97-493_S��s�� i� i"� q
5 / � ' � � Council FiLe # 1 `' �
Green Sheet #` -���u-F_-r—+-
RESOLUTION
F SAINT PAUL, MINNESOTA
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Presented By
Referred To
Committee: Date
VVAEREAS, a group of Minnesota investors have submitted an application for an NHI. expansion team for
consideration by the National Hockey League Board of Governor's on 7anuary 13, 1997.
WHEREAS, the City Council has indicated that professional hockey is an economic and community
enhancement to the City of Saint Paul and the larger metropolitan area, and
10 Wf�REAS, the City Council has determined that the 23 year-old Saint Paul Civic Center Arena is in need of
11 substantial renovation in order to maintain a competitive position in the marketplace, and
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13 WHEREAS, based on a recent visit, the NFII, Expansion Committee has indicated that Saint Paul has an
14 attractive and adequate media market as well as a financiaily solid investor's group, and
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WI�REAS, the NHL Expansion Committee has raised questions as to whether the $51 mitlion in
improvements previously outtined in the HOK Conceptual Design dated December 15, 1996 wilt be adequate
to bring the Arena up to NHI. standards, and have indicated they would not recommend placing an expansion
team in Saint Pau] in a renovated Arena, and
WfIEREAS, a new Arena would benefit the City and its citizens by providing the downtown with an Arena
which would become competitive with other state of the art arenas, would provide current tenants of the Civic
Center with an updated facility in which to bring their events and programs, would generate needed revenue
to attract an NHL team and wouid attract additional non-hockey events to downtown Saint Paul, and
WfIEREAS, a new Arena would provide the highest quality facilities for the Minnesota State High School
Toumaments which have a long tradition of playing in the Saint Paul Civic Center Arena, and would improve
the experience of the many thousands ofMnnesotans who attend the tournaments each year, and
WHEREAS, it has been estimated that a new first-class Arena, consistent in quality with other cunent arenas
recently constructed for use by NHI, teams and built on the site of the cunent Civic Center would cost
approximately $130 million which would include the following:
* Up to 650,000 squate feet
* A capacity of approximately 19,Q00 seats for hockey including 2,500 club seats and 750 to 1000 seats in
tuxury boxes ~
* A finished Arena club restaurant and bar
* Finished Team Retail Store and Team Offices
* Video scoreboard(s) with advertising panels
* Two new outdoor marquees
* Pinished locker rooms, training rooms and offices
* Finished concessions and novelty stands
* Landscaping
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* All necessary fi�ctures, fumiture and equipment
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WFiEREAS, the City will receive $65 million from the State of Minnesota and $35 million from the Team in
addition to the City's contribution of $30 million to the project budget for a new Arena, and now therefore be
it
RESOLVED, that the Council of the City of Saint Paul does hereby approve the attached Term Sheet for the
lease of the new arena to be constructed as part of the Saint Paul Civic Center; and be it
FURTF�R RESOLVED, that the appropriate officials of the City of Saint Paul are hereby authorized to enter
into, execute and deliver all necessary contracts, orders, agreements, indentures and documents of any kind to
carry out and put into place (1) the terms and conditions in said Term Sheet and its provisions, (2) the design
and construction of the new azena, (3) the financing tequirements for the said arena, and (4) all other matters
required to carry out the implementation of this project.
Requested by Department of:
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By:
By:
Appx
By:
Form Approved by City Attorney
By:
ed by Mayor for Submiasion to
1
Adopted by Council: Date � �'�
Adoption Certified by Council Secretary
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DEPARTAIEN�IOFFICFJCOUNpL DATE INRIATED q�_� q 3
Planning & Economic Development April 30, 1 �REEN SHEE
CONTACT PERSON & PHONE INRIAWATE INRIAIJDATE
O DEPARTMENT �IflECTOR � CITV COUNCIL
P3iIl Wheelock A���N OCIT'ATTORNEY OCT'GLERK
MUST BE ON CAUNqL AGENDA BY �DA7E) NUYBER FOfl O gUDGET DIPECTOR O FIN. & MGT. SERVICES �Ifl.
AOUTING
OBDER � MAYOR (OR ASSISTANn �
TOTAL # OF SIGNATURE PAGES (CLIP ALL LOCATIONS FOR SIGNA7URE)
ACiION REQUESTED:
Approving the Term Sheet for the lease of the new Aockey Arena to be constructed as part
of the SainC Paul Civic Center.
PECOMMENDATiONS: Appeove (a) or Aaject (R) pEqSONAL SERVICE CONTRACTS MUST ANSWER THE POILOWING �UESTIONS:
_ PL4NNING COMMISSION _ CIVIL SERVICE fAMMISSION 1. Has this parson/firm ever worked untler a contrac[ for this tlepartment?
_ CIB COMMITTEE _ YES 'NO
_ S7AFF 2. Has thi5 perso�rtn ever been a ciry employee?
— YES NO
_ DISTRICT CoURi _ 3. Does this person/firm possass a skill not normally possessetl by any current city employee?
SUPPORT$ WHICH CAUNCiL OBJECENE? YES NO
Explain all yes answers on separate aheet and attaeh to green sheet
INITIATING PROBLEM, ISSUE. OPPORTUNITY (Who, What, When, Whera.Why)�
ADVANTAGESIFAPPROVED:
DISADVANTAGES IFAPPROVED:
�ISADVANTAGES IF NOTAPPROVED�
TOTAL AMOUNT OF TRANSACTION $ COSi/REVENUE BUDGETED (CIRCLE ONE) YES NO
FUNDII7G SOURCE ACTIVITV NUMBER
PINANCIAL INFORMATION; (EXPLAIN)
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TERM SAEET
for the Lease of the
��•4�"
� .� �ASSrtvr�
�
NEW ST. PAUL CIVIC CENTER ARENA ("NEW ARENA")
I.
II.
OWNER'S AGENT wili be the Saint Paul Civic Center Authority ("Authority"), and
OWNER wi11 be the City of Saint Paul ("City"j.
TENANT will be the NHL expansion team to be owned by
("Team").
III. LEASED PREMISES will be the New Arena, including all furniture, fixtures and
equipment necessary for the playing of all NHL home regular season, playoff, All-5tar and
other NFTL-sanctioned home games and any NHL exhibition games played at the New
Arena ("NHL Games"), and any other azena events as contemplated below.
IV. TERM OF LEASE
The term of the Lease shall commence thirty days prior to the first NHL Game of the
regulaz NHL Season which follows the date of substantial completion of the New Arena
(the "Commencement Date" which is anticipated to be approximately September 1, 1999)
and will continue from that date for the later of twenty (20) years or the final maturity
stated date of the City Bonds, but not longer than 25 years (the "Lease Term"). The Team
will have the option to extend the Lease Term for two five (5) year periods. Any such
extension shall be a part of the Lease Term. The Team will lease the New Arena for the
purpose of playing ail of its NHL home Games and will not relocate the Team from the
Arena during the I.ease Term; provided, that the Team shall have the right after the first
ten years of the I,ease Term to terminate the lease by paying the City and the State an
amount required to discharge the outstanding City Bonds and State Bonds respectively,
(including any related premium or early retirement penalty associated with pre-payment).
Upon payment of said amount and payment of all other accrued liabilities under the Lease,
the Team may terminate the Lease.
350968.6
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V. ARENA REVENUES AND EXPENSES
A. Team Revenues. The Team will control and retain 100% of revenues derived from
all events at the New Arena (such events "Arena Events" and such revenues "Team
Arena Revenues"), except as otherwise provided in Paragraphs V-B and XI-J
hereof and except as provided with users of the New Arena, and 100% of the
revenues derived from other operations outside of the New Arena ("Team
Revenues"). Team Arena Revenues and Team Revenues include the foilowing:
1. sales of tickets for Arena Events
2. sales of tickets for club seats for Arena Events
3. sales of luxury suites for Arena Events
4. New Arena's shaze of all concession revenues and payments
5. all (permanent and temporary) advertising and ptomotional revenues
� (including naming rights, fixed signage, dasher boards, on-ice advertising,
video boazds) at the New Arena
6. merchandising revenues realiz� from sales at Arena Events and at all other
times at the Team's retail stores at the New Arena and elsewhere
7. publication revenues realized at Arena Events and at all other times at the
Team's retail stores at the New Arena and elsewhere
8. broadcast, merchandising and other revenues received by the Team from
the NHL
9. revenues from local broadcasts of Arena Events (e.g., local TV, cable and
radio)
10. all other revenues derived from operations of the New Arena and the
Team's business outside of the Arena
provided, that the City and the Authority make no representations or warranties
about the level of any such revenues; or the availability of any revenue sources
other than from the New Arena.
350968.6 2
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Team Arena Revenues and Team Revenues do not include the amounts to be received by
the City from the Team as described in paragraph B below, and any ta�ces of general applicability.
In addition, the City shall pay the Team a sum equal to (a) net parking revenues derived
from event parldng at the time of NHL Cmmes from the existing 173Q spaces in the Civic Center
Ramp and the 430 spaces in the Civic Center Exhibit Hall underground ramp, (b) net parking
revenues for event parking received by the City at the time of NHL Games derived from
appro7cimately 235 surface parldng spaces in the "Cleveland Circle" and `Seven Corners" surface
parldng lots, and (c) any net parldng revenues for event parking received by the City at the time
of NHL Games from surface parldng on parcels contiguous to the New Arena if and to the extent
actually owned or controlled by the City during the Lease Term. In the event the lots in clause
(b) become unavailable for event parldng during NHL Games due to sale of property, cancellation
of agreements with current property owners, or development on site(s), the City shall negotiate
in good faith to replace that parking availability and the resulting amounts the Team receives for
event parldng during NHL Games with other land available for surface parking contiguous to the
New Arena. The City and the Authority make no representations or warranties about the level
of any such revenues.
B. ity Arena Revenues. The Team shall pay the City (a) $385,000 per year in
consideration of the advertising revenue from the two replacements of the one
existing outdoor mazquee (as provided in Paragraph VII-A including the S% annual
escalation) regardless of actual advertising revenue received by the Team and (b)
the Ticket Surcharge imposed by the City as described in C below.
C. Team Arena Exg�nses. Except as expressly provided for in paragraph E hereof,
the Team will pay for: (1) 100% of the management, operation and maintenance
expenses incuned for Arena Events and otherwise in connection with the New
Arena, it being the intention of the parties that the I.ease be absolutely "net" to the
City and the Authority, except as expressly provided for in this Term Sheet (2) the
costs of capical repair and replacement as described in subparagraph (D) below,
and (3) any required collections of (a) generally appiicable sales taxes, (b) any
other state or city imposed taxes or assessments, and (c) a facility ticket surcharge
or other similar ta�c or fee imposed by the City or Authority (the "Ticket
Surcharge") not to excced $1 per ficket for Arena Events for the first five years of
the Z.ease Term, with cumulative increases in the Ticket Surcharge not to exceed
$.50 over each successive five year period thereafter, except as may be mutually
agreed to by the City and Team, provided that if the Ticket Surcharge dces not
raise at least $1,400,000 in any year of the Lease Term, then the City shall have
the right to increase the Ticket Surcharge for the following year to that amount
necessary to raise $1,400,000 per year (the "Emergency Increase"). The Team and
the City will keep each other advised during the year as to the estimated receipts
350968.6 3
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from the Ticket Surcharge and the City will provide the Team written notice of any
decision to inerease the Ticket Surchuge; provided further, that the City agrees not
to increase the Ticket Surcharge during the NHL Hockey season. The City will
agree to repeal any Emergency Increase in the Ticket Surcharge made under this
pazagraph when the City has reasonable assurances that the lower Ticket Surchazge
will generate at least $1,400,000 per year. The timing and mechanism far any
Emergency Increase shall be provided for in more detail in the Lease. The City
will use the increased portion (beyond the Emergency Increase) of the Ticket
Surcharge to provide direct or indirect benefit to the New Arena, [Wilkins
Auditorium, or Convenflon] Center.
D. Cani at_1 Repair� R�placements and Improvements. The Team shall manage,
operate and maintain all aspects of the New Arena consistent with comparable
NHL facilities, including making all capital repairs, replacements and
improvements as and when the Team and the City reasonably deem necessary, all
at the expense of the Team, except as expressly provided in paragraph E below,
and consistent with any requirements as set forth in the Lease to be negotiated in
good faith among the Team, City and Authority ("Lease"). The Team and the
Authority shail create a capital replacement repair and reserve fund ("Arena
Reserve Fund") and to be funded by the Team and spent according to the terms of
the I,ease. The moneys in the Arena Reserve Fund shall be the property of the
Team during the Lease Term; provided that moneys remaining in the Arena
Reserve Fund at the end of the I.ease Term shall be the property of the City. The
Team's annual contribution to the Arena Reserve Fund shall be (a) $250,000 for
the fourth and fifth years of the I.ease Term, (b) $500,000 in the sixth year, and
(c} commencing in the seventh and in each year thereafter an amount equal to
$500,000, to be escalated annually commencing in the seventh year at the rate of
inflation during the preceding year.
The contributions shall be payable by the Team at the beginning of the applicable
year of the Lease Term. To the extent the money in the Arena Reserve Fund is
insufficient, the Team shall have the obligation to pay for capital repairs and
replacements, except as expressly provided in paragraph E hereof.
E. �ii�Contribution to Repair and Replacement After City Bonds are Paid. When
the City Bonds are paid or defeased, the City shall continue to receive 100 % of the
Ticket Surcharge. The City agrees to provide matching funding (to be held in a
separate City account) for necessary capitai repairs and replacements in the
following manner:
350968.6 4
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(1) If the Ticket Surcharge has not been increased since the commencement of
the I.ease Term, the City shall make available during the calendaz year, on
a one-to-one matching basis with the expenditures made out of the Arena
Reserve Fund or otherwise by the Team during such year the full amount
of the Ticket Surcharge up to $1.4 million. These funds shall only be
available during the calendar year, and any unmatched and unspent funds
shall revert to the City for uses which provide direct or indirect benefit to
the New Arena, Convention Center, or Wilkins Auditorium.
(2) If the Ticket Surchazge has heen increased during the Lease Term, then the
City shall make available on a one-to-one matching basis with the
expenditures made out of the Arena Reserve Fund or otherwise by the
Team during such year, an amount equal to the $1.4 million inflated
annually beginning in the seventh year in an identical manner to the
escalation of the Team's contribution to the Arena Reserve Fund (the
"Escalated Contribution").
In no event shall the annual match by the City exceed the actual revenue derived
from the Ticket Surchazge.
In any event, notwithstanding the City's annual match under paragraph E hereof,
the Team remains responsible for the payment of and contracting for, in
accordance with law, ali necessary repairs and replacements to the New Arena.
R Zlaming�R'gh�s — City�pproval. The City has the right to reasonably approve
the recipient of the naming rights for the New Arena which rights shall be granted
for no longer than the I.ease Term.
VI. NEW ARENA COMMITMENTS:
The Authority and City believe that the New Arena is and will be on the Commencement
Date free of all contractual obligafions relating to New Arena operations with third parties,
which include advertising and concessions, other than contractual scheduling commitments
for certain events and the existing agreement with Ticket Master Minnesota dated
13ovember 5, 1995. The Team has the right to select and contract with all parties
providing products or services for the New Arena (including the concessionaire), to
deternune product selecfion and the service to be provided by such contracting parties, and
to receive all revenues and payments from such parties. The Team shall also have the
opportunity to participate in the selection process for the parldng lot operator at set renewal
periods. The City and the Authority will work with the Team to facilitate the Team's
350968.6 5
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financial and operational interests in the parking available for NHL Games at the ramps
and lots described in Pazagraph V-A hereof.
VII. ADVERTI5ING
A. The Team shall have the exclusive right to sell and control the advertising on the
outdoor mazquees (referred to in Paragraph V-B above). In considera6on thereof,
the Team shall pay to the Authority or the City $385,000 annually, beginning on
the Commencement Date, with an escalation of 5% annually thereafter beginning
in the second year of the Lease Term. This obiigation shati be due and owing by
the Team regardiess of the amount of such advertising revenue.
B. The Team shall have the exclusive right to sell and control all other advertising and
promotion rights for the New Arena and retain all revenues received from such
sales. The Team shali use its best efforts to promote attendance at events in the
New Arena. Additionally, the Team shall use its best efforts to coordinate
activities in the New Arena with activities in the Civic Center complex.
C. This Term Sheet and the Izase shali not affect the rights of the City and Authority
with respect to advertising in other areas of the St. Paul Civic Center Complex
(e.g., Wilkins Auditorium or new Convention Center).
VIII. NEW ARENA DESIGN AND CONSTRUCTION
A. Subject to the passage of legislation granting an exemption from competitive
bidding and construction materials and supplies from sales tax, the Team will
contract for the design and construction of the New Arena. Immediately upon the
award of an NHL franchise if it occurs prior to July 11, 1997, the Team shall
commence the design and construction of the New Arena in Saint Paul, and such
construction shall be substantially completed by September 1, 1999. Subject to
ciause (B) below, the New Arena shall be a first class facility consistent in quality
with other current arenas recently constructed for use by NHL teams, and is
expected to consist of the foliowing major design elements:
1. Up to 650,000 square feet.
2. A capacity of approximately 19,000 seats for hockey, including:
(a) approximately 2,500 club seats.
350968.6 6
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(b) approximately 750 to 1Q00 seats in luxury suites.
A finished club restaurantand bar.
4. Finished team retail stores and team offices.
5. Video scoreboard(s) with advertising panels.
6. Two or more new outdoor electronic marquees.
7. Finished locker rooms and related training rooms and offices.
8. Finished concessions and novelty stands.
9. Landscaping.
10. All necessary furniture, fixtures and equipment.
B. The Team, City and Authority shall mutually agree on the conceptual design for
the New Arena by July 1, 1997. There will be a design team that will include two
representatives from the City and one representative from the Authority in addition
to representatives from Team. If no agreement is reached theTeam shall have the
right to make final design decisions, which the Team agrees to make on a rimely
basis. No material changes may be made by the Team in the conceptual design
without the approval of the City, except as required by the project budget of
approximately $130,000,000. In such event, the City, Authority and Team shall
agree to value engineer the New Arena project on a timely basis to reduce its costs.
If no agreement on the value engineering can be reached, the Team shall have the
right to make final design decisions subject to the spirit of the Conceptual Design
and project budget constraints.
C. Contingent on receiving the funds from the State and City under the Plan of
Finance, the Team shall bear all the costs of the New Arena, including design,
construction, finance, cost overruns and demolition of existing Arena. The City
shall bear the costs of site acquisition or off-site infrastructure improvements. The
City and the Team agree to consider alternate construction methods which may
reduce project costs and expedite project schedule. The City agrees to coordinate
and help expedite all permits needed for the construction of the New Arena.
350968.6 �
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IX. PLAN OF FINANCE:
A. The New Arena shall be financed through the following funds: (1) $65 million
from the State of Minnesota (the "State Bonds"), (2) $35 million from the Team,
and (3) $30 million from the City (the "City Bonds") plus the cost of land and off-
site infrastructure from the City.
B. The Team's commitment of $35 million must be available in a form and made by
a date reasonably acceptable to the City and State. The City and State's
commitments must be available in a form and on a date reasonably acceptable to
the Team in order to let necessary project contracts.
X. CAARITABLE CONTRIBUTIONS:
The Team, or its charitable foundation, will on the Commencement Date and annually
thereafter make annual contributions to existing local organizations that promote youth
programs in Minnesota, such as the Mariucci Inner City Youth Hockey and Minnesota
Amateur Hockey Association (MAHA).
XI. MISCELLANEOUS:
A. Upon the grant of an NHL franchise to the Team, the pazties shall commence
negotiations of a definitive I.ease agreement based on this Term Sheet ("Lease").
If a definitive Lease has not been executed by March 15, 1998, any outstanding
issues (except failure of the parties to agree pursuant to Sections XI-H and VIII-B)
shall be submitted to binding arbitration by a panel of three independent persons
familiar with the operations and economics of sports facilities or municipal
operations and finance. One panelist shall be chosen by the Team. The second
panelist shali be chosen by the City, and the third panelist shall be chosen by the
other two panelists. Such panel shall have the right to make a decision solely on
the issue or issues in dispute but shall not have the power to alter the terms agreed
upon by the pazties herein or hear or determine any dispute over (i) the terms or
conditions which may be agreed to in the future in the negotiations over the Lease,
or (ii) the failure of the parties to agree pursuant to Paragraph XI-HDt J�ZZB.
B. The Team will maintain its membership in good standing in the NHL throughout
the Lease Term.
C. The L,ease will contain such other terms and conditions (insurance, damage and
destruction, indemnification, financial statements, security, scheduling, force
majeure, events of default, remedies, miscellaneous, etc.) as are customary in the
industry, reasonahle, or otherwise agreed to by the City, Authority and Team.
350968.6
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Norivithstanding the foregoing, the Team shall agree to pay liquidated damages in
the event of a breach of its covenant (a) to operate exclusively at the New Arena
during the first ten years of the I.ease Term as provided in Paragraph IV hereof,
or (b) after the first ten years of the Lease Term, to pay the Ciry and State the
amounts specified in Paragnph IV hereof in the event it relocates the Team, in an
amount equal to: (x) the unpaid principal balance of the outstanding City Bonds
and State Bonds (including any related premium or early retirement penalty
associated with prepayment), (y) the amount of money expended by the City and
the Authority for construction cost overruns, land acquisition, off-site
infrastructure, demolition and other actual out of pocket costs incurred by the City
and the Authority in connection with the New Arena, and (z} interest from the date
of expenditure of the amounts identified in clause (y) at a rate of interest of seven
percent per annum. Additionally, disputes between the parties under the L,ease will
be venued exclusively in Ramsey County, Minnesota.
D. No term of the I.ease shall impair the tax exempt status of outstanding bonds issued
with respect to the Civic Center Compiex, and if any term herein should have that
effect, it shall be deemed modified to the extent required to eliminate such effect.
E. If all or a portion of the City Bonds or State Bonds are issued as tax exempt bonds,
the Team and the City shail make such reasonable modifications to the Term Sheet
as are appropriate to facilitate and not impair such exemption.
F. The Team and the City agree that the provisions of this Term Sheet are suhject to
all federal, state and local laws, rules, regulations or ordinances.
G. A binding letter of intent in substantially the form attached hereto as Exhibit A
shall be prompdy executed by the City, Authority and Team.
H. The Team and the City shall collaborate in good faith on the design, construction,
finance and operation of a new practice facility or the necessary improvements to
an existing facility to be converted into a practice facility for the Team containing
the necessary facilities for an NHL practice facility which shall be open for use by
the public when not being used by the Team. Nothing herein shall be construed
as a guarantee of City financial assistance for the practice facitity.
I. The Team shail make the New Arena available for lease to the Minnesota State
High School League (MSHSL) in order that the MSHSL shall be able to continue
to conduct state high school tournaments as they have been conducted in the past,
including girls voliey ball, girls danceline, boys wrestling, boys hockey and boys
basketball. The MSASL shall be able to conduct the tournaments and receive the
350968.6 4
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same revenue streams, and subject to agreement, any new revenue streams, and
pay the types of expenses in the same categories that are currenfly in effect.
J. The Team shall make the New Arena available, subject to scheduling of other
events, to the City or iu designee for presentation of up to five (5) events per year
(the "City Events"). Such events shall be of "community or non-commercial
nature" and neither the City nor its designee shall be required to pay rent to the
Team for use of the New Arena for said event(s). However, the City or its
designee shall be required to reimburse the Team for all applicable out-of-pocket
expenses, incurred in connection with the event(s). The City shall be entided to
50 percent of any Arena Revenues derived from the City Events.
350968.6 10
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EXHIBIT A
BINDING LETTER OF INTENT
This Binding Letter of Intent is entered into this day of _, 1997, by and among
the City of St. Paul, Minnesota ("City"), St. Paul Civic Center Authority ("Authority"), and
, a Minnesota limited partnership ("Team') (coilectively "the
Parties").
The City, Authority, and Team agree to the terms in the attached Term Sheet for St. Paul
Civic Center Arena dated May _, 1997 (the "Term SheeY') and agree that the terms set forth in
the Term Sheet will be incorporated into a definitive lease agreement ("Lease") among the Parties.
The City, Authority, and Team agree that the Term Sheet reflects the basic business deal among
the parties, and is intended to be binding on the Parties, their respective assigns and successors
and that they will in good faith negotiate the terms of the Lease consistent with the terms set forth
in the Term Sheet.
The City, Authority, and Team each represent that the execution and delivery of this
Binding I.etter of Intent and the Term Sheet and the performance and observance of the terms of
this Binding Letter of Intent and the Term Sheet have been duly authorized by all necessary action
on the part of the City, Authority, and Team respectively.
