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HomeMy WebLinkAboutAgenda - 10-04-1993 - VIII-A 1 ORANGE COUNTY BOARD OF COMMISSIONERS Action Agenda Item No v27r4 ACTION AGENDA ITEM ABSTRACT Meeting Date: October 4, 1993 SUBJECT: Swimming Pool Financing DEPARTMENT County Manager PUBLIC HEARING YES NO x ATTACHMENT(S) INFORMATION CONTACT Proposed Resolution Rod Visser, ext 2300 Draft Agreement with TYHA Ted Abernathy, ext 2325 Additional Requested Background TELEPHONE NUMBER Information Hillsborough 732-8181 Chapel Hill 968-4501 Mebane 227-2031 Durham 688-7331 PURPOSE: The first purpose of this agenda item is to respond to questions and requests for information from the Board of Commissioners during the discussion of this item on September 21 . The second purpose relates to actions necessary by the Board of County Commissioners should the Board choose to proceed with the proposal from the Municipal Finance Group (MFG) . This action is in form of a draft resolution at Attachment C. BACKGROUND: At their regular meeting on August 4, 1993, the Board of Commissioners received a report on a proposal for financing a swimming pool to be located at the Meadowlands. The Board posed a number of questions and concerns about the County' s roles and responsibilities in such an arrangement. At the September 21, 1993 meeting, staff and representatives of MFG, Triangle Youth Hockey Association (TYHA) , and other interested parties provided the Board with additional information in response to the Board' s questions and concerns. Since that time, the staff has worked with the other parties involved to answer the questions from the Board that remain outstanding from the September 21 meeting. Additional background information requested is attached. The draft resolution to proceed with this project, if approved, would signal the County' s commitment to contributing $4 million over a 10 year period to TYHA. It is this assurance that MFG has indicated is necessary to line up the investors who will provide TYHA with the capital upfront to acquire the site and construct the TCAC facility. The final document, which would be substantially in the form of the draft agreement with TYHA (Attachment D) , would be brought back for formal approval at a subsequent meeting of the Board of Commissioners. Only the resolution, not the agreement, is presented for formal consideration by the Board at this October 4 meeting. The draft agreement includes the following major elements: * TYHA will construct and operate a swimming pool/ice rink facility at the Meadowlands, as described in the TCAC Business Plan that was prepared in February 1993 2 * The TCAC swimming pool would operate in accordance with the scheduling and fee structure recommended by Orange County Recreation and Parks - modifications can be made by mutual agreement of TYHA and the County * The County will make annual payments of $400,000, in quarterly installments, to TYHA for 10 years * The County' s obligation to make any further quarterly installment payments would cease should TYHA default on the terms of the agreement * The County will take title to the entire TCAC property, including land, when debt is paid off by TYHA in 15 years An explanatory list of attachments to this abstract follows: Attachment A - Fifth Year Operation Activities Schedule Provides comparable use figures from Town of Chapel Hill and YMCA pools and details projected revenue from estimated 77,424 users Attachment B - Feasibility of YMCA Participation in Pool Project Summary of September 29 meeting between Board Chair, County Manager, and YMCA Executive Director Attachment C - Resolution to Proceed Indicates Orange County' s intent to proceed with the TCAC project under terms substantially in the form of the draft agreement at Attachment D Attachment D - Draft Facilities/Services Agreement Draft version of agreement under which County contributes $4 million over 10 years and TYHA constructs and operates TCAC, including pool - final version of this document to be approved at subsequent Board of Commissioners meeting Attachment E - Property and Sales Taxes - TCAC Estimates of property tax and sales tax revenue to be returned to Orange County from TCAC operations Attachment F - Letter from PHN Capital Funding Outlines likely actions by investors in the event of revenues either significantly lower or higher than current projections Attachment G - County/School CIP Projects Compares funds estimated to be available for CIP projects over next 10 years with identified 10 year school needs and 5 year County capital needs Attachment H - Memo from SBTDC Identifies any changes from the TCAC Business Plan that was produced in February 1993 ; provides 3 sets of revised cash flow figures to replace the cash flow figures in the original business plan; available cash when loan is paid off in 15 years is: conservative scenario - $1 .815 million (page H-3) ; pessimistic scenario - $399,000 (page H-4 ) ; optimistic scenario - $3.356 million (page H-5) 3 RECOMMENDATION: Should the Board decide to proceed with the proposal from MFG, the Manager recommends that the Board approve a resolution indicating the County' s commitment to proceed with the project and to enter into an agreement with TYHA that is substantially in the form of the attached draft agreement to construct and operate the proposed facility. A - ( THE FOLLOWING IS A 5TH YEAR OF OPERATION ACTIVITIES SCHEDULE The daily activities schedule that follows leaves time slots for week-end free swim, free time for school use , and swim teams . The anticipated attendance and revenue are not included in the totals . The estimated attendance for each session is very conservative . The attendance/revenue totals are for 51 weeks . Also revenue does not include out of County fees . For comparison of area pools the following information has been received . CHAPEL HILL COMMUNITY CENTER Day Passes & Lap Swim Average 1000/Week = 52 ,000 Punch Passes/Season/& Various Classes = 30 ,000 TOTAL 82 , 000. Note : Pool is only 25 meters x 42 feet (Approximately 1/2 size of proposed pool ) YMCA Lap Swim Average 940/week = 48 , 800 (Members/Guest ) Special Class/Instruction (Not available to date ) The daily open swim/lap swim totals for the proposed pool and the two area pools are very compatible . fn: Pool-l . doc BREAKDOWN OF POOL REVENUES BASED ON ATTENDANCE OPEN SWIM 10, 950 adults @$2.00ea. = $21.900. 00 3, 946 seniors @$1.25ea. = $ 4, 932 .50 22 ,540 children @$1.25ea. = $28, 175. 00 37,436 TOTALS $55,007 .50 LAP SWIM 14,397 adults @$2. 00ea. = $28,794 .00 9, 686 seniors @$1.50ea. = $14,529 .00 1, 366 children @$1. 00ea. = $ 1,366 .00 25,449 TOTALS $44,689.00 MASTERS SWIM 4 ,590 participants @$3.00ea. = $13,770 INSTRUCTION CLASSES 1,215 adults @$30.00ea. = $36,450. 00 1,368 children @$27 .00ea. = $36,936. 00 96 children @$20.00ea. = $ 1,920. 00 2,679 TOTALS $75,306.00 WATER-AEROBICS 3, 825 participants @3.00ea. = $11,475 .00 SENIOR SWIM 2 ,205 participants @$1.50ea. = $3,307 .50 540 participants @$1.25ea = $ 675 .00 2,745 $3,982 .50 SPECIAL OLYMPICS 700 participants at no fee charge = -0- TOTAL REVENUE & PARTICIPATION 77,424 PARTICIPANTS in a year (year 5 ) $204,230 -3 SCHEDULE OF POOL USAGE AND REVENUES estimated income by 5th year of operation JANUARY - MID-APRIL (14 weeks) MONDAY - FRIDAY TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 6-9 am Lap Swim 70 $2 . 