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City of Oshkosh -Department of Community Development OfHKOfH ON THE WATER 215 Church Avenue Oshkosh, WI 54901 (920) 236-5055 (920) 236-5053 fax MEMORANDUM TO: City of Oshkosh Redevelopment
Authority FROM: Allen Davis, Executive Director DATE: May 21, 2010 RE: May 26th Special Meeting Agenda Items The following items are scheduled for action at a special meeting ofthe RDA
on Wednesday, May 26th. Res. 10-11 Authorize Submittal of Waterways Commission Financial Assistance Application for Marion Road Riverwalk & Docks As part of the proposed Marion Road
riverwa1k improvements between Jackson Street and Wisconsin Street, the overall design plan includes the installation of 32 private and transient docks on the westerly end and 16 transient
docks on the easterly end for an estimated cost of $1.4 million without the extension of utilities to the proposed private docks. It is proposed to apply for a recreational boating facilities
grant from the Wisconsin Department of Natural Resources under the Waterways Commission Grant Program. The grant funds would be eligible for costs associated with construction of only
the transient docks. The RDA is being asked to authorize submittal of an application for grant funds for this purpose. Res. 10-12 Spot Blight Designation for Property at 2351 State Road
44 /Universal Business Park -Dermatology Associates of Wisconsin Attached to the resolution is a request from the property owner's representative for a spot blight determination, as
well as a Blight Report, which provides information to show how the property may qualify as a "blighted" property under State Statutes. Please see the attachment labeled as "Narrative
Description of Blight Conditions at the Property" for the specific blight conditions the petitioner believes qualify the site as blighted. RDA memo 5/26/2010 meeting
The RDA is being asked to designate this property as blighted to facilitate the issuance of tax-exempt revenue bonds under the Midwestern Disaster Area Bond Program. Congress created
the bond program through the Heartland Disaster Tax Relief Act of 2008 to assist states and designated counties within states that had sustained economic losses resulting from flooding
that had occurred in 2008. To be eligible for tax exempt financing under this program the property must be located in one of the designated counties and must either be within redevelopment
districts or have spot blight conditions. It is not required that the property or the property owner have actually sustained flood damage to participate in the program. It should be
recognized that the spot blight determination is liberally construed and is associated with assisting the owners in obtaining favorable financing, which in tum can enable the developer
to provide a level of improvements and an overall investment in the property and area that may not not otherwise be possible. Neither the RDA, nor the City, would be liable for payment
of principal or interest on the bonds and neither would be liable ifthere were any default on the bonds. The RDA is only assisting the owner in obtaining favorable financing. Approval
of this preliminary blight designation Resolution sets a public hearing before the RDA at a special meeting scheduled for Monday, June 21st at 4 pm. Attached is a map of the Universal
Business Park showing the property in question. Res. 10-13 Public Hearing and Final Resolution Regarding Redevelopment Revenue Bond Financing for 524 North Koeller Street LLC In 2009
the RDA and Common Council approved the spot blighting ofthe property at 524 N. Koeller Street to facilitate the issuance of tax-exempt revenue bonds under the Midwestern Disaster Area
Bond Program authorized by Congress in October 2008. It should be noted the ownership of the property has not changed, only the name has changed from River Valley One LLC to 524 North
Koeller Street LLC. This change does not affect any prior RDA or City approvals related to this proposed project. The owner is ready to proceed with construction of two 10,000 sq. ft,
buildings to be completed in phases. A tenant of the first phase will be the accounting firm of Schenck S.C. The owner is requesting approval of bonds in an amount not to exceed $1,400,000.
