NOTICE OF REGULAR MEETING GREATER BOISE AUDITORIUM DISTRICT

Tuesday, September 22, 2020 2:00 P.M. MDT

Boise Centre West – Room 110

Board and Public Zoom Meeting Access: Join Zoom Meeting: https://zoom.us/j/3192905355

Meeting ID: 319 290 5355 OR

Dial by Phone: 1 253 215 8782 US Meeting ID: 319 290 5355

Please be aware, Boise Centre will REQUIRE TEMP CHECKS for anyone entering the Boise

Centre facility, effective Wednesday, June 10, 2020. Entrance is through the main entrance to go through thermal imaging. If a guest refuses or their temp is at or above 100.3 degrees, access to the facility will be denied. Per current Central District Health guidelines MASKS

ARE REQUIRED. Seating is limited to accommodate physical distancing.

AGENDA

I. Call to Order

II. Roll Call

III. Changes or Additions to the Agenda

IV. Agenda:

A. Chairman’s Remarks – Kristin Muchow B. Approval of Minutes –

i. Regular Minutes, August 19, 2020 ii. Special Minutes, September 1, 2020

C. Monthly Activity and Financial Report – Pat Rice, Anne Marie Downen

Action Item

Action Item

Action Item

V. Other Business:

A. FY 2021 Preliminary Budget Presentation – Anne

Marie Downen

VI. Adjournment

Action Item

Action Item

Page 1 of 3

MINUTES OF A SPECIAL MEETING

OF DIRECTORS OF GREATER BOISE AUDITORIUM DISTRICT

HELD IN ADA COUNTY

September 1, 2020

Pursuant to a call by the Board Chair and notice of the meetings having been duly posted at 850 W. Front St., Boise ID 83702, the Board of Directors of the Greater Boise Auditorium District met in special session via teleconference (as per the Governor’s Proclamation dated April 30, 2020), at 10:00 a.m. MDT on September 1, 2020. Board Present Others Present

Kristin Muchow, Chair Unannounced via teleconference

Peter Oliver, Director

Hy Kloc, Director

Jody Olson, Secretary

Board Absent

Jim Walker, Vice Chair

Others Present

Pat Rice, Boise Centre

Anne Marie Downen, Boise Centre

Mike Stoddard, Hawley Troxell

Pam Carpenter, Boise Centre

I. Call to Order

Ms. Muchow called the meeting to order at 10:00 a.m.

II. Roll Call Ms. Carpenter took attendance by voice roll call: Ms. Muchow – Present via phone Mr. Walker – absent Mr. Kloc – Present via phone Mr. Oliver – Present via phone Mr. Olson – Present via phone

Page 2 of 3

III. Changes or Additions to the Agenda No changes or additions

IV. Agenda A. Chairman’s Remarks – Kristin Muchow

Ms. Muchow asked those attending from the public to please mute their phones and asked Tony Colangelo to give an overview on the technical process of the meeting.

V. Other Business:

A. Executive Session – Kristin Muchow A motion was made by Mr. Kloc to enter Executive Session Pursuant to Idaho Code Section 74-206 (1)(c) – to acquire an interest in real property not owned by a public agency and 74-206 (1) (d) – to consider records that are exempt from disclosure as provided in chapter 1, title 74, Idaho Code The motion to enter executive session pursuant to Idaho Code Section 74-206 (1)(c) and (1)(d) was unanimously approved. Ms. Muchow stated to do so by roll call vote. Ms. Carpenter called roll: Ms. Muchow, Aye Mr. Walker, Absent Mr. Oliver, Aye Mr. Kloc, Aye Mr. Olson, Aye

The Board entered Executive Session at Timestamped 10:10 a.m.

Mr. Kloc moved to leave Executive Session. Mr. Olson seconded the motion. The motion to adjourn Executive Session was unanimously approved. Timestamped 10:55 a.m.

B. Discussion of District Finances

Ms. Muchow stated the ceiling project and refreshing the Stabilization Fund would be added to a future agenda before the end of the fiscal year. Ms. Downen and Mr. Rice gave an overview of the budget timeline, tax and operating revenues and the prioritization of capital projects for FY 2021.

Page 3 of 3

C. Future Project Development Ms. Muchow said that due to the Covid pandemic and our current financial situation, we will be cautious and do not anticipate participating in any major projects until we have a better understanding of future tax and operating revenues in light of the pandemic. Ms. Muchow did want to give the Executive Director the opportunity to communicate our financial situation to anyone that may have questions.

VI. Adjournment There being no further business to come before the Board Mr. Oliver moved to adjourn. Mr. Kloc seconded the motion. The motion to adjourn was unanimously approved. Timestamped 11:05 a.m. Meeting was adjourned at 11:05 a.m.

___________________________________ ___________________________________ Kristin Muchow, Chairman Jim Walker, Vice Chairman ___________________________________ ___________________________________ Hy Kloc, Director Peter Oliver, Director ___________________________________ Jody B. Olson, Secretary Note: the following materials will be attached to and provided with these minutes: Meeting material for September 22, 2020:

• Regular Board Meeting Minutes August 19, 2020 • Executive Director’s Report August 2020

Page 1 of 4

MINUTES OF A REGULAR MEETING

OF DIRECTORS OF GREATER BOISE AUDITORIUM DISTRICT

HELD IN ADA COUNTY

August 19, 2020

Pursuant to a call by the Board Chair and notice of the meetings having been duly posted at 850 W. Front St., Boise ID 83702, the Board of Directors of the Greater Boise Auditorium District met in regular session and via teleconference (as per the Governor’s Proclamation dated April 30, 2020), at 2:00 p.m. MDT on August 19, 2020. Board Present Others Present

Kristin Muchow, Chair Ali Ribordy, Boise Centre

Jim Walker, Director via phone Carrie Westergard, Boise CVB

Hy Kloc, Director via phone Jeff Eiseman, Agon Sports Entertainment

Jody Olson, Secretary Chris Schoen, Greenstone Properties

Board Absent Tonn Peterson, Ball Ventures Ahlquist

Peter Oliver, Director Tommy Ahlquist, Ball Ventures Ahlquist

Others Present Bill Taylor, Idaho Youth Soccer Assoc.

Pat Rice, Boise Centre Phil Reberger, Sullivan & Reberger

Anne Marie Downen, Boise Centre Pat Sullivan, Sullivan & Reberger

Pam Carpenter, Boise Centre John Sheldon, Sullivan & Reberger

Geoff Wardle, Clark Wardle LLP

I. Call to Order Ms. Muchow called the meeting to order at 2:00 p.m.

II. Roll Call Ms. Carpenter took attendance by voice roll call: Ms. Muchow – Present Mr. Walker – Present via phone Mr. Kloc – Present via phone Mr. Oliver – Absent Mr. Olson – Present

Page 2 of 4

III. Changes or Additions to the Agenda Ms. Muchow noted the revised agenda that was posted to the District website on August 18, 2020 and requested a motion to add item VII in the event there would be discussion warranted following executive session. A motion was made by Mr. Olson to add item VII after being notified on August 18, 2020 that representatives for the sports park would be in town and asked to attend the meeting. Mr. Walker seconded the motion. The motion was approved unanimously. Timestamped 2:03 p.m.

IV. Agenda A. Chairman’s Remarks – Kristin Muchow

Ms. Muchow reported the Finance Committee would be meeting this week to begin the budget process. Ms. Muchow reported that the Sports Park Committee met with members of the Boise Sports Park a few weeks ago and at this time there is no formal proposal or action item on the agenda today.

B. Approval of Minutes i. Regular Board Minutes for July 21, 2020

A motion was made by Mr. Olson to approve the Regular Board Meeting Minutes of July 21, 2020. Mr. Walker seconded the motion. The motion was approved unanimously. Timestamped 2:05 p.m.

C. Executive Director’s Report – Pat Rice, Executive Director Mr. Rice provided a summary of current events and Boise Centre updates. Mr. Rice presented the Executive Director’s Report by PowerPoint presentation. A motion was made by Mr. Olson to accept the July 2020 Executive Director’s Report as presented. Mr. Walker seconded the motion. The motion was approved unanimously. Timestamped 2:40 p.m.

V. Other Business:

A. Idaho Fairness in Women’s Sports Act Update – Kristin Muchow Mr. Muchow provided an update regarding HB 500 and HB 509. Mr. Rice stated that Judge Nye issued injunctions on both bills. There has been both a letter to the Editor and a letter sent to the NCAA letting them know we are a welcoming community and the hope is that they will continue to look at Boise for their future tournaments. Mr. Stoddard also indicated that he has contacted the California Attorney General’s Office regarding removing Boise from their travel ban list. He has no update on the status currently. Timestamped 2:47 p.m.

Page 3 of 4

VI. Executive Session A motion was made by Mr. Olson to enter Executive Session Pursuant to Idaho Code Section 74-206 (1)(c) – to acquire an interest in real property not owned by a public agency. The motion to enter executive session pursuant to Idaho Code Section 74-206 (1)(c) was unanimously approved. Ms. Muchow stated to do so by roll call vote: Ms. Carpenter called roll: Ms. Muchow, Aye Mr. Walker, Aye Mr. Oliver, Absent Mr. Kloc, Aye Mr. Olson, Aye

The Board entered Executive Session at Timestamped 2:48 p.m.

Mr. Olson moved to leave Executive Session. Mr. Kloc seconded the motion. The motion to adjourn Executive Session was unanimously approved. Timestamped 4:50 p.m.

VII. Future Project Development Discussion – Kristin Muchow Ms. Muchow stated that there is no formal proposal before the Board and no action is to be taken today regarding future project development. Ms. Muchow suggested the Boise Sports Park representatives be added to the September board agenda.

VIII. Adjournment There being no further business to come before the Board and no quorum present after losing phone contact with a Board Director, the meeting is adjourned. Timestamped 5:00 p.m. Meeting was adjourned at 5:00 p.m.

___________________________________ ___________________________________ Kristin Muchow, Chairman Jim Walker, Vice Chairman ___________________________________ ___________________________________ Hy Kloc, Director Peter Oliver, Director ___________________________________ Jody B. Olson, Secretary Note: the following materials will be attached to and provided with these minutes: Meeting material for August 19, 2020:

Page 4 of 4

• Regular Board Meeting Minutes August 19, 2020 • Executive Director’s Report August 2020

EXECUTIVE DIRECTOR REPORTAUGUST 2020

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Boise Centre 30 Year Anniversary Logos

4

Supereon 5 XL

An electrostatic sprayer utilizes a positive

charge to attach spray to all surfaces.

ACTIVITIES

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Successfully held meetings for Boise Chamber, wedding reception and Hispanic Affairs luncheon

Continuing to monitor future months and evaluating ongoing changes

Working with Ada County Courts to provide space September 28 through December 31.

Continue to upgrade health and safety protocols. Added a spray ionizer that lasts up to 30 days on surfaces to kill viruses and other germs. More

efficient way to clean rooms.

GOALS

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Fiscal Management: Boise Centre Subsidy

Cash Position

Budgeted transfers are made as cash is needed - $500K transferred in August; remaining to be funded $2.8 million, which includes $1.5 million from stabilization fund

Updated to reflect additional commitment to Boise Centre operations of $1.5 million through FY20

in 000's Actual-YTD Goal-FYE % RemainingControllable (P&L and CapX) 2,528$ 4,832$ 52% 2,304$ Fixed (Fees) 206$ 289$ 71% 83$ Fixed (Lease Payments) 1,266$ 1,685$ 75% 419$ Total 4,000$ 6,806$ 59% 2,806$

Dollars (in 000's) Actual Budget Variance Budget FYE %Cash 23,124$ 24,109$ (985)$ 25,130$ 92%Restricted Funds (250)$ Priorities *Health & Safety of guests/employeesStabilization Fund (4,500)$ *Economic ImpactCommitted to Centre April 2020 (1,500)$ *ReputationBCW Ceiling Project (6,000)$ *SubsidyCash to Invest 10,874$

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FINANCE

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Combined Revenue and Expense* (000’s)

*Expenses include $2.5 million in depreciation, amortization and interest

Boise CentreAugust experienced its first convention since March, contributing to revenues of $62K. Net loss increased $67K over July due to higher labor: mandatory furlough in July, and higher labor due to 1 convention.

DistrictThe rebound in District hotel tax revenues continues, increasing from July at $416K to August of $487K, 17% increase. Revenues are 42% underbudget.

Year over year decreases in revenues reflects the financial impairment caused by COVID, which, prior to March 2020, was on another record setting pace.

Boise Centre District Combined Combined Year over Year8/31/2019 2020-2019

Revenues 2,684$ 4,111$ 6,795$ 11,521$ (4,727)$ Expenses 8,653$ 192$ 8,845$ 9,760$ (915)$ Revenues>Expenses (5,969)$ 3,919$ (2,050)$ 1,761$ (3,811)$ Budget (5,090)$ 5,484$ 394$ (371)$ 765$ Variance (879)$ (1,565)$ (2,444)$ 2,132$ (4,576)$

8/31/2020

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August* increased from prior month of $416K to $487K.

Revenues below August budget of $843K.

April revenues of $125K appears to be the bottom of the decline. This was the first full month of COVIDimpact.

Auditorium District Tax (in 000’s)

.

* 1 month delay in tax revenue recognition

2020 Forecast

Hotel Statistics

Supply and Demand

Revenues (000’s)

Room supply back to January 2020 levels.Room demand increased by 18% from prior month, yet 28% below July 2019.Room revenues increased 24% from prior month, yet 45% below July 2019.

COVID 19

Hotel StatisticsHotel occupancies increased from prior month, from 54.3% to 60%, still under prior year (July 2019) of 82.5%. Significant improvement form 20.6% in April 2020.ADR has also increased from $73.09 in April 2020 to $90.62 in July, yet remains 23% less than prior year.

COVID 19

Boise Centre Revenues

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Current revenue estimates for 2020 are around $2.9 million, down from budget of $7.5 million, a 61% decrease in revenues.

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Square Foot Usage by Month**

Target Range*

**340 days (excludes federal holidays, the weeks of Christmas and 4th of July.)Dec 2016: Summit was closed for redesign for Junior ballroom

Actual Square Footage

* Source: 50%-70% based on CSL Feasibility Study, Dec 2017

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SALES, MARKETING & PUBLIC RELATIONS

Convention Pipeline

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Boise Centre Conventions in Pipeline

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Convention Contracts Confirmed in FY 2020 YTD: 64 Goal: 65Confirmed: 98% of Goal

• Positive indicators for 2021; all Tentative-Definite events currently reflect an estimated 30K room nights, $25M in economic impact• Conventions remain uncertain through Q1 2021; however convention lead activity shows signs of increasing in August• Sales and Event teams target local clients and events while conventions wait for lift of travel restrictions and availability of vaccine

Confirmed Conventions - Convention GradeA = Citywide (300+ peak room nights)B = Midsize (100-299 peak room nights)C = Small (

Post-COVID Market Conditions Short-term demand increases;

according to Cvent, nearly 40% of the RFPs awarded in the first week of August were for August meetings.*

Cautiously optimistic about FY2021; room nights and EIrebound in Q2 based on current tentative and definite business; numbers continue to shift with cancellations

Sales & Event teams targeting local events to fill vacancies

FY 2019 FY 2021Percentage Change (Increase/Decrease)

Q1Room Nights 3,850 1,091 -71%Economic Impact 4,684,569 2,690,391 -42%Q2Room Nights 5,307 8,216 54%Economic Impact 6,530,669 7,458,789 14%Q3Room Nights 4,866 8,360 71%Economic Impact 3,352,887 4,989,960 48%Q4Room Nights 7,116 12,711 78%Economic Impact 8,821,738 11,281,363 27%

FY 2019 Actuals vs FY 2021 Forecasts

*The Cvent Source: Group Business Insights August 2020 Snapshot

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Thank you!

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A B G H I J K L M N R S T

Forecast Forecast Forecast Budget Budget BudgetDistrict Centre Combined District Centre Combined District Centre Combined

2020 2020 2020 2021 2021 2021-$ -$ -$

Revenues District Revenues 5,274,343$ 5,274,343$ 4,198,000$ 4,198,000$ (1,076,343)$ -$ (1,076,343)$ Boise Centre Revenues 2,848,241$ 2,848,241$ 4,458,850$ 4,458,850$ -$ 1,610,609$ 1,610,609$

Total Revenues 5,274,343$ 2,848,241$ 8,122,584$ 4,198,000$ 4,458,850$ 8,656,850$ (1,076,343)$ 1,610,609$ 534,266$ Cost of Goods Sold -$ -$ -$

Direct Labor 2,744,756$ 2,744,756$ 3,021,073$ 3,021,073$ -$ 276,317$ 276,317$ Direct Costs 756,942$ 756,942$ 1,204,101$ 1,204,101$ -$ 447,159$ 447,159$ Total Cost of Goods Sold 3,501,698$ 3,501,698$ 4,225,174$ 4,225,174$ -$ 723,476$ 723,476$

Gross Profit 5,274,343$ (653,457)$ 4,620,886$ 4,198,000$ 233,676$ 4,431,676$ (1,076,343)$ 887,133$ (189,210)$ -$

Sales, General and Administrative Expenses -$ Marketing and Sales 1,212,846$ 1,212,846$ 1,334,306$ 1,334,306$ -$ 121,460$ 121,460$ Building 490,360$ 490,360$ 590,949$ 590,949$ -$ 100,589$ 100,589$ Employee Related Expenses 230,835$ 230,835$ 379,507$ 379,507$ -$ 148,672$ 148,672$ Labor Expenses 1,498,282$ 1,498,282$ 1,702,504$ 1,702,504$ -$ 204,222$ 204,222$ General and Admininstrative Expenses 316,346$ 316,346$ 338,682$ 338,682$ -$ 22,336$ 22,336$ Professional Fees 115,457$ 115,457$ 135,914$ 135,914$ -$ 20,457$ 20,457$ Utilities 207,393$ 207,393$ 247,567$ 247,567$ -$ 40,174$ 40,174$ District General and Administrative Expenses 539,464$ 539,464$ 552,900$ 552,900$ 13,436$ -$ 13,436$

Total Sales, General and Administrative Expenses 539,464$ 4,071,519$ 4,610,983$ 552,900$ 4,729,429$ 5,282,329$ 13,436$ 657,910$ 671,346$ Revenues in Excess of Expenditures 4,734,879$ (4,724,976)$ 9,903$ 3,645,100$ (4,495,753)$ (850,653)$ (1,089,779)$ 229,223$ (860,556)$ Other Revenues 49,005$ 49,005$ 34,444$ 34,444$ (14,561)$ (14,561)$ Expansion Costs -$ -$ -$ -$ -$ -$ Interest, Depreciation and Amortization 3,781,263$ 3,781,263$ 3,758,629$ 3,758,629$ (22,634)$ (22,634)$ Revenues in Excess of Expenditures and Expansion 4,734,879$ (8,457,234)$ (3,722,355)$ 3,645,100$ (8,219,938)$ (4,574,838)$ (1,089,779)$ 237,296$ (852,483)$

Cash TransfersOperating Transfers (2,629,696)$ 2,629,696$ -$ (4,495,753)$ 4,495,753$ -$ (1,866,057)$ 1,866,057$ -$ Stabilization Fund (1,500,000)$ 1,500,000$ 1,500,000$ (1,500,000)$ -$ Total Operating Funds (4,129,696)$ 4,129,696$ -$ (4,495,753)$ 4,495,753$ -$ (366,057)$ 366,057$ -$

Lease Payment Transfers (1,696,576)$ 1,696,576$ -$ (1,721,628)$ 1,721,628$ -$ (25,052)$ 25,052$ -$ -$ -$

Capital Transfers (1,250,000)$ 1,250,000$ -$ (1,300,000)$ 1,300,000$ -$ (50,000)$ 50,000$ -$ Reduction 258,449$ (258,449)$ -$ -$ (258,449)$ 258,449$ -$ Net Capital Transfers (991,551)$ 991,551$ -$ (1,300,000)$ 1,300,000$ -$ (308,449)$ 308,449$ -$

-$ (12,013,134)$ 12,013,134$ Total Cash (Operating, Lease and Capital) Transfers (6,817,823)$ 6,817,823$ -$ (7,517,381)$ 7,517,381$ -$ (699,558)$ 699,558$ -$

Asset Transfers -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$

Total Asset Transfers -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$

Total Transfers (6,817,823)$ 6,817,823$ -$ (7,517,381)$ 7,517,381$ -$ (699,558)$ 699,558$ -$ 0

Revenues in Excess of Expenditures, Expansion and Transfers (2,082,944)$ (1,639,411)$ (3,722,355)$ (3,872,281)$ (702,557)$ (4,574,838)$ (1,789,337)$ 936,854$ (852,483)$

Cell Reference Cash Balances (000's)T63,64,65,66 Overall, cash decreases $3.9 million; ending cash $16.4 milllion; Stabilization fund remains at $6 million; remove $6 million ceiling project from commitments End of August 23,124,000$

R8 Tax Revenues are budgeted to decrease over prior year, due to record year of tax revenues in 2020 replaced by COVID-19 tax revenues in 2021 Net Cash In (Sept-Nov 2020) 878,270$ S9 Remaining Transfers for 2020 (2,806,000)$ S15 Boise Centre gross profit projected to improve from 2020 with increasing revenues 2021 Cash Out Net Operating (850,653)$ R25 District expenses decreased slightly with continued commitments for marketing expenses. Lease (1,721,628)$ S18 Boise Centre marketing costs increased due to continued investments in keeping the Centre top of mind in the industry; no change to BCVB contract Capital (1,300,000)$ S19 Increased maintenance with aging of Boise Centre East and increase in revenues 2021 Transfers (3,872,281)$ S20 Change in FML benefits and vacation accrual policy Ending Cash 17,323,989$ S21 Add purchasing position, if sales warrant, fill vacant positions, bonuses for Sales and Marketing; annual payroll increases frozen Stabilization Fund (6,000,000)$ S22 Higher support costs, including internet expense, expanded insurance coverage and increase revenues Ceiling Project -$ S23 Miscellaneous consulting costs for legal for HR, and internal control review Lease Fund (250,000)$ S24 Increased utility costs due to increased sales Available to Invest 11,073,989$ S27 District losses are higher than prior year, due to loss of record first quarter tax revenues; Centre losses are less due to forecasted economic reboundS36 Operating transfers are $366K higher than prior year as first quarter earnings in 2021 will be substantially less than record first quarter 2020

Centre revenues are projected to increase from 2020, as the third and fourth quarter are budgeted for some rebound

Comments

Transfers

Greater Boise Auditorium DistrictBudget - District and Centre - Combined

12/01/2020-11/30/2021

Forecast 2020 to Budget 2021

Change

https://boisecentre.sharepoint.com/sites/BoiseCentre/Public Documents/PlanGuru/Greater Boise Auditorium District/2020 Budget-District

3) 092220 Regular Board Meeting Agenda4) 090120 Special Board Minutes DRAFT5) 081920 Regular Board Minutes DRAFT6) 2020.08.31 ED ReportSlide Number 1Slide Number 2Executive Director Report �August 2020�Boise Centre 30 Year Anniversary LogosSlide Number 5ActivitiesSlide Number 7Slide Number 8 Slide Number 10Slide Number 11Slide Number 12Boise Centre Revenues�Slide Number 14Slide Number 15Boise Centre Conventions in PipelineConfirmed Conventions - Convention Grade�A = Citywide (300+ peak room nights)�B = Midsize (100-299 peak room nights)�C = Small (