MCDIRMIT Ill	DAVIS
CERTIFIED  PUBLIC ACCOUNTANTS  AND ADVISORS

NATUREWALK COMMUNITY DEVELOPMENT DISTRICT

TABLE  OF CONTENTS

Year  Ended  September  30, 2014

Page
Financial Section:
Independent Auditor's Report	1
Management's Discussion and Analysis	3
Financial Statements:
Government-Wide Financial Statements:
Statement of Net Position	7
Statement of Activities	8
Fund Financial Statements:
Balance Sheet - Governmental Funds	9
Statement of Revenues, Expenditures and Changes in Fund Balances - Governmental Funds	10
Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances of Governmental Funds
to the Statement of Activities	11
Statement of Revenues, Expenditures and Changes in Fund Balance -
Budget and Actual - General Fund	12
Notes to Financial Statements	13
Compliance Section:
Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements
Performed in Accordance with Government Auditing Standards	27
Management Comments	29
Response to Management Comments	33
Independent Auditor's Report on Compliance with the Requirements
of Section 218.415, Florida Statutes	34

VISDAIll

MCDIRMIT
CERTIFIED PUBLIC ACCOUNTANTS AND ADVISORS

INDEPENDENT AUDITOR'S REPORT

To the Board of Supervisors
NatureWalk Community Development District

We have audited the accompanying financial statements of the governmental activities and each major fund of the NatureWalk Community Development District (the “District”) as of and for the year ended September 30, 2014, and the related notes to the financial statements, which collectively comprise the District’s basic financial statements as listed in the table of contents.

Management’s Responsibility for the Financial Statements

The District's management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the  United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion.  An audit also includes  evaluating the appropriateness of accounting principles used and the reasonableness of significant accounting  estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

MCDIRMIT DAVIS & COMPANY, LLC
934 NORTH MAGNOLIA AVENUE, SUITE 100 ORLANDO, FLORIDA 32803
TELEPHONE: 407-843-5406 FAX: 407-649-9339 EMAIL: INFO@MCDIRMITDAVIS.COM

MEMBERS: PRIVATE COMPANIES PRACTICE SECTION AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
1

Opinions

In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, and each major fund of the District as of September 30, 2014, and the respective changes in financial position thereof and the respective budgetary comparison for the General Fund for the year then ended in accordance  with accounting principles generally accepted in the United States of America.

Other Matters

Required Supplementary Information

Accounting principles generally accepted in the United States of America require that the management’s discussion and analysis starting on page 3, be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Other Information

As discussed in the Notes to Financial Statements, a significant portion of the assessments due in current and prior years have not been paid by KLP Destin, LLC, (the “Developer”). Because of this, the District has been unable to make certain principal and interest payments. The missed payments are considered events of default under the Bond Indentures. An other than favorable outcome to the negotiations could have a material adverse effect on the District’s operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Other Reporting Required by Government Auditing Standards

In accordance with Government Auditing Standards, we have also issued a report dated May 21, 2015, on our consideration of the District’s internal control over financial reporting and our tests of its compliance with certain  provisions of laws, regulations, contracts,  agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the District’s internal control over financial reporting and compliance.

Orlando, Florida May 21, 2015

MANAGEMENT’S DISCUSSION AND ANALYSIS

Our discussion and analysis of the NatureWalk Community Development District’s (the “District”) financial accomplishments provide an overview of the District’s financial activities for the year ended September 30, 2014. Please read it in conjunction with the District’s Independent Auditor’s Report, financial statements and accompanying notes.

This information is being presented to provide additional information regarding the activities of the District and to meet the disclosure requirements of Government Accounting Standards Board Statement (GASB) No. 34, Basic Financial Statements - and Management’s Discussion and Analysis - for State and Local Governments issued June 1999.

Financial Highlights

The liabilities of the District exceeded its assets at September 30, 2014 by $1,384,038, a decrease in the deficit of $5,663,251 in comparison with the prior year.
At September 30, 2014, the District’s governmental funds reported a combined fund balance of $8,943,836, an increase of $6,377,083 in comparison with the prior year.

Overview of the Financial Statements

This discussion and analysis is intended to serve as an introduction to the NatureWalk Community Development District’s financial statements. The District’s financial statements are comprised of three components: 1) government-wide financial statements, 2) fund financial statements and 3) notes to financial statements.

Government-Wide Financial Statements

The government-wide financial statements are designed to provide readers with a broad overview of the District’s finances, in a manner similar to a private-sector business.

The statement of net position presents information on all of the District’s assets and liabilities, with the difference between the two reported as net position. Over time, increases or decreases in net position may serve as a useful indicator of whether the financial position of the District is improving or deteriorating.

The statement of activities presents information showing how the government’s net position changed during the most recent fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported in this statement for some items  that will only result in cash flows in future fiscal periods.

The government-wide financial statements include all governmental activities that are principally supported by special assessment revenues. The District does not have any business-type activities. The governmental activities of the District include general government and physical environment related functions.

Fund Financial Statements

A fund is a grouping of related accounts that is used to maintain control over resources that have been segregated for specific activities or objectives. The District, like other state and local governments, uses fund accounting to ensure and demonstrate compliance with finance-related legal requirements. The District has one fund category: Governmental Funds.

Governmental Funds - Governmental funds are used to account for essentially the same functions reported as governmental activities in the government-wide financial statements. However, unlike the government-wide financial statements, governmental fund financial statements focus on near-term inflows and outflows of spendable resources, as well as on balances of spendable resources available at the end of the fiscal year. Such information may be useful in evaluating a District’s near-term financing requirements.

Because the focus of governmental funds is narrower than that of the government-wide financial statements, it is useful to compare the information presented for governmental funds with similar information presented for governmental activities in the government- wide financial statements. By doing so, readers may better understand the long-term impact of the government’s near-term financing decisions. Both the governmental fund balance sheet and the governmental fund statement of revenues, expenditures and changes in fund balances provide a reconciliation to facilitate this comparison between governmental funds and governmental activities.

The District maintains three individual governmental funds. Information is presented separately in the governmental fund balance sheet and the governmental fund statement of revenues, expenditures and changes in fund balances for the general fund, debt service fund and capital projects fund, all of which are considered to be major funds.

The District adopts an annual appropriated budget for its general fund. A budgetary comparison schedule has been provided for the general fund to demonstrate compliance with the budget.

Notes to Financial Statements

The notes provide additional information that is essential to a full understanding of the data provided in the government-wide and fund financial statements.

