BOARD OF DIRECTORS MEETING
County of Chautauqua Industrial Development Agency
BWB Building
201 West Third St., Jamestown, NY 14701
October 22, 2019
10:01 a.m.
Michael Metzger Chairman
Dennis Rak Vice Chair
Hans Auer Treasurer
Gary Henry Secretary
Steven Thorpe Member
Mark Odell Member
Brad Walters Member
Also in attendance:
Mark Geise Administrative Director/CEO
Richard E. Dixon Chief Financial Officer
Linda Burns CCIDA Staff
Carol Rasmussen CCIDA Staff
Kristine Morabito CCIDA Staff
Milan K. Tyler, Esq. Counsel
Greg Peterson Counsel
Michael Borrello Counsel
Rebecca Wurster City of Dunkirk
Dennis Phillips Post Journal
Cory Clark Megalomania
Absent Board Member(s): Kelly Farrell-DuBois
Meeting was called to order by Mike Metzger, Chairman, at 10:01 a.m.
Mike Metzger
I would like to call to order the County of Chautauqua Industrial Development Agency Board of Directors Meeting. We are at the BWB Building, 201 West Third Street, Jamestown, NY. It is October 22, 2019 and the time is 10:01 a.m. Roll call. Let the record show we have 7 members in attendance. We have quorum. I would like to entertain an approval of the September 24, 2019 minutes, which you previously received. Do I have a motion?
Mark Odell
So moved Mr. Chairman.
Mike Metzger
I have a motion by Mark, do I have a second?
Brad Walters
Second.
Mike Metzger
Motion made by Mark and seconded by Brad. Any discussions or changes? All those in favor?
Board
Aye – Unanimous.
Mike Metzger
Opposed, abstained, motion carried unanimously. Now under New Business we will have Kristine Morabito introduce the company.
Kristine Morabito
Introduced Cory Clark, owner of Megalmonia, LLC. and Rebecca Wurster, from the City of Dunkirk.
Described the business – Malt Brewery and the plans.
Cory Clark
Described products, background, experience, and plans for the business.
Mike Metzger
Rebecca, would you like to comment please?
Rebecca Wurster
Here in support of the business and on the behalf of the City of Dunkirk. Spoke of her connection to the business owner and their discussions in relation to the business.
Kristine Morabito
Spoke about location of the business, the history of the building, project scope, and partnership with local agriculture. Spoke about Loan Committees recommendation – 15 year term for $100,000 at 4% interest, with payments made monthly. Collateral – mortgage on real estate, 2nd lien on non-real estate, assignment of rents and leases, key man life insurance, unlimited personal guarantee, disbursement on take out basis requiring certificate of occupancy and all licenses in place for the business plan, bank transaction screen acceptable in lieu of a phase I environmental review, interest only payments acceptable during the banks initial 12 months interest only period, and fire and hazard insurance.
Mike Metzger
Would we be anticipating a PILOT agreement?
Kristine Morabito
At this point, we are not anticipating the real property taxes increasing to a level where there would also be a PILOT application. If that were to come, that would be the case but not at this time.
Mike Metzger
Questions from the Board?
Dennis Rak
Will this be incorporated with food services?
Cory Clark
We will have restaurant with a limited menu. Explained experience and plans for incorporating food.
Mark Odell
IS there enough capacity for waste disposal?
Rebecca Wurster
Yes, that’s definitely something the City can help Cory with.
Mike Metzger
Any other questions?
Hans Auer
Can you walk through the timing of the financing?
Kristine Morabito
Per the Loan Committees recommendation and the resolution before you, this loan would be made take-out basis. So the approval would be made now, and the bank has agreed to bridge the CCIDA financing until our disbursement. Our disbursement would require Occupancy Certificate and the licensing necessary to operate, per the business plan.
Mike Metzger
Any other questions? Mark if you could please move resolution A. 1.?
Mark Odell
10-22-19-01 Resolution Authorizing an Al Tech RLF Loan for Megalomania, LLC.
Mike Metzger
I have a motion, do I have a second?
Hans Auer
Second.
Mike Metzger
Motion made by Mark and seconded by Hans. Any further discussion. Hearing none. Roll call vote please.
Board
Aye – Unanimous.
Mike Metzger
Let the record show there are 7 votes in the affirmative, motion carried unanimously. Now we will have Linda present the next company.
Linda Burns
Described project for Mark Graham dba. Graham’s Market. 4% fixed rate, 7 year term, and option of either a 2 or 12 month interest only to provide cash flow relief while the store is being set up. Collateral – subordinate pro-rata liens on the real property and business assets, assignment of rents and leases, assignment of key man life insurance, and unlimited personal guarantee. Described Mr. Graham’s experience, history of the business, demographics in Sherman, and the support Mr. Graham has been receiving in relation to the need for the store to re-open.
Mike Metzger
Any questions for Linda?
Rich Dixon
When I first got here, the IDA had approved a loan to the original business and that was paid back successfully.
Mike Metzger
Steven, if you could please move New Business B. 2.?
Steven Thorpe
10-22-19-02 Resolution Authorizing a CRLF Working Capital Loan for Mark Graham dba Graham’s Mart.
Mike Metzger
I have a motion, do I have a second?
Dennis Rak
Second.
Mike Metzger
Motion made by Steven and seconded by Dennis. Any further discussion. Hearing none. Roll call vote please.
Board
Aye – Unanimous.
Mike Metzger
Let the record show there are 7 votes in the affirmative, motion carried unanimously. We are adding a new resolution to the agenda, which is the Jamestown Medical resolution. I will accept a motion on that, and then we will have a discussion. Brad, would you mind moving New Business C. 1.?
Brad Walters
10-22-19-03 Jamestown Medical Consent Resolution.
Mike Metzger
I have a motion, do I have a second?
Mark Odell
Second.
Mike Metzger
Motion made by Brad and seconded by Mark.
Rich Dixon
Back in 2009 WNY Urology was going to build a new building. That has been built, which has provided a tremendous amount of service needed in Jamestown. They have gone through a lot of iterations and it is now being sold to a group who fits their business.
Milan Tyler
This is consent to transfer ownership of the building. This is a type II under SEQR because nothing is going to change. Non-recourse to the IDA, IDA is not going to charge a fee but asks that they pay the legal fees.
Mike Metzger
Any further discussion? Hearing none. Roll call vote please.
Board
Aye – Unanimous.
Mike Metzger
Let the record show there are 7 votes in the affirmative, motion carried unanimously. Now we will move to Executive Directors update.
Mark Geise
Updates on: Ripley Gateway Center, NRG Feasibility Study, Empire State Brands, Economic Development Strategy, Brochures, Brownfield Development Strategy, Stannard, Fluvanna Demolition, Regal Demolition/Transfer, Website, NYS ED Conference, Airport EAS, MOA, Stoneman Park Fiber Project, Dunkirk FBO, and Holiday Party.
Mike Metzger
Let’s go to the Treasurers Report
Rich Dixon
Reviewed Report and Budget/Financials.
Mike Metzger
I would like a motion and a second on accepting the Treasurers Report.
Mark Odell
So moved.
Gary Henry
Second.
Mike Metzger
Motion made by Mark and seconded by Gary. Any further discussion? All those in favor?
Board
Aye – Unanimous.
Mike Metzger
I would entertain a motion for the acceptance of the proposed 2020 budget, as presented.
Steven Thorpe
Motion.
Brad Walters
Second.
Mike Metzger
Motion made by Steven and Seconded by Brad. Any further discussion? All those is favor?
Board
Aye – Unanimous.
Mike Metzger
Opposed, abstained, motion carried unanimously. I will now entertain a motion to enter Executive Session.
Hans Auer
So moved.
Gary Henry
Second.
Mike Metzger
Motion made by Hans and seconded by Gary. All those in favor?
Board
Aye – Unanimous.
Mike Metzger
Opposed, abstained, we are now in Executive Session.
Executive Session Begins
10:49 a.m.
__________________________________________________________________________________________
Mike Metzger
I will now entertain a motion to go back in to option session.
Dennis Rak
So moved.
Brad Walters
Second.
Mike Metzger
Motion made by Dennis and seconded by Brad. All those in favor?
Board
Aye – Unanimous.
Mike Metzger
Opposed, abstained, we are now out of Executive Session.
Executive Sessions Ends
11:08 a.m.
__________________________________________________________________________________________
Mike Metzger
The old Business, the Social Media Policy, was approved by the Governance Committee and will come before the Board at our next meeting. Anything else to come before this board? Hearing none. I will entertain a motion to adjourn.
Mark Odell
So moved Mr. Chairman.
Steven Thorpe
Second.
Mike Metzger
Motion made by Mark and seconded by Steven. All those in favor?
Board
Aye – Unanimous.
Mike Metzger
Opposed, abstained, we are now adjourned.
_________________________________________________________________________________________
Meeting adjourned at 11:09 a.m.
__________________________________ _____________________________________
(Assistant) Secretary (Vice) Chairman