This Binding I.etter of Intent shali automatically terminate and be of no effect if: (a) the
5tate of Minnesota does not enact legislation by May 26, 1997 to provide or commit to provide
the state funding contemplated by Section IXA of the Term Sheet and to provide sufficient legal
authority for the issuance of the City Bonds, or (b) the National Eiockey League does not grant
an expansion franchise to the Team during its next round of expansion or approve this Term Sheet
on or before July 11, 1997, or (c) the Team's contribution contemplated by Section IX(A) shall
not be available at the time and in the form required by the City as provided in Paragraph IX-B.
350968,6
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The Parties hereby execute this Binding L,etter of Intent as of the date first written above.
CITY OF ST. PAUL, MINNESOTA
By:
Title: Mayor
By:
Approved as to Form: Tifle: Director, Office of Financial Services
City Attorney By:
Title: Director of Planning and Economic
Development
ST. PAUL CIVIC CENTER AUTHORITY
By:
Title: Chair
B
Title: Executive Director
/��Jl�f�l���
PARTNERSHIP
By: , a Minnesota
limited liability company, its general partner
Title: Robert O. Naegele, 7r.
Managing Member
350968.6
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Q�1-�t`��
CITY OF SAINT PAUL
Norm Coleman, Mayor
3A0 Ciry Hall
IS West Ke(logg Boulevard
Saint Paul, MN 55102
Telephone: 672-2668510
Facsimi[e: 612-266-8513
May 6, 1997
Councii President David Thune
Members ofthe CiTy Council
Third Floor
15 West Kellogg Boulevard
Saint Paul, Minnesota 55102
Dear Council President Thune and Members of the City Council:
T am sending you information on the City financing for the proposal to replace the existing Civic
Center Arena with a new arena designed for NHI, use. As proposed by the term sheet, the City
will be responsible for $30 million of the $130 million needed to build the new arena.
Three principal sources for financing the City's share have been identified:
The Civic Center's share of the half cent sales tax
A facility ticket surchazge
Advertising revenue from outdoor mazquees
Discussions with bond counsel are ongoing regarding the ta�c exempt or taxable character of any
bonds issued to finance the City's $30 million. For now we are assuming that tax exempt bonds
can be issued and financed with the half cent sales tax revenue. But neither the facility ticket
surcharge nor the outdoor marquee revenue can be used to finance tax exempt bonds and,
therefore, a bond issue supported by those revenues will be taxable. We have asked counsel to
continue to research options for making those bonds also tax exempt.
The attachments, using two different bond types (capital appreciation and coupon bonds) and
assuming that there would be both a tax exempt and taxable issue, show that the $30 million
needed for the City's participation in the azena project can be raised from these three sources.
Both also assume a G.O. pledge. I am recommending the capital appreciation 6ond as the least
expensive to the City.
For the half cent sales tax revenue stream we have assumed an annual growth rate of 3 percent.
The ticket surcharge revenue sh is held constant at $1,400,000, however, the term sheet does
provide optlons for increasing the amount over the life of the lease. The $385,000 from the
marquee advertising is inflated annualiy by 5 percent as provided in the term sheet.
I will be pleased to respond to questions at the Council meeting on Wednesday, or, if you have
questions priar to the meeting, please call me at 266-8553.
incerely,
e Reid
Director, Office of Financial Services
�
�'1 —t-1`t�
Dated June 1. 199?
Mature Novembet i
Doilar
Price
1
1989
2009 84.192
2001 79,713
20�2 75.325
2003 71.041
2004 66.870
2005 62.822
2008 58.905
2007 55.124
2008 51.487
2009 47.996
2010 44.655
2411 41.467
2412 38.720
2013 36.405
2014 34.236
2015 32.192
2pt6 30.271
2017 27.906
2018 26215
2a19 24.626
2Q20 23.134
2021 21.732
2022 20.415
Bond Years
Average MBt.
TIC
88,402
203,268
30t,300
394,278
474,777
549,693
612.812
669,757
T15,669
735,937
788,169
812,753
asa,a�s
859,252
B81.577
898,157
91d,184
906,945
914,904
819,781
451,113
0
Q
0
212,012.03
15.2d
62811%
City of Saini Paul, Minnesuta
Ganetai Otrltgatfon Civlc Center Compiax Bands
Capttai Appreefatfon Bonds
"AA+" �iated . No Insurance
Tax Exempt fssus
5.10°l0
5.20%
5.30°h
5.40%
S.SD%
5.609'0
5.70%
5.80%
5.90%
6.00°h
8.10%
6.20°h
6.2596
6.259b
6.25%
6.25%
6.25%
5.35%
6.35°k
6.35%
6.35%
6.35'K
6.35%
Interest
�8,588
51,732
98,700
160,722
235,223
325,308
427,388
545,243
674,331
819,063
976,839
1,147,247
1.32Q,584
1,50p,748
1,693,d23
1,891,843
2,105,816
2,343.055
2,575,Q97
2,875,218
7,498,887
�
fl
0
0
105,D00
255,000
4Q0,000
555,OOQ
710,OQ0
875,000
1.440.�00
1,215,000
1,39a,000
i,575,000
1,765,000
1,960,Q00
2,155,OQ0
2,360,QOU
2,575,008
2,�90,000
3,fl20,000
3,25Q,000
3,490,000
3,735,Otl0
'i,950,000
0
0
0
105.346
256,107
404,413
554,13i
712,530
875,992
1.039,917
9,215,301
1,392,310
1.576,1t1
1,764,043
i,9B0,206
2,155,632
2,361,594
2.573,77&
2,�92,953
3,Q2�,146
3,251,092
3,487,010
3,734,342
3,983,936
4,247,483
4,515,973
Project Costs
Gapitatized I�teres#
Reserve Surety
Bond Insurance
Costs of 4ssuance
Undenvritefs Disco�ni
TotalBond issue
0
0
0
0
0
0
0
0
0
Q
0
0
0
0
0
0
4
0
0
0
0
0
0
0
0
0
0
Bond
Opuon H-1
2i Year Repaymenf
Q
0
105,346
256,107
400,413
554,131
712,530
875,992
1,039,91?
1,215,301
1,392,310
1,576,711
1,764,�43
1,980,206
2,155,632
2.361,584
2,573,776
2,792,9$3
3,020,146
3.251,092
3,487,010
3,734,342
3,983,938
4,247,483
4,515,973
1
0
Q
0
73,324
0
0
0
348
1,l07
413
2,530
992
301
2,310
1,719
206
632
1,584
2,483
146
1,092
2,033,936
4,247,483
4,515,973
pf@o�!@d h;: Gp,':,^,^ tiitvipo�aied'(�l6191)
Dated June 1, 1997
Mature November 1
2000 79.312
20�1 73.794
2002 68.528
2003 63.Si5
2004 58.756
2005 54.248
2006 49.9Q0
2Q07 46.209
2008 42.673
2008 39.370
2010 36.287
2071 33.414
2012 30.738
2013 28250
2�14 25.938
20i5 24.004
20i6 22.215
2017 20.159
2098 t8.638
2018 17.232
2020 15.932
2021 14.730
2022 13.618
8ond Years
Average Mat.
TiC
1,415,718
1.328,292
�,zso,ssc
1.171,852
1,085,799
1.025.287
957,309
898,917
838,524
787,4D0
734.812
686,858
642,424
600,313
560,261
528,088
497,6i6
459,625
433,334
409,26d
3&5,554
0
0
0
184,991.55
11,07
7.8215%
Cliy of Saint Paul, Mlnnesota
Genenl Ohtigation Civ(c Center Complex Bonds
Capitat Appreciatlon 8cnds
"AA+^ (�ted - No fnsutance
Taxable inierest Rates
6.90%
7.00°.6
7.10°k
7.20%
7.30�h
7.b0%
�.50°h
7.55%
�.sa�
7.65%
7.70%
7.75°k
7.80%
7.85%
7.90%
7.9096
7.90°.G
8.0096
8.00%
8.00%
8.00°k
8.00%
8.00%
369,281
471,708
574,364
673,148
769,201
86q,713
957,682
1,044,083
1,126,476
�,z�s,soo
1,290,188
1.368,342
1,447,576
1,524,688
1,589,738
1,671,912
1.742,384
1,820,37S
1.89t,667
1.965,74Q
2,034,446
0
0
Q
0
0
7,785.000
1,800,000
1.825,000
1,845,Q00
1,8&5.000
1,890.000
1,9'15,000
1,841,OOQ
1,965,000
2,000,000
2,025,�00
2,055,000
2,090,000
2,125,000
2.160,000
2,200,04D
2,240.000
2,280.000
2,325.Q00
2,375,000
2,42D,000
Q
0
0
0
0
0
0
0
0
0
0
0
0
0
0
Q
0
0
a
0
0
0
a
0
0
0
0
0
0
1,785.000
7,804,250
9,824,463
1,845,686
1,867,970
t,891,368
1,915,937
t.941,734
t,968,82Q
1.997,261
2,027,124
2,058,481
2,091,405
2.125.975
2,i62,274
2200,387
z,zao,aa�
2,282,427
2,326,548
2,372,876
2.421.520
2,472,596
2,526.225
�lized lnterest
ve Suraty
Insurance
of Issuance
writer's piscount
� � - ���
Optfon i-1
21 Yea� Repayment
0
0
0
7,785,D00
1,804,250
1,824,463
1,845,686
1,867,970
1,891,368
1,915,937
T.941,734
1,968.820
1,997,2&1
2,027,124
2,058,481
2,091,405
2,125,975
2,162274
2,200,387
2,2ao,ao�
2,282.427
2,326.548
2,372,876
2,421,520
2,472,596
2,526,225
0
0
0
65.859
0
0
0
4,250
686
2,970
1,368
937
734
3,820
{2,739,'
2.124
3,481
9.4U5
975
2.27d
387
407
2,427
1.548
{2.124;
1,520
2,472,596
2.526,225
Prepared by. Springsted incorporatetl (5ISI97)
City ot Salnt Paul, Minnesota
�� Generat Obligation Civic Center Complex 6onds
Tax Exempt Current Coupon Bonds
Portion $uppoRed 8y Saks Tax
Datsd June 1,1997
Maturg November 1
2001
2008
2011
2012
2013
2014
2021
70,000
250,000
450,000
660.ODU
885,D00
1,'140,000
1,405,000
1,70Q,000
2,810,000
2,350,OOd
2,715,000
3,105,000
3,530,000
��
4.65%
4.75°�
4.85°h
4.95°h
4.95°h
5.00%
5.10%
520%
5.25°h
5.35%
5.45°h
5.50°�
s.ss�io
S.6U°.6
5.60%
5.65°k
5.85°!0
5.70°h
5.70°h
5.70%
5.70°h
5.70%
5.70%
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
�,�a2,a�s
1,142,475
1,138.835
1,125,710
1,101,635
1,065,665
�,o�e,aaa
953,170
874,430
779,290
e&5,725
532,950
378,785
20l,210
0
0
0
Bond Years
Average Maturiry
Net Intarest Rate
384,885.00
18.88
5_67%
1,142,475
1,142,475
1,142,475 ''
1,142,475
1,142,475
1,142,475
1,142,475
7,142,475
�,�az,a�s
1,212,475
'I ,388,$35
�,s�s,�tio
1,761,635
1,860,665
2,15B,44Q
2,358,170
2,574,480
2,789,290
3,015,7Z5
3,247,950
3,483,195
3,731,210
0
0
0
0.��.,.,,w �,.. C...:....ae.11nwn..�..rMeAIFIC.IC'll
r�vNvwu vJ. upmyow� �uw��...�o.c.. �..w..�. �
Net Saies
0
4
0
105,346
256,107
400,413
554.131
712,530
875,992
1,039,917
1,215,3�1
1,392,310
1,576,711
l ,784,043
1,960,206
2,155,632
2,361,594
2,573,776
2,792,983
3,024,146
3,251.U92
3,487,010
3,734,342
3,983,936
4,247,483
4,555,973
Projed Costs
CapRa!'�zed Interest
Reserve Surety'
Bondtnsutante
Casts of fssuance
Undsrvvriter's D's�unt
��
�
�
1,142,475
1,142,475
1,037,129
886,366
�az,oe2
588,344
d29,945
268,483
102,558
0
0
a
13,285,600
6,813,870
30,420
0
69,310
�j� - �`1�
Option M
20 Year Repayment
1,142,475 I,
1.142.475 �
1,142,475 ',
1.�42,475
1,142,475
1,142,4�5
1,142,475
1,142,475
1,142,475
1,215,301
1,392,310
1,578,711
1,764,d43
1,960206
2,155,632
2,369,594
2,573,776
2.782.883
3,020,146
3,251,092
3,487,010
3.734,342
3,983,936
4,247>483
4,515.973
0
0
0
0
0
0
0
4
0
0
2,828
3,475
1,001
2,408
(459)
3,424
3,fi93
4,421
3,142
3,815
3,132
3,983,936
4,247,483
4,515,973
.- Ciry of Saint Paul, Minnesota
Generat obligation Civic Center Complex Bonds
Taxable Current Coupon Bonds
PoRlon Supported by Admiasiona & Marquee
Dated June 1, 1997
Mafure November �
��-y�3
opNon N
22 Year Rapayment
Tatal
R
2001
20Q9
207Q
201i
2012
2013
2014
2015
2016
2017
2018
2019
2020
202i
220,OQ0
255,000
290,000
335,000
380,000
430,000
485,000
545,000
670,DD0
685,000
765,D00
850,000
950,000
1,655,OOd
1,170,000
1,300.0�
i,440,000
1,590,000
l,755,OOQ
1,940,000
2,140,000
1.500,000
0
8.65%
6.75°h
6.85°/a
6.90°k
5.95%
7.00%
7.7056
7.209'0
7.30%
7,35%
7.45%
7.50%
7.55%
7.6095
7.65°�
7.65%
7.55°h
7.75%
7.75Yo
7.75°k
7.75%
7.75%
7.75%
7.75%
6fi1,39Q
1,563,335
'1,563,335
1,553,335
1,546.705
1,531,493
1,b1 f,628
1,488,513
1,4fi2,103
1.432.003
1,347,568
1,358,328
1.3t3,798
1,263,450
1,206,458
1,142,748
1,070,983
990.803
901,298
801,848
fi91,888
568,463
432,450
282,100
t 18,250
D
Bond Years
Average Malurity
Net trtterest Rafe
364,785.83
17.63
7.66°/n
1,5B3,335 I
7,563,335 ,
1,783,335 !,
1,803,705
1,821.493
1,846,628
1,868,513
1,892,iO3
1.9i7.003
1.942,568
1,968,328
1,998,798
2,028,450
2,Q56,458
2082.708
2,i25,983
2,160,803
2,201,298
2.241,848
2,281,688
2,323,463
2,372.450
2,422,100
1,616,250
0
J..J I � �n1 IClClH'fl
riePai6Q `vy. apiingmeu mw�Nuia�vu �o�oea� �
0
0
�,785,000
1,804,250
1,824,463
7,845,686
'f ,867,970
1,89l.3&8
1,815,937
1,941.734
1,968,820
1,997,251
2,027,'1Z4
2,�58,481
2,091,405
2,725,975
2,1fi2.274
2,2D0,387
2,240,407
2,2&2,427
2,326.548
2.372,876
2,421,520
2,Q72,596
2.526,225
ilixed inteTest
ve Sufeiy
Insurance
o(Issuance
writer's Discount
1,563,335
1,563,335
3,7T8,064
D
a
73,490
1,563,335 I
1,563,335
t,785,QOQ �i
1,804,250 ',
1.824,483
1,$45,686
t ,R67.870
1,891,368
i ,9i 5,937
1,941,734
1,968,82(1
1.997,261
2,027,124
2,058,481
2,081.405
2,125,975
2,162,274
2,200.367
2,240.407
2,282,427
2,326,548
2,372,876
2,421.520
2.472,546
2,528,225
i ,665
545
2.87Q
�� ,a�)
($�)
493
ty.$�)
(9 ,326j
2,623
{1,303)
($)
i,471
(� ��
740
3,086
426
(580)
856,346
2,526,225
From: Greg Blees _
Tos Council-21, joec � ; � � ��
Date: 5/7/97 3:35pm /�
Subject: NHL NEW ARENA - Financing Plan ,iC�:J
Councilmembers, `�,� ' ',
Sorry for this late distribution of complicated information, but here is my
conceptual understanding as to how the City's $30,000,000 share of a
$130,000,000 New Arena will be financed. The City would issue two bond
issues, and the debt service would be financed as follows:
Tagable G.O. Bonds nill provide about 816.360,000.
Paqe i displays:
$1 Ticket Surcharqe would generate about $1,400,000 (about half from
Aockey) for debt service.
Advertizing revenues should generate from $385,000 to $2,500,000 over the
next thirty years.
How the Arena Capital Repair Reserve might qenerate as much as $16 million,
and how excess revenue in the first ten years of a thirty year lease might
be as high as $16 million.
Paqe 2 displays:
Aow an inflating Ticket Surcharge might generate more money, but would also
require the City to contribute more to the Capital Repair Reserve Fund.
�ag-Egemot (i.0. Bonds w311 urovide about S13,64.000.
Page 3 displays the Budget Office's estimate for �& City Sales Tax and
related interest earnings:
Paga 4 displays current City Council policy for distributing sales tax
proceeds and related interest earnings at:
40$ to Civic Center debt service and construction,
50g to_Neighborhood projects, and
10� to Cultural projects.
Page 5 displays a rough approximation as to how one might appropriate more
of the interest earnings to finance the proposed debt service for a
$13,950,000 Taxable bond Issue.
CC: Admin.MAYBUD.reid, Planning.PED13.paw, Admin.MAYBU...
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DRAFI' S/02/97
TERM SHEET
for the I.ease of the
I.
II.
III.
�.
NEW ST. PAUL CIVIC CENTER ARENA
OWNER'S AGENT will be the Saint Pav1 Civic
OWNER will be the City of Saint Paul ("City").
���
Authority ("Authority"), and
T'ENANI' will be the NHI. eapansion team to owned by
("Team").
LEASED PREMISES will be the New ena, including all furniture, fixtures and
equipment necessary for the playing o all NHI, home regulaz season, playof� All-
Star and other NHlrsanctioned hom games and any NHL exhibition games played
at the New Arena ("NHL Games" and any other arena events as contemplated
below.
T'ERM OF LEASE
The term of the L.ease sh commence ttrirty days prior to �t►e first NHI. Game of
the regular NHI. Season w ch follows the date of substantial completion of the New
Arena (the "Comtnence ent Date" which is anticipated to be approximately
September 1, 1999) and ' continue from that date for the later of twenty (20) years
or the final maturity st ed date of the City Bonds, but not longer than 25 years (the
"L.ease Te�m"). The eam will have the option to elctend the Lease Term for two
five (5) yeaz periods Any such eartension shall be a part of the L.ease Term. The
Team will lease th New Arena for the purpose of playing all of its NHL home
Games and w
provided, that
Term fo termi
�ischarge the
+ �elated pre
payment of�
the Team n'iav
fl t relocate the Team from the Arena during the Lease Term;
th Team shall have the right after the first ten years of the Lease
� e the lease by paying the City and the State an amount required to
tstanding City Bonds and State Bonds respectively, (including any
m or early retirement penalty associated with pre-payment). Upon
t amount and payment of all other accrued liabilities under the I.ease,
terminate the Lease.
3509634
�
V. ARENA REVENUES AND EXPENSES
A. Team Revenues The Team will control and retain 100% of revenues derive
from all events at the New Arena (such events "Arena Events" and s
revenues'"Team Arena Revenues"), except as otherwise provided in Para aph
V-B hereof and �cept as provided with users of the New Arena, 100%
of the revenues derived from other o�rations outside of the N Arena
('Team Revenues"). Team Arena Revenues and Team Revenue mclude the
following:
1.
2.
3.
4.
sales of tickets for Arena Events
sales of tickets for club seats for Arena
sales of lwrury suites for Arena Events
New Arena's share of all concession �venues and payments
5. all (permanent and temporary) a ertising and promotional revenues
(including naming rights, d signage, dasher boards, on-ice
advertising, video boards) at e New Arena
GQ
7.
merchandising revenues r lized from sales at Arena Events and at all
other times at the T 's retail stores at the New Arena and
elsewhere
publication reven es realized at Arena Events and at all other times
at the Team's r ail stores at the New Arena and elsewhere
8. broadcast,
from the T,
/
�
10.
and oYher revenues received by the Team
from local broadcasts of Arena Events (e.g., local TV, cable
other revenues derived from operations of the New Arena and the
am's business outside af the Arena
p vided, that the City and the Authority make no representations or
arranties about the level of any such revenues; or the availability of any
revenue sources other than from the New Arena.
2
Team Arena Revenues and Team Revenues do not include the unts to be
received by the City from the Team as descn'bed in pazagraph B below, d any taJCes of
general applicab�lity.
In addition, #he G'ity shall pay the Team a sum equai to (a) et pazldng revenues
�deriyed #;om �vem pazking at the time of NHI, Games from�he _'_ g 1730 spaces in the
+�as�ic Center�tamp and the �330 spaces in 3he L�vic L�enter Exiub" Hall underground ramp,
(bj �et �arlflng�evenues #or event parking r�ceived bg3he �aty t the time �f I�THI. Games
�erived from approximately 235 surface parldng spaces fn'the eveland Circie"and `�even
�orners" surface �arking lots, at�d (c) any net �+arking ues for event parlang receivad
�y #he City ar#he�time of NHI. �rames �'rom �surfacc paz ' g on paioels contigucws to ihe
�iew .Arena if �nd �to #he erztent actna�ily nwned ni can olled �y the City during ihe i.ease
�' dn t3ie twent t�e �ots in clause (b) become una ble for went parking during �THL
+Games due io sale of property, cancellation nf agree ents with rutrent property owners, or
�Eievelopment.Dn site(s), the C4ty shall �egotiate m good faith to replace that parldng
availab�lity and Yhe resuiting amounts the 3'e receives #or event �azldng during NHL.
Games with other land available for surface par ' g conriguons to the New Arena. The City
and the Authority make no representation or warranries about the level of any such
revenues.
B. �City Arena Revenues.
consideration of the a�
existing outdoor marq
annual escalation) re
Team and (b) the T�
below. /
�Team shall pay the C5ty (a��385,Q00 per yeaz in
ismg revenue from the two repiacements of the one
(as provided in Paragraph VII-A including the 5%
less of actual advertising revenue received by the
Surcharge imposed by the City as described in C
C. Team Arena enses. Eaicept as expressly provided for in paragraph E
hereo� the Te will pay for: �(�) �UO°Ja.of the management, c�peration and
; maintenance nses incurred for Arena Bvents and otherwise in connection
with the Ne Arena, it being the intention of the parties that the Lease be
absolutely' et" to the City and the Authority, except as expressly provided for
in tbis Te Sheet (2) 3he costs=of �apitai repair and replacement as described
in subp agraph (D) below, and (3) any required collections of (aj generally
�appli le sales taxes, (b) any other state or tity imposed ta�ces or assessments,
;,and c) .a faeility xicket surcharge _or nther similaz tax or £ee imposed by the
Ci or Authority (the 'Ticket Surcharge") not to exceed $1 per ticket for
ena Events for the first five years of the Lease Term, with cumulative
' creases in the Ticket Surcharge not to exceed $.50 over each successive five
yeaz period thereafter, eascept as may be mutually agreed to by the City and
Team, prrnrided that if #he �'icket Surcharge does not raise at leasi $i,400,000
pn azry year of the i.ease Term, ihen the City shall have the right to.increase
3
+�e.�'idce�"�urc followmg year to�at �onnt necxssary raise
�1,-000,000 �er year �the 'Bmergency Increase"). The Team and City will
keep each other advised during the year as to the estimated rece' ts from the
Ticket Surchazge and the City will provide the Team writte notice of any
decision to increase the Ticket Surcharge; provided r, that the City
agrees not to increase the Ticket Surcharge during the Hockey season.
The City w71 agree to repeal any Emergency Increase ' e Ticket Surcharge
made under this pazagraph when the Ciry has reason le assurances that the
lower Ticket Surchazge w�11 generate��as� �1; per year. The timing
and mechanism for any Emergency Increase sh be provided for in more
detail in the I.ease. �e �ity �1 use the ' ased �portion �beyond the
�mergency Increase) -of #he�i'icket Surchaz �o provide direct =ar �ndirect
�enefit to the New Arena;�Vi7ldns Audito ' m, or Lonventio� Center.
D. Ca ital Re airs Re lacements and Im fovements. The Team shall manage,
operate and maintain all aspects f the New Arena consistent with
comparable NHL facilities, includin malflng all capital repairs, repiacements
and improvements as and when e Team and the City reasonably deem
necessary, all at the eapense of he Team, except as elcpressly provided in
paragraph E below, and cons' ent with any requirements as set forth in the
Lease to be negotiated in g d faith among the Team, City and Authority
("Lease"). The Team and e Authority shall create a capital replacement
�epair and reserve fund `Arena Reseive �nnd") and 1o:be funded by the
�eam and spent accor ' g to the terms of the Lease. ��'he moneys in the
�lrena Reserve Fund s be the properry of the Team. The Team's annual
contribution to the na Reserve Fund shall be (a) $250,000 for the fourth
and #ifth �ears of �..ease Term, (b) �500,000 in ihe sixth year, and (c)
commencing in th seventh and in each yeaz thereafter an amount equal to
�$500,000, to be � ted annually commencing in the seventh year at the rate
of inflation du ' g the preceding yeaz.
