Santa Clara Stadium AuthoritySanta Clara Stadium AuthorityPROPOSED FISCAL YEAR 2024/25 OPERATING, DEBT SERVICEAND CAPITAL BUDGETPROPOSED FISCAL YEAR 2024/25 OPERATING, DEBT SERVICEAND CAPITAL BUDGET1500 Warburton Avenue Santa Clara, CA 95050Phone: (408) 615-2210Website: https://www.santaclaraca.gov/our-city/santa-clara-stadium-authority Email: communications@ santaclaraca.gov1500 Warburton Avenue Santa Clara, CA 95050Phone: (408) 615-2210Website: https://www.santaclaraca.gov/our-city/santa-clara-stadium-authority Email: communications@ santaclaraca.gov Santa Clara Stadium Authority
Santa Clara Stadium Authority
PROPOSED FISCAL YEAR 2024/25 OPERATING, DEBT SERVICE
AND CAPITAL BUDGET
PROPOSED FISCAL YEAR 2024/25 OPERATING, DEBT SERVICE
AND CAPITAL BUDGET
1500 Warburton Avenue
Santa Clara, CA 95050
Phone: (408) 615-2210
Website: https://www.santaclaraca.gov/our-city/santa-clara-stadium-authority Email: communications@ santaclaraca.gov
1500 Warburton Avenue
Santa Clara, CA 95050
Phone: (408) 615-2210
Website: https://www.santaclaraca.gov/our-city/santa-clara-stadium-authority Email: communications@ santaclaraca.gov
O
n June 8, 2010 the residents of Santa Clara voted to adopt Measure J, the Santa Clara Stadium Taxpayer Protection and Economic Progress Act, resulting in the approval to construct a stadium to be leased by the San Francisco 49ers. Measure J called for the creation of the Santa Clara Stadium Authority (Stadium Authority) to own, develop, construct, operate, and maintain the Stadium. The Stadium Authority exists as a public body, separate and distinct from the City. The Stadium Authority is structured so that the City is not liable for the debts or obligations of the Stadium Authority.
This budget and additional financial information on the Stadium Authority can be found at: “santaclaraca.gov/our-city/santa-clara-stadium-authority”.
Levi’s® Stadium Levi’s® Stadium
Levi’s® Stadium
Levi’s® Stadium
Santa Clara Stadium AuthoritySanta Clara Stadium Authority Santa Clara Stadium Authority
Santa Clara Stadium Authority
Table of Contents
General Information 4
Organizational Chart 10
NFL Event Highlights - Year in Review 11
Non-NFL Event Highlights - Year in Review 12
Excess Revenues Distribution 13
Stadium Authority Operating Budget 15
Stadium Authority Operating Budget Glossary 23
Shared Stadium Manager Expenses 29
Shared Stadium Manager Expenses Glossary 31
Stadium Debt Service Budget 33
Stadium Debt Service Budget Glossary 36
Stadium Authority Capital Expense Budget 38
Stadium Authority Work Plan 50
Santa Clara Stadium AuthoritySanta Clara Stadium Authority Santa Clara Stadium Authority
Santa Clara Stadium Authority
General InformationGeneral Information
General Information
General Information
Introduction
This Santa Clara Stadium Authority (“Stadium Authority”) Budget Report provides information covering the Proposed Fiscal Year 2024/25 Operating, Debt Service, and Capital Budget as well as comparative data from prior fiscal years. Estimated revenue and expense information (three quarters of actuals and one projected quarter) included in this report for the FY 2023/24 is unaudited and, therefore, subject to change as a result of final results and the annual audit conducted by an external and independent auditing firm.
This budget provides the necessary funding to administer the duties of the Stadium Authority, including:
Support for operating Levi’s® Stadium (Stadium) for Non-National Football League (Non-NFL) events through a management company, the Forty Niners Stadium Management Company LLC (ManCo or Stadium Manager); Advancement of the FY 2024/25 Work Plan;
Payment of debt service obligations; and,
Maintenance of a five-year capital plan.
The Stadium Authority Board (“Board”) provides overall governance and oversight of this operational structure. Amongst other due diligence requirements to support these duties, the Board is also responsible for: setting policy; debt and fiscal management; and ensuring implementation of required duties related to operations and capital projects.
In addition to this report, the Stadium Authority produces annual financial statements within six months of the fiscal year-end (March 31st). These financial statements are audited by an external auditing firm and presented to the Stadium Authority’s Audit Committee and Board. Once presented to the Board, the financial statements are published on the Stadium Authority’s web page. The FY 2023/24 audited financial statements will be presented to the Board by the end of September 2024.
The Stadium Authority is structured so that the City of Santa Clara (“City”) is not liable for the debts or obligations of the Stadium Authority.
All services provided by the City to ManCo or the Stadium Authority are fully reimbursed. Types of services include the following:
Administrative General Fund costs that are spent during operations are separately tracked using special account codes in the City’s financial system and all such costs are billed for reimbursement.
General Fund public safety costs for NFL and Non-NFL events are separately tracked and all such costs are billed for reimbursement.
Methodology
Information provided in this report was based in part on documentation submitted by ManCo on January 31, 2024. The Capital Budget included proposals by both the Stadium Authority and Stadium Manager. Per Section 4.6 of the Management Agreement, ManCo is required to submit a budget 45 days prior to the start of the fiscal year.
Proposed Budget in Brief
The total Revenues and Expenses in the Stadium Authority Operating Budget for FY 2024/25 is $62.3 million and $47.3 million respectively. Revenues decreased by $2.6 million or -4%, compared to the prior fiscal year. This decrease is mainly due to FY 2023/24 being the last year of payments for a large number of financed Stadium Builder License (SBL) payment plans, offset by increases from NFL ticket surcharges, Naming Rights, sponsorship revenues, and interest income. Expenses decreased by $5.6 million or -11% compared to the prior year. This is mainly due to a decrease in transfer out to Debt Service as a result of lower principal payments due on the Term A loan.
A summary of key assumptions for the Proposed Budget include:
Net Non-NFL Events revenue is budgeted significantly lower that the actuals for FY 2022/23 and FY 2023/24, which were $8.8 million and $7.8 million (projected actuals), respectively. ManCo provided a budget estimate of $4 million to 5.5 million for Net-Non-NFL Event revenue for the upcoming fiscal year.
Revenue from SBLs decreased significantly (by $7.5 million) due to the completion of payments for a large number of financed SBL payment plans. SBL revenues are anticipated to continue to decrease over the years as SBL holders complete their payment plans.
Renovation/Demolition Reserve is budgeted to have a balance of $35.5 million by the end of FY 2024/25. This reserve is over half of the required amount because of the contribution from excess revenues that have been generated in recent years.
Capital Reserve Fund Balance is budgeted to have a balance of $3.4 million by the end of FY2024/25. Due to the limited source of funds that are contributed to this reserve and as the stadium ages, it is anticipated that additional contributions for CapEx projects may be necessary to maintain the stadium. Stadium Authority will continue to review and work with ManCo to ensure the projects with the highest priority and needs are addresses within the five-year CapEx plan.
Proposed Capital Expenditures totaling $22.0 million including general building, security, furnishings and equipment, and public safety investments.
Adjustments to the General and Administrative Budget funding 8.5 full-time equivalent positions totaling $2.9 million. This is a baseline level of support necessary for Stadium Authority operations.
