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Y
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JEFFREY S. BAKERDAVID C. BRENNANMICHAEL J. MOOREJ. MICHAEL NAUGHTONKENNETH S. RITZENBERGDEAN S. SOMMERDOUGLAS H. WARDKEVIN M. YOUNGJOSEPH F. CASTIGLIONEJAMES A. MUSCATO IIROBERT A. PANASCIALLYSON M. PHILLIPSKRISTIN LAVIOLETTE PRATTYoung, Sommer, Ward, Ritzenberg, Baker & Moore, LLCCOUNSELORS AT LAW
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LBANY
, NY 12205Phone: 518-438-9907 • Fax: 518-438-9914
Saratoga Office:Phone: 518-580-0163 / 518-580-0943 www.youngsommer.comO
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H.R. A
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LIZABETH
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ParalegalsGregory D. FaulknerAllyssa A. TillsonAmy S. Young
Writer’s Telephone Extension: 227 jbaker@youngsommer.com
 November 18, 2009
VIA FACSIMILE AND REGULAR MAIL
Thomas DiNapoli, Comptroller Officer of the State Comptroller 110 State StreetAlbany, New York 12236Senator Bill Perkins817 Legislative Office BuildingAlbany, New York 12247Assemblyman Richard Brodsky442 Legislative Office BuildingAlbany, New York 12248
 Re: Bond Approvals for the Atlantic Yards Project 
Dear Comptroller DiNapoli, Senator Perkins and Assemblyman Brodsky,The Empire State Development Corporation’s Brooklyn Atlantic Yards project has undergonesubstantial financial, revenue model, design and construction changes since it was first approved by the Public Authorities Control Board (PACB) on December 20, 2006.The relevant sections of the Urban Development Corporation Act require PACB resolution of approval
prior to entering into any project-related financing
.The PACB
may approve applications only upon its determination that, with relation to any proposed project, there are commitments of funds sufficient to finance the acquisition and construction of such project 
.Since the time of the 2006 approval, the ESDC has issued and approved a Modified GeneralProject Plan, the MTA and FCRC have struck a new deal for the sale of the MTA VanderibltYards to the developer and as per the above, the arena financing, along with the rest of the project has been radically altered.
 
2This mandates a new PACB review for Atlantic Yards as the changes since 2006 raise seriousquestions about the availability of funds to finance the project. The tax-exempt arena bond,which has yet to be issued—but is scheduled to be authorized on Tuesday, November 24 is of specific and urgent concern. These bonds are technically non-recourse to the State, but it isgenerally understood that should a default occur the State and its taxpayers will be on the hook.The PACB was formed specifically to guard against reckless borrowing by ESDC that couldresult in defaults and place the State in a moral obligation to support the bonds.There is no way for the PACB to know if the current Atlantic Yards proposal is financially soundand feasible.Since December 2006 the following substantial changes have occurred:
 
The Project was approved at $4 billion is now at least $4.9 billion.
 
The arena price tag shot up from $637 million to $900 million.
 
In 2006 it was uncertain what the amount of the arena bond would be, but it is now at least$700 million.
 
It is unknown if or when housing bonds will be available for the project’s proposedaffordable housing component.
 
Financing agreements were signed more than one year after the 2006 PACB approval andnew financing agreements are reportedly still under negotiation. Both these old and newagreements have never been vetted by the PACB (or the Comptroller).
 
It is unknown what rating the arena bond may get, but it has been reported that FCRC ishaving trouble getting a credible rating.
 
Changes in the project revenue model:
a.
 
The number of arena luxury boxes has been substantially reduced from 170 to 100since the 2006 approval. It is unknown what the rental of these suites would besince the economy has changed, but in 2006 FCRC projected a range of $58,000to $580,000 and KPMG, in consultation, projected a range of $65,000 to$450,000. b.
 
Whatever the suite rental projection is now, the total number of suites would bereduced by 41%, and a reduction of suite revenue would be
at least 
41%.c.
 
The suites went on sale on May 5, 2008
1
, since that time, over 21 months, only20% have sold according to Nets President Brett Yormark 
2
.d.
 
The new Yankees and Mets stadiums having major trouble filling expensive seatsand suites, and their bond issues have been devalued. The Nets are not nearly as popular and beloved as the Yankees and Mets.e.
 
The terms of the Barclays naming rights deal are unknown. At the end of 2008Barclays and FCRC reportedly renegotiated the sponsorship which had previously been reported to be either $300 million or $400 million. This revenue stream isnot publicly available. 
1
 
Crain’s
. May 5, 2008. http://www.nolandgrab.org/archives/2008/05/nets_hold_court.html
2
 
 Bloomberg News
. March 13, 2009. http://www.bloomberg.com/apps/news?pid=20601079&sid=aQKlOiAxeHr8&refer=home
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