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NOTICE OF MEETING The 22nd District Agricultural Association Board of Directors meeting Tuesday, March 9, 2021 1:30pm Mission Tower via ZOOM Del Mar Fairgrounds 2260 Jimmy Durante Boulevard Del Mar,

As permitted by Executive Order N-25-20 (issued by Governor Newsom on March 12, 2020), the Del Mar Fairgrounds (DMF) will conduct the March 9, 2021 Board Meeting via ZOOM teleconference. If you wish to attend and participate in the meeting via teleconference, accommodations will be made. Please check the DMF website later this week for updated information and instructions on how to participate in the meeting via ZOOM/teleconference.

22ND DAA BOARD OF DIRECTORS

Richard Valdez, President Don Mosier, Director Lisa Barkett, Vice President Sam Nejabat, Director G. Joyce Rowland, Vice President Frederick Schenk, Director Michael Gelfand, Director Pierre Sleiman, Director Kathlyn Mead, Director

Secretary-Treasurer 22nd DAA Counsel Carlene Moore Josh Caplan Chief Executive Officer/General Manager Office of the California Attorney General

22nd District Agricultural Association Mission Statement To manage and promote a world-class, multi-use, public assembly facility with an emphasis on agriculture, education, entertainment and recreation in a fiscally sound and environmentally conscientious manner for the benefit of all.

Persons wishing to attend the meeting and who may require special accommodations pursuant to the provisions of the Americans with Disabilities Act are requested to contact the office of the General Manager, (858) 755-1161, at least five working days prior to the meeting to insure proper arrangements can be made.

Items listed on this Agenda may be considered in any order, at the discretion of the chairperson. This Agenda, and all notices required by the California Bagley-Keene Open Meeting Act, are available on the internet at: www.delmarfairgrounds.com BOARD OF DIRECTORS MEETING March 9, 2021 1:30 p.m. AGENDA

1. CALL TO ORDER – PRESIDENT RICHARD VALDEZ

2. ROLL CALL PAGE 3. CONSENT CALENDAR A. Minutes, Regular Meeting, February 9, 2021 Approval - B. 22nd District Agricultural Association (DAA) Contracts Approval 4 8 4. MANAGEMENT REPORT 9 The Board may take approval action on the Manager’s Report:

A. CEO’s Report (Informational/Action) Verbal - - B. The Center update (Informational) PowerPoint - - C. Events Report (Informational) - D. Don Diego Scholarship Foundation Report (Informational) - 10-11 5. COMMITTEE REPORTS 12 The Board may take approval action on Committee Reports and New Committee Assignments:

A. Horsepark Ad Hoc Committee – Michael Gelfand, Chair 1. Committee Report (Informational/Action) PowerPoint ---

B. Fair Operations Committee –Frederick Schenk, Chair 1. Committee Report (Informational/Action)

C. DMTC Liaison Committee – Richard Valdez, Chair 13 1. Committee Report (Informational)

D. Contracts Oversight Committee – Richard Valdez, Chair 14-24 1. Committee report (Informational/Action) Verbal ---

E. Community & Government Relations Committee – Don Mosier, Chair 1. Committee Report (Informational/Action) Verbal ---

F. Finance Committee – Richard Valdez, Chair 1. Financial Report (Informational/Action) 2. 22nd DAA 2021 Operating Budget – Events (Informational/Action) 3. Premier 2021 Operating Budget Approval (Informational/Action) ---25-26 4. Premier P&L Statement – January 2021 (Informational/Action) 27-3 3

22nd DAA Board of Directors Meeting Agenda March 39,4 2021 G. RTA/RTLC – Richard Valdez, Chair 1. Approval of one-year RTA budget for 2021 (Informational/Action)

H. Legal Committee – Richard Valdez, Chair 35-39 1. Committee Report (Informational/Action) ---

6. PUBLIC COMMENT Speakers are requested to sign in prior to the start of the meeting and are limited to three minutes. Speaker’s time may be modified based on the number of public speakers. No speaker may cede their time to another speaker. Public comments on agenda items will be accepted during the meeting as items are addressed. Public comment on issues NOT on the current Agenda is allowed. However, no debate by the Board shall be permitted on such public comments and no action will be taken on such public comment items at this time, as law requires formal public notice prior to any action on a docket item.

7. CLOSED EXECUTIVE SESSIONS (NOT OPEN TO THE PUBLIC) Pursuant to the authority of Government Code section 11126(a), (b), and (e), the Board of Directors will meet in closed executive sessions. The purpose of these executive sessions is: A. To confer with and receive advice from legal counsel regarding potential litigation involving the 22nd DAA. Based on existing facts and circumstances, there is significant exposure to litigation against the 22nd DAA. B. To confer with counsel, discuss, and consider the following pending litigation to which the 22nd DAA is a party. Cabezuela, et al., v. 22nd District Agricultural Association, San Diego County Superior Court, Case No. 37-2020-0022179. To C.con To confer with counsel, discuss, and consider the following pending litigation to which the 22nd DAA is a party. Jerry Hollendorfer, et al., v. Del Mar Club, et al., San Diego County Superior Court, Case No. 37-2019-00036284. D. To confer with counsel, discuss, and consider the following pending litigation to which the 22nd DAA is a party. Bell v. 22nd District Agricultural Association, San Diego County Superior Court, Case No. 2019-00055846. E. Personnel: The Board will meet in closed session to consider those items permitted under Government Code section 11126(a) related to the General Manager/CEO

8. RECONVENE TO OPEN SESSION A. Report on actions, if any, taken by the Board in closed executive session.

9. DIRECTORS REQUEST & CLOSING COMMENTS A. Board Communication (Informational/Action) ---

10. FOR YOUR INFORMATION A. Correspondence (Informational)

11. ADJOURNMENT 40-61

22nd DAA Board of Directors Meeting Agenda March 9, 2021 22nd DISTRICT AGRICULTURAL ASSOCIATION Board of Directors Meeting Del Mar Fairgrounds 2260 Jimmy Durante Boulevard Del Mar, CA 92014 February 9, 2021

MINUTES

The 22nd District Agricultural Association (DAA), Board of Directors met via ZOOM in the Mission Tower Building at the Del Mar Fairgrounds on February 9, 2021 at 1:30 p.m.

OFFICERS PRESENT: Richard Valdez, President Lisa Barkett, Vice President Joyce Rowland, Vice President Carlene Moore, Interim Chief Executive Officer, Secretary-Treasurer

DIRECTORS PRESENT VIA ZOOM Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Frederick Schenk and Pierre Sleiman

DIRECTORS/OFFICERS ABSENT All Present

OTHERS PRESENT Josh Caplan, Deputy Attorney General (via ZOOM) Katie Mueller, Business Services Officer – 22nd DAA Melinda Carmichael, Business Development Officer – 22nd DAA Donna O’Leary, Executive Assistant - 22nd DAA

CALL TO ORDER President Richard Valdez called the meeting to order at 1:30 p.m. with a quorum present.

ROLL CALL All present

CONSENT CALENDAR Vice President Lisa Barkett moved to approve all items on the consent calendar.

A. Minutes, Regular Meeting, January 12, 2021 B. 22nd District Agricultural Association (DAA) Contracts Approval

Director Joyce R seconded the motion. President Richard Valdez, Vice President Lisa Barkett, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Joyce Rowland, Frederick Schenk and Pierre Sleiman were in favor and the motion carried.

NOMINATING COMMITTEE – Frederick Schenk, Chair Revision of Bylaws to authorize the District, in its discretion and as decided on a yearly basis, to appoint two Vice Presidents Director Frederick Schenk moved to amend the Bylaws to add a first vice president and a second vice president position at the discretion of the Board chair to be decided on a yearly basis. Director Schenk asked that Josh Caplan, Deputy Attorney General, finalize the changes to the Bylaws. Vice President Lisa Barkett seconded the motion. President Richard Valdez, Vice President Lisa Barkett, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Joyce Rowland, Frederick Schenk and Pierre Sleiman were in favor and the motion carried.

The consideration and appointment of two Vice Presidents Director Frederick Schenk moved to nominate Director Joyce Rowland to the position of second Vice President to serve with current Vice President Lisa Barkett for 2021. Vice President Lisa Barkett seconded. President Richard Valdez, Vice President Lisa Barkett, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Joyce Rowland, Frederick Schenk and Pierre Sleiman were in favor and the motion carried.

Page 4 22nd DAA Board Meeting Minutes February 9, 2021 Page 2

LEGAL COMMITTEE – Richard Valdez, Chair City of Del Mar’s Request for Affordable Housing Memorandum of Understanding (MOU) Deputy Attorney General Josh Caplan gave a brief factual background and legal analysis on the City of Del Mar’s request to enter into an MOU with the 22nd DAA with respect to affordable housing. Director Frederick Schenk motioned to have an ad hoc committee created by the Board chair in order to have further dialogue with the City of Del Mar in regards to affordable housing, but at this time the 22nd DAA will not enter into an MOU with the City of Del Mar. Director Michael Gelfand seconded the motion. President Richard Valdez, Vice President Lisa Barkett, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Vice President Joyce Rowland, Frederick Schenk were in favor and the motion carried. Director Pierre Sleiman was not present for the vote.

PUBLIC COMMENT Lori Saldana

MANAGEMENT REPORT

CEO’s Report Interim CEO Carlene Moore provided an update on the alternative energy provider RFP. The solar tax credits have been extended through 2023 at 26 percent so there is more time to have an overall discussion around sustainability goals and incorporate them into the 22nd DAA’s of strategic planning efforts.

Interim CEO Moore reported that the fairgrounds may be able to qualify for the SBA Shuttered-Venue Operator grant. The amount of the grant could be for an amount equal to 45% of lost revenues for 2020 compared to 2019, up to a $10 million cap. At this time the SBA is not accepting applications so the District will continue to monitor that opportunity as part of the overall recovery plan.

The Center, formerly known as Surfside Race Place, is on target for construction completion to take place next month.

CDFA sent a notice regarding required training for Board Members as well as the CEO that stated all training needs to be completed in order to receive funding.

The District has partnered with Scripps and the County Public Health Department to open up a vaccination superstation on the Fairgrounds to begin Friday of this week.

WFA/IAFE Jacky Eshelby shared the achievement awards received from the Western Fairs Association and the International Association of Fairs and Expositions included in the Board packet on page 9.

Events Report Business Development Officer Melinda Carmichael reviewed the events in detail for February and March 2021 on pages 10-11 of the board packet.

Don Diego Scholarship Foundation (DDSF) Report Executive Director Chana Mannen referred to their press release on pages 12-13 of the Board packet. In addition, Executive Director Mannen announced that they now have ten endowed scholarships and a new $20,000 four- year scholarship.

COMMITTEE REPORTS

HORSEPARK COMMITTEE – Michael Gelfand, Chair Director Michael Gelfand referred to the report on page 18 of the Board packet. Interim CEO added that the committee is looking to the Board for some short term and long term guidance for the next steps for Horsepark.

Page 5 22nd DAA Board Meeting Minutes February 9, 2021 Page 3

PUBLIC COMMENT Martha Sullivan Nani Luebke Ali Nilforushan Nancy Reed Carla Echols-Hayes Laura DeMarco Duncan McIntosh

Director Michael Gelfand reported that the committee wants to figure out a way for Horsepark to continue to serve the public and also meet the financial needs of the 22nd DAA now and into the future. Staff will continue with its research and bring the additional information requested by the Board back to the Committee and future Board meetings, including historic ongoing operating budget and the amount needed to do the required remediation. It is the consensus of the Board to continue to work diligently towards a goal of finding a way to get the facility operational by 2022.