Neither the RDA, nor the City, will be liable for payment of principal or interest on the bonds and neither would be liable ifthere were any default on the bonds. The RDA is only assisting
the owner in obtaining favorable financing. RDA memo 5/26/2010 meeting 2
10~0 50--a -..10.0..200 .30.0.--400 500 ... •• 16 1.86 AC I 15 1.24 AC City of Oshkosh Community Developrne nr Universal Business Park s z DISCLAIMER This map is neither a legally recorded
map nor a survey and it is not intended to he used as one. This drawing is a compilation of records, ebta and infonnation located in varioUIi city, county aRd state of'f"lCes and other
sources affecting the area shown and it is to be used for reference purposes only. The City ~fOsh~sh is -: respoDliihle for any inaccuracies herem contamed. If discrepancies are fouDd,
please contact the City ofOlihkosh. Map Created: May 21,2010 Source. City d Oshkosh GIS >-~w o~:J ~1--_-l_-------1
c(j) I~-< ~~(j) oC -I IOJ oCz o DISCLAIMER This map is neither a legally recorded map nor a survey and it is not intended to be used as one. This drawing is a compilation of records,
data and information located in various city, county and state offices and other sources affecting the area shown and it is to be used for reference purposes only. The City of Oshkosh
is not responsible for any inaccuracies herein contained. If discrepencies are found, please contact the City of Oshkosh. o TAFT AVE. z· !~ Aomrr m;0 (j) -I oN Vov 524 N Koeller St City
of Oshkosh Wisconsin Community Development 1" = 200' N + 5/19/10 Created by -D
Summary Conduit Tax-Exempt Bond Financing on Request for Spot Blight for Dermatology Associates of Wisconsin, S.C. Project Conduit Redevelopment Revenue Bonds The Redevelopment Authority
of the City of Oshkosh, Wisconsin (the "RDA") is being asked to consider a Preliminary Blight Resolution to benefit Dermatology Associates of Wisconsin, s.c. (the "Borrower"). The Borrower's
project consisted of the following: (i) remodeling and refurbishment of an existing approximately 5,000 square foot clinic facility located at 1515 Randolph Court in the City of Manitowoc,
Wisconsin, (ii) construction of an approximately 50,000 square foot addition to an existing approximately 5,000 square foot facility located at 801 York Street in the City of Manitowoc,
Wisconsin, (iii) acquisition of approximately 2.5 acres of land located at Lots 3 and 5 of the Universal Business Park in the City of Oshkosh, Wisconsin and construction of an approximately
8,000 square foot clinic and surgery facility and (iv) payment of certain costs costs related to the issuance of the bonds (collectively, the "Project"). The City of Oshkosh adopted
an Initial Resolution expressing intent to issue Bonds for the Project on October 27, 2009. To maximize debt service savings through the issuance of Fixed Rate, double tax-exempt Bonds,
(recall that if the Issuer is an RDA or a CDA, the Bonds also enjoy a State tax exemption) the Borrower is requesting that the RDA consider the Blight Proposal and Resolutions which
have been provided to you. If a blight finding is made by action of the RDA and the City, the RDA will be qualified to be the issuer, thereby providing a more efficient financing structure
for the Borrower. Federal Law: MDA Bonds Previously under Federal law, IRBs could only be issued for small manufacturers, 501(c)(3) organizations or for certain exempt facilities. The
City of Oshkosh has been a conduit issuer for several such IRBs. In October of 2008, Congress passed the Heartland Disaster Tax Relief Act following the severe storms, tornadoes and
flooding experienced throughout the Midwest. This act allows tax-exempt bonds (Midwestern Disaster Area Bonds or MDA Bonds) to be issued for a business for a wider range of purposes
including projects like the ones proposed by the Companies. MDA Bonds (which are IRBs) must finance a project located in one of the 30 southern affected counties of Wisconsin which were
declared federal disaster areas, including Winnebago County. Regardless of the underlying Federal basis for tax-exemption, the RDA is being asked to be the conduit issuer for an IRB
which will operate just as other City/RDA bonds have in the past. RDA as Conduit Issuer These IRBs are municipal bonds; however, they are not general obligations of the RDA or the City.
If the RDA agrees to issue bonds to benefit the proposed projects: 1. The RDA nor the City will be liable for payment of the principal and interest on the bonds; WHD17150332.1
2. The RDA nor the City will have ongoing responsibilities of monitoring or reporting with regard to the bonds or the projects. 3. The bonds do not count against the City's or the RDA's
borrowing capacity. The City will not levy a tax for payment of the bonds. The RDA acts strictly as a conduit, which enables the Companies to borrow at a lower rate of interest. Because
the bonds are issued by a governmental entity, the holder of the bond may exclude the interest on the bonds from gross income for federal tax purposes. If the RDA issues the Bonds, interest
will also be exempt from State income tax and will further increase debt service savings to the Companies, thereby enhancing the likelihood of success of the projects in the City. Lynda
Templen, Esq., Bond Counsel for the Project, will attend the RDA meeting to answer any questions. 2 WHD17150332.1
May 17, 2010 PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.c. PROJECT WITH REDEVELOPMENT AUTHORITY OF THE CITY OF OSHKOSH TAX-EXEMPT REDEVELOPMENT REVENUE BONDS Respectfully
Submitted by: Tricia Wagner Dermatology Associates of Wisconsin S.c. (the "Borrower")
TABLE OF CONTENTS PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.c. PROJECT WITH REDEVELOPMENT AUTHORITY OF THE CITY OF OSHKOSH, WISCONSIN TAX-EXEMPT REDEVELOPMENT REVENUE
BONDS 1. Introduction 2. Statutory Authority of the RDA to Act as Issuer for Tax-Exempt Bonds -Proposed Project in Redevelopment Area; or -Proposed Project Site Spot Blight 3. Authority
of RDA to Act with Respect to Proposed Project for Dermatology Associates of Wisconsin S.c. Spot Blight Basis of Blight Findings: • Finding 1 -A condition or condition(s) of Blight exists
at the site • Finding 2 -The Project will eliminate Blight 4. Statutory Definitions of Blight 5. Summary of Tax-Exempt Revenue Bonds (conduit bonds) 6. "Representative Examples" Conditions
