Board of Directors Meeting

Board of
Directors Meeting
Tuesday, March 12, 2013
Conference Room 4/B, 4th Floor
11 0 William Street, New York, NY 10038
New York City
Industrial Development Agency

New York City
Industrial Development Agency
11 0 William Street, New York, NY 10038
212/619.5000
www.nycedc.com/nycida
March 1, 2013
To the Members of the Board of Directors and their Alternates:
Amanda M. Burden
Michael A. Cardozo, Esq.
Albert V. De Leon, Esq.
Barry Dinerstein
Kevin Doyle
Andrea Feirstein
Anthony C. Ferreri, Esq.
Bernard Haber
Eugene Lee
John C. Liu
James McSpiritt, Esq.
Matthew Mirones
David Morris
Seth W. Pinsky, Esq.
Albert M. Rodriguez, Esq.
Robert D. Santos, Esq.
Robert K. Steel
Maria Torres-Springer
1 am pleased to provide you with this notice of meeting of the Board of Directors of the New
York City Industrial Development Agency (the "Agency"). The meeting will be held at 9:00a.m.
on Tuesday, March 12, 2013, at the offices of the New York City Economic Development
Corporation ("NYCEDC"), 4th Floor Conference Room, 110 William Street, New York, New York.
The agenda of this meeting is described in details in the enclosed book. Please confirm your
attendance by calling Fran Tufano at (212) 312-3598. This notice is being provided to you
pursuant to and in accordance with the By-Laws of the Agency.
As required by law, the Agency will hold public hearings on projects to be presented at this
Board meeting. The next public hearing is scheduled for 10 a.m. on Thursday, March 7, 2013, at
the offices of NYCEDC. Applications and related information to be discussed at the March
hearings are currently available. Please notify Fran Tufano at {212} 312-3598 if you are
interested in obtaining any background material on any projects being presented at these
hearings. You are of course welcome to attend the hearings. In any event, we will send to you in
advance of the Board meeting a summary of any issues raised and a copy of any written
testimony submitted during the hearings with respect to projects on the agenda.

Following the March Board meeting, the Agency's next public hearing will take place at 10:00
a.m. on Thursday, April 4, 2013 and the date for the next Board meeting is proposed to be
Tuesday, April 9, 2013.
We look forward to seeing you on March 12th.
I
lincerely,
J;tJo
Executive Director

NEW YORK CITY
INDUSTRIAL DEVELOPMENT AGENCY
BOARD OF DIRECTORS MEETING
March 12, 2013
Table of Contents
Administrative Items
1. Minutes of the February 13,2013 Meeting
Financials and Accounting Items
2. Interim Financial Statements (January 2013)
New Transaction Resolutions
3. 149 Street Food Corp.
4. Eclectic/Encore Properties, Inc.
Additional Resolutions
5. 185 Canal Street, LLC
6. Rock Beach Food Corp.
Post-Closing Resolutions
7. American Airlines, Inc.
Other Items
8. Progress Report
9. Default Report
10. Ratio Definitions

MINUTES OF THE
MEETING OF THE BOARD OF DIRECTORS
OF
NEW YORK CITY INDUSTRIAL DEVELOPMENT AGENCY
HELD AT THE 110 WILLIAM STREET OFFICES OF
NEW YORK CITY ECONOMIC DEVELOPMENT CORPORATION
FEBRUARY 13, 2013
The following directors and alternates were present, constituting a quorum:
Seth W. Pinsky, Chairman
Barry Dinerstein, alternate for Amanda M. Burden,
Chair of the City Planning Commission of The City of New York
Kevin Doyle
Anthony C. Ferreri
Bernard Haber
James McSpiritt, alternate for Michael A. Cardozo, Esq.,
Corporation Counsel of The City of New York
Mathew Mirones
David Morris, alternate for John C. Liu,
Comptroller ofThe City of New York
Albert M. Rodriguez
Maria Torres-Springer
The following directors were not present:
Albert V. De Leon
Andrea Feirstein
Eugene Lee, alternate for Robert K. Steel,
Deputy Mayor for Economic Development ofThe City of New York
Robert D. Santos
Also present by invitation of the Board were members of New York City Economic
Development Corporation ("NYCEDC") staff and interns.
Also present at the meeting were Arthur Cohen and Sarah Kim from Hawkins Delafield &
Wood LLP; Scott Singer from Nixon Peabody LLP; Steve J. Adnopoz from Gonzalez Saggio &
Harlan LLP; Patricia Mollica from Winston & Strawn LLP; John Ravelli from the City Department
of Finance; Elizabeth Bird from Good Jobs New York; Cathy Hanson from the NYC Comptroller's
Office and other members ofthe public.
Seth W. Pinsky, President of NYCEDC and Chairperson of NYC Industrial Development
Agency (the "Agency" or "NYCIDA"), convened the meeting of NYCIDA at 9:06a.m., at which
point a quorum was present.
LDCMT -26-2909

1. Adoption of the Minutes of the January 8, 2013 Board of Directors Meeting
As the first order of business, Mr. Pinsky asked if there were any comments or questions
relating to the minutes of the January 8, 2013 Board of Directors meeting. There being no
questions or comments, a motion to approve such minutes was made, seconded, and adopted
unanimously.
2. Financial Statements for December 31, 2012 and 2011 (Unaudited)
Brian Halber, Director of Financial Reporting for NYCEDC, presented the Agency's
Financial Statements for December 31, 2012 and 2011 (Unaudited) evidencing that the Agency
recognized total project finance fees from 11 transactions totaling approximately $1.6 million in
addition to $100,000 from Liberty Bond project finance fees and $200,000 in Ext ell GT LLC
project finance fees. Mr. Halber stated that in regard to other income derived from
compliance, post-closing and other fees, the Agency recognized approximately $658,000. Mr.
Halber stated that in regard to expenses the Agency made an initial payment to the NYCEDC in
the amount of $800,000 for the creation and administration of the Hurricane Emergency Loan
Program. Mr. Halber stated in regard to expenditures that no major operating expenses
occurred.
Mr. Morris stated that with respect to note 6 and the special projects, he commended
Agency staff for presenting very detailed and very informative status reports on the special
projects and funded studies in the Board materials. Mr. Morris stated that the special projects
run a broad gamut and some of them were broadly characterized, such as waterfront studies.
Mr. Morris recommended that the Board discuss how the Agency could conduct its studies
while coordinating with other City agencies so that the Agency could capitalize on other
people's work, which could reduce costs and help others in the work that the Agency had
undertaken, and vice versa. Mr. Pinsky stated that Agency staff make a significant attempt to
coordinate with other City agencies. Mr. Pinsky stated that if Mr. Morris was aware of
examples of studies where there was a duplication of efforts across City agencies that he should
bring them to the attention of Agency staff. Mr. Pinsky stated that Agency staff would be
happy to have discussions regarding this issue in the future.
3. Appointment of Officers
Jeffrey Lee, a Vice President of NYCEDC and Executive Director of the Agency, presented
for approval the appointment of Tabitha Gil lim and Howard Spieler as Assistant Secretaries to
the Agency. There being no comments or questions, a motion to approve such appointments
was made, second, and approved unanimously.
LDCMT-26·2909

4. Rock Beach Food Corp.
Molly Hartman, a Project Manager for NYCEDC, presented for review and adoption Rock
Beach Food Corp. ("Rock Beach"), a straight-lease (Industrial Incentive Program) inducement
resolution and an associated deviation from the Agency's Uniform Tax Exemption Policy
("UTEP") policy. Ms. Hartman stated that there was a correction to be made in the Board
materials which was that the project was noticed at the public hearing held on February 7 1 h,
2013. Ms. Hartman described the project and its benefits, stating that staff had reviewed the
Environmental Assessment Form ("EAF") and recommended the adoption of a SEQRA
determination that there are no significant effects upon the environment.
In response to a question from Mr. Morris, Ms. Hartman stated that the benefits
provided by the sales tax exemption program were also provided within the Food Retail
Expansion to Support Health ("FRESH") program so both would not be available to Rock Beach.
Ms. Hartman stated that Rock Beach was eligible for the Hurricane Emergency Loan Program
("HELP") program but did not believe they were pursuing that as a source of financing. In
response to a question from Mr. Morris, Ms. Hartman stated that if Rock Beach pursued
assistance from the HELP program it wouldn't impact their deal structure but that they were
still finalizing their financing. In response to a question from Mr. Morris, Ms. Hartman stated
that the FRESH program requirements were related to the interior selling space and the interior
layout of the store did qualify for the FRESH program and had been approved by the City's
Department of City Planning. Ms. Hartman stated that Rock Beach offered more than 50% of
the interior selling space for groceries with over 2,000 square feet of produce. Mr. Dinerstein
stated that as a point of clarification one of the requirements for the FRESH program was that
the store had to be at least 6,000 square feet and that the benefits accrued only for the
supermarket operation and not to any other ancillary retail operation that would be in the
building. In response to a question from Mr. Morris, Mr. Dinerstein stated that if there was a
very large building with a supermarket, it could occupy less than 50% of the shopping center
because if the typical shopping center was 50,000 square feet with a 20,000 square foot
supermarket but the building has 30,000 square feet of ancillary retail the supermarket would
qualify, and the idea was to provide the benefits only to the supermarket.
In response to a question from Mr. Mirones, Ms. Hartman stated that Rock Beach was
hoping to staff up to previous levels, which totaled five and a half full-time equivalent
employees. Mr. Pinsky stated that there were a number of part-time employees that add up to
the equivalent of five and a half full-time employees, which is not atypical for this kind of
operation. In response to a question from Mr. Mirones, Ms. Hartman stated that there were
additional part-time employees at the store that work just a few hours a week, at busier times
of the day, as well as on the weekends. Mr. Morris stated that the project was a tough one
because the Comptroller's Office wanted to support any business that was affected by
Hurricane Sandy and actively looked for ways to do that. Mr. Morris stated that it was difficult
to support the project due to the high cost-per-job which was among the higher costs that the
Board had seen which would yield 5.5 paying jobs at the end of 3 years, paying approximately
$8 per hour. Mr. Morris stated that that was a lot of money to be spent on the creation of
LDCMT·26·2909

entry level jobs at ordinarily modest wages.
In response to a question from Mr. Morris, Mr. Pinsky stated that the purpose of the
FRESH program was not simply to create employment but also to ensure vital service to
communities that were lacking that service. Mr. Pinsky stated this was especially true for a
community like the Rockaways which lacked these services before Hurricane Sandy but now has
even fewer services available. Mr. Pinsky stated that he would like to point out that the dollar
amount of the benefits was primarily coming from a property tax abatement that was paid out
over 25 years, which was not to say that the aggregate number wasn't important, but on an
annual basis the number that the Board was talking about was relatively modest. Mr. Pinsky
stated that the Board materials were showing the benefits per job because that was the
Agency's standard template but that the benefits per job doesn't tell the whole story of why
the Agency was offering the benefits to Rock Beach. Mr. Pinsky stated that the Agency was
looking to ensure that a service, which was vital to this community, be returned as quickly as
possible. Mr. Pinsky stated that the Agency was looking to help the people of the area both to
find economic opportunity, which was the job creation aspect, and also to ensure that the
community was able to get their very basic needs met such as the availability of food. Mr. Lee
stated that not only was it important for Rock Beach to meet the needs of providing food to the
surrounding community but also that the food-related retail be compliant with the FRESH
program, meaning that there was a minimum square footage dedicated to fresh produce and
groceries. In response to a question from Mr. Morris, Mr. Lee stated that Agency staff had
been talking with groups like Rockaway Development and Revitalizaton Corporation and local
elected officials such as Council Member Eric Ulrich and Queens Borough President Helen
Marshall who have been strongly supportive of this project and have the best understanding of
the local situation. In response to a question from Mr. Ferrari, Mr. Morris stated that the
Comptroller's Office conducted its own investigation within the local community and that their
findings of that survey were not in the same vein as the Agency's findings. In response to a
question from Mr. Ferrari, Mr. Pinsky stated that the local elected officials had expressed strong
support for the Agency using the FRESH benefits to get Rock Beach reopened. In response to a
question from Mr. Ferrari, Mr. Pinsky stated that the local population was those elected
official's constituency.
There being no further comments or questions, a motion to approve the inducement
resolution on behalf of Rock Beach, was made, seconded and adopted with Mr. Morris voting in
opposition.
5. Service Contract for the Comprehensive Citywide Ferry Study
Hannah Henn, a project manager for NYCEDC, presented for review and approval a
proposal for a service contract with NYCEDC in order for NYCEDC to subcontract with
consultants to perform the 2013 Citywide Ferry Study and an environmental assessment of
existing potential ferry locations. Ms. Henn described the program and its benefits.
LDCMT-26-2909

There being no further comments or questions, a motion to approve the
aforementioned service contract was made, seconded and unanimously adopted.
6. Service Contract for the Mitigation and Restoration Strategies for Habitat and
Ecological Sustain ability
Andrew Genn, a Senior Vice President for NYCEDC, presented for review and approval a
proposal for a service contract with NYCEDC in order for NYCEDC to explore policies and
strategies that foster sustainable waterfront development while also enhancing and protecting
the City's coastal resources through implementing the Mitigation and Restoration Strategies for
Habitat and Ecological Sustainability Initiative ("MARSHES"). Mr. Genn described the program
and its benefits.
In response to a question from Mr. Haber, Mr. Genn stated that the scope of the study
was citywide but the study's initial focus had been around the Jamaica Bay, Newtown Creek
and Flushing Bay areas. In response to a question from Mr. Haber, Mr. Genn stated that ifthe
pilot program was effective, then the entire city would benefit from it. Mr. Morris stated that
there was overlap of several agencies performing similar studies such as those conducted by
the City's Office of Long-Term Planning and Sustainability, the City's Department of
Environmental Protection and the City's Department of Parks and Recreation. Mr. Morris
recommended that there should be a master plan and a pipeline for these studies so as to avoid
duplicating work across City agencies. Mr. Pinsky stated that the study being presented to the
Board examined a different concept than those Mr. Morris was referring to. Mr. Genn stated
that the study focused on the creation of a banking system for the City and was being
conducted in conjunction with the City's Office of Long-Term Planning and Sustainability, the
City's Department of Environmental Protection and the City's Department of Parks and
Recreation. Mr. Genn stated that Agency staff were coordinating with the Mayor's Office and
the aforementioned agencies to make sure the study was successful. In response to a question
from Mr. Rodriquez, Mr. Genn stated that the City was divided into different watershed areas,
so there would be banks representative of each watershed area and that there would be a
banker who would conduct a restoration project. Mr. Genn stated that in order for
development to be conducted within a certain area of the City a developer would go to the
appropriate bank and purchase the necessary credits. In response to a question from Mr.
Rodriguez, Mr. Genn stated that this type of system incorporated federal and state law which
requires developers to avoid, minimize and then mitigate an affected area. Mr. Genn stated
that when a project was conducted on waterfront property one must first demonstrate that
one can completely avoid any negative impact and come up with an alternative. Mr. Genn
stated that implementing this new system did not change the usual course of events when
mitigating an affected area. Mr. Genn stated that at the end of the process of analyzing
impacts, only the smallest amount of impact is left and that what typically happens was a
private developer, or an agency like New York City Economic Development Corporation, must
find a site, usually a small site somewhere else in the City, which Agency staff found takes a
long time. Mr. Genn stated that since the mitigation would be conducted anyway, identifying
large, contiguous wetlands and putting resources into those wetlands upfront would allow
LDCMT·26-2909

more restoration to happen sooner. Mr. Pinsky stated that as Agency staff look for ways to
protect the City against the impacts of climate change one such area was significant wetlands
restoration, which could be expensive and that this was a viable strategy to finance it. Mr.
Pinsky stated that this program was supported by Governor Cuomo in his post-Hurricane Sandy
report. Mr. Pinsky stated that Mr. Morris' concerns were valid and that Agency staff would
make sure the program would not create other problems on top of the problem Agency staff
was trying to solve. In response to a question from Mr. Haber, Mr. Genn stated that the
Kosciusko Bridge project was a specific area, which would probably have specific mitigation
needs. Mr. Genn stated that Agency staff was well informed about those types of projects and
that implementing this banking system and being able to demonstrate a new way of looking at
how to offset these impacts would benefit the entire City.
There being no further comments or questions, a motion to approve the
aforementioned service contract was made, seconded and unanimously adopted.
7. Service Contract for the Oil and Gas Supply Chain Study
Miquela Craytor, a Vice President for NYCEDC, presented for review and approval a
proposal for a service contract with NYCEDC in order for NYCEDC to seek to enhance its
knowledge of the distribution of oil/gas as well as its distribution, storage, processing and
shipping in and out of the City through a subcontractor who would develop a geographic
database of oil/gas distribution, storage, processing and shipping in and around the City (the
"Oil/Gas Supply Chain Study"). Ms. Craytor described the program and its benefits.
In response to a question from Mr. Rodriguez, Ms. Craytor stated that the study would
focus on gas and heating oil in all forms. In response to a question from Mr. Rodriguez, Mr.
Pinsky stated that there were some natural gas dislocations after Hurricane Sandy and that
around 80,000 customers lost gas service, which was not due to the pipelines since they
survived largely intact but instead due to the loss of electricity at transfer stations. In response
to a question from Mr. Rodriguez, Ms. Craytor stated that the study would focus on all of the
fuel and oil that goes in and out of the City from a residential and business perspective. Ms.
Craytor stated that one of the things Agency staff found was that certain agencies use their
backup generators that require fuel and that when they couldn't get that fuel, even larger
logjams resulted. Mr. Ferreri stated that in Staten Island he was responsible for two hospitals,
which found themselves in a desperate situation where they could not have access to gasoline.
Mr. Ferreri stated that one of the hospitals was running for five days off a generator, which
became a critical issue. Mr. Ferreri stated that gasoline was shipped into the Staten Island
Armory and that there violence broke out among people trying to buy gasoline at gas stations.
Mr. Ferreri stated that gasoline was shipped from Fort Dix to the hospital where they
distributed gasoline to all healthcare workers in the community, which was not the best way to
deal with the crisis. Mr. Ferreri stated that he supported the program.
In response to a question from Mr. Morris, Ms. Craytor stated that she coordinated with
the Mayor's Office of Emergency Management's staff as well as other agencies that were
LDCMT-26-2909

involved in the Hurricane Sandy relief effort. Ms. Craytor stated that one interesting finding
was that this was an area that the City didn't typically regulate, in the same way that utilities
were regulated, so Agency staff found that no one had a good sense of who all the players were
and that information wasn't being received in real time in a way that was useful to respond to
the emergency as efficiently as it could have been. Ms. Craytor stated that she coordinated
with those City agencies and learned in the process of proposing or contemplating this study
that they were not looking at how to store contact information and make it usable at different
levels so that it was not locked into just one agency. Ms. Craytor stated that one of the big
issues was that sometimes agencies had information which other agencies that did not, so this
was why this particular product would be uniquely useful in function. In response to a question
from Mr. Morris, Ms. Craytor stated that in terms of looking at this particular platform, what
Agency staff learned from a potential vendor was that the supply chain system that he had was
the only one in the market that functions in this more dynamic way, which made conducting
this study even more attractive. Ms. Craytor stated that Agency staff had talked to staff at the
City's Department of Information Technology and Telecommunications' Geographic
Information Technologies and Services department (GIS Services), who were trying to
understand how this was different from how other vendors function.
There being no further comments or questions, a motion to approve the
aforementioned service contract was made, seconded and unanimously adopted.
8. Adjournment
There being no further business to come before the meeting, pursuant to a motion
made, seconded, and unanimously adopted the meeting of the Board of Directors was
adjourned at 9:48a.m.
LDCMT-26-2909

