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HomeMy WebLinkAboutRES 21-190RESOLUTION NO. 21-190 WHEREAS, on July 13, 2021, the City Council of the City of Beaumont, Texas passed Ordinance No. 21-042 designating an area as the Arbor Reinvestment Zone pursuant to the Texas Redevelopment and Tax Abatement Act (Texas Tax Code, Chapter 312); and, WHEREAS, the City of Beaumont has been approached by Arbor Renewable Gas, LLC with a proposal for the creation and maintenance of their plant facility situated between Highway 347 and Highway 69 South, to the southwest of the OCI Methanol Plant property; and, WHEREAS, this project is intended to bolster local economic development by stimulating business and commercial activity within the city; and, WHEREAS, the developers have approached the City seeking economic development incentives in the form of ad valorem tax abatements and have filed an application with the City for Chapter 312 economic development incentives; and, WHEREAS, the application has been reviewed and it has been determined that the proposed project does satisfy the purpose and goals of the program in that it will enhance the City's economic base and diversify and expand job opportunities, and, WHEREAS, in order to maintain sufficient controls to ensure that the public purpose is carried out, it is necessary to enter into a tax abatement agreement with the developer establishing the expectations and terms of the transaction; and, WHEREAS, the City Council is of the opinion that approval of an application for Chapter 312 economic development incentives and entering into a tax abatement agreement with Arbor Renewable Gas, LLC for the creation and maintenance of their plant facility situated between Highway 347 and Highway 69 South, to the southwest of the OCI Methanol Plant property is in the best interest of the City of Beaumont and its citizens. Said Tax Abatement Agreement is substantially in the form attached hereto as Exhibit "1" and made a part hereof for all purposes; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the statements and findings set out in the preamble to this resolution are hereby, in all things, approved and adopted; and, THAT approval of an application for Chapter 312 economic development incentives for Arbor Renewable Gas, LLC for the creation and maintenance of their plant facility situated between Highway 347 and Highway 69 South, to the southwest of the OCI Methanol Plant property is hereby approved, and, BE IT FURTHER RESOLVED THAT the City Manager be and he is hereby authorized to execute a tax abatement agreement with Arbor Renewable Gas, LLC granting a 90% ad valorem tax abatement for ten (10) years towards Unit 1 and a 100% ad valorem tax abatement for ten (10) years towards Units 2 through 4 for the creation and maintenance of their plant facility situated between Highway 347 and Highway 69 South, to the southwest of the OCI Methanol Plant property. The meeting at which this resolution was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 10th day of August, 2021. - Mayor Robin Mouton - TAX ABATEMENT AGREEMENT FOR PROPERTY LOCATED IN THE ARBOR REINVESTMENT ZONE This Tax Abatement Agreement (hereinafter referred to as 'the Agreement') is made, entered, and executed between The City of Beaumont, Texas (hereinafter referred to as the "City"), and Arbor Renewable Gas, LLC, (hereinafter referred to as "Arbor'), the owner of taxable property in Beaumont, Jefferson County, Texas, located in the Arbor Reinvestment Zone as described below ("Arbor Reinvestment Zone"). I. AUTHORIZATION This Agreement is authorized by the Texas Property Redevelopment and Tax Abatement Act, Tax Code, Chapter 312, V.T.C.A., as amended, and by authorization of the City following the designation of the Arbor Reinvestment Zone. H. DEFINITIONS 1. As used in this Agreement, the following terms shall have the meanings set forth below: a. The "2021 Certified ADWaised Value" means the January 1, 2021 value of the property within the Reinvestment Zone, as certified by the Jefferson County Appraisal District as of that date and described in Paragraph 3 and Exhibit g. b. °Improvements" means the buildings or portions thereof and other improvements, including fixed machinery, equipment and process units, used for commercial or industrial purposes that are constructed by Arbor on the property after December 31, 2021. C. "ConstructionPhase" means a material and substantial improvement of the property which represents a separate and distinct construction operation undertaken for the purpose of constructing the Improvements. The period of Construction Phase ends when commercial operation of the New Facility commences as defined by the completed installation of constructed Eligible Property that serves the purpose for which it is designed. d. "Abatement' means the full or partial exemption from ad valorem taxes of certain property in a Reinvestment Zone designated for economic development purposes. EXHIBIT "1" "Eligible Property" means the buildings, structures, fixed machinery, equipment and process units, construction in progress and hnprovements necessary to the operation and administration of the New Facility. P. "New Eligible Property " means Eligible Property, the construction of which commences subsequent to the date of execution of this Agreement. A list of the New Eligible Property is set forth in the Application for Tax Abatement originally filed by Arbor, within the City of Beaumont, Texas ("the Application"), which is incorporated herein by reference and made a part hereof. During the Construction Phase of the New Eligible Property, Arbor may make such change orders to the New Eligible Property as are reasonably necessary to accomplish its intended use. g. "Ineligible Property" means land, inventories, supplies, tools, furnishings, and other forms of movable personal property, including but not limited to, vehicles, vessels, aircraft, housing, hotel accommodations, deferred maintenance investments, improvements for the generation or transmission of electrical energy not wholly consumed by a new facility or expansion, any improvements including those to produce, store, or distribute natural gas, fluids or gases, which are not necessary to the operation of the New Facility, and property that has an economic life of less than ten (10) years. h. "Affiliates" of any specified person or entity means any other person or entity which, directly or indirectly, through one or more intermediaries, controls, or is controlled by, or is under direct or indirect common control with such specified person or entity. For purposes of this definition , "control' when used with respect to any person or entity means (i) the ownership, directly or indirectly, or fifty percent (50%) or more of the voting securities of such person or entity, or (ii) the right to direct the management or operations of such person or entity, directly or indirectly, whether through ownership (directly or indirectly) of securities, by contract or otherwise, and the terms "controlling" and "controlled" have meaningscorrelative to the foregoing. 