Government-Wide Financial Analysis

Statement of Net Position - The District’s net position was $(1,384,038) at September 30, 2014. The following analysis focuses on the net position of the District’s governmental activities.

Government-Wide Financial Analysis (Continued):

NatureWalk Community Development District Statement of Net Position

	September 30,
2014		September 30,
2013	
Assets, excluding capital assets	$	11,652,873		$	4,364,790	
Capital assets not being depreciated	717,992		605,466	
Capital assets, net of depreciation	 	8,423,392 		 	9,126,735 	
Total assets	 	20,794,257 		 	14,096,991 	
Liabilities, excluding long-term liabilities	3,145,162		1,967,122	
Long-term liabilities	 	19,033,133 		 	19,177,158 	
Total liabilities	 	22,178,295 		 	21,144,280 	

Net position:				
Net investment in capital assets Restricted for:
Debt service	(7,257,334)

6,786,928	(6,532,835)

420,554	
Capital projects	373,022	333,629	
Unrestricted	 	(1,286,654)	 	(1,268,637)	
Total net position	  $	(1,384,038)	  $	(7,047,289)	

The following is a summary of the District’s Governmental activities for the fiscal years ended September 30, 2014 and 2013.

Changes in Net Position Year Ended September 30,

2014	2013
Revenues:

Program revenues

$	8,155,205	$

2,426,043

General revenues	 	2,675 	 	7 	
Total revenues	 	8,157,880 	 	2,426,050 	

Expenses:
General government	575,411	204,885	
Physical environment	866,890	842,026	
Interest on long-term debt	 	1,052,328 	 	1,055,651 	
Total expenses	 	2,494,629 	2,102,562	
Change in net position	 	5,663,251 	 	323,488 	
Net position - beginning, previously stated	(7,047,289)	(6,932,535)	
Effect of adoption of GASB No. 65	 	- 	 	(438,242)	
Net position - beginning, as restated	 	(7,047,289)	 	(7,370,777)	
Net position - ending	  $	(1,384,038)	  $	(7,047,289)	

Financial Analysis of the Government’s Funds

As noted on the previous page and in the statement of activities, the cost of all governmental activities during the year ended September 30, 2014 was $2,494,629. The majority of these costs are comprised of physical environment expenses and interest on long-term debt.

The District uses fund accounting to ensure and demonstrate compliance with finance related legal requirements. The focus of the District’s governmental funds is to provide information on near-term inflows, outflows and balances of spendable resources. Such information is useful in assessing the District’s financing requirements. In particular, unassigned fund balance may serve as a useful measure of a government’s net resources available for spending at the end of the fiscal year. At September 30, 2014, the District’s governmental funds reported combined ending fund balances of $8,943,836. Of this total,  $8,890,615  is restricted, $1,090  is nonspendable and the remainder is an unassigned fund balance of $52,131.

General Fund Budgetary Highlights

An operating budget was adopted and maintained by the governing board for the District pursuant to the requirements of Florida Statutes. The budget is adopted using the same basis of accounting that is used in preparation of the fund financial statements. There was one budget amendment to the September 30, 2014 general fund budget. The legal level of budgetary control is at the fund level.

Capital Asset and Debt Administration

Capital Assets - At September 30, 2014, the District had $9,141,384 invested in infrastructure, net of accumulated depreciation. More detailed information about the District’s capital assets is presented in the notes to financial statements.

Capital Debt - At September 30, 2014, the District had $19,573,133 in bonds outstanding, including $540,000 in matured bonds payable. The assessments are subject to a forbearance agreement. More detailed information about the District’s capital debt is presented in the notes to financial statements.

Requests for Information

If you have questions about this report or need additional financial information, contact the NatureWalk Community Development District’s Finance Department at 3434 Colwell Avenue, Suite 200, Tampa, Florida 33614.

FINANCIAL  STATEMENTS

September  30,  2014

Assets:	Governmental
 	Activities		
Cash	$	12,229	
Investments	123	
Assessments receivable, net	86,781	
Deposits	1,090	
Restricted assets:
Temporarily restricted investments	
11,552,650	
Capital assets:		
Capital assets not being depreciated	717,992	
Capital assets being depreciated, net	 	8,423,392 	
Total assets	20,794,257	

Liabilities:		
Accounts payable and accrued expenses	52,808	
Due to developer	6,876	
Accrued interest payable	436,125	
Matured bonds payable	540,000	
Matured interest payable	2,109,353	
Noncurrent liabilities:
Due within one year	
155,000	
Due in more than one year	 	18,878,133 	
Total liabilities	 	22,178,295 	

Net Position:		
Net investment in capital assets	(7,257,334)	
Restricted for debt service	6,786,928	
Restricted for capital projects	373,022	
Unrestricted	 	(1,286,654)	
Total net position	  $	(1,384,038)	

Year  Ended  September  30,  2014

 	Program Revenue	
Operating Grants	Capital Grants

Net (Expense) Revenue and Changes in Net Position

Functions/Programs	 	Expenses	
Governmental activities:

Charges for Services

and Contributions

and Contributions

Governmental Activities

General government	$	575,411	$	110,248	$	-	$	-	$	(465,163)	
Physical environment	866,890	166,096	-	18,501	(682,293)	
Interest on long-term debt	 	1,052,328 	7,859,402	585	373	6,808,032	

Total governmental activities

$	2,494,629

$   8,135,746	$

585	$

18,874

5,660,576

General Revenues:
Investment income and other	 	2,675 	
Change in net position	5,663,251	
Net Position - beginning	 	(7,047,289)	
Net Position - ending	$	(1,384,038)	

September  30,  2014

Assets:

 	General		Debt Service	Capital Projects

Total Governmental Funds

Cash	$	12,229	$	-	$	-	$	12,229	
Investments	123	9,568,110	1,984,540	11,552,773	
Assessments receivable, net	68,280	-	-	68,280	
Due from Developer	-	-	18,501	18,501	
Deposits	 	1,090 		-	-	1,090	
Total assets	$	81,722		$   9,568,110	$	2,003,041	$	11,652,873	

Liabilities and Fund Balances:
Liabilities:
Accounts payable and accrued expenses	$	27,203		$	-		$	25,605		$	52,808	
Due to developer	1,298		5,578		-		6,876	
Matured bonds payable	-		540,000		-		540,000	
Matured interest payable	 	- 		2,109,353		-		2,109,353	
Total liabilities	28,501		2,654,931		25,605		2,709,037	

