Troy Local Development Corporation

Name: Troy Local Development Corporation — Troy, NY
Start: 2016-02-19
End: 2016-02-19
Location: Troy, NY

Regular Meeting

Troy, NY · February 19, 2016

Agenda Minutes

Minutes

TROY LOCAL DEVELOPMENT CORPORATION Board of Director Meeting Minutes February 19, 2016 8:30 a.m. BOARD MEMBERS PRESENT: Kevin O’Bryan, Bill Dunne, Dep. Mayor Monica Kurzejeski, and Andy Ross ABSENT: ALSO IN ATTENDANCE: Justin Miller, Sharon Martin, Deanna DalPos, James Lozano, Mary Ellen Flores, Ken Crowe, Jim Vann, Mike Robarge, Patrick Madden, George Hodgson and Denee Zeigler Minutes The Chairman called the meeting to order at 8:30 a.m. I. Minutes The board reviewed the minutes from the January 15, 2016 board meeting. Andy Ross made a motion to approve the January 15, 2016 board meeting minutes. Bill Dunne seconded the motion, motion carried. II. Annual Board Member forms The chairman reminded the board about the annual board member evaluation forms, financial disclosure and fiduciary agreements that are due back to Denee Zeigler. III. 2265 5th Avenue Bill Dunne spoke briefly about the property in which we own and the possibility of transferring the property to a new owner; First Columbia. Mr. Dunne advised that he is still waiting on some additional information. The board agreed that we should wait and discuss next time. Bill Dunne made a motion to table the discussion about transferring 2265 5th Avenue until next meeting. Andy Ross seconded the motion, motion carried. 1 IV. City of Troy special events request Mr. Dunne spoke to Vito Ciccarelli from the City of Troy Department of Recreation about a possible contribution towards two events; The River Street Arts Festival and the Powers Park Concert Series. The chairman asked if there is a specific amount being requested and if the funds will be specifically earmarked for the two events mentioned. Mr. Dunne explained that he is asking for $5,000 for each event. Mr. Dunne advised that as most of the grants given to the city, they can be reimbursable. The chairman asked if there were any additional questions. Monica Kurzejeski made a motion to approve special event grant funding in the amount of $5,000 for The River Street Arts Festival and $5,000 for The Powers Park Concert series to the City of Troy’s Recreation Department. Andy Ross seconded the motion, motion carried. V. Façade Grant Program The board had a general discussion on the continued funding of the grant program and its continued success. Mr. Lozano advised that staff has sent out letters for expired grants and grants with balances remaining to see if they can be put back into the general fund. He advised that the letters are just starting to come back to us and a report will be presented at a future meeting. VI. Façade Grant Applications The chairman advised the façade grant applicants that their information was received ahead of time to allow for review and asked if any of the board members had questions regarding the applications. Dep. Mayor Monica Kurzejeski made a motion to approve the three façade grants: -TAP, Inc., 210 River Street -Sciortino’s Pizzeria d/b/a Wolff’s Biergarten Troy, 2 King Street -George Hodgson, 418 Grand Street Bill Dunne seconded the motion, motion carried. VII. BDAP Loan – Sciortino’s Pizzeria d/b/a Wolff’s Beirgarten Troy Mr. Dunne introduced Jim Vann to the board. He explained that they are planning to put a Wolff’s Beirgarten in the former Bomber’s location at 2 King Street. Mr. Vann advised that Matt Baumgartner, himself and his wife currently own the Albany location which has been open for eight years. Mr. Vann explained that Wolff’s is a German themed bar that specializes in German beers and soccer; which there is a demand for in this area. He advised that they currently have a Wolff’s Biergarten in Schenectady and Syracuse. Mr. Vann explained that originally they planned on reopening the 2 King Street location as a Bomber’s but decided that with a strong international presence from the colleges, a Wolff’s would be a better fit. He added 2 that they will all be involved in this project and are not worried about the proximity to the other locations. Mr. Vann noted the scope of the project and advised that they will have to change the look of the building to give it a Biergarten feel. The chairman asked Mr. Vann about the loan details. Mr. Vann advised there budget for equipment, furniture and fixtures is about the amount of the loan. He noted that they are trying to use some of the fixtures and equipment that is already there as well as updating the look of the outside of the building. The board had a general discussion on the terms of the loan and the items listed as collateral. The chairman noted that the loan request will end up being $145,000 rather than $150,000 due to the façade grant that was just approved. Monica Kurzejeski asked if the kitchen will remain in place and if the furniture listed will be the dining room furniture. The chairman noted that we will need an itemized list that shows collateral no less than the loan amount. Mr. Miller noted that Bomber’s had the furniture/equipment listed as collateral for their NYBDC loan and asked if it has been released yet. Mr. Vann advised that they are currently in negotiations with them. Mr. Miller advised that the timing of this loan will be subject to that equipment being cleared. The chairman noted that the equipment will have to be free and clear of any liens. The board thanked Mr. Vann. (See attached Resolution 02/16 #1) Bill Dunne made a motion to approve a BDAP loan to Sciortino’s Pizzeria Inc. d/b/a Wolff’s Biergarten in the amount of $145,000. Andy Ross seconded the motion, motion carried. VIII. Financials Jim Lozano of CFO for Hire presented the monthly financials to the board members. He advised that during the month of January there were significant changes with the balance sheets. Mr. Lozano advised that current assets are show as $1,650,000 versus total liabilities $1,810,000. The biggest changes were increases in cash due to four loan payoffs being received; To-Do Development, Ekologic, Clark House and 3t Architecture. Mr. Lozano advised that the loans receivable when down significantly due to the payoffs. He added that because there was an allowance specifically taken on To-Do Development and we were paid back in full, the amount in reserve was taken back and added to income. Mr. Lozano advised there is currently nothing listed in reserves for bad debt. The board had a general discussion on current procedures versus new procedures we can put in place for loan allowances. Mr. Lozano spoke to the board about the profit & loss sheet. He advised that January shows a surplus of $156,000. There was $163,758 in income versus $7,700 in total expenses. Andy Ross asked about a line item for $30,000. Mr. Lozano advised that it is the settlement for 701 River Street. Mr. Lozano advised that we also received a credit for some legal expenses that were recovered. Dep. Mayor Monica Kurzejeski approved the financials as presented. Andy Ross seconded the motion, motion carried. IX. Delinquent Loans The board reported no delinquent loans. 3 X. Adjournment Bill Dunne wanted to let everyone know that this was his last official board meeting. He wanted to thank the Chairman, the press and staff for all of their hard work. The chairman thanked Mr. Dunne for his time and work he has put in and wished him luck in his future endeavors. The meeting was adjourned at 9:30 a.m. Dep. Mayor Monica Kurzejeski made a motion to adjourn the meeting. Andy Ross seconded the motion, motion carried. 