MINUTES OF MEETING HARTFORD TERRACE COMMUNITY DEVELOPMENT DISTRICT The regular meeting of the Board of Supervisors of the Hartford Terrace Community Development District was held on Thursday, March 21, 2024 at 2:00 p.m. at 1115 Aloha Blvd., Davenport, Florida. Present and constituting a quorum were: Chris Wrenn Chairman Eric Baker Vice Chairman Mary Burns Assistant Secretary Also, present were: George Flint District Manager, GMS Andy Hatton GMS Tucker Mackie District Counsel Steve Sanford by phone Greenberg Traurig Jason Alligood by phone District Engineer The following is a summary of the discussions and actions taken at the March 21, 2024 Hartford Terrace Community Development District’s Regular Board of Supervisor’s Meeting. FIRST ORDER OF BUSINESS Roll Call Mr. Flint called the meeting to order. Three Board members were in attendance at the meeting constituting a quorum. SECOND ORDER OF BUSINESS Public Comment Period There were only Board members and staff present at the meeting. THIRD ORDER OF BUSINESS Approval of Minutes of the August 17, 2023 Board of Supervisors Meeting Mr. Flint presented the minutes from the August 17, 2023 Board of Supervisors meeting. He asked for any comments, corrections, or changes. The Board had no changes to the minutes. On MOTION by Mr. Baker, seconded by Mr. Wrenn with all in favor, the Minutes of the August 17, 2023 Board of Supervisors Meeting, were approved. FOURTH ORDER OF BUSINESS Financing Matters A. Presentation of Draft Supplemental Assessment Methodology Report Mr. Flint presented the Supplemental Assessment Methodology Report on page 22 of the agenda. Page 9 of the report is the development program and assessment area that is being called Assessment Area One. There are 245 units, 40, 50, and 60 ft. product types. ERU factors have been assigned to those resulting in 227 ERU’s. Table 2 is the infrastructure cost estimates for the project totaling $6,3376,500. Table 3 is the bond sizing and is closer to what they believe the actual terms will be based on target assessments, interest rate and other assumptions that would generate $4.2M in construction funds. Debt service reserve would be 50% max annual debt, underwriter is discounted 2%, and cost of issuance. This is the pre pricing supplemental report and will be updated once the bonds are priced and included in the Offering Memorandum that the underwriter uses to market the bonds. Table 4 shows allocation of benefit based on improvement cost. Table 5 shows the allocation of benefit based on par debt. Table 6 shows the preunit assessment amounts would be under these assumptions for each product type. The developer contribution has been recognized to level out the debt service assessments so all of the single-family homes are paying the same amount. The developer contribution will be recognized by paper exercise but will need to recognize the portion of the project that they are contributing that is not being funded, recognized on paper and allows the assessments to be leveled out. Table 7 Preliminary Assessment Roll shows the platted lots within the assessment area, par amount, and annual assessments related to those. All of the units are platted. Ms. Mackie asked if they want to have O&M assessments consistent across the product types. Mr. Baker stated he would think so. B. Presentation of Supplemental Engineer’s Report Mr. Flint stated this is a supplemental report that supplements the original Master Report specific just to Assessment Area One. He has broken out the 245 units by product type and project cost. C. Consideration of Resolution 2024-01 Bond Delegation Resolution i. Exhibit A: Form of Bond Purchase Contract ii. Exhibit B: Draft Copy of Preliminary Limited Offering Memorandum iii. Exhibit C: Form of Continuing Disclosure Agreement iv. Exhibit D: Form of First Supplemental Trust Indenture Mr. Sanford stated this is called the Delegation Resolution because the Board sets forth certain parameters by adopting this resolution. When it comes time to market the bonds, the pricing is within the parameters set by the Board then the Chair or Vice Chair is authorized to sign a Bond Purchase Contract without the need for calling a special meeting. The parameters are that they are authorizing up to $6M in special assessment bonds secured by the 245 platted units within the District. If for any reason they exceed that number, they would have to go back. Other parameters are that they can’t have more than 30 years of principal payments and the underwriter’s compensation is 98% meaning they buy the bonds from the District at a discount then turn around and sell the bonds at par and the differential is the compensation to be paid to the underwriter. Mr. Sanford stated that they are asking the Board to approve certain exhibits to the resolution. Exhibit A is the purchase contract between FMS as the underwriter and the