Board of the Governor’s Office of Economic Development › pmn › files › 511147.pdf · The project is highly competitive and incentives are important to the company's decision

Board of the Governor’s Office of Economic Development Governor’s Office of Economic Development

Telephonic Meeting Only – Listen at: (801) 882-2928

July 11, 2019 • 10:00 am – 11:00 am

AGENDA

Welcome…………………. ............................................................................... Jerry Oldroyd

Motion on June 12, 2019 Meeting Minutes ....................................................... GOED Board

ED Zones ................................................................................................................. Mel Lavitt

Designation of Economic Development Zones for tax incentive eligibility. The board will consider ED Zone designation for A2B Fulfillment.

Film Incentives ................................................................................................ Virginia Pearce Film Incentives will be considered for the following projects: Blackout, Dreamland, The Nameless Days, Echo Boomers, Unstoppable.

GOED Update ............................................................................................................ Val Hale

Review of recent GOED-related activity.

Adjourn Meeting .....................................................................................................................

2019 GOED Board Meeting Dates

In accordance with the Americans with Disabilities Act, individuals requiring special accommodation during this meeting should notify Larry Shepherd at 801.538.8770 prior to the meeting.

January 8, 2019 February 14, 2019

March 14, 2019 April 11, 2019 May 9, 2019 June 13, 2019

July 11, 2019 August 8, 2019

September 12, 2019 October 10, 2019

November 14, 2019 December 12, 2019

GOED Board 2019

GOED Board Meeting Minutes May 9, 2019 • 10:00 a.m. – 12:00 p.m.

Governor’s Office of Economic Development 60 E South Temple, Fl 3

Salt Lake City, UT 84103

Members Present: Jerry Oldroyd, Ted Wilson, Stefanie Bevans, Roger Killpack, Margo Jacobs, Steve Neeleman, Christopher M. Conabee (P), Lorena Riffo-Jenson (P), Mel Lavitt (P)

Members Excused: Susan Johnson, Peter Mouskondis, Andrea Moss, Brent Brown, Annette Meier, Carine Clark

Staff: Val Hale, Ben Hart, Thomas Wadsworth, Larry Shepherd, Ginger Chinn, Lynne Mayer, Owen Barrott, Linda Gillmor, Aimee Edwards, Kimberlee Carlile, Taneesa Wright, Pete Codella, Tony Young

Visitors: Mike Flynn, Chris Pieper, Bryce Wallace, Michael O’Malley, Jake Berlin, Erin Farr, Jan Nash, Doug Wendell, Mayor Donia Jessop, Christian Kesselring

Welcome Chairman Jerry Oldroyd welcomed everyone to the May 9, 2019 GOED Board Meeting. Approval of the Minutes MOTION: Mel Lavitt moved to approve the April 11, 2019 board meeting minutes. Ted Wilson seconded the motion. The motion carried unanimously. EDTIF – Tyson Fresh Meats Inc. Project Highlights Timeline: 2019 Target Industry: Food Manufacturing Location: Utah County CapEx: $286,000,000 Jobs: 500 Average Wage: $56,000 Project Overview Tyson Fresh Meats, Inc. produces and supplies case ready beef and pork products to retail and food-service customers. The company operates as a subsidiary of Tyson Foods and has operations and offices in 24 states. The company was founded in 1960. Tyson Foods, Inc. is based in Springdale, AK is the world's second largest processor and marketer of chicken, beef, and pork and annually exports the largest percentage of beef out of the United States. Together with its subsidiaries, it operates major food brands, including Jimmy Dean, Hillshire Farm, Sara Lee, Ball Park, Wright Brand, and Statefair. Tyson Foods ranked No. 80 in the 2018 Fortune 500 of the largest United States corporations by total revenue. In order to keep up with increasing demand for products from large retail chains, Tyson Meats has decided to build a new facility that allows them to have better distribution access to western states. This new facility will produce “case-ready” beef and pork. “Case-ready” products are meat products that are sold to the retailer pre-packaged and ready to sell rather than having onsite butchers prepare and package the meat. The capital investment for the project is $286,000,000 and will provide approximately 1,700 full time positions. The positions will range from management level to hourly workers, 500 of which will be above the Utah County average wage. Tyson Fresh Meats has determined that the Western portion of the US has high potential for growth targets. For several months, the company has been searching for a location that establishes an alignment with key retailers for future growth. The project is highly competitive and incentives are important to the company's decision in order to make the project finacially feasible. The other location under consideration is Reno, NV. The company wants to move quickly and will make a final decision as soon as possible. Utah presents a strategic advantage due to population density, labor rate favorability and inbound/outbound fright efficiencies.