E.
The contribu ons shall be payable by the Team at the beginning of the
applicable az of the Lease Term. To the extent the money in the Arena
Reseive F nd is insufficient, the Team shall have the obligation to pay for
capitai r airs and replacements, except as eaLpressly provided in paragraph
E here .
n.the City Bonds are paid or defeased, the City shall continue. io receive
% of 3he Tickei Surcharge. The City agrees to provide matching funding
to be held in a separate City account) for necessary capital repairs and
replacements in the following manner:
0
(1) If the Ticket Surchazge has not been increased since the
commencement of the Lease Term, the CSty shall ake avazlable
during the calendar year, on a one-to-one matc ' basis with the
expenditures made out of the Arena Reserve Fund r otherwise by the
Team during such year the fiill amount of the T' et Surchazge up to
$1.4 million. These funds shall only be availa e during the calendaz
year, and any unmatched and unspent funds all revert to the City for
uses which provide direct or indirect b nefit to the New Arena,
Com+enrion Center, or Wilkins Auditori .
F.
(2) If the Ticket Surcharge has been ' reased during the Lease Term,
then the City shall make available a one-taone matching basis with
the expenditures made out of the ena Reserve Fund or otherwise by
the Team during such year, amount equal to the $1.4 million
inflated annually beginning ' e seventh year in an identical manner
to the escalation of the T 's wntribution to the Arena Reserve
Fund (the "Escalated Co 'bution").
In no event shall the a
derived from the Ticket
In any event, notw
hereof, the Team re
in accordance with
Arena.
by the City exceed the actual revenue
�Iding the Ciry's annual match under pazagraph E
s responsible for the payment of and contracting for,
all necessary repairs and replacements to the New
Naming Rights � City Approval. The City has the right to reasonably
approve the re pient of the naming rights for the New Arena which rights
shall be grante�for no longer than the L.ease Term.
VI. NEW .AR�NA
The Authority and City believe that the New Arena is and will be on the
Commencem t Date free of all contractual obligations relating to New Arena
operations th third parties, which include advertising and concessions, other than
contractual cheduling commitments for certain events and the existing agreement
with Tick Master Minnesota dated November 5, 1995. The Team has the right to
select an contract with all parties providing products or services for the New Arena
(inclu ' g the concessionaire), to determine product selection and the service to be
provi d by such wntracting parties, and to receive all revenues and payments from
such arties. The Team shall also have the opportunity to participate in the selection
�, S
process for the parldng lot operator at set renewal periods. The rty and the
Authority w71 work with the Team to facilitate the Team's financial d operational
interests in the parking available for NHL. Games at the ramps an ots descn�ed in
Pazagraph V A hereof.
VII. ADVERTISING
A The Team shall have the exclusive ri
the outdoor mazquees (referred to in
thereof, the Team shall pay to the ,
beginning on the Commencement I
thereafter beginning in the second y
shall be due and owing by the Te
advertising revenue. �
B. The Team shall have the
advertising and promotion i
received from such sales. '
attendance at events in the
best efforts to coordinate�
Civic Center complex. f
C. This Term Sheet
Authority with re
Center Complex
VIII. NEW ARENA
to sell d control the advertising on
agra V-B above). In consideration
ho ' or the City $385,000 annually,
:, 'th an escalation of 5% annually
of the Lease Term. This obligation
regardless of the amount of such
!'usive right to sell and control all other
for the New Arena and retain all revenues
Team shall use its best efforts to promote
Arena. Additionally, the Team shall use its
ies in the New Arena with activities in the
the Lease shall not affect the rights of the City and
t to advertising in other azeas of the St. Paul Civic
Willdns Auditorium or new Convention Center).
AND CONSTRUCTION
A. Immediately pon the award of an NHI. franchise if it occurs prior to July i l,
1997, the ty and Authority shall commence the design and construction of
the New ena in Saint Paul, and such construction shall be substantially
complet by September 1,1999. Subject to clause (B) below, the New Arena
shall b a first class facility consistent in quality with other current arenas
recen constructed for use by NHL Yeams, and is expected to consist of the
follo ' g major design elements:
1. f Up to 650,000 square feet.
A capacity of approximately 19,000 seats for hockey, including:
0
(a}
ro�
3.
4.
5.
6.
7.
8.
9.
approximately 2,500 club seats.
approximately 750 to 1000 seats in luxury suites.
A finished club restaurant and bar.
Finished team reta7 stores and team offices.
Video scoreboard(s) with advertising panels.
Two or more new outdoor electronic
Finished locker rooms and related
Finished concessions and novelty
Landscaping.
10. All necessary furniture,
rooms and offices.
and equipment.
B. The Team, City and Authority
for the New Arena by July 1,
have the right to make final
on a timely basis. No mate '
without the approval of T
of approximately $130,0 ,000
shall agree to value e' eer
c.
I�a
s ll mutually agree on the conceptual design
19 7. If no agreement is reached the G�ty shall
sign decisions, which the CSty agrees to make
changes may be made in the conceptual design
eam, except as required by the project budget
. In such event, the City, Authority and Team
the New Arena project on a timely basis to
reduce its costs. If n agreement on the value engineering can be reached,
the City shall have e right to make final design decisions, which the C7ry
agrees to make o a timely basis. The design and construction process shall
be a collaborat' process among the Team, City or Authority but the City
shall have the ght to make final design decisions. •
Contingent n receiving the funds from the State and Team under the Plan
of Finan , the City and Authority shall bear all the costs of the New Arena,
includin design, construction, finance, land acquisition and preparation,
demo ' on of the existing Arena, and cost overruns. The City and the Team
agre to consider altemate construction methods which may reduce project
cos� and expedite project schedule.
� the Team is granted an NHL Franchise by July 11, 1997, and if the New
Arena is not substantially completed for iu intended use by September 1,
7
�
i999, the City and Authority shall pay an amount to the Te as may be
mutually agreed upon with the intent of compensating the eam for net
income lost due to the delay.
IX. PLAN OF FINANCE:
A. The New Arena shall be financed through the foll ' g funds: (1) $65 million
from the State of Minnesota (the "State Bon "), (2) $35 m�lion from the�
Team, and (3) $30 million from the City (th "City Bonds") pius the cost of
land and off-site infrastructure from the C' .
B. The Team's commitment of $35 million t be available in a form and made
by a date reasonably acceptable to the ity and State in order to meet City
and State bonding commitments a d in order to let necessary project
contracts.
X. CHARTTABLE CONTRIBUTIONS:
The Team, or its charitable foun atian, will on the Commencement Date and
annually thereafter make annual ntributions to existing local organizations that
promote youth programs in ' esota, such as the Mariucci Inner City Youth
Hockey and Minnesota Amate Hockey Association (MAHA).
XI. MISCELLANEOUS:
A. Upon the grant of n NHL, franchise to the Team, the parties shall commence
negotiations of definitive Lease agreement based on this Term Sheet
("Lease"). If a efinitive Lease has not been executed by March 15, 1998, any
outstanding is es (except failure of the parties to agree pursuant to Section
XI-H) shall be submitted to binding arbitration by a panel of three
independe persons familiar with the operations and economics of sports
facilities municipal operations and finance. One panelist shall be chosen
by the T am. T'he second panelist shall be chosen by the City, and the third
panelis shall be chosen by the other two panelists. Such panel shall have the
right make a decision solely on the issue or issues in dispute but shall not
hav the power to alter the terms agreed upon by the parties herein or in the
ne otiations over the Lease.
B. �'he Team will maintain its membership in good standing in the NHI.
/throuFhout the Lease Term.
:
C. The I.ease will contain such other terms and conditions (insurance, age
and destruction, indemnification, financial statements, security, sc duling,
force majeure, events of default, remedies, miscellaneous, e.) as are
customary in the industry, reasonabie, or otherwise agreed to y the City,
Authoriry and Team. Notwithstanding the foregoing, the Te shall agree to
pay liquidated damages in ihe event of a breach of its cove t(a) to operate
exclusively at the New Arena during the first ten years o e Lease Term as
provided in Pazagraph IV hereo� or (b) after the first n years of the I.ease
Term, to pay the City and State the amommts specifie Pazagraph IV hereof
in the event it relocates the Team, in an amount qual to: (x) the unpaid
principal balance of the outstanding City Bonds d State Bonds (including
any related premium or early retirement
(y) the amount of money eapended
construction cost overruns, land acquisit
and other actual out of pocket costs inct
connection with the New Arena, and (z)
of the amounts identified in clause (y �
- per annum. Additionally, disputes tv�
be venued �clusively in Ramsey unt
;nal sociated with prepayment),
t City and the Authority for
i, ff-site infrastructure, demolition
d by the City and the Authority in
terest from the date of expenditure
a rate of interest of seven percent
;n the parties under the L.ease will
Minnesota.
D. No term of the Lease shall im� the ta�c exempt status of outstanding bonds
issued with respect to the C' 'c Center Complear, and if any term herein
should have that effect, it sh be deemed modified to the extent required to
eliminate such effec� �
E. If all or a portion of th City Bonds or State Bonds aze issued as talc exempt
bonds, the Team and e Ciry shall make such reasonable modifications to the
Term Sheet as aze propriate to facilitate and not impair such exemption.
F. The Team and�e City agree that the provisions of this Term Sheet aze
subject to all fe eral, state and local laws, rules, regulations or ordinances.
G.
�
A binding le er of intent in substantially the form attached hereto as Exhibit
A shall be omptly executed by the City, Authority and Team.
The Te and the City shall collaborate in good faith on the design,
cons tion, finance and operation of a new practice facility or the necessary
impr ements to an existing facility to be converted into a practice facility for
the eam containing the necessary facilities for an NHL, practice facility whic
sh be open for use by the public when not being used by the Team.
0
L The Team shall make the New Arena available for lease to
State High School L.eague (MSHSL) in order that the MSHS
to continue to conduct state high school tournaments as
conducted in the past, including girls volley ball, girls dance '
boys hockey and boys basketball. The MSHSL shall be le
tournaments and receive the same revenue streams, and bjec
any new revenue streams, and pay the types of ense
categories that aze currenfly in effect.
C/shall be able
�ey have been
boys wrestling,
to conduct the
t to agreement,
s in the same
J. The Team shall make the New Arena available, s ject to scheduling of other
events, to the City or its designee for presentari of up to five (5) events per
year. Such events shall be of "community o non-commerciai nature" and
neither the City nor its designee shall be re ed to pay rent to the Team for
use of the New Arena for said event(s). owever, the City or its designee
shall be required to reimburse the Te for all applicable out-of-pocket
expenses, incurred in connection with e event(s).
3509664
�
� u:
BINDING LETTER OF INTENT
This Binding I.etter of Intent is entered into this day of
among the City of St. Pa , ul, Minnesota ("G�t}�'), St Paul G�vic Center Au
and a Minnesota limited�
(collectively the Parties ).
The City, Authority, and Team agree to the terms in
Paul Civic Center Arena dated May _, 1997 (the 'Term
set forth in the Term Sheet will be incorporated into a de
among the Parties. T'he City, Authority, and Team agre
basic business deal among the parties, and is intende to
respective assigns and successors and that they will in ood
Lease consistent with the terms set forth in the Te Shef
1997, by and
"'Authority"),
ip ('"Team')
Term SheetforSt
Sh et") and agree that the terms
tive lease agreement ("I.ease")
that the Term Sheet reflects the
be binding on the Parties, their
faith negotiate the terms of the
The City, Authority, and Team each repr ent that the execution and delivery of this
Binding L.etter of Intent and the Term Sheet d the performance and observance of the
terms of this Binding I.etter of Intent and the erm Sheet have been duly authorized by all
necessary action on the part of the City, A hority, and Team respectively.
This Binding L.etter of Intent sh automatically terminate and be of no effect if: (a)
�e"-State of Tvlinnesota does not enact gislation by May 26; �997to�rovide ar commit to
q�rovide the;atate funding conten
sufficient legal authority for the
„i,eague �oes �ot grant :an �xp�
g�cpansion on or before duly li,
Secdon IX(A) shall not be ava�
�rovided in"�aragraph IX-B. �
d by Section IXA of the Term Sheet and to provide
ince of the City Bonds, or (b) t�e Nationai Hockey
n�'ranchise .to the Team �uring its aea�t .round of
7, or (c) #he Team's contnburion contemplated by
at.�e time �nd in the #orm iequired by ihe City as
3509634
The Parties hereby execute this Binding I.etter of Intent as of the
F1..�"''�7�
CITY OF ST. PAUL,
ST. P
Approved as to Form:
City Attorney
Title: Mayor
written
Title: Director, Offi,�e of Financial Services
Title:
of Planning and Economic
CIVIC CENTER AUT'HORITY
Chair
sy:
Title: Executive D'uector
, A LIMITED
PARTNERSHIP '
By: , a Minnesota
limited liability company, its general partner
By:
Title: Robert O. Naegele, Jr.
Managing Member
� 3504634
��
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Council File # q�— y,q 3
RESOLUTION
41NT PAUL, MINNESOTA
Presented By
Referred To
Green Sheet # ��
C1�7
Date
WHEREAS, a group of Mmnesota investors have submitted an applicati n for an I�� eapansion team for
consideration by the National Hockey League Boazd of Governor's o anuary 13, 1997.
WHEREAS, the City Council has indicated that professional hock is an economic and community
enhancement to the City of 5aint Paul and the lazger metropolit area, and
WHEREAS, the City Council has determined that the 23
substantial renovation in order to maintain a competitive
WHEREAS, based on a recent visit, the NHL Ex
attractive and adequate media market as well as a
l Saint Paul Civic Center Arena is in need of
in the marketplace, and
Committee has indicated that Saint Paul has an
aly solid investor's group, and
WHEREAS, the NHI. Expansion Committee h raised questions as to whether the $51 million in
improvements previously outlined in the HOK onceptual Design dated December 15, 1996 will be adequate
to bring the Arena up to NHL standards, and ave indicated they would not recommend placing an expansion
team in Saint Paui in a renovated Arena, an
WFIEREAS, a new Arena would bene8t e City and its citizens by providing the downtown with an Arena
which would become competitive with ther state of the art arenas, would provide current tenants of the Civic
Center with an updated facility in w' to bring their events and programs, would generate needed revenue
to amact an NHL team and would ract additional non-hockey events to downtown Saint Paul, and
VVFIEREAS, a new Arena �
Toumaments which haue a
the experience of the many
WHEREAS, it has been
recently constructed for
approximately $130 ' ]
* Up to 650,00 sq�
* A capacity app:
lusury bo s
�provide the highest quality facilities for the 1vTinnesota State High School
tradition of playing in the Saint Paul Civic Center Arena, and would improve
>ands of ivfinnesotans who attend the toumaments each year, and
mated that a new first-class Arena, consistent in quality with other current azenas
by NFIL teams and built on the site of the current Civic Center would cost
which would include the foilowing:
efeet
mately 19,000 seats for hockey including 2,500 club seats and 75 to 100 seats in
* A finish Arena club restaurant and bar
* Finish Team Retail Store and Team Offices
* Vd scoreboard(s) with advertising panels
* T new outdoor marquees
* 'shed locker rooms, training rooms and offices
* inished concessions and novelty stands
* Landscaping
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* All necessary fixtures, fumiture and equipment
WI�REAS, the City will receive $65 million from the State of M'innesota and $35 million from the Team in
addition to the City's contribution of $30 million to the project budget for a new Arena, and now therefore be
it
RESOLVED, that tbe Council of the City of Saint Paul does hereby approve the attached�erm Sheet for the
lease of the new arena to be const�ucted as part of the Saint Paul Civic Center, and be i�
FURTI�R RESOLVED, that the appropriate officials of the City of Saint Paul ar hereby authorized to enter
into, execute and deliver all necessary contracts, orders, agreements, indenture and documents of any kind to
carry out and put into place (1) the terms and conditions in said Tenn Sheet d its provisions, (2) the design
and construction of the new arena, (3) the financing requirements for the d arena, and (4) all other matters
required to carry out the implementation of this project.
Requested by Department of:
-:: �. . a.. .0 • �- - ••,.
� / �y� /.
Adoption C�'rtified by Council Secretary
By:
Approv d by Mayor: Date
By:
Form Approved by City Attorney
A ' _ �. '1
By:
Counc
Bye
-9T
�mission to
K ��
Adopted by Cqdncil: Date
_S��s�� i� i"� q
5 / � ' � � Council FiLe # 1 `' �
Green Sheet #` -���u-F_-r—+-
RESOLUTION
F SAINT PAUL, MINNESOTA
2
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Presented By
Referred To
Committee: Date
VVAEREAS, a group of Minnesota investors have submitted an application for an NHI. expansion team for
consideration by the National Hockey League Board of Governor's on 7anuary 13, 1997.
WHEREAS, the City Council has indicated that professional hockey is an economic and community
enhancement to the City of Saint Paul and the larger metropolitan area, and
10 Wf�REAS, the City Council has determined that the 23 year-old Saint Paul Civic Center Arena is in need of
11 substantial renovation in order to maintain a competitive position in the marketplace, and
12
13 WHEREAS, based on a recent visit, the NFII, Expansion Committee has indicated that Saint Paul has an
14 attractive and adequate media market as well as a financiaily solid investor's group, and
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WI�REAS, the NHL Expansion Committee has raised questions as to whether the $51 mitlion in
improvements previously outtined in the HOK Conceptual Design dated December 15, 1996 wilt be adequate
to bring the Arena up to NHI. standards, and have indicated they would not recommend placing an expansion
team in Saint Pau] in a renovated Arena, and
WfIEREAS, a new Arena would benefit the City and its citizens by providing the downtown with an Arena
which would become competitive with other state of the art arenas, would provide current tenants of the Civic
Center with an updated facility in which to bring their events and programs, would generate needed revenue
to attract an NHL team and wouid attract additional non-hockey events to downtown Saint Paul, and
WfIEREAS, a new Arena would provide the highest quality facilities for the Minnesota State High School
Toumaments which have a long tradition of playing in the Saint Paul Civic Center Arena, and would improve
the experience of the many thousands ofMnnesotans who attend the tournaments each year, and
WHEREAS, it has been estimated that a new first-class Arena, consistent in quality with other cunent arenas
recently constructed for use by NHI, teams and built on the site of the cunent Civic Center would cost
approximately $130 million which would include the following:
* Up to 650,000 squate feet
* A capacity of approximately 19,Q00 seats for hockey including 2,500 club seats and 750 to 1000 seats in
tuxury boxes ~
* A finished Arena club restaurant and bar
* Finished Team Retail Store and Team Offices
* Video scoreboard(s) with advertising panels
* Two new outdoor marquees
* Pinished locker rooms, training rooms and offices
* Finished concessions and novelty stands
* Landscaping
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* All necessary fi�ctures, fumiture and equipment
��-��3
WFiEREAS, the City will receive $65 million from the State of Minnesota and $35 million from the Team in
addition to the City's contribution of $30 million to the project budget for a new Arena, and now therefore be
it
RESOLVED, that the Council of the City of Saint Paul does hereby approve the attached Term Sheet for the
lease of the new arena to be constructed as part of the Saint Paul Civic Center; and be it
FURTF�R RESOLVED, that the appropriate officials of the City of Saint Paul are hereby authorized to enter
into, execute and deliver all necessary contracts, orders, agreements, indentures and documents of any kind to
carry out and put into place (1) the terms and conditions in said Term Sheet and its provisions, (2) the design
and construction of the new azena, (3) the financing tequirements for the said arena, and (4) all other matters
required to carry out the implementation of this project.
Requested by Department of:
-��.�. .�. �- - •t-+
By:
By:
Appx
By:
Form Approved by City Attorney
By:
ed by Mayor for Submiasion to
1
Adopted by Council: Date � �'�
Adoption Certified by Council Secretary
381��
DEPARTAIEN�IOFFICFJCOUNpL DATE INRIATED q�_� q 3
Planning & Economic Development April 30, 1 �REEN SHEE
CONTACT PERSON & PHONE INRIAWATE INRIAIJDATE
O DEPARTMENT �IflECTOR � CITV COUNCIL
P3iIl Wheelock A���N OCIT'ATTORNEY OCT'GLERK
MUST BE ON CAUNqL AGENDA BY �DA7E) NUYBER FOfl O gUDGET DIPECTOR O FIN. & MGT. SERVICES �Ifl.
AOUTING
OBDER � MAYOR (OR ASSISTANn �
TOTAL # OF SIGNATURE PAGES (CLIP ALL LOCATIONS FOR SIGNA7URE)
ACiION REQUESTED:
Approving the Term Sheet for the lease of the new Aockey Arena to be constructed as part
of the SainC Paul Civic Center.
PECOMMENDATiONS: Appeove (a) or Aaject (R) pEqSONAL SERVICE CONTRACTS MUST ANSWER THE POILOWING �UESTIONS:
_ PL4NNING COMMISSION _ CIVIL SERVICE fAMMISSION 1. Has this parson/firm ever worked untler a contrac[ for this tlepartment?
_ CIB COMMITTEE _ YES 'NO
_ S7AFF 2. Has thi5 perso�rtn ever been a ciry employee?
— YES NO
_ DISTRICT CoURi _ 3. Does this person/firm possass a skill not normally possessetl by any current city employee?
SUPPORT$ WHICH CAUNCiL OBJECENE? YES NO
Explain all yes answers on separate aheet and attaeh to green sheet
INITIATING PROBLEM, ISSUE. OPPORTUNITY (Who, What, When, Whera.Why)�
ADVANTAGESIFAPPROVED:
DISADVANTAGES IFAPPROVED:
�ISADVANTAGES IF NOTAPPROVED�
TOTAL AMOUNT OF TRANSACTION $ COSi/REVENUE BUDGETED (CIRCLE ONE) YES NO
FUNDII7G SOURCE ACTIVITV NUMBER
PINANCIAL INFORMATION; (EXPLAIN)
��-��
TERM SAEET
for the Lease of the
��•4�"
� .� �ASSrtvr�
�
NEW ST. PAUL CIVIC CENTER ARENA ("NEW ARENA")
I.
II.
OWNER'S AGENT wili be the Saint Paul Civic Center Authority ("Authority"), and
OWNER wi11 be the City of Saint Paul ("City"j.
TENANT will be the NHL expansion team to be owned by
("Team").
III. LEASED PREMISES will be the New Arena, including all furniture, fixtures and
equipment necessary for the playing of all NHL home regular season, playoff, All-5tar and
other NFTL-sanctioned home games and any NHL exhibition games played at the New
Arena ("NHL Games"), and any other azena events as contemplated below.
IV. TERM OF LEASE
The term of the Lease shall commence thirty days prior to the first NHL Game of the
regulaz NHL Season which follows the date of substantial completion of the New Arena
(the "Commencement Date" which is anticipated to be approximately September 1, 1999)
and will continue from that date for the later of twenty (20) years or the final maturity
stated date of the City Bonds, but not longer than 25 years (the "Lease Term"). The Team
will have the option to extend the Lease Term for two five (5) year periods. Any such
extension shall be a part of the Lease Term. The Team will lease the New Arena for the
purpose of playing ail of its NHL home Games and will not relocate the Team from the
Arena during the I.ease Term; provided, that the Team shall have the right after the first
ten years of the I,ease Term to terminate the lease by paying the City and the State an
amount required to discharge the outstanding City Bonds and State Bonds respectively,
(including any related premium or early retirement penalty associated with pre-payment).
Upon payment of said amount and payment of all other accrued liabilities under the Lease,
the Team may terminate the Lease.
350968.6
��,�9�
V. ARENA REVENUES AND EXPENSES
A. Team Revenues. The Team will control and retain 100% of revenues derived from
all events at the New Arena (such events "Arena Events" and such revenues "Team
Arena Revenues"), except as otherwise provided in Paragraphs V-B and XI-J
hereof and except as provided with users of the New Arena, and 100% of the
revenues derived from other operations outside of the New Arena ("Team
Revenues"). Team Arena Revenues and Team Revenues include the foilowing:
1. sales of tickets for Arena Events
2. sales of tickets for club seats for Arena Events
3. sales of luxury suites for Arena Events
4. New Arena's shaze of all concession revenues and payments
5. all (permanent and temporary) advertising and ptomotional revenues
� (including naming rights, fixed signage, dasher boards, on-ice advertising,
video boazds) at the New Arena
6. merchandising revenues realiz� from sales at Arena Events and at all other
times at the Team's retail stores at the New Arena and elsewhere
7. publication revenues realized at Arena Events and at all other times at the
Team's retail stores at the New Arena and elsewhere
8. broadcast, merchandising and other revenues received by the Team from
the NHL
9. revenues from local broadcasts of Arena Events (e.g., local TV, cable and
radio)
10. all other revenues derived from operations of the New Arena and the
Team's business outside of the Arena
provided, that the City and the Authority make no representations or warranties
about the level of any such revenues; or the availability of any revenue sources
other than from the New Arena.