2. The Tax Abatement Policy for granting tax abatements in a reinvestment zone created in Beaumont, Jefferson County, Texas, which was adopted via Resolution No. 20- 181 by the City Council of the City of Beaumont September 8, 2020, is incorporated herein by reference, together with any applicable amendments. All definitions set forth therein are applicable to this Agreement. e. "Eligible Property" means the buildings, structures, fixed machinery, equipment and process units, construction in progress and Improvements necessary to the operation and administration of the New Facility. "New Eligible Property " means Eligible Property, the construction of which commences subsequent to the date of execution of this Agreement. A list of the New Eligible Property is set forth in the Application for Tax Abatement originally filed by Arbor, within the City of Beaumont, Texas ("the Application"), which is incorporated herein by reference and made a part hereof. During the Construction Phase of the New Eligible Property, Arbor may make such change orders to the New Eligible Property as me reasonably necessary to accomplish its intended use. g. "Inelieible Property" means land, inventories, supplies, tools, furnishings, and other forms of movable personal property, including but not limited to, vehicles, vessels, aircraft, housing, hotel accommodations, deferred maintenance investments, improvements for the generation or transmission of electrical energy not wholly consumed by a new facility or expansion, any improvements including those to produce, store, or distribute natural gas, fluids or gases, which are not necessary to the operation of the New Facility, and property that has an economic life of less than ten (10) years. "Affiliates" of any specified person or entity means any other person or entity which, directly or indirectly, through one or more intermediaries, controls, or is controlled by, or is under direct or indirect common control with such specified person or entity. For purposes of this definition, "control" when used with respect to any person or entity means (i) the ownership, directly or indirectly, or fifty percent (50%) or more of the voting securities of such person or entity, or (ii) the right to direct the management or operations of such person or entity, directly or indirectly, whether through ownership (directly or indirectly) of securities, by contract or otherwise, and the terms "controlling" and "controlled" have meaningscorrelativeto theforegoing. 2. The Tax Abatement Policy for granting tax abatements in a reinvestment zone created in Beaumont, Jefferson County, Texas, which was adopted via Resolution No. 20- 181 by the City Council of the City of Beaumont September 8, 2020, is incorporated herein by reference, together with any applicable amendments. All definitions set forth therein are applicable to this Agreement. III. SUBJECT PROPERTY 3. The Reinvestment Zone is an area within Beaumont, Jefferson County, Texas, comprising approximately 53.54 acres of land. The Arbor Reinvestment Zone was designated by the City under Ordinance No. 21-042 dated July 13, 2021, a copy of which is attached hereto as Exhibit C and is hereby incorporated. The 2021 Certified Appraised Value is: Land Only $8,545 Improvements $0 Personal Proper[v $0 (includes Inventory) The 2021 Certified Appraised Value is subject to change based upon final certification of the values by Jefferson County Appraisal District. Upon certification, by consent of the parties, the 2021 Certified Appraised Value will be attached to Exhibit B. IV. VALUE AND TERM OF AGREEMENT 4. Arbor anticipates this project will entail construction of the fast of up to four separate units with an investment for unit 1 of $325 million and 20 jobs (and all four units totaling up to $1.15 billion and 56 jobs), with construction on unit 1 starting by the last day of March 2022, and construction start dates for each unit set sequentially over a period not to exceed six years. In order to incentivize construction of all four units in the City of Beaumont, the City has developed a tax abatement schedule where Arbor will receive the benefit of a tax abatement for each unit except that the abatement term for any individual unit shall not exceed ten (10) years_ Each unit will be assigned its own individual tax account by the Jefferson County Appraisal District. The Term of the Abatement pursuant to this Agreement (the "Abatement Term") for each unit shall begin on the date dictated by the construction completion schedule applicable to that unit and shall terminate on the date dictated in the abatement schedule applicable to that unit, unless sooner terminated pursuant to other provisions of this Agreement. City will request that the Jefferson Central Appraisal District establish discrete account numbers for each unit to facilitate efficient administration of this Agreement. In each year that this Agreement is in effect, the amount of abatement shall be an amount equal to the percentage indicated below. The appraised value, as defined in the Property Tax Code, of New Eligible Properties comprising each unit shall be abated in accordance with the following scale which is also found in Exhibit D: UNIT I UNIT 2 UNIT 3 UNIT 4 CONSTR CONSTR CONSTR CONSTR STARTQ122 STARTQ124 STARTQ126 STARTQ127 S600MIL SLISBR, $875 MIL 5325 MI CUMULATN CUMULATIV CUMULATIVE E E 32 44 56 TAX 20JOBS CUMULATIV CUMULATIVE CUMULATN YEAR EJOBS JOBS EJOBS YEAR Percentage of ABATEPI Value Abated --- YEAR Perceutage of 2024 1 90 2025 2 90 2026 3 90 A13ATID Value Abated 1 100 2 100 YEAR Percentage o[ 2027 4 90 2028 5 90 ABATED Value Aba@d 2029 6 90 3 100 1 100 YEAR Percentage of ABATED Value Abated 2030 7 90 4 100 2 100 1 100 2031 8 90 5 100 3 too 2 100 2032 9 90 6 100 4 100 3 100 2033 10 9V 7 1 100* 5 100* 4 100* 2034 8 100 _ 9 101 10 ]00*" _ 6 100 5 100 2035 7 110 6 100 2036 8 100** 7 100** 2037 9 100 8 100 2038 10 ]00*** 9 100*** 2039 10 100 *LASTABATEMFNT YEARFORUNIT I * *LAST ABATEMENT YEAAFOR UNIT 2 * **LAST ABATEMENT YEARFOR UNIT 3 V. TAXABILITY During the period that this tax abatement is effective ("abatememperiod"): The value of Ineligible Property shall be fully taxable; The appraised value, as defined in the Property Tax Code, of New Eligible Property shall be abated as set forth above under the section entitled "VALUE AND TERM OF AGREEMENT." VI. CONTEMPLATED IMPROVEMENTS 6. As set forth in the Application, which is incorporated herein for all purposes, Arbor represents that it will construct up to four units in four phases. The approximate cost of the first unit is $325 