FINANCIAL STATEMENTS
New York City Industrial Development Agency
(a component unit of the City of New York)
JANUARY 31, 2013 and 2012
(Unaudited)

New York City Industrial Development Agency
(a component unit of the City of New York)
Combined Statements of Revenues, Expenses and Changes in Fund Net Assets
(unaudited)
For the Seven Months Ended January 31,
2013 2012
Operating revenues:
Finance fees $ l ,930,056 $ 753,626
Finance fees - Liberty bonds !00,000 9,907,977
Compliance fees 542,85! 704.811
Application fees 75,000 !20,000
Post closing fees 62,500 65,000
Recapture income 2,39!,3!5 !3,538
Other income !!,833 !6,885
Total operating revenues (Note I) 5, !!3,555 !!,58!.859
Operating expenses:
Management fees 3,530,402 3.530,402
Consulting fees 6,745
Audit fees !3.559
Public hearing expenses 55,254 5!,469
Marketing/ Advertising 70! 2,280
Legal fees 5,000
Miscellaneous expenses !,44! 1.563
Contigency fee - EDC !,359
Total operating expenses (Note 2) 3,595,902 3,604,273
Operating gain (loss) !,5!7,653 7,977.586
Nonoperating revenues (expenses)
Interest income 65,!!5 !00.528
Special project costs (Note 6) (!,772,!9!) (667,763)
Special project costs~ Hurricane Emergency Loan Program (Note 6) (3,200,000)
Total nonoperating revenues (expenses) (4,907,076) (567.235)
Nonoperating financing revenues (expenses) (Note 7)
PILOT lease income 59,64!,447 64.764,872
PILOT investment income !,688,944 !,429,')26
Bonds interest expense (57,67!,953) (64,631.290)
Other bond amortizations (l,9!8,998) (I ,958,809)
Gain (loss) on swap (!,739,440) 395,10 I
Total nonoperating financing revenues (expenses)
Change in net assets (3,389,423) 7,410,35!
Unrestricted net assets, beginning of year 57,273,572 50,638,060
Unrestricted net assets, end of period $ 53,884,!49 $ 58,048,4!!
See accompanying notes
- l -

New York City Industrial Development Agency
(a component unit of the City of New York)
Statements of Cash Flows
(unaudited)
Cash flows from operating activites
Financing and other fees $
Other income
Funds held pending compliance with agreements
Management fees paid
Consulting fees paid
Accounting fees paid
Public hearing fees paid
Marketing fees paid
Miscellaneous expenses paid
Other
Recapture benefits and other penalties received
Payment to NYC and other agencies of recaptured benefits
Partial refund of recapture benefits held
Payment to EDC for contingency fees
Net cash (used in) provided by operating activities:
For the Seven ·Months Ended January 31,
2013 2012
2,559,457
14,964
1,903,460
(3,530,402)
(6, 746)
(37,680)
(35,198)
(125)
(1,686)
6,000
2,362,724
(2, I 09,874)
(1,359)
1,123,535
$
11,655,257
18,413
(3,530,402)
(30,000)
(48,460)
(2,137)
(1,562)
(26,248)
16,885
(1,579,769)
(1,863,194)
4,608,783
Cash flows from investing activies
Sale of investments
Purchase of investments
Investment income
Interest Income
Net cash provided by (used in) provided by investing activities:
2,109,875
1,688,944
5,912
3,804,731
(13,000,000)
1,429,926
35,866
(11 ,534,208)
Cash flows from capital & related financing Activities
Interest payments on outstanding bonds
Bond principal redemption
SWAP payments received
SWAP payments made
Bond fees
PILOT revenue receipts
Refund of unused PILOT stadium receipts
IRS arbitrage rebate payment
Net cash used in financing activities:
(58,137,798)
(6,820,000)
3,074,990
(4,050,379)
(1,511,894)
21,900,000
(7,590,950)
(53,136,031)
(60,741,331)
(6,495,000)
5,082,792
(4,050,380)
(1,547,452)
21,900,000
(7,444,465)
(4,173,631)
(57,469,467)
Cash flows from noncapital financing activities
Special projects
Special projects- Hurricane Emergency Loan Program
Net cash used in noncapital financing activities:
( 483,621)
(800,000)
(1,283,621)
(1,587,469)
(1,587,469)
Net decrease in cash and cash equivalents
( 49,491,387)
(65,982,361)
Cash and cash equivalents, beginning of year
Cash and cash equivalents at end of period: $
144,534,773
95,043,386
$
155,801,092
89,818,731
Reconciliation of operating income to net cash provided by operating activities:
Operating (loss) $
Adjustments to reconcile operating income to net cash provided by (used in)
operating activities:
Amortization of deferred revenues
Changes in operating assets and liabilities:
Fees receivable
Due from NYC EDC
Accounts payable and accrued expenses
Other liabilities
Net cash provided by (used in) operating activities $
1,517,653
86,517
(214,337)
27,233
(64,526)
(229,005)
1,123,535
$
$
7,977,586
41,722
60,580
(1,822,911)
(48,572)
(1,599,622)
4,608,783
See ucc.:ompanying notes.
-2-

New York City Industrial Development Agency
(a component unit of the City of New York)
Balance Sheets
(unaudited)
January 31,
Assets 2013
Current assets:
Unrestricted cash & cash equivalents (Note 5) $ 8,026,230 $
Restricted cash & cash equivalents (Note 5) 2,663,270
Restricted investments (Note 5)
Unrestricted investments (Note 5) 50,231,745
Fees receivable, net of allowance for doubtful accounts 316,214
Total current assets 61,237,459
Noncurrent assets:
Restricted cash- stadia projects 84,353,886
PILOT lease receivable 1,745,741,769
Deferred bond issuance costs 73,833,236
Total noncurrent assets 1,903,928,891
Total assets $ 1,965,166,350 $
2012
8,959,157
782,402
2,382,739
49,865,496
237,966
62,227,760
80,077,172
1,755,975,876
77,201,832
1,913,254,880
1,975,482,640
Liabilities and net assets
Current liabilities:
Accounts payable and accrued expenses $ 12,538 $
Due to New York City Economic Development Corporation 4,158,915
Bonds payable - current 22,256,845
Interest payable on bonds (Note 7) 82,236,781
SWAP liability to banking institution (Note 7) 2,949,636
Deferred revenue (Note 3) 518,587
Other liabilities (Note 4) 2,663,270
Total current liabilities 114,796,572
Noncurrent liabilities:
Bonds payable, net I, 796,485,629
Total noncurrent liabilities (Note 7) 1,796,485,629
Total liabilities 1,911,282,201
Unrestricted net assets 53,884,149
Total liabilities and net assets $ 1,965,166,350 $
12,741
476,507
20,597,771
68,563,961
2,680,522
522,460
3,167,641
96,021,603
1,821,412,626
1,821,412,626
1,917,434,229
58,048,411
1,975,482,640
See accompanying notes.
-3-

New York City Industrial Development Agency
(a component unit of the City ofNew York)
Notes to Financial Statements
NOTE I.
January 31,2013
(unaudited)
Revenues
For the seven month period ended January 31, 2013, the Agency closed on thirteen transactions:
Idlewild 228'h Street LLC for $165,753, ProAudioStar for $53,050, Big Farm Corp. Project for
$46,000, Smith Electric Vehicles Corp. for $64,525, Jetro Cash & Carry Enterprises for $235,675,
Halmark Architectural Finishing Corp. for $10,413, Aero JFK, LLC for $659,375, Japanese Food
Depot, LLC for $103,470, M. Fried Store Fixtures, Inc. for $104,238, FoodFest Depot LLC for
$101,350, Artex, Inc. for $114,659, East Gun Hill Road Food LLC for $60,138, and Marie
Mechanical, Inc. for $11,410. In addition, for the seven month period ended January 31, 2013,
the Agency recorded fees related to the ESDC Liberty Project Bonds for $100,000 and Extell GT
LLC for $200,000 relating to an interim lease agreement.
For the seven month period ended January 31, 2013, the Agency recorded $98,634 from
Munzernnaier Baking Co., Inc. as a recapture payment relating to mortgage recording tax (MRT)
and business incentive rate (BIR) savings and $2,292,681 from Bank of America as a recapture
payment related to MRT and real property tax savings.
Comparatively, for the seven month period ended January 31,2012, the Agency closed on nine
transactions: Hudson Moving & Storage Co., Inc. for $74,350, Mesorah Publications Ltd. for
$82,407, S. Bower Inc. for $70,000, Moisha's Kosher Discount Supermarket, Inc. for $36,850,
Salmar Properties, LLC for $365,200, Pain D'Avignon III Ltd. for $35,950, Bogopa Corp. for
$42,500, Oh Nuts Warehousing, Inc. for $37,944, and Associated Supermarket for $8,425. In
addition, for the seven month period ending January 31, 2012, the Agency recorded fees relating
to ESDC Liberty Project Bonds for $9,907,977.
For the seven month period ended January 31, 2013, the Agency received fifteen application fees.
Comparatively, for the seven month period ended January 31, 2012, the Agency received ten
application fees.
NOTE2.
NOTE3.
NOTE4.
Expenses
No major expenditures were incurred.
Deferred Revenues
Deferred revenues consist of compliance fees, which are amortized into income as
they are earned, and deferred bond revenue from the Yankee Stadium LLC's Pilot payments.
Other Liabilities
The Agency has recorded a liability balance in the total amount of$753,811 from Bank of America
that is currently in an escrow account for a recapture payment that may be released back to Bank of
America pending their ability to grow above the requisite threshold, as specified in the Project
Agreement.
Also, the Agency has recorded a liability balance in the amount of $1,903,460 from Extell GT LLC
that was placed in an escrow account to ensure that tax benefits received by Extell GT LLC are
recoverable. These funds shall be released back to Extell GT LLC pending fulfillment of the escrow
agreement conditions.
4

New York City Industrial Development Agency
(a component unit of the City of New York)
Notes to Financial Statements
January 31,2013
(unaudited)
NOTE 5.
NOTE 6.
NOTE 7.
Cash & Cash Equivalents and Investments (see attached)
Special Projects (see attached)
Nonoperating Financing Revenues, Noncurrent Assets & Liabilities
Queens Baseball Stadium Project
On August 22, 2006, IDA loaned the proceeds from a Tax Exempt PILOT Series 2006 Bond
issue in the amount of$547,355,000 to the Queens Baseball Stadium Project for the purpose of
financing the design, development, acquisition, construction, and equipping a Major League
Baseball Stadium to be used by the New York Mets professional baseball team, the
improvement of certain parking facilities, and the demolition of Shea Stadium (collectively the
"Project"), funding the capitalized interest funds, to purchase credit facilities, and to pay for
bond issue costs for each bond series. The 2006 Tax Exempt PILOT Bonds are special limited
obligations of!DA payable solely from and secured by PILOT revenues made by Queens
Ballpark Company, L.L.C. pursuant to the PILOT Agreement dated August I, 2006 and certain
funds and accounts held under the PILOT Bonds Indenture. Payment of the principal and
interest on the Tax Exempt PILOT bonds is insured by an insurance policy from Ambac
Assurance Corporation. No other funds or assets of IDA are pledged towards the payment of
such bonds.
Queens Baseball Stadium Project Additional 2009 Bonds
On February 5, 2009, IDA loaned the proceeds from a Tax Exempt PILOT Series 2009 Bond
issue in the amount of $82,280,000 to the Queens Baseball Stadium Project as additional
funding to the overall plan of finance for the Project. The Series 2009 Tax Exempt PILOT
Bonds are special limited obligations of!DA payable solely from and secured by PILOT
revenues made by Queens Ballpark Company, L.L.C. pursuant to the PILOT Agreements
dated August I, 2006, January I, 2009 and February I, 2009 and certain funds and accounts
held under the PILOT Bonds Indenture. Payment of the principal and interest on the Tax
Exempt PILOT bonds is insured by an insurance policy from Assured Guaranty Corp. The
original issue discount of$1,212,774 is being amortized over the life of the bonds. No other
funds or assets of IDA are pledged towards the payment of such bonds.
Yankee Stadium Project
On 2006, IDA loaned the proceeds from a Tax Exempt PILOT Revenue Series 2006 Bond
issue in the amount of$942,555,000 to the Yankee Stadium Project for the purpose of paying
a portion of the design, development, acquisition, construction, and fitting out of the New
Stadium located in the Bronx, New York to be used by the NY Yankees Major League
Baseball team and to pay for various bond issue costs. Included in the issue amount of
$942,555,000 are a series of variable rate bonds totaling $198,120,000 ("CPI Bonds"). The
2006 Tax Exempt PILOT Bonds are special limited obligations of IDA payable solely from
and secured by PILOT revenues made by Yankee Stadium LLC pursuant to the PILOT
Agreement dated August I, 2006 and certain funds and accounts held under the PILOT Bonds
5

New York City Industrial Development Agency
(a component unit of the City of New York)
Notes to Financial Statements
January 31, 2013
(unaudited)
indenture. Payment of principal and interest on the Tax Exempt PILOT Revenue bonds
maturing on September 1, 2009, March 1, 2010 through and including March 1, 2015,
NOTE 7.
Nonoperating Financing Revenues, Noncurrent Assets & Liabilities Continued
Yankee Stadium Project
March 1, 2023, March 1, 2024, March 1, 2036, and certain related bonds maturing on March
1, 2046 is insured by an insurance policy from MBIA Insurance Corporation. Payment of
principal and interest on the Tax Exempt PILOT Revenue bonds maturing on March 1, 2016
through and including March 1, 2022, March 1, 2025 through and including March 1, 2028,
March 1, 2031, March 1, 2039, and certain bonds maturing on March 1, 2046 is insured by an
insurance policy from Financial Guaranty Insurance Company. No other funds or assets of
IDA are pledged towards the payment of such bonds.
Yankee Stadium SWAP
In connection with the issuance of the CPI Bonds, the IDA entered into an interest rate swap
agreement with Goldman Sachs Capital Markets, L.P. ("GSCM"), an affiliate of Goldman,
Sachs & Co., calculation agent for the CPI Bonds, pursuant to the terms of which the IDA will
be required to pay a fixed rate and is entitled to receive a floating rate, each based on a
notional amount equal to the principal amount of the CPI Bonds.
The Swap Agreement constitutes a Qualified Swap under the terms of the PILOT Indenture
and the obligation ofthe IDA to make Regularly Scheduled Swap Payments to GSCM under
the Swap Agreement will be payable and secured on parity with its obligation to pay interest
on the CPI Bonds.
Yankee Stadium Project Additional 2009 Bonds
On February 5, 2009, IDA loaned the proceeds from a Tax Exempt PILOT Revenue Series
2009 Bond issue in the aggregate amount of$258,999,945 to the Yankee Stadium Project as
additional funding to overall plan of finance to the Project. The 2009 Tax Exempt PILOT
Bonds are special limited obligations ofiDA payable solely from and secured by PILOT
revenues made by Yankee Stadium LLC pursuant to the PILOT Agreement dated August 1,
2006, January 1, 2009 and February 1, 2009 and certain funds and accounts held under the
PILOT Bonds indenture. The Series 2009A Bonds includes $67,039,945 in Capital
Appreciation Pilot Bonds and $191,960,000 in Current Interest Term Bonds. The Capital
Appreciation Pilot Bonds will accrete interest, compounded semiannually on September 1 and
March 1 every year, commencing September 1, 2009, payable only upon maturity or prior
redemption. The Current Interest Term Bonds will bear interest at a fixed rate of 7%, payable
September 1 and March 1 of each year, commencing September 1, 2009. The Series 2009A
bonds are insured by an insurance policy from Assured Guaranty Corp.
6