of Blight for Prior Projects Financed with Tax-Exempt Revenue Bonds 7. Municipal Timeline for Resolutions and Public Hearings WHDI7l39778.2
PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.c. PROJECT WITH RDA TAX-EXEMPT REDEVELOPMENT REVENUE BONDS 1. INTRODUCTION Dermatology Associates of Wisconsin S.c., a Wisconsin
corporation (the "Borrower"), is requesting that the Redevelopment Authority of the City of Oshkosh, Wisconsin (the "RDA"), in concert with the City, act as a conduit issuer for tax-exempt
revenue bonds, the proceeds which would be used to finance a multi-jurisdictional project which includes the Borrower's (i) remodeling and refurbishment of an existing approximately
5,000 square foot clinic facility located at 1515 Randolph Court in the City of Manitowoc, Wisconsin, (ii) construction of an approximately 50,000 square foot addition to an existing
approximately 5,000 square foot facility located at 801 York Street in the City of Manitowoc, Wisconsin, (iii) acquisition of approximately 2.5 acres of land located at Lots 3 and 5
of the Universal Business Park in the City of Oshkosh, Wisconsin and construction of an approximately 8,000 square foot clinic and surgery facility and (iv) payment of certain costs
related to the issuance of the Bonds (the "Project"). The subject property for spot blight consideration is located at Lots 3 and 5 of the Universal Business Park. The proceeds of the
bond financing will be used to remediate existing conditions of "blight" at the Project Site. The issuance of tax-exempt revenue bonds by a Redevelopment Authority to benefit a local
borrower is based upon statutory authority derived either (a) because the project is located in a redevelopment area or (b) upon a finding of spot blight, and has been utilized in numerous
similar situations in many Wisconsin communities. Part of the policy rationale for assisting local borrowers rests in the recognition that the operations such companies contribute to
the economic vitality of the community by employing local residents, providing services that lessen the burdens of government and provide for the general welfare of the community. In
addition, any project financing spurs additional economic activity through construction jobs and other professional services. The following material has been prepared to outline the
statutory authority of the RDA to act based upon blight findings, the support for such blight findings, and a discussion of tax-exempt conduit bonds. We respectfully request your favorable
consideration of this proposal. 1 WHDI7139778.2
PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.c. PROJECT WITH RDA TAX-EXEMPT REDEVELOPMENT REVENUE BONDS 2. STATUTORY AUTHORITY OF THE RDA TO ACT Redevelopment Authorities
are independent public bodies created by Wisconsin cities, villages or towns pursuant to Section 66.1333 of the Wisconsin Statutes to undertake redevelopment and blight elimination and
housing projects. The RDA's powers are limited to those sites in the community that have been found to be blighted according to the definition of blight as found in Section 66.1333 of
the Wisconsin Statutes. This blight determination can arise in two separate ways: 1. The RDA/City designates an entire area as "blighted," adopts a "redevelopment plan" for the area
and designates the area a "redevelopment area." -or-2. The RDA/City makes a spot blight determination with respect to a single site (requires 2/3 vote of City Council). A Redevelopment
Authority is a separate body for the purpose of carrying out blight elimination, slum clearance, urban urban renewal programs and other projects, including housing projects, and has
the authority and power to: 1. Prepare redevelopment plans and urban renewal plans and undertake and carry out redevelopment and urban renewal projects within the corporate limits of
the municipality in which it functions; 2. Enter into any contracts; 3. Assemble land; 4. Borrow money and issue bonds; however, any debt or obligation of the RDA is not the debt or
obligation of the City; 5. Commence actions in its own name; and 6. Exercise other powers that may be required or necessary to effectuate the purposes of the Statute. 2 WHDI7139778.2
PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.c. PROJECT WITH RDA TAX-EXEMPT REDEVELOPMENT REVENUE BONDS 3. AUTHORITY OF REDEVELOPMENT AUTHORITY OF THE CITY OF OSHKOSH TO
ACT WITH RESPECT TO DERMATOLOGY ASSOCIATES OF WISCONSIN S.C. PROJECT In order to proceed with the proposed issuance of bonds by the Redevelopment Authority, Wisconsin Statutes require
that the City and the RDA must make f.tndings that: • Finding # 1 -the identif.ted Project Site is blighted within the meaning of the Statute; and • Finding # 2 -the Project being proposed
serves to eliminate all or some of the conditions of blight at the Project Site. We believe that the conditions outlined below support a f.tnding that the Project Site is blighted within
the meaning of the Statute, and that the proposed Project, when completed, will serve to eliminate the blight conditions. We would also note that the proposed Project includes the costs
associated with the elimination of the blight conditions (as required by the Statute). The total estimated cost of the Project (including the site development in Manitowoc) to be f.tnanced
with Bond proceeds is approximately $7,000,000. Dermatology Associates of Wisconsin s.c. represents that the following conditions of blight currently exist and have been or will be corrected
with completion of the project (the "Project") to be f.tnanced with the proceeds of conduit tax-exempt Bonds, which Project consists of the (i) remodeling and refurbishment of an existing
approximately 5,000 square foot clinic facility located at 1515 Randolph Court in the City of Manitowoc, Wisconsin, (ii) construction of an approximately 50,000 square foot addition
to an existing approximately 5,000 square foot facility located at 801 York Street in the City of Manitowoc, Wisconsin, (iii) acquisition of approximately 2.5 acres of land located at
Lots 3 and 5 of the Universal Business Park in the City of Oshkosh, Wisconsin and construction of an approximately 8,000 square foot clinic and surgery facility and (iv) payment of certain