million, with each additional unit costing approximately $275 million (for a total of $1.15B for all four units). During the Construction Phase, Arbor may make such change orders to the project as are reasonably necessary. All Improvements shall be completed in accordance with the Application and all applicable laws, ordinances, rules, or regulations. Arbor agrees to make bidding information available to qualified local contractors, vendors, manufacturers and labor and to conduct pre -bid meetings from time to time with potential local bidders and suppliers of services and materials for the project. VII. EVENTS OF DEFAULT 7. During the abatement period covered by this Agreement, the City may declare a default hereunder by Arbor if Arbor (i) fails to commence construction of the first unit within one (1) year from the date this Agreement is executed or (ii) fails to construct the New Facility or (iii) fails to comply with any of the material terms of this Agreement, or (iv) if any representation made by Arbor in this Agreement is false or misleading in any material respect. &. If the City declares that Arbor is in default of this Agreement, the City shall notify Arbor in writing. If such default is not cured within sixty (60) days from the date of such notice ("Cure Period"), then this Agreement may be terminated. In the case of a default for causes beyond Arbor's reasonable control which cannot with due diligence be cured within the Cure Period, the Cure Period shall be deemed extended if Arbor (i) shall notify the City of Arbor's intention to institute steps reasonably necessary to cure such default, (ii) shall proceed to cure such default, and (iii) shall submit a proposed schedule for the completion of the New Facility, including the estimated date for completion of the New Facility, a reasonable explanation concerning the reason for the delay, and a reasonable estimate of the overall percent of the New Facility that is completed as of the date of such notice. 9. In the event Arbor (i) allows its ad valorem taxes on the New Facility to become delinquent or fails to timely and property follow the legal procedures for the protest and appeal of the ad valorem taxes on the New Facility or (ii) defaults under this Agreement and fails to cure, this Agreement may then be terminated. In the event of termination of this Agreement pursuant to the provisions of this paragraph, all taxes previously abated by virtue of this Agreement will be recaptured and paid within sixty (60) days of the termination, together with penalties and interest as required by the Texas Property Tax Code. 10. In the event the New Facility is completed and begins commercial operations, but subsequently discontinues operations for any reason excepting Fire, explosion, or other casualty, accident, or natural disaster, force majeure or governmental mandate, for a period of one (1) year during the abatement period, then this Agreement shall terminate. In the event of termination pursuant to the provisions of this paragraph, the abatement of the taxes for the calendar year during which the New Facility no longer operates shall terminate, but there shall be no recapture of prior years' taxes abated by this Agreement. The taxes otherwise abated shall be paid to the City prior to the delinquency date for such year. In no event shall Arbor be required to pay such taxes within less than sixty (60) days of the termination. VIIl. ADMINISTRATION 11. This Agreement shall be administered on behalf of the City by its City Manager. Upon completion of the New Facility, the City Manager shall annually evaluate the New Facility to ensure compliance with this Agreement. The Chief Appraiser of the Jefferson County Appraisal District is required to annually determine (i) the taxable value pursuant to the terms of this abatement of the real and personal property comprising the Arbor Reinvestment Zone and (ii) the full taxable value without abatement of the real and personal property comprising the Arbor Reinvestment Zone. The Chief Appraiser is required to record both the abatement taxable value and the full taxable value in the appraisal records. The full taxable value listed in the appraisal records shall be used to compute any recapture. Each year Arbor shall cooperate with the Chief Appraiser and furnish him or her with information reasonably requested pursuant to Chapter 22, Tax Code, V.T.C.A. Such information shall also be provided to the City to facilitate evaluation for compliance with this Agreement. 12, If after notice of default and failure to cure, the City terminates this Agreement, it shall provide Arbor written notice of such termination. In the event of termination, Arbor may file suit in the Jefferson County District Court appealing termination within ninety (90) days after receipt from the City of written notice of termination. If an appeal is filed, Arbor shall remit to the City within sixty (60) days after receipt of the notice of termination, any recaptured taxes as may be payable during the pendency of the litigation under Section 42,08, Tax Code, V.T.C.A. If the final determination of the appeal increases Arbor tax liability, Arbor shall pay the additional tax to the City pursuant to Section 42.42, Tax Code, V.T.C.A. If the final determination of the appeal decreases Arbor tax liability, the City shall refund to Arbor the difference between the amount of tax paid and the amount of tax for which Arbor is liable together with interest pursuant to Section 42.43, Tax Code, V.T.C.A, IX. ASSIGNMENT 13. Arbor may assign this Agreement to an Affiliate without the written consent of the City, provided that Arbor shall provide written notice of such assignment to the City. Except as provided in the immediately preceding sentence, Arbor may assign this Agreement with the written consent of the City, which consent shall not be unreasonably withheld, delayed or conditioned. Any assignment shall provide that the assignee shall irrevocably and unconditionally assume all the duties and obligations of the assignor upon the same terms and conditions as set out in this Agreement. No assignment shall be approved if Arbor or the assignee is delinquent in ad valorem taxes due the City. X. NOTICE 14, Any notice required to be given under the provisions of this Agreement shall be in writing and shall be served when it is deposited, enclosed in a wrapper with the postage prepaid thereon, and by registered or certified mail, return receipt requested, in a United States Post Office, addressed to the City or Arbor. If mailed, any notice shall be deemed to be received three (3) days after the date of deposit in the United States Mail. Unless otherwise provided in this Agreement, all notices shalt be delivered to the following addresses: To Arbor: OWNER: Mr, Trey Fielder EVP Project and Site Development Arbor Renewable Gas 1800 