2014-11-13T18:00:42-06:00 2013-12-31 CROWE HORWATH LLP 9600 BROWNSBORO ROAD SUITE 400 LOUISVILLE KY 402411122 990 2013-01-01 204230414 LOUISVILLE ARENA AUTHORITY INC LOUI 5026909011 One Arena Plaza Louisville KY 402021363 WILLIAM SUMMERS V VICE CHAIR 2014-11-13 true Rachel Spurlock P00520729 5023263996 2013 2015-11-30 17:44:51Z LARRY HAYES One Arena Plaza Louisville KY 402021363 26485488 false X WWW.ARENAAUTHORITY.COM X 2006 KY LAA WAS ORGANIZED FOR THE PURPOSE OF CREATING, FINANCING, DEVELOPING AND OVERSEEING THE DESIGN AND CONSTRUCTION, MANAGEMENT AND OPERATION OF THE MULTI-PURPOSE ARENA. THE ARENA IS A VENUE FOR A VARIETY OF COMMUNITY-ORIENTED EVENTS AND OPERATES YEAR ROUND. 15 15 0 22 0 0 17595031 20022803 7764533 4533327 758630 731494 568475 1197864 26686669 26485488 0 0 0 0 0 0 0 0 0 40209119 34856732 40209119 34856732 -13522450 -8371244 419857568 406834602 377045060 375054095 42812508 31780507 TO CREATE, FINANCE, DEVELOP AND OVERSEE THE DESIGN AND CONSTRUCTION, MANAGEMENT AND OPERATION OF A MULTI-PURPOSE ARENA. THE ARENA IS A VENUE FOR A VARIETY OF COMMUNITY-ORIENTED EVENTS, WHICH WILL GENERALLY BE OPEN TO THE PUBLIC: UNIVERSITY OF LOUISVILLE MEN'S AND WOMEN'S BASKETBALL GAMES, CONCERTS, FAMILY SHOWS, AND OTHER EVENTS. false false 34263145 0 5731191 THE LOUISVILLE ARENA AUTHORITY WAS CREATED IN 2005 UNDER THE DIRECTION OF THEN KENTUCKY GOVERNOR ERNIE FLETCHER, AND OVERSEES THE FINANCIAL PROCESS OF THE KFC YUM! CENTER. THE ARENA AUTHORITY GUIDED THE DEVELOPMENT, FINANCING AND CONSTRUCTION PROCESS OF THE $238 MILLION ARENA. IT ALSO SELECTED THE FINANCING, CONSTRUCTION, DESIGN AND MANAGEMENT PARTNERS, WHICH INCLUDES AEG FACILITY AS THE CURRENT MANAGING AND OPERATING ENTITY. SINCE ITS OPENING, THE KFC YUM! CENTER HAS HOSTED UNIVERSITY OF LOUISVILLE MEN'S AND WOMEN'S BASKETBALL GAMES, NUMEROUS CONCERTS AND FAMILY SHOWS AND PRIVATE EVENTS. INTEREST IN THE FACILITY REMAINS HIGH, AND AS A RESULT, NUMEROUS NEW BUSINESSES HAVE OPENED NEAR THE ARENA. AS ANTICIPATED, THE ARENA HAS LED TO ADDITIONAL ECONOMIC DEVELOPMENT IN DOWNTOWN LOUISVILLE. 34263145 true true false false false false false false false true false false false true true true false false false false false false false false false false false false false true false false false false false false false false false false false false false false false false false false false false true 0 0 0 false false false false false false false false false false X 15 15 false true false false false false false true true false false true true true true true true false false false KY X Justin Jokovich 5023675100 One Arena Plaza Louisville KY 402021363 X ALICE HOUSTON SECRETARY 1.00 X X 0 0 0 DANIEL ULMER TREASURER 20.00 X X 0 0 0 LARRY HAYES CHAIRMAN 6.00 X X 0 0 0 WILLIAM SUMMERS VICE CHAIR 3.00 X X 0 0 0 ANDREW BESHEAR DIRECTOR 1.00 X 0 0 0 ERIC GUNDERSON DIRECTOR 4.00 X 0 0 0 JIM KING DIRECTOR 4.00 X 0 0 0 LEE KIRKWOOD DIRECTOR 1.00 X 0 0 0 LESA SEIBERT DIRECTOR 1.00 X 0 0 0 LINDY STREET DIRECTOR 2.00 X 0 0 0 MAURA TEMES DIRECTOR 1.00 X 0 0 0 MICHAEL HOULIHAN DIRECTOR 1.00 X 0 0 0 RAYMOND K GUILLAUME DIRECTOR 4.00 X 0 0 0 STEVE ROWLAND DIRECTOR 4.00 X 0 0 0 TIM MULLOY DIRECTOR 1.00 X 0 0 0 0 0 0 0 false false false AEG MANAGEMENT LOUISVILLE LLC 1111S FIGUEROA ST STE 3100 LOS ANGELES CA 90015 OPERATIONS MANAGEMENT 220000 HILLIARD LYONS 500 WEST JEFFERSON STREET LOUISVILLE KY 40202 CONSULTING 120000 2 15466194 4556609 20022803 SUITE & PREMIUM SEATING REVENUE 711300 1861394 1861394 OPERATIONS CONTRACT 711300 2671933 2671933 0 0 0 0 0 0 0 4533327 14994 14994 716500 716500 0 0 0 0 0 0 0 0 0 0 REVERSAL OF LIABILITY TO KSFB 900099 697864 697864 DEBT FORGIVENESS 900099 500000 500000 0 0 0 0 0 1197864 26485488 5731191 0 731494 0 0 0 0 0 0 0 0 0 0 30000 30000 159065 159065 104556 104556 0 0 0 165000 0 165000 0 842500 842500 17528 14022 3506 0 0 0 0 0 0 21320685 21320685 0 11268867 11268867 131460 131460 SUITES- SPONSORSHIPS & FEES 746645 746645 TICKETMASTER FEES 17748 17748 DUES & SUBSCRIPTIONS 3678 3678 49000 49000 0 0 34856732 34263145 593587 0 0 5915585 5537827 0 6174507 7106676 0 0 0 0 60000 95021 403415456 33216300 380397950 370199156 19271177 16610388 0 0 10000 10000 8028349 7275534 419857568 406834602 9982010 8240035 3316121 2932719 322543882 323178294 0 0 30000000 30000000 11203047 10703047 377045060 375054095 X 42812508 31780507 42812508 31780507 419857568 406834602 -8371244 -2660757 0 X false true X true false X 939901 7117844 12569823 17595031 20022803 58245402 0 0 939901 7117844 12569823 17595031 20022803 58245402 1147360 57098042 848516 585767 834170 758630 731494 3758577 0 0 0 0 0 0 0 62003979 32617152 0.92080 0.86230 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 91605539 91605539 284001314 24074851 259926463 0 21444510 5059306 16385204 6364093 4082143 2281950 370199156 0 KSFB GUARANTEE 4828047 CENTERPLACE ADVANCE 5875000 10703047 X 23824731 -2660757 0 -2660757 26485488 0 0 26485488 34856732 0 0 34856732 0 0 34856732 Schedule D, Part X, Line 2, FIN 48 (ASC 740) footnote THE AUTHORITY RECEIVED A RULING FROM THE INTERNAL REVENUE SERVICE INDICATING THAT IT QUALIFIES AS A TAX EXEMPT ORGANIZATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. ACCORDINGLY, NO INCOME TAXES HAVE BEEN PROVIDED IN THE ACCOMPANYING FINANCIAL STATEMENTS. THE KENTUCKY DEPARTMENT OF REVENUE HAS GRANTED THE AUTHORITY EXEMPTION FROM SALES TAX ON PURCHASES MADE FOR ITS EXEMPT PURPOSE AND HAS ALSO ISSUED THE AUTHORITY AN EXEMPTION FROM AD VALOREM TAX AS A "PURELY PUBLIC CHARITY." THE