Fund balances:
Nonspendable	1,090	-	-	1,090	
Restricted for debt service	-	6,913,179	-	6,913,179	
Restricted for capital projects	-	-	1,977,436	1,977,436	
Unassigned	 	52,131 	-	-	52,131	
Total fund balances	 	53,221 		6,913,179		1,977,436		8,943,836	
Total liabilities and fund balances	$	81,722		$ 9,568,110		$	2,003,041			

Amounts reported for governmental activities in the statement of net position are different because:
Capital assets used in governmental activities are not financial resources and, therefore, are not reported in the funds.
Liabilities not due and payable from current available resources are not reported in governmental fund statements. All liabilities, both current and long-term, are reported in the government-wide statements.
Accrued interest payable	(436,125)

9,141,384

Bonds payable	 (19,033,133)	(19,469,258)

Net Position of Governmental Activities	$	(1,384,038)

Year  Ended  September  30,  2014

Revenues:

 	General	Debt Service

Capital Projects

Total Governmental Funds

Special assessments	$	276,344	$	934,714	$	-	$	1,211,058	
Special assessments - prepayments	-	7,195,051	-	7,195,051	
Developer contributions	-	-	18,501	18,501	
Investment income and other	 	2,675 	585	373	3,633	
   
Total revenues	 	279,019	8,130,350	18,874	8,428,243

Expenditures:
Current:
General government	133,424	441,987	-	575,411	
Physical environment
Debt service:	163,547	-	-	163,547	
Interest	-	1,054,676	-	1,054,676	
Principal	-	145,000	-	145,000	
Capital outlay	 	-	-	112,526	112,526	
   
Total expenditures	 	296,971	1,641,663	112,526	2,051,160

Excess (Deficit) of Revenues Over
Expenditures	 	(17,952)	6,488,687	(93,652)	6,377,083

Other Financing Sources (Uses):
Transfers in	-	-	273	273
Transfers out	 	-	(273)	-	(273)
Total other financing sources (uses)	 	- 		(273)		273		-	
Net change in fund balances	(17,952)		6,488,414		(93,379)		6,377,083	
Fund Balances - beginning of year	 	71,173 		424,765		2,070,815		2,566,753	
Fund Balances - end of year	$	53,221		$ 6,913,179		$ 1,977,436		$	8,943,836	

STATEMENT  OF ACTIVITIES

Year  Ended  September  30,  2014

Amounts reported for Governmental Activities in the Statement of Activities are different because:

Net change in fund balances - total governmental funds (page 10)	$	6,377,083

Governmental funds report outlays for capital assets as expenditures because such outlays use current financial resources; however, in the statement of net position the cost of those assets is recorded as capital assets. Depreciation of capital assets is not recognized in the governmental fund statements but is reported as an expense in the statement of activities.

Capital outlay	112,526
Depreciation expense	 	(703,343)	(590,817)

Revenue recognized in the statement of activities in a prior year which an allowance was recorded in the current year is not an expense in the fund statement because this revenue was
deferred.	(270,363)

Repayments of long-term liabilities are reported as expenditures in governmental funds, while repayments reduce long-term liabilities in the statement of net position.

Increase in matured bonds payable	 	145,000	145,000

Some expenses reported in the statement of activities do not require the use of current financial resources and, therefore, are not reported as expenditures in governmental funds.

Change in accrued interest	3,323		
Amortization of bond discount	 	(975)	2,348	

Change in net position of governmental activities (page 8)	$	5,663,251

Year  Ended  September  30,  2014

	

 	Budgeted Amounts			

Actual Amounts		Variance with Final Budget Positive
(Negative)	
	 	Original		Final					
Revenues:
Special assessments	

$	256,100	$	276,344		
$	276,344		
$	-	
Investment income and other	 	-	2,677		2,675		(2)	
Total revenues	
 	256,100	279,021		279,019		(2)	

Expenditures:
Current:
General government	77,975	94,705	133,424	(38,719)	
Physical environment	 	178,125 	179,660	163,547	16,113	
   
Total expenditures	 	256,100	274,365	296,971	(22,606)
   
Net change in fund balance	-	4,656	(17,952)	(22,608)

Fund Balance - beginning of year	 	71,173 		71,173		71,173		-	
Fund Balance - end of year	$	71,173		$	75,829		$	53,221		$	(22,608)	

NOTES TO FINANCIAL STATEMENTS

Note 1 - Summary of Significant Accounting Policies:

Reporting Entity

The NatureWalk Community Development District (the “District”) was established by Walton County Ordinance 05-23 enacted on June 28, 2005 pursuant to the Uniform Community Development District Act of 1980, otherwise known as Chapter 190, Florida Statutes. The Act provides, among  other  things, the power  to manage basic  services  for community development, the power to borrow money and issue bonds, and the power to levy and assess non-ad valorem assessments for the financing and delivery of capital infrastructure. The District was established  for the purpose  of financing  and managing  the acquisition, construction, maintenance and operation of a portion of the infrastructure necessary for community development within the District.

The District is governed by the Board of Supervisors (the “Board”), which is composed of five members. The Board of Supervisors of the District exercises all powers granted to the District pursuant to Chapter 190, Florida Statutes. All of the Board members are associated with KLP Destin, LLC, (the “Developer”) at September 30, 2014. The District is economically dependent on the Developer.

The Board has the final responsibility for, among other things:

Allocating and levying assessments.
Approving budgets.
Exercising control over facilities and properties.
Controlling the use of funds generated by the District.
Approving the hiring and firing of key personnel.
Financing improvements.

The financial statements were prepared in accordance with GASB Statements 14, 39 and 61. Under the provisions of those standards, the financial reporting entity consists of the primary government, organizations for which the District Board of Supervisors is considered to be financially accountable, and other organizations for which the nature and significance of their relationship with the District are such that, if excluded, the financial statements of the District would be considered incomplete or misleading. Management has determined that there are no entities considered to be component units of the District.

Note 1 - Summary of Significant Accounting Policies (Continued): Government-Wide and Fund Financial Statements
The financial statements include both government-wide and fund financial statements.

The government-wide financial statements (i.e., the statement of net position and the statement of activities) report information on all of the non-fiduciary activities of the primary government. For the most part, the effect of interfund activity has been removed from these statements.