Bering Drive Suite 510 Houston, TX 77057 With a copy to: Megan Gallien Griffith, Moseley, Johnson 2901 Turtle Creek Drive, Ste 445 Port Arthur, TX 77642 To the City: City of Beaumont Kyle Hayes City Manager 801 Main Beaumont, TX 77701 With a copy to: Tyrone Cooper City Attorney 801 Main Beaumont, TX 77701 Chris Boone Director of Planning & Community Development 801 Main Beaumont, TX 77701 Either party may designate a different address by giving the other party ten (10)days written notice. XI. AUTHORITY 15. Each of the parties hereto represents and warrants to the other party that (i) it has all requisite power and authority to execute and deliver, to perform its obligations under and to consummate the transactions contemplated by this Agreement and (ii) the execution and delivery of this Agreement, the performance of its obligations under and the consummation by each party of the transactions contemplated by this Agreement have been duly authorized by all requisite corporate authority on the part of Arbor and by all requisite governmental authority on the party of the City and (iii) upon execution and delivery of this Agreement, this Agreement will constitute valid and binding legal obligations of such parry. XII. DATE 16. This Agreement may be executed in counterparts and the effective date of the Agreement shall be the date the City executes this Agreement, so authorizing, on the date of the countersignature hereto by the Manager of the City of Beaumont on this day of 2021. XIIL MISCELLANEOUS 17. In the event any section, subsection, paragraph, sentence, phrase or word herein is held invalid, illegal or unconstitutional, the balance of this Agreementshall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word. 18. The City agrees to record certified copy of this Agreement in the Deed Records of Jefferson County, Texas, 19. This Agreement shall be construed under the laws of the State of Texas. Venue for any action under this Agreement shall be the State District Court of Jefferson County, Texas. 20. This Agreement shall be subject to change, modification or, except in the event of default which has not been cured as provided herein, termination, only with the mutual written consent of the City and Arbor. 21. SEVERABILITY In the event any provision of this AGREEMENT is illegal, invalid, or unenforceable under present or future laws, then, and in that event, it is the intention of the Parties hereto that the remainder of this AGREEMENT shall not be affected thereby, and it is also the intention of the Parties to this AGREEMENT that in lieu of each clause or provision that is found to be illegal, invalid, or unenforceable, a provision be added to this AGREEMENT which is legal, valid, and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 22. This complete Agreement has been executed by the parties in multiple originals, each having full force and effect Arbor Renewable Gas, LLC By: (Signature) Tim Vail, CEO Date City of Beaumont By: (Signature) Kyle Hayes City Manager ATTEST: (Signature) (Printed Name and Title) Executed in duplicate this day of EXHIBIT A "Description of Project and Owner Property" Description of Project Applicant plans to design and construct a manufacturing facility that will utilize woody biomass as a feedstock. The process will produce renewable syngas, which can be further processed into either renewable gasoline or renewable hydrogen. The project will include up to four units, with a total investment of up to $1.15 billion. The projected investment for the first unit is approximately $319,650,000, not including $5,350,000 for the purchase of the project site, which will accommodate all four units. The total estimated investment for unit 1, including the land, is $325,000,000. Unit I will employ 20 new permanent employees, averaging an annual base salary of $83,000, and consisting of a facility manager, office manager, operators, mechanic and an electrician. The construction phase of the project could create up to 300 peak construction jobs with opportunities to be built by local contractors, laborers, vendors and suppliers. The Company plans to build an additional three units at the same site over a six -year period, with an investment of approximately $275 million for each unit, creating an additional 12 permanent employees at each unit, with salaries averaging $83,000. The four units would employ a total of 56 new permanent employees and the total estimated investment for the units is an estimated $1.15 billion. Construction start for unit 1 is estimated to be Ql 2022. Construction start for unit 2 is estimated to be Q12024. Construction start for unit 3 is estimated to be Q12026. Construction start for unit 4 is estimated to be Q12027 The project will process woody biomass into syngas, which will be converted into crude methanol and finally into gasoline, LPG and CO2- Alternatively, the plant can transport renewable syngas or the syngas be further processed to create hydrogen and Co, The primary product will be renewable gasoline. If the facility manufactures renewable industrial hydrogen, that product is at pipeline specification purity and pressure, molecularly identical to natural gasproduced hydrogen, and becomes a fungible product once in the pipeline. The facility will also produce CO2 at industrial scale. The unit will produce very few emissions, as the majority of the CO2 produced will be captured and sequestered in an approved storage facility. Because of this, the product manufactured at the facility is considered to be carbon negative, meaning that it removes more carbon from the atmosphere than it produces. Customers can then use this carbon negative attribute to offset the environmental impacts of thew own processes. During normal operations, the facility will produce three waste gas streams and LPG. Applicant will burn these in a gas turbine to generate renewable electricity for use by the facility. Though Applicant is not primarily engaged in activities related to renewable energy electric generation, Applicant will be producing a continuous 11.5 megawatts of renewable electricity, which the facility will utilize to meet over 75 percent of the facility's power needs and will purchase less than 25 percent of the facility's power needs from the grid. Significant components of the facility would include; • process and final product storage tanks • wood grinding and processing • biomass gasification island • methanol synthesis plant • gasoline production • acid gas removal system • steam turbine power generation • other chemical processing equipment • Compressors • Motors and motor control centers • Process control systems • Waste beat recovery boiler • Flare stack • Refining columns • Pollution control equipment • CO2 capture equipment • Process control buildings • Warehouse, maintenance and other buildings • Electric