costs related to the issuance of the Bonds • The lots available for development had remained undeveloped since the Business Park was created in 1989 • Lots ultimately developed by the
Borrower were small and irregularly shaped which necessitated the acquisition of more than one lot to accommodate reasonable development on the site • The height restrictions existing
on development also served to necessitate the purchase of two lots to allow for suff.tcient development • The storm water management plan for the site was insuff.tcient and required
redesign of storm water management plan We are of the opinion that the conditions identif.ted above fall within the Statutory def.tnitions identif.ted herein. Financing and development
of the Project have and/or will allow the Borrower to f.tnance the Project and compensate for the challenges that delayed development of the site for over 20 years. We are proposing
that the RDA identify the blighted property and recommend to the City that a "spot blight" f.tnding tnding be made with respect to the Project Site. The Statutes prescribe a specif.tc
procedure to be followed with respect to a "spot blight" f.tnding which requires an informational public hearing, certain notices (which can be waived by the Borrower as the sole property
owner), a RDA resolution making the blight determination and approving the project and approval of the blight f.tnding by a 2/3 vote of the City Council. 3 WHDI7139778.2
PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.C. PROJECT WITH RDA TAX-EXEMPT REDEVELOPMENT REVENUE BONDS 4. STATUTORY DEFINITIONS OF "BLIGHT" Section 66.1333 (2m)(bm) of
the Wisconsin Statutes provides a definition of "blight" and cites certain examples of conditions of blight. Both the broad statutory definition and the blight finding which have been
made by municipalities throughout the State are much broader than the classic dictionary definition of blight. Essentially, the Statute provides three (3) separate routes to identify
blight: 1. Property which by reason of dilapidation, deterioration, age or obsolescence, inadequate provisions for ventilation, light, air or sanitation, high density of population and
overcrowding, or the existence of conditions which endanger life or property by fire and other causes, or any combination of such factors, is conducive to ill health, transmission of
disease, infant mortality, juvenile delinquency, or crime, and is detrimental to the public health, safety, morals or welfare; or 2. Property which by reason of faulty lot layout in
relation to size, adequacy, accessibility or usefulness, unsanitary or unsafe conditions, deterioration of site or other improvements, diversity of ownership, tax or special assessment
delinquency exceeding the fair market value of the land, defective or unusual conditions of title, or the existence of conditions which endanger life or property by fire and other causes,
or any combination of such factors, substantially impairs or arrests the sound growth of a city, retards the provisions of housing accommodations or constitutes an economic or social
liability and is a menace to the public health, safety, morals or welfare in its present condition and use; or 3. Property which is predominantly open and which because of obsolete platting,
diversity of ownership, deterioration of structures or of site improvements, or otherwise, substantially impairs or arrests the sound growth of the community. Section 66.1333 (17) provides
that this Statute is to be construed liberally. We believe that the conditions at the Project Site meet the definitions set forth above and that development did not occur on the two
subject lots due to design flaws in the original layout of lots (see #2 above). 4 WHDI7139778.2
PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.C. PROJECT WITH RDATAX-EXEMPT REDEVELOPMENT REVENUE BONDS 5. SUMMARYOF TAX-EXEMPT REVENUE BONDS Spot blight findings would provide
the requisite authority for the RDA to issue conduit revenue Bonds on behalf of Dermatology Associates of Wisconsin S.c., a Wisconsin limited liability company, and/or a related limited
liability entity to be formed (the "Borrower"), in an amount not to exceed $7,000,000 (the "Bonds") for the purpose of fmancing the blight remediation improvements which Project includes
a Project consisting of the (i) remodeling and refurbishment of an existing approximately 5,000 square foot clinic facility located at 1515 Randolph Court in the City of Manitowoc, Wisconsin,
(ii) construction of an approximately 50,000 square foot addition to an existing approximately 5,000 square foot facility located at 801 York Street in the City of Manitowoc, Wisconsin,
(iii) acquisition of approximately 2.5 acres of land located at Lots 3 and 5 of the Universal Business Park in the City of Oshkosh, Wisconsin and construction of an approximately 8,000
square foot clinic and surgery facility and (iv) payment of certain costs related to the issuance of the Bonds. Interest on the Bonds issued by the RDA would be exempt from both Federal
and State income tax -thereby providing an interest rate savings to the Borrower. If the RDA issues the Bonds on behalf of the Borrower, the Bonds would be municipal bonds; however,
the Bonds would not be general obligations of the City or the RDA. The RDA would be acting solely as a conduit to assist the Borrower: 1. Bonds; and Neither the City nor the RDA would
be liable for payment of the principal and interest on the 2. Neither the City nor the RDA would have ongoing responsibilities of monitoring or reporting with regard to the Bonds or
the project; and 3. The Bonds would not count against the City's borrowing capacity. The City will not levy a tax for payment of the Bonds. The RDA would act strictly as a conduit, which
which would enable the Borrower to borrow at a lower rate of interest. The lender for the Borrower (the "Bank"), would issue its direct-pay Letter of Credit to provide for the timely
payment of principal and interest on the Bonds. The Borrower would enter into a Reimbursement Agreement with the Bank providing for reimbursement of amounts paid by the Bank pursuant
to the Letter of Credit. Bondholders would not look to the City or the RDA for payment. The RDAwould assign all of its rights, liability and responsibilities under the Bonds to a third
party fiduciary Trustee for administration for the benefit of the Bondholders. The Borrower would be fully responsible for repaying the loan and would make the arrangements with the
