Morning.

How's everybody doing?

Morning.

Great.

Um, we'll move on to the approval of minutes for the April 9th, two thousand twenty-six meeting.

All in favor?

Any opposed.

All right.

Item number three, public comments.

Is there anyone that would like to say anything?

Okay.

Move on to four.

Uh presentation of financial progress report for May thirty first, two thousand twenty-six by finance.

Good morning, everybody.

Uh my name is Josh Paction.

I'm filling in for Mr.

Boylan today.

He's and his wife welcomed their second baby girl.

So he's at home enjoying some.

Nice family time.

Uh so today we've got the financial report through May.

Um balance sheet has basically stayed the same.

Mostly you got construction costs closing in on a hundred million.

Um for our sources and uses, we've kind of switched been kind of the ever evolving uh financial report kind of move some things around right now.

So we're showing um the full TIFF increment that we've received for the last two years, that one point three million.

That's the uh parcels we've uh currently triggered.

Um the interest is the interest on your proceeds, uh, three point eight million.

Uh we got the team, we got the first rent check uh a couple weeks ago.

Um so uh half a million dollars for the rent.

We're expecting another half million later this year.

Um sales tax, we got our first sales tax check in a whopping ninety-six dollars, but but no, that was for March.

So, you know, uh stadium was still being constructed.

I guess they were holding some events.

Um we do have some preliminary numbers for the April sales tax.

Uh, we're expecting roughly a hundred and thirty to a hundred and fifty thousand in sales tax for April.

Um capitalized interest, that's you know, the money we set aside at the beginning to pay for the interest, um the interest payments while the stadium was being constructed.

That's the full amount.

We have not drawn that total, but that's that's what we have in the banks.

So that's your total sources uh for our uses.

You just got some interest payments that we're making on the bonds and some admin costs.

Um also to note we you know, we did make another debt payment right after uh this report was um put together on 6.1 for 2.2 million.

Um so any questions.

That's the 2.2 is not reflected in these numbers, so but we just wanted to make a note of it.

The projected sales tax for April is that in line with projections or uh it's I think it's probably a little bit more than what we were projecting.

I mean it was opening week.

Um yeah, great.

Large crowds, so uh although it was only like I think a home stand and a half, so it wasn't even two full home stands in April.

Um so yeah, but I think if it was more than what we were what we project.

Okay, so this is really uh thank you guys for this revised presentation about it.

The um increment this is since inception.

This is not correct as well.

Correct.

Okay.

Um this since inception, when did it open?

Is you said two years, one year?

I know it's not over.

This will be on a fiscal year basis going forward.

I mean, at some point, right?

Right.

Well, we we get these once a year.

Um, the TIFF no, no, no, I meant just the financial statements that are presented.

This this is inception to date, or is it year to date?

Inception to date.

Inception, which covers a period of how many months, you know, two years.

Uh two to three years.

Two to three years, okay.

Um so as of now, um the total sources of funding, capitalized interest.

Is that interest that is earned, or is that interest that was borrowed?

The capitalized interest.

That's the that's the part of the prices we set.

That's money that was borrowed.

Right, correct.

Correct.

Yep, borrow and set aside.

And to date, we have used four million, almost five million of that.

Is that correct or wrong?

Uh so no, I believe, so you're saying the 4.9 interest we paid.

I believe part of that was covered by the team rent.

Uh, because the team rent covers all debt service for the 24B bonds.

So I don't know if how much have we?

I don't know if we have a number of what we've drawn down for capitalized interest.

Okay.

Is that number minus about half a million?

Yeah, so the 4.9 less the half a million we received in rent.

Okay.

Um the only thing I ask is if the interest payment be broken down by the capitalized interest portion.

I know it's not, yeah.

The capitalized so that I can then know how much capitalized interest still is in so four and a half, I mean three and a half million dollars roughly.

Oh, so the entire 4.9 then is 500.

Yeah, so you're looking at like 4.4.

So the 8 million less the 4.4, so three and a half is right that would be the case.

I will I can just look at that every time and that'll tell me that, right?

Wonderful.

Thank you all for the the revised presentation.

Is it's great.

Any other questions?

I think we're okay.

All right.

Thank you.

This is the only one.

Is there another one?