wood grinders • Wood dryers Owner Property The construction of the facility would be constructed on the OWNERS land, located within the City of Beaumont's Municipal Boundaries and within the boundaries of the Arbor Reinvestment Zone. EXHIBIT B "Base Year Property" The reinvestment zone does not contain any existing improvements. The base year taxable value as certifted for January 1, 2021 will be attached, by consent of the parties, when same is calculated and adopted by the Jefferson County Appraisal District. EXIMITC "Reinvestment Zone" EXHIBIT D "Tax Abatement Schedule" UNIT UNIE2 UNIT UN1T4 CONSTR CONSTR CONSTR CONSTR STARTQ122 STARTQ124 START 126 STARTQ127 $600MIL $1.15BJL $875 MIL $325 MI CUMULATn' COMULATN CUMULATIVE E E 32 44 56 TAX 20JOBS CUMULATIV CUMULATIVE CUMULATN YEAR EJOBS JOBS EJOBS YEAR Percentage of ABATED Value Abated 2024 1 90 2025 2 90 YEAR Percentage of 2026 3 90 ABATED Woe Abated WAR Percentage of 2027 4 90 1 100 2028 5 90 2 100 ABATED Value Abated YFAR Percentage of 2029 6 90 3 100 1 100 ABATED Value Abated 2030 7 90 4 100 2 100 1 100 2031 8 90 5 100 3 100 2 100 2032 9 90 6 100 4 100 3 100 2033 10 90* 7 100* 5 ]00* 4 100* 2034 _._. _.._ 8 100 9 100 10 ]00** _ -- 6 100 5 100 2035 7 100 6 100 2036 8 100** 7 ]00** 2037 9 100 8 100 2038 10 100*** 9 100*** 2039 10 100 *LAST ABATEMENT YEAR FORUNIT 1 * LAST ABATEMENT YEAR FORUNfC2 ***LAST ABATEMENT YEAR FORUNIT 3 EXHIBIT E "City of Beaumont Abatement Policy" It is understood and agreed that all abatement agreements granted herein shall conform to this abatement policy and to the Texas Tax Code EXHIBIT F "Affiliates of Owner" There are six Arbor -related entities, as follows: 1. Arbor Renewable Gas Holdings, LLC. 2. Arbor Renewable Gas LLC. 3. Arbor Renewable Gas Employer Co, LLC. 4. Arbor Renewable Gas Intermediate, LLC. 5. Arbor Renewable Gasoline - Phase 1 LLC (the Applicant). 6. Anejo Partners LLC(dormantlinactive). Application for Tax Abatement City of Beaumont This applusal ion will become part oflh, T. Abstralml Agreemenu and am knowingly false rep enlalinns will to grounds for he voiding fthe agreemenl. An original copy.1 On, re,esl should be submitted to the Community Developmem Deperbnent,City of Beaumont, P- 0, Boa 3827, Beaumont, Tesas 77704. Part I - Applicant Information Application Date 6/28/2021 Company Name: Arbor Renewable Gasoline —Phase 1 LLC (See Attachment "A" for Arbor related entities) Address: 1800 Bering Dr. Suite 510 Houston Texas 77057 Telephone: 346-388-1066 (Trey Fielder - EVP. Operations) Current Number of Employees: 0 Annual Sales: 0 Employees in Taxing Jurisdiction: 0 Beaumont Address: Address pending —property located on Highway 347 Beaumont Texas Years in Jefferson County: 0 Legal Counsel: King & Spalding,LLP Address:._ 1100 Louisiana, Suite_4100 Houston, Texas 77002__ Telephone: 713-751-3200 Corporation Partnership Proprietorship (x) LLC Has the Applicant Company recently been cited or currently under investigation for any violations of Federal, State, and/or City Taws, codes, or ordinances? ( x ) No ( ) Yes If yes, please provide detailed information on the nature and status of the violation(s) on aseparate sheet of paper_ Is any interest in the project presently held by a member of the Beaumont City Council, Planningand Zoning Commission, or any City employee? (x)No ( )Yes Attach a description of the Applicant Company, including a In history, corporate structure, and business plan andannual statement, if available. Arbor Renewable Gas LLC Part II- Project Information Location Address: Highwav347 Beaumont Texas Legal Description: 53 41-acres Tract 21(H-2). P. Humphries Survey Abstract32 Jefferson County Tax Accc Numbers: 300032-000-003900-00000 Attach statement fully explaining project, describe existing site and improvements, describe all proposed improvements and provide list of improvements and equipment for which abatement is requested_ If availableprovide a map shoving location of existing and proposed improvements. See attachment "B; no existing improvements. Section A- Economic Development Type of Facility/abatement Industrial X Manufacturing Brown fields site Central Administrative office services Other Describe product or service to be provided: Renewable gasoline or renewable hvdroaeru sec attachment "B" for company & project description details. Part III- Economic Information Construction Estimate: Contractor: To be determined Start Date: Unit 1 O1-2022 Completion Date: Unit 1 04-2023 If Modernization: N/A Estimated current economic life of structure Added economic life from modernization Contract Amount: Unit I construction cost estimated to be $325-million excluding the cost Peak Construction Jobs: 300 See attachment `B" for each additional unit years 'ears Permanent Job Creation/Retention: Current employment 0 Jobs to be Retained: Unit 1: 20: each additional unit adds 12 FTE's. All 4 units is 56 Full-time jobs created at opening: Unit 120 each additional unit adds 12 FTE's for a total of 56 FTE's. at 3 years: Unit I' 20 each additional unit adds 12 FTE's for a total of 56 FTE's. (A full-time Arbor Renewable Gas LLC Provide information, if available. (1) new employee needs; e. g. skilled vs. non -skilled, level of education, experience, etc.; Unit I- There will be 20 new permanent employees, including a Plant Manager, an Office Manager, a Chemist/Lab Technician, two Mechanic/Electrician, and 15 Operators. All will need to be skilled in their field and require any certifications needed for such. Each additional unit: Adds 12 new permanent employees (operators). All 4 units: 56 new permanent employees. (2) any training the company will provide to its new employees; Company will provide any on -site training needed for this specific site, but all employees will need to be skilled in their field. (3) attach a list of new jobs to be created by job class with associated wage and salary ranges. Also, provide an average wage for hourly jobs and an average salary for management jobs; Hourly wages for non-professionals is $40+/hour and professionals $50+/hour. Please refer to the below for the job classifications and salaries for the new permanent employees. UNIT 1 (20 PTP.'S): Jobs Headcount Base Salary (without benefits) Plant Manager 1 150,000 Office Manager 1 65,000 Chemist/ Lab Technician 1 70,000 Mechanic/Electrician 2 65,000 Operators 15 85,000 UNIT 2, 3, & 4: Each additional unit would add 12 new permanent employees, it is estimated that these positions would be operators at a base salary without benefits of $85,000. All four units would create 56 new permanent employees. ANNUAL PAYROLL: Average annual base salary without benefits is estimated to be $83,000 perjob. Unit 1: Total annual payroll in the first year after operations begin is estimated to be $2,576,750 with benefits and $1,985,250 without benefits. Each additional unit Creates an