AUTHORITY HAS NO MATERIAL UNCERTAIN INCOME TAX POSITIONS WHICH WOULD RESULT IN A LIABILITY TO THE AUTHORITY. THE AUTHORITY RECOGNIZES INTEREST AND/OR PENALTIES RELATED TO INCOME TAX MATTERS IN INCOME TAX EXPENSE. THE AUTHORITY RECOGNIZED NO INTEREST OR PENALTIES ON INCOME TAXES IN ITS STATEMENT OF ACTIVITIES FOR THE YEARS ENDED DECEMBER 31, 2013 OR 2012. DUE TO ITS TAX EXEMPT STATUS, THE AUTHORITY IS NOT SUBJECT TO U.S. FEDERAL INCOME TAX OR STATE INCOME TAX. THE AUTHORITY RECOGNIZES A TAX POSITION AS A BENEFIT ONLY IF IT IS "MORE LIKELY THAN NOT" THAT THE TAX POSITION WOULD BE SUSTAINED IN A TAX EXAMINATION, WITH A TAX EXAMINATION BEING PRESUMED TO OCCUR. THE AMOUNT RECOGNIZED IS THE LARGEST AMOUNT OF TAX BENEFIT THAT IS GREATER THAN 50% LIKELY OF BEING REALIZED ON EXAMINATION. FOR TAX POSITIONS NOT MEETING THE "MORE LIKELY THAN NOT" TEST, NO TAX BENEFIT IS RECORDED. THE AUTHORITY'S OPEN AUDIT PERIODS ARE 2010 THROUGH 2013. THE AUTHORITY DOES NOT EXPECT ITS UNRECOGNIZED TAX BENEFITS TO SIGNIFICANTLY CHANGE IN THE NEXT 12 MONTHS. A KENTUCKY ECONOMIC DEVELOPMENT FINANCE AUTHORITY 610600439 49127KBA7 2008-09-03 314327186 TO FINANCE A PORTION OF THE NEW ARENA IN LOUISVILLE, KENTUCKY false false false A 2050000 0 332930620 14040929 41102623 0 4971953 6423967 7632612 258758536 0 0 2010 false false true true A false false false false 0.00000 0.00000 0.00000 false false true A false false false true false false 0.0 true US BANK 2.0 true false false A false SCHEDULE K, PART I, TOTAL PROCEEDS OF ISSUE, SCH K, PART II, LINE 3 THE TOTAL PROCEEDS OF ISSUE $332,930,620 LESS: ORIGINAL ISSUE DISCOUNT $4,891,332 LESS: INTEREST INCOME $13,712,102 IS THE DIFFERENCE BETWEEN THE ISSUE PRICE $314,327,186 AND THE TOTAL PROCEEDS OF ISSUE. SCHEDULE K, PART IV, LINE 2C, NO REBATE DUE THE CALCULATION FOR COMPUTING NO REBATE DUE WAS PERFORMED ON 09/3/2013 SCHEDULE K, PART IV, LINE 5A, GUARANTEED INVESTMENT CONTRACT THE GROSS PROCEEDS THAT WERE DEPOSITED INTO THE RESERVE FUND WERE INVESTED IN A GUARANTEED INVESTMENT CONTRACT (GIC) INITIALLY WITH ROYAL BANK OF CANADA WHICH WAS ASSIGNED AND ASSUMED BY BERKSHIRE HATHAWAY INC. ON FEBRUARY 4, 2011. THE ORIGINAL TERM OF THE GIC INITIALLY AND AS ASSIGNED WAS SET TO EXPIRE ON DECEMBER 1, 2042 WITH RESPECT TO THE SENIOR BONDS AND DECEMBER 1, 2025 WITH RESPECT TO THE SUBORDINATE BONDS. SCHEDULE K, PART IV, LINE 7, ESTABLISHMENT OF WRITTEN PROCEDURES THE ORGANIZATION IS IN THE PROCESS OF ADOPTING WRITTEN PROCEDURES TO MONITOR THE ORGANIZATION'S ABILITY TO REMAIN IN COMPLIANCE WITH THE ARBITRAGE REQUIREMENTS UNDER SECTION 148 OF THE INTERNAL REVENUE CODE. THE ORGANIZATION STRIVES TO STAY ABREAST OF FEDERAL REGULATIONS AND CONSIDERS THE REPERCUSSIONS OF ALL SIGNIFICANT ACTIVITIES WHICH COULD FORESEEABLY HAVE AN IMPACT ON THE ORGANIZATION'S TAX EXEMPT BONDS AND THE ASSOCIATED FEDERAL TAX REGULATIONS. SCHEDULE K, PART V, PROCEDURES TO UNDERTAKE CORRECTIVE ACTION THE ORGANIZATION IS IN THE PROCESS OF ADOPTING WRITTEN PROCEDURES WHICH DICTATE HOW MANAGEMENT TIMELY IDENTIFIES AND CORRECTS VIOLATIONS OF FEDERAL TAX REQUIREMENTS USING THE VOLUNTARY CLOSING AGREEMENT PROGRAM PROVIDED BY THE IRS WHEN SELF-REMEDIATION IS NOT AVAILABLE TO THE ORGANIZATION. THE ORGANIZATION STRIVES TO STAY ABREAST OF FEDERAL REGULATIONS AND CONSIDERS THE REPERCUSSIONS OF ALL SIGNIFICANT ACTIVITIES WHICH COULD FORESEEABLY HAVE AN IMPACT ON THE ORGANIZATION'S TAX EXEMPT BONDS AND THE ASSOCIATED FEDERAL TAX REGULATIONS. IN THE EVENT A VIOLATION IS IDENTIFIED THE ORGANIZATION'S POLICY IS TO CORRECT THE VIOLATION AS SOON AS POSSIBLE, WHILE WORKING WITH THE FEDERAL AUTHORITIES AS NECESSARY TO ENSURE THAT SUFFICIENT CONTROLS ARE PRESENT WHICH WILL GUARD AGAINST FUTURE VIOLATIONS. Form 990, Part VI, Sec A, Line 3, Delegation of management duties THE AUTHORITY ENTERED INTO AN OPERATIONS MANAGEMENT AGREEMENT WITH AEG CORPORATION EFFECTIVE JULY 1, 2012 TO REPLACE THE FORMER CONTRACT WITH THE KENTUCKY STATE FAIR BOARD TO BE THE SOLE, INDEPENDENT MANAGING AGENT FOR THE ARENA WITH COMPLETE AUTHORITY OVER AND RESPONSIBILITY FOR ITS DAY-TO-DAY OPERATIONS. Form 990, Part VI, Sec B, Line 11b, Review of form 990 by governing body A COPY OF THE DRAFT FORM 990 INCLUDING SUPPLEMENTAL SCHEDULES, IS PROVIDED TO THE FINANCE/EXECUTIVE COMMITTEE FOR AN INITIAL REVIEW. THE FORM 990 AND SUPPLEMENTAL SCHEDULES WERE PRESENTED TO THE BOARD MEMBERS PRIOR TO ITS FILING WITH THE IRS. IN ADDITION, THE ORGANIZATION'S RETURN PREPARER AND MANAGEMENT PRESENTED A FORM 990 SUMMARY REPORT AT THIS MEETING. Form 990, Part VI, Sec B, Line 12c, Conflict of interest policy ANY DIRECTOR OR OFFICER WHO HAS A DIRECT OR INDIRECT FINANCIAL INTEREST ARE COVERED UNDER THE ORGANIZATION'S CONFLICT OF INTEREST POLICY. IN THE EVENT THAT A SITUATION ARISES WHEREBY AN INTERESTED PERSON HAS A CONFLICT OF INTEREST, HE/SHE IS OBLIGATED TO REPORT THAT POTENTIAL CONFLICT TO THE BOARD OF DIRECTORS OF THE CORPORATION. THE BOARD OF DIRECTORS SHALL DETERMINE IF A CONFLICT OF INTEREST EXISTS. THE INTERESTED PERSON MAY MAKE A PRESENTATION TO THE BOARD, BUT SHALL NOT BE PRESENT DURING THE BOARD DISCUSSION OF THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST AND SHALL ABSTAIN FROM VOTING ON THE EXISTENCE OF A CONFLICT OF INTEREST. DISCLOSURE OF A POTENTIAL CONFLICT AND THE BOARD OF DIRECTOR'S DECISION REGARDING THE CONFLICT WILL BE NOTED IN THE MINUTES. Form 990, Part VI, Sec C, Line 19, Required documents available to the public THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST.