2015-05-13T13:18:20-05:00 2014-06-30 113518842 MARKS PANETH LLP 685 THIRD AVENUE NEW YORK NY 10017 990 2013-07-01 272846763 BROOKLYN BRIDGE PARK CORPORATION BROO 7182229939 334 FURMAN STREET BROOKLYN NY 11201 REGINA MYER PRESIDENT 7182229939 2015-05-13 1 LYONS ROBERT P00227472 2125038800 2013 2016-03-07 17:11:31Z BROOKLYN BRIDGE PARK REGINA MYER 334 FURMAN STREET BROOKLYN NY 11201 81932330 0 X WWW.BROOKLYNBRIDGEPARK.ORG X 2010 NY THE BROOKLYN BRIDGE PARK CORPORATION, D/B/A BROOKLYN BRIDGE PARK ("BBP" OR THE "CORPORATION"), IS THE ENTITY RESPONSIBLE FOR THE PLANNING, CONSTRUCTION, MAINTENANCE AND OPERATION OF BROOKLYN BRIDGE PARK, AN 85-ACRE SUSTAINABLE WATERFRONT PARK STRETCHING 1.3 MILES ALONG BROOKLYN'S EAST RIVER SHORELINE. THE CORPORATION'S MISSION IS TO CREATE AND MAINTAIN A WORLD CLASS PARK THAT IS A RECREATIONAL, ENVIRONMENTAL AND CULTURAL DESTINATION ENJOYED BY THE RESIDENTS OF, AND VISITORS TO, NEW YORK CITY. THE CORPORATION OPERATES UNDER A MANDATE, EMBODIED BY ITS GENERAL PROJECT PLAN, TO BE FINANCIALLY SELF-SUSTAINING, WHICH INCLUDES THE ACTIVATION OF CERTAIN DEVELOPMENT SITES WITHIN THE PROJECT'S FOOTPRINT. 17 17 34 0 0 0 44188548 39441550 3001092 42444583 41082 30244 230781 15953 47461503 81932330 0 9200000 0 0 2202090 2785436 0 0 0 5943771 7307237 8145861 19292673 39315642 62639657 151475761 220532758 26529664 32947004 124946097 187585754 X THE BROOKLYN BRIDGE PARK CORPORATION, D/B/A BROOKLYN BRIDGE PARK ("BBP" OR THE "CORPORATION"), IS THE ENTITY RESPONSIBLE FOR THE PLANNING, CONSTRUCTION, MAINTENANCE AND OPERATION OF BROOKLYN BRIDGE PARK, AN 85-ACRE SUSTAINABLE WATERFRONT PARK STRETCHING 1.3 MILES ALONG BROOKLYN'S EAST RIVER SHORELINE. THE CORPORATION'S MISSION IS TO CREATE AND MAINTAIN A WORLD CLASS PARK THAT IS A RECREATIONAL, ENVIRONMENTAL AND CULTURAL DESTINATION ENJOYED BY THE RESIDENTS OF, AND VISITORS TO, NEW YORK CITY. THE CORPORATION OPERATES UNDER A MANDATE, EMBODIED BY ITS GENERAL PROJECT PLAN, TO BE FINANCIALLY SELF-SUSTAINING, WHICH INCLUDES THE ACTIVATION OF CERTAIN DEVELOPMENT SITES WITHIN THE PROJECT'S FOOTPRINT. 0 0 17856356 9200000 42444583 PARK OPERATIONS AND DEVELOPMENT:IN JULY 2013, BBP ANNOUNCED A JOINT VENTURE OF ALLOY DEVELOPMENT AND MONADNOCK DEVELOPMENT TO DESIGN AND DEVELOP A RESIDENTIAL BUILDING AT JOHN STREET IN DUMBO. THE RESIDENTIAL BUILDING WILL INCLUDE 47 APARTMENTS AND CULTURAL AND RETAIL SPACE ON THE GROUND FLOOR.IN JULY 2013, CONSTRUCTION BEGAN ON THE PIER 1 DEVELOPMENT SITE. THE DEVELOPMENT WILL INCLUDE A 200-ROOM STARWOOD HOTEL, APPROXIMATELY 100 RESIDENTIAL UNITS, 16,000 SQUARE FEET OF RESTAURANT SPACE, 2,000 SQUARE FEET OF RETAIL SPACE, A 6,000 SQUARE-FOOT FITNESS CENTER, AND 300 PARKING SPACES.IN JULY 2013, BBP CONDUCTED ITS ANNUAL PARK VISITOR COUNT. BBP ESTIMATES THAT OVER 108,000 VISITORS COME TO THE PARK ON AN AVERAGE SUMMER WEEKEND. WEEKDAY ATTENDANCE IS ESTIMATED AT 26,000 VISITORS PER DAY.IN AUGUST 2013, A 1.5-ACRE SITE OWNED BY CONSOLIDATED EDISON WAS ACQUIRED BY BBP FOR FUTURE USE AS NEW PARKLAND BEING BUILT AT JOHN STREET AND FOR THE 9000 FOOTPRINT FOR THE ALLOY DEVELOPMENT SITE.IN SEPTEMBER 2013, BBP ANNOUNCED THE SELECTION OF MIDTOWN EQUITIES, IN PARTNERSHIP WITH ROCKWOOD CAPITAL AND HK ORGANIZATION, TO REDEVELOP EMPIRE STORES, SEVEN VACANT WAREHOUSE BUILDINGS LOCATED IN THE EMPIRE FULTON FERRY SECTION OF THE PARK. IN SEPTEMBER 2013, BBP ANNOUNCED A LONG-TERM LEASE WITH ST. ANN'S WAREHOUSE TO DEVELOP A THEATER IN THE HISTORIC TOBACCO WAREHOUSE. THE DEVELOPMENT WILL INCLUDE PERFORMANCE SPACE, ADMINISTRATIVE OFFICES, A MULTI-USE COMMUNITY SPACE THAT WILL BE PERMITTED BY BBP AND AN OUTDOOR PUBLIC SPACE THAT WILL BE MAINTAINED BY BBP. IN OCTOBER 2013, GROUND BROKE ON THE NEW HOME OF ST. ANN'S WAREHOUSE AT TOBACCO WAREHOUSE, BEGINNING CONSTRUCTION ON THE ADAPTIVE RE-USE OF THE VACANT SPACE FOR THEATER AND COMMUNITY USE.IN DECEMBER 2013, BBP ANNOUNCED THE SELECTION OF A DEVELOPER AND OPERATOR OF A MARINA ADJACENT TO PIER 5. THE DEVELOPER, EDGEWATER RESOURCES, A MULTI- DISCIPLINARY MARINA DESIGN, DEVELOPMENT, AND MANAGEMENT COMPANY, WILL OPERATE THE MARINA UNDER A LONG-TERM LEASE. OPERATORS FOR THE PIER 5 CONCESSION BUILDING AND THE PIER 2 ROLLER RINK WERE ALSO ANNOUNCED.IN NOVEMBER 2013, BBP ADDED OVER SIX ACRES TO THE PARK WITH THE OPENING OF THE PIER 3 GREENWAY TERRACE. THIS SECTION COMPLETES THE CONTINUOUS WATERFRONT GREENWAY THAT TRAVERSES THE PARK. THIS SECTION ALSO INCLUDES THE FIRST OF THE PARK'S SOUND ATTENUATING HILLS AND A SWEEPING GRANITE TERRACE PROVIDING DIRECT VIEWS OF NEW YORK HARBOR. IN JANUARY 2014, CONSTRUCTION BEGAN ON EMPIRE STORES. THE BUILDINGS WILL INCLUDE NEARLY 80,000 SQUARE FEET OF RESTAURANT, RETAIL, AND EVENT SPACE AND 300,000 SQUARE FEET OF OFFICE SPACE. IN ADDITION, BROOKLYN HISTORICAL SOCIETY WILL OCCUPY 3,200 SQUARE FEET OF EXHIBITION SPACE AS PART OF THE PROJECT TO CELEBRATE THE RICH CULTURAL HISTORY OF THE BOROUGH.IN FEBRUARY 2014, CONSTRUCTION BEGAN ON THE PIER 6 OUTBOARD. THE OUTER TWO-THIRDS OF THE PIER WILL FEATURE A SEASONALLY-VIVID FLOWER MEADOW, WINDING PARK PATHWAYS AND EXPANSIVE LAWNS THAT WILL PROVIDE SPACE FOR PARK PROGRAMS AND EVENTS. THE CENTRALIZED FLOWER MEADOW AND LUSH PERIMETER PLANTINGS WILL INTRODUCE NEW ECOLOGIES TO THE SOUTHERN END OF THE PARK.IN MARCH 2014, CONSTRUCTION BEGAN AT MAIN STREET AND JOHN STREET IN DUMBO. NEW WATERFRONT PARKLAND AT JOHN STREET WILL INCLUDE PEDESTRIAN BRIDGES OVER A TIDAL SALT MARSH, TREE-LINED PATHWAYS AND A 13,000-SQUARE-FOOT GATHERING LAWN. RENOVATED PARKLAND AT MAIN STREET WILL FEATURE AN EXPANDED LAWN, AN UPGRADED DOG RUN, IMPROVED PEDESTRIAN AND BICYCLE CIRCULATION, AN ENTRY PLAZA AT WASHINGTON STREET AND A BOULDERING WALL FOR CLIMBERS OF ALL SKILL LEVELS.IN MAY 2014, BBP OPENED PIER 2 AND PIER 4 BEACH. PIER 2 INCLUDES COURTS FOR BASKETBALL, HANDBALL, SHUFFLEBOARD AND BOCCE, AS WELL AS A ROLLER SKATING RINK, SWINGS, PICNIC TABLES, RESTROOMS, LOCKERS AND FITNESS EQUIPMENT. PIER 4 BEACH IS A SANDY SHORELINE THAT ALLOWS PARK VISITORS ACCESS TO THE EAST RIVER FOR NON-MOTORIZED BOATING AND EDUCATIONAL PROGRAMS. 17856356 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 9 0 34 1 0 0 0 0 0 0 0 0 0 0 X 17 17 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY X X RAAFAT OSMAN - CHIEF FINANCIAL OFFI 7187246433 334 FURMAN STREET BROOKLYN NY 11201 ALICIA GLEN CHAIR 1.00 X 0 0 0 ROBERT K STEEL CHAIR (FORMER) 1.00 X 0 0 0 PETER ASCHKENASY BOARD MEMBER 1.00 X 0 0 0 STEVEN M COHEN BOARD MEMBER 1.00 X 0 0 0 MARTIN CONNOR BOARD MEMBER 1.00 X 0 0 0 HENRY B GUTMAN BOARD MEMBER 1.00 X 0 0 0 EDNA WELLS HANDY BOARD MEMBER 1.00 X 0 0 0 SHARI HYMAN BOARD MEMBER 1.00 X 0 0 0 KYLE KIMBALL BOARD MEMBER 1.00 X 0 0 0 STEPHEN LEVIN BOARD MEMBER 1.00 X 0 0 0 STEPHEN MERKEL BOARD MEMBER 1.00 X 0 0 0 DAVID G OFFENSEND BOARD MEMBER 1.00 X 0 0 0 JOHN RASKIN BOARD MEMBER 1.00 X 0 0 0 MITCHELL SILVER BOARD MEMBER 1.00 X 0 0 0 DANIEL E SIMMONS BOARD MEMBER 1.00 X 0 0 0 NANETTE SMITH BOARD MEMBER 1.00 X 0 0 0 ANNE STRAHLE BOARD MEMBER 1.00 X 0 0 0 JOANNE WITTY BOARD MEMBER 1.00 X 0 0 0 ANITA CONTINI BOARD MEMBER (FORMER) 1.00 X 0 0 0 PETER DAVIDSON BOARD MEMBER (FORMER) 1.00 X 0 0 0 JUNY B FRANCOIS BOARD MEMBER (FORMER) 1.00 X 0 0 0 SETH PINSKY BOARD MEMBER (FORMER) 1.00 X 0 0 0 MATTHEW WAMBUA BOARD MEMBER (FORMER) 1.00 X 0 0 0 VERONICA M WHITE BOARD MEMBER (FORMER) 1.00 X 0 0 0 REGINA MYER PRESIDENT 35.00 X 185241 0 49388 CEDRIC GADDY TREASURER/CFO (THROUGH 12/4/14) 35.00 X 132570 0 42894 SUMA MANDEL