University of Alabama at Birmingham New On-Campus Football Stadium Financial Projection Overview The financial projection which follows

lows demonstrates the financial feasibility of a new oncampus football stadium and highlights the revenues and expenses likely to be generated by this new facility. All revenues, expenses, and debt service shown in the projection are incremental to existing revenues, expenses, and debt service. The projection was developed following site visits to universities with new on-campus stadiums. Fiscal directors of these institutions provided data and experience based insights into the incremental revenues, expenses and construction costs that can be expected. The universities visited were: (in parentheses, year stadium opened) - University of Central Florida (2007) - University of Akron (2009) - Southern Methodist University (2000) - Troy University (expansion 2003) - University of Louisville (1998, expansion 2010) - Florida Atlantic University (October 2011) also provided new stadium financial projections. Six home games per year are assumed for purposes of this projection. Significant related economic impact benefits will likely be generated by a new on-campus stadium and related gameday business activity, however these are not included in the projection.

Operating Revenues New ticket sales revenue is the largest driver of new revenues for a new 27,500 seat on-campus stadium. The financial projection assumes: o 6,000 season tickets and 1,500 student season tickets sold o Assumes single game ticket sales of 16,000 per game, 80% of remaining capacity after season ticket sales Assumes new premium seating revenue of $1.6M per year which includes 31 new premium suites (27 for lease, 4 designated use), which generates new premium seating donations in addition to generating season ticket sales. All universities with new stadiums indicated that suites are consistently in high demand and they would have added more suites in hindsight. Naming rights revenue estimated at $500K per year. UCF earns $1M per year, Akron $750K per year from naming rights.

Operating Expenses and Debt Service Operating expenses are based on operating expense data from peer universities that have recently opened new on-campus stadium facilities. Salary for permanent staff based on a stadium supervisor and three stadium maintenance employees hired to manage and maintain the new facility year round, as well as manage stadium for additional revenue generating opportunities. Debt service based on a borrowing of $60M for 30 years.

University of Alabama-Birmingham UAB Football Stadium Financial Projection

Consolidated UAB Stadium Revenues and Expenses

(Assuming 6 Home Games Each Year)
Year 1 Operating Revenue (incremental of current activity) Ticket Revenue Increase, net of tax Advertising & Sponsorship Concessions, net of expenses Premium/Priority Donations Naming Rights Pouring Rights Merchandise Catering Parking Total Revenue Operating Expense (related to stadium operation) 2,977,723 175,000 100,000 1,610,000 500,000 150,000 40,000 40,000 190,000 $5,782,723 3,067,055 175,000 100,000 1,610,000 500,000 150,000 41,200 41,200 190,000 $5,874,455 3,159,066 175,000 100,000 1,610,000 500,000 150,000 42,436 42,436 190,000 $5,968,938 3,253,838 175,000 100,000 1,610,000 500,000 150,000 43,709 43,709 190,000 $6,066,256 3,351,453 175,000 100,000 1,610,000 500,000 150,000 45,020 45,020 190,000 $6,166,494 3,451,997 175,000 100,000 1,771,000 500,000 150,000 46,371 46,371 190,000 $6,430,739 3,555,557 175,000 100,000 1,771,000 500,000 150,000 47,762 47,762 190,000 $6,537,081 3,662,224 175,000 100,000 1,771,000 500,000 150,000 49,195 49,195 190,000 $6,646,614 3,772,090 175,000 100,000 1,771,000 500,000 150,000 50,671 50,671 190,000 $6,759,432 3,885,253 175,000 100,000 1,771,000 500,000 150,000 52,191 52,191 190,000 $6,875,635 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10

Salary Permanent Staff

Utilities Insurance Misc. Gameday Expense Maintenance Total Expenses Net Operating Income Debt Service

200,000 200,000 100,000 25,000 210,000 100,000 835,000 $4,947,723

206,000 206,000 103,000 25,750 216,300 103,000 860,050 $5,014,405

212,180 212,180 106,090 26,523 222,789 106,090 885,852 $5,083,087

218,545 218,545 109,273 27,318 229,473 109,273 912,427 $5,153,829

225,102 225,102 112,551 28,138 236,357 112,551 939,800 $5,226,694

231,855 231,855 115,927 28,982 243,448 115,927 967,994 $5,462,745

238,810 238,810 119,405 29,851 250,751 119,405 997,034 $5,540,048

245,975 245,975 122,987 30,747 258,274 122,987 1,026,945 $5,619,669

253,354 253,354 126,677 31,669 266,022 126,677 1,057,753 $5,701,679

260,955 260,955 130,477 32,619 274,002 130,477 1,089,486 $5,786,149

Annual Debt Service

Deposit to Maintenance Reserve Account Net Revenues after Debt Service and Deposit to Maintenance Reserve Account

$3,880,000 $250,000 $817,723

$3,880,000 $300,000 $834,405

$3,880,000 $350,000 $853,087

$3,880,000 $400,000 $873,829

$3,880,000 $450,000 $896,694

$3,880,000 $500,000 $1,082,745

$3,880,000 $500,000 $1,160,048

$3,880,000 $500,000 $1,239,669

$3,880,000 $500,000 $1,321,679

$3,880,000 $500,000 $1,406,149

Narrative to UAB Football Stadium Pro Forma Revenue Forecast

Season Ticket Revenue/Premium Seating Detail Season ticket revenue is estimated based on 6 levels of commitment and a 6 home game schedule: Suites - The stadium will have a projected 31 suites of which 4 will be designated as follows: Naming Rights Sponsor (1), UAB Athletic Director (1), visiting athletic director (1) IMG to fulfill contractual obligation (1). 27 suites will be available to sell to corporations/individuals. A projected 80% of these suites (22) will be sold in the first year. Suites will be offered on a 1, 3 or 5 year commitment at a sales price of $30,000, $25,000 and $20,000 per year, respectively. In addition to the suite annual cost, each suite will have the capacity for the purchase of 20 season tickets at a cost of $150 each. Therefore, each box will generate between $23,000 and $33,000 annually. For purposes of the pro forma and to be conservative, it was assumed that each box will sell at $23,000 annually. Loge Box 24 loge boxes will be available for corporations/individuals who would like a premium game experience at a lower price point. All 24 loge boxes will have 4 seats at a donation level of 6,000 per box (plus $600 for season tickets) A projected 80% of these suites (19) will be sold in the first year. Club Seating Outside premium seating, with access to a luxury club level, will be available at a total of $1,150 per seat ($1,000 scholarship donation and $150 season ticket price). Stadium is projected to have 946 club seats with 80% (756) sold in the first year. Premium Stadium Seating The stadium will have approximately 2,500 premium seats located in prime locations and 80% (2,000) are projected to be sold in the first year. There will be three levels of premium stadium seating and the donation for each seat will be dictated by the location of the seat within the stadium ($500.00, $350.00 and $250.00). Therefore, for purposes of the pro forma, it was assumed sales would be 500 seats at $500.00; 250 seats at $350.00; and 1,250 seats at $250.00. Non-Priority Seating Season tickets will be available in areas that will not require scholarship donations. Each season ticket will sell for $150 each. Based on current season ticket sales for both football and mens basketball, the projection assumes 2,500 season tickets will be sold in non-priority seating areas. Student Season Tickets - Students will have the ability to purchase season tickets at a discounted rate. For purposes of the pro forma, we have estimated 1,500 participating in this program at an average cost of $25 per ticket ($37,500 annual revenue).

 Revenue Forecast (Continued)

Season Ticket Revenue/Premium Seating Detail - Continued The numerical summary of the total season ticket information is detailed below: Proposed Ticket Price Suites Loge Boxes Club Seating Premium Stadium Seating Non-Priority Stadium Seating $150 $150 $150 $150 $150 Proposed Ticket Sales 440 76 756 2,000 2,500 5,772 Student Season Tickets Total Season Ticket Revenue The numerical summary of the total premium seating revenue is as follows: Ticket Location Suites Loge Boxes Club Seating Premium Seating Expected Seat Sales 22 19 756 2,000 Projected $ Per Year $20,000 $6,000 $1,000 $250 - $500 Estimated Revenue $440,000 $114,000 $756,000 $650,000 1,960,000 ($350,000) $1,610,000 $25 1,500 7,272 Estimated Revenue $66,000 $11,400 $113,400 $300,000 $375,000 $865,800 $37,500 $903,300

Less: Premium Seating Revenue at Legion Field Total Premium Seating Revenue A 10% increase in premium seating revenue was added after Year 5 to account for a potential price increase.

 Revenue Forecast (Continued)

Single Game Ticket Revenue The pro forma is based on a six game home schedule, 2 non-conference and 4 conference games. The single game ticket price has been established for purposes of this projection at $30 per ticket (current price for reserved seating at Legion Field) and the stadium capacity was established at 27,511. To arrive at a single game ticket revenue projection, the total number of projected season ticket sales of 7,272 and tickets not generating revenue of 165 were deducted from the overall capacity leaving a total available of approximately 20,074 for single game sales. For purposes of the pro forma, it was assumed that single game attendance (including students at 1,500 per game) will be at 80% of single game ticket capacity. Projected Capacity: Suites, Loge and Club Stadium Seating Less: Projected Tickets for AD, Champion Club, etc. Projected Season Ticket Sales Projected Tickets for Students, Band, etc. Remaining Projected Stadium Capacity 80% of Remaining Projected Stadium Capacity 165 5,772 1,500 20,074 16,060 per game 1,811 25,700 27,511

The estimates above were used to forecast the single game revenue for the entire season. An allowance was used on the principles of conservatism for discounted group sales. The following single game revenue projection was computed based on these factors.

 Revenue Forecast (Continued)

Single Game Ticket Revenue - Continued Single Game Analysis Expected Seat Sales Six Home Games (4 Conference, 2 Non-Conference) Student Tickets Allowance for Discounted Group Sales Total Annual Projected Single Game Revenue 96,360 9,000 Price Per Game $30 $10 Estimated Revenue $2,890,800 $90,000 $2,980,800 ($200,000) $2,780,800

Total projected ticket revenue (season and single game tickets), less all applicable taxes and existing ticket revenue currently budgeted by the Athletic Department is as follows: Total Season and Single Game Projected Gross Ticket Sales Less: Sales Tax Projection Total Season and Single Game Projected Ticket Sales, net of tax Less: Football Ticket Revenue Currently Recorded in Operations Total Projected Ticket Sales Ticket revenue was increased by 3% each year to account for potential ticket price increases. Advertising and Sponsorship Revenue Currently, UAB Athletics has an agreement with IMG in which a guaranteed royalty payment is made each year for exclusive marketing rights. The agreement stipulates that IMG will pay UAB Athletics a base of approximately $700,000 each year and will split all revenue over a pre-determined sales threshold at 50% each. Based on the current sales volume and the fact that a new stadium would provide additional sales opportunities/inventory, it is reasonable to believe that IMG would exceed the minimum sales threshold by $350,000. This would lead to additional revenue of $175,000 (50%). This estimate is believed to be conservative. $3,684,100 (368,410) $3,315,690 (337,967) $2,977,723

 Revenue Forecast (Continued)

Concession Revenue Using the most recent data from our contract concessions vendor at Bartow Arena and their financial performance from the most recent basketball season, we have determined that the average commission received per attendee is .62 cents. Using this as a basis, we multiplied .62 per attendee in concession commission revenue by the total expected attendance of 141,000 (which is 23,500 per game for 6 game schedule) to determine a total concession revenue of $87,500. This figure has been rounded up to $100,000 to account for longer game times in football versus basketball and to account for improvement in contract terms with new football concessionaire. Naming Rights Estimated revenue from potential naming rights related to the stadium and surrounding infrastructure is based on peers within Conference USA as well as pro forma information from other institutions who have recently been through the same process. The range has been between $400,000 and $1M depending on the school. For purposes of the pro forma, a conservative figure ($500,000) has been used; however, based on the size and reputation of UAB as well as its location this estimate could increase substantially. Pouring Rights Revenue from potential pouring rights was based off the current agreement with Buffalo Rock which pays UAB Athletics $150,000 annual for the rights to Bartow Arena. For purposes of the pro forma the same amount was budgeted for the stadium. Although the football stadium is a much larger facility, the number of competitions held (6) will be much less that the 15 currently held in Bartow Arena. Merchandise We are assuming that the sale of merchandise/souvenirs will be handled by an outsourced vendor, such as Barnes & Noble which currently provides this service at Bartow Arena. We believe that $40,000 is achievable per year based on Barnes & Noble's experience at UCF which also contracts them as merchandise concessionaire. This revenue equates to .29 cents commission revenue per attendee. Catering A designated catering company will be selected and suite and loge box holders will be required to use the services of this company for food and beverages. We believe $40,000 in commission revenue for a full season is reasonable to assume based on peer universities' experience.