Supplementary Information

New York City Industrial Development Agency
{a component umt of the City ofN~·w York)
Notes to Financial Statements
NOTE 6.
JANUARY31,2013
(Unaudued)
SPEGAL PROJECTS
Pursuant to various Board approved agreements between the Agency and EDC, the Agency is committed to fund various projects being performed by EDC related to the City's Economic and Industrial
Development (the ttProject Commitments"). The Project Commitments, related approval dates, original and outstanding commitments balances are as follows:
PROJECT
APPROVAL
DATE
TOTAL
COMMITMENT
EXPENDITURES 7/t/2012 mill.
TO DATE COMMITMENTS EXPENSES
F¥2013
DE-OR! !G
l/31/2013
0/SCOMMIT
Downtown Brooklyn Relocation Services
Hunts Point Peninsula- Vision Plan
Hunts Point Produce Market
Pier 7-12 Development Strategy
Do"'l!town Far Rockaway Development Plan
Willets Point Redevelopment
Hunts Point Food Distribution Center/Develop. Feasibility Study (HDR)
Harlem Business Assistance Fund/UMEZ
Staten Island North Shore Study -Land and Transportation
Harbor District Ferry Service Feasibility and Branding Initiative
Harlem River Waterfront/Sherman Creek Master Plan
City-wide Ferry Service Feasibility Study
Hunts Point Food Distrib. DRA.INAGE Plan! AKRF
Teleport Planning Services
Hunts Point - Freight Rail and Anaerobic Digestion Study
Industry NYC Survey (!BZ)
Wage Study
JFK Air Cargo Study
Seward Park Dev Proj Engineering and Cost Analysis
Immigrant Entrepreneur Business Development Demonstration Program
Seward Park Mixed-Use Development Project EIS
Water Street Feasibility Study
Lower Manhattan Business Expansion Competition
Industrial Business Growth Assistance Program
Harlem Incubator
Industrial Business Support Services
Industrial Business Improvements Districts Development
Queens Kitchen Incubator
Hunts Point Terminal Produce Market
Competition Thrive
Illwninate Lower Manhattan
Open Industrial Uses Study
Hurricane Emergency Loan Program
Artist as Entrepreneur
Curate NYC
NYC Generation Tech
New York's Next Top Makers
]I)..Jun-03 650,000
29-Jul-03 795,000
11-0ct-05 350,000
14-Mar-06 1,979,611
9-May-06 150,000
13-Mar-07 3,954,000
ll-Dec-07 700.000
13-May-08 1,000,000
13-May-08 700,000
11-Mar-09 590,058
28-Jul-09 300,000
15-Sep-09 175,000
15-Scp-09 500,000
15-Sep-09 100,000
15-Dec-09 131,705
9-Mar-10 65,000
8-Jun-10 1,000,000
14-Dec-10 250,000
14-Dec-10 500,000
12-Apr-11 200,000
12-Apr-ll 1,300,000
14-Jun-11 350,000
26-Jul-11 950,000
20-Sep-11 200.000
14-Feb-12 500,000
14-Fcb-12 420,000
10-Apr-12 300.000
10-Apr-12 75,000
12-Jun-12 5,000,000
20-Sep-12 200,000
20-Sep-12 1,000,000
20-Sep-12 137,500
13-Nov-12 4.000,000
8-Jan-13 10,000
8-Jan-13 60,000
8-Jan-13 100,000
8-Jan-13 130,000
167,963 482,037
(1) 643,017 151,983
318,010 31,990
(2) 1,704,441 275,170
129,888 20,112
(3) 2,901,384 I, 112,201 59,585
310,227 416,990 27.217
1,000,000
640,099 59,901
(4) 469,348 590,058 469,348
299,899 101
(5) 172,791 2,209
178,198 321,802
98,808 1,192
13 1.705
55,000 10,000
964,254 35,746
249,970 30
375,137 150,231 25,368
191,643 8,357
1,079,566 335,504 115,070
297,552 110,736 58,288
122,288 9\0,560 82,848
35,738 197.362 33,100
500,000
420,000 420,000 420,000
122,373 283,997 106,370
25,000 75,000 25,000
5,000,000
350,000 350,000
3,200,000 3,200,000
275,170
20,112
59,901
101
2,209
321,802
1,192
131,705
10,000
35,746
30
482,037
151,983
31,990
(0)
\,052,616
389,773
1.000,000
120,710
(0)
(0)
(0)
124,863
8.357
220,434
52,448
827,712
\64,262
500,000
177,627
50.000
5,000,000
200,000
650,000
137,500
800,000
10,000
60,000
100,000
130.000
SUB TOTAL
28,822,874
15,522,595 12,634,973 4,972,194
857,968
12,442,31 I
(!)Original contract amount was $200,000- Amended by Board Resolution on 9/14/04 for additional amount of$595,000.
(2)0riginal contract amount was $ 1,175,000- Amended by Board ResolUtion on !2/12/06 for additional amount of $350,000 and on 7/23/07 an additional $1,585,000. At 6/30/09 de-obligated $1,130.389.
(3) Original contract amount was $2,000,000 ·Amended on 12/11107 for 300,000 and 250,000 and on 7/22/08 for additional $750,000 and on 4114/09 an amcmdment was authorized for change of scope. Add'] $354,000 adjustment from 8/05.
(4) Original contracted amount was $740,058 on 3111109-Amemded by Board Resolution on 9/15/09 to move $150,000 to City Wide Ferry Service Feasibility Study.
(5) Original contTactcd amount is $175,000 on 9/15/09, of which $150,000 was reallocated from Harbor District Ferry Service (Orig. approval 3/11/09) and an additional S25,000 approved on 9/15/09.

NoteS
Bank
CASH & CASH EOUIV ALENTS:
Chase Bank - Lock Box
JPM Chase Escrow
JPM Chase Escrow Extell
CASH & CASH EQUIVALENTS- SUB-TOTAL
I'!~)V Yi@llld*$(~i~t.O~el~p~¢Ii.t Ag¢11¢)' <
(A ~ltl@lle~t~~jt6rtll~ (:;it)' ()r['l!\l"'):'(lt'k) > >
::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::·:::::::::::::::::::::::::::::::::::::::::::
~~lte(fJI~{)f:·~~~lt·& C~slr ~'llli~~~~Jt~ ~Jil I@estJJI~IIts •
.·.········•·······•• .~~~~~..Y•~j, m~•••···•···•·•··········.
Date of
Pure h.
Date of
Maturity
No. of
Days
$
Principal
Amt.
5.739,548
3,046,492
1,903,460
10,689,500 $
Total
5,739,548
3,046,492
1,903,460
10,689,500
INVESTMENTS:
Certificate of Deposits:
Carver Bank
CD Sub-Total
01122/13 07/22/13 180
$
99,779
99,779 $
99,779
99,779
GOVERNMENT PORTFOLIO:
UBS Financial Services -Brokerage Portfolio
GOVERNMENT PORTFOLIO SUB-TOTAL
$
$
50,131,966 $
50,131,966 $
50,131,966
50,131,966
INVESTMENTS -SUB-TOTAL
$
50,231,745 $
50,231,745
GRAND TOTAL
$
60,921,245 $
60,921,245
-9-

New York City Industrial Development Agency
(a component unit of the City of New York)
Combining Statements of Revenues, Expenses and Changes in Fund Net Assets
(unaud1ted)
Restricted
Queens Baseball Yankee Basebal! Total For the Seven Months Ended January 31,
Unrestricted Stadium Project Stadium Project Restricted 2013 2012
Operating revenues:
Finance fees $ 1,930,056 $ $ $ 1,930,056 $ 753,626
Finance fees- ESDC 100,000 100,000 9,907,977
Compliance fees 542,851 542,851 704,833
Application fees 75,000 75,000 120,000
Post closing fee 62,500 62,500 65,000
Recapture income 2,391,315 2,391,315 13,538
Other income I 1,833 11,833 16,885
Total operating revenues (Note 1) 5,113,555 5,113,555 11,581,859
Operating expenses:
Management fees 3,530,402 3,530,402 3,530,402
Consulting fees 6,745 6,745
Public hearing expenses 55.254 55,254 51,469
Marketing & Advertising 701 701 2,280
Contigency fee - EDC 1.359 1,359
Miscellaneous expenses 1,441 1,441 1.563
Total operating expenses (Note 2) 3,595,902 3,595,902 3,604,273
Operating income (loss) 1,517,653 1,517,653 7,977,586
;.)
Nonoperating revenues (expenses)
Interest income 65,115 •••••
65,115 100,528
Special project costs (Note 6) (1,772,191):':': (1,772,191) (667,763)
Special project costs- Hurricane Emergency Loan ProgJ:am (3,200,000} ;:::; p,200,000}
Total nonoperating revenues {expenses) {4,907,076} :/ (4,907,076) {567,235)
Nonoperating financing revenues (expenses) (Note 7)
PILOT lease income 19,854,129 39,787,318 59,641,447 :::::
59,641,447 64,764,872
PILOT investment income 3 1,688,941 1,688,944 ?: 1,688,944 1,429,926
Bonds interest expense (18.181,836) (39,490,117) (57,671,953)~:::: (57,671,953) (64,631,290)
Other bond amortizations and fees (1,672,296) (246,702) (I ,9\8,998) :::; (1,918,998) (1,958,809)
Gain (loss) on swap {1,739,440} {1.739,440){: {1,739,440) 395,301
Total nonoperating financing revenues (expenses)
Change in net assets (3,389,423) ·::;i (3,389,423) 7,4!0,351
Unrestricted net assets, beginning of year 57,273,572 57,273,572 50,638,060
Unrestricted net assets, end of period $ 53,884,149 $ $ $ $ 53,884.149 $ 58,048,4\ I
-10-

New York City Industrial Development Agency
(a component unit of the City of New York)
Combining Statements of Cash Flows
(urwudiled)
Cash flows from operating activities
Financing and other fees
Other income
Funds held pending compliance with agreements
Management fees paid
Consulting fees paid
Accounting fees paid
Public hearing fees paid
Marketing fees paid
Miscellaneous expenses paid
Other
Recapture benfits and other penalties received
Payment to NYC and other agencies of recaptured benefits
Partial refund of recapture benefits held
Payment to EDC for contingency fees
Net cash (used in) provided by operating activities:
$
Unrestri~:ted
2,559,457 ::=:: $
14,964 ~:':·
1,903,460 :::::
(3,530,402) r:
(6,746){:
(37,680);:;.;
(35,198)(~
(125.00) t:
(1,686):':-:
2,36~:~~~ !!!:!
(2,109,874)(:
Queens Baseball
Stadium Project
====:::::!'J·'t~~t:;~~f:~)!I------'--
Restricted
Yankee Baseball
Stadium Project
$
_______ _:___
Total
Restricted
$ $
For the Seven ~1onths Ended January 31,
2013 2012
2,559,457 s 11,655,257
14,964 18,413
1,903,460
(3,530,402) (3.530,402)
(6,746)
(37,680) (30.000)
(35,198) (48,460)
(125) (2.137)
(1,686) (1,562)
6,000 (26,248)
2,362,724 16,885
(2,109,874)
(1,579,769)
~
{U~63.194}
1.....!11_535 4,608.783
Cash flows from investing activities
Sale of investments
Purchase of investments
Investment income
Interest income
Net cash provided by (used in) investing activities:
2,109,875
~
2,115,787 3
3
1,688,941
1,_688,941
1,688,944
1.688,944 {;
2,109,875
(13,000,000)
1,688,944 1.429-')21>
5,912 35,866
3,804,732 (l 1.534.208)
Cash flows from capital & related financing activities
Interest payments on outstanding bonds
Bond principal redemption
SWAP payments received
SWAP payments made
Bond fees
PILOT revenue receipts
Refund of unused PILOT stadium receipts
IRS arbitrage rebate payment
Net cash provided by (used in) financing activities:
(31,214,626)
(6,820,000.00)
(1,497,394)
21,900,000
( 17 ,632,020)
(26,923,172)
3,074,990
(4,050,379)
(14,500)
(7 ,590,950)
(35,504,011)
(58, 137, 798) :::::
(6,820,000);::-;
3,074,990 :;:.:
(4,050,379):/
(1,511,894)\~
21,900,000 ?=
(7,590,950))~
(53, 136,031) }::
(58,137,798) (60.741,3.11)
(6,820,000) {1·,.~95,01)0)
3,074,990 5.082,702
(4,050,379) (4JJ50.3SO)
(1,511,894) (1,547.4.:':'.)
21,900,000 21,9tHJ.OOO
(7,590,950) 17,H4y,5)
14.173,6311
(53,136,031) (57.469,467)
Cash flows from noncapital financing activities
Special projects
Special projects- Hurricane Emergency Loan Program
Net cash used in noncapital financing activities:
1!:-:
(483,621)!1
(800,000):/·~----'-
(1.283.621):( _____ _c_
(483,621) (1587.469)
(800,000)
{1,283,621) (1,587.469)
Net decrease in cash and cash equivalents
1,955,700
(17,632,017)
(33,815,070)
(51,447,087)j::::
(49,491,386) (65,982,361)
Cash and cash equivalents, beginning of year
Cash and cash equivalents at end of period;
$
8,733,800
10,689,500
$
31,374,227
13,742,210 $
I 04,426,746
70,611.676
135.800.973 ::r:
$ 84,353,886 ?: $
144,534,773 155,801,092
95,043,387 $ 89,818.731
Reconciliation of operating income (loss) to net cash provided by operating activities:
Operating (loss) gain
Adjustments to reconcile operating income to net cash provided by (used in)
operating activities:
Amortization of deferred revenue
Changes in operating assets and liabilities:
Fees receivable
Due from NYC Economic Development Corporation
Accounts payable and accrued expenses
Other Liabilities
Net cash (used in) provided by operating activities
$
1,517,653
86,517
(214,337) :::::·
27,233 :::::-
d~::~~~~ ::::::
$ 1,123,535 ,,,,,:~-----'--- _______ _;__ =====~==
$
$
1,517,653 s 7.977,:'86
86,517 41,722
(214,337) 60,580
27,233 I I ,822,911)
{64,526) (48,572)
(229,005) (1,599.622)
1,123,535 $ 4,608,783
-11-

New York City Industrial Development Agency
(a component unit of the City of New York)
Combining Statements of Net Assets
(unaudited)
Restricted
Queens Baseball Yankee Baseball Total /=r January 31,
Umestricted 'i Stadium Project Stadium Project Restricted
2013 2012
Current Assets:
'$
Unrestricted cash & cash equivalents (Note 5) $ $ $ 8,026,230 $ 8,959,157
Restricted cash & cash equivalents ~:~~~:;;~ ••••••• $
I
2,663,270 782,402
Restricted investments
2,382,739
Unrestricted Investments (Note 5)
::m:::
50,231,745 49,865,496
Fees receivable, net of allowance for doubtful accounts 316,214 237,966
Total current assets 61,237,459 62,227,760
Noncurrent Assets:
Restricted cash-stadium projects 13,742,210 70,611,676 84,353,886 84,353,886 RU,077, l 72
PILOT lease receivable 586,790,121 1,158,951,648 1,745,741,769 1,745,741,769 1.755.975,876
Deferred bond issuance costs 20,962.799 52,870,437 73,833,236 73,833,236 77.20 I J.;32
Total noncurrent assets 621,495,130 1,282,433.761 1.903,928,891 1,903,928,891 1,913,254,880
Total assets $
•••••••
61,237,459 , , $ 621,495,130 $ 1,282,433,761 $ 1,903,928,891 I ,965,166,350 1,975,482,640
Liabilities and net assets
••••• ,.
Current Liabilities:
Accounts payable and accrued expenses
12,538 12,741
Due to New York City Economic Development Corporation 4 158
12,538
915 ,,,
•••••••
4,158,915 476,507
, , u::::
Bonds payable- current
7,155,000 15,101,845 22,256,845 }\ 22,256,845 20.5

New York City
Industrial Development Agency
INDUSTRIAL INCENTIVE PROGRAM PROPOSAL
149 STREET FOOD CORP.
MEETING OF MARCH 12, 2013
Project Summary
149 Street Food Corp. (the "Company") is a New York State corporation that was formed in 2012 to operate a
supermarket under the Fine Fare banner at the Hub in the South Bronx. The Company is seeking assistance
through the IDA to lease, furnish, and equip an approximately 14,600 square foot space within the Triangle Plaza
retail project to be developed by Triangle Equities (the "Project"). Total project costs are expected to be
approximately $1.174 million.
Project Location
4S9 East 149'" Street
Bronx, NY 10455
Actions Requested
• Inducement Resolution for an Industrial Incentive Program transaction.
• Approval of deviation from UTEP.
• Adopt a SEQRA determination that the proposed project is a Type II action.
Anticipated Closing
January 2014
Impact Summary
Employment
Jobs at Application:
Jobs to be Created at Project Location (Year 3):
Total Jobs (full·time equivalents)
Projected Average Hourly Wage (excluding principals)
0
52
52
10.18
Estimated City Tax Revenues
Impact of Operations (NPV 25 years at 6.25%)
One-Time Impact of Renovation
Total impact
$
$
$
1,984,318
60,894
2,045,212
Estimated Cost of Benefits Requested: New York City
Building Tax Exemption (NPV, 25 years)
MRT Benefit
Sales Tax Exemption
Agency Financing Fee
Total Cost to NYC Net of Financing Fee
Estimated Cost of Benefits Requested: New York State
MRT Benefit
Sales Tax Exemption
Total Cost to NYS
Overall Total Cost to NYC and NYS
$
$
$
$
$
$
$
$
$
.
524,900
13,813
27,990
(15,849)
550,854
9,988
27,213
37,201
588,055
Molly Hartman, SIG
Guilaine Senecal, LGL
Hawkins Delafield and Wood
Project Number- 5444

149 Street Food Corp
Costs of Benefits Per Job'
Estimated Total Cost of Benefits per Job
Estimated City Tax Revenue per Job
$
$
11,761
40,904
Comparison of Agency and As-of-Right Benefits
Available As-of-Right Benefits (ICAP)
Agency Benefits In Excess of As-of-Right Benefits
$
$
360,846
227,209
Sources and Uses
Commercial
Loan 1
Commercial
Loan 2
Company
Funds
Total
Amount
Percent of
Total Costs
Construction Hard Costs
$287,000
$277,000
$564,000
48%
Construction Soft Costs
$125,000
$125,000
11%
Machinery, Furnishings,
Equipment
$150,000
$190,000
$340,000
29%
Debt Service Reserve
$60,000
$60,000
5%
Fees
$85,000
$85,000
7%
Total
$150,000
$477,000
$547,000 $1,174,000
100%
Paid at Closing
On-Going Fees
(NPV, 25 Years)
Agency Fee
$15,849
Project Counsel
$20,000
Annual Agency Fee
$850
$10,612
Total
$36,699
$10,612
Total Fees
$47,311
Financing and Benefits Summary
Financing for this Project is still being finalized, but is anticipated to consist of a combination of Company funds
and commercial financing. The terms of this financing will be finalized before the Company seeks authorization,
but based on conservative assumptions about the likely terms of financing, the Company demonstrates sufficient
ability to service the debt.
The benefits available to this Project are limited to sales and use tax exemption, mortgage recording tax deferral,
and property and land tax abatement. The benefit term will be 25 years.
Company Performance and Projections
The Company forecasts generating gross profit of $2.6 million in the first year of operation, and approximately 5%
growth per year for the next two years. Sales forecasts are based on market research considering demographics,
income, and purchasing preferences in the store's market, and sales data from comparable stores.
1
Because this is a startup, the number of jobs to be created at year three was used in the following calculations.
2