SECRETARY/GENERAL COUNSEL 35.00 X 97307 0 29417 DAVID LOWIN VP REAL ESTATE DEVELOPMENT 35.00 X 134849 0 42495 JEFFREY SANDGRUND VICE PRESIDENT - OPERATIONS 35.00 X 127821 0 23622 677788 0 187816 4 0 1 0 TURNER CONSTRUCTION COMPANY 375 HUDSON STREET NEW YORK NY 10014 CONSTRUCTION 30093016 KELCO LANDSCAPING AND CONSTRUCTION 40 AUSTIN BOULEVARD COMMACK NY 11725 CONSTRUCTION 6135429 D'ONOFRIO GENERAL CONTRACTORS CORP 202 28TH STREET BROOKLYN NY 11232 CONSTRUCTION 5553108 MICHAEL VAN VALKENBURGH ASSOCIATES INC 16 COURT STREET 11TH FLOOR BROOKLYN NY 11241 ARCHITECT 2644819 PHOENIX CONSTRUCTION INC 132 SUTTON ST BROOKLYN NY 11222 CONSTRUCTION 1465707 21 39406977 34573 39441550 GROUND LEASE RENT 531390 37577648 37577648 PMTS. IN LIEU OF TAXES 531390 3823325 3823325 PERMITS AND OTHER FEES 531390 1043610 1043610 42444583 30244 30244 OTHER INCOME 900099 15953 15953 15953 81932330 42444583 0 46197 9200000 9200000 561885 191865 370020 1726751 1192435 534316 61315 46215 15100 329109 219344 109765 106376 63611 42765 68954 68954 24000 24000 837256 794583 42673 162833 118989 43844 8391 1454 6937 3954404 3846449 107955 71696 69739 1957 REPAIRS AND MAINTENANCE 1222543 1222543 SECURITY 487563 487563 UTILITIES 207465 201801 5664 EQUIP. RENTAL/PURCHASES 103817 95529 8288 158315 104236 54079 19292673 17856356 1436317 0 13842001 40096028 23649043 30552644 464637 264833 560 1458 157995496 8377701 113519520 149617795 151475761 220532758 5589565 8320681 19161981 22990455 1778118 1635868 26529664 32947004 X 0 0 113577407 149617795 11368690 37967959 124946097 187585754 151475761 220532758 62639657 0 X 0 1 X 1 0 X 42593280 40503633 44188548 39441550 166727011 42593280 40503633 44188548 39441550 166727011 13565790 153161221 30774 31104 41082 30244 133204 1620 52003 230781 15953 300357 167160572 57928182 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: ADMINISTRATIVE AND OTHER FEES - 2011 AMOUNT: $ 33,843. 2012 AMOUNT: $ 70,874. 2013 AMOUNT: $ 15,767. MISCELLANEOUS INCOME - 2010 AMOUNT: $ 1,620. 2011 AMOUNT: $ 18,160. 2012 AMOUNT: $ 1,436. 2013 AMOUNT: $ 186. INSURANCE PROCEEDS - 2012 AMOUNT: $ 158,471. SCHEDULE A, PART II, LINE 5 - EXPLANATION FOR EXCESS CONTRIBUTIONS: BBP RECEIVED DONATIONS TOTALING $234,630 AND $3,224,371, RESPECTIVELY, DURING THE YEARS ENDED JUNE 30, 2012 AND 2011 FROM A SINGLE DONOR. SUCH FUNDS WERE USED BY BBP TO REHABILITATE THE EMPIRE FULTON FERRY SECTION OF THE PARK. DURING THE YEAR ENDED JUNE 30, 2012, BBP RECEIVED A DONATION OF A RESTORED 1920'S CAROUSEL ("JANE'S CAROUSEL") ALONG WITH A STRUCTURE IN WHICH JANE'S CAROUSEL IS HOUSED FROM THE SAME DONOR. BBP RECORDED SUCH DONATED ASSETS AT THEIR ESTIMATED FAIR VALUE OF $13,450,000. SUCH FAIR VALUE WAS BASED UPON INDEPENDENT APPRAISALS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 24001012 739750 23261262 644807 286910 357897 133349677 7351041 125998636 149617795 OTHER POSTEMPLOYMENT BENEFITS OBLIGATION 41080 SECURITY DEPOSITS 1594788 1635868 81932330 0 81932330 0 81932330 19292673 0 19292673 0 19292673 1 BROOKLYN BRIDGE PARK DEVELOPMENT CORPORATION 633 THIRD AVENUE NEW YORK NY 10017 N/A 9200000 N/A N/A LAND ACQUISITION (SEE PART IV) 1 0 PART I, LINE 1 - DESCRIPTION OF GRANT: PORTIONS OF THE PROJECT AREA ARE LEASED BY THE CITY TO BROOKLYN BRIDGE PARK DEVELOPMENT CORPORATION ("BBPDC"), A SUBSIDIARY OF THE NEW YORK STATE URBAN DEVELOPMENT CORPORATION, PURSUANT TO THE PRIME GROUND LEASE AGREEMENT. ON JULY 29, 2010, BBPDC AND BBP ENTERED INTO A MASTER GROUND LEASE AGREEMENT (THE "GROUND LEASE") WHERE BBPDC LEASED THE PROJECT AREA, INCLUDING OFFICE SPACE AT 334 FURMAN STREET, TO BBP IN ORDER TO ADVANCE THE PROJECT DEVELOPMENT PLAN FOR A ONE-TIME RENTAL PAYMENT OF $1. ALSO PROVIDED IN THE GROUND LEASE IS THE ASSIGNMENT OF THE OPERATING REVENUES FROM THE PROJECT TO BBP TO SATISFY BBP'S OBLIGATIONS TO MAINTAIN AND OPERATE THE PROJECT. THE GROUND LEASE SHALL EXPIRE ON JULY 28, 2109. IN AUGUST 2013, BBPDC ACQUIRED FEE TITLE TO A PROPERTY WHICH AUTOMATICALLY BECAME PART OF BBPDC'S GROUND LEASE WITH BBP. THE COST OF ACQUIRING THE PROPERTY OF $9,200,000 WAS PAID BY BBP AND WAS REFLECTED AS LAND ACQUISITION COSTS IN NONOPERATING EXPENSES IN THE FINANCIAL STATEMENTS. X 0 0 0 0 0 0 0 0 0 REGINA MYER PRESIDENT 185241 0 0 0 0 0 26573 0 22815 0 234629 0 0 0 CEDRIC GADDY TREASURER/CFO (THROUGH 12/4/14) 132570 0 0 0 0 0 17550 0 25344 0 175464 0 0 0 DAVID LOWIN VP REAL ESTATE DEVELOPMENT 134849 0 0 0 0 0 19465 0 23030 0 177344 0 0 0 JEFFREY SANDGRUND VICE PRESIDENT - OPERATIONS 127821 0 0 0 0 0 15477 0 8145 0 151443 0 0 0 FORM 990, PART VI, SECTION A, LINE 6 THE CORPORATION HAS ONE MEMBER WHICH IS THE INDIVIDUAL HOLDING THE OFFICE OF THE MAYOR OF THE CITY OF NEW YORK (THE "MAYOR"). FORM 990, PART VI, SECTION A, LINE 7A THE MAYOR WILL APPOINT THE DIRECTORS OF THE CORPORATION AS FOLLOWS: (I) NINE DIRECTORS, AT LEAST THREE OF WHOM SHALL BE EX OFFICIO DIRECTORS; (II) FOUR DIRECTORS, AT LEAST TWO OF WHOM SHALL BE COMMUNITY REPRESENTATIVES, UPON THE NOMINATION OF THE GOVERNOR OF THE STATE OF NEW YORK; (III) ONE DIRECTOR UPON THE NOMINATION OF THE STATE ASSEMBLY MEMBER, 52ND DISTRICT, OR ANY SUCCESSOR DISTRICT THAT INCLUDES THE BROOKLYN BRIDGE PARK; (IV) ONE DIRECTOR UPON THE NOMINATION OF THE STATE SENATOR, 25TH DISTRICT, OR ANY SUCCESSOR DISTRICT THAT INCLUDES THE BROOKLYN BRIDGE PARK; (V) ONE DIRECTOR UPON THE NOMINATION OF A MEMBER OF THE NEW YORK CITY COUNCIL TO BE DESIGNATED BY THE SPEAKER OF THE NEW YORK CITY COUNCIL; AND (VI) ONE DIRECTOR UPON THE NOMINATION OF THE PRESIDENT OF THE BROOKLYN BOROUGH. FORM 990, PART VI, SECTION B, LINE 11 A DRAFT OF THE FORM 990 WILL BE REVIEWED BY THE BBP AUDIT AND FINANCE COMMITTEE PRIOR TO FILING THE FORM. ONCE REVIEWED BY THE COMMITTEE, THE FORM 990 WILL BE DISTRIBUTED TO THE FULL BOARD FOR ITS REVIEW AND COMMENT, ALSO PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C BBP MONITORS AND ENFORCES ITS CONFLICT OF INTEREST POLICY BY REQUIRING EACH DIRECTOR TO COMPLETE A CONFLICT DISCLOSURE STATEMENT PROMPTLY AFTER APPOINTMENT AND ANNUALLY THEREAFTER. THE POLICY PROVIDES THAT IF A DIRECTOR VIOLATES ANY OF THE PROVISIONS OF THE POLICY, SUCH DIRECTOR SHALL BE SUBJECT TO AN APPROPRIATE REMEDY UNDER THE CIRCUMSTANCES, AND IN ADDITION TO ANY PENALTY CONTAINED IN ANY PROVISION OF LAW, THE DIRECTOR MAY BE SUBJECT AT THE BOARD'S DISCRETION, TO REMOVAL FOR CAUSE. OFFICERS OF THE CORPORATION ARE ALSO SUBJECT TO THE RESTRICTIONS SET FORTH IN CHAPTER 68 OF THE CITY CHARTER, WHICH IS THE CITY CONFLICT OF INTEREST POLICY. ADDITIONALLY, BBP COMPLIES WITH NEW YORK CITY CONFLICTS OF INTEREST BOARD ("COIB") REQUIREMENTS. BBP EMPLOYEES WHO MEET THE CRITERIA MUST FILE ANNUAL COIB FORMS; MEMBERS OF BBP'S BOARD OF DIRECTORS ARE ALSO REQUIRED TO COMPLY WITH COIB AND TO FILE ANNUAL COIB FORMS OR EQUIVALENT NEW YORK STATE FORMS. FORM 990, PART VI, SECTION B, LINE 15 THE SENIOR MANAGEMENT OF THE CORPORATION INCLUDES THE PRESIDENT, GENERAL COUNSEL AND CHIEF FINANCIAL OFFICER. THE COMPENSATION OF THE PRESIDENT SHALL BE DETERMINED CONSIDERING FACTORS SUCH AS SKILL, EXPERIENCE, PAST PERFORMANCE, AND WORK HISTORY. THE COMPENSATION OF OTHER SENIOR MANAGEMENT STAFF SHALL BE DETERMINED BY THE PRESIDENT, CONSIDERING FACTORS SUCH AS EMPLOYEE SKILL, EXPERIENCE, PAST PERFORMANCE, WORK HISTORY AND POSITION. FORM 990, PART VI, SECTION C, LINE 19 BBP'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND AUDITED FINANCIAL STATEMENTS ARE POSTED ON ITS WEBSITE AND ARE AVAILABLE UPON REQUEST.