Bank for the payment on the Bonds. If the Borrower was not able to reimburse the Bank for payments of principal and/or interest when due, the Bank would realize on its collateral and
enforce its rights against the Borrower. Neither the City nor the RDA would be liable for payment. In addition, the bond documents would provide extensive indemnification provisions
to provide for indemnification of the City and the RDA against any claims related to the Bond financing. As with all conduit financing structures, Dermatology Associates of Wisconsin
S.c.-the Borrower -would be responsible for payment of all fees or other costs incurred by the City and the RDA in connection with the issuance of the Bonds, including payment of attorneys'
fees. The foregoing is just a brief discussion of the way in which the City and RDA may assist the Borrower. The key point to remember is that by assisting the Borrower through a conduit
bond issue, the RDA will afford the Borrower access to an interest rate benefit because the interest on the Bonds will be tax-exempt in the hands of the bondholders. The interest rate
savings afforded the Borrower will allow it to make necessary improvements to its facilities, which improvements include alleviation of existing blight conditions -at no cost to the
RDA or the City. 5 WHD/7139778.2
PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.c. PROJECT WITH RDA TAX-EXEMPT REDEVELOPMENT REVENUE BONDS 6. "REPRESENTATIVE EXAMPLES" CONDITIONS OF BLIGHT FOR PRIOR PROJECTS
FINANCED OR TO BE FINANCED WITH TAX-EXEMPT REVENUE BONDS City of Oshkosh River Vallt)! One. LLC Prq,iect(nlkla 524 N KoellerStreet. LLC Pr~ject)(Andrew J. Dumke); The Redevelopment Authority
of the City of Oshkosh and the City (on October 21, 2009 and October 27, 2009, respectively) made a blight determination of the property owned by 524 N Koeller Street, LLC (the "Borrower")
located at 524 Koeller Street in the City of Oshkosh, Wisconsin. The RDA approved an Initial Resolution on September 16, 2009 authorizing the issuance of bonds in an amount not to exceed
$3,500,000 on behalf of the Borrower for the (a) acquisition of land, (b) construction of two buildings which will be completed in two phases, each approximately 10,000 square feet in
size, to be located at 524 Koeller Street in the City of Oshkosh, Wisconsin and (c) payment of financing fees, which project will be constructed by the Borrower and leased to Schenck
S.c. and other tenants for office/retail space. The blight determination was made based upon the following conditions of blight: • The project site is located on vacant, undeveloped
land. Economic development of the project site would promote sound community development and growth. • The project site is located on a floodplain which affects the use and value of
the affected property, and presents development challenges for the Borrower. The development of the project site will alleviate this condition by elevating the property which requires
an extensive amount of fill. • The land located on the east side of the project site is subject to numerous easements, which makes the land undevelopable and negatively affects the value
of the property. The Shops at Market Fair Pro/ect (peterJungbatker,!: The Redevelopment Authority of the City of Oshkosh and the City made a blight determination (on October 21, 2009
and October 27, 2009, respectively) for property owned by 2323 East Capitol, Ll.C (the "Borrower") located at 1508-1550 South Koeller Avenue in the City of Oshkosh, Wisconsin. The RDA
approved an Initial Resolution on September 16, 2009 authorizing the issuance of bonds in an amount not to exceed $9,300,000 on behalf of the Borrower for the (a) acquisition of land,
(b) renovation and construction of an approximately 80,000 square foot facility known as the "Shops at Market Fair" located at 1508-1550 South Koeller Avenue in the City of Oshkosh,
Wisconsin, (c) capitalized interest, (d) soft costs and (e) payment of financing fees, which project will be constructed by the Borrower and leased to Best Buy Stores L.P., Michaels
Stores, Inc. and other retailers. The blight determination was made based upon the following conditions of blight • The roofs of the buildings located at 1508-1550 South Koeller Avenue
in the City of Oshkosh which are being remodeled, rehabilitated and expanded to be used for retail stores, are original ballasted membrane roofs and are in bad condition, contain asbestos
and have experienced severe leaking problems throughout the center, interior damage, and potential structural problems. • Asbestos was also discovered in the floor tiles in the center
which will be remediated. • The buildings were built with corrugated steel paneling which have poor energy efficiency allowing cold air to enter and had resulted in freezing of the sprinkler
system and presented an unsafe condition. 6 WHD!7139778.2
• The small shop space has single pane plate glass which causes severe leaking problems. • General rehabilitation and refurbishment of parking areas is required to insure the safety
of the public, including a large area behind the new Best Buy space which required significant repaving and improvements to remedy inadequate space for truck delivery. •
Improvement of lighting in parking areas to provide better security for the public and greater electrical efficiency. • Improvements in inefficient voltage in electrical are being upgraded
to provide greater electrical efficiency. • To assure the continued health and safety of the public and retail occupants, rehabilitation includes both structural and equipment changes
including installation of security cameras. • The buildings were originally constructed in the early 1980s and are nearly 30 years old and must be rehabilitated and upgraded. • The depth
of certain of the large retail space was too deep to attract retailers and presented a challenge to leasing. • • Existence of a large gas main running behind the center limits the configuration
of the property and presents challenges to development. City of Fond du Lac The Redevelopment Authority of the City of Fond du Lac and the City made a blight determination and the RDA
subsequently issued bonds for a project which consisted of an addition to an existing manufacturing facility. The blight determination was made based upon the following conditions of
blight: WHD/713977 8.2 • The location of the Rail Line precluded the maximum utilization of space and cost-efficient construction of additional manufacturing space because an addition
of the size needed could not be continued North on the existing building. Instead, the building had to be redesigned to expand in an "L" to the west, necessitating reconfiguration of
manufacturing flow and building use. • Construction of new sewer line was required because site could not be utilized to maximum efficiency by constructing to the North. By undertaking
the "L" shaped expansion, the sewer lines needed to be reconfigured in order to accommodate the location of the building addition. • Further impediments to development arising from the
need to build to the West including substantial excavation costs of excavating a hill (development North would not have presented the same impediment). • Expansion of the building to
the West led to the need to create a berm in order to provide an aesthetically pleasing shield to the neighboring property. Upon completion, the berm will be seeded with native vegetation/prairie
grass and will allow for the natural absorption of rain water in an environmentally friendly manner. • Ingress and egress to the Project had to be reconfigured due to the inability to
build to the North. • One existing loading dock could not be utilized because of the "L" configuration of the building. This necessitated demolition/closing of one loading dock and construction
of an alternative loading dock. 7
City of West Allis The Community Development Authority of the City of West Allis and the City made a blight determination and the CDA subsequently issued bonds for a project which consisted
of an addition to an existing Hospital. The blight determination was made based upon the following conditions of blight: • The original facility was constructed on an old foundry site
and additions and improvements to the site require disturbance of the underlying soil. Remediation and removal of foundry sand issues is necessary to allow further improvement of the
site and remediation of this environmental problem. The size and scope of the project includes the remediation of this condition of blight. • The existing facility has several areas
where there if roofleakage and resulting interior damage. To maintain the appearance, value, health, and safety of the facility, these conditions will be corrected. The size and scope
of the project includes the remediation of this condition of blight. • The existing entrance to the the Hospital is not designed to provide optimal security for patients and staff entering
and exiting the building and does not allow for adequate control by the staff of patient ingress and egress. The project includes remodeling and reconfiguring the entry and upon completion
will provide optimal security for the health and safety of patients, staff and the community. • The facility has inadequate parking which contributes to traffic flow issues. The project
includes providing additional parking and improvement of traffic flow which will eliminate the current problem. • Prior to the project improvements, the wooded area around the Hospital
contained scrub, dead and dying trees, invasive vegetation and created an unsafe condition allowing potential for loitering and lurking to go undetected. The overgrowth also created
obstruction to visibility on public sidewalks and was an impediment to potential development and access to a park under consideration for development on a neighboring property. The project
includes landscaping to remove scrub, dead and dying trees, invasive vegetation and improvement of each of these conditions of blight. Village of Sussex The Community Development Authority
of the Village of Sussex and the Village made a blight determination and the CDA subsequently issued bonds for a project which consisted of the construction of a manufacturing facility
on land located in the Sussex Business Park based upon the following conditions of blight: WHDI7139778.2 • The Project Engineer has determined that due to blight conditions on the site,
the Borrower will be forced to incur significant expense in order for the Borrower to manage storm water to the Village of Sussex requirements. This site was originally designed as part
of a business park that utilizes the detention pond to the south of the site to perform the storm water management practices. The storm water system that serves this site was documented
on a plan called "Mindemann Farms Industrial Park -Phase 2 Storm Water Management" dated November 2000. This design shows the "Lauterbach" site being graded to surface drain into the
detention pond. • A survey of the site has revealed that the site was lower than the "Mindemann Farms Industrial Park -Phase 2 Storm Water Management" design and does not provide for
surface drainage to the detention pond. When analyzing the site, it was determined that in order to provide surface or subsurface drainage to the detention pond, significant fill materials
would have to imported to the site or an alternate on-site storm water management system would have to be used. The Borrower is exploring an alternate system which uses a combination
of pervious asphalt and a bio-retention pond. These alternate systems will require extra expenses for the Borrower that would not normally be required if the site did not suffer the
conditions identified above. These conditions constitute a "blight" condition and the project financing will eliminate these blight conditions on the site. 8
Village of Hales Corners The Community Development Authority of Hales Comers and the Village made a blight finding and subsequently the CDA issued bonds to finance (i) certain improvements
to the Grange Campus Site located at 5425 South 111th Street including, but not limited to, roof repairs, asphalt replacement, and heating and air conditioning improvements, (ii) certain
water and sewer improvements and construction and equipping of an approximately 28,888 square foot gymnasium and community fitness addition to the school facility located at 12300 West
Janesville Road. The major repairs required at the Grange Campus are: • Replace the asphalt. -The asphalt area is used as a playground for the elementary school students. Our records