4 AUTHORIZING RESOLUTION (Sciortino’s Pizza, Inc. D/B/A Wolff’s Biergarten - Loan) A regular meeting of the Troy Local Development Corporation was convened on February 19, 2016, at 8:30 a.m. The following resolution was duly offered and seconded, to wit: Resolution No. 02/16 #1 RESOLUTION OF THE TROY LOCAL DEVELOPMENT CORPORATION AUTHORIZING (i) THE ISSUANCE OF A $145,000 WORKING CAPITAL LOAN TO SCIORTINO’S PIZZA, INC. d/b/a WOLFF’S BIERGARTEN WITH RESPECT TO A CERTAIN PROJECT (AS DEFINED HEREIN) AND (ii) THE EXECUTION AND DELIVERY OF A LOAN AGREEMENT AND RELATED DOCUMENTS. WHEREAS, the Troy Local Development Corporation (the “Corporation”) is a duly- established, not-for-profit local development corporation of the State pursuant to Section 1411(h) of the Not-for-Profit Corporation Law (“N-PCL”) and a Certificate of Reincorporation filed on April 5, 2010 (the “Certificate”) established for the charitable and public purposes of relieving and reducing unemployment, promoting and providing for additional and maximum employment, bettering and maintaining job opportunities, instructing or training individuals to improve or develop their capabilities for such jobs, by encouraging the development of, or retention of, an industry in the community or area, and lessening the burdens of government and acting in the public interest; and WHEREAS, Sciortino’s Pizza, Inc. (the “Company”) has applied to the Corporation for a $145,000.00 Loan (the “Loan”) in connection with a certain project (the “Project”) consisting of the acquisition and installation of certain items of equipment, materials and other tangible personal property necessary to renovate, construct and equip real property located at 2 King Street, Troy, New York 12180 as a restaurant facility to be known as “Wolff’s Biergarten Troy” and certain soft costs authorized by TLDC; and WHEREAS, the Corporation desires to authorize the issuance of the Loan, the terms of which have been presented at this meeting, and approve the execution and delivery of a Loan Agreement (“Agreement”), along with related documents, to memorialize the terms and conditions by which the Loan shall be extended by the Corporation, including the repayment thereof and security therefore. NOW, THEREFORE, BE IT RESOLVED BY THE DIRECTORS OF THE TROY LOCAL DEVELOPMENT CORPORATION AS FOLLOWS: Section 1. The Corporation hereby authorizes the provision of the Loan to the Company in furtherance of the Project. The Chairman, Vice Chairman and/or the Chief Executive Officer of the Corporation are hereby authorized, on behalf of the Corporation, to execute and deliver a Loan Agreement, along with related documents and modification agreements (collectively, the “Loan Documents”), in such form as prepared and approved by counsel to the Corporation and as approved by the Chairman, Vice Chairman and/or the Chief Executive Officer. Section 2. The Secretary or Assistant Secretary of the Corporation are hereby authorized, where appropriate, to affix the seal of the Corporation to the Loan Documents and to attest the same, all with such changes, variations, omissions and insertions as the Chairman, Vice Chairman and/or Chief Executive Officer of the Corporation shall approve, and the execution thereof by the Chairman, Vice Chairman and/or Chief Executive Officer of the Corporation to constitute conclusive evidence of such approval. Section 3. The officers, employees and agents of the Corporation are hereby authorized and directed for and in the name and on behalf of the Corporation to do all acts and things required and to execute and deliver all such checks, certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of the foregoing resolutions and to cause compliance by the Corporation with all of the terms, covenants and provisions of the documents executed for and on behalf of the Corporation. Section 4. These Resolutions shall take effect immediately. The question of the adoption of the foregoing Resolution was duly put to a vote on roll call, which resulted as follows: Yea Nea Absent Abstain Kevin O’Bryan [ X ] [ ] [ ] [ ] William Dunne [ X ] [ ] [ ] [ ] Andrew Ross [ X ] [ ] [ ] [ ] Monica Kurzejeski [ X ] [ ] [ ] [ ] The Resolution was thereupon duly adopted. A-1