350968.6 2
�� � ���
Team Arena Revenues and Team Revenues do not include the amounts to be received by
the City from the Team as described in paragraph B below, and any ta�ces of general applicability.
In addition, the City shall pay the Team a sum equal to (a) net parking revenues derived
from event parldng at the time of NHL Cmmes from the existing 173Q spaces in the Civic Center
Ramp and the 430 spaces in the Civic Center Exhibit Hall underground ramp, (b) net parking
revenues for event parking received by the City at the time of NHL Games derived from
appro7cimately 235 surface parldng spaces in the "Cleveland Circle" and `Seven Corners" surface
parldng lots, and (c) any net parldng revenues for event parking received by the City at the time
of NHL Games from surface parldng on parcels contiguous to the New Arena if and to the extent
actually owned or controlled by the City during the Lease Term. In the event the lots in clause
(b) become unavailable for event parldng during NHL Games due to sale of property, cancellation
of agreements with current property owners, or development on site(s), the City shall negotiate
in good faith to replace that parking availability and the resulting amounts the Team receives for
event parldng during NHL Games with other land available for surface parking contiguous to the
New Arena. The City and the Authority make no representations or warranties about the level
of any such revenues.
B. ity Arena Revenues. The Team shall pay the City (a) $385,000 per year in
consideration of the advertising revenue from the two replacements of the one
existing outdoor mazquee (as provided in Paragraph VII-A including the S% annual
escalation) regardless of actual advertising revenue received by the Team and (b)
the Ticket Surcharge imposed by the City as described in C below.
C. Team Arena Exg�nses. Except as expressly provided for in paragraph E hereof,
the Team will pay for: (1) 100% of the management, operation and maintenance
expenses incuned for Arena Events and otherwise in connection with the New
Arena, it being the intention of the parties that the I.ease be absolutely "net" to the
City and the Authority, except as expressly provided for in this Term Sheet (2) the
costs of capical repair and replacement as described in subparagraph (D) below,
and (3) any required collections of (a) generally appiicable sales taxes, (b) any
other state or city imposed taxes or assessments, and (c) a facility ticket surcharge
or other similar ta�c or fee imposed by the City or Authority (the "Ticket
Surcharge") not to excced $1 per ficket for Arena Events for the first five years of
the Z.ease Term, with cumulative increases in the Ticket Surcharge not to exceed
$.50 over each successive five year period thereafter, except as may be mutually
agreed to by the City and Team, provided that if the Ticket Surcharge dces not
raise at least $1,400,000 in any year of the Lease Term, then the City shall have
the right to increase the Ticket Surcharge for the following year to that amount
necessary to raise $1,400,000 per year (the "Emergency Increase"). The Team and
the City will keep each other advised during the year as to the estimated receipts
350968.6 3
�� ����
from the Ticket Surcharge and the City will provide the Team written notice of any
decision to inerease the Ticket Surchuge; provided further, that the City agrees not
to increase the Ticket Surcharge during the NHL Hockey season. The City will
agree to repeal any Emergency Increase in the Ticket Surcharge made under this
pazagraph when the City has reasonable assurances that the lower Ticket Surchazge
will generate at least $1,400,000 per year. The timing and mechanism far any
Emergency Increase shall be provided for in more detail in the Lease. The City
will use the increased portion (beyond the Emergency Increase) of the Ticket
Surcharge to provide direct or indirect benefit to the New Arena, [Wilkins
Auditorium, or Convenflon] Center.
D. Cani at_1 Repair� R�placements and Improvements. The Team shall manage,
operate and maintain all aspects of the New Arena consistent with comparable
NHL facilities, including making all capital repairs, replacements and
improvements as and when the Team and the City reasonably deem necessary, all
at the expense of the Team, except as expressly provided in paragraph E below,
and consistent with any requirements as set forth in the Lease to be negotiated in
good faith among the Team, City and Authority ("Lease"). The Team and the
Authority shail create a capital replacement repair and reserve fund ("Arena
Reserve Fund") and to be funded by the Team and spent according to the terms of
the I,ease. The moneys in the Arena Reserve Fund shall be the property of the
Team during the Lease Term; provided that moneys remaining in the Arena
Reserve Fund at the end of the I.ease Term shall be the property of the City. The
Team's annual contribution to the Arena Reserve Fund shall be (a) $250,000 for
the fourth and fifth years of the I.ease Term, (b) $500,000 in the sixth year, and
(c} commencing in the seventh and in each year thereafter an amount equal to
$500,000, to be escalated annually commencing in the seventh year at the rate of
inflation during the preceding year.
The contributions shall be payable by the Team at the beginning of the applicable
year of the Lease Term. To the extent the money in the Arena Reserve Fund is
insufficient, the Team shall have the obligation to pay for capital repairs and
replacements, except as expressly provided in paragraph E hereof.
E. �ii�Contribution to Repair and Replacement After City Bonds are Paid. When
the City Bonds are paid or defeased, the City shall continue to receive 100 % of the
Ticket Surcharge. The City agrees to provide matching funding (to be held in a
separate City account) for necessary capitai repairs and replacements in the
following manner:
350968.6 4
q�l-�1�
(1) If the Ticket Surcharge has not been increased since the commencement of
the I.ease Term, the City shall make available during the calendaz year, on
a one-to-one matching basis with the expenditures made out of the Arena
Reserve Fund or otherwise by the Team during such year the full amount
of the Ticket Surcharge up to $1.4 million. These funds shall only be
available during the calendar year, and any unmatched and unspent funds
shall revert to the City for uses which provide direct or indirect benefit to
the New Arena, Convention Center, or Wilkins Auditorium.
(2) If the Ticket Surchazge has heen increased during the Lease Term, then the
City shall make available on a one-to-one matching basis with the
expenditures made out of the Arena Reserve Fund or otherwise by the
Team during such year, an amount equal to the $1.4 million inflated
annually beginning in the seventh year in an identical manner to the
escalation of the Team's contribution to the Arena Reserve Fund (the
"Escalated Contribution").
In no event shall the annual match by the City exceed the actual revenue derived
from the Ticket Surchazge.
In any event, notwithstanding the City's annual match under paragraph E hereof,
the Team remains responsible for the payment of and contracting for, in
accordance with law, ali necessary repairs and replacements to the New Arena.
R Zlaming�R'gh�s — City�pproval. The City has the right to reasonably approve
the recipient of the naming rights for the New Arena which rights shall be granted
for no longer than the I.ease Term.
VI. NEW ARENA COMMITMENTS:
The Authority and City believe that the New Arena is and will be on the Commencement
Date free of all contractual obligafions relating to New Arena operations with third parties,
which include advertising and concessions, other than contractual scheduling commitments
for certain events and the existing agreement with Ticket Master Minnesota dated
13ovember 5, 1995. The Team has the right to select and contract with all parties
providing products or services for the New Arena (including the concessionaire), to
deternune product selecfion and the service to be provided by such contracting parties, and
to receive all revenues and payments from such parties. The Team shall also have the
opportunity to participate in the selection process for the parldng lot operator at set renewal
periods. The City and the Authority will work with the Team to facilitate the Team's
350968.6 5
�� �� 1�
financial and operational interests in the parking available for NHL Games at the ramps
and lots described in Pazagraph V-A hereof.
VII. ADVERTI5ING
A. The Team shall have the exclusive right to sell and control the advertising on the
outdoor mazquees (referred to in Paragraph V-B above). In considera6on thereof,
the Team shall pay to the Authority or the City $385,000 annually, beginning on
the Commencement Date, with an escalation of 5% annually thereafter beginning
in the second year of the Lease Term. This obiigation shati be due and owing by
the Team regardiess of the amount of such advertising revenue.
B. The Team shall have the exclusive right to sell and control all other advertising and
promotion rights for the New Arena and retain all revenues received from such
sales. The Team shali use its best efforts to promote attendance at events in the
New Arena. Additionally, the Team shall use its best efforts to coordinate
activities in the New Arena with activities in the Civic Center complex.
C. This Term Sheet and the Izase shali not affect the rights of the City and Authority
with respect to advertising in other areas of the St. Paul Civic Center Complex
(e.g., Wilkins Auditorium or new Convention Center).
VIII. NEW ARENA DESIGN AND CONSTRUCTION
A. Subject to the passage of legislation granting an exemption from competitive
bidding and construction materials and supplies from sales tax, the Team will
contract for the design and construction of the New Arena. Immediately upon the
award of an NHL franchise if it occurs prior to July 11, 1997, the Team shall
commence the design and construction of the New Arena in Saint Paul, and such
construction shall be substantially completed by September 1, 1999. Subject to
ciause (B) below, the New Arena shall be a first class facility consistent in quality
with other current arenas recently constructed for use by NHL teams, and is
expected to consist of the foliowing major design elements:
1. Up to 650,000 square feet.
2. A capacity of approximately 19,000 seats for hockey, including:
(a) approximately 2,500 club seats.
350968.6 6
��-�
(b) approximately 750 to 1Q00 seats in luxury suites.
A finished club restaurantand bar.
4. Finished team retail stores and team offices.
5. Video scoreboard(s) with advertising panels.
6. Two or more new outdoor electronic marquees.
7. Finished locker rooms and related training rooms and offices.
8. Finished concessions and novelty stands.
9. Landscaping.
10. All necessary furniture, fixtures and equipment.
B. The Team, City and Authority shall mutually agree on the conceptual design for
the New Arena by July 1, 1997. There will be a design team that will include two
representatives from the City and one representative from the Authority in addition
to representatives from Team. If no agreement is reached theTeam shall have the
right to make final design decisions, which the Team agrees to make on a rimely
basis. No material changes may be made by the Team in the conceptual design
without the approval of the City, except as required by the project budget of
approximately $130,000,000. In such event, the City, Authority and Team shall
agree to value engineer the New Arena project on a timely basis to reduce its costs.
If no agreement on the value engineering can be reached, the Team shall have the
right to make final design decisions subject to the spirit of the Conceptual Design
and project budget constraints.
C. Contingent on receiving the funds from the State and City under the Plan of
Finance, the Team shall bear all the costs of the New Arena, including design,
construction, finance, cost overruns and demolition of existing Arena. The City
shall bear the costs of site acquisition or off-site infrastructure improvements. The
City and the Team agree to consider alternate construction methods which may
reduce project costs and expedite project schedule. The City agrees to coordinate
and help expedite all permits needed for the construction of the New Arena.
350968.6 �
�� ��a�
IX. PLAN OF FINANCE:
A. The New Arena shall be financed through the following funds: (1) $65 million
from the State of Minnesota (the "State Bonds"), (2) $35 million from the Team,
and (3) $30 million from the City (the "City Bonds") plus the cost of land and off-
site infrastructure from the City.
B. The Team's commitment of $35 million must be available in a form and made by
a date reasonably acceptable to the City and State. The City and State's
commitments must be available in a form and on a date reasonably acceptable to
the Team in order to let necessary project contracts.
X. CAARITABLE CONTRIBUTIONS:
The Team, or its charitable foundation, will on the Commencement Date and annually
thereafter make annual contributions to existing local organizations that promote youth
programs in Minnesota, such as the Mariucci Inner City Youth Hockey and Minnesota
Amateur Hockey Association (MAHA).
XI. MISCELLANEOUS:
A. Upon the grant of an NHL franchise to the Team, the pazties shall commence
negotiations of a definitive I.ease agreement based on this Term Sheet ("Lease").
If a definitive Lease has not been executed by March 15, 1998, any outstanding
issues (except failure of the parties to agree pursuant to Sections XI-H and VIII-B)
shall be submitted to binding arbitration by a panel of three independent persons
familiar with the operations and economics of sports facilities or municipal
operations and finance. One panelist shall be chosen by the Team. The second
panelist shali be chosen by the City, and the third panelist shall be chosen by the
other two panelists. Such panel shall have the right to make a decision solely on
the issue or issues in dispute but shall not have the power to alter the terms agreed
upon by the pazties herein or hear or determine any dispute over (i) the terms or
conditions which may be agreed to in the future in the negotiations over the Lease,
or (ii) the failure of the parties to agree pursuant to Paragraph XI-HDt J�ZZB.
B. The Team will maintain its membership in good standing in the NHL throughout
the Lease Term.
C. The L,ease will contain such other terms and conditions (insurance, damage and
destruction, indemnification, financial statements, security, scheduling, force
majeure, events of default, remedies, miscellaneous, etc.) as are customary in the
industry, reasonahle, or otherwise agreed to by the City, Authority and Team.
350968.6
�� � `���
Norivithstanding the foregoing, the Team shall agree to pay liquidated damages in
the event of a breach of its covenant (a) to operate exclusively at the New Arena
during the first ten years of the I.ease Term as provided in Paragraph IV hereof,
or (b) after the first ten years of the Lease Term, to pay the Ciry and State the
amounts specified in Paragnph IV hereof in the event it relocates the Team, in an
amount equal to: (x) the unpaid principal balance of the outstanding City Bonds
and State Bonds (including any related premium or early retirement penalty
associated with prepayment), (y) the amount of money expended by the City and
the Authority for construction cost overruns, land acquisition, off-site
infrastructure, demolition and other actual out of pocket costs incurred by the City
and the Authority in connection with the New Arena, and (z} interest from the date
of expenditure of the amounts identified in clause (y) at a rate of interest of seven
percent per annum. Additionally, disputes between the parties under the L,ease will
be venued exclusively in Ramsey County, Minnesota.
D. No term of the I.ease shall impair the tax exempt status of outstanding bonds issued
with respect to the Civic Center Compiex, and if any term herein should have that
effect, it shall be deemed modified to the extent required to eliminate such effect.
E. If all or a portion of the City Bonds or State Bonds are issued as tax exempt bonds,
the Team and the City shail make such reasonable modifications to the Term Sheet
as are appropriate to facilitate and not impair such exemption.
F. The Team and the City agree that the provisions of this Term Sheet are suhject to
all federal, state and local laws, rules, regulations or ordinances.
G. A binding letter of intent in substantially the form attached hereto as Exhibit A
shall be prompdy executed by the City, Authority and Team.
H. The Team and the City shall collaborate in good faith on the design, construction,
finance and operation of a new practice facility or the necessary improvements to
an existing facility to be converted into a practice facility for the Team containing
the necessary facilities for an NHL practice facility which shall be open for use by
the public when not being used by the Team. Nothing herein shall be construed
as a guarantee of City financial assistance for the practice facitity.
I. The Team shail make the New Arena available for lease to the Minnesota State
High School League (MSHSL) in order that the MSHSL shall be able to continue
to conduct state high school tournaments as they have been conducted in the past,
including girls voliey ball, girls danceline, boys wrestling, boys hockey and boys
basketball. The MSASL shall be able to conduct the tournaments and receive the
350968.6 4
�� ��� 3
same revenue streams, and subject to agreement, any new revenue streams, and
pay the types of expenses in the same categories that are currenfly in effect.
J. The Team shall make the New Arena available, subject to scheduling of other
events, to the City or iu designee for presentation of up to five (5) events per year
(the "City Events"). Such events shall be of "community or non-commercial
nature" and neither the City nor its designee shall be required to pay rent to the
Team for use of the New Arena for said event(s). However, the City or its
designee shall be required to reimburse the Team for all applicable out-of-pocket
expenses, incurred in connection with the event(s). The City shall be entided to
50 percent of any Arena Revenues derived from the City Events.
350968.6 10
� � ����
EXHIBIT A
BINDING LETTER OF INTENT
This Binding Letter of Intent is entered into this day of _, 1997, by and among
the City of St. Paul, Minnesota ("City"), St. Paul Civic Center Authority ("Authority"), and
, a Minnesota limited partnership ("Team') (coilectively "the
Parties").
The City, Authority, and Team agree to the terms in the attached Term Sheet for St. Paul
Civic Center Arena dated May _, 1997 (the "Term SheeY') and agree that the terms set forth in
the Term Sheet will be incorporated into a definitive lease agreement ("Lease") among the Parties.
The City, Authority, and Team agree that the Term Sheet reflects the basic business deal among
the parties, and is intended to be binding on the Parties, their respective assigns and successors
and that they will in good faith negotiate the terms of the Lease consistent with the terms set forth
in the Term Sheet.
The City, Authority, and Team each represent that the execution and delivery of this
Binding I.etter of Intent and the Term Sheet and the performance and observance of the terms of
this Binding Letter of Intent and the Term Sheet have been duly authorized by all necessary action
on the part of the City, Authority, and Team respectively.
This Binding I.etter of Intent shali automatically terminate and be of no effect if: (a) the
5tate of Minnesota does not enact legislation by May 26, 1997 to provide or commit to provide
the state funding contemplated by Section IXA of the Term Sheet and to provide sufficient legal
authority for the issuance of the City Bonds, or (b) the National Eiockey League does not grant
an expansion franchise to the Team during its next round of expansion or approve this Term Sheet
on or before July 11, 1997, or (c) the Team's contribution contemplated by Section IX(A) shall
not be available at the time and in the form required by the City as provided in Paragraph IX-B.
350968,6
�� � ��
The Parties hereby execute this Binding L,etter of Intent as of the date first written above.
CITY OF ST. PAUL, MINNESOTA
By:
Title: Mayor
By:
Approved as to Form: Tifle: Director, Office of Financial Services
City Attorney By:
Title: Director of Planning and Economic
Development
ST. PAUL CIVIC CENTER AUTHORITY
By:
Title: Chair
B
Title: Executive Director
/��Jl�f�l���
PARTNERSHIP
By: , a Minnesota
limited liability company, its general partner
Title: Robert O. Naegele, 7r.
Managing Member
350968.6
Gl��t-cµc.dt Z=�� p+.{
�l�/y 7
Q�1-�t`��
CITY OF SAINT PAUL
Norm Coleman, Mayor
3A0 Ciry Hall
IS West Ke(logg Boulevard
Saint Paul, MN 55102
Telephone: 672-2668510
Facsimi[e: 612-266-8513
May 6, 1997
Councii President David Thune
Members ofthe CiTy Council
Third Floor
15 West Kellogg Boulevard
Saint Paul, Minnesota 55102
Dear Council President Thune and Members of the City Council:
T am sending you information on the City financing for the proposal to replace the existing Civic
Center Arena with a new arena designed for NHI, use. As proposed by the term sheet, the City
will be responsible for $30 million of the $130 million needed to build the new arena.
Three principal sources for financing the City's share have been identified:
The Civic Center's share of the half cent sales tax
A facility ticket surchazge
Advertising revenue from outdoor mazquees
Discussions with bond counsel are ongoing regarding the ta�c exempt or taxable character of any
bonds issued to finance the City's $30 million. For now we are assuming that tax exempt bonds
can be issued and financed with the half cent sales tax revenue. But neither the facility ticket
surcharge nor the outdoor marquee revenue can be used to finance tax exempt bonds and,
therefore, a bond issue supported by those revenues will be taxable. We have asked counsel to
continue to research options for making those bonds also tax exempt.
The attachments, using two different bond types (capital appreciation and coupon bonds) and
assuming that there would be both a tax exempt and taxable issue, show that the $30 million
needed for the City's participation in the azena project can be raised from these three sources.
Both also assume a G.O. pledge. I am recommending the capital appreciation 6ond as the least
expensive to the City.
For the half cent sales tax revenue stream we have assumed an annual growth rate of 3 percent.
The ticket surcharge revenue sh is held constant at $1,400,000, however, the term sheet does
provide optlons for increasing the amount over the life of the lease. The $385,000 from the
marquee advertising is inflated annualiy by 5 percent as provided in the term sheet.
I will be pleased to respond to questions at the Council meeting on Wednesday, or, if you have
questions priar to the meeting, please call me at 266-8553.
incerely,
e Reid
Director, Office of Financial Services
�
�'1 —t-1`t�
Dated June 1. 199?
Mature Novembet i
Doilar
Price
1
1989
2009 84.192
2001 79,713
20�2 75.325
2003 71.041
2004 66.870
2005 62.822
2008 58.905
2007 55.124
2008 51.487
2009 47.996
2010 44.655
2411 41.467
2412 38.720
2013 36.405
2014 34.236
2015 32.192
2pt6 30.271
2017 27.906
2018 26215
2a19 24.626
2Q20 23.134
2021 21.732
2022 20.415
Bond Years
Average MBt.
TIC
88,402
203,268
30t,300
394,278
474,777
549,693
612.812
669,757
T15,669
735,937
788,169
812,753
asa,a�s
859,252
B81.577
898,157
91d,184
906,945
914,904
819,781
451,113
0
Q
0
212,012.03
15.2d
62811%
City of Saini Paul, Minnesuta
Ganetai Otrltgatfon Civlc Center Compiax Bands
Capttai Appreefatfon Bonds
"AA+" �iated . No Insurance
Tax Exempt fssus
5.10°l0
5.20%
5.30°h
5.40%
S.SD%
5.609'0
5.70%
5.80%
5.90%
6.00°h
8.10%
6.20°h
6.2596
6.259b
6.25%
6.25%
6.25%
5.35%
6.35°k
6.35%
6.35%
6.35'K
6.35%
Interest
�8,588
51,732
98,700
160,722
235,223
325,308
427,388
545,243
674,331
819,063
976,839
1,147,247
1.32Q,584
1,50p,748
1,693,d23
1,891,843
2,105,816
2,343.055
2,575,Q97
2,875,218
7,498,887
�
fl
0
0
105,D00
255,000
4Q0,000
555,OOQ
710,OQ0
875,000
1.440.�00
1,215,000
1,39a,000
i,575,000
1,765,000
1,960,Q00
2,155,OQ0
2,360,QOU
2,575,008
2,�90,000
3,fl20,000
3,25Q,000
3,490,000
3,735,Otl0
'i,950,000
0
0
0
105.346
256,107
404,413
554,13i
712,530
875,992
1.039,917
9,215,301
1,392,310
1.576,1t1
1,764,043
i,9B0,206
2,155,632
2,361,594
2.573,77&
2,�92,953
3,Q2�,146
3,251,092
3,487,010
3,734,342
3,983,936
4,247,483
4,515,973
Project Costs
Gapitatized I�teres#
Reserve Surety
Bond Insurance
Costs of 4ssuance
Undenvritefs Disco�ni
TotalBond issue
0
0
0
0
0
0
0
0
0
Q
0
0
0
0
0
0
4
0
0
0
0
0
0
0
0
0
0
Bond
Opuon H-1
2i Year Repaymenf
Q
0
105,346
256,107
400,413
554,131
712,530
875,992
1,039,91?
1,215,301
1,392,310
1,576,711
1,764,�43
1,980,206
2,155,632
2.361,584
2,573,776
2,792,9$3
3,020,146
3.251,092
3,487,010
3,734,342
3,983,938
4,247,483
4,515,973
1
0
Q
0
73,324
0
0
0
348
1,l07
413
2,530
992
301
2,310
1,719
206
632
1,584
2,483
146
1,092
2,033,936
4,247,483
4,515,973
pf@o�!@d h;: Gp,':,^,^ tiitvipo�aied'(�l6191)
Dated June 1, 1997
Mature November 1
2000 79.312
20�1 73.794
2002 68.528
2003 63.Si5
2004 58.756
2005 54.248
2006 49.9Q0
2Q07 46.209
2008 42.673
2008 39.370
2010 36.287
2071 33.414
2012 30.738
2013 28250
2�14 25.938
20i5 24.004
20i6 22.215
2017 20.159
2098 t8.638
2018 17.232
2020 15.932
2021 14.730
2022 13.618
8ond Years
Average Mat.