The statement of activities demonstrates the degree to which the direct expenses of a given function or segment is offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. Program revenues include 1) charges to customers who purchase, use, or directly benefit from goods, services, or privileges provided by a given function or segment and 2) grants, contributions and investment income that are restricted to meeting the operational or capital requirements of a particular function or segment and 3) operating-type special assessments that are treated as charges for services (including assessments for maintenance and debt service). Other items not included among program revenues are reported instead as general revenues.

Measurement Focus, Basis of Accounting and Financial Statement Presentation

The government-wide financial statements are reported using  the economic  resources  measurement focus and the accrual basis of accounting. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Assessments are recognized as revenues in the year for which they are levied.  Grants and similar items are recognized as revenues as soon as all eligibility requirements imposed by the provider have been met.

Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the District considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures are recorded  when a liability is incurred, as under accrual accounting. However, debt service expenditures are recorded only when payment is due.

Assessments, including debt service assessments and operation  and maintenance assessments, are non-ad valorem assessments imposed on all lands located within the District and benefited by the District’s activities. Operation and maintenance assessments are typically certified for collection by the District prior to the start of the fiscal year which begins October 1st and ends on September 30th. Operation and maintenance special assessments are imposed  upon all benefited lands located in the District. Debt service special assessments are imposed upon certain benefited lots and lands as described in each resolution imposing the special assessments for each series of bonds issued by the District. Certain debt service assessments are collected upon the closing of those lots subject to short term debt and are used to prepay a portion of the bonds outstanding.

Note 1 - Summary of Significant Accounting Policies (Continued):

Measurement Focus, Basis of Accounting  and Financial Statement  Presentation (Continued):

Assessments and interest associated with the current fiscal period are all considered to be susceptible to accrual and so have been recognized as revenues of the current fiscal period. Only the portion of assessments receivable due within the current fiscal period is considered to be susceptible to accrual as revenue of the current period. All other revenue items are considered to be measurable and available only when cash is received by the District.

The District reports the following major governmental funds:

General Fund - is the District’s primary operating fund. It accounts for all financial resources of the general government, except those required to be accounted for in another fund.

Debt Service Fund - accounts for the accumulation of resources for the annual payment of principal and interest on long-term general obligation debt.

Capital Projects Fund - accounts for the financial resources to be used for the acquisition or construction of major infrastructure within the District.

As a general rule, the effect of interfund activity has been eliminated from the government-wide financial statements. When both restricted and unrestricted resources are available for use, it  is the District’s policy to use restricted resources first, then unrestricted resources as they are needed.

Assets, Liabilities,  Deferred  Outflows/Inflows  of Resources  and Net Position/Fund Balance

Restricted Assets - These assets represent cash and investments set aside pursuant to bond covenants.

Deposits and Investments - The District’s cash and cash equivalents are considered to be cash on hand and demand deposits.

Investments of the District are reported at fair value. The District’s investments consist of investments authorized  per their investment  policy adopted in accordance  with Section 218.415, Florida Statutes.

Prepaid Items - Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items in both government-wide and fund financial statements.

Note 1 - Summary of Significant Accounting Policies (Continued):

Assets, Liabilities,  Deferred  Outflows/Inflows  of Resources  and Net Position/Fund Balance (Continued):

Capital Assets - Capital assets, which include property, plant, equipment and infrastructure assets (e.g., roads, sidewalks, water management systems and similar items), are reported in the applicable governmental activities column in the government-wide financial statements. Capital assets are defined by the government as assets with an initial, individual cost of more than $5,000 and an estimated useful life in excess of two years. Such assets are recorded at historical cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded at estimated fair market value at the date of donation.

The costs of normal maintenance and repairs that do not add to the value of the asset or materially extend asset lives are not capitalized.

Major outlays for capital assets and improvements are capitalized as projects are constructed. Property, plant and equipment of the District are depreciated using the straight-line  method over the following estimated useful lives:

 	Assets		 	Years		
Roads, Earthwork and Other	20	
Stormwater Management System	25	
Retaining Walls	15	
Landscaping/Entry Features	15	

Long Term Obligations - In the government-wide financial statements, long-term debt and other long-term obligations are reported as liabilities in the statement of net position. Bond premiums and discounts are deferred and amortized over the life of the bonds using the straight-line method. Bond issuance costs are reported as expenses.  Bonds payable are reported net of premiums or discounts.

In the fund financial statements, governmental fund types recognize bond premiums and discounts, as well as bond issuance costs, during the current period. The face amount of debt issued is reported as other financing sources. Premiums received on debt issuances are reported as other financing sources while discounts on debt issuances are reported as other financing uses. Issuance costs, whether or not withheld from the actual debt proceeds received, are reported as expenditures.

Deferred Outflows/Inflows of Resources - In addition to assets, the statement of financial position will sometimes report a separate section for deferred outflows of resources. This separate financial  statement  element, deferred  outflows  of resources,  represents  a consumption of net position that applies to a future period(s) and so will not be recognized as an outflow of resources (expense/expenditure) until then. The District does not have any item that qualifies for reporting in this category for the year ended September 30, 2014.

Note 1 - Summary of Significant Accounting Policies (Continued):

Assets, Liabilities,  Deferred  Outflows/Inflows  of Resources  and Net Position/Fund Balance (Continued):

Deferred Outflows/Inflows  of Resources  (Continued)  - In addition to liabilities, the statement of financial position will sometimes report a separate section for deferred inflows of resources. This separate financial statement element, deferred inflows of resources, represents an acquisition of net position that applies to a future period(s) and so will not be recognized as an inflow of resources (revenue) until that time. The District has one item that arises only under a modified accrual basis of accounting, which qualifies for reporting in this category. Accordingly, the item, unavailable revenue, is reported only in the governmental funds balance sheet. The governmental funds report unavailable revenue from assessments. These amounts are deferred and recognized as an inflow of resources in the period that the amounts become available.

Net Position Flow Assumption - Sometimes the District will fund outlays for a particular purpose from both restricted and unrestricted resources. In order to calculate the amounts to report as restricted-net position and unrestricted-net position in the government-wide financial statements, a flow assumption must be made about the order in which the resources are considered to be applied. It is the District’s policy to consider restricted-net position to have been depleted before unrestricted-net position is applied.

Fund Balance Flow Assumptions - Sometime the District will fund outlays for a particular purpose from both restricted and unrestricted resources (total of committed, assigned, and unassigned fund balance). In order to calculate the amounts to report as restricted, committed, assigned, and unassigned fund balance in the governmental fund financial statements a flow assumption must be made about the order in which the resources are considered to  be applied. It is the District’s policy to consider restricted fund balance to have been depleted before using any of the components  of unrestricted fund balance. Further,  when the components of unrestricted fund balance can be used for the same purpose, committed fund balance is depleted first, followed by assigned fund balance. Unassigned fund balance is applied last.

Fund Balance Policies  - Fund balance  of governmental funds is reported  in various categories based on the nature of any limitations requiring the use of resources for specific purposes. The District itself can establish limitations on the use of resources through either commitment (committed fund balance) or an assignment (assigned fund balance).

The committed fund balance classification includes fund balance amounts that can be used  only for the specific purposes determined by a formal action of the government’s highest level of decision-making authority. The Board of Supervisors is the highest level of decision-making authority for the government that can, by adoption of an ordinance or resolution prior to the end of the fiscal year, commit fund balance. Once adopted, the limitation imposed by the ordinance or resolution remains in place until a similar action is taken to remove or revise the limitation.

Note 1 - Summary of Significant Accounting Policies (Continued):
Assets, Liabilities,  Deferred  Outflows/Inflows  of Resources  and Net Position/Fund Balance (Continued):

Fund Balance Policies (Continued) - Amounts in the assigned fund balance classification are intended to be used by the government for specific purposes but do not meet the criteria to be classified as committed. The Board of Supervisors has authorized the District Manager to assign amounts for specific purposes. The Board of Supervisors may also assign fund balance as it does when appropriating fund balance to cover a gap between estimated revenue and appropriations in the subsequent  year’s  appropriated  budget. Unlike commitments, assignments generally only exist temporarily. In other words, an additional action does not  normally have to be taken for the removal of an assignment. Conversely, as discussed above an additional action is essential to either remove or revise a commitment.

Other Disclosures

Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenditures during the reporting period. Actual results could differ from those estimates.

Note 2 - Stewardship, Compliance and Accountability:

Budgetary Information

The District is required to establish a budgetary system and an approved annual budget for the General Fund. Annual budgets are adopted on a basis consistent with accounting principles generally accepted in the United States of America. All annual appropriations lapse at the  fiscal year end. The legal level of budgetary control is at the fund level. Any budget amendments that increase the aggregate budgeted appropriations, at the fund level, must be approved by the Board of Supervisors.

The District follows these procedures in establishing the budgetary data reflected in the financial statements.

Each year the District Manager submits to the District Board a proposed operating budget for the fiscal year commencing the following October 1.

A public hearing is conducted to obtain comments.

Prior to October 1, the budget is legally adopted by the District Board.

All budget changes must be approved by the District Board.

The budgets are adopted on a basis consistent with accounting principles generally accepted in the United States of America.

The appropriation resolution authorizes District staff to initiate budget reclassifications.

Excess Expenditures Over Appropriations

In the current fiscal year, the general fund had expenditures in excess of appropriations.

Note 3 - Deposits and Investments:

Deposits

The District’s cash balances were entirely covered by federal depository insurance or by a collateral pool pledged to the State Treasurer. Florida Statutes Chapter 280, “Florida Security  for Public Deposits Act”, requires all qualified depositories to deposit with the Treasurer or another banking institution eligible collateral equal to various percentages of the average daily balance for each month of all public deposits in excess of any applicable deposit insurance held. The percentage of eligible collateral (generally,  U.S. Governmental and agency securities, state or local government debt, or corporate bonds) to public deposits is dependent upon the depository’s financial history and its compliance with Chapter 280. In the event of a failure of a qualified public depository, the remaining public depositories would be responsible for covering any resulting losses.

Investments

Investments are stated at fair value, which is the amount for which an investment could be exchanged in a current transaction between willing parties, other than in a forced liquidation sale. Fair value is based on quoted market prices.  Changes in the fair value of investments  are recognized as revenue and included in investment revenue. Investment revenue is recognized as earned and is recorded in the respective fund related to the investment activity.

The District’s investment policies are governed by State Statutes and the District Trust Indentures. The District investment policy allows investments in any financial institution that is a qualified public depository of the State of Florida as identified by the State Treasurer, in accordance with Chapter 280 of the Florida Statutes. Authorized District investments include, but are not limited to:

The Local Government Surplus Funds Trust Fund (SBA);

Securities and Exchange Commission Registered Money Market Funds with the highest credit quality rating from a nationally recognized rating agency;

Interest-bearing time deposits or savings accounts in qualified public depositories;

Direct obligations of the U.S. Treasury;

Note 3 - Deposits and Investments (Continued):

Investments (Continued):

The SBA is not a registrant with the Securities and Exchange Commission (SEC); however, the Board has adopted operating procedures consistent with the requirements for a 2a-7-like fund for the Florida Prime Fund. Therefore, the pool account balance can be used as fair value for financial reporting. Fund B is accounted for as a fluctuating NAVPOOL, not a 2a-7- like money market fund.

Investments made by the District at September 30, 2014 are summarized below. In accordance with GASB 31, investments are reported at fair value.

 	Investment Type		Fair Value

Credit Rating

Weighted Average Maturity

US Bank Money Market Account Local Government Investment Pool:

$ 11,552,650

N/A	N/A

Florida Prime	 	123	AAAm	39 days

  $ 11,552,773 

Credit Risk:

The District’s investment policy limits credit risk by restricting authorized investments to those described. Investments in U.S. Government securities and agencies must be backed by the full faith and credit of the United States Government. Short term bond funds shall be rated by a nationally recognized ratings agency and shall maintain the highest credit quality rating.

Custodial Credit Risk:

In the case of deposits, this is the risk that, in the event of a bank failure, the District’s deposits may not be returned to it. The District’s investment policy requires that bank deposits be secured as provided by Chapter 280, Florida Statutes. This law requires local governments to deposit funds only in financial institutions designated as qualified public depositories by the Chief Financial Officer of the State of Florida, and creates the Public Deposits Trust Fund, a multiple financial institution pool with the ability to assess its member financial institutions for collateral shortfalls if a default or insolvency has occurred. At September 30, 2014, all of the District’s bank deposits were in qualified public depositories.

For an investment, this is the risk that, in the event of the failure of the counterparty, the government will not be able to recover the value of its investments or collateral securities that are in the possession of an outside party. At September 30, 2014, none of the investments listed are exposed to custodial credit risk because their existence is not evidenced by securities that exist in physical or book entry form.

Note 3 - Deposits and Investments (Continued): Investments (Continued):
Concentration of Credit Risk:

The District’s investment policy does not specify limits on the amount the District may invest in any one issuer.