149 Street Food Corp
The location of the Project is the Hub in the South Bronx, at the intersection of 149'' St. and Third Avenue. The
Hub is one of the retail hearts of the South Bronx, and sits at the convergence of the Melrose and Mott Haven
neighborhoods, two areas of the Bronx with limited access to fresh, affordable food. The Project will be located
within Triangle Plaza, a new retail development that will include other retail, nonprofit office space, and parking.
Triangle Equities closed on the purchase of the site from NYCEDC in December 2012 as a result of a competitive
RFP to purchase and develop two parcels of land within the Bronxchester Urban Renewal plan. This development is
expected to begin construction in the summer of 2013 and open by the middle of 2014. This new retail plaza,
including the supermarket component, will bring much-needed retail amenities to an underserved neighborhood.
The Project will face 149tn Street, a busy pedestrian street with significant foot traffic.
The store would produce 52 full time equivalent jobs for local residents within three years that range in annual
salary from $23,000-$62,000 for full time employees and $11,000-$18,000 for part time employees.
Inducement
The Company has represented that without discretionary incentives it cannot open and operate a supermarket in
the project location to meet the grocery retail demand in this underserved neighborhood.
I. City policy, as set forth by the Food Retail Expansion to Support Health (FRESH) program, aims to promote
the establishment and retention of neighborhood grocery stores in underserved communities.
II.
Ill.
The Company intends to lease the space at the project location, and has represented that without the
benefits available through the FRESH program, the benefits of opening a retail supermarket at this
location, such as creating new jobs for area residents and meeting unmet grocery retail demand, are
unlikely to be realized.
The Company has represented that without the benefits available through the FRESH program, the Project
would not happen or would happen at a substantially reduced level.
UTEP Considerations
The Agency finds that the Project meets one or more considerations from Section 1-B of the Agencis Uniform Tax
Exemption Policy ("UTEP"), including the following:
I. Financial assistance is required to induce the Project.
II. The Project is financially feasible.
Ill. The Project involves the grocery industry in an area considered eligible for the FRESH program, which the
Agency seeks to retain and foster.
Deviation from UTEP
A deviation is necessary because the Applicant is seeking Industrial Incentive Program benefits for a retail project.
The Department of City Planning is expected to make a determination that the Applicant's proposed project meets
the FRESH program criteria.
The Food Retail Expansion to Support Health (FRESH) Program
In partnership with the City Council, the City established the FRESH program to promote the establishment and
retention of grocery stores in underserved communities. The FRESH program benefits grocery store operators
seeking to renovate existing retail spaces and developers seeking to construct or renovate space that will be leased
to full-line grocery store operators. In order to benefit from the FRESH program, a proposed grocery store must
satisfy the following criteria:
(a) Provide a minimum of six thousand square feet of retail space for a general line of food and nonfood
grocery products intended for home preparation, consumption and utilization;
(b) Provide at least fifty percent of retail space for a general line of food products intended for home
preparation, consumption and utilization;
(c) Provide at least thirty percent of retail space for perishable goods that may include dairy, fresh produce,
fresh meats, poultry, fish and frozen foods; and
3

149 Street Food Corp
(d) Provide at least five hundred square feet of retail space for fresh produce.
Applicant Summary
The Company is a startup and is wholly owned by Frank Pimentel. The Company will be engaged in retail food
sales in Bronx, NY and will serve the local community by providing a source of groceries, including fresh produce,
as well as employment.
Frank Pimentel, President
Mr. Pimentel has over 20 years of experience in the supermarket industry. Mr. Pimentel started as a teenager
packing groceries and stocking shelves at his father's supermarket in the Rockaways, eventually becoming store
manager. Later, he managed a number of grocery stores, and opened his own store in 2000. He currently owns
and operates a Fine Fare supermarket on Morris Avenue in the Bronx.
Emplovee Benefits
Employees will be offered health insurance with employer contribution 1 one week paid vacation after one year of
employment and three weeks after five years of employment, as well as a holiday bonus. Employees also receive
on-the-job training.
Recapture
Pursuant to UTEP, all benefits subject to recapture for a 10-year period.
SEQRA Determination
Type II Action which, if implemented, will not potentially result in significant environmental impacts.
The completed Environmental Assessment Form for this project has been reviewed and signed by Agency staff.
Due Diligence
The Agency conducted a background investigation of the Company and its principals and found no derogatory
information.
Compliance Check:
Not applicable.
Bank Account:
Chase Bank NA.
Bank Check:
Pending.
Supplier Checks:
Customer Checks:
Satisfactory.
Not Applicable.
Unions:
Not Applicable.
Vendex Check:
Pending.
Attorney:
Accountant:
Neal Rosenbloom
Goldberg, Weprin, Finkel, Goldstein LLP
1501 Broadway, 22"' Floor, New York NY 10036
Mitchell Mund
Mund Business Services
100-15 Queens Blvd, Forest Hills, NY 11275
Community Board: Bronx CB 1
4

149 Street Food Corp
Projected Income Statement 1-Nov-15 1-Nov -16 1-Nov -17 YoY change YoY change
FYE FYE FYE FY15-FY16 FY16-FY17
Revenues 9,360,000 9,734,400 10,211,120 4% 5%
Costs 6,739,200 7,076,160 7,429,968 5% 5%
(%of sales) 72% 73% 73%
Gross Profit 2,620,800 2,658,240 2,781,152 1% 5%
(gross margin) 28% 27% 27%
Operating Costs 1,426,480 1,483,539 1,555,715 4% 5%
Income from Operations 1,194,320 1,174,701 1,225,437 -2% 4%
Income before Provision for Income Taxes 1,194,320 1,174,701 1,225,437 -2% 4%
Net Income 1,194,320 1,174,701 1,225,437 -2% 4%
5

149 STREET FOOD CORP
Bronx, NY 10455
34 7-590-8300
TO: Board Members at NYCEDC
RE: Proposed Supermarket at 459 East 149 Street Bronx, NY
We propose to build a 14,000 sq. ft. supermarket in The Hub area of the South Bronx which is
currently lacking in produce and grocery store choices. This area has been designated by the
USDA as a food desert. We feel this proposed location with a prominent produce dept. along
with bakery, dairy, deli, grocery and frozen foods will be a major draw to a community that has
been underserved in shopping choices for a long time. There are a large number of new
residential buildings currently being occupied, and under construction in the area that make this
location an attractive opportunity for success.
There are currently three major supermarkets within a five mile area. They are Western Beef at
143rd and Morris, Food Bazaar at 161st and Grand Concourse and BJ Wholesale on River
Avenue and !59th none of which is walking distance to the existing customers in the hub.
We expect initial build-out to be $1.25 million and additional inventory purchases to be
$250,000. Projected sales are expected to be $325,000 per week with a profit margin of 30
percent before expenses and taxes. A I 0 percent increase in sales year over year for the next
three to five years.
We are counting on the Fresh Program incentives run by NYCEDA that, if approved will help
decide on us going forward with the build-out of supermarket. The R.E. tax benefits together
with the sales tax savings on equipment purchases will make a big impact on our ability to run a
profitable business. Moreover, the savings on construction costs will be the determining factor in
us undertaking this endeavor.
Sincerely,
Frank Pimentel

3.
(c) no funds of the Agency shall be used in connection with the
Project for the purpose of preventing the establishment of an industrial or manufacturing
plant or for the purpose of advertising or promotional materials which depict elected or
appointed government officials in either print or electronic media, nor shall any funds of
the Agency be given in connection with the Project to any group or organization which is
attempting to prevent the establishment of an industrial or manufacturing plant within the
State of New York; and
(d) the Project will create employment opportumt1es thereby
increasing the overall number of permanent private sector jobs in the City in furtherance
of the Agency's public purposes as set forth in the Act.
Section 2. To accomplish the purposes of the Act and to provide financial
assistance to the Applicant for the Project, a straight-lease transaction is hereby authorized
subject to the provisions of this Resolution.
Section 3. The Agency hereby authorizes the Applicant to proceed with the
Project as herein authorized. The Applicant is authorized to proceed with the Project on behalf
of the Agency as set forth in this Resolution; provided, however, that it is acknowledged and
agreed by the Applicant that (i) nominal leasehold title to or other interest of the Agency in the
Facility shall be in the Agency for purposes of granting financial assistance, and (ii) the
Applicant is hereby constituted the agent for the Agency solely for the purpose of effecting the
Project, and the Agency shall have no personal liability for any such action taken by the
Applicant for such purpose.
Section 4. The officers of the Agency and other appropriate officials of the
Agency and its agents and employees are hereby authorized and directed to take whatever steps
may be necessary to cooperate with the Applicant to assist in the Project.
Section 5. The officers of the Agency are hereby designated the authorized
representatives of the Agency, and each of them is hereby authorized and directed to execute
and deliver any and all papers, instruments, opinions, certificates, affidavits and other
documents and to do and cause to be done any and all acts and things necessary or proper for
carrying out this Resolution.
Section 6. Any expenses incurred by the Agency with respect to the Project
shall be paid by the Applicant. By acceptance hereof, the Applicant agrees to pay such expenses
and further agrees to indemnify the Agency, its members, directors, employees and agents and
hold the Agency and such persons harmless against claims for losses, damage or injury or any
expenses or damages incurred as a result of action taken by or on behalf of the Agency in good
faith with respect to the Project.
Section 7. This Resolution is subject to approval based on an investigative
report with respect to the Applicant. The provisions of this Resolution shall continue to be
effective for one year from the date hereof, whereupon the Agency may, at its option, terminate
the effectiveness of this Resolution (except with respect to the matters contained in Section 8
hereof).
1242969.1 020103 FILE

4.
Section 8. The Agency. as lead agency. is issuing this determination pursuant
to the State Environmental Quality Review Act ("SEQRA") (Article 8 of the Environmental
Conservation Law) and implementing regulations contained in 6 N.Y.C.R.R. Part 617. This
determination is based upon the Agency's review of information provided by the Applicant and
such other information as the Agency has deemed necessary and appropriate to make this
determination.
The Agency has determined that the proposed project is a Type II action pursuant to 6
NYCRR Part 617.5( c )(2) 'replacement, rehabilitation or reconstruction of a structure or facility,
in kind' and Part 617.5(c)(25) 'purchase or sale of furnishings, equipment or supplies' which
would not result in adverse environmental impacts requiring the preparation of an Environmental
Impact Statement.
Section 9. In connection with the Project, the Agency intends to grant the
Applicant real property tax abatements and sales tax exemptions.
Section I 0.
This Resolution shall take effect immediately
ADOPTED: March 12, 2013
Accepted: ____ _ '2013
149 STREET FOOD CORP.
By: -----------------­
Frank Pimentel
President
1242969.1 020103 FILE

New York City
Industrial Development Agency
INDUSTRIAL INCENTIVE PROGRAM PROPOSAL
ECLECTIC/ENCORE PROPERTIES, INC.
MEETING OF MARCH 12, 2013
Project Summary
Eclectic/Encore Properties, Inc. (the "Company") is seeking to acquire, renovate, equip and furnish an
approximately 91,000 square foot building on an approximately 36,750 square foot parcel of land located at 47-51
33rd Street, Long Island City, New York 11101 (the "Project"). Currently, the Company leases space in an
approximately 75,000 square foot building in the Chelsea neighborhood of Manhattan. During Hurricane Sandy,
much of the company's inventory stored in the basement of their current building was destroyed. The Project
would allow the Company to relocate and expand operations within New York City. The Company projects that it
will create 3 new full-time positions within 3 years, for a total of 21 full-time positions. The total project cost is
estimated to be approximately $11,350,000 with $11,000,000 for acquisition, $200,000 for hard costs, and
$150,000 for fees and closing costs.
Current location
620 West 26 1 h Street
New York, NY 10001
Project location
47-5133'' Street
Long Island City, NY 11101
Action Requested
Preliminary Inducement Resolution for an Industrial Incentive Program transaction.
Anticipated Closing
July 2013
Impact Summary
Employment
Jobs at Application:
Jobs to be Created at Project Location (Year 3):
Total Jobs (full-time equivalents)
Projected Average Hourly Wage (excluding principals)
Estimated City Tax Revenues
Impact of Operations (NPV 25 years at 6.25%)
One-Time Impact of Renovation
Total impact
Estimated Cost of Benefits Requested: New York City
Building Tax Exemption (NPV, 25 years)
Land Tax Abatement (NPV, 25 years)
MRT Benefit
Sales Tax Exemption
Agency Financing Fee
Total Cost to NYC Net of Financing Fee
Estimated Cost of Benefits Requested: New York State
MRT Benefit
Sales Tax Exemption
T ota I Cost to NY5
Overall Total Cost to NYC and NYS
18
3
21
$ 23.95
$ 9,777,908
12,179
$ 9,790,087
$ 5,092,396
$591,941
$89,375
$4,500
(111,750)
$ 5,666,462
$ 64,625
4,375
$ 69,000
$ 5,735,462
Lucas Jimenez-Stuard, SIG
Jay Lopez, LGL
Gonzalez Saggio & Harlan LP
Project Number- 5471

Eclectic/Encore Properties, Inc.
Costs of Benefits Per Job'
Estimated Total Cost of Benefits per Job
Estimated City Tax Revenue per Job
Comparison of Agency and As-of-Right Benefits
Available As-of-Right Benefits (I CAP)
Agency Benefits In Excess of As-of-Right Benefits
$ 318,637
$ 543,894
$ 0
$5,735,462
Sources and Uses
Commercial SBA Company
Financing Loan Funds
Owner
Equity
Total
Amount
Percent of
Total Costs
Acquisition $5,500,000 $4,400,000 $
$1,100,000
$11,000,000
84.71%
Hard Costs 200,000
200,000
14.27%
Fees 150,000
150,000
1.56%
Total $5,500,000 $4,400,000 $350,000
$1,100,000
$11,350,000
100%
Paid At Closing
Agency Fee $ 111,750
Project Counsel 30,000
Annual Agency Fee 850
Total $ 142,600
Total Fees $ 153,212
On-Going Fees
(NPV, 25 Years)
10,612
10,612
Financing and Benefits Summary
The Company will finance the project with an approximately $5,500,000 loan from Herald Bank, an SBA 504 loan
for $4,400,000 from Empire State Certified Development Corporation, $350,000 in Company equity, as well as
$1,100,000 from owner equity. The financial assistance proposed to be conferred by the Agency will consist of
payments in lieu of City real property taxes, deferral of City and State mortgage recording taxes and exemption
from City and State sales and use taxes.
Company Performance and Projections
The Company is a prop rental company specializing in renting antique items to the movie, television, and theatre
industries. The Company offers over 150,000 antique items to its customers. The company was incorporated in
1980 and continues to grow today. Between 2010 and 2011, the company increased net income by 37%.
1
Because this operating company, the number of jobs at application was used in the following calculations.
2

Eclectic/Encore Properties, Inc.
Inducement
I. The Company has represented that acquiring a new facility is crucial to its business plan and long term
growth strategy;
II.
Ill.
IV.
The Company maintains that, through the Project, it will create approximately three {3) new full-time
employees at the facility within the next three years;
The Company has located several sites in New Jersey that would provide sufficient space at lower costs.
Staff has concluded, based upon evidence and representations provided and made by the Company, that
absent Agency assistance, the Company will be unable to withstand the extra carrying costs for the
acquisition and renovation of the Project location. Therefore, the financial assistance that the Agency
may provide is necessary to (i) induce the Company to locate their facility in New York City (ii) renovate
and fit out this property located in the Long Island City, and (iii) hire employees in New York City.
UTEP Considerations
The Agency finds that the Project meets one or more considerations from Section 1-B of the Agency's Uniform Tax
Exemption Policy ("UTEP"), including the following:
I. The Project will create and retain permanent private-sector jobs.
II.
Ill.
IV.
Financial assistance is required to induce the Project.
Value of Financial Assistance is reasonable relative to the total estimated impact to be provided through
estimated City tax revenues.
The Project will generate a significant amount of private-sector investment.
Applicant Summary
The Company was founded in 1976 by Suri Beiler. Over the last 23 years, the Company has grown their over
150,000 antique item inventory. The Company and its vast inventory of antique items serves the movie, television
and theatre industries. The Company ships items from New York City to businesses throughout the East Coast and
Canada. Its inventory includes many different themes such as Haunted House, Nautical, Gothic, Taxidermy,
Cowboy, Hollywood, Old New York, and many others.
Suri Bieler 1 Founder and Creative Director
Suri Bieler is the founder and creative director of the company. Mrs. Bieler received Bachelor of Arts in Theater
Design and Production from the North Carolina School of Arts. She then worked in the theatre and television
industry as a prop person and assistant to the designer. Additionally, she worked as a free-lance prop master for
off-Broadway, Broadway, and television with credits including "On Golden Pond," "Horowitz and Mrs.
Washington," "PBS TV: Theatre in America," and many others. Since 1976, she has operated and managed the
Company.
Employee Benefits
Employees receive a retirement plan and a healthcare plan within one year of employment. Additionally,
employees receive sick, personal and vacation days.
3

Eclectic/Encore Properties, Inc.
Recapture
Pursuant to UTEP, all benefits subject to recapture for a 10-year period.
Due Diligence
The Agency conducted a background investigation of the Company and its principals and found no derogatory
information.
Compliance Check:
Not Applicable
Bank Account:
PNC Bank
Bank Check:
Relationships are reported to be satisfactory.
Supplier Checks:
Customer Checks:
Relationships are reported to be satisfactory.
Relationships are reported to be satisfactory.
Unions:
Not Applicable
Vendex Check:
No derogatory information was found.
Attorney:
Gerald Walders
Law offices of Gerald A. Walters
20 Vesey Street, suite 700
New York, NY, 10007
Accountant:
Richard Sturner
Buck, Sturmer & Co., P.C.
350 T. Fremd Ave., Box 118
Rye, NY 10580
Consultant/ Advisor:
Rob Morel
City One Real Estate
236 Green point Ave.
Brooklyn, NY 11222
Community Board:
Queens, CB 2
4