TiC
1,415,718
1.328,292
�,zso,ssc
1.171,852
1,085,799
1.025.287
957,309
898,917
838,524
787,4D0
734.812
686,858
642,424
600,313
560,261
528,088
497,6i6
459,625
433,334
409,26d
3&5,554
0
0
0
184,991.55
11,07
7.8215%
Cliy of Saint Paul, Mlnnesota
Genenl Ohtigation Civ(c Center Complex Bonds
Capitat Appreciatlon 8cnds
"AA+^ (�ted - No fnsutance
Taxable inierest Rates
6.90%
7.00°.6
7.10°k
7.20%
7.30�h
7.b0%
�.50°h
7.55%
�.sa�
7.65%
7.70%
7.75°k
7.80%
7.85%
7.90%
7.9096
7.90°.G
8.0096
8.00%
8.00%
8.00°k
8.00%
8.00%
369,281
471,708
574,364
673,148
769,201
86q,713
957,682
1,044,083
1,126,476
�,z�s,soo
1,290,188
1.368,342
1,447,576
1,524,688
1,589,738
1,671,912
1.742,384
1,820,37S
1.89t,667
1.965,74Q
2,034,446
0
0
Q
0
0
7,785.000
1,800,000
1.825,000
1,845,Q00
1,8&5.000
1,890.000
1,9'15,000
1,841,OOQ
1,965,000
2,000,000
2,025,�00
2,055,000
2,090,000
2,125,000
2.160,000
2,200,04D
2,240.000
2,280.000
2,325.Q00
2,375,000
2,42D,000
Q
0
0
0
0
0
0
0
0
0
0
0
0
0
0
Q
0
0
a
0
0
0
a
0
0
0
0
0
0
1,785.000
7,804,250
9,824,463
1,845,686
1,867,970
t,891,368
1,915,937
t.941,734
t,968,82Q
1.997,261
2,027,124
2,058,481
2,091,405
2.125.975
2,i62,274
2200,387
z,zao,aa�
2,282,427
2,326,548
2,372,876
2.421.520
2,472,596
2,526.225
�lized lnterest
ve Suraty
Insurance
of Issuance
writer's piscount
� � - ���
Optfon i-1
21 Yea� Repayment
0
0
0
7,785,D00
1,804,250
1,824,463
1,845,686
1,867,970
1,891,368
1,915,937
T.941,734
1,968.820
1,997,2&1
2,027,124
2,058,481
2,091,405
2,125,975
2,162274
2,200,387
2,2ao,ao�
2,282.427
2,326.548
2,372,876
2,421,520
2,472,596
2,526,225
0
0
0
65.859
0
0
0
4,250
686
2,970
1,368
937
734
3,820
{2,739,'
2.124
3,481
9.4U5
975
2.27d
387
407
2,427
1.548
{2.124;
1,520
2,472,596
2.526,225
Prepared by. Springsted incorporatetl (5ISI97)
City ot Salnt Paul, Minnesota
�� Generat Obligation Civic Center Complex 6onds
Tax Exempt Current Coupon Bonds
Portion $uppoRed 8y Saks Tax
Datsd June 1,1997
Maturg November 1
2001
2008
2011
2012
2013
2014
2021
70,000
250,000
450,000
660.ODU
885,D00
1,'140,000
1,405,000
1,70Q,000
2,810,000
2,350,OOd
2,715,000
3,105,000
3,530,000
��
4.65%
4.75°�
4.85°h
4.95°h
4.95°h
5.00%
5.10%
520%
5.25°h
5.35%
5.45°h
5.50°�
s.ss�io
S.6U°.6
5.60%
5.65°k
5.85°!0
5.70°h
5.70°h
5.70%
5.70°h
5.70%
5.70%
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
�,�a2,a�s
1,142,475
1,138.835
1,125,710
1,101,635
1,065,665
�,o�e,aaa
953,170
874,430
779,290
e&5,725
532,950
378,785
20l,210
0
0
0
Bond Years
Average Maturiry
Net Intarest Rate
384,885.00
18.88
5_67%
1,142,475
1,142,475
1,142,475 ''
1,142,475
1,142,475
1,142,475
1,142,475
7,142,475
�,�az,a�s
1,212,475
'I ,388,$35
�,s�s,�tio
1,761,635
1,860,665
2,15B,44Q
2,358,170
2,574,480
2,789,290
3,015,7Z5
3,247,950
3,483,195
3,731,210
0
0
0
0.��.,.,,w �,.. C...:....ae.11nwn..�..rMeAIFIC.IC'll
r�vNvwu vJ. upmyow� �uw��...�o.c.. �..w..�. �
Net Saies
0
4
0
105,346
256,107
400,413
554.131
712,530
875,992
1,039,917
1,215,3�1
1,392,310
1,576,711
l ,784,043
1,960,206
2,155,632
2,361,594
2,573,776
2,792,983
3,024,146
3,251.U92
3,487,010
3,734,342
3,983,936
4,247,483
4,555,973
Projed Costs
CapRa!'�zed Interest
Reserve Surety'
Bondtnsutante
Casts of fssuance
Undsrvvriter's D's�unt
��
�
�
1,142,475
1,142,475
1,037,129
886,366
�az,oe2
588,344
d29,945
268,483
102,558
0
0
a
13,285,600
6,813,870
30,420
0
69,310
�j� - �`1�
Option M
20 Year Repayment
1,142,475 I,
1.142.475 �
1,142,475 ',
1.�42,475
1,142,475
1,142,4�5
1,142,475
1,142,475
1,142,475
1,215,301
1,392,310
1,578,711
1,764,d43
1,960206
2,155,632
2,369,594
2,573,776
2.782.883
3,020,146
3,251,092
3,487,010
3.734,342
3,983,936
4,247>483
4,515.973
0
0
0
0
0
0
0
4
0
0
2,828
3,475
1,001
2,408
(459)
3,424
3,fi93
4,421
3,142
3,815
3,132
3,983,936
4,247,483
4,515,973
.- Ciry of Saint Paul, Minnesota
Generat obligation Civic Center Complex Bonds
Taxable Current Coupon Bonds
PoRlon Supported by Admiasiona & Marquee
Dated June 1, 1997
Mafure November �
��-y�3
opNon N
22 Year Rapayment
Tatal
R
2001
20Q9
207Q
201i
2012
2013
2014
2015
2016
2017
2018
2019
2020
202i
220,OQ0
255,000
290,000
335,000
380,000
430,000
485,000
545,000
670,DD0
685,000
765,D00
850,000
950,000
1,655,OOd
1,170,000
1,300.0�
i,440,000
1,590,000
l,755,OOQ
1,940,000
2,140,000
1.500,000
0
8.65%
6.75°h
6.85°/a
6.90°k
5.95%
7.00%
7.7056
7.209'0
7.30%
7,35%
7.45%
7.50%
7.55%
7.6095
7.65°�
7.65%
7.55°h
7.75%
7.75Yo
7.75°k
7.75%
7.75%
7.75%
7.75%
6fi1,39Q
1,563,335
'1,563,335
1,553,335
1,546.705
1,531,493
1,b1 f,628
1,488,513
1,4fi2,103
1.432.003
1,347,568
1,358,328
1.3t3,798
1,263,450
1,206,458
1,142,748
1,070,983
990.803
901,298
801,848
fi91,888
568,463
432,450
282,100
t 18,250
D
Bond Years
Average Malurity
Net trtterest Rafe
364,785.83
17.63
7.66°/n
1,5B3,335 I
7,563,335 ,
1,783,335 !,
1,803,705
1,821.493
1,846,628
1,868,513
1,892,iO3
1.9i7.003
1.942,568
1,968,328
1,998,798
2,028,450
2,Q56,458
2082.708
2,i25,983
2,160,803
2,201,298
2.241,848
2,281,688
2,323,463
2,372.450
2,422,100
1,616,250
0
J..J I � �n1 IClClH'fl
riePai6Q `vy. apiingmeu mw�Nuia�vu �o�oea� �
0
0
�,785,000
1,804,250
1,824,463
7,845,686
'f ,867,970
1,89l.3&8
1,815,937
1,941.734
1,968,820
1,997,251
2,027,'1Z4
2,�58,481
2,091,405
2,725,975
2,1fi2.274
2,2D0,387
2,240,407
2,2&2,427
2,326.548
2.372,876
2,421,520
2,Q72,596
2.526,225
ilixed inteTest
ve Sufeiy
Insurance
o(Issuance
writer's Discount
1,563,335
1,563,335
3,7T8,064
D
a
73,490
1,563,335 I
1,563,335
t,785,QOQ �i
1,804,250 ',
1.824,483
1,$45,686
t ,R67.870
1,891,368
i ,9i 5,937
1,941,734
1,968,82(1
1.997,261
2,027,124
2,058,481
2,081.405
2,125,975
2,162,274
2,200.367
2,240.407
2,282,427
2,326,548
2,372,876
2,421.520
2.472,546
2,528,225
i ,665
545
2.87Q
�� ,a�)
($�)
493
ty.$�)
(9 ,326j
2,623
{1,303)
($)
i,471
(� ��
740
3,086
426
(580)
856,346
2,526,225
From: Greg Blees _
Tos Council-21, joec � ; � � ��
Date: 5/7/97 3:35pm /�
Subject: NHL NEW ARENA - Financing Plan ,iC�:J
Councilmembers, `�,� ' ',
Sorry for this late distribution of complicated information, but here is my
conceptual understanding as to how the City's $30,000,000 share of a
$130,000,000 New Arena will be financed. The City would issue two bond
issues, and the debt service would be financed as follows:
Tagable G.O. Bonds nill provide about 816.360,000.
Paqe i displays:
$1 Ticket Surcharqe would generate about $1,400,000 (about half from
Aockey) for debt service.
Advertizing revenues should generate from $385,000 to $2,500,000 over the
next thirty years.
How the Arena Capital Repair Reserve might qenerate as much as $16 million,
and how excess revenue in the first ten years of a thirty year lease might
be as high as $16 million.
Paqe 2 displays:
Aow an inflating Ticket Surcharge might generate more money, but would also
require the City to contribute more to the Capital Repair Reserve Fund.
�ag-Egemot (i.0. Bonds w311 urovide about S13,64.000.
Page 3 displays the Budget Office's estimate for �& City Sales Tax and
related interest earnings:
Paga 4 displays current City Council policy for distributing sales tax
proceeds and related interest earnings at:
40$ to Civic Center debt service and construction,
50g to_Neighborhood projects, and
10� to Cultural projects.
Page 5 displays a rough approximation as to how one might appropriate more
of the interest earnings to finance the proposed debt service for a
$13,950,000 Taxable bond Issue.
CC: Admin.MAYBUD.reid, Planning.PED13.paw, Admin.MAYBU...
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DRAFI' S/02/97
TERM SHEET
for the I.ease of the
I.
II.
III.
�.
NEW ST. PAUL CIVIC CENTER ARENA
OWNER'S AGENT will be the Saint Pav1 Civic
OWNER will be the City of Saint Paul ("City").
���
Authority ("Authority"), and
T'ENANI' will be the NHI. eapansion team to owned by
("Team").
LEASED PREMISES will be the New ena, including all furniture, fixtures and
equipment necessary for the playing o all NHI, home regulaz season, playof� All-
Star and other NHlrsanctioned hom games and any NHL exhibition games played
at the New Arena ("NHL Games" and any other arena events as contemplated
below.
T'ERM OF LEASE
The term of the L.ease sh commence ttrirty days prior to �t►e first NHI. Game of
the regular NHI. Season w ch follows the date of substantial completion of the New
Arena (the "Comtnence ent Date" which is anticipated to be approximately
September 1, 1999) and ' continue from that date for the later of twenty (20) years
or the final maturity st ed date of the City Bonds, but not longer than 25 years (the
"L.ease Te�m"). The eam will have the option to elctend the Lease Term for two
five (5) yeaz periods Any such eartension shall be a part of the L.ease Term. The
Team will lease th New Arena for the purpose of playing all of its NHL home
Games and w
provided, that
Term fo termi
�ischarge the
+ �elated pre
payment of�
the Team n'iav
fl t relocate the Team from the Arena during the Lease Term;
th Team shall have the right after the first ten years of the Lease
� e the lease by paying the City and the State an amount required to
tstanding City Bonds and State Bonds respectively, (including any
m or early retirement penalty associated with pre-payment). Upon
t amount and payment of all other accrued liabilities under the I.ease,
terminate the Lease.
3509634
�
V. ARENA REVENUES AND EXPENSES
A. Team Revenues The Team will control and retain 100% of revenues derive
from all events at the New Arena (such events "Arena Events" and s
revenues'"Team Arena Revenues"), except as otherwise provided in Para aph
V-B hereof and �cept as provided with users of the New Arena, 100%
of the revenues derived from other o�rations outside of the N Arena
('Team Revenues"). Team Arena Revenues and Team Revenue mclude the
following:
1.
2.
3.
4.
sales of tickets for Arena Events
sales of tickets for club seats for Arena
sales of lwrury suites for Arena Events
New Arena's share of all concession �venues and payments
5. all (permanent and temporary) a ertising and promotional revenues
(including naming rights, d signage, dasher boards, on-ice
advertising, video boards) at e New Arena
GQ
7.
merchandising revenues r lized from sales at Arena Events and at all
other times at the T 's retail stores at the New Arena and
elsewhere
publication reven es realized at Arena Events and at all other times
at the Team's r ail stores at the New Arena and elsewhere
8. broadcast,
from the T,
/
�
10.
and oYher revenues received by the Team
from local broadcasts of Arena Events (e.g., local TV, cable
other revenues derived from operations of the New Arena and the
am's business outside af the Arena
p vided, that the City and the Authority make no representations or
arranties about the level of any such revenues; or the availability of any
revenue sources other than from the New Arena.
2
Team Arena Revenues and Team Revenues do not include the unts to be
received by the City from the Team as descn'bed in pazagraph B below, d any taJCes of
general applicab�lity.
In addition, #he G'ity shall pay the Team a sum equai to (a) et pazldng revenues
�deriyed #;om �vem pazking at the time of NHI, Games from�he _'_ g 1730 spaces in the
+�as�ic Center�tamp and the �330 spaces in 3he L�vic L�enter Exiub" Hall underground ramp,
(bj �et �arlflng�evenues #or event parking r�ceived bg3he �aty t the time �f I�THI. Games
�erived from approximately 235 surface parldng spaces fn'the eveland Circie"and `�even
�orners" surface �arking lots, at�d (c) any net �+arking ues for event parlang receivad
�y #he City ar#he�time of NHI. �rames �'rom �surfacc paz ' g on paioels contigucws to ihe
�iew .Arena if �nd �to #he erztent actna�ily nwned ni can olled �y the City during ihe i.ease
�' dn t3ie twent t�e �ots in clause (b) become una ble for went parking during �THL
+Games due io sale of property, cancellation nf agree ents with rutrent property owners, or
�Eievelopment.Dn site(s), the C4ty shall �egotiate m good faith to replace that parldng
availab�lity and Yhe resuiting amounts the 3'e receives #or event �azldng during NHL.
Games with other land available for surface par ' g conriguons to the New Arena. The City
and the Authority make no representation or warranries about the level of any such
revenues.
B. �City Arena Revenues.
consideration of the a�
existing outdoor marq
annual escalation) re
Team and (b) the T�
below. /
�Team shall pay the C5ty (a��385,Q00 per yeaz in
ismg revenue from the two repiacements of the one
(as provided in Paragraph VII-A including the 5%
less of actual advertising revenue received by the
Surcharge imposed by the City as described in C
C. Team Arena enses. Eaicept as expressly provided for in paragraph E
hereo� the Te will pay for: �(�) �UO°Ja.of the management, c�peration and
; maintenance nses incurred for Arena Bvents and otherwise in connection
with the Ne Arena, it being the intention of the parties that the Lease be
absolutely' et" to the City and the Authority, except as expressly provided for
in tbis Te Sheet (2) 3he costs=of �apitai repair and replacement as described
in subp agraph (D) below, and (3) any required collections of (aj generally
�appli le sales taxes, (b) any other state or tity imposed ta�ces or assessments,
;,and c) .a faeility xicket surcharge _or nther similaz tax or £ee imposed by the
Ci or Authority (the 'Ticket Surcharge") not to exceed $1 per ticket for
ena Events for the first five years of the Lease Term, with cumulative
' creases in the Ticket Surcharge not to exceed $.50 over each successive five
yeaz period thereafter, eascept as may be mutually agreed to by the City and
Team, prrnrided that if #he �'icket Surcharge does not raise at leasi $i,400,000
pn azry year of the i.ease Term, ihen the City shall have the right to.increase
3
+�e.�'idce�"�urc followmg year to�at �onnt necxssary raise
�1,-000,000 �er year �the 'Bmergency Increase"). The Team and City will
keep each other advised during the year as to the estimated rece' ts from the
Ticket Surchazge and the City will provide the Team writte notice of any
decision to increase the Ticket Surcharge; provided r, that the City
agrees not to increase the Ticket Surcharge during the Hockey season.
The City w71 agree to repeal any Emergency Increase ' e Ticket Surcharge
made under this pazagraph when the Ciry has reason le assurances that the
lower Ticket Surchazge w�11 generate��as� �1; per year. The timing
and mechanism for any Emergency Increase sh be provided for in more
detail in the I.ease. �e �ity �1 use the ' ased �portion �beyond the
�mergency Increase) -of #he�i'icket Surchaz �o provide direct =ar �ndirect
�enefit to the New Arena;�Vi7ldns Audito ' m, or Lonventio� Center.
D. Ca ital Re airs Re lacements and Im fovements. The Team shall manage,
operate and maintain all aspects f the New Arena consistent with
comparable NHL facilities, includin malflng all capital repairs, repiacements
and improvements as and when e Team and the City reasonably deem
necessary, all at the eapense of he Team, except as elcpressly provided in
paragraph E below, and cons' ent with any requirements as set forth in the
Lease to be negotiated in g d faith among the Team, City and Authority
("Lease"). The Team and e Authority shall create a capital replacement
�epair and reserve fund `Arena Reseive �nnd") and 1o:be funded by the
�eam and spent accor ' g to the terms of the Lease. ��'he moneys in the
�lrena Reserve Fund s be the properry of the Team. The Team's annual
contribution to the na Reserve Fund shall be (a) $250,000 for the fourth
and #ifth �ears of �..ease Term, (b) �500,000 in ihe sixth year, and (c)
commencing in th seventh and in each yeaz thereafter an amount equal to
�$500,000, to be � ted annually commencing in the seventh year at the rate
of inflation du ' g the preceding yeaz.
E.
The contribu ons shall be payable by the Team at the beginning of the
applicable az of the Lease Term. To the extent the money in the Arena
Reseive F nd is insufficient, the Team shall have the obligation to pay for
capitai r airs and replacements, except as eaLpressly provided in paragraph
E here .
n.the City Bonds are paid or defeased, the City shall continue. io receive
% of 3he Tickei Surcharge. The City agrees to provide matching funding
to be held in a separate City account) for necessary capital repairs and
replacements in the following manner:
0
(1) If the Ticket Surchazge has not been increased since the
commencement of the Lease Term, the CSty shall ake avazlable
during the calendar year, on a one-to-one matc ' basis with the
expenditures made out of the Arena Reserve Fund r otherwise by the
Team during such year the fiill amount of the T' et Surchazge up to
$1.4 million. These funds shall only be availa e during the calendaz
year, and any unmatched and unspent funds all revert to the City for
uses which provide direct or indirect b nefit to the New Arena,
Com+enrion Center, or Wilkins Auditori .
F.
(2) If the Ticket Surcharge has been ' reased during the Lease Term,
then the City shall make available a one-taone matching basis with
the expenditures made out of the ena Reserve Fund or otherwise by
the Team during such year, amount equal to the $1.4 million
inflated annually beginning ' e seventh year in an identical manner
to the escalation of the T 's wntribution to the Arena Reserve
Fund (the "Escalated Co 'bution").
In no event shall the a
derived from the Ticket
In any event, notw
hereof, the Team re
in accordance with
Arena.
by the City exceed the actual revenue
�Iding the Ciry's annual match under pazagraph E
s responsible for the payment of and contracting for,
all necessary repairs and replacements to the New
Naming Rights � City Approval. The City has the right to reasonably
approve the re pient of the naming rights for the New Arena which rights
shall be grante�for no longer than the L.ease Term.
VI. NEW .AR�NA
The Authority and City believe that the New Arena is and will be on the
Commencem t Date free of all contractual obligations relating to New Arena
operations th third parties, which include advertising and concessions, other than
contractual cheduling commitments for certain events and the existing agreement
with Tick Master Minnesota dated November 5, 1995. The Team has the right to
select an contract with all parties providing products or services for the New Arena
(inclu ' g the concessionaire), to determine product selection and the service to be
provi d by such wntracting parties, and to receive all revenues and payments from
such arties. The Team shall also have the opportunity to participate in the selection
�, S
process for the parldng lot operator at set renewal periods. The rty and the
Authority w71 work with the Team to facilitate the Team's financial d operational
interests in the parking available for NHL. Games at the ramps an ots descn�ed in
Pazagraph V A hereof.
VII. ADVERTISING
A The Team shall have the exclusive ri
the outdoor mazquees (referred to in
thereof, the Team shall pay to the ,
beginning on the Commencement I
thereafter beginning in the second y
shall be due and owing by the Te
advertising revenue. �
B. The Team shall have the
advertising and promotion i
received from such sales. '
attendance at events in the
best efforts to coordinate�
Civic Center complex. f
C. This Term Sheet
Authority with re
Center Complex
VIII. NEW ARENA
to sell d control the advertising on
agra V-B above). In consideration
ho ' or the City $385,000 annually,
:, 'th an escalation of 5% annually
of the Lease Term. This obligation
regardless of the amount of such
!'usive right to sell and control all other
for the New Arena and retain all revenues
Team shall use its best efforts to promote
Arena. Additionally, the Team shall use its
ies in the New Arena with activities in the
the Lease shall not affect the rights of the City and
t to advertising in other azeas of the St. Paul Civic
Willdns Auditorium or new Convention Center).
AND CONSTRUCTION
A. Immediately pon the award of an NHI. franchise if it occurs prior to July i l,
1997, the ty and Authority shall commence the design and construction of
the New ena in Saint Paul, and such construction shall be substantially
complet by September 1,1999. Subject to clause (B) below, the New Arena
shall b a first class facility consistent in quality with other current arenas
recen constructed for use by NHL Yeams, and is expected to consist of the
follo ' g major design elements:
1. f Up to 650,000 square feet.
A capacity of approximately 19,000 seats for hockey, including:
0
(a}
ro�
3.
4.
5.
6.
7.
8.
9.
approximately 2,500 club seats.
approximately 750 to 1000 seats in luxury suites.
A finished club restaurant and bar.
Finished team reta7 stores and team offices.
Video scoreboard(s) with advertising panels.
Two or more new outdoor electronic
Finished locker rooms and related
Finished concessions and novelty
Landscaping.
10. All necessary furniture,
rooms and offices.
and equipment.
B. The Team, City and Authority
for the New Arena by July 1,
have the right to make final
on a timely basis. No mate '
without the approval of T
of approximately $130,0 ,000
shall agree to value e' eer
c.
I�a
s ll mutually agree on the conceptual design
19 7. If no agreement is reached the G�ty shall
sign decisions, which the CSty agrees to make
changes may be made in the conceptual design
eam, except as required by the project budget
. In such event, the City, Authority and Team
the New Arena project on a timely basis to
reduce its costs. If n agreement on the value engineering can be reached,
the City shall have e right to make final design decisions, which the C7ry
agrees to make o a timely basis. The design and construction process shall
be a collaborat' process among the Team, City or Authority but the City
shall have the ght to make final design decisions. •
Contingent n receiving the funds from the State and Team under the Plan
of Finan , the City and Authority shall bear all the costs of the New Arena,
includin design, construction, finance, land acquisition and preparation,
demo ' on of the existing Arena, and cost overruns. The City and the Team
agre to consider altemate construction methods which may reduce project
cos� and expedite project schedule.
� the Team is granted an NHL Franchise by July 11, 1997, and if the New
Arena is not substantially completed for iu intended use by September 1,
7
�
i999, the City and Authority shall pay an amount to the Te as may be
mutually agreed upon with the intent of compensating the eam for net
income lost due to the delay.
IX. PLAN OF FINANCE:
A. The New Arena shall be financed through the foll ' g funds: (1) $65 million
from the State of Minnesota (the "State Bon "), (2) $35 m�lion from the�
Team, and (3) $30 million from the City (th "City Bonds") pius the cost of
land and off-site infrastructure from the C' .
B. The Team's commitment of $35 million t be available in a form and made
by a date reasonably acceptable to the ity and State in order to meet City
and State bonding commitments a d in order to let necessary project
contracts.
X. CHARTTABLE CONTRIBUTIONS:
The Team, or its charitable foun atian, will on the Commencement Date and
annually thereafter make annual ntributions to existing local organizations that
promote youth programs in ' esota, such as the Mariucci Inner City Youth
Hockey and Minnesota Amate Hockey Association (MAHA).
XI. MISCELLANEOUS:
A. Upon the grant of n NHL, franchise to the Team, the parties shall commence
negotiations of definitive Lease agreement based on this Term Sheet
("Lease"). If a efinitive Lease has not been executed by March 15, 1998, any
outstanding is es (except failure of the parties to agree pursuant to Section
XI-H) shall be submitted to binding arbitration by a panel of three
independe persons familiar with the operations and economics of sports
facilities municipal operations and finance. One panelist shall be chosen
by the T am. T'he second panelist shall be chosen by the City, and the third
panelis shall be chosen by the other two panelists. Such panel shall have the
right make a decision solely on the issue or issues in dispute but shall not
hav the power to alter the terms agreed upon by the parties herein or in the
ne otiations over the Lease.
B. �'he Team will maintain its membership in good standing in the NHI.
/throuFhout the Lease Term.