Two new positions in the City Manager’s Office (0.9 Management Analyst and 0.2 Development Project Manager) are partly offset by the elimination of 0.5 Staff Aide.
Total estimated Debt Service payments of $19.7 million including debt related to the CFD ($2.8 million) and Term A Loan ($16.9 million). This reflects a decrease from prior year debt service payments because the Term A Loan principal payment schedule was structured to decrease in conjunction with the anticipated decrease in SBL revenue after the initial ten years of operations.
The Proposed Budget is presented on an accrual basis which provides increased transparency for projected revenues and expenses, with added detail about financial transfers.
FIFA & Super Bowl LX
The Fédération Internationale de Football Association (FIFA) holds the World Cup soccer tournament between its national teams every four (4) years. In April 2017, Canada, Mexico and the United States announced a bid to host the World Cup 2026 jointly and in June 2018 this bid was selected by FIFA. In June 2022, FIFA announced the World Cup 2026 Host Cities and the San Francisco Bay Area was chosen as one of the 11 locations in the United States with the soccer matches to be played in Santa Clara at Levi’s® Stadium from June to July 2026. On February 4, 2024, FIFA announced that Levi’s® Stadium will host six (6) events from June 13 to July 1, 2026.
The Super Bowl is the annual championship game of the National Football League (NFL) between the National Football Conference (NFC) Champion and the American Football Conference (AFC) Champion. Levi’s® Stadium hosted Super Bowl 50 in 2016, and in May 2023 it was announced that Levi’s® Stadium would host Super Bowl LX in 2026.
The Bay Area Host Committee (BAHC) is a non-profit corporation that was created to bring global sporting events to the Bay Area. The City and Stadium Authority have worked with BAHC in the past to plan and implement Super Bowl 50 (2016) and the College Football National Championship Game (2019) at Levi’s® Stadium. In both cases, agreements were executed between Stadium Authority and BAHC to contractually assign obligations to execute the event, any collateral events and financial obligations to the BAHC.
Aside from the management and administrative costs included in this budget, it should be noted that this budget does not include the full costs to host Super Bowl LX and multiple World Cup soccer matches. These events will require significant pre-planning efforts, the negotiation and execution of various agreements and coordination with the NFL, FIFA, BAHC, ManCo and other organizations. In preparing for these world-class events, it is key to ensure that the City continues its compliance with Measure J, which requires that the City be reimbursed for all City-related services and event costs for Levi’s® Stadium. City staff’s intention is to bring forth agreements in the form of a Governmental Services Agreement, an Assignment and Assumption Agreement, a Memorandum of Understanding (MOU) or a combination of these for both Super Bowl LX and World Cup 2026. These agreements are important to mitigate any City or Stadium Authority financial risk by articulating specific responsibilities. After the applicable agreements have been executed, all necessary budget adjustments will be presented to the Board and/or the City Council for review and approval.
Capital Expenditure Reserve
The Capital Expenditure (CapEx) Reserve was designed to provide the funds needed to maintain Levi’s® Stadium as a world-class sports and entertainment venue. The Stadium Lease Agreement provides two sources that fund the CapEx Reserve. First, each year, the Stadium Authority is required to make an Annual Deposit into this reserve from its operating fund. In the first lease year the Annual Deposit was $2 million and each lease year thereafter the Annual Deposit increases by three percent (3%). In FY 2024/25 the Annual Deposit amount will be $2.7 million. Secondly, the CapEx Reserve is funded by means of an additional annual contribution should the Stadium Authority collect operating revenues in excess of its operating expenses in any given year. The annual contribution from Excess Revenues was $1.0 million in the first lease year and each lease year thereafter, this annual amount increases by three percent (3%). In FY 2024/25 the annual amount that will be contributed to the CapEx Reserve from Excess Revenues is $1.3 million. The total FY 2024/25 CapEx transfer from these two sources is $4.0 million.
Each year ManCo recommends CapEx projects to keep Levi’s® Stadium in top condition. Over the course of the first nine (9) years of operations approximately $8.0 million was spent on CapEx projects and another $7.1 million is projected to be spent FY 2023/24. A number projects that were approved in prior years are being carried over with this budget and ManCo is proposing several new projects. Given the limited source of funds that are transerred into the CapEx Reserve and as the stadium ages, it is anticipated that additional contributions for CapEx projects beyond the two sources outlined above may be necessary to maintain the stadium. With the projects included in this budget, the projected reserve balance is budgeted to drop to $3.4 million in FY 2024/25. The Stadium Authority will continue to review and work with ManCo to ensure the projects with the highest priority and needs are addresses within the five-year CapEx plan.
Renovation/Demolition Fund Balance
Levi’s® Stadium opened its doors to the Forty Niners’ first NFL season in Fiscal Year 2014/15. Since its inception, the Stadium Authority has generated sufficient revenues to cover its operating expenses and debt obligations. The Stadium Authority has also been able to generate Excess Revenues, which occur whenever Stadium Authority revenues received exceed expenses paid in a lease year, allowing it to contribute to its reserves requirements and prepay its debt. However, cash distributions from these Excess Revenues are restrictive and must follow Article 14 of the Stadium Lease, which requires Excess Revenues to be distributed in the following order:
Payoff any outstanding Management Company Revolving Loan Fund Future SCSA Operating Expenses up to $2 million
Fund Additional SCSA CapEx Reserve up to $1 million annually with ongoing 3% CPI Fund SCSA Operating Reserve up to $10 million with ongoing 3% CPI Payoff any outstanding Subordinated Loan
Fund Additional SCSA Operating Reserve up to $20 million with ongoing 3% CPI Fund SCSA Renovation/Demolition Reserve up to $70 million Additional Disbursements – Stadium Reinvestment or Disbursements to the City In Fiscal Year 2022/23, the Stadium Authority was able to pay off the StadCo Subordinated Loan balance, fulfill the final $20 million Operating Reserve requirement, and initiate contributions to the Renovation/Demolition Reserve. The completion of the $20 million Operating Reserve requirement was completed 17 years sooner than originally anticipated. This was mainly due to higher facility rents, SBL revenues, Net Revenues from Non-NFL Events and interest revenues than projected. These factors enabled the Stadium Authority to begin its contribution to the Renovation/Demolition Reserve earlier than expected. At the end of Fiscal Year 2022/23, the Stadium Authority had $5.3 million in the Renovation/Demolition Reserve and anticipates contributing $18.7 million in Fiscal Year 2023/24 and $11.4 million in Fiscal Year 2024/25. This brings the estimated balance to half of the required commitment, if Excess Revenues remain constant in the next few years, the Stadium Authority could be able to complete the $70 million Renovation/Demolition Reserve requirement around Fiscal Year 2028/29.
The Stadium Authority is collaborating with ManCo to evaluate the capital requirements necessary to maintain the condition of Levi’s® Stadium as it ages. The team plans to conduct a comprehensive review of all the capital needs for the Stadium in the coming year. Due to limited funding in the CapEx Reserve, ongoing maintenance funding for Levi’s® Stadium may be constrained. However, upon completing the Renovation/Demolition Reserve requirement, the Stadium Authority will have the option to utilize Excess Revenues to finance the potential additional capital needs of the Stadium and/or allocate funds to the City’s General Fund.
Net Revenues from Non-NFL Events
ManCo is responsible for booking and managing Non-NFL Events at Levi’s® Stadium on behalf of the Stadium Authority. After coming out of the COVID pandemic, over the past two years ManCo has been successful in booking a number of large scale events such as concerts and soccer matches in addition to many smaller special events that have brought in net revenues for the Stadium Authority.
