HomeMy WebLinkAboutMOU exhibitMEMORANDUM OF UNDERSTANDING
AMONG
MIAMI-DADE COUNTY, CITY OF MIAMI
AND
FLORIDA MARLINS, L.P.
CONCERNING THE DEVELOPMENT, DESIGN,
CONSTRUCTION AND OPERATION OF
THE BALLPARK PROJECT
10/26/2004 11:39 AM
TABLE OF CONTENTS
1. Purpose and Intent
11. Parties
III. Ballpark Project
IV. Summary of Ballpark Project Costs and Funding Sources
V. Marlins Financial Contribution
VI. City Financial Contribution
VII. County Financial Contribution
VIII. State Sales Tax Rebate
IX. Parking Facilities Bonds
X. Financing Structure
XI. Land Acquisition
XII. Agreements
XIII. Maintenance, Repairs and Capital Expenditures Reserve Fund
XIV. Restrictions on Marlins
XV. Other Provisions
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. PURPOSE AND INTENT
The purpose and intent of this Memorandum of Understanding ("MOU") is to provide for
the general terms and conditions among Miami -Dade County (the "County"), the City of
Miami (the "City") and the Florida Marlins, L.P. (the "Marlins", and collectively with the
County and the City, the "Parties") with respect to their joint efforts to design, develop,
construct and operate a major league baseball facility ("Ballpark") and related parking
facilities ("Parking Facilities") adjacent to the Orange Bowl located within the City. This
MOU shall be a non -binding agreement which any Party may terminate in accordance
with Section XVI herein. The Parties' intend to negotiate in good faith definitive
agreements which incorporate the terms and conditions herein, which definitive
agreements shall be subject to approval by the Board of County Commissioners of
Miami -Dade County (the "Board") and the City Commission (the "Commission"). The
Ballpark, Parking Facilities and associated land and infrastructure improvements are
referred to as the "Ballpark Project" (provided that the Surface Parking referred to below
shall only be considered part of the Ballpark Project as the context may require). It is
also the Parties' intent that the planning, design, development and construction of the
projects set forth in this MOU be a cooperative, mutual endeavor and that the Parties
actively participate in and work together in good faith.
II. PARTIES TO THE STADIUM AGREEMENTS
a. The County, proposed owner of the Ballpark and land where the Ballpark will be
built;
b. The City, proposed owner of the Parking Facilities and land where the Parking
Facilities are located;
c. The Marlins, a private entity that owns the Florida Marlins of Major League
Baseball;
d. Project Developer, a to -be -formed entity (owned by the Marlins or by principals
of the Marlins) that is responsible for the design, development, construction and
coordination of the Ballpark Project;
e. Ballpark Operator, a private entity engaged by the Marlins, or a to-be-fo«ned
entity (owned by the Marlins or by principals of the Marlins), that manages the
Ballpark operations;
f. Parking Facilities Operator, an entity that manages and operates the Parking
Facilities. The Ballpark Operator may be the Parking Facilities Operator.
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III. BALLPARK PROJECT
General. The Ballpark Project shall be designed, planned, constructed and
operated in the City located at a site (the "Site") comprising the eastern portion of the
current Orange Bowl site and on land adjacent thereto, subject to the regulatory approvals
of the City, County and other government agencies as required by law. The Site is
generally bounded by SW 17th Avenue (west), NW 3rd Street (south), NW 7th Street
(north), and NW 13th Avenue (east). The orientation of the Ballpark and footprint of the
Ballpark at the Orange Bowl Site shall be as depicted in Exhibit "A".
Ballpark. The Ballpark plans contemplate a retractable roof, natural grass
facility with approximately 38,000 seats, which include 3,000 premium seats and 62
luxury suites. The Ballpark shall be designed, developed and constructed at a cost not
less than $325,000,000 as a first class sports facility comparable with similar capacity
Major League Baseball ("MLB") stadia constructed since 2000 with similar amenities,
such as Minute Maid, Pac Bell and PNC and shall be in general conformance with the
Final Ballpark Program. Prior to execution of the Stadium Agreements, the Parties will
approve a Final Ballpark Program.
Parking Facilities. The Parking Facilities located on the Site are currently
proposed to consist of at least 2,000 surface parking spaces ("Surface Parking") and one
or more garages providing at least 2,800 parking spaces ("Garage Parking"). The
Parking Facilities will also serve events at the Orange Bowl. It is proposed that the
Parking Facilities and land required for such Parking Facilities shall be owned by the
City. Approximately 3,200 surface parking spaces presently exist next to the Orange
Bowl; the Parties shall ensure that at least 2,000 of those spaces remain as the Surface
Parking after construction of the Ballpark Project and contemplated renovation of the
Orange Bowl.
Timing. The Parties agree to use reasonable, diligent efforts so that the Ballpark
Project may be substantially completed and available for use by the public no later than
February 15, 2008.
IV. SUMMARY OF BALLPARK PROJECT COSTS AND FUNDING
SOURCES
The estimate of the total cost for the development and construction of the Ballpark
Project is $420 million. The following is a summary of the estimated Ballpark Project
costs and funding:
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Project Costs
Ballpark $360,000,000
Parking Facilities 32,000,000
Land & Infrastructure 28,000,000
Total Costs $420,000,000
2. Funding Sources'
Marlins Contribution
Team Rent2 $162,000,000
Team Equity 30,000,000
Sub Total 192,000,000
City Contribution
Tourist Development Tax 28,000,000
Sub Total 28,000,000
County Contribution
Professional Sports Franchise Facilities Tax 48,000,000
Convention Development Tax 3 90,000,000
Sub Total 138,000,000
Parking Contribution
Parking Facilities Bonds4 32,000,000
Sub Total 32,000,000
State Contribution
Professional Sports Facilities Sales Tax Rebates 30,000,000
Sub Total 30,000,000
Total Sources $420,000,000
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Each of the funding sources representing bond proceeds is exclusive of all financing expenses, including, but not limited to,
costs of issuance, capitalized interest and reserves ("Financing Expenses").
Subject to the satisfaction of all of the conditions precedent listed in Section X, the County shall issue the Team Rent Bonds in
accordance with Section V below.
Pursuant to the terms of the Interlocal Agreement between the County, the City and MSEA, dated December 14, 2004, the City
shall deposit net proceeds equal to $60 million in the Construction Fund for the Ballpark Project (plus all Financing Expenses)
from a bond issue secured by CDT allocated by the County to the City.
Subject to the satisfaction of all of the conditions precedent listed in Section X, the City shall contribute $32 million to the
Ballpark Project (plus all Financing Expenses), from a debt issuance secured as described in Section IX.
Subject to Legislative approval, the County shall issue bonds secured by the State Sales Tax Rebate as described in Section VIII.
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The intention of the Parties to proceed with the definitive agreements will be specifically
contingent upon the Parties' ability to secure all funds as outlined in the Ballpark Finance
Plan as more fully set forth in this MOU. The Parties agree to use reasonable, diligent
efforts to secure such funding. Circumstances that may preclude securing such funds in
the amounts reflected above include, but are not limited to, unrealized assumptions as to
market conditions and the inability to issue tax-exempt debt for portions of the Ballpark
Proj ect.
V. MARLINS FINANCIAL CONTRIBUTION
Equity Contribution. The Marlins shall contribute an amount not less than $30
million for preconstruction and construction costs (the "Marlins' Equity Contribution").
The Marlins shall fund the Marlins' Equity Contribution as set forth in Section X below.
Team Rent Bonds; Bond Rent Payments. The County shall issue debt secured
by the County's covenant to budget and appropriate non -ad valorem revenues in an
aggregate principal amount sufficient to deposit net proceeds of $162 million (net of
Financing Expenses) into the Construction Fund described below (the "Team Rent
Bonds"). Acknowledging that the Marlins will be indirectly responsible for the debt
service on the Team Rent Bonds, the County shall (a) consult with the Marlins as to the
terms and structure of the Team Rent Bonds, (b) endeavor to minimize interest rates and
Financing Expenses of the Team Rent Bonds, and (c) reasonably consider means
reasonably requested by the Marlins to minimize annual debt service on the Team Rent
Bonds, including utilizing bond insurance, variable rate debt, noncallable debt, derivative
products, future refinancings and similar measures to take advantage of lower interest
rates.
Commencing upon execution of the Lease and until (but not including) the first year that
principal or interest is due on the Team Rent Bonds, there shall be no annual rent or use
payments due under the Lease. Commencing in the first year that principal or interest is
due on the Team Rent Bonds and terminating on the final maturity of such Team Rent
Bonds, the Marlins (and/or the Ballpark Operator) shall pay annual rent or use payments
under the Lease, in installments and amounts that correspond with the debt service
payments due on the Team Rent Bonds less capitalized interest, plus amounts necessary
to replenish any debt service reserves for the Team Rent Bonds (including payments due
the providers of any reserve sureties for draws on the reserve sureties consisting of
principal, interest and expenses due such providers) (collectively, the "Bond Rent") and
shall pay customary third party administrative expenses (other than County's Finance
Department bond administration fees) not included in annual debt service.
The Bond Rent payments shall be secured by a pledge on a first lien basis of
contractually obligated income due to and collaterally assigned by the Marlins to the
County to secure such rent payments (the "COI"), while the Team Rent Bonds are
outstanding. The COI will consist of revenues under the Marlins' television and radio
broadcast agreements, which are projected to average at least 1.60x the annual Bond Rent
payment, or other COI reasonably acceptable to the County. In no event will the COI
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pledged by the Marlins be less than (i) 1.30x the annual Bond Rent payment in any bond
year during the period commencing on the date Bond Rent becomes payable and ending
on the thirtieth (30th) bond year thereafter and (ii) 1.50x the annual Bond Rent payment in
any succeeding bond year while the Team Rent Bonds are outstanding (the "Required
Coverage"). If needed, the Marlins shall provide and pledge substitute or additional COI
in a foiiii reasonably acceptable to the County, such as naming rights or other new
stadium revenues, so that the COI pledged by the Marlins shall at all times meet the
Required Coverage. If the Trustee (as defined below) at any time notifies the County and
the Marlins that the COI paid to the Lockbox was insufficient to meet the Required
Coverage the Marlins shall immediately deposit (or cause to be deposited) the shortfall
into the Lockbox. Each year the Marlins shall provide the County a calculation of the
COI for the next two years, certified by the Marlins' Chief Financial Officer.
There shall be established a lockbox to be held by a trustee (the "Trustee") in favor of the
County (the "Lockbox"). On the date of issuance of the Team Rent Bonds, proceeds of
the Team Rent Bonds representing a rental reserve (the "Rental Reserve") shall be
deposited in the Lockbox in an amount equal to 50% of the Bond Rent due in the first
bond year in which Bond Rent is due.
In addition, the COI counterparty shall pay all COI directly to the Trustee for deposit in
the Lockbox. The COI, any deposits into the Lockbox by the Marlins, and earnings on
funds in the Lockbox shall accumulate in the Lockbox so as to ensure that (i) on the first
day of each bond year and throughout such bond year, the Rental Reserve on deposit in
the Lockbox is an amount equal to 50% of the Bond Rent due in such bond year and (ii)
forty-five (45) days prior to each date on which Bond Rent is due, and until such Bond
Rent is applied to the corresponding payment and/or deposit with respect to the Team
Rent Bonds, there is on deposit in the Lockbox an amount equal to the Bond Rent due on
such date. To the extent the Bond Rent has been deposited in the Lockbox, such Bond
Rent payment shall be paid out of the Lockbox on the date on which the payment and/or
deposit with respect to the Team Rent Bonds to be satisfied by such Bond Rent payment
shall be due. Any amounts in the Lockbox in excess of the amounts required to be on
deposit under (i) and (ii) above (including earnings) shall be distributed to the Marlins
immediately upon request by the Marlins. The Marlins may satisfy all or a part of the
Rental Reserve requirement by posting with the Trustee an irrevocable letter of credit
reasonably acceptable to the County.
The Rental Reserve shall be applied to the payment of Bond Rent to the extent of any
shortfalls in payments of Bond Rent by the Marlins. No amounts on deposit (including
amounts available under any reserve sureties) in any debt service reserve for the Team
Rent Bonds shall be applied to the payment of principal of and/or interest on Team Rent
Bonds unless Bond Rent payments by the Team and amounts in the Rental Reserve are
insufficient to satisfy any such payment.
Notwithstanding the foregoing, if at any time the Marlins elect to pledge COI of at least
1.60 x the annual Bond Rent payment, the Marlins shall thereafter only be required to
provide a Rental Reserve of 25% of Bond Rent due in each bond year. If, however, the
Marlins default in making a required payment to the Lockbox on a timely basis, the
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Rental Reserve shall increase to 50% of the Bond Rent due in each bond year and may
only be reduced to 25% if the Marlins make the required payments to the Lockbox on a
timely basis for three consecutive years.
Development and Construction Cost Overrun Guaranty. As one of the definitive
documents, the Marlins shall execute a Development and Construction Cost Overrun
Guaranty ("Cost Overrun Guaranty") in favor of the County and City that shall establish
the Marlins as the guarantor of the obligation to pay any and all costs of planning,
designing, acquiring, constructing and equipping the Ballpark in excess of $360 million
(other than Land and Infrastructure costs which are budgeted for separately and outside
the $360 million Ballpark budget), including payment of any and all costs for claims,
demands or causes of action by the architect, general contractor, subcontractors, trade
contractors, suppliers and other parties, including attorneys' fees (trial and appellate) and
defense costs (in the aggregate and as more fully defined in the Cost Overrun Guaranty,
the "Cost Overrun"). The Cost Overrun Guaranty shall provide that the Marlins shall pay
and be solely responsible for all Cost Overruns.
Simultaneous with the execution of the Cost Overrun Guaranty, the Marlins shall provide
security and collateral to the County and the City to secure the Marlins' payment
obligations under the Cost Overrun Guaranty in the form of a subordinate lien on the
Marlins' franchise, subordinate only to $ 50 million of debt to a senior creditor and
subject to MLB approval (the "Lien"). Any Marlins' senior borrowings (i.e., borrowings
that are secured by the Marlins' franchise and are not expressly subordinate to the Lien as
provided above) in excess over such $50 million of senior debt shall be subject to written
approval of the County and the City, which the County and the City may exercise in their
sole discretion. Mechanics for enforcing the Lien on the Marlins' franchise shall be as
follows:
1 County and the City give senior lender written notice of Marlins' default
on the payment of any Cost Overrun or Marlins' failure to fund the
Construction Fund as required herein.
2. Senior lender has thirty (30) days to commence foreclosure action relating
to the Lien on the franchise.
3 Senior lender has the right to cure Marlins' default by paying such Cost
Overrun or by funding the Construction Fund in the amounts required.
4. If senior lender fails to cure the default or to commence foreclosure action
in thirty (30) days or to diligently pursue such foreclosure action, County
and the City will have the right to foreclose and sell franchise (subject to
MLB approval of buyer).
5. Upon foreclosure and sale, the first $50 million (plus interest, costs and
expenses) will go to senior lender, balance will go to fund Cost Overruns
(and to reimburse the County and the City for their respective costs and
expenses related to foreclosure actions) and then to other creditors.
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Collateral Securing Marlins' Obligation to Pay Cost Overruns Relating to the
Ballpark. In addition to the Cost Overrun Guaranty and the Lien on the franchise, the
Marlins shall provide the County and the City with collateral to secure the Marlins'
obligation to pay Cost Overruns relating to the Ballpark as follows:
(a) Prior to the County and City's issuance of any Special Obligation Bonds
(other than the City CDT Bonds), the Marlins shall deliver to the County and the
City a guarantee from MLB for $10 million to pay Cost Overruns.
(b) No later than ninety (90) days prior to the proposed issuance of the Team
Rent Bonds, the Project Developer and the County's project consultant will
review any and all documents, including the Ballpark budget, to determine,
exercising their best professional skill and judgment, whether there will be any
Cost Overruns. (Specific procedures will be set forth in the Development
Agreement.) No later than sixty (60) days prior to the proposed issuance of the
Team Rent Bonds, the Project Developer and the County's project consultant will
report the amount of Cost Overrun, if any. If it is determined by the Project
Developer and the County's project consultant (exercising their best professional
skill and judgment and in accordance with the specific procedures established in
the Development Agreement) that there will be Cost Overruns, as a condition
precedent to the issuance of the Team Rent Bonds but in no event later than thirty
(30) days prior to the proposed issuance of the Team Rent Bonds, the Marlins
shall provide the County with evidence reasonably satisfactory to the County that
the Cost Overruns will be eliminated, reduced and/or that the Marlins will have
sufficient funds from a dedicated source to pay the Cost Overruns (as they may be
reduced). Such evidence may consist of an up -front payment, advance or
commitment from a stadium contract counterparty, a cash deposit, an irrevocable
letter of credit, a dedicated bank line of credit or other similar financial
instrument, or value engineering in accordance with the Development Agreement.
Prohibition on Equipment Financing. The Marlins represent that the Ballpark budget
in an amount equal to $360 million does not assume the lease, or lease purchase, of any
of the systems, equipment and furnishings comprising the Ballpark. The Marlins may
elect to lease, or lease purchase, any of the systems, equipment and furnishings
comprising the Ballpark, including without limitation, the scoreboard,
telecommunications system, video display boards, sound distribution system and
television production facilities and concession, restaurant and related Ballpark furniture,
fixtures and equipment, subject to the prior written consent of the County, which consent
shall not be unreasonably withheld; provided that the County shall not withhold its
consent if (a) the items proposed to be leased are customarily leased by operators of
stadia housing MLB teams constructed since 2000 and (b) either (i) such items are listed
in the Final Ballpark Program and are included within the $360 million budget for the
Ballpark and the aggregate cost for such items as budgeted in the Final Ballpark Program
do not exceed $20 million, or (ii) such items are not listed in the Final Ballpark Program.
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VI. CITY FINANCIAL CONTRIBUTION
The City shall contribute $28 million to the Ballpark Project (plus all Financing
Expenses). The City shall issue special obligation bonds secured solely by Tourist
Development Taxes in an amount sufficient to deposit net proceeds of $28 million into
the Construction Fund.
The City shall also issue special obligation bonds secured by a Convention Development
Tax ("CDT") allocation by the County to the City in an amount sufficient to pay $60
million of the County's Contribution as provided in Section VII and the proceeds of one
or more series of such bonds in the amount of $60 million shall be deposited in the
Construction Fund (the "City CDT Bonds"), which a portion of such funds shall be used
to fund Land and Infrastructure Costs (all City bonds as described in this Section VI.
together with the County bonds described in Section VII. are referred to collectively as
the "Special Obligation Bonds").
VII. COUNTY FINANCIAL CONTRIBUTION
The County shall contribute $138 million to the Ballpark Project (plus all Financing
Expenses) (the "County's Contribution") which will be used for Ballpark construction.
The County shall issue one or more series of special obligation bonds secured solely by
CDT and Professional Sports Franchise Facilities Taxes in an amount sufficient to
deposit net proceeds of $78 million into the Construction Fund. The remaining portion of
the County's Contribution shall consist of a CDT allocation from the County to the City
pursuant to the terms of an Interlocal Agreement dated December 14, 2004, from which
the City will issue bonds and deposit net proceeds of $60 million into the Construction
Fund.
VIII. STATE SALES TAX REBATE
The Marlins, the County and the City shall cooperatively work to secure State approval
for a Professional Sports Facilities Sales Tax Rebate in favor of the Marlins in an amount
of $2 million per year for 30 years to complete the Ballpark Financing Plan (the "State
Sales Tax Rebate"). The County and the City commit to the Marlins that they shall
actively lobby the State legislature to secure that approval. After the satisfaction of all
conditions for securing the State Sales Tax Rebate, the County shall issue bonds secured
by the State Sales Tax Rebate to provide funds to the Ballpark Project (currently expected
to be approximately $30 million present value) ("State Sales Tax Bonds"). The County
shall endeavor to issue the State Sales Tax Bonds on a tax-exempt basis. After the
County issues the State Sales Tax Bonds, the County shall pay all Financing Expenses
from the bond proceeds and deposit the net proceeds from such debt issuance in the
Construction Fund. The County shall use reasonable efforts to maximize the amount of
net proceeds from the State Sales Tax Bonds. If the State fails to definitively approve the
State Sales Tax Rebate by May 1, 2005, this MOU shall automatically terminate, unless
such termination date is extended by the Marlins, the County Manager and the City
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Manager. For purposes of this section the County Manager and the City Manager may
exercise their respective rights to extend the termination date without the Board and the
City Commission's prior approval, respectively.
IX. PARKING FACILITIES BONDS
The City or the Miami Parking Authority shall issue parking facilities bonds in an amount
sufficient to construct the Parking Facilities, currently projected to cost $32 million (the
"Parking Facilities Bonds"). The proceeds of one or more series of such Parking
Facilities Bonds minus any costs of issuance shall be deposited in the Construction Fund.
The remaining terms, including security, for the Parking Facility Bonds shall be
negotiated by the Parties, and the Miami Parking Authority, if necessary, in the Stadium
Agreements.
X. FINANCING STRUCTURE
Conditions Precedent to City's Issuance of City CDT Bonds and Deposit of
funds for Land and Infrastructure Costs. The City agrees to issue the City CDT
Bonds and deposit $28 million in the Construction Fund for Land and Infrastructure
Costs after all of the following have occurred:
a. The Lease, the Development Agreement, the Ballpark Management
Agreement, the Non -Relocation Agreement, the Cost Overrun Guaranty
(including subordinate lien on the franchise as set forth herein), the
Development Agreement Guaranty, the Ballpark Management Guaranty
and all other necessary agreements have been executed and approved by
the Board, the Commission and MLB.
b. The Marlins remain in good standing in MLB.
c. The Marlins remain able to pay its debts when and as due, and are not
insolvent nor have caused any form of voluntary or involuntary
bankruptcy to occur.
All of the conditions precedent listed in subsections a. through c. are collectively referred
to herein as the "Land and Infrastructure Funding Conditions Precedent."
Conditions Precedent to County and City's Issuance of Special Obligation Bonds
(not including the City CDT Bonds) and State Sales Tax Bonds and City's Deposit
of $32 million from City CDT Bonds in the Construction Fund. The County and the
City agree to issue their Special Obligation Bonds (not including the City CDT Bonds the
conditions precedent for issuance of which are provided for above) and State Sales Tax
Bonds, and the City agrees to deposit $32 million in the Construction Fund for other
Ballpark Project costs, after all of the following have occurred:
a. The Lease, the Development Agreement, the Ballpark Management
Agreement, the Non -Relocation Agreement, the Cost Overrun Guaranty
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(including subordinate lien on the franchise as set forth herein), the
Development Agreement Guaranty, the Ballpark Management Guaranty and
all other necessary agreements have been executed and approved by the
Board, the Commission and MLB.
b. The Marlins remain in good standing in MLB.
c. The Marlins have delivered to the County a guaranty from MLB for $10
million to pay Cost Overruns.
d. The Marlins remain able to pay its debts when and as due, and are not
insolvent nor have caused any form of voluntary or involuntary bankruptcy to
occur.
e. All parcels of land required for the footprint of the Ballpark have been
acquired and legal title and possession is vested in the County.
f All development approvals necessary to accomplish the completion of the
Ballpark Project, including but not limited to Development of Regional
Impact, if necessary, planning, zoning and environmental approvals and
pelinits, but specifically excluding building permits, have been obtained by
the Marlins.
All of the conditions precedent listed in subsections a. through f. are collectively referred
to herein as the "Special Obligation Bonds Conditions Precedent."
Conditions Precedent to County's Issuance of Team Rent Bonds. Nothing in
this MOU shall require the County to issue the Team Rent Bonds unless and until all of
the following have occurred:
a. The Marlins shall have satisfied the conditions under "Development and
Construction Cost Overrun Guaranty" and "Collateral Securing Marlins'
Obligation to pay Cost Overruns Relating to the Ballpark" in Section V of
this MOU, as such conditions are incorporated in the Cost Overrun
Guaranty and the Stadium Agreements.
b. The Marlins remain in good standing in MLB.
c. The Marlins remain able to pay its debts when and as due, and are not
insolvent nor have caused any form of voluntary or involuntary
bankruptcy to occur.
d. The $10 million guaranty from MLB to pay Cost Overruns remains in full
force and effect.
All of the conditions precedent listed in subsections a. through d. are collectively referred
to herein as the "Team Rent Bonds Conditions Precedent."
Conditions Precedent to City's Issuance of Parking Facilities Debt. Nothing
in this MOU shall require the City to issue the Parking Facilities Debt unless and until all
of the following have occurred:
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a. The execution of a Parking Facilities Development and Management
Agreement by and among the City, the County, the Marlins, and, if necessary,
the Miami Parking Authority.
b. The Marlins remain in good standing in MLB.
c. The Marlins remain able to pay its debts when and as due, and are not
insolvent nor have caused any form of voluntary or involuntary
bankruptcy to occur.
All of the conditions precedent listed in subsections a. through c. are collectively referred
to herein as the "Parking Facilities Debt Conditions Precedent."
Timing. Commencing upon the execution of this MOU, the City shall use its
reasonable diligent efforts to: (i) issue the City CDT Bonds such that $28 million of
proceeds may be available for Land and Infrastructure Costs as soon as practicable but in
no event later than sixty (60) days from the date all the Land and Infrastructure Funding
Conditions Precedent have been satisfied, and (ii) deposit $32 million of proceeds from
the City CDT Bonds in the Construction Fund no later than ten (10) days from the date
the Special Obligation Bonds Conditions Precedent have been satisfied. Commencing
upon the execution of this MOU, the County and City shall use their reasonable diligent
efforts to issue their respective Special Obligation Bonds (other than the City CDT
Bonds) such that the proceeds thereof may be available for construction as soon as
practicable but in no event later than six (6) months from the date all the Special
Obligation Bonds Conditions Precedent have been satisfied. The County shall issue the
State Sales Tax Bonds, the City shall issue the Parking Facilities Bonds, and the County
shall issue the Team Rent Bonds (collectively, the "Second Stage Debt"), in each case as
agreed to by the applicable Parties taking into account the construction schedules and
draw down requirements for the Ballpark Project and after the Special Obligation Bonds
Conditions Precedent, the Parking Facilities Debt Conditions Precedent, and the Team
Rent Bonds Conditions Precedent, respectively, have been satisfied.
The Parties acknowledge that monies may need to be advanced to the Construction Fund
after satisfaction of the Special Obligation Bonds Conditions Precedent but prior to the
issuance of the Special Obligation Bonds(other than the City CDT Bonds), exclusive of
the design and other costs being paid by the Marlins. Accordingly, the Count 5' and the
City shall advance monies at such times and in such amounts as reasonably determined
by the Project Developer, the County and the City based upon the construction schedule
and draw down schedule, but in no event earlier than the date the Special Obligation
Bonds Conditions Precedent have been satisfied. ("Construction Fund Advances"). Any
Construction Fund Advances shall be reimbursed from the Construction Fund as
described below.
Construction Fund. The County, the City and the Marlins shall establish the
Construction Fund as an interest bearing account held by a trustee to be selected by the
Parties. The trustee shall establish subaccounts as required by the terms of the financing
documents. The trustee shall be the party responsible to manage the disbursement of all
funds from the Construction Fund for the Ballpark Project. All payments for the cost of
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the Ballpark Project shall be made out of the Construction Fund unless otherwise
specifically provided in this MOU or agreed to in writing by the Parties. Interest earned
on the Construction Fund shall be used to pay Ballpark Project costs.
The Marlins have paid and will continue to pay design costs referred to in Section XI, as
well certain other costs within the Ballpark Project budget, outside of the Construction
Fund. Those payments will be credited towards the Marlins' Equity Contribution. If
such costs exceed $30 million, the Marlins shall be reimbursed from the Construction
Fund to the extent they exceed $30 million. Notwithstanding the foregoing, the Marlins
shall not be reimbursed from the Construction Fund for any costs associated with
architectural, design or engineering, even if such costs exceed $30 million. The Marlins
will from time to time provide the County and City with evidence of those payments. If
those payments equal an amount less than $30 million, the Marlins shall deposit the
balance in the Construction Fund.
The City shall deposit $28 million in a Land and Infrastructure subaccount in the
Construction Fund. Land and Infrastructure Costs shall be paid from the Land and
Infrastructure sub -account. Any Land and Infrastructure Costs savings shall be used for
eligible Ballpark Project costs. "Land and Infrastructure Costs" means collectively the
Land Acquisition Costs and all costs and expenses incurred in connection with or relating
to the Infrastructure Improvements (defined in Section XII below). "Land Acquisition
Costs" means the purchase price of all privately owned land comprising the Site and all
costs and expenses relating to the acquisition of such land, including but not limited to,
appraisal, legal and relocation expenses.
To the extent the County or the City advance monies to the Construction Fund from other
sources for any Construction Fund Advances, the County and the City shall be
reimbursed from the Construction Fund for such Construction Fund Advances no later
than five (5) business days after the deposit of its special obligation bond proceeds. The
County shall pay or reimburse itself from interest earned on the County issued Special
Obligation Bonds and the State Sales Tax Bonds for County soft costs not included in the
Ballpark Project budget, such as legal counsel, owner's representative(s), financial
consultants, internal dedicated staff and other expertise as necessary. The City shall pay
or reimburse itself from interest earned on the City issued Special Obligation Bonds for
City soft costs not included in the Ballpark Project budget, such as legal counsel, owner's
representative(s), financial consultants, internal dedicated staff and other expertise as
necessary. Interest earnings on the Team Rent Bonds and interest earnings on the Special
Obligation Bonds and State Sales Tax Bonds not required for the City and County soft
cost expenses shall be allocated by the County and the City to the CAPEX Reserve Fund.
Subject to compliance with federal tax covenants related to the issuance of any tax
exempt bonds for the Ballpark Project, if there are funds remaining in the Construction
Fund after completion of the Ballpark Project, the Parties agree that such funds shall be
deposited in the CAPEX Reserve Fund.
. LAND ACQUISITION
14
2/2312005
The County shall use reasonable, diligent efforts to acquire good and marketable title to
all land comprising the Site (including conducting negotiations with individual property
owners), free and clear of all liens, claims, charges, restrictions, easements and
encumbrances, so that it will be cleared, environmentally remediated and ready for major
excavation and construction as soon as practicable. The Parties acknowledge that a
significant portion of the land necessary to construct the Ballpark Project will be acquired
through negotiated purchase or the exercise of eminent domain, which includes relocation
requirements, and that there can be no assurance that any required eminent domain
proceedings will be successful or, even if successful, that they will be concluded in a
timely fashion or that possession of the necessary land will be obtained in a timely
fashion. Therefore, the County makes no representations or warranties that they will be
able to acquire the land necessary for the construction of the Ballpark Project, but
represent that they will use reasonable diligent efforts to do so. The City shall not be
required to fund the acquisition of any land prior to the satisfaction of all of the Land and
Infrastructure Funding Conditions Precedent. The County shall not be required to
acquire any land prior to the receipt of sufficient funds for the land acquisition. Upon
execution of the Stadium Agreements, the City shall convey to the County, at no cost and
without credit to its Land and Infrastructure Cost obligations, all land currently owned or
controlled by the City and included within the Site and necessary for the Ballpark.