:
C. The I.ease will contain such other terms and conditions (insurance, age
and destruction, indemnification, financial statements, security, sc duling,
force majeure, events of default, remedies, miscellaneous, e.) as are
customary in the industry, reasonabie, or otherwise agreed to y the City,
Authoriry and Team. Notwithstanding the foregoing, the Te shall agree to
pay liquidated damages in ihe event of a breach of its cove t(a) to operate
exclusively at the New Arena during the first ten years o e Lease Term as
provided in Pazagraph IV hereo� or (b) after the first n years of the I.ease
Term, to pay the City and State the amommts specifie Pazagraph IV hereof
in the event it relocates the Team, in an amount qual to: (x) the unpaid
principal balance of the outstanding City Bonds d State Bonds (including
any related premium or early retirement
(y) the amount of money eapended
construction cost overruns, land acquisit
and other actual out of pocket costs inct
connection with the New Arena, and (z)
of the amounts identified in clause (y �
- per annum. Additionally, disputes tv�
be venued �clusively in Ramsey unt
;nal sociated with prepayment),
t City and the Authority for
i, ff-site infrastructure, demolition
d by the City and the Authority in
terest from the date of expenditure
a rate of interest of seven percent
;n the parties under the L.ease will
Minnesota.
D. No term of the Lease shall im� the ta�c exempt status of outstanding bonds
issued with respect to the C' 'c Center Complear, and if any term herein
should have that effect, it sh be deemed modified to the extent required to
eliminate such effec� �
E. If all or a portion of th City Bonds or State Bonds aze issued as talc exempt
bonds, the Team and e Ciry shall make such reasonable modifications to the
Term Sheet as aze propriate to facilitate and not impair such exemption.
F. The Team and�e City agree that the provisions of this Term Sheet aze
subject to all fe eral, state and local laws, rules, regulations or ordinances.
G.
�
A binding le er of intent in substantially the form attached hereto as Exhibit
A shall be omptly executed by the City, Authority and Team.
The Te and the City shall collaborate in good faith on the design,
cons tion, finance and operation of a new practice facility or the necessary
impr ements to an existing facility to be converted into a practice facility for
the eam containing the necessary facilities for an NHL, practice facility whic
sh be open for use by the public when not being used by the Team.
0
L The Team shall make the New Arena available for lease to
State High School L.eague (MSHSL) in order that the MSHS
to continue to conduct state high school tournaments as
conducted in the past, including girls volley ball, girls dance '
boys hockey and boys basketball. The MSHSL shall be le
tournaments and receive the same revenue streams, and bjec
any new revenue streams, and pay the types of ense
categories that aze currenfly in effect.
C/shall be able
�ey have been
boys wrestling,
to conduct the
t to agreement,
s in the same
J. The Team shall make the New Arena available, s ject to scheduling of other
events, to the City or its designee for presentari of up to five (5) events per
year. Such events shall be of "community o non-commerciai nature" and
neither the City nor its designee shall be re ed to pay rent to the Team for
use of the New Arena for said event(s). owever, the City or its designee
shall be required to reimburse the Te for all applicable out-of-pocket
expenses, incurred in connection with e event(s).
3509664
�
� u:
BINDING LETTER OF INTENT
This Binding I.etter of Intent is entered into this day of
among the City of St. Pa , ul, Minnesota ("G�t}�'), St Paul G�vic Center Au
and a Minnesota limited�
(collectively the Parties ).
The City, Authority, and Team agree to the terms in
Paul Civic Center Arena dated May _, 1997 (the 'Term
set forth in the Term Sheet will be incorporated into a de
among the Parties. T'he City, Authority, and Team agre
basic business deal among the parties, and is intende to
respective assigns and successors and that they will in ood
Lease consistent with the terms set forth in the Te Shef
1997, by and
"'Authority"),
ip ('"Team')
Term SheetforSt
Sh et") and agree that the terms
tive lease agreement ("I.ease")
that the Term Sheet reflects the
be binding on the Parties, their
faith negotiate the terms of the
The City, Authority, and Team each repr ent that the execution and delivery of this
Binding L.etter of Intent and the Term Sheet d the performance and observance of the
terms of this Binding I.etter of Intent and the erm Sheet have been duly authorized by all
necessary action on the part of the City, A hority, and Team respectively.
This Binding L.etter of Intent sh automatically terminate and be of no effect if: (a)
�e"-State of Tvlinnesota does not enact gislation by May 26; �997to�rovide ar commit to
q�rovide the;atate funding conten
sufficient legal authority for the
„i,eague �oes �ot grant :an �xp�
g�cpansion on or before duly li,
Secdon IX(A) shall not be ava�
�rovided in"�aragraph IX-B. �
d by Section IXA of the Term Sheet and to provide
ince of the City Bonds, or (b) t�e Nationai Hockey
n�'ranchise .to the Team �uring its aea�t .round of
7, or (c) #he Team's contnburion contemplated by
at.�e time �nd in the #orm iequired by ihe City as
3509634
The Parties hereby execute this Binding I.etter of Intent as of the
F1..�"''�7�
CITY OF ST. PAUL,
ST. P
Approved as to Form:
City Attorney
Title: Mayor
written
Title: Director, Offi,�e of Financial Services
Title:
of Planning and Economic
CIVIC CENTER AUT'HORITY
Chair
sy:
Title: Executive D'uector
, A LIMITED
PARTNERSHIP '
By: , a Minnesota
limited liability company, its general partner
By:
Title: Robert O. Naegele, Jr.
Managing Member
� 3504634
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Council File # q�— y,q 3
RESOLUTION
41NT PAUL, MINNESOTA
Presented By
Referred To
Green Sheet # ��
C1�7
Date
WHEREAS, a group of Mmnesota investors have submitted an applicati n for an I�� eapansion team for
consideration by the National Hockey League Boazd of Governor's o anuary 13, 1997.
WHEREAS, the City Council has indicated that professional hock is an economic and community
enhancement to the City of 5aint Paul and the lazger metropolit area, and
WHEREAS, the City Council has determined that the 23
substantial renovation in order to maintain a competitive
WHEREAS, based on a recent visit, the NHL Ex
attractive and adequate media market as well as a
l Saint Paul Civic Center Arena is in need of
in the marketplace, and
Committee has indicated that Saint Paul has an
aly solid investor's group, and
WHEREAS, the NHI. Expansion Committee h raised questions as to whether the $51 million in
improvements previously outlined in the HOK onceptual Design dated December 15, 1996 will be adequate
to bring the Arena up to NHL standards, and ave indicated they would not recommend placing an expansion
team in Saint Paui in a renovated Arena, an
WFIEREAS, a new Arena would bene8t e City and its citizens by providing the downtown with an Arena
which would become competitive with ther state of the art arenas, would provide current tenants of the Civic
Center with an updated facility in w' to bring their events and programs, would generate needed revenue
to amact an NHL team and would ract additional non-hockey events to downtown Saint Paul, and
VVFIEREAS, a new Arena �
Toumaments which haue a
the experience of the many
WHEREAS, it has been
recently constructed for
approximately $130 ' ]
* Up to 650,00 sq�
* A capacity app:
lusury bo s
�provide the highest quality facilities for the 1vTinnesota State High School
tradition of playing in the Saint Paul Civic Center Arena, and would improve
>ands of ivfinnesotans who attend the toumaments each year, and
mated that a new first-class Arena, consistent in quality with other current azenas
by NFIL teams and built on the site of the current Civic Center would cost
which would include the foilowing:
efeet
mately 19,000 seats for hockey including 2,500 club seats and 75 to 100 seats in
* A finish Arena club restaurant and bar
* Finish Team Retail Store and Team Offices
* Vd scoreboard(s) with advertising panels
* T new outdoor marquees
* 'shed locker rooms, training rooms and offices
* inished concessions and novelty stands
* Landscaping
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* All necessary fixtures, fumiture and equipment
WI�REAS, the City will receive $65 million from the State of M'innesota and $35 million from the Team in
addition to the City's contribution of $30 million to the project budget for a new Arena, and now therefore be
it
RESOLVED, that tbe Council of the City of Saint Paul does hereby approve the attached�erm Sheet for the
lease of the new arena to be const�ucted as part of the Saint Paul Civic Center, and be i�
FURTI�R RESOLVED, that the appropriate officials of the City of Saint Paul ar hereby authorized to enter
into, execute and deliver all necessary contracts, orders, agreements, indenture and documents of any kind to
carry out and put into place (1) the terms and conditions in said Tenn Sheet d its provisions, (2) the design
and construction of the new arena, (3) the financing requirements for the d arena, and (4) all other matters
required to carry out the implementation of this project.
Requested by Department of:
-:: �. . a.. .0 • �- - ••,.
� / �y� /.
Adoption C�'rtified by Council Secretary
By:
Approv d by Mayor: Date
By:
Form Approved by City Attorney
A ' _ �. '1
By:
Counc
Bye
-9T
�mission to
K ��
Adopted by Cqdncil: Date
_S��s�� i� i"� q
5 / � ' � � Council FiLe # 1 `' �
Green Sheet #` -���u-F_-r—+-
RESOLUTION
F SAINT PAUL, MINNESOTA
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Presented By
Referred To
Committee: Date
VVAEREAS, a group of Minnesota investors have submitted an application for an NHI. expansion team for
consideration by the National Hockey League Board of Governor's on 7anuary 13, 1997.
WHEREAS, the City Council has indicated that professional hockey is an economic and community
enhancement to the City of Saint Paul and the larger metropolitan area, and
10 Wf�REAS, the City Council has determined that the 23 year-old Saint Paul Civic Center Arena is in need of
11 substantial renovation in order to maintain a competitive position in the marketplace, and
12
13 WHEREAS, based on a recent visit, the NFII, Expansion Committee has indicated that Saint Paul has an
14 attractive and adequate media market as well as a financiaily solid investor's group, and
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WI�REAS, the NHL Expansion Committee has raised questions as to whether the $51 mitlion in
improvements previously outtined in the HOK Conceptual Design dated December 15, 1996 wilt be adequate
to bring the Arena up to NHI. standards, and have indicated they would not recommend placing an expansion
team in Saint Pau] in a renovated Arena, and
WfIEREAS, a new Arena would benefit the City and its citizens by providing the downtown with an Arena
which would become competitive with other state of the art arenas, would provide current tenants of the Civic
Center with an updated facility in which to bring their events and programs, would generate needed revenue
to attract an NHL team and wouid attract additional non-hockey events to downtown Saint Paul, and
WfIEREAS, a new Arena would provide the highest quality facilities for the Minnesota State High School
Toumaments which have a long tradition of playing in the Saint Paul Civic Center Arena, and would improve
the experience of the many thousands ofMnnesotans who attend the tournaments each year, and
WHEREAS, it has been estimated that a new first-class Arena, consistent in quality with other cunent arenas
recently constructed for use by NHI, teams and built on the site of the cunent Civic Center would cost
approximately $130 million which would include the following:
* Up to 650,000 squate feet
* A capacity of approximately 19,Q00 seats for hockey including 2,500 club seats and 750 to 1000 seats in
tuxury boxes ~
* A finished Arena club restaurant and bar
* Finished Team Retail Store and Team Offices
* Video scoreboard(s) with advertising panels
* Two new outdoor marquees
* Pinished locker rooms, training rooms and offices
* Finished concessions and novelty stands
* Landscaping
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* All necessary fi�ctures, fumiture and equipment
��-��3
WFiEREAS, the City will receive $65 million from the State of Minnesota and $35 million from the Team in
addition to the City's contribution of $30 million to the project budget for a new Arena, and now therefore be
it
RESOLVED, that the Council of the City of Saint Paul does hereby approve the attached Term Sheet for the
lease of the new arena to be constructed as part of the Saint Paul Civic Center; and be it
FURTF�R RESOLVED, that the appropriate officials of the City of Saint Paul are hereby authorized to enter
into, execute and deliver all necessary contracts, orders, agreements, indentures and documents of any kind to
carry out and put into place (1) the terms and conditions in said Term Sheet and its provisions, (2) the design
and construction of the new azena, (3) the financing tequirements for the said arena, and (4) all other matters
required to carry out the implementation of this project.
Requested by Department of:
-��.�. .�. �- - •t-+
By:
By:
Appx
By:
Form Approved by City Attorney
By:
ed by Mayor for Submiasion to
1
Adopted by Council: Date � �'�
Adoption Certified by Council Secretary
381��
DEPARTAIEN�IOFFICFJCOUNpL DATE INRIATED q�_� q 3
Planning & Economic Development April 30, 1 �REEN SHEE
CONTACT PERSON & PHONE INRIAWATE INRIAIJDATE
O DEPARTMENT �IflECTOR � CITV COUNCIL
P3iIl Wheelock A���N OCIT'ATTORNEY OCT'GLERK
MUST BE ON CAUNqL AGENDA BY �DA7E) NUYBER FOfl O gUDGET DIPECTOR O FIN. & MGT. SERVICES �Ifl.
AOUTING
OBDER � MAYOR (OR ASSISTANn �
TOTAL # OF SIGNATURE PAGES (CLIP ALL LOCATIONS FOR SIGNA7URE)
ACiION REQUESTED:
Approving the Term Sheet for the lease of the new Aockey Arena to be constructed as part
of the SainC Paul Civic Center.
PECOMMENDATiONS: Appeove (a) or Aaject (R) pEqSONAL SERVICE CONTRACTS MUST ANSWER THE POILOWING �UESTIONS:
_ PL4NNING COMMISSION _ CIVIL SERVICE fAMMISSION 1. Has this parson/firm ever worked untler a contrac[ for this tlepartment?
_ CIB COMMITTEE _ YES 'NO
_ S7AFF 2. Has thi5 perso�rtn ever been a ciry employee?
— YES NO
_ DISTRICT CoURi _ 3. Does this person/firm possass a skill not normally possessetl by any current city employee?
SUPPORT$ WHICH CAUNCiL OBJECENE? YES NO
Explain all yes answers on separate aheet and attaeh to green sheet
INITIATING PROBLEM, ISSUE. OPPORTUNITY (Who, What, When, Whera.Why)�
ADVANTAGESIFAPPROVED:
DISADVANTAGES IFAPPROVED:
�ISADVANTAGES IF NOTAPPROVED�
TOTAL AMOUNT OF TRANSACTION $ COSi/REVENUE BUDGETED (CIRCLE ONE) YES NO
FUNDII7G SOURCE ACTIVITV NUMBER
PINANCIAL INFORMATION; (EXPLAIN)
��-��
TERM SAEET
for the Lease of the
��•4�"
� .� �ASSrtvr�
�
NEW ST. PAUL CIVIC CENTER ARENA ("NEW ARENA")
I.
II.
OWNER'S AGENT wili be the Saint Paul Civic Center Authority ("Authority"), and
OWNER wi11 be the City of Saint Paul ("City"j.
TENANT will be the NHL expansion team to be owned by
("Team").
III. LEASED PREMISES will be the New Arena, including all furniture, fixtures and
equipment necessary for the playing of all NHL home regular season, playoff, All-5tar and
other NFTL-sanctioned home games and any NHL exhibition games played at the New
Arena ("NHL Games"), and any other azena events as contemplated below.
IV. TERM OF LEASE
The term of the Lease shall commence thirty days prior to the first NHL Game of the
regulaz NHL Season which follows the date of substantial completion of the New Arena
(the "Commencement Date" which is anticipated to be approximately September 1, 1999)
and will continue from that date for the later of twenty (20) years or the final maturity
stated date of the City Bonds, but not longer than 25 years (the "Lease Term"). The Team
will have the option to extend the Lease Term for two five (5) year periods. Any such
extension shall be a part of the Lease Term. The Team will lease the New Arena for the
purpose of playing ail of its NHL home Games and will not relocate the Team from the
Arena during the I.ease Term; provided, that the Team shall have the right after the first
ten years of the I,ease Term to terminate the lease by paying the City and the State an
amount required to discharge the outstanding City Bonds and State Bonds respectively,
(including any related premium or early retirement penalty associated with pre-payment).
Upon payment of said amount and payment of all other accrued liabilities under the Lease,
the Team may terminate the Lease.
350968.6
��,�9�
V. ARENA REVENUES AND EXPENSES
A. Team Revenues. The Team will control and retain 100% of revenues derived from
all events at the New Arena (such events "Arena Events" and such revenues "Team
Arena Revenues"), except as otherwise provided in Paragraphs V-B and XI-J
hereof and except as provided with users of the New Arena, and 100% of the
revenues derived from other operations outside of the New Arena ("Team
Revenues"). Team Arena Revenues and Team Revenues include the foilowing:
1. sales of tickets for Arena Events
2. sales of tickets for club seats for Arena Events
3. sales of luxury suites for Arena Events
4. New Arena's shaze of all concession revenues and payments
5. all (permanent and temporary) advertising and ptomotional revenues
� (including naming rights, fixed signage, dasher boards, on-ice advertising,
video boazds) at the New Arena
6. merchandising revenues realiz� from sales at Arena Events and at all other
times at the Team's retail stores at the New Arena and elsewhere
7. publication revenues realized at Arena Events and at all other times at the
Team's retail stores at the New Arena and elsewhere
8. broadcast, merchandising and other revenues received by the Team from
the NHL
9. revenues from local broadcasts of Arena Events (e.g., local TV, cable and
radio)
10. all other revenues derived from operations of the New Arena and the
Team's business outside of the Arena
provided, that the City and the Authority make no representations or warranties
about the level of any such revenues; or the availability of any revenue sources
other than from the New Arena.
350968.6 2
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Team Arena Revenues and Team Revenues do not include the amounts to be received by
the City from the Team as described in paragraph B below, and any ta�ces of general applicability.
In addition, the City shall pay the Team a sum equal to (a) net parking revenues derived
from event parldng at the time of NHL Cmmes from the existing 173Q spaces in the Civic Center
Ramp and the 430 spaces in the Civic Center Exhibit Hall underground ramp, (b) net parking
revenues for event parking received by the City at the time of NHL Games derived from
appro7cimately 235 surface parldng spaces in the "Cleveland Circle" and `Seven Corners" surface
parldng lots, and (c) any net parldng revenues for event parking received by the City at the time
of NHL Games from surface parldng on parcels contiguous to the New Arena if and to the extent
actually owned or controlled by the City during the Lease Term. In the event the lots in clause
(b) become unavailable for event parldng during NHL Games due to sale of property, cancellation
of agreements with current property owners, or development on site(s), the City shall negotiate
in good faith to replace that parking availability and the resulting amounts the Team receives for
event parldng during NHL Games with other land available for surface parking contiguous to the
New Arena. The City and the Authority make no representations or warranties about the level
of any such revenues.
B. ity Arena Revenues. The Team shall pay the City (a) $385,000 per year in
consideration of the advertising revenue from the two replacements of the one
existing outdoor mazquee (as provided in Paragraph VII-A including the S% annual
escalation) regardless of actual advertising revenue received by the Team and (b)
the Ticket Surcharge imposed by the City as described in C below.
C. Team Arena Exg�nses. Except as expressly provided for in paragraph E hereof,
the Team will pay for: (1) 100% of the management, operation and maintenance
expenses incuned for Arena Events and otherwise in connection with the New
Arena, it being the intention of the parties that the I.ease be absolutely "net" to the
City and the Authority, except as expressly provided for in this Term Sheet (2) the
costs of capical repair and replacement as described in subparagraph (D) below,
and (3) any required collections of (a) generally appiicable sales taxes, (b) any
other state or city imposed taxes or assessments, and (c) a facility ticket surcharge
or other similar ta�c or fee imposed by the City or Authority (the "Ticket
Surcharge") not to excced $1 per ficket for Arena Events for the first five years of
the Z.ease Term, with cumulative increases in the Ticket Surcharge not to exceed
$.50 over each successive five year period thereafter, except as may be mutually
agreed to by the City and Team, provided that if the Ticket Surcharge dces not
raise at least $1,400,000 in any year of the Lease Term, then the City shall have
the right to increase the Ticket Surcharge for the following year to that amount
necessary to raise $1,400,000 per year (the "Emergency Increase"). The Team and
the City will keep each other advised during the year as to the estimated receipts
350968.6 3
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from the Ticket Surcharge and the City will provide the Team written notice of any
decision to inerease the Ticket Surchuge; provided further, that the City agrees not
to increase the Ticket Surcharge during the NHL Hockey season. The City will
agree to repeal any Emergency Increase in the Ticket Surcharge made under this
pazagraph when the City has reasonable assurances that the lower Ticket Surchazge
will generate at least $1,400,000 per year. The timing and mechanism far any
Emergency Increase shall be provided for in more detail in the Lease. The City
will use the increased portion (beyond the Emergency Increase) of the Ticket
Surcharge to provide direct or indirect benefit to the New Arena, [Wilkins
Auditorium, or Convenflon] Center.
D. Cani at_1 Repair� R�placements and Improvements. The Team shall manage,
operate and maintain all aspects of the New Arena consistent with comparable
NHL facilities, including making all capital repairs, replacements and
improvements as and when the Team and the City reasonably deem necessary, all
at the expense of the Team, except as expressly provided in paragraph E below,
and consistent with any requirements as set forth in the Lease to be negotiated in
good faith among the Team, City and Authority ("Lease"). The Team and the
Authority shail create a capital replacement repair and reserve fund ("Arena
Reserve Fund") and to be funded by the Team and spent according to the terms of
the I,ease. The moneys in the Arena Reserve Fund shall be the property of the
Team during the Lease Term; provided that moneys remaining in the Arena
Reserve Fund at the end of the I.ease Term shall be the property of the City. The
Team's annual contribution to the Arena Reserve Fund shall be (a) $250,000 for
the fourth and fifth years of the I.ease Term, (b) $500,000 in the sixth year, and
(c} commencing in the seventh and in each year thereafter an amount equal to
$500,000, to be escalated annually commencing in the seventh year at the rate of
inflation during the preceding year.
The contributions shall be payable by the Team at the beginning of the applicable
year of the Lease Term. To the extent the money in the Arena Reserve Fund is
insufficient, the Team shall have the obligation to pay for capital repairs and
replacements, except as expressly provided in paragraph E hereof.
E. �ii�Contribution to Repair and Replacement After City Bonds are Paid. When
the City Bonds are paid or defeased, the City shall continue to receive 100 % of the
Ticket Surcharge. The City agrees to provide matching funding (to be held in a
separate City account) for necessary capitai repairs and replacements in the
following manner:
350968.6 4
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(1) If the Ticket Surcharge has not been increased since the commencement of
the I.ease Term, the City shall make available during the calendaz year, on
a one-to-one matching basis with the expenditures made out of the Arena
Reserve Fund or otherwise by the Team during such year the full amount
of the Ticket Surcharge up to $1.4 million. These funds shall only be
available during the calendar year, and any unmatched and unspent funds
shall revert to the City for uses which provide direct or indirect benefit to
the New Arena, Convention Center, or Wilkins Auditorium.
(2) If the Ticket Surchazge has heen increased during the Lease Term, then the
City shall make available on a one-to-one matching basis with the
expenditures made out of the Arena Reserve Fund or otherwise by the
Team during such year, an amount equal to the $1.4 million inflated
annually beginning in the seventh year in an identical manner to the
escalation of the Team's contribution to the Arena Reserve Fund (the
"Escalated Contribution").
In no event shall the annual match by the City exceed the actual revenue derived
from the Ticket Surchazge.
In any event, notwithstanding the City's annual match under paragraph E hereof,
the Team remains responsible for the payment of and contracting for, in
accordance with law, ali necessary repairs and replacements to the New Arena.
R Zlaming�R'gh�s — City�pproval. The City has the right to reasonably approve
the recipient of the naming rights for the New Arena which rights shall be granted
for no longer than the I.ease Term.
VI. NEW ARENA COMMITMENTS:
The Authority and City believe that the New Arena is and will be on the Commencement
Date free of all contractual obligafions relating to New Arena operations with third parties,
which include advertising and concessions, other than contractual scheduling commitments
for certain events and the existing agreement with Ticket Master Minnesota dated
13ovember 5, 1995. The Team has the right to select and contract with all parties
providing products or services for the New Arena (including the concessionaire), to
deternune product selecfion and the service to be provided by such contracting parties, and
to receive all revenues and payments from such parties. The Team shall also have the
opportunity to participate in the selection process for the parldng lot operator at set renewal
periods. The City and the Authority will work with the Team to facilitate the Team's
350968.6 5
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financial and operational interests in the parking available for NHL Games at the ramps
and lots described in Pazagraph V-A hereof.
VII. ADVERTI5ING
A. The Team shall have the exclusive right to sell and control the advertising on the
outdoor mazquees (referred to in Paragraph V-B above). In considera6on thereof,
the Team shall pay to the Authority or the City $385,000 annually, beginning on
the Commencement Date, with an escalation of 5% annually thereafter beginning
in the second year of the Lease Term. This obiigation shati be due and owing by
the Team regardiess of the amount of such advertising revenue.
B. The Team shall have the exclusive right to sell and control all other advertising and
promotion rights for the New Arena and retain all revenues received from such
sales. The Team shali use its best efforts to promote attendance at events in the
New Arena. Additionally, the Team shall use its best efforts to coordinate
activities in the New Arena with activities in the Civic Center complex.
C. This Term Sheet and the Izase shali not affect the rights of the City and Authority
with respect to advertising in other areas of the St. Paul Civic Center Complex
(e.g., Wilkins Auditorium or new Convention Center).
VIII. NEW ARENA DESIGN AND CONSTRUCTION
A. Subject to the passage of legislation granting an exemption from competitive
bidding and construction materials and supplies from sales tax, the Team will
contract for the design and construction of the New Arena. Immediately upon the
award of an NHL franchise if it occurs prior to July 11, 1997, the Team shall
commence the design and construction of the New Arena in Saint Paul, and such
construction shall be substantially completed by September 1, 1999. Subject to
ciause (B) below, the New Arena shall be a first class facility consistent in quality
with other current arenas recently constructed for use by NHL teams, and is
expected to consist of the foliowing major design elements:
1. Up to 650,000 square feet.
2. A capacity of approximately 19,000 seats for hockey, including:
(a) approximately 2,500 club seats.
350968.6 6
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(b) approximately 750 to 1Q00 seats in luxury suites.
A finished club restaurantand bar.
4. Finished team retail stores and team offices.
5. Video scoreboard(s) with advertising panels.
6. Two or more new outdoor electronic marquees.
7. Finished locker rooms and related training rooms and offices.
8. Finished concessions and novelty stands.
9. Landscaping.
10. All necessary furniture, fixtures and equipment.
B. The Team, City and Authority shall mutually agree on the conceptual design for
the New Arena by July 1, 1997. There will be a design team that will include two
representatives from the City and one representative from the Authority in addition
to representatives from Team. If no agreement is reached theTeam shall have the
right to make final design decisions, which the Team agrees to make on a rimely
basis. No material changes may be made by the Team in the conceptual design
without the approval of the City, except as required by the project budget of
approximately $130,000,000. In such event, the City, Authority and Team shall
agree to value engineer the New Arena project on a timely basis to reduce its costs.
If no agreement on the value engineering can be reached, the Team shall have the
right to make final design decisions subject to the spirit of the Conceptual Design
and project budget constraints.
C. Contingent on receiving the funds from the State and City under the Plan of
Finance, the Team shall bear all the costs of the New Arena, including design,
construction, finance, cost overruns and demolition of existing Arena. The City
shall bear the costs of site acquisition or off-site infrastructure improvements. The
City and the Team agree to consider alternate construction methods which may
reduce project costs and expedite project schedule. The City agrees to coordinate
and help expedite all permits needed for the construction of the New Arena.
350968.6 �
�� ��a�
IX. PLAN OF FINANCE:
A. The New Arena shall be financed through the following funds: (1) $65 million
from the State of Minnesota (the "State Bonds"), (2) $35 million from the Team,
and (3) $30 million from the City (the "City Bonds") plus the cost of land and off-
site infrastructure from the City.
B. The Team's commitment of $35 million must be available in a form and made by
a date reasonably acceptable to the City and State. The City and State's
commitments must be available in a form and on a date reasonably acceptable to
the Team in order to let necessary project contracts.
X. CAARITABLE CONTRIBUTIONS:
The Team, or its charitable foundation, will on the Commencement Date and annually
thereafter make annual contributions to existing local organizations that promote youth
programs in Minnesota, such as the Mariucci Inner City Youth Hockey and Minnesota
Amateur Hockey Association (MAHA).
XI. MISCELLANEOUS:
A. Upon the grant of an NHL franchise to the Team, the pazties shall commence
negotiations of a definitive I.ease agreement based on this Term Sheet ("Lease").
If a definitive Lease has not been executed by March 15, 1998, any outstanding
issues (except failure of the parties to agree pursuant to Sections XI-H and VIII-B)
shall be submitted to binding arbitration by a panel of three independent persons
familiar with the operations and economics of sports facilities or municipal
operations and finance. One panelist shall be chosen by the Team. The second
panelist shali be chosen by the City, and the third panelist shall be chosen by the
other two panelists. Such panel shall have the right to make a decision solely on
the issue or issues in dispute but shall not have the power to alter the terms agreed
upon by the pazties herein or hear or determine any dispute over (i) the terms or
conditions which may be agreed to in the future in the negotiations over the Lease,
or (ii) the failure of the parties to agree pursuant to Paragraph XI-HDt J�ZZB.
B. The Team will maintain its membership in good standing in the NHL throughout
the Lease Term.
C. The L,ease will contain such other terms and conditions (insurance, damage and
destruction, indemnification, financial statements, security, scheduling, force
majeure, events of default, remedies, miscellaneous, etc.) as are customary in the
industry, reasonahle, or otherwise agreed to by the City, Authority and Team.
350968.6
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Norivithstanding the foregoing, the Team shall agree to pay liquidated damages in
the event of a breach of its covenant (a) to operate exclusively at the New Arena
during the first ten years of the I.ease Term as provided in Paragraph IV hereof,
or (b) after the first ten years of the Lease Term, to pay the Ciry and State the
amounts specified in Paragnph IV hereof in the event it relocates the Team, in an
amount equal to: (x) the unpaid principal balance of the outstanding City Bonds
and State Bonds (including any related premium or early retirement penalty
associated with prepayment), (y) the amount of money expended by the City and
the Authority for construction cost overruns, land acquisition, off-site
infrastructure, demolition and other actual out of pocket costs incurred by the City
and the Authority in connection with the New Arena, and (z} interest from the date
of expenditure of the amounts identified in clause (y) at a rate of interest of seven
percent per annum. Additionally, disputes between the parties under the L,ease will
be venued exclusively in Ramsey County, Minnesota.
D. No term of the I.ease shall impair the tax exempt status of outstanding bonds issued
with respect to the Civic Center Compiex, and if any term herein should have that
effect, it shall be deemed modified to the extent required to eliminate such effect.
E. If all or a portion of the City Bonds or State Bonds are issued as tax exempt bonds,
the Team and the City shail make such reasonable modifications to the Term Sheet
as are appropriate to facilitate and not impair such exemption.
F. The Team and the City agree that the provisions of this Term Sheet are suhject to
all federal, state and local laws, rules, regulations or ordinances.
G. A binding letter of intent in substantially the form attached hereto as Exhibit A
shall be prompdy executed by the City, Authority and Team.
H. The Team and the City shall collaborate in good faith on the design, construction,
finance and operation of a new practice facility or the necessary improvements to
an existing facility to be converted into a practice facility for the Team containing
the necessary facilities for an NHL practice facility which shall be open for use by
the public when not being used by the Team. Nothing herein shall be construed
as a guarantee of City financial assistance for the practice facitity.
I. The Team shail make the New Arena available for lease to the Minnesota State
High School League (MSHSL) in order that the MSHSL shall be able to continue
to conduct state high school tournaments as they have been conducted in the past,
including girls voliey ball, girls danceline, boys wrestling, boys hockey and boys
basketball. The MSASL shall be able to conduct the tournaments and receive the
350968.6 4
�� ��� 3
same revenue streams, and subject to agreement, any new revenue streams, and
pay the types of expenses in the same categories that are currenfly in effect.
J. The Team shall make the New Arena available, subject to scheduling of other
events, to the City or iu designee for presentation of up to five (5) events per year
(the "City Events"). Such events shall be of "community or non-commercial
nature" and neither the City nor its designee shall be required to pay rent to the
Team for use of the New Arena for said event(s). However, the City or its
designee shall be required to reimburse the Team for all applicable out-of-pocket
expenses, incurred in connection with the event(s). The City shall be entided to
50 percent of any Arena Revenues derived from the City Events.
350968.6 10
� � ����
EXHIBIT A
BINDING LETTER OF INTENT
This Binding Letter of Intent is entered into this day of _, 1997, by and among
the City of St. Paul, Minnesota ("City"), St. Paul Civic Center Authority ("Authority"), and
, a Minnesota limited partnership ("Team') (coilectively "the
Parties").
The City, Authority, and Team agree to the terms in the attached Term Sheet for St. Paul
Civic Center Arena dated May _, 1997 (the "Term SheeY') and agree that the terms set forth in
the Term Sheet will be incorporated into a definitive lease agreement ("Lease") among the Parties.
The City, Authority, and Team agree that the Term Sheet reflects the basic business deal among
the parties, and is intended to be binding on the Parties, their respective assigns and successors
and that they will in good faith negotiate the terms of the Lease consistent with the terms set forth
in the Term Sheet.
The City, Authority, and Team each represent that the execution and delivery of this
Binding I.etter of Intent and the Term Sheet and the performance and observance of the terms of
this Binding Letter of Intent and the Term Sheet have been duly authorized by all necessary action
on the part of the City, Authority, and Team respectively.
This Binding I.etter of Intent shali automatically terminate and be of no effect if: (a) the
5tate of Minnesota does not enact legislation by May 26, 1997 to provide or commit to provide
the state funding contemplated by Section IXA of the Term Sheet and to provide sufficient legal
authority for the issuance of the City Bonds, or (b) the National Eiockey League does not grant
an expansion franchise to the Team during its next round of expansion or approve this Term Sheet
on or before July 11, 1997, or (c) the Team's contribution contemplated by Section IX(A) shall
not be available at the time and in the form required by the City as provided in Paragraph IX-B.
350968,6
�� � ��
The Parties hereby execute this Binding L,etter of Intent as of the date first written above.
CITY OF ST. PAUL, MINNESOTA
By:
Title: Mayor
By:
Approved as to Form: Tifle: Director, Office of Financial Services
City Attorney By:
Title: Director of Planning and Economic
Development
ST. PAUL CIVIC CENTER AUTHORITY
By:
Title: Chair
B
Title: Executive Director
/��Jl�f�l���
PARTNERSHIP
By: , a Minnesota
limited liability company, its general partner
Title: Robert O. Naegele, 7r.
Managing Member
350968.6
Gl��t-cµc.dt Z=�� p+.{
�l�/y 7
Q�1-�t`��
CITY OF SAINT PAUL
Norm Coleman, Mayor
3A0 Ciry Hall
IS West Ke(logg Boulevard
Saint Paul, MN 55102
Telephone: 672-2668510
Facsimi[e: 612-266-8513
May 6, 1997
Councii President David Thune
Members ofthe CiTy Council
Third Floor
15 West Kellogg Boulevard
Saint Paul, Minnesota 55102
Dear Council President Thune and Members of the City Council:
T am sending you information on the City financing for the proposal to replace the existing Civic
Center Arena with a new arena designed for NHI, use. As proposed by the term sheet, the City
will be responsible for $30 million of the $130 million needed to build the new arena.
Three principal sources for financing the City's share have been identified:
The Civic Center's share of the half cent sales tax
A facility ticket surchazge
Advertising revenue from outdoor mazquees
Discussions with bond counsel are ongoing regarding the ta�c exempt or taxable character of any
bonds issued to finance the City's $30 million. For now we are assuming that tax exempt bonds
can be issued and financed with the half cent sales tax revenue. But neither the facility ticket
surcharge nor the outdoor marquee revenue can be used to finance tax exempt bonds and,
therefore, a bond issue supported by those revenues will be taxable. We have asked counsel to
continue to research options for making those bonds also tax exempt.
The attachments, using two different bond types (capital appreciation and coupon bonds) and
assuming that there would be both a tax exempt and taxable issue, show that the $30 million
needed for the City's participation in the azena project can be raised from these three sources.
Both also assume a G.O. pledge. I am recommending the capital appreciation 6ond as the least
expensive to the City.
For the half cent sales tax revenue stream we have assumed an annual growth rate of 3 percent.
The ticket surcharge revenue sh is held constant at $1,400,000, however, the term sheet does
provide optlons for increasing the amount over the life of the lease. The $385,000 from the
marquee advertising is inflated annualiy by 5 percent as provided in the term sheet.
I will be pleased to respond to questions at the Council meeting on Wednesday, or, if you have
questions priar to the meeting, please call me at 266-8553.
incerely,
e Reid
Director, Office of Financial Services
�
�'1 —t-1`t�
Dated June 1. 199?
Mature Novembet i
Doilar
Price
1
1989
2009 84.192
2001 79,713
20�2 75.325
2003 71.041
2004 66.870
2005 62.822
2008 58.905
2007 55.124
2008 51.487
2009 47.996
2010 44.655
2411 41.467
2412 38.720
2013 36.405
2014 34.236
2015 32.192
2pt6 30.271
2017 27.906
2018 26215
2a19 24.626
2Q20 23.134
2021 21.732
2022 20.415
Bond Years
Average MBt.
TIC
88,402
203,268
30t,300
394,278
474,777
549,693
612.812
669,757
T15,669
735,937
788,169
812,753
asa,a�s
859,252
B81.577
898,157
91d,184
906,945
914,904
819,781
451,113
0
Q
0
212,012.03
15.2d
62811%
City of Saini Paul, Minnesuta
Ganetai Otrltgatfon Civlc Center Compiax Bands
Capttai Appreefatfon Bonds
"AA+" �iated . No Insurance
Tax Exempt fssus
5.10°l0
5.20%
5.30°h
5.40%
S.SD%
5.609'0
5.70%
5.80%
5.90%
6.00°h
8.10%
6.20°h
6.2596
6.259b
6.25%
6.25%
6.25%
5.35%
6.35°k
6.35%
6.35%
6.35'K
6.35%
Interest
�8,588
51,732
98,700
160,722
235,223
325,308
427,388
545,243
674,331
819,063
976,839
1,147,247
1.32Q,584
1,50p,748
1,693,d23
1,891,843
2,105,816
2,343.055
2,575,Q97
2,875,218
7,498,887
�
fl
0
0
105,D00
255,000
4Q0,000
555,OOQ
710,OQ0
875,000
1.440.�00
1,215,000
1,39a,000
i,575,000
1,765,000
1,960,Q00
2,155,OQ0
2,360,QOU
2,575,008
2,�90,000
3,fl20,000
3,25Q,000
3,490,000
3,735,Otl0
'i,950,000
0
0
0
105.346
256,107
404,413
554,13i
712,530
875,992
1.039,917
9,215,301
1,392,310
1.576,1t1
1,764,043
i,9B0,206
2,155,632
2,361,594
2.573,77&
2,�92,953
3,Q2�,146
3,251,092
3,487,010
3,734,342
3,983,936
4,247,483
4,515,973
Project Costs
Gapitatized I�teres#
Reserve Surety
Bond Insurance
Costs of 4ssuance
Undenvritefs Disco�ni
TotalBond issue
0
0
0
0
0
0
0
0
0
Q
0
0
0
0
0
0
4
0
0
0
0
0
0
0
0
0
0
Bond
Opuon H-1
2i Year Repaymenf
Q
0
105,346
256,107
400,413
554,131
712,530
875,992
1,039,91?
1,215,301
1,392,310
1,576,711
1,764,�43
1,980,206
2,155,632
2.361,584
2,573,776
2,792,9$3
3,020,146
3.251,092
3,487,010
3,734,342
3,983,938
4,247,483
4,515,973
1
0
Q
0
73,324
0
0
0
348
1,l07
413
2,530
992
301
2,310
1,719
206
632
1,584
2,483
146
1,092
2,033,936
4,247,483
4,515,973
pf@o�!@d h;: Gp,':,^,^ tiitvipo�aied'(�l6191)
Dated June 1, 1997
Mature November 1
2000 79.312
20�1 73.794
2002 68.528
2003 63.Si5
2004 58.756
2005 54.248
2006 49.9Q0
2Q07 46.209
2008 42.673
2008 39.370
2010 36.287
2071 33.414
2012 30.738
2013 28250
2�14 25.938
20i5 24.004
20i6 22.215
2017 20.159
2098 t8.638
2018 17.232
2020 15.932
2021 14.730
2022 13.618
8ond Years
Average Mat.
TiC
1,415,718
1.328,292
�,zso,ssc
1.171,852
1,085,799
1.025.287
957,309
898,917
838,524
787,4D0
734.812
686,858
642,424
600,313
560,261
528,088
497,6i6
459,625
433,334
409,26d
3&5,554
0
0
0
184,991.55
11,07
7.8215%
Cliy of Saint Paul, Mlnnesota
Genenl Ohtigation Civ(c Center Complex Bonds
Capitat Appreciatlon 8cnds
"AA+^ (�ted - No fnsutance
Taxable inierest Rates
6.90%
7.00°.6
7.10°k
7.20%
7.30�h
7.b0%
�.50°h
7.55%
�.sa�
7.65%
7.70%
7.75°k
7.80%
7.85%
7.90%
7.9096
7.90°.G
8.0096
8.00%
8.00%
8.00°k
8.00%
8.00%
369,281
471,708
574,364
673,148
769,201
86q,713
957,682
1,044,083
1,126,476
�,z�s,soo
1,290,188
1.368,342
1,447,576
1,524,688
1,589,738
1,671,912
1.742,384
1,820,37S
1.89t,667
1.965,74Q
2,034,446
0
0
Q
0
0
7,785.000
1,800,000
1.825,000
1,845,Q00
1,8&5.000
1,890.000
1,9'15,000
1,841,OOQ
1,965,000
2,000,000
2,025,�00
2,055,000
2,090,000
2,125,000
2.160,000
2,200,04D
2,240.000
2,280.000
2,325.Q00
2,375,000
2,42D,000
Q
0
0
0
0
0
0
0
0
0
0
0
0
0
0
Q
0
0
a
0
0
0
a
0
0
0
0
0
0
1,785.000
7,804,250
9,824,463
1,845,686
1,867,970
t,891,368
1,915,937
t.941,734
t,968,82Q
1.997,261
2,027,124
2,058,481
2,091,405
2.125.975
2,i62,274
2200,387
z,zao,aa�
2,282,427
2,326,548
2,372,876
2.421.520
2,472,596
2,526.225
�lized lnterest
ve Suraty
Insurance
of Issuance
writer's piscount
� � - ���
Optfon i-1
21 Yea� Repayment
0
0
0
7,785,D00
1,804,250
1,824,463
1,845,686
1,867,970
1,891,368
1,915,937
T.941,734
1,968.820
1,997,2&1
2,027,124
2,058,481
2,091,405
2,125,975
2,162274
2,200,387
2,2ao,ao�
2,282.427
2,326.548
2,372,876
2,421,520
2,472,596
2,526,225
0
0
0
65.859
0
0
0
4,250
686
2,970
1,368
937
734
3,820
{2,739,'
2.124
3,481
9.4U5
975
2.27d
387
407
2,427
1.548
{2.124;
1,520
2,472,596
2.526,225
Prepared by. Springsted incorporatetl (5ISI97)
City ot Salnt Paul, Minnesota
�� Generat Obligation Civic Center Complex 6onds
Tax Exempt Current Coupon Bonds
Portion $uppoRed 8y Saks Tax
Datsd June 1,1997
Maturg November 1
2001
2008
2011
2012
2013
2014
2021
70,000
250,000
450,000
660.ODU
885,D00
1,'140,000
1,405,000
1,70Q,000
2,810,000
2,350,OOd
2,715,000
3,105,000
3,530,000
��
4.65%
4.75°�
4.85°h
4.95°h
4.95°h
5.00%
5.10%
520%
5.25°h
5.35%
5.45°h
5.50°�
s.ss�io
S.6U°.6
5.60%
5.65°k
5.85°!0
5.70°h
5.70°h
5.70%
5.70°h
5.70%
5.70%
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
1,142,475
�,�a2,a�s
1,142,475
1,138.835
1,125,710
1,101,635
1,065,665
�,o�e,aaa
953,170
874,430
779,290
e&5,725
532,950
378,785
20l,210
0
0
0
Bond Years
Average Maturiry
Net Intarest Rate
384,885.00
18.88
5_67%
1,142,475
1,142,475
1,142,475 ''
1,142,475
1,142,475
1,142,475
1,142,475
7,142,475
�,�az,a�s
1,212,475
'I ,388,$35
�,s�s,�tio
1,761,635
1,860,665
2,15B,44Q
2,358,170
2,574,480
2,789,290
3,015,7Z5
3,247,950
3,483,195
3,731,210
0
0
0
0.��.,.,,w �,.. C...:....ae.11nwn..�..rMeAIFIC.IC'll
r�vNvwu vJ. upmyow� �uw��...�o.c.. �..w..�. �
Net Saies
0
4
0
105,346
256,107
400,413
554.131
712,530
875,992
1,039,917
1,215,3�1
1,392,310
1,576,711
l ,784,043
1,960,206
2,155,632
2,361,594
2,573,776
2,792,983
3,024,146
3,251.U92
3,487,010
3,734,342
3,983,936
4,247,483
4,555,973
Projed Costs
CapRa!'�zed Interest
Reserve Surety'
Bondtnsutante
Casts of fssuance
Undsrvvriter's D's�unt
��
�
�
1,142,475
1,142,475
1,037,129
886,366
�az,oe2
588,344
d29,945
268,483
102,558
0
0
a
13,285,600
6,813,870
30,420
0
69,310
�j� - �`1�
Option M
20 Year Repayment
1,142,475 I,
1.142.475 �
1,142,475 ',
1.�42,475
1,142,475
1,142,4�5
1,142,475
1,142,475
1,142,475
1,215,301
1,392,310
1,578,711
1,764,d43
1,960206
2,155,632
2,369,594
2,573,776
2.782.883
3,020,146
3,251,092
3,487,010
3.734,342
3,983,936
4,247>483
4,515.973
0
0
0
0
0
0
0
4
0
0
2,828
3,475
1,001
2,408
(459)
3,424
3,fi93
4,421
3,142
3,815
3,132
3,983,936
4,247,483
4,515,973
.- Ciry of Saint Paul, Minnesota
Generat obligation Civic Center Complex Bonds
Taxable Current Coupon Bonds
PoRlon Supported by Admiasiona & Marquee
Dated June 1, 1997
Mafure November �
��-y�3
opNon N
22 Year Rapayment
Tatal
R
2001
20Q9
207Q
201i
2012
2013
2014
2015
2016
2017
2018
2019
2020
202i
220,OQ0
255,000
290,000
335,000
380,000
430,000
485,000
545,000
670,DD0
685,000
765,D00
850,000
950,000
1,655,OOd
1,170,000
1,300.0�
i,440,000
1,590,000
l,755,OOQ
1,940,000
2,140,000
1.500,000
0
8.65%
6.75°h
6.85°/a
6.90°k
5.95%
7.00%
7.7056
7.209'0
7.30%
7,35%
7.45%
7.50%
7.55%
7.6095
7.65°�
7.65%
7.55°h
7.75%
7.75Yo
7.75°k
7.75%
7.75%
7.75%
7.75%
6fi1,39Q
1,563,335
'1,563,335
1,553,335
1,546.705
1,531,493
1,b1 f,628
1,488,513
1,4fi2,103
1.432.003
1,347,568
1,358,328
1.3t3,798
1,263,450
1,206,458
1,142,748
1,070,983
990.803
901,298
801,848
fi91,888
568,463
432,450
282,100
t 18,250
D
Bond Years
Average Malurity
Net trtterest Rafe
364,785.83
17.63
7.66°/n
1,5B3,335 I
7,563,335 ,
1,783,335 !,
1,803,705
1,821.493
1,846,628
1,868,513
1,892,iO3
1.9i7.003
1.942,568
1,968,328
1,998,798
2,028,450
2,Q56,458
2082.708
2,i25,983
2,160,803
2,201,298
2.241,848
2,281,688
2,323,463
2,372.450
2,422,100
1,616,250
0
J..J I � �n1 IClClH'fl
riePai6Q `vy. apiingmeu mw�Nuia�vu �o�oea� �
0
0
�,785,000
1,804,250
1,824,463
7,845,686
'f ,867,970
1,89l.3&8
1,815,937
1,941.734
1,968,820
1,997,251
2,027,'1Z4
2,�58,481
2,091,405
2,725,975
2,1fi2.274
2,2D0,387
2,240,407
2,2&2,427
2,326.548
2.372,876
2,421,520
2,Q72,596
2.526,225
ilixed inteTest
ve Sufeiy
Insurance
o(Issuance
writer's Discount
1,563,335
1,563,335
3,7T8,064
D
a
73,490
1,563,335 I
1,563,335
t,785,QOQ �i
1,804,250 ',
1.824,483
1,$45,686
t ,R67.870
1,891,368
i ,9i 5,937
1,941,734
1,968,82(1
1.997,261
2,027,124
2,058,481
2,081.405
2,125,975
2,162,274
2,200.367
2,240.407
2,282,427
2,326,548
2,372,876
2,421.520
2.472,546
2,528,225
i ,665
545
2.87Q
�� ,a�)
($�)
493
ty.$�)
(9 ,326j
2,623
{1,303)
($)
i,471
(� ��
740
3,086
426
(580)
856,346
2,526,225
From: Greg Blees _
Tos Council-21, joec � ; � � ��
Date: 5/7/97 3:35pm /�
Subject: NHL NEW ARENA - Financing Plan ,iC�:J
Councilmembers, `�,� ' ',
Sorry for this late distribution of complicated information, but here is my
conceptual understanding as to how the City's $30,000,000 share of a
$130,000,000 New Arena will be financed. The City would issue two bond
issues, and the debt service would be financed as follows:
Tagable G.O. Bonds nill provide about 816.360,000.
Paqe i displays:
$1 Ticket Surcharqe would generate about $1,400,000 (about half from
Aockey) for debt service.
Advertizing revenues should generate from $385,000 to $2,500,000 over the
next thirty years.