District. Once the bonds are sold and the terms are determined of the bonds that would get executed by FMS and the Chair or Vice Chair. Exhibit B is the marketing tool used by the underwriter in finding investors. Once the bonds are sold that Preliminary Offering Memorandum gets finalized with the final terms of the bonds, the interest rates, redemption provisions, sources and uses and gets delivered to the investors. Exhibit C is between GMS as the dissemination agent of the District and the developer. The rationale for this agreement provides annual updated information and disclosure of certain material events. Exhibit D is between the District and US Bank Trust as your bond Trustee. He noted when the authorized resolution was adopted last year, they approved this form but it has been changing since so would like to get the Board to reapprove the form of this First Supplemental which would get finalized after the bonds are sold and they know all of the final terms. If there is any need to amend George’s report or the Engineer’s Report in connection with the marketing of the bonds, there is authorization within this resolution to make those necessary changes without the need for calling a special meeting. On MOTION by Mr. Wrenn, seconded by Mr. Baker, with all in favor, Resolution 2024-01 Bond Delegation Resolution, was approved. FIFTH ORDER OF BUSINESS Consideration of Resolution 2024-02 Authorizing the Use of Electronic Documents and Signatures Mr. Flint noted this allows the District to use electronic document signing via DocuSign. On MOTION by Mr. Wrenn, seconded by Mr. Baker, with all in favor, Resolution 2024-02 Authorizing the Use of Electronic Documents and Signatures, was approved. SIXTH ORDER OF BUSINESS Ratification of Fiscal Year 2023 Audit Engagement Letter Mr. Flint noted the District is required to have an annual independent audit performed and you selected Grau & Associates as your independent auditor and enter into an agreement with them annually. This was executed back in October to get the audit done by the statutory deadline. On MOTION by Mr. Baker, seconded by Mr. Wrenn, with all in favor, the Fiscal Year 2023 Audit Engagement Letter, was ratified. SEVENTH ORDER OF BUSINESS Ratification of Data Sharing and Usage Agreement with Polk County Mr. Flint noted this is with the Polk County Property Appraiser and was executed back in December so asking the Board to ratify it. On MOTION by Mr. Baker, seconded by Mr. Wrenn, with all in favor, the Data Sharing and Usage Agreement with Polk County, was ratified. EIGHTH ORDER OF BUSINESS Ratification of Polk County Contract Agreement Mr. Flint stated this is the contract between the District and the property appraiser utilizing the uniform collection method and the tax bill for the data O&M assessments. On MOTION by Mr. Baker, seconded by Ms. Burns, with all in favor, the Polk County Contract Agreement, was ratified. NINTH ORDER OF BUSINESS Staff Reports A. Attorney Ms. Mackie noted in terms of the remaining process to close on the bonds, once the documents are finalized in order to post the PLOM, it is usually one to two weeks after that they will receive pricing and execute the BPA. They anticipate at the April meeting being able to adopt the Final Assessment Resolution and pre-close on the bonds then close a few days after that. In the Supplemental Engineer’s Report, the 2024 project was about $6.3M and that represents improvements that they have required to date so at the time of issue they can process a requisition to Pulte for the full amount of the proceeds and recognize the contribution mentioned by George earlier with respect to where they targeted the assessment levels. B. Engineer Mr. Alligood had nothing other than what was gone through in the completed portions utilizing the contracts pay up for Phase 1 as some numbers were higher than expected and some were lower. It looks like right now they are on track with what was planned. C. District Manager’s Report i. Balance Sheet and Income Statement Mr. Flint presented the unaudited financials through the end of January. He asked for any questions on those. Hearing none. ii. Ratification of Funding Requests 20-29 Mr. Flint stated these were submitted to the developer under the funding agreement and asked the Board to ratify. On MOTION by Mr. Baker, seconded by Ms. Burns, with all in favor, Funding Requests 20-29, were ratified. TENTH ORDER OF BUSINESS Other Business There being no comments, the next item followed. ELEVENTH ORDER OF BUSINESS Supervisor’s Requests There being no comments, the next item followed. TWELFTH ORDER OF BUSINESS Adjournment On MOTION by Mr. Baker, seconded by Ms. Burns, with all in favor, the meeting was adjourned. Signature - George Flint Signature - Chris Wrenn ________________________ _____________________________ Secretary/Assistant Secretary Chairman/Vice Chairman