GOED Board 2019 IAF Request The Incentives committee originally approved Tyson Foods for an EDTIF post-performance tax credit. Local due dilligence has revealed public infrastructure needs beyond what was orginally anticipated. Those additional infrastructure needs will be a signficant benefit to future development in Eagle Mountain. Staff recommends providing Tyson with a $300,000 IAF grant for last-mile infrastructure improvements. Jobs & Revenue Full time jobs over project lifetime: 500 Company Average Wage vs. County Average Wage Max with health benefits: 356% Max w/o health benefits: 343% Min with health benefits: 126% Min w/o health benefits: 112% New State Wages & Revenue New State Wages over 9 years: $202,633,508 New State Revenue over 9 years: $27,791,620 Withholding: $7,522,769 Sales: $6,626,177 Corporate: $13,642,674 Board Member Christopher M. Conabee recused himself from this discussion and vote due to involvement in a separate project that could indirectly benefit from infrastructure provided to the Tyson Foods project. MOTION: Mel Lavitt moved to approve Tyson Fresh Meats Inc. for an EDTIF post-performance refundable tax credit of up to $5,258,324 and a post-performance IAF last-mile infrastructure grant of up to $300,000 which represents 20% of the $27,791,620 of new state revenue, which may be earned over 10 years. Margo Jacobs seconded the motion. The motion carried unanimously.

• Total EDTIF incentive not to exceed $5,258,324 EDTIF post-performance refundable tax credit. • Total post-performance IAF last-mile infrastructure grant not to exceed $300,000. • Annual EDTIF incentive amount based on 20% of qualified new incremental state tax revenues generated

and receipted in the previous calendar year. • Total incentive not to exceed 20% of qualified new incremental state tax revenues over 10 years with a

contractual recapture provision for any excess funds paid to the company. • Must meet new qualified employment projections, employee headcount at the stated wage 110% criteria at

50% for each project year. • Annual total project average salary of new employees (not each new position, this is an aggregate annual

number) to be at least 110% of the average wage each excluding company contributed health insurance. • Must commit to keep operation in Utah for the length of the incentive period, 10 years. • Incentives are site specific and subject to local incentive participation. • Local incentive proposal must be presented and approved by the GOED Incentives Committee in order for

company to be eligible for the incentive. • Only new state revenue and new jobs created after the GOED Board final approval date are eligible for this

incentive. Presentation: Jan Nash spoke to the company’s support programs for employees, community involvement, veterans hiring, chaplaincy, donations, and education programs. EDTIF – Quick Base Inc. Project Highlights Timeline: 2019 Target Industry: IT/Technology Location: Salt Lake City CapEx: $713,462 Jobs: 485 Average Wage: $98,000

GOED Board 2019 Project Overview Quick Base is a company that provides a low-code application development platform to businesses. It allows non-technical developers to build cloud applications for various business processes. The applications includes workflow and process automation, forms, and customizable reports. Quick Base, Inc. was formerly part of Intuit and was divested in March 2016. The company was backed by the private equity firm Welsh, Carson, Anderson & Stowe. In January 2019, Vista Equity Partners purchased majority equity in the company for more than $1B. The company is based in Cambridge, MA and currently has about 300 employees. Quick Base opened a test location in Utah last year to explore additional employee growth opportunities. Quickbase hired a number of Sales employees in Utah and the company is now considering whether to add additional staff in Utah (including engineering and customer service positions) or keep the headcount in Cambridge. Jobs & Revenue Full time jobs over project lifetime: 485 Company Average Wage vs. County Average Wage Max with health benefits: 275% Max w/o health benefits: 234% Min with health benefits: 221% Min w/o health benefits: 185% New State Wages & Revenue New State Wages over 5 years: $169,425,308 New State Revenue over 5 years: $6,289,915 Withholding: $6,289,915 Sales: $0 Corporate: $0 MOTION: Ted Wilson moved to approve Quick Base Inc. for an EDTIF post-performance refundable tax credit of up to $1,257,983 which represents 20% of the $6,289,915 of new state revenue, which may be earned over 5 years. Lorena Riffo-Jenson seconded the motion. The motion carried unanimously.