How the Arena Capital Repair Reserve might qenerate as much as $16 million,
and how excess revenue in the first ten years of a thirty year lease might
be as high as $16 million.
Paqe 2 displays:
Aow an inflating Ticket Surcharge might generate more money, but would also
require the City to contribute more to the Capital Repair Reserve Fund.
�ag-Egemot (i.0. Bonds w311 urovide about S13,64.000.
Page 3 displays the Budget Office's estimate for �& City Sales Tax and
related interest earnings:
Paga 4 displays current City Council policy for distributing sales tax
proceeds and related interest earnings at:
40$ to Civic Center debt service and construction,
50g to_Neighborhood projects, and
10� to Cultural projects.
Page 5 displays a rough approximation as to how one might appropriate more
of the interest earnings to finance the proposed debt service for a
$13,950,000 Taxable bond Issue.
CC: Admin.MAYBUD.reid, Planning.PED13.paw, Admin.MAYBU...
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DRAFI' S/02/97
TERM SHEET
for the I.ease of the
I.
II.
III.
�.
NEW ST. PAUL CIVIC CENTER ARENA
OWNER'S AGENT will be the Saint Pav1 Civic
OWNER will be the City of Saint Paul ("City").
���
Authority ("Authority"), and
T'ENANI' will be the NHI. eapansion team to owned by
("Team").
LEASED PREMISES will be the New ena, including all furniture, fixtures and
equipment necessary for the playing o all NHI, home regulaz season, playof� All-
Star and other NHlrsanctioned hom games and any NHL exhibition games played
at the New Arena ("NHL Games" and any other arena events as contemplated
below.
T'ERM OF LEASE
The term of the L.ease sh commence ttrirty days prior to �t►e first NHI. Game of
the regular NHI. Season w ch follows the date of substantial completion of the New
Arena (the "Comtnence ent Date" which is anticipated to be approximately
September 1, 1999) and ' continue from that date for the later of twenty (20) years
or the final maturity st ed date of the City Bonds, but not longer than 25 years (the
"L.ease Te�m"). The eam will have the option to elctend the Lease Term for two
five (5) yeaz periods Any such eartension shall be a part of the L.ease Term. The
Team will lease th New Arena for the purpose of playing all of its NHL home
Games and w
provided, that
Term fo termi
�ischarge the
+ �elated pre
payment of�
the Team n'iav
fl t relocate the Team from the Arena during the Lease Term;
th Team shall have the right after the first ten years of the Lease
� e the lease by paying the City and the State an amount required to
tstanding City Bonds and State Bonds respectively, (including any
m or early retirement penalty associated with pre-payment). Upon
t amount and payment of all other accrued liabilities under the I.ease,
terminate the Lease.
3509634
�
V. ARENA REVENUES AND EXPENSES
A. Team Revenues The Team will control and retain 100% of revenues derive
from all events at the New Arena (such events "Arena Events" and s
revenues'"Team Arena Revenues"), except as otherwise provided in Para aph
V-B hereof and �cept as provided with users of the New Arena, 100%
of the revenues derived from other o�rations outside of the N Arena
('Team Revenues"). Team Arena Revenues and Team Revenue mclude the
following:
1.
2.
3.
4.
sales of tickets for Arena Events
sales of tickets for club seats for Arena
sales of lwrury suites for Arena Events
New Arena's share of all concession �venues and payments
5. all (permanent and temporary) a ertising and promotional revenues
(including naming rights, d signage, dasher boards, on-ice
advertising, video boards) at e New Arena
GQ
7.
merchandising revenues r lized from sales at Arena Events and at all
other times at the T 's retail stores at the New Arena and
elsewhere
publication reven es realized at Arena Events and at all other times
at the Team's r ail stores at the New Arena and elsewhere
8. broadcast,
from the T,
/
�
10.
and oYher revenues received by the Team
from local broadcasts of Arena Events (e.g., local TV, cable
other revenues derived from operations of the New Arena and the
am's business outside af the Arena
p vided, that the City and the Authority make no representations or
arranties about the level of any such revenues; or the availability of any
revenue sources other than from the New Arena.
2
Team Arena Revenues and Team Revenues do not include the unts to be
received by the City from the Team as descn'bed in pazagraph B below, d any taJCes of
general applicab�lity.
In addition, #he G'ity shall pay the Team a sum equai to (a) et pazldng revenues
�deriyed #;om �vem pazking at the time of NHI, Games from�he _'_ g 1730 spaces in the
+�as�ic Center�tamp and the �330 spaces in 3he L�vic L�enter Exiub" Hall underground ramp,
(bj �et �arlflng�evenues #or event parking r�ceived bg3he �aty t the time �f I�THI. Games
�erived from approximately 235 surface parldng spaces fn'the eveland Circie"and `�even
�orners" surface �arking lots, at�d (c) any net �+arking ues for event parlang receivad
�y #he City ar#he�time of NHI. �rames �'rom �surfacc paz ' g on paioels contigucws to ihe
�iew .Arena if �nd �to #he erztent actna�ily nwned ni can olled �y the City during ihe i.ease
�' dn t3ie twent t�e �ots in clause (b) become una ble for went parking during �THL
+Games due io sale of property, cancellation nf agree ents with rutrent property owners, or
�Eievelopment.Dn site(s), the C4ty shall �egotiate m good faith to replace that parldng
availab�lity and Yhe resuiting amounts the 3'e receives #or event �azldng during NHL.
Games with other land available for surface par ' g conriguons to the New Arena. The City
and the Authority make no representation or warranries about the level of any such
revenues.
B. �City Arena Revenues.
consideration of the a�
existing outdoor marq
annual escalation) re
Team and (b) the T�
below. /
�Team shall pay the C5ty (a��385,Q00 per yeaz in
ismg revenue from the two repiacements of the one
(as provided in Paragraph VII-A including the 5%
less of actual advertising revenue received by the
Surcharge imposed by the City as described in C
C. Team Arena enses. Eaicept as expressly provided for in paragraph E
hereo� the Te will pay for: �(�) �UO°Ja.of the management, c�peration and
; maintenance nses incurred for Arena Bvents and otherwise in connection
with the Ne Arena, it being the intention of the parties that the Lease be
absolutely' et" to the City and the Authority, except as expressly provided for
in tbis Te Sheet (2) 3he costs=of �apitai repair and replacement as described
in subp agraph (D) below, and (3) any required collections of (aj generally
�appli le sales taxes, (b) any other state or tity imposed ta�ces or assessments,
;,and c) .a faeility xicket surcharge _or nther similaz tax or £ee imposed by the
Ci or Authority (the 'Ticket Surcharge") not to exceed $1 per ticket for
ena Events for the first five years of the Lease Term, with cumulative
' creases in the Ticket Surcharge not to exceed $.50 over each successive five
yeaz period thereafter, eascept as may be mutually agreed to by the City and
Team, prrnrided that if #he �'icket Surcharge does not raise at leasi $i,400,000
pn azry year of the i.ease Term, ihen the City shall have the right to.increase
3
+�e.�'idce�"�urc followmg year to�at �onnt necxssary raise
�1,-000,000 �er year �the 'Bmergency Increase"). The Team and City will
keep each other advised during the year as to the estimated rece' ts from the
Ticket Surchazge and the City will provide the Team writte notice of any
decision to increase the Ticket Surcharge; provided r, that the City
agrees not to increase the Ticket Surcharge during the Hockey season.
The City w71 agree to repeal any Emergency Increase ' e Ticket Surcharge
made under this pazagraph when the Ciry has reason le assurances that the
lower Ticket Surchazge w�11 generate��as� �1; per year. The timing
and mechanism for any Emergency Increase sh be provided for in more
detail in the I.ease. �e �ity �1 use the ' ased �portion �beyond the
�mergency Increase) -of #he�i'icket Surchaz �o provide direct =ar �ndirect
�enefit to the New Arena;�Vi7ldns Audito ' m, or Lonventio� Center.
D. Ca ital Re airs Re lacements and Im fovements. The Team shall manage,
operate and maintain all aspects f the New Arena consistent with
comparable NHL facilities, includin malflng all capital repairs, repiacements
and improvements as and when e Team and the City reasonably deem
necessary, all at the eapense of he Team, except as elcpressly provided in
paragraph E below, and cons' ent with any requirements as set forth in the
Lease to be negotiated in g d faith among the Team, City and Authority
("Lease"). The Team and e Authority shall create a capital replacement
�epair and reserve fund `Arena Reseive �nnd") and 1o:be funded by the
�eam and spent accor ' g to the terms of the Lease. ��'he moneys in the
�lrena Reserve Fund s be the properry of the Team. The Team's annual
contribution to the na Reserve Fund shall be (a) $250,000 for the fourth
and #ifth �ears of �..ease Term, (b) �500,000 in ihe sixth year, and (c)
commencing in th seventh and in each yeaz thereafter an amount equal to
�$500,000, to be � ted annually commencing in the seventh year at the rate
of inflation du ' g the preceding yeaz.
E.
The contribu ons shall be payable by the Team at the beginning of the
applicable az of the Lease Term. To the extent the money in the Arena
Reseive F nd is insufficient, the Team shall have the obligation to pay for
capitai r airs and replacements, except as eaLpressly provided in paragraph
E here .
n.the City Bonds are paid or defeased, the City shall continue. io receive
% of 3he Tickei Surcharge. The City agrees to provide matching funding
to be held in a separate City account) for necessary capital repairs and
replacements in the following manner:
0
(1) If the Ticket Surchazge has not been increased since the
commencement of the Lease Term, the CSty shall ake avazlable
during the calendar year, on a one-to-one matc ' basis with the
expenditures made out of the Arena Reserve Fund r otherwise by the
Team during such year the fiill amount of the T' et Surchazge up to
$1.4 million. These funds shall only be availa e during the calendaz
year, and any unmatched and unspent funds all revert to the City for
uses which provide direct or indirect b nefit to the New Arena,
Com+enrion Center, or Wilkins Auditori .
F.
(2) If the Ticket Surcharge has been ' reased during the Lease Term,
then the City shall make available a one-taone matching basis with
the expenditures made out of the ena Reserve Fund or otherwise by
the Team during such year, amount equal to the $1.4 million
inflated annually beginning ' e seventh year in an identical manner
to the escalation of the T 's wntribution to the Arena Reserve
Fund (the "Escalated Co 'bution").
In no event shall the a
derived from the Ticket
In any event, notw
hereof, the Team re
in accordance with
Arena.
by the City exceed the actual revenue
�Iding the Ciry's annual match under pazagraph E
s responsible for the payment of and contracting for,
all necessary repairs and replacements to the New
Naming Rights � City Approval. The City has the right to reasonably
approve the re pient of the naming rights for the New Arena which rights
shall be grante�for no longer than the L.ease Term.
VI. NEW .AR�NA
The Authority and City believe that the New Arena is and will be on the
Commencem t Date free of all contractual obligations relating to New Arena
operations th third parties, which include advertising and concessions, other than
contractual cheduling commitments for certain events and the existing agreement
with Tick Master Minnesota dated November 5, 1995. The Team has the right to
select an contract with all parties providing products or services for the New Arena
(inclu ' g the concessionaire), to determine product selection and the service to be
provi d by such wntracting parties, and to receive all revenues and payments from
such arties. The Team shall also have the opportunity to participate in the selection
�, S
process for the parldng lot operator at set renewal periods. The rty and the
Authority w71 work with the Team to facilitate the Team's financial d operational
interests in the parking available for NHL. Games at the ramps an ots descn�ed in
Pazagraph V A hereof.
VII. ADVERTISING
A The Team shall have the exclusive ri
the outdoor mazquees (referred to in
thereof, the Team shall pay to the ,
beginning on the Commencement I
thereafter beginning in the second y
shall be due and owing by the Te
advertising revenue. �
B. The Team shall have the
advertising and promotion i
received from such sales. '
attendance at events in the
best efforts to coordinate�
Civic Center complex. f
C. This Term Sheet
Authority with re
Center Complex
VIII. NEW ARENA
to sell d control the advertising on
agra V-B above). In consideration
ho ' or the City $385,000 annually,
:, 'th an escalation of 5% annually
of the Lease Term. This obligation
regardless of the amount of such
!'usive right to sell and control all other
for the New Arena and retain all revenues
Team shall use its best efforts to promote
Arena. Additionally, the Team shall use its
ies in the New Arena with activities in the
the Lease shall not affect the rights of the City and
t to advertising in other azeas of the St. Paul Civic
Willdns Auditorium or new Convention Center).
AND CONSTRUCTION
A. Immediately pon the award of an NHI. franchise if it occurs prior to July i l,
1997, the ty and Authority shall commence the design and construction of
the New ena in Saint Paul, and such construction shall be substantially
complet by September 1,1999. Subject to clause (B) below, the New Arena
shall b a first class facility consistent in quality with other current arenas
recen constructed for use by NHL Yeams, and is expected to consist of the
follo ' g major design elements:
1. f Up to 650,000 square feet.
A capacity of approximately 19,000 seats for hockey, including:
0
(a}
ro�
3.
4.
5.
6.
7.
8.
9.
approximately 2,500 club seats.
approximately 750 to 1000 seats in luxury suites.
A finished club restaurant and bar.
Finished team reta7 stores and team offices.
Video scoreboard(s) with advertising panels.
Two or more new outdoor electronic
Finished locker rooms and related
Finished concessions and novelty
Landscaping.
10. All necessary furniture,
rooms and offices.
and equipment.
B. The Team, City and Authority
for the New Arena by July 1,
have the right to make final
on a timely basis. No mate '
without the approval of T
of approximately $130,0 ,000
shall agree to value e' eer
c.
I�a
s ll mutually agree on the conceptual design
19 7. If no agreement is reached the G�ty shall
sign decisions, which the CSty agrees to make
changes may be made in the conceptual design
eam, except as required by the project budget
. In such event, the City, Authority and Team
the New Arena project on a timely basis to
reduce its costs. If n agreement on the value engineering can be reached,
the City shall have e right to make final design decisions, which the C7ry
agrees to make o a timely basis. The design and construction process shall
be a collaborat' process among the Team, City or Authority but the City
shall have the ght to make final design decisions. •
Contingent n receiving the funds from the State and Team under the Plan
of Finan , the City and Authority shall bear all the costs of the New Arena,
includin design, construction, finance, land acquisition and preparation,
demo ' on of the existing Arena, and cost overruns. The City and the Team
agre to consider altemate construction methods which may reduce project
cos� and expedite project schedule.
� the Team is granted an NHL Franchise by July 11, 1997, and if the New
Arena is not substantially completed for iu intended use by September 1,
7
�
i999, the City and Authority shall pay an amount to the Te as may be
mutually agreed upon with the intent of compensating the eam for net
income lost due to the delay.
IX. PLAN OF FINANCE:
A. The New Arena shall be financed through the foll ' g funds: (1) $65 million
from the State of Minnesota (the "State Bon "), (2) $35 m�lion from the�
Team, and (3) $30 million from the City (th "City Bonds") pius the cost of
land and off-site infrastructure from the C' .
B. The Team's commitment of $35 million t be available in a form and made
by a date reasonably acceptable to the ity and State in order to meet City
and State bonding commitments a d in order to let necessary project
contracts.
X. CHARTTABLE CONTRIBUTIONS:
The Team, or its charitable foun atian, will on the Commencement Date and
annually thereafter make annual ntributions to existing local organizations that
promote youth programs in ' esota, such as the Mariucci Inner City Youth
Hockey and Minnesota Amate Hockey Association (MAHA).
XI. MISCELLANEOUS:
A. Upon the grant of n NHL, franchise to the Team, the parties shall commence
negotiations of definitive Lease agreement based on this Term Sheet
("Lease"). If a efinitive Lease has not been executed by March 15, 1998, any
outstanding is es (except failure of the parties to agree pursuant to Section
XI-H) shall be submitted to binding arbitration by a panel of three
independe persons familiar with the operations and economics of sports
facilities municipal operations and finance. One panelist shall be chosen
by the T am. T'he second panelist shall be chosen by the City, and the third
panelis shall be chosen by the other two panelists. Such panel shall have the
right make a decision solely on the issue or issues in dispute but shall not
hav the power to alter the terms agreed upon by the parties herein or in the
ne otiations over the Lease.
B. �'he Team will maintain its membership in good standing in the NHI.
/throuFhout the Lease Term.
:
C. The I.ease will contain such other terms and conditions (insurance, age
and destruction, indemnification, financial statements, security, sc duling,
force majeure, events of default, remedies, miscellaneous, e.) as are
customary in the industry, reasonabie, or otherwise agreed to y the City,
Authoriry and Team. Notwithstanding the foregoing, the Te shall agree to
pay liquidated damages in ihe event of a breach of its cove t(a) to operate
exclusively at the New Arena during the first ten years o e Lease Term as
provided in Pazagraph IV hereo� or (b) after the first n years of the I.ease
Term, to pay the City and State the amommts specifie Pazagraph IV hereof
in the event it relocates the Team, in an amount qual to: (x) the unpaid
principal balance of the outstanding City Bonds d State Bonds (including
any related premium or early retirement
(y) the amount of money eapended
construction cost overruns, land acquisit
and other actual out of pocket costs inct
connection with the New Arena, and (z)
of the amounts identified in clause (y �
- per annum. Additionally, disputes tv�
be venued �clusively in Ramsey unt
;nal sociated with prepayment),
t City and the Authority for
i, ff-site infrastructure, demolition
d by the City and the Authority in
terest from the date of expenditure
a rate of interest of seven percent
;n the parties under the L.ease will
Minnesota.
D. No term of the Lease shall im� the ta�c exempt status of outstanding bonds
issued with respect to the C' 'c Center Complear, and if any term herein
should have that effect, it sh be deemed modified to the extent required to
eliminate such effec� �
E. If all or a portion of th City Bonds or State Bonds aze issued as talc exempt
bonds, the Team and e Ciry shall make such reasonable modifications to the
Term Sheet as aze propriate to facilitate and not impair such exemption.
F. The Team and�e City agree that the provisions of this Term Sheet aze
subject to all fe eral, state and local laws, rules, regulations or ordinances.
G.
�
A binding le er of intent in substantially the form attached hereto as Exhibit
A shall be omptly executed by the City, Authority and Team.
The Te and the City shall collaborate in good faith on the design,
cons tion, finance and operation of a new practice facility or the necessary
impr ements to an existing facility to be converted into a practice facility for
the eam containing the necessary facilities for an NHL, practice facility whic
sh be open for use by the public when not being used by the Team.
0
L The Team shall make the New Arena available for lease to
State High School L.eague (MSHSL) in order that the MSHS
to continue to conduct state high school tournaments as
conducted in the past, including girls volley ball, girls dance '
boys hockey and boys basketball. The MSHSL shall be le
tournaments and receive the same revenue streams, and bjec
any new revenue streams, and pay the types of ense
categories that aze currenfly in effect.
C/shall be able
�ey have been
boys wrestling,
to conduct the
t to agreement,
s in the same
J. The Team shall make the New Arena available, s ject to scheduling of other
events, to the City or its designee for presentari of up to five (5) events per
year. Such events shall be of "community o non-commerciai nature" and
neither the City nor its designee shall be re ed to pay rent to the Team for
use of the New Arena for said event(s). owever, the City or its designee
shall be required to reimburse the Te for all applicable out-of-pocket
expenses, incurred in connection with e event(s).
3509664
�
� u:
BINDING LETTER OF INTENT
This Binding I.etter of Intent is entered into this day of
among the City of St. Pa , ul, Minnesota ("G�t}�'), St Paul G�vic Center Au
and a Minnesota limited�
(collectively the Parties ).
The City, Authority, and Team agree to the terms in
Paul Civic Center Arena dated May _, 1997 (the 'Term
set forth in the Term Sheet will be incorporated into a de
among the Parties. T'he City, Authority, and Team agre
basic business deal among the parties, and is intende to
respective assigns and successors and that they will in ood
Lease consistent with the terms set forth in the Te Shef
1997, by and
"'Authority"),
ip ('"Team')
Term SheetforSt
Sh et") and agree that the terms
tive lease agreement ("I.ease")
that the Term Sheet reflects the
be binding on the Parties, their
faith negotiate the terms of the
The City, Authority, and Team each repr ent that the execution and delivery of this
Binding L.etter of Intent and the Term Sheet d the performance and observance of the
terms of this Binding I.etter of Intent and the erm Sheet have been duly authorized by all
necessary action on the part of the City, A hority, and Team respectively.
This Binding L.etter of Intent sh automatically terminate and be of no effect if: (a)
�e"-State of Tvlinnesota does not enact gislation by May 26; �997to�rovide ar commit to
q�rovide the;atate funding conten
sufficient legal authority for the
„i,eague �oes �ot grant :an �xp�
g�cpansion on or before duly li,
Secdon IX(A) shall not be ava�
�rovided in"�aragraph IX-B. �
d by Section IXA of the Term Sheet and to provide
ince of the City Bonds, or (b) t�e Nationai Hockey
n�'ranchise .to the Team �uring its aea�t .round of
7, or (c) #he Team's contnburion contemplated by
at.�e time �nd in the #orm iequired by ihe City as
3509634
The Parties hereby execute this Binding I.etter of Intent as of the
F1..�"''�7�
CITY OF ST. PAUL,
ST. P
Approved as to Form:
City Attorney
Title: Mayor
written
Title: Director, Offi,�e of Financial Services
Title:
of Planning and Economic
CIVIC CENTER AUT'HORITY
Chair
sy:
Title: Executive D'uector
, A LIMITED
PARTNERSHIP '
By: , a Minnesota
limited liability company, its general partner
By:
Title: Robert O. Naegele, Jr.
Managing Member
� 3504634
��
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Council File # q�— y,q 3
RESOLUTION
41NT PAUL, MINNESOTA
Presented By
Referred To
Green Sheet # ��
C1�7
Date
WHEREAS, a group of Mmnesota investors have submitted an applicati n for an I�� eapansion team for
consideration by the National Hockey League Boazd of Governor's o anuary 13, 1997.
WHEREAS, the City Council has indicated that professional hock is an economic and community
enhancement to the City of 5aint Paul and the lazger metropolit area, and
WHEREAS, the City Council has determined that the 23
substantial renovation in order to maintain a competitive
WHEREAS, based on a recent visit, the NHL Ex
attractive and adequate media market as well as a
l Saint Paul Civic Center Arena is in need of
in the marketplace, and
Committee has indicated that Saint Paul has an
aly solid investor's group, and
WHEREAS, the NHI. Expansion Committee h raised questions as to whether the $51 million in
improvements previously outlined in the HOK onceptual Design dated December 15, 1996 will be adequate
to bring the Arena up to NHL standards, and ave indicated they would not recommend placing an expansion
team in Saint Paui in a renovated Arena, an
WFIEREAS, a new Arena would bene8t e City and its citizens by providing the downtown with an Arena
which would become competitive with ther state of the art arenas, would provide current tenants of the Civic
Center with an updated facility in w' to bring their events and programs, would generate needed revenue
to amact an NHL team and would ract additional non-hockey events to downtown Saint Paul, and
VVFIEREAS, a new Arena �
Toumaments which haue a
the experience of the many
WHEREAS, it has been
recently constructed for
approximately $130 ' ]
* Up to 650,00 sq�
* A capacity app:
lusury bo s
�provide the highest quality facilities for the 1vTinnesota State High School
tradition of playing in the Saint Paul Civic Center Arena, and would improve
>ands of ivfinnesotans who attend the toumaments each year, and
mated that a new first-class Arena, consistent in quality with other current azenas
by NFIL teams and built on the site of the current Civic Center would cost
which would include the foilowing:
efeet
mately 19,000 seats for hockey including 2,500 club seats and 75 to 100 seats in
* A finish Arena club restaurant and bar
* Finish Team Retail Store and Team Offices
* Vd scoreboard(s) with advertising panels
* T new outdoor marquees
* 'shed locker rooms, training rooms and offices
* inished concessions and novelty stands
* Landscaping
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50
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* All necessary fixtures, fumiture and equipment
WI�REAS, the City will receive $65 million from the State of M'innesota and $35 million from the Team in
addition to the City's contribution of $30 million to the project budget for a new Arena, and now therefore be
it
RESOLVED, that tbe Council of the City of Saint Paul does hereby approve the attached�erm Sheet for the
lease of the new arena to be const�ucted as part of the Saint Paul Civic Center, and be i�
FURTI�R RESOLVED, that the appropriate officials of the City of Saint Paul ar hereby authorized to enter
into, execute and deliver all necessary contracts, orders, agreements, indenture and documents of any kind to
carry out and put into place (1) the terms and conditions in said Tenn Sheet d its provisions, (2) the design
and construction of the new arena, (3) the financing requirements for the d arena, and (4) all other matters
required to carry out the implementation of this project.
Requested by Department of:
-:: �. . a.. .0 • �- - ••,.
� / �y� /.
Adoption C�'rtified by Council Secretary
By:
Approv d by Mayor: Date
By:
Form Approved by City Attorney
A ' _ �. '1
By:
Counc
Bye
-9T
�mission to
K ��
Adopted by Cqdncil: Date