Agenda

Kevin O’Bryan, Chairman Andrew Ross, Vice Chairman Bill Dunne Dep. Mayor Monica Kurzejeski TROY LOCAL DEVELOPMENT CORPORATION Board of Directors Meeting Planning Department Conference Room City Hall 433 River Street, Suite 5001 Troy, New York 12180 February 19, 2016 8:30 a.m. AGENDA I. Approval of Minutes from January 15, 2015 board meeting. II. Annual Board Member Evaluations, Financial Disclosure and Fiduciary Agreement III. 2265 Fifth Avenue IV. City of Troy Recreation Dept. funding request V. Façade Improvement Grant status report VI. Façade Improvement Grant applications  Tap, Inc. 210 River Street  Sciortino’s Pizzeria d/b/a Wolff’s Biergarten Troy  George Hodgson, 418 Grand Street VII. BDAP Loan  Sciortino’s Pizzeria d/b/a Wolff’s Biergarten Troy VIII. Financials IX. Delinquent BDAP Loans X. Expired grants XI. Old Business XII. New Business XIII. Adjournment TROY LOCAL DEVELOPMENT CORPORATION Board of Director Meeting Minutes January 15, 2016 8:30 a.m. BOARD MEMBERS PRESENT: Kevin O’Bryan, Bill Dunne, Dep. Mayor Monica Kurzejeski, and Andy Ross ABSENT: D ALSO IN ATTENDANCE: Justin Miller, Sharon Martin, Deanna DalPos, James Lozano, Mary Ellen Flores, Andrew Kreshik, Ed Doin and Denee Zeigler Minutes R The Chairman called the meeting to order at 8:30 a.m. T I. Minutes AF The board reviewed the minutes from the December 11, 2015 board meeting. Bill Dunne made a motion to approve the December 11, 2015 board meeting minutes. Andy Ross seconded the motion, motion carried. II. Annual Board Member forms The chairman advised that annual board member evaluation forms, financial disclosure and fiduciary agreement are included in their packets. He asked that they are filled out as soon as possible and returned to Denee Zeigler. III. New Board Member The Chairman advised the board that a new board member was appointed by the Mayor. Bill Dunne made a motion to approve Monica Kurzejeski’s appointment to the Troy LDC board. Andy Ross seconded the motion, motion carried. IV. Façade Improvement Grant 1 The Chairman advised that we have received a façade improvement grant which has been included in with their packets for review. The Chairman asked the board if there were any questions about this application. Andy Ross asked for some detail on the project. Mr. Doin advised that they will be installing two retractable awnings for the outdoor seating. The board members clarified that the project is located on 112th Street not on the corner of 112th Street and 5th Avenue. The Bill Dunne made a motion to approve a 50/50 Façade Improvement Grant to Ed Doin of Forty One Property Management LLC. Andy Ross seconded the motion, motion carried. V. Tech Valley Center of Gravity - Hackathon Bill Dunne spoke about the sponsorship for the Tech Valley Center of Gravity’s Hackathon events that were approved at the last meeting. He advised a grant agreement has been drawn up and the check is ready to be disbursed. The board had a general discussion of the events that we will be sponsoring. VI. King Fuels site D Mr. Dunne advised that the cost of the asbestos survey for the King Fuels site ran over the approved amount by $645.75. Andrew Kreshik spoke to the board about the additional funds that are needed. He advised that this is part of the pre R demolition survey that was done at the eLot building. This was bid out, but it was on a rate schedule. Additional visits to the site were required and additional costs for their report caused it to exceed the amount. Mr. Kreshik advised that there is no asbestos on that site. Mr. Dunne advised that we were doing the pre demolition T survey to find out if there was any potential asbestos in that building in the event that the building needs to come down during the second phase of National Grid’s clean AF up. Mr. Kreshik added that we also have the appraised value of the property and we should have a good idea of the value of the site. Dep. Mayor Monica Kurzejeski made a motion to approve the additional $645.75 to Atlantic Testing Laboratories for the pre demo survey of the former eLot building on the King Fuels site. Andy Ross seconded the motion, motion carried. VII. Start-Up NY Mr. Dunne spoke to the board about the Start-Up NY project and conversations he recently had with Penny Hill. He advised that Mark Shuket of Old World Provisions wants to consolidate his operations to Troy. Mr. Dunne spoke to him about maybe incorporating the Start-Up NY program to retain jobs. He advised that after speaking with Penny Hill, there may be an opportunity for this board or possibly the IDA to enter into an MOU with Hudson Valley. The MOU will extend the Start-Up NY benefits through this organization and allows things that we do to qualify for Start-UP and does not affect the square foot allocation that HVCC has. Monica Kurzejeski asked if we would still have to apply to be accepted. Mr. Dunne advised we would have to apply for the location. Mr. Miller advised that the business does have to qualify. The Chairman asked if we will add in an analytical value to this process in order to pick the applicants. Mr. Dunne advised yes. Mrs. Kurzejeski advised that 2 the projects still have to go through the program through HVCC and meet their requirements. Mrs. Kurzejeski noted that if there is an issue with a company that is looking to move out of the state, there is a retention department within the state that would assist. The board agreed that the MOU is a good idea and they can discuss more in the future. Mr. Dunne advised that the Start-Up NY engine may be a better fit with the IDA. He advised that sample MOU documents used with Buffalo will be circulated to the board for review. Mr. Ross spoke to the board about the Start-UP NY process that he has been a part of with his new business and caution that we let the applicants know that it can be a lengthy one. Mr. Miller advised that the necessity of the LDC or IDA getting involved is to extend the acreage allocated; the requirement of the program says the project has to be within a certain distance around the campus. Mrs. Kurzejeski advised that the state is encouraging local IDA’s to get involved. VIII. Susan Dunckel and The Enchanted City Mr. Dunne advised that he Susan Dunckel contacted him about her