BOARD OF DIRECTORS MEETING
County of Chautauqua Industrial Development Agency
201 W Third Street, Jamestown, NY
June 27, 2017
10:00 a.m.
Mike Metzger Chairman
Dennis Rak Vice-Chair
Kim Peterson Secretary
Kelly Farrell DuBois Treasurer
Cory Duckworth Member
Brad Walters Member
Also in attendance:
Kevin Sanvidge Adm. Director/CEO
Rich Dixon CFO
Don McCord Senior Planner PED
Mathew Mazgaj Counsel
George Cregg Bond Counsel
Michelle Turner VP of Marketing
Carol Rasmussen CCIDA Staff
Kristine Morabito CCIDA Staff
Lawrie Taylor CCIDA Staff
Sue Casel CCIDA Staff
Isaac Grato Cockaigne
Adam Pirtz Cockaigne
Jim McCarthy The Post Journal
Jason Sample WRFA
Absent Board Member(s): George Borrello, Hans Auer, and David Bryant
Meeting was called to order by Mike Metzger, Chairman, at 10:01 a.m.
Mike Metzger
I will now call the County of Chautauqua Industrial Development Agency (CCIDA) Board of Director’s meeting to order. We are meeting at CCIDA, 201 W Third Street, Jamestown, NY. Today is June 27, 2017 (10:01 a.m.).
I will now have roll call.
Brad Walters – Here, Cory Duckworth – Here, Kim Peterson – Here, Dennis Rak – Here, Kelly Farrell DuBois – Here, and Mike Metzger – Here.
We have a quorum and will begin the meeting.
I would like a motion to accept the May 23, 2017, minutes that you had received in advance.
Dennis Rak
So moved.
Cory Duckworth
Second.
Mike Metzger
Any discussion? Hearing none – All in favor indicate by saying Aye.
Ayes all around – The minutes are accepted.
Let’s move on to new business. Dennis, the first Resolution.
Dennis Rak
Resolution 06-27-17-01
Resolution of the Board of Directors of County of Chautauqua Industrial Development Agency to Sell to North County Industrial Water District No. 1 Property Located on Progress Drive, Town of Sheridan, New York. (Amending Resolution 05-02-17-01 correcting purchaser’s name.)
Kim Peterson
Second.
Rich Dixon
In Chadwick Bay Industrial Park, the North County Industrial Water District No. 1 has their water tower. They have been approached by Verizon to put a tower there. With them acquiring this property, they will be able to take the revenue and reduce the district fees to all of the users in the district.
Mike Metzger
If there is no further discussion, I will take a roll call vote.
Brad Walters – Aye, Cory Duckworth – Aye, Kim Peterson – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, and Mike Metzger – Aye.
The Resolution is passed. Kim, the next Resolution, please.
Kim Peterson
Resolution 06-27-17-02
Resolutions of the Board of Directors of County of Chautauqua Industrial Development Agency to Execute a Mortgage and Security Agreement with Consolidation, Modification, Spreading and Extension Agreement and Mortgage Tax Exemption Affidavit Regarding 31 Sherman Street Investors, LLC.
Brad Walters
Second
Rich Dixon
31 Sherman Street is a building attached to WCA Hospital. We currently have a tax lease and PILOT on the building. This is a request to get mortgage recording tax. They will be retiring some debt in the amount of $2.7 M and new construction in the amount of $1.2 M. They will be recording a new mortgage in the amount of $4M. This helps them out with the recording tax.
Mike Metzger
If there is no discussion, I will take a roll call vote.
Brad Walters – Aye, Cory Duckworth – Aye, Kim Peterson – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, and Mike Metzger – Aye.
The Resolution is passed. Brad, Resolution C, please.
Brad Walters
Resolution 06-27-17-03
Amendment to resolution number 03-28-17-07 Authorizing AL Tech Revolving Loan Fund loan for Bailey Manufacturing Company, LLC in the amount of $500,000.
Dennis Rak
Second.
Kristine Morabito
This board previously approved a loan request in March for $500,000 thru the AL Tech Revolving Loan fund for 10-years at 4% interest. Since that time, the terms of the acquisition have been finalized and the bank has also been selected. Related to that, the company has come back to us and indicated that the first lien holder which will be Five Star Bank will be financing $2,500,000 versus the original estimated $2,100,000. So, there is an additional $400,000 that our second lien would fall behind. In addition, the bank requested that the company seek an additional $125,000 in working capital related to SBA fees that are estimated at about $100,000 or more related to closing out the financing. They have pursued that through STEDO and WRC. The STEDO loan is approved by the Board. The WRC has passed committee and the board will meet in July for an anticipated final approval. STEDO and WRC – as is typical with economic development financing – have asked that the CCIDA accept a co-equal prorate, second lien position on the mortgage, and second on all business assets. Those are the two reasons we took it back to the Loan Committee.
The Loan Committee met and you received copies of the minutes. There were no concerns or questions – it is just a matter of timing now that we know what the final deal structure will look like related to this acquisition. So they recommended the loan unanimously again to the Board.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Cory Duckworth – Aye, Kim Peterson – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, and Mike Metzger – Aye.
The Resolution is passed. Kelly, Resolution D, please
Kelly Farrell DuBois
Resolution 06-27-17-04
Resolution Authorizing (A) the Potential Redemption and/or Defeasance by County of Chautauqua Industrial Development Agency (THE “AGENCY”) of Its Civic Facility Revenue Bonds (JCC Development Corp. Project – Letter of Credit Secured), Series 2007A Issued on June 28, 2007 in the Original Aggregate Principal Amount of $12,045,000 and (B) the Execution and Delivery of Certain Documents in Connection Therewith.
Kim Peterson
Second
George Cregg
There is an application made to the Capital Resource Corporation to refinance the existing bond. This resolution mayor may not happen. This resolution is basically a companion. What this resolution does is authorize your Chairman, Vice-chairman, Chief Executive Officer, Chief Financial Officer to execute any documents needed on the IDA side to accomplish that refinancing, if in fact, it ever happens. So there may be redemption of these old bonds, there may be a defeasance of the old bonds, whatever is needed; you are authorized to do it.
Mike Metzger
If there is no discussion, I will take a roll call vote.
Brad Walters – Aye, Cory Duckworth – Abstain, Kim Peterson – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, and Mike Metzger – Aye.
The Resolution is passed. Brad, Resolution E, please.
Cory Duckworth
Resolution 06-27-17-05
Resolution Taking Preliminary Action toward the Acquisition and Straight Leasing of a Certain Project for an Entity to be Formed by Adam Pirtz and Isaac Gratto as Co-owners of Cockaigne Recreation Center and Authorizing the Execution and Delivery of a Preliminary Agreement with the Applicant with Respect to Such Transaction.
Kelly Farrell DuBois
Second
Carol Rasmussen
As the resolution states, an entity is to be formed by Adam Pirtz and Isaac Gratto who are here today to speak and let you know a little bit about their plans for the off season. They are going to purchase Cockaigne. This preliminary resolution is a start – it gives permission by the board to have a public hearing, get started on a tax lease and PILOT that we have received an application for. There sales tax is going to be approximately $300,000. Mortgage recording tax will be involved – roughly $38,000. There is property tax, also.
This is a tourism project under our PILOT and sales tax lease. The property tax will extend for 15 years.
They plan to make it an all season event. The project is $3.5 M. The new structure is going to be a 20,000 sq. ft. chalet. Their project involves the purchase of the land, the building of the chalet, and the renovation of the Grainery – a restaurant across the street. They may be renting this out once it is completed.
A brief biography of Adam and Isaac was given describing their extensive experience regarding the project.
Isaac Gratto and Adam Pirtz
We plan to mostly renovate what is currently there – the current infrastructure is there and fixable. We have over 30 years ski area experience between the two of us.
We plan to open the 2018-2019 ski season. It’s quite a big project, so this winter will be out of the picture. We would like to get on the property as soon as we can to get the lodge constructed – at least the out shell – so we can work on it throughout the winter. Then next summer we will be ready for summer activities in the lodge. We plan to be a year round resort.
We will work with the horse trails to keep them maintained and open snow mobile trails. An aggressive marketing plan is in place for the schools and out of state people. We are planning on affordable, family fun available.
Mike Metzger
If there is no discussion, I will take a roll call vote.
Brad Walters – Aye, Cory Duckworth – Abstain, Kim Peterson – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, and Mike Metzger – Aye.
The Resolution is passed. I would now like to go out of order and go in to Executive Session.
I would now like to move for a motion to go in to executive session to discuss the financial and credit history of certain companies and the potential acquisition and lease of real property by the agency.
Kim Peterson
I so move.
Dennis Rak
Second.
Mike Metzger
All those in favor.
Board
Ayes all around. We are now in Executive Session.
Executive Session begins at 10:35 a.m.
Executive Session ends at 10:45 a.m.
Mike Metzger
We are now back in Regular Session. Moving on to new Business:
Mike Metzger
Rich the Treasurer’s Report.
Rich Dixon
Briefly discussed the balance sheet.
An overview of Revenue & Expense report was given.
Mike Metzger
Are there any questions? If not, may I have a motion to accept the Treasurer’s Report?
Kelly Farrell DuBois
So moved.
Kim Peterson
Second.
Mike Metzger
Are there any questions? Hearing none, I will take a vote. All in favor?
Ayes all around. The treasurer’s report is accepted.
Mike Metzger
Is there anything more to come before the Board? If not, may I have a motion to adjourn?
Kim Peterson
So moved.
Kelly Farrell DuBois
Second.
Mike Metzger
All those in favor – Ayes all around.
This meeting is adjourned. Meeting adjourned at 10:57 a.m.
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(Assistant) Secretary (Vice) Chairman