The City, County and the Marlins acknowledge that it is desirable that the land necessary
for the construction of the Ballpark Project be obtained by negotiated purchase, and the
City, County and the Marlins shall work cooperatively to so acquire such land. The
County Attorney's Office will handle any eminent domain proceedings. The County and
the City shall use reasonable diligent efforts to expedite securing all land as soon as
practicable. The County shall also use its best reasonable judgment in determining the
date by which it must file any petitions for an Order of Taking such that all private land is
acquired in accordance with the Ballpark Project schedule.
The Parties acknowledge that Land and Infrastructure Costs may need to be paid prior to
the City's issuance of the City CDT Bonds, exclusive of the design and other costs being
paid by the Marlins. In anticipation of proceeding with the acquisition of properties
within the boundaries of the Site and in order to help achieve anticipated completion
deadlines, the Marlins retained appraisers the costs of which have been paid for by the
Marlins. The Marlins shall be reimbursed by the City for such costs and other Land and
Infrastructure Costs from the Construction Fund promptly only after the Land and
Infrastructure Funding Conditions Precedent have been satisfied and the City CDT Bond
proceeds have been deposited in the Construction Fund (the "Land Acquisition
Funding"). Any Land Acquisition Funding shall be reimbursed from the Construction
Fund as described above.
The County, the City and Marlins agree that the Marlins may acquire the necessary
property through negotiated purchase, including by options, at any time; provided,
however, the Marlins shall obtain the County's written approval of the purchase price
prior to execution of a binding purchase contract or option. If the Marlins acquire any
2/23/2005
15
such property, the Marlins shall, upon the County's request, assign the contract to the
County for no more than the contract or option price.
XII. AGREEMENTS
Development Agreement. The Parties shall negotiate a Development Agreement
for the Ballpark Project that shall include, among other things, construction
administration procedures and rights and responsibilities of all Parties to ensure
construction on the schedule contemplated by this MOU. The Parties agree that the
Marlins or the Project Developer will serve as the Project Developer. The Project
Developer shall manage and control the design, development and construction of the
Ballpark Project, including all infrastructure improvements required to assemble the land
for construction, which shall include but not be limited to demolition, environmental
remediation, utility relocations, water, sewer and sanitation work, street improvements,
landscaping and hardscaping, and other customary infrastructure work approved as
necessary by the County and the City ("Infrastructure Improvements"), which
Infrastructure Improvements shall be funded from monies allocated for Land and
Infrastructure, and any and all pre -development issues required for the Ballpark Project,
including but not limited to, regulatory reviews and approvals, environmental reviews
and approvals, traffic, parking and engineering analysis, etc. in accordance with any
applicable laws, the costs of which shall be funded from monies allocated to the Ballpark.
The Project Developer shall retain appropriate professionals to assist in the compliance of
these pre -development issues.
The Project Developer or its agents shall be responsible for the design and construction of
the Ballpark Project, including the competitive selection of contractors and any
project/construction managers in accordance with State and local law and the
development of all plans, designs, schematics, specifications, drawings and programs for
the construction of the Ballpark Project, provided such plans shall be in general
conformance with the Final Ballpark Program. The Marlins have advised the County and
the City that the Marlins have retained HOK Sport, Inc., doing business as HOK
Sport+Venuc Event ("HOK"), Walter P. Moore, Bliss & Nitray, Inc., Uni-Systems and
M/E Engineers as the design team for the Ballpark (the "Design Team"). As a result, the
Marlins or the Project Developer shall pay any and all architectural and engineering costs
of this Design Team or its agents, including any design fees in excess of the Marlins'
Equity Contribution. The Parties agree that the County and the City shall not contribute
any funds to pay any costs related to the services provided by the Design Team, any
member of the Design Team or associated agents or subcontractors engaged by the
Design Team, or for any architectural or engineering services procured with respect to the
Ballpark Project. Upon selection of the Project Developer, the Marlins shall provide a
copy of the Ballpark Project budget and the initial construction estimate to the County
and City for review. The Marlins shall provide a copy of the HOK contract to the County
and the City for review, which shall include a breakdown of architectural and engineering
fees for the Ballpark Project. Although the Marlins are paying all architecture and design
fees of the Ballpark Project, the Marlins agree to provide in its contracts with the Design
Team provisions requiring the Design Team to comply with the County's CBE-A/E
2/23/2005
16
program in the same manner as if the design was County rather than privately funded and
to enforce such provisions. In addition, the Marlins shall comply and agree to provide in
its contracts with the Design Team provisions requiring the Design Team to comply with
any applicable sate and local laws, and to enforce such provisions.
The County and the City shall have rights of review and approval for general
confonnance with the Final Ballpark Program of all design and design related matters to
the extent agreed upon by the Parties in the Development Agreement provided that such
approval shall not been unreasonably withheld, conditioned or delayed. The County and
the City shall have the right to review all construction and procurement related matters of
the Ballpark Project. The County and City may hire a third party independent project
management firm(s), which is not a member of the Design Team, to review and monitor
on the County and/or City's behalf the design and construction of the Ballpark Project
and report to the County and the City. The costs of such services shall be soft costs
payable as provided under Section X "Construction Fund" above.
The Project Developer shall competitively select a Florida licensed contractor to
construct the Ballpark in accordance with State and local law, specifically the
competitive selection procedures provided in Section 255.20, Florida Statutes. Prior to
advertisement for the competitive selection of the Ballpark contractor, the County shall
have the right to review and approve the solicitation documents to confirm that the
solicitation complies with all applicable State and local laws, related to the design,
construction and operations of the Ballpark Project, including, but not limited to, the
County's small business programs, CSBE, CBE-A/E, responsible wages and benefits,
Community Workforce, and bonding for the total cost of construction of the Ballpark in
compliance with the terms of Section 255.05, Florida Statutes, naming the County the
beneficiaries thereof and insurance requirements as specified by the County's Risk
Management Division of the General Services Administration Department. Prior to
award to the Ballpark contractor, the Project Developer shall submit the proposed final
fond of construction contract to the County for its review and approval that the foregoing
requirements have been met.
In a form reasonably acceptable to the County and the City, the Project Developer, in
addition to applications for payments, shall provide detailed monthly cost and budget
reporting to the County and the City during development and construction of the
Ballpark. Specific procedures for monitoring the Ballpark Project, reviewing the
Ballpark Project budget each month, and addressing any issues that arise during the
construction of the Ballpark shall be set forth in the Development Agreement.
The Parties shall use good faith efforts to negotiate an agreement (including risk of loss
allocation acceptable to the County, in its sole and absolute discretion) regarding the
County's procurement of construction material and equipment for the Ballpark Project on
a sales tax exempt basis pursuant to state law. The County's implementation of a sales
tax exempt procurement program in accordance with the terms of the Development
Agreement and other related agreements will be subject to the Marlins' receipt of a
favorable opinion provided by the State of Florida Department of Revenue that such
procurement program will be exempt from sales tax.
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Ballpark Management Agreement. The relevant parties shall negotiate a
Ballpark Management Agreement that shall include, among other things, the following
terms:
a. Operations
The Ballpark Operator shall be the manager and operator of the Ballpark with the sole
responsibility and authority to operate and manage the Ballpark in a first class manner
(including the right to set all prices), and to authorize others to use the Ballpark in
accordance with the terms of the Ballpark Management Agreement (subject to the
Marlins' rights under the Lease and the County and the City's rights to use the Ballpark
as provided below). The Ballpark Operator shall be responsible for operating and
managing the Ballpark for all events at the Ballpark, in accordance with the standards of
service and quality generally accepted within the Major League Baseball professional
ballpark industry. The expense of such operation and management shall be the sole
responsibility of the Ballpark Operator or its designees except as otherwise provided in
the Stadium Agreements. Any required off -duty services that are customary for MLB
games and required by local applicable law, including police, fire and emergency
personnel, inside the ticket secure areas of the Ballpark and all off -duty services
(including traffic control) outside the ticket secure area of the Ballpark and in the Parking
Facilities shall be paid for by the Ballpark Operator. All off -duty services shall be
provided by the County and the City.
The Ballpark Operator shall be responsible for procuring and maintaining, at its sole cost
and expense:
• All Risk property insurance on a replacement cost basis as required by the
County for real and personal property. The Marlins currently intend to insure the
Ballpark through the MLB policy provided such policy is approved by the
County as sufficient to meet the insurance coverage required by the Stadium
Agreements.
• Business interruption coverage including lost income and extra expense in
amounts customary for MLB stadiums.
• Commercial general liability insurance and other customary insurance for the
operations of the Ballpark with such limits as specified in the Development
Agreement and the Ballpark Management Agreement.
In the event of a named stoic'', the County, as owner of the Ballpark, will make
appropriate application for FEMA reimbursements.
The Ballpark Operator and the Marlins shall be entitled to all revenues arising from or
with respect to the Ballpark. The County and the City shall have up to sixteen (16) days
combined for non-profit events, subject to customary restrictions. The County and the
City shall receive all revenues and pay all direct expenses from such events.
b. Event Coordination
2/23/2005
18
The Marlins shall agree to work cooperatively and in good faith with the City and the
University of Miami in the booking and scheduling of events at the Ballpark. Unless
otherwise mutually agreed to by the County and the City, the Marlins shall be prohibited
from scheduling a baseball game (other than post -season games) on the same day as a
University of Miami football game is scheduled to be played in the Orange Bowl.
c. Day to Day Management
The Ballpark Operator shall be responsible for all day-to-day management duties, in -
Ballpark ticket sales, ticket taking, novelty sales, grounds and maintenance of the
Ballpark.
d. Financial Reporting
The Marlins shall provide on an annual basis to the City and the County an annual report
of stadium maintenance and capital expenditures.
Parking Facilities Management Agreement. The Parties shall negotiate a
management agreement for the Parking Facilities (the "Parking Facilities Management
Agreement").
