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«OFFICIAL STATEMENT DATED JUNE 20, 2013 NEW ISSUE NOT RATED In the opinion of Bond Counsel, interest on the Bonds will be excludable from gross income ...»

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The Letter of Intent is for the multifamily tract designated as Tract 9. It is dated March 4, 2013, and was submitted by Carroll Capital Investments, LLC, represented by Roy E. Carroll, II, Manager. The price is $3,700,000 for 312 units, or $11,859 per unit. The site is estimated at 16 acres in the LOI, but the master plan shows the site will contain 12.9 acres, which was confirmed by Stratford Land. The master plan indicates that 20 units per acre are to be built on the site. The size is subject to change as the multifamily and commercial sections are somewhat interchangeable, and any changes would alter our value estimates by shifting the unit value from one land type to another. However, the base value of these two types is similar, and the overall value would not be measurably impacted by relatively small exchanges of a few acres from one type to another.

This information is included to satisfy the requirements of USPAP. It is not intended as a guarantee to the chain of title, and a title search should be performed by a title company should a definitive


be desired.

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The Travis Central Appraisal District reflects a land value of $5,165,421 for the 413.2337 acres assessed under this tax ID, or $12,500 per acre. There is no improvement assessment. The property has an agricultural exemption of $5,070,873, resulting in an assessed value of $94,548.

The subject currently benefits from an agricultural valuation. This is the application of a lower tax rate granted by the local taxing authority on improved or unimproved property which is devoted to, or available for, the production of crops and other products of the soil, e.g., fruits, timber, pasture, and buildings for livestock. The exemption will not be available to the property once development occurs. At that point, the subject will be subject to roll-back taxes, a five year retroactive tax on the use-change portion, but all sales of development land are assumed to be treated equally.


To complete the assignment, a number of steps were undertaken. The most salient of these are listed below.

David Englund made an onsite inspection of the property on March 16, 2013. The inspection included  walking and/or driving portions of the interior and perimeter of the site. Paul Hornsby performed an offsite inspection for this assignment, and has previously inspected on site.

The neighborhood was inspected from numerous roads, and trends in residential and commercial  development were noted.

We reviewed documents specific to the subject including surveys, deed records, tax plats, flood plain  maps, topographical maps, and aerial maps.

Design plans for the proposed road and utility extensions, consisting of preliminary drawings, construction  agreements, and budgets, were reviewed.

A highest and best use analysis was performed to determine the physically possible uses, legally  permissible uses, financial feasibility, and maximally productive use of the property.

The three traditional valuation techniques were considered to estimate the value of the subject. The Sales  Comparison Approach (land only) was utilized. The Income Capitalization Approach, Cost Approach, and Sales Comparison Approach (improved) were not used as the subjects are individual lots with no improvements.

Sales were confirmed by research of county deed records, conversations with various real estate brokers,  Co-Star Group, LoopNet (internet based real estate sales data, by subscription), and the Austin Multiple Listing Service. The time frame for our data search was from 2008 through the effective date. The

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Additional steps taken to gather, confirm, and analyze relevant data are detailed in individual sections of  the report. A study of overall market conditions by property type, competing subdivisions, vacant lot inventories, and local development trends was performed by researching local publications and through conversations with developers, brokers, and participants in the market. Sources for additional data include general market and industry reports published by residential and commercial market research sources, the Austin MLS system, Texas A&M Real Estate Research Center, the local newspaper, and business publications.

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As of year-end 2012, the Austin MSA has begun showing signs of recovery from the recent economic inertia.

However, strong underlying fundamentals are tempered by the national economic contraction and global economics. Softness continues to be evident in the industrial, retail, office, and land development markets.

However, some markets are showing signs of recovery including the single family and multi-family sectors.

Developers are acquiring lots and new single family construction is in swing. The multi-family market has high occupancies, and like the single family market, developers are in site acquisition and development mode with development financing becoming available for selected projects. The retail and office markets have also bottomed and are in the early stages of an upward trend.


The Austin MSA includes Travis, Hays, Williamson, Caldwell, and Bastrop Counties. The MSA ranks as the 35th largest in the United States according to the U.S. Census Bureau. The remarkable rates of population growth in the Austin area are due to large in-migration as well as the youthful make-up of Austin’s citizens. The tables below provide a brief summary of recent population trends for the Austin MSA: 3

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According to Census 2010 figures, the Austin MSA was the eighth fastest growing area in the nation. From 2000 to 2010, the Austin MSA experienced a 37.33% growth rate, largely attributed to influx from other cities. Since the mid 1990’s, 70% of the total population increase was due to in-migration. The table below is a list of the top ten fastest growing Metropolitan Statistical Areas in the nation over the last decade.4

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U.S. Census Bureau, http://www.census.gov/main/www/cen2000.htmlhttp://www.census.gov/main/www/cen2000.html Real Estate Center at Texas A&M University http://recenter.tamu.edu/mreports/2011/AustinRRock.pdf

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EMPLOYMENT The following charts show employment statistics and changes in the Austin MSA. While employment in the Austin MSA and Texas have not been` affected as much as the national economy, the slow-down is evident in most market sectors.

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TLF: Total Civilian Labor Force; Emp: Total Employment; % Chg Emp: Percent Change in Total Employment;

Unemp: Total Number Unemployed; % Unemp: Unemployment Rate.