Okay, we'll move on to number five.

Presentation of June 2026 progress report by public works.

Thank you, Mr.

Chair, members of the board.

Uh so obviously uh you've just heard stadiums had lots of use.

Uh we know that uh it's always great to be able to see people who are out there using the stadium.

Uh so a few of the things uh for us to cover today in our June report, obviously, all of the construction is complete.

Um there are so uh uh all of the all of the punch list items that were identified whenever we hit substantial completion on April uh in early April, all of those uh punch list items have been completed.

We do have I have highlighted uh there's three three things that are either outstanding adjustments uh to uh some drink rail uh revisions where we've got to adjust those to the final height that we just didn't have enough time to be able to get that done prior to opening day, so we we deferred that until later.

Um there was some final fencing and gates that again we just uh got to opening day using some temporary fencing while that while that final fencing was uh completed its fabrication process, and then some uh three uh outfield concourse benches, and that one sounds strange to say that we deferred that, but the reason that it was deferred is because those are actually constructed from uh all from salvage material that came from U.S.

Pipe, and so the fabricator for that is was the same fabricator that was working on our fence and gates that was also doing the public art for the gates, right?

So we were definitely setting priorities for them in terms of the things that we wanted to make sure were in place for opening day and the outfield benches for certain were one that could wait a little bit longer.

So those will those will be uh interesting uh pieces that you'll be able to see at a few different spots whenever they're placed around the outfield.

Um so those those things are continuing, and we expect those uh some of those uh are happening now, a few of them like drink rail revisions will happen a little later.

Um because those all need to happen while the team is on the road, so we're having to schedule those very specifically.

So having to work, hope that we have good weather whenever that road trip actually hits.

Um, and so we'll continue to make adjustments.

Hope we anticipate though by the time of your all's next regular meeting, all those things will uh certainly be complete.

Um as far as the site preparation goes, um you know the the material that was removed from uh so that the field could be lowered.

A lot of that material uh is covered by the brownfield voluntary agreement with uh the state of Tennessee uh Department of Environment Conservation.

That material, which you can still see uh just to the north of uh West 26th Street in its current stockpiled location, was always a temporary move while the uh developer continued to work on its final location.

So there have been a lot of ongoing regulatory pieces to getting that additional site, which was also part of U.S.

Pipe, um, but getting that into that arrangement.

So those those are uh is a is a continuing coordination that's continuing to happen.

So whenever you see the numbers in a moment about where we are on site prep, the reason why there's still some unspent site prep dollars is because those are being reserved in order to in order to put this stockpile material into its final uh location.

And then along West 26th Street and along the river walk, uh again, one of the items that we just from a from a scoping perspective, there was some final landscaping that we held off on to make sure that we were ready for opening day, and then we have uh the contract the subcontractors have just come back as they've been able to either during the day on game days or or on road trip days as those are coming in as as the plant material has been available.

Um thing that we did want to uh highlight to the board as I'm certain you will recall, and I know um chairman will will remember the writer's cramp uh that he got from signing all of the various documents that were necessary on this project.

One of those documents which we giving you some information today about areas about one that that needs some revision, and it was a document that included a temporary uh construction easement for a retaining wall, which is a joint wall between uh the outfield concourse for the stadium and the two buildings that New City uh bill is is building.

Um that wall and their initial allowance uh amount for that was originally estimated at $600,000 as there as the design has finalized.

The cost of the wall has come down, which is good.

So that comes down to about $382,000.

Um we would not have to necessarily bring that cost uh savings to you all.

However, um one of the things that's been identified uh as an additional piece that we need to coordinate uh with uh new city properties is that there is some final fencing uh to secure between the stadium and their buildings on days whenever the whenever the the team is having events on the property.

Um obviously right now there the retaining walls are not yet in place, and the um and the fencing doesn't have anything to connect to, and there's no final surface for that fencing to be placed on.

So we anticipate we've already gotten pricing for about $62,000 to both fabricate that fence and be able to install it at a future time.

So one of the items which we'll be placing, it may be at your next regular scheduled meeting.

Um if timing becomes necessary, uh we may request a special called meeting before the next regular meeting, but we'll try to avoid that if we can in order to come in and and and be able so that we can give you all some give you all the final documents of what that looks like, but just to give you the information.