• Total EDTIF incentive not to exceed $1,257,983 EDTIF post-performance refundable tax credit. • Annual EDTIF incentive amount based on 20% of qualified new incremental state tax revenues generated




number) to be at least 110% of the average wage each excluding company contributed health insurance. • Must commit to keep operation in Utah for the length of the incentive period, 5 years. • Incentives are site specific and subject to local incentive participation. • Local incentive proposal must be presented and approved by the GOED Incentives Committee in order for


incentive. Presentation: Doug Wendell, CFO of Quick Base, thanked the board for its consideration of this incentive. He provided a company overview, spoke of the success they have had with their test of the market and detailed the workforce and types of jobs the project would bring to Utah.

GOED Board 2019 EDTIF – Infab Corporation. Project Highlights Timeline: 2019 Target Industry: Manufacturing Location: Hildale, UT CapEx: $5,000,000 Jobs: 90 Average Wage: $46,350 Project Overview Infab Corporation designs and manufactures radiation protection apparel and equipment for healthcare professionals. The company offers lead aprons, glasses, and gloves as well as other equipment for patient x-ray protection. Infab is the country’s largest provider of medical radiation protection equipment and sells its products through distributors in the United States and internationally, as well as online. Infab Corporation was founded in 1981 and is based in Camarillo, California. Infab currently sells radiation protective apparel and equipment all over the world. The company uses a strong direct sales team in the US and a network of distribution partners across the world. The company has experienced significant growth due to the increase in direct sales and will continue to expand this technique. Infab has maintained double digit growth since 2008. Infab is experiencing rapid growth and facing pressure from the business climate in California. In order to keep up with the increase in demand, the company is working to determine a site to open a secondary manufacturing facility. This new project will vertically integrate Infab with the main component of the product, the core protective material. This material is lead-free and provides the protection in both Infab’s products and those of its competitors. The company is looking at sites in southern Nevada and Utah. One of the potential locations for this second site is a building in Hildale, UT. Infab is currently working with a broker to potentially purchase the building. Jobs & Revenue Full time jobs over project lifetime: 90 Company Average Wage vs. County Average Wage Max with health benefits: 136% Max w/o health benefits: 129% Min with health benefits: 126% Min w/o health benefits: 120% New State Wages & Revenue New State Wages over 5 years: $11,148,000 New State Revenue over 5 years: $789,753 Withholding: $413,869 Sales: $18,988 Corporate: $356,895 MOTION: Stephanie Bevans moved to approve Infab Corporation for an EDTIF post-performance refundable tax credit of up to $157,951 which represents 20% of the $789,753 of new state revenue, which may be earned over 5 years. Steve Neeleman seconded the motion. The motion carried unanimously.

• Total EDTIF incentive not to exceed $157,951 EDTIF post-performance refundable tax credit. • Annual EDTIF incentive amount based on 20% of qualified new incremental state tax revenues generated




number) to be at least 110% of the average wage each excluding company contributed health insurance. • Must commit to keep operation in Utah for the length of the incentive period, 5 years.