Interest Rate Risk:

The District’s investment policy does not specifically address interest rate risk; however, the general investment policy is to apply the prudent-person rule: Investments are made as a prudent person would be expected to act, with discretion and intelligence, to seek reasonable income, preserve capital, and in general, avoid speculative investments. The District manages its exposure to declines in fair values by investing primarily in pooled investments that have a weighted average maturity of less than three months.

Note 4 - Receivables:

Receivables as of year end, including the applicable allowances for uncollectible accounts, are as follows:

  General Fund 		Debt Service
Fund	
Assessments Receivable	$	188,011		$	2,347,618	
Less: allowance for uncollectible accounts	 	(119,731)		(2,347,618)	
Net Receivable	$	68,280		$	-	

Note 5 - Interfund Transfers:

During the year, $273 was transferred from the debt service fund to the capital projects fund as per the bond indenture.

Note 6 - Capital Assets:

Capital asset activity for the year ended September 30, 2014 was as follows:

	Beginning
Balance		Ending
Additions	Disposals	Balance	
Governmental Activities:				
Capital Assets Not Being Depreciated:				
Infrastructure under construction	$	605,466		$	112,526	$	-	$	717,992	

Capital Assets Being Depreciated:				
Roads, earthwork and other	7,404,044		-	-	7,404,044	
Stormwater management system	1,917,033		-	-	1,917,033	
Retaining walls	3,379,577		-	-	3,379,577	
Landscaping/entry features	467,331		-	-	467,331	
Total capital assets being depreciated	13,167,985		-	-	13,167,985	

Less Accumulated Depreciation for:				
Roads, earthwork and other	(2,128,662)		(370,202)		-	(2,498,864)	
Stormwater management system	(437,942)		(76,681)		-	(514,623)	
Retaining walls	(1,295,504)		(225,305)		-	(1,520,809)	
Landscaping/entry features	(179,142)		(31,155)		-	(210,297)	
Total accumulated depreciation	(4,041,250)		(703,343)		-	(4,744,593)	

Total capital assets being depreciated, net	
9,126,735		
(703,343)		
-	8,423,392	
Governmental activities capital assets, net	  $ 9,732,201 		  $	(590,817)		  $	- $ 9,141,384 	

Depreciation expense for 2014 was charged to physical environment.

The total projected cost of the infrastructure improvements has been estimated at $18.7 million, of which approximately $16.6 million will be funded with proceeds from Series 2007 bonds.  The Developer had agreed to fund the remaining portion of the project; however during the fiscal year ended September 30, 2010, the Developer transferred all property to two separate, related significant landowners. During the year ended September 30, 2011, the significant landowners and the District, with the consent of the bondholders, entered into a forbearance agreement regarding, among other things, the completion of construction relating to certain property within the District.

As a result of the forbearance agreement, during the year ended September 30, 2011, one of the significant landowners  deposited $205,520  with the bond trustee and commenced construction to complete the remaining public infrastructure on the 211 single family platted lots. In addition, a second deposit of $250,000 will be made to aid in the completion of the 57 unplatted single family lots. District management  is uncertain of when construction will recommence on the multi-family property.

Note 7 - Long-Term Liabilities:

On March 1, 2007, the District issued $20,000,000 of Capital Improvement Revenue Bonds Series 2007, consisting of $8,295,000 Series 2007A Bonds and $11,705,000 of Series 2007B Bonds with fixed interest rates of 5.50% and 5.30%, respectively. The Bonds were issued to finance the acquisition and construction of certain improvements for the benefit of the property within the District. Interest is paid semiannually on each May 1 and November 1. Principal on the Series 2007A Bonds is payable serially commencing May 1, 2009, and continuing through May 1, 2038. Principal on the 2007B Bonds is due in one lump sum on May 1, 2016.

The Series 2007A Bonds are subject to redemption at the option of the District, in whole or in part at any time on or after May 1, 2017 at a redemption price as set forth in the Bond Indenture.

The Series 2007 Bonds are subject to extraordinary mandatory redemption prior to maturity in the manner determined by the Bond Registrar if certain events occur as outlined in the Bond Indenture.

The Bond Indenture requires that the District maintain adequate funds in a reserve account to meet the debt service reserve requirement as defined in the Indenture. The District is not in compliance with this requirement at September 30, 2014, or as of the audit report date; due to the forbearance agreement, the District did not receive sufficient assessment amounts during the current and prior years from the Developer or significant landowners. As a result, the District made the May 2011 debt service interest payment in part by utilizing reserve funds.  The November 2011 and May 2012 interest payments were made in the current fiscal year. However, the November 2012 and May 2013 interest payments have not been made and are recorded as matured interest payable (See Note 10 - Subsequent Events).

The Bond Indenture has certain restrictions and requirements relating principally to the use of proceeds to pay for the infrastructure improvements and the procedures to be followed by the District on assessments  to property  owners. The District  agreed  to 1) levy  special assessments in annual amounts adequate to provide payment of debt service and 2) to meet the reserve requirements. Payment of the principal and interest on the Series 2007 Bonds is secured by a pledge of and first lien upon the pledged special assessment revenue. The District is not in compliance with the reserve requirements of the Bond Indenture.

Total principal and interest remaining on the Series 2007 Bonds as of September 30, 2014 is
$29,587,693. Of this amount, $540,000 is recorded as matured bonds payable and matured interest payable of $2,109,353. For the year ended September 30, 2014 principal of $145,000 and interest of $1,054,676 were due but not paid. Total special assessment revenue pledged  was $8,129,765.

Note 7 - Long-Term Liabilities (Continued):

On February 25, 2011, the significant landowners and the District, with the consent of the bondholders, entered into a forbearance agreement regarding assessments on significant landowner owned land within the District. In accordance with the forbearance agreement, one of the significant landowners paid the outstanding debt service assessments on the 211 platted single family lots in March 2011. The outstanding assessments on the 57 unplatted single family lots are due in four quarterly payments commencing three months after the expiration date of the forbearance agreement (final payment was received in March 2014).

Long-term debt activity for the year ended September 30, 2014 was as follows:

	Beginning
Balance		
Increases	Decreases		Ending
Balance		Due Within
One Year	
Governmental activities:
Bonds Payable:								
Series 2007A	$	7,675,000		$	-	$	(145,000)		$	7,530,000		$ 155,000	
Series 2007B	11,525,000		-	-		11,525,000		-	
Less: issue discount	(22,842)		-	975		(21,867)		-	
Special assessment debt	19,177,158		-	(144,025)		19,033,133		155,000	
Governmental activity long-								
term liabilities	$ 19,177,158		$	-	$	(144,025)		$ 19,033,133		$ 155,000	

The beginning balance of this schedule includes a reduction of $395,000 which was due in the prior year, but was not paid. The reduction of $145,000 was due in the current year, but was not paid. These amounts are included in matured bonds payable at year end.

At September 30, 2014, the scheduled debt service requirements on the bonds payable were as follows:

Governmental Activities
Year Ending
September 30,		
Principal		
Interest	
2015		$	155,000		$	1,020,713	
2016		11,690,000		1,011,913	
2017		175,000		391,738	
2018		185,000		381,838	
2019		195,000		371,388	
2020 - 2024		1,145,000		1,752,850	
2025 - 2029		1,505,000		1,628,430	
2030 - 2034		1,980,000		1,039,380	
2035 - 2038		2,025,000		285,090	
  $	19,055,000     $	7,883,340 

Note 8 - Related Party Transactions:

Assessments

Developer revenue in the current year totaled $8,359,403, 99% of total special assessments revenue.

Receivables

Assessments totaling $1,760,810 are owed by the Developer for debt service assessments on certain properties; of this amount, $1,760,810 has been offset by an allowance for doubtful accounts due to the conditions of the forbearance agreement.

At September 30, 2014, a former developer owes the District $668,996, which is fully covered by an allowance for uncollectible accounts due to uncertainty as to the timing of collection.

Note 9 - Risk Management:

The District is exposed to various risks of loss related to torts; theft of, damage to, and destruction of assets; errors and omissions; and natural disasters. These risks are covered by commercial insurance from independent third parties. The District has not filed any claims under this commercial coverage during the last three years.

Note 10 - Subsequent Events:

The District did not make the November 1, 2014 interest payment on the Series 2007A and Series 2007B Bonds.

On January 9, 2015, at the direction of the Bondholders, the Trustee paid all past due interest on the Series 2007A and 2007B Bonds of $2,636,688 that was accrued through November 1, 2014.

On January 15, 2015, at the direction of the bondholders, the Trustee paid $6,150,000 to redeem certain Series 2007A and 2007B Bonds including matured bonds outstanding of
$540,000. In addition, interest of $68,037 was accrued through January 15, 2015 and paid.

COMPLIANCE  SECTION

VISDAIll

MCDIRMIT
CERTIFIED PUBLIC ACCOUNTANTS AND ADVISORS

INDEPENDENT AUDITOR’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT
OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS

To the Board of Supervisors
NatureWalk Community Development District

We have audited, in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the governmental activities and each major fund of the NatureWalk Community Development District (the “District”) as of and for the year ended September 30, 2014, and the related notes to the financial statements, which collectively comprise the District’s financial statements and have issued our report thereon dated May 21, 2015.

Internal Control Over Financial Reporting

In planning and performing our audit of the financial statements, we considered the District’s internal control over financial reporting (“internal control”) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the District’s internal control. Accordingly, we do not express an opinion on the effectiveness of the District’s internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control such that there is a reasonable possibility that a material misstatement of the entity’s financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance.

Our consideration of internal control over financial reporting was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over financial reporting that might be material weaknesses or significant deficiencies. Given these limitations, during our audit, we did not identify any deficiencies in internal control over financial reporting that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified.

MCDIRMIT DAVIS & COMPANY, LLC
934 NORTH MAGNOLIA AVENUE, SUITE 100 ORLANDO, FLORIDA 32803
TELEPHONE: 407-843-5406 FAX: 407-649-9339 EMAIL: INFO@MCDIRMITDAVIS.COM

MEMBERS: PRIVATE COMPANIES PRACTICE SECTION AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
27

Compliance and Other Matters

As part of obtaining reasonable assurance about whether the District’s financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit and, accordingly, we do not express such an opinion. The results of our tests disclosed instances of noncompliance  or other matter that are required to be reported under Government Auditing Standards and which are described in Appendix A to this report.

We noted certain other matters that we reported to management of the District in a separate letter dated May 21, 2015. The District’s response to our findings identified in our audit is included in this report. We did not audit the District’s response, and accordingly, we express no opinion on it.

Purpose of this Report

The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the re
ults of that testing, and not to provide an opinion on the effectiveness of the District’s internal control or on compliance. This report is an integral part of an audit performed in accordance  with Government Auditing Standards in considering the District’s internal control and compliance. Accordingly, this communication is not suitable for any other purpose.

Orlando, Florida May 21, 2015

MANAGEMENT COMMENTS

Board of Supervisors
NatureWalk Community Development District

Report on the Financial Statements

We have audited the financial statements of the NatureWalk Community Development District, (the “District”) as of and for the fiscal year ended September 30, 2014, and have issued our report thereon dated May 21, 2015.

Auditor’s Responsibility

We conducted our audit in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States.

Other Reports

We have issued our Independent Auditor’s Report on Internal Control over Financial Reporting and Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards and Independent Auditor’s Report on an examination conducted in accordance with AICPA Professional Standards, Section 601, regarding compliance requirements in accordance with Chapter 10.550, Rules of the Auditor General. Disclosures in those reports, which are dated May 21, 2015, should be considered in conjunction with this management letter.

Prior Audit Findings

Section 10.554(1)(i.)1., Rules of the Auditor General, require that we determine whether or not corrective actions have been taken to address findings and recommendations made in the preceding annual financial audit report. Corrective actions have been taken to address findings  and recommendations made in the preceding annual financial audit report, except as noted  below.

Tabulation of Uncorrected Audit Findings	
Current Year Finding #	2012-13 FY Finding #	2011-2012 FY Finding #	
12-01	12-01	12-01	
12-02	12-02	12-02	

Official Title and Legal Authority

Section 10.554(1)(i)4., Rules of the Auditor General, requires that the name or official title and legal authority for the primary government and each component unit of the reporting entity be disclosed in this management letter, unless disclosed in the notes  to the financial statements. This information has been disclosed in the noted to the financial statements.
MCDIRMIT DAVIS & COMPANY, LLC
934 NORTH MAGNOLIA AVENUE, SUITE 100 ORLANDO, FLORIDA 32803
TELEPHONE: 407-843-5406 FAX: 407-649-9339 EMAIL: INFO@MCDIRMITDAVIS.COM

MEMBERS: PRIVATE COMPANIES PRACTICE SECTION AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS

Financial Condition

Section 10.554(1)(i)5.a., Rules of the Auditor General, requires that we report the results of our determination as to whether or not the NatureWalk Community Development District has met one or more of the conditions described in Section 218.503(1), Florida Statues, and identification of the specific condition(s) met. In connection with our audit, we determined that the NatureWalk Community Development District met one of the conditions described in Section 218.503(1), Florida Statues, as listed in Appendix B.

Pursuant to Sections 10.554(1)(i)5.c. and 10.556(8), Rules of the Auditor General, we applied financial condition assessment procedures. It is management’s responsibility to monitor the NatureWalk Community Development District financial condition, and our financial condition assessment was based in part on representations made by management and the review of financial information provided by same.

Annual Financial Report

Section 10.554(1)(i)5.b., Rules of the Auditor General, requires that we report the results of our determination as to whether the annual financial report for the NatureWalk Community Development District for the fiscal year ended September 30, 2014, filed with the Florida Department of Financial Services pursuant to Section 218.32(1)(a), Florida Statues, is in agreement with the annual financial audit report for the fiscal year ended September 30, 2014. In connection with our audit, we determined that these two reports were in agreement.

Other Matters

Section 10.554(1)(i)2., Rules of the Auditor General, requires that we address in the management letter any recommendations to improve financial management. In connection with our audit, we  did not have any such recommendations.

Section 10.554(1)(i)3., Rules of the Auditor General, requires that we address noncompliance with provisions of contracts or grant agreements, or abuse, that have occurred, or are likely to have occurred, that have an effect on the financial statements that is less than material but which warrants the attention of those charged with governance. In connection with our audit, we did not have any such findings.

Purpose of this Letter

Our management letter is intended solely for the information and use of the Legislative Auditing Committee, members of the Florida Senate and the Florida House of Representatives, the Florida Auditor General, Federal and other granting agencies, and applicable management, and is not intended to be and should not be used by anyone other than these specified parties.

Orlando, Florida May 21, 2015

APPENDIX A - INSTANCES OF NONCOMPLIANCE  OR  OTHER  MATTERS  REQUIRED TO BE REPORTED UNDER GOVERNMENT AUDITING STANDARDS

Year  Ended  September  30,  2014

- Failure to Meet Debt Service Reserve Requirements

Criteria
The Trust Indentures require the District to keep minimum amounts in the Debt Service Reserve Accounts.

Condition
At September 30, 2014, the Series 2007 Debt Service Reserve Accounts were deficient.

Cause
In a prior year, Debt Service Reserves were used to pay debt service on the Bonds due to landowner non-payment of assessments.

Effect
The District is not in compliance with the Bond Indentures.

Recommendation
We recommend the District utilize all legal remedies available to collect delinquent assessments to replenish the Debt Service Reserve Accounts.

- Failure to Make Bond Debt Service Payments When Due

Criteria
The Capital Improvement Revenue Bonds Series 2007 require semiannual interest payments and annual principal payments.

Condition
In the current year, principal and interest were not paid when due on the 2007 Bonds.

Cause
The District was unable to make the required debt service payments due to the Developer’s nonpayment of assessments owed to the District.

Effect
At September 30, 2014, the District was not in compliance with the requirements of the  Bond Indenture and has met a financial emergency condition as described in Florida Statute Section 218.503(1).

Recommendation
We recommend the District utilize all legal remedies available to collect delinquent assessments to bring debt service payments current.

APPENDIX B - CONDITIONS OF FINANCIAL EMERGENCY

Year  Ended  September  30,  2014

12-02 - Failure to Make Bond Debt Service Payments When Due

During the year ended September 30, 2014, principal and interest were not paid when due on the 2007 Bonds; therefore they meet Section 218.503(1)(a) as a financial emergency condition.

DISTRICT OFFICE · 120 RICHARD JACKSON BLVD · SUITE 220 · PANAMA CITY BEACH, FLORIDA 32407

May 21, 2015

Response to the Management Letter for the fiscal year ended September 30, 2014

Management Letter finding 12-01:
The auditor noted that the District’s Series 2007 Debt Service Reserve Accounts were deficient at September 30, 2014, as a result of funds from the Reserve Accounts being used to make debt service payments and fund District operations due to non payment from the Developer.

District response to the finding:
The District and the bondholders have been working to alleviate these issues. The District entered into a Forbearance Agreement dated February 25, 2011, which provides in pertinent part that “so long as KLP and District comply with the terms of this Agreement, the District shall not be in default under the Indenture and any prior defaults shall be deemed to have been cured”.
The Forbearance Agreement expired on February 25, 2013. Upon expiration of the Forbearance Agreement, installment payments were due to the District. The final installment was received on March 12, 2014. It is uncertain as to when and if the reserve fund will be replenished with funds received per the Forbearance Agreement.

Management Letter finding 12-02:
The auditor noted that the District did not make the required debt service interest and principal payments on the Series 2006 bonds.

District response to the finding:
Subsequent to year end the Trustee, at the direction of the Bondholders paid all past due principal and interest on the Series 2007A and 2007B Bonds. As of the date of this response the Bonds are current with respect to payments.

William J. Rizzetta
Treasurer
Nature Walk Community Development District

INDEPENDENT AUDITOR’S REPORT ON COMPLIANCE WITH THE REQUIREMENTS OF SECTION 218.415, FLORIDA STATUTES

To the Board of Supervisors
NatureWalk Community Development District

We have examined NatureWalk Community Development District’s compliance with the requirements of Section 218.415, Florida Statutes, during the year ended September 30, 2014. Management is responsible for the District’s compliance with those requirements. Our responsibility is to express an opinion on District’s compliance based on our examination.

Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and the standards applicable to attestation engagements contained in Government Auditing Standards issued by the Comptroller General of the United States, and, accordingly, included examining, on a test basis, evidence about the District’s compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the District’s compliance with specified requirements.

In our opinion, NatureWalk Community Development District complied, in all material respects, with the aforementioned requirements for the year ended September 30, 2014.

Orlando, Florida May 21, 2015

MCDIRMIT DAVIS & COMPANY, LLC
934 NORTH MAGNOLIA AVENUE, SUITE 100 ORLANDO, FLORIDA 32803
TELEPHONE: 407-843-5406 FAX: 407-649-9339 EMAIL: INFO@MCDIRMITDAVIS.COM

MEMBERS: PRIVATE COMPANIES PRACTICE SECTION AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS