Local Option Review Team

AGENDA LOCAL OPTION REVIEW TEAM Monday, July 23, 2018 12:00 p.m. Fremont Municipal Building 400 East Military Avenue Fremont, Nebraska 1. Call to Order 2. Approval of minutes from April 20, 2018 meeting. 3. Review Fund Balance. 4. Consider Local Option Economic Development Application for Pearl Academy. 5. Consider Local Option Economic Development Application for Expedition League, Inc. 6. Adjourn. This agenda was posted at the Municipal Building on July 18, 2018 and was distributed to the members of the Local Option Review Team on July 18, 2018. The official current copy is available at City Hall, 400 East Military Avenue. A copy of the Open Meeting Law is posted for review by the public.  CITY OF FREMONT LOCAL OPTION REVIEW TEAM APRIL 20, 2018 – 8:15 A.M. A meeting of the Local Option Review Team was held on April 20, 2018 at 8:15 a.m. in the Council Chambers at 400 East Military Avenue, Fremont, Nebraska. The meeting was preceded by publicized notice in the Fremont Tribune and the agenda displayed in the Municipal Building. The meeting was open to the public. A continually current copy of the agenda was available for public inspection at the office of the City Administrator, 400 East Military Avenue. The agenda was distributed to the Local Option Review Team on April 18, 2018 and posted, along with the supporting documents, on the City’s website. A copy of the open meeting law is posted continually for public inspection. ROLL CALL Roll call showed Members Oliva, George, Landholm, Benson, Jacobus and Horeis present. Vobejda absent. 6 present, 1 absent. Others in attendance included Jody Sanders, Finance Dir.; Garry Clark, Greater Fremont Development Council; Lottie Mitchell, City of Fremont; Josh Vickery, DP Management and Brian Reilly, DP Management. APPROVE MINUTES Moved by Member Oliva and seconded by Member Landholm to approve the minutes of the April 5, 2018 meeting. Motion carried 6-0. REVIEW FUND BALANCE Moved by Member Benson and seconded by Member Jacobus to receive fund balance. Motion carried 6-0. CONSIDER LOCAL OPTION ECONOMIC DEVELOPMENT APPLICATION FOR DP MANAGEMENT ON BEHALF OF FREMONT MALL, LLC. Discussion of application made by DP Management on behalf of Fremont Mall, LLC. Moved by Member Oliva and seconded by Member Landholm to recommend to City Council to deny the application made by DP Management. Roll Call Vote. Ayes: Oliva, George, Landholm, Benson, Horeis. Nays: Jacobus. Motion carried 5-1. ADJOURNMENT Moved by Member Landholm and seconded by Member Benson to adjourn at 9:20 a.m. Motion carried 6-0. 1  Page 3 CITY OF FREMONT, NEBRASKA REQUEST FOR ASSISTANCE AGREEMENT 12th day of July THIS REQUEST, is made on this ____ 18 by Steve Wagner __________, 20____, Expedition League, Inc. and Fremont Baseball Club, , of __________________________________________ LLC (a to be formed company) _________________________________________________________ (hereinafter referred to as the (“Applicant”) to the City of Fremont, Nebraska (hereinafter referred to as the “City”). WITNESSETH: WHEREAS, APPLICANT has requested the CITY to investigate the feasibility of obtaining an Local Option Development Plan Loan or Economic Enhancement Loan in connection with the financing of a project to be undertaken by Applicant. NOW, THEREFORE, in consideration of the request the following may be done: 1. City agrees to work with the Applicant to investigate the feasibility of obtaining financing through a Local Option Development Plan Loan or Economic Enhancement Loan for the Project. City will investigate the financial condition of Applicant and determine whether or not a Local Option Development Plan Loan Application or Economic Enhancement Loan Application is appropriate. City will submit the needed paperwork for a Local Option Development Plan Loan or Economic Enhancement Loan for the Applicant to the appropriate committees and City Council, if: a. Applicant is within the eligibility criteria and the Project is likely to be approved by the City Council for an Local Option Development Plan Loan or Economic Enhancement Loan, and; b. All other elements of the Project can be financed and /or paid for through the infusion of equity capital by the Applicant. 2. If the City determines, in its sole discretion, that the Applicant is eligible for a Local Option Development Plan Loan or Economic Enhancement Loan, then, and in such event, City will advise and consult with the Applicant in the preparation by the Applicant for a complete set of Loan documents together with supporting exhibits, for the purpose of making applications for an Local Option Development Plan Loan or Economic Enhancement Loan (hereinafter referred to as the “Loan Package”). The Loan Package shall be for the sole benefit of the Applicant provided however, that such Loan Package shall be used by the City in connection with the Application for a City Loan on behalf of the Applicant, provided, however, that the Loan Package may be used by the Applicant in seeking financial assistance or guarantees from other governmental agencies and/or private lenders. 3. Applicant hereby acknowledges that the Applicant is charged with the actual responsibility of preparing the Loan Package, and that the City’s sole responsibility in connection with the preparation of the Loan Package shall be to consult with and advise the Applicant. The Applicant further acknowledges that the Applicant will be required to promptly and accurately supply financial information concerning the Project, the operation of Project, together with the manner, method and terms of financing the Project. Applicant further specifically acknowledges and agrees that the obtaining of a Local Option Development Plan Loan or Economic Enhancement Loan, or any other financing is dependent upon many factors that the City cannot control, including but not limited to economic factors and the decisions of the City Council, accordingly, the City does not guarantee that the Applicant will obtain financing for the Project. Applicant hereby covenants and agrees that City shall not be responsible, in any manner, or liable to the Applicant or any other person in the event that the Applicant is unable to obtain a Local Option  Page 4 Development Plan Loan or Economic Enhancement Loan for the Project, or any other type of financing for the Project, whether from the City or any other governmental or public source, or from any private financing sources. Applicant also further covenants and agrees that the City shall not be liable for any of the debts or obligations incurred in and for the assistance of benefit of the Applicant. Applicant further agrees that Applicant will hold the City harmless, and pay all costs and expenses, including attorney’s fees, in the event that any claim is made or lawsuit is filed by or against the City arising out of any transaction with or assistance to the Applicant which may in any way be connected with the Agreement. IN WITNESS WHEREOF, the parties hereto have executed, caused to be duly executed this Agreement, and have affixed or caused to be duly affixed hereto there seals, this ________ 15th day of _____________, 20____. July 18 APPLICANT BY:___________________________________ Steve Wagner  Page 5 Economic Enhancement Fund and Local Option Economic Development Loan Fund Application (Application is an Official Public Document) PART I. A. Business (Borrower) Information: Name of Business to Receive Assistance:_____________________________________________________________ Expedition League, Inc. and Fremont Baseball Club, LLC (a to be formed company) Address: 600 Kansas City Street _______________________________________________________________________________________ _______________________________________________________________________________________________ Rapid City, SD 57701 City State Zip Contact Person: Steve Wagner (___)__________________ FAX No. (605) _______________ ___________________Telephone No. 605 593-0970 Business Classification (mark one): ____ Manufacturing _____ Warehousing and Distribution ____ Service x _____ Research and Development ____ Administrative Management Headquarters Federal ID #: ____________________________ 47-5589835 Business Organization (mark one): ____Proprietorship ____Corporation x ____Partnership _____Other Does the Company have a Parent or Subsidiaries? _____ Yes _____ No If Yes, Identify Name: Address: City State Zip Business Type: ____Start-up x (0-5 yrs old) ____Buyout ___Existing If existing, years in Business_____ Ownership Identification: List all officers, directors, partners, owner, co-owners and all stockholders with 20% or more of the stock. Name Title Ownership % TBD once LLC is formed Employment Information Personnel: (Full-Time-Equivalent, FTE is based upon 2,080 hours per year.) Existing Number of Full-Time Equivalent Positions: 0 Full-Time-Equivalent Positions to be Created within 1____ months of Application Approval: 2-3 FTEs (see attached regarding Part-time) If Jobs Would Be Lost Without Loan Approval, Total Number of Full-Time-Equivalent Jobs Retained: What is the Average Wage for Employees? $35,000 annual salary + commissions  Page 6 Please describe all benefits which the business provides to employees: ________________________________________________________________________________________________________ To be determined ________________________________________________________________________________________________________ ________________________________________________________________________________________________________ ________________________________________________________________________________________________________ ________________________________________________________________________________________________________ ________________________________________________________________________________________________________ B. Project Information USES OF FUNDS: Total Project Cost Loan Funds Requested Total Funds Land Acquisition __________________ ____________________ _______________ Building Acquisition __________________ ____________________ _______________ Renovation __________________ $400,000 ____________________ $250,000 _______________ $150,000 New Facility Construction __________________ ____________________ _______________ Acquisition of Machinery/Equipment __________________ ____________________ _______________ Acquisition of Furniture/Fixtures __________________ ____________________ _______________ Working Capital (Includes Inventory) __________________ $100,000 ____________________ _______________ $100,000 Other (Specify) ___________________ ____________________ _______________ Total: ___________________ $500,000 ____________________ $250,000 _______________ $250,000 Project Schedule: ________________________________________________________________________________________________________ The required renovation of Moller Field will begin immediately. The work to be done includes sunken dugouts, netting, new and additional seating, concessions & bathroom upgrades, ________________________________________________________________________________________________________ a party deck and other ballpark improvements. ________________________________________________________________________________________________________ ________________________________________________________________________________________________________ Note that the Expedition League Fremont Team will pursue a naming rights partner for Moller Field. Our expectations are that this will generate in excess of $250,000, but we have ________________________________________________________________________________________________________ conservatively included that in our Sources of Funds at $150,000. In the event that we do not secure a naming rights partner, this amount needed for ballpark renovations will be ________________________________________________________________________________________________________ secured through bank financing or additional owner's equity. ________________________________________________________________________________________________________ C. SOURCES OF FUNDS: Note: Public sources of financing require the participation of a Bank and/or an injection of equity (non-debt) funds. Participating Lender Information: Name of Lending Institution: Address: Contact Person: Phone (____) Loan Amount: $ Loan Term: (Yrs) Interest Rate: % _____Variable _____Fixed Collateral Required: Equity Required: Equity Information: Amount available from business or owners for investment: $ 100,000 owner's equity + $150,000 naming rights partner Source of owner’s equity into project: $100K cash on hand from team owners and $150K or more for naming rights  Page 7 Project Location: x Within the City Limits of (Fremont) Outside of City Limits but within the Zoning Jurisdiction of (Fremont) Unincorporated Area (Dodge County) D. ATTACH THE FOLLOWING: (Items 8-13 shall be considered confidential) (1) Brief description of the business’ history. ____________________________________________________________________________________________ Expedition League, Inc. is a summer collegiate baseball league formed in 2015 with 8 teams located throughout the Dakotas, Nebraska and Wyoming. The teams ____________________________________________________________________________________________ in the League are operated very similarly to minor league baseball franchises. The players are collegiate baseball players who have NCAA eligibility remaining. ____________________________________________________________________________________________ Expedition League teams provide high caliber talent and fun, family friendly entertainment for the entire community. Since baseball is such a social event, the ____________________________________________________________________________________________ atmosphere at Expedition League games is alive and electric and we're all about FUN. The games are well attended and we are already drawing 1,000+ fans ____________________________________________________________________________________________ per game in several of our ballparks in our inaugural season of 2018. The League's strategic vision is to continue to grow by 2-4 new teams each year, ultimately ____________________________________________________________________________________________ having 20-24 teams in the League. _____________________________________________________________________________________ (2) Brief description of the proposed project. Has any part of this project been started? _____ Yes _____ x No ____________________________________________________________________________________________ Expedition League, Inc. is looking to add a team in Fremont beginning with the 2019 season. In order to do this, upgrades are required at Moller Field. The pro- ____________________________________________________________________________________________ posed upgrades include sinking the dugouts, new backstop netting, upgrades in seating, concessions and bathroom upgrades, a party deck and other ____________________________________________________________________________________________ improvements. ____________________________________________________________________________________________ ____________________________________________________________________________________________ ____________________________________________________________________________________________ ____________________________________________________________________________________________ ____________________________________________________________________________________________ (3) Description of Impact of Project on Applicant and Community: The Expedition League is all about ________________________________________ FUN! We have had a significant ____________________________________________________________________________________________ impact on the 8 communities where we have teams. We become very involved and ingrained in the communities that we serve. Expedition League games provide ____________________________________________________________________________________________ all members of Fremont and the surrounding communities with an outstanding, family friendly entertainment option on beautiful summer evenings. Expedition ____________________________________________________________________________________________ League games provide the minor league experience with fun, hilarious between inning activities and on-field entertainment. We also bring in special acts ____________________________________________________________________________________________ including ZOOperstars, Bucket Ruckus, impersonators and other high energy entertainment. The fan experience at Expedition League games is second to none. ____________________________________________________________________________________________ Our players are high-level collegiate baseball players from across the country and players with local ties. The talent is amazing, but these are also outstanding ____________________________________________________________________________________________ young men of high character. The players become involved in the community and are very accessible to the fans. They sign autographs and the youth in Fremont ____________________________________________________________________________________________ will really look up to these young men. The players stay with host famiies, which builds a life long relationship. Our players are extremely kind and grateful. The ____________________________________________________________________________________________ players stay with host families, which forms a life long relationship. There will be a substantial economic impact on Fremont with taxable sales of tickets, apparel, ____________________________________________________________________________________________ and food & beverage, and significant purchases from local suppliers and vendors. We estimate that our economic impact on Fremont will be over $3 million/year. (4) Have you ever declared bankruptcy? ______ No ______ Yes If yes, Bankruptcy Chapter __________ x Case # __________ Date of Deposition/Discharge ___________________________________________ (5) Are there any unsatisfied judgments against you? _______ x No _______ Yes Amount per month ______________ To Whom _____________________________________________ (6) Have you defaulted on any previous loan? ______ x No _______ Yes Give details _________________ _____________________________________________________________________________________ _____________________________________________________________________________________ (7) Are you a party to a lawsuit? ______ x No ______ Yes Give details _____________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ (8)____3-Year historical balance sheets and operating statements. Current statements less than 90 days old. (Existing players stay with host families, which forms a life long relationship. There will be a substantial economic impact on Fremont with taxable sales of tickets, apparel, Businesses Only). Provide the following and reconcile to current balance sheet: ____ Aging of Accounts Payable and Accounts Receivable. ____ List of current obligations. (9) Personal Financial Statement and resumes for each person owning 20% or more of the business. (10) Credit Report from Credit Reporting Agency. Contact your bank for information. (11) x Monthly cash flow analysis for the next 12 months and for new businesses, 3 months beyond the breakeven point. (12) Indemnification Agreement (13)_____Tax Returns for the last two years  Page 8 Once all documents have been received, the City of Fremont staff will review the application to determine if it meets the Local Option Economic Development Plan Fund or Economic Enhancement Loan Fund eligibility requirements. If eligible, a meeting will be scheduled with you. The above information is accurate to the best of my knowledge and belief. The above information is provided to help you evaluate the feasibility of obtaining public financial assistance. I understand that pages 1-3 of this application are public information and are subject to public disclosure during the application process. July 15, 2018 Steve Wagner Dated: Signature: EXPEDITION LEAGUE - FREMONT, NEBRASKA GAME DAY STAFF INFORMATION PER EACH STAFF HOURS PER HOURS PER TOTAL TOTAL POSITION # GAME SEASON HOURS RATE/HOUR GROSS PAY CONCESSIONS (FOOD & BEV) 10 5.0 160.0 1,600.0 $ 9.00 $ 14,400 SERVERS 4 4.0 128.0 512.0 $ 9.00 $ 4,608 BEER KIOSK WORKERS 4 4.0 128.0 512.0 $ 9.00 $ 4,608 MERCHANDISE 2 5.0 160.0 320.0 $ 9.00 $ 2,880 TICKETING/GATE 3 3.0 96.0 288.0 $ 9.00 $ 2,592 HOSPITALITY 2 5.0 160.0 320.0 $ 9.00 $ 2,880 TOTAL 25 3,552.0 $ 31,968