Eclectic/Encore Properties, Inc.
Income Statement 31-Dec-12 31-Dec-11 31-Dec-10 YaY change YaY change
FYE FYE FYE FY11-FY12 FY10-FY11
Revenues $ 2,591,877 $ 2,823,203 $ 2,373,419 -8% 19%
Costs $ $ $ N/A N/A
(%of sales) 0% 0% 0%
Gross Profit $ 2,591,877 $ 2,823,203 $ 2,373,419 -8% 19%
(gross margin) 100% 100% 100%
Selling, General and Administrative Expenses $ 2,439,450 $ 2,712,870 $ 2,512,816 -10% 8%
Income from Operations $ 152,427 $ 110,333 $ (139,397) 38% N/A
Other Income (Expense):
Other $ $ 617 $ 166
Total Other Income $ $ 617 $ 166 N/A 272%
Income before Provision for Income Taxes $ 152,427 $ 110,950 $ (139,231) 37% N/A
Provision for Income Taxes $ $ $
Net Income $ 152,427 $ 110,950 $ (139,231) 37% N/A

Eclectic/Encore Properties, Inc.
Balance Sheet 31-Dec-12 31-Dec-11 31-Dec-10 YoY change YoY change
FYE FYE FYE FY11-FY12 FYlO-FYll
Current Assets:
Cash- PNC Bank $ 149,579 $ 87,865 $ 72,305
Accts. Rcvble- Trade $ 138,500 $ 69,782 $ 30,480
Other Current Assets $ $ 37,370 $
Prepaid Expenses $ 41,037 $ $ 51,030
Loan and Exchanges $ $ $ 5,903
Other Investments $ $ 341 $ 341
Total Current Assets: $ 329,115 $ 195,358 $ 160,059 68% 22%
Property and Equipment, net: $ S90,383 $ 41,S48 $ S5,788 1321% -26%
Other Assets:
Other $ 37,782 $ 36,431 $ 35,422 4% 3%
Total Other Assets $ 37,782 $ 36,431 $ 3S,422 4% 3%
TOTAL ASSETS $ 9S7,281 $ 273,337 $ 2S1,269 250% 9%
Current Liabilities:
Notes Payable $ $ 80,184 $ 122,073
401(k) Deferral $ 162 $ 603 $ 1S1
Payroll Clearing $ (26S)
loans & Exchanges $ 3,011
Transit Checks $ {779)
Credit Line PNC $ 7S,645
Accrued Expenses $ S9,213
NYSC-3.875% Sales Tax Payable $ 4,869 $ 6,077 $ S,S48
Loan Payable- DR Reiff/lnsurance $ 22,131
Sundry Payable $ $ 7,202 $ 1,8S6
State Accrued Taxes $ $ 1,250 $ 1,000
Total Current Liabilities: $ 163,988 $ 120,048 $ 178,486 37% -33%
Long-Term Liability
Loan Payable- Officer $ 434,007 $ 434,007 $ 418,702
TOTAL LIABILITIES $ S97,994 $ 5S4,05S $ S97,188 8% -7%
Capital
Common Stock $ 194,199 $ 194,199 $ 194,199
Paid In Capital $ 14,915 $ 14,91S $ 14,915
Retained Earnings $ 284,418 $ (89,832) $ (1SS,033)
Account Adjustments Acct $ 113,S77 $ $
Treasury Stock $ (400,000) $ (400,000) $ (400,000)
Net Income $ 1S2,177 $ $
Total Capital $ 3S9,286 $ (280,718) $ (34S,919) N/A 19%
TOTAL LIABILITIES AND Capital $ 957,280 $ 273,337 $ 251,269 250% 9%

[}fcLECT
l' R 0 P S
January II, 20 13
Ms. Heidi Springer
Vice President,
EDC c/o NYC IDA
110 William Street
New York, NY 10038
Dear Ms. Springer:
Eclectic/ Encore Properties is one of the largest prop rental companies on the east coast. We rent
props to motion pictures, television, and theatci· industry with over 150,000 unique antique and
period items for short-term lease. Our inventory is in use from Canada to Florida and all points in
between; productions in Alabama, Georgia, North Carolina, New Jersey, Pennsylvania,
Connecticut and Massachusetts to name a few. We speciali7.e in antique and pel'iod items rather
than contemporary pieces that are the specialty of most of our competitors. In addition to the
entertainment industry we serve event planners, advertisers, stylists, photographers and new, Web·
episodes.
We have been operating out of our Manhattan warehouse showroom consisting of between
90,000 and 75,000 square feet for tlw last 23 years. The neighborhood has gone tlu-ough a
tremendous transformation and it now appears to be the desired home base for the contemporary
art galleries, fashion and hi-tech worlds in the Big Apple. Our landlord is dreaming of upgrading
the building ru1d receiving far more income than they have in the past and has increased our rent
by 40%. We cannot afford this increase because we are part of a very competitive industry;
therefore, with the increase looming, we began looking for other large affordable alternate sites.
There are several relocation options that I have been considering and evaluating. The simplest
would be to relocate my entire operation to New Jersey or some other lower cost location. I have
been in touch with the Connecticut Office of Film, Television and Digital Media and have been
seeking sites and relocation opportunities with them. More fmitful opportunities have arisen
closer to home in New Jersey. We were looking at a 60,000 square foot lease at Hartz Mountain
Industrial Complex in Secaucus that has large open self contained buildings in immediate movein
condition. It was somewhat near the train so we could get in from Penn Station in 30 minutes.
The rental was quoted at $7.00 per sq. foot and would cut operating costs to under $400,000
versus the $700,000 I am paying now to the projected $900,000 later this year when my rent
increases. In New Jersey I also located a 65,000 square foot building in North Arlington for
$4,000,000, which is right outside the Meadowlands area near Secaucus and just off the New
Jersey Turnpike. In Freehold, New Jersey we visited a 51,000 square foot building on the
620 WEST 26TH STHEE'l' 4~'~' FLOOH • NEW YORK CITY • NY • 10001
TEL 212.64.'5.8880 e FAX 212.243.6508 " www.edeclicpmps.com • EcltEncore@aol.com

market for $3,800,000, which had high ceilings and was also in move-in condition with a lot of
parking and truck bays for easy shipping and receiving.
Over the last six years we have been photographing and bar coding every single item in the
invent01y. l knew that the computer would become a tremendous vehicle and afford a huge
opportw1ity to rent ow· props up and down the eastern seaboard. Our website is designed as a
Rental Request site allowing our customers the ability to see everything we have and they are
able to create their orders any time, day or night. No one has to visit our showroom to select
items to rent, if time is of the essence, shopping is a click away; ~'W"' Ciec'iy·~nf>S. Co"l. This is
why I am able to consider operating Eclectic Props in Connecticut or New Jersey.
Another option we can consider is to remain in 30,000 square feet in Manhattan and relocate just
part of the facility to a less expensive locale. As we have been contemplating these different
options, a building became available in Long Island City that seems to provide me with the longterm
security l need of owning a prope~1y so as to not be threatened by the rental trends in the
market place. This building is quite expensive and I can only purchase it if I am able to take
advantage of the New York City IDA incentive package that I have become aware of through the
course of my real estate search. The building would provide the space and flexibility to carry out
all my expansion plans. Also, the parking lot in the Long Island City facility would enhance the
shipping and receiving that has become such a headache on 26'" Street. While moving will be
quite a great distraction and inconvenience, it will allow my company to expand il1to several new
areas of operation such as the following:
On the ground floor space we have plans to build a photo studio with green screen capability to
rent hourly to photographers for their photo shoots. The rental of Eclectic's props for these
shoots will be an easy addition to their package. We also have a plan to provide furniture repair
and an upholstery shop. We have seen the need for custom upholstery work; photographers, film
designers or television art directors will typically like the lines of a chair, chaise or settee, but not
be able to use it in the fabric that we are offering. The ability to change the material (and
certainly a charge for this service would occur) would give the designer the desired look, and
quickly. Finally, we'd be able to expand our existing furniture repair shop and offer the ability
to build props. Our employees are skilled in the art of prop building and Eclectic will be able to
capitalize on this imp011ant need.
The inefficiencies of my current Manhattan west side space have become very burdensome. The
space is not heated and it is unpleasant to work in the winter months for my staff and visitors.
75,000 square feet on 3 floors is serviced by only 2 small elevators and the loading, shipping and
receiving in Manhattan is terribly crowded and inefficient. Not only do we have non-exclusive
use of our main elevator but we increasingly find ourselves waiting with down time; yet, we arc
requir·ed to pay the landlord for repairs, security and operations staff.
We are seeking SBA financing as well as bank financing as part of this project and hope that the
whole package can soon be completed so that our payroll of 18 persons can relocate to Long
Island City. We will create at least 5 new jobs. If the IDA does not help us with this benefits
package we will be forced to cancel our contract. There is no way I can afford full real estate
taxes, energy costs, as well as mortgage recording tax costs for this very expensive acquisition.

ll is crucial that the IDA approves our project. I hopefully have demonstrated to you that we are
an important wmpany to keep in New York City within the crucial New York City based media
entertainment sector. We are an integral part of the industry and that is some of the reason that
Connecticut has tried to woo us north. We would prefer to stay in New York and hope that the
IDA will approve ow· project so that we can remain here.
Thank you for your consideration.
Eclectic/Encore Properties, Inc.
620 West 26th Street, 4th Floor
New York NY 10001
Tel: (212) 645-8880 Fax: (212) 243-6508
www.eclecticprops.com
SB/md

Resolution granting preliminary approval in connection with the
financing of a commercial and warehousing facility for
Eclectic/Encore Properties, Inc. as a Straight-Lease Transaction
WHEREAS, New York City Industrial Development Agency (the "Agency") is
authorized under the laws of the State ofNew York (the "State"), and in particular the New York
State Industrial Development Agency Act, constituting Title I of Article 18-A of the General
Municipal Law, Chapter 24 of the Consolidated Laws of New York, as amended, and Chapter
1082 of the 1974 Laws ofNew York, as amended (collectively, the "Act"), to promote, develop,
encourage and assist in the acquiring, constructing, reconstructing, improving, maintaining,
equipping and furnishing of industrial, manufacturing, warehousing, commercial and research
facilities and thereby advance the job opportunities, general prosperity and economic welfare of
the people of the State of New York and to improve their prosperity and standard of living; and
WHEREAS, Eclectic/Encore Properties, Inc. (the "Applicant"), has informed
officials of the Agency about and has expressed the desire to enter into negotiations with
officials of the Agency for the acquisition, renovation, equipping, and furnishing of an
approximately 91,000 square foot building on an approximately 36,750 square foot parcel of
land located at 47-51 33rd Street, Long Island City, New York 11101, all for the use by the
Applicant as a commercial and warehousing facility (the "Facility") in its operations as a prop
rental company (the "Project"); and
WHEREAS, the Applicant has submitted a Project Application (the
"Application") to the Agency to initiate the accomplishment of the above; and
WHEREAS, the Application sets forth certain information with respect to the
Applicant and the Project, including the following: that the Applicant employs approximately 18
full time equivalent employees within The City of New York (the "City") and expects to employ
approximately 3 additional full time equivalent employees within the three years following the
completion of the Project; and that, therefore, Agency financial assistance is necessary to
encourage the Applicant to proceed with the Project; and
WHEREAS, the Applicant is obtaining and compiling all information necessary
to allow the Agency to comply with the provisions of the State Environmental Quality Review
Act ("SEQRA"), being Article 8 of the New York State Environmental Conservation Law and
the implementing regulations related thereto;
NOW, THEREFORE, NEW YORK CITY INDUSTRIAL DEVELOPMENT
AGENCY HEREBY RESOLVES AS FOLLOWS:
Section I. The proposed Project would, if approved by the Agency, promote and
be authorized by, and in furtherance of the policy of the State as set forth in the Act.
Section 2. The officers of the Agency and other appropriate officials of the
Agency and its agents and employees are hereby authorized and directed to take whatever steps
may be necessary to implement the provisions of this preliminary resolution.
00009111.3

Section 3. Nothing herein shall be construed as committing the Agency to
undertake or approve the Project. The contemplated lease of and leaseback by the Agency of the
Facility and the other transactions contemplated hereunder by the Agency in connection with the
Project will be subject to the completion of all requirements related to SEQRA and adoption by
the Agency of an authorizing resolution. No final determination may be taken by the Agency
with respect to the proposed Project until the Agency has complied with the requirements of
SEQRA. The actions taken under this preliminary resolution shall be limited to environmental,
soils, engineering, economic, feasibility and other studies, surveys, subsurface investigations
and preliminary planning and budgetary processes necessary to formulate the proposed Action as
that term is defined under SEQRA.
Section 4. Any expenses incurred by the Agency with respect to the proposed
Project shall be paid by the Applicant. By acceptance hereof, the Applicant agrees to pay such
expenses and further agrees to indemnify the Agency, its members, directors, employees and
agents and hold the Agency and such persons harmless against claims for losses, damage or
injury or any expenses or damages incurred as a result of action taken by or on behalf of the
Agency in good faith with respect to the proposed Project and the financing thereof.
Section 5. This preliminary resolution is subject to the approval of a private
investigative report with respect to the Applicant. The provisions of this preliminary resolution
shall continue to be effective until one year from the date hereof whereupon the Agency may, at
its option, terminate the effectiveness of this preliminary resolution (except with respect to the
matters contained in Section 4 hereof) unless prior to the expiration of such year the Agency
shall by subsequent resolution extend the effective period of this preliminary resolution.
ADOPTED: March 12, 2013
Section 6. This preliminary resolution shall take effect immediately.
Accepted: ___ , 2013
ECLECTIC/ENCORE PROPERTIES, INC.
By: __________ _
Name:
Title:
00009111.3

New York City
Industrial Development Agency
INDUSTRIAL INCENTIVE PROGRAM PROPOSAL
185 CANAL STREET, LLC
MEETING OF MARCH 12, 2013
Project Summary
185 Canal Street, LLC, an affiliate of Shleppers Holdings LLC d/b/a Shleppers Moving & Storage (the "Company"), a
residential and commercial moving and storage company, is seeking to acquire and renovate a 40,000 square foot
facility in the Bronx that will allow the Company to expand and consolidate operations from multiple locations.
Renovations will consist of fire sprinkler system installation, insulating the building, security systems installation,
equipping the building, and other minor work. Total project costs are estimated to be $4.74 million to acquire,
renovate, furnish and equip the building.
Current Location
310 Walton Avenue
Bronx, NY 10704
Project Location
185 Canal Street West
Bronx, NY 10451
Action Requested
Authorizing Resolution for an Industrial Incentive Program transaction.
Prior Action
Inducement resolution approved December 11, 2012
Anticipated Closing
March 2013
lmoact Summarv
Employment
Jobs at Application:
Jobs to be Created at Project Location (Year 3):
Total Jobs (full-time equivalents)
Projected Average Hourly Wage (excluding principals)
Estimated City Tax Revenues
Impact of Operations (NPV 25 years at 6.25%)
One-Time Impact of Renovation
Total impact
Estimated Cost of Benefits Requested: New York City
Building Tax Exemption (NPV, 25 years)
Land Tax Abatement (NPV, 25 years)
MRT Benefit
Sales Tax Exemption
Agency Financing Fee
Total Cost to NYC Net of Financing Fee
Estimated Cost of Benefits Requested: New York State
MRT Benefit
Sales Tax Exemption
Total Cost to NYS
Overall Total Cost to NYC and NYS
122
45
167
$ 14.61
$ 8,673,601
15,905
$ 8,689,506
$ 1,307,513
338,291
36,644
4,462
(60,885)
$ 1,626,025
$ 26,496
4,338
$ 30,834
$ 1,656,859
Tabby Gillim, SIG
Julie Den kin, LGL
Gonzalez, Saggio & Harlan LLP
Project Number- 5405

185 Canal Street, LLC
Costs of Benefits Per Job 1
Estimated Total Cost of Benefits per Job $ 13,581
Estimated City Tax Revenue per Job $ 71,225
Comparison of Agency and As-of-Right Benefits
Available As-of-Right Benefits (ICAP) $ 0
Agency Benefits In Excess of As-of-Right Benefits $ 1,645,804
Sources and Uses
Commercial Company Total Percent of
SBA 504 Loan
Loan
Funds Amount Total Costs
Acquisition $2,125,000 $1,700,000 $425,000 $4,250,000 94%
Construction
Hard Costs
Machinery,
Furnishings
and/or
Equipment
70,850 56,680 14,170 141,700 3%
14,150 11,320 2,830 28,300

185 Canal Street. LLC
parking and temporary storage space for clients. The purpose of the Project is to enable the Company to purchase
and renovate a new facility that will house all of its operations. As a result of this project, management expects
substantial revenue enhancement over the next several years.
Employee Benefits
Employees in Sales and Business Development receive health care benefits, the cost of which is largely borne by
the Company.
Recapture
Pursuant to UTEP, all benefits subject to recapture for a 10·year period.
Due Diligence
The Agency conducted a background investigation of the Company and its principals and found no derogatory
information.
Compliance Check:
Not applicable
Bank Account:
JP Morgan Chase
Bank Check:
Supplier Check:
Customer Check:
Union Check:
Vendex Check:
Attorney:
Accountant:
Community Board:
Relationships are reported to be satisfactory.
Relationships are reported to be satisfactory.
Not applicable
Not applicable
No derogatory information was found.
Eon Nichols
Cuddy & Feder
445 Hamilton Ave
White Plains, NY 10601
Raymond Wrobleski
Golf & Wrobleski LLP
38 W 32"' Street
New York, NY 10001
Bronx, CB #1
3