indicate that the area is now 20 years old, and was actually built upon an area with unstable soils. This substructure has allowed for significant pitching and heaving causing uneven
surfaces that the students often stumble or trip over. This surface can no longer be fixed by patching and complete replacement is required. We also believe that the repair of this area
will help address an unsightly area, by improving the overall appearance of the property. • Replace a portion of the roof. -This portion is now over 30 years old, and can no longer be
adequately repaired and there are numerous areas where leaks have occurred. These leaks have had undesirable effects for the health and safety of the faculty and students who use this
building. Ceiling tiles and other items have begun to show the signs of mold, mildew and deterioration after having become dampened by various leaks. • Improve the air flow and air exchange
inside the building. -The air exchange is safe per grandfathered standards of 7 times per hour. However, the ventilating system is growing old and struggling to adequately maintain this
volume of exchange. Current codes currently require air exchange of 15 times per hour, more than double our current situation. The importance of the increased volume of air exchange
has been exacerbated by the affects from the leaks in the roof. The major environmental remediation required at the Janesville Campus is: • The sewage lift station is inefficient and
upon failure, creates unsafe and unsanitary conditions at the schooL The problems are due in part to the age and size of the existing life station and to the elevation of the sanitary
sewer in Janesville Road being at a higher elevation than the level of the ground on our lot. Sewage backups are due to a failure of the sanitary pump(s), inadequate alarm systems and
holding tank. The backups occur in the mechanical room which is adjacent to our cafeteria/meeting area. This area is where our Middle school prepares and serves lunch, and other large
school events involving the serving of food occur. These recurrent sewer backups have also caused a mold problem. We propose to correct this unsanitary condition with a new lift station
that will have updated pumps, a larger holding tank and include a controls system that will better alarm us of any failures in the system. The capacity of the new system will be large
enough to accommodate campus needs including those necessitated by future growth, including the gymnasium addition. Full economic development of the site cannot occur unless the sewer
lift station is replaced City of Milwaukee The Redevelopment Authority of the City of Milwaukee made a spot blight determination and subsequently issued bonds for a not-for-profit corporation,
for costs associated with the acquisition and rehabilitation and equipping of an existing building. The blight determination was based primarily upon an environmental "hot spot" existing
under the parking lot. The project costs included blacktop capping of the parking lot but there were significant other costs associated with the remodeling and equipping of the building.
The Redevelopment Authority of the City of Milwaukee made a spot blight determination and subsequently issued bonds for costs associated with the acquisition and demolition of existing
properties, properties, construction of a new facility WHDI7I39778.2 9
on that property, and for improvements to the existing campus. The blight determination at the existing campus site was based upon a need to upgrade existing HVAC system, however, in
addition to the costs associated with the improvement of the HV AC system, significant other project costs were included in the bond financing. Town of Jackson The Community Development
Authority of the Town of Jackson made a blight determination and subsequently issued bonds for costs associated with a gymnasium addition to the Borrower's facility and sewer improvements
and costs of resolving a drainage problem on the site. The blight determination was based on the sewer problems and drainage problems. The bond-financed project costs included the costs
of remedying the drainage problem and sewer problem, but also the costs for the gymnasium addition. Village of Genesee The Community Development Authority of the Village of Genesee made
a blight determination and subsequently issued bonds on behalf of a not-for-profit corporation, for costs associated with rehabilitation of the company's historic facility, based upon
evidence of non-native vegetation, uneven walkways and conditions which arrested the sound development of the site. The subsequent bonds financed a project which included not only extensive
rehabilitation and equipping of the historic facility, but construction of an additional visitors center building several hundred feet from the existing historic facility. City of Delafield
The Community Development Authority of the City of Delafield made a blight determination and subsequently issued bonds to finance capital improvements on behalf of a private school based
on the following spot blight finding: WHDI7139778.2 • The roofs of the buildings known as Scott Johnston Hall, Hazelwood Hall, Smythe Hall and Dekoven/Wells Hall, which are utilized
as barracks, academic buildings and administrative buildings needed replacement to correct conditions which had led to severe leaking problems, interior damage, and other structural
problems. • Most of the buildings on the campus are old historic buildings. The oldest building is over a century old and most are of stone construction. Scott Johnston Hall, Hazelwood
Hall, Smythe Hall and Dekoven/Wells Hall all required extensive tuck-point and other stone work to repair conditions that had led to severe leaking problems, interior damage, and other
structural problems. • General rehabilitation and refurbishment of Scott Johnston Hall, Hazelwood Hall, Smythe Hall and DeKoven/Wells Hall including but not limited to equipment and
structural improvement to promote better air quality, lighting and security. • During the rehabilitation of Scott Johnston Hall, Hazelwood Hall and Smythe Hall, asbestos was detected
and remediation was undertaken. • While completing rehabilitation and refurbishment of Dekoven/Wells Hall, additional asbestos problems were discovered and remediation was undertaken.
• To assure the continued health and safety of the students, security cameras, new and improved door hardware, improved lighting and other structural changes were required in the barracks
facilities. • For the continued health and well-being of the students, upgrades were made to all shower and restroom facilities in the barracks buildings. 10
• To assure safe and adequate supplies of drinking water, a new well is required, water treatment equipment will be installed and a structure built to house the water treatment equipment.
• The existing competitive track is the old cinder-type track. For safety reasons the cinder track will be replaced with an all-weather surface. • The existing baseball field is non-compliant
with competitive standards and must be improved to allow maximum educational participation by cadets. • The exiting tennis courts have deteriorated to the point that they create a safety
issue for the cadets. • Currently, temporary, portable bleachers are used by spectators at various sports events. To improve safety for spectators and cadets, new, permanent seating
will be installed. • Currently, temporary restroom facilities are used by spectators and cadets at various sporting events. For health and sanitation reasons, these facilities will be
replaced with permanent restroom facilities. • Currently concessions are provided to spectators from a "trailer and for health reasons, a permanent facility will be constructed. • The
locker facility available to cadets and their competitors has deteriorated to point where it was a safety concern. The locker facility will be razed and replaced with a permanent structure.
• The obstacle course equipment and rappel tower are currently not fenced. These areas will be fenced to provide greater safety and security. • There is no surfaced parking available
for spectators attending competitions and any available parking is on grass areas. Designated surface parking areas will be constructed for the safety of spectators and cadets. City
of Wausau WHDI7139778.2 • The existing facility has been vacant and underutilized for over a year. • The property has not been maintained to the standards of the community and significant
rehabilitation and refurbishment is required. • There has been deterioration of paving of parking areas at the site. 11
PROPOSAL TO FINANCE DERMATOLOGY ASSOCIATES OF WISCONSIN S.C. PROJECT WITH RDA TAX-EXEMPT REDEVELOPMENT REVENUE BONDS 7. MUNICIPAL TIMELINE FOR RESOLUTIONS AND PUBLIC HEARINGS $7,000,000
Redevelopment Authority of the City of Oshkosh, Wisconsin Redevelopment Revenue Bonds, Series 2010 (Dermatology Associates of Wisconsin S.C. Project) S M T W T F S1 2 3 4 5 6 7 8 9 10
11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 MAY JUNE S M T W T F S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 MUNICIPAL TIMELINE
FOR RESOLUTIONS AND PUBLIC HEARINGS •••E.•@E· ••••llli!ilil •• ••••I••iiiiiilll.i! ••••m•• m.'.nmiiilli ii!i!iii!iiiymYYYm nm.in'.!.·.·Y.·!!!!i • !!••!••••••!!!.!'!!!!.!!!i! !imn·•.·,.••m'.....•..mm
,mmm, •....m. wnmnn n..·mn,m•..m May 26, 2010 RDA considers Preliminary Blight Resolution (Dermatology Associates of Wisconsin S.C project) June 1,2010 WHD publishes Notice of Public
Hearing (Blight); Public Hearing to be held by RDA on June 21, 2010 (published as a Class 2 Notice on June 4, 2010 and June 11, 2010) June 3, 2010 WHD publishes Notice of Public Hearing
(TEFRA for Bonds); Public Hearing to be held by RDA on June 21, 2010 (published as a Class 1 Notice onJune 8,2010 -14 dqys beforePublic Hearing date) June 8, 2010 City Council considers
Preliminary Blight Resolution (Dermatology Associates of Wisconsin S.C) June 21, 2010 • RDA holds informational Public Hearing on blight determination (Dermatology Associates of Wisconsin
S.C) • RDA considers Final Blight Resolution (Dermatology Associates of Wisconsin S.C) • RDA holds TEFRA Public Hearing for Bonds • RDA considers Parameters Final Bond Resolution June
22, 2010 City Council considers Final Blight Resolution (Dermatology Associates of Wisconsin S.C) On or about June 29, 2010 Closing on Bonds 12 WHDI7l39778.2