Um you can see on uh I don't know if I can move around very well.

So in the it in the in the photograph that you see, if you look on the very left-hand side, you can see where the where the third base building goes out.

There's a there's a red line right at the edge of the um uh just beyond that building, and that's one of the that's one location for where the retaining wall needs to go.

And then if you look uh in left center field, just to the left of where the batteries eye building uh at the Kubota Club, you'll see kind of an angled red line.

That's the second retaining wall location, and so those those are the two locations where the wall is.

So part of what's resulted in the savings is a little bit of uh distance, but also a lot more height.

So uh the walls are not quite as tall as they originally were expected to be when the initial estimate was done.

Um of course we'll be happy to answer any additional questions about that, and we will certainly be providing more information with better um better illustrations and and whatnot going forward.

But we wanted to we wanted to at least give you all the heads up that that was coming.

Um so again, only the fencing part of that is near the retaining wall was always contemplated in the original in all the original agreements.

So as far as uh our uh our contract tracking uh for all of the project uh moving forward.

Uh this is a graph that we've shown throughout.

Um originally obviously we had we had we're staying below our projection lines uh until we eventually reached a point uh last fall where we started to to lay on top of that line.

What you see reflected here, those those stadium costs to date uh being slightly above, but they're also slightly ahead.

Um again, we still anticipate uh EMJ's contract is is gonna close out either either at or just under um what their what their total GMP is go ahead.

Um this is as a how does this compare to the construction and progress cost?

The 81 million.

Are they they're not the they're expecting I didn't hear how to compare what?

Yeah, should I be able to show the expect that the 81 million dollars here and stadium cost today to equate to the 91 million dollars that we show in the financial report?

It will not equal 91 million because we only had 86 million dollars for us to work with.

So our cost, this is not the entire project.

Uh I'm not sure what the other five million, I mean, did it I don't think so.

If you go the next tab, I don't think his 81 includes is the 81 include the public infrastructure costs.

No.

Okay, so ours does.

So I think if you add the two together, you get a lot closer.

Okay.

Yeah.

Well, but I would say though, even at that, right?

Our our our stadium cost separate from infrastructure is 86, infrastructure is 10 million dollars.

So that would be 96.

So I'm not sure how to correlate to the 91.

That'd be something I happy to be able to get with Josh and Paul about to be able to provide some information, but but from our perspective, the total of all professional services and all construction costs will not exceed 86 million dollars, because that is at the point where if we will either stay under that or if we exceed it, and once we finally reconcile all contracts, that's where the cost overrun guarantee um would kick in for the sports authority.

So from that perspective, our I don't anticipate our number for the sports authority is gonna is gonna exceed 86 um from among all of our pieces.

Now there are multiple agreements, and that's part of why we've shown these in two two different graphs.

This first this first graft graph is um is professional services and construction costs.

I'm looking at clay to that doesn't I think the discrepancy between the two is that that doesn't include any of the say intermediate financing, anything we spent really before we got to bonds.

Yeah, everybody was reimbursed back, the city was reimbursed back if the team had a contribution.

Uh yeah, and so that's where this is at 81.

That intermediate financing was 3.3.

When we take this final chart plus the intermediate financing from our perspective, we will we will make sure we are either you know where are we relative to $86 million and whether or not that triggers the cost overrun guarantee, which we'll know once we finish closing out all of our contracts.

Okay, so the cost that the city incurred prior to or at some point, all of it is not part of the stadium.

It wasn't really donated to the stadium project.

Well, I would I would I would say it's probably just a difference in how we're tracking what we call the contract cost compared to the actual.

What's you telling me is I shouldn't expect them to be the same.

I'm not sure why, but you're asking a great question, and we will make sure that we understand what that difference is.

I agree with you that that ultimately ours should capture everything from the from the beginning up to a particular point.

Now there was some portion of the work that was considered due diligence, um, right.

So there were some, you know, phase one and phase two reports that were done prior to the transfer of the property, and those came out of due diligence, which were considered closing costs on the property, and those got paid, but they were not paid out of the 86 million dollars for construction.

And so that is that is going to be one difference.

Um I think you know, roughly speaking, I'm gonna say that number was three or four hundred thousand dollars in terms of where we were.

So was it you know, because there were there was one agreement between the city and the sports authority for the sports authority to reimburse the city for those due diligence costs.

That did not come out of the 86.

Um there was a second agreement between the sports authority, the city, the team, and the property owner, in which everybody put in 1.1 million dollars ahead of bonds to get us towards 60% design plans, but all of those proceeds were either reimbursed back or they were offsets from the property owner according to the way the that the language in the agreement was written.

They're gonna be able to do that.

When you say reimbursed back, meaning reimbursed out of the fund proceeds or out of the stadium dollars, okay, which means they would eventually and I'm not you and which is why which I believe is what Clay was referencing.

I don't know that that, for example, that 1.1 million dollars that had to come back to the city, for example, okay out of that intermediate financing agreement.

We paid all those costs to the professional services, but exactly where that one is again.

We'll we'll just we'll just have to dig into that a little further too.

Well, just give us some thoughts and whatever you come up with with yeah.

Okay, thanks.

Certainly.

And then as I mentioned, we have we have kept public infrastructure site prep and the team supplied pieces separate, and that's because they are coming from different funding sources, they are covered by different agreements that the that the board has in place um with those different entities.

Um so the the three um the three columns to the left are all infrastructure related.

Um the wastewater and the stormwater have been fully um fully used, and there's four hundred and twenty-one thousand dollars uh that has not yet been requested for reimbursement uh by the by the property owner for those infrastructure costs.

Um and then on the site preparation side, um, as as I alluded to earlier with that stockpile material, there's about 8.6 million dollars that has been spent, and um we have uh signed off on their draws, they finance that themselves through their bank.

And so again, those those numbers are not necessarily numbers that we're gonna show.

I wouldn't expect would show up, but I'm not I'm not the accounting person, so I don't quite know how all that shows up.

I just know it wasn't our money.

We but we did approve the draws for the work and that leaves about it's not part of your 81.

No, okay.

Well, that's a huge portion of it right there.

Okay.

Yeah, so this is because uh the the developer had agreed to put in 10 million dollars, they donated the property, uh the value of the property at no cost, and then they they also put in 10 million dollars, which was placed into an escrow account.

So the column you see on the right that's labeled site preparation is a tracking of the draw request that they've made against that escrow account.

So there's still is um of that again 8.6 has been spent and they've drawn it down.

The remaining 1.4 is is there and can still be drawn down, but that as I said earlier, they still have remaining scope to do to do the final disposal of the of those um of that stockpile material.

Uh and then team supplied uh so what what this graph reflects, and I'm not sure the wording a hundred is is is well a hundred percent um match uh the intent of what the graph is, um, but out of the nineteen million dollars that the team is uh is required to put in, uh they have submitted draws of documented costs for 15.5 million dollars, the remaining 3.4 million, they have made requests for what those items are in terms of where they're at.

But out of the $19 million dollars that the team is required to put in, they have submitted draws of documented costs for $15.5 million dollars.

The remaining $3.4 million, they have made requests for what those items are in terms of where they're at.

They have been purchasing that information, but they just haven't yet compiled those and submitted them.

So there is just sort of what I would describe as some ordinary lag in their submission because as they continue they continue doing work and accumulating payments and invoices all the way up to and through opening day in order to be able to get to that point.

They were just they're they're gonna make their final submission all in one last draw request.

But they currently have or are in process of satisfying their requirements as well.

And then a couple of meeting uh two meetings back in February, there was uh $37,000 uh that had not yet been at that point as um authorized specifically to any individual contract by the board, but at that meeting, in an effort to help us make sure that we could manage uh the the final contracts all the way to completion, uh the board did authorize uh resolution SA 041 which authorized uh us to be able to allocate those dollars towards whatever work was necessary in order to make sure that we were completed and we're not held up by a change order that might be needed to get us to that point.

Uh we reported in April, and there's been no change uh in this month's report um where we'd authorized 68,570 and 84 cents towards EPB.

So uh again, no change since last time.

There still is another 238, 915 dollars and 49 cents that's there as we complete our closeout.

So and as we finalize everything, we'll be able to come back.

Um I anticipate at the next at the next meeting, we'll have a much better picture of where a lot of our contracts are closing out and where if we have to utilize any more of this or if we are returning funds back from some of these professional services contracts and construction contracts that are that are open and have mostly wrapped up their work, but we're getting to that point.

So and that is all we've got.

Happy to answer any additional questions that the board may have.

Bill, there um has been a whole lot of activity since the stadium opened up, but one of those activities has been the aspect of doing an amendment to the brown hill voluntary agreement with TDAC here, and uh that occurred.

Do you know anything about the requirements of the first amendment to that brownfield voluntary agreement here at this point?

We were sent that on by uh the TDEC folks, and we have had the I guess uh the chair to sign off on a document.

I'm just trying to make sure at least on our end of it that that's discussed in this meeting, and if there's any issue about ratification, we need to get that done because it was apparently something that was needed here on May the 18th to be completed by June the first before this meeting occurred.

Yeah, that thank you for that.

I apologize that we didn't highlight that.

So the the Brownfield Voluntary Agreement was entered into jointly by both the sports authority and the property owner, and where that transaction was occurring in terms of they still had work and scope that they had to uh to complete.

The sports authority was a successor party to the to the developer uh for that property, and so those those were just uh documents that were necessary in order to be able to get the Brownfield voluntary agreement moved across to indicate that they had completed their portions of the of that work that were on the sports authorities property.

We are still working through some additional documents as well with the state, making sure that we have all of the required close-out documents that are necessary for the sports authorities files going forward in the future, and then the Brownfield Voluntary Agreement does extend beyond the boundaries of just the stadium property that the sports authority owns because it actually encompasses the entire brownfield agreement, encompasses all of the U.S.

pipe property, including where um where the where the final disposal that's part of the coordination with TDEC is so that it can include where this final disposal is located on some additional property of the former U.S.

pipe property, but again, those documents that Mr.

Noblet referred to have to do with with the completion of the work on the stadium property.

And and that includes both pipe properties obligations, foundry PI ventures obligations, new city foundries obligations under the agreement, and then the sports authority for the portion that has the stadium on it, correct?

pipe um property but again those documents um that mr knob referred to have to do with with the completion of the work on the stadium property and and that includes both pipe properties obligations foundry PI ventures obligations new city foundries obligations under the agreement and then the sports authority for the portion that has the stadium on it correct yes that's correct okay so I guess uh we do probably need to have a motion to ratify the action taken of your chair to sign off on that to be completed and that that amendment to the document has now been approved by the state of Tennessee um that amendment that document I'm assuming if we were approving it it's been presented to this board for the minutes if you will or for the files have we seen it we we have that in our minutes if if you need to wait till the next meeting we can do that we just had to get it signed quickly I just wanted to make sure that it was presented as a formal document or amendment to the board that we are approving and if it was done at an earlier date that's fine.

Yeah if I may just add quickly the the the initial Brownfield voluntary agreement uh was fully presented and was presented to the board at the time this is this this amendment is basically a step um because of the way that the Brownfield agreement was set up that it was phased work by multiple parties in succession this step couldn't be done at that point in time because of of the nature of the agreements um if if the sports authority had just accepted the property as is and had self-performed all of the work it would not have been necessary to to do this amendment but we had to we had to let the um because those agreements um uh left that scope for removing that material um with the developer to do that for the sports authority and that was done after closing that's the that's the reason for that so this is just an amendment which amendment to to reflect that that that that scope's been completed so with the initial was not done by with a resolution or anything the the initial I believe was presented to the board and reviewed by the board was it but was it done you know generally when we approve stuff we have a resolution we didn't need that or did we have that I don't think we had a document.

I'm not sure if that was done as a separate resolution it may have been part of part of the overall closing documents because the property and the bonds and all the financial agreements were all voted on at the same time I'm I'm feel fairly certain that that they were it was all part of that one big bulk transaction because there was like 90% authorized by resolution yes well I I mean I I personally approve it I just wanted to make sure that was done in a fashion that and I'm sure you got that covered.

Thank you we just want to make sure our chair is covered in that regard as yeah um so we can we have a motion to ratify at least the chair's actions here to because it was a timely issue yeah second second all in favor aye aye any opposed okay approved all right good that's all needed to do thank you that completes our our progress report chair anything else okay any other business okay this meetings adjourned