 Revenue Forecast (Continued)

Parking Gameday parking will be provided initially by closing five existing lots near the stadium (Lot 15A, Campbell Lot, UBOB Deck, Lot 15G, Lot 15F, and Lot 5A) which will provide 4,000 parking spaces available for sale. All spaces will be sold for $10. At 80% capacity, we are forecasting $190,000 in parking revenue. Expenses for attendants are included in game day expenses (see Game Day Expenses section)

Expense Forecast
Salary Permanent Staff It is our recommendation to hire one (1) Stadium Supervisor and three (3) Stadium Maintenance employees on a full-time basis with the stadium. Their duties would include, but not be limited to, the following: In-Season (Not Game Day) Painting and maintenance of turf Inspection and general maintenance for locker rooms (light bulbs, stocking restroom areas with hand towels, soap and toilet paper, etc.) Inspection and general maintenance of public restrooms in all areas of the stadium (light bulbs, re-stocking supplies, etc.) Inspection and general maintenance for club level and suites Coordinating access for deliveries (concessionaire, stadium equipment/supplies, etc.) Unlocking/locking ticket office lobby area and various office access daily Confirm weekly inspection of all sinks and toilets by plumber/maintenance prior to game day Confirm weekly inspection of generator and scoreboard operation by electrician/maintenance prior to game day Confirm weekly inspection/testing of sound system and scoreboard by contracted technicians prior to game day Participate in weekly meetings (separate from game management meetings) with Assistant Athletic Director for Athletic Operations and Facilities to review previous weeks game, upcoming weeks game and any/all stadium-related issues Staff and provide access for visiting team practices and walkthroughs as needed Blowing/sweeping/cleaning all public walkway areas inside fencing and underneath stadium Emptying trash and vacuuming club level, suites and press level

 Expense Forecast - Continued

Game Day Set up playing field (team benches, pylons, chains and field markers, etc.) Set up (pre-game) and break down (post-game) all turnstiles Set up (pre-game) and break down (post-game) tables and chairs at various gates as needed/requested Assign one (1) Stadium Maintenance employee (two total) to each side of the stadium (ground level) to coordinate unlocking of gates at designated time Assign one (1) Stadium Maintenance employee to club and suite level to unlock doors, restrooms, etc., at designated time Stadium Maintenance employees would remain in assigned areas from the time gates open through the game to assist with issues in their areas (restroom supplies needed, light bulbs or other basic maintenance, etc.) Stadium Supervisor would be in the Command Center beginning two hours prior to game time Lock and secure all areas of the stadium post-game Off-Season Pressure washing all outdoor sections of stadium seating Painting for concession stands, locker rooms, etc., as needed Winterizing and de-winterizing water lines, toilets in restrooms, etc. General locker room, club level and suite maintenance Fence repairs/painting as needed Exterior grounds work as needed Staff and provide access for other events scheduled in club and suite levels as needed Salaries For the four (4) positions, we are recommending the following salaries: Stadium Supervisor Stadium Maintenance Employees $60,000 $87,000 ($29,000 each)

With the benefits (35 percent for a total of $51,450), the total for the four (4) positions would be $198,450 annually.

 Expense Forecast Continued

Utilities Utility costs for a football stadium can vary depending on the size, architectural design and use throughout the year. Estimates were obtained from campus personnel as well as peer institutions from Conference USA. Based on those inquires, the following information was provided as annual projections: Electrical Water and Sewer Natural Gas $128,000 $20,000 $11,000 $159,000

Water, sewer and natural gas is based upon stadium chillers and boilers located on site (not using campus chilled water and steam). Therefore, the electrical cost estimate includes the cost for air conditioning, and the natural gas cost includes the cost of heating. Since this is a current estimate, and the costs of utilities will only increase over the next 2-3 years, the estimate was increased to $200,000 in the pro forma to allow for this anticipated inflation. Insurance Based on research performed by UAB Risk Management, institutions within the state, with comparable size stadiums are averaging between $17,500 and $28,500 annual to insure the structure. Liability limits, as well as the construction/replacement value of the facility will ultimate dictate the annual premiums; however, an estimate of $100,000 is believed to be conservative. Game Day Expenses For reference with this particular area, we met with various department heads within Athletics to identify any additional staffing or gameday-related expenses they would incur that are not currently involved with home football games at Legion Field. We identified the following areas: Sports Medicine Ice We would have to purchase ice for both teams use during home games; ice is currently provided by Legion Field. On average, we would use 60 50pound bags per game @ $3.50 per bag = $210.00 per game First Aid/Paramedics While we currently pay for