF A NINE(9)YEAR REAL PROPERTY TAX ABATEMENT FOR GREENLEAF HOLDCO WHEREAS, the Common Council of the City of South Bend, Indiana, has adopted a Declaratory Resolution designating certain areas within the City as Economic Revitalization Areas for the purpose of tax abatement consideration;and WHEREAS, a Declaratory Resolution designated the area commonly known as 3820 W Calvert Street,South Bend IN 46613,and which is more particularly described as follows: Parcel ID: 018-8112-4237 Parcel Number: 71-08-16-400-004.000-026 Leal Description: SW SE S OF CALVERT ST 40 AC 16 37 2E Parcel ID: 018-1007-0223 Parcel Number: 71-08-16-400-008.000-026 Legal Description:SE SWI/4 N1271', W589', SW1349', E1175'Sec 16-37-2e 20/21 Split 32329 6/28/2019 to 022301 19/20 ANNEX#10625-18 10/26/18 from 017- 1007-0223 and which has Key Numbers 018-8112-4237 and 018-1007-0223 be designated as an Economic Revitalization Area;and WHEREAS, notice of the adoption of a Declaratory Resolution and the public hearing before the Council has been published pursuant to Indiana Code 6-1.1-12.1-2.5;and WHEREAS, the Council held a public hearing for the purposes of hearing all remonstrances and objections from interested persons;and WHEREAS, the Council has determined that the qualifications for an economic revitalization area have been met. NOW,THEREFORE,BE IT RESOLVED by the Common Council of the City of South Bend,Indiana,as follows: SECTION I. The Common Council hereby confirms its Declaratory Resolution designating the area described herein as an Economic Revitalization Area for the purposes of tax abatement. Such designation is for Real property tax abatement only and is limited to three(3)calendar years from the date of adoption of the Declaratory Resolution by the Common Council. SECTION II. The Common Council hereby determines that the property owner is qualified for and is granted Real property tax deduction for up to a period of nine(9)years as shown by the schedule outlined below as well as the attachment pursuant to Indiana Code 6-1.1-12.1-17 and further determines that the petition, the Memorandum of Agreement between the Petitioner and the City of South Bend, and the Statement of Benefits comply with Chapter 2, Article 6,of the Municipal Code of the City of South Bend and Indiana Code 6-1.1-12 et seq. Year 1 - 100% Year 2-100% Year 3-100% Year 4- 100% Year 5-100% Year 6-90% Year 7-80% Year 8—70% Year 9—60% SECTION III. This Resolution shall be in full force and effect from and after its adoption by the Common Council and approved by the Mayor. Sharon L.McBride,President South Bend Common Council RESOLUTION No. 4944-22 Passed by the Common Council of the City of South Bend,Indiana January 24. 20 92 Attest: City Clerk Dawn M.Jones Attest President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana Januaryc2, 20 22 . Le_e: of ...64...) City Clerk Dawn M.Jones Approved and signed by me "4,"'`,' t 6/ 20 Zt". V Mayor BILL NO.22-08 RESOLUTION NO.4944-22 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF SOUTH BEND DESIGNATING CERTAIN AREAS WITHIN THE CITY OF SOUTH BEND,INDIANA,COMMONLY KNOWN AS 3820 W CALVERT,SOUTH BEND IN 46613 AN ECONOMIC REVITALIZATION AREA FOR PURPOSES OF A(5)FIVE-YEAR PERSONAL PROPERTY TAX ABATEMENT FOR GREENLEAF HOLDCO WHEREAS,a petition for personal property tax abatement consideration has been filed with the City Clerk for consideration by the Common Council of the City of South Bend, Indiana, requesting that the area commonly known as 3820 W Calvert Street,South Bend IN 46613,and which is more particularly described as follows: Business Personal Property and which has Key Numbers to be assigned,be designated as an Economic Revitalization Area under the provisions of Indiana Code 6-1.1-12.1 et sm.,and South Bend Municipal Code Sections 2- 76 et sew.,and; WHEREAS,the Department of Community Investment has concluded an investigation and prepared a report with information sufficient for the Common Council to determine that the area qualifies as an Economic Revitalization Area under Indiana Code 6-1.1-12.1,et sec.,and South Bend Municipal Code Sections 2-76,et sew.,and has further prepared maps and plats showing the boundaries and such other information regarding the area in question as required by law;and WHEREAS,the Community Investment Committee of the Common Council has reviewed said report and recommended to the Common Council that the area qualifies as an Economic Revitalization Area. NOW,THEREFORE, BE IT RESOLVED by the Common Council of the City of South Bend,Indiana,as follows: SECTION I. The Common Council hereby determines and finds pursuant to Indiana Code 6-1.1- 12.1-4.5 et sm.,that: a. The estimate of the cost of the new logistical distribution equipment including but not limited to conveyors,scanning and moving equipment,packaging equipment, sorting and picking equipment is reasonable for equipment of that type; b. That the estimate of the number of individuals that will be employed or whose employment will be retained by the Petitioner can reasonably be expected to result from the proposed installation of new logistical distribution equipment; c. That the estimate of the annual salaries of those individuals that will be employed or whose employment will be retained by the Petitioner can be reasonably expected to result from the proposed installation of new logistical distribution equipment; d. Any other benefits about which information was requested are benefits that can be reasonably expected to result from the proposed new logistical distribution equipment;and e. The totality of benefits is sufficient to justify the deduction requested. SECTION II. The Common Council hereby determines and finds that the proposed new logistical distribution equipment can be reasonably expected to yield the benefits identified in the Statement of Benefits as set forth in Sections 1 through 3 of the Petition for Personal Property Tax Abatement Consideration and that Statement of Benefits form completed by the petitioner,said form being prescribed by the State Board of Accounts,are sufficient to justify the deduction granted under Indiana Code 6-1.1-12.1-4.5. SECTION III. The Common Council hereby accepts the report and recommendation of the Department of Community Investment, and the Community Investment Committee's favorable recommendation,that the area herein described be designated as an Economic Revitalization Area for purposes of personal property tax abatement and hereby makes such a designation. SECTION IV. The Common Council determines that such designation is for personal property tax abatement only and shall be limited to three(3)calendar years from the date of the adoption of this Resolution by the Common Council. SECTION V. The Common Council hereby determines that the property owner is qualified for and is granted property tax deduction for a period of(5)five years as shown below pursuant to Indiana Code 6-1.1-12.1-17. Year 1-100% Year 2- 100% Year 3- 100% Year 4-100% Year 5- 100% SECTION VI. The Common Council directs the City Clerk to cause notice of the adoption of this Declaratory Resolution for Personal Property Tax Abatement to be published pursuant to Indiana Code 5-3-1,said publication providing notice of the public hearing before the Common Council on the proposed confirming of said declaration. SECTION VII. This Resolution shall be in full force and effect from and after its adoption by the Common Council and approval by the Mayor. Sharon L.McBride,President South Bend Common Council 2 RESOLUTION No. 4945-22 Passed by the Common Council of the City of South Bend.Indiana Fehrtterry 14 20_2a. Attest: //,,/-(/A/C) / - City Clerk Dawn M.Jones Attest President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana February 14, 20 22 City Clerk Dawn M.Jones Approved and signed by me ftlf•411 Z I 20 22. Mayor BILL NO.22-09 RESOLUTION NO.4945-22 A RESOLUTION CONFIRMING THE ADOPTION OF A DECLARATORY RESOLUTION DESIGNATING CERTAIN AREAS WITHIN THE CITY OF SOUTH BEND,INDIANA,COMMONLY KNOWN AS 3820 W CALVERT STREET,SOUTH BEND IN AS AN ECONOMIC REVITALIZATION AREA FOR PURPOSES OF A FIVE(5)YEAR PERSONAL PROPERTY TAX ABATEMENT FOR GREENLEAF HOLDCO WHEREAS, the Common Council of the City of South Bend, Indiana, has adopted a Declaratory Resolution designating certain areas within the City as Economic Revitalization Areas for the purpose of tax abatement consideration;and WHEREAS, a Declaratory Resolution designated the area commonly known as 3820 W Calvert Street,South Bend IN 46613 and which is more particularly described as follows: Business Personal Property and which has Key Numbers to be assigned,be designated as an Economic Revitalization Area;and WHEREAS, notice of the adoption of a Declaratory Resolution and the public hearing before the Council has been published pursuant to Indiana Code 6-1.1-12.1-2.5; and WHEREAS, the Council held a public hearing for the purposes of hearing all remonstrances and objections from interested persons;and WHEREAS, the Council has determined that the qualifications for an economic revitalization area have been met. NOW,THEREFORE,BE IT RESOLVED by the Common Council of the City of South Bend,Indiana,as follows: SECTION I. The Common Council hereby confirms its Declaratory Resolution designating the area described herein as an Economic Revitalization Area for the purposes of tax abatement. Such designation is for personal property tax abatement only and is limited to three(3) calendar years from the date of adoption of the Declaratory Resolution by the Common Council. SECTION II. The Common Council hereby determines that the property owner is qualified for and is granted personal property tax deduction for a period of five(5)years as shown below pursuant to Indiana Code 6-1.1-12.1-17 and further determines that the petition, the Memorandum of Agrevuient between the Petitioner and the City of South Bend,and the Statement of Benefits comply with Chapter 2,Article 6,of the Municipal Code of the City of South Bend and Indiana Code 6-1.1-12 et seq. Year 1-100% Year 2- 100% Year 3- 100% Year 4-100% Year 5- 100% SECTION III. This Resolution shall be in full force and effect from and after its adoption by the Common Council and approved by the Mayor. SAwthk. r4 Sharon L.McBride,President South Bend Common Council ,o44UTH 84�.,. V � y PEACE 1865 CITY OF SOUTH BEND COMMUNITY INVESTMENT Santiago Garces, Executive Director January 19, 2022 Council Member Rachel Tomas Morgan,Chairperson Community Investment Committee South Bend Common Council 4th Floor, County City Building South Bend, IN 46601 RE: Real& Personal Property Tax Abatement Petition for: Greenleaf HoldCo Dear Council Member Tomas Morgan: Please find the attached information pertaining to a real and personal property tax abatement petition submitted by Greenleaf HoldCo to build a new production facility at 3820 W Calvert Street, South Bend, IN 46613 and purchase new logistical distribution equipment.This petition package includes: i- Department of Community Investment's summary report • Petition • Statement of Benefits forms (Real and Personal properties) • Supporting information The report contains the Department's findings relative to the above petition. The petitioner proposes to invest approximately$12,000,000 in new construction and purchase new logistical distribution equipment with estimated cost of$68,000,000. A total project cost is approximately $80,000,000. A representative from Greenleaf HoldCo will be available to meet with the Committee on Monday,January 24, 2022. Should you or any of the other Council members have any questions concerning the report, or need additional information, please feel free to call me at 574-235-5838. Sincerely, Angelina Billo Director of Business Development EXCELLENCE ACCOUNTABILITY I INNOVATION INCLUSION , EMPOWERMENT 1400S County-City Building 1227 W.Jefferson Blvd. South Bend,Indiana 46601 p 574.235.9371 www.southbendin.gov TAX ABATEMENT REPOR T TO: South Bend Common Council FROM: Angelina Billo, Director of Business Development SUBJECT: REAL & PERSONAL PROPERTY TAX ABATEMENT PETITION FOR: Greenleaf HoldCo DATE: January 19, 2022 On Tuesday, January 4, 2022, a petition from Greenleaf HoldCo was received and subsequently filed with the City Clerk for real and personal property tax abatements consideration for property located at 3820 W Calvert Street, South Bend, IN 46613. Pursuant to Chapter 2,Article 6, Section 2-84.2 of the Municipal Code of the City of South Bend, this petition was referred to the Department of Community Investment for purposes of investigation and preparation of a report determining whether the area qualifies as an Economic Revitalization Area pursuant to I.C.6-1.1-12.1 and whether all zoning requirements have been met. The Department of Community Investment has reviewed the petition (a copy of which is attached), investigated the area, and makes the following report. PROJECT SUMMARY ➢ Pure Green Farms("Pure Green")was founded by Ceres Partners, South Bend and has since garnered investments from Taylor Farms Inc. and Paul J. Mastronardi (a principal owner of Red Sun Farms). ➢ Greenleaf Holdco, LLC owns 64.12 acres, but has the ability to expand into the entire nearly 300-acre site via its relationship and mutual ownership with Ceres Partners.Pure Green currently sells to Martins,Kroger,Spartan Nash,Tony's Fresh Markets, Walt's Markets, Stanz's Food Service,Performance Food Service and to LaRosa's to name a few. > The existing facility in South Bend consist of 3.5 acres of greenhouse, a main building used for planting, harvesting and cold storage, and another building that houses the boilers and irrigation. > The current facility has the capability to produce 2 million pounds of lettuce per year and is well on its way to having its production being fully subscribed. Unique to Pure Green is the fact that their planting,grow and harvesting operation is 100% automated and fully staffed with local personnel. > Greenleaf HoldCo proposes to invest approximately $12m in new production facilities and $68m in new logistical distribution equipment including but not limited to conveyors, scanning and moving equipment, packaging equipment, sorting and picking equipment. > The additional phases of greenhouse builds are planned to be approximately 4.2 acres each, plus additional ancillary buildings. The total lettuce production for all four phases will be approximately 8 million lbs. annually. EMPLOYMENT IMPACT Per this petition, it is estimated that the company will: ➢ Retain twenty-five (25) permanent full-time jobs representing a total annual payroll of$1,650,000 and create,at least,seventy-five(75)new full-time jobs with an estimated total annual payroll of$2,750,000. ABATEMENT QUALIFICATION 1. A review of the tax abatements previously granted, finds that the petitioner has not been granted any tax abatements. 2. The Area Plan Commission has reviewed the petition and finds the property to be properly zoned for the proposed project. 3. A review of the South Bend Redevelopment designation areas finds that the property is located in the River West Development Area. 4. A review of the Tax Abatement Ordinance No. 9394-03 finds that the petitioner meets the qualifications for the nine (9) year real property and five (5) year personal property tax abatements under section 2-82.1, Industrial development in Urban Enterprise Zone and Redevelopment Blighted Areas, and section 2-84.2, Tangible Personal Property Tax Abatement. City of South Bend Petition for Incentives • Petition must include a$250 filing fee payable to the City Clerk's Office or online via the City's website at httIwa., p//southbendin.gov/government/content/cox-abatement before processing can be complete General Information Project Name Project Number Legal name as registered with Secretary of Greenleaf Holdco State Business structure Corporation Company webslte http://www.enjoypuregreen.com/ ]� Proposed Project Information Proposed project address 3820 W. Calvert St. Parent company name N/A City,State.np South Bend, IN 46613 Legal owner Greenleaf Holdco Site acreage or acreage required 65 Is the real estate owned or Owned leased Square feet of facility If leased by whom Primary Contact Information Primary company contact name 1 Title ;Joe McGuire CEO ;Address of company contact i 3820 W. Calvert St. Phone 863-370-3154 aty,State,Zip South Bend, IN 46613 Email jmguire@gopgf.com 1Senlor Official Information Company senior official name Joe McGuire Title Address of company contact(If different from Phone abouel • City,State,Zip Email Consultant Information/Agent Hired business consultant/agent name Apra Gremrhuusa Group I_LCi Greg Elam Consultant release(Y/N) Y Address y 2012 Hebron Trace Drive Local economic development partners tl approval lY/N 1 City,State,Zip Nolensville, TN 37135 Email �gregigagragreenhousegroup corn Project Overview Brief description of your Our purpose is to grow fresh produce responsibly through innovative company,project,and why the property is necessary for farming. Pure Green Farms currently operates a four acre, state of the economic growth art hydroponic greenhouse farming facility that produces four kinds of fresh lettuce for retail and wholesale consumption, 365 days a year. The current facility rests on 65 acres of owned farmland in Southwest South Bend, IN. The existing greenhouse has the target capacity to produce about two million pounds of lettuce a year and seeks to expand operations, exploring options for building additional greenhouses to grow and sell additional lettuce and/or produce. riled in Clerk s Office Certified Technology Park appropriate No II is the project In a Tax Incremental Financing Yes 4I s1 jilt 1 area?If so,which? Certify that the Building Permit has not been Number of residential units created by Issued it/Ni Yes oralect C)A1Iti I If this Is a petition for personal property tan abatement,has CITY r M' C�NES No CLERK,SOUTti B! NU, IN the equipment been Installed -- Investment Details Public Infrastructure needs(Off- Has any SO4 funding been What Is the value of any equipment being purchased In What Is the value of any equipment being site of project In dollars) received? Indiana for the project? purchased from out of state for the project? 500,000 INew Project Investments Calendar Year 2021 2022 2023 I024 2025 2026 2027 2028 land Acquisition Building Lease Payments Building Purchase Costs New Building Construction 3 4 007 000.00 S 4,000.000 00$4,000,00J.00 Existing Building improvements New Machinery B Equipment _.moawoo s1,,000,;,;. s,r cap da,w Special Tooling/Retooling r 100000 00 New Furniture/Fixtures S 30,00C.00 New Computer/FT Hardware S 20,JOL OC New Software S 20.000 00 On-site Rail Infrastructure On-site Fiber Infrastructure TOTAL $0.00 1,. ,:xdn,.u.✓, ,- x,.wY.M $0.00 $0.00 $0.00 $0.00 Full-Time Permanent Indiana-Resident Positions by Calendar Year Calendar Year lobs retained Total hourly Cumulative It of net NEW full time Hourly average wage,w/o Total training I Total B to be wage w/o permanent lobs created at project benefits or bonuses,of expenditure- trained-not fringe or cumulative net new jobs not cumulative bonuses cumulative 2021 2022 45 24.34 32000 35 2023 75 24.34 45000 50 2024 105 24.34 45000 50 2025 2026 2027 2028 2029 2030 2031 2032 Provide hourly wage Information for new employees In the following positions. Full time Part time Laborers 15 15 Technical 20 20 Managerial 17 17 Administrative 20 20 Who will be the individual responsible for coordinating with WorkOne on recruiting? Jay Paciorek Does your company have an EEO hiring policy? y Are you ar FFO employer? v Please list the number of full time and part time minority and/or female employees for each of Please describe your commitment to the last three years: diversity and inclusion by detailing your Year outreach and recruitment efforts for the last 2020 2,010 2013 three years as well as current policies. Full Time Part Time Full Time Part Time Full Time Part Time Black opponunige.a rem..en do bads a ea cab.nlbtn,ode,ty, uW.pn,pe,rec mb memM1 me lndudoe Yemarry!..P. Hispanic evoa..1>wrWem.ponds,mdlW.,..,.,poledmd Were.md. aop.due M d.)who,v.amr,iercprer.deebr,ope.1/d d. Asian mom ear Maw LU:m,n.lo mee and mammy,.work Indian e.,mwne,.mpwy.e,a toot.ear ey,.rr,eemr,end impact mmuah o poked.and practices.We emkpn,eena rt. Female 1 company e moor wa and no rrn.ortmmeanm. Ream rote h.rCondom enr,.,d d enw.o a Ice nMpr2020 Other II Complete below for Real or Personal Property Tax Abatement only. Please sign for all requested incentives. Public Benefit Item: Information is required on both the construction companies and the companies which will provide materials purchased for this project. Please complete the table below with the appropriate information. If Qualify EasnPrt Points Available Paints (yes or No) you qualify for the points,please enter the full amount of available points. 1 (Qn truction Related(Contractor j:- A. ,moloy Local Companies(75%1 Y 20 20 B. surchase Materials from Local Companies(75%1 Y 20 20 C. Require Employees vs.Independent Contractors Y 20 19 D. Require Prevailing Wage(Davis Bacon) N 22 E. Require Health Benefits N 22 F. Require Pension Benefits N 1B G. Maintain Affirmative Action Plar. Y 20 20 1 !Sub-total Construction Related: 80 141 2 Wage&Benefit Related 1Qwoer),:- A. Ray Target Wage levels Y 33 33 B >rovide Health Benefits Y 34 34 C. °rovide Pension Benefits(MOI K wi match) 1' 11 29 D. trovide Training Y 28 28 E. trovide Child Care N 15 F. 5rovide Transportation Assistance N 14 G. irovide Empioye Assisted Housing program N 9 Sub-total Wage&Benefit Related: 124 162 3 tr>♦addacce Related; A. :reate New Jobs Y 42 42 B. Retain Existing Jobs Y 41 41 C. Maintain Affirmative Action Plan Y 35 i5 D. srovide Targeted Hiring Preference i - Sub-total Workforce Related: 118 152 4 SLQpQJt a MunkjQaLfaci i :. Support a SB Municipa Facility(donations to the A. y too,conservatory,museum,etc.) 34 Name of Facility Sa.ath lend l'.uura,Parks&,Arts lsub-total Municipal Facility: 84 84 Sub-total from Above: 406 539 The undersigned owner(s)of real prope located within the City of South Bend,herby petition the Common Council of the City of South Bend for a real and/,sir pert al operty tax abatement consideration and pursuant to I.C.,6-1.1-12.1-1,et seq.,and Sou B 4 Mu pal Code.See=2:46et seg.,for this petition state the above. • I Submitted By: coo,r bate: December 24,2021 1 For Staff Use Only Below This Line What is the current assessed value? Real Property: $65,60(0 Personal Property: What Is the projected assessed value? Real Property: (Personal Property: What Is the tax key number for this project? 018-8112-4237 and 018-1007-0223 What Is the sIx digit NAICS code? 111419 !Please attach a Google map and street view of the location. Please Ilst the amount of real and personal property taxes Real Property Taxes: Personal Property Taxes: paid for the last five years when applicable. Pay 2021 Year One $1,651 Pay 2020 Year Two $2,950 Year Three Year Four Year Five Please fill out the following Public Benefit Summary Information and add to total from above. lY or NI Points Points Public Benefit Item: Project Related: 5 A. Redevelop a Site that has Special Neecs B. Develop Based on Local University Research 35 C. Achieve a Physical Element of a Plan 35 Sub-total Project Related: 120 6 Super Size Ptotesit jpoinjvales are cum latiiv A. 100%to 199% y 25 25 B. 200%to 299% y 68 63 C. 300%to 399% y 65 65 D 400%and Over y 52 52 l5ub-total Super Size Projects: 210 210 7 Peyfor Municipal Infrastructure: A. Pay for Oversizing or Upgrading 14 B Pay for 26-50%of Extension Cost 26 C. Pay for 51-75%of Extension Cost 39 D. Pay for 76-100%of Extension Cost 52 Sub-total Infrastructure Related: 131 Total from Applicant Section: 406 539 Total from Staff Section: L1U 461 Total Public Benefit Points: 616 1000 Filed in Clerk's Office J.Ai. 0 4 202Z DAWN M.JONES 1tot -va• STATEMENT OF BENEFITS CITY CLERK,SOUTH 6END,IN 2oPaY2o_ t_` REAL ESTATE IMPROVEMENTS or. f •N.A. State Donn 51767(RBI 117 14) FORM SB-1 I Real Property Prescribed by the Department of Local Government Finance PRIVACY NOTICE Th.s statement is being completed for real properly that quinines under(he following Indiana Code(check one box)' any information concerning the cosi LJ Redevelopment or rehabilitation of real estate improvements(IC 61,1-12.1.4 ! of me property and sp oyee salaries the p P ) paw to individual employees by the Residentially distressed area(IC 6-1.1-12.1-4.1) property owner is confidential per INSTRUCTIONS: IC 6-1.1•12.1.5.1. 7. This statement must be submitted to the body designating the Economic Revitalization Area prior to the public hearing if the designating body requires information front the applicant in making Ifs decision about whether to designate en Economic Revitalization Area Otherwise,this statement must be submitted to the designating body BEFORE the redevelopment or rehabildanon of real property for which the person wishes fo claim a deduction. 2. The statement of benefits form must be submitted to the designating body and the area designated en economic revitalization area before the initiation of the redevelopment or rehabilitation for which the person desires to claim a deduction 3. To obtain a deduction,a Form 322/RE must be filed with the County Auditor before May 10 In the year in which the addition to assessed valuation is made or not later than thirty(30)days after the assessment notice is mailed to the property owner if it was mailed after April 10. A properly owner who failed to We a deduction application within the prescribed deadline may file an application between March 7 and May 10 of a subsequent year. 4. A property owner who flies for the deduction must provide the County Auditor and designating body tvith a Form CF-1/Real Property. The Form CF-I/Real Property should be attached to the Form 322/RE when the deduction is first claimed and then updated annually for each year the deduction is applicable IC 6.1.1-12.1-5.1(b) 5. Fora Form Sf3.1/Reel Property that is approved alter June 30, 2013, the designating body is required to establish an abatement schedule for each deduction allowed. For a Form S8.7/Real Property that is approved prior to July 1,2013,the abatement schedule approved by the designating body remains in effect. IC 6.1.1.12.1-17 SECTION 1 • TAXPAYER INFORMATION • Name of taxpayer Greenleaf I loldco, 1.LC dba Pure Green Farris Address of taxpayer(number end sheet,dtt stale,and ZiPcod.) —`- -- 3820 W.Calvert Name d corded person Telephone number E-rnaii address Joe McGuire,CEO ( 8i63 ) 37'0-31 >4 'mc.uireG►)-u).'Loan 1 SFCTi0l 2 LOCATION AND DESCRIPTION OF PROPOSED PROJECT • eat designating body Resolution number ;:fry ul joulh Ltcard;St.fuweph's County Location of properly County DLOF taxing district number 3820 W.Calvert South Bend,IN 46613 .-i. I ,s,J ph 0_G N uth hand(Portage) 'Description artist property improvements,ledeveiopmenL or rahabiltaden fuss additional sheets,/necessary) Estimated alert date(mon*day,year) L:unlinucil develupmrni el 64 aut.parcel of unwind lannland fate state•ei-ihe-aft hydtpinuc greenhouse cumples.I xpa7nd 1;I/'1 extsung a ac:c facility lit'adding additional vegetable pawing prernlmtna.I.r•Slhnatc between 15 to 20 more Aires of the unuscil properly cerr Is,lransformcd Into an tatvrro nritcmiailyoisluinable and cslltetiratly 111caswn8 apnrullust.h m+id Y.: Estimatedmmpleuon date(rmeear,day,year) and do aniiiauuring hub that will pnrdiu.c and distribute fresh prrdutc for the entire nndwesl ri Woo I'h l SECTION 3 ESTIrIIATE OF EMPLOYEES AND SALARIES AS RESULT OF PROPOSED PROJECT: Current number Salaries Number retained Salaries Number odritona! Salaries 25 t.65M/Year ) 1.65M/Year • SECTION 4 ES1IMATED TOTAL COST AND VALUE OF PROPOSED PROJECT' REAL ESTATE IMPROVEMENTS COST _I ASSESSED VALUE J Current values 2.2 j('I 1 Iii Pruii H I Plus estimated values of proposed project 12 NI Less values of any property oeing replaced Net ostirrtatod values upon completion of• •.pet — • SECTION 5' WASTE.coriVERTED AND OTtIER[BE:NI:Fit;P • SED 6Y TMETAXPAYER Estimated solid waste converted(pounds) •°able out"i!n,,reaec :nuuislly N/A �� Estimated hazardous waste converted(pounds) Other benefits ICucittstrill iirilsim:lab drwchgnnr:il.mud signrt,casl ieclinuingird udvancerncnis nil eppertwnli,:r for ill.iuhli i '•xpaitlion will nwxiurirc ulil u1i nt 1st unused land and will establith region as a n:uu,,tally roan,'i veil huh Ofaprtie all a nr Itxrd supply Roil,:omnurce!;eiwrutiial.Developed fucilinics will nuun,cnl ihr cursor,devcloprncatt of tin Oiivo 5t.Road Cerndor project anal neipht•i n art r.a-inn prop.rry.thrni!gh the AVAilaoitity of tourutg aril expanding rducaunnal (glpnrtunitier for area high schools,universities and career exploration prograuu.C:wrenl public merest in sir facility has filer❑extremely robust and wi expect it will,asd)•mp¢ase as.the facility Cgrailtl/,prgtuotiin(tourism Complex 1,1111v.1dtic:1.A variety of:uia,,fresh en;erahles while muuuiviug cnvir„nmcniAlly ,usniinablc,c omcrva!i nn I•ticncity and ct.olnt;lally enhiutcintt praiuc.:. SECTION 6 TAXPAYER CERTIFICATION I hereby ceftity(!ha.•reprosentati 0s.JI-his statement are true. Signature at euiIio1l1l ol.• tap J - (hU i1fined/ impnf7A I�M1 yNrJ Printed name d aid, t D% presentative Title J.distil caciorek Director of Finance Page 1 o12 FOR USE OF THE DESIGNATING BODY We find that the applicant meets the general standards in the resclution adopted or to be adopted by this body. Said resolution,passed or to be passed under IC 6-1.1-12.1,provides for the following limitations A. The designated area has been limited to a period of time not to exceed calendar years'(see below). The date this designation expires Is B. The type of deduction that Is allowed In the designated area Is limited to: 1.Redevelopment or rehabilitation of real estate improvements ❑Yes ❑No 2,Residentially distressed areas ❑Yes ❑No C. The amount of the deduction applicable Is limited to$ D. Other limitations or conditions(specify) E Number of years allowed: ❑Year 1 ❑Year 2 ❑Year 3 ❑Year 4 ❑ Year 5 ('see below) ❑Year 6 ❑Year 7 ❑Year B ❑Year 9 0 Year 10 F. For a statement of benefits approved after June 30,2013,did this designating body adopt an abatement schedule per IC 6-1.1-12.1-17? ❑ Yes ❑No If yes,attach a copy of the abatement schedule to this form. If no.the designating body is required to establish an abatement schedule before the deduction can be determined. We have also reviewed the Information contained in the statement of benefits and find that the estimates and expectations are reasonable and have determined that the totality of benefits Is sufficient to justify the deduction described above. Approved(signature and Ulle of authorized member of designating body) Telephone number Date signed(month,day,year) ( ) Printed name of authorized member of designating body Name of designating body Attested by(signature and title of attester) Printed name of attester •If the designating body limits the time period during which an area is an economic revitalization area,that limitation does not limit the length of time a taxpayer Is entitled to receive a deduction to a number of years that Is less than the number of years designated under IC 6-1.1-12.1-17. A. For residentially distressed areas where the Form SB-1/Real Property was approved prior to July 1,2013,the deductions established In IC 6-1.1-12.1-4.1 remain in effect.The deduction period may not exceed five(5)years. For a Form SB-1/Real Property that is approved after June 30, 2013,the designating body is required to establish an abatement schedule for each deduction allowed. The deduction period may not exceed ten (10)years. (See IC 6-1.1-12.1-17 below.) B. For the redevelopment or rehabilitation of real property where the Form SB-1/Real Property was approved prior to July 1,2013,the abatement schedule approved by the designating body remains In effect.For a Form SB-1/Real Property that Is approved after June 30,2013,the designating body is required to establish an abatement schedule for each deduction allowed.(See IC 6-1.1-12.1-17 below.) IC 6-1.1-12.1-17 Abatement schedules Sec.17.(a)A designating body may provide to a business that Is established In or relocated to a revitalization area and that receives a deduction under section 4 or 4.5 of this chapter an abatement schedule based on the following factors: (1) The total amount of the taxpayer's Investment in real and personal property. (2) The number of new full-time equivalent lobs created. (3) The average wage of the new employees compared to the state minimum wage. (4) The infrastructure requirements for the taxpayer's Investment. (b) This subsection applies to a statement of benefits approved after June 30,2013. A designating body shall establish an abatement schedule for each deduction allowed under this chapter. An abatement schedule must specify the percentage amount of the deduction for each year of the deduction. An abatement schedule may not exceed ten(10)years. (c) An abatement schedule approved for a particular taxpayer before July 1,2013,remains In effect until the abatement schedule expires under the terms of the resolution approving the taxpayers statement of benefits. Page 2 of 2 Filed in Clem • Office 1 ci%\iV Ii 4 201 STATEMENT OF BENEFITS FORM SB-1 /PP : i � PERSONAL PROPERTY CITY aAWN IVi.JC)iVES ] State Form 51764(R4/11-15) RK,Sot1TH Q�(��,IN ' 3yi Prescribed by the Department of Local Government Finance PRIVACY NOTICE Any information concerning the coat of the property and specific salaries paid to individual employees by the property owner is confidential per IC P 1.1-12.1.5.1. INSTRUCTIONS i. This statement must be submitted to the body designating the Economic Revitalization Area prior to the public hearing I/the designating body requires information from the applicant in making its decision about whether to designate an Economic Revitalization Area. Otherwise this statement must be submitted to the designating body BEFORE a person installs the new manufacturing equipment and/or research and development equipment,and/or logistical distribution equipment and/or information technology equipment for which the person wishes to claim a deduction. 2. The statement of benefits form must be submitted to the designating body and the area designated an economic revitalization area betore the installation of qualifying abatable equipment for which the person desires to claim a deduction. 3. To obtain a deduction, a person must file a certified deduction schedule with the person's personal property return on a certified deduction schedule (Form 103-ERA)with the township assessor of the township where the property Is situated or with the county assessor If there Is no township assessor for the township. The 103-ERA must be filed between January 1 and May 16 of the assessment year in which new manufacturing equipment and/or research and development equipment and/or logistical distribution equipment and/or information technology equipment is Installed and fully functional,unless a filing extension has been obtained. A person who obtains a filing extension must file the form between January 1 and the extended due date of that year. 4. Property owners whose Statement of Benefits was approved,must submit Form Cf-1/PP annually to show compliance with the Statement of Benefits. (IC 6-1.1-12.1-6.6) 5. For a Form SB-t'/PP that Is approved alter June 30,2013,the designating body Is required to establish an abatement schedule for each deduction allowed. Fora Form 58-f/PP that is approved prior to July 7,2013,the abatement schedule approved by the designating body remains in effect. (IC 6-1.1-12.1-17) SECTION 1 TAXPAYER INFORMATION Name of taxpayer Name of contact person Greenlearklold Co. dba Pure Green Farms Joe McGuire,CEO , Address of taxpayer ikuteber end street,city state,and ZIP code) Telephone number 3820 W.C,alvert ( 863) 370-3154 SECTION 2 LOCATION AND DESCRIPTION OF PROPOSED PROJECT Name of designating body Resolution number(s) City of South Bend/St. Joseph County Location of properly Count DLGF taxing district number 3820 W. Calvert South Bend, IN 46613 St. Joseph 026 South Bend(Portage) t Description of manufacturing equipment and/or research and development equipment ESTIMATED , and/or logistical distrbutinn equipment and/or Information technology equipmert. START DATE COMPLETION DATE (Use adddional sheets if necessary) , Manufacturing Equipment 1/1/22 12/31/24 ; Please refer to supplemental sheet R&0 Equipment N/A N/A t Logist Dist Equipment N/A N/A IT Equipment 1/1/22 12/31/24 • SECTION 3 ESTIMATE OF EMPLOYEES AND SALARIES AS RESULT OF PROPOSED PROJECT t Current number Salaries Number retained Salaries %mbcr eddltlonal Salaries 25 1.65M/Yeah 23 1.65M/fear 75 2.73M/Year . SECTION 4 ESTIMATED TOTAL COST AND VALUE OF PROPOSED PROJECT NOTE:Pursuant to IC 6 1.1-12.1-5.1(d)(2)the MANUFACTURING R&D EQUIPMENT LOOtST DIET IT EQUIPMENT t EQUIPMENT EQUIPMENT COST of the property is confidential. COST ASSESSED COST ASSESSED COST ASSESSED COST ASSESSED VALUE VALUE VALUE VALUE Current values 21 M In Progress f lOK in Progress •• Plus estimated values of proposed project 70IV1 In Progress 101: In Progress • Less values of any property being replaced Net estimated values upon completion of• eject 91 M In Progress I ICK lu Progress I SECTION 5 WASTE CONVERTED AND OTHER BENEFITS PROMISED BY THE TAXPAYER 1 Estimated solid waste converted(pounds) VLit,;i lc dn;i'o_rc,,1n11 Estimated hazaraous waste converted(pounds) "`\ Other benefits: Please refer to supplemental sheet SECTION 6 TAXPAYER CERTIFICATION I I hereby certify that the pre.a atlons In uye st6enl are true. Signature of authorized re a .. :liv. / Date signed(month,day year) 1/10/21 Printed name of authorized n6ris- tallve Tale J.Jay Paciot , Director of Finance • Page 1 of 2 ' FOR USE OF THE DESIGNATING BODY We have reviewed our prior actions relating to the designation of this economic revitalization area and find that the applicant meets the general standards adopted In the resolution previously approved by this body. Said resolution, passed under IC 6-1.1-12.1-2.5, provides for the following limitations as authorized under IC 6-1.1-12.1-2. A. The designated area has been limited to a period of time not to exceed calendar years'(see below). The date this designation expires is . NOTE:This question addresses whether the resolution contains an expiration date for the designated area. B. The type of deduction that is allowed in the designated area is limited to: 1 . Installation of new manufacturing equipment; ❑Yes ❑No 0 Enhanced Abatement per IC 6-1.1-12.1-18 2. Installation of new research and development equipment; 0 Yes 0 No Check box if an enhanced abatement was approved for one or more of these types. 3. Installation of new logistical distribution equipment. 0 Yes 0 N o 4. Installation of new information technology equipment; 0 Yes 0 N C.The amount of deduction applicable to new manufacturing equipment is limited to$ _ cost with an assessed value of $ . (One or both lines may be filled out to establish a limit,if desired.) D.The amount of deduction applicable to new research and development equipment is limited to$ cost with an assessed value of $ . (One or both lines may be filled out to establish a limit,if desired.) E. The amount of deduction applicable to new logistical distribution equipment is limited to$ cost with an assessed value of $ . (One or both lines may be filled out to establish a limit,if desired.) F. The amount of deduction applicable to new Information technology equipment is limited to$ cost with an assessed value of $ . (One or both lines maybe filled out to establish a limit,if desired.) G. Other limitations or conditions(specify) H. The deduction for new manufacturing equipment and/or new research end development equipment and/or new logistical distribution equipment and/or new information technology equipment installed and first claimed eligible for deduction is allowed for. ElYear 1 0 Year 2 0 Year 3 0 Year 4 0 Year 5 El Enhanced Abatement per IC 6 1.1-12.1-18 Number of years approved: ❑ Year 6 0 Year 7 ❑ Year 8 0 Year 9 0 Year 10 (Enter one to twenty(1-20)years;may not exceed twenty(20)years.) I. For a Statement of Benefits approved after June 30,2013,did this designating body adopt an abatement schedule per iC 6-1.1-12.1-177 ❑Yes ❑No if yes,attach a copy of the abatement schedule to this form. If no,the designating body is required to establish an abatement schedule before the deduction can be determined. Also we have reviewed the information contained In the statement of benefits and find that the estimates and expectations are reasonable and have determined that the totality of benefits is sufficient to justify the deduction described above. Approved by:(signature and title of authorized member of designating body) Telephone number Date signed(month,day,year) Printed name of authorized member of designating body Name of designating body Attested by:(signature and title of attester) Printed name of attester •If the designating body limits the time period during which an area is an economic revitalization area,that limitation does not limit the length of time a taxpayer Is entitled to receive a deduction to a number of years that is less than the number of years designated under IC 6-1.1-12.1-17. IC 6-1.1-12.1-17 Abatement schedules Sec.17.(a)A designating body may provide to a business that Is established In or relocated to a revitalization area and that receives a deduction under section 4 or 4.5 of this chapter an abatement schedule based on the following factors: (1)The total amount of the taxpayer's Investment in real and personal property. (2)The number of new full-time equivalent jobs created. (3)The average wage of the new employees compared to the state minimum wage. (4)The Infrastructure requirements for the taxpayer's investment (b)This subsection applies to a statement of benefits approved after June 30,2013.A designating body shall establish an abatement schedule for each deduction allowed under this chapter.An abatement schedule must specify the percentage amount of the deduction for each year of the deduction. Art abatement schedule may not exceed ten(10)years. (c)An abatement schedule approved for a particular taxpayer