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2019 Annual Report Our Mi ion

To educate and involve our guests by providing a world-class showcase that is innovative, entertaining and fun. We strive to:

• Showcase Minnesota’s • Ošer exceptional value —nest agriculture, • Provide a safe, clean art and industry environment that is • Present an unparalleled accessible to all forum for knowledge • Create unique and ideas experiences • Provide outstanding customer service Table of Conten

GENERAL INFORMATION Report of the Executive Vice President...... Board of Managers ......  Admission ......  Attendance ......  The Expanded North End Neighborhood ......  Agriculture, Animals and Competition ...... ­ Contests and Activities ...... ­ New Entertainment, Exhibits and Elements ...... ‚ Awards and Accolades ...... ƒ Scholarships, † Year Awards ...... ˆ† Fun Facts ...... ˆˆ Grandstand Attendance ...... ˆ Free Stages ...... ˆ Sponsors ...... ˆ

FINANCIAL INFORMATION Financial Highlights ...... ˆ Independent Auditor’s Report ...... ˆ Management Discussion and Analysis ...... ˆƒ Statement of Net Position ...... ˆ Statement of Revenue, Expenses and Changes in Net Position ......  Statement of Cash Flows ......  Footnotes ......  Supporting Schedule — Revenues and Expenses ......  Auditor’s Report on Internal Control and Compliance ...... ‚ Meeting Minutes ...... †

On the cover:  Commemorative Art by Minnesota artist R. J. Kern Re t of the Executive Vice Psident

“We are all connected. To each other, biologically. To the earth, chemically. To the rest of the universe, atomically.” Neill DeGrasse Tyson “I do believe we’re all connected. I do believe in positive energy. I do believe in putting good out into the world. And I do believe in taking care of each other.” Harvey Fierstein Together, these quotes perfectly capture the essence of the Minnesota State Fair. Yes, as human beings we are all connected in profound ways. We are hard-wired with the fundamental need to connect and share positive and uplifting experiences, and that’s the very de—nition of the fair. In its ˆ-year history, our State Fair has brought together more than ˆ†† million people, connecting us to each other, connecting us to the earth where our and —ber are produced, and inspiring us to better our world while celebrating the vast riches of the human spirit. That’s a heavy statement, but it’s true. Families beam with smiles and light as they walk through the gate, like they do nowhere else. Millions of people have amazing State Fair stories, and many of them link multiple generations. Countless people say that the State Fair is their Happy Place. The common thread that weaves through every inch of Minnesota’s social fabric is a strong sense of ownership in our State Fair. We’re connected all right. The State Fair has been on an unprecedented roll the past decade, culminating with yet another record attendance year in †ˆƒ (details are on the following pages). Last year’s numbers are astounding with an unheard-of six record days and total attendance of more than .ˆ million. To better understand the scale and scope of the State Fair’s operation, our daily attendance average exceeds the daily average of all four parks combined. Yes, we’re connecting our families, friends and neighbors like nowhere else. Sometimes we’re connected too well. The global pandemic has raised hell with everything everywhere, leading to the cancellation on May of the † † State Fair. Everyone in the fair’s vast network of agriculturists, vendors, artists, entertainers, competitors, amusement operators, sponsors and the thousands of others who always give their very best has been ašected by the pandemic, making it impossible to present the great event that our fair must be. Even if these pillars of the fair were able to produce a recognizable event, it wouldn’t have mattered. Protecting the health of million fair fans is our most important obligation, so cancelling the fair wasn’t a di¢cult decision. It was the only decision. This is the biggest challenge we’ve ever faced. Our State Fair ancestors overcame challenges in the past, though, and we will do so again. We owe it to you now, and we owe it to posterity to give you the very best experience possible in a safe environment. By taking the tough road today, we guarantee that the fair’s future remains hopeful and bright. In the meantime, your team of State Fair pros is working hard to come back bigger, better, stronger and smarter. We can’t wait to reconnect with you at the † ˆ Great Minnesota Get-Back-Together when we’ll celebrate in true State Fair style. Until then, stay safe, and God bless.

Jerry Hammer Executive V.P. Minnesota State Fair July ˆ†, † †

2 State Fair Board of Managr

The State Fair is governed by the Minnesota State Agricultural Society, which is charged exclusively with governance of the State Fair. Society delegates represent all ‚­ county fairs in Minnesota, along with statewide agriculture, industry and education institutions. At its annual meeting each January, this group of delegates elects a ˆ†-member board of managers to set policy and provide oversight for the fair. Nine members represent the Agricultural Society’s nine regional districts and the ˆ†th member (the president) serves at large. Pictured left to right: Joe Scapanski, Wally Wichmann, Dan Grunhovd, Ron Oleheiser, Ješ Hawkins, Joseph Fox, Paul Merkins, D.J. Leary, Gail Johnson, Gordy Toenges.

Joe Scapanski Je Hawkins Gail Johnson Sauk Rapids, MN Inver Grove Heights, MN Anoka, MN th District Manager nd District Manager rd District Manager

Wally Wichmann Joseph Fox Gordy Toenges Balaton, MN Maplewood, MN Alden, MN ­th District Manager th District Vice President ˆst District Manager

Dan Grunhovd Paul Merkins Gary, MN Stewart, MN ƒth District Manager President

Ron Oleheiser D.J. Leary Grand Rapids, MN , MN ‚th District Manager th District Vice President

3 2019 Admi ion

PRE-FAIR ADMISSION PRICE • All ages ¥ˆ

REGULAR ADMISSION PRICE • Adults (ˆ-) ¥ˆ • Seniors (¦) ¥ˆ • Kids (-ˆ ) ¥ˆ • Children ( and under) FREE

THRIFTY THURSDAY AUG. 22 • Adults (ˆ-) ¥ˆ • Seniors (¦) ¥ˆ† • Kids (-ˆ ) ¥ˆ† • Children ( and under) FREE

SENIORS DAYS AUG. 26 & 29 • Seniors (¦) ¥ˆ†

KIDS DAYS AUG. 26 & SEPT. 2 • Kids (-ˆ ) ¥ˆ† • Children ( and under) FREE

MILITARY APPRECIATION DAY AUG. 27 Active military, retired military and veterans receive an admission discount when they purchase a ticket at the gate and present valid documentation of military service: ¥ˆ†

READ & RIDE DAY AUG. 28 Public library cardholders who purchased a ticket at the gate: • Adults (ˆ-) ¥ˆ • Seniors (¦) ¥ˆ† • Kids (-ˆ ) ¥ˆ† • Children ( and under) FREE

BLUE RIBBON BARGAIN BOOK • ¥

MIGHTY MIDWAY & KIDWAY • Pre-fair -ticket sheet: ¥ˆ • Fair-time: -ticket sheet: ¥† †-ticket sheet: ¥  Single ticket: ¥ˆ

VEHICLE PARKING • ¥ˆ

4 Total A endance: 2,126,551*

THURSDAY, AUG. 22 MONDAY, AUG. 26 FRIDAY, AUG. 30 Thrifty Thursday: 133,326* Seniors, Kids & MN State MPR Day: 209,789* Patrol Day: 96,716 High: ­ Low: † High: ­ Low:  Precipitation: none High: ­ˆ Low:  Precipitation: none Precipitation: .‚† in. FRIDAY, AUG. 23 SATURDAY, AUG. 31 Governor’s Fire TUESDAY, AUG. 27 FFA Day: 266,412 Military Appreciation Prevention Day: 157,224* Day: 136,987* High: ­ Low: ‚ High: ­­ Low: ‚ High: ­ Low: ƒ Precipitation: none Precipitation: none Precipitation: trace SUNDAY, SEPT. 1 SATURDAY, AUG. 24 WEDNESDAY, AUG. 28 Friends of the Fair 4-H Day: 209,105 Read & Ride Day: 142,211 Day: 245,243* High: ­ Low:  High: ­ Low: ­ High: ­ Low: ƒ Precipitation: none Precipitation: none Precipitation: .†ƒ in. SUNDAY, AUG. 25 Minnesota Cooks™ THURSDAY, AUG. 29 MONDAY, SEPT. 2 Day: 191,524 Seniors Day: 153,274 Kids & Last Chance High: ­ Low: ˆ High: ­ Low: ­ Day: 184,740* Precipitation: .†ˆ in. Precipitation: .†ˆ in. High: ­ Low:  Precipitation: .† in.

*New attendance record

5 The Ex anded N th End Neighb hood

THE EXPANDED REDEVELOPMENT ANGRY BIRDS UNIVERSE: THE EXHIBITION IN THE OF THE NORTH END FEATURED: NORTH END EVENT CENTER • The North End Event Center, the area’s stunning brand-new ANGRY BIRDS UNIVERSE: THE EXHIBITION, made its Midwest debut centerpiece, which houses a ˆ ,†††-square-foot state-of- as the inaugural exhibit in the North End Event Center. Based on the-art exhibit hall that is the fair-time home to annually changing the famous game and characters that took the world by storm, this museum-quality exhibits that fair guests can enjoy free with fair exhibit gave fair fans of all ages the chance to explore art and science admission. The inaugural exhibit was ANGRY BIRDS UNIVERSE: concepts through unique, hands-on interactives. Guests were able to THE EXHIBITION (see description to the right). During the non-fair “be the bird” and explore science, technology, engineering, art and time, the event center will be available to rent for special events. math through unique, hands-on interactives: Build and race handheld • The Minnesota Corn Fairstalk, a -foot-tall art installation vehicles; launch larger-than-life Angry Birds with massive slingshots; celebrating Minnesota agriculture (see description to the right). try their hands in a high-tech design studio; learn about egg sizes, wing span and ªight dynamics; and propel down a zip line to knock over • The Minnesota Marquees, three structures on the plaza enormous foam structures – these were just some of the exhibit’s showcasing iconic, innovative and inªuential people, institutions unique activities. This exhibit was free with fair admission. and events from our state. Angry BirdsTM &© †ˆ Rovio Entertainment Ltd. and Rovio • -foot-tall artworks created by prominent Minnesota artist Adam Animation Ltd. Produced by Imagine Exhibitions. Turman - State Fair mascot Fairchild; Paul Bunyan; Babe the Blue Ox; and Turman’s own Girl. MINNESOTA CORN FAIRSTALK • Minnesota-based specialty merchants making their State Fair Greeting guests as they meandered through the North End, this debut: Brim, which featured the Grilled Sota Sandwich; Friends of -foot-tall one-of-a-kind art installation celebrated Minnesota the Wilderness; GoodThings; Handsome Cycles; agriculture. Giant LED screens displayed fun facts about corn and Homespun Gifts & Décor; Minnesota Distillers Guild; and Summer farming, food and the fair, and were integrated into the design of Lakes Beverage. what became an iconic photo stop for fair visitors. Fair guests were • The North End neighborhood, which was also home to: several invited to contribute to the video content shown on the screens by rotating touring promotional exhibits; Arts A’Fair pop-up using ´mnstatefair in their social media posts showing the best performances; activities for Governor’s Fire Prevention Day parts of their fair day. The Minnesota Corn Fairstalk was named for and Minnesota State Patrol Day; Pet Pavilions and Outdoor the Minnesota Corn Growers Association and Minnesota Corn Demonstration Area; The Hangar food and beverage establishment; Research & Promotion Council in recognition for their gift to the guest services such as wheelchair and electric scooter rental, an North End Campaign. information booth, State FairWear Gift Shop, Minnesota State Fair Foundation booth, and drop-oš/pick-up locations for app-based ride services and Metro Mobility.

6 7 Agiculture, Animal and Com tition GOAT BOOTH †ˆƒ saw a new education stop all about goats. Fair guests could get answers to fascinating questions about the tassels that hang from a goat’s neck (they’re called wattles), how much milk goats produce, why some goat breeds have such dišerent-looking ears, and more. The Goat Booth was open Aug. † – Sept. .

AGRICULTURAL AND CREATIVE COMPETITIONS The Minnesota State Fair’s agricultural and creative competitions (including open class, FFA and -H) drew more than  ,††† entries in †ˆƒ, with more than ˆ,ƒ†† competitors vying for a share of ribbons, FINE ARTS EXHIBITION trophies and more than ¥ˆ. million in prize money. Competitions The State Fair’s Fine Arts Exhibition featured the largest juried art included events for , horses, school projects, dog trials, baked show in Minnesota. The †ˆƒ People’s Choice Award’s Adult Choice and canned goods, fruit, vegetables, crafts, bee and honey products, went to “,” a piece that re-purposed magazines and hand-dyed —ne arts, farm crops, ªowers, butter, cheese and more. By the numbers sheet music on board by Toni Dachis of Minneapolis, Minn. Ivan Gilbert breakdown: of Arden Hills, Minn., won the Kids’ Choice Award for his sculpture • More than ˆ,††† entries in livestock and horse competitions “Sea Turtle” (pictured above). • More than ­,††† entries in agriculture and horticulture competitions CHS MIRACLE OF BIRTH CENTER • More than †,††† entries in all other competitions (—ne arts, creative The award-winning CHS Miracle of Birth Center welcomed ˆ‚ƒ activities, K-ˆ competition, etc.) newborn animals: ˆ† piglets, ˆ calves,  lambs and two kids (goats). Conts and AŒtiviti

MSF AMATEUR TALENT CONTEST Nearly ‚,††† fans cheered on the best amateur talent in the state at the ­th Annual MSF Amateur Talent Contest Finals, sponsored by JACK’S® Pizza, held Sept. ˆ, at the Grandstand. Contestants were competing for more than ¥ †,††† in cash awards and JACK’S® Pizza prize packs. Winners were: Open Division: First place: Shawnessy Lau of Rochester, Minn., vocal solo, “Alto’s Lament” Second place: Jacob Taggart of Blaine, Minn., piano solo, “Chopin Etude Opus ˆ† ´” Third place: MKDC of Minneapolis, Minn., dance group, “Crown” Teen Division: First place: Kathleen Thompson of Rochester, Minn., piano solo, “Fly Me To The Moon” Second place: Brody Merila of Albertville, Minn., dance solo, “Come Dance With Me” Third place: Logan Johnsrud of Duluth, Minn., vocal solo, “Try Me” Preteen Division: First place: Danica Sco—eld of Blaine, Minn., piano solo, “Minute Waltz/ Sweet Caroline” Second place: So—a Morales of Maple Grove, Minn., dance solo, “The Greatest” Third place: Caleb Abea of Woodbury, Minn., dance solo, “Glory” HIGH SCHOOL MARCHING BAND COMPETITION High school marching bands from Minnesota and Wisconsin competed MILK RUN in the State Fair’s daily parade sponsored by McDonald’s. Rosemount Jeremy Reichenberger of Minneapolis, Minn., and Kim Robinson of High School was awarded Grand Champion, as well as Class A honors, Bloomington, Minn., were the overall male and female K Milk Run Waseca High School took —rst place in Class B and Cotter High School winners with times of ˆ: and ˆƒ:† , respectively. of Winona, Minn., won in the Class C division.

6 7 New Entrtainment, Exhibi and Elemen

THE SIOUX CHEF® PRESENTED THE INDIGENOUS FOOD LAB AT PARK The fair celebrated the richness, beauty and diversity of Minnesota’s indigenous and culture in a special daylong program on Sunday, Sept. ˆ, at Dan Patch Park. Throughout the day, indigenous chefs demonstrated native foods from North America and shared the history, cultural signi—cance, culinary and medicinal uses, and preservation techniques of an array of ingredients and dishes. Winner of a prestigious James Beard Award, Chef Sean Sherman presented a cooking demonstration and discussed the foundations of the Indigenous Food Systems. Also taking center stage was traditional drumming, singing and dancing that showcased the cultural artistry of Minnesota tribes. The program also featured NATIFS (North American MINNESOTA HEALING GARDEN Traditional Indigenous Food Systems), a nonpro—t organization focused on education and access to Native foods, and introduced the Dozens of plants known for their healing and therapeutic properties Indigenous Food Lab, a culinary training center coming to the Twin —lled the beautifully designed State Fair Healing Garden located on Cities in † †. This program was presented with the support of the the south side of the -H Building. In †ˆƒ, Phase ˆ of the garden Minnesota State Fair Foundation. included educational signage amidst the waterfalls and gazebo pointing out each plant and explaining its medicinal uses. Fair guests BEST AWARDS were inspired to integrate the healing power of plants into their The State Fair’s †ˆƒ Best Awards recognized outstanding vendors, health regimen. attractions and commercial exhibits. Winners were: CATTLE BARN UPDATE • Adam Turman Gallery • Juanita’s Fajitas On March ˆ , †ˆƒ, a section of the Cattle Barn sustained damage • Arnold Amusements, • Midwest Concessions, when the southeast corner of the roof collapsed into the building due operator of the Scooter, operator of the Break a to sliding snow load. Repair work began immediately and included a Midway ride Bottle Game reconstructing the brick work, roo—ng, stalling, pipes, wiring and other • Batten Industries Nellie’s • Northland Ford Dealers internal features of the barn that were damaged. The Cattle Barn Laundry - Green Heat • Northwood Industries was in operational order for the run of the fair. The Cattle Barn was completed in ˆƒ † and covers ˆˆ­,† square feet. • Fair Ride Entertainment, • Que Viet Concessions operator of the Wave • Sisters Heritage 2019 MINNESOTA STATE FAIR Swinger, a Kidway ride COMMEMORATIVE ART BY R. J. KERN • Summer Lakes Beverage • Glitter Glamper The †ˆƒ Commemorative Art (see below) was the ˆth in a series of artwork created annually for the Great Minnesota Get-Together. GIANT SLIDE TURNED 50 Photographer R. J. Kern’s interpretation shares the unique experience The iconic —ve-story Giant Slide celebrated its †th anniversary. of how animals are chosen as “Supreme Champions” – the best of the Since its opening, an estimated ƒ million fair guests have ridden best – and how this tradition honors the past and inspires the present. this landmark attraction. The fair industry’s widely-acclaimed living His —nal photograph pays homage to this legacy, highlights the spirit of legend Fred Pittroš built the Giant Slide in ˆƒƒ, and he continues competition, and includes the top male and female supreme champion to operate it with his family. pairings from the †ˆ‚ State Fair.

8 Award and Accolad

HALL OF FAME HONORARY LIFE MEMBER HONORARY AMERICAN Retired State Fair attorney Kent Harbison is The Minnesota State Fair annually elects one FFA DEGREE the newest member of the Minnesota State individual for honorary life membership in the For his outstanding contributions to Fair Hall of Fame. The fair’s Hall of Fame was Minnesota State Agricultural Society. Retiring agriculture education, Minnesota State Fair founded in ˆƒ to recognize individuals Board President Paul Merkins, of Stewart, Deputy General Manager Mark Goodrich whose outstanding service has had a lasting Minn., is this year’s honoree. Merkins has was presented with the Honorary American impact on the Great Minnesota Get-Together. served on the State Fair board of managers FFA Degree during the ƒ nd National FFA It is the State Fair’s highest honor. Harbison since ††ƒ and has been president since Convention & Expo in November, †ˆƒ. Mark served as the fair’s attorney from ˆƒ­ until †ˆ‚. He has also served in various roles has provided life-changing experiences for his retirement in †ˆ­. His greatest and most for the McLeod County Fair since ˆƒ­ tens of thousands of FFA members during lasting contribution to fairs, festivals and all and is a crop farmer near Stewart, Minn. He his lifetime of service to the State Fair, and is public space everywhere throughout the has served on the board of the Minnesota most deserving of FFA’s highest honor. nation was his ˆƒ‚ˆ victory before the State Poultry Association since ˆƒƒ where 2019 MSF MVP WINNERS Supreme Court in a landmark he is currently the president and serves as free speech and freedom of religion case. Lynn Township Board Chairman and Vice Five Minnesota State Fair employees The Supreme Court’s decision, which he Chairman of the McLeod County Planning were awarded the MSF All-Star MVP argued on behalf of the Minnesota State Advisory Commission. He was awarded Award for exceeding expectations Fair, a¢rms the authority of fairs and public the †ˆ Minnesota Federation of County and providing outstanding service. space managers to assign vendor locations Fairs’ District Fair Person of the Year, the Winners for †ˆƒ were: Kevin Donovan while not permitting roaming vendors. This †ˆ International Association of Fairs and (Admissions), Maria Hayden (Marketing), case continues to be cited in law school Expositions’ Heritage Award for outstanding Tianna May (Public Safety), Lori Shoberg constitutional law text books today. community service and the †ˆ­ Hutchinson (Admissions) and Tom Tousignant (Public Safety Sub Station). Harbison is a native of Ohio. He received Area Chamber of Commerce Ag Person of his Juris Doctorate law degree from New the Year. OUTSTANDING SENIOR CITIZENS York’s Cornell law school, and he joined the PRINCESS KAY The †ˆƒ Outstanding Senior Citizen Awards Minnesota Attorney General’s o¢ce in the Amy Kyllo of Byron, Minn., representing were presented to Judy Popp-Anderson of ˆƒ­†s as a prosecutor in the criminal Olmsted County, was crowned the th Freeborn County and Lowell Johnson of division, followed by service as Solicitor Princess Kay of the Milky Way and will serve Crow Wing County. A ceremony was held at General until ˆƒ‚ when he joined the as the o¢cial goodwill ambassador for nearly the Leinie Lodge Bandshell on Thursday, Fredrikson & Byron law —rm in Minneapolis. ,††† Minnesota dairy farm families in † †. Aug. ƒ, to honor † seniors representing He chaired the —rm’s litigation department  Minnesota counties. This year’s ceremony and was a member of the legal personnel DOUGLAS K. BALDWIN AWARD was sponsored by Humana. and pro bono committees. He was named The Douglas K. Baldwin Award for FFA Minnesota’s top health law attorney by livestock show participation and leadership Law and Politics magazine in ††, and he went to Madeline Patterson, Kenyon, Minn. received the Pro Bono Attorney of the Year (Kenyon-Wanamingo FFA Chapter). Award from his —rm in ††. 9 Minnota State Fair Scholarshi‘

IN 2019 NEARLY NEARLY $20,000 $500,000 500 AWARDED IN AWARDED STUDENTS AWARDED NEW SCHOLARSHIPS SINCE 1994 SINCE 1994

Minnesota State Fair Scholarships were established in ˆƒƒ to help further the educational endeavors of young adults from greater Minnesota. Up to † scholarships of ¥ˆ,††† each are made available to youth enrolled in agriculture programs with participation in the current year’s Minnesota State Fair. The following individuals were the †ˆƒ recipients:

• Emily Benrud, Goodhue • Levi Kermes, Hayward • Lukas Pierson, Butter—eld • Jay Dicke, Goodhue • Hannah Kruse, Ellsworth • Sydney Poquette, Wanamingo • Lauralee Eaton, Pine Island • Emily Leonard, Norwood • Megan Schultz, Fountain Young America • Kelsey Erf, Oakdale • Nicholas Seitzer, St. Peter • Paige Madison, Rushmore • Ryan Hansen, Freeborn • Gunnar Starks, Pine Island • Joseph Moran, Forest Lake • Alexandra Hanson Roe, Grey Eagle • Cara Teigum, Madelia • Gigi Otten, Hayward • Anica Herrera, Cologne • Justin Thomforde, Goodhue 50 Year Award

Eight † Year awards were presented to individuals who have actively participated in the Minnesota State Fair for at least a half-century. The recipients were:

• Kathleen (Schneider) Block, • Dr. Curtis Norenberg, • Kent Thiesse, Forest Lake - Concessionaire Roseville - FFA Staš Lake Crystal - -H Staš • Delvin Durheim, • The Pittroš Family, • Jerry Woldorsky, Long Prairie - Livestock Exhibitor Newport Beach, Calif. - Concessionaire Minneapolis - Concessionaire • Kiwanis Malt Shop, • Linda Paulsen, Shoreview - Concessionaire Hackensack - Crop Art Exhibitor 10 Fun FaŒ

FOOD RIDES & GAMES †† food ošerings were available at the Minnesota More than † rides thrilled fair guests at Mighty State Fair, including seven new food vendors, ˆ new Midway and Kidway, including three new rides. foods and  new specialty brews and beverages.

COMPETITION & AGRICULTURE ENTERTAINMENT & ATTRACTIONS There were more than  ,††† competition and ˆˆ, ­ people attended the Grandstand Concert agriculture entries this year at the fair. Series, while ˆ †,††† fair guests visited the ANGRY BIRDS UNIVERSE: THE EXHIBITION in the new North End Event Center.

2019 LARGEST BOAR 2019 LARGEST PUMPKIN Exhibited by Greg Schley and Friends of Dodge Center, Exhibited by Adam Johnson of Foley, Minn., the Minn. The boar was named Charlie,  years old and pumpkin weighed ƒ­ˆ. pounds. weighed ˆ,ˆ‚† pounds.

TICKETS SOCIAL MEDIA IMPRESSIONS FROM AUG. 22-SEPT. 2, 2019 Tickets for the †ˆƒ fair were purchased by people from all † states, Washington D.C., Puerto Rico, seven • ƒ ,ˆ ,ƒ impressions on Facebook Canadian provinces and nearly † countries from • ,‚††,††† impressions on Twitter all over the world. • ­,ˆ,ƒ impressions on Instagram • More than ­,††† followers between platforms

CENTURY FARM PROGRAM The Century Farm recognition program, sponsored by the Minnesota State Fair and the Minnesota Farm Bureau, recognizes farms that have been in continuous ownership by a family for ˆ†† years or more. In †ˆƒ, ˆ farms were recognized and since ˆƒ­, there have been ˆ†,‚­ total.

100 Year Ago...

• World War I exhibits were on display including tanks, • Sit-down lunches and church dining halls provided standard tractors and artillery. fair fare. • Two greenhouses were constructed, adding the capability • Music, vaudeville acts, auto polo, auto racing, horse racing for extensive ªoral displays and landscaping. and the nightly —reworks spectacular featuring World War I “Battle of Chateau Thierry” were featured at the Grandstand. • Small wooden livestock barns were removed to make room for the Cattle Barn.

11 Gandstand A endance Thursday, Aug. HOOTIE & THE BLOWFISH: Group Therapy Tour with special guest BARENAKED LADIES ­:† p.m. • ¥ƒ†, ¥­, ¥ˆ • Attendance: ˆ,ˆ­ (sold out)

Friday, Aug.  WHY DON’T WE with special guests MAX, EBEN AND TAYLOR GREY ­:† p.m. • ¥‚, ¥ ‚ • Attendance: ,†

Saturday, Aug.  DIERKS BENTLEY with special guest CAYLEE HAMMACK ­:† p.m. • ¥­, ¥, ¥† • Attendance: ˆ ,ƒˆ (sold out)

Sunday, Aug.  TRACE ADKINS & CLINT BLACK with special guest TERRI CLARK: HITS. HATS. HISTORY. TOUR ­ p.m. • ¥ˆ, ¥ˆ • Attendance: ,ˆ

Monday, Aug.  TOMMY JAMES AND THE SHONDELLS and HAPPY TOGETHER TOUR 2019 ­ p.m. • ¥ˆ • Attendance: ­,†

Tuesday, Aug. ­ “WEIRD AL” YANKOVIC Strings Attached Tour ­:† p.m. • ¥ˆ • Attendance: ˆ,ˆ­† (sold out)

Wednesday, Aug. ‚ DARYL HALL & JOHN OATES with special guest G. LOVE & SPECIAL SAUCE ­:† p.m. • ¥­, ¥­ • Attendance: ˆ,ˆ­­ (sold out)

Thursday, Aug. ƒ LOGIC with special guest PROF ­:† p.m. • ¥, ¥ • Attendance: ,

Friday, Aug. † LIONEL RICHIE with special guest LAUREN JAUREGUI ­:† p.m. • ¥­, ¥­ • Attendance: ˆ , (sold out)

Saturday, Aug. ˆ THE CURRENT’S MUSIC ON-A-STICK featuring BRANDI CARLILE with special guests MAVIS STAPLES and SAVANNAH CONLEY :† p.m. • ¥­, ¥, ¥ˆ • Attendance: ˆ,ˆ­ (sold out)

Sunday, Sept. ˆ 47TH ANNUAL MINNESOTA STATE FAIR AMATEUR TALENT CONTEST FINALS ­:† p.m. • Free • Attendance: approximately ‚,†††

Monday, Sept. ZZ TOP – 50TH ANNIVERSARY TOUR with special guest CHEAP TRICK ­ p.m. • ¥ƒ, ¥ƒ • Attendance: ˆˆ,

12 13 Fee at the Leinie Lodge Bandshell Tonight!

AUG. ž¨ & ž© • HERMAN’S HERMITS AUG. žž & žŸ • BELINDA CARLISLE STARRING PETER NOONE AUG. ž¥ & ž¦ • LONESTAR

AUG. ž¢ & ž£ ONE NIGHT OF QUEEN PERFORMED BY GARY MULLEN & THE WORKS AUG. Ÿª & Ÿ§ • TONY! TONI! TONÉ! SEPT. § & ž • DESSA M e Fee Stage Entrtainment

■ LEINIE LODGE BANDSHELL ■ RAMBERG MUSIC CAFE ■ SCHELL’S STAGE AT SCHILLING • Aug.  – : MSF Amateur Talent • Aug.  & : The Fairlanes, Steve Noonan AMPHITHEATER Contest Semi—nals • Aug.  & : Tony Cuchetti, Rich • Aug.  – Sept. : MNHS presents • Aug.  & : Dawson Hollow, Lewis Band History On-A-Schtick Mac McAnally, Chubby Carrier and the • Aug.  & : Jim Berner’s Music Legends, • Aug.  & : Sarah Morris, Joyann Bayou Swamp Band Vicky Emerson Parker, Mentalist Noah Sonie • Aug.  & : Chad Przybylski and his Polka • Aug.  & : Big Bob Scoggin, Tim Patrick • Aug.  & : The Minnesota State Fiddle Rhythms, The Quebe Sisters, Brandon Lay and his Blue Eyes Band Contest, Sawyer’s Dream, Hit Ticket • Aug.  & : The th Infantry • Aug.  & : Honky-Tonk Jump, • Aug.  & : USAF Band of Mid-America Division “Red Bull” Band, AC Jones, The Christopher David Hanson Band Starlifter, Six Mile Grove, Fantastick Patrick The War and Treaty • Sept.  & : Bill & Kate Isles, Jolly Zuks • Aug.  & : Fab : A Beatles Tribute, • Aug.  & : Mollie B & Squeezebox, Pushing Chain, The Kate Escape ■ INTERNATIONAL BAZAAR STAGE Tonic Sol-fa, Colt Ford • Aug.  & : Minnesota Americana- • Aug.  & : Cheremosh Ukrainian Dance • Aug.  & : Jaida Dreyer, Bill Kirchen Roots Music Contests, Craig Clark Band, Ensemble, Intoxicats and Redd Volkaert, Lucky Chops John Bush • Aug.  & : Papa Shalita, Native • Sept.  & : Matt’s Family Jam, The • Sept.  & : Craig Ebel & DyVersaCo, The Pride Dancers Peterson Brothers, The BB King Blues Galactic Cowboy Orchestra, Alléz-OOPS! • Aug.  & : Chuck Thiel & His Jolly Band Featuring “The Voice” Michael Lee, Ramblers, Blue Book Band ■ WEST END AT SUNSET The Sound Exchange • Aug.  & : Dirty Shorts Brass Band, • Aug.  & : Nooky Jones ■ FAMILY FAIR STAGE Grupo Mio • Aug.  & : Early Eyes AT BALDWIN PARK • Aug.  & : Atahualpa, Patrick Adams • Aug.  & : Aby Wolf • Aug.  –  : MSF County Fair • Sept.  & : VocalEssence Singers Of This • Aug.  & : Pert Near Sandstone Talent Contest Semi—nals Age, Tom Mason and the Blue Buccaneers • Aug.  & : Goes To The Fair • Aug.  – Sept. : Sean Emery, • Sept.  & : Jaedyn James & The Hunger ■ BAZAAR AFTER DARK Break-Shop Bump’n • Aug.  & : Westside Band ■ 3RD LAIR SKATEPARK • Aug.  & : Greg Frisbee • Aug.  & : MFELLAZ AT ADVENTURE PARK • Aug.  & : The Chipper Experience • Aug.  & : Kat Perkins • Aug.  – Sept. : rd Lair SkatePark • Aug.  & : Kenny Ahern • Aug.  & : iLLism at Adventure Park • Aug.  & : Babaloo Music & Fun • Aug.  & : Malamanya • Aug.  & : Alléz-OOPS!, MSF County ■ THE NORTH WOODS • Sept.  & : Free Fallin – A Tribute Fair Talent Contest Finals • Aug.  – Sept. : All-Star Stunt Dogs to Tom Petty • Sept.  & : The Dollipops, Six Appeal Splash, Timberworks Lumberjack Show 12 13 Thank You to Our S on 

• Allina Health | Aetna • Mazda

• August Schell Brewing Co. • McDonald’s

• Bremer Bank • Midwest Dairy

• Cal Spas • Minnesota † † Census

• Cargill • Minnesota Corn Growers Association

• Coca-Cola • Minnesota Farm Bureau

• Cub • Minnesota Farmers Union

• Device Pitstop • Minnesota Livestock Breeders Association

• DISH • Minnesota Lottery

• DragNFly Wireless • Minnesota Rusco

• FVP • North Suburban Eye Specialists

• Giggles’ Camp—re Grill • Paddle North

• Gold’n Plump®, a Pilgrim’s® brand • Rally Health

• Good Health Saunas • Sleep Number

• Great River Energy • SPLASH

• Green Mill Restaurant •

• Humana • Summit Brewing Co.