GOED Board 2019

• Incentives are site specific and subject to local incentive participation. • Local incentive proposal must be presented and approved by the GOED Incentives Committee in order for


incentive. Presentation: Mayor Jessop spoke of the availability of infrastructure that led to this opportunity within her community. She also spoke of further improvements planned in the community. ED Zones:

• Motion: Approve the creation of economic development zones for Ogden in support of their letter of request detailing the expansion of Amer Sports Corporation at 961 West 2nd St, Ogden, UT 84404 and 2030 Lincoln Ave. Ogden, UT 84401

• Motion: Approve the creation of an economic development zone for Sandy in support of their letter of request detailing the expansion of AvidXchange, Inc. at 111 E Sego Lily Dr, Suite 300 Sandy, Ut 84070.

• Motion: Approve the creation of an economic development zone for Sandy in support of their letter of request detailing the expansion of Cornerstone OnDemand, Inc. at 75 W Towne Ridge Parkway, Suite 300. Sandy, UT 84070

MOTION: Jerry Oldroyd moved to approve the ED Zones as presented. Ted Wilson seconded the motion. The motion carried unanimously. Rural Fast Track Grant Endorsements

GOED BOARD

RURAL FAST TRACK GRANT FULL CIRCLE, LLC (SUMMIT INN PIZZA)

MAY 9, 2019 The Office of Rural Development recommends a Rural Fast Track capital investment grant for Full Circle, LLC, located in Garden City, Rich, for the purpose of building expansion and new equipment to accommodate dine-in options for their restaurant. The total project cost is valued at Forty-five thousand dollars ($45,000). MOTION: Endorse a Rural Fast Track capital investment grant for Full Circle, LLC in the amount of $22,500. The company expects to create one (1) new full time position paying at least 110% of the county average wage. Upon proof of job retention for a period of 12 consecutive months, the company also qualifies for a grant fund reimbursement of up to one thousand, five hundred dollars ($1,500)

GOED BOARD RURAL FAST TRACK GRANT

HSE1, LLC (EAGLE STOP NORTH)

MAY 9, 2019 The Office of Rural Development recommends a Rural Fast Track capital investment grant for HSE1, LLC, located in Panquitch, Garfield County, for the purpose of restaurant expansion to the Eagle Stop North to open a self-serve yogurt franchise. The total project cost is valued at One-hundred and twenty-five thousand dollars ($125,000). MOTION: Endorse a Rural Fast Track capital investment grant for HSE1, LLC in the amount of $50,000. The company expects to create one (1) new full time position paying at least 110% of the county average wage. Upon proof of job retention for a period of 12 consecutive months, the company also qualifies for a grant fund reimbursement of up to one- thousand, five hundred dollars ($1,500).

GOED Board 2019 MOTION: Mel Lavitt moved to endorse the Rural Fast Track grant as presented. Roger Killpack seconded the motion. The motion carried with a single dissenting vote from Christopher M. Conabee. GOED Update Val Hale provided an update on upcoming events and recent activities and efforts within GOED and its programs. Incentives Update Thomas Wadsworth, Director of Corporate Growth and Business Development, provided an update on the Incentives Program regarding new and existing projects. EDCUtah Update Michael Flynn, COOof EDCUtah, presented on the status of current and upcoming projects in the pipeline. Meeting Adjourned

GOED BOARD

ECONOMIC DEVELOPMENT ZONE A2B FULFILLMENT, INC.

7/11/19 ESTABLISH AN ECONOMIC DEVELOPMENT ZONE FOR THE PURPOSE OF SUPPORTING THE EXPANSION OF A2B FULFILLMENT, INC. AT 596 ANDREWS WAY, OGDEN, UT 84404. MOTION: APPROVE THE CREATION OF AN ECONOMIC DEVELOPMENT ZONE FOR OGDEN IN SUPPORT OF THEIR LETTER OF REQUEST DETAILING THE EXPANSION OF A2B FULFILLMENT, INC. AT 596 ANDREWS WAY, OGDEN, UT 84404.

GOED BOARD – COMMUNITY FILM INCENTIVE PROGRAM EXECUTIVE SUMMARY

MAINSTAY PRODUCTIONS, LLC “Blackout”

July 11, 2019

Project Highlights • Category: Feature • Genre: Thriller • Director: John Lyde • Producer: John Lyde, Paul D. Hunt

Utah Jobs and Revenue

• Estimated Cast: 11 • Estimated Cast Average Daily Salary: $335.00 • Estimated Crew: 20 • Estimated Crew Average Daily Salary: $300.00 • Estimated Extras: 100 • Estimated Extras Average Daily Salary: $50.00 • Length of Film Production: 100 • Estimated Spend: $286,480.00

Project Schedule

• Prep: June 15, 2019 through July 08, 2019 • Principal Photography: July 08, 2019 through July 20, 2019 • Wrap: July 21, 2019 through July 24, 2020 • Post Production: July 21, 2019 through October 31, 2019

Summary A successful artist survives a car wreck but finds discrepancies in the description of her former life by her husband, her business manager, and her manager's wife. As the artist pieces together the truth, she rebuilds her life—and finds who she can trust and who she must protect herself from.

Proposed Motion Approve for Mainstay Productions, LLC, a Community Film Incentive Program post-performance cash rebate up to $57,296.00 (which represents 20% of dollars left in state) for the production of “Blackout”.

• Incentive offer based on receipt of a complete CFIP application including a script and proof of financing • At least 85% of the production’s cast/crew must be Utah residents • All minimum required criteria and requirements are met as specified on the CFIP rules and incentive

contract • Dollars left in state start date no earlier than 30 days prior to the original Governor’s Office of Economic

Development Board of Directors approval

GOED BOARD – COMMUNITY FILM INCENTIVE PROGRAM EXECUTIVE SUMMARY

DREAMLAND ENTERTAINMENT, LLC “Dreamland” July 11, 2019

Project Highlights • Category: Episodic • Genre: Drama • Director: Brandon Ho • Producer: J.R. Andrus



Project Schedule

• Prep: June 16, 2019 through August 18, 2019 • Principal Photography: August 19, 2019 through September 16, 2019 • Wrap: September 16, 2019 through September 17, 2019 • Post Production: August 02, 2019 through February 01, 2020

Summary Dreamland is a multi-part series revolving around the residents of a small town who's romantic lives resemble the stories of classic fairy tales.

Proposed Motion Approve for Dreamland Entertainment, LLC, a Community Film Incentive Program post-performance cash rebate up to $80,000.00 (which represents 20% of dollars left in state) for the production of “Dreamland”.

• Incentive offer based on receipt of a complete CFIP application including a script and proof of financing • At least 85% of the production’s cast/crew must be Utah residents • All minimum required criteria and requirements are met as specified on the CFIP rules and incentive

contract • Dollars left in state start date no earlier than 30 days prior to the original Governor’s Office of Economic


GOED BOARD – MOTION PICTURE INCENTIVE PROGRAM EXECUTIVE SUMMARY

THE NAMELESS DAYS, LLC “The Nameless Days”

July 11, 2019

Project Highlights • Category: Feature • Genre: Horror • Director: Andrew Mecham, Matthew Whedon • Producer: Craig Steiner, Larissa Beck



Project Schedule

• Prep: May 27, 2019 through June 23, 2019 • Principal Photography: June 24, 2019 through August 15, 2019 • Wrap: August 19, 2019 through September 06, 2019

Post Production: August 19, 2019 through December 31, 2019

Summary Border crossing mixed with science fiction to create a psychological thriller from a team of young, Utah County filmmakers that are getting noticed by larger studios for their creativity and talent.

Proposed Motion Approve for The Nameless Days, LLC, a Motion Picture Incentive Program post-performance MPIP Cash Rebate of no more than $129,991.80 (which represents 20% of dollars left in state) for the production of “The Nameless Days”.

• Incentive offer based on receipt of a complete MPIP application including a script and proof of financing • Must meet $500,000 minimum dollars left in state to be eligible for the base line incentive of 20% of

dollars left in state • At least 75% of the production’s cast/crew must be Utah residents • Dollars left in state start date no earlier than 60 days prior to the Governor’s Office of Economic



ECHO BOOMERS PRODUCTIONS, LLC “Echo Boomers”

July 11, 2019

Project Highlights • Category: Feature • Genre: Drama • Director: Seth Savoy • Producer: Lucas Jarach


• Estimated Cast: 30 • Estimated Cast Average Daily Salary: $630.00 • Estimated Crew: 50 • Estimated Crew Average Daily Salary: $300.00 • Estimated Extras: 150 • Estimated Extras Average Daily Salary: $106.00 • Length of Film Production: 43 • Estimated Spend: $1,256,014.63

Project Schedule

• Prep: July 04, 2019 through August 04, 2019 • Principal Photography: August 05, 2019 through August 28, 2019 • Wrap: August 29, 2019 through September 02, 2019

Summary Five post grads figure the best way to get back at the unfair economy and live the life they've always wanted is to steal from the rich and give to themselves. Proposed Motion Approve for Echo Boomers Productions, LLC, a Motion Picture Incentive Program post-performance MPIP Cash Rebate of no more than $251,202.93 (which represents 20% of dollars left in state) or no more than $314,003.66 if additional criteria are satisfied (which represents 25% of the dollars left in state) for the production of “Echo Boomers”.

• Incentive offer based on receipt of a complete MPIP application including a script and proof of financing • Must meet $1,000,000 minimum dollars left in state to be eligible for the base line incentive of 20% of

dollars left in state • Dollars left in state start date no earlier than 30 days prior to the Governor’s Office of Economic

Development Board of Directors approval • Echo Boomers Productions, LLC may be eligible for an additional 5% incentive upon verification of

meeting the criteria as adopted by the GOED Board and administered by the Governor’s Office of Economic Development and the Utah Film Commission, including a $1,000,000 minimum dollars left in state. At least 75% of the production’s cast/crew must be Utah residents or 75% of the production’s Utah principal production days must occur in a rural area. Total incentive with this condition, if all terms are met to the satisfaction of the Utah Film Commission, shall not exceed $314,003.66 (25% of the dollars left in state).


ON THE MAT PRODUCTIONS, LLC “Unstoppable” July 11, 2019

Project Highlights • Category: Feature • Genre: Drama • Director: TBD • Producer: Andy Fraser, 101 Studios


• Estimated Cast: 25 • Estimated Cast Average Daily Salary: $1,500.00 • Estimated Crew: 85 • Estimated Crew Average Daily Salary: $400.00 • Estimated Extras: 1,800 • Estimated Extras Average Daily Salary: $140.00 • Length of Film Production: 107 • Estimated Spend: $6,715,320

Project Schedule

• Prep: August 05, 2019 through September 21, 2019 • Principal Photography: September 23, 2019 through November 08, 2019 • Wrap: November 11, 2019 through December 31, 2019

Summary Unstoppable tells the story of national wrestling champion Anthony Robles overcoming incredible odds to win the NCAA title. Proposed Motion Approve for On The Mat Productions, LLC, a Motion Picture Incentive Program post-performance MPIP Tax Credit of no more than $1,343,064.00 (which represents 20% of dollars left in state) or no more than $1,678,830 if additional criteria are satisfied (which represents 25% of the dollars left in state) for the production of “Unstoppable”.

• Incentive offer based on receipt of a complete MPIP application including a script and proof of financing • Must meet $1,000,000 minimum dollars left in state to be eligible for the base line incentive of 20% of

dollars left in state • Dollars left in state start date no earlier than 30 days prior to the Governor’s Office of Economic

Development Board of Directors approval • On The Mat Productions, LLC may be eligible for an additional 5% incentive upon verification of

meeting the criteria as adopted by the GOED Board and administered by the Governor’s Office of Economic Development and the Utah Film Commission, including a $1,000,000 minimum dollars left in state. At least 75% of the production’s cast/crew must be Utah residents or 75% of the production’s Utah principal production days must occur in a rural area. Total incentive with this condition, if all terms are met to the satisfaction of the Utah Film Commission, shall not exceed $1,678,830 (25% of the dollars left in state).

Documents

Board of the Governor’s Office of Economic Development › pmn › files › 511147.pdf · The project is highly competitive and incentives are important to the company's decision