00 (A) 15 $2100. 00 (M-F) (daily) 70 $1.50 (S) 15 $1575 . 00 6-7 :30am Masters Swim 28 $3.00 15 $1260. 00 (Tu/Thur) 8:30-12 : 30pm SCHOOL USE (M-F) 9-l0am OPEN SWIM 42 $ 2 .00 (A) 15 $1260 . 00 (M/W/F) 42 $ 1.25 (S) 10 $ 525.00 42 $ 1.25 (C) 35 $1837 .50 9-10 :30am Adult Classes 4 $30.00 30 $3600.00 (Tu/Th) 10:30-11:30am OPEN SWIM 28 $2.00 (A) 10 $ 560 .00 (Tu/Th) 28 $1 .25 (S) 10 $ 350 .00 11:30-2 :OOpm Lap Swim 70 $2 .00 (A) 15 $2100 .00 (M-F) 70 $1.50 (S) 13 $1365 .00 1:00-2 : OOpm Special olympics 28 NA 25 -0- (Tu/Th) Special pops 28 NA SCHOOL USE 11: 30-1:30pm Water-Aerobics 70 $3.00 15 $3150 .00 (M-F) 2 : 00-3:OOpm Adult Classes 4 $30.00 20 $2400. 00 (M/W/F) 2 : 00-3 : OOpm CLOSED FOR MAINTENANCE (Tu/Th) 3 :00-5 :OOpm Youth Classes 4 $27 .00 25 $2700 .00 (Tu/Th) (various) 3 :00-5:OOpm OPEN SWIM 42 $2 .00 (A) 20 $1680.00 (M/W/F) 42 $1 .25 (S) 0 -0- 42 $1.25 (C) 50 $2625 .00 5 :00-6:30pm Lap Swim 70 $2 . 00(A) 15 $2100. 00 (M-F) 70 $1.50(S) 0 -0- 6 :30-8:OOpm Adult Classes 4 $30.00 18 $2160.00 (Tu/Th) (aquasize) AreolSe04. 44' /c 3 ORANGE COUNTY BOARD OF COMMISSIONERS A RESOLUTION TO PROCEED WITH AN AGREEMENT WITH TRIANGLE YOUTH HOCKEY ASSOCIATION TO CONSTRUCT AND OPERATE A PUBLIC SWIMMING POOL WHEREAS, the Orange County Board of Commissioners has determined the need for a public swimming pool accessible to all residents of Orange County, and WHEREAS, the Board has evaluated several options for providing such a facility, and WHEREAS , the Triangle Youth Hockey Association (TYRA) , in conjunction with the Municipal Financial Group (MFG) , has proposed the construction and operation of the Triangle Community Activity Center (TCAC) , which among other functions would house an Olympic-sized public swimming pool, and WHEREAS, plans for the construction and operation of the TCAC and an analysis of the economic feasibility of such an undertaking have been outlined in a business plan prepared for the TCAC by the North Carolina Small Business and Technology Development Center, and WHEREAS, the viability of the proposed TCAC would be dependent on a contribution from Orange County of $4 million over a ten year period, NOW, THEREFORE, BE IT RESOLVED THAT the Orange County Board of Commissioners does hereby express its commitment to proceed with the TCAC project, and FURTHERMORE, BE IT RESOLVED THAT the County Manager, County Attorney, and County staff are directed to continue negotiation with the interested parties in this project to produce a final agreement with TYHA, for subsequent consideration by this Board, that is substantially in the form of the draft TCAC Facilities/Services Agreement, dated September 28 , 1993 , and FURTHERMORE, BE IT RESOLVED THAT the Orange County Board of Commissioners does hereby indicate its desire that the Board of Commissioners shall have authority to appoint members to the TYHA Board of Directors numbering one less than a majority of the TYHA Board. This, the 4th day of October, 1993 . Ay Page 2 of 8 TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 8: 00-9:OOpm Masters Swim 42 $3.00 20 $2520.00 (M/W/F) 9 : 00-10:OOpm OPEN SWIM 42 $2 . 00 (A) 10 $ 840 . 00 (Tu/Th) 42 $1 .25 (S) 3 $ 157 .50 42 $1.25 (C) 0 -0- SATURDAY/SUNDAY 8 :30am-12 :00 Skill Classes 4 $27 . 00 20 $2160. 00 (Sat) (adult/child) 11:30-2:OOpm Lap Swim 28 $2 .00 20 $1120. 00 (Sat/Sun) 2 :00-5:30pm OPEN SWIM 14 $2 .00 (A) 60 $1680. 00 (Sat) 14 $1.25(S) 20 $ 350.00 14 $1 .25 (C) 115 $2012 .50 2 : 00-5:30pm OPEN SWIM 14 $2 .00 (A) 35 $ 980.00 (Sun) 14 $1 .25 (S) 20 $ 350.00 14 $1 .25 (C) 60 $1050.00 5 : 30-8:00 FREE SWIM 28 -0- (Sat/Sun) 1st PERIOD TOTAL = $46,567 .50 MID-APRIL - MAY (6 weeks) MONDAY - FRIDAY TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 6: 00-9:OOam Lap Swim 30 $2 .00 (A) 15 $ 900 .00 (M-F) 30 $1 .50 (S) 15 $ 675 .00 6 : 00-7 : 30am Masters Swim 12 $3 .00 15 $ 540.00 (Tu/Th) 8: 30-12 : 30pm SCHOOL USE (M-F) 9:00-10: OOam OPEN SWIM 18 $2 .00 (A) 15 $ 540. 00 (M/W/F) 18 $1.25 (S) 10 $ 225 . 00 10 : 00-11:30am Senior Swim 18 $1.25 (S) 30 $ 675 .00 (M/W/F) /9 Page 3 of 8 TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 9 :00-11:30am OPEN SWIM 12 $2 .00(A) 10 $ 240 .00 (Tu/Th) 12 $1 .25 (S) 10 $ 150 .00 11:30-1 :OOpm Lap Swim 30 $2 .00 (A) 20 $1200 .00 (M-F) - 30 $1.50 (S) 10 $ 450 . 00 11: 30-1 :OOpm Water-robics 30 $3. 00 15 $1350. 00 (M-F) 1 :00-2 :OOpm SCHOOL USE (M-F) 1:00--2 :00pm OPEN SWIM 12 $2 .00 (A) 15 $ 360 .00 (Tu/Th) 12 $1 .25 (S) 5 $ 75. 00 2 :00-3: OOpm Adult Classes 3 $30 .00 0 -0- (M/W/F) , 2 :00-3:OOpm CLOSED FOR MAINTENANCE (Tu/Th) 3 :00-5:OOpm OPEN SWIM 30 $2 .00 (A) 20 $1200 .00 (M-F) 30 $1 .25 (S) 0 -0- 30 $1.25 (C) 75 $2812 .50 5 :00-6: 30pm Lap Swim 30 $2 .00(A) 15 $ 900.00 (M-F) 30 $1.50 (S) 15 $ 675.00 6: 30-8:OOpm SWIM TEAM (M/Tu/Th/F) 8:00-9:30pm Masters Swim 18 $3.00 20 $1080. 00 (M/W/F) 8:00-10pm Adult Class 1 $30.00 15 $ 450.00 (Tu/Th) SATURDAY/SUNDAY 11:30-2 :00pm Lap Swim 12 $2 .00 (A) 20 $ 480 .00 (Sat/Sun) 12 $1 .50 (S) 12 $ 216 .00 12 $1.00 (C) 17 $ 204 . 00 2 :00-5: 30pm OPEN SWIM 6 $2 .00 (A) 60 $ 720. 00 (Sat) 6 $1. 25 (S) 20 $ 150.00 6 $1.25 (C) 115 $ 862 .50 2 :00-5 :30pm OPEN SWIM 6 $2 .00 (A) 35 $ 420.00 (Sun) 6 $1.25 (S) 10 $ 75.00 6 $1.25 (C) 60 $ 450.00 Page 4 of 8 TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 5: 30-8: OOpm FREE SWIM (Sat/Sun) 6 : 30-8 :OOpm Lap Swim 12 $2 .00 (A) 8 $ 192 .00 (Sat/Sun) 12 $1.25 (S) 2 $ 30 .00 12 $1 .25 (C) 2 $ 30. 00 2nd PERIOD TOTALS = $18,327 .00 JUNE - MID-AUGUST (10 weeks) MONDAY - FRIDAY TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 6:00-9:O0am Lap Swim 50 $2 .00 (A) 15 $1500 .00 (M-F) (daily) 50 $1.50 (S) 15 $1125.00 6: 00-7 :30am Masters Swim 20 $3.00 15 $ 900 . 00 (Tu/Th) 9 :00-10:OOam CLOSED FOR MAINTENANCE (M/W/F) 9 :00-10:OOam Adult/Child 3 $30 .00 8 $ 720. 00 (Tu/Th) (4 weeks) 10:00-11: OOam OPEN SWIM 30 $2 .00 (A) 15 $ 900 . 00 (M/W/F) 30 $1.25 (S) 5 $ 187 .50 30 $1.25(C) 40 $1500. 00 11: 30-1 : 30pm Water-robics 50 $3.00 15 $2250 . 00 (M-F) 11: 30-1 :OOpm Lap Swim 50 $2 .00 15 $1500 .00 (M-F) 1 : 00-2 :OOpm SUMMER CAMP (M-F) 2 :00-3 :OOpm Adult Classes 3 $30.00 20 $1800 .00 (M/W/F) water-robics 2 : 00-2 :30pm CLOSED FOR MAINTENANCE (Tu/Th) Page 5 of 8 TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 3:00-5: OOpm OPEN SWIM 30 $2 . 00 (A) 30 $1800.00 (M/W/F) 30 $1.25(S) 0 -0- 30 $1 .25(C) 100 $3750.00 2 : 30-5:OOpm Youth Classes 9 $27 .00 23 $5589 .00 (Tu/Th) 5 : 00-6: 30pm Lap Swim 50 $2 .00 (A) 15 $1500. 00 (M-F) 50 $1.50 (S) 10 $ 750. 00 6:30-8 :00pm SWIM TEAM (M-F) 8 :00-9:OOpm Masters Swim 30 $3. 00 20 $1800. 00 (M/W/F) SATURDAY/SUNDAY TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 9 : 00-11: 30am Youth Classes 4 $20 .00 24 $1920.00 (Sat) (various) 11: 30-2 :OOpm Lap Swim 20 $2 .00(A) 25 $1000 .00 (Sat/Sun) 20 $1 .50 (S) 12 $ 360 .00 20 $1 .00 (C) 12 $ 240 . 00 2 : 00-5: 30pm OPEN SWIM 10 $2 .00 (A) 55 $1100.00 (Sat) 10 $1.25 (S) 20 $ 250.00 10 $1 .25(C) 115 $1437 .50 2 : 00-5: 30pm OPEN SWIM 10 $2 .00 (A) 45 $ 900.00 (Sun) 10 $1.25 (S) 20 $ 250.00 10 $1.25(C) 115 $1437 .50 5 : 30-8: OOpm FREE SWIM (Sat/Sun) 8 :00-10 :OOpm Lap Swim 20 $2 .00(A) 10 $ 400.00 (Sat/Sun) 20 $1 .50(S) 4 $ 120.00 20 $1.00(C) 5 $ 100.00 3rd PERIOD TOTALS = $37,086.50 S /1 -(E Page 6 of 8 MID-AUGUST - DECEMBER(21 weeks) MONDAY - FRIDAY TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 6 :00-9:OOam Lap Swim 105 $2 .00 (A) 15 $3150. 00 (M-F) 105 $1.50(S) 15 $2362 .50 6:00-7 :30am Masters Swim 42 $3 .00 15 $1890. 00 (Tu/Th) 8: 30-12 :30pm SCHOOL USE (M-F) 9 :00-10 :OOam Adult Classes 10 $30.00 30 $9000 . 00 (M-F) (2 week sessions) 9:00-10:OOam OPEN SWIM 21 $2 . 00 (A) 15 $ 630 .00 (Fri) 21 $1.25(S) 10 $ 262 .50 21 $1.25 (C) 0 -0- 10:00-11:OOam Senior Swim 63 $1.50 35 $3307 .50 (M/W/F) 10:00-11:OOam Adult Classes 6 $30.00 25 $4500.00 (Tu/Th) ( 3 week sess. ) 10:30-11:30am OPEN SWIM 42 $1.25(S) 10 $ 525 .00 (Tu/Th) 42 $1.25 (C) 10 $ 525 . 00 42 $2 . 00 (A) -0- -0- 11: 30-1: 30pm Water-robics 105 $3. 00 15 $4725 .00 (M-F) 11:30-12 :30pm Lap Swim 105 $2 .00 (A) 15 $3150 . 00 (M-F) 105 $1 .50(S) 10 $1575 . 00 1 :00-2 : OOpm SCHOOL USE (M-F) 1: 00-2 :OOpm Adult Classes 3 $30.00 12 $1080. 00 (Tu/Th) (4 week sess. ) 2 : 00-3:OOpm Adult Classes 10 $30.00 25 $7500 . 00 (M/W/F) (21/2 week sess. ) 3: 00-5 :OOpm OPEN SWIM 63 $2 .00 (A) 20 $2520 . 00 (M/W/F) 63 $1.25 (S) 0 -0- 63 $1.25 (C) 50 $3937 . 50 2 :00-5:OOpm Youth Classes 9 $27 .00 45 $10935 . 00 (Tu/Th) (4 week sess. ) /" 1 Page 7 of 8 TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 5 :00-6 :30pm Lap Swim 105 $2 . 00 (A) 15 $3150.00 (M-F) 105 $1.50 (S) 15 $2362 .50 6 : 30-8:OOpm SWIM TEAM (M/W/F) 6 :30-8 :OOpm Adult Classes 10 $30. 00 0 -0- (Tu/Th) (4 week sess. ) 8 :00-9:OOpm Masters Swim 63 $3 . 00 20 $3780 .00 (M/W/F) 8 : 00-10: 00pm Adult Classes 6 $30 .00 18 $3240. 00 (Tu/Th) SATURDAY/SUNDAY TIME PROGRAM NO. OF COST @ # PART. REVENUE SESSIONS SESSION 9:00-11: 30am Youth Classes 12 $27 .00 48 $15552 .00 (Sat) (5 week sess. ) 11:30-2 :OOpm Lap Swim 42 $2 .00(A) 20 $1680.00 (Sat/Sun) 42 $1.50(S) 12 $ 756.00 42 $1 .00 (C) 17 $ 714 .00 2 :00-5:30pm OPEN SWIM 21 $2.00(A) 50 $2100 . 00 (Sat) 21 $1 .25 (S) 20 $ 525 .00 21 $1.25 (C) 90 $2362 . 50 2 :00-5:30pm OPEN SWIM 21 $2 .00(A) 35 $1470.00 (Sun) 21 $1.25 (S) 20 $ 525.00 21 $1.25 60 $1575. 00 5: 30-8 :OOpm FREE SWIM (Sat/Sun) 8:00-10 :OOpm Lap Swim 42 $2 .00 (A) 8 $ 672 . 00 (Sat/Sun) 42 $1.50 (S) 2 $ 126 . 00 42 $1.00 (C) 2 $ 84 . 00 4th PERIOD TOTALS = 102,249.00 YEAR TOTAL (51 weeks) 204,230.00 E FEASIBILITY OF YMCA PARTICIPATION IN SWIMMING POOL PROJECT During the discussion on swimming pool financing at the September 21 Board of County Commissioners meeting, the suggestion was made that we consult with the Chapel Hill YMCA to determine if there could be a viable arrangement with the YMCA in building and/or operating a swimming pool. On Wednesday, September 29, Chair Moses Carey and Manager John Link met with Glenda Alexander, Executive Director of the Chapel Hill YMCA. During our discussion, we agreed that the possibility of the YMCA' s participation in the capital funding of the facility' s construction did not provide a promising alternative to the present proposal. However, we agreed that it is possible for the YMCA to operate and manage the pool. For instance, the YMCA could propose to operate the swimming pool part of the present proposal through a management contract with the Triangle Youth Hockey Association; for the same approximate amount of expenditures now projected in the proposal. Of course, if the YMCA' s operational costs were significantly more than those now projected, the present financial plan would have to be altered. In summary, the YMCA' s most realistic involvement would be as the operational entity under the current proposal. The YMCA could operate a county pool, but the costs to the county would virtually be the same as presented in the attached charts provided to the Board on September 21. 9/29/93 A X El F 0 COUNTY EXPENDITURES TYHA VERSUS COUNTY OPTION Millions 1 2 3 4 5 6 7 8 9 10 Years r Cum. TYHA Cum. County Pool County Cost to Build and Operate Pool Only Pool Costs = $3.5M (including land) Year 1 2 3 4 5 1 6 1 7 8 1 9 10 Total Debt Service Payment" 560,000 539,000 518,000 497,000 476,000 455,000 434,000 413,000 392,000 371,000 4,655,000 Net Operating Costs- 200,000 206,000 216,000 225,000 234,000 243,000 253,000 263,000 274,000 285,000 2,401,000 Total Annual Cost 760,000 747,000 734,000 722,000 710,000 698,000 687,000 676,000 666,000 656,000 7,056,000 TYAA 400,000 400,000 400,000 400,000 400,000 400,000 400,000 400,000 400,000 400,000 4,000,000 Difference 360,000 347,000 334,000 322,000 310,000 298,000 287,000 276,000 266,000 256,000 3,056,000 mAzallyhoolcom 1.wk3 *Pool based on 50 meter pool comparable to TYHA planned facility. Pool is based on $3.2 m. Land based on 12 acres at $25,000 per acre. r. Debt Service assumes debt is financed for 10 years at an interest rate of 6 %. *- Future years calculated at 4% increase each year. 1 1134 C u ORANGE COUNTY BOARD OF COMMISSIONERS A RESOLUTION TO PROCEED WITH AN AGREEMENT WITH TRIANGLE YOUTH HOCKEY ASSOCIATION TO CONSTRUCT AND OPERATE A PUBLIC SWIMMING POOL WHEREAS, the Orange County Board of Commissioners has determined the need for a public swimming pool accessible to all residents of Orange County, and WHEREAS, the Board has evaluated several options for providing such a facility, and WHEREAS, the Triangle Youth Hockey Association (TYHA) , in conjunction with the Municipal Financial Group (MFG) , has proposed the construction and operation of the Triangle Community Activity Center (TCAC) , which among other functions would house an Olympic-sized public swimming pool, and WHEREAS, plans for the construction and operation of the TCAC and an analysis of the economic feasibility of such an undertaking have been outlined in a business plan prepared for the TCAC by the North Carolina Small Business and Technology Development Center, and WHEREAS, the viability of the proposed TCAC would be dependent on a contribution from Orange County of $4 million over a ten year period, NOW, THEREFORE, BE IT RESOLVED THAT the Orange County Board of Commissioners does hereby express its commitment to proceed with the TCAC project, and FURTHERMORE, BE IT RESOLVED THAT the County Manager, County Attorney, and County staff are directed to continue negotiation with the interested parties in this project to produce a final agreement with TYHA, for subsequent consideration by this Board, that is substantially in the form of the draft TCAC Facilities/Services Agreement, dated September 28, 1993 . This, the 4th day of October, 1993 . ;�Li 7J l o Jb r't-iKf•,�� r.�� r-11.4111...) 71 y ijc d u:4o,-r r. r V - I PPAB DRAFT 9/28/93 NORTH CAROLINA TRIANGLE COMMUNITY ACTIVITY CENTER SWIMMING POOL ORANGE COUNTY FACILITIES/SER'V'ICES AGREEMENT This Agreement(the "Agreement") made and entered into this day of 1993,by and between TRIANGLE YOUTH HOCKEY ASSOCIATION("TYHA").,a non-profit corporation duly incorporated under the laws of the State of North Carolina, and ORANGE COUNTY (the "County"), a body politic and corporate existing under North Carolina law: WITNESSETH• WHEREAS, the Orange County Board of Commissioners (the "Board") has determined that there is a need for a public swimming pool accessible to all residents of the County; WHEREAS, the Board has evaluated several options for providing a public swimming pool accessible to all residents of the County; WHEREAS, the Board has appropriated an initial amount of funding for the construction of a public swimming pool facility in the County's 1992-91 Capital Improvements Plan; and WHEREAS, TYHA is a non-profit organization managing recreational activities in the County; and WHEREAS, TYHA has proposed the construction of a Triangle Community Activity Center ("TCAC"), which would include an olympic-sized swimming pool (the "TCAC Pool") and other facilities, including an ice rink; and WHEREAS, TYHA proposes to finance construction of the TCAC through a "63-20" financing (the "TYHA Financing") in which TYHA would issue its own corporate debt and the County would not be liable for any payment of that debt; and WHEREAS, due to economies of scale and other factors, TYHA would be able to provide and maintain the TCAC Pool on a more efficient basis than the County could if the County were to build and operate its own pool; and WHEREAS, the County is authorized to make public expenditures for parks and recreation; and WFIEREA.S, the County is authorized to awstraat with private entities for any public purpose; and WHEREAS, the County is authorized to enter into continuing, multiple-year contracts; and WHEREAS, the County has determined that it is in the best interest of the County that, instead of building and operating its own pool, the County contract with TYHA to provide a public pool and operational services through the operation of the TCAC Pool for the benefit of Orange County residents; NOW, THEREFORE, in consideration of the mutual covenants herein contained,TYHA and the County hereby agree as follows: ARTICLE I hmscolAgursuatsegtiant The purpose of this Agreement is to give the residents of Orange County access to a public swimming pool by having the County compensate TYAC for the costs associated with the use and operation of the TCAC Pool. ARTICLE II Engagement Section 2.01 -Engagement of TYHA. The County hereby engages and retains T"YtIA as an independent contractor to provide and operate the TCAC Pool. Section 2.02 - En em . TYHA shall provide the TCAC Pool and furnish facility and operational services as reasonably required for the efficient construction and operation of the TCAC Pool. TYRA agrees to build and operate the TCAC Pool similarly to the County would operate its own recreation facilities, as set forth in the Operating Memorandum attached hereto as Exhibit A. ARTICLE III Payment Obligation Section 3.01 - .Payment of Fee. For services to be rendered by TYRA hereunder, the County hereby agrees to pay an annual fee ("Fee") of four hundred thousand dollars ($ 400,000). The Fee will be paid in four quarterly installments of one hundred thousand dollars ($100,000)each quarter. The first quarterly installment payment of the Fee is due and payable on the first day the TCAC Pool is open for use by the general public (the "Opening Date"). The second quarterly payment will be due and payable on the first day of the third subsequent month thereafter. Subsequent quarterly payments will be due and payable on the first day of the first month of the quarter following the second payment through the term of the Agreement, as set 2 - , forth in Section 4.02. li the date for making payment as provided herein, is not a business day, such payment may be made on the next succeeding business day, with the same force and effect as if done on the nominal date provided herein, and no interest shall accrue for the period after such nominal date. Section 3.02 - fir, for Payment of Jbe Fee. The payment obligation under this Agreement is a contractual obligation of the County, payable from the County's funds and from the earnings and all income received by the County from whatever source derived, to the extent that County's Funds are available for such purpose and are not pledged for the payment of any other obligation of the County and subject only to the limitation set forth in N.C. GEN. STAT. § 153A-149(c). Section 3.03 - jr Q Abatement of Management Fee. There will be no abatement or reduction of the Management Fee by the County for any reason, including, but not limited to, any defense, recoupment, setoff, counterclaim, or any claim arising out of or related to the Agreement, including the temporary closing of the TCAC Pool for no more than three (3) consecutive months. Closing of the TCAC Pool for more than three (3) consecutive months would, however, effect a termination of the Agreement unless otherwise mutually approved by the parties pursuant to Section 16.07 contained herein. Suction 3.04 - Management.Fee. The Management Fee shall cover payment for all services to be provided under this Agreement by TYHA, including but not limited to: (i) all salaries, benefits, and other expenses incurred by TYHA personnel pursuant to this Agreement; (ii) any TYRA overhead and profit; and (iii) all other fees, charges, costs, and expenses associated with TYHA's perfor- mance of this Agreement. ARTICLE IV Duratloo Section 4.41 - Effective Date. This Agreement shall be effective when approved by the respective governing bodies of each party, executed in duplicate counterparts and delivered to the respective parties. Section 4.02 - arm of Agreement This Agreement shall continue in full force and effect fOr tea (10)years from the Opening Date, as herein defined in Section 3.01. 3 JLf`7 �J 10'✓� I-`1"1ftr..Gl 1—lJt FIL'h b 71 J OGO J.✓ut I' 11fJ TD y �� ARTICLE V Personnel TYHA shall employ a General Manager who shall serve at the sole expense of TYHA and shall provide the active management of the TCAC Pool. TYHA retains the right and responsibility to exercise full control and supervision over its employees and their terms and conditions of employment except as otherwise provided herein. Without limiting the generality of the foregoing, TYHA shall be solely responsible for all matters relating to payment of its employees, including the withholding and payment of employee taxes, insurance contributions, and the Tike. TYHA will be fully and solely responsible for its own acts and omissions and those of its employees and subcontractors. ARTICLE VI Nature of Relationship TYRA and the County agree that in the performance of this Agreement, TYRA shall be acting as an independent contractor. Nothing herein shall constitute or be construed to be or create a partnership, agency,joint venture or other similar relationship between the County and TYHA. TYHA agrees that it will not represent to anyone that its relationship to the County is other than that of independent contractor, and the County and TYHA may so inform any parties with whom they deal and may take any other reasonable steps to carry out the intent of this section. ARTICLE VII hi iced Interests No member, officer, or employee of the County, during his/her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in this Agreement or the benefits thereof. No TYHA officer, employee, or agent associated with this Agreement, and no TYHA officer, employee, or agent shall either solicit or accept gratuities, favors, or anything of material monetary value from vendors, suppliers, or subcontractors. ARTICLE VIII Operating Revenues Until the debt obligations incurred by TYHA pursuant to the TYHA Financing have been discharged, all revenues derived in any manner from or in connection with the operation of the TCAC Pool, whether from users or from any other sources whatsoever, shall be and remain from the initial receipt thereof, the property of TYRA. 4 qtr = 1 • )L r try r�� n i l .1 �l v ��a �1c . .o z ARTICLE Ix Covenants. Represent tioss, and nties Warra Section 9.01 - Qvcnants. Itopresentations. and-WWrrranties of the County. The County hereby covenants, represents, and warrants as follows: (i) The County will maintain its existence, and, in the event of reorganization, this Agreement will be binding upon any successors or assigns; (ii) The County will comply in all material respects with the terms and conditions of the laws of North Carolina respecting budgeting and appropriations and will take whatever action is necessary to assure the proper and continued receipt and expenditure of monies thereunder (iii) The County will execute and deliver all such further instruments and take all such further action as may be required to carry out the purposes of this Agreement; (iv) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby, conflicts with or results in breach of the terms,conditions, and provisions of any restriction or agreement or instrument to which the County is now a party or by which the County is bound, or constitutes a default under any of the foregoing; (v) No controversy, budget protest, or litigation is pending or threatened involving the incorporation, organization, existence, or boundaries of the County, or the titles of its officers to their respective positions, or the validity of the adopted budget, or the power and duty of the County to provide and apply adequate ad valorem tax receipts and other general fund receipts in accordance with its adopted budget for the current fiscal year; and further there is no action, suit, proceeding, inquiry, or investigation at law or in equity or before or by any public board or body pending or, to its knowledge, any basis therefor, wherein an unfavorable decision, ruling or finding would adversely affect the transactions contemplated by this Agreement. The County will immediately notify TYHA if any such controversy or litigation is filed or threatened during the term of this Agreement; and (vi) As of the date of execution hereof the County is not currently in default in any material respect on any other obligation. Section 9.02-Commis, •tepresentatio ts, and Warranties o f YHA. TYHA represents, covenants, and warrants for the benefit of the County as follows: (i) TY}IA is a nonprofit corporation duly created, existing, and in good standing under the laws of'North Carolina, is duly qualified to do business in North Carolina, has all 5 l _� necessary powers to carry out its obligations and to eater into this Agreement, and has duly authorized the execution and delivery of this Agreement; (ii) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby, conflicts-with or results in breach of the terms, conditions, and provisions of any restriction or agreement or instrument to which TYHA is now a party or by which TYHA is bound, or constitutes a default under any of the foregoing; (iii) To the knowledge of TYHA, there is no litigation or proceeding pending or threatened against TYHA or any other person affecting the right of TYHA to execute or deliver this Agreement or to comply with its obligations under this Agreement. Neither the execution and delivery of this Agreement by TYHA, nor compliance by TYHA with its obligations under this Agreement, require the approval of any regulatory body, any parent company, or any other entity, which approval has not been obtained; and (iv) TYHA agrees to obtain annually an audit of its financial statements from an accounting firm acceptable to the County and to provide a copy of such audit to the County promptly after receipt thereof. (v) The County will maintain its existence, and, in the event of reorganization, this Agreement will be binding upon any successors or assigns; (vi) The County will execute and deliver all such further instruments and take all such further action as may be required to carry out the purposes of this Agreement; ARTICLE X Ownership of Property: Limited Obligation of County Section 10.01 - Qwnership o_f hcsati. All property of any type hereinafter acquired at TYHA expense for or in connection with the TCAC, shall be acquired in the name of TYHA and become the property of TYHA subject to the right of the County to a reversionary interest therein when all debt obligations of TYHA related to the TCAC have been discharged. Section 10.02 - Li i Obligation ofof County. The County has agreed to accept the reversionary interest referred to above for the sole purpose of complying with Internal Revenue Service Revenue Proclamation 82-26. The debt incurred by TYHA pursuant to the TYHA is the sole responsibility of TYHA. No debt of the County shall be created pursuant to the TYHA Financing. No provision of this contract shall be construed or interpreted as creating a delegation of governmental powers nor as a donation by or a lending of the credit of the County within the meaning of the constitution of the state. This contract shall not directly or indirectly or contingently Obligate the County to make any payments beyond those appropriated pursuant to Section 3.O1 of this contract. To the extent of any conflict between this provision and any 6 o ryt. r L'r a eta o .0 J u+ other provision of this contract or any documentation related to the TYHA Financing, this provision shall take priority. ARTICLE XI Insurance TYHA shall procure and maintain, or cause to be procured and maintained, throughout the term of this Agreement, all insurance as customarily maintained for such facilities. The types of coverage and limits of liability obtained shall be subject to approval by the County. ARTICLE MI JAetnnjfication To the extent permitted by law, and further, to the extent of insurance policies owned by the County, the County shall indemnify, defend, and hold harmless TYHA from and against any and all claims or liabilities (including reasonable attorneys' fees) arising out of or in connection with this Agreement where attributable to the acts or omissions performed by the County. TYHA shall indemnify, defend, and hold harmless the County from and against any and all claims or liabilities (including reasonable attorneys' fees) arising out of or in connection with this Agreement where attributable to the acts or omissions performed by TYHA. ARTICLE XIII Performance of Government 'Functions Nothing contained in this Agreement shall be deemed or construed so as to in any way estop, limit, or impair the County from exercising or performing any regulatory,. policing, legislative, governmental, or other powers or functions pursuant to applicable law. ARTICLE XIV Defaults and Remedies Section 14.01 - Definition of Event of Default. A. The County shall be deemed to be in default hereunder upon the happening of any of the following events of default: (1) The County fails to make payment of the Fee required under Section 3.01 when due; 7 Fror Ltc 1—l.Jt t-1L111 !J 717 OGi7 kJ.:O'+ i.1-i ICJ (ii) The County fails to budget appropriate money sufficient to pay the Management Fee coming due in the next ensuing fiscal year in the County's annual budget or in an interim or amended County budget; (iii) Any bankruptcy, insolvency, or reorganization proceeding or similar litigation as instituted against the County, or a receiver, custodian, or similar officer is appointed for the County or any of its property, and such proceeding or appointment shall not be vacated or fully stayed within ninety(90)days after the institution or occurrence thereof; or (iv) Any warranty, representation, or statement made by the County herein or in any other document executed or delivered in connection herewith is found to be incorrect or misleading in any material respect on the date made. B. TYHA shall be deemed to be in default hereunder upon the happening of any of the following events of default: (i) Any bankruptcy, insolvency, or reorganization proceeding or similar litigation is instituted against TYHA, or a receiver, custodian, or similar officer is appointed for TYHA or any of its property, and such proceeding or appointment shall not be vacated or fully stated within ninety (90) days after the institution or occurrence thereof; or (ii) TYHA fails to operate the TCAC pool for more than three (3)consecutive months. Section 14.02 - mRe . Each party hereto will have all remedies available at law or in equity to enforce any of the terms and provisions hereof,including, but not limited to,actions at law for damages and equitable actions seeking rescission of this Agreement and/or injunctive relief (mandatory or prohibitory) to prevent the breath or threatened breach of any term or provision thereof or to enforce the performance of all terms and conditions of this Agreement. All remedies are cumulative; the exercise of any one or more of them will not in any way alter or diminish the rights of the exercising party to any other remedy provided herein or at law or in equity. Section 14.03 -A,ttooi ys' Fees. In the event of any breach or default by either party of any of the terms and conditions of this Agreement, the non-defaulting party will be entitled to reimbursement from the defaulting party of all of its costs and expenses in enforcing any of the terms and conditions of this Agreement, including all reasonable and necessary attorneys' fees incurred thereby. a _— a .1 . a, _ _- _ -7 ARTICLE XV Notice Except as otherwise provided in this Agreement, all notices, certificates, requests, requisitions, or other communications given pursuant to this Agreement must be in writing and will be sufficiently given and will be deemed given when mailed by certified mail, postage prepaid, addressed as follows: County: County Manager Orange County Government Services Center 200 S. Cameron Hillsborough, North Carolina. 27278 TYHA: Triangle Youth Hockey Association _, North Carolina ARTICLE XVI No Jury Trial TYHA and the County waive and will waive trial by jury in any action, proceeding, or counterclaim brought by either of them against the other on any matter whatsoever arising out of or in any way connected with or related to this Agreement or the relationship of the County and TYBTA under this Agreement. ARTICLE XVII Mist eflaneo.us Section 17.01 - .ersongl Liability. No member of the County Board of Commission- ers or officer or employee of TYHA or the County will have any personal liability for acts taken in accordance with this Agreement. Section 1702 - Amendment. This Amt may not be modified or amended except by subsequent written Agreement authorized by the governing bodies of each party and signed by authorized representatives of both parties. Section 17.03 - Entire Agreement. This instrument contains the entire Agreement between the parties, and no statement, oral or written, made by either party or agent of either party that is not contained in this written Agreement shall be valid or binding. 9 —'Gr G� 7J 1 e r i nT.r\Lfc. f-l.'� HL'1-ii iJ �1J OGO e-'��4 • 1G Section 17.04 -Semabirity. If any of the provisions of this Agreement shall be held by a court of competent jurisdiction to be unconstitutional or unenforceable, the decision of such court shall not affect or impair any of the remaining provisions of this Agreement, and the parties shall, to the extent they deem to be appropriate, take such actions as are necessary to correct any such unconstitutional or unenforceable provision, It is hereby declared to be the intent of the parties to this Agreement that this Agreement would have been approved and executed had such an unconstitutional or unenforceable provision been excluded therefrom. Section 17.05 - tive Efforts. This Agreement shall be liberally construed in order to promote a harmonious relationship between the parties with regard to the management and operation of the TCAC Pool. TYHA accepts the relationship of trust and confidence established between TYHA and the County by this Agreement. TYHA covenants with the County to furnish its best skill and judgment and to fully and effectively cooperate with the County to accomplish the purposes and objectives of this Agreement. If a problem arises that this Agreement does not directly or indirectly address, TYHA and the County agree to work with one another to determine a mutually satisfactory solution. Section 17.06 - Appr,vas . Notwithstanding anything herein which may be to the contrary, all approvals or consents required or permitted pursuant to this Agreement shall be in writing in order to be considered valid and binding. Section 17.07-SegoimeignstAssias. This Agreement shall be binding upon the heirs, personal representatives, successors, and assigns of the parties hereto; provided, however, this provision shall not be deemed to authorize the assignment or other transfer of this Agreement which may only be accomplished as expressly provided in this Agreement. Section 17.08 - Waiver, The failure of either party to insist upon a strict performance of any of the terms or provisions of the Agreement, or to exercise any option, right, or remedy under the Agreement, shall not be construed as a waiver or as a relinquishment for the future of such term,provision, option, right, or remedy, but the same shall continue and remain in full force and effect. No waiver by either party of any term or provision hereof shall be deemed to have been made unless expressed in writing and signed by the party against whom the waiver is asserted. Section 17.9-Covenant of Farther Assurances. TYHA and the County agree that from and after the date of execution hereof, each will, upon the request of the other, execute and deliver such other documents and instruments and take such other actions as may be reasonably required to carry out the purpose and intent of this Agreement. Section 17.10 - Choice of Law. This Agreement shall be deemed made in North Carolina. This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina. All litigation arising out of this Agreement shall be brought in courts sitting in North Carolina, with venue in Orange County. 10 Section 17.11 - Force 1 ajeure. in the event that TYRA or the County is unable to perform the obligations of this Agreement, by reason of an act of God, war, riot, strike, insurrection, fire, explosion, injunction, inability to obtain fuel, government action, order or decree of any court, casualty, or other cause beyond the control of TY11A or the County, then TYRA or the County, as applicable, shall be excused from such failure to perform but shall recommence and continue to perform promptly after removal or cessation of such cause of delay. Section 17.12 - Assignment. No assignment, delegation, transfer, or novation of this Agreement or any part thereof shall be made unless approved by both TYRA and the County. Section 17.13 - Duplicate Originals. This Agreement shall be executed by the parties hereto in duplicate originals, each of which, when executed, shall constitute one and the same Agreement and one of which shall be retained by each party. Section 17.14 - He . The headings given to sections or paragraphs of this Agreement are included for reference only, and shall not be construed to affect the meaning of this Agreement. 11 .�Lr GJ JJ 1 i rJG r- irj\Lf fUL ri'rl IJ J17 u,=u J.:G-. l� IN WITNESS WHEREOF, the County has caused this Agreement to be approved in open session, and the resolution approving this Agreement is part of the minutes of the County, and the undersigned officials of the County have been authorized to execute this Agreement. TYRA, likewise, has authorized the execution of this Agreement by proper resolutions and its officers are authorized to execute this Agreement. Executed as of this day of 1993. COUNTY OF ORANGE [SEAL] By: Chairman, Board of Commissioners ATTEST: Clerk TRIANGLE YOUTH HOCKEY ASSOCIATION Ewa By: President ATTEST: Secretary tt= o■TY[iA-rhl 12 /4\-1-)-0 G1,-rr'1€,24 N N 1 1 pp to Q J J CO P N. 7 N I- CO 'O .'1 ^ pOp C. I- 'O d' �O �O > U C L a) a) a co m W L L ++ L O P O O O •O ..t �}� •C C 1 O NI O NI N. NI Is- �3 C Oi it. NI in in Cal CO ti CO .a- L OM N •C N v P L O h o P in N •O U OM O M O M tea. !- �1} a) al O N 000 g A U T O N .O N U 4+ C P C 7 o o o U O O O .IA N .- ..+ N 0 M O M N 00 •O -,.NI CU �Q 10n 1. NI CO in W to ufp' O N .O N > E P I-• 4.' to U O CO 0 IA M OQ �a NI (U U U Co 0 N O •O P 1- •O ILA x .0 CO 0 to 43 CAA 1 ti V1 N 1 X O O IA N CU C at CO Cl) 0 r O CO 0 In _M CO Y Cl) 0 O N O 0 N 777 X ID J O P •O IA Cl) X toil O+ u01 .O IA IA 1. (� .Pt •- M • O. a IA N f_ g 0 U U CU Q 4• a+ 0 O IA M CO Cl) a) > CO N- a) & O N O .O P CO IA 1 C _ 1 la O .O L ~ N N Cl) O 0 O IA .O >. OG N a w co a > CO 0 N 0 •O P •NO CA 1 U 77 0 N '0 IA 1 N P M L L U P o in N f_ x -0 U CU r CO a+ a+ a+ CU o N o M ^ I- B 0 O M .O 1 a + a+ . N. O IA O IA in O \ �N .O O O s! in r O NI IA '0 P a C N O C 4+ L •O O IA O O IA N- 1 O 'pO Cl) . O 0 O 1 N O . 1 3 13 CO Cl) P O NI C Q U N. E N IA 0 M NI N A P O P O IA .O M Q) er O O O N 1 .1 X = N a-. p 00 1 1 N r IA Y X 4- 1 N >. CU 0 L.• V Et- V a a) p7p OL m E 0. v) CU to w a U x I- x a) CU w a a 7 CU .O 7 to 1- U ~ (I) I- L r L Cl- w V) w a) to 1- -2 w X 7 O -gyp 7 w 0 Q IQ- lg U LLa N U O U x N J C7 itdp (a a /.+ (3 tY to Q J Z E N v E tl) °' O ~ 0 a 0 a) a) J .+ co J J_ �i+ X 0 F• X Q w w • a N to 2 a CU I- U J I- I- 0 w 1- a w I- 0 w a N O m J I- tl' CO w I- BENT BY:Xerox Telecopier 7021 ; 9-29-93 ; 5: 13PM ; 4043542801- ;g .2 PHN Capital Funding Inc. - In vestment Banking VIA FACSIMILE September 29, 1993 Mr, Ted W. Abernathy, Jr. Director Economic Development Commission Orange County 109 Court Street, Annear Hillsborough, North Carolina 27278 RE: Triangle Community Activity Center Dear Ted: I am writing on behalf of Municipal Financial Group, Inc. (MFG) and PHN Capital Funding Inc. (PHN) in response to two questions raised by the Orange County Commission relating to the proposed financing of the Triangle Community Activity Center (TCAC). (1) If, for example, in the sixth year of operation of the TCAC, revenues were not sufficient to make debt service payments on the proposed bonds, what steps would the investors (bondholders) take? The indenture of trust (Indenture) securing the bands for the benefit of the bondholders will provide for a rate covenant/user charge schedule intended to produce not less than 1.20 times annual debt service (after the payment of budgeted annual operating costs and expenses). Our current projections indicate that revenues available for debt service coverage should range from 1.5 times upward, increasing gradually over the life of the proposed bonds. The indenture will be closed ended—that is, prior to payment in Ill of the bonds, all TCAC revenues will be paid to the trustee and held in trust for the benefit of the bondholders. In other words, after the ayment of operations and debt service, no excess revenues may be released from the lien of the indenture, , cess funds, together with the investment income thereon, would be available to be applied toward payment of debt service and operations if the TCAC should encounter financial difficulties. Payments will be made on a monthly basis to the trustee under the indenture, and semiannual payments of interest and principal will be made to the bondholders. The timing of the payments to the trustee, together with the rate covenant, closed ended indenture structure intended to capture excess revenue, and nancial reporting requirements, will permit Orange County, MFG, PEN, the trustee and the bondholders to detect a potential short all in revenue well in advance • of a scheduled debt service payment, and will allow the avoidance of a payment default. One Buckhead Plaza•Suite 1880.3060 Peachtree Road,NW•Atlanta,Georgia 30305.4041364.2800•Fax:4041364.2801 Mr. Ted W, Abernathy, Jr. September 29, 1993 Page Two In the event of a payment default, and taking into consideration the structural safeguards dercribed above, the bondholders and the trustee will have negotiated with TYHA and Orange County, with the advice of MFG and PHN,for an increase in rates or user charges, alternative uses of the TCAC, a reduction in the interest rate on the bonds, or some combination of remedies. Foreclosure by the trustee and a sale of the TCAC would be the last resort of the bondholders. (2) if, for example, TCAC revenue substantially exceeds current projections, how might the excess revenue be used? As discussed above, the indenture will be closed ended. Therefore, TYHA and Orange County might agree to use excess revenue as follows: (a) to expand and improve the TCAC with additional revenue continuing to be captured under the indenture; (b) after the build-up of a threshold amount (to be negotiated with the bondholders prior to closing), a portion of excess revenue might be paid to Orange County; (c) to retire the bonds, or a portion thereof, on the earliest redemption date (typically, the tenth anniversary date of the bonds); or (d) to effect some combination of(a), (b) and/or (c) above. I trust this brief response will serve your purposes. Please give me a call if you should have any additional questions or require further explanation. Yours sincerely, Patricia H, Newman Chairman and President pc: Dick Davis Lovell C. Jones Dan Kidd Blair Levin, Esq. Donald P. Ubell, Esq. / j ■ �Y— i 1— 0 CO O 0 CO O r% (O [t CO Or) N N a d' d' 8 cv 04, 0 .. E E p 5 a Ei -4 y () co p d' Q� m O1 m cE o0 O 7 V1 C 7 ~ U o CO 0 co . I ��c� C� a) CA co Lo✓� i-, U f� lC) co `� a" o O, „', x CO N 0 I o PI 8 M c4 a� I — • 5 'D A c O ti 0 CO V, cg O o ry - _/ 1-1 ' m r p CO o ono c 1 o -' ki r v y a N �r N .O O b c°v CO N. • E P. _, 4 p f2 1-' v O ; m V1 z r ) 3 v A fi E g E 8 , 0 p O v o H I 0 p w ro Cj - O • CO • c 0 (7) G a) N '- to w PI id cri E Pi Ef3 .1 L. u r-, ti b f' • 0 o a •o U .� cz U Q," � G 1i : a) ° = O w �, �, CO u I U g. ° I 1 G Cd y I I• 0., N ail ,C Q u ° . > c p. a, � N a) u L O � > h +, ° a • b . 0-- o b 5 c . 4) 0 Q ,> A o ro h0 • ^, C a N v . ., .4 a O d N a) o hi V 3 ct 4-i� C C N $ o ,a° c G 4- 0* Q O > V E c e � M � U+ O U . . a U V pj t6 0) pj a) C O O .CT Q .92—O cu O ;_ u cs " y r,5 a G W H Q rCC Dm0_ 0. 20o a)Z cc ° a' G CI U � 7 v 7 ° .. H a. w C H N. w o S c Central Carolina Regional Center ,1111 loc• � H North Carolina cia;sl Small Business and Technology Development Center 608 Airport Road, Suite B Chapel Hill, NC 27514 919/962-0389 Fax: 919/962-3291 • Sponsoring Institutions and Offices 9 . 29 . 1993 Elizabeth City Stale University North Carolina Wesleyan To Ted Abernathy College Elizabeth City,919/335-3247 Orange County Economic Development Commissi'n Rocky Mount,919/985-5130 East Carolina University From Barry Phillips / Greenville,919/757-6157 Small Business And Technology Developme t /Center University of North Carolina Central Carolina Regional Office +' at Wilmington Wilmington.919/395-3744 \o University of North Carolina Re Triangle Community Activity Center J at Chapel Hill North Carolina Central University You asked us to prepare Cash Flow Projections (CFPs) Chapel Hill,919/962-0389 for the TCAC using the latest available data . These CFP North Carolina State University should show the following three scenarios; (a) Conserva- Ra/etgh,919/571-4154 tive, (b) Pessimistic and (c) optimistic, with the assump- Fayetlevltlestateunlversify tions for each scenario listed. These CFPs are enclosed ; Pembroke State University Campbell University they have been based on (a) Income growth 2% per annum, MelhodistColtege cumulative and Expense growth 3% per annum cumulative; (b) Fayetteville,919/486-1727 Pembroke, 919/521-4214 income growth 1% and expense growth 3% (c) both income and North Carolina AST state - expense growth at 3% . University University Greensboro ity North Carolina a You also asked us to compare these CFPs with that pro- at Gr Greensboro, 919/334-7005 duced in the Business Plan published in February 1993 and Winston-Salem Stale University to give a brief explanation of the changes . Winston-Salem, 919/750-2030 University of North Carolina (a) Term of the loan. The loan has now been amortized over at Charlotte 15 uest o request ears at the of the lending institutions . Charlotte, 704/548-1090 Y q g Appalachian Slate University Boone, 704/262-2492 (b) Interest rate . The assumed rate is now 8% versus 9% to better reflect the market rates ; it is still on the conser- Western Carolina University University of North Carolina vative side based on the rates now prevailing which indi- atAsheville cate 7 . 5% as an achievable rate . Cullowhee, 704/227-7494 Ash e v r ll e. 704/254-1921 Hickory, 704/327-0007 (c) Amount of loan. $7, 550 , 000 versus $6, 700 , 000 . This has been changed to meet revised costings and to allow for an element of construction period financing costs . (d) Pool revenue . This was previously based on Department of Parks and Recreation projected income at year 5 of $240- A business and , 380 per annum. A revised figure for year 1 of $210 , 000 was technology extension inserted when the Parks & Recreations management reviewed service operated as an their calculations in light of two regional pool ' s 1993 inter-institutional g g P program of The season' s experience and fee structures . University of North Carolina. Central Carolina Regional Center North Carolina Smell Business end Technology Development Center 808 Airport Road, Suite B Chapel Hill, NC 21514 919!962-0389 Fax, 9191982.3291 (e) Property taxes . This is a new category, In the original Sponsoring Inolilullone projections it had been assumed that TYHA , as a "not-for- and omers profit" corporation would not be liable for property taxes , >;IlsabothC'"ylilateUnlwnity However, when this assumption was tested it became clear Mirth C'aruylna wcalctan that taxes would be applied to whatever ratable value given Colley Elizabeth Clty. 919/53531.77 to the structure . The estimated range was between $50 , 000 Rocky Manm, 91/985-5110 and $100, 000 a year. We decided to build a conservative E.(Carolinaltnl.eratty figure of $90, 000 into the CFP and to increase this by 5$6- Oreem llle.P14,757-6137 each 5 years . From the county' s point of view $90, 000 is at University of North Carolina the optimistic end of the scale for revenue it could expect Ill 14lltnlnyinn W(t,ntoPron,A/9/39,14,4e from the TCAC. University of North Cari,llna al Chapel 11111 North Camllna Central Untrrr,l,y (f) Given the time that has elapsed since the Business Plan Chapel Mil,919/962-0389 was produced, we were able to include actual figures for Norlh Carolina State Unit/reit) the TYHA 1992/3 season. We substituted TYHA' s projected Rufclyh,fll0/571•4151 figures for 1993/4 for the 1992/3 "full year" column previ- rayelIOYliltStalrllntvrrsll} ously show which was only an extrapolation from the 1992/3 Pembroke 4 months results. CampbNl I%nlvsnny Meth9010 Collteo Fay.tlrvll(e,919/486.1727 Aem0rok4,910/5214214 North(urolina ALT Stoic ltnitenlly University of North Carolina at Greensboro Grernshnnt 919/J34.70N Wlnsu,n•8otem Stato Unlrrrrtty Wtmtun•Salem,919/750.2030 Univrrally of North Carolln al Charlotte ChurMltr, 704;548-!090 Appalarhtan stale Gnlw0 Bonne, 704,'252-249: Western Carolina University University of North Carullna at Asheville Cullowhre, 704/227.7494 Ash,vllle, 704/254.1921 Hickory, 704/5274007 A business and technology extension service operated as an lnirr-lnstituflone! program of The University of North Carolina, -im a sx �OA U n >3 J0 S e �i e i e� y -iH e N O-eva4<o F C <m < aT 7 m l 'z°'s g 5 5 E 5l li F < R2 F oO it a R gg8 x 2' ?,�1 - c em > "� x a $ 24111i2 ;7411�'- � �4E.E� �'' -H E�.32�� �' � '�, 3 �a$� ;< �o aQ SCR „ , m :Jf, u = '� p >° Ap a � aa a° i8 S FOg 8 1O 3a 5 Q 'Ail 2 R Ra p g R ` e mR %. c " •gg� Q ,� A "� n E 6 6 5 $ 2 21:i a g '3 7. a N c Q Q p w y S 2 ° $ g a' 2. 1:1 a g R 3 O a ; g,°., AA t9N ° $ ; a,�au it t.', N =o,Ne m,. 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O. Box 8181 Hillsborough, NC 27278 Dear Commissioner Carey: I am a resident of Orange County living at 711 Dumont Drive ( a few miles NE of Hillsborough) . The discussion the county commissioners have been having about building a swimming pool or better yet a combined swimming pool skating rink in Northern Orange County is very interesting to me . I grew up in Milwaukee County, Wisconsin, which operates scores of outdoor pools in its parks and three indoor pools spread across the county. So I am acutely aware of the lack of public swimming pools in Orange County and especially Northern Orange County. I believe that a swimming pool skating rink complex would be a great resource for the children of Orange County. I know that the Milwaukee County pools provided a good outlet for my youthful energy and the energy of my five siblings . Most importantly, it was in those pools that we took swimming lessons and learned to swim. I still swim for exercise today some 35 years later . I urge you to support the swimming pool skating rink complex at the Meadowlands . The benefits of this complex are more than worth the four million dollar price figure for the County quoted in the News of Orange. Sincerely, ' Mark Schulz 644-0919