STRATEGIC PLANNING COMMITTEE – Pierre Sleiman, Chair The committee is working to get the strategic planning process back on track and moving forward with short- term and long-range goals simultaneously. The committee is recommending looking at everything through a different lens. The goal is to have a two-day workshop via ZOOM sometime in March through May. It will be properly noticed in compliance with Bagley-Keene. Director Gelfand added that that given the pandemic crisis and the overall financial health of the organization there needs to be a new vision and/or master plan for the Fairgrounds that evens out the economic flows to create a more stable foundation.

PUBLIC COMMENT Martha Sullivan Cory Hao Duncan McIntosh

DMTC LIAISON/SATELLITE WAGERING COMMITTEE – Richard Valdez, Chair Committee Report President of DMTC, Josh Rubinstein, introduced Dr. Rick Arthur, Equine Medical Director at the School of Veterinary Medicine at UC Davis where he is assigned full time to the California Board (CHRB) to speak to the health and safety of horses within the CHRB-regulated enclosures.

DMTC 2021 Budget Approval President of DMTC Josh Rubinstein and CFO Mike Ernst reviewed their 2021 budget included in the Board packet on pages 36 through 50 for Board approval.

PUBLIC COMMENT Martha Sullivan Bonnie Croker Jane Cartmill Lori Saldana Oscar de la Torre Kim Mars

Director Frederick Schenk moved to approve the 2021 Budget for the Del Mar Thoroughbred Club as presented on pages 36 through 50 of the Board packet. Vice President Lisa Barkett seconded. President Richard Valdez, Vice President Lisa Barkett, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Vice President Joyce Rowland, Frederick Schenk were in favor and the motion carried. Director Pierre Sleiman was not present for the vote.

(Recess: 4:24 p.m. to 4:34 p.m.)

Page 6 22nd DAA Board Meeting Minutes February 9, 2021 Page 4

CONTRACTS OVERSIGHT COMMITTEE – Richard Valdez, Chair Delegation of Authority Interim CEO Carlene Moore referred to pages 61-64 of the Board packet. The Delegation of Authority needs to be updated to reflect the change of adding a second Vice President. Interim CEO Moore suggested that the motion include the approval of the positions that have the Delegation of Authority not the names. President Richard Valdez asked that the motion be made to approve the documents, included in the Board packet on pages 61-64 with the amendment to include the second Vice President position. Director Kathlyn Mead moved for approval. Vice President Joyce Rowland seconded. President Richard Valdez, Vice President Lisa Barkett, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Vice President Joyce Rowland, Frederick Schenk were in favor and the motion carried. Director Pierre Sleiman was not present for the vote.

FOOD & BEVERAGE COMMITTEE – Kathlyn Mead, Chair Premier P&L Statement – December 2020 General Manager of Premier Food Services, Mark Wiggins, reviewed the December food and beverage report on page 65 of the board packet.

COMMUNITY RELATIONS COMMITTEE – Don Mosier, Co-Chair Committee Report Director Don Mosier announced that the Community Relations Committee meetings will be held on the third Tuesday of every month, so there is nothing to report at this time.

FINANCE COMMITTEE – Richard Valdez, Chair Financial Report Interim CEO Carlene Moore reviewed the financial report on pages 66-69 of the Board packet.

22nd DAA 2021 Budget Approval Interim CEO Carlene Moore presented the newly formatted 2021 Proposed Operating Budget in detail. The budget can be found on the 22nd DAA website as an attachment. At this time, the budget only includes basic operating expenses and revenues and does not include food and beverage, Fair or Events due to so many uncertainties in 2021. As has been stated previously, as more information is gained regarding mass gatherings, staff will return to the board with additional program budgets for approval.

PUBLIC COMMENT Martha Sullivan

Director Don Mosier moved to approve the 22nd DAA 2021 Operating Budget as proposed by staff. Director Michael Gelfand seconded. President Richard Valdez, Vice President Lisa Barkett, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Vice President Joyce Rowland, Frederick Schenk were in favor and the motion carried. Director Pierre Sleiman was not present for the vote.

PUBLIC COMMENT – NON-AGENDA ITEMS Martha Sullivan

RECESS TO CLOSED EXECUTIVE SESSION The Board adjourned to Executive Session at 5:56 p.m.

RECONVENE TO OPEN SESSION The Board reconvened to Open Session at 6:10 p.m. President Valdez reported that the Board conferred with and received advice from counsel on the items listed on the closed-session portion of the agenda and have nothing to report.

DIRECTORS REQUESTS & CLOSING COMMENTS Board Committee Appointments President Valdez will send out the updated Board Committee assignments in the next couple of weeks.

Page 7 22nd DAA Board Meeting Minutes February 9, 2021 Page 5

ADJOURNMENT There being no further business to discuss, President Richard Valdez moved to adjourn the meeting, Vice President Lisa Barkett seconded, all were in favor and the meeting was adjourned 6:13 p.m.

______Carlene Moore Interim Chief Executive Officer

Page 8

CONTRACT APPROVAL(S) March 2021

In accordance with the requirements of the Department to Food & Agricultural, Division of Fairs & Expositions, Staff requests approval of the agreement(s) listed below:

Standard Agreements

Contract # Contractor Purpose Term Amount 3/01/21 – 2/28/22 $30,000.00 Automated Ticketing System, (sixth year/term of DAA-16-096-17 (Total Contract Value Ticketmaster, LLC Access Control System, Related potential eight year AM 2 Including Option Years Equipment & Services agreement) $390,510.23)

4/1/21 – 3/31/22 $60,000.00 (Fourth year/term of DAA-18-084-4X Temporary Rental Equipment (Total Contract Value Raphael’s Party Rentals, Inc. potential five year AM 1 for Miscellaneous Events Including Option Years agreement) $306,000.00)

$200,000.00 DAA-18-1159X Heavy Duty Miscellaneous (Total Contract Value Sunbelt Rentals, Inc 4/19/2021 - 4/18/2022 AM #4 Truck and Equipment Rentals Including Option Years $2,000,000.00)

Background Screening Services $14,000.00 for District New Employees (Total Contract Value DAA-21-007-43 Castle Branch, Inc. and Temporary Employees 1/1/2021 – 12/31/2021 Including Option Years During the San Diego County $70,000.00) Fair

Page 9 EVENTS DEPARTMENT MARCH 2021

DATE: EVENTS: Contract Covid Safety Protocols Amount:

2/1-3/31 Goodwill Industries $16,016.00 Safe re-opening plan submitted. 6' distance signs, and Storage Monthly Rent mask at all times. Venue: Exhibit Hall Social Distance plan submitted for staff.

3/03-3/7 Gem Faire $12,300 Safe re-opening plan submitted. 6' distance Retail Gem and Jewelry Show signs and mask at all times. Venue: Hall Social Distance Plan submitted for staff and public. 25% capacity for event due to purple tier/state mandate. All aisles over 10' for event.

3/18-3/21 2021 County Show #2 $10,933 Safe re-opening plan submitted. 6' distance Horse Show Est Stall 150 signs and mask when not riding. Venue: Arena Social Distance Plan submitted for staff and riders. Horse show not open to public per State guidelines.

3/24-4/5 Jurassic Quest $35,200 Safe re-opening plan submitted. 6' distance Drive thru Dinosaur event signs and mask at all times. Venue: West Lot Social Distance Plan submitted for staff and public. Contactless event as people stay in vehicle.

3/25-3/28 Reptilian Nation $8,800 Safe re-opening plan submitted. 6' distance Retail Reptile sale signs and mask at all times. Venue: Mission Tower/Plaza Social Distance Plan submitted for staff and public. 25% capacity for event due to purple tier/state mandate. All aisles over 10' for event.

Page 10 EVENTS DEPARTMENT APRIL 2021

DATE: EVENTS: Contract Covid Safety Protocols Amount:

4/1-4/15 Goodwill Industries $8,008 Safe re-opening plan submitted. 6' distance signs, and Storage mask at all times. Venue: Exhibit Hall Social Distance plan submitted for staff.

4/5-4/10 Code 3 Associates $500 Safe re-opening plan submitted. 6' distance signs, Emergency Training Large- and mask at all times. Animals Evacuation Social Distance plan submitted for staff and Venue: Horse Park public.

4/8-4/11 Breed Horse Show $2,100 Safe re-opening plan submitted. 6' distance signs Horse Show Est Stall 150 and mask when not riding. Social Distance Plan Venue: Arena submitted for staff and riders. Horse show not open

4/10-4/19 Mainly Mozart $10,400 Safe re-opening plan submitted. 6' distance signs, and Four Drive in Concerts mask at all times. Venue: 1/2 West Lot Social Distance plan submitted for staff and public,

4/15-4/18 2021 County Show #3 $10,933 Safe re-openingre-opening plan submitted. 6'6' distancedistance signs Horse Show Est Stall 150 and signs mask and whenmask whennot riding. not riding. Social Distance Plan Venue: Arena submitted Social Distance for staff Plan and submitted riders. Horse for staff show and not open riders. Horse show not open to public per 4/19-4/25 Double Feature Classic $19,468 Safe rere-opening-opening plan submitted. 6' distance signs Horse Show Est Stall 300 and signs mask and whenmask notwhen riding. not riding. Social Distance Plan Venue: Arena submitted Social Distance for staff Plan and submitted riders. Horse for staff show and not open to riders. public Horse per Stateshow guidelines. not open to public per

4/21-4/23 Engineer & Land Surveyor's $16,800 Safe re-opening plan submitted. 6' distance signs, State Examination and mask at all times. Venue: Exhibit Hall, Bing Crosby Hall, Social Distance plan submitted for staff and public. Mission Tower and 17 hands One attendee per 8' table for the examination.

Page 11 Page 12

Item 5-B, Fair Operations Committee

Discussion / History:

The is proud to present: Homegrown Fun! June 11-July 4, 2021 (closed Mondays and Tuesdays) as this year’s official kick-off to summer!

Homegrown Fun! continues the tradition that starts summer for all San Diegans with a taste of fair fun. This celebration of the community will take place on the west side of the property and will include shopping, fair food favorites, outdoor seating, agricultural education, “edutainment” such as animal presentations, make-and- takes demonstrations and fun on-the-spot contests. The Junior Livestock Show, though limited to participants only and not open to the public, will be held June 21-June 27 and will be broadcast digitally.

Amid the uncertainty and unpredictability of the COVID-19 pandemic and the advanced planning necessary to host San Diego County’s biggest single-event celebration, staff is enthusiastically planning this scaled-down event (in size only, but not in fun!), with hopes to also bring a 4th of July celebration back to the community as well.

Due to limited capacities, admission and parking will be available online only and must be purchased in advance.

Next Steps: The safety and health of our patrons, partners and staff are the top priority of the 22nd DAA. Working with San Diego County Public Health Officials, staff will continue to develop a plan that meets the needs of the community and evolves with changing guidelines. COVID-19 protocols are being developed to ensure the health and safety of the public, our partners and our staff.

Recommendation:

Staff recommends issuing the remainder of refunds due to would-be 2020 participants - exhibitors, performers, etc. totaling approximately $100,000. This will provide a fresh start in 2022 when the tradition of the San Diego County Fair returns.

Page 13 3/3/2021 Del Mar Announces Major Purse Increases for 2021 Summer Meet

Del Mar Thoroughbred Club

 Thursday, February 25th, 2021 ( 6 days ago )

 Return to All News

Del Mar Announces Major Purse Increases for 2021 Summer Meet Purses to Exceed $700,000 Per Day; "Ship and Win" Incentives Double

The Del Mar Thoroughbred Club will implement a major purse increase for its upcoming summer race meeting opening on Saturday, July 17, including substantial increases in all overnight purses and record incentives for owners and trainers that ship out-of-state horses to race at Del Mar through its popular “Ship and Win” program, track officials announced today.

Average daily overnight purses for the 2021 season will be increased by over 30% as compared to 2019 levels during which the track operated an uninterrupted racing schedule. With the increases announced today, Del Mar expects to average more than $700,000 a day in purses this summer.

https://www.dmtc.com/media/news/del-mar-announces-major-purse-increases-for-2021-summer-meet-1788 1/2 Page 14 3/3/2021 Del Mar Announces Major Purse Increases for 2021 Summer Meet The “Ship and Win” program for horses entering from outside California is doubling both its participation fee for owners (from $2,000 to $4,000) and its purse bonus from 20% to 40% for all eligible races. The purse bonus will be upped to 50% for dirt races in the “Ship and Win” program.

“We’ve got some real momentum in California as we prepare for the 2021 season and, based on the inquiries we’re receiving, owners and trainers are taking notice,” said Del Mar’s executive vice president for racing, Tom Robbins. “Our partnership with the Thoroughbred Owners of California, TVG and The Stronach Group has us on track for one of the most lucrative seasons in Del Mar history, which will be a boost for California racing and help set the stage for us to host the Breeders’ Cup here again in November.”

The 2021 purse enhancements are due in part to a partnership with the Thoroughbred Owners of California, FanDuel Group’s TVG horse racing television network and advanced-deposit wagering platform and The Stronach Group’s 1/ST Racing. The multi-party agreement, announced earlier this year, is expected to inject up to $15 million into California Thoroughbred purses and programs over the next two years.

In addition, Del Mar’s total handle for its 2020 racing seasons was well above initial projections – despite fans not being allowed onsite – adding funding to the purse increases for the upcoming live racing season.

Among the increases for overnights, maiden special weight races will jump from $55,000 during the 2020 summer meet to $70,000 this summer, maiden-claiming $20,000 races rise from $19,000 last year to $25,000 and open $40,000 claiming races purses will increase from $37,000 to $47,000.

As an example of how these increases affect the “Ship and Win” program, a maiden special weight race on the main track this summer will carry a purse of $105,000 ($70,000 plus a 50% bonus) plus a $4,000 starter bonus for out of state horses that qualify for the program.

“Anticipation for Del Mar’s race meetings is always high among horsemen but it will be even this year with the increased purse structure announced today,” said Gary Fenton, chairman of the TOC. “We look forward to continuing our work with the state’s key racing stakeholders to further strengthen California’s year-round racing program.”

Track officials also noted that Del Mar’s 2021 stakes schedule will be released in the coming weeks and that purses levels will be raised for several of its summer stakes races.

Del Mar will offer a 31-day summer racing season this year after racing 27 days in 2020. It will open with Saturday and Sunday cards (July 17, 18), then switch to a Thursday through Sunday schedule for the balance of the meet. The summer season will close, as usual, on Labor Day, Monday, September 6.

https://www.dmtc.com/media/news/del-mar-announces-major-purse-increases-for-2021-summer-meet-1788 2/2 Page 15 3/3/2021 Del Mar Increases Purses for 21 of 34 Major Summer Stakes in 2021

Del Mar Thoroughbred Club

 Thursday, March 4th, 2021 ( 15 hours from now )

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Del Mar Increases Purses for 21 of 34 Major Summer Stakes in 2021

Building on the positive news it announced last week concerning a 30% increase to overnight purses and major enhancements to its popular “Ship & Win” program, the Del Mar Thoroughbred Club today released this year’s summer stakes schedule showing a similar healthy increase of 30% to its major stakes compared to its 2020 racing season.

In 2020, the track presented 32 major stakes worth $5,175,000. For this year there will be two additional stakes and total purses will be $6,750,000, a value increase of 30%.

Twenty-one of this season’s major stakes show increases from 2020 beginning at $25,000 and rising to $250,000. Notable in those escalations are an additional quarter-million dollars added to the Grade I TVG Pacific Classic, raising it to $750,000; $150,000 to the Grade II Del Mar Mile making it worth $300,000, and

https://www.dmtc.com/media/news/del-mar-increases-purses-for-21-of-34-major-summer-1789 1/9 Page 16 3/3/2021 Del Mar Increases Purses for 21 of 34 Major Summer Stakes in 2021 $100,000 each to the Grade II (up to $300,000) and the Grade II (now worth $250,000).

“This is one of the strongest stakes schedules in Del Mar’s history,” said David Jerkens, Del Mar’s racing secretary. “We have increased purses virtually across the board. I am really excited to see the level of quality our stakes program will attract, especially being the home of the Breeders’ Cup this year.”

Del Mar again will host the Breeders’ Cup this fall, presenting the World Championships on Friday and Saturday, November 5 and 6. It held it previously in 2017.

Two stakes that took a hiatus in 2020 will return in 2021, the Grade III Cougar II Stakes and the Del Mar Juvenile Fillies Turf, both carrying $100,000 purses.

Del Mar once again will present a power-packed program around its signature event, the TVG Pacific Classic, scheduled for Saturday, August 21. As it has done for the past several years, the track will offer four additional stakes that afternoon: the Grade I, $300,000 Del Mar Oaks; the Grade II Del Mar Handicap; the Grade II Del Mar Mile, and the Grade III, $100,000 .

It also will feature a stakes tripleheader on its opening day, Saturday, July 17. The traditional opening day headliner – the $100,000 Runhappy Oceanside Stakes – will be on the bill, joined by the Grade II, $250,000 San Diego Handicap and the Osunitas Stakes, an overnight offering that carries an $80,000 purse.

There will be six Grade I events over the course of the summer – the $300,000 on Saturday, July 31; the $300,000 Clement L. Hirsch Stakes on Sunday, August 1; the Del Mar Oaks and the TVG Pacific Classic, both on Saturday, August 21; the $300,000 Del Mar Debutante on Sunday, September 5, and the $300,000 Runhappy on Monday, September 6, which is closing day.

As it has in all recent seasons, Del Mar will present five Breeders’ Cup “Win and You’re In” races all of which give their winners automatic admittance and entry fees to parallel Breeders’ Cup races. They are:

Bing Crosby Stakes (guaranteeing admission and entry fees to the $2 million BC Sprint); Clement L. Hirsch Stakes ($2 million BC Distaff); the Del Mar Handicap ($4 million BC Turf); TVG Pacific Classic ($6 million BC Classic), and the $200,000, Grade II Pat O’Brien Stakes ($2 million BC Dirt Mile).

Further, the track once more will tender its usual complement of eight California-bred stakes, part of the Golden State Stakes Series that consists of 36 stakes worth more than $4.4 million. Those stakes are the $175,000 Fleet Treat Stakes, the $150,000 California Dreamin’ Stakes, the $175,000 Real Good Deal Stakes, the $100,000 CTBA Stakes, the $100,000 Graduation Stakes, the $150,000 Solana Beach Stakes, the $100,000 Generous Portion Stakes and the $100,000 I’m Smokin Stakes.

Del Mar will open with Saturday and Sunday (July 17, 18) cards, then go into a Thursday through Sunday format for the balance of the meet leading up to the closing card on Labor Day Monday, September 6. First post daily will be 2 p.m.

The list of stakes follows:

https://www.dmtc.com/media/news/del-mar-increases-purses-for-21-of-34-major-summer-1789 2/9 Page 17 3/3/2021 Del Mar Increases Purses for 21 of 34 Major Summer Stakes in 2021

DATE

RACE / CONDITIONS

PURSE / DISTANCE

Sat. Jul 17

RUNHAPPY OCEANSIDE STAKES Three-year-olds, N/W S/S of $50,000 at 1 M o/o in 2021

$100,000 Guaranteed 1 Mile (T)

Sat. Jul 17

SAN DIEGO HANDICAP (Gr. II) Three-year-olds & up

$250,000 Guaranteed 1 1/16 Miles

Sat. Jul 17

Osunitas Stakes* Fillies & Mares, Three-year-olds & up, N/W S/S $50,000 at 1 M o/o since September 1

$80,000 Added 1 Mile (T)

Sun. Jul 18

COUGAR II STAKES (Gr. III) Three-year-olds & up

$100,000 Guaranteed 1 1/2 Miles

Sun. Jul 18

Wickerr Stakes* Three-year-olds & up, N/W S/S of $50,000 at 1 M o/o in 2021

$80,000 Added 1 Mile (T)

Thu. Jul 22

Daisycutter Handicap* Fillies & Mares, Three-year-olds & up

$80,000 Added 5 Furlongs (T)

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DATE

RACE / CONDITIONS

PURSE / DISTANCE

Fri. Jul 23

FLEET TREAT STAKES Fillies, Three-year-olds, Cal-Bred

$175,000 Guaranteed 7 Furlongs

Sat. Jul 24

EDDIE READ STAKES (Gr. II) Three-year-olds & up

$250,000 Guaranteed 1 1/8 Miles (T)

Sat. Jul 24

SAN CLEMENTE STAKES (Gr. II) Fillies, Three-year-olds

$200,000 Guaranteed 1 Mile (T)

Sun. Jul 25

CALIFORNIA DREAMIN' STAKES Three-year-olds & up, Cal-Bred

$150,000 Guaranteed 1 1/16 Miles (T)

Fri. Jul 30

REAL GOOD DEAL STAKES Three-year-olds, Cal-Bred

$175,000 Guaranteed 7 Furlongs

Sat. Jul 31

BING CROSBY STAKES (Gr. I) Three-year-olds & up

$300,000 Guaranteed 6 Furlongs

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DATE

RACE / CONDITIONS

PURSE / DISTANCE

Sun. Aug 01

CLEMENT L. HIRSCH STAKES (Gr. I) Fillies & Mares, Three-year-olds & up

$300,000 Guaranteed 1 1/16 Miles

Thu. Aug 05

CTBA STAKES Fillies, Two-year-olds, Cal-Bred

$100,000 Guaranteed 5 1/2 Furlongs

Fri. Aug 06

SORRENTO STAKES (Gr. II) Fillies, Two-year-olds

$200,000 Guaranteed 6 Furlongs

Sat. Aug 07

YELLOW RIBBON HANDICAP (Gr. II) Fillies & Mares, Three-year-olds & up

$200,000 Guaranteed 1 1/16 Miles (T)

Sat. Aug 07

BEST PAL STAKES (Gr. II) Two-year-olds

$200,000 Guaranteed 6 Furlongs

Sun. Aug 08

LA JOLLA STAKES (Gr. III) Three-year-olds

$150,000 Guaranteed 1 1/16 Miles (T)

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DATE

RACE / CONDITIONS

PURSE / DISTANCE

Sun. Aug 08

GRADUATION STAKES Two-year-olds, Cal-Bred

$100,000 Guaranteed 5 1/2 Furlongs

Sat. Aug 14

CTT & TOC Stakes* Fillies & Mares, Three-year-olds & up

$80,000 Added 1 3/8 Miles (T)

Sun. Aug 15

SOLANA BEACH STAKES Fillies & Mares, Three-year-olds & up, Cal-Bred

$150,000 Guaranteed 1 Mile (T)

Fri. Aug 20

RANCHO BERNARDO HANDICAP (Gr. III) Fillies & Mares, Three-year-olds & up

$100,000 Added 6 1/2 Furlongs

Sat. Aug 21

TVG PACIFIC CLASSIC (Gr. I) Three-year-olds & up

$750,000 Guaranteed 1 1/4 Miles

Sat. Aug 21

DEL MAR OAKS (Gr. I) Fillies, Three-year-olds

$300,000 Guaranteed 1 1/8 Miles (T)

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DATE

RACE / CONDITIONS

PURSE / DISTANCE

Sat. Aug 21

DEL MAR MILE (Gr. II) Three-year-olds & up

$300,000 Guaranteed 1 Mile (T)

Sat. Aug 21

DEL MAR HANDICAP (Gr. II) Three-year-olds & up

$300,000 Guaranteed 1 3/8 Miles (T)

Sat. Aug 21

TORREY PINES STAKES (Gr. III) Fillies, Three-year-olds

$100,000 Guaranteed 1 Mile

Sun. Aug 22

GREEN FLASH HANDICAP (Gr. III) Three-year-olds & up

$100,000 Guaranteed 5 Furlongs (T)

Fri. Aug 27

Tranquility Lake Stakes* Fillies & Mares, Three-year-olds & up, N/W S/S $50,000 at 1 M o/o since February 1

$80,000 Added 1 Mile

Sat. Aug 28

PAT O'BRIEN STAKES (Gr. II) Three-year-olds & up

$200,000 Guaranteed 7 Furlongs

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DATE

RACE / CONDITIONS

PURSE / DISTANCE

Sun. Aug 29

SHARED BELIEF STAKES Three-year-olds

$100,000 Guaranteed 1 Mile

Fri. Sep 03

GENEROUS PORTION STAKES Fillies, Two-year-olds, Cal-Bred

$100,000 Guaranteed 6 Furlongs

Sat. Sep 04

DEL MAR DERBY (Gr. II) Three-year-olds

$200,000 Guaranteed 1 1/8 Miles (T)

Sat. Sep 04

JOHN C. MABEE STAKES (Gr. II) Fillies & Mares, Three-year-olds & up

$200,000 Guaranteed 1 1/8 Miles (T)

Sat. Sep 04

I'M SMOKIN' STAKES Two-year-olds, Cal-Bred

$100,000 Guaranteed 6 Furlongs

Sun. Sep 05

DEL MAR DEBUTANTE (Gr. I) Fillies, Two-year-olds

$300,000 Guaranteed 7 Furlongs

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DATE

RACE / CONDITIONS

PURSE / DISTANCE

Sun. Sep 05

DEL MAR JUVENILE FILLIES TURF Fillies, Two-year-olds

$100,000 Guaranteed 1 Mile (T)

Mon. Sep 06

DEL MAR JUVENILE TURF Two-year-olds

$100,000 Guaranteed 1 Mile (T)

Mon. Sep 06

RUNHAPPY DEL MAR FUTURITY (Gr. I) Two-year-olds

$300,000 Guaranteed 7 Furlongs

* Indicates Overnight Stakes

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Item 5-F, Finance Committee Report

January 2021 Financial Reports As has previously been reported, the 22nd DAA undertook a software conversion project for its accounting, payroll, and human resource management functions. Data entry into the new software began at the start of the new year and the project is well underway with timekeeping, payroll, and accounts payable activities occurring in it. The current phase includes accounts receivable which will be followed shortly by contracts and purchasing. This process combined with still processing closing entries to the 2020 financial year in order to ensure correct starting balances for all general ledger accounts, January 2021 financial reports are not available at this time. Financial reports for January and February will be presented at the April board meeting and will continue monthly thereafter. As a reminder, due to the regular board meeting dates occurring early in the month, presented financial reports will continue to be one month behind, in other words February in April, March in May, etc.

2021 Operating Budget Update:

A supplemental report for the Events Budget is attached. In addition to the Events Program Budget, at the request of this board, a column has been added to indicate the number of employees in each classification as well as a footnote of the percentage of staff at max pay range.

Background: Historically, the Network of California Fairgrounds (Network) was a self-funded industry that is part of the State’s 16 critical infrastructures of government, operating under the guidance of the California Department of Food & Agriculture (CDFA), and predicated on a business model that is almost exclusively reliant upon events and mass gatherings. The COVID-19 crisis obliterated this model due to State and local prohibitions on events and mass gatherings in order to advance public health and safety. The 22nd District Agricultural Association (22nd DAA) is the largest of the Network.

In 2020, efforts were made to mitigate this financial crisis such as reductions in permanent, temporary, and seasonal employees, termination or renegotiation of service agreements, significant reductions in energy and utility needs, and cancellation of capital improvement projects not yet underway. Throughout the year, local and state leaders were made aware of the anticipated shortfall by the end of calendar year as well as fiscal year.

For fiscal year July 1, 2020 through June 30, 2021, the Governor approved a budget augmentation under AB 75 which provided $40.3 million in General Fund support for District Agricultural Associations and Cal Expo to pay legally mandated costs that may be incurred during the state civil service layoff process. Through October 2020, the 22nd DAA received $7,524,907 in support for the payroll expenses of state civil service workers including employer portions of benefits, retirement contributions, and leave liability payouts. However, reduction in civil servant employees was not enough to overcome the devastating economic losses incurred.

Page 25

By December 2020, the 22nd DAA had amassed a liability of nearly $3 million in outstanding payables and paid nearly $500,000 in payroll expenses for the employees necessary to maintain and secure the property from becoming a public nuisance, keep the facility available to the community for emergency and natural disaster responses, and have a viable organization going forward, one that is ready to capitalize on revenue streams and opportunities. Fortunately, through the combined efforts of the Governor, state leaders, the Department of Finance, and CDFA, the 22nd DAA was notified that emergency funding support through the end of the calendar year was authorized and that negotiations for further funding through the fiscal year would resume in January.

Approach: The 22nd DAA Finance Committee and executive leadership continue to work to identify means of streamlining expenses while exploring additional funding streams. Monthly revenues are still short of ongoing operating expenses and payroll. Discussions with CDFA resumed in late January to secure the ongoing financial support necessary to maintain basic and legally mandated operations and payroll through at least June 30, 2021, estimated at $9 million.

In response to that request, the 22nd DAA was notified late January to expect an announcement from CDFA within the coming weeks of the process to formally apply for, and receive, this additional funding support.

As of this report date, CDFA had not released the expected announcement and application. Throughout February, management and board leadership have continued to press CDFA for a response and timely commitment. The most recent request from CDFA indicates that the process has started completely over, with the 22nd DAA once again having to demonstrate its need for the necessary funding.

Process: On January 8, 2021, the Governor released his proposed budget for fiscal year July 1, 2021 through June 30, 2022, and it is encouraging that he has proposed $50 million in General Fund support “to continue supporting state-affiliated fairgrounds operational costs” as the continued prohibition on mass gatherings jeopardizes revenue opportunities in 2021.

While it still has many months to go before passage, the Committee will monitor the state budget process and engage this board, local and state elected officials, and the public in supporting this necessary funding to ensure that all fairgrounds be preserved and advanced for future generations as vital resources to their respective communities.

The 22nd DAA’s economic impact on the greater San Diego County region is over $680 million, including nearly 5,000 FTE jobs created from all of the activities that take place on the Del Mar Fairgrounds.

Page 26

Item 5-F, Finance Committee Report – Events Program Budget

To: 22nd District Agricultural Association Board of Directors From: Carlene Moore, Interim Chief Executive Officer Date: March 5, 2021 Subject: 2021 Operating Budget for Non-Fair Events Program

In the wake of the global COVID-19 pandemic, 2020 was a very challenging financial year for the 22nd District Agricultural Association (22nd DAA). In March of 2020, Governor Newsom issued Executive Order N-33-20, ordering “all individuals living in the State of California to stay home or at their place of residence except as needed to maintain continuity of operations of the federal critical infrastructure sectors,” and prohibiting mass gatherings of any size. In the interest of public health, this board postponed the 2020 San Diego County Fair, thus eliminating the most profitable program of the 22nd DAA which set the organization on a course of extreme uncertainty as to its financial future and ability to maintain short- and long-term debt obligations.

Early efforts to mitigate the impacts included successfully obtaining a Payroll Protection Program Loan (PPP) which inserted significant cash into the organization when the pandemic first began, negotiating reductions on insurance policies, and eliminating expenses other than basic necessities. Subsequent efforts included an overall reduction in human resources of 85% fewer permanent civil service, temporary, and seasonal employees resulting in a restructure of roles and duties for those that remained. Through the combined efforts of the board, leadership, and the remaining team of dedicated employees, along with the financial assistance of the California Department of Food & Agriculture (CDFA), the 22nd DAA continues to rise to the challenges. The approach to the 2021 Operating Budget is reflective of the continued uncertainties as the worldwide pandemic lingers on and public health orders remain in effect that severely impact business operations and forecasting. As such, programmatic elements will continue to be brought in budget phases. Last month, the Board approved the Administration and Overhead budget that encompassed maintaining basic operations and facility maintenance and security, as well as horse racing at limited capacities. The attached budget now includes the 22nd DAA year-round facility rental activities which comprise the overall Events Program. 2021 is a new year and the attached Events Program budget is a step in the continued forward direction of the 22nd DAA. The following information provides background for the assumptions made in the preparation of the proposed Events Program portion of the 2021 Operating Budget along with insight into the methodologies taken. This is a very different looking format than previous years, but one that can more easily guide decision-making and provide greater transparency into the operations of the 22nd DAA.

Page 1 of 4

Page 27 This budget was prepared using Zero Based Budgeting techniques and presents the information in a Program Based Budget format. This budget expands upon basic revenues and expenses related to Horse Racing, Horsepark, Emergency Relief, and Administration & Overhead in a responsible manner for anticipated activities based on current public health orders. Subsequent Program updates will include the San Diego County Fair and other in-house produced events such as Scream Zone. As a reminder, the approach is to build a budget incrementally throughout the early part of the year as the impacts of the vaccination efforts are realized and new information and direction is presented for the hopeful return of mass gathering type events later in the year. Approach: The format of the 2021 Operating Budget is presented as a Program Based Budget, providing better understanding of, and insight into, revenues and expenses according to programs and functions instead of broad categories that cover multiple programs. Going forward, this format will continue to provide better financial and statistical reports, creating a greater understanding of net operations. In the past, it has not always been possible to differentiate the impact of year-round events, horse shows, and Horsepark due to the presentation of the information. Currently, under this new format, horse show activities are separated out under Horsepark to clearly demonstrate the level of activity for future planning.

Additionally, under this new approach, fees collected by the 22nd DAA on behalf of clients but paid to another entity on their behalf, i.e. ambulance services, have been removed from operating revenues and expenses and will be accounted for as liabilities (money collected but not earned) on the Balance Sheet.

Similar to budgets of the past, the detailed information is captured in broad, functional categories, but unlike past presentations, the summary presents that information by the respective programs. The programs have been identified as: San Diego County Fair (SDCF), Events Center, Horse Racing (DMTC and Satellite Wagering), Horsepark (currently used to separate horse show activities from other Events even though they are not taking place at Horsepark at this time), Other Self-Produced Events: Scream Zone (SZ) and Del Mar National Horse Show (DMNHS), Emergency Relief, and Administration & Overhead.

As stated previously, this proposed budget is incomplete for all aspects of typical operations of the 22nd DAA and staff will return in the coming months with additional program budgets along with recommendations for modification or adjustment as uncertainties begin to take shape and further knowledge is gained. For example, additional Summary Page information will be provided once end of year adjustments are made and the completed Statement of Operations for 2020 is submitted to CDFA, due by May 3, 2021.

Revenue Assumptions:

This budget assumes revenues that the 22nd DAA is confident in obtaining throughout 2021 with events already booked and that meet current public health orders.

Events + Horsepark Events: Consists of third-party promoter uses of the facility for events and activities in the form of facility and equipment rental fees, use of other 22nd DAA services, associated overnight RV parking fees for vendors, and reimbursement for payroll related expenses of 22nd DAA full-time staff that directly support those events.

Anticipate $916,005 facility and equipment rentals + $265,397 food & beverage gross + $23,288 payroll reimbursement for full-time staff Page 2 of 4

Page 28 Horsepark: The Horsepark Program column has been used to separate horse show activities occurring at the main campus from other Events, which will make future presentation of Horsepark’s financial operating needs more clear., Consists of third-party show promoter uses of the Arena facility for horse shows in the form of facility and stall rental fees, feed and bedding, and other miscellaneous services.

Anticipate $805,472 facility, stall, and feed & bedding fees + $2,700 food & beverage gross + $22,954 manure removal reimbursement Revenues from Events and Horse Shows not previously included in the Administration & Overhead Budget: $2,036,540

Horse Racing Live: The major addition to Horse Racing is the food & beverage revenue anticipated at conservative figures matching the Del Mar Thoroughbred Club’s (DMTC) approach of 50% capacity at the Summer Meet and no concerts or festivals, and 80% capacity at the Fall Meet including Breeders’ Cup. Additionally, DMTC reimburses the 22nd DAA for payroll related expenses for full-time staff that support production and communications of the meets.

Anticipate $7,439,102 food & beverage + $115,978 payroll reimbursement Additional Revenues from Horse Racing (live and satellite wagering) not previously included in the Administration & Overhead Budget: $7,555,080

Emergency Relief No changes at this time.

Additional Revenues from Emergency Relief not previously included in the Administration & Overhead Budget: $0

Administration & Overhead Revenues Comprised of overall organization operating revenues and does not include direct revenues of other programs.

Earned Revenue: Reallocated $2,400 from Reimbursement to Events

Page 3 of 4

Page 29 Expense Assumptions: The format includes two major categories consisting of Personnel and Other Than Personnel Service (OTPS). OTPS is further broken down into Direct Expenses, which are amounts attributed specifically to one or more programs, and Shared Expenses that cannot be attributed directly to one or more programs, but is rather shared by many and split amongst programs by FTEs, attendance, or other allocation criteria. General ledger categories represent both Direct and Shared Expenses so they will be addressed together. The difference between Direct and Shared is how the expenses are allocated to each program. Allocation methodologies will be recommended by the Finance Committee and applied at a later date. Personnel: Only those employees whose primary role is in the Events and Horse Show Programs have been 100% allocated from Administration and Overhead to Events and Horsepark respectively. Once the Finance Committee determines methodologies moving forward, further adjustments will be made, but there is no net change in Full Time Personnel at this time. Part Time salaries and wages has been modified to include the addition of necessary part-time employees to support Events and Horse Shows such as traffic control, parking cashiers and attendants, and medical teams. Direct & Shared Expenses: Even though budgets for the SDCF and other in-house produced activities are not yet fully incorporated into this proposed budget update, a few necessary expenses will be incurred and, therefore, are included. There are minimal additional expenses beyond Personnel and pass-through expenses of third parties (not included in the 22nd DAA operations) to the Events and Horse Shows program. Horse Show Direct Expense: Consist of feed and bedding, stall clean out, and stall removal.

Net Operations Since Shared Expenses have not yet been allocated across the programs, they remain primarily in the Administration and Overhead column. In other words, once all programs are included in the budget (remaining is the Fair and other in-house produced events) and the allocation methodologies applied for shared expenses, the net operations of each particular Program will be clearly stated.

Next Steps Staff continues to be creative and work to bring revenue opportunities forward that are in accordance with current public health guidelines. Based on the board’s guidance and feedback on the Fair Operations Committee report at the March 9, 2021 board meeting, the next budget update will include the San Diego County Fair presents Homegrown Fun! Along with other in-house produced events. The 2021 Operating Budget continues to be a work in progress.

Page 4 of 4

Page 30 Horse Emergency Administration Revenue Source Total SDCF Events Racing Horsepark Relief + Overhead REVENUES Contributions & Support Foundations Corporations Sharp Copier $ 55,200 $ - $ - $ - $ - $ - $ 55,200 Individual contributions Board members $ - Annual appeal $ - Other/general $ - Satisfaction of Prior Year Restrictions $ - PPP Loan $ - $ - $ - $ - Unearned Revenues Reimbursement $ 686,832 $ - $ 724 $ 663,154 $ 22,954 $ - $ - Government grants/contracts CDFA AB 75 $ - CDFA AB 1499 $ 830,170 $ 830,170 CDFA AB 75 - UI $ 3,250,000 $ 3,250,000 CDFA SB 5 $ 1,764,000 $ 1,764,000 Scripps Health: Vaccine Super Station $ 414,000 $ 414,000 Earned Revenue Investment income $ 108,000 $ 108,000 Leases $ 3,273,924 $ 1,650,000 $ 1,623,924 Miscellaneous $ - Program Revenues $ 2,081,477 $ - $ 916,005 $ 360,000 805,472$ $ - $ - Food & Beverage $ 7,757,200 $ - $ 265,397 $ 7,489,102 $ 2,700 $ - $ - Payroll Reimbursement $ 139,266 $ - $ 23,288 $ 115,978 $ - $ - $ - Pledged Revenues $ 222,017 $ 222,017

Total Revenue by Program/Function $ 20,582,086 $ - $ 1,205,414 $ 10,500,251 831,126$ $ 414,000 $ 7,631,294 EXPENSES Personnel: Full Time Salaries/Wages $ 5,354,392 $ - $ 226,714 $ - 152,155$ $ 131,453 $ 4,844,071 Fringe $ 3,208,859 $ - $ 135,868 $ - $ 91,186 $ 78,779 $ 2,903,026 Part Time Salaries/Wages $ 597,576 $ - $ 325,414 $ - $ - $ 213,338 $ 58,823 Fringe $ 79,687 $ - $ 43,394 $ - $ - $ 28,449 $ 7,844 Total Personnel $ 9,240,514 $ - $ 731,390 $ - 243,341$ $ 452,019 $ 7,813,764

Other Than Personal Service (OTPS): Direct Expenses Total Direct OTPS $ 5,598,827 2,480$ $ 41,554 $ 1,270,954 348,628$ $ 265,620 $ 3,669,591

Shared Expenses Total Shared OTPS $ 19,216,692 $ - $ 57,381 $ - 164,319$ $ 51,121 $ 19,034,242

Total Expenses by Program/Function $ 34,056,033 2,480$ $ 830,325 $ 1,270,954 756,288$ $ 768,760 $ 30,517,597

Revenues Less Expenses $ (13,473,947) $ (2,480) $ 375,089 $ 9,229,298 $ 74,838 $ (354,760) $ (22,886,303)

Page 31 Base Salary or Horse Emergency Administration Position or Expense Category Line Budget SDCF Events Racing Horsepark Relief + Overhead

Personnel

Quantity Full Time 1 Chief Executive Officer (Secretary-Mana$ 204,210 $ - $ - $ - $ - $ - $ 204,210 3 Career Executive Assignment $ 533,131 $ - $ - $ - $ - $ - $ 533,131 1 Supervising Environmental Planner $ 140,314 $ - $ - $ - $ - $ - $ 140,314 7 Staff Services Manager II - Managerial $ 852,062 $ - $ 121,723 $ - $ - $ 42,603 $ 687,736 1 Staff Services Manager II - Supervisor $ 115,258 $ - $ - $ - $ - $ - $ 115,258 4 Staff Services Manager I $ 419,962 $ - $ 104,990 $ - $ - $ - $ 314,971 1 Staff Services Manager I (Specialist) $ 104,990 $ - $ - $ - $ - $ - $ 104,990 1 Accounting Administrator II $ 120,269 $ - $ - $ - $ - $ - $ 120,269 1 Telecommunications Systems Manager $ 110,952 $ - $ - $ - $ - $ - $ 110,952 2 IT Specialist I $ 215,976 $ - $ - $ - $ - $ - $ 215,976 1 Equestrian Center Manager $ 99,967 $ - $ - $ - $ 99,967 $ - $ - 1 Graphic Designer III $ 80,628 $ - $ - $ - $ - $ - $ 80,628 5 Associate Government Programs Analys $ 386,760 $ - $ - $ - $ - $ - $ 386,760 2 Event Services Supervisor $ 172,831 $ - $ - $ - $ - $ 22,468 $ 150,363 2 Audio-Visual Specialist Tech $ 154,704 $ - $ - $ - $ - $ - $ 154,704 1 Senior Personnel Specialist $ 69,240 $ - $ - $ - $ - $ - $ 69,240 1 Plumber II $ 68,892 $ - $ - $ - $ - $ - $ 68,892 1 Electrician II $ 68,832 $ - $ - $ - $ - $ - $ 68,832 1 Heavy Equip Mechanic $ 67,416 $ - $ - $ - $ - $ - $ 67,416 1 Satellite Facility Supervisor $ 75,431 $ - $ - $ - $ - $ - $ 75,431 1 Maintenance Mechanic $ 62,664 $ - $ - $ - $ - $ - $ 62,664 1 Executive Assistant $ 57,804 $ - $ - $ - $ - $ - $ 57,804 1 Area Operations Supervisor CSF $ 65,315 $ - $ - $ - $ - $ - $ 65,315 2 Tractor Operator-Laborer $ 109,488 $ - $ - $ - $ - $ - $ 109,488 2 Bus Services Asst-Spec $ 107,256 $ - $ - $ - $ - $ - $ 107,256 8 Maintenance Worker, DF $ 417,504 $ - $ - $ - $ 52,188 $ - $ 365,316 2 Lead Security Guard $ 82,056 $ - $ - $ - $ - $ - $ 82,056 10 Security Guard $ 390,480 $ - $ - $ - $ - $ 66,382 $ 324,098 Total Full Time Salaries/Wages $ 5,354,392 $ - $ 226,714 $ - 152,155$ $ 131,453 $ 4,844,071 Total Full Time Fringe $ 3,208,859 $ - $ 135,868 $ - $ 91,186 $ 78,779 $ 2,903,026 Quantity Part Time 6 Security Guard-Unarmed $ 70,588 $ - $ 11,765 $ - $ - $ - $ 58,823 1 Dispatcher $ 1,120 $ - $ 1,120 $ - $ - $ - $ - 2 Emergency Medical Tech $ 2,352 $ - $ 2,352 $ - $ - $ - $ - 16 Traffic Controller $ 203,840 $ - $ 101,920 $ - $ - $ 101,920 $ - 6 Parking Cashier $ 82,320 $ - $ 82,320 $ - $ - $ - $ - Ticket Seller $ - $ - $ - $ - $ - $ - $ - 13 Parking Attendant $ 197,960 $ - $ 121,822 $ - $ - $ 76,138 $ - 3 Traffic Controller $ 35,280 $ - $ - $ - $ - $ 35,280 $ - 3 Trolley Drivers $ 4,116 $ - $ 4,116 $ - $ - $ - $ - Total Full Time Salaries/Wages $ 597,576 $ - $ 325,414 $ - $ - $ 213,338 $ 58,823 Total Part Time Fringe $ 79,687 $ - $ 43,394 $ - $ - $ 28,449 $ 7,844 TOTAL SALARIES/WAGES $ 5,951,968 $ - $ 552,128 $ - 152,155$ $ 344,791 $ 4,902,894 TOTAL FRINGE $ 3,288,545 $ - $ 179,262 $ - $ 91,186 $ 107,228 $ 2,910,870 TOTAL PERSONNEL COSTS $ 9,240,514 $ - $ 731,390 $ - 243,341$ $ 452,019 $ 7,813,764

Page 32 Non-Personnel / OTPS

Specific Expenses Advertising & Marketing $ - $ - $ - $ - $ - $ - $ - Capital Improvement Projects $ 1,764,000 $ - $ - $ - $ - $ - $ 1,764,000 Cost of Goods Sold $ - $ - $ - $ - $ - $ - $ - Dues & Subscriptions $ 37,202 $1,760 $ 3,770 $ - $ - $ - $ 31,672 Equipment Rental $ 30,090 $ - $ - $ - $ - $ 27,540 $ 2,550 Insurance $ 12,500 $ - $ - $ - $ 12,500 $ - $ - Internet $ 68,796 $ - $ - $ 22,068 $ - $ - $ 46,728 Legal Expenses $ 318,853 $ - $ - $ - $ 30,000 $ - $ 288,853 Licenses & Permits $ 63,689 $ 720 $ 14,860 $ - $ 120 $ - $ 47,989 Loan Expense $ 645,886 $ - $ - $ 645,886 $ - $ - $ - Office Expense $ 6,000 $ - $ 3,000 $ - $ 3,000 $ - $ - Postage & Shipping $ 15,625 $ - $ - $ - $ - $ - $ 15,625 Printing $ 75 $ - $ - $ - $ - $ - $ 75 Professional Development $ 11,100 $ - $ - $ - $ - $ - $ 11,100 Professional Services $ 1,270,828 $ - $ 2,474 $ - $ 31,900 $ 161,850 $ 1,074,604 Promotional & Public Relations $ - $ - $ - $ - $ - $ - $ - Repairs & Maintenance - General $ 300,890 $ - $ - $ - $ 24,480 $ - $ 276,410 Recognition & Awards $ 2,000 $ - $ - $ - $ - $ - $ 2,000 Reimbursable Expenses $ 246,328 $ - $ - $ - 246,328$ $ - $ - Service Fees: Bank, Credit Card $ 44,598 $ - $ 5,000 $ - $ - $ - $ 39,598 Small Wares $ - $ - $ - $ - $ - $ - $ - Supplies $ 86,240 $ - $ 6,900 $ - $ - $ 58,500 $ 20,840 Telephone $ 26,748 $ - $ - $ 3,000 $ 300 $ - $ 23,448 Travel & Transportation $ 6,100 $ - $ - $ - $ - $ - $ 6,100 Uniforms $ 18,000 $ - $ - $ - $ - $ - $ 18,000 Utilities $ 623,280 $ - $ 5,550 $ 600,000 $ - $ 17,730 $ - Total Specific Expenses $ 5,598,827 $ 2,480 $ 41,554 $ 1,270,954 348,628$ $ 265,620 $ 3,669,591

Shared Expenses (allocated by FTE) Cost of Goods Sold $ - $ - $ - $ - $ - $ - $ - Dues & Subscriptions $ 775 $ - $ 11 $ - $ 31 $ 10 $ 723 Equipment Rental $ 8,688 $ - $ 122 $ - $ 349 $ 109 $ 8,108 Insurance $ 3,250,000 $ - $ 45,599 $ - 130,580$ $ 40,625 $ 3,033,195 Licenses & Permits $ 49,448 $ - $ 694 $ - $ 1,987 $ 618 $ 46,149 Loan Expenses $ 620,000 $ - $ 8,699 $ - $ 24,911 $ 7,750 $ 578,640 Printing $ 800 $ - $ 11 $ - $ 32 $ 10 $ 747 Professional Services $ 10,920 $ - $ 153 $ - $ 439 $ 137 $ 10,192 Supplies $ 18,000 $ - $ 253 $ - $ 723 $ 225 $ 16,799 Telephone $ 37,212 $ - $ 522 $ - $ 1,495 $ 465 $ 34,730 Uniforms $ 3,500 $ - $ 49 $ - $ 141 $ 44 $ 3,267 Shared Expenses (allocated by other method) Advertising & Marketing $ - $ - $ - $ - $ - $ - $ - Cost of Goods Sold $ - $ - $ - $ - $ - $ - $ - Dues & Subscriptions $ 14,340 $ - $ - $ - $ - $ - $ 14,340 Equipment Rental $ 90,371 $ - $ - $ - $ - $ - $ 90,371 Insurance $ 1,000,000 $ - $ - $ - $ - $ - $ 1,000,000 Licenses & Permits $ 2,500 $ - $ - $ - $ - $ - $ 2,500 Loan Expense $ 4,439,933 $ - $ - $ - $ - $ - $ 4,439,933 Postage & Shipping $ - $ - $ - $ - $ - $ - $ - Printing $ 1,500 $ - $ - $ - $ - $ - $ 1,500 Professional Services $ 7,087,005 $ - $ - $ - $ - $ - $ 7,087,005 Promotional & Public Relations $ - $ - $ - $ - $ - $ - $ - Repairs & Maintenance - General $ 15,000 $ - $ - $ - $ - $ - $ 15,000 Service Fees: Bank, Credit Card $ 1,700 $ - $ - $ - $ - $ - $ 1,700 Small Wares $ 5,000 $ - $ - $ - $ - $ - $ 5,000 Supplies $ 6,000 $ - $ - $ - $ - $ - $ 6,000 Utilities $ 2,554,000 $ - $ - $ - $ - $ - $ 2,554,000 Total Shared Expenses $ 19,216,692 $ - $ 56,113 $ - 160,688$ $ 49,992 $ 18,949,899 Total Non-Personnel / OTPS Costs $ 24,815,519 $ 2,480 $ 97,667 $ 1,270,954 509,316$ $ 315,612 $ 22,619,491

Total Budget by Program/Function $ 34,056,033 $ 2,480 $ 829,057 $ 1,270,954 752,657$ $ 767,631 $ 30,433,254

Percentage of Total Expenses 100% 0% 2% 4% 2% 2% 89%

*Full-Time salaries & wages presented at max pay range level of which 74% of current filled positions are at that level and by year end, 78% will be due to anniversary increases; not reflective of FY20/21 9.23% reduction Fringe Benefits are legally required payroll taxes and benefits contributed by employer: payroll taxes, workers comp, retirement, medical, dental, health, vision, OPEB, health stipend

Page 33 Food & Beverage Report January 2021

January 2021 Food Service Revenues were $32,326. Budgeted Revenues for January 2021 were $.

Net distribution to the District for January 2021 was ($27,226) or (74.94%). Budgeted distribution for January 2021 was ($,) or (.)%.

Year-to-date 2021 distribution to the District is ($27,226) or (74.94%). The budgeted distribution for YTD 2021 was $, or .%.

2021 % 2021 % 2020 % Dec-20 ACTUAL BUDGET ACTUAL

TOTAL REVENUE 32,326 100.00% - #DIV/0! 143,187 100.00%

TOTAL COGS (23) -0.07% - #DIV/0! 16,797 11.73%

GROSS MARGIN 32,349 100.07% - #DIV/0! 126,390 88.27%

TOTAL PAYROLL 29,072 89.93% - #DIV/0! 332,378 232.13%

OPERATING EXPENSES 30,964 95.79% - #DIV/0! 56,045 39.14%

NET PROFIT (27,686) -85.65% - #DIV/0! (262,033) -183.00%

CLIENT DISTRIBUTION (24,226) -74.94% - #DIV/0! (229,279) -160.13%

2021 % 2021 % 2020 % YTD ACTUAL BUDGET ACTUAL

TOTAL REVENUE 32,326 100.00% - #DIV/0! 143,187 100.00%

TOTAL COGS (23) -0.07% - #DIV/0! 16,797 11.73%

GROSS MARGIN 32,349 100.07% - #DIV/0! 126,390 88.27%

TOTAL PAYROLL 29,072 89.93% - #DIV/0! 332,378 232.13%

OPERATING EXPENSES 30,964 95.79% - #DIV/0! 56,045 39.14%

NET PROFIT (27,686) -85.65% - #DIV/0! (262,033) -183.00%

Y-T-D CLIENT DISTRIBUTION (24,226) -74.94% - #DIV/0! (229,279) -160.13%

C:\Users\doleary\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\5S09JXH6\Food Beverage Report 2021 - Jan Page2021 1

Page 34 Del Mar Authority Proposed Budget for Administrative and Maintenance Expenses For the year 2021, with Projections for 2020, and Actual 2019

Actual Budgeted Projected Proposed Expense Category 2019 2020 2020 2021 Administrative Audit Services 126,214 130,000 130,000 130,000 Legal Services 3,060 3,000 4,730 5,000 Travel 598 500 0 500 Professional Services 10,428 10,000 14,667 63,000 Professional Fees- Capital Projects Bank charges 89 150 150 Permits & Licenses (for vehicles) 0 - 81 - Trustee Fees 1,750 1,800 1,800 1,800 Insurance-Business Interruption/Earthquake 81,289 82,400 92,192 93,000 Other Administrative Services: Payroll--Wages 102,338 102,338 76,754 - Payroll taxes- ER portion 7,829 7,829 5,872 - Reimbursement to 22nd DAA for Staff Expenses 34,894 34,900 29,083 34,900 Administrative expenses - - - - Other General Expenses 36 200 200 Total Administrative Expenses 368,525 373,117 355,178 328,550

Maintenance Expenses Equipment Maintenance 9,840 10,000 2,500 5,000 Elevators & Escalators Contract/ Routine Repairs 60,501 62,135 53,061 75,000 Elevators & Escalators Repairs- Outside Contract 31,684 71,000 12,883 66,944 Grandstand Supplies and Routine Maintenance 85,982 85,000 296 105,500 Kitchen Repairs Grandstand - - - - Air/ Heating/ Refrigeration Grandstand 6,931 7,500 2,119 7,000 Plumbing Repairs Grandstand 22,584 20,000 1,060 20,000 Sewer Maintenance 3,078 4,000 1,652 16,000 Structural Maintenance-Roof Repairs Grandstand - 2,500 - 2,500 Structural Maintenance- Building Repairs GS 628 1,000 - 1,000 Repairs- Electrical- Grandstand (1,434) 5,000 - 5,000 Repairs- Painting- Grandstand 4,789 4,000 648 - Fire Alarms 50,922 45,000 21,421 54,000 Repairs and Maintenance- Other Buildings 29,809 30,000 19,402 30,000 Reimbursement to 22nd DAA for Staff Expenses 125,106 125,100 104,250 - Hardware Maintenance- IT 31,313 18,200 16,067 - Software and Licensing--IT 53,363 62,350 60,461 - Supplies--IT - - 1,049 - Security Monitoring and Licensing 18,444 15,000 13,919 - Total Maintenance Expenses 533,540 567,785 310,788 387,944

Total Admin and Maintenance Expenses 902,065 940,902 665,966 716,494

Page 35 Del Mar Race Track Authority Proposed Projects for 2021 2021 Proposed Timing of Projects expenditures

Racetrack/Backside Program Improvements

Clean drains inside rails on main track $ 30,000 Q4

Racetrack/Backside Facility Health & Safety Improvements

Ongoing improvements and maintenance of backside living quarters $ 200,000 Q4

Grandstand Improvements

Restoration/Monitoring Projects

Water Quality Improvement Project Plant Operation and Pond Maintenance $ 125,000 Monthly Industrial General Permit $ 60,000 Monthly $ 185,000 Facility Upgrades

Il Palio East Patio Floor Replacement $ 18,000 Q2 Directors Room Carpet Replacement $ 25,000 Q2 $ 43,000

Landscaping and Backside Grounds Improvement (ongoing) $ 132,000 Q4

Parking Lot/Asphalt Repairs (ongoing)

Telecommunications Equipment and Upgrades

Equipment

Contingency

Grand Total of All Proposed 2021 RTA Projects $ 590,000

Add annual grandstand Maintenance/Administrative costs $ 716,494

Total funding needed from the 22nd DAA to fund 2021 proposed projects $ 1,306,494

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Del Mar Race Track Authority Funding Requested for 2021 Projects Including New/Ongoing Capital Project Allocations

Racetrack/ Backside Program Improvements Request funding of $30,000

Heavy seasonal rains require that the drainage “backbone”- inside rail of the main dirt track - be thoroughly cleaned. This project is critical to protect against flooding of the turf course.

Racetrack/ Backside/ Facility Health & Safety Improvements Ongoing projects—Request funding of $200,000

Due to the age of the structures on the backside of the race track, ongoing improvements are necessary. These improvements will be made to ensure the safety of humans and horses through replacements of stairways, balconies, handrails, stalls and barns throughout the stable area. In addition, stable area doors / jambs will be repaired or replaced. Miscellaneous upgrades will be made to living quarters, tack rooms and restrooms. Testing and repairs will be done as needed for all smoke detectors. Shower and sink drains throughout the barn area will be “jet cleaned”. Wash racks and catch basins will be cleaned.

Restoration/ Monitoring Projects Ongoing projects – Request funding of $185,000

Water Quality Improvement Project Plant Operation and Pond Maintenance The Water Quality Improvement Project is near completion. The project was funded in part through the RTA bonds and in part through a loan from the Infrastructure Bank of California (IBank) secured by the 22nd DAA. The associated water treatment plant will require expertise to operate and ongoing pond and vegetation management are needed to ensure the integrity of the investment made.

Industrial General Permit The 22nd DAA is subject to two storm water permits. The Phase 2 MS4 was discussed above. The Industrial General Permit is required for those areas on the property subject to Confined Animal Feeding Operations (i.e., areas where we house horses and livestock). This permit requires extensive storm water sampling, analysis and reporting to the Water Resources Control Board. In addition, public education/outreach is required as well as staff training. Depending on the test results of water quality sampling, additional compliance documents (response plans to reduce pollutant levels) may be required.

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Other Restoration/Monitoring Projects previously funded by the Race Track Authority that have been moved to the 22nd District Agricultural Association (22nd DAA) responsibility as of 2021 and are legal requirements of Consent Orders and Coastal Development Permits.

Least Tern Monitoring In order to comply with the terms of our coastal development permit from the California Coastal Commission for the construction of the tunnel into the infield in the late 80’s, we must monitor four potential nesting sites for the least terns for ten years.

South Overflow Lot Restoration (Phases 1 and 2) The South Overflow Lot Restoration project is broken into two phases. Construction on Phase 1 was approved by the California Coastal Commission in October, 2013 and began in November 2013. Phase 2 was approved in 2015 with work starting in late 2017.

Phase 2 MS4 Storm Water Permit The initiation stage (5-year period) of the 22nd DAA Storm Water Management Plan is complete. However, ongoing requirements are to complete, report, maintain and monitor all components of the plan. The yearly requirements are identified in the Plan and require extensive public outreach, education, monitoring, testing and best management practices.

Annual Parking/Traffic Monitoring Several Coastal Development Permits require that an annual parking and traffic study be conducted. This study looks at key intersections in the area as well as road segments. The goal of the report is to inform Coastal staff of any issues related to 22nd DAA events and their impact to Coastal Act resources and in particular, coastal access.

Facility Upgrades Request funding of $43,000

Il Palio East Patio Floor Replacement The Il Palio East Dining Patio carpet is 3 years past it’s lifespan. It has buckled at the seams, posing trip hazards. It is also no longer able to be cleaned. Stains have become permanent. Proposed concrete finish will eliminate biannual replacement and seasonal carpet cleaning for a minimum of 10 years. The anticipated cost of this project is $18,000.

Directors Room Carpet Replacement The Directors Room carpet requires replacement as it is permanently stained. There is also a trip hazard at the expansion joint across the center of the room. Proposed replacement with modular patterned, stain resistant carpet will eliminate risk and decrease maintenance. The anticipated cost of this project is $25,000.

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Horsepark Improvements No request for funding at this time due to the pause on equestrian activity at Horsepark in 2021. Previously $70,000.

This has been an ongoing replacement and renovation of the footing in the hunter show arenas at Horsepark for the safety of horses and riders who train and show there.

Landscaping/ Backside Grounds Improvements Request funding of $132,000

This is an ongoing project, which covers the maintenance of the landscaping needs for the fairgrounds on a year-round basis, including the summer and fall race meets.

Page 39 Page 40 Letter supporting continued operation of Horsepark as horse facility February 7, 2021 Page 2

Times, Encinitas Advocate, the Rancho Sante Fe REVIEW, and the Coast News have each published articles. Local community organizations have also chimed in with letters supporting the continued life of Horsepark, echoing the integral role the facility plays in the equestrian community: the Rancho Santa Fe Association and the San Dieguito Planning Group, on January 19, 2021, as well as the statewide California Professional Horseman’s Association, on January 4, 2021.

We can do hard things. The 22nd DAA has been financially self- sufficient and independent of state funding since 2011. And it thrived. Unfortunately, COVID-19 has gutted the expected revenue stream since early 2020, by forcing the shutdown of the San Diego County Fair and a majority of horse racing at Del Mar racetrack. But the 22nd DAA pivoted with alacrity and hosted many socially-distanced events for our community, as described so expertly by Carlene Moore at the January 12th meeting. Horsepark pivoted as well. Even in this time of social distancing, many horse shows were able to run at Horsepark safely and bring in needed revenue. The equestrian community urges the 22nd DAA to allow equestrian activities to continue.

On a sober note, when our community has seen terrible fires in 2003 and 2007, and hundreds of horses had to evacuate from the flames, Horsepark provided an integral safety net. Not only did the stalls at the Fairgrounds prove invaluable to the rescue effort, but the more than 400 permanent stalls at Horsepark were used as well. To ensure horses have a safe place to land when the next fire burns across our county, it is important to keep Horsepark open as an equestrian facility and the permanent barns functional.

On a practical note, it is advisable for the 22nd DAA to solicit proposals (RFP) to lease Horsepark to generate needed income and help solve the water quality issue which challenges the property. I urge the 22nd DAA to choose a respected horse show organizer (RFQ). That organizer can manage the facility, continuing to host/organize horse shows and bring in needed revenue while simultaneously identifying the specific problems manure management/water quality best management practices and determining what needs to be done to remediate the concerns. It appears the San Diego Regional Water Quality Control Board understands the difficulties presented by these unprecedented times (see 22nd DAA’s May 22, 2020 letter to the Executive Officer of SDRWQCB explaining why the Waiver No. 6, secured in

Page 41 Letter supporting continued operation of Horsepark as horse facility February 7, 2021 Page 3

2019, cannot be timely satisfied) is willing to work with the situation at hand. In a comment to the Coast News, reported on January 7, 2021, the Water Board indicated that if the proposed improvements cannot be completed by 2021, a new application could be submitted and would be reviewed to ensure compliance. There is a rational solution to the current problem; please allow the equestrian community to help as we have offered.

At the January 29th meeting, Surf Cup Sports seemed to express interest in pursing a lease of Horsepark. But this organization has generated community dissatisfaction and tension almost since it began its lease at the Polo Fields, now known as Surf Cup Sports Park across the street from Horsepark. As the 22nd DAA knows, (1) having sent a letter to Mayor Kevin Faulconer dated May 31, 2019 to request assistance from the City of San Diego to address safety and traffic concerns caused by Surf Cup scheduling one of its largest tournaments during the busiest week of the San Diego County Fair, and (2) having enlisted assistance of the California Attorney General to send a letter dated December 5, 2019 to Brian Enge of Surf Cup Sport to cease and desist illegal pumping of stormwater from the Polo Fields across the street and into Horsepark’s drainage system, Surf Cup may not act to support the interests of the equestrian community or its neighbors. More sobering is the litigation which might ensue if Surf Cup leases Horsepark. At present, Surf Cup is involved in environmental litigation. The Fourth District Court of Appeal, Division One recently issued its opinion in Friends of the San Dieguito River Valley v. City of San Diego (Surf Cup Sports, LLC.) (January 29, 2021, D075654) [nonpub. opn.]. It is unknown whether this case will go up to the California Supreme Court. Notable in this opinion is the assumption the Grant Deed has reverted back to its original terms set forth in 1983, allowing only a limit of 25 days of events per year, not the 25 events per year which were permitted between 2002 and 2016. (See Slip Opn., pages 5-6.) Regardless, if Surf Cup continues its increased use of the Polo Fields after COVID-19 shutdowns are lifted, there is the distinct possibility the successive holder of the Grant Deed Fairbanks Polo Club Homeowner’s Association (Assignment of Grantor’s Rights, DOC 2018-0028580 recorded 01/24/18) will seek to enjoin excessive use. If, at that point, Surf Cup leases Horsepark, the 22nd DAA may become embroiled in resulting litigation.

Thank you for working with the equestrian community to find a solution to the current environmental issues facing Horsepark. Integral to the equestrian community for decades, Horsepark provides space for

Page 42 Letter supporting continued operation of Horsepark as horse facility February 7, 2021 Page 4 recreation and space for safety during fires. The Del Mar Fairgrounds, with its varied events throughout the year, cannot support the horse shows and practice riding that Horsepark does. Horsepark must be saved.

Sincerely,

Cindi Mishkin

Page 43 Page 44 Donna O'Leary

From: Brad Jacobs Sent: Tuesday, February 09, 2021 12:28 PM To: Donna O'Leary Subject: Agenda Item Today: Horsepark

Follow Up Flag: Follow up Flag Status: Flagged

I want to continue to support the proposition of getting horses back to Horsepark ASAP. Whether that be by rescinding the termination of the lease which appears to have been done (at best) hastily or entering into a new lease agreement with an operator. I want to assure the Board that their actions are being heavily watched by the community, including the City of Solana Beach residents where I reside. I have been in contact with numerous residents who are not even ‘horse people’ who are deeply concerned about the circumstances surrounding termination of the lease and the risk of loss of the area’s equestrian heritage, including hosting several Olympic events when LA hosted the games.

I have also read some of the letters which have been sent to the Board in support of the Horsepark and they make clear that while they prefer a negotiated solution, they are prepared to litigate.

Thank you for your continued work on this matter.

Brad Jacobs

Bradley L. Jacobs,

The information contained in this e‐mail message and any accompanying documents is subject to the attorney‐client privilege and/or the attorney work product rule and is confidential business information intended only for the use of the recipient named above. The information herein may also be protected by the Electronic Communications Privacy Act, 18 U.S.C. §§ 2510‐2521. If the reader of this message is not the intended recipient or representative of the recipient, you are hereby notified that any dissemination of this communication is strictly prohibited. If you have received this communication in error, please notify the sender and immediately delete this message from your system.

1

Page 45 Donna O'Leary

From: Carla Echols-Hayes > Sent: Tuesday, February 09, 2021 12:17 PM To: Donna O'Leary Subject: Comments to Board members for February 9 meeting re item 5C Horsepark

Follow Up Flag: Follow up Flag Status: Flagged

Hi Donna, Please forward this email to the Board.

Status Report on Storm Water Investigation funded by Friends of Del Mar Horsepark—Feb. 9, 2021

When we saw in published public statements that San Diego Coastkeepers, San Diego Surfrider, and the San Diego Water Quality Board were not interested in closing down Horsepark, we decided to investigate further. And we found out why Horsepark, the only horse show venue left in San Diego County and last public riding stable, was not of immediate concern. A lot of the water remediation work had already been done.

In 2004 or 2005, 22nd DAA reportedly invested ~ $8MM to connect all of the covered horse wash racks to a sewer line system (see red lines on map below), which in turn connects to City sewer on El Camino Real, east of Horsepark. Culverts and swales were built to control storm water. Four pumping stations are cleaned every three months. The waste management protocols are all in place and followed, according to the San Diego Regional Quality Board in a public statement Del Mar Horsepark environmental compliance linked to financial woes - The Coast News Group.

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However, the regulations have changed since 2005. To protect your significant investment, there’s more to be done and done quickly. We are helping the 22nd DAA by funding an independent storm water quality assessment from a San Diego County storm water expert, Tory Walker, who is a consultant well known by the 22nd DAA and the San Diego Regional Water Quality Board. We are looking for cost-effective compliance solutions. His time is being paid for by private citizens thru a Go Fund Me account. His preliminary findings will be shared with 22nd DAA staff and all stakeholders who may be competing to bid on a Horsepark lease.

We don’t have a lot of time, as horse show managers need at least 2 months to set up a recognized show that attracts a lot of exhibitors. We support leasing Horsepark to an experienced horse show management company now to save our summer season, help remediate the water, and bring more cashflow to the 22nd DAA.

Thank you. Carla Echols-Hayes

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Page 48 Page 49 Page 50 Donna O'Leary

From: Maureen Pflum Sent: Sunday, February 07, 2021 12:12 PM To: Donna O'Leary; Richard Valdez (SDFair); Lisa Barkett (SDFair); Frederick Schenk (SDFair); Michael Gelfand (SDFair); Kathlyn Mead (SDFair); Don Mosier (SDFair); Sam Nejabat (SDFair); Joyce Rowland (SDFair); Pierre Sleiman (SDFair); Carlene Moore Subject: Save Del Mar Horseback

As a neighbor to Del Mar Horsepark, I encourage you to solicit proposals from experienced equestrian operators who can manage Del Mar Horsepark and help fund needed water remediation. I have read conflicting reports on the water remediation needed so that situation needs to follow the science. The Horsepark is an important public space in San Diego county and should be preserved. I shudder to think what else the county might build on the land which is so spacious and so well suited to an outdoor activity like horseback riding.

Respectfully, Maureen A. Pflum, Ph.D.

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Page 51 Page 52 Page 53 From: Dale Harvey < > Sent: Wednesday, February 24, 2021 5:49 PM To: Carlene Moore Cc: Michael Gelfand; Richard Valdez (SDFair); Don Mosier (SDFair); Lisa Barkett (SDFair); [email protected]; [email protected]; Pierre Sleiman; Kathlyn Mead; [email protected]; [email protected]; Adrienne Karazissis; Sara Nastri; [email protected] Subject: Re:

****Important, please be sure to open attachments from trusted sources only. If there is any doubt, please contact the helpdesk first.**** Hi Carlene and the Board of Directors of the 22nd DAA, As you know I have been following the developments at Del Mar Horse Park and have been deeply affected by the decisions that are being made. I would like to ask you to take another look at my proposal and seriously consider some version of the public / private partnership that I have proposed. I am confident that the public funding is out there for Water Board remediation etc. I have solid commitments from the local equestrian community. In the board meeting Ms. Rowland asked if the board thought that there was an operator out there that would be interested in a contract to operate the park as an equestrian facility. The answer is Yes there is. That would be me and my management team. I have attached the original overview sent to you back in early fall of 2020. Please take a look at it and as I have stated, all terms proposed are flexible and I am even willing to enter into a short term contract to keep the Park from closing. How do you reopen HorsePark? Don't close it. I am available to make a full presentation to you or have a full discussion on how to proceed to keep this property an equestrian park, Respectfully, Dale

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West Palms Events / 22nd D.A.A. Proposal Del Mar Horse Park Sept 2 2020

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West Palms Events/22ndDAA Del Mar Horse Park Proposal

Introduction

West Palms Events and Dale Harvey and the 22nd D.A.A. have done business with one another since 1997 both with the production of the Del Mar National, Various Olympic and World Championship Trials, and as a long standing tenant with the Fall Del Mar International Horse Shows. With a more than (23) year business relationship I respectfully submit the following proposal for Del Mar Horse Park located at 14450 El Camino Real, San Diego Ca.

I submit this proposal as a long term vision to keep Del Mar Horse Park as an equestrian facility which falls under your agricultural mission statement and I believe this use is in the best interest of the community.

I am aware of the impending CAFO improvements that will be needed in the short term and I have begun a dialogue with the U.S.D.A. and the Water Management Agency and am confident that these details can be addressed satisfactorily to all parties to allow the park to continue to operate into the future.

This proposal is for the exclusive lease and use of the Del Mar Horse Park. West Palms Events will assume all responsibilities for upkeep and improvements outlined in the summary below.

This proposal is to include all existing equipment currently at the Park and the responsibility of all upkeep of such.

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I. Terms of Agreement

1. Term beginning Oct 10, 2020 2. Initial terms of (5) years with (3) additional (5) year terms at the discretion of the lessee providing all terms of the agreement in the previous term have been met. 3. Lessee to pay an annual total of no less than $650,000 including minimum percentage of gross receipts outlined below.

II. Premises 1. Exclusive Operation and Use of Premises Del Mar Horse Park ○ Premises located at 14450 El Camino Real, Del Mar, Ca. ○ Premises to be used primarily for equestrian events and other public events already permitted at Del Mar Horse Park. ○ Full details to be negotiated.

III. Payment 1. Lessee agrees to pay a percentage of annual gross receipts. ● Definition of Gross Receipts ○ 3% of gross receipts of all event revenue including but not limited to: ■ Food and Beverage revenue ■ Admissions ■ Parking revenue ■ All Other Revenue 2. Notwithstanding the foregoing, lessee agrees to pay an annual minimum of $50,000 towards gross revenues outlined in the minimum rental. Preliminary budgets estimate this annual percentage to be approximately $138,450 for a total annual estimate of $788,450. 3. Method of Payment ● For the period of Oct 2020 - Oct 2021 the full rent due for this period shall be paid in advance including the $50,000 gross receipts minimum($650,000). ● Thereafter the monthly lease will be due on the First day of each month and the percentage of gross receipts accompanied by receipt detail will be due by the 15th of each month. 4. Lessee will provide a monthly gross receipts report. The monthly lease fee shall be paid by the first day of each month. Percentage of gross receipts payment to be paid by the 15th of each month.

IV. Operating Responsibilities 1. Cleanliness

Page 57 ● Lessee will keep the Horse Park clean and sanitary at all times, specifically the public restrooms are to be kept clean and sanitary to the highest standards. 2. Conduct ● Lessee will conduct itself and its representatives in a professional manner at all times and will not knowingly permit the use or possession of illegal narcotics or material on the premises. 3. Personel ● Lessee will employ or permit the employment of only such personnel as will ensure the highest standards. 4. Manager and Responsible Representation ● Lessee will employ a facility manager with the experience and expertise to manage an equestrian center. 5. Hours and Days of Operation ● Lessee agrees to conduct events during the already established hours of operation and will make every effort to mitigate noise and traffic disruptions to the community. 6. Equipment , Furnishings and Dispensables ● All equipment currently in use at the Park included in the lease. Lessor agree to maintain all equipment to the highest standard and be solely responsible for all maintenance. 7. Maintenance of Premises ● Lessee will be responsible for maintenance and repair of the premises.

8. Signs and Advertisements ● Any signs erected and Park naming rights must be approved by the 22nd DAA. and will not be unreasonably withheld. 9. Permits and Licences ● Lessee will be responsible for obtaining and maintaining all required permits and licenses. 10. Taxes ● Lessee will be responsible for all taxes of whatever nature levied on the premises. 11. Utilities ● Lessee will be responsible for all utilities associated with the premises. 12. Safety ● Lessee will operate in accordance with all applicable safety procedures and protocols. 13. Evacuation Plan ● Lessee agrees to maintain an evacuation plan. 14. Environmental Mitigation and CAFO ● Lessee is solely responsible for the implementation and costs associated with the impending CAFO restrictions and regulations. 15. Lessee agrees to appoint a footing specialist to maintain the grass oval.

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V. Noise Abatement 1. Lessee agrees to abide by all noise restrictions and to make every effort to work with the community to minimize the impact of noise.

VI. Improvements 1. General Improvements and Repairs ● Lessee accepts the premises as is and is solely responsible for the cost of all maintenance and repairs. All improvements must be approved by the 22nd DAA.

VII. Prohibited Activities. 1. Lessee agree to hold only events permitted by the 22 D.A.A.,city, county and state ordinance.

VIII. Liability 1. Indemnification ● Lessee shall indemnify and hold harmless the 22nd DAA and the State of California. 2. Insurance ● Lessee agrees to carry insurance minimums required by the 22nd DAA. 3. Workers Compensation ● Lessee agrees to carry Workman’s Compensation on all employees on the premises. 4. Limits of Liability ● Lessee agrees to carry coverage limits mandated by the 22nd DAA.

IX. Assignment, Sublease 1. This lease may only be assigned with the express permission of the lessor which may not be reasonably withheld providing all of the considerations in this agreement have been met and the prospective lessee has met a reasonable vetting process.

X. Business Records 1. Lessor agrees to maintain, during the course of this agreement, permanent books, ledgers,journals and accounts reflecting the gross receipts received or billed by it from the business transacted by this agreement. These records must be made available upon demand and will be maintained for a minimum of (5) years.

XI. Termination 1. This agreement may be terminated with 60 days written notice if any of the principal terms of this agreement have not been met including nonpayment. Upon notice the lessee will have the opportunity to cure any such breach.

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XII. Force Majure 1. Neither party will be liable to the other for any failure, delay or interruption to the performance of any of the terms, covenants or conditions of this agreement due to causes beyond the control of that party, including, without limitation, strikes, boycotts, labor disputes, embargos, shortage of materials, acts of God, pandemics or public health crises, acts of superior government authority, weather conditions, floods, riots, or any other circumstances for which such party is not responsible or which is not in its power to control.

XIII. Damage or Destruction of Property 1. Lessee will be responsible for any willful damage or destruction of 22nd D.A.A. property and at the conclusion of the agreement agree to a full inspection of the property.

XIV. Right of Inspection 1. Lessee agrees to confer with the 22nd DAA to schedule regular inspections of the property.

XV. Del Mar National Horse Show 1. 2021 West Palms will exclusively manage the 75th Annual Del Mar National Horse Show to take place at the Del Mar Fairgrounds at no charge. Details to be determined. Thereafter the show to be moved to Del Mar Horse Park to be managed by West Palms Events under separate agreement for an annual lease fee of $35,000.

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