additional annual payroll of $1,581,000 with benefits and $1,224,000 without benefits. All 4 units: $7,319,750 with benefits and $5,657,250 without benefits. Arbor Renewable Gas LLC (4) attach a list of benefits provided to employees. Indicate if employees' dependents have access to the company's health plan; Medical insurance and retirement plan. Employee's dependents have access to the Company's health plan_ (5) attach a list describing the type of incentive and/or assistance you will be requesting from other City departments and/or utility companies; Tax abatement agreement to ensure the project is economically viable; expedited permits on any city permits; potable water & sewer; consideration of water lax rate savings. (6) describe any goodwill benefits your company will provide to the community. This project will create well-payingjobs and a payroll that will turn over in the community multiple times. Company is committed to being a good corporate citizen and encourages participation and volunteerism by its employees. The project will produce very few emissions, as the majority of the COr produced will be captured and sequestered in an approved storage facility. Because of this, the product manufactured at the facility is considered to be carbon negative, meaning that it removes more carbon from the atmosphere than it produces. Customers can then use this carbon negative attribute to offset the environmental impacts of their own processes. OTHER ECONOMIC INFORMATION— (PART III CONTINUED) UNIT I Estimated Appraised Value —Unit 1: ESTIMATED APPRAISED VALUE LAND' IMPROVEMENTS' PERSONAL PROPERTY ON -SITE (FURNITURE ND IPMENTS Value on January I proceeding $4,280,000 $o No estimate available at this abatement time. Estimated value of new abatable $o $255,720,000 No estimate available at this investment time. Estimated value of properties $4,280,000 so No estimate available at this not subject to abatement (i.e. time. inventory, supplies) Estimated value of property subject to $4,290,000 $255,720,000 No estimate available at this ad valorem ®cat end of abatement time. w Please state the method used to determine the estimated value of proposed improvements (i.e. appraisal of plans and specs, etc.): -Method estimated spend multiplied by 80% of the industrial valuation factor. Land spend of $5,350,000, multiplied by 80% valuation factor is $4,280,000. The improvement spend is estimated at $319,650,000, multiplied by 80% valuation factor is $255,720,000. There is no estimate available at this time for personal property. Please see the attached Economic Impact Study at attachment 'C"_ Arbor Renewable Gas LLC Estimated Spend —Unit 1 Total Capital Investment: $325-million Land: 55.35-million Buildings: $10-million Pollution Control: $16-million Labor: $95-million Equipment: $95-million Materials: $103.65-million Type of construction: Industrial (Tiltwall, Build -Out of Existing Facility, Etc.) Value of Construction: $224.65-million Value of Equipment_ $95-million UNIT 2,3 & 4 Estimated appraised value of each additional unit ESTIMATED APPRAISED VALUE LAND IMPROVEMENTS* PERSONAL PROPERTY ON -SITE. FIXTURES (FURNITUREANEQUIPMENT) Value on January 1 proceeding $0 $0 No estimate available at this abatement time. Estimated value of new abatable $0 $220,000,000 No estimate available at this investment time. Estimated value of properties $0 $0 No estimate available at this not subject toabatement (i.e. time. inventory, supplies)_ Estimated value of property subject to $o $220,000,000 No estimate available at this ad valorem mat end of abatement time. * Please state the method used to determine the estimated value of proposed improvements (i.e. appraisal of plans and specs, etc.): *Method estimated spend multiplied by 80%of the industrial valuation factor The improvement spend of each additional unit is estimated at $275,000,000, multiplied by 80% valuation factor is $220,000,000. There is no estimate available at this time for personal property. Please see the attached Economic Impact Study at attachment "C". Each additional units estimated spend Total Capital Investment: $275-million each Land: n/a Buildings: $8.6-million each Pollution Control: $13.8-million each Labor: $81 7-million each Equipment: $81.7-million each Materials: $89.2-million each Type of construction: Industrial (Tiltwall, Build -Out of Existing Facility, Etc.) Value of Construction: $1933-million each Value of Equipment- $95-million each Total estimated investment of all four units is SL1511. Arbor Renewable Gas LLC (1) Provide the Governmental Entity with (a) a statement agreeing to expend a designated amount ("Project Cost") for the Project and, if the abatement is based on Required Jobs, a separate statement agreeing that the required minimum number of full-time jobs will be created ('Required Jobs") and maintained duringthe term of the Contract; This first unit will involve an investment of $319.65-million and the creation of 20 permanent jobs. Those jobs will be maintained during the term of the contract. Each additional unit has an estimated investment of S275-million and the creation of 12 additional permauentjobs. The total estimated investment of all four units is $1.15B and 56 permanentjobs. (b) an explanation as to how the Project will provide a long term significant positive economic benefit to the community, the Governmental Entity and its taxpayers; The project will provide a long-term significant positive economic benefit to the community, the Government entity and its taxpayers by: i. Making an investment that will add significant value and additional ad valorem real property tax revenues; ii. Making an investment that will add significant value and additional ad valorem real property tax revenues; ill. The facility will invite local vendors, suppliers, and sub -contractors to participate in procurement opportunities; (Reference economic impact study for other benefits.) (c) information as to what attempt will be made to utilize Beaumont contractors and workers; The project will identify local Beaumont contractors and workers. (d) information as to what attempt will be made to utilize Beaumont or Jefferson County contractors and workers; and The project will identify local Beaumont and Jefferson County contractors and workers. (e) information as to what attempt will be made to utilize Beaumontor Jefferson County minority contractors and workers. The project will identify local Beaumont and Jefferson County minority contractors and workers. (2) Furnish the Governmental Entity with a written statement that tax abatement will be a significant factor in determining whether the Project for the development, redevelopment or improvement of the Real Property will take place. See attachment "D" Arbor Renewable Gas LLC (3) Agree to execute a Contract with the Government Entity containing the covenants and conditions required by the Govern mental Entity. Name: Megan Gallien Title: Chief Financial Officer Address- 2901 Turtle Creek Dr, Ste, 445, Port Arthur TX 77642 Telephone: (409)722-5100 Trey Fielder Authorized Signature EVP, Operations Name and Title Telephone- (346)388-1066 Arbor Renewable Gas LLC ATTACHMENT"A" ARDOR RELATED ENTITIES There are six Arbor -related entities, as follows: I. Arbor Renewable Gas Holdings, LLC. 2. Arbor Renewable Gas LLC. 3. Arbor Renewable Gas Employer Co, LLC. 4. Arbor Renewable Gas Intermediate, LLC. 5. Arbor Renewable Gasoline - Phase I LLC (the Applicant). 6. Anejo Partners LLC (dormant, inactive) ATTACHMENT "B" PROPOSED PROJECT Description of Project Applicant plans to design and construct a manufacturing facility that will utilize woody biomass as a feedstock. The process will produce syngas, which can be further processed into either renewable gasoline or renewable hydrogen. The project will include up to four units, with a total investment of up to S 1.15 billion. 'I he projected investment for the first unit is approximately $3 19,65 0,000, not including $5,350,000 for the purchase of the project site, which will accommodate all four units. The total estimated investment for unit 1, including the land, is $325,000,000. Unit 1 will employ 20 new permanent employees, averaging an annual base salary of $83,000, and consisting of a facility manager, office manager, operators, mechanic and an electrician. The construction phase of the project could create up to 300 peak eonstruetionjobs with opportunities to be built by local contractors, laborers, vendors and suppliers. The Company plans to build an additional three units at the same site over a six year period, with an investment of approximately $275 million for each unit, creating an additional 12 permanent employees at each unit, with salaries averaging $83,000, The four units would employee a total of 56 new permanent employees and the total estimated investment for the units is an estimated $1.15 billion. Construction start for unit I is estimated to be Ql 2022 Construction start for unit 2 is estimated to be Q12024. Construction start for unit 3 is estimated to be Q12026. Construction start for unit 4 is estimated to be Q 12027. The project will process woody biomass into syngas, which will be converted into crude methanol and finally into gasoline, LPG and CO2. Alternatively, the syngas can be used to create hydrogen and CO2. The primary product will be renewable gasoline. If the facility manufactures renewable industrial hydrogen, that product is at pipeline specification purity and pressure, molecularly identical to natural gas -produced hydrogen, and becomes a fungible product once in the pipeline. The facility will also produce CO2 at industrial scale. The unit will produce very few emissions, as the majority of the CO, produced will be captured and sequestered in an approved storage facility. Because of this, the product manufactured at the facility is considered to be carbon negative, meaning that it removes more carbon from the atmosphere than it produces. Customers can then use this carbon negative attribute to offset the environmental impacts of their own processes. During normal operations, the facility will produce three waste gas streams and LPG. Applicant will burn these in a gas turbine to generate renewable electricity for use by the facility. Though Applicant is not primarily engaged in activities related to renewable energy electric generation, Applicant will be producing a continuous 11.5 megawatts of renewable electricity, which the facility will utilize to meet over 75 percent of the facility's power needs, and will purchase less than 25 percent of the facility's power needs from the grid. Significant components of the facility would include • site development • process and final product storage tanks • wood grinding and processing • biomas gasification island • methanol synthesis plant • gasoline production • acid gas removal system • steam turbine power generation • other chemical processing equipment The proposed improvements will include all process facilities, infrastructure and auxillary equipment and any other infrastructure additions related to the Project facilities, including, but not limited to, the following significant components: • Methanol reactors • Gasoline reactors • Cooling fans • Final product storage tanks • Heat exchangers • Heaters • Pumps • Valves • Compressors • Motors and motor control centers • Process control systems • Waste heat recovery boiler • Flare stack • Refining columns • Pollution control equipment • CO2 capture equipment • Process control buildings • Warehouse, maintenance and other buildings • Electric wood grinders • Wood dryers Coe Pipeline 0 is Conveyor �� Pro( Dryer Storage � Methanol Gasification Tank Farm Truck Loading 02 Pipeline PROPOSED LAYOUT OF IMPROVEMENTS P N2 LR N2 CO2 Gasification Island 180' x 100' Methanol Synthesis ASH ASH STORAGE STORAGE 9L0 SILO Unit I Q v 1,,,, O Gasoline Production 120' x 140' In 1 � � t' i S s � �I�..° ✓ � • `� _ Fit _. ° ,-.. � LEGAL DESCRIPTION OF PROPOSED SITE Being 53.54 acres of land, part of Tract 11-2 of Partition Map No. 2 of the McFaddin'Trust in the Pelham Umphries Survey, Abstract No. 32, recorded in Volume 7, page 133 of the Map Records of Jefferson County, Texas; being part of Tract No. H-2 of multiple tracts of land recorded in Volume 692, page 22, of the Deed Records of Jefferson County, 'texas; said 53.54 acre tract being more fully described by metes and bounds as follows, to wit: BEGINNING at a brass disc found in concrete for the Northeasterly comer of a (called 7.595) acre tract of land conveyed to E. I. Du Pont De Nemours & Company, recorded in Volume 845, page 48 of [he Deed Records of Jefferson County, Texas; said brass disc being on the Westerly right- of-way line of a dedicated road named State Highway 347 (a.k.a. Twin City Highway); also being the Southeasterly corner of the herein described tract; having a State Plane Coordinate of N: 13948984.10, E: 3538676,65; THENCE, South 39 deg., 09 min., 57 sec., West, on the Northerly line of the (called 7.595) acre tract, a distance of 2171.12' to a /2' steel rod, capped and marked "S&P", found for the Northwesterly comer of the (called 7.595) acre tract on the Easterly line of a (called 50.84) acre tract of land conveyed to Gulf States Utilities Company, recorded as Tract 3 in Volume 370, page 38, Deed Records of Jefferson County, Texas; said ''/i" steel rod being the Southwesterly comer of the herein described tract having a State Plane Coordinate of N: 13947300,78, E: 3537305.44; 'THENCE, North 52 deg., 25 min., 13 sec., West, on the Easterly line of the (called 50.84) acre tract, a distance of 937,65' to a ''/z' steel rod, capped and marked "SOUTHEX", set on the intersection of the Easterly line of the (called 50.84) acre tract and the Easterly right-of-way line of a dedicated road named US Highway 69, 96, 287; THENCE, North 27 deg., 32 min., 46 sec., West, on the Easterly right-of-way line of said US Highway 69, 96, 287, a distance of 134.93' to a %" steel rod found for the Northwesterly corner of the herein described tract; THENCE, North 38 deg., 32 min., 42 sec., East, a distance of 2128.07' to a 5/8" steel rod found for the Northeast comer of the herein described tract on the Westerly right-of-way line of said State Highway 347; from which a TxDOT concrete monument found bears North 51 deg., 23 min., 57 sec., West, a distance of 4.29% THENCE, South 51 deg., 40 min., 07 sec., East on the Westerly right-of-way line of said State Highway 347, a distance of 1084.41' to the POINT OF BEGINNING and containing 53.54 acres of land, more or less. Jf:Tfe_isirn CAD [It cilaerty So 1r elIri4062i7 PR0.1CfF: I" F 1 1 r I AM tIH r;/15 Li! 1.2021 `ieal M7' I`raperty Account Property ID: 130642 Legal Descriptlon: PHUMPHREYS-ABS32TR21(H-2)53.41AC Geographic ID: 300032-000-003900-00000 Zoning: CM Type: Real Agent Code: Property Use Code: DI Property Use Descriptlon: S+ACRES PASTURE/RANCH Location Address: HIGHWAY347 Mapsco: 101-97 BEAUMONT, Tx Neighborhood: Map ID: 0 Neighborhood CD: Owner Name: ARBOR RENEWABLE GAS LLC Owner ID: 708220 Mailing Address: 1800 BERING DR STE 510 %Ownership: 100,0000000000% HOUSTON, TX 77057 Exemptons: Values (+) Improvement Homesite Value: + $0 (+) Improvement Non-Homesite Value: + $0 (+) Land Homesite Value: + $0 (+) Land Non-Homesite Value: + $0 Ag / Timber Use Value (+) Agricultural Market Valuation: + $685,710 $8,545 (+) Timber Market Valuation: + $0 $0 (=)Market Value: _ $685,710 (—) Ag or Timber Use Value Reduction: — $677,165 (=) Appraised Value: _ $8,545 (—) HS Cap: — $0 (_) Assessed Value: _ $8,545 Taxing Jurisdiction Owner: ARBOR RENEWABLE GAS LLC % Ownership: 100.0000000000% Total Value: $685,710 Entity Description Tax Rate Appralsed Value Taxable Value Estimated Tax 101 BEAUMONT ISO 1.220450 $8,545 $8,545 $104-29 221 CITY OF BEAUMONT 0710000 $8,545 $8,545 $60-67 341 PORT OF BEAUMONT 0109105 $8,545 $8,545 $9.32 755 SABINE NECHES NAV DIST 0.090426 $8,545 $8,545 $7.73 851 DRAINAGE DISTRICT47 0,294990 $8,545 $8,545 $25.21 901 JEFFERSON COUNTY 0,364977 $8,545 $8,545 $31.18 A59 FARM AND LATERAL ROAD 0.0G0000 $8,545 $8,545 $0.00 CAD JEFFERSON CO APPRAISAL DISTRICT 0.000000 $8,545 $8,545 $0-00 T341 TIF PORT OF BMT 0.000000 $8,545 $8,545 $0-00 Total Tax Rate: 2.789948 Taxes w/Current Exemptions: $238.40 Taxes w/o Exemptions: $238-40 10113 OVel)OM / Building No improvements exist for this property. I.anc g Type Description Acres SqR EH Front Elf Depth Market Value Prod. Value 1 CPAI IMPV PASTCITY7.2314 315000.00 1050,00 300.00 $157,500 $1,157 2 CPAI IMPV PAST -CITY 0,8264 36000.00 0.00 0.00 $18,000 $132 3 CPAI IMPV PAST -CITY 22-6760 987940-80 0.00 0.00 $340,140 $3,628 4 CPAI IMPV PAST -CITY 216760 987940.80 0.00 0.00 $170,070 $3,628 Roll Value Wstoly Year Improvements Land Market Ag Valuation Appraised HSCap Assessed 2021 $0 $685,710 8,545 8,545 50 $8,545 2020 SO $685,710 8,279 8,279 50 $8,279 2019 $0 $685,710 7,370 7,370 $0 $7,370 2018 $0 $685,710 6,460 6,460 $0 $6,460 2017 $0 $685,710 5,390 5,390 $0 $5,390 2016 $0 $685,710 5,390 5,390 $0 $5,390 2015 $0 $685,710 4,590 4,590 $0 $4,590 2014 $0 $685,710 3,840 3,840 $0 $3,840 2013 $0 $685,710 3,200 3,200 $0 $3,200 2012 $0 $685,710 3,200 3,200 $0 $3,200 2011 $0 $685,710 3,100 3,100 $0 $3,100 2010 $0 $293,170 3,200 3,200 $0 $3,200 2009 $0 $293,170 3,310 3,310 $0 $3,310 2008 $0 $164,660 3,420 3,420 $0 $3,420 2007 $0 $164,660 3,260 3,260 $0 $3,260 Deed History- (Last 3 Deed Transactions) N Deed Date Type Description Grantor Grantee Volume Page Deed Number 1 5/6/2021 WD WARRANTY DEED CORDTS EG JR ARBOR 2021015512 &GRACE N& RENEWABLE MASHED O GAS LLC MINERALS LP 2 1/20/2015 WD WARRANTY DEED MASHED O 2015037904 MINERALSLP 3 1/20/2015 WD WARRANTYDEED CORDTSEGJR CORDTS EG JR 2015002094 & GRACE N & MASHED O MINERALS LP lax Due Property Tax Info mr on as of 05/35/2011 Amoun[Duef Paltlon: M Year Taxing Taxable Base Base Taxes Base Tax Discount/Penalty& Attorney Amount I Jurisdiction Value Tax Paid Due Interest Fees Due NOTEPenalty & Interest accrues every month on the unpaid tax and Is added to the balance, Attorney fees may also Increase your tax liability If not paid by July 1.If you plan to submly payment on a future date, make sure you enter the date and RECALCUTATE to obtain the correct total amount due, 1­lU9ihoDE 1118a5C' eau (404) 840 131W, ATTACHMENT "D" DETERMINING FACTOR OF PROJECT SITE LOCATION One of the determining factors that renewable energy developers face when selecting an area for development is where they can achieve the greatest return on the Applicant's investment. An appraised value limitation on qualified property will allow these developers to significantly diminish the property tax liability that comprises a substantial ongoing cost of operation that directly impacts the economic rate of return for the project. As such, securing tax abatements is critical to establish a rate of return competitive with other investment opportunities, and is a determining factor affecting Applicant's final investment decision to construct and operate the proposed project in Beaumont, Texas. Applicant has received a preliminary offer from the State of Louisiana for the first unit for a 10- year tax abatement offer at 80 percent per year, and a proposed $35,600,000 projected tax savings. LED is also offering an up to 6 percent payroll rebate on gross annual payroll for qualifying new jobs for up to 10 years, or a 1.5 percent project facility expense rebate on capital expenditures. LED estimates the value of this performance -based program to be up to $3,400,000 for Applicant. The total estimated incentive value from LED is $39,000,000 on the first unit. Applicant anticipates an updated letter offer from the State to include the additional three units. The 2020 ad valorem tax rates for the Jefferson County site total 2.789948, the City of Beaumont being 0.71 of this. The estimated spend for the first unit is $319,650,000, multiplied by an 80 percent industrial valuation factor is an estimated value of $255,720,000. The City of Beaumont's tax rate of 0.71 times the industrial valuation of $255,720,000 is an $1,815,6t2 annual property tax burden for the first unit. Applying the same formula to each additional unit's value creates an additional annual property tax burden per unit of $1,562,000. These tax savings have a material impact on the rate of return and discounted cash Plow projections for the proposed project, and consequently are a significant and determining factor in Applicant's decision to construct the proposed project in Beaumont, Texas. 4 i • r S . 0 f Via' •�-,� , t � � �' ' �+