6 Texas Workforce Commission, www.twc.state.tx.us

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900,000 833,900 799,300 783,300 771,300 770,500 800,000 758,800 740,000 706,700 689,900 675,500 675,300 665,300 700,000 657,000 656,100 619,800 583,800 600,000 500,000 400,000 300,000 200,000 100,000

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37.2 36.0 34.6 33.3 32.9 31.4 31.3 29.0 28.8 19.2 12.0 11.7 6.2 6.0 5.2 5.0 4.2 3.9 3.7 1.6 1.5 4.7 4.6 2.9



-2.1 -3.1





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8.0% 8.0% 7.1% 7.0% 6.9% 6.1% 5.9% 6.0% 5.8% 6.0% 5.7% 5.2% 5.2% 5.0% 5.0% 4.8% 4.8% 4.6% 4.6% 4.3% 4.2% 4.1% 4.1% 4.0% 3.9% 3.6% 3.4% 3.3%

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The major employers in Austin are primarily in the government, education and high-tech sectors. Following is a table showing some of Austin’s major employers, as provided by the Austin Chamber of Commerce.

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SUMMARY With a trailing year 4.3% non-agricultural employment growth, Austin continues to fare better than most cities in the nation. The national economy appears to have bottomed, and the only significant impediment to a full rebound is the prospect of European economic collapse. As in most up-cycles, single and multi-family development will lead the recovery, with the retail, office and industrial markets reflecting more modest improvement.

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Estancia Hill Country is a 600-acre mixed-use development located in far south Austin along the west line of IH-35 north and west of its intersection with Puryear Road and on both the east and west sides of Old San Antonio Road. The subject is Improvement Area #1 or Phase I and is comprised of ±214.76 acres plus parkland in the northern-most section of the development. It is bordered by Old San Antonio Road on the west, IH-35 on the east, Phase II on the south, and Onion Creek on the north.


Primary access to the area is provided by IH-35, a north-south arterial extended through the middle of Austin, and SH-45 and SH-130, part of the new Austin toll road system. SH-130 is located approximately seven miles to the east and is accessed via SH-45. The toll road in this area was completed in 2007 to 2008 and connects Georgetown at IH-35 on its north end to Seguin at IH-10 at its south end. This is a major arterial intended to bypass Austin in a north-south direction.

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The subject is located near the Travis and Hays County lines in far south Austin. The map below shows the five, ten, and fifteen minute drive times for the study areas outlined in the demographic table that follows.

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In a 20-mile radius, the current population is 987,540. In 2010, the Census count in the area was 942,413.

The rate of change since 2010 was 2.11% annually. The five-year projection for the population in the area is 1,115,867 representing a change of 2.47% annually from 2012 to 2017. Currently, the population is 50.7% male and 49.3% female.

In the 5-mile radius, the growth of south Austin and the north Hays County markets is evident as the 6.06% increase was almost three times the larger 20-mile area’s 2.17%. In the last two years, the household count in the 20-mile area has changed from 361,854 to 379,913, a rate of change of 2.19% annually. The five year projection of households is 430,342, a change of 2.52% annually from the current year total. Average household size is currently 2.52, the same as in 2010. The number of families in the current year is 211,294 in the specified area.

Current median household income is $50,755 in the 20-mile area, compared to $50,157 for all U.S.

households. Median household income is projected to be $58,109 in five years, compared to $56,895 for all U.S. households. Current average household income is $75,107 in this area, compared to $68,162 for all U.S households. Average household income is projected to be $85,789 in five years, compared to $77,137 for all U.S. households. Current per capita income is $29,980 in the area, compared to the U.S. per capita income of $26,409. The per capita income is projected to be $34,078 in five years, compared to $29,882 for all U.S.



Development is not as feasible without a mechanism to build infrastructure. This can be accomplished by purchasing land in an area within the city where the infrastructure is the responsibility of the municipality, or by establishing one of the bond financing methods available under Texas law. The most common is a Municipal Utility District (MUD), but the subject will be one of the new Public Infrastructure Districts (PID) in the Austin market. Whisper Valley and Indian Hills are other projects being built under a PID program. The main difference between a PID and a MUD is that the project developer, and any subsequent developer of the individual parcels, is reimbursed upon completion of qualifying components as opposed to waiting to collect proceeds over the sellout period and beyond. An additional benefit is that a PID allows reimbursement for roads and parkland improvements usually not included in MUD reimbursements.

This neighborhood has realized growth during the Austin market’s expansion over the past twenty years, but mostly in the past 10 years. Most of the significant growth in the south Austin IH-35 corridor has occurred immediately north of the subject in the Southpark Meadows and Slaughter Lane areas. Others in Austin fringe areas that have exhibited above average growth in recent years are the Pflugerville, Round Rock, Buda and Kyle submarkets. Continued growth in the subject’s area is supported by the completion of the toll roads and the construction of hospital facilities just south in Kyle.

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Large-scale mixed-use development is dependent first on the strength of the residential market. For the subject, the multifamily and office markets have direct impact because they are included in the initial phase, and the retail market will follow. An analysis of these markets follows.


Supply and demand in the submarket directly affects value, as well as potential exposure time and marketing period. In this section we summarize the trend of the residential market. The Austin-area residential market avoided the deep losses experienced nationwide. Currently, it is again one of the hottest residential real estate markets in the country. The average and median prices are at historical highs. Inventories have fallen and multiple offers and 24-hour listing-to-contract scenarios are typical. Permit activity is rising, but remains well below the levels seen from 1998 to 2007 when the Austin market experienced its last period of rapid expansion.

Permit Activity

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Economic Overview – State and Region The 2012 statewide permit activity exceeded the 2011 level by12.2% compared to the 27.9% increase posted in the Austin market. In 2011, permits issued in the state of Texas fell 1.3% from 2010, and from 2006 to 2011 the volume declined each year. Between 1998 and 2005, permit activity increased every year with 10% to 12% increases in 2002 through 2005 during the heated period leading up to the subprime crisis. These data from 1998 through the end of 2012 are shown in the next table.

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