Lease Agreement. The Parties shall negotiate a lease, use or license agreement
("Lease") that shall include, among others, provisions committing the Marlins' to play its
Major League Baseball home games at the Ballpark from the date the Ballpark opens to
the public until the expiration of the Term (as defined below), and requiring the Marlins
to pay Bond Rent in the amounts and for the term described in Section V. The Lease
shall commence on the execution date of the Lease and expire on the later of thirty (30)
years from the opening of the Ballpark or the latest initial duration of any of the financing
instruments used by the County and the City (whichever is later) to finance (and
refinance, provided that such refinancing does not increase the term of the financing
instrument) the Ballpark Project (the "Term"). The terms of the Ballpark Management
Agreement, the Ballpark Management Agreement Guaranty and the Parking Facilities
Management Agreement shall coincide with the Term of the Lease. The obligations of
the Marlins shall be subject to specific performance.
Development Agreement Guaranty and Ballpark Management Agreement
Guaranty. The Parties shall negotiate a Development Agreement Guaranty in favor of
the County and City that shall establish the Marlins as the guarantor of all of the Project
Developer's obligations under the Development Agreement. In addition, the Parties shall
negotiate a Ballpark Management Agreement Guaranty in favor of the County and City
that shall establish the Marlins as the guarantor of all of the Ballpark Operator's
obligations under the Ballpark Management Agreement, specifically including the
payment of annual rent to the County to the extent any portion of such payments are due
2123/2005
19
from the Ballpark Operator and any payments due from the Ballpark Operator to the
Capital Expenditure Reserve Fund.
XIII. MAINTENANCE, REPAIRS AND CAPITAL EXPENDITURES RESERVE
FUND
For the term of the Lease, the County and City shall collectively contribute $500,000
annually, payable by the County and the City in equal shares of $250,000 (which
contribution shall increase each year by the increase in the Consumer Price Index or 3%,
whichever is less), and the Marlins shall contribute $500,000 annually (which
contribution shall increase each year by the increase in the Consumer Price Index or 3%,
whichever is less) to a general reserve fund ("CAPEX Reserve Fund"). The CAPEX
Reserve Fund shall be held in an interest bearing account by a trustee to be selected by
the Parties. All monies in the CAPEX Reserve Fund (including interest earnings) shall
be used to provide funding for Capital Expenditures.
"Capital Expenditures" means the cost of all labor and materials required to repair,
restore or replace any structural components, systems components or integral parts of the
Ballpark, which would customarily be treated as a capital item in accordance with
Generally Accepted Accounting Principles. By way of example only and not as a
limitation: structural components include all foundations, structural members, piers,
walls, roofs and ramps; systems components include scoring systems, video boards,
heating, ventilating, air conditioning, plumbing, electrical, gas and water systems,
escalators and elevators. The Marlins or its Ballpark Operator shall be exclusively
responsible for the performance of all capital repairs, restorations or replacements
associated with such Capital Expenditures commencing upon the opening of the Ballpark.
In addition, the Marlins or its Ballpark Operator shall be exclusively responsible for
providing all Ballpark preventative or routine maintenance, replacements and repairs
relating to the operations of the Ballpark that do not constitute Capital Expenditures as
determined by the Ballpark Operator for the life of the Lease Tenn.
All decisions relating to determining which Capital Expenditures are needed shall be
made by the Ballpark Operator; provided however, that the Ballpark Operator shall: (i)
perform capital repairs, restoration and replacements required to maintain the Ballpark in
good condition and repair (based on its age and utility) to ensure the long term viability
of the Ballpark; (ii) provide the County with an annual report of all Capital Expenditures;
and (iii) obtain the County's consent, which shall not be unreasonably withheld, delayed
or conditioned, for all Capital Expenditures with a cost of $500,000 or more. The parties
shall negotiate and resolve as part of the Stadium Agreements the allocation of funding
for Capital Expenditures to the extent monies in the CAPEX Reserve Fund are
insufficient to fund such Capital Expenditures.
XIV. RESTRICTIONS ON MARLINS
20
2/23/2005
Marlins' Home Games. The Marlins shall play all of its home games in the
Ballpark which will include professional baseball games between MLB teams as
designated by Major League Rules (excluding pre -season and spring training games), and
shall include regular season games, including interleague regular season games,
intradivisionallwildcard playoff games, division series games, league championship
series games and world -series championship games authorized by Major League Rules,
except for temporary relocation necessitated by actual damage to the Ballpark or an
imminent or threatened act of God which causes the Ballpark to be considered dangerous
or non -usable by MLB Standards, and up to three "home" games that may be played each
year in other locations in accordance with Major League rules. The Marlins agree to use
reasonable diligent efforts to cause the MLB All -Star Game to be played at the Ballpark
as soon as practicable.
Non -Relocation. If not fully covered in the Lease, the Parties shall negotiate a
non -relocation agreement ("Non -Relocation Agreement"). During the Term of the Lease,
the Marlins shall covenant not to relocate or agree to relocate or request from MLB the
relocation of the Marlins, and the Marlins shall agree to use reasonable efforts to preclude
MLB from contraction of the Marlins. The obligations of the Marlins shall be subject to
specific performance. MLB shall agree, as a party to the Non -Relocation Agreement, not
to contract or relocate the Marlins while any City or County bonds used to fund the
Ballpark Project are outstanding.
Sales or Transfers. The Marlins shall have the right to transfer ownership of the
Marlins franchise during the Term of the Lease to the extent permitted by MLB, provided
the new franchise owner agrees in writing prior to the transfer to assume all of the
Marlins' obligations under the Lease, Development Agreement, Cost Overrun Guaranty,
Non -Relocation Agreement, Ballpark Management Agreement, Development Agreement
Guaranty, Ballpark Management Agreement Guaranty and Parking Facilities
Management Agreement and any other necessary agreements among the Parties related to
the Ballpark (collectively, the "Stadium Agreements") for the balance of their respective
terms. The Marlins and its affiliates shall have the right to collaterally assign their rights
under this MOU and the Stadium Agreements to any provider or guarantor of any
financing, provided that any such assignment shall not relieve the Marlins or its affiliate
from any obligation hereunder or thereunder.
In addition, if the Marlins sell its franchise or the controlling interest in the Marlins, the
Marlins shall pay a percentage of the net proceeds from such sale as set forth in the
Stadium Agreements.
XV. OTHER PROVISIONS
Community Programs and Affordable Pricing. The Marlins shall establish to -
be -determined community programs and become a proactive member of the immediate
adjoining community. The Marlins shall provide certain attractive and meaningful
2/23/2005
21
programs designed to keep Major League Baseball affordable for families in South
Florida, which may potentially include senior and children discount programs.
Cooperative Effort. The Marlins shall agree to work cooperatively and in good
faith with the County and the City, as well as a representative of the University of Miami,
to take into consideration the timing, development and construction for the renovations to
the Orange Bowl Stadium, but such cooperation shall not result in delays or additional
costs to the Ballpark Project. The City shall agree, and shall cause the University of
Miami to agree, to work cooperatively and in good faith with the Marlins in connection
with the Orange Bowl renovation to take into consideration the timing, development and
construction of the Ballpark Project.
Name Change. Upon the request of the City and County, the Marlins shall
change its name to the Miami Marlins prior to opening day of the new Ballpark.
Permits. The City or the County, as the case may be, shall act as applicant or co -
applicant, and shall diligently pursue all permits for the Ballpark Project. The County
and the City shall use reasonable, diligent efforts to take actions necessary to facilitate
obtaining the Permits so as to permit the commencement and completion of construction
of the Ballpark Project and occupancy by the Marlins and the Ballpark Operator, as
applicable, as soon as practicable. The City and County hereby agree to charge fees for
the Ballpark in an amount consistent with fees customarily charged for County -owned
projects.
County's Rights as Sovereign. It is expressly understood that
notwithstanding any provisions of this MOU and the County's status thereunder:
The County retains all of its sovereign prerogatives and rights as a county
under Florida laws and shall in no way be estopped from withholding or
refusing to issue any approvals of applications for building, zoning,
planning or development under present or future laws and regulations
whatever nature applicable to the planning, design, construction and
development of the Ballpark Project or the Site or the operation thereof, or
be liable for the same; and
2. The County shall not by virtue of this MOU be obligated to grant the
Marlins or the Project Developer any approvals of applications for
building, zoning, planning or development under present or future laws
and ordinances of whatever nature applicable to the planning, design,
construction, development and/or operation of the Ballpark Project or the
Site.
2J23/2005
22
No Liability for Exercise of Police Power. Notwithstanding and prevailing over
any contrary provision in this MOU, any County covenant or obligation that may be
contained in this MOU shall not bind the Board, the Planning and Zoning Department,
DERM or any other County, City, federal or state department or authority, committee or
agency to grant or leave in effect any zoning changes, variances, permits, waivers,
contract amendments, or any other approvals that may be granted, withheld or revoked in
the discretion of the County or other applicable governmental agencies in the exercise of
its police power.
Tax and Legal Matters. The Parties agree in principle to cooperate in good
faith in legal and tax matters to assist the project to succeed, including but not limited to,
good faith efforts to structure the transaction in a manner to reduce and/or minimize taxes
with respect to the Ballpark Project, as the parties may agree is appropriate in future
documents. Many terms such as "lease", structural elements and references to the
Marlins and its affiliate are used loosely in this MOU and, accordingly, the precise legal
relationship among the Parties may be further defined or modified in the Stadium
Agreements. The County and the City hereby indicate their belief, at this time, that it is
not in the public interest nor in the interest of the success of the Ballpark Project for any
tax or fee to be levied or imposed solely on the Ballpark Project (or any element thereof),
the Marlins or patrons of the Ballpark Project (or any element thereof) and no other
entities. Accordingly, the County and the City agree, to the extent permitted by law, not
to levy or impose during the term of the Lease any such tax or fee on the Ballpark Project
(or any element thereof), the Marlins or patrons of the Ballpark Project (or any element
thereof) such as tickets for the Ballpark, users of the Ballpark, admissions to the Ballpark,
parking for the Ballpark or concessions in the Ballpark. The Parties agree that, to the
extent permitted by law, they will negotiate whether or how to address the consequences
of such taxes or fees imposed by the County or the City. Nothing in this paragraph shall
be construed to bind the County or the City to violate the law that prohibits a government
from contracting away its taxing powers, or to excuse the Marlins or the Ballpark Project
from paying taxes or fees generally applicable to similar developments or businesses or
to bind the County and the City to make the Marlins whole therefor.
Miscellaneous. This MOU constitutes the entire agreement of the Parties with
respect to its subject matter, and supersedes any previous agreements among them
relating to that subject matter. This MOU may be waived, amended or supplemented
only by a written instrument executed by the Party or Parties granting such waiver or
affected by such amendment or supplement. Time is of the essence in this MOU with
respect to all dates and other undertakings set forth herein.
Stadium Agreements. The MOU shall become effective on the date the MOU is
properly approved and executed by all the Parties. Upon the effectiveness of this MOU,
the Parties shall use reasonable diligent efforts to negotiate and agree on terms in the
Stadium Agreements in good faith with the objective of having them approved by the
Board and Commission as soon as practicable, with a target date of May 1, 2005.
2/23/2005
23
Although the planning, design, construction, operation, management, use and occupancy
of the Ballpark Project shall be subject to the terms of the more definitive Stadium
Agreements, which will encompass issues not addressed in this MOU, the Parties agree
that the terms of this MOU will be incorporated into such other agreements. The Parties
further acknowledge and agree that this MOU reflects the basic business deal between the
Parties.
XVI. TERMINATION
Any Party may terminate this MOU for any reason. Upon the termination of this MOU,
no Party shall have any liability or obligation to any other Party. A Party shall exercise
its termination rights under this Section by giving written notice thereof to the other
Parties.
2123/2005
24
CITY OF MIAMI, FLORIDA MIAMI-DADE COUNTY, FLORIDA
By: By:
Joe Arriola
City Manager
City of Miami
George M. Burgess
County Manager
Miami -Dade County
ATTEST: ATTEST:
By: By:
City Clerk Clerk of the Board
APPROVED AS TO FORM APPROVED AS TO FORM
AND LEGAL SUFFICIENCY: AND LEGAL SUFFICIENCY:
City Attorney County Attorney
FLORIDA MARLINS, LP
By:
General Partner
2/23/2005
25
NEWFLORIDA MARLINS BALLPARK
Ballpark Project Overview
and
Memorandum of Understanding
February 24, 2005
Note : Original document prepared by Miami -Dade County for the Intergovernmental, Recreation & Cultural Affa
Board of County Commissioners. Document modified for the City of Miami Commission.
rs Committee and
Proposed Memorandum of Understa ding
Ballpark
Parking Garage
Land & Infrastructure
Total Project costs
Team Pledge
Team Rent (County Debt)
Team Contribution
Ticket Surchage
County Pledge
Sports Tax
CDT (Increased Capacity)
City Pledge
TDT
CDT (Arena Sale)
Parking Revenues
Term Sheet MOU
April 29, 2004 February24, 2005
325,000,000 $360,000,000
32,000,000 32,000,000
10,000,000 28,000,000
367,000,000 $420,000,000
127,000,000
20,000,000
10,000,000
38,000,000
24,000,000
28,000,000
58,000,000
32,000,000
162,000,000
30,000,000
48,000,000
30,000,000
28,000,000
60,000,000
32,000,000
Total Funds $ 337,000,000 $ 390,000,000
Funding Gap (State Fundinc $ (30,000,000) $ (30,000,000)
Difference
$35,000,000
18,000,000
$53,000,000
35,000,000
10,000,000
(10,000,000)
10,000,000
6,000,000
2,000,000
53,000,000
2
Sum
Purpose & Intent
Marlins Ballpark
Marlins Contribution
County. Contribution
City Contribution
State Contribution
Cost Overrun Guaran
ary of M
Provlsions
it
rJ
ou
Land
Parking Facilities
Financing Structure
Final Ballpark Agreements
CAPEX
Other Provisions
3
Purpose & Intent
The purpose and intent of the MOU is to provide for the
general terms and conditions among Miami -Dade
County, City of Miami and the Florida Marlins, L.P. with
respect to the design, development, construction and
operations of a Major League Baseball facility and
related parking facilities adjacent to the Orange Bowl.
The MOU shall be a non -binding agreement
The final ballpark agreements will incorporate the terms
and conditions set forth in the MOU
The Ballpark Project will be a cooperative and mutual
endeavor with active participation from all parties
4
Marlins Ballpark — Miami, FL
Ballpark Plans
contemplate a
retractable roof,
natural grass first
class facility with
approximately 38,000
seats, which include
3,000 premium seats,
62 luxury suites and
4,000 discounted
seats
5
Marlins Contribution
1. $30 milli n — Team monies to be used for design development and construction
expens s
2. $162 million — Team Rent Bonds
County debt issuance secured by County's convent to budget and
appropriate non -ad valorem revenues to provide $162 million for the
Ballpark
Marlins pay County annual rent payments in installments and amounts
necessary to cover debt service on Team Rent Bonds
a) Marlins rent payments secured by pledge on a first lien basis of
Contractually Obligated Income (COI) collaterally assigned by Marlins to the
County
CO! will consist of Marlins' local television and radio broadcast contracts
!) COI Used to secure rent payments is projected to have a coverage ratio of
1.60x the annual rent payment and in no event shall be less than 1.30x
6
Marlins Contribution
($162 million — Team Rent Bonds — continued)
COI paid directly to a Lockbox to ensure rent payments are secured in the
Lockbox forty-five (45) days prior to the date rent payments are due
Timing of annual rent payments correspond with debt service payments on
Team Rent Bonds
In addition to a reserve surety, bond proceeds will fund a Rental Reserve
equal to 50% of the annual team rent payments
Marlins rent payments will provide funding to ensure the Rental
Reserve is at all times equal to 50% of the annual team rent
payments
If the Marlins maintain COI coverage ratio of 1.60x the annual team
rent payments the Marlins Rental Reserve requirement will drop to
25% of the annual team rent payments
If COI coverage drops below 1.60x annual team rent payments,
Rental Reserve increases to 50% of the annual team rent payments
and may only be reduced to 25% if Marlins maintain a 1.60x coverage
of the annual team rent payments for three consecutive years
7
County Contribution
1. $48 million — Professional Sports Franchise Facilities Tax (PST)
PST is a 1% bed tax levied on transient rentals in the County
Beach, Bal Harbour and Surfside)
'S
PST is dedicated to pay debt service on County bonds issued
professional sports franchise facilities
G.N
PST funding increase from $38 million previously approved to
help offset increased project costs
ew,
The additional $10 million can be generated without increasin 1
growth projections (3%) based on strong performance in FY 2
2005 projections
2. $90 million — Convention Development Tax (CDT)
rt's
CDT is a 3% bed tax levied on transient rentals in the County
Harbour and Surfside)
CDT funding increase from $24 million previously approved to
help offset increased project cost
County Contribution
($90 million — CDT — continued)
0 The additional $6 million can be generated without increasing original annual growth
projections (3.9%) based on strong performance in FY 2004 and FY 2005 projections
(.) $60 million debt issuance by City of Miami per the December 14, 2004 Interlocal
Agreement with the City and MSEA
Breakdown of CDT funding Adjustments for Ballpark Project
$35 million / November 4, 2003 — original pledge based on freed up funds from
Miami Arena operating and Capital subsidies (if Ballpark located at Arena site)
$82 million / May 11, 2004 - $35 million increased by $23 million contingent on Arena
sale and $24 million due to CDT performance
(.) $84 million / December 14, 2004 (Interlocal Agreement) — CDT funds dedicated to
Arena ($35 M and $23 M above) now transferred to City. City to issue $60 million
($2 million increase) for Ballpark from CDT payments and County's debt issuance
reduced to $24 million
$90 million / MOU — County $24 million to increase to $30 million; City to issue $60
million per Interlocal
9
City Contribution
1. $28 million — Tourist Development Tax (TDT)
TDT is a 2% bed tax levied on transient rentals in the County
(excluding Miami Beach, Bal Harbour and Surfside)
., County allocates 20% of TDT revenues to City to support
funding and operations of City facilities such as the Knight
Center and Orange Bowl
City to issue $28 million of debt fro
the Ballpark
2. $60 million —CDT
its 20% share of TDT for
City to issue $60 million of debt (secured by City revenues)
from CDT payments made by the County to City per the
Interlocal. A portion of these funds will be used to cover land
and infrastructure expenses
10
State Contribution
1. $30 million — State Sales Tax Rebate
Pending approval by the State a Professional Sports Facilities
Tax Rebate will provide $2 million per year for thirty (30) years
The County shall issue bonds secured by the State Sales Tax
Rebate to provide $30 million for the Ballpark
If the State fails to approve the State Sales Tax Rebate by May
1, 2005 the MOU may terminate unless extended by the
Marlins, County and City
11
Cost Overrun Guaranty
Components of Cost Overrun Guaranty:
1. Contractual Guaranty County, City and Marlins will negotiate a Development and
Cost Overrun Guaranty as one of the final ballpark agreements
Marlins responsible for all cost overruns in excess of the $360 million Ballpark
design, development and construction
2. Lien of Franchise —Marlins will provide subordinate lien on the Marlins franchise to the
City and County as security and collateral for the cost overruns
Lienonly subordinate to $50 million of Marlins' senior creditor debt
re "s
Marlirls borrowing over $50 million of senior debt requires City and County
approval
Mech nics for enforcing Lien are:
1.
ity & County notifies senior lender of Marlins default to fund overruns
2. Senior lender has thirty (30) days to foreclose on franchise or cure Marlins'
default by paying overrun
3. If senior lender fails to cure or foreclose City & County have right to
foreclose and sell franchise (subject to MLB approval of buyer)
4. Upon foreclosure and sale up to the first $50 million goes to senior lender
and balance will fund cost overruns, and then other creditors
12
Cost Overrun Guaranty
(Cost Overrun Guaranty — continued)
O Contractual Cost Overrun Guaranty and Lien on Franchise
upon execution of final ballpark agreements
3. Major League Baseball Guaranty The Marlins will request M
million guaranty to pay cost overruns
ill be in place
B to provide a $10
CO Prior to City & County issuing debt $10 million MLB guarant must be in
place
4. Ballpark Cost Overrun Review Process — Before issuing Team R nt Bonds:
O Ninety (90) days before issuing Rent Bonds a thorough analysis of
construction progress, schedule, draw downs, budget, etc. will be conducted
to determine potential cost overruns
(.) Sixty (60) days before issuing Rent Bonds Project Developer and County will
report amount of cost overruns if any
(.) If a cost overrun(s) is determined thirty (30) days before issu ng Rent Bonds
Marlins will show County how overrun(s) will be eliminated, r duced or
provide evidence satisfactory to County how Marlins will pay Cost Overrun
(cash, letter of credit, bank line or loan, assignment of COI)
13
Land for the Site
Land Acquisition Process
Land and infrastructure will be funded by the City CDT bond - $28 million
• Cotinty Attorney's Office will conduct land acquisition proces by negotiated
purchase price or exercise of County's eminent domain if ne essary
() Fifty (50) privately owned parcels on site
Ct) Marlins may negotiate to acquire property or purchase optio s upon County
approval of purchase price
• Marlins shall assign the contract or purchase option for prop rties Marlins
acquire to County for no more than contract or option price
O County will not acquire any land until City funds are in place or acquisition
O City to convey all land owned by City at the site to County at no cost
t) Mar ins will be reimbursed from the Land and Infrastructure und for land
related expenses such as appraisals, title work and legal feeb after
execution of Final Ballpark Agreements
14
Parking Facilities
The City, Miami Parking Authority and Marlins will negotiate financing and
development of Parking Facilities
Parking Facilities will include surface parking and garage parking to serve both
the Ballpark and the Orange Bowl
Current parking inventory at the Orange Bowl is approximately 3,200 surface
spaces
Proposed parking would include approximately 2,800 garage spaces and 2,000
surface spaces
15
Financing Structure
Prior to funding the following conditions m st be met:
1. Conditions Precedent to City's Issuance-ofCity CDT Bonds and Land & Infrastructure
Funding
a. All final agreements (Lease, Cost Overrun, Development, Management, Non -
Relocation, etc.) will be executed and approved by County, City, Marlins and MLB
b. Marlins remain in good standing in MLB
c. Marlins remain able to pay its debts and are not insolvent or bankrupt
2. Conditions Precedent to issuance of County & City Special Obligation Bonds (other han
City CDT Bonds) & State Bonds
a. Conditions a — c above have occurred and remain satisfied
b. MLB $10 million guaranty has been delivered by Marlins
c. All land required for Ballpark is acquired and County has legal title & possession
d. Marlins have obtained all necessary development approvals
3. Conditions Precedent to County's Issuance of Team Rent Bonds
a. Conditions a — d above have occurred and remain satisfied
b. Ballpark Cost Overrun Review has taken place and Marlins have satisfied all Cost
Overrun Guaranty requirements 16
Final Ballpar
Agreeme ts
Upon execution of MOU County, City nd Marlins shall begin neg tiations of final
ballpark agreements
Final agreements shall be approved and executed by the Board,
Commission, Marlins and MLB
Final ballpark agreements consist of a Development Agreement
Agreement, Lease Agreement, Non -Relocation Agreement, Cost
Guaranty Agreement, Development Pgreement Guaranty, Manag
Agreement Guaranty, Parking Agree ent and other agreements
1. Development Agreement
4.)
ity
lanagement
verrun
ment
s required
Establish construction procedures, rights & responsibilities o parties
Marlins or entity owned by Marlins will serve as Project Developer
Project Developer shall manage & control design, developm nt and
construction of Ballpark including infrastructure improvement
Project Developer responsible for competitive selection of contractors and
project/construction managers in accordance with State and local law
Project Developer's ballpark contractor shall comply with Coiinty small
business programs, CSBE, CBE-A/E, responsible wages ancI benefits and
Co munity Workforce
17
Final Ballpark Agreements
(Development Agreement — continued)
Prior to award of Ballpark contractor County will review and approve
solicitation documents and construction contract to ensure all State and local
laws have been complied with
Project Developer to provide County and City with monthly cost and budget
reporting during development and construction
County & City have right to review all construction & procurement matters of
the Ballpark and may hire a third party independent project manager to
review and monitor design and construction of the Ballpark
Parties will negotiate an agreement to procure materials and equipment for
Ballpark on a sales tax exempt basis provided the Marlins receive favorable
opinion from State Department of Revenue
2. Management Agreement
tO
Marlins (or its Ballpark Operator) responsible for operations and
management of Ballpark and any events at the Ballpark
Marlins responsible for all operational and management expenses of the
Ballpark
18
Final Ballpark Agreements
(Management Agreement — continued)
Marlins pay for all required off -duty services such as police, fire and
emergency personnel provided by the County and City
Marlins pay for and maintain all required insurance policies for the Ballpark
including risk property insurance, business interruption and commercial
general liability
County and City will have up to sixteen (16) days combined for non-profit
events at the Ballpark
3. Lease Agreement
A Lease and Non -Relocation Agreement will be negotiated committing
Marlins to play its MLB home games at the Ballpark for the term of the
Lease
Lease term will begin upon execution of the Lease and expire on the later of
thirty (30) years or duration of any financing by the County or City
19
Capital Replacement Fund
(CAPEX)
CAPEX Fund will provide funding for capital repairs, restoration and replacement
required to riaintain the Ballpark
County and City will contribute $500,000 annually ($250,000 each) to the CAPEX
Fund
Marlins will �ontribute $500,000 annually to CAPEX Fund
Annual contributions of the Parties increase by CPI or 3% (whichever is ess) over the
term of the Lease
Marlins responsible to perform all capital repairs, restoration and replacement of
capital items for the Ballpark
The Parties shall negotiate in Stadium Agreements the allocation of funding of capital
expenditures to the extent monies in the CAPEX Fund are insufficient to cover costs
20
Other Provisions
Community Programs & Affordable Pricing — Marlins will establish community
programs, become a proactive member of the adjoining community and provide
programs to keep MLB affordable for families in South Florida
Non -Relocation — Marlins commit not to relocate during the term of the Lease
Sales or Transfer — If Marlins sell franchise the County and City shall receive a
percentage of the net proceeds of the sale
Tax and Legal Matters — The Parties agree to cooperate in legal and tax matters
to assist the project to succeed, including not to impose targeted taxes directed at
the Ballpark, to the extent permitted by law
Name Change — Marlins shall change its name to Miami Marlins prior to opening
of Ballpark upon request of County and City
Termination — MOU is non -binding and can be terminated by any of the Parties at
any time
21
Project Risk Points Pros & Cons
Team Rent Bonds - Cons
Marlins unable to secure financing for its $162 million contribution
County to finance $162 million debt backed by covenant to budget
and appropriate County non -ad valorem revenues
County assumes full risk of debt - Marlins default would put general
fund at risk
Team Rent Bonds - Pros
2- Lockbox Team Rent payments held by Trustee
Securitization and assignment of strong team CO T.V. & radio
broadcast contract
Funded Rental Reserve
Good coverage levels required on Team Rent secured in lockbox
Cost overrun review process prior to issuing Team Rent Bonds
22
Project Risk Points Pros & Cons
Cost Overruns & Guaranty - Cons
Marlins unable / unwilling to provide substantiale e of credit County
and City requested for guaranty
Guaranty does not provide ready cash or liquidity to address overruns
Foreclosure on Lien a lengthy process resulting in potential delays
Construction design drawings not complete at time of GMP submission
— potential for cost uncertainty
Cost Overruns & Guaranty - Pros
Combination of types of Guaranty (contractual, Lien, MLB) provides level
of protection
Marlins in control of design, development and construction
Negotiations of final agreements to fully set forth provisions
Prior to final agreements Marlins to select CM for construction — more
budget certainty
23
Project Risk Points Pros & Cons
Land Acquisition, Assembly and Infrastructure - Cons
- Potential cost to exceed budget
No mechanism to address overruns — project could terminate
>-> Timing to acquire and assemble land
Land Acquisition, Assembly and Infrastructure - Pros
7 $28 million of funding from City for land and infrastructure
-;;;-- County will not acquire until all funding in place
City owns large parcels of land
Marlins responsible for infrastructure work
24
Are we Competitive with Other
Projects?
Marlins providing $192 million - 49.5%
Public providing $196 million - 50.5%
Marlins financing $30 million - 8%
Public financing $358 million - 92%
Figures exclude parking
Marlins covering cost overruns
100%
100%
25
Are we Competitive with Other
Projects?
Profiled 17 other ballpark projects (including proposed Marlins Ballpark)
Stadium projects vary on level of funding contribution
Very few projects are 100% privately financed (San Francisco & St. Louis)
Most projects have mix of public / private funding (15 out of 17)
Public funding typically more than private (12 out of 17)
Most common public funding source is sales tax followed by rental car and
hotel tax
Private funding typically comes from stadium revenues (naming rights, tickets,
etc.), owner contribution and team loans
EI Average construction cost of ballparks opened since 2000 - $278 million
EI Average total project cost of ballparks opened since 2000 - $399 million
Cost Overrun Guaranties are typically contractual in nature and are not secured
with collateral — i.e. no examples of letters of credit, liens, etc.
Note: Profiles based on research from industry websites, local governments / authorities, Marquette Sports Law Facilities Report, and research 26
conducted by City of Miami
Marlins Ballpark — Miam
Tenant:
Florida Marlins
Opening:
2008
Construction Began:
2005
Retractable Roof
Capacity:
38,000
Architect:
HOK
Owner:
Miami -Dade County
Construction Budget:
$360 million
Land Costs:
$28 million
Construction Costs:
$360 million
Soft Costs:
N/A
Other Costs:
$32 million (Parking)
Total Project Costs:
$420 million
Public Financing:
$358 million ( 166 million bed taxes, $30 million
state sales tax rebate, $162 million city debt repaid
by Team Rent)
Private Financing:
$30 million from Marlins
Lease:
40 Years (corresponds to term of debt)
27
SBC (PacBell) Park — San Francisco, CA
Tenant:
Opening:
Construction Began:
Capacity:
Architect:
Construction Budget:
Land Costs:
Construction Costs:
Soft Costs:
Other Costs:
Total Project Costs:
Public Financing:
Private Financing:
Lease:
San Francisco Giants
April 2000
December 1997
Open Air
China Basin Ballpark Co. (Subsidiary of Giants)
$255 million
Land is leased
$255 million
$64 million
$100 million from naming rights; $145 million loan
secured by the Giants, and $10 million tax
increment financing by City's C.R.A.
22 Years
Tenant:
St. Louis Cardinals
Opening:
2006
Construction Began:
December 2003
Open Air
Capacity:
49,000
Architect:
HOK
Owner:
St. Louis Cardinals
Construction Budget:
$285 million
Land Costs:
Cardinals' Contribution
Construction Costs:
s285 million Guaranteed Maximum Price
Soft Costs:
$50 million
Other Costs:
s52.5 million (assumed to be infrastructure)
Total Project Costs:
$387.5 million
Public Financing:
None
Private Financing:
All private: Combination of $200.5 million in private
bonds, which the Cardinals are required to repay;
$90.1 million in cash and bank loans obtained from
the Cardinalsowners; a $45 million long term loan
from St. Louis County; $9.2 million in construction
fund interest; $30.4 million in state tax credits; and
$12.3 million from Missouri D.O.T.
Lease:
40 Years
Tenant:
Detroit Tigers
Opening:
April 2000
Construction Began:
June 1998
Open Air (Could eventually have a retractable roof)
Capacity:
40,637
Architect:
HOK
Owner:
Detroit — Wayne County Stadium Authority
Construction Budget:
$285 million
Land Costs:
$55 million (Land and infrastructure)
Construction Costs:
$300 million
Soft Costs:
$21 million
Other Costs:
$60 million (Cost overruns)
Total Project Costs:
$436 million
Public Financing:
s135 million (2% rental car tax, 1% hotel tax, and
money from Indian Casino revenue)
Private Financing:
$246 million from Tigers owner
Lease:
35 Years
TurnerFie
d
At
a
Tenant:
Atlanta Braves
Opening:
April 1997
Construction Began:
1996 (Retrofitted Olympic Stadium)
Open Air
Capacity:
49,831
Architect:
Ellerbe Beckett
Owner:
Atlanta Braves
Construction Budget:
Not known
Land Costs:
N/A
Construction Costs:
$235 mililon
Soft Costs:
N/A
Other Costs:
$18 million (Cost to convert Olympic stadium to
baseball, paid by the Braves)
Total Project Costs:
s253 million
Public Financing:
None
Private Financing:
100 % from Atlanta Committee for the Olympic
Games
Lease:
20 Years
Citizens Bank Park
Philadelphia, PA
Tenant:
Philadelphia Phillies
Opening:
April 2004
Construction Began:
November 2001
Open Air
Capacity:
43,500
Architect:
HOK
Owner:
City of Philadelphia
Construction Budget:
$346 million
Land Costs:
$85 million
Construction Costs:
$350 million (Guaranteed Maximum Price)
Soft Costs:
s40 million
Other Costs:
$45 million (Infrastructure); $17 million
(Environmental); $60 million (Site work and
Demolition)
Total Project Costs:
$597 million
Public Financing:
s174 million (2% rental car tax)
Private Financing:
$172 million ($125 million loan from Fleet Boston)
Lease:
30 Years
32
Milier Park
ilwaukee, W
Tenant:
Milwaukee Brewers
Opening:
April 2001
Construction Began:
October 1996
Style:
Retractable Roof ($50 million cost)
Capacity:
42,400
Architect:
HKS and NBBJ
Owner:
SE Wisconsin Professional Baseball District (64°Io), and
Milwaukee Brewers (36%)
Construction Budget:
$250 million ($322 million Revised Budget)
Land Costs:
None (Contribution)
Construction Costs:
$312 million (Guaranteed Maximum Price)
Soft Costs:
$82 million
Other Costs:
$87 million (Mitsubishi — pending claim); s6.5 million (Bond
insurance); $11 million (Crane accident)
Total Project Costs:
$498.5 million
Public Financing:
$310 million (Legislature -approved five county 1/10 cent
sales tax generated $160 million)
Private Financing:
$90 million from Brewers owners, $20 million from the
Bradley foundation, $1 million from the Helfaer Foundation;
s15 million from Economic Development Corporation, and
$14 million from Milwaukee business community
Lease:
25 Years
- -
‘
Minute Maid Park —Houston, TX
Tenant:
Houston Astros
Opening:
April 2000
Construction Began:
November 1997
Retractable Roof
Capacity :
40 95
� 0
Architect:
I
HOK
Owner:
Harris County — Houston Sports Authority
Construction Budget:
$250 million
Land Costs:
Land leased from city
Construction Costs:
$248 million
Soft Costs:
$62 million
Other Costs:
N/A
Total Project Costs:
$310 million
Public Financing:
$180 million (2% hotel tax and 5% rental car tax)
1 Private Financing:
$52 million from Astros owner and $33 million no
interest loan
Lease:
30 Years
34
Jacobs Field Cleveland OH
Tenant:
Cleveland Indians
Opening:
April 1994
Construction Began:
January 1992
Open Air
Capacity:
42,865
Architect:
HOK
Owner:
Cuyahoga County
Construction Budget:
$175 million
Land Costs:
$65 million (Land and infrastructure; City
purchased land)
Construction Costs:
$156 million
Soft Costs:
$25 million
Other Costs:
N/A
Total Project Costs:
$246 million
Public Financing:
s84 million (15 year tax on cigarettes and alcohol)
Private Financing:
$91 million from Indians owner
Lease:
20 Years
35
PNC Park
ittsburgh, PA
Tenant:
Pittsburgh Pirates
Opening:
April 2001
Construction Began:
April 1999
Open Air
Capacity:
38,365
Architect:
HOK
Owner:
City of Pittsburgh
Construction Budget:
$216 million
Land Costs:
$25 million (Site acquisition)
Construction Costs:
$216 million
Soft Costs:
$21 million
Other Costs:
N/A
Total Project Costs:
$262 million
Public Financing:
s216 million (Voter approved bond issue)
Private Financing:
None
Lease:
25 Years
36
Coors Field— Denver, CO
Tenant:
Colorado Rockies
Opening:
April 1995
Construction Began:
1992
- ■■
Capacity:
Open Air
50,381
Architect:
HOK
Owner:
Denver Metropolitan Baseball Stadium District
Construction Budget:
Not known
Land Costs:
N/A
Construction Costs:
$179.5 million
Soft Costs:
$36 million
Other Costs:
N/A 1
Total Project Costs:
$215.5 million
Public Financing:
$168 million from 1/10 cent sales tax in six -county
region
Private Financing:
$47 million from Rockies owners
Lease:
22 Years
ti
37
Safeco Field — Seattle, WA
Tenant:
Seattle Mariners
Opening:
July 1999
Construction Began:
March 1997
��—
Capacity:
Retractable Roof
47,447
Architect:
NBBJ
Owner:
Washington — King County Stadium Authority
Construction Budget:
$285 million
Land Costs:
N/A
Construction Costs:
$428.6 million
Soft Costs:
$89 million (Many architectural changes)
Other Costs:
N/A
Total Project Costs:
$517.6 million (Includes $232.6 million over initial
budget due to accelerated construction schedule,
incomplete documents and construction overruns)
Public Financing:
5340 million (1/2 cent King County food tax, rental
car tax and state lottery proceeds)
Private Financing:
$75 million from Mariners' owner (Cost overruns of
over $100 million)
Lease:
20 Years
38
PETCO Park
San Die o CA
Tenant:
San Diego Padres
Opening:
2004
Construction Began:
May 2000
Open Air
Capacity:
46,000
Architect:
HOK
Owner:
City of San Diego (70%); San Diego Padres (30%)
Construction Budget:
$266 million
Land Costs:
$171.8 million (including infrastructure)
Construction Costs:
$266 million
Soft Costs:
N/A
Other Costs:
$19 million (from municipal bonds for luxury items
not originally planned for in the design)
Total Project Costs:
$456.8 million
Public Financing:
$225 million from municipal bonds to be paid back
with hotel tax revenues; $57.8 million from
project -generated redevelopment funds and $21
million from the San Diego Unified Port District
(Only $206 million of the s225 million from
municipal bonds was used
Private Financing:
S153 lion private sector contribution
Lease:
30 Years
39
Bank One Ballpark —Phoenix, AZ
Tenant:
Arizona Diamondbacks
Opening:
March 1998
Construction Began:
November 1995
Retractable Roof
Capacity:
49,075
Architect:
Ellerbe Beckett
Owner:
Maricopa County Stadium District, which is
governed by the County Board of Supervisors, and
operated by an affiliate of the Diamondbacks
Construction Budget:
s319 - $349 million
Land Costs:
N/A
Construction Costs:
$354 million
Soft Costs:
$60 million
Other Costs:
N/A
Total Project Costs:
$414 million
Public Financing:
$238 million (1/4 cent sales tax in Maricopa
County; Generates $70-75 million annually but
capped at $238 million)
Private Financing;
$111 million from Diamondbacks' owners
Lease:
30 Years
40
ngton
Tenant:
Texas Rangers
Opening:
April 1994
Construction Began:
April 1992
Open Air
Capacity:
49,115
Architect:
Owner:
City of Arlington
Construction Budget:
Not known
Land Costs:
Leased from City (Lake taken by eminent domain)
Construction Costs:
5159 million
Soft Costs:
$32 million
Other Costs:
N/A
Total Project Costs:
$191 million
Public Financing:
$135 million (1/2 cent sales tax inc ease over 12-
15 years)
Private Financing:
$56 million from Rangers owner
Lease:
12 Years
American
Ball
rest
ar
—
Tenant:
Cincinnati Reds
Opening:
March 2003
Construction Began:
October 2000
Open Air
Capacity:
42,060 1
Architect:
HOK
Owner:
City of Cincinnati and Hamilton County
Construction Budget:
$297 million
Land Costs:
$10 million
Construction Costs:
$280 million
Soft Costs:
s30
million
Other Costs:
N/A
Total Project Costs:
$320 million
Public Financing:
$280 million (1/2 penny increase in Hamilton
County sales tax)
Private Financing:
$30 million
Lease:
35 Years
Cincinnati, OH
42
Nationals Ballpark
ashington D.C.
Tenant:
Washington Nationals
Opening:
2008
Construction Began:
2006
Open air
Capacity:
41,000
Architect:
Undetermined
Owner:
D.C. Sports Commission
Construction Budget:
s300.7 million
Land Costs:
$65 million
Construction Costs:
$ 00.7 million
Soft Costs:
N/A
Other Costs:
$69.5 million
TotalProject Costs:
$435.2 million
Public Financing:
100% (District is seeking private financing of at
least 50%) Gross receipts tax on large business,
in -stadium tax on concessions, tickets,
merchandise and team rent
Private Financing:
To be determined
Lease:
30 Years
43