before July 1,2013,remains In effect until the abatement schedule expires under the terms of the resolution approving the taxpayer's statement of benefits. Page 2 of 2 Filed in Clerk's Office t...fii, zz Pure Green Farms Supplemental Sheet DAWr.f - JONES Form SB-1/PP Section 2: Description of Manufacturing Equipment and -as cbri©6sioii'TH BEND IN Benefits Our current location in South Bend is situated strategically and employs advanced technology to promote a safe and sustainable environment in which to grow its leafy greens(additional vegetable/fruit varieties are being researched). With the use of sun and minimal reliance on artificial light, energy efficiency is maximized.The current site rests on a 64-acre purchased parcel that can potentially expand up to 300 acres. The growing and packing systems are the most advanced in the industry, allowing for very minimal human hands touching the product. Robotics, sensors and video technology are installed throughout the greenhouse and the harvesting area.This streamlines our farm to table process and gives our customers peace of mind that they are getting their greens safely and sooner for a better-quality experience. The current(and all future additional) greenhouses deploy advanced automated growing systems that control and regulate all processing, growing,harvesting and production evolutions in the produce cycle.The greenhouse uses innovative climate management technologies to monitor and control the heating,the lighting,the air movement,general atmosphere,and concentration of CO2. Multiple screens in the greenhouse growing enclosures help manage light and temperature.The operations are also economically sustainable,utilizing recycling and using an estimated 90%less water compared to field grown lettuce or operating in a fully pest free environment. As the greens grow,automated gutters move and adjust to allow for increased spacing between plants. This helps the company achieve space efficiency throughout the facility. Labor efficiency is also significantly improved through Pure Green's automatic seeding, harvesting, and packing technology. Food safety is also top of mind at Pure Green. The indoor farm environment is pesticide-free and uses less water, meaning Pure Green's products are fresh,crisp, and offer the buy-side a long shelf life. Unique, high-quality varieties distributed to a select region maximize natural resources and minimize shrink and overall waste. Go gle Maps 3820 W Calvert St immi w . Messer North Amencd. • ( �I • • W Calvert St VJ C al ert St Mary Ct M&K TRUCK CENT: - SOUTH B: Shrader Tire&Oil Google Imagery©2022 IndianaMap Framework Data,Maxar Technologies,USDA Farm Service Agency,Map data©2022 500 ft 9 YEAR 19-Jan-22 Greenleaf Holdco South Bend Portage Township Real Property Tax Abatement Schedule* Tax Key Number Multiple Current Assessed Value: 0 Estimated Project Cost: 12.000,000 Current Without 100% 100% 100% 100% 100% 90% 80% 70% 60% Assessed Value: AV&Tax Abatement Year 1 Year Z Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Current Assessed Value 100% 0 0 0 0 0 0 0 0 0 0 0 Base Assessed Value 80% 9,600,000 9,600,000 9,600.000 9,600.000 9,600,000 9,600.000 9,600,000 9,600,000 9,600.000 9,600,000 Less Abatement Deduction 0 (9,600,000) (9,600,000) (9,600,000) (9,600,000) (9,600.000) (8,640,000) (7,680,000) (6,720,000) (5.760,000) Net Assessed Value 0 9,600,000 0 0 0 0 0 960,000 1,920,000 2,880.000 3,840,000 Property Taxes: Assume constant tax rate of 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% Gross Tax(tax rate x net assessed value) 0 517.522 0 0 0 0 0 51,752 103,504 155,257 207,009 Less Circuit Breaker Credit 0 (229,522) 0 0 0 0 0 0 0 0 0 Net Tax 0 288.000 0 0 0 0 0 51,752 103,504 155,257 207,009 Circuit Breaker Cap Circuit Breaker 3.0000% 0 288,000 288,000 288,000 288,000 288.000 288.000 288.000 288,000 288,000 288,000 Debt Service 0.0000% 0 0 0 0 0 0 0 0 0 0 0 Circuit Braker Cap 0 288,000 288,000 288,000 288.000 288.000 288.000 288,000 288.000 288,000 288.000 New Combined Net Existing Project Existing&New Tax Tax Year Taxes Taxes Taxes Abated Paid 1 0 288,000 288,000 288,000 0 2 0 288,000 288,000 288,000 0 3 0 288,000 288,000 288,000 0 4 0 288,003 288,000 288,000 0 5 0 288,000 288,000 288,000 0 6 0 288,000 288,000 236,248 51,752 7 0 288,000 288,000 184,496 103.504 8 0 288,000 288,000 132,743 155.257 9 0 288,000 288,000 80,991 207,009 Totals 0 2.592,000 2.592,000 2.074,478 517,522 'This schedule is for estimation purposes only and assumes constant tax rates. The true tax values will ultimately be determined by the actual assessed valuation and the then current tax rates. 5 YEAR 19-Jan-22 Greenleaf Holdco South Bend Portage Township Personal Property Tax Abatement Schedule* Tax Key Number TBD Current Assessed Value: 0 Estimated Project Cost: 68,000,000 100% 100% 100% 100% 100% Year 1 Year 2 Year 3 Year 4 Year 5 Current Assessed Value: AV&Tax Current Assessed Value 100% 0 0 0 0 0 0 Base Assessed Value 27,200,000 40,800,000 37,400,000 30,600,000 25,160,000 Less Abatement Deduction (27,200,000) (40,800,000) (37,400,000) (30,600,000) (25,160,000) Net Assessed Value 0 0 0 0 0 0 Property Taxes: Assume constant tax rate of 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% 5.3909% Gross Tax(tax rate x net assessed value) 0 0 0 0 0 0 Less Circuit Breaker Credit 0 0 0 0 0 0 Net Tax 0 0 0 0 0 0 Circuit Breaker Cap Circuit Breaker 3.0000% 0 816,000 1,224,000 1,122,000 918,000 754,800 Debt Service 0.0000% 0 0 0 0 0 0 Circuit Braker Cap 0 816,000 1,224,000 1,122,000 918,000 754,800 New Combined Net Existing Project Existing&New Tax Tax Year Taxes Taxes Taxes Abated Paid Year 1 0 816,000 816,000 816,000 0 Year 2 0 1,224,000 1,224,000 1,224,000 0 Year 3 0 1,122,000 1,122,000 1,122,000 0 Year 4 0 918,000 918,000 918,000 0 Year 5 0 754,800 754,800 754,800 0 Totals 0 4,834,800 4,834,800 4,834,800 0 *This schedule is for estimation purposes only and assumes constant tax rates. The true tax values will ultimately be determined by the actual assessed valuation and the then current tax rates.