• JACK’S® Pizza • Target

• Jacob Leinenkugel Brewing Co. • Tractor Supply Co.

• Kemps • Treasure Island Resort & Casino

• LeafFilter • Xcel Energy

• Lyft • X—nity

14 15 Financial Highligh

The information provided below highlights signi—cant activities as of October ˆ, †ˆƒ and †ˆ‚, illustrating the Society’s statement of revenue and expenses and changes in net position.

YEARS ENDED 2019 OCTOBER 31 2018

$61,776,608 OPERATING REVENUE $55,756,131

$56,086,510 OPERATING EXPENSES $47,636,754

$5,690,098 NET OPERATING INCOME $8,119,377

$6,396,473 CHANGE IN NET POSITION $9,202,306

The October ˆ, †ˆƒ and †ˆ‚ —nancial information presented above is derived from our audited —nancial statements and does not include the notes that are integral to a full presentation of our —nancial position. The complete audited —nancial statements can be found on the following pages.

14 15 Standard Letterhead-r2.qxp_167639 Letterhead-RV1 9/7/18 6:34 PM Page 1

PRINCIPALS Thomas A. Karnowski, CPA Paul A. Radosevich, CPA William J. Lauer, CPA James H. Eichten, CPA C ERTIFIED P UBLIC Aaron J. Nielsen, CPA A CCOUNTANTS Victoria L. Holinka, CPA/CMA Jaclyn M. Huegel, CPA Kalen T. Karnowski, CPA

INDEPENDENT AUDITOR’S REPORT

To the Board of Managers and Management Minnesota State Agricultural Society

REPORT ON THE FINANCIAL STATEMENTS

We have audited the accompanying financial statements of the enterprise fund and the discretely presented component unit of the Minnesota State Agricultural Society (dba Minnesota State Fair) (the Society) as of and for the year ended October 31, 2019, and the related notes to the financial statements, which collectively comprise the Society’s basic financial statements as listed in the table of contents.

MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express opinions on these financial statements based on our audit. We did not audit the financial statements of the Minnesota State Fair Foundation (the Foundation), a discretely presented component unit whose statements reflect total assets and expenses of $3,796,174 and $2,026,837, respectively, as of and for the year ended October 31, 2019. Those financial statements were audited by other auditors whose reports thereon have been furnished to us. Our opinion on the basic financial statements, insofar as it relates to the amounts included for this organization as a component unit of the Society, is based solely on the report of the other auditor. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. The financial statements of the Foundation were not audited in accordance with Government Auditing Standards.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Society’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Society’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

(continued)

Malloy, Montague, Karnowski, Radosevich & Co., P.A. 5353 Wayzata Boulevard • Suite 410 • Minneapolis, MN 55416 • Phone: 952-545-0424 • Fax: 952-545-0569 • www.mmkr.com

16 17 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

OPINIONS

In our opinion, based on our audit and the report of the other auditor, the financial statements referred to on the previous page present fairly, in all material respects, the respective financial position of the enterprise fund and the discretely presented component unit of the Society as of October 31, 2019, and the respective changes in financial position and, where applicable, cash flows thereof for the year then ended, in accordance with accounting principles generally accepted in the United States of America.

OTHER MATTERS

Required Supplementary Information

Accounting principles generally accepted in the United States of America require that the management’s discussion and analysis, which follows this report letter, and the required supplementary information (RSI), which follows the notes to basic financial statements, be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the RSI in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Other Information

Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the Society’s basic financial statements. The general information, financial highlights, Supporting Schedule – Revenues and Expenses, and meeting minutes, as listed in the table of contents, are presented for purposes of additional analysis and are not required parts of the basic financial statements.

The financial highlights and Supporting Schedule – Revenues and Expenses are the responsibility of management and were derived from and relate directly to the underlying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated, in all material respects, in relation to the basic financial statements as a whole.

The general information and meeting minutes have not been subjected to the auditing procedures applied in the audit of the basic financial statements and, accordingly, we do not express an opinion or provide any assurance on them.

(continued)

16 17 Prior Year Comparative Information

We have previously audited the Society’s 2018 financial statements and we, with reliance on other auditors, expressed unmodified audit opinions on the respective financial statements of the enterprise fund and the discretely presented component unit in our report dated April 15, 2019.In our opinion, based on our audit and the report of the other auditor, the partial comparative information presented herein as of and for the year ended October 31, 2018 is consistent, in all material respects, with the audited financial statements from which it has been derived.

OTHER REPORTING REQUIRED BY GOVERNMENT AUDITING STANDARDS

In accordance with Government Auditing Standards, we have also issued our report dated March 27, 2020 on our consideration of the Society’s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Society’s internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Society’s internal control over financial reporting and compliance.

Minneapolis, Minnesota March 27, 2020

18 19 I MANAGEMENT DISCUSSION AND ANALYSIS The Minnesota State Agricultural Society produces the annual Minnesota State Fair and manages the State Fairgrounds. The Society is a quasi-state agency, and operates with no public subsidy of any kind, for any purpose. The costs to produce the annual State Fair and all capital and maintenance improvements to the historic State Fairgrounds are —nanced with revenue earned by the Society and State Fair Foundation donations. Following is an analysis of the Society’s —nancial activities and performance during the —scal years ended October ˆ, †ˆƒ and †ˆ‚, along with detailed —nancial statements and supplementary information. The Minnesota State Fair Foundation was established in †† as a tax exempt †ˆ(c)() nonpro—t corporation with the exclusive mission of raising accessible funds to signi—cantly assist the Society in improving and maintaining the State Fairgrounds. Therefore, comparative Foundation —nancial statements for —scal years †ˆƒ and †ˆ‚ are presented as a component unit of the Society.

I OVERVIEW OF THE FINANCIAL STATEMENTS The Society’s —nancial statements are accounted for as an enterprise fund, which operates in a manner similar to a private business enterprise. The Statement of Net Position outlines the Society’s assets, deferred outªows of resources, liabilities and deferred inªows of resources. Additionally, this statement includes detailed discussion of capital assets – namely, the State Fairgrounds and its facilities. Next, income and expenses for the year are presented in the Statement of Revenue, Expenses and Changes in Net Position; this statement serves to determine if the Society has earned an acceptable level of operating income. Finally, the Statement of Cash Flows provides information on cash receipts and payments generated from operations, as well as —nance and investment activities that occurred during the year.

I NET POSITION The Condensed Statement of Net Position provides a quick look at the Society’s overall —nancial position. Net position increased to ¥ƒ.† million during —scal †ˆƒ. This increase of ¥. million was the result of an increase in net operating income. Approximately ƒƒ. percent of the Society’s net position - ¥‚. million - represents the Society’s continual investment in capital assets (building, equipment and infrastructure) that are absolutely essential to the Society’s ability to present the annual exposition and conduct a busy schedule of non-fair events year-round.

I INCOME AND EXPENSE The State Fair realized an increase in net position of ¥. million in †ˆƒ, based upon gross revenues of ¥. million and gross expenses of ¥.‚ million. State Fair income is earned primarily from three sources: ticket sales, licensing of commercial exhibit space and the rental of fair facilities for non-fair events. In a typical year, ticket sales represent two-thirds of the State Fair’s gross annual income. In †ˆƒ, the ticket sales total of ¥†.ˆ million was earned chieªy through sales of outside gate and parking tickets (¥ .ƒ million), Mighty Midway and Kidway tickets (¥‚.­ million) and Grandstand tickets (¥. million). As with most business enterprises, expenses are very diverse. The State Fair provides extensive services to fair visitors that include police protection, sanitation, Park & Ride bus service, guest services and parking (¥. million). Other expenses include Grandstand and free entertainment (¥‚. million), fairgrounds plant operations and maintenance (¥ˆˆ.ˆ million) and depreciation of State Fair facilities (¥.† million). On March ˆ , †ˆƒ, after a prolonged period of snow and rain, a portion of the Cattle Barn roof collapsed due to shifting snow loads. Total incident related accrued expenses of ¥ , †,ƒ were incurred through October ˆ, †ˆƒ. Estimates of additional storm related damage expenses in —scal † † will increase the total sum related expenses to approximately ¥. million. Insurance recovery reimbursement proceeds are expected to ošset storm damage expenses. In our —nancial statements, these storm damage expenses were reported net of estimated insurance recoveries. As a result, a ¥ ,ˆ‚†,ƒ receivable was recorded to ošset †ˆƒ incident related accrued expenses. The change in pension accounting decreased the net position due to the required recognition of the Society’s portion of the overall unfunded pension liability of the MSRS. As a result of this required pension reporting, and ªuctuations in the stock market, the Society recognized an additional ¥ ,††† in pension expense in the current year. In the previous year, pension expense decreased ¥.‚ million. A detailed breakdown of the State Fair’s income and expenses is included in the Revenues and Expenses Supporting Schedule on pages -­.

I CAPITAL ASSETS (THE STATE FAIRGROUNDS) The State Fair’s capital assets consist of: ˆ  fair-owned structures, land and improvements to the land, personal property and infrastructure including an intricate network of electricity, communications, gas, water and sewer distribution systems. Structures include everything from small permanent information and ticket booths to the Coliseum and the massive Grandstand. Most of the State Fair’s signi—cant structures and utilities date back to Works Progress Administration (WPA) days in the ‘†s and very early ‘†s. Some buildings are even older, such as the Grandstand (ˆƒ†ƒ), Fine Arts Center (ˆƒ†­) and Progress Center (ˆƒ†­). In †ˆƒ, the State Fair invested ¥ˆ. million in capital improvements. Projects included ¥ˆ.­ million for the construction and landscaping of the North End Event Center; and ¥ ††,††† for improvements to the fairgrounds electrical system. Additional information on capital assets can be found in note  of the accompanying —nancial statements.

I LONG-TERM LIABILITIES During †ˆƒ, the Society issued a ¥ˆ†.† million revenue note to assist with the construction of the North End Event Center. Scheduled debt payments on notes in the current year reduced the Society’s outstanding note payable balance by ¥ . million during the year ended October ˆ, †ˆƒ. Additional information on long-term debt can be found in note  of the accompanying —nancial statements.

18 19 I STATE FAIR FOUNDATION Please refer to Note ƒ in the accompanying —nancial statements for information on the Minnesota State Fair Foundation and for information on how Foundation —nancial statements can be obtained.

I FACTORS BEARING ON THE SOCIETY’S FUTURE As a result of the spread of the Novel Coronavirus (COVID–ˆƒ) pandemic, the spring non-fair events that were scheduled to take place on the fairgrounds were canceled, which will negatively impact our income. Other —nancial impact could occur, though the potential impact is unknown at this time. The Society reports the investments of the Minnesota State Fair Foundation at fair value based on standards described in Note ƒ. The COVID–ˆƒ pandemic has caused signi—cant volatility in economic conditions, including substantial reductions in the quoted active-market prices of some investments. A potential negative impact could be seen if sustained economic downturn hampers the Foundation’s ability to hold such investments to maturity as planned, thus limiting future granting to the Society. The potential future impact of these conditions on the fair value of the Foundation’s investment portfolio is not determinable at this time.

REVENUE, EXPENSE AND CHANGES IN NET POSITION I 2019 INCOME ($63.2 million)

    Other - »Á½ Grandstand Revenue ¾½ Ticket sales ¥†,†,­ˆ‚ ¥, ‚,­‚ Non Fair Events Activities ˆ,ƒƒ,†† ˆ,­ˆ, ­ À½ Other ,­ˆ, ƒ† ,­,­­

Non-operating revenue Midway & Investment income ˆ†,  ˆ‚,ƒ Attractions Gates Grant revenue ˆ,††ˆ, † ˆ,,‚† »¿½ & Parking Gain on sale of ¿»½ capital asset †­,†­ ˆ ,ˆ

Total revenue ,, ,,  Sales - ¼»½

Expense Activities, support I 2019 Income (in millions) and administrative ­,‚ƒ,‚ˆ ƒ,,†† • Sales - ¥ˆ. • Other - ¥. (Beef Expo, Other) General operations ˆƒ, ‚,ƒ ˆ‚,‚,ƒˆ • Gates - ¥ .ƒ (Gates, Parking) • Non-Fair Events - ¥.ˆ Total expense ,, , , • Midway & Attractions - ¥‚.­ (Midway, MSF Attractions) • Grandstand - ¥. Change in net position ,ƒ,­ ƒ, † ,† Beginning net position  ,ƒ‚,†‚† ,ƒ,­­ Ending net position  ,, ,,  I 2019 EXPENSE ($56.8 million)

Other Guest Services (Public Safety, Parking, Sanitation, Park & Ride) (Other, Depreciation) »¼½ CONDENSED STATEMENT OF NET POSITION ¼Ã½

    Midway Operators Current & other assets ¥ ˆ,­ˆ,ˆ‚ ¥ ˆ,­ ,‚  »Á½ Capital assets ‚,†ƒ,­† ­, ,ƒ­†

Total assets  ,, , , Premiums Entertainment ½ (Grandstand, Free Entertainment) Deferred outªows »À½ of resources , ,ˆ ˆ ƒ,†,­ Notes payable ˆ­, ‚†,††† ƒ,‚,††† Other liabilities ˆˆ,‚, ‚ ˆ†,‚,ˆ‚ Administrative Non-Fair Events »Á½ ½ Total liabilities ,,  , , Plant Operations (Plant Operations, Maintenance) Deferred inªows ¼Á½ of resources ˆ†,†,†­ ˆ,†‚,ˆ†‚ I 2019 Expense (in millions) Net investment in • Guest Services - ¥. • Plant Operations - ¥ˆˆ.ˆ capital assests ‚,,­ ,†­,‚‚† (Guest Services, Public Safety, Parking, (Plant Operations, Maintenance) Sanitation, Park & Ride) Restricted ,†ˆ, ­ ,†,ˆ‚ • Administrative - ¥. • Midway Operators - ¥.­ Unrestricted ( ,‚ , ˆ) (,†,ƒ‚ ) (Midway Operators, Adventure Park Payout) • Premiums - ¥ˆ. • Entertainment - ¥‚. • Other - ¥ˆ. Total net position  ,,  ,,  (Grandstand, Free Entertainment) (Other, Depriciation) • Non-Fair Events - ¥ˆ.­ 20 21 I MINNESOTA STATE FAIR STATEMENT OF NET POSITION As of October 31 2019 2018

ASSETS Current assets: Cash and cash equivalents - unrestricted ¥ ˆ†,ˆ†,‚ ¥ ˆ†,‚†,  Cash and cash equivalents - restricted ,†ˆ, ­ ,†,ˆ‚ Accounts receivable ,,ˆ ‚†,­‚ Prepaid expenses †‚, ‚ˆ,† Total current assets  ,,  ,, Non-current assets: Capital assets, not being depreciated ¥ ,­ƒƒ, ¥ ,‚,†ƒ­ Capital assets, net of related depreciation ‚, †, ­ ƒ,ƒ­,‚­ Total non-current assets  , ,   ,, Total assets   ,,  , , DEFERRED OUTFLOWS OF RESOURCES Deferred charge on refunding of debt ¥ ˆ†,‚‚ ¥ †ˆ,ˆ‚ Pension plan deferments - MSRS ,ƒ†,­‚ ƒ,† ­,  Other post employment bene—t deferments ˆ­ˆ,ƒ ˆ­,ƒƒ Total deferred outƒows of resources  ,,  , , Total assets and deferred outƒows of resources   , ,  , , LIABILITIES Current liabilities: Accounts payable ¥ ,­ †, † ¥ ,‚ƒ,‚­ Accrued salaries ,­ ˆ­,‚ƒ Unearned revenue ƒ ,† †,­ Note interest payable ­‚, ‚ ‚, Capital lease - current ‚‚,ƒ‚ ,†ƒ Note payable - current ,‚ƒ,††† ,† ,††† Compensated absences - current ƒˆ,‚ ­, Total current liabilities  ,,  , , Noncurrent liabilities: Capital lease ¥ ˆ‚,†ƒ‚ ¥ ‚,ƒ Note payable ˆ,‚ƒˆ,††† ­,,††† Compensated absences ƒ,‚‚ ,‚ƒˆ Other post employment bene—t liability ,­ˆ,‚ ,‚,ƒ‚ Net pension liability - MSRS ,†,ƒ ,ƒ ,†† Total non-current liabilities  ,,  ,, Total liabilities  ,,   , , DEFERRED INFLOWS OF RESOURCES Pension plan deferments - MSRS ¥ ˆ†,†,†­ ¥ ˆ,†‚,ˆ†‚ Total liabilities and deferred inƒows of resources  , ,  ,, NET POSITION Net investment in capital assets ¥ ‚,,­ ¥ ,†­,‚‚† Restricted for: Debt service ,††,­‚­ ,†,­ Capital improvements † † Unrestricted ( ,‚ , ˆ) (,†,ƒ‚ ) Total net position  ,,  ,,  Total liabilities, deferred inƒows of resources, and net position   , ,  , ,

The accompanying notes are an integral part of the —nancial statements.

20 21 I MINNESOTA STATE FAIR FOUNDATION STATEMENT OF FINANCIAL POSITION As of October 31

ASSETS žª§£ žª§¢ With out Donor With Donor Without Donor With Donor Restrictions Restrictions Total Restrictions Restrictions Total Cash and cash equivalents ¥ ˆ,­ˆ,ƒˆ ¥ ­‚ˆ, ˆˆ ¥ ,,ˆ ¥ ˆ, ‚,‚ ¥ ‚†,ˆ ¥ ˆ,­ˆƒ, ­ Investments - ˆ,ˆƒ,­ ˆ,ˆƒ,­ - ƒ ,­ ƒ ,­ Contributions receivable, net - ,‚ ,‚ - ,ˆ ,ˆ Prepaid expenses and other assets ˆˆ,­ - ˆˆ,­ ,† - ,† Merchandise inventory , ­ˆ - , ­ˆ ,†† - ,†† Property and equipment, net of accumulated depreciation of ¥,†  and ¥­,, respectively ­‚‚ - ­‚‚ ‚ƒˆ - ‚ƒˆ Total assets ¥ ˆ,ƒ†, ¥ , †,‚†ƒ ¥ ,­ƒ,ˆ­ ¥ ˆ, †,ˆ‚ ¥ ˆ,‚ƒ,‚ ¥ ,ƒƒ, † LIABILITIES AND NET ASSETS Liabilities Accounts payable ¥ ,‚ ¥ - ¥ ,‚ ¥ ,† ¥ - ¥ ,† Accrued expenses ,‚­ - ,‚­ ˆ, ˆ - ¥ ˆ, ˆ Payables due to the Minnesota State Agricultural Society ,†† - ,†† ƒ,‚ - ƒ,‚ Total liabilities ˆ†‚,­­† - ˆ†‚,­­† ƒ,ƒ - ƒ,ƒ Net assets Without donor restriction: Undesignated ˆ,†,†­ - ˆ,†,†­ ˆ,†‚ƒ,ˆ - ˆ,†‚ƒ,ˆ Board-designated for —ne arts ­,‚ - ­,‚ ,‚ƒ - ,‚ƒ Total without donor restriction net assets ˆ,‚ˆ,ƒ - ˆ,‚ˆ,ƒ ˆ,ˆ, † - ˆ,ˆ, † With donor restrictions - , †,‚†ƒ , †,‚†ƒ - ˆ,‚ƒ,‚ ˆ,‚ƒ,‚ Total net assets ˆ,‚ˆ,ƒ , †,‚†ƒ ,‚­,† ˆ,ˆ, † ˆ,‚ƒ,‚ ,‚,‚ Total liabilities and net assets ¥ ˆ,ƒ†, ¥ , †,‚†ƒ ¥ ,­ƒ,ˆ­ ¥ ˆ, †,ˆ‚ ¥ ˆ,‚ƒ,‚ ¥ ,ƒƒ, †

The accompanying notes are an integral part of the —nancial statements.

22 23 I MINNESOTA STATE FAIR STATEMENT OF REVENUE, EXPENSES AND CHANGES IN NET POSITION For the years ended October 31 2019 2018

OPERATING REVENUES Ticket sales ¥ †,†,­ˆ‚ ¥ , ‚,­‚ Activities ˆ,ƒƒ,†† ˆ,­ˆ, ­ Other ,­ˆ, ƒ† ,­,­­ Total operating revenues  ,,   ,, OPERATING EXPENSES Administrative ¥ ,,ƒ‚ ¥ ,,†† Activities and support ˆ,†,‚‚ ­,ˆˆ,ƒ­ Premiums ˆ,­‚,‚ ˆ,,  Plant operations ­,†,­‚ ­,††,­ Plant maintenance ,­,  ,­,ƒ  Other ˆ,‚, † ˆ,‚ƒ,†† Depreciation ,†ƒ,­ ,ƒ,ƒ Total operating expenses  , ,  ,, Operating income  , ,   ,, NON-OPERATING REVENUES (EXPENSES) Investment income ¥ ˆ†,  ¥ ˆ‚,ƒ Grant revenue ˆ,††ˆ, † ˆ,,‚† Gain on sale of capital asset †­,†­ ˆ ,ˆ Interest expense (­ , ­) (ˆ ,­ˆ) Total non-operating revenues (expenses)   ,  , , Change in net position ¥ ,ƒ,­ ¥ ƒ, † ,† Net position, beginning of the year ,,  ,, Net position, end of year  ,,  ,, 

The accompanying notes are an integral part of the —nancial statements.

22 23 I MINNESOTA STATE FAIR FOUNDATION STATEMENT OF ACTIVITIES AND CHANGES IN NET ASSETS For the Years Ended October 31

žª§£ žª§¢ Without Donor With Donor Without Donor With Donor Restrictions Restrictions Total Restrictions Restrictions Total REVENUES Contributions ¥ †,‚‚ ¥ ˆ, ,‚ ¥ ,†ƒ,­ ¥  ,‚ˆ ¥ ˆ,†, ƒ‚ ¥ ˆ,‚,ˆƒ Support from the Minnesota State Agricultural Society ˆƒ,ƒ­ƒ - ˆƒ,ƒ­ƒ ˆ,ƒ† - ˆ,ƒ† In-kind contributions †, ­ - †, ­ ‚, - ‚, Special events, net of direct bene—ts of ¥†,ƒ  and ¥,ƒƒ, respectively ˆ†,ˆ - ˆ†,ˆ ˆ†ˆ,‚‚† - ˆ†ˆ,‚‚† Interest and dividends ˆˆ - ˆˆ ­,‚ - ­,‚ Realized and unrealized gains (losses) on investments ,ˆ ˆ†, ˆ,ƒ‚ ,ˆƒ† (,ƒ) (, †) Net assets released from restrictions ˆ, ­,†  (ˆ, ­,† ) - ˆ,­,­ (ˆ,­,­) - Total ,  , , ,, ,,  , ,, Merchandise sales and commissions ƒ,† - ƒ,† ‚ˆ, - ‚ˆ, Less: cost of goods sold (ƒˆ,ƒ) - (ƒˆ,ƒ) (ˆˆ­, ­ ) - (ˆˆ­, ­ ) Net merchandise sales and commissions †,†‚ƒ - †,†‚ƒ , ‚ˆ - , ‚ˆ Total revenues ,,  , , , ,, , ,, EXPENSES Program ¥ ˆ, †,­ ˆ, †,­ ˆ,­, ˆ,­, Management and administrative expense ‚ ,‚ - ‚ ,‚ ˆ,ˆ - ˆ,ˆ Fundraising expenses  ,†ˆ -  ,†ˆ ƒˆ,­ - ƒˆ,­ Total expenses , , - , , ,, - ,,

CHANGE IN NET ASSETS  ­, ˆ,­ˆ ‚,‚ ­,‚ƒƒ ˆ‚,‚ , ­ Net assets - beginning ˆ,ˆ, † ˆ,‚ƒ,‚ ,‚,‚ ˆ,†­­,ˆ ˆ,†,ƒ‚† ,ˆ‚,ˆˆ

NET ASSETS ENDING ¥ ˆ,‚ˆ,ƒ ¥ , †,‚†ƒ ¥ ,‚­,† ¥ ˆ,ˆ, † ¥ ˆ,‚ƒ,‚ ¥ ,‚,‚

The accompanying notes are an integral part of the —nancial statements.

24 25 I MINNESOTA STATE FAIR STATEMENT OF CASH FLOWS For the years ended October 31 2019 2018

Cash ƒow from operating activities Cash received from operations Ticket sales ¥ †,†,‚ ¥ , ‚,­‚ Activities ˆ,‚†ƒ,ƒƒ ˆ,‚†­,†† Other , ƒ, ˆ­ ,­†ˆ,‚ Cash payment for operating expenses To suppliers for goods or services (‚, †,†‚­) (,‚,‚) To employees for services (ˆˆ,­ ‚,‚‚) (ˆ†,‚,‚‚) Net cash provided by operating activities ¥ ƒ,ˆƒƒ,  ¥ ‚,­,‚ ‚

Cash ƒow from capital and related ”nancing activities Payments for acquisition and construction of capital assets ¥ (ˆ­,‚†,­‚) ¥ (ƒ,ˆ,ƒ) Principal payments on revenue note ( ,­‚,†††) ( , ƒ,†††) Principal payments on capital lease (‚,ƒ­) (,ˆ†) Interest payments on revenue note ( ,†ˆ) (­ˆ, ƒ†) Proceeds from issuance of revenue notes ˆ†,†††,††† - Proceeds from sale of capital asset ˆ†,ƒ ˆ ,ˆ Proceeds from issuance of capital lease †,ˆ‚ -

Net cash provided (used) by capital and related —nancing activities ¥ (ˆ†,‚,­) ¥ (ˆˆ,­‚,ƒ‚)

Cash ƒow from non-capital ”nancing activities Grant revenue ƒˆ,†† ˆ,ˆ‚ˆ, ‚

Cash ƒow from investing activities Interest earnings ˆ†,  ˆ‚,ƒ Net increase (decrease) in cash and cash equivalents (ˆˆ ,­ˆ) ( , ˆ ,ˆƒ) Cash and cash equivalents, beginning of year ˆ, ‚, ˆ,ƒ, ‚ Cash and cash equivalents, end of year  ,,  ,,

Reconciliation of operating income to net cash provided by operating activities Operating income ¥ ,ƒ†,†ƒ‚ ¥ ‚,ˆˆƒ,­­ Adjustments to reconcile operating income to net cash provided by operating activities Depreciation ,†ƒ,­ ,ƒ,ƒ Other non-operating revenues and cash expenses †, ­ ‚, Changes in assets, deferred outªows, liabilities and deferred inªows Assets: (increase) decrease Accounts receivable ( , ­,‚)  ,­‚ Prepaid expenses ­,† (ˆ ,­‚) Deferred outªows of resources: (increase) decrease Pension plan deferments - MSRS ,†‚,† ,ˆ‚ˆ,­ Other post employment bene—t deferments ,  (ˆ­,ƒƒ) Liabilities: increase (decrease) Accounts payable ˆ,ƒ ,† ˆ,‚‚ƒ Accrued salaries ­,‚ ‚,­ˆƒ Compensated absences ,  ˆ†,‚ Unearned revenue (ˆˆ,‚ƒ) (ˆ ,†) Other post-employment bene—t obligations (ƒ­,‚) ‚,†­† Net pension liability - MSRS ˆ ,ƒ (ˆ ,‚†ˆ,ƒ ) Deferred inªows of resources: increase (decrease) (,ƒ†,­†ˆ) ,‚,ƒ‚† Total adjustments ¥ ,†ƒ, ‚ ¥ ,ˆ Net cash provided by operating activities  ,,  ,,

Supplemental disclosure of non-cash transactions For —scal year †ˆƒ and †ˆ‚, accounts payable included capitalized expenses of ¥ˆƒ,‚ and ¥ˆ,ˆ,ˆ ˆ respectively. For —scal year †ˆƒ and †ˆ‚, the Society received in-kind contributions totaling ¥†, ­ and ¥ ‚, respectively. The accompanying notes are an integral part of the —nancial statements.

24 25 I FOOTNOTES Structures ...... † to † years NOTE 1: SUMMARY OF ACCOUNTING POLICIES Utility systems: Electrical system ...... † years The Minnesota State Agricultural Society (dba Minnesota State Fair) is Gas distribution system ...... † years charged with the conduct of the annual State Fair and the management Sewer system ...... † years of the State Fairgrounds, as outlined by Chapter ­ of Minnesota Water distribution system ...... † to † years Statutes. The —nancial activities of the Society are accounted for as an Personal property ......  to ˆ† years enterprise fund which operates in a manner similar to a private business enterprise. Accordingly, the accompanying —nancial statements are In addition to assets, Statements of Net Position will sometimes report presented using the economic resources measurement focus and a separate section for deferred outªows of resources. This separate the accrual basis of accounting. The Society’s accounting practices —nancial statement element represents a consumption of net position conform to generally accepted accounting principles as prescribed that applies to future periods and so will not be recognized as an outªow by the Governmental Accounting Standards Board (GASB). Revenues of resources (expense) until that time. The Society has two items that are recorded when earned and expenses recorded when a liability is qualify for reporting in this category. The —rst item is the deferred charge incurred, regardless of the time of related cash ªows. Grants and similar on refunding of debt. A deferred charge on refunding results from the items are recognized as revenue as soon as all eligibility requirements dišerence in the carrying value of refunded debt and its reacquisition imposed by the provider have been met. price. The amount is deferred and amortized over the shorter of the life This report includes the Minnesota State Fair Foundation —nancial of the refunded or refunding debt. The second item, deferred outªows statements. Although a legally separate organization, the Foundation is of resources related to pensions and other post employment bene—t considered a component unit of the Society given its resources entirely, plans, is reported in the Statement of Net Position. This deferred outªow or almost entirely bene—t the Society, the Society is entitled to these results from dišerences between expected and actual experience, resources, and the resources are signi—cant to the Society’s operations. changes of assumptions, the dišerence between projected and actual The Foundation is presented as a discretely presented component unit earnings on pension plan investments, changes in proportion and from in these —nancial statements. contributions to the plan subsequent to the measurement date and The Foundation is a private nonpro—t organization that reports under before the end of the reporting period. These amounts are deferred and Financial Accounting Standards Board standards. As such, certain amortized as required under pension standards. revenue recognition criteria and presentation features are dišerent In addition to liabilities, Statements of Net Position will sometimes from GASB revenue recognition criteria and presentation features. No report a separate section for deferred inªows of resources. This modi—cations have been made to the Foundation’s information in the separate —nancial statement element represents an acquisition of net Society’s —nancial reporting entity for these dišerences. position that applies to future periods and so will not be recognized as Enterprise funds distinguish operating from non-operating items. an inªow of resources (revenue) until that time. The Society has one Operating revenues and expenses result from providing services or item which quali—es for reporting in this category. Deferred inªows producing and delivering goods in connection with the enterprise of resources related to pensions is reported in the Statement of Net fund’s principal operations. Operating expenses for enterprise funds Position. This deferred inªow results from dišerences between expected include the cost of sales and services, administrative expenses and the and actual experience, changes of assumptions, the dišerence between depreciation of capital assets. All other revenues and expenses are projected and actual earnings on pension plan investments and changes reported as non-operating items. in proportion. These amounts are deferred and amortized as required under pension standards. For purposes of the Statement of Cash Flows, the Society considers all highly liquid debt instruments with an original maturity from the time of Compensated absences consist of employee vacation and sick leave purchase by the Society of three months or less to be cash equivalents. bene—ts. These bene—ts are determined based on a formula with a maximum number of hours accumulated and are payable upon death, When necessary, the Society utilizes an allowance for uncollectible termination, or retirement. All compensated absences expected to be accounts to value its receivables. However, the Society considers all of paid on termination of employment are accrued when incurred. its receivables to be collectible. For purposes of measuring the net pension liability, deferred outªows Certain payments to vendors reªect cost applicable to future of resources and deferred inªows of resources related to pensions, accounting periods and are recorded as prepaid expenses in the Society’s and pension expense, information about the —duciary net position of proprietary funds. Prepaid expenses are reported using the consumption the Minnesota State Retirement System (MSRS) and additions to/ method and recorded as an expense at the time of consumption. deductions from MSRS’s —duciary net position have been determined Costs of newly acquired assets are capitalized at historical cost and on the same basis as they are reported by MSRS, except that MSRS’ written oš as depreciation charges over their estimated useful lives. —scal year end is June †. For this purpose, bene—t payments (including Costs of improvements and renovations that add to the original value or refunds of employee contributions) are recognized when due and materially extend the useful life to the related asset are capitalized and payable in accordance with the bene—t terms. Investments are reported written oš as depreciable over their estimated useful life. Purchases over at fair value. ¥,††† with an estimated useful life exceeding one year are capitalized. The preparation of —nancial statements, in conformity with accounting Interest incurred during construction of capital assets is included in the principles generally accepted in the United States of America, requires value of the assets. Donated assets are recorded as capital assets at management to make estimates and assumptions that ašect amounts their estimated acquisition value at the date of donation. Depreciation reported in the —nancial statements during the reporting period. Actual is computed by the straight-line method. Land and construction in results could dišer from those estimates. progress are not depreciated. The provision for depreciation is calculated based on the following lives: The Society is exposed to various risks of loss related to the theft of, damage to, and destruction of assets; errors and omissions; natural Land improvements: disasters; and workers compensation for which the Society carries Fence & —xtures ...... † years insurance. Settled claims have not exceeded coverage in any of the past Land improvements ...... † to † years

26 27 three —scal years. There were no signi—cant reductions in the Society’s Total capital assets, insurance coverage in —scal year †ˆƒ. not being depreciated ,‚,†ƒ­ - (‚‚,) ,­ƒƒ, Equity is classi—ed as net position and is presented in three components: Capital assets, being depreciated:

ˆ. Net investment in capital assets - consists of capital assets, net Land improvements ˆˆ,†ƒ, † ˆ,,­† - ˆˆ,ˆ,ƒ of accumulated depreciation and any outstanding debt that is Utility systems ˆ­,,†‚­ ‚ˆ,† - ˆ­,­,ƒ attributable to the purchase, construction or improvement of Personal property , ,ƒ­ ˆ,† - ,‚­‚,† those assets. Total capital assets, . Restricted net position - consists of net position (funds) that are being depreciated ˆ,­­‚,ˆ† ˆ­,ˆ,‚­ - ˆ ,ˆ†,ˆ­

reported separately due to restrictions in place required by debt Less accumulated obligations or enabling legislation that mandate how these funds are depreciation for: applied by the Society. These assets are for debt service payments and Land improvements (,†‚,†­) (,††,† ) - (­,‚,†ƒ)

capital improvements. Utility systems (‚,‚ ,ƒƒ‚) (ƒ†, †) - (ƒ,, ‚)

. Unrestricted net position - consists of all other assets that do not Personal property (ˆ,ƒ ƒ,) ( ƒ,ˆ‚) - ( ,ˆ‚‚,†)

meet the criteria of restricted or net investment in capital assets. Total accumulated When both restricted and unrestricted resources are available for use, it depreciation (,‚†,­) (,†ƒ,­) - (‚,‚­ƒ,‚­) is the Society’s policy to use restricted resources —rst, then unrestricted Total capital assets, being depreciated, net ƒ,ƒ­,‚­ ˆ,† ,†† - ‚, †, ­ resources as they are needed. Total capital assets, The Statement of Net Position and Statement of Revenue, Expenses net ¥ ­, ,ƒ­† ¥ˆ,† ,†† ¥ (‚‚,) ¥ ‚,†ƒ,­† and Changes in Net Position include prior year partial comparative information in total but not at the level of detail required for a NOTE 4: LONG-TERM LIABILITIES presentation in conformity with accounting principles generally accepted in the United States of America. Accordingly, such information should be Balance Balance Due Within ˆˆ/†ˆ/ˆ‚ Additions Deletions ˆ†/ˆ/ˆƒ One Year read in conjunction with the Society’s —nancial statements for the year Refunding ended October ˆ, †ˆ‚ from which the summarized information was revenue note ¥ ,ƒ†­,††† ¥ - ¥ (ƒƒ,†††) ¥ , †‚,††† ¥ ­ˆ‚,††† derived. Also, certain amounts presented in the prior year have been Revenue note series †ˆ ,­ˆ,††† - (ˆ,†,†††) ,ˆ‚,††† ˆ,‚,††† reclassi—ed in order to be consistent with the current year’s presentation. Revenue note series †ˆ‚ - ˆ†,†††,††† (­,†††) ƒ,ƒ ,††† ˆ,††† NOTE 2: CASH & CASH EQUIVALENTS Capital Lease ˆˆ‚, ‚ †,ˆ‚ (‚,ƒ­) ­,† ‚‚,ƒ‚ Total long-term The Society’s cash balance is invested in deposit accounts in accordance liabilities ¥ ƒ,­­, ‚ ¥ˆ†, †,ˆ‚ ¥ ( ,ˆ,ƒ­) ¥ ˆ­,,† ¥ ,­­,ƒ‚ with Minnesota Statute ­. Minnesota State Statute Section ˆˆ‚A.† requires that deposits by municipalities, including public corporations, The Refunding Revenue Note was issued to —nance the retirement be secured by depository insurance, or a combination of depository (refunding) of prior bond issues. The Note is a special, limited liability insurance and collateral security. The statute further requires that obligation of the Society and is not secured by the full faith and credit total collateral computed at its fair market value be at least ˆ† percent of the Society. The note is payable solely from the revenues of the State more than the amount on deposit in excess of any uninsured portion Fair. Operating revenues at October ˆ, †ˆƒ were ¥ˆ,­­,†‚ which at the close of the business day. On October ˆ, †ˆƒ, the Society had exceeds the amount required for payment of principal and interest in a bank balance of ¥ˆ, ,‚†. After adjusting the bank balance for † †. The interest rate is .½ and matures September ˆ, † . outstanding checks, deposits in transit, and other reconciling items, the As of October ˆ, †ˆƒ, ¥,ˆ†,††† of defeased revenue bond debt carrying value of deposits totaled ¥ˆ,ˆ­ˆ,­ . At October ˆ, †ˆƒ, is outstanding. all deposits were fully covered by federal depository insurance, surety Upon the occurrence of any event of default speci—ed in the Society’s bonds, or collateral held by the Society’s agent in the Society’s name. revenue note resolutions, the certi—cate holders may declare the future debt payments due and payable immediately. The Society shall make Cash and Cash Equivalents of the Minnesota State Agricultural available for inspection the books of records and accounts and all other Society for the year ended October ,   were: records relating to the State Fairgrounds for the use of certi—cate Cash equivalents - restricted holders, agents and their attorneys. During the continuance of an Building account ¥ † event of default, the Society shall allocate all money, securities, Debt service account ,††,­‚­ funds and revenues in the following order: expense of —duciaries, Total restricted cash equivalents ,†ˆ, ­ operating expenses, principal or redemption price, and interest and Cash equivalents - unrestricted ˆ†,ˆ†,‚ subordinated indebtedness. Total cash equivalents ¥ˆ,ˆ­ˆ,­ Annual debt service requirements to maturity for the State Fair Revenue Restricted cash equivalents represent funds restricted in application by Refunding Note, Series †ˆ is as follows: revenue note sale covenant requirements. Principal Interest † † ¥ ­ˆ‚,††† ¥ ,‚ NOTE 3: PROPERTY, STRUCTURES, UTILITIES † ˆ ­,††† ­,ƒ­ & EQUIPMENT † ­,††† ˆƒ,ˆ† ¥ , †‚,††† ¥ ˆˆ ,ˆ Beginning Ending Balance Balance ˆˆ/†ˆ/ˆ‚ Increases Decreases ˆ†/ˆ/ˆƒ The Revenue Note, Series †ˆ was issued to assist in —nancing the Capital assets, not construction of the West End Market. This note is a special, limited being depreciated: liability obligation of the Society and is not secured by the full faith and Land ¥ ,‚† ,­­ ¥ - ¥ (, ) ¥ ,­ƒƒ, credit of the Society. The note is payable solely from the revenues of the Construction State Fair. Operating revenues at October ˆ, †ˆƒ were ¥ˆ,­­,†‚ in progress ‚‚ ,† - (‚‚ ,†) -

26 27 which exceeds the amount required for payment of principal and capitalized value of ¥‚†,‚ƒ with accumulated depreciation of ¥ˆ,ˆ­†. interest in † †. The Series †ˆ revenue note principal amount at Principal Interest original issue was ¥ƒ,††,††† with an interest rate of .‚½ and † † ¥ ˆ‚,ƒ ˆ ¥ ­ matures September ˆ, † . † ˆ ˆ,ˆ ˆ,ƒ‚† Annual debt service requirements to maturity for the State Fair Revenue † ˆ,‚ ˆ, Note, Series †ˆ is as follows: †  ˆ,  ˆ †  ˆ, ƒ ­ Principal Interest ¥ ,ˆ‚ ¥ ,ƒˆˆ † † ¥ ˆ,‚,††† ¥ ˆ­,††

† ˆ ˆ,­ˆ,††† ˆˆ­,ƒ † ˆ,­­,††† ƒ,ƒƒ If an event of default occurs on capital leases, the Society will be ¥ ,ˆ‚,††† ¥ ˆ,ƒƒ required to return the equipment and pay an amount equal to the sum of any accrued and unpaid rent plus the present value of the total The Revenue Note, Series †ˆ‚ was issued to assist in —nancing the monthly rent for the remaining lease term. construction of the North End Events Center. This note is a special, Compensated Absences: limited liability obligation of the Society and is not secured by the full faith and credit of the Society. The note is payable solely from the Balance Balance Due within ˆˆ/†ˆ/ˆ‚ Additions Retirements ˆ†/ˆ/ˆƒ one year revenues of the State Fair. Operating revenues at October ˆ, †ˆƒ Severance were ¥ˆ,­­,†‚ which exceeds the amount required for payment of bene—ts principal and interest in † †. The Series †ˆ‚ revenue note principal payable ¥ ­†,†ƒ ¥ ‚,ƒˆ­ ¥ (­ˆ, ˆ) ¥ ­,‚†† ¥ †,ƒˆ‚ amount was ¥ˆ†,†††,††† with an interest rate of .†½ and matures Vacation bene—ts September ˆ, † ­. payable ˆ , ƒ ƒ‚,­ (ƒ,ƒ ) †,­† †,­† Annual debt service requirements to maturity for the State Fair Revenue ¥ ‚‚ ,  ¥ ­, ¥ (ˆ,ˆƒ) ¥ ‚‚‚,† ¥ ƒˆ,‚ Note, Series †ˆ‚ is as follows: Principal Interest NOTE 5: SHORT TERM OBLIGATIONS † † ¥ ˆ,††† ¥ †ˆ,ƒ During —scal year †ˆƒ, the Society renewed a working capital line † ˆ ˆ,††† †ˆ,ƒ of credit in the amount of ¥ˆ. million, with a maturity date of June †, † ˆ,††† ††,‚ƒ † †, for possible short-term —nancing of fair operations. The interest †  ˆ,‚ ,††† ††,† rate is the prime interest rate, with a minimum rate of .½. No †  ˆ,‚ƒ­,†††  ,ˆˆ short-term —nancing was necessary in —scal †ˆƒ. †  ˆ,ƒ­,††† ƒ,‚ †  ,†,††† ˆƒ,­ † ­ ,ˆ­,††† ‚,‚ NOTE 6: RETIREMENT PENSION PLAN ¥ ƒ,ƒ ,††† ¥ ,,ƒ Plan Description

Capital leases: The State Employees Retirement Fund (SERF) is administered by the Minnesota State Retirement System (MSRS), and is established and The Society entered into an interest free capital lease agreement to administered in accordance with Minnesota Statutes, Chapters  —nance the acquisition of a multi-media printer for the sign shop. The and . SERF includes the General Employees Retirement Plan total —nanced through this capital lease was ¥ˆ­,†­, with a maturity (General Plan), a multiple-employer, cost-sharing de—ned bene—t plan, in April † . As of October ˆ, †ˆƒ, this asset had a capitalized value and three single-employer de—ned bene—t plans: the Military Ašairs Plan, of ¥ˆ­,†­ with accumulated depreciation of ¥ˆ†,‚ ‚. the Transportation Pilots Plan, and the Fire Marshal’s Plan. Only certain Principal employees of the Department of Military Ašairs, the Department of † † ¥ ,†ƒ Transportation and the State Fire Marshal’s Division are eligible to be † ˆ ,†ƒ members of those plans, but all state of Minnesota employees who † ˆ, ˆ are not members of another plan are covered by the General Plan. ¥ ‚,ƒ The Transportation Pilots Plan has been closed to new entrants since July ˆ, ††‚. The Society entered into an interest free capital lease agreement to —nance the acquisition of two wheeled loaders. The total —nanced MSRS issues a publicly available —nancial report that includes —nancial through this capital lease was ¥ˆƒ,, with a maturity in May † . statements and required supplementary information. That report may be As of October ˆ, †ˆƒ, this asset had a capitalized value of ¥ˆƒ, obtained at www.msrs.state.mn.us/—nancial-information; or by writing to with accumulated depreciation of ¥ˆ,‚­. MSRS at † Empire Drive, ´††, St. Paul, Minnesota, ˆ†; or by calling (ˆ) ƒ- ­ˆ or ˆ-‚††-­-­­. Principal Bene”ts Provided † † ¥ ,†‚ MSRS provides retirement, disability, and death bene—ts through the † ˆ ,†‚ State Employees Retirement Fund. Bene—t provisions are established † ,†‚ by state statute and can only be modi—ed by the state legislature. †  †, Bene—ts are based on a member’s age, years and months of service, and ¥ ˆ ,‚­ƒ the highest average salary for any sixty successive months of available The Society entered into a capital lease agreement to —nance the service at termination of service. Bene—t increases are provided to acquisition of three skid steers. The total —nanced through this capital bene—t recipients each January, and are related to the funded ratio of lease was ¥‚†,‚ƒ with an interest rate of .½ per annum and a the plan. Bene—t recipients receive annual ˆ.† percent bene—t increases. maturity in November † . As of October ˆ, †ˆƒ, this asset had a Annual bene—t increases will change to ˆ. percent per year beginning January ˆ, † . Retirees who have been receiving a bene—t for at least

28 29 ˆ full months as of June † of the calendar year immediately before produce a geometric, expected long-term rate of return as summarized the post-retirement bene—t increase adjustment will receive the full in the following table: increase. Members receiving bene—ts for at least one month, but less SBI’s long-term expected real than ˆ full months, will receive a pro rata increase. Asset class Target allocation rate of return (geometric mean) Retirement bene—ts can be computed using one of two methods: the Domestic equity ½ .ˆ†½

Step formula and the Level formula. Members hired before July ˆ, ˆƒ‚ƒ, International equity ˆ­½ .†½ may use the Step or Level formula, whichever is greater. Members hired Fixed income †½ †.­½ on or after July ˆ, ˆƒ‚ƒ, must use the Level formula. Each formula Private Markets ½ .ƒ†½ converts years and months of service to a certain percentage. Under the Step formula, members receive ˆ. percent of the high-—ve average Cash ½ †.††½ salary for each of the —rst ˆ† years of allowable service, plus ˆ.­ percent All MSRS de—ned bene—t funds use a long-term expected rate of return for each year thereafter. It also includes full bene—ts under the Rule of ƒ† assumption of ­.† percent, and a municipal bond rate of .ˆ percent, (age plus years of service equals ƒ†). In contrast, the Level formula does as published by the Fidelity Index in June †ˆƒ. The projection of not include the Rule of ƒ†. Under the Level formula, members receive cash ªows used to determine the single discount rates assumes that ˆ.­ percent of the high-—ve average salary for all years of allowable plan member and employer contributions will be made at the current service, and full bene—ts are available at normal retirement age. statutory contribution rates. For the State Employees Fund, the —duciary Contributions net position was projected to be available to make all future bene—t Minnesota Statutes Chapter  sets the rates for employer and payments of current plan members through —scal year †ˆƒ. Therefore, employee contributions. Eligible General Plan members and participating the discount rate is the long-term expected rate of return on pension employers were required to contribute .­ percent and .‚­ percent, plan investments, which was applied to all periods of projected bene—t respectively, of the annual covered salary through the pay period ending payments to determine the total pension liability. The discount rate used July ˆ , †ˆƒ. The rate increased to .† percent for members and to measure the total pension liability was ­. percent, the same single .  percent for participating employers for subsequent pay periods in discount rate that was used in —scal year †ˆ‚. —scal †ˆƒ. The Society’s contribution to the General Plan for the —scal Net Pension Liability year ending October ˆ, †ˆƒ was ¥† ,. These contributions were At October ˆ, †ˆƒ, the Society reported a liability of ¥,†,ƒ for equal to the contractually required contributions for each year as set by its proportionate share of MSRS’ net pension liability. The net pension state statute. Due to a change in the eligibility of one class of employees, liability was measured as of June †, †ˆƒ, and the total pension liability the Society paid both the employee and employer contributions used to calculate the net pension liability was determined by an actuarial retroactively to the date of eligibility for this class of employees, in the valuation as of that date. The Society’s proportion of the net pension amount of ¥ƒ,ˆ. Additionally, the Society paid ¥,­ˆ­ in interest liability was based on the Society’s contributions received by MSRS related to these contributions. during the measurement period July ˆ, †ˆ‚, through June †, †ˆƒ, Actuarial Assumptions relative to the total employer contributions received from all of MSRS’ The Society’s net pension liability was measured as of June †, participating employers. At June †, †ˆƒ, the Society’s proportion was †ˆƒ, and the total pension liability used to calculate the net pension †. ˆ‚ percent. liability was determined by an actuarial valuation as of that date. The Pension Liability Sensitivity total pension liability was determined using the following actuarial The following represents the Society’s proportionate share of the net assumptions, applied to all periods included in the measurement: pension liability calculated using the discount rate disclosed in the Inªation .† percent per year discount rate section above, as well as what the proportionate share of Active Member Payroll Growth .  percent per year Investment Rate of Return ­.† percent the net pension liability would be if it were calculated using a discount rate that is ˆ percentage point lower or ˆ percentage point higher than Salary increases were based on a service-related table. Mortality rates the current discount rate: for active members, retirees, survivors and disabilitants were based on RP- †ˆ generational mortality tables for males or females, as ˆ½ decrease in Discount ˆ½ increase in appropriate, with adjustments to match fund experience. Bene—t discount rate (.½) rate (­.½) discount rate (‚.½) increases for retirees were established in state statutes and no Society's proportionate share of the net pension ¥­,ˆ,ˆ ¥,†,ƒ (¥ˆ,­­‚) assumptions are required. liability Actuarial assumptions used in the June †, †ˆƒ valuation were based on the last experience study, dated June †, †ˆ, a review of inªation Pension Plan Fiduciary Net Position and investment return assumptions dated September ˆˆ, †ˆ­, and a Detailed information about the pension plan’s —duciary net position is recent asset liability study obtained by the SBI. available in the MSRS Comprehensive Annual Financial Report, available on the MSRS website (www.msrs.state.mn.us/—nancial-information). The long-term expected rate of return on pension plan investments is ­.† percent. During —scal year †ˆ, the SBI hired an outside Pension Expense and Deferred Outƒows of Resources and Deferred consultant to perform a thorough asset and liability study. Based on Inƒows of Resources Related to Pensions the study, the SBI staš proposed an update to the asset allocation, For the year ended October ˆ, †ˆƒ, the Society recognized pension which yields a lower nominal expected return. As a result of this study, expense of ¥­,. At October ˆ, †ˆƒ, the Society reported and keeping in mind the national trend towards lower investment rate deferred outªows of resources and deferred inªows of resources assumptions, the MSRS Board of Directors approved the use of a related to pensions from the following sources: ­.† percent long-term expected rate of return assumption for the Deferred outªows Deferred inªows —scal year †ˆƒ actuarial valuations. of resources of resources

The SBI, which manages the investments of MSRS, prepares an analysis Dišerences between expected and ¥ ƒ ,ƒ­ ¥ ˆ†,‚ of the reasonableness of the long-term expected rate of return on a actual experience regular basis using a building-block method. Best estimates of expected Changes of assumptions ¥ , ˆ, ¥ ƒ,†ƒ, ‚ˆ

future real rates of return are developed for each major asset class. Net dišerence between projected and actual - ¥ ­ƒ,†‚ These asset class estimates and target allocations are combined to earnings on investments 28 29 Changes in proportion and dišerences Active plan members ­ between actual contributions and ¥ ­,ƒƒ­ ¥ ,† proportionate share of contributions Total members ÅÁ

Contributions paid to MSRS subsequent to the ¥ ˆ‚,‚ - Actuarial Methods and Assumptions measurement date The total OPEB liability was determined by an actuarial study with Total ¥ ,ƒ†,­‚ ¥ ˆ†,†,†­ valuation and measurement dates as of October ˆ, †ˆ‚, using Amounts reported as deferred outªows of resources related to the alternative measurement method, using the following actuarial pensions resulting from Society contributions subsequent to the assumptions, applied to all periods in the measurement, unless measurement date will be recognized as a reduction of the net pension otherwise speci—ed: liability in the year ended October ˆ, † †. Other amounts reported Discount rate .ƒ½ as deferred outªows and inªows of resources related to pensions will †-year municipal bonds .ƒ½ be recognized in pension expense as follows: Inªation rate .­½ Year ended October ˆ Pension expense amount Healthcare trend rate .ƒ†½ † † ¥ , ­ grading to .½ through †­

† ˆ (¥,ˆ,‚ ) Dental trend rate ½

† (¥ˆ,ƒ†,) Mortality rates were based on the RP- †ˆ mortality tables with †  ¥‚, projected mortality improvements based on scale MP- †ˆ­, and other adjustments. Deferred Compensation All Society employees are eligible to participate in the Minnesota Discount Rate Deferred Compensation Plan for public employees. Deferred The discount rate used to measure the total OPEB liability was .ƒ compensation is a voluntary plan that allows employees to place a percent. The projection of cash ªows used to determine the discount portion of their earnings into a tax deferred investment program for rate was determined by estimating the long-term investment yield on long-term savings to supplement retirement and other bene—ts. The the employer funds that will be used to pay bene—ts as they come due. deferred compensation plan is administered by the Minnesota State The Society discount rate used on the prior measurement date was Retirement System. .ƒ percent.

Changes in the Total OPEB Liability NOTE 7: OTHER POST EMPLOYMENT BENEFIT OBLIGATIONS Plan Description Total OPEB liability The Society provides retirees, who meet certain de—ned requirements, Beginning balance ¥ ,‚,ƒ‚ payments for a portion of medical insurance premiums until they Changes for the year reach the age of . This type of bene—t is classi—ed as an Other Post Service cost ˆ­ƒ,ƒ Employment Bene—t (OPEB), a single-employer de—ned bene—t plan Interest ƒ,­ administered by the Society. The plan does not issue a publicly available Changes of assumptions (ˆƒ­, ) —nancial report. Bene—t payments (ˆ­,ƒƒ) All retirees of the Society upon retirement have the option under state Total net changes (ƒ­,‚) law to continue their medical insurance coverage through the Society. Ending Balance ¥ ,­ˆ,‚ For certain employees, the Society pays a portion of the premium. Employee eligibility for this bene—t is the earlier of age † and † years Total OPEB Liability Sensitivity to Discount and Healthcare Cost of service or the Rule of ƒ† (only employees hired before July ˆ, ˆƒ‚ƒ Trend Rate Changes are eligible for the Rule of ƒ†). Retirees not eligible for this Society paid The following presents the total OPEB liability of the Society, as well premium bene—ts must pay the full Society premium rate for as what the Society’s total OPEB liability would be if it were calculated their coverage. using a discount rate that is ˆ percentage point lower or ˆ percentage The Society is legally required to include any retirees for whom it point higher than the current discount rate: provides health insurance coverage in the same insurance pool as its ˆ½ decrease in Discount ˆ½ increase in active employees until the retiree reaches Medicare eligibility, whether discount rate rate discount rate the premiums are paid by the Society or the retiree. Consequently, OPEB discount rate .ƒ½ .ƒ½ .ƒ½ participating retirees are considered to receive a secondary bene—t Total OPEB liability ¥ ,­‚,­ ¥ ,­ˆ,‚ ¥ ,­,ˆ‚ known as the “implicit rate subsidy”. This bene—t related to the assumption that the retiree is receiving a more favorable premium rate than they would otherwise be able to obtain if purchasing insurance The following presents the total OPEB liability of the Society, as well on their own, due to being included in the same pool with the Society’s as what the Society’s total OPEB liability would be if it were calculated younger and statistically healthier active employees. using healthcare cost trend rates that are ˆ percentage point lower or Funding Policy ˆ percentage point higher than the current healthcare cost trend rates:

The required contribution is based on projected pay-as-you-go —nancing ˆ½ decrease Healthcare trend ˆ½ increase in healthcare rates in healthcare requirements. The Society has not established a trust fund to —nance trend rates trend rates these OPEB bene—ts. Healthcare trend rate .ƒ½ decreasing to .ƒ½ decreasing to ­.ƒ½ decreasing Membership .½ through †­ .½ through †­ to .½ through †­

Membership in the plan consisted of the following as of the latest Dental trend rate .††½ .††½ .††½ actuarial valuation: Total OPEB Liability ¥ , ‚,†  ¥ ,­ˆ,‚ ¥ ,ƒˆ,ˆˆ Retirees and bene—ciaries receiving bene—ts  30 31 OPEB Expense and Related Deferred Outƒows and Deferred Inƒows restriction expires, that is, when the stipulated time has elapsed, of Resources when the stipulated purpose for which the resource was The Society recognized OPEB expense of ¥­‚,†­ in the current year, restricted has been ful—lled, or both. and at year-end reported the following deferred outªows and inªows of Contributions Receivable resources related to OPEB from the following sources: Pledges to give that are expected to be collected within one year are recorded at their net realizable value. Pledges that are expected to Deferred Deferred inªows outªows of of resources be collected in future years are recorded at the present value of the resources amounts expected to be collected. The discounts on those amounts are Society’s contributions subsequent to the ¥ ˆ­ˆ,ƒ ¥ - computed using an imputed interest rate applicable to the year in which measurement date the pledge is received. Amortization of the discount is included in the contribution revenue. An allowance for doubtful contributions receivable NOTE 8: DISAGGREGRATION OF RECEIVABLE of ¥ˆ,††† was recorded as of October ˆ, †ˆƒ. & PAYABLE BALANCES Contributions receivable at October ˆ, †ˆƒ represent the present Receivables: Accounts receivable balances for the year ended value of receivables due. Present value is determined using discount October ˆ, †ˆƒ were: rates ranging from ˆ. ½ to .ƒ‚½. The expected collection periods of Tickets ¥ ,‚† the contributions receivable at October ˆ, †ˆƒ are as follows: Activities  ­, Year ending October ˆ Amount Other ,­†ˆ,ƒ†† † † ¥ ˆ‚†,ƒ† Total receivables ¥ ,,ˆ † ˆ ­,­ Payables: Accounts payable balances for the year ended † ˆ,†† October ˆ, †ˆƒ were: †  ˆ†,††† Total ¥ ‚‚,­ Administration ¥ ˆ­,ˆ­ Less: unamoratized discount ­,† Activities ˆ,­,†ˆ­ Less: allowance for doubtful pledges ˆ,††† Plant operations ˆ,ˆ ,ƒ Total ¥ ,‚ Capitalized ˆƒ,‚ Other  , † Revenue Recognition Total payables ¥ ,­ †, † Contributions, including unconditional promises to give, are recognized as without donor restrictions or with donor restricted support, NOTE 9: FOUNDATION depending on the existence and/or nature of any donor restrictions. The Minnesota State Fair Foundation is a supporting organization of the All donor-restricted support is reported as an increase in net assets with Minnesota State Agricultural Society and is a not-for-pro—t corporation donor restrictions, depending on the nature of the restriction. When exempt from taxes under Section †ˆ(c)() of the Internal Revenue a restriction expires (i.e., when a stipulated time restriction ends or Code and applicable Minnesota regulations. The Foundation was purpose restriction is accomplished), net assets with donor restrictions established in June †† following passage of enabling legislation signed are reclassi—ed to net assets without donor restrictions and reported into law by the governor, and governed by a board of directors. The in the statement of activities and changes in net assets as net assets Foundation’s mission is to secure and provide funding and gifts-in-kind released from restrictions. all of a nature acceptable to the Society to be used for the preservation, Unconditional contribution pledges are recognized as revenues or restoration and improvement of the Minnesota State Fairgrounds, gains in the period received and as assets, decreases in liabilities, or and to support the Society’s educational, agricultural, and scienti—c expenses depending on the form of the bene—ts received. Conditional programs. The Foundation is supported primarily from public and private contributions are recognized when the conditions on which they depend contributions, merchandise sales, in-kind contributions and volunteer are substantially met. Gifts and bequests are recognized when it has time. Foundation —nancial statements can be obtained by writing to: been determined that there is a legal right to the gift or bequest and the Minnesota State Fair Foundation, ˆ  Snelling Avenue North, St. Paul, actual amount to be received has been determined. Minnesota ˆ†‚. Donated Services The following are signi—cant notes to the Minnesota State Fair Employees of the Society have made signi—cant contributions of Foundation —nancial statements: their time to the Foundation’s activities. These uncompensated Financial Statement Presentation services are included in the agreement between the Society and Net assets, revenues, expenses, gains and losses are classi—ed based on the Foundation. Additionally, volunteers have donated time to the the existence or absence of donor-imposed restrictions. Accordingly, net Foundation in various capacities. For the year ended October ˆ, assets of the Foundation and changes therein are classi—ed and reported †ˆƒ, volunteer hours were , ƒ. No amounts have been reªected as follows: in the statement for donated services, since the services do not meet established criteria for recognition. These criteria require that the Without Donor Restrictions - Net assets available for use in donated services create or enhance the non—nancial assets, require general operations and not subject to donor (or certain grantor) specialized skills which would be purchased if not donated, and have restrictions. Designated amounts represent those revenues that an objective basis for measurement. the board has set aside for a particular purpose. Fair Value Measurements With Donor Restrictions - Net assets subject to donor (or The Foundation has categorized its —nancial instruments based on the certain grantor) imposed restrictions. Some donor-imposed priority of the inputs of the valuation technique, into a three-level fair restrictions are temporary in nature, such as those that will value hierarchy. The fair value hierarchy gives the highest priority to be met by the passage of time or other events speci—ed by quoted prices in active markets for identical assets or liabilities (Level ˆ) the donor. Other donor-imposed restrictions are perpetual in and the lowest priority to unobservable inputs (Level ). nature, where the donor stipulates that resources be maintained in perpetuity. Donor-imposed restrictions are released when a If the inputs used to measure the —nancial instrument fall within dišerent

30 31 levels of the hierarchy, the categorization is based on the lowest level NOTE 10: RELATED PARTY TRANSACTIONS input that is signi—cant to the fair value of the instrument. Financial In accordance with an agreement between the Foundation and the assets recorded on the statement of —nancial position are categorized Society, the Society has provided the following: based on the inputs to the valuation techniques as follows: • Full use and occupancy of a fairground building rent-free, including Level ˆ - Financial assets and liabilities whose values are based on telephone and computer services. unadjusted quoted prices for identical assets or liabilities in an active • Payroll and limited staš support services. market that the Foundation has the ability to access (examples include active exchange-traded equity securities, listed derivatives, and most At October ˆ, †ˆƒ, the Foundation had outstanding payables due U.S. Government and agency securities). to the Society for payroll and other compensation-related expenses in the amount of ¥,††. The Society contributed payroll expenses of Level - Financial assets and liabilities whose values are based on ¥ˆ††,‚ during —scal †ˆƒ. quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of Grants to the Minnesota State Agricultural Society the asset or liability. During the year ended October ˆ, †ˆƒ, the Foundation granted ¥ ,  towards improvements to the North End; Swine Barn Level  - Financial assets and liabilities whose values are based on prices improvements valued at ¥ †,†††; Ramberg Music Cafe center or valuation techniques that require inputs that are both unobservable improvements valued at ¥ ,†††; West-End Market construction and signi—cant to the overall fair value measurement. These inputs costs valued at ¥‚,­†; fair-time educational enrichment and artistic reªect management’s own assumptions about the assumptions a market experiences valued at ¥†,ˆ†; environmental applications valued at participant would use in pricing the asset or liability (examples include ¥­, ƒ‚; recognition pavers and benches valued at ¥ˆ ,­‚ˆ, and certain private equity investments). various other miscellaneous gifts valued at ¥­,‚, for a grant total Income Taxes of ¥ˆ,††ˆ, † during —scal †ˆƒ. The Foundation is exempt from income taxes under Section †ˆ(c)() of the Internal Revenue Code and applicable Minnesota regulations. NOTE 11: RISK MANAGEMENT AND ACCOUNTING The Foundation follows the accounting standard for uncertainty FOR INSURANCE RECOVERIES in income taxes recognized in an entity’s —nancial statements. This The Society is exposed to various risks of loss related to torts; theft of, standard clari—es the accounting for uncertainty in income taxes damage to, or destruction of assets; errors and omissions; and employer recognized in an entity’s —nancial statements and prescribes a obligations. The Fair manages these risks through the State of Minnesota recognition threshold for the —nancial statement of tax positions Risk Management Fund, a self-insurance fund, and other insurance and taken, or expected to be taken, on a tax return that are not certain to self-insurance mechanisms. be realized. The implementation of this standard had no impact on the State Risk Management Fund Foundation’s —nancial statements. The Foundation’s tax returns are The Society participates in the Risk Management Fund, which ošers subject to review and examination by federal authorities. auto, liability, property and related coverage. The property coverage Investments ošers the Fair a range of deductibles from ¥†† through ¥ ,††† per The Foundation’s investments are comprised of a mutual fund. loss. The fund covers the balance of the claim up to ¥ˆ.† million. The Investments are stated at fair value. Realized and unrealized gains reinsurance program provides coverage up to ¥ˆ.† billion. Once annual and losses are reªected in the statement of activities and changes in aggregate losses paid by the Risk Management Fund reach ¥ . million net assets. Investment securities are exposed to various risks, such as in any one —scal year, the reinsurer will provide coverage in excess of a interest rate, credit and overall market volatility. Due to the volatility of ¥ ,††† maintenance deductible for each claim. the market with certain investment securities, it is reasonably possible On March ˆ , †ˆƒ, after a prolonged period of snow and rain, a that changes in the values of investment securities will occur in the near portion of the Cattle Barn roof collapsed due to shifting snow term and that such changes could materially ašect the amounts reported loads. Total incident related accrued expenses of ¥ , †,ƒ were in the future statement of activities and changes in net assets. incurred through October ˆ, †ˆƒ. Estimates of additional storm Merchandise Inventory related damage expenses in —scal † † will increase the total sum The Foundation maintains inventories of merchandise held for resale, related expenses to approximately ¥. million. Insurance recovery which are recorded at the lower of cost or net realizable value. reimbursement proceeds are expected to ošset storm damage Contributions of inventory are recorded at fair value. Inventories are expenses. In our —nancial statements, these storm damage expenses expensed in the statement of activities and changes in net assets as were reported net of estimated insurance recoveries. As a result, they are sold. ¥ ,ˆ‚†,ƒ receivable was recorded to ošset †ˆƒ incident related Property and Equipment accrued expenses. Property and equipment are recorded at cost, if purchased, and at fair value, if donated. The Foundation depreciates property and equipment NOTE 12: CONTINGENCIES over their estimated useful lives ( to ˆ† years) by the straight-line The Society has the usual and customary legal claims pending at method of depreciation. year-end. Although the outcomes of these lawsuits are not presently Adoption of Accounting Principle determinable, the Society believes that the resolution of these matters The Foundation adopted Financial Accounting Standards Board will not have a material adverse ešect on its —nancial position. (FASB) ASU †ˆ-ˆ, Not-for-Pro—t Entities (Topic ƒ‚): Presentation of Financial Statements of Not-for-Pro—t Entities for the year ended NOTE 13: SUBSEQUENT EVENTS October ˆ, †ˆƒ. These changes were applied retroactively to ensure As a result of the spread of the Novel Coronavirus (COVID-ˆƒ) pandemic, comparability with the prior year presented herein. The adoption did the spring non-fair events that were scheduled to take place on the not impact the Foundation’s —nancial position as of October ˆ, †ˆƒ fairgrounds were cancelled, which will negatively impact our income. and †ˆ‚ or the changes in its net assets or cash ªows for the years Other —nancial impact could occur, though the potential impact is then ended. unknown at this time.

32 33 The Society reports the investments of the Minnesota State Fair Note : †ˆ‚ changes in actuarial assumptions. The single discount rate Foundation at fair value based on standards described in Note ƒ. The was changed from . percent to ­. percent. COVID – ˆƒ pandemic has caused signi—cant volatility in economic †ˆ‚ Changes to plan provisions. Ešective July ˆ, †ˆ‚, the employer conditions, including substantial reductions in the quoted active-market contributions increased from . percent to .‚­ percent and the prices of some investments. A potential negative impact could be seen if member contributions increased from . percent to .­ percent. sustained economic downturn hampers the Foundation’s ability to hold Post-retirement bene—t increases were changed from a .† to . such investments to maturity as planned, thus limiting future granting to percent per year increase based upon funded ratio, to a —xed rate of the Society. The potential future impact of these conditions on the fair ˆ.† percent for —ve years beginning January ˆ, †ˆƒ, and ˆ. percent value of the Foundation’s investment portfolio is not determinable at per year thereafter. this time. Note : †ˆƒ changes to plan provisions. Ešective July ˆ, †ˆƒ, the employer contributions increased from .‚­ percent to .  percent REQUIRED SUPPLEMENTARY INFORMATION and member contributions increased from .­ percent to .† percent. De”ned Bene”t Pension Plans Post-retirement bene—ts will increase ˆ.† percent annually until Schedule of Society’s Proportionate Share of Net Pension Liability January ˆ, † , at which time they will increase to ˆ. percent. State Employees Retirement Fund REQUIRED SUPPLEMENTARY INFORMATION Minnesota State Retirement System: Other Post-Employment Bene”ts Plan

          Schedule of Changes in the Society’s Total OPEB Liability and Related Ratios Society’s proportion of the net pension Year Ended October ,   liability †. ˆ‚†½ †. ˆˆ†½ †. ˆ †½ †. †‚†½ †. ††½

Society’s     proportionate share of the net Total OPEB Liability pension liability ¥,†,ƒ ¥ ,ƒ ,†† ¥ˆ,­ ,ƒ ¥ ,­‚ƒ,‚ˆ ¥,ˆ,­­ Service cost ¥ ˆ­ƒ,ƒ ¥ ˆ­,­­ Society’s covered Interest ƒ,­ ‚‚,ˆ† payroll ¥,‚,­‚ ¥, ƒ­,­ ¥ ,†‚ˆ,­† ¥ ,,†ƒ ¥,, Changes of assumptions (ˆƒ­, ) (,ƒˆ­) Proportionate share of the net pension Bene—t payments (ˆ­,ƒƒ) (ˆ†,ˆ ) liability as a percentage Net change in total of its covered OPEB liability (ƒ­,‚) ˆ ,‚ payroll ‚.†½ .½ ‚.ƒ½ ­.½ ­.‚½ Total OPEB liability - beginning of year ,‚,ƒ‚ ,,ˆ† Plan —duciary net position as a percentage of the Total OPEB liability - end of year ¥ ,­ˆ,‚ ¥ ,‚,ƒ‚ total pension liability ƒ†.­½ ƒ†.½  .­½ ­.ˆ½ ‚‚. ½ Covered payroll ¥ ,­,ˆ‚ ¥ ,† ,‚ Total OPEB liability as a percentage De”ned Bene”t Pension Plans of covered payroll .½ ƒ.½ Schedule of Society Contributions - State Employees Retirement Fund

Minnesota State Retirement System: Note : The Society implemented GASB Statement No. ­ in —scal †ˆ‚. This information is not available for previous —scal years.

          Note : The Society has not established a trust fund to —nance GASB Statement No. ­ related bene—ts. Statutorily required contribution ¥ † , ¥ ,‚ ¥ †,­‚ ¥ ˆ‚,‚ ¥ †ˆ, ‚­ Note : †ˆ‚ changes in actuarial assumptions. The discount rate Contributions in was changed from . percent to .ƒ percent. relation to the statutorily required Note : The discount rate was changed from .ƒ percent to contributions † , ,‚ †,­‚ ˆ‚,‚ †ˆ, ‚­ .ƒ percent. Contribution de—ciency (excess) ¥ - ¥ - ¥ - ¥ - ¥ -

Society’s covered payroll ¥,­†,ƒ ¥,ˆ,ˆ ¥ ,†ˆ,ˆ‚ ¥ ,­ƒ­,†‚ ¥,­­,ƒ ƒ

Contributions as a percentage of covered payroll .††½ . ½ .†½ .†½ .†½

Note : The Society implemented GASB Statement No. ‚ in —scal †ˆ. This information is not available for previous —scal years. Note : For both of these tables, the Society —scal year-end date is October ˆ, and the MSRS —scal year-end date (measurement date) is June †. Note : †ˆ changes in actuarial assumptions. Bene—t increases for retirees was changed from .† percent every January ˆst through †ˆ and .† percent thereafter to .† percent per year for all future years. The long-term expected rate of return was changed from ­.ƒ† percent to ­.† percent. The single discount rate was changed from ­.ƒ† percent to .ˆ­ percent. Note : †ˆ­ changes in actuarial assumptions. The single discount rate was changed from .ˆ­ percent to . percent.

32 33 I MINNESOTA STATE FAIR SUPPORTING SCHEDULE – REVENUES AND EXPENSES For the years ended October 31 2019 2018 OPERATING REVENUE Ticket sales: Carnival ¥ ‚,ˆƒ,ƒˆ ¥ ­,­­,‚‚ MSF attractions ˆ,ˆ ˆ‚,† Grandstand ,ƒ,­ , ,­ˆ Outside gate , ,ƒ­ ˆ,,ƒ† Parking ˆ,,ƒ ˆ, ­,‚ Total ticket sales   , , ,, Activities: Campground ¥ ˆ,†‚‚ ¥ ˆ,ˆ Carnival ˆ,‚ ˆ,‚ˆ Competition ,ƒ †,‚ Entertainment ­,ƒ­‚ ,­­­ Fine arts ,†ƒ ƒ, Forage ˆ, ˆˆ, -H auction ‚ˆ,† ­‚,­† Public safety ­,‚ƒ† ­, Sales ˆ,ˆˆ,‚ƒ† ˆ ,,ƒˆ Ticket o¢ce ƒ‚,† ,­­­ Total activities  ,, ,, Other: Beef Expo ¥ ˆ,ˆ ¥ ˆ,ƒƒ Licensee utilities ƒ ,‚‚­ ƒ­, ‚ Miscellaneous ƒ,ƒ† ‚ˆ, Non-fair events ,ˆ­ˆ,‚ ,†ˆ,ƒ­ Sale of bulk milk ˆ†,† ‚,  Sale of market animals ,ˆ‚ ,­ Sponsorships ˆ,ˆˆ, ‚ ˆ, †,† Telephone ­,‚­ ­, Utility assessments ‚,ƒ ƒ­,†ˆ Total other  ,,  ,, Total operating revenue  ,,   ,, OPERATING EXPENSES Administrative: Administrative services ¥ ,†­ ¥ ­,ƒ Annual meeting †,­ƒƒ ˆ,  Auditing services , ˆ  ,  Computer ,ƒ‚‚ ,ˆˆ† Dues and subscriptions ˆ,ƒ ˆ, ˆ Insurance ­,† ˆ,ƒ Legal services ˆ†‚,ƒ‚ ˆˆ ,† Managerial services †,‚† ­,† Medical insurance ˆ,†,  ˆ,ˆ­ˆ,ˆ­ Paid leave ‚‚†,†ˆ ‚ ­,­­ Postage and mailing service ƒ,‚ƒ ƒ,ƒƒ Printing and supplies ƒ,ˆˆ ƒ,‚† Retirement fund ­, (,,ƒ ) Social security ‚,ˆˆ ‚†­,†ˆ Telephone ,­ ƒ,ƒˆ Travel expense ˆ ,ˆ ­ ˆ,ˆƒ Unemployment compensation ‚,­ ‚,‚‚ Workers compensation ˆ ,ˆ ˆ‚,ƒ­ Total administrative  ,,  ,, 

34 35 2019 2018

Activities and Support: Admissions ¥ ,† ¥ ,ˆ­ Advertising ƒƒ, ˆ ˆ,†ˆ,­ Bee culture ,ˆ‚ †,†† Beef Expo ˆ,ƒ­ ˆ­, ­ Campground ­†,†† ,†ƒ Carnival ,ˆ,ˆˆˆ ,‚,ˆ MSF attractions ƒ ,­­ƒ ,ˆ Cattle ˆˆ­,ƒˆ ˆ,‚ Christmas trees ­,ƒ ­,ƒ­ Competition ‚ƒ­,† ‚ˆƒ,ˆ† Creative activities ˆ†,­ ˆ†­,ˆ­ Dairy products ˆ,‚ˆ ˆ,ƒ Dog trials ,†­ , Education programming ƒ†,ƒƒ †,‚ Farm crops ,†ˆ† ˆ,ƒ† FFA ˆ, ƒ,ˆ Finance ˆ ,†ƒˆ ƒ, ˆ Fine arts †,  ,†ƒ Flower and agriculture shows ‚ˆ,‚ ,ƒ‚ Flowers ˆ,­ˆ ˆˆ,‚‚ƒ Forage ƒ, †‚,  -H club ,­‚‚ ­†,ˆˆ Free entertainment ˆ,ƒ‚‚,†ƒ ˆ,‚,‚ Fruit ˆ,ƒƒ ˆ,ˆ Gate tickets ­†,­ˆ‚ ,ƒ† Goats - Boer ˆ,ƒƒ ,­ Goats - Dairy ,­ ,†‚ Grandstand - concerts ,‚,†ƒ ,‚ˆƒ,ˆ­ Guest services ˆˆ‚, ­,† Heritage exhibits ­­, † ­‚,­ˆ Horse and rodeo ˆ,­  ,­‚ K–ˆ competition ,  ,  Llamas ,‚† ,ƒ† Marketing ­,† ­,‚‚ Park & Ride ,,ƒ , ‚,† Parking ˆƒ†,‚ˆ ˆƒ , Poultry ˆƒ,­ ˆ‚,ˆ Publications †,‚ ­†,ˆ Public safety ,‚ˆ,ƒ† ˆ,­,­ Sales ˆ,­­‚,†ƒ ˆ,­ˆˆ,ˆƒ Sanitation ˆ, ,‚ˆ ˆ, ,  Senior citizens & recognition programs ˆ ,ƒ ˆ,† Sheep ‚,­ˆ ­,ƒ­ Swine ,ˆ­ ,ƒ Ticket audit - , ‚ Ticket o¢ce ­ƒ, ƒ ‚ˆ, ˆ Ticket promotion †,ˆ  ƒ, ˆ Trams ,††† ,ƒ­ Transportation ,†‚ ƒ,ˆ  Vegetables ˆ†,ˆ‚­ ƒ, ˆ­ Total activities and support  , ,  ,, Premiums: Bee culture ¥ , ˆ ¥ , ˆ Beef Expo ­,‚ˆ ‚,­ Cattle ˆˆ†,‚ˆ ˆˆ­,ƒˆ Christmas trees ,†­ ,‚ 

34 35 2019 2018

Creative activities ˆ­,†­ ˆ­,ƒ† Dairy products ˆ, ˆ,ƒ† Dog trials ˆ,††† ˆ,†ˆ K–ˆ competition ƒ,†† ƒ,­ Farm crops ˆ,‚‚ ˆ­,ƒ FFA ‚,ˆ ‚,ƒ­ƒ Fine arts ˆ,†† ˆ,††† Fine arts sales ,†ƒ ƒ, Flowers ,ˆ ,ˆ -H auction ‚ˆ,† ­‚,ˆ† -H club ­ˆ, †† ­ˆ, †† Fruit ˆ,ƒ ˆ , ˆ‚ Goats - Boer ˆ,†‚ ˆ, ƒ Goats - Dairy ˆ,ƒ ˆ ,ƒ Horse ˆ‚,ƒ† ˆ­†,ˆ† Llama , ƒ† ,‚­† Poultry ,  ­, Rural youth scholarships †,††† †,††† Sale of bulk milk ˆ†,ƒ ­,ƒˆ Sale of market animals ,ˆ ,ƒ† Sheep ˆ,‚  ,­­ Swine ,­ ,† Talent contest ˆ,ˆ­ ˆ,ˆ­ Vegetables ,ƒ† ,ƒ Total premiums  ,,  ,, Plant operations: Architectural and engineering ¥ ˆƒ,  ¥ ­,ƒ Fire and police service ,†­ ­,†ƒ Fuel, oil and gasoline ˆ† , ­ ˆˆƒ,‚­ Greenhouse ‚ ,‚ƒ ˆ,‚  Operations ˆ, ,‚ˆ ˆ,†,ƒ Property tax and assesments - †,ƒ‚ Salaries and contract services ˆ,†,  ƒ‚ƒ,ˆ‚ Set-up and take-down ˆ,‚­,­ ƒ ˆ,ƒ ,  Signs ˆ‚,­­ ˆ,­ Supplies ˆˆ,‚‚­ ƒ,ˆ Utilities ˆ, ‚,ƒ­ ˆ,†ˆˆ,ˆ‚ Water and sewer †,ƒ† ,‚†† Total plant operations  , ,  , , Plant maintenance: Electric system ¥ ˆ,†‚, ‚ ¥ ƒˆ, ƒ Fence and —xtures ˆƒ‚,ƒƒ ­,ƒ­ Gas system ‚ - Land , † ‚ ,­­ Personal property  ,   ,  Sewer system ˆˆ,ƒƒ ,­ƒ Streets and sidewalks ˆ ,  ˆˆ,†‚­ Structures ˆ, ,ˆ ˆ,ƒ,†‚ Vehicles ˆ ˆ,‚ †,‚ Water system †,‚ ,‚ Total plant maintenance  ,,  ,, Other expenses: Miscellaneous ¥ ˆˆ,† ¥ ,‚‚ Non-fair events ˆ,‚,  ˆ,‚†,­ ˆ Veterinarian service ,†ƒ† ,†ˆˆ Total other  ,,  ,,

36 37 2019 2018

Depreciation: Electric system ¥ ‚‚,† ƒ ¥ ‚ˆ,ˆ‚† Fence and —xtures ˆ†,­­ ­,‚ˆ Gas system ­‚ ­‚ Land improvement  ‚, ƒ ‚ƒ,  Personal property ƒ,ˆ‚ ˆ,ˆ­ Sewer system ­‚, ƒ† ƒ†,ˆˆ Streets & sidewalks ˆˆ,‚ƒˆ ˆˆ, † Structures , ,† , ,†ˆ Water system ,‚ , † Total depreciation  , ,  ,, TOTAL OPERATING EXPENSES  , ,  ,, Operating income  , ,   ,, NON-OPERATING REVENUE (EXPENSES) Investment income ¥ ˆ†,  ¥ ˆ‚,ƒ Grant revenue ˆ,††ˆ, † ˆ,,‚† Gain on sale of capital asset †­,†­ ˆ ,ˆ Interest expense (­ , ­) (ˆ ,­ˆ) Net non-operating revenue (expenses)   ,  , , CHANGE IN NET POSITION  ,,  , , 

36 37 Standard Letterhead-r2.qxp_167639 Letterhead-RV1 9/7/18 6:34 PM Page 1

PRINCIPALS Thomas A. Karnowski, CPA Paul A. Radosevich, CPA William J. Lauer, CPA James H. Eichten, CPA C ERTIFIED P UBLIC Aaron J. Nielsen, CPA A CCOUNTANTS Victoria L. Holinka, CPA/CMA Jaclyn M. Huegel, CPA Kalen T. Karnowski, CPA

INDEPENDENT AUDITOR’S REPORT ON INTERNAL CONTROL OVER

FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS

BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN

ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS

To the Board of Managers and Management Minnesota State Agricultural Society

We have audited, in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the enterprise fund and the discretely presented component unit of the Minnesota State Agricultural Society (dba Minnesota State Fair) (the Society) as of and for the year ended October 31, 2019, and the related notes to the financial statements, which collectively comprise the Society’s basic financial statements, and have issued our report thereon dated March 27, 2020. We did not audit the financial statements of the Minnesota State Fair Foundation (the Foundation) as of and for the year ended October 31, 2019. Our report includes a reference to other auditors who audited the financial statements of this entity, as described in our report on the Society’s financial statements. This report does not include the results of the other auditors’ testing of internal control over financial reporting or compliance and other matters that are reported on separately by those auditors. The financial statements of the Foundation were not audited in accordance with Government Auditing Standards.

INTERNAL CONTROL OVER FINANCIAL REPORTING

In planning and performing our audit of the financial statements, we considered the Society’s internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Society’s internal control. Accordingly, we do not express an opinion on the effectiveness of the Society’s internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis.A material weakness is a deficiency, or combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the Society’s financial statements will not be prevented, or detected and corrected, on a timely basis.A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. (continued)

Malloy, Montague, Karnowski, Radosevich & Co., P.A. 5353 Wayzata Boulevard • Suite 410 • Minneapolis, MN 55416 • Phone: 952-545-0424 • Fax: 952-545-0569 • www.mmkr.com

38 39 Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified.

COMPLIANCE AND OTHER MATTERS

As part of obtaining reasonable assurance about whether the Society’s financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit and, accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards.

PURPOSE OF THIS REPORT

The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Society’s internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Society’s internal control and compliance. Accordingly, this report is not suitable for any other purpose.

Minneapolis, Minnesota March 27, 2020

38 39 MINNESOTA STATE AGRICULTURAL SOCIETY Ms. Hines presented the following ticket prices for the attractions: ANNUAL MEETING January 17-18-19-20, 2019 CONCESSIONAIRE ATTRACTION žª§£ TICKET DoubleTree by Hilton Hotel, Bloomington PRICE(S)

The ˆ†th annual meeting of the Society, held in conjunction with the Big Adventures, Inc. Turbo Bungy ¥ annual conventions of the Minnesota Federation of County Fairs and Biggest Wheel LLC Ferris Wheel ¥ the Midwest Showmen’s Association, opened Thursday, Jan. ˆ­, at the D.M.C., Inc. Skyride ¥.† one-way DoubleTree Hotel in Bloomington, Minn. ¥­ round trip Fun Adventures, Inc. Rock Climbing Wall ¥ MEETING OF THE SALES COMMITTEE Giant Ride, Inc. Giant Slide ¥ .† 5 p.m. Thursday, Jan. 17, 2019 Hot Shot Sling Shot ¥† single Members present: Ron Oleheiser, chairman; Joe Fox; D.J. Leary; Dan Thrill Rides, Inc. Early Bird ¥  Grunhovd; Ješ Hawkins; Gail Johnson; Joe Scapanski; Gordy Toenges; per rider from Wally Wichmann; Paul Merkins, ex o¢cio; Jerry Hammer, ex o¢cio; opening to ˆ p.m. Jim Sinclair, ex o¢cio. K & M Recreation, Inc. Haunted House ¥ Also present: Renee Alexander; Brian Hudalla; Wally LeVesseur; KMB Performance, Inc. Go Karts ¥­ for Driver Debbie Edman; Nikki Hines; Brett Ward; Erik Klingner; Carol Doyle; ¥ for Passenger Emily Diedrick; Josie Belde Mell. Krazy Maze LLC Krazy Maze ¥ Chairman Oleheiser called the meeting to order at  p.m. Mighty Midway Rides, Shows ¥ˆ single Mr. Sinclair reviewed the report of ’ˆ‚ State Fair sales revenue, and Kidway and Games of Skill ¥  for † tickets originally distributed at the Nov. ‚, †ˆ‚, meeting of the board. The (¥ .‚ per ticket) report was approved as submitted on a motion by Mr. Fox, seconded ¥† for  tickets by Mr. Toenges and carried (Aye-‚; Nay-†). (¥ .­ˆ per ticket) (Advance Purchase) ¥ˆ for  tickets Ms. Hines presented the following fees for percentage attractions at (¥ .† per ticket) the †ˆƒ State Fair: River Raft Ride, Inc. River Raft Ride ¥ CONCESSIONAIRE ATTRACTION žª§¢% žª§£% Skyfair, Inc. SkyGlider ¥.† one-way Big Adventures, Inc. Turbo Bungy ½ ½ ¥­ round trip Biggest Wheel LLC Ferris Wheel ˆ†½ ˆ½ Skyscraper Two, Ltd. Skyscraper ¥† single Early Bird ¥  D.M.C., Inc. Skyride †½ †½ per rider from Fun Adventures, Inc. Rock Climbing Wall ½ ½ opening to ˆ p.m. Giant Ride, Inc. Giant Slide †½ †½ Spineless Wonders Butterªy House ¥ Grandstand Artist Artist CDs/DVDs ˆ†½ ˆ†½ Tinsley Amusements, Inc. ¥ .† Merchandise Sales Other Merchandise †½ †½ Ventnor Place, Inc. Space Tower ¥ Hot Shot Thrill Rides Sling Shot ½ ½ Underlined attractions are located at Adventure Park and operate on a central K & M Recreation, Inc. Haunted House †½ †½ ticket system. KMB Performance, Inc. Go Karts ½ ½ After discussion, the ticket prices were approved as presented on a motion by Krazy Maze LLC Krazy Maze ½ ½ Mr. Scapanski, seconded by Mr. Leary and carried (Aye-‚; Nay-†). Mighty Midway and Midway Rides and Shows ˆ½ ˆ½ Ms. Hines presented the following concessionaires recommended for beer and Kidway Kidway Rides and Shows ½ ½ wine licenses at the ’ˆƒ State Fair: Games of Skill ½ ½

River Raft Ride, Inc. River Raft Ride ½ ½ CONCESSIONAIRE BLOCK LOCATION Skyfair, Inc. SkyGlider †½ †½ Andrus Concessions, Inc. Block  ˆ­­ Carnes Ave., Arcade Bldg. Skyscraper Two, Ltd. Skyscraper ½ ½ (Robert and Joseph Andrus) Malt Beverages

Spineless Wonders Butterªy House †½ †½ Ball Park Cafe, Inc. Block  ˆˆ Underwood St., Tinsley Amusements, Inc. Carousel †½ †½ (Daniel and David Theisen) Crossroads Bldg. Ventnor Place, Inc. Space Tower ½ ½ Malt Beverages & Cider Blue Plate Restaurant Block ­ ˆ‚ƒ W. Dan Patch Ave. Attractions underlined are located at Adventure Park Company Inc., dba Malt Beverages After discussion, the attraction percentages were approved on a The Blue Barn (Stephanie Shimp, David Burley) motion by Mr. Grunhovd, seconded by Ms. Johnson and carried (Aye-‚; Tres-C, Inc. dba Cafe Caribe Block  ˆ­­† Carnes Ave., Arcade Bldg. Nay-†). The approved percentage fees represent the fees payable to (Joel and Mary Chesin) Malt Beverages & Minn. Wine the State Fair on receipts from ticket sales associated with operation of the preceding attractions. Percentages are applied as follows; state Dogs, Inc. Block  ˆ­† Dan Patch Ave., (Anne Chesin) The Garden sales tax (­.ˆ ½) is deducted from gross receipts and reconcilement Malt Beverages between the Minnesota State Fair and concessionaires is made on the net of tax balance. Coasters, Inc. Block  ˆ‚† Carnes Ave., Arcade Bldg. (Paul and Diana Hohenwald) Malt Beverages & Minn. Wine

40 41 Dino’s Gyros Block  ˆ­†ˆ Carnes Ave. Butcher Boys London Broil (Constantin, Vona and Jason Adamidas) Malt Beverages Sandwiches/Sausages

Werner’s Frontier, Inc. Block  ˆ­ƒ† Carnes Ave., Arcade Bldg. Cenaiko Enterprises, Inc. Chamois, Shami Mops/ (Richard C. Werner) Malt Beverages JD’s Salsa