The Enchanted City festival for 2016 and the possibility of us sponsoring again for $10,000. He advised that our participation in this last year allowed her to expand and reach out to D groups that she normally wouldn’t have. He added that it is a great compliment to events such as the Hackathon sponsored by Tech Valley Center of Gravity. Mr. Dunne noted that we need to continue to support this type of event and the people that help make them happen. The Chairman agreed and wanted to note that Susan R Dunckel was a great ambassador of the TLDC. He added that there were many positive comments on the event and glad we were a part of it. Andy Ross made a motion to approve $10,000 sponsorship to Susan T Dunckel and The Enchanted City for 2016. Bill Dunne seconded the motion, motion carried. AF IX. Financials Jim Lozano of CFO for Hire introduced Mary Ellen Flores to the board and advised that she will be assisting him with the financials each month and will present in the event he is not able to. Mr. Lozano went over the operating statement with the board. He advised that profit and loss finished the year with a deficit of $41,000. From November to December there was normal activity for interest earnings. He noted some additional expenses this November for some legal bills that we were catching up on with Harris Beach. Mr. Lozano noted that there were two grants approved; Beverly Traa and George Regan. He noted that they are un-audited, but noted we will finish the year +\- a $2,000 with a deficit of $41,000. The chairman noted that we now have a clear picture of the whole year and advised it is difficult to sort out stabilized, ongoing activity and one shot items. He noted the sale of a building as an increase. He also noted that we did a lot of additional economic development grant activities last year as compared to the prior year. Mr. Dunne advised that there was a lot of word of mouth from the 2014 activity that caused people to inquire about grants. He added that there were news articles about the façade programs target areas and linking the stories to the Facebook page. The 3 chairman noted that if we did not receive the one time payment from the sale of a property, the statement would have looked different. Mr. Lozano agreed that the grant program could not have happened without it. He added that causes the board to question the sustainability. Mr. Lozano advised that is a valid concern and we can take a look at that. He suggested some changes to the financial statements that will help present a better picture. Mr. Miller advised that there will be a shift in cash position soon. The chairman advised that with additional cash coming in and re- occurring revenue we need a cash analysis. Mr. Miller suggested 3-5 year projection. The board had a general discussion about the future projects and finances of the board. Mrs. Kurzejeski asked about the strategic plan for the King Fuels site. Mr. Dunne advised that the plan was put on hold after running into a couple of issues with finding asbestos on the site and National Grid items. The Chairman noted that we are not set up to make money as a business. Mr. Lozano agreed that the LDC will be made up of getting several deals that allow us to turn the cash around into an economic development opportunity. He advised that they will work on creating a roadmap. The chairman advised we will work on that as well as a plan to manage the liquidations. The board had a general discussion about how we allocate funds for debt and advised it will be addressed in February as well. D Mr. Lozano went over the balance sheet with the board members. He advised that we have about $1.5 Million in assets with $638,000 in cash. He advised that there is not much change from month to month, normal payoff on our loans receivables and no change on fixed assets. He advised the total assets are $4.5 Million dollars R versus $1.8 Million in liabilities leaving us with unrestricted surplus of $2.67 Million. He noted that on the liabilities side we posted two grants for Beverley Traa and George Regan. The chairman asked what the prepaid interest is. Mr. Lozano advised that he does not have it off the top of his head, but noted that the interest T was paid at the time the bond was issued. Mr. Lozano advised that they will start working on a high level cash flow to be presented in March. He added that they will AF present a different format to the board as a possible alternative going forward. The board asked if $95,000 is the debt service to the King Fuels site for the year. Mr. Miller advised that there should be a principle payment each year as well at the interest. Mr. Dunne agreed that there is a principle payment also. He added that we did pay off a portion of the loan for the Portec loan that could help lower the balance. The board advised that we will take a look at this and see how it fits into the cash flow report. Mrs. Kurzejeski asked if the loans are current. Mr. Lozano advised they are all current. The board agreed they would like to check on them each month and had a general discussion on the process. Mr. Ross asked for an update on the façade grant program. Mr. Dunne advised there are very few that were approved and did not carry out the project. Mr. Lozano advised that when it’s approved, it is put in the grants payable column. Dep. Mayor Monica Kurzejeski approved the financials as presented. Bill Dunne seconded the motion, motion carried. X. Old Business 4 Mr. Miller advised that there is a litigation issue that would need to be discussed in executive session. Dep. Mayor Monica Kurzejeski made a motion to enter into executive session to discuss current litigation. Andy Ross seconded the motion, motion carried. The board returned from executive session with no action taken. Dep. Mayor Monica Kurzejeski made a motion to sell notes, mortgages and securities in relation to To-Do Development LLC. Andy Ross seconded the motion, motion carried. XI. Adjournment The Chairman asked if there was any other business to discuss. The meeting was adjourned at 9:30 a.m. Dep. Mayor Monica Kurzejeski made a motion to adjourn the D meeting. Andy Ross seconded the motion, motion carried. R T AF 5

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