The Net Non-NFL Event Revenues is projected at $5.5 million in FY 2024/25 which assumes four (4) soccer matches, three (3) concerts and 70 non-ticketed events. This is 29% lower than the FY 2023/24 projection of $7.8 million which includes two (2) soccer matches, five (5) concerts and an estimated 50 non-ticketed events. This decrease is projected primarily because FY 2023/24 had a strong line up of events and economic structures that were profitable for the Stadium Authority. These events also had high ticket prices which resulted in large sums of cash accruing at high interest rates leading up to the events which will not always be the case from year to year.
The Executive Director’s office will continue to provide oversight in an effort to maximize net revenue per event. The Stadium Authority will also work with ManCo to strive to book enough events to meet the Naming Rights Agreement requirements.
Naming Rights Agreement Extension
The Stadium Authority entered into a Naming Rights Agreement with Levi Strauss & Co. (Levi’s®) in 2013. The agreement provided for an annual payment to Stadium Authority in exchange for exclusive naming rights and branding at the stadium for 20 years. Under this original Naming Rights Agreement, Levi’s® has made annual payments to Stadium Authority that increase by 3% each year with the first year being $5.74 million. The total naming rights revenue over the term of this 20-year agreement was $154.2 million.
The Naming Rights Agreement allowed Levi’s® an option to extend the term for an additional five (5) years by delivery of written notice no later than the last day of the fifth contract year. This option expired on May 10, 2018. This agreement also allowed Levi’s® a right of first negotiation for a new naming rights agreement or extension if exercised by May 9, 2030. In January 2024, the Stadium Authority, Forty Niners SC Stadium Company LLC (StadCo) and Levi’s® discussed the proposed terms for an extension to the Naming Rights Agreement and on January 30, 2024 the Board approved the proposed extension.
Under the First Amendment to the Naming Rights Agreement, the term will be extended an additional 10 years ending on February 29, 2044. During this period Levi’s® will continue paying an annual fee to the Stadium Authority that increases 3% per year. The revenue expected over this extension period is approximately $118.9 million bringing the total Naming Rights revenue up to $273.1 million over 30 years. This revenue will continue to be used to support Stadium Authority operations and maintenance, pay down debt from the original construction of Levi’s® Stadium and fund reserves.
As part of the First Amendment to the Naming Rights Agreement, the Stadium Authority agreed to replace the existing main Levi’s® signage. This includes the Suite Tower Marquee Sign on the West side of the stadium, the Façade Marquee Sign on the East side of the stadium and the signs above each of the two scoreboards facing the inner bowl of the stadium.
The Stadium Authority has also negotiated a Naming Rights Extension and Enhanced Signage Project Implementation Agreement (Implementation Agreement) with StadCo whereby the costs for this signage project will be shared with StadCo. Under this agreement the Stadium Authority will cover the first $2.0 million in costs and all project costs in excess of $2.0 million will be shared seventy percent (70%) Stadium Authority and thirty percent (30%) StadCo. The current estimate for the Enhanced Signage Project is $3.0 million with the Stadium Authority’s portion being $2.7 million. The FY 2024/25 Capital Expense Proposed Budget includes a request for the Levi’s® Naming Rights Enhanced Signage Project in the amount of $2.7 million.
Although not part of the Stadium Authority Budget, the Implementation Agreement also includes StadCo’s commitment to provide $4.0 million for grants to Santa Clara serving community organizations. StadCo will provide grants and/or donations in the amount of $200,000 each year for the next 20 years beginning on April 1, 2024.
Organizational ChartOrganizational ChartThe seven elected members of the City Council serve as the governing Board of the Santa Clara Stadium Authority with the Mayor serving as Chairperson of the Authority.
Organizational Chart
Organizational Chart
In addition, City of Santa Clara staff serve as Officers of the Stadium Authority with the City Manager serving as the Executive Director.
NFL Event Highlights - Year in ReviewNFL Event Highlights - Year in ReviewThe San Francisco 49ers played two (2) pre-season, eight (8) regular season, and two (2) post-season National Football League (NFL) games in FY 2023/24. Ticket sales resulted in approximately $12.7 million of NFL ticket surcharge revenue to the Stadium Authority (based on the 10% NFL ticket surcharge on each ticket sold) for the two (2) pre-season and eight (8) regular season games (Stadium Authority does not collect NFL ticket surcharge for post-season games). Stadium Authority also collected $250,000 of Senior and Youth Program Fees (based on $0.35 per NFL game ticket, with a maximum of $250,000) that are collected and forwarded to the City.
NFL Event Highlights - Year in Review
NFL Event Highlights - Year in Review
To meet the contractual parking requirements for events at Levi’s® Stadium, offsite parking lots are required. These lots are above and beyond the City owned parking lots that are available. Third-party operators who wish to operate an offsite parking lot for sports or entertainment venues are required to secure approvals through the City’s permitting process. If approved, per the City’s Municipal Fee Schedule, these operators remit an offsite parking fee for each car that is parked This fee is $6.44 for the City’s FY 2023/24 (July 1, 2023 through June 30, 2024). This fee was designed to recover the public safety costs associated with these permitted offsite parking lots. Therefore, when invoicing for NFL or Non-NFL public safety costs for a particular event held at Levi’s® Stadium , the offsite parking fee that is collected for such event partly offsets the total public safety costs owed for that event. The offsite parking fees are projected at about $538,000 in FY 2023/24.
Non-NFL Event Highlights - Year in ReviewNon-NFL Event Highlights - Year in Review Non-NFL Event Highlights - Year in Review
Non-NFL Event Highlights - Year in Review
As of this report, there were seven (7) public Non-NFL events held at the Stadium and one (1) cancelled event. A total of 397,940 tickets sold in FY 2023/24 for the seven events, resulted in $1.6 million in Non-NFL event ticket surcharge revenue (from the $4 per ticket Non-NFL event surcharge).
There were also 37 smaller events held with 18,433 total attendees in the first two quarters of FY 2023/24. Examples of these special events include corporate events of various sizes, weddings, holiday parties, etc.
The table below shows the Non-NFL events, event date and tickets sold for each event.
Excess Revenues DistributionExcess Revenues Distribution Excess Revenues Distribution
Excess Revenues Distribution
The Stadium Authority is considered to have Excess Revenues if the Stadium Authority revenues exceed expenses in a lease year. The Excess Revenues are required to be distributed in the order as set forth in Article 14 of the Stadium Lease agreement. The below Excess Revenues flow chart shows the order of distribution.
Excess Revenues Distribution Order
(Per Article 14 of the Agreement)Excess Revenues Distribution Order (Per Article 14 of the Agreement)
Excess Revenues Distribution Order
(Per Article 14 of the Agreement)
Excess Revenues Distribution Order
(Per Article 14 of the Agreement)
Not Applicable - The Stadium Authority does not have any outstanding Revolving LoanNot Applicable - The Stadium Authority does not have any outstanding Revolving Loan Not Applicable - The Stadium Authority does not have any outstanding Revolving Loan Not Applicable - The Stadium Authority does not have any outstanding Revolving Loan
1. Payoff any outstanding Management Company Revolving Loan (Section 14.1 of the Agreement)1. Payoff any outstanding Management Company Revolving Loan (Section 14.1 of the Agreement)
1. Payoff any outstanding Management Company Revolving Loan (Section 14.1 of the Agreement)
1. Payoff any outstanding Management Company Revolving Loan (Section 14.1 of the Agreement)
Completed in Fiscal Year 2014/15 Completed in Fiscal Year 2014/15 2. Fund future Stadium Authority Expenses up to $2 million (Section 14.2 of the Agreement)2. Fund future Stadium Authority Expenses up to $2 million (Section 14.2 of the Agreement)8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund(Section 14.8 of Amended and Restated Stadium Lease Agreement)8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund(Section 14.8 of Amended and Restated Stadium Lease Agreement)Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.In ProgressIn Progress7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of Amended and Restated Stadium Lease Agreement)7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of Amended and Restated Stadium Lease Agreement) Completed in Fiscal Year 2014/15
Completed in Fiscal Year 2014/15
2. Fund future Stadium Authority Expenses up to $2 million (Section 14.2 of the Agreement)
2. Fund future Stadium Authority Expenses up to $2 million (Section 14.2 of the Agreement)
8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund (Section 14.8 of Amended and Restated Stadium Lease Agreement)
8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund (Section 14.8 of Amended and Restated Stadium Lease Agreement) Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.
Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.
In Progress
In Progress
7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of Amended and Restated Stadium Lease Agreement)
7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of Amended and Restated Stadium Lease Agreement) Annual ContributionAnnual Contribution3. Fund Stadium Capital Expenditure Reserve up to $1 million (Section 14.3 of the Agreement)3. Fund Stadium Capital Expenditure Reserve up to $1 million (Section 14.3 of the Agreement) Annual Contribution
Annual Contribution
3. Fund Stadium Capital Expenditure Reserve up to $1 million (Section 14.3 of the Agreement)
3. Fund Stadium Capital Expenditure Reserve up to $1 million (Section 14.3 of the Agreement)
Completed in Fiscal Year 2014/15Completed in Fiscal Year 2014/154. Fund Operating Expense Reserve up to $10 million(Section 14.4 of the Agreement)4. Fund Operating Expense Reserve up to $10 million(Section 14.4 of the Agreement) Completed in Fiscal Year 2014/15
Completed in Fiscal Year 2014/15
4. Fund Operating Expense Reserve up to $10 million
(Section 14.4 of the Agreement)
4. Fund Operating Expense Reserve up to $10 million
(Section 14.4 of the Agreement)
5. Repay any outstanding principal balance on the Subordinate Loan(Section 14.5 of the Agreement)5. Repay any outstanding principal balance on the Subordinate Loan(Section 14.5 of the Agreement)
5. Repay any outstanding principal balance on the Subordinate Loan (Section 14.5 of the Agreement)
5. Repay any outstanding principal balance on the Subordinate Loan (Section 14.5 of the Agreement)
Completed in Fiscal Year 2022/23Completed in Fiscal Year 2022/23 Completed in Fiscal Year 2022/23
Completed in Fiscal Year 2022/23
8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund(Section 14.8 of Amended and Restated Stadium Lease Agreement)8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund(Section 14.8 of Amended and Restated Stadium Lease Agreement)Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.Estimated to be completed by the end of Fiscal Year 2022/23Estimated to be completed by the end of Fiscal Year 2022/23In ProgressIn Progress7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of Amended and Restated Stadium Lease Agreement)7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of Amended and Restated Stadium Lease Agreement)6. Fund Operating Expense Reserve up to $20 million (Section 14.6 of Amended and Restated Stadium Lease Agreement)6. Fund Operating Expense Reserve up to $20 million (Section 14.6 of Amended and Restated Stadium Lease Agreement)
8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund (Section 14.8 of Amended and Restated Stadium Lease Agreement)
8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund (Section 14.8 of Amended and Restated Stadium Lease Agreement) Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.
Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.
Estimated to be completed by the end of Fiscal Year 2022/23 Estimated to be completed by the end of Fiscal Year 2022/23 In Progress
In Progress
7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of Amended and Restated Stadium Lease Agreement)
7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of Amended and Restated Stadium Lease Agreement)
6. Fund Operating Expense Reserve up to $20 million
(Section 14.6 of Amended and Restated Stadium Lease Agreement)
6. Fund Operating Expense Reserve up to $20 million
(Section 14.6 of Amended and Restated Stadium Lease Agreement) Completed $20 million contribution in Fiscal Year 2022/23.Annual 3% Contribution is OngoingCompleted $20 million contribution in Fiscal Year 2022/23.Annual 3% Contribution is Ongoing6. Fund Operating Expense Reserve up to $20 million (Section 14.6 of the Agreement)6. Fund Operating Expense Reserve up to $20 million (Section 14.6 of the Agreement) Completed $20 million contribution in Fiscal Year 2022/23.
Annual 3% Contribution is Ongoing
Completed $20 million contribution in Fiscal Year 2022/23.
Annual 3% Contribution is Ongoing
6. Fund Operating Expense Reserve up to $20 million
(Section 14.6 of the Agreement)
6. Fund Operating Expense Reserve up to $20 million
(Section 14.6 of the Agreement)
7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of the Agreement)7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of the Agreement)
7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of the Agreement)
7. Fund Renovation/Demolition Reserve if the balance is less than $70 million (Section 14.7 of the Agreement)
Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.In ProgressIn Progress8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund(Section 14.8 of the Agreement)8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund(Section 14.8 of the Agreement) Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.
Future Allocation - Distributions in the sections above will have to be met before using excess cash for this section.
In Progress
In Progress
8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund (Section 14.8 of the Agreement)
8. Any additional disbursements can be used to pay Stadium Authority Discretionary Expense, or for any purpose including distribution to constituent partners of the Stadium Authority, including the City's general fund (Section 14.8 of the Agreement)
Excess Revenues Distribution (cont.)Excess Revenues Distribution (cont.)A summary of the Stadium Authority’s FY 2024/25 Excess Revenue Cash Reserves is as follows:
Excess Revenues Distribution (cont.)
Excess Revenues Distribution (cont.)
Stadium Authority Operating Budget Stadium Authority Operating Budget Stadium Authority Operating Budget
Stadium Authority Operating Budget
The Stadium Authority FY 2024/25 Budget covers the Stadium Authority’s twelve-month fiscal year which runs April 1, 2024 through March 31, 2025.
Key highlights for the Stadium Authority’s FY 2024/25 Operating Budget are as follows:
Revenues
FY 2024/25 total projected revenues of $62.3 million include $24.8 million in facility rent, $5.1 million in SBL revenue, $13.7 million in NFL ticket surcharge, $7.8 million in naming rights revenue, $5.5 million in net revenues from Non-NFL events, $3.5 million in interest revenue and $1.9 million in other revenues.
SBL revenues are projected to decrease by $7.5 million or 60%, from $12.6 million in FY 2023/24 to $5.1 million, due to the completion of payments for a large number of financed SBL payment plans. SBL revenues are anticipated to continue to decrease over the years as SBL holders complete their payment plans. The decrease in SBL revenues will significantly impact the Stadium Authority’s year-end excess cash distribution because they represent over 30% of the Stadium Authority’s revenues from inception to date.
Net revenues from Non-NFL events are projected to be $5.5 million, based on an estimate of three (3) concerts, four (4) soccer events, and approximately seventy (70) non-ticketed events. Performance rent generated from Non-NFL events is proposed to be allocated to a litigation contingency reserve for the public safety costs dispute.
Expenses
The Operating Budget of $47.3 million includes the Stadium Authority’s share of expenses covered under the Management Agreement in the amount of $13.6 million along with $10.6 million for operating expenses including funds to reimburse the City for its staff support, ground rent, Senior and Youth Program Fees, funding for SBL sales and service, insurance, legal contingency, and other expenses. It also includes transfers out of $23.1 million.
As shown in the table above, $17.5 million will be transferred from the Operating Fund to the Debt Service Fund for principal and interest debt service payments. The remaining $4 million and $1.6 million will be transferred to the Capital Expenditure Fund. Total transfers out decreased due to lower principal payments due on the Term A loan.
Shared Stadium Manager Expenses are proposed to decrease by $393,000 or 3% from $13.9 million in the prior year budget to $13.6 million. This decrease is driven by two main components, (1) lower Groundskeeping outside service costs due to fewer field replacements projected to be charged to Shared Stadium Expenses and (2) lower Guest Services uniform costs since the prior year budget included a plan to update a large portion of uniforms so there is no need to make as large an update in the current year.
SBL Sales and Service is proposed to increase by $115,000 or 5% from the prior year budget. This increase is due to increases for Stadium Manager staff offset by a reduction in sales general and administrative costs.
Stadium Authority General & Administrative costs total $4.2 million, an increase of $268,000 or 7% when compared to the prior year budget of $3.9 million. This increase is mainly due to increases in Legal Services and Executive Director & Board Directives. These costs are further described in detail on Page 22 of this report.
Reserves
With the complete repayment of the Stadium Authority Subordinate Loan at the end of FY 2022/23, the build-up of reserve balances in accordance with the Stadium Lease Agreement is projected to continue for FY 2024/25. Additional details can be found in the Excess Revenue Distribution section and Stadium Authority Operating Budget Glossary, Excess Revenue, section of this document.
This budget includes the following reserves: Operating Reserve ($26.9 million); Renovation/ Demolition Reserve ($35.5 million), and Discretionary Fund Reserve ($2.8 million).
The Legal Contingency Reserves are projected to be $13.7 million at the end of FY 2024/25 which includes contingency for budgeted, but disputed, liabilities, costs or credits of Public Safety costs and NFL-SBL Buffet costs, which are the subject of ongoing litigation. The August 31, 2022 Settlement Agreement between StadCo, Stadium Manager and Stadium Authority did not include resolution terms regarding NFL-SBL Buffet costs and Public Safety costs disputes. Thus, consistent with past practice for costs that are the subject of ongoing litigation, the $1.1 million requested for 2024/25 NFL-SBL Buffet costs by ManCo is proposed to be allocated in the Legal Contingency Reserve for Buffet costs. For the disputed NFL-SBL Buffet costs, cash proceeds are transferred to the Stadium Authority and these funds are placed in a reserve pending final outcome of the ongoing dispute. The Stadium Authority also included in the 2024/25 budget, the amount of $2.3 million in the Legal Contingency Reserve for the ongoing Public Safety Costs litigation. This reserve amount represents the estimated Performance-Based Rent credits to StadCo that could be used to pay for Public Safety costs that exceeded the threshold for the 2024/25 season. This reserve amount for the disputed Public Safety Costs are included in the net Non-NFL events revenues the Stadium Authority receives.
Stadium Authority Board Duties and Proposed General and Administrative Budget The Board is a public entity responsible for governing the matters concerning Levi’s® Stadium. As such, the Board is responsible for setting policy direction, ensuring implementation of its policy direction and other due diligence requirements through Stadium Authority staff, and auditing/oversight of its policy implementation, as reasonable and necessary.
The administrative budget totals $4.2 million, or 9%, of the Fiscal Year 2024/25 Proposed Stadium Authority Operating Expense Budget of $45.7 million. With this budget, staff will support the Board with its oversight of Levi’s® Stadium per the various agreements with ManCo and StadCo, such as:
Uphold fiduciary responsibilities and debt obligations; Maintain a productive and functional business relationship with StadCo as the Tenant of the Stadium; Ensure that Levi’s® Stadium is maintained in the required condition and operated as a quality NFL and multi-purpose public sports, public assembly, exhibit, and entertainment facility; Work collaboratively with the Stadium Manager to hold safe events at Levi’s® Stadium with minimal impacts to the surrounding residential and business community; Continue developing Board policies as required for proper governance and transparency efforts concerning the Stadium Authority oversight efforts; Continue the current noise monitoring program;
Implement public safety expert’s recommendations during events held at Levi’s® Stadium; Develop and implement oversight initiatives consistent with public entity organizations; Stadium Authority staff are responsible for the capital and programmatic oversight and audit of Stadium activities. As part of this budget, the oversight of Stadium activities is allocated primarily to the Executive Director, Stadium Authority Counsel, Auditor, Treasurer, and various supporting professional staff.
As such, the Stadium Authority G&A expense budget of $4.2 million provides the financial means to fulfill the Board’s policy direction and strategic initiatives and manage the day-to-day operations of the Stadium Authority. This is an increase of $268,000 from the FY 2023/24 Amended Stadium Authority General and Administrative Budget of $3.9 million for additional staff support. For example, a new Management Analyst position is proposed to support community outreach and relations as well as operational projects and assignments related to SBLs and procurement. A Development Project Manager is also proposed to be partially allocated to the Stadium Authority to review, track, and coordinate the scheduling and implementation of capital projects with the Stadium Manager. This position will serve as the Stadium Authority’s liaison to address issues and concerns related to these capital projects.
A breakdown of the Stadium Authority’s portion of the overall operating expense budget of $45.7 million is shown below.
Accrual Basis Accounting: The method of recording revenues and expenses when they are incurred, regardless of when cash is exchanged.
Contribution to Operating Reserve: The contributions to the operating reserve are funded by means of excess revenues (see Excess Revenue below). (Source: The Amended and Restated Stadium Lease Agreement).
Discretionary Fund This is funded by half of the Non-NFL ticket surcharge (see Non-NFL Event Ticket Surcharge on Page 27) and has been used to cover NFL public safety costs above the public safety cost threshold in the first three fiscal years of operation and other items at the Stadium Authority’s discretion. Stadium Authority has been building this fund pending the outcome of the ongoing public safety cost litigation. Stadium Authority may transfer up to half of the balance of the Discretionary Fund over $1.0 million from the Discretionary Fund to the City’s General Fund if (1) adequate provision has been made for the replacement of and upgrades to capital improvements contemplated under the Public Safety Plan and (2) an equal amount is transferred from the Discretionary Fund to Stadium Authority’s operating fund to be included as Stadium Authority Revenue. (Source: The Amended and Restated Stadium Lease Agreement).
Excess Revenue: If Stadium Authority revenue exceeds expenses for any lease year, such excess revenues shall be distributed as described in the table below. This table reflects how the excess revenues are projected to be distributed in the 2023/24 Fiscal Year. (Source: The Amended and Restated Stadium Lease Agreement) Ground Rent: The City has agreed to lease the land under Levi’s® Stadium to Stadium Authority for an initial term of 40 years. The fixed ground rent schedule is noted below for the 40-year initial term. (Source: Ground Lease Agreement) Insurance: ManCo procures insurance for Levi’s® Stadium for the entire year and the cost is split between Stadium Authority and StadCo (see Shared Stadium Manager Expenses on Page 28). The Stadium Lease sets the Stadium Authority’s share of insurance expense at $2,550,000 for the first lease year with each succeeding lease year’s insurance expense increasing by 3%. (Source: Stadium Management Agreement & The Amended and Restated Lease Agreement) Interest: This is interest earned from cash on hand.
Naming Rights: Levi Strauss & Co (Levi’s®) pays an annual naming rights fee to Stadium Authority that increases by 3% each contract year. The initial Naming Rights Agreement covered a 20-year term, however in January 2024 the First Amendment to the Naming Rights Agreement extended the term an additional 10 years. This annual fee is paid in two equal semi-annual installments on or before March 1st and October 1st. (Source: Naming Rights Agreement & The First Amendment to the Naming Rights Agreement) The Naming Rights Agreement with Levi’s® requires the Stadium Authority to hold at least 36 “Major Events” (with 25,000+ attendees) every three contract years. However, the Second Amendment to the Stadium Management Agreement states that ManCo would pay the Stadium Authority the amount owed by the Stadium Authority to Levi’s®, as liquidated damages. ManCo has acknowledged responsibility for liquidated damages which are paid by ManCo outside the Stadium Authority’s share of Shared Stadium Manager Expenses. During discussion between the Stadium Manager and Levi’s®, it was determined based on the contract language that the first contract year began March 1, 2015. As of this report, the current number of Major Events held at Levi’s® Stadium was fourteen (14) through the current three-year period. It should be noted that the periods from March 1, 2018 to February 28, 2021 and March 1, 2021 to February 28, 2024 were both impacted by the COVID pandemic. Stadium Authority will work with ManCo and provid oversight during the March 1, 2024 to February 28, 2027 to strive to meet the required 36 “Major Events”. The below table reflects the number of major events from March 1, 2015 to date:
Net Revenues from Non-NFL Events: ManCo provides management services for Levi’s® Stadium year-round. As such, ManCo is responsible for booking and scheduling all Non-NFL events on behalf of Stadium Authority. ManCo is required by the agreement to maintain complete and accurate books and records relating to the net income from the Non-NFL events. Those records are reviewed by Stadium Authority staff and/or outside consultants and audited by an independent auditor. After the completion of the fiscal year, the net revenues are paid to Stadium Authority by ManCo. (Source: Stadium Management Agreement) NFL Ticket Surcharge: The Forty Niners Football Company, LLC (the Team) collects a 10% NFL ticket surcharge on the price of admission to all NFL games occurring in Levi’s® Stadium on behalf of Stadium Authority. (Source: Amended and Restated Non-Relocation Agreement) Non-NFL Event Expense: The gross expenses for Non-NFL events held at Levi’s® Stadium.
Non-NFL Event Revenue: The gross receipts from Non-NFL events held at Levi’s® Stadium.
Non-NFL Event Ticket Surcharge: Promoters or sponsors of any ticketed Non-NFL event that is held at Levi’s® Stadium are required to collect a $4 per ticket surcharge on behalf of Stadium Authority. One-half of this surcharge that is paid to Stadium Authority covers general stadium operations and the other half funds the Stadium Authority Discretionary Fund. (Source: Amended and Restated Stadium Lease Agreement) Other Expenses: Miscellaneous Stadium Authority expenses such as bank fees.
Other Revenue: Miscellaneous Stadium Authority revenues.
Performance-Based Rent: Stadium Authority pays the City performance-based rent on top of the fixed ground rent. The basic calculation for the performance-based rent is fifty percent (50%) of the net income from Non-NFL events for any given lease year less the sum of Performance-Based Rent Credits. The Performance-Based Rent Credits include (1) fifty percent (50%) of the fixed ground rent for the current lease year, (2) the amount, if any, that the Public Safety Costs exceed the Public Safety Cost Threshold for the current lease year, (3) following the Tax Allocation Termination Date, the amount of Received Possessory Interest Tax (PIT), and (4) the amount of any credit for Disproportionate Taxes for the current lease year. The table below represents a projection of the 2023/24 and 2024/25 fiscal years’ performance-based rent. (Source: Ground Lease Agreement & Amended and Restated Stadium Lease Agreement) Rent: The facility rent was originally set at $24.5 million for StadCo to lease the Stadium for their half of the year. As a result of the rent reset arbitration award in favor of Stadium Authority, the facility rent was reset to $24.8 million retro-active to the first lease year. The rent adjustment process is outlined in the Amended and Restated Stadium Lease. (Source: Amended and Restated Stadium Lease Agreement) Senior and Youth Program Fees: During the lease terms, StadCo collects City of Santa Clara Senior and Youth Program Fees on behalf of Stadium Authority. The fee is $0.35 per NFL game ticket up to a maximum of $250,000 per lease year. (Source: Amended and Restated Stadium Lease Agreement) Shared Stadium Manager Expenses: ManCo oversees the day-to-day operations of Levi’s® Stadium year-round. Since StadCo leases the Stadium from Stadium Authority for half of each fiscal year, expenses incurred by the Stadium Manager are shared between StadCo and Stadium Authority. Most Shared Stadium Manager Expenses are split 50/50 between StadCo and Stadium Authority; grounds-keeping is the exception with a 70/30 split, with StadCo responsible for the larger share. In addition, ManCo procures insurance for Levi’s® Stadium that is shared between StadCo and Stadium Authority (see Insurance on Page 26). (Source: Stadium Management Agreement & The Amended and Restated Stadium Lease Agreement) The Stadium Authority is in ongoing litigation with ManCo with regard to the NFL-SBL Buffet costs. The FY 2023/24 projection and FY 2024/25 proposed budget assume the continuation of withholding payments for the disputed NFL-SBL Buffet costs. The funding requested for NFL-SBL Buffet costs by ManCo will be allocated in a Legal Contingency until pending dispute resolution.
Sponsorship Revenue (STR): STR Marketplace, LLC (STR) established a secondary market website to facilitate the transfer and resale of SBLs. In exchange for the use of the Levi’s® Stadium trademarks and links on the website (hence the title Sponsorship Revenue), STR pays Stadium Authority a minimum annual fee of $325,000 based on the commissions that are collected by STR. In addition to the minimum annual fee, Stadium Authority also receives 50% of any commissions in excess of $650,000. The agreement with STR expires on May 31, 2027. (Source: SBL Website Marketing Agreement & Subsequent Amendments) Stadium Authority General & Administrative: As an independent public entity, Stadium Authority incurs its own expenses in relation to Board governance, fiduciary responsibilities, oversight, and operations of Levi’s® Stadium. These include but are not limited to Stadium Authority staff time and various outside contractors and consultants who are hired to support staff with administering the necessary requirements for owning and operating Levi’s® Stadium and the day-to-day operations of the Stadium Authority. Also included are various administrative type costs such as bank fees, phone charges, IT equipment maintenance, etc.
Stadium Builder License (SBL) Proceeds: SBL holders who are on a payment plan make annual payments. Additionally, some SBL holders make payments above and beyond their annual scheduled payment plan. There are also sales of new SBLs and/or SBLs that were defaulted and resold. SBL cash collections from all these sources make up SBL proceeds.
Stadium Builder License (SBL) Sales and Service: ManCo provides sales and service to SBL holders on behalf of Stadium Authority. This includes all SBL collection efforts and customer service support. (Source: Agreement for Stadium Builder License Sales & Fourth Amendment to the Stadium Management Agreement) Stadium Management Fee: ManCo receives an annual base management fee to manage Levi’s® Stadium. The fee was $400,000 in the first lease year and increases by 3% annually. This annual base management fee is split 50/50 between StadCo and Stadium Authority since ManCo manages the Stadium year-round for both entities. In addition to the base management fee, ManCo receives a stadium marketing and booking fee (incentive fee) which is based on a percentage of the amount that the net income from Non-NFL events exceeds the marketing and booking fee benchmark. The table below shows the first 11 years of the base management fee and the stadium marketing and booking fee benchmark. It also shows the first nine (9) years of net income from Non-NFL events and a projection of the tenth year as well as the applicable marketing and booking fee. (Source: The Stadium Management Agreement) Transfers Out: Transfers from the Stadium Authority Operating Fund to fund Debt Service and Capital Expenditure Projects.
Utilities: StadCo leases the Stadium from Stadium Authority for six months of each fiscal year from August through January. StadCo is therefore responsible for the day-to-day utilities during that period. Stadium Authority pays for the day-to-day utilities from February through July. Utilities associated with large ticketed Non-NFL events are charged as an expense to the event which is included in the Non-NFL events expense.
Use of StadCo Tenant Improvements: StadCo charges Stadium Authority for use of various StadCo tenant improvements (such as the use of the scoreboard) during Non-NFL events. (Source: Amended and Restated Lease Agreement) Shared Stadium Manager ExpensesShared Stadium Manager Expenses Shared Stadium Manager Expenses
Shared Stadium Manager Expenses
The Stadium Management Agreement is between the Stadium Authority, StadCo and ManCo and was entered into as of March 28, 2012. This agreement was developed to provide the Stadium Authority with the expertise of an outside manager to oversee the day-to-day operations of Levi’s® Stadium. Additionally, the Amended and Restated Stadium Lease Agreement between the Stadium Authority and StadCo was made and entered into as of June 19, 2013.
This agreement amended the original stadium lease to set the initial rent, to allow StadCo to enter into agreements with alternative energy providers, to cap Stadium Authority’s share of the insurance costs at a fixed amount each year, and to require Stadium Authority to fund various reserves.
Per the terms of the Stadium Lease Agreement, StadCo leases the Stadium from the Stadium Authority for half of each fiscal year and is responsible for the Stadium Manager’s operating expenses during that period. The Stadium Manager’s operating expenses for the other half of the year are the responsibility of the Stadium Authority. Section 8.3.1 describes the proportionate share of Stadium Manager expenses that are owed by the Stadium Authority and StadCo. Namely that most Stadium Manager’s operating expenses are split 50/50 with grounds-keeping being the exception with a 70/30 split, StadCo being responsible for the larger share.
ManCo procures insurance for Levi’s® Stadium for the entire year and the cost is shared between Stadium Authority and StadCo.
Section 4.7 of the Management Agreement notes that ManCo will provide an Annual Shared Stadium Expense Budget to be adopted annually by Stadium Authority and StadCo.
Once the budget has been adopted, ManCo invoices Stadium Authority monthly for its budgeted portion of shared expenses which include Stadium Manager’s operating expenses. As part of the year-end work, the budgeted amounts that were paid are to be trued up with actual expenditures.
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Shared Stadium Manager Expenses Glossary
Total Compensation: This cost includes full-time staff (55 employees), part-time staff, and benefits. Stadium Authority pays for 50% of these costs except for Groundskeeping which is set at 30%.
Full-time wages are costs for all management company full-time employees.
Part-time wages are costs for all management company part-time employees. Wages include annual training for all Guest Services Representatives.
Benefits are costs of employees’ health insurance, pension, vacation time, and all employer taxes.
Travel, Meals & Entertainment: These are costs for employee travel (airfare, ground, lodging, and meals) to stadium management conferences. In addition, this category includes costs for staff meals for general food and beverage, vendor engagement, and the year-end guest service employee appreciation banquet.
Outside Services: Costs for outside service providers, which include the following:
Janitorial and Medical costs related to the janitorial, cleaning, landscaping, and trash services of the interior and exterior of the Stadium and medical services for the Stadium during regular business hours.
Stadium Security costs for staffing 24/7 security guards in and around the Stadium and explosive detection canines.
Engineering & Maintenance for mandatory safety and general maintenance costs associated with fire sprinklers, fire alarms, elevators, and backflows. Also includes outside sub-contracted calls for services for windows, signage and roof repair, HVAC & electrical, carpet, concrete or other miscellaneous repairs.
General Supplies: Supplies for stadium operations, janitorial, engineering, and Guest Services (For example: janitorial supplies, general printing costs for stadium signage, deployment sheet, notes, handbooks etc.).
Telephone: These are costs for landlines and internet/data service for the Stadium, net of the costs for the Team’s business offices, and cell service for Stadium Manager’s Stadium Operations and Security Department personnel.
Equipment: Costs associated with stadium operations and security software, including incident tracking, mobile safety application, stadium staff scheduling/event calendar software, video surveillance licensing software, X-ray machine rental for deliveries, and monthly cost for off-site equipment storage.
Uniforms: Guest Services Department’s replacement and replenishment of uniforms.
Other Costs: Costs associated with Stadium Operations (For example: specialized training, command post, CPR first aid, background checks, recruiting, marketing/advertising, and employee retention program).
Tenant Improvements: Interior improvements within Tenant's exclusive facilities and any other improvements within the Stadium that are to be owned by, and constructed at the cost of, Tenant or any Tenant transferee as may be agreed by the Parties (Stadium Authority and StadCo). (Source: Stadium Lease Agreement).
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Stadium Debt Service Budget
Debt Service Payment: The FY 2024/25 Debt Service Budget of $19.7 million is based on the required and additional principal and interest debt service payments. It excludes payment to the StadCo Subordinated Loan because this was paid off by the Stadium Authority with excess cash in FY 2022/23. A glossary is included at the end of this section that describes the type of debt and the applicable source documents for each loan. Of the $19.7 million budget, $2.8 million represents anticipated contributions from the Community Facilities District (CFD). The total Debt Service Reserves are projected at $20.1 million.
The schedule on page 36 provides a breakdown of the principal and interest payments budgeted in FY 2024/25 for each loan as well as the beginning and ending balances. The total outstanding debt is projected to decrease by $8.4 million in FY 2024/25 from $228.8 million to $220.4 million.
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Contribution from the Community Facilities District (CFD): The CFD was established for the purpose of financing and constructing publicly owned facilities. To support that, the CFD levies and collects a special hotel tax of 2% on hotel rooms within the CFD. During the construction of Levi’s® Stadium, Stadium Authority spent $35.0 million on CFD infrastructure. All collections from the special CFD hotel taxes are contributed to Stadium Authority to pay down the CFD Advance which was used to fund the construction of the CFD publicly owned facilities. (Source: The Reimbursement Agreement Relating to the CFD) CFD Advance: StadCo agreed to loan Stadium Authority a not to exceed amount of $35.0 million for CFD infrastructure and with a maximum principal amount of $38.0 million including capitalized interest. This loan bears interest at a fixed rate of 5.73% and the loan is payable solely from amounts received by Stadium Authority from the CFD. (Source: The Authority Promissory Note in Respect of StadCo CFD Advance) Debt Service Reserve: The required Term A Loan principal payments are due on April 1st each year however the cash transfer from the Operating Fund is made in the prior Fiscal Year, this transfer is the main component of the Debt Service Reserve. The other component is the accrued interest on the CFD Advance and the Term A Loan that is recorded at the end of each Fiscal Year.
Term A Loan: The Stadium Funding Trust (FinanceCo) agreed to loan Stadium Authority $282.8 million to fund construction of Levi’s® Stadium. This loan bears interest at a fixed rate of 5% payable semiannually, with annual principal payments due beginning in April 2018. It has a maturity date in 2039 and is subject to certain prepayment premiums. The principal payment schedule is noted below. (Source: The Restated Credit Agreement) StadCo Subordinated Loan: StadCo agreed to loan Stadium Authority an amount not to exceed $500 million to fund construction of Levi’s® Stadium. The actual amount loaned to the Stadium Authority was $236.9 million. This loan bears a fixed interest rate of 5.5% with annual principal payments due beginning in March 2016 and it may be prepaid at any time without penalties. The Stadium Authority had fully paid off this loan in FY 2022/23. (Source: The Restated StadCo Obligations Agreement) Stadium Debt Service Budget Glossary (cont.)Stadium Debt Service Budget Glossary (cont.) Stadium Debt Service Budget Glossary (cont.)
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Required Debt Service Reserve: Stadium Authority agreed to deposit $11,536,235.33 (the Debt Service Reserve Required Amount) into a Debt Service Reserve Account. This amount will remain in the reserve account until the Term A Loan has been fully repaid. (Source: Restated Credit Agreement & Restated Deposit and Disbursement Agreement) Stadium Authority Capital Expense BudgetStadium Authority Capital Expense Budget Stadium Authority Capital Expense Budget
Stadium Authority Capital Expense Budget
The Capital Expense (CapEx) Budget is used to fund the purchase or upgrade of fixed assets for the Stadium. While the funding for appropriations occur on an annual basis, the Capital Expense Plan extends for a five-year period (shown on Page 49 of this report). Changes to existing projects, as well as the addition of new projects, may occur during the five-year planning period as new needs are identified. The appropriations for capital projects do not lapse at year-end but carryover into future years until the project is complete.
The FY 2024/25 CapEx Budget totals $22.0 million. Of this total, $13.6 million of prior year appropriations are projected to be carried over from FY 2023/24 ($1.5 million of the projected carryover amount is for warranty-related construction, and the other $12.1 million is for prior year CapEx projects). New capital improvement appropriations equal $8.4 million.
A detailed listing of proposed FY 2024/25 projects is provided starting on Page 41 of this report. Stadium Authority is submitting it as transmitted by the Stadium Manager.
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Stadium Authority Work Plan
Staff is responsible for supporting the Stadium Authority Board with its contractual oversight of Levi’s® Stadium and managing the day-to-day operations of the Stadium Authority.
These general responsibilities include but are not limited to: Support for Stadium operations for Non-NFL events through the Stadium Manager, payment of debt service obligation, maintenance of a five-year capital plan, accounting and management of Stadium Authority financials, preparation of the annual financial statement and quarterly financial updates, review and recommendation of procurement requests for Board approval, implementation of the Financial Management System, community outreach, management of noise monitoring services, follow up and resolution of complaints and inquiries related to Levi’s® Stadium, execution of Stadium Builder Licenses, management of Public Records Acts requests, and reporting of Stadium Authority and Stadium Manager staff meetings.
The Work Plan summarizes the Stadium Authority’s priorities for the year based on previous Board direction and anticipated work efforts. Within the context of continuing to support ongoing Stadium Authority operations and several ongoing lawsuits, staff work efforts include the following:
Work Effort
Work Plan
Planned Outcome
Capital Projects
Align on timing, rationale, and costs of proposed capital projects.
Review, track, and coordinate the scheduling and implementation of capital projects and corresponding procurement requests with the Stadium Manager.
Provide oversight of the Levi’s Naming Rights Enhanced Signage Project to ensure completion before December 31, 2025.
Complete ADA compliance with multi-year improvements to Main Lot and Stadium building.
Ensure Stadium is maintained in the required condition and operated as a quality NFL and multi-purpose public sports, public assembly, exhibit, and entertainment facility.
Compliance with Naming Rights Agreement requirements.
Compliance regarding accessible parking spaces at Stadium Main Lot and Stadium.
Community Room
Return to Board to seek input on proposed next steps, including evaluation of the other locations discussed in 2018. Develop policy/guidelines for use.
Resolution of Community Room location, policy/guidelines for use.
Public Records Act Requests
Continue to streamline the Public Records Act Request process.
Continue to respond to records requests in compliance with the California Public Records Act.
Ensure public transparency while balancing Stadium Authority resources.
San Tomas Aquino Creek Trail
By review of other venues with shallow security perimeters and legal documents that relate to accessing the area, and consultation with Homeland Security and other stakeholders, evaluate options for keeping trail open during events and/or providing alternate routes if trail is closed.
Balance Creek trail access and/or safe and/or accessible alternate routes during NFL games and major Non-NFL events with Stadium-related safety and risk.
SCSA Board Policy Manual
Continue to create manual, beginning with Governance and Budget policies.
Identify areas where policies are appropriate and propose drafts for the Board’s approval.
Develop additional policies and present to Board for inclusion in manual.
SCSA Auditor Annual Audit Work Plan
Review the Stadium Authority Financial Reporting Policy with staff and external auditors and provide feedback on best practices.
Provide oversight of Non-NFL Events audit (contracted service).
Retain consultants to perform the annual financial audit for the Stadium Authority (contracted service).
Promote honest, efficient, effective and fully accountable public agency through accurate, independent and objective audits.
Stadium Authority Procurement Policy
Update components of the Stadium Authority Procurement Policy.
Ensure alignment with public procurement best practices Stadium Builder Licenses
Continue to review and execute Stadium Builder Licenses.
Continue ongoing efforts to integrate Stadium Builder Licenses into Laserfiche records system.
Generate funds for debt repayment.
Ensure effective recordkeeping for audits and reference.
Suite and/or General Ticket Allocations for NFL and Non-NFL Events Develop budget and policy for ticket allocation to suite and/or general tickets.
City of Santa Clara can leverage ticket allocation to maximize Non-NFL event revenues and operating profit.
Super Bowl LX
Provide updates to the Board and community about the Stadium Authority and City’s planning efforts and general information related to Levi’s Stadium hosting Super Bowl LX on February 8, 2026.
Negotiate and execute agreement(s) with the Bay Area Host Committee to ensure responsibility of City/Stadium Authority costs.
Continue planning efforts and coordination with key partners including the Bay Area Host Committee and NFL.
Provide transparency on the Stadium Authority and City’s planning efforts for Super Bowl LX.
Ensure compliance with Measure J.
Mitigate the Stadium Authority and City’s risks and liabilities.
World Cup 2026
Provide updates to the Board and Santa Clara community about the Stadium Authority and City’s obligations, planning efforts, and general information related to Levi’s Stadium hosting six World Cup 2026 event from June 13 – July 1, 2026.
Negotiate and execute agreement(s) with the Bay Area Host Committee to assign responsibility of City/Stadium Authority costs.
Continue planning efforts and coordination with key partners including the Bay Area Host Committee and FIFA.
Provide transparency on the Stadium Authority and City’s planning efforts for World Cup 2026.
Ensure compliance with Measure J.
Mitigate the Stadium Authority and City’s risks and liabilities. 29 3
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