RC’s Barbecue – Block ‚ ˆ‚†ˆ Dan Patch Ave., Bldg. ‚ƒA Delrick Enterprises Popcorn, Caramel Corn, American Restaurant Inc. Malt Beverages Caramel Apples & Beverages (Randy Jernberg and Charlie Torgerson) Gary Crutch—eld Concessions Cheese on a Stick French Creperie Block  ˆ­ˆˆ Carnes Ave. George Funk - Leather Goods/Cošee (Marc and Tracy Vezies) Minnesota-Produced Wine Moon Beam Cošee Giggles’ Camp—re Grill LLC Block ˆƒ ˆ † Cooper St. Giant Ride, Inc. Giant Slide/Cheese on a Stick (Timothy Weiss) Malt Beverages & Minn. Wine Groscurth Concessions Corn Dogs and Beverages H.M.H. of Saint Paul, Inc. dba Block ­ ˆ‚ Judson Ave., Shanghaied Henri’s International Bazaar Gregory J. Tetrault Ice Cream, Sno Cones, (Henry and Ellen Hanten) Malt Beverages & Minn. Wine Caramel Apples & Beverages

Hildebrand Concessions, Inc. Block ‚ ˆ­ Dan Patch, Bldg. ‚S Gripstic Gripstick Bag Sealers/Extend (Jan Hildebrand) Malt Beverages & Minn. Wine Fresh Refrigerator Air Puri—ers

CMK Investments Block  ˆ† Cooper St., Bandshell Holly’s Hobby Seasonal Handcrafts dba Leinie Lodge (Robert J. Kirschner) Malt Beverages Larry Abdo – Gopher Ice Co. Big Fat Bacon/Ice Lancer Management Block † ˆ­‚ Judson Ave., Coliseum (Ice Æ wholesale permit only) Services, Inc. (Glenn Baron) Malt Beverages Mark Andrew French Fries/S’Mores FireFly Group, Inc. Block ­ ˆ‚ƒ W. Dan Patch Ave. dba LuLu’s Public House Malt Beverages Midwest Dairy Assoc. Ice Cream, Milk & Dairy Foods (Charlie Burrows and Mike Brennan) Minn. Honey Producers Honey, Honey Ice Cream Mancini’s al Fresco Block  ˆ­ˆ Carnes Ave. & Honey Candy (Pat and Jane Mancini) Malt Beverages & Minn. Wine Minne-Kabob Foods Kabobs Mintahoe, Inc. – Block  ˆ ­ˆ Underwood St. Netter—eld’s Lemonade Popcorn, Caramel Corn/ MN Farm Wine Assoc. (James McMerty) Minnesota-Produced Wine & Popcorn Sausage, Corn Dogs, Burgers Midway Men’s Club Block † ˆ Underwood St. Orange Treet Sales Orange Treet Drink & (Michael Wright) Malt Beverages Smoothies/Dairy Bar MJ Financial Group, Inc. Block  ˆ­† Dan Patch Ave., Stašord Ent. Micro—ber Mops & Cloths/ dba Ragin Cajun The Garden Therapy Products (Ronald Jacob) Malt Beverages Starr International Knife Sharpener/Wine Opener O’Gara’s at The Fair Block  ˆ  Dan Patch Ave. (Daniel and Kris O’Gara) Malt Beverages & Minn. Wine Tina Isaac Spiral Chips/Cošee & Dessert Sandwiches Cuisine Concepts dba Tejas Block  ˆ­† Dan Patch Ave., (Wayne Kostroski The Garden Wozniak Concessions, Inc. Fresh Cut French Fries and Mark Haugen) Malt Beverages Great Lakes Coca-Cola Coca-Cola Soft Drinks  Lancer Mgmt. - Block  ˆ  Cooper St., Ag-Hort Bldg. Icee USA Corp. Icee Frozen Beverages  Minn. Craft Brewers Guild (Glenn Baron) Malt Beverages Kathy Yahr Cotton Candy  GSH Food Services, Inc. Block ‚ ˆ­† Dan Patch Ave., dba The Hideaway Grandstand Larry Immerman Cotton Candy  (Brian and Jennie Enloe) Malt Beverages and Minn. Wine Leah H. O’Neil Hot Dogs on a Stick  The Hangar Group, LLC Block ˆ ˆ­ Murphy Avenue dba The Hangar Malt Beverages Lynn Davis Ice Cream, Sno Cones,  (Nate and Stephanie Janousek) Caramel Apples & Beverages

After discussion, the concessionaires were approved for beer and Maxine Davis Ice Cream, Sno Cones &  Caramel Apples/Baked Potatoes wine licenses on a motion by Mr. Leary, seconded by Ms. Johnson and carried (Aye-‚; Nay-†). Crocker Ent. Root Beer Barrels 

Mr. Ward ošered the following list of commercial vendors Lancer Management Food, Beverages  recommended for multiple-site licenses at the ’ˆƒ State Fair: Services, Inc. & Beer (Coliseum)

Schroder Concessions, Inc. Popcorn, Caramel Corn CONCESSION-EXHIBIT DESCRIPTION SITES & Caramel Apples/  Batten Industries Nellie’s Laundry Products, Cheese Curds/Brats Green Heat Packs & Syndicate Sales Corp. Vegetable Cutters/ Salsa Makers  Cooley Towels Knives/Mops/Mixers

Big Dog Corn Dogs Corn Dogs, Footlong Hot Dogs Wee Dazzle Novelties, Souvenirs & Toys  & Beverages Dandy Souvenirs Novelties, Souvenirs & Toys ‚

40 41 Following discussion, the multiple-site vendors were approved on MEETING OF THE PLANNING COMMITTEE a motion by Mr. Hawkins, seconded by Mr. Wichmann and carried § p.m. Saturday, Jan. §£, žª§£ (Aye-‚; Nay-†). Present: Gordy Toenges, chairman; Joe Fox; D.J. Leary; Dan Grunhovd; Mr. Ward and Mr. Klingner ošered a report on the busy schedule of Ješ Hawkins; Gail Johnson; Ron Oleheiser; Joe Scapanski; Wally year-round events at the State Fairgrounds. Information only; no Wichmann; Paul Merkins, ex o¢cio; Jerry Hammer, ex o¢cio; Brian action taken. Hudalla, ex o¢cio; Sean Casey, ex o¢cio; Cory Franzmeier, ex o¢cio. Non-fair event licenses for alcohol sales were approved for Encore Also present: Renee Alexander; Wally LeVesseur; Debbie Edman; Jim Concessions (Soundset Music Festival May ) and Chop Liver Craft Rougier; Michelle Butler; Theresa Weinfurtner; Steve Grans; Brett Ward; Beer Fest (St. Paul Beer Fest June ‚) on a motion by Mr. Leary, Dennis Larson; Danyl Vavreck; Josie Belde Mell. seconded by Mr. Scapanski and carried (Aye-‚; Nay-†). Chairman Toenges called the meeting to order at ˆ:† p.m. The sales committee meeting adjourned at :ƒ p.m. on a motion by Mr. Hudalla provided a detailed review of capital and maintenance Mr. Toenges, seconded by Mr. Wichmann and carried (Aye-‚; Nay-†). expenditures from †ˆ‚. Information only; no action taken. Mr. Hammer reviewed the construction history of current State MEETING OF THE BOARD OF MANAGERS Fairgrounds structures dating back to ˆƒ†­, followed by a ˆ-year §ª:§© a.m. Friday, Jan. §¢, žª§£ summary of the Society’s recent investment in facilities. Mr. Hudalla Present: Paul Merkins, president; Joe Fox, vice president; D.J. Leary, followed with a detailed report of †ˆ‚ capital and maintenance vice president; Danny Grunhovd; Ješ Hawkins; Gail Johnson; Ron expenditures. Information only; no action taken. Oleheiser; Joe Scapanski; Gordy Toenges; Wally Wichmann; Jerry Mr. Hammer and Mr. Hudalla presented capital and maintenance project Hammer, secretary. recommendations for †ˆƒ totaling ¥ˆƒ.­ million. A summary of the Also present: Jim Sinclair; Renee Alexander; Brian Hudalla; Debbie project list follows, and includes projects previously approved at the Edman; Wally LeVesseur; Heather Brady; Michelle Butler; Theresa Nov. ‚, †ˆ‚, meeting of the board: Weinfurtner; Brett Ward; Nikki Hines; Marie LeFebvre; Samantha Gilbertson; Virginia Mold; Josie Belde Mell; Joe Bagnoli. žª§£ MAINTENANCE & IMPROVEMENT President Merkins called the meeting to order at ˆ†:ˆƒ a.m. BUDGET SUMMARY Mr. Bagnoli of the McGrann Shea Carnival Straughn & Lamb law A. Structure Improvements ¥ ˆ,†††,††† —rm reported on the upcoming session of the Minnesota legislature B. Land Improvements and issues that may ašect the State Fair. Information only; no BI. Fencing & Fixtures - action taken. BII. Land - Mr. Hammer and Mr. LeVesseur ošered historical background on BIII. Sewer System - attendance, sources of revenue and expense, trends in departmental BIV. Streets & Sidewalks - expenses, annual cash ªow and long-term debt, followed by a detailed BV. Water Distribution System - review of the Society’s —nancial activities during —scal †ˆ‚. BVI. Gas Distribution System - Information only; no action taken. BVII. Land Purchases - TOTAL Land Improvements  - Mr. Hammer reviewed the proposed operating budget and year-end cash position for †ˆƒ, followed by discussion on the budget’s C. Personal Property ¥ ˆˆ­,††† relationship to capital and maintenance projects. Information only; D. Electric Plant: ¥ ,††† no action taken. TOTAL Improvements  ,, The meeting adjourned at ˆˆ:‚ a.m. on a motion by Mr. Leary, E. Structure Maintenance ¥ ˆ, ‚ˆ,­†† seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). F. Land Maintenance FI. Fencing & Fixtures ˆ‚ ,††† MEETING OF THE BOARD OF MANAGERS FII. Land ­,††† ž:Ÿª p.m. Friday, Jan. §¢, žª§£ FIII. Sewer System †,†† Members present: Paul Merkins, president; Joe Fox, vice president; FIV. Streets & Sidewalks †ƒ,††† D.J. Leary, vice president; Danny Grunhovd; Ješ Hawkins; Gail Johnson; FV. Water Distribution System ,††† Ron Oleheiser; Joe Scapanski; Gordy Toenges; Wally Wichmann; Jerry FVI. Gas Distribution System ,†† Hammer, secretary. TOTAL Land Maintenance  , The meeting was called to order at :† p.m. by President Merkins and G. Personal Property Maintenance ¥ ˆ,†† declared in executive session. H. Vehicle Maintenance: ¥ ˆ,††† The meeting was adjourned by President Merkins at : † p.m. I. Electric Plant Maintenance: ¥ ƒƒ,†† TOTAL Maintenance  ,, DISTRICT CAUCUSES OF THE SOCIETY TOTAL Improvements & Maintenance  ,, §§:§© a.m. Saturday, Jan. §£, žª§£ Delegates from the second and eighth districts met in caucus to certify After review and discussion, Mr. Scapanski moved, Mr. Wichmann nominees for election to the State Fair board of managers during the seconded and motion carried that the ’ˆƒ improvements and Society’s general business session Sunday, Jan. †. Selected were Ješ maintenance budget be approved by the committee as presented and Hawkins of Inver Grove Heights (second district) and Ron Oleheiser of recommended to the full board for approval (Aye-‚; Nay-†). Included in Grand Rapids (eighth district). the motion was staš authority to adjust, shift, add or cancel speci—c line items as appropriate to accommodate changes that occur throughout the budget year.

42 43 The planning committee adjourned at :ˆˆ p.m. on a motion by Mr. Fox, environment that is accessible to all; and providing exceptional value seconded by Ms. Johnson and carried (Aye-‚; Nay-†). while remaining —nancially independent through sound and —scally responsible management. GENERAL BUSINESS SESSION OF THE SOCIETY Whereas the Great Minnesota Get-Together owes its success to the ¢:Ÿª a.m. Sunday, Jan. žª, žª§£ dedication of countless individuals; now, therefore, be it Delegates, staš and friends of the Minnesota State Fair met for Resolved, that the Minnesota State Agricultural Society, on behalf breakfast and convened in general session at ‚:† a.m. President of its members, acknowledges with sadness the passing in †ˆ‚ of: Merkins opened the meeting and asked State Fair CEO Jerry Hammer Joseph Barrett, owner/operator of The Big Pepper food/beverage for his report. Mr. Hammer’s report was accepted by the membership. concession; Chief Arthur R. Blakey Jr., who served the Minnesota State State Fair Foundation Founding Director Kay Cady was inducted into Fair for seven decades, including ­ years as police chief; O¢cer Mike the State Fair Hall of Fame and presented with her award by Mr. Fox Burke, State Fair police o¢cer since ˆƒ‚†; Donald G. Coury, owner/ and Mr. Hammer. operator of the Middle East Bakery food/beverage concession; Ann Elizabeth Diggins, horticulture judge; “Dutch” Elbers, longtime parking President Merkins called for a report of the credentials committee department employee; Norma Ethen, reception desk employee in the by Marie Angstman of Kanabec County. The committee report was administration department; Bill Farrell, three-term mayor of Shoreview presented as follows and adopted as read: and State Fair best friend; Ward Hall, showman and sideshow impresario Credential forms submitted to the State Agricultural Society have been who presented World of Wonders Palace of Illusions on the Mighty inspected by the full committee. All credentials have been found to be in Midway; Francis P. Ivory, owner/operator of The Strawberry Patch food/ order with the following exceptions: beverage concession; Darlene M. Johnson, former Coliseum food/ There were two statewide associations that did not —le with the beverage concessionaire; Roger H. Karstens, owner/operator of The secretary of state as required by Dec. †, †ˆ‚. There was one Lamb Shoppe food/beverage concession; “Doc” G.F. Kennedy, longtime statewide association that didn’t have the correct information. Members sheep exhibitor; Greg Kirkevold, spouse of former O¢cers Quarters of the Credential Committee do attest to the actions noted above on the staš member Ruth Kirkevold; Monty J. Krizan, longtime attraction ˆƒth day of January †ˆƒ. owner/operator of Monty’s Traveling Reptile Show; Warren MacKenzie, President Merkins called for a report of the resolutions committee. American craft potter who was an exhibitor and juror for the State Fair’s Committee member Heather Sanvig of Carlton County presented the Fine Arts Exhibition; Patricia McDonald, spouse of Minnesota State Fair following resolutions for consideration by the Society: Foundation founding member Malcolm McDonald; Derold McDonough, antique tractor exhibitor as part of the Old Iron Show; Karen Nelson, Whereas the Minnesota State Agricultural Society welcomed more people to the State Fairgrounds in †ˆ‚ than in any year in our history; ‚-year fair-time employee with the public safety department; Verle E. now, therefore, be it Paul, former manager of Camp Omega’s food/beverage concession at the State Fair; Nicholas W. “Nick” Pelino, owner/operator of Showtime Resolved, that the Minnesota State Agricultural Society, on behalf of Rides Inc., longtime Midway/Kidway ride provider; Michael M. Sandefur, its members, longtime State Fair seasonal employee who provided oversight of ˆ. expresses its heartfelt thanks to the ,†, guests who Mighty Midway and Kidway rides; Lori Sogn, †-year employee in the visited and participated in the †ˆ‚ Minnesota State Fair, the admissions department; Howard M. Spiess, former engraved redwood best-attended Great Minnesota Get-Together in its ˆ†-year history, and to the additional ˆ million people who came to sign concessionaire; Robbie K. Straight, former food/beverage events at the State Fairgrounds throughout the year; concessionaire; Eleanore Troxel, who worked in fair-time guest services for many years; Martin Weber, employee for †¦ years in the Minnesota . acknowledges with deep appreciation all those who contributed to the State Fair’s success, including staš, board of managers, State Fair’s operations department; and Linda R. Young, co-owner of volunteers, exhibitors, concessionaires, entertainers, sponsors, LuLu’s Public House food/beverage concession at West End Market. media, contractors, advertisers, youth, members of -H and Whereas the Minnesota State Fair is a world-class forum for education, FFA, and neighbors and community organizations in the areas recreation and employment and an incomparable end-of-summer surrounding the fairgrounds; tradition in the region; and . recognizes with gratitude the generosity of the Minnesota State Whereas a successful State Fair has important economic impact, and the Fair Foundation’s board, staš, donors and volunteers, whose gifts state’s tourism industry is vital to Minnesota; now, therefore, be it of time, resources and expertise play a vital role in preserving and improving State Fair buildings, the fairgrounds and agricultural Resolved, that the Minnesota State Agricultural Society, whose education, arts and culture, education, fairgrounds environment membership includes both rural and urban stakeholders, urges continued and history and heritage programs; and support for current state law requiring Minnesota’s schools to open after . values its strong relationship with and membership in the , ensuring that children, families and workers from throughout International Association of Fairs and Expositions, Minnesota the state can fully participate in the historic, educational and culturally Federation of County Fairs, Outdoor Amusement Business rich Minnesota State Fair. Association, National Independent Concessionaires Association, Whereas this ˆ†th annual meeting of the Minnesota State Agricultural Midwest Showmen’s Association and other organizations committed to professional improvement, and the Society Society brought together hundreds of members for valuable meetings, understands that these partnerships help to further the networking and education; now, therefore, be it fair industry. Resolved, that the Society extends its thanks and appreciation to all who Whereas the Minnesota State Fair is regarded as one of the premier contributed to this annual meeting’s success. expositions in North America; now, therefore, be it The resolutions were adopted as read. Resolved, that the Minnesota State Agricultural Society, on behalf of President Merkins turned the chair over to Vice President Fox to conduct its members, pledges to further the fair’s mission of educating and the election of Society president for a term of one year. President engaging people by presenting a world-class showcase of agriculture, Merkins was reelected and reassumed the chair. entertainment and the innovative exchange of knowledge and ideas; President Merkins turned the chair over to State Fair board past providing outstanding customer service in a safe, clean, well-maintained president and Honorary Society Life Member Sharon Wessel of Hamel

42 43 who nominated long-time State Fair veterinarian Dr. Tom Hagerty for Add: Interest Earned life membership; Dr. Hagerty was elected by acclamation and was Securities Purchased presented with the Society Life Member Award. Less: Securities Redeemed President Merkins then proceeded to conduct elections as follows: Balance - Dec. ˆ, †ˆ‚ ¥ ˆ Joe Fox of Maplewood was re-elected to a two-year term as fourth CONSTRUCTION ACCOUNT: district vice president; Ješ Hawkins of Inver Grove Heights was Balance - Nov. †, †ˆ‚ ¥ ƒ,ƒ­ƒ,‚ elected to a three-year term as second district representative; and Add: Note Proceeds Ron Oleheiser of Grand Rapids was re-elected to a three-year term Interest ˆ†,††ˆ as eighth district representative. Less: Disbursements With no further business to be brought before the Society, President Balance - Dec. ˆ, †ˆ‚ ¥ ƒ,ƒ‚ƒ,‚­ Merkins declared the meeting adjourned at ˆ†: ­ a.m. CASH BALANCES FOR MONTH ENDING:     MEETING OF THE BOARD OF MANAGERS Operating Account ¥ˆ†,† ,ˆ­ ¥ ­, ,‚‚­ §ª:¨© a.m. Sunday, Jan. žª, žª§£ Petty Cash ,ˆ†† ,ˆ†† Building Fund ˆ ˆ Present: Paul Merkins, president; Joe Fox, vice president; D.J. Leary, Construction Account - ƒ,ƒ‚ƒ,‚­ vice president; Dan Grunhovd; Ješ Hawkins; Gail Johnson; Ron (Note Proceeds) Oleheiser; Joe Scapanski; Gordy Toenges; Wally Wichmann; Jerry Total Cash Balances ¥ ˆ†,†‚,­ˆ‚ ¥ ˆ­, ,‚  Hammer, secretary. Also present: Jim Sinclair; Brian Hudalla; Renee Alexander; Wally After review, the statement was approved as submitted on a motion LeVesseur; Debbie Edman; Pam Simon; Gail Anderson; Michelle Butler; by Mr. Grunhovd, seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). Cory Franzmeier; Marie LeFebvre; James Rougier; Theresa Weinfurtner; The following recommendations for the Society’s designated Nate Dungan; Steve Grans; Brett Ward; Patrick Schoen; Chris Noonan; depository, signature authorization and security funds transfer were Lara Hughes; Danielle Dullinger; Abby Harazin; Shannon Buchda; Julian presented by Mr. LeVesseur: Schadeck; Grace Woodis; Erik Klingner; Josie Belde Mell; Kim Scibak; Beth Schuldt; Virginia Mold; Danyl Vavreck; Sarah Peterka; Dennis Bremer Bank as the depository for the Society’s operating account, Larson; Kent Harbison; Leah Janus; Liam Higgins. payroll account and premium fund account with the following signa- tory authority: Operating account - Jerry Hammer and Wally LeVesseur President Merkins called the meeting to order at ˆ†: a.m. with “Hammer/LeVesseur” signature imprint authorized for operating Ms. Edman administered oaths of o¢ce to newly elected board account; Regular and fair-period payroll account - Jerry Hammer with members as follows: “Hammer” signature imprint authorized for payroll funds; Premium Paul Merkins of Stewart, president (one-year term); Joe Fox of account - Jerry Hammer with “Hammer” signature imprint authorized Maplewood, fourth district vice president (two-year term); Ješ for premium account; Security fund transfer resolution - Jerry Hawkins of Inver Grove Heights, second district representative Hammer or Wally LeVesseur. After discussion, the preceding was (three-year term); and Ron Oleheiser of Grand Rapids, eighth approved on a motion by Mr. Fox, seconded by Mr. Scapanski and district representative (three-year term). carried (Aye-ƒ; Nay-†). On a motion by Mr. Fox, seconded by Mr. Leary and carried, Jerry The following standing committee appointments for †ˆƒ were Hammer of St. Paul was re-appointed to a one-year term as executive presented by President Merkins: vice president of the Society (Aye-ƒ; Nay-†). Ms. Edman administered Finance - Fox, chairman; Hawkins; Leary; Oleheiser; Toenges; the oath of o¢ce to Mr. Hammer. Wichmann; Merkins, ex o¢cio; Hammer, ex o¢cio; LeVesseur, ex o¢cio. Minutes of the board meeting conducted Nov. ‚, †ˆ‚, were reviewed Foundation Nominating - Merkins, chairman; Fox; Oleheiser; Hammer. and approved on a motion by Mr. Leary, seconded by Mr. Oleheiser and Governmental A£airs - Scapanski, chairman; Grunhovd; Leary; carried (Aye-ƒ; Nay-†). Johnson; Toenges; Wichmann; Merkins, ex o¢cio; Hammer, ex o¢cio; Minutes of interim activities covering the period Nov. ‚, †ˆ‚, through Alexander, ex o¢cio; Hudalla, ex o¢cio; Sinclair, ex o¢cio. Jan. ˆ­, †ˆƒ, were approved on a motion by Mr. Fox, seconded by Honors - Leary, chairman; Alexander; Goodrich; Sinclair; Merkins, Mr. Leary and carried (Aye-ƒ; Nay-†). ex o¢cio; Hammer, ex o¢cio. Mr. LeVesseur presented the —nancial statement for Dec. ˆ, †ˆ‚, Operations - Grunhovd, chairman; Fox; Johnson; Oleheiser; Scapanski; as follows: Wichmann; Merkins, ex o¢cio; Hammer, ex o¢cio; Hudalla, ex o¢cio. Planning - Toenges, chairman; Fox; Grunhovd; Hawkins; Johnson; Leary; MINNESOTA STATE FAIR CASH TRANSACTION SUMMARY Oleheiser; Scapanski; Wichmann; Merkins, ex o¢cio; Hammer, ex o¢cio; Month Ending December Ÿ§, žª§¢ Goodrich, ex o¢cio; Hudalla, ex o¢cio. Public A£airs - Johnson, chairman; Grunhovd; Leary; Oleheiser; OPERATING ACCOUNT ACTIVITY: Scapanski; Toenges; Merkins, ex o¢cio; Hammer, ex o¢cio; Alexander, Balance - Nov. †, †ˆ‚ ¥ ­, , ex o¢cio. Add: Cash Deposits ¥ ˆ,ƒ††,† Rules & Premium List - Wichmann, chairman; Fox; Grunhovd; Johnson; Less: Payroll Ending Dec. ˆ ( ,‚) Scapanski; Toenges; Merkins, ex o¢cio; Hammer, ex o¢cio; Goodrich, Payroll Ending Dec. ‚ ( ˆ,) ex o¢cio; LeFebvre, ex o¢cio. Cash Disbursements (ˆ,ƒ,ˆ†) (ˆƒ‚,­ƒ) Sales - Oleheiser, chairman; Fox; Grunhovd; Hawkins; Johnson; Leary; Balance - Dec. ˆ, †ˆ‚ ¥­, ,‚‚­ Scapanski; Toenges; Wichmann; Merkins, ex o¢cio; Hammer, ex o¢cio; Sinclair, ex o¢cio; Simon, ex o¢cio. BUILDING FUND ACTIVITY: Balance - Nov. †, †ˆ‚ ¥ ˆ The committee appointments were approved on a motion by Mr. Hawkins, seconded by Mr. Oleheiser and carried (Aye-ƒ; Nay-†).

44 45 President Merkins presented the following board liaison and Admissions - Toenges department superintendent appointments for †ˆƒ: (Dave Woodis, superintendent) Administration - Wichmann Park & Ride - Johnson Employment O€ce - Oleheiser (Sarah Peterka, superintendent) Competition Parking - Scapanski Bee Culture - Johnson (Jim Benz, superintendent) (Hannah Huttner-Hallahan, superintendent) Public Safety - Scapanski Beef Cattle - Oleheiser (Paul Paulos, superintendent) (Chuck Schwartau, superintendent) Sanitation - Toenges Christmas Trees - Johnson Sales - Oleheiser (Kim Ustruck, superintendent) Attraction Ticket Takers - Leary Creative Activities - Fox (Chris Sycks, superintendent) (Curt Pederson, superintendent) The appointments were approved on a motion by Mr. Oleheiser, Dairy Cattle - Grunhovd seconded by Ms. Johnson and carried (Aye-‚; Nay-†). (Deb Kraus, superintendent) President Merkins declared the meeting in recess for committee Dairy & Boer Goats - Johnson meetings. (Mark Boorsma & Gretchen Sankovitz, superintendents) Dairy Products - Grunhovd OPERATIONS COMMITTEE MEETING (Lisa Radamacher, superintendent) Dog Trials - Hawkins Chairman Grunhovd called the meeting to order. (JoAnna Yund, superintendent) Mr. Hammer presented the following gate admission policy for the K-‰Š Competition - Leary ’ˆƒ State Fair for consideration: (Florence Newton, superintendent) “Entry into the Minnesota State Fair shall be contingent solely upon Farm Crops - Johnson the presentation and/or surrender of a valid ticket of admission in (Ron Kelsey, superintendent) accordance with the most current schedule of gate prices as Fine Arts - Wichman established by the board of managers.” (Jim Clark, superintendent) Flowers - Johnson The gate admission policy was adopted as presented on a motion by (Phyllis Andrews, superintendent) Mr. Oleheiser, seconded by Mr. Fox and carried (Aye-; Nay-†). ‹-H - Oleheiser The operations committee meeting was adjourned on a motion by (Brad Rugg, superintendent) Mr. Fox, seconded by Ms. Johnson and carried (Aye-; Nay-†). Fruits - Johnson (Louis Quast, superintendent) PUBLIC AFFAIRS COMMITTEE MEETING FFA - Scapanski Chairman Johnson called the meeting to order. (T. J. Brown, superintendent) Horses - Scapanski Ms. Alexander presented advertising, marketing and publications (Pam Keeler, Mark Costello, Steve Tibbetts, budgets for †ˆƒ. After discussion, the budgets were approved on Don Bauleke, superintendents) a motion by Mr. Scapanski, seconded by Mr. Leary and carried Llamas - Hawkins (Aye-; Nay-†). (Jen Rouillard, superintendent) The meeting adjourned on a motion by Mr. Scapanski, seconded by Milking Parlor - Fox Mr. Wichmann and carried (Aye-; Nay-†). (Doris Mold, superintendent) Miracle of Birth - Wichmann RULES & PREMIUM LIST COMMITTEE MEETING (Jim Ertl, superintendent) Chairman Wichmann called the meeting to order. Poultry - Merkins (Paul Bengtson, superintendent) Authority was granted to Mr. Hammer’s delegate to make Seniors - Fox adjustments in rules, release dates and premium allocations for (Marge Krueger, superintendent) competitive departments in accordance with guidelines established by Sheep - Toenges the Society’s †ˆƒ operating budget on a motion by Mr. Fox, seconded (Jo Bernard, superintendent) by Mr. Grunhovd and carried (Aye-; Nay-†) Swine - Wichmann The meeting adjourned on a motion by Ms. Johnson, seconded by (Jerry Hawton, superintendent) Mr. Scapanski and carried (Aye-; Nay-†). Vegetables - Johnson (Phil Klint, superintendent) FINANCE COMMITTEE MEETING Entertainment - Johnson Chairman Fox called the meeting to order. Grandstand Production - Grunhovd (Gary Perkins, superintendent) The †ˆƒ operating budget, which was reviewed in detail by the Heritage Exhibits - Hawkins board Jan. ˆ‚, and the †ˆƒ improvements and maintenance budgets, (Jan Bankey, superintendent) which were approved Jan. ˆƒ by the board’s planning committee, were Finance - Leary approved on a motion by Mr. Hawkins, seconded by Mr. Oleheiser and Fair-time Payroll - Fox carried (Aye-; Nay-†). Ticket Sales - Leary Mr. Hammer was granted authority to implement ªexible pricing (JoAnne Ferry, superintendent) schedules and seating con—gurations for Grandstand events, taking Marketing - Toenges into account the costs of production, potential revenue from other Operations - Grunhovd sources and weather insurance premiums on a motion by Mr. Toenges,

44 45 seconded by Mr. Oleheiser and carried (Aye-; Nay-†). The meeting was adjourned at ˆˆ:ˆ a.m. on a motion by Mr. Fox, The —nance committee meeting adjourned on a motion by seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). Mr. Oleheiser, seconded by Mr. Toenges and carried (Aye-; Nay-†). MINNESOTA STATE AGRICULTURAL SOCIETY President Merkins reconvened the meeting of the board. MINUTES OF INTERIM ACTIVITIES Action taken earlier by the sales, planning, operations, public ašairs, Jan. ž§ through March ž§, žª§£ rules & premium list and —nance committees was approved on a January motion by Mr. Leary, seconded by Mr. Fox and carried (Aye-ƒ; Nay-†).  - Alexander and Noonan met with the State Fair Marketing Coalition After discussion, the following admission fee schedule for the †ˆƒ to discuss the †ˆƒ advertising campaign. State Fair was approved on a motion by Ms. Johnson, seconded by Mr. Leary and carried (Aye-ƒ; Nay-†):  - Sinclair, Simon, Diedrick and Hines met with representatives of Great Lakes Coca-Cola to discuss their ongoing sponsorship at the Adults (ˆ-) ...... ¥ˆ State Fair. Seniors ( and over) ...... ¥ˆ - ­ - Legacy Luau Gymnastics Meet was held in the Children (-ˆ ) ...... ¥ˆ Warner Coliseum. Kids under  ...... Free -Feb.  - The St. Paul Winter Carnival’s Minnesota State Snow Seniors & Kids Days promotions ...... ¥ˆ† Sculpting Competition and outdoor recreation area was presented on Thrifty Thursday Adults ...... ¥ˆ Machinery Hill. Thrifty Thursday Children & Seniors...... ¥ˆ† ‚-ˆ - Anderson attended the International Ticketing Association Military Appreciation Day* ...... ¥ˆ† (INTIX) annual conference in Dallas, Texas, where she was presented with the INTIX †ˆƒ Spirit Award. Read & Ride Day Adults** ...... ¥ˆ Read & Ride Day Kids** ...... ¥ˆ† †-Feb. - Hammer and Alexander attended the annual meeting of the Mid-West Fairs Association in West Palm Beach, Fla., and visited the Auto parking ...... ¥ˆ South Fair. Motorcycle parking ...... ¥ƒ February All-ages pre-fair discount ...... ¥ˆ  - Hammer, Goodrich, Alexander, Edman, Nathe, LeFebvre and Mold * Discount applies to active military, spouses and kids; retired military participated in a State Fair Foundation event at the Minnesota Pork and spouses; and military veterans and spouses. All must present valid Congress, announcing the naming of the Swine Barn in honor of pork documentation of military service. production leader Robert A. Christensen. Alexander and Noonan ** Discount applies to persons who present a valid library card at attended Explore Minnesota Tourism’s †ˆƒ conference and accepted the gate. the —rst-ever Minnesota Icon Award. Mr. Hudalla reviewed the status of current agreements with building -‚ - Sinclair, Simon, Hines, Ward and Klingner attended the National trades contractors Toltz, King, Duvall & Anderson architects and Independent Concessionaires Association & Fare Foods Trade Show, engineers, Collins Electric, Inc. electricians, Maertens-Brenny International Independent Showmen’s Association Trade Show, Construction Co.; and Spriggs Plumbing & Heating, Inc.; the contractor Outdoor Amusement Business Association annual meeting and the agreements were approved on a motion by Mr. Fox, seconded by Florida State Fair in Tampa. Mr. Johnson and carried (Aye-ƒ; Nay-†). ƒ - Noonan attended the Midway Chamber of Commerce annual gala Mr. Hammer was authorized to set staš salaries according to the to present the award for Small Business of the Year, sponsored by the following job classi—cations and pay ranges on a motion by State Fair. The North Star Roller Girls held a roller derby bout in the Mr. Hawkins, seconded by Mr. Toenges and carried (Aye-ƒ; Nay-†): Warner Coliseum. The Freshwater Society met in the History & Operating Classi”cation Heritage Center. Title: Specialist ˆˆ - Sinclair, LeVesseur, Alexander, Anderson, Rougier, Coleman, Ward ¥‚† to ¥ˆ, † weekly (¥,† to ¥,‚† yearly) and Hines met with representatives of Glownet, Inc. regarding Midway and Kidway ticketing. Alexander and Butler toured the new University Intermediate & Professional Classi—cation of Minnesota Bell Museum and discussed traveling exhibits with Title: Supervisor museum staš. ¥‚† to ¥ˆ,ˆ† weekly (¥,­ † to ¥‚,ˆ † yearly) ˆ -ˆ - Anderson and Schadeck attended an Etix training session in Middle Management Classi—cation * Orlando, Fla. Title: Manager ¥ˆ,†† to ¥ˆ,‚† weekly (¥­,†† to ¥ƒ,ˆ†) ˆ - The State Fair hosted an information session for State Fair Foundation board members, outlining the Foundation’s relationship to Executive Classi—cation * the Society. Simon, Dullinger, Harazin and Hines participated in media Titles: Director, Deputy General Manager training with consultant Erin Mathe. ¥ˆ,ƒ† to ¥ ,­‚† weekly (¥­­,‚† to ¥ˆ,† yearly) ˆ-ˆ­ - †ˆƒ Gina Morri Memorial Invitational Gymnastics Meet was * Exempt from overtime held in the Warner Coliseum. The Society’s legal representation by Fredrikson & Byron P.A. and ˆ - Police K-ƒ training for multiple departments was conducted at McGrann Shea Carnival Straughn & Lamb Chartered was approved the -H Building. Hammer participated in a meeting of the IAFE’s on a motion by Ms. Johnson, seconded by Mr. Grunhovd and carried nominating committee. Schoen and Woodis attended job and internship (Aye-ƒ; Nay-†). fairs for Minnesota Private Colleges and the . Ms. Alexander provided an outlook on entertainment bookings for the Sinclair and Hines met with Dave Cavallaro to discuss his Food Building ’ˆƒ State Fair. Information only; no action required. concession operation. Full-time staš attended a Lunch & Learn The next meeting of the board was set for Thursday, March ˆ, at program featuring a presentation by the founder and staš of Sota the State Fairgrounds. Clothing. Anderson and Ostapowycz met with representatives of

46 47 Cub Foods to discuss †ˆƒ ticket sales. MINNESOTA STATE AGRICULTURAL SOCIETY MEETING OF THE GOVERNING BOARD  - The Winter Beer Dabbler was presented at the Midway lot and §ª a.m. Tuesday, March ž§, žª§£ the Warner Coliseum. Libby Conference Center, State Fairgrounds  - Alexander attended an International Entertainment Buyers Members present: Paul Merkins, president; Joe Fox, vice president; Association board meeting in Nashville, Tenn. D.J. Leary, vice president; Dan Grunhovd; Ješ Hawkins; Gail Johnson;  - The State Fair Foundation conducted a special event for Grand Ron Oleheiser; Joe Scapanski; Gordy Toenges; Wally Wichmann; Jerry Champion donors in the History & Heritage Center, featuring a Hammer, secretary. presentation by Creative Activities Superintendent Curt Pederson. Also present: Brian Hudalla, Renee Alexander, Mark Goodrich, Wally Sinclair, Simon and Diedrick met with LeVesseur, Pam Simon, Debbie Edman, Steve Grans, Heather Brady, representatives to discuss their sponsorship at the State Fair. Gail Anderson, Jim Rougier, Theresa Weinfurtner, Jill Nathe, Patrick ­ - Staš met with the Design Innovations team for continued Schoen, Carol Doyle, Chris Noonan, Danielle Dullinger, Abby Harazin, discussions on North End facilities and layout. Noonan attended a Shannon Buchda, Emily Diedrick, Hannah Miller, Brett Ward, Nikki board meeting of the Roseville Visitors Association. Hines, Erik Klingner, Virginia Mold, Samantha Gilbertson, Josie ‚ - Hammer testi—ed before the Agriculture, Rural Belde Mell, Keri Huber, Jennine Duda, Leah Janus. Development and Housing Policy Committee on a bill that increases President Merkins called the meeting to order at ˆ†:ˆ a.m. the Society’s bonding authority to ¥† million. LeVesseur, Alexander Minutes of the Society’s board meetings, committee meetings, and Brady met with representatives of Bremer Bank regarding fair-time caucuses and general business session conducted Jan. ˆ­- †, †ˆƒ, banking and marketing operations. Alexander and Butler met with staš were approved on a motion by Mr. Fox, seconded by Mr. Leary and of the Minnesota Science Museum to discuss touring exhibits. carried (Aye-ƒ; Nay-†). March Minutes of interim activities covering the period Jan. † through ˆ- - The Twin Cities Regional Science Fair for students in public, March †, †ˆƒ, were reviewed and approved on a motion by private, charter and home schools was held in the Warner Coliseum. Mr. Leary, seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†).  - Woodis met with o¢cials of South Washington Schools Next Step Mr. Hammer reported on the current session of the Minnesota program to discuss employment opportunities at the State Fair. legislature and the status of a variety of bills that may ašect the State - - Sinclair spoke at the IAFE Institute of Fair Management Summit in Fair and Minnesota’s county fairs. The report was accepted on a motion Houston, Texas, and attended the Houston Livestock Show & Rodeo. by Mr. Leary, seconded by Mr. Grunhovd and carried (Aye-ƒ; Nay-†).  - Noonan spoke about State Fair jobs and marketing to Marcy Open The Society’s —nancial statement for February †ˆƒ was presented as School students. follows by Mr. LeVesseur:  - A Lunch & Learn session for full-time staš featured a presentation by the State Fair’s legendary Corn Roast concessionaire Brad Ribar. MINNESOTA STATE FAIR CASH TRANSACTION SUMMARY ­ - A group of State Fair staš volunteered at Second Harvest Heartland. Month Ending February ž¢, žª§£ ‚ - Noonan attended a Visit Saint Paul MyVSP meeting. Schoen met OPERATING ACCOUNT ACTIVITY: with representatives of St. Paul’s Right Track youth development Balance – January ˆ, †ˆƒ ¥ ,­ ,­ˆˆ program regarding employment opportunities at the fair. Add: Cash Deposits ¥ ˆ,  ,‚ ‚-ˆ† - Outdoor News Deer & Turkey Classic was conducted in the Less: Payroll Ending February ƒ ( ­,ˆ­‚) Warner Coliseum. Payroll Ending February ( ,†ˆ) ƒ - The Freshwater Society met in the History & Heritage Center. Cash Disbursements (ˆ,ˆ, ƒ) (,ˆ) ˆ - Alexander and Noonan met with State Fair Marketing Coalition Balance - February ‚, †ˆƒ ¥ ,‚,†­† and production partners to review †ˆƒ broadcast and digital ads. BUILDING FUND ACTIVITY: ˆ - Staš met with Design Innovations for further discussions on North End development. Edman and Schoen attended a meeting of the Balance – January ˆ, †ˆƒ ¥ ˆ St. Paul Human Resources Association. Alexander, Dullinger, Harazin Add: Interest Earned and Noonan met with iHeart Radio staš about State Fair broadcasts. Securities Purchased Less: Securities Redeemed ˆ - Deputy General Manager Mark Goodrich was inducted into the Balance - February ‚, †ˆƒ ¥ ˆ Minnesota Livestock Breeders Association Hall of Fame at a luncheon attended by many members of his State Fair family. A representative CONSTRUCTION ACCOUNT: of the Ochs Agency gave a presentation on employee bene—ts. Balance – January ˆ, †ˆƒ ¥ ˆ†,†††,‚‚­ ˆ - Alexander, Simon, Butler and Schuldt met with members of Add: Note Proceeds Minnesota’s Native American community to discuss potential Interest ˆˆ,†‚ partnerships. Less: Disbursements Balance - February ‚, †ˆƒ ¥ ˆ†,†ˆ ,ƒ ˆ-ˆ­ - The Minnesota Weapons Collectors Show & Sale was held at the Warner Coliseum. CASH BALANCES FOR MONTH ENDING:     ˆ­ - The Riders & Ribbons Horse Show was held in Compeer Arena. Operating Account ¥ , , ˆ­ ¥ ,‚,†­† ˆ‚ - Anderson and Schadeck attended a meeting of the Ticketing Petty Cash ,ˆ†† ,ˆ†† Services Group of the Upper Midwest. Building Fund ˆ ˆ † - Hammer, Hudalla and Bagnoli met with Andy Masur of Construction Account (Note Proceeds) - ˆ†,†ˆ ,ƒ MP Solutions to discuss legislation pertaining to the fairgrounds Total cash balances ¥ , ­†,­‚ ¥ ˆ,‚,†ˆ communications infrastructure.

46 47 After discussion, the report was approved on a motion by Mr. Leary, Swine Barn Livestock/Equine rate ¥†† per day seconded by Mr. Toenges and carried (Aye-ƒ; Nay-†). Commercial rate ¥ˆ, †† per day President Merkins thanked staš for the tour of damage to the Cattle Warm Up Arena Commercial rate ¥­†† per day Barn, and the board commended State Fair staš, the Saint Paul Fire Warm Up Arena with Livestock/Equine rate ¥† per day Department, fair contractors, engineers and safety o¢cials for their other rental quick and expert response to the partial roof collapse, and for their Warner Coliseum Livestock/Equine rate ¥ˆ,†† per day commitment to safety. Commercial rate ¥ ,‚†† per day Mr. Hammer and staš ošered a detailed report on non-fair events West Barn Livestock/Equine rate ¥ˆ  per day revenue, facilities rental fees and billing procedures. Information only. West End Market Commercial rate ¥ˆ,†† per day Mr. Hammer presented the following non-fair events facilities rental West End Market Stage Commercial rate ¥ƒ† per day rates and labor rate adjustments for consideration for † †: Parking Lots   Non-Fair Events Facility Rental Rates Blocks  & ­ Commercial rate ¥­ per day Blocks ‚ & ƒ Commercial rate ¥­ per day ‹-H Building Block Commercial rate ¥­ per day ˆst ªoor Commercial rate ¥ˆ,†† per day Block ­ Commercial rate ¥ ,††† per day nd ªoor Commercial rate ¥­ per day Block † Commercial rate ¥† per day rd ªoor Commercial rate ¥­ per day nd & rd ªoors Commercial rate ¥ˆ,††† per day Block † Commercial rate ¥ˆ,­ per day -H Building all ªoors Commercial rate ¥ , †† per day Block  Commercial rate ¥ ,†† per day Block  Commercial rate ¥ˆ,† per day Baldwin Park Commercial rate ¥ˆ,††† per day •rd party structure use Commercial rate ¥ˆ† per day Campground Commercial rate ¥†† per day minimum fee or ¥† per site Roadways less than –k Commercial rate ¥†† per day whichever is greater Roadways –k and more Commercial rate ¥ˆ, †† per day Cattle Barn Livestock/Equine rate ¥†† per day   Non-Fair Events Labor Rates Commercial rate ¥ ,†† per day On-duty Supervisor ...... ¥ per hour Cattle Barn-Exercise ring Livestock/Equine rate ¥†† per day Setup & Teardown Labor ...... ¥  per hour Compeer Arena Livestock/Equine rate ¥†† per day Event Attendant ...... ¥ † per hour Commercial rate ¥ƒ  per day Ticket Seller ...... ¥ˆ per hour Dairy Building Commercial rate ¥ˆ, †† per day Ticket Taker ...... ¥ˆ per hour DNR Parking Attendant ...... ¥ˆ per hour DNR Building interior Commercial rate ¥† per day Parking Supervisor ...... ¥ † per hour DNR Building & park w/ Commercial rate ¥ƒ  per day Police O¢cer ...... ¥ per hour restroom Reserve O¢cer ...... ¥ per hour Commercial rate DNR Park ¥  per day Dispatch Operator ...... ¥ per hour Education Building Commercial rate ¥ˆ,‚†† per day Carpenter ...... ¥‚ per hour Electrician ...... ¥ˆ† per hour Fine Arts Center Commercial rate ¥ˆ,† per day Painter ...... ¥‚ per hour Grandstand Plumber ...... ¥ƒ per hour ˆst ªoor Commercial rate ¥,†† per day nd ªoor Commercial rate ¥ ,†† per day After review and discussion, the facility rental rates and labor rates In—eld Commercial rate ¥ˆ,†† per day were approved as presented on a motion by Mr. Scapanski, seconded by Grandstand Seating Commercial rate ¥ ,‚†† per day Mr. Oleheiser and carried (Aye-ƒ; Nay-†). History & Heritage Center Commercial rate ¥ˆ,††† per day Mr. Hammer provided an informational update on credit card fees and Home Improvement Building Commercial rate ¥­†† per day their impact on revenue generated through commercial exhibits. No Horse Barn Livestock/Equine rate ¥†† per day action taken. Commercial rate ¥ˆ, †† per day Ms. Noonan, Ms. Dullinger and Ms. Hughes presented comprehensive International Bazaar Commercial rate ¥ˆ,† per day case studies of the State Fair’s social media marketing program. International Bazaar Stage Commercial rate ¥ˆ, †† per day Information only; no action taken. Machinery Hill blocks ‰‰-Š‰ Commercial rate ¥ ,††† per day Ms. Nathe provided an update on activities underway in the State Fair’s Merchandise Mart Commercial rate ¥ƒ† per day competition division. Information only; no action taken. Miracle of Birth Center Livestock/Equine rate ¥‚†† per day The Society’s board of managers presented State Fair Deputy Commercial rate ¥ˆ,ˆ† per day General Manager Mark Goodrich with a certi—cate honoring Mark’s Livestock Parking Lots recent induction into the Minnesota Livestock Breeders Association Livestock Lot A overnight Livestock/Equine rate ¥ † per day Hall of Fame. Livestock Lot B overnight Livestock/Equine rate ¥ † per day Ms. Simon reported on the status of commercial exhibits for the Livestock Lot D overnight Livestock/Equine rate ¥ † per day upcoming State Fair. Information only; no action taken. North Block † overnight Livestock/Equine rate ¥­† per day Ms. Hines presented a request by the Blue Plate Restaurant Company, South Block † overnight Livestock/Equine rate ¥†† per day dba the Blue Barn at ˆ‚ƒ W. Dan Patch, to sell wine during the Progress Center Commercial rate ¥ˆ,­ per day †ˆƒ State Fair. The license was granted on a motion by Mr. Scapanski, Outside restrooms Commercial rate ¥ˆ­ per day seconded by Mr. Fox and carried (Aye-ƒ; Nay-†). Sheep & Poultry Barn Livestock/Equine rate ¥†† per day President Merkins declared the meeting in executive session at Commercial rate ¥ˆ, †† per day ˆ :† p.m., and re-opened the meeting at ˆ :‚ p.m. 48 49 The next meeting of the State Fair board of managers was set for ˆ - Machinery Hill Criterium bicycle races were held on various Friday, June ­. northern roadways. The meeting was adjourned at ˆ :† p.m. on a motion by Mr. Fox, ˆ­ - Hammer participated in a meeting closing the sale of one-half seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). acre of State Fair property to the International Institute of Minnesota. Edman, Schoen and Woodis attended a meeting of the St. Paul Human MINNESOTA STATE AGRICULTURAL SOCIETY Resources Association. MINUTES OF INTERIM ACTIVITIES ˆ­-ˆ‚ - Police K-ƒ training was conducted at the -H Building. March žž through June ¦, žª§£ ˆ‚ - State Fair staš participated in a Lunch & Learn session March featuring a presentation by Chris Perondi with All-Star Stunt Dogs - Alexander, Hughes and Duda met with a candidate to create the Splash. Alexander, LeVesseur, Sinclair, Anderson, Rougier, Coleman, State Fair’s † † commemorative art. Ward and Hines met with Connect&Go to discuss Midway and Kidway ticket systems. Edman and Schoen attended an Americans with -  - Indoor Flat Track Racing presented War of the Twins II Disabilities Act seminar presented by Fredrickson & Byron P.A. law —rm. motorcycle races in the Warner Coliseum. The Minnesota Veterinary Medical Association Path to Practice event  - Hammer testi—ed before the Minnesota House of Representatives for veterinary students was held in the History & Heritage Center. Property & Local Tax Division regarding the Society’s bonding author- † - The Minnesota Half Arabian Horse Association Spring Horse ity bill. Hudalla and Chief Paulos met with Ramsey County emergency Show was held in Compeer Arena and the Horse Barn. Shuttle parking management staš to discuss police dispatch service for †ˆƒ. service from the south Como lot to Como Zoo began for the spring and - ­ - Woodis, Mell, Mold, Scibak and Berquam attended the IAFE summer. Zone  spring conference in Sioux Falls, S.D.  - Edman and Scibak attended a Minnesota Employee Resource and  - Hammer and State Fair Chief of Police Paulos attended a hearing Service Company event. Noonan attended a boards meeting of the of the Minnesota Senate’s Energy and Utilities Finance and Policy Roseville Visitors Association. Machinery Hill Criterium bike races were Committee where Hammer testi—ed in opposition to a bill that would held on various north fairgrounds roadways. grant cell phone companies right-of-way on the State Fairgrounds.  - The St. Paul Area Chamber of Commerce met in the History & ­ - Hammer, LeVesseur and Brady participated in an audit exit Heritage Center. teleconference with IRS Agent Lori Stauber.  - Noonan, Gilbertson and Hughes met with representatives of ‚ - Hammer, LeVesseur and Brady met with Jim Eichten and the Airport Foundation MSP to discuss potential fair-related exhibits Jackie Huegel of Malloy, Montague, Karnowski, Radosevich & Co., at the airport. P.A. to review their audit of Society —nancial activities for —scal - ‚ - The Minnesota Horse Expo was presented in the Warner †ˆ‚. Noonan spoke to a sports and entertainment marketing class Coliseum, livestock complex, Natural Resources Building and at Mounds View High School. Dairy Building. ‚-ˆ - The Osman Temple Shrine Circus was held in the ­ - The Kersten Dolgner wedding was held at the Progress Center. Warner Coliseum. ­- ‚ - Munchkin Markets Children’s Consignment Spring Sale was ˆ-April ƒ - CBS Television Sports used the South Como lots as held in the Education Building. parking for NCAA Final Four coverage. ƒ - The Minnesota State FFA Convention conducted events in April Compeer Arena, the Warner Coliseum and the Merchandise Mart. ˆ-thru Summer - L-Z Truck Equipment used the ˆ‚‚† Como backlot Hammer participated in a meeting of the State Fair Foundation for vehicle storage. investment committee hosted by board member John Fabie at Abbott Downing. Hammer met with Foundation Chair Patty Smith - Weinfurtner reviewed the State Fair history museum presentation and Foundation Executive Director Mary Chung to review business with the Minnesota Historical Society at the History & Heritage Center. items for the Foundation board. Staš participated in a Lunch & Learn The —rst of four training sessions on hiring procedures for State Fair session featuring a presentation by Ashley Ryan and James Taylor of department superintendents was held in the Libby Conference Center. First Avenue. Schoen participated in the Great Futures Clubs of the Twin Cities Job Fair. † - Machinery Hill Criterium bicycle races were held on Machinery Hill roadways. ƒ - Schoen participated in the Roseville Job Career & Resource Fair. Sinclair and Simon met with Paul Frank and Jaime Warndahl of Hemp May Solutions of Minnesota, LLC, to discuss retail sales at the State Fair. ˆ - An all-staš meeting was held in the Libby Conference Center. ˆˆ - The —rst of two defensive driving courses for full-time staš were - - Hammer, Sinclair, Goodrich, Hudalla, Alexander, Simon and presented in the Libby Conference Center. Sinclair and Hines met with Edman attended the IAFE Spring Management Conference in Costa Kate and Patrick Siddoti of Brim LLC to discuss their plans for a North Mesa, Calif., and visited the Orange County Fairgrounds. The Sahara End food and beverage concession. Sands Spring Classic Horse Show was held in the Warner Coliseum ˆ - The University of Minnesota Student American Medical and livestock complex. Association Dog Olympics were held in Compeer Arena. Minnesota  - Minnesota United FC soccer parking was provided at the south United FC soccer parking was provided at the Grandstand lot and south Como lot. Como lots. - - The Minnesota Weapons Collectors Association Show & Sale was ˆ-ˆ - The Minneapolis-St. Paul Military Relic & Collector Show held in the Education Building. was held in the Progress Center. The Spring Antique Spectacular  - The Northland Antique Toy, Doll & Advertising Show was held in the Show & Flea Market presented by Prime Promotions was held at the Progress Center. The Spring Extravaganza Car Show & Swap Meet was Grandstand, Grandstand In—eld and Home Improvement Building. held at the North End. The Gopher State Timing Association Rod & Custom Spectacular was presented in the Warner Coliseum. -­ - Alexander participated in a meeting of the International Entertainment Buyers Association in Beverly Hills, Calif., where she

48 49 was nominated for the VenuesNow †ˆƒ Women of Inªuence Award. Law Conference at the St. Paul RiverCentre. A drivers training program for a variety of law enforcement agencies †-  - The State Fair hosted the annual meeting of the North was held at the south Como lot. American Livestock Show & Rodeo Managers Association, including a ­ - Sinclair and Hines met with Steve Vander Vorste to discuss tour of the State Fairgrounds and reception in the History & Heritage amusement attractions at the fair. Machinery Hill Criterium bike races Center on May . were held on Machinery Hill. Noonan spoke to a business careers class ˆ - The St. Paul Area Chamber of Commerce conducted an event in at St. Paul College. the Progress Center. Machinery Hill Criterium bike races were held on ƒ - Hammer participated in a meeting of the State Fair Foundation Machinery Hill. —nance committee. Noonan participated in a panel discussion at a - Casey participated in a meeting of the Capital Regions Watershed Leadership St. Paul program. District Technical Advisory Committee. Minnesota United FC soccer ƒ-ˆˆ - The YMCA Garage Sale was held in the Merchandise Mart. parking was ošered at the south Como lot. ƒ-ˆ - The Friends of American Saddle Horse Spring Horse Show was  - Alexander met with Sean Sherman and Dana Thompson to discuss held in the Warner Coliseum and livestock complex. Indigenous People events at the fair. ˆ† - Noonan attended a Visit Saint Paul networking and information  - Minnesota United FC soccer parking was provided at the south meeting. Hammer and Chung met with State Fair Foundation board Como lot. member Linda Tank.  - The Soundset Music Festival was presented at the Midway lot and ˆ†-ˆˆ - Gold Country’s State Fair and Sports Team Merchandise West End Market. Clearance was held at Visitors Plaza. ƒ - Hammer participated in a meeting of the IAFE’s nominating ˆ†-ˆ - The Friends School Plant Sale was presented at the committee. Sinclair and Simon met with representatives of MnDOT’s Grandstand and Grandstand Plaza. Connected & Automated Vehicles O¢ce to discuss exhibits and vehicle ˆˆ - The Spring Model Railroad & Hobby Sale was held at the demonstration at the State Fair. Alexander and Noonan met with Education Building. The Pieri Wurscher wedding was held in the members of the State Fair Marketing Coalition to review creative History & Heritage Center. execution for the ’ˆƒ ad campaign. Noonan attended a customer service seminar presented by Visit Saint Paul and the University ˆ - Sinclair and Hines met with Dan O’Gara to discuss his State Fair of Minnesota. concession operation. ˆ - A vendor communication committee meeting was held in the ˆ - Hammer gave a presentation to retired University of Minnesota Libby Conference Center and attended by Sinclair, Simon, Alexander, agriculture professionals in the History & Heritage Center. Noonan LeVesseur, Doyle, Franzmeier, Hines and Noonan at the Libby spoke to the Maple Grove Rotary regarding fair preparations. Conference Center. A reunion was held at Giggles’ Camp—re Grill. Machinery Hill Criterium bicycle races were held at Machinery Hill. ˆ-June ˆ - Northstar Watermedia presented the Artists’ Market in the ˆ-ˆ - More than ˆ,ˆ†† Twin Cities grade school students Fine Arts Center. participated in Urban Ag Day events presented by the State Fair in the CHS Miracle of Birth Center, DNR Building, Dairy Building, Sheep ˆ-June - The International Gem & Jewelry Show was held at the & Poultry Barn and adjacent outdoor areas. Progress Center. The North Central Reining Extravaganza horse show was conducted in the Warner Coliseum and livestock complex. ˆ - The State Fair Employee Safety Committee met in the Libby Conference Center. University of Minnesota Center for June Transportation conducted career programs for high school students ˆ - The Scibak Larscheld wedding reception was held in the History & in the Progress Center. Heritage Center. A wedding party was held at Giggles’ Camp—re Grill. ˆ - Hammer, Fox, Hawkins and Society Life Member Schmidt - The General Motors Car Clubs Association held their annual car participated in a meeting of the State Fair Foundation board in the show and swap meet on Machinery Hill. A wedding reception was held Libby Conference Center. LeVesseur and Chief Paulos met with Bremer at Giggles’ Camp—re Grill. Minnesota United FC soccer parking was Bank to discuss operations at their State Fair branch. Sinclair and Hines provided at the south Como lot. met with Nate and Stephanie Janousek of the Hangar Group, LLC, to  - Machinery Hill Criterium bike races were held on Machinery Hill. discuss their State Fair food and beverage concession operation.  - The †ˆƒ State Fair’s commemorative art by photographer Metropolitan Transit utilized the south Como lot as a practice site R. J. Kern was unveiled in the Fine Arts Center. for their Bus Roadeo. -‚ - Feed My Starving Children, Union Gospel Mission and ˆ‚ - The Fisher Holmstrom wedding was held in the History & Heritage Minnesota Adult & Teen Challenge conducted the Better Together Center and West End Market Stage, the Garrod Gareats wedding was MobilePack event at the Grandstand, packing ˆ million meals for held in the Progress Center and the Kotze Miller wedding was held in children worldwide. the DNR Building. Minnesota United FC soccer parking was provided at the south Como lot. MINNESOTA STATE AGRICULTURAL SOCIETY ˆ‚-ˆƒ - Midwest Comic Book Association presented MSP Comicon in MEETINGS OF THE SALES COMMITTEE & the Grandstand. GOVERNING BOARD ˆƒ - The First Fifty Auto Club’s ƒth Annual Car Show, Swap Meet and £ a.m. Friday, June ¦, žª§£ Flea Market was held at the north parking lots. The Riders & Ribbons Libby Conference Center, State Fairgrounds Horse Show was held in Compeer Arena. MEETING OF THE SALES COMMITTEE ˆƒ- ˆ - Simon and Butler attended the Alltech Ideas Conference in Lexington, KY. Members present: Ron Oleheiser, chairman; Joe Fox; Dan Grunhovd; Ješ Hawkins; Gail Johnson; D.J. Leary; Joe Scapanski; Gordy Toenges; † - Alexander and Noonan met with members of the State Fair Wally Wichmann; Paul Merkins, ex o¢cio; Jerry Hammer, ex o¢cio; Marketing Coalition to discuss print and digital advertising. Jim Sinclair, ex o¢cio; Pam Simon, ex o¢cio. †- ˆ - Scibak and Woodis attended the Upper Midwest Employment

50 Also present: Renee Alexander; Mark Goodrich; Wally LeVesseur; BUILDING FUND ACTIVITY: Debbie Edman; Jill Nathe; Sean Casey; Nate Dungan; Patrick Schoen; Balance – April †, †ˆƒ ¥ ˆ Steve Grans; Brett Ward; Theresa Weinfurtner; Carol Doyle; Emily Add: Interest Earned Diedrick; Nikki Hines; Chris Noonan; Danielle Dullinger; Lara Hughes; Securities Purchased Shannon Buchda; Samantha Gilbertson; Virginia Mold; Josie Belde Mell; Less: Securities Redeemed Beth Schuldt; Erik Klingner; Mary Chung; Danyl Vavreck; Leah Janus. Balance – May ˆ, †ˆƒ ¥ ˆ Chairman Oleheiser called the meeting to order at ƒ:† a.m. CONSTRUCTION ACCOUNT: Ms. Simon reported on new exhibits in the Eco Experience, plus Balance – April †, †ˆƒ ¥ ˆ†,†­,ˆ† several —rst-time commercial exhibitors for the upcoming fair. Ms. Hines Add: Note Proceeds followed with a review of the selection process for new food items. Interest ˆˆ,ƒ Less: Disbursements ( ,†††,†††) Mr. Sinclair presented a request from Spineless Wonders (owners and Balance – May ˆ, †ˆƒ ¥ ‚,†ƒ,­ operators of the Butterªy House) to adjust their admission price from ¥ to ¥.† for the ’ˆƒ State Fair. After discussion, the adjustment was CASH BALANCES FOR MONTH ENDING: approved on a motion by Mr. Grunhovd, seconded by Mr. Wichmann and     carried (Aye-‚; Nay-†). Operating Account ¥ ,­,†† ¥ ,‚ˆ, ƒ Ms. Diedrick provided an update on sponsorships and touring Petty Cash ,ˆ†† ,ˆ†† promotional exhibits for the upcoming fair, followed by a report from Building Fund ˆ ˆ Mr. Ward on the busy summer schedule of non-fair events. Construction Account (Note proceeds) - ‚,†ƒ,­ The meeting of the sales committee adjourned at ƒ:† a.m. on a motion by Mr. Scapanski, seconded by Mr. Leary and carried (Aye-‚; Nay-†). Total Cash Balances ¥ ,‚ , ¥ ˆ†,­, ­

After discussion, the statement was accepted on a motion by Mr. Leary, MEETING OF THE GOVERNING BOARD seconded by Mr. Fox and carried (Aye-ƒ; Nay-†). Members present: Paul Merkins, president; Joe Fox, vice president; Mr. Hammer and Mr. LeVesseur presented a resolution authorizing D.J. Leary, vice president; Dan Grunhovd; Ješ Hawkins; Gail Johnson; the amendment of the State Fair ††ƒ Subordinated Indebtedness Ron Oleheiser; Joe Scapanski; Gordy Toenges; Wally Wichmann; Jerry Note to extend its maturity, and authorizing certain other actions. Hammer, secretary. The complete resolution is on —le at the Society o¢ces on the Also present: Jim Sinclair; Renee Alexander; Mark Goodrich; Wally State Fairgrounds. The resolution was approved on a motion by LeVesseur; Debbie Edman; Jill Nathe; Sean Casey; Nate Dungan; Patrick Mr. Scapanski, seconded by Mr. Wichmann and carried (Aye-ƒ; Nay-†). Schoen; Steve Grans; Brett Ward; Theresa Weinfurtner; Carol Doyle; Mr. Bagnoli of McGrann, Shea, Carnival, Straughn & Lamb law —rm Emily Diedrick; Nikki Hines; Chris Noonan; Danielle Dullinger; Lara provided an overview of activities during the †ˆƒ session of the Hughes; Shannon Buchda; Samantha Gilbertson; Virginia Mold; Josie Minnesota Legislature, and their impact on the Society. Mr. Bagnoli’s Belde Mell; Beth Schuldt; Erik Klingner; Mary Chung; Danyl Vavreck; report was accepted on a motion by Mr. Leary, seconded by Leah Janus; Joe Bagnoli; Jim Eichten. Mr. Toenges and carried (Aye-ƒ; Nay-†). President Merkins called the meeting to order at ƒ: a.m. Ms. Alexander presented the following list of State Fair entertainment Minutes of the board’s meeting conducted March ˆ were approved contracts. on a motion by Mr. Oleheiser, seconded by Mr. Fox and carried (Aye-ƒ; Nay-†). CONTRACTOR DATES TERMS VENUES Minutes of interim activities covering the period March ˆ through A.S.I.A., Inc. ‚/ -ƒ/ Payable upon Grandstand June  were reviewed and approved on a motion by Mr. Fox, seconded (Concert Security) receipt of Production invoice - ¥ .†/hour by Ms. Johnson and carried (Aye-ƒ; Nay-†). per person Action taken earlier by the sales committee was approved on a motion P.E.S.O., Inc. ‚/ -ƒ/ Payable upon Grandstand by Mr. Oleheiser, seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). (Concert Ushers) receipt of Production Jim Eichten of Malloy, Montague, Karnowski, Radosevich & Co., P.A., and invoice - ¥ .††/hour Mr. LeVesseur reviewed MMKR’s audit of Society —nancial activities for per person —scal †ˆ‚. The audit report was accepted on a motion by Mr. Leary, Perk Global Productions Inc. ‚/ -ƒ/ ¥ ,††† ªat Grandstand seconded by Mr. Hawkins and carried (Aye-ƒ; Nay-†). (Grandstand Stage Manager) Production Mr. LeVesseur presented the May †ˆƒ —nancial statement as follows: HBF, Inc. fso ‚/ ¥­††,††† plus Grandstand Hootie & the Blow—sh ‚†½ over Artist ¥‚††,††† MINNESOTA STATE FAIR CASH TRANSACTION SUMMARY Signature Entertainment, LLC ‚/  ¥ˆ†,††† plus Grandstand Month Ending May Ÿ§, žª§£ fso Why Don’t We ‚†½ over Artist ¥ †,††† OPERATING ACCOUNT ACTIVITY: Dude, Inc. fso Dierks Bentley ‚/  ¥†,††† plus Grandstand Balance – April †, †ˆƒ ¥ ,­,ˆ ‚†½ over Artist Add: Cash Deposits ¥ ,,‚ ¥­†,††† Less: Payroll Ending May  ( ­, †) Sarepta Inc. fso ‚/  ¥ˆ††,††† plus Grandstand Payroll Ending May ˆ­ († , †) Trace Adkins †½ over Artist Payroll Ending May ˆ (ˆ,­ƒ) ¥ ,††† Cash Disbursements (,­,†) Black Top Inc. fso ‚/  ¥ˆ††,††† plus Grandstand †,‚ Clint Black †½ over Artist Balance – May ˆ, †ˆƒ ¥ ,‚ˆ, ƒ ¥ ,†††

51 Terri Clark Tours, Inc. fso ‚/  ¥ ,††† ªat Grandstand William K. Kirchen fso ‚/†-ˆ ¥ˆ†,††† ªat Bandshell Terri Clark Artist Bill Kirchen & Redd Volkaert Stage Oasis Entertainment Group, ‚/  ¥,††† plus Grandstand Jaida Elizabeth Lauren ‚/†-ˆ ¥,††† ªat Bandshell Inc. fso Tommy James & †½ over Artist Dreyer fso Jaida Dreyer Stage the Shondells ¥ †,††† The Professional Group, LLC ƒ/ˆ- ¥ †,††† ªat Bandshell Flower Power Concerts, Inc. ‚/  ¥­,††† plus Grandstand fso The B.B. King Blues Band Stage fso Happy Together Tour †ˆƒ †½ over Artist Featuring “The Voice” Michael Lee ¥ †,††† The Sound Exchange, LLC ƒ/ˆ- ¥,­† ªat Bandshell Ear Booker Enterprises, Inc. ‚/ ­ ¥ˆ ,††† plus Grandstand fso The Sound Exchange Stage fso “Weird Al” Yankovic ‚†½ over Artist Rolf Ozark Productions, LLC ƒ/ˆ- ¥­,††† ªat Bandshell ¥ †,††† fso Matt’s Family Jam Stage Ear Booker Enterprises, Inc. ‚/ ­ ¥,††† Grandstand Intoxicats, LLC ‚/ -  ¥,††† ªat Bazaar fso “Weird Al” Yankovic Production Artist fso Intoxicats Stage Expenses Native Pride Productions ‚/ -  ¥,††† ªat Bazaar Two Headed ‚/ ‚ ¥††,††† plus Grandstand Inc. fso Native Pride Dancers Stage Monster Tours, Inc. ‚†½ over Artist Mazouk Productions fso ‚/ -  ¥,††† ªat Bazaar fso Daryl Hall & John Oates ¥††,††† Papa Shalita Stage Two Headed ‚/ ‚ ¥ˆ,††† Grandstand Charles A. Thiel fso Chuck ‚/ - ­ ¥ˆ,†† ªat Bazaar Monster Tours, Inc. Transportation Artist Thiel & His Jolly Ranchers Stage fso Daryl Hall & John Oates Expenses LaNee J. Victorsen-Willey ‚/ ‚- ƒ ¥ ,††† ªat Bazaar Three Oh One ‚/ ƒ ¥­,††† plus Grandstand fso Dirty Shorts Brass Band Stage Productions, LLC ‚½ over Artist fso Logic ¥­,††† Rolando Bolivar Burga Maigua ‚/†-ˆ ¥ ,†† ªat Bazaar fso Atahualpa Stage Phantom †ƒ Productions, Inc. ‚/ˆ ¥ †,††† plus Grandstand fso Brandi Carlile ‚†½ over Artist VocalEssence fso ƒ/ˆ- ¥,††† ªat Bazaar ¥­,†† VocalEssence Singers Of This Age Stage (If Artist sells more than KAJ Productions, Ltd ‚/ -  ¥,†† ªat Bazaar ˆ ,††† tickets paid, split fso MFELLAZ After Dark increases to ‚½ retroactive Generation iLL fso iLLism ‚/ ‚- ƒ ¥,††† ªat Bazaar to —rst ticket sold) After Dark Mavis Staples Touring, Inc. ‚/ˆ ¥ ,††† ªat Grandstand Malamanya Music, LLC ‚/†-ˆ ¥,††† ªat Bazaar fso Mavis Staples Artist fso Malamanya After Dark Dukey’s Tours, Inc. fso ‚/ -  ¥­­,†† ªat Bandshell Sean Emery ‚/ -ƒ/ ¥ˆ,†† ªat Family Fair at Belinda Carlisle Tonight Baldwin Park NoOne, Inc. fso Herman’s ‚/ -  ¥†,††† ªat Bandshell BC Characters, Inc. fso ‚/ -ƒ/ ¥,† ªat Family Fair at Hermits Starring Peter Noone Tonight Break-Shop Bump’n Baldwin Park Texassee Touring, Inc. ‚/ - ­ ¥†,††† ªat Bandshell Greg Walter Frisbee ‚/ -  ¥ ,‚†† ªat Family Fair at fso Lonestar Tonight Baldwin Park Gobo Productions Ltd, fso ‚/ ‚- ƒ ¥†,††† ªat Bandshell Charles Lowell Burnes III ‚/ -  ¥,†† ªat Family Fair at One Night of Queen Performed Tonight fso The Chipper Experience Baldwin Park By Gary Mullen & The Works Kenneth Richard Ahern Jr. ‚/ - ­ ¥ ,††† ªat Family Fair at West Wind Artists, Inc. fso ‚/†-ˆ ¥†,††† ªat Bandshell fso Kenny Ahern Baldwin Park Tony! Toni! Toné! Tonight Robert L. Compton fso ‚/ ‚- ƒ ¥ ,‚†† ªat Family Fair at Dessa, LLC fso Dessa ƒ/ˆ- ¥,††† ªat Bandshell Babaloo Music & Fun Baldwin Park Tonight Rob Miss Jane Productions, ‚/†-ˆ ¥,‚†† ªat Family Fair at Lyman C. MacAnally Jr. ‚/ -  ¥ˆ­,†† ªat Bandshell LLC fso Allez-OOPS! Baldwin Park fso Mac MacAnally Stage Appeal Entertainment, LLC ƒ/ˆ- ¥,††† ªat Family Fair at Harpeth River Records, LLC ‚/ -  ¥ˆ,††† ªat Bandshell dba Six Appeal Baldwin Park fso Brandon Lay Stage Divas Entertainment, LLC ƒ/ˆ- ¥ˆ,‚†† ªat Family Fair at QSB Entertainment, LLC fso ‚/ -  ¥ˆ ,††† ªat Bandshell fso The Dollipops Baldwin Park The Quebe Sisters Stage Dan Sparkman ‚/  ¥­† ªat Milk Run Chad Przybylski fso Chad ‚/ -  ¥,†† ªat Bandshell Przybylski & His Polka Stage Rick Recker ‚/  ¥† ªat Milk Run Rhythms Action Sports of Minnesota ‚/ -ƒ/ ¥,­ ªat Misc. th Infantry Division ‚/ - ­ No payment Bandshell dba rd Lair Skatepark Attractions “Red Bull” Band needed Stage Laser Encore, Inc. fso Laser ‚/ -ƒ/ ¥ˆƒ,††† ªat Misc. War and Treaty Corporation ‚/ - ­ ¥ †,††† ªat Bandshell Encore’s Laser Hitz Show Attractions fso The War and Treaty Stage Virtual Outdoors ‚/ -ƒ/ ¥,††† ªat Misc. Tonic Sol-fa, LLC fso ‚/ ‚- ƒ ¥‚,†† ªat Bandshell fso Dick Hansen Entertainment Tonic Sol-fa Stage Allied Audio Services ‚/ -ƒ/ ¥ ‚,†.ˆ‚ Misc. Colt Ford Touring, LLC ‚/ ‚- ƒ ¥ †,††† ªat Bandshell ªat plus Entertainment fso Colt Ford Stage —nal payment due upon receipt of invoices Lucky Chops, LLC ‚/†-ˆ ¥ †,††† ªat Bandshell fso Lucky Chops Stage Sylvain Pienault ‚/ ­ ¥ˆ†† ªat Misc. Entertainment

52 53 DL Weatherhead Timberworks ‚/ -ƒ/ ¥,†† ªat North Woods Anthony Cuchetti ‚/ -  ¥ˆ,†† ªat Ramberg Lumberjack Show, LLC fso fso Tony Cuchetti Music Cafe Timberworks Lumberjack Show Richard A. Lewis ‚/ -  ¥ˆ,†† ªat Ramberg Chris Perondi dba Extreme ‚/ -ƒ/ ¥ˆ,††† ªat North Woods fso Rich Lewis Band Music Cafe Canines Stunt Dog Show James P. Berner fso ‚/ - ­ ¥ˆ,††† ªat Ramberg Steven G. Bauer ‚/ -ƒ/ ¥,††† ªat Old Iron Show Jim Berner’s Music Legends Music Cafe Robert D. Wilson ‚/ -ƒ/ ¥ˆ,†‚† ªat Old Iron Show Triad Entertainment, Inc. ‚/ - ­ ¥ˆ, †† ªat Ramberg Christopher J. Chadwick ‚/ -ƒ/ ¥ˆ,†‚† ªat Old Iron Show fso Vicky Emerson Music Cafe Steve L. McDonough ‚/ -ƒ/ ¥ˆ,‚†† ªat Old Iron Show Robert E Scoggin Jr. ‚/ ‚- ƒ ¥‚†† ªat Ramberg fso Big Bob Scoggin Music Cafe James Birk ‚/ -ƒ/ ¥ˆ, †† ªat Old Iron Show Timothy Patrick McGraw fso ‚/ ‚- ƒ ¥ˆ,ˆ†† ªat Ramberg Jack’s P.C. Consulting LLC ‚/ -ƒ/ ¥ˆ,†‚† ªat Old Iron Show Tim Patrick and his Blue Eyes Band Music Cafe fso C. John Deschene Chris Hanson fso Christopher ‚/†-ˆ ¥ˆ, † ªat Ramberg James M. Quirk ‚/ -ƒ/ ¥† ªat Old Iron Show David Hanson Band Music Cafe Lee Jason Sackett ‚/ -ƒ/ ¥ˆ, †† ªat Old Iron Show Honky Tonk Jump, LLC ‚/†-ˆ ¥ˆ,­† ªat Ramberg David M. Lewerer ‚/ -ƒ/ ¥ˆ,†‚† ªat Old Iron Show fso Honky Tonky Jump Music Cafe Jake Suchy ‚/ -ƒ/ ¥† ªat Old Iron Show William Edward Isles ƒ/ˆ- ¥ˆ, †† ªat Ramberg Shannon M. Sackett ‚/ -ƒ/ ¥ˆ, †† ªat Old Iron Show fso Bill & Kate Isles Music Cafe Joseph Stevermer ‚/ -ƒ/ ¥ˆ, †† ªat Old Iron Show Dale Alan Zuk ƒ/ˆ- ¥ˆ,†† ªat Ramberg fso The Jolly Zuks Music Cafe Ken Anderson ‚/ -ƒ/ ¥ˆ, †† ªat Old Iron Show Nicholas Hodges ƒ/ˆ ¥†† ªat Talent Contest Patrick McDonough ‚/ -ƒ/ ¥ˆ,‚†† ªat Old Iron Show Lauren Senden ƒ/ˆ ¥ˆ†† ªat Talent Contest Lorraine Quirk ‚/ -ƒ/ ¥† ªat Old Iron Show Erica Genereux ƒ/ˆ ¥ˆ†† ªat Talent Contest Leslee Suchy ‚/ -ƒ/ ¥† ªat Old Iron Show MNHS presents ‚/ -ƒ/ No payment West End Nancee Wilson Peterson ‚/ -ƒ/ ¥ˆ,†‚† ªat Old Iron Show History On-A-Schtick required Market Verne Falde ‚/ -ƒ/ ¥ , †† ªat Old Iron Show Sarah Morris ‚/ -  ¥,††† ªat West End Robert A. McDonough ‚/ -ƒ/ ¥ˆ,‚†† ªat Old Iron Show Market Cecil L. Bechel ‚/ -ƒ/ ¥ ,ˆ† ªat Old Iron Show Noah Sonie ‚/ -  ¥ˆ,†† ªat West End Rickie D. Grufman ‚/ -ƒ/ ¥ˆ,† ªat Old Iron Show Market Henry Reiner ‚/†-ƒ/ ¥†† ªat Old Iron Show Joyann Parker, LLC ‚/ -  ¥ ,††† ªat West End fso Joyann Parker Market Sherry Reiner ‚/†-ƒ/ ¥†† ªat Old Iron Show Minnesota State Fiddlers ‚/ -  ¥,††† ªat West End Devon Lark ‚/†-ƒ/ ¥ †† ªat Old Iron Show Association fso Minnesota Market Duane H. Rolstad ‚/ -  ¥† ªat Old Iron Show State Fiddle Contest Paul Thomas Bainbridge ‚/ -  ¥†† ªat Old Iron Show Dave Flom ‚/ -  ¥ˆ,†† ªat West End Rodney Mondor ‚/ -  ¥† ªat Old Iron Show fso Sawyer’s Dream Market Andy Schmidt ‚/ -ƒ/ˆ ¥ ,ˆ† ªat Parade Patridge Productions, LLC ‚/ -  ¥ ,†† ªat West End Lane Powell ‚/ -ƒ/ˆ ¥ ,† ªat Parade fso Hit Ticket Market Lane Powell fso Tri-State ‚/ -ƒ/ˆ ¥ ,†† ªat Parade Truvariety Entertainment, ‚/ - ­ ¥ ,†† ªat West End Judging Association LLC fso Fantastick Patrick Market Jason Stock fso Master ‚/ -ƒ/ ¥ˆˆ,†† ªat Parade New Music Arts, LLC fso ‚/ ‚- ƒ ¥,††† ªat West End Custom Homes Fab : Beatles Tribute Market Joseph Stevermer ‚/ -ƒ/ ¥†† ªat Parade Patridge Productions LLC ‚/ ‚- ƒ ¥ˆ,†† ªat West End fso The Kate Escape Market Lee Jason Sackett ‚/ -ƒ/ ¥†† ªat Parade Minnesota Bluegrass & ‚/†-ˆ ¥,††† ªat West End Mike Olander dba ‚/ˆ-ƒ/ ¥,ƒ† ªat Parade Old-Time Music Association Market Jack Brass Band fso MN Americana-Roots River City Rhythm, Inc. ‚/ˆ-ƒ/ ¥ƒ†† ªat Parade Music Contests Paul Husby fso St. Anthony ‚/  ¥ˆ†† ªat Parade Guava Entertainment ‚/†-ˆ ¥ ,††† ªat West End Park Community Band fso Craig Clark Band Market Twin Cities Unicycle Club ‚/  ¥† ªat Parade John Bush ‚/†-ˆ ¥ˆ,†† ªat West End St. Paul Police Band ‚/  ¥ † ªat Parade Market Crow River Drumline ‚/  ¥­† ªat Parade Craig J. Ebel fso ƒ/ˆ- ¥ ,††† ªat West End Association fso Phoenix Drumline & DyVersaCo Market Minnesota Pipes and Drums ‚/  ¥ˆ, † ªat Parade John Wright fso Galactic ƒ/ˆ- ¥,††† ªat West End dba Minnesota Police Pipe Band Cowboy Orchestra Market Regents of the University ƒ/ˆ ¥ ,­† ªat Parade Robert Lok fso Allez-OOPS! ƒ/ˆ- ¥ ,†† ªat West End Of Minnesota Market Stevenoonansongs, LLC ‚/ -  ¥ˆ,†† ªat Ramberg Nooky Jones LLC ‚/ -  ¥,††† ªat West End fso Steve Noonan Café fso Nooky Jones at Sunset John D. Barrett ‚/ -  ¥ˆ,†† ªat Ramberg fso The Fairlanes Music Cafe

52 53 EEB LLC fso Early Eyes ‚/ -  ¥,††† ªat West End ˆ-  - The Minnesota Street Rod Association’s Back to the ‘†s at Sunset Weekend was held across the fairgrounds. Abigail Therese Wolf ‚/ - ­ ¥,††† ªat West End - Twin Cities Classic Car Auction was conducted in the CHS Miracle fso Aby Wolf at Sunset of Birth Center and Warner Coliseum. Kevin Kniebel fso ‚/ ‚- ƒ ¥ˆ†,††† ªat West End  - Machinery Hill Criterium bike races were held on Machinery Pert Near Sandstone at Sunset Hill streets. First Avenue Productions, ‚/†-ˆ ¥­,†† ªat West End LLC fso First Avenue Goes at Sunset -† - The Tanbark Cavalcade of Roses Horse Show was held at the To The Fair Warner Coliseum and livestock complex. ­ - The Midsummer Mile footrace was held on various fairgrounds After discussion, the contracts were approved on a motion by streets. Mr. Toenges, seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). ‚ - Giggles’ Camp—re Grill hosted a graduation party. Mr. Goodrich gave an overview of the State Fair’s agricultural and ‚- ƒ - The Twin Cities Antiquarian & Rare Book Fair was presented creative contests, and his report was accepted on a motion by in the Progress Center. Mr. Oleheiser, seconded by Mr. Wichmann and carried (Aye-ƒ; Nay-†). ƒ - The Night Nation Run was held at the Grandstand and various Mr. Hammer presented the following list of board-hosted functions streets. A reunion was held at Giggles’ Camp—re Grill. for the ’ˆƒ State Fair: Minnesota Federation of County Fairs lunch Friday, Aug. ; State Fair Hall of Fame and Life Member lunch July Sunday, Aug. ; and Minnesota Livestock Breeders Association - Machinery Hill Criterium bicycle races were held on Machinery breakfast Thursday, Aug. ƒ. The functions were approved on a motion Hill streets. by Mr. Scapanski, seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). -­ - Shuttle parking for the Hmong International Freedom Festival at Ms. Chung and Mr. Hammer reported on activities of the State Fair Como Park was provided at the south Como lots. Foundation. Information only; no action taken. ­ - The Color Run was held at the Grandstand and various fairgrounds The meeting was declared in executive session at ˆ†:ƒ a.m. streets. President Merkins reopened the meeting at ˆˆ:  a.m. ƒ - Sinclair participated in an IAFE Education Foundation board of The meeting adjourned at ˆˆ: a.m. on a motion by Mr. Scapanski, trustees conference call. seconded by Mr. Hawkins and carried (Aye-ƒ; Nay-†). ˆ† - The Minnesota State Fair Job Fair was held in the Progress Center. Several staš members participated in an IAFE Consumer MINNESOTA STATE AGRICULTURAL SOCIETY Protection cyberseminar. MINUTES OF INTERIM ACTIVITIES ˆ†-ˆ - The Minnesota Amateur Quarter Horse Association June ¦ through Aug. žž, žª§£ Corporate Challenge horse show was held at the Warner Coliseum June and livestock complex. ­-‚ - The Stamp & Scrapbook Expo was held in the Education ˆ - Hammer visited the Ramsey County Fair in Maplewood. Building. Parking for the Minnesota High School League track and ˆ­ - News media toured the North End Event Center and surrounding —eld championships at Hamline University was provided at the south project area. Merkins, Oleheiser, Hawkins and Hammer participated in Como lots. a State Fair Foundation nominating committee teleconference. Sinclair, ‚ - The St. Paul Summer Beer Fest was held at the International Bazaar. Alexander, Hines, Buchda and Bower met with United Rentals A city-wide community cleanup drop-oš site was provided at the north representatives to discuss electric generator and power distribution parking lots. for a variety of areas throughout the fairgrounds. Staš from multiple ‚-ƒ - The Minnesota Antique Dealers Association presented the Antique departments met with risk management and emergency medical and Decorative Arts Show in the Fine Arts Center. Giggles’ Camp—re treatment professionals. Grill hosted two private events. ˆƒ- ˆ - The Street Machine Summer Nationals was held across most ˆ† - A graduation party was held at O’Gara’s at the Fair. of the fairgrounds. ˆ†-ˆ - The Minnesota -H Youth Exploring Leadership and Learning †- ˆ - The Capitol Classic Horse Show was held in Compeer Arena Outloud (YELLO!) conference was held in the -H Building. and the Horse Barn. ˆˆ - Machinery Hill Criterium bike races were held on Machinery  - Giggles’ Camp—re Grill hosted a retirement party. Hill streets. ­ - A wedding was held in the History & Heritage Center. ˆˆ-ˆ - The Region ˆ† Arabian Horse Association Championship ‚ - The Shriners held an event at Giggles’ Camp—re Grill. Show was held at the Warner Coliseum and livestock complex. ƒ-† - Police o¢cer driver training was conducted at the south ˆ - O’Gara’s hosted a private fundraising event. Como lot. ˆ - A reunion was held at Giggles’ Camp—re Grill. August ˆ-ˆ - The Viking Chapter of the Antique Motorcycle Club of ˆ - Training for Miracle of Birth Center staš was conducted in the America held their national meet in the Progress Center and at History & Heritage Center. A softball league party was held at Giggles’ the Campgrounds. Camp—re Grill. ˆ - Giggles’ Camp—re Grill hosted a wedding reception. - Giggles’ Camp—re Grill hosted a retirement party. ˆ - A graduation party was held at Giggles’ Camp—re Grill. - - Alexander, Rougier, Hudalla and Paulos attended a site visit to the ˆƒ - Edman and Schoen attended a meeting of the St. Paul Human Lollapalooza festival in Chicago. Resources Association.  - Alexander attended a meeting of the International Entertainment † - Sinclair and Hines met with representatives of Haas Wilkerson Buyers Association in New York. Insurance to discuss Midway, Kidway and attractions insurance. 54 55 - - The North Central Reining Futurity & Derby horse show was held BUILDING FUND ACTIVITY: at the Warner Coliseum and livestock complex. Balance – June †, †ˆƒ ¥ ˆ  - A wedding reception was held at Giggles’ Camp—re Grill. Add: Interest Earned Securities Purchased  - A ceremony designating the Swine Barn as the Robert A. Less: Securities Redeemed Christensen Pavilion was attended by representatives of Christensen Balance – July ˆ, †ˆƒ ¥ ˆ Farms, members of the State Fair and Fair Foundation boards, fair and Foundation staš, family and friends. CONSTRUCTION ACCOUNT: Balance – June †, †ˆƒ ¥ ,‚,­‚  - Length of Service Awards were presented to ˆ staš members at a Add: Note Proceeds full-time staš meeting. Interest ­,† † ­ - The State Fair Foundation conducted a Grand Champion event Less: Disbursements ( ,††,†††) for † donors at Giggles’ Camp—re Grill, showcasing the new Balance – July ˆ, †ˆƒ ¥ ,†,‚† North End neighborhood. CASH BALANCES FOR MONTH ENDING: ˆ†-ˆˆ - More than †† donors attended a State Fair Foundation event     previewing this year’s commemorative benches. Operating Account ¥,­,ˆ ¥ ,‚†,­‚ˆ ˆˆ - Midway and Kidway operations staš arrived and set up began. Petty Cash ,  , ˆ - Hawkins and Hammer participated in a meeting of the State Building Fund ˆ ˆ Fair Foundation’s —nance committee. Sinclair and Hines met with Construction Account (Note proceeds) - ,†,‚† Steve Vander Vorste to discuss operation of the Ye for the Total Cash Balances ¥ ,ƒƒ,†ƒ ¥,‚ƒ,ƒ‚ upcoming fair. After review, the summary was approved on a motion by Mr. Hawkins, ˆ - The State Fair Foundation hosted ˆ, † fair fans and friends at the seconded by Mr. Scapanski and carried (Aye-ƒ; Nay-†). Taste of the Fair fundraiser at the International Bazaar. The following list of entertainment contracts were presented for ˆ­ - State Fair staš’s Around The Fair Committee presented the annual review: State Fair Kickoš Staš Pancake Breakfast & Revue in the -H Building. † - The State Fair Foundation’s First Glance and †ˆƒ State Fair Fine CONTRACTOR DATES TERMS VENUES Arts Show Preview were presented in the Fine Arts Center. Premier Global Production ‚/ -ƒ/ ¥ ,†‚† ªat Grandstand Company, Inc. (Lighting) Production ˆ - Princess Kay of the Milky Way †ˆƒ was crowned by the Midwest Dairy Association during ceremonies at the Bandshell. Premier Global Production ‚/ -ƒ/ ¥ˆ ­,­‚ ªat Grandstand Company, Inc. (Stage) Production - The †ˆƒ Great Minnesota Get-Together opened at  a.m. Freestyle Productions, Inc. ‚/ -ƒ/ ¥‚‚,† ªat Grandstand Production MINNESOTA STATE AGRICULTURAL SOCIETY MEETING OF THE GOVERNING BOARD Eat Your Heart Out Catering ‚/ -ƒ/ ¥ †,††† ªat Grandstand £ a.m. Friday, Aug. žŸ, žª§£ (Grandstand Catering) plus —nal Production payment due Officers Quarters, State Fairgrounds upon receipt of invoice Members present: Paul Merkins, president; Joe Fox, vice president; RES Specialty Fireworks ‚/ -ƒ/ ¥, ªat Grandstand D.J. Leary, vice president; Danny Grunhovd; Ješ Hawkins; Gail Johnson; Production Ron Oleheiser; Joe Scapanski; Gordy Toenges; Wally Wichmann; Clair Brothers Audio, Inc. ‚/ -ƒ/ ¥­‚,ˆ ªat Grandstand Jerry Hammer, secretary. (GS Sound) Production Also present: Debbie Edman; Mary Chung; Leah Janus; Joe Bagnoli; Brian Bourn (Grandstand ‚/ -ƒ/ ¥,†† ªat Grandstand Doug Carnival. Follow Spots) Production President Merkins called the meeting to order at ƒ:†ˆ a.m. Taylor Grey ‚/  No fee Grandstand Minutes from the board meeting on June ­, †ˆƒ, were reviewed and Artist approved on a motion by Mr. Fox, seconded by Mr. Toenges and carried Chicken Good Touring Inc. ‚/ ‚ ¥ ,††† ªat Grandstand (Aye-‚; Nay-†). fso G. Love & Special Sauce Artist Minutes of interim activities covering the period from June ­ through LBR Touring, Inc. ‚/† ¥††,††† plus Grandstand Aug. ˆ were reviewed and accepted on a motion by Mr. Oleheiser, fso Lionel Richie ‚†½ ¥ ,††† Artist seconded by Mr. Grunhovd and carried (Aye-‚; Nay-†). Goddess Touring, Inc. ‚/† ¥,††† Grandstand fso Lauren Jauregui Artist The July —nancial statement was presented as follows by Mr. Hammer: Goddess Touring, Inc. ‚/† ¥ ,†† Grandstand fso Lauren Jauregui (Lodging Artist MINNESOTA STATE FAIR expense) CASH TRANSACTION SUMMARY Month Ending July Ÿ§, žª§£ Rivermont Touring, Inc. fso ‚/ˆ ¥ˆ,†† ªat Grandstand Savannah Conley Artist OPERATING ACCOUNT ACTIVITY: TTT Inc., fso ZZ Top ƒ/ ¥ †,††† plus Grandstand Balance – June †, †ˆƒ ¥ˆ,‚ ƒ,ˆ  ‚½ over Artist Add: Cash Deposits ¥,ˆ ƒ,­ƒ­ ¥,††† Less: Payroll Ending July ˆ (­†, †) TTT Inc., fso ZZ Top ƒ/ ¥ˆ,††† ªat Grandstand Payroll Ending July  (,­ƒ) (Production Artist Cash Disbursements (, ­,ˆƒ­) expenses) ƒ­, Cheap Trick Touring Inc. ƒ/ ¥ˆ††,††† ªat Grandstand Balance – July ˆ, †ˆƒ ¥ ,‚†,­‚ˆ fso Cheap Trick Artist

54 55 Joseph R. Carrier fso ‚/ -  ¥ˆ†,††† ªat Bandshell Ballet Work, Inc. fso ‚/ - ­ ¥ˆ,†† ªat Arts A’Fair Chubby Carrier and the Stage James Sewell Ballet Bayou Swamp Band Interact Center for the ‚/ ‚-† ¥ˆ,†† ªat Arts A’Fair Lance Link fso Dawson Hollow ‚/ -  ¥,††† ªat Bandshell Visual and Performing Arts Stage fso Interact Theater AC Jones Music Ltd ‚/ - ­ ¥,††† ªat Bandshell Neal Skoy fso Captain Willy ‚/ ‚-† ¥ˆ,†† ªat Arts A’Fair Stage DeWitt – Comedy Stunt Show Squeezebox LLC fso ‚/ ‚- ƒ ¥,†† ªat Bandshell Scott Reynolds fso ‚/ ‚-† ¥ˆ,†† ªat Arts A’Fair Mollie B & Squeezebox Stage Mixed Precipitation Peterson Brothers Music LLC ƒ/ˆ- ¥­,†† ªat Bandshell Open Eye Figure Theatre ‚/ ‚-† ¥ˆ,†† ªat Arts A’Fair fso The Peterson Brothers Stage Twin Cities Trapeze Center ‚/ˆ-ƒ/ ¥ˆ,†† ªat Arts A’Fair Cheremosh Ukranian ‚/ -  ¥ ,††† ªat Bazaar Stage Zorongo Flamenco, Inc. fso ‚/ˆ-ƒ/ ¥ˆ,†† ªat Arts A’Fair Dance Ensemble Zorongo Flamenco Dance Steven Clarke fso Blue Book ‚/ - ­ ¥,††† ªat Bazaar Stage Green T. Productions ‚/ˆ-ƒ/ ¥ˆ,†† ªat Arts A’Fair Louis V. Costilla ‚/ ‚- ƒ ¥,††† ªat Bazaar Stage Open Eye Figure Theatre ‚/ˆ-ƒ/ ¥ˆ,†† ªat Arts A’Fair fso Grupo Mio Patrick Adams ‚/†-ˆ ¥,††† ªat Bazaar Stage After review, the contracts were approved on a motion by Mr. Scapanski, Tom Mason fso Tom Mason ƒ/ˆ- ¥,††† ªat Bazaar Stage seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). and The Blue Buccaneers An agreement with Steve Vander Vorste to operate Ye Old Mill for the Jean A. Eckman fso ‚/ -  ¥,†† ªat Bazaar After †ˆƒ State Fair at a management fee of † percent of gross revenue Westside Band Dark net of sales tax was approved on a motion by Mr. Oleheiser, seconded Kat Perkins Music Inc. ‚/ - ­ ¥,††† ªat Bazaar After by Mr. Wichmann and carried (Aye-ƒ; Nay-†); the motion included a Dark ticket price adjustment to ¥ for the ’ˆƒ State Fair. Mark Larsen fso Free Fallin - ƒ/ˆ- ¥,††† ªat Bazaar After Mr. Bagnoli reported on the upcoming session of the Minnesota A Tribute to Tom Petty Dark Legislature, and issues that may ašect the State Fair. Information Ghost Dancer, LLC ƒ/ˆ ¥ˆ†,††† ªat Misc. Ent. only; no action taken. fso The Sioux Chef Entertainment Mr. Hammer was authorized to make miscellaneous ticket refunds Jon A. Getting ‚/ -  ¥† ªat Old Iron Show and payment of minor claims as he deems appropriate on a motion by Sam Waldoch ‚/ -  ¥† ªat Old Iron Show Mr. Leary, seconded by Mr. Hawkins and carried (Aye-ƒ; Nay-†). Roger Geist ‚/ - ƒ ¥‚†† ªat Old Iron Show Mr. Hammer presented the following list of State Fair Scholarship Glen William Westphal ‚/ -ƒ/ ¥ˆ,†‚† ªat Old Iron Show winners: Steven G. Bauer ‚/ -ƒ/ ¥,††† ªat Old Iron Show Emily Benrud, Goodhue; Jay Dicke, Goodhue; Lauralee Eaton, Pine Anne Elizabeth Sawyer ‚/ -ƒ/ ¥,ƒ†† ªat Parade Island; Kelsey Erf, Oakdale; Ryan Hansen, Freeborn; Alexandra Hanson fso Upstanding Stilts Roe, Grey Eagle; Anica Herrera, Cologne; Levi Kermes, Hayward; Hannah Women’s Drum Center ‚/ -  ¥ˆ, †† ªat Parade Kruse, Ellsworth; Emily Leonard, Norwood-Young America; Paige ƒ/ˆ- Madison, Rushmore; Joseph Moran, Forest Lake; Gigi Otten, Hayward; Lukas Pierson, Butter—eld; Sydney Poquette, Wanamingo; Megan Minneapolis First ‚/  & ƒ/ˆ ¥‚†† ªat Parade Path—nders Club Schultz, Fountain; Nicholas Seitzer, St. Peter; Gunnar Starks, Pine Island; Cara Tiegum, Madelia; Justin Thomforde, Goodhue. The scholarships Minnesota “Over-†” Band ‚/ ƒ ¥†† ªat Parade were approved on a motion by Ms. Johnson, seconded by Mr. Fox and Barebones Productions ƒ/ˆ- ¥†† ªat Parade carried (Aye-ƒ; Nay-†). Minnesota State Fiddlers ‚/ -  ¥,††† ªat West End A proclamation honoring the John Deere Company with the State Fair Association fso Minnesota Market Legacy Award was approved on a motion by Mr. Oleheiser, seconded by State Fiddle Contest Mr. Toenges and carried (Aye-ƒ; Nay-†). The proclamation celebrates Renas Kitchen Music ‚/ - ­ ¥,††† ªat West End John Deere’s ˆ † years as a mainstay commercial exhibitor at the State fso Six Mile Grove Market Fair and is issued jointly by the State Agricultural Society and the State US Air Force Band Starlifter ‚/ - ­ No payment West End Fair Foundation. required Market The meeting adjourned at ƒ:† a.m. on a motion by Ms. Johnson, Adam Moe fso ‚/ ‚-‚/ ƒ ¥,††† ªat West End seconded by Mr. Leary and carried (Aye-‚; Nay-†). Pushing Chain Band Market Jaedyn Wadd fso Jaedyn ƒ/ˆ- ¥,††† ªat Arts A’Fair MINNESOTA STATE AGRICULTURAL SOCIETY James & The Hunger MEETING OF THE GOVERNING BOARD COLLIDE Theatrical ‚/ -  ¥ˆ,†† ªat Arts A’Fair §ª a.m. Sunday, Sept. §, žª§£ Dance Company Officers Quarters, State Fairgrounds Whitney McClusky fso ‚/ -  ¥ˆ,†† ªat Arts A’Fair Members present: Paul Merkins, president; Joe Fox, vice president; Duniya Drum & Dance D.J. Leary, vice president; Danny Grunhovd; Ješ Hawkins; Gail Johnson; Elba Castillo fso ‚/ -  ¥ˆ,†† ªat Arts A’Fair Ron Oleheiser; Joe Scapanski; Gordy Toenges; Wally Wichmann; Mexica Yolotl Jerry Hammer, secretary. Whitney McClusky fso ‚/ - ­ ¥ˆ,†† ªat Arts A’Fair Also present: Debbie Edman. Drum & Dance Duniya Twin Cities Trapeze Center ‚/ - ­ ¥ˆ,†† ªat Arts A’Fair President Merkins called the meeting to order at ˆ†:† a.m. Black Storytellers Alliance ‚/ - ­ ¥ˆ,†† ªat Arts A’Fair Minutes of the board meeting conducted Aug. , †ˆƒ, were reviewed

56 57 and approved on a motion by Mr. Oleheiser, seconded by Ms. Johnson Commercial exhibits ...... ¥ˆˆ per front foot and carried (Aye-ƒ; Nay-†). Institutional exhibits ...... ¥ˆˆ† per front foot Mr. Hammer ošered a report on action taken at the Aug.  meeting Agriculture & industrial exhibits ...... ¥­ per front foot of the Honorary Life Member committee. The recommendation to After discussion, the front footage rates were adopted as presented nominate State Fair board President Paul Merkins for honorary life on a motion by Mr. Hawkins, seconded by Mr. Leary and carried membership in the Society was accepted on a motion by Mr. Fox, (Aye-‚; Nay-†). seconded by Mr. Wichmann and carried (Aye-ƒ; Nay-†); President Merkin’s name will be placed in nomination at the Society’s annual Following a discussion of State Fair rules regarding transfer of personal meeting in January † †. The motion also included the committee’s property interests, the request of Fred Pittroš (Giant Ride, Inc.) to add recommendation to induct long-time State Fair attorney Kent Harbison the name of Stacey Barona to his license to operate the Giant Slide was into the State Fair Hall of Fame, and forward the recommendation to approved on a motion by Ms. Johnson, seconded by Mr. Toenges and the Honors Committee for consideration. carried, (Aye-‚; Nay-†). Mr. Hammer provided an update on activities of the †ˆƒ State Fair. The sales committee adjourned at ƒ: a.m. on a motion by Mr. Fox, Information only; no action taken. seconded by Ms. Johnson and carried (Aye-‚; Nay-†). It was moved by Mr. Leary, seconded by Ms. Johnson and carried MEETING OF THE PLANNING COMMITTEE that members of the board and certain staš members designated by Mr. Hammer be authorized to attend the International Association of Members present: Gordy Toenges, chairman; Joe Fox; D.J. Leary; Fairs & Expositions †ˆƒ international convention in , Tex. Danny Grunhovd; Ješ Hawkins; Gail Johnson; Ron Oleheiser; Joe (Aye-ƒ; Nay-†). Scapanski; Wally Wichmann; Paul Merkins, ex o¢cio; Jerry Hammer, ex o¢cio; Brian Hudalla, ex o¢cio; Sean Casey, ex o¢cio. The dates of the † † Minnesota State Fair were set for Thursday, Aug. ­ through Labor Day, Sept. ­, on a motion by Mr. Toenges, Also present: Renee Alexander; Mark Goodrich; Jim Sinclair; Wally seconded by Mr. Wichmann and carried (Aye-ƒ; Nay-†). LeVesseur; Pam Simon; Heather Brady; Jill Nathe; Debbie Edman; Patrick Schoen; Grace Woodis; Kim Scibak; Josie Belde Mell; Cory The next meeting of the Society’s board of managers was set for Franzmeier; Gail Anderson; Julian Schadeck; Michelle Butler; Chris Thursday ,Nov. ˆ. Noonan; Lara Hughes; Danielle Dullinger; Abby Harazin; Theresa Tuesday, Dec. , †ˆƒ, was approved as a paid holiday for State Fair Weinfurtner; Nate Dungan; Carol Doyle; Emily Quam; Erik Klingner; full-time staš on a motion by Mr. Fox, seconded by Ms. Johnson and Marilyn Mangan; Virginia Mold; Jennifer Bower; Shannon Buchda; carried (Aye-ƒ; Nay-†). Beth Schuldt; Danyl Vavreck; Leah Janus. The board congratulated the staš for their outstanding ešort in Chairman Toenges called the meeting to order at ƒ: a.m. producing the amazing †ˆƒ Minnesota State Fair. Mr. Hudalla and Mr. Casey provided an overview of State Fair The meeting adjourned at ˆˆ:† a.m. on a motion by Mr. Leary, facilities, with particular focus on construction of the new North seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). End Event Center complex and reconstruction of the Cattle Barn. Mr. Casey also reviewed construction projects undertaken by owners MINNESOTA STATE AGRICULTURAL SOCIETY of concession and exhibit structures on the fairgrounds. Information MEETING OF THE GOVERNING BOARD only; no action taken. AND SALES & PLANNING COMMITTEES £ a.m. Thursday, Nov. §¨, žª§£ Mr. Hudalla presented a proposed budget of standard maintenance Libby Conference Center, State Fairgrounds projects for † † totaling ¥ . million, and capital work totaling ¥ˆ††,†††. After review and discussion, the projects were approved MEETING OF THE SALES COMMITTEE on a motion by Mr. Oleheiser, seconded by Mr. Leary and carried (Aye-‚; Nay-†); the projects will be included in the comprehensive Members present: Ron Oleheiser, chairman; Joe Fox; D.J. Leary; † † capital and maintenance budgets to be considered at the Danny Grunhovd; Ješ Hawkins; Gail Johnson; Joe Scapanski; Gordy Society’s January meetings. Toenges; Wally Wichmann; Paul Merkins, ex o¢cio; Jerry Hammer, ex o¢cio; Jim Sinclair, ex o¢cio; Pam Simon, ex o¢cio. The planning committee meeting adjourned at ˆ†:† a.m. on a motion by Mr. Oleheiser, seconded by Ms. Johnson and carried (Aye-‚; Nay-†). Also present: Renee Alexander; Mark Goodrich; Brian Hudalla; Wally LeVesseur; Heather Brady; Jill Nathe; Debbie Edman; Patrick MEETING OF THE GOVERNING BOARD Schoen; Grace Woodis; Kim Scibak; Josie Belde Mell; Sean Casey; Cory Franzmeier; Gail Anderson; Julian Schadeck; Michelle Butler; Members present: Paul Merkins, president; Joe Fox, vice president; Chris Noonan; Lara Hughes; Danielle Dullinger; Abby Harazin; Theresa D.J. Leary, vice president; Danny Grunhovd; Ješ Hawkins; Gail Johnson; Weinfurtner; Nate Dungan; Carol Doyle; Emily Quam; Erik Klingner; Ron Oleheiser; Joe Scapanski; Gordy Toenges; Wally Wichmann; Jerry Marilyn Mangan; Virginia Mold; Jennifer Bower; Shannon Buchda; Hammer, secretary. Beth Schuldt; Danyl Vavreck; Leah Janus. Also present: Jim Sinclair; Renee Alexander; Brian Hudalla; Mark Chairman Oleheiser called the meeting to order at ƒ:†ˆ a.m. Goodrich; Wally LeVesseur; Pam Simon; Heather Brady; Sean Casey; Jill Nathe; Debbie Edman; Patrick Schoen; Grace Woodis; Kim Scibak; Mr. Sinclair, Ms. Hines and Mr. Ward reviewed the †ˆƒ State Josie Belde Mell; Cory Franzmeier; Gail Anderson; Julian Schadeck; Fair’s sales division income of ¥ˆ­. million from food and beverage Michelle Butler; Chris Noonan; Lara Hughes; Danielle Dullinger; Abby concessions, commercial exhibits, Midway, Kidway, ticketed attractions, Harazin; Theresa Weinfurtner; Nate Dungan; Carol Doyle; Emily Quam; sponsorships and touring promotional exhibits. The report will Erik Klingner; Marilyn Mangan; Virginia Mold; Jennifer Bower; Shannon be reviewed by committee members and considered for approval at Buchda; Beth Schuldt; Danyl Vavreck; Leah Janus; Joe Bagnoli. the January † †, meeting of the sales committee. President Merkins called the meeting to order at ˆ†:ˆ­ a.m. Mr. Hammer and Mr. Sinclair presented the following front footage rates for consideration for the † † State Fair, in four license Minutes of the board meeting conducted Sept. ˆ, †ˆƒ, were reviewed categories: and approved on a motion by Mr. Oleheiser, seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). Concession, non-food ...... ¥ˆ† per front foot 56 57 Minutes of interim activities covering the period Aug.  through than †† non-fair events during †ˆƒ. Information only; no Nov. ˆ, †ˆƒ, were reviewed and approved on a motion by action taken. Mr. Oleheiser, seconded by Ms. Johnson and carried (Aye-ƒ; Nay-†). Ms. Chung, Mr. Hammer and President Merkins reported on activities Action taken earlier by the sales and planning committees was of the State Fair Foundation during †ˆƒ, including grants of ¥ˆ million approved on a motion by Mr. Fox, seconded by Mr. Hawkins and in support of the State Fair’s facilities, environment and educational carried (Aye-ƒ; Nay-†). programs. Information only; no action taken. Mr. LeVesseur presented the October —nancial statement as follows: A license for the sale of beer was granted for the Winter Beer Dabbler event Feb. , † †, on a motion by Mr. Scapanski, seconded MINNESOTA STATE FAIR by Mr. Wichmann and carried (Aye-ƒ; Nay-†). CASH TRANSACTION SUMMARY Mr. Hammer gave an overview of the planning process for the † † Month Ending October Ÿ§, žª§£ State Fair. Information only; no action taken. OPERATING ACCOUNT ACTIVITY: Ms. Edman provided an update on arrangements for the † † joint Balance – September †, †ˆƒ ¥ ,†, conventions of the Society, Minnesota Federation of County Fairs Add: Cash Deposits ¥ˆ,ˆ­,‚ƒ and Midwest Showmen’s Association Jan. ˆ-ˆƒ at the Doubletree Less: Payroll Ending October  (ˆ,) Bloomington Hotel. Information only; no action taken. Payroll Ending October ˆ‚ (ˆˆ,‚†) Following nomination by the State Fair Honorary Life Member Cash Disbursements (,‚ ,­) Advisory Committee, and approval by the State Fair Honors Committee, ,­ ,ƒ ˆ long-time State Fair attorney Kent Harbison was elected to the State Balance – October ˆ, †ˆƒ ¥ˆ†,ˆ†, Fair Hall of Fame on a motion by Mr. Wichmann, seconded by BUILDING FUND ACTIVITY: acclamation and carried (Aye-ƒ; Nay-†). Balance – September †, †ˆƒ ¥ ˆ President Merkins ošered his thanks and congratulations to staš Add: Interest Earned for the record-setting State Fair of †ˆƒ, and to State Fair staš and Securities Purchased members of the board for their support during his ˆˆ years of service Less: Securities Redeemed to the Society’s board of managers. Balance – October ˆ, †ˆƒ ¥ ˆ President Merkins declared the meeting in executive session at CONSTRUCTION ACCOUNT: ˆ :ˆ p.m. The meeting was reopened and adjourned at ˆ :† p.m. on a Balance – September †, †ˆƒ ¥ ,†­,†† motion by Ms. Johnson, seconded by Mr. Fox and carried (Aye-ƒ; Nay-†). Add: Note Proceeds Interest ,† † MINNESOTA STATE AGRICULTURAL SOCIETY Less: Disbursements (,†­,†† ) MINUTES OF INTERIM ACTIVITIES Balance – October ˆ, †ˆƒ ¥ ,† † Aug. žž through Nov. §¨, žª§£ CASH BALANCES FOR MONTH ENDING: August     - The †ˆƒ Great Minnesota Get-Together opened at  a.m. Later Operating Account ¥ˆ†,­,ˆ ¥ˆ†,ˆ†, that morning, members of the Society’s board along with architects, Petty Cash ,ˆ†† ,ˆ†† builders and donors conducted a ribbon-cutting to open the brand-new Building Fund ˆ ˆ North End neighborhood. Society President Paul Merkins then presided Construction Account (Note proceeds) - ,† † over the o¢cial State Fair opening ceremony at the Bandshell. Total Cash Balances ¥ˆ†,‚†,­† ¥ˆ†,ˆ†,ƒ  - The Society hosted the Minnesota Federation of County Fairs After discussion, the statement was approved as presented on board for lunch at the O¢cers Quarters. Hammer led a fairgrounds tour a motion by Mr. Grunhovd, seconded by Mr. Fox and carried for Ohio Governor Mike DeWine and other Buckeye o¢cials; Minnesota (Aye-ƒ; Nay-†). Governor Tim Walz joined the group for part of the tour. Mr. Bagnoli reported on current issues in state government and  - State Fair † Year Awards, recognizing a half-century of previewed the † † legislative session including issues that may participation in the Great Minnesota Get-Together, were presented to ašect the State Fair. Information only; no action taken. eight individuals during ceremonies at the Hugh & Margaret Schilling Amphitheater at West End Market. The State Fair hosted a meeting of Mr. Hammer and Mr. LeVesseur reviewed fair-period payroll for ­ƒ the Roseville Rotary Club at Hešron Park. State Fair departments totaling ¥ . million. Following discussion, the payroll report was approved on a motion by Mr. Leary, seconded by ­ - Military Appreciation Day featured discounted admission for Mr. Fox and carried (Aye-ƒ; Nay-†). service members plus a variety of special activities including a ceremony at the State Fair Veterans Garden, programs at the Bandshell Mr. Goodrich reviewed the ’ˆƒ State Fair’s agriculture, horticulture, and Dan Patch Park and other activities throughout the fairgrounds. creative arts and education contests; more than ˆ,††† people The State Fair Foundation conducted a board meeting at Hešron Park; participated, entering nearly ‚,††† animals, farm and dairy during the meeting, the Fair and Foundation’s State Fair Legacy Award products, creative and —ne art works and education projects. During was presented to the John Deere Corporation recognizing ˆ † years of Mr. Goodrich’s remarks, he was congratulated by the board for participation at the State Fair. recently being awarded an Honorary American FFA Degree. ƒ - Judy Popp-Anderson of Albert Lea (Freeborn County) and Ms. Alexander gave a presentation on the State Fair’s marketing, Lowell Johnson of Brainerd (Crow Wing County) were named Grandstand and free stage entertainment, promotions and guest Minnesota’s Outstanding Senior Citizens during Senior Day ceremonies services, along with information on the State Fair’s expansive at the Bandshell. education programs in agriculture, science, art and early learning. September Information only; no action taken. ˆ - At a special ceremony honoring State Fair staš, † employees were Mr. Ward gave a summary of the State Fair’s busy schedule of more recognized for their outstanding service, and —ve of this group were

58 59 presented with State Fair MVP Awards: Kevin Donovan, admissions;  - Hammer gave the keynote address to the American Planning Maria Hayden, marketing; Tianna May, public safety; Lori Shoberg, Association Conference at Breezy Point, Minn. Noonan attended a admissions; and Tom Tousignant, public safety sub station. board meeting of the Roseville Visitors Association. The Metro Area - The †ˆƒ Great Minnesota Get-Together closed with a record six Children’s Water Festival was presented at Baldwin Park, the Progress Grandstand performance sellouts, six daily attendance records and a Center, Home Improvement Building, -H Building, Hešron Park and new overall attendance record of ,ˆ ,­ˆ, with visitors from all † adjacent areas on Machinery Hill. The south Como lot was used as U.S. states plus † nations around the world. Visitors included Ohio shuttle parking for a Minnesota United FC soccer match. Governor Mike DeWine; Ohio State Fair Manager Virgil Strickler,  - Giggles’ Camp—re Grill hosted private party. Columbus; Dade County Fair CEO Eddie Cora, , Fla.; Outdoor ­ - Former State Fair Sign Shop Maestro Jordan Harper’s groom’s Amusement Business Association President Greg Chiecko, West dinner was held in the History & Heritage Center. Spring—eld, Mass.; Iowa State Fair CEO Gary Slater and staš, Des ­- ‚ - The State Fair and Sports Team Merchandise Clearance Sale Moines; Clay County Fair CEO Jeremy Parsons, Spencer, Iowa; Florida was held at the Visitors Plaza. State Fair CEO Cheryl Flood, COO Mike Rogalsky and board member John Dicks, Jr., Tampa; Julie Beck from Rodeo Austin, Texas; South ­- ƒ - The International Gem & Jewelry Show was held in the Dairy Carolina State Fair IT Director Kyle Gustafson, Columbia; North Carolina Building. The Fall Festival Arabian Horse Show was presented at the State Fair Assistant Manager James Romer, Raleigh; International Warner Coliseum and livestock complex. Association of Fairs & Expositions o¢cial Rebekah Lee, Spring—eld, Mo.; ‚ - A reunion was held at Giggles’ Camp—re Grill. The south Como lots and ˆ International Press Institute journalists from around the world. were used for bus parking for the U of M’s Roy Griak Invitational cross  - State Fair staš attended an appreciation lunch at Giggles’ country race. Camp—re Grill. ‚- ƒ - The Fall Antique Spectacular Show & Flea Market was held ­ - Giggles’ Camp—re Grill hosted a class reunion. Mancini’s hosted at the Grandstand and in—eld. The Minnesota Weapons Collectors an employee appreciation party. The south Como lot was used as Association Show & Sale was held in the Education Building. The shuttle parking for a Minnesota United FC soccer match. Minneapolis-St. Paul Military Relic & Collectors Fall Show was held in the Progress Center. ˆˆ - Edman and Schoen attended a meeting at the St. Paul Human Resources Association. ƒ - The Midwest Fall Swap Meet & Antique Auto Show was held at the north parking lots. The south Como lot was used as shuttle parking for ˆ -ˆƒ - Metro Transit conducted their Bus Roadeo on the south a Minnesota United FC soccer match. Como parking lots. ƒ-Oct. ˆ - Brady, Rougier, Quam, Klingner and Ward attended the ˆ - A wedding reception was held at Giggles’ Camp—re Grill. Ungerboeck Software Seminar in St. Louis, Mo. ˆ-ˆ - The Minnesota State -H Horse Show was held at the October Warner Coliseum and livestock complex. ˆ- - The Minnesota Harvest Horse Show was held at the Warner ˆ - The TC Model Railroad Club held their annual model railroad show Coliseum and livestock complex. and hobby sale in the Education Building. The Grandstand lots were used as shuttle parking for the University of Minnesota Gophers home  - Merkins, Oleheiser, Hawkins and Hammer participated in a meeting football game. Giggles’ Camp—re Grill hosted a class reunion. of the State Fair Foundation nominating committee. The Minnesota Nursery and Landscape Association Snow Expo was conducted in the ˆ - The Viking Chapter Antique Motorcycle Club held its fall Dairy Building. O’Gara’s at the Fair hosted a reunion. swap meet at the north lots. The American Foundation for Suicide Prevention’s Twin Cities Community Walk used a south Como lot for - - Twin Cities Oktoberfest was held in the Progress Center. shuttle service. Another south Como lot was used as shuttle parking - - Half Price Books Clearance Sale was held at the Grandstand. for a Minnesota United FC soccer game.  - Midwest Comic Book Association’s Fall Comicon was held in the ˆ‚ - Vice President Fox and Alexander participated in the State Fair Education Building. Shuttle parking for the University of Minnesota Foundation’s Volunteer Appreciation Dinner in the Progress Center. Gopher football home game was provided at the Grandstand lots. The Wednesday Night Cross bike race was held in the Grandstand Giggles’ Camp—re Grill hosted a private party. In—eld. Schoen attended a training session on employee bene—ts ­ - Full-time staš attended a Lunch & Learn program featuring the presented by the State Employees Group Insurance program. State Fair’s —rst aid and medical emergency providers from Regions ˆƒ - Sinclair met with Dave Rustad of Midwest ATM to review their Hospital. operation during the †ˆƒ State Fair. ­-ƒ - The Triglass Production Photoshoot took place in the ˆƒ-  - The Western Saddle Club Horse Show was held at the Merchandise Mart. Warner Coliseum and livestock complex. ­-ˆ - Butler and Schuldt worked with U of M agriculture extension † - Noonan attended a board meeting of the Midway Chamber students to present Ag In Action —eld trips in the Dairy Building. of Commerce. ‚ - Hawkins and Hammer participated in a meeting of the State Fair ˆ - Wedding receptions were held at the History & Heritage Center Foundation’s Finance & Investment Committee. Sinclair participated and at Schilling Amphitheater in West End Market, and at Giggles’ in an IAFE Education Foundation Board of Trustees conference call. Camp—re Grill. The Mortenson Company outing was held in the Progress Center. The ˆ- - Munchkin Market’s Fall Children Consignment Sale was held Freshwater Society met in the History & Heritage Center. at the Education Building. The Twin Cities Mission Furniture & †th ƒ - Hammer and State Fair Foundation board member Lit Field met Century Design Sale was held in the Progress Center. The State -H with Barry Gisser, CFO of the Science Museum of Minnesota. The Dog Show was held at the -H Building, Campgrounds and adjacent University of Minnesota’s ‚th Annual Fall Invitational FFA recruiting areas on Machinery Hill. event was held in the Miracle of Birth Center and Compeer Arena.  - The Wednesday Night Cross bike race was held in the ˆ† - Staš gathered in the FFA Chapter House to celebrate the Grandstand in—eld.

58 59 retirement of †-year State Fair veteran livestock facilities rock star Noonan gave a State Fair overview presentation to the Arden Hills- Greg Ahlbom. Shoreview Rotary. ˆ - Grandstand lots were used as shuttle parking for a University of ­ - The State Fair Foundation hosted an event in the History & Heritage Minnesota Gopher football home game. The Kelly Rašerty wedding Center for Grand Champion donors featuring a presentation by events was held at the DNR complex. Rain Taxi’s Twin Cities Book Festival was staš Franzmeier, Quam and Klingner. Hammer participated in a meet- presented in the Fine Arts Center and Progress Center. The American ing of the Foundation’s audit committee. Sinclair and Simon met with Brain Tumor Association’s Run & Walk at Como Park used the south University of St. Thomas representatives to discuss their State Fair Como lot for shuttle parking. exhibit. Edman attended an employment law seminar presented ˆ - The Twin Cities Roadsters Swap Meet was held at the north Fredrikson & Byron law —rm. parking lots. ƒ - Shuttle parking was provided at the Grandstand lots for a ˆ - Noonan gave a presentation on State Fair marketing at University of Minnesota Gophers home football game. Apple Valley’s Eastview High School. Alexander, Dungan and Buchda ƒ-ˆ† - Hmong American New Year celebration was held in the attended a presentation by Sean Sherman on indigenous food at the Warner Coliseum. Minnesota History Center. Little Farm Hands Field Trip Day was held in the Dairy Building. ˆ - The Midway Chamber of Commerce held a meeting at the History & Heritage Center. ˆ­- † - The Minnesota Beef Expo, presented by the State Fair, was held at the Warner Coliseum and livestock complex. ˆ‚ - Sinclair, Alexander, Simon, Ward, Hines, Doyle and Hughes participated in a post-fair review with representatives of the Minnesota Department of Health and Minnesota Department of Agriculture. Noonan attended a board meeting of the Midway Chamber of Commerce. ˆƒ - The South Como lot was used as park and ride for St. Thomas vs. St. John’s football game at the University of St. Thomas. † - The south Como lot was used as shuttle parking for a Minnesota United FC soccer match. ˆ - Sinclair met with the Iowa State Fair’s Gary Slater and Mike Nye to discuss midway operations. - Noonan presented a State Fair overview to the New Brighton Rotary.  - Merkins, Hawkins and Hammer participated in a meeting of the State Fair Foundation board in the Libby Conference Center. Edman, Mell, Woodis and Scibak attended a Minnesota Employee Resource & Service Company event in Bloomington.  - Grandstand lots were used as shuttle parking for a University of Minnesota Gophers home football game. - ­ - The Minnesota Weapons Collectors Association Show & Sale was held in the Warner Coliseum. -† - Alexander and Dungan attended the International Entertainment Buyers Association Annual Conference in Nashville, Tenn., where Alexander was named Chairwoman of IEBA for † †. ­ - Riders & Ribbons Horse Show was held in Compeer Arena. † - Noonan attended a board meeting of the Roseville Visitors Association. ˆ - A retirement celebration honoring the -year State Fair career of Awesome Fleet Services Manager Steve Roland was held at Operations headquarters. November ˆ - Mark Goodrich was recognized with the Honorary American FFA Degree for outstanding contributions to FFA and agriculture education at the ƒ nd National FFA Convention & Expo in , Ind. - The Jingle Bell Run footrace was conducted at West End Market and various roadways around the fairgrounds.  - Hudalla, Sinclair, Casey and Hines met with TKDA architect and engineering staš to discuss planning options for blocks ƒ and †.

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