185 Canal Street, LLC
Income Statement 31-Dec-11 31-0ec-10 31-Dec-09 YoY change YoY change
FYE FYE FYE FYlO-FYll FY09-FY10
Revenues 7,595,913 7,158,372 5,635,255 6% 27%
Costs 5,131,010 4,358,314 3,649,418 18% 19%
(%of sales) 68% 61% 65%
Gross Profit 2,464,903 2,800,058 1,985,837 -12% 41%
(gross margin) 32% 39% 35%
Selling, General and Administrative
Expenses 2,885,570 2,645,618 2,298,002 9% 15%
Income from Operations (420,667) 154,440 (312,165) -372% -149%
Other Income (Expense):
Other 0 1,000 19,000 -100% -95%
Total Other Income 0 1,000 19,000 -100% -95%
Net Income (420,667) 155,440 (293,165) -371% -153%
4

185 Canal Street, LLC
Balance Sheet 31-Dec-11 31-Dec-10 31-Dec-09 YoY change YoY change
FYE FYE FYE FY10-FY11 FY09-FY10
Current Assets:
Cash and cash equivalents 142,920 103,945 0 37% NA
Accounts receivable, less allowances 117,181 120,375 129,762 ~3% -7%
Intangible assets, less accumulated
amortization 802,493 876,632 950,769 -8% -8%
Other 87,789 94,945 18,365 -8% 417%
Total Current Assets: 1,150,383 1,195,897 1,098,896 -4% 9%
Buildings and other depreciable
assets, less accumulated depreciation 44,889 76,191 107,946 -41% -29%
Other Assets:
Other 113,805 11,892 11,892 857% 0%
Total Other Assets 113,805 11,892 11,892 857% 0%
TOTAL ASSETS 1,309,077 1,283,980 1,218,734 2% 5%
Current Liabilities:
Accounts payable 300,906 144,574 187,204 108% -23%
Short-term notes 212,965 153,157 149,958 39% 2%
Other 1,441,663 1,159,752 1,125,074 24% 3%
Total Current Liabilities: 1,955,534 1,457,483 1,462,236 34% 0%
Long-Term Liability
Other 1,165,544 1,115,437 1,109,163 4% 1%
TOTAL LIABILITIES 3,121,078 2,572,920 2,571,399 21% 0%
Stockholder's Equity
Partners' Capital Accounts (1,812,001) (1,288,940) (1,352,665) 41% -5%
Total Stockholder's Equity (1,812,001) (1,288,940) (1,352,665) 41% -5%
TOTAL LIABILITIES AND
STOCKHOLDER'S EQUITY 1,309,077 1,283,980 1,218,734 2% 5%
5

185 Canal Street, LLC
General and Administrative Expenses 31-Dec-11 31-Dec-10 31-Dec-09 YoY change YoY change
FYE FYE FYE FY10-FY11 FY09-FY10
Salaries and Wages 755,237 677,545 493,454 11% 37%
Guaranteed payments to partners 151,000 147,923 102,217 2% 45%
Repairs and maintenance 29,030 30,711 36,533 -5% -16%
Bad debts 12,901 70,114 29,866 -82% 135%
Rent expense 357,683 280,444 269,693 28% 4%
Taxes and licenses 364,963 316,623 242,376 15% 31%
Interest 171,693 163,702 140,178 5% 17%
Depreciation 91,345 70,394 73,461 30% -4%
Employee benefits 86,699 70,413 34,800 23% 102%
Auto Expense 32,385 31,477 39,795 3% -21%
Advertising & Promotion 328,795 311,599 305,461 6% 2%
Computer Expenses 100,313 116,502 107,378 -14% 8%
Professional Fees 129,074 85,779 153,778 50% -44%
Telephone 77,405 67,385 80,201 15% -16%
Utilities 61,858 45,248 33,604 37% 35%
Bank Charges 5,445 2,781 840 96% 231%
oues/Su bscri ptions/Fees 18,914 11,722 10,934 61% 7%
Office Expenses 21,967 19,942 15,635 10% 28%
Payroll Fees 9,516 12,644 13,362 -25% -5%
Postage & Delivery 3,310 5,370 7,687 -38% -30%
Equipment Rental 6,997 21,603 17,563 -68% 23%
Training & Employment Expense 12,033 9,027 21,694 33% -58%
Office Equipment Leasing 6,162 22,297 19,152 -72% 16%
Miscellaneous 1,546 4,261 3,174 -64% 34%
Entertainment Expense *50% 6,494 7,308 2,361 -11% 210%
Amortization 42,805 42,804 42,805 O% 0%
2,885,570 2,645,618 2,298,002
6

Resolution authorizing and approving the execution and delivery
of agreements in connection with a Straight-Lease Project for 185
Canal Street, LLC and its affiliate, Shleppers Holdings LLC d/b/a
Shleppers Moving & Storage
WHEREAS, the New York City Industrial Development Agency (the "Agency")
is authorized under the laws of the State of New York, and in particular the New York State
Industrial Development Agency Act, constituting Title I of Article 18-A of the General
Municipal Law, Chapter 24 of the Consolidated Laws of New York, as amended, and Chapter
I 082 of the 1974 Laws of New York, as amended (collectively, the "Act"), to promote, develop,
encourage and assist in the acquiring, constructing, reconstructing, improving, maintaining,
equipping and furnishing of industrial, manufacturing, warehousing, commercial and research
facilities and thereby advance the job opportunities, general prosperity and economic welfare of
the people of the State of New York and to improve their prosperity and standard of living; and
WHEREAS, 185 Canal Street, LLC, a real estate holding company (the
"Applicant") and its affiliate, Shleppers Holdings LLC d/b/a Shleppers Moving & Storage (the
"Company"), have entered into negotiations with officials of the Agency for the acquisition,
renovation, equipping and/or furnishing of a commercial and warehousing facility (the
"Facility"), consisting of the acquisition, renovation, equipping and/or furnishing of an
approximately 40,000 square foot building located on an approximately 40,000 square foot
parcel of land located at 185 Canal Street West, Bronx, New York 10451, all for use by the
Company in its operations as a commercial and residential moving and storage company, for
lease to the Agency by the Applicant, and subleased by the Agency to the Applicant for
subsequent sub-sublease in whole to the Company, and having an approximate total project cost
of approximately $4,510,000 (the "Project"); and
WHEREAS, on December ll, 2012, the Agency adopted a resolution approving
the taking of preliminary action with respect to providing financial assistance in the form of a
straight -lease transaction; and
WHEREAS, in order to finance a portion of the costs of the Project, (i) Webster
Bank, N.A. (such financial institution, or any other financial institution as may be approved by a
certificate of determination of an Agency officer, the "Lender") has agreed to enter into a loan
arrangement with the Company pursuant to which the Lender will lend approximately
$2,255,000 to the Company, and the Agency and the Company will grant a mortgage on the
Facility to the Lender (the "Lender Mortgage"), (ii) Empire State Certified Development
Corporation ("ESCDC") has agreed to enter into a loan arrangement with the Company pursuant
to which ESCDC will lend approximately $1,804,000 to the Company, and the Company will
grant a second mortgage on the Facility to ESCDC (the "ESCDC Mortgage"), and (iii) the
Lender will provide bridge financing to the Company with respect to the loan to be made to the
Company by ESCDC, and the Company will grant a second mmtgage on the Facility to the
Lender (the "Bridge Mortgage"); and
WHEREAS, for purposes of refinancing from time to time the indebtedness
secured by the Lender Mortgage (the "Original Mortgage Indebtedness") (whether such
refinancing is in an amount equal to or greater than the outstanding principal balance of the
00009119.1

Original Mortgage Indebtedness), the Applicant may from time to time desire to enter into new
mortgage arrangements, including but not limited to consolidation with mortgages granted
subsequent to the Lender Mortgage; and therefore the Applicant may request the Agency to enter
into the mortgage instruments required for such new mortgage anangements ("Refinancing
Mortgage(s)"); and
WHEREAS, in order to provide financial assistance to the Applicant and the
Company for the Project, the Agency intends to grant the Applicant and the Company financial
assistance through a straight-lease transaction in the form of real property tax abatements, sales
tax exemptions and mortgage recording tax defenals, all pursuant to the Act;
NOW, THEREFORE, NEW YORK CITY INDUSTRIAL DEVELOPMENT
AGENCY, HEREBY RESOLVES AS FOLLOWS:
Section 1. To accomplish the purposes of the Act and to provide financial
assistance to the Applicant and the Company for the Project, a straight-lease transaction is
hereby authorized subject to the provisions of this Resolution and the Lease Agreement
hereinafter authorized.
Section 2. The execution and delivery of a Company Lease Agreement from
the Applicant leasing the Facility to the Agency, an Agency Lease Agreement from the Agency
subleasing the Facility to the Applicant (the "Lease Agreement") (for sub-sublease to the
Company), a Sales Tax Letter from the Agency to the Company and the Applicant, the Lender
Mortgage, and the Refinancing Mortgages and the acceptance of a Guaranty Agreement from
the Company, the Applicant and the Applicant's and the Company's owners and/or principals
in favor of the Agency (the "Guaranty Agreement") (each document referenced in this
Section 2 being, collectively, the "Agency Documents"), each being substantively the same as
approved by the Agency for prior transactions, is hereby authorized. The Chairman, Vice
Chairman, Executive Director, Deputy Executive Director, General Counsel and Vice President
for Legal Affairs of the Agency are each hereby authorized to execute, acknowledge and deliver
each such Agency Document. The execution and delivery of each such agreement by one of
said officers shall be conclusive evidence of due authorization and approval.
Section 3. All covenants, stipulations, obligations and agreements of the
Agency contained in this Resolution and contained in the Agency Documents shall be deemed
to be the covenants, stipulations, obligations and agreements of the Agency to the full extent
authorized or permitted by law, and such covenants, stipulations, obligations and agreements
shall be binding upon the Agency and its successors from time to time and upon any board or
body to which any powers or duties affecting such covenants, stipulations, obligations and
agreements shall be transfened by or in accordance with law. Except as otherwise provided in
this Resolution, all rights, powers and privileges confened and duties and liabilities imposed
upon the Agency or the members thereof by the provisions of this Resolution or the Agency
Documents shall be exercised or performed by the Agency or by such members, officers, board
or body as may be required by law to exercise such powers and to perform such duties.
No covenant, stipulation, obligation or agreement herein contained or contained in
the Agency Documents shall be deemed to be a covenant, stipulation, obligation or agreement of
00009119.1 2

any member, director, officer, agent or employee of the Agency in his or her individual capacity
and neither the members nor the directors of the Agency nor any officer executing any Agency
Document shall be liable personally for any amounts payable thereunder or arising from claims
thereon or be subject to any personal liability or accountability by reason of the execution and
delivery or acceptance thereof.
Section 4. The officers of the Agency are hereby designated the authorized
representatives of the Agency, and each of them is hereby authorized and directed to execute
and deliver any and all papers, instruments, opinions, certificates, affidavits and other
documents and to do and cause to be done any and all acts and things necessary or proper for
carrying out this Resolution. The Agency recognizes that due to the unusual complexities of the
transaction it may become necessary that certain of the terms approved hereby may require
modifications which will not affect the intent and substance of the authorizations and approvals
by the Agency herein. The Agency hereby authorizes the Chairman, Vice Chairman, Executive
Director, Deputy Executive Director, General Counsel or Vice President for Legal Affairs to
approve modifications to the terms approved hereby which do not affect the intent and
substance of this Resolution. The approval of such modifications shall be evidenced by a
certificate of determination of an Agency officer.
Section 5.
This Resolution shall take effect immediately.
ADOPTED: March 12,2013
00009119.1 3

New York City
Industrial Development Agency
INDUSTRIAL INCENTIVE PROGRAM PROPOSAL
ROCK BEACH FOOD CORP.
MEETING OF MARCH 12, 2013
Project Summary
Rock Beach Food Corp. (the "Company") is a supermarket operator that has operated a grocery store under the
Key Food banner in Rockaway Park, Queens since 2005. In October 2012, Hurricane Sandy devastated the store
and since then, the store has been inoperable. The Company is seeking assistance through the agency's FRESH
program to renovate, repair, and equip the 27,000 square foot commercial building (the "Project") to become a
grocery store with 12,000 square feet of retail selling area. Project costs are estimated to be $2.15 million.
Project Location
105-38 Rockaway Beach Blvd.
Rockaway Park, NY 11695
Actions Requested
Authorizing Resolution for an Industrial Incentive Program transaction.
Prior Action
Inducement Resolution approved February 13, 2013.
Anticipated Closing
April 2013
Impact Summary
Employment
Jobs at Application:
Jobs to be Created at Project Location (Year 3):
Total Jobs {full-time equivalents!
Projected Average Hourly Wage (excluding principals)
0
5.5
5.5
$ 8.46
Estimated City Tax Revenues
Impact of Operations {NPV 25 years at 6.25%)
One-Time Impact of Renovation
Total impact
$ 2,290,988
$ 101,214
$ 2,392,202
Estimated Cost of Benefits Requested: New York City
Building Tax Exemption {NPV, 25 years)
Land Tax Abatement (NPV, 25 years)
Sales Tax Exemption
Agency Financing Fee
Total Cost to NYC Net of Financing Fee
Estimated Cost of Benefits Requested: New York State
Sales Tax Exemption
Total Cost to NYS
Overall Total Cost to NYC and NYS
$ 960,415
$ 105,154
$ 52,200
$ (24,300)
$ 1,093,469
$ 50,750
$ 50,750
$ 1,144,219
Molly Hartman, SIG
Jay Lopez, LGL
Hawkins Delafield and Wood
Project Number- 5445

Rock Beach Food Corp
Costs of Benefits Per Job'
Estimated Total Cost of Benefits per Job $ 381,406
Estimated City Tax Revenue per Job $ 797,401
Comparison of Agency and As-of-Right Benefits
Available As-of-Right Benefits (ICAP) $ 398,894
Agency Benefits In Excess of As-of-Right Benefits $ 745,325
Sources and Uses
Percent of
Key Food Insurance Company Total
Total
Co-op Proceeds Funds Amount
Costs
Construction
Hard Costs
$620,000 $200,000 $820,000 47%
Soft Costs $120,000 $120,000 7%
Furnishings,
Equipment
$750,000 $750,000 43%
Fees $50,000 $50,000 3%
Total $740,000 $800,000 $200,000 $1,740,00 100%
Fees
Paid at Closing
Agency Fee $ 24,300
Project Counsel $ 20,000
On-Going Fees
(NPV, 25 Years)
Annual Agency Fee $ 850 $ 10,612
Total $ 45,150 $ 10,612
Total Fees $ 55,762
Financing and Benefits Summary
The Company will be obtaining a 1-year construction loan from Key Food co-op in the amount of $800,000 to
finance this project, which will carry an interest rate of 5.5%. The company has an existing commercial business
loan from Carver bank, with an outstanding balance of approximately $170,000 to be paid over 3 years. It is
anticipated that the Company will secure permanent financing to take out both of these loans. Total debt service
on the permanent financing will be approximately $192,000 per year, and the Company demonstrates sufficient
ability to service the debt. Based on historical financials, the Company has a DSCR of at least 1.49X.
Company Performance and Projections
The Company shows strong financials, generating gross profits of $1.53 million in 2011. The store is located in a
primarily residential section of Rockaway Park, Queens, and is the only full-line grocery store within a quarter-mile
pedestrian area. Much of this neighborhood was significantly affected by Hurricane Sandy, including the store. The
approximately 3,250 residents of the surrounding census tract, many of whom are now without cars, rely on this
store for grocery shopping. Furthermore, this store has a parking lot for 80 cars and is a destination for residents
throughout the peninsula who need groceries.
1
Because operations have ceased, the number of jobs to be created at year three was used in the following
calculations.
2

Rock Beach Food Corp
The store would also create 3 FTE jobs for local residents and produce 2.5 additional FTE jobs within three years.
The owners intend to re-hire workers displaced due to business interruption and hire local residents for new
positions at the store.
Employee Benefits
Employees receive on-the-job training, paid sick days, personal days, and paid vacation. Employees receive a 5%
discount on purchases at the store.
Recapture
Pursuant to UTEP, all benefits subject to recapture for a 10-year period.
Due Diligence
The Agency conducted a background investigation of the Company and its principals and found no derogatory
information.
Compliance Check:
Bank Account:
Bank Check:
Supplier Checks:
Customer Checks:
Unions:
Vendex Check:
Attorney:
Accountant:
Community Board:
Not applicable.
Citibank NA
Pending.
Satisfactory.
Not Applicable.
Not Applicable.
Satisfactory.
Mitchell Mund, Esq.
100-15 Queens Blvd, Forest Hills, NY 11275
Melvin Fastow, Interactive Business Services
2 Jericho Turnpike, New Hyde Park, NY 11040
Queens CB 14
3

Rock Beach Food Corp
Income Statement 31-Dec-11 31-Dec-10 31-Dec-09 YaY change YoY change
FYE FYE FYE FYlO-FYll FY09-FY10
Revenues 6,612,179 6,915,702 5,853,609 -4% 18%
Costs 5,086,004 5,336,061 4,524,916 -5% 18%
(%of sales) 77% 77% 77%
Gross Profit 1,526,175 1,579,641 1,328,693 -3% 19%
(gross margin) 23% 23% 23%
Selling, General and Administrative Expenses 1,492,039 1,547,617 1,288,457 -4% 20%
Income from Operations 34,136 32,024 40,236 7% -20%
Other Income {Expense):
Other 0 0 0 N/A N/A
Total Other Income 0 0 0 N/A N/A
Income before Provision for Income Taxes 34,136 32,024 40,236 7% -20%
Provision for Income Taxes 0 0 0 N/A N/A
Net Income 34,136 32,024 40,236 7% -20%
4

Rock Beach Food Corp
Balance Sheet 31-Dec-11 31-Dec-10 31-Dec-09 YaY change YoY change
FYE FYE FYE FY10-FY11 FY09-FY10
Current Assets:
Cash and cash equivalents 15,402 36,508 60,524 M58% -40%
Accounts receivable, less allowances N/A N/A
Inventories 408,478 405,638 403,868 1% 0%
Buildings less accumulated depreciation 57,258 90,077 122,861 -36% -27%
Intangible assets, less amortization 356,480 399,258 442,629 -11% -10%
Prepaid expenses N/A N/A
Other 8,333 8,333 8,333 0% 0%
Total Current Assets: 845,951 939,814 1,038,215 -10% -9%
Property and Equipment, net: N/A N/A
Other Assets:
Other N/A N/A
Total Other Assets 0 0 0 N/A N/A
TOTAL ASSETS 845,951 939,814 1,038,215 -10% -9%
Current Liabilities:
Accounts payable 67,667 88,312 135,963 -23% -35%
loans from shareholders 86,578 148,978 200,978
Short-term notes N/A N/A
Other N/A N/A
Total Current Liabilities: 154,245 237,290 336,941 -35% -30%
long-Term Liability
Mortgages, notes, bonds payable in 1 year or more 239,926 284,880 314,837 -16% -10%
TOTAL LIABILITIES 394,171 S22,170 651,778 -25% -20%
Stockholder's Equity
Capital stock 100,000 100,000 100,000 0% 0%
Additional paid-in capital 200,000 200,000 200,000
Retained earnings 151,780 117,644 86,437 29% 36%
Total Stockholder's Equity 451,780 417,644 386,437 8% 8%
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY 845,951 939,814 1,038,215 -10% -9%
5

Rock Beach Food Corp
General and Administrative Expenses 31-Dec-11 31-Dec-10 31-Dec-09 YaY change YoY change
FYE FYE FYE FY10-FY11 FY09-FY10
Amortization 42,778 43,371 44,561 -1% -3%
Bank charges 10,276 8,149 6,112 26% 33%
Credit Card Charges 38,708 39,480 41,307 -2% -4%
Dues and subscriptions 266 N/A N/A
Equipment Leasing 2,969 3,081 6,178 -4% -50%
Insurance 36,186 8,729 10,411 315% -16%
Office expense 2,496 20,441 2,473 -88% 727%
Operating supplies 347,390 468,661 182,643 -26% 157%
Outside services 96,663 42,074 43,629 130% -4%
Professional fees 22,968 5,300 7,274 333% -27%
Telephone 2,403 1,883 566 28% 233%
Utilities 186,441 173,276 174,505 8% -1%
789,544 814,445 519,659
6

Resolution authorizing and approving the execution and delivery
of agreements in connection with the financing of a commercial
facility for Rock Beach Food Corp. (d/b/a Key Food), as a
Straight-Lease Transaction and authorizing and approving other
matters in connection therewith
WHEREAS, New York City Industrial Development Agency (the "Agency") is
authorized under the laws of the State of New York, and in particular the New York State
Industrial Development Agency Act, constituting Title I of Article 18-A of the General
Municipal Law, Chapter 24 of the Consolidated Laws of New York, as amended, and Chapter
I 082 of the 1974 Laws of New York, as amended (collectively, the "Act"), to promote, develop,
encourage and assist in the acquiring, constructing, reconstructing, improving, maintaining,
equipping and furnishing of industrial, manufacturing, warehousing, commercial and research
facilities and thereby advance the job opportunities, general prosperity and economic welfare of
the people of the State of New York and to improve their prosperity and standard of living; and
WHEREAS, Rock Beach Food Corp. (the "Applicant"), has entered into
negotiations with officials of the Agency for the renovation, equipping and furnishing of a
commercial facility (the "Facility"), consisting of an approximately 27,000 square foot retail
supermarket facility located on an approximately 65,000 square foot parcel of land (the "Project
Building") located at I 05-38 Rockaway Beach Boulevard, Rockaway Park, New York, all for
use by the Applicant in its operations as a full service retail supermarket, for sublease by the
Agency to the Applicant, and having an approximate total project cost of $2,150,000 (the
"Project"); and
WHEREAS, the Applicant submitted a Project Application (the "Application") to
the Agency to initiate the accomplishment of the above; and
WHEREAS, on February 13, 2013 the Agency adopted an inducement resolution
approving the Project for the Applicant; and
WHEREAS, the Agency held a public hearing with respect to the Project on
February 7, 2013; and
WHEREAS, based upon the Application, the Agency has determined that Agency
financial assistance and related benefits in the form of a straight-lease transaction between the
Agency and the Applicant are necessary to induce the Applicant to proceed with the Project; and
WHEREAS, in order to provide financial assistance to the Applicant for the
Project, the Agency intends to grant the Applicant financial assistance through a straight-lease
transaction in the form of real property tax abatements and sales tax exemptions, all pursuant to
the Act; and
WHEREAS, the Project is to be financed in part by an unsecured loan in the
approximate amount of $800,000 from Key Food Corp. (or such other third party lender(s) as
shall be approved by certificate of determination of an Agency officer), insurance proceeds in the
approximate amount of$800,000, and approximately $200,000 in equity of the Applicant;
1243721.1 037194 RS1ND

2.
NOW, THEREFORE, NEW YORK CITY INDUSTRIAL DEVELOPMENT
AGENCY HEREBY RESOLVES AS FOLLOWS:
Section I. The execution and delivery of a Company Lease Agreement from
the Applicant subleasing the Facility to the Agency, an Agency Lease Agreement from the
Agency sub-subleasing the Facility to the Applicant, a Sales Tax Letter from the Agency to the
Applicant, and the acceptance of a Guaranty Agreement from the Applicant and the Applicant's
owners and/or principals in favor of the Agency (each document referenced in this Section 1
being, collectively, the "Agency Documents"), each being substantively the same as approved by
the Agency for prior transactions, are hereby authorized. The Chairman, Vice Chairman,
Executive Director, Deputy Executive Director, General Counsel and Vice President for Legal
Affairs of the Agency are each hereby authorized to execute, acknowledge and deliver each such
Agency Document. The execution and delivery of each such agreement by one of said officers
shall be conclusive evidence of due authorization and approval.
Section 2. All covenants, stipulations, obligations and agreements of the
Agency contained in this Resolution and contained in the Agency Documents shall be deemed to
be the covenants, stipulations, obligations and agreements of the Agency to the full extent
authorized or permitted by law, and such covenants, stipulations, obligations and agreements
shall be binding upon the Agency and its successors from time to time and upon any board or
body to which any powers or duties affecting such covenants, stipulations, obligations and
agreements shall be transferred by or in accordance with law. Except as otherwise provided in
this Resolution, all rights, powers and privileges conferred and duties and liabilities imposed
upon the Agency or the members thereof by the provisions of this Resolution or the Agency
Documents shall be exercised or performed by the Agency or by such members, officers, board
or body as may be required by law to exercise such powers and to perform such duties.
No covenant, stipulation, obligation or agreement herein contained or contained in
the Agency Documents shall be deemed to be a covenant, stipulation, obligation or agreement of
any member, director, officer, agent or employee of the Agency in his or her individual capacity
and neither the members nor the directors of the Agency nor any officer executing any Agency
Document shall be liable personally for any amounts payable thereunder or arising from claims
thereon or be subject to any personal liability or accountability by reason of the execution and
delivery or acceptance thereof.
Section 3. The officers of the Agency are hereby designated the authorized
representatives of the Agency, and each of them is hereby authorized and directed to execute
and deliver any and all papers, instruments, opinions, certificates, affidavits and other
documents and to do and cause to be done any and all acts and things necessary or proper for
carrying out this Resolution. The Agency recognizes that due to the unusual complexities of the
transaction it may become necessary that certain of the terms approved hereby may require
modifications which will not affect the intent and substance of the authorizations and approvals
by the Agency herein. The Agency hereby authorizes the Chairman, Vice Chairman, Executive
Director, Deputy Executive Director, General Counsel or Vice President for Legal Affairs to
approve modifications to the terms approved hereby which do not affect the intent and
substance of this Resolution. The approval of such modifications shall be evidenced by a
certificate of determination of an Agency officer.
1243721.1 037194 RSIND

3.
Section 4.
This Resolution shall take effect immediately
ADOPTED: March 12, 2013
1243721.1037194 RSIND

New York City
Industrial Development Agency
POST-CLOSING AMENDMENT
AMERICAN AIRLINES, INC.
MEETING OF MARCH 12, 2013
Project Summary
In 1990, 1994, 2002, and 2005, NYCIDA issued bonds (collectively, the "Bonds") for the benefit of
American Airlines, Inc. ("American"). On November 29, 2011, American filed for bankruptcy. NYCIDA
has been requested by The Bank of New York Mellon, as bond trustee (the "Trustee") acting on behalf of
the bondholders, to approve a stipulation that will be presented for approval by the Bankruptcy Court
for the Southern District of New York (the "Bankruptcy Court"). The stipulation outlines a settlement
proposal for claims filed by the Trustee in the American bankruptcy proceeding, with respect to the
Bonds.
The 1990 and 1994 bonds were primarily secured by a guaranty of AMR Corporation ("AMR"). In
connection with the bankruptcy settlement proposal, a majority of the holders of the Bonds have
negotiated an agreement (the "Agreement") recharacterizing the NYCIDA leases with respect to the
1990 and 1994 bonds as unsecured financings not capable of being rejected. Under the Agreement, the
holders of the 1990 and 1994 bonds are to receive in settlement a cash payment and are allowed
unsecured claims with respect to the outstanding 1990 and 1994 bonds. The settlement payment will
be paid from amounts being released from certain reserve funds held by the Trustee for the 2002 and
2005 bonds, together with other funds.
Pursuant to the Agreement, NYCIDA is seeking approval for amendments to the indenture with respect
to the 2002 and 2005 bonds to (a) facilitate the release of a portion of the amounts on deposit in the
debt service reserve funds for the 2002 Bonds and the 2005 Bonds in order to effectuate the terms of
the proposed settlement, (b) to extend the "no call" period for the 2002 bonds, and (c) authorize the
execution and delivery of supplements to certain tax certificates for the 2002 and 2005 bonds and other
related documents. The underlying Port Authority ground lease and Port Authority consent executed
with respect to the 2002 and 2005 bonds allows these amendments to be made without additional
approvals of the Port Authority.
Importantly, as part of the Agreement, the leases for the 2002 and 2005 bonds are not being
recharacterized and are being expressly assumed by American, leaving those bonds completely
unimpaired. Any right on the part of American to recharacterize the leases for the 2002 and 2005 bonds
is being expressly waived. In addition, the guaranties by AMR with respect to the 2002 and 2005 bonds
are being reaffirmed and will remain fully effective and enforceable upon the emergence of AMR from
bankruptcy. Moreover, the parties have agreed that NYCIDA's indemnification rights with respect to the
2002 and 2005 bonds shall remain fully valid and enforceable as if there had never been a chapter 11
filing. Finally, upon approval of the Bankruptcy Court, the Agreement will be binding on all holders of
the Bonds.
The fees and expenses of NYCIDA and the Trustee, as well as their respective counsel fees, will be paid
as part of this proposed settlement.
Ashley York-Kurtz, Compliance
Jill Braverman, LGL
Winston & Strawn LLP
Project Numbers- 4182

American Airlines. Inc.
Project Location
JFK International Airport- Terminal 8, Jamaica, Queens 11430
Action Requested
Approval of execution of the Agreement by NYCIDA and of amendments to the bond documents to (a)
facilitate the release of a portion of the amounts on deposit in the debt service reserve funds for the
2002 Bonds and the 2005 Bonds to effectuate the terms of the proposed settlement, (b) to extend the
"no call" period for the 2002 bonds, and (c) authorize the execution and delivery of supplements to
certain tax certificates for the 2002 and 2005 bonds and related documents.
Prior Actions
1990 Bonds:
• Inducement & Authorizing Resolution approved March 13, 1990
1994 Bonds:
• Inducement Resolution approved May 12, 1992
• Authorizing Resolution approved July 14, 1992
• Amending Resolution approved on December 14, 1993
2002/2005 Bonds:
• Inducement Resolution approved December 9, 1999
• Authorizing Resolution approved October 23, 2001
• Amending Authorizing Resolution approved November 13, 2001
• Post-Closing Authorizing Resolution approved September 13, 2005
• Post-Closing Amending Authorizing Resolution approved October 11, 2005
Fees Paid for Amendment
A Post-Closing fee of $2,500 will be paid as part of the proposed settlement.
Due Diligence
A review of American's compliance requirements with its project documents revealed no outstanding
issues other than those related to its bankruptcy filing.
Anticipated Transaction Date
April 2013
2

RESOLUTION AUTHORIZING THE EXECUTION AND
DELIVERY OF AGREEMENTS AND AUTHORIZING CERTAIN
OTHER MATTERS IN CONNECTION WITH THE AMERICAN
AIRLINES INC. JOHN F. KENNEDY INTERNATIONAL
AIRPORT PROJECT
WHEREAS, the New York City Industrial Development Agency, New York, New York (the
"Agency") is authorized under the laws of the State of New York, and in particular the New York State
Industrial Development Agency Act, constituting Title 1 of Article 18-A of the General Municipal Law,
Chapter 24 of the Consolidated Laws of New York, as amended, and Chapter 1082 of the 1974 Laws of
New York, as amended (collectively, the "Act"), to promote, develop, encourage and assist in the
acquiring, constructing, reconstructing, improving, maintaining, equipping and furnishing of industrial,
manufacturing, warehousing, commercial and research facilities and thereby advance the job
opportunities, general prosperity and economic welfare of the people of the State of New York and to
improve their prosperity and standard of living; and
WHEREAS, on July 31, 2002 the Agency issued its $120,000,000 Special Facility Revenue
Bonds (American Airlines, Inc. John F. Kennedy International Airport Project), Series 2002A (the "Series
2002A Bonds") and its $380,000,000 Special Facility Revenue Bonds (American Airlines, Inc. John F.
Kennedy International Airport Project) Series 2002B (the "Series 2002B Bonds") and on November 5,
2005 the Agency issued its $800,000,000 Special Facility Revenue Bonds (American Airlines, Inc. John
F. Kennedy International Airport Project), Series 2005 ( the "Series 2005 Bonds" and collectively with
the Series 2002A Bonds, and the Series 2002B Bonds, the "Bonds"); and
WHEREAS, the Bonds have been issued pursuant to an Master Indenture of Trust dated as of
November I, 2005 as supplemented by a First Series Supplemental Indenture of Trust dated as of July 1,
2002 with respect to the Series 2002A Bonds, a Second Series Supplemental Indenture of Trust dated as
of July I, 2002 with respect to the Series 2002B Bonds, and a Third Series Supplemental Indenture of
Trust dated as of November I, 2005 with respect to the Series 2005 Bonds ( collectively the "Indenture")
each by and between the Agency and The Bank of New York Mellon as successor trustee (the "Trustee");
and
WHEREAS, the Bonds are secured in part by lease payments made by American Airlines, Inc.
("American") to the Agency under an Amended and Restated IDA Lease Agreement dated as of
November I, 2005, a Guaranty Agreement from AMR Corporation ("AMR"), the parent corporation of
American, to the Agency dated as of July 1, 2002 and a debt service reserve fund (the "Debt Service
Reserve Fund") established for the benefit of the Bonds.
WHEREAS on November 29, 20 II American and AMR filed for bankruptcy and in connection
with the foregoing, the Agency has been requested by the Trustee, on behalf of the bondholders to
approve a stipulation that will be presented for approval of the Bankruptcy Court for the Southern District
of New York; and
WHEREAS the stipulation outlines a settlement proposal for claims filed by the Trustee in the
American bankruptcy proceeding with respect to the Bonds and In connection with the bankruptcy
settlement proposal, a majority of the holders of the Bonds have negotiated an agreement (the
"Agreement"); and
NY: 1551119.1

WHEREAS pursuant to the Agreement, the Agency is seeking approval for amendments to the
Indenture with respect to the Bonds to (a) facilitate the release of a portion of the amounts on deposit in
the Debt Service Reserve Fund in order to effectuate the terms of the proposed settlement, (b) to extend
out the "no call" period for the Series 20028 Bonds, and (c) authorize the execution and delivery of
supplements to ce1iain tax certificates for the Bonds and other related documents including the Agreement
(collectively the "Amendments").
NOW, THEREFORE, THE NEW YORK CITY INDUSTRIAL DEVELOPMENT
AGENCY HEREBY RESOLVES AS FOLLOWS:
Section l. The Chairperson, Vice Chairperson, Executive Director, Deputy Executive
Director, General Counsel or Vice President for Legal Affairs of the Agency are hereby authorized and
directed to execute, acknowledge and deliver any such Amendments on behalf of the Agency in such
form as approved by the Executive Director, Deputy Executive Director, General Counsel or Vice
President for Legal Affairs of the Agency. The execution and delivery of such Amendments shall be
conclusive evidence of due authorization and approval of such Amendments in their final form.
Section 2. All covenants, stipulations, obligations and agreements of the Agency contained
in this Resolution, the Amendments and any instruments or any documents related thereto and authorized
hereby (collectively, the "Project Documents") shall be deemed to be the covenants, stipulations,
obligations and agreements of the Agency to the full extent authorized or permitted by law, and such
covenants, stipulations, obligations and agreements shall be binding upon the Agency and its successors
from time to time and upon any board or body to which any powers or duties affecting such covenants,
stipulations, obligations and agreements shall be transferred by or in accordance with law. Except as
otherwise provided in this Resolution, all rights, powers and privileges conferred and duties and liabilities
imposed upon the Agency or the officers thereof by the provisions of this Resolution or any of the Project
Documents shall be exercised or performed by the Agency or such officers, or by officers, board or body
as may be required by law to exercise such powers and to perform such duties.
No covenant, stipulation, obligation or agreement herein contained or contained in any Project
Document shall be deemed to be a covenant, stipulation, obligation or agreement of any member,
director, officer, agent or employee of the Agency in the individual capacity thereof and neither the
members nor the directors of the Agency nor any officer executing any Project Document or entering into
or accepting any such instruments relating to the Project Documents shall be liable personally for any
amounts payable thereunder or arising from claims thereon or be subject to any personal liability or
accountability by reason of the execution and delivery or acceptance thereof.
Section 3. The Chairperson, the Vice Chairperson, the Secretary, the Assistant Secretary,
the Executive Director and the Deputy Executive Director, the Vice President for Legal Affairs and the
General Counsel of the Agency, and any member of the Agency, are hereby designated the authorized
representatives of the Agency and each of them is hereby authorized and directed to execute and deliver
any and all amendments, papers, instruments, opinions, certificates, affidavits and other documents or
agreements and to do and cause to be done any and all acts and things necessary or proper for carrying out
this Resolution and the Project Documents.
Section 4.
This Resolution shall take effect immediately.
Adopted: March 12,2013
- 2-
NY: 1551119.1

NEW YORK CITY INDUSTRIAL DEVELOPMENT AGENCY
PROGRESS REPORT: As of February 28, 2013
FINANCING ACTIVITY FOR FISCAL YEAR July 1, 2012- June 30, 2013
Page 1- Closed Projects by Program
l®t-~D-:-PR()GRAM:cLPSMI~$:flti~ JU~~::t~i:2' O'Jufie'J!)i =,t!J~3: ': - -,' :·. ·:: ~=s::· :; '1
Jobs
Program # Projects Amount' @ Risk
Bond $126:875,000 0
~:::: ,. .,,,,_:~:~~:t;r · ;~:':'' · ·=~~~~~is)ui/ '·'=\': '\,::=::~~::> · ::::~::r' · >=::~::> · · · ·-·::::u~~·,, · :ll
Existing
Jobs
399
Jobs
Retained
0
Projected
Growth
0
Total
Jobs
399
~~~GRAitf:Ct"(JS/NG$:frOrifNIJi:1i:~2:~J~·,:w,:mJ::··
I~ ~GRAM:Ct"(JSIN(R: fr01it'N1Ji:1;:~2
· :;·j
Jobs
Program # Projects Amount" @ Risk
FRESH 0 $0 0
~ :=:r=;:;A~;t··· ''\V -·::::::::~J>., '·'·=· ~ '''''''·''

NEW YORK CITY INDUSTRIAL DEVELOPMENT AGENCY
PROGRESS REPORT: As of February 28, 2013
FINANCING ACTIVITY FOR FISCAL YEAR July 1, 2012 -June 30, 2013
Page 2 -Induced Projects by Program
I tprA(P.ki:iq~=woQPE~ts ~~~'.4ir.Y:t~:20.1i::J~:~~;20#:: ::::::::.,--
: 'I
Jobs
Existing
Program #Projects Amount" ~Risk Jobs
Bond 1 $200,000.000 0 846
Industrial Incentive 14 $103,479.272 0 730
FRESH 0 $0 0 0
Commercial - $1,268,000,000 0 0
Jobs Projected Total
Retained Growth Jobs
0 20 866
14 502 1,246
0 0 0
0 5,000 5,000
ll:rorALS::: ''' 1:6:'=' · :;::=$1;57:1:.47:~$.2'· :.:o-· :-::t;S-713=: :·14:;:-· · ·s;~Z1 7;:11:{ ·II
Commercial Growth - Amount is equal to the total project cost
FRESH/Industrial Incentive- Amount is equal to the financed amount Three projects proposed financing is comprised 100% of company equity in the aggregate amount of $5,132,990.
Bond- Amount is equal to the issued bond amount
... Program includes Commercial Growth and Hudson Yards Commercial Construction Projects

NEW YORK CITY INDUSTRIAL DEVELOPMENT AGENCY
PROGRESS REPORT: As of February 28, 2013
FINANCING ACTIVITY FOR FISCAL YEAR July 1, 2012- June 30, 2013
Page 3- Closed & Induced Projects by Borough
140S'EP:PR:QJ.Ef:~f£o.i1J.:;fqiY/f:,:Z0~2;~June:~:201:$ :~
Borough #Projects Amount•
Bronx 4 $12,564,250
Brooklyn 3 $14,507.500
Manhattan 0 $0
Queens 6 $177.525.000
Staten Island 0 $0
Jobs
~isk
0
0
0
0
0
Existing
Jobs
20
142
0
624
0
Jobs Projected Total
Retained Growth Jobs
0 153 0
0 22 164
0 0 0
0 232 856
0 0 0
ll:ror.zu:.si:: -· :'r:J' ,.,.,,'::'1>'2Pll.;ss:s;75o_· ====:::::{) · =::::;=~ · 'l&6'= · ·:·o · '='4131·= '1;,:193_=>·-· j
I tt;>T~~:~~~R41tf:INOi/C$\fi="rJfS:frO;ri:~~y ~; :2!1;1~:~: ';lliliti)O; 2i)13 : :' '=TI
Borough
""BrOr;X
5
Amount
Jobs
~
Existing
Jobs
Jobs
Retained
Projected
Growth
Total
Jobs
Queens
5
0.800
.339J
84
ll:roTAI;.s, .. ,,.. :1s·- --$1;571;479~n== . 9 -- --=-~;~,== "'. '"'5;~2:1, . =7/!H'· =·u
Commercial Growth -Amount is equal to the total project cost
FRESH/Industrial Incentive- Amount is equal to the financed amount. Three FY13 project utilized 100% Company equity in the aggregate amount of $11,145,565
Bond -Amount is equal to the issued bond amount

NEW YORK CITY INDUSTRIAL DEVELOPMENT AGENCY
PROGRESS REPORT: As of February 28, 2013
FINANCING ACTIVITY FOR FISCAL YEAR July 1, 2012- June 30, 2013
Page 4 - Closed Projects by Program & Borough
I M$S2 'fkr:i:JiEcfs. fimri. j~i.Y 1;:~ait ~Jliii~ #, :~o1~' ::-, !
Tox
Closing
Program Borough Status Project Name Date Amount*
Bond a T-E Transportation Infrastructure Properties. LLC 9/13/12 $126,875,000
'Stt:b:·iTOta:l 1 $126,875,000
Jobs Existing Jobs
~Risk Jobs Retained
0 399 0
0 399 0
Projected Total
Growth Jobs
0 399
0 399
Bond Series
"'""-'
M&E
:~JbcT~ 0 $

NEW YORK CITY INDUSTRIAL DEVELOPMENT AGENCY
PROGRESS REPORT: As of February 28, 2013
FINANCING ACTIVITY FOR FISCAL YEAR July 1, 2012 -June 30, 2013
Page 5 - Induced Projects by Program & Borough
f~O~f-R~E~'~iffMy:1;:201i2ci!Uii(3~i:~3.'::::::,,·:· ·1
Program
Bood
Borough
a
To.
Status
T-E
Inducement
Project Name Date Amount*
JetBiue' 12111/12 $200,000,000
10,000,000
Jobs Existing Jobs Projected Total
@:Risk Jobs Retained Growth Jobs
0 846 0 20 866
...
0 846 0 20
0
$0
0 0 0 0 0
h Food Corp 02/13/13 $1,150,000
,rpfYale Picture Frame & Moulding USA Corp. 01108113 $3 420
mal Acoustics Inc 12111/12 ...,.
, LLC/Shleeeers Holdings LLC 12/11/12 $4 266
,yStreetLLC 11/13/12 $31,339.
0 0 0 6 6
pot LLC 10109/12 $10
v Bakery LLc•••• 01108/13 $500,
panese Food Depot 09120/12 $6 000
nc 09!20/12 -·
ly Store Displays. Inc 07/24/12 $9,500,
M
00
~
5,000 5,000
5,000 5,000
Commercial Growth -Amount is equal to the total project cost
FRESH!Industrlallncentive -Amount is equal to the financed amount
Bond -Amount ls equal to the issued bond amount
•• Program includes Commercial Growth and Hudson Yards Commercial Construction Projects
••• Proposed project to be funded with 100% Company equity in the amount of $2,400,000 for "R" Best, $1,195,565 for Marie Mechanical and $1,537,425 for National Acoustics.
•••• Fairway Bakery LLC was originally induced 10/09/12 and a modified project was induced 01/08/13. Total Project Costs are $12,600,000, funded with $12,100,000 in company funds.

NEW YORK CITY INDUSTRIAL DEVELOPMENT AGENCY
PROGRESS REPORT: As of February 28, 2013
FINANCING ACTIVITY FOR FISCAL YEAR July 1, 2012- June 30, 2013
Page 6- Closed Project Comparatives
jqo.,Ai'U11JI.!SS::8(mdCIC>SiitDS;
'!
Total Total
T""''
Total Existing
ProJects __ Amount" ___ J~Risk
'0""
Fiscal Yeat July 1, 2011- June 30, 2012 0 $0 0 0
Total Total
T""''
Total Existing
Projects Closing Amount' Jobs@_ Risk Jobs
Fiscal Year July 1, 2012- June 30, 2013 $126,875,000 0
"'
Total Jobs Total Projected Total
Retained Growth Jobs
0 0 0
Total Jobs Total Projected Total
Retained Growth
'0""
0 0
"'
jCOtifP:ARA-ma:s:~.f'Rf!"$8¢~5:
·;::;:j
Total Total
T""''
Total Existing
Projects Closing Amount* Jobs@ Risk
'0""
Fiscal Year July 1, 2011- June 30, 2012 4 $9,240,000 0
"'
Total Total
T""''
Total E:

NYCIDA Enforcement Action Report
March 12, 2013
Description Of Enforcement Actions and Entities
The enclosed report (following this page) provides a description of enforcement actions and
names of entities against which enforcement actions have been taken.
Number of Ongoing Projects Outstanding
As of March I, 2013, there were 534 projects, plus another 10 projects whose benefits have been
terminated and have been referred to the New York City Law Department, for a total of 544
ongoing projects.
Percentage of Projects Subject to Enforcement Action
The percentage of projects with respect to which enforcement actions are being undertaken (24)
as compared to the ongoing projects outstanding (544) is 4.41 %.
Defaulted Projects With No Contemplated Enforcement Action
The number of projects for which events of default under program agreements have taken place
and with respect to which no enforcement actions are currently contemplated is nine.
Settlements Reached
GES Bakery defaulted on its project and subsequently was subject to the recapture of
approximately $60,000 in benefits received. A recapture payment installment plan, payable over
three years at the City's cost of borrowing (4%) was unanimously approved by the NYCIDA
Board of Directors on December 11, 2012. The company will pay quarterly, equal installments
of payment and interest until its obligations are paid in full. Total interest paid over the three
years will be approximately $4,000. The present value of the $64,000 in payments received over
the three years, using a discount rate of 6.25%, is $49,966.
Manhattan Beer closed on a straight lease transaction in 2009 to purchase and renovate a facility
located at I 080 Leggett Avenue in the Bronx. The company had begun renovations on the I 080
Leggett Avenue facility until management learned of a larger property on East !49th Street, at
which point the company approached the Agency to discuss receiving benefits in connection
with the East !49th Street property. After discussions with the Agency, the company agreed to
terminate the I 080 Leggett Avenue project and pursue the development of the larger East 149'h
Street project. Instead of being recaptured upon the termination of the I 080 Leggett Avenue
project, the benefits received by the Company (approximately $743,000) in connection with the
I 080 Leggett Avenue project will only be subject to recapture if the East !49th Street project is
not completed in accordance with project agreements. The aforementioned settlement was
approved unanimously by the NYCIDA Board of Directors on February 14,2012.

Type of Financial Assistance
B =Bonds
MRT =Mortgage Recording Tax
P =PILOT
ST = Sales Tax
Bond Projects
Project Name Type of Agency Enforcement Action
Financial
Assistance
American Airlines, Inc. B Project company is in bankruptcy. Agency filed
( 1990) proof of claim and is precluded from taking
remedial actions pursuant to the automatic stay in
bankruptcy. Proposed settlement by bond trustee
being presented to NYCIDA Board of Directors.
American Airlines, Inc. B Project company is in bankruptcy. Agency filed
(1994) proof of claim and is precluded from taking
remedial actions pursuant to the automatic stay in
bankruptcy. Proposed settlement by bond trustee
being presented to NYC IDA Board of Directors.
American Airlines, Inc. B,MRT, Project company is in bankruptcy. Agency filed
(2002,2005) ST proof of claim and is precluded from taking
remedial actions pursuant to the automatic stay in
bankruptcy. Proposed settlement by bond trustee
being presented to NYCIDA Board of Directors.
Bronx Parking Development B The bond trustee has notified the Agency of an
Company, LLC
event of default.
Family Support Systems B,MRT Agency issued a Notice of Event of Default.
Unlimited, Inc.
Jewish Community Center of B,MRT
Staten Island
The bond trustee has issued a Notice of Event of
Default and notified the Agency of a payment
default. Agency does not have the right to
accelerate the bonds.

Project Name Type of Agency Enforcement Action
Financial
Assistance
Magen David Yeshivah B,MRT The bond trustee has issued a Notice of Event of
Default and notified the Agency of a payment
default. Agency does not have the right to
accelerate the bonds.
Metro Biofuels B,MRT, Project company is in bankruptcy. Agency
P,ST precluded from taking remedial actions pursuant to
the automatic stay in bankruptcy.
New York Westchester B,MRT Project company is in bankruptcy. Agency
Square Medical Center
precluded from taking remedial actions pursuant to
the automatic stay in bankruptcy.
Peninsula Hospital B Project company is in bankruptcy. Agency
precluded from taking remedial actions pursuant to
the automatic stay in bankruptcy.
Petrocelli Electrical Co., Inc. B,MRT, The bond trustee has issued a Notice of Event of
#1 (1997) P, ST Default and notified the Agency of a payment
default. Agency does not have the right to
accelerate the bonds.
Ruach Chaim Institute B,MRT Agency issued a Notice of Event of Default.
Studio School, The B The bond trustee has notified the Agency of a
payment default. Agency does not have the right to
accelerate the bonds.
Surprise Plastics, Inc. B,MRT, Agency increased PILOT to the equivalent of full
P,ST taxes. Matter referred to the NYC Law Department
which is coordinating next steps with the Agency.
Vocational Instruction B,MRT The bond trustee has notified the Agency of a
Project Community Services
payment default. Agency does not have the right to
Inc.,
accelerate the bonds.

Type of Financial Assistance
B =Bonds
MRT =Mortgage Recording Tax
P =PILOT
ST = Sales Tax
Straight Lease Projects
Project Name Type of Agency Enforcement Action
Financial
Assistance
3462 Third Avenue Food p Project is working with the Agency to resolve
Corp. d/b/a Associated
outstanding issues.
Supermarket
4over4.com, Inc MRT,P, ST Agency terminated PILOT, property placed
back on tax rolls.
APR. Inc. MRT, P,ST Agency terminated PILOT, property placed
back on tax rolls. Matter referred to the NYC
Law Department which is coordinating next
steps with the Agency.
Avant Guard Properties, Inc. MRT,P, ST Agency terminated PILOT, property placed
back on tax rolls. NYC Law Department
pursuing recapture through litigation.
Best Mounting Corp. MRT,P, ST Agency increased PILOT to the equivalent of
full taxes.
Cet1ified Accessories MRT,P, ST Agency terminated PILOT, property placed
back on tax rolls. NYC Law Department
pursuing recapture through litigation.
Famco Distributors Inc. MRT,P, ST Agency terminated PILOT, property placed
back on tax rolls. NYC Law Department
pursuing recapture through litigation.
Furniture Design by Knossos, MRT, P, ST Agency terminated PILOT, property placed
Inc.
back on tax rolls. NYC Law Department
pursuing recapture through litigation.
Idea Nuova, Inc. #I (1998) MRT,P, ST Agency increased PILOT to the equivalent of
full taxes.
J & J Johnson General MRT, P, ST Project is working with the Agency to resolve
Contracting Co., Inc.
outstanding issues.

Project Name Type of Agency Enforcement Action
Financial
Assistance
Lucky Polyethylene Mfg. MRT,P, ST Agency terminated PILOT, property placed
Co., Inc.
back on tax rolls. Matter referred to the NYC
Law Department which is coordinating next
steps with the Agency.
Marble Techniques, Inc. MRT,P, ST Agency increased PILOT to the equivalent of
full taxes. NYC Law Department pursuing
recapture through litigation.
Mesorah Publications, Ltd. #3 MRT,P,ST Project is working with the Agency to resolve
(20 II) and Sefercraft Inc. outstanding issues.
Pain D' Avignon III Ltd. MRT,P, ST Project is working with the Agency to resolve
outstanding issues.
Precision Glass & Metal MRT,P, ST Agency terminated PILOT, property placed
Works Co, Inc.
back on tax rolls. Matter referred to the NYC
Law Department which is coordinating next
steps with the Agency.
S. Tee's, Inc. ST,P Agency terminated PILOT, property placed
back on tax rolls. Matter referred to the NYC
Law Department which is coordinating next
steps with the Agency.
Supreme Chocolatier LLC MRT,P, ST Agency terminated PILOT, property placed
back on tax rolls. NYC Law Department
pursuing recapture through litigation.
Tana Seybert LLC MRT, P, ST Agency increased PILOT to the equivalent of
full taxes. NYC Law Department pursuing
recapture through litigation.

Definitions
I. Ratio Definitions
Liquidity Ratios
Current Ratio= Current Assets/Current Liabilities
Inventory Turnover= Sales/Inventory; or COGS/AVERAGE Inventory
Days Sales Outstanding= lnventory/(Revenues/365)
Total Asset Turnover= Revenues/Total Assets
Debt Management Ratios
Debt to Capital= Total Liabilities/(Total Liabilities+ Total Stockholder's
Equity)
Debt to Equity= Total Liabilities/Total Stockholder's Equity
Profitability Ratios
Profit Margin on Sales= Net Income/Revenues
ROA = Net Income/Total Assets
II.
Wage Related Terms
Projected Average Hourly Wage of Employees at Project Location- Staff
calculates this by taking the Projected Average Quarterly Wage of Employees at
Project Location(s) during the first year of operation (a figure provided by
applicants in the Employment Questionnaire of the Application) and dividing it by
455 (13 weeks times 35 hours) or the assumed number of hours an average
employee works during a quarter.
Ill.
Acronym Definitions
AV
BIR
EBITDA
ECSP
FCF
IRR
NPV
PILOT
RIMS
Assessed Value
Business Incentive Rate
Earnings Before Interest, Taxes, Depreciation, and Amortization
Energy Cost Savings Program
Free Cash Flow (EBITDA- Capital Expenditures)
Internal Rate of Return
Net Present Value (discount rate is 6.25%)
Payment in Lieu of Taxes
Regional Input-Output Modeling System, an input-output model
redeveloped by the Bureau of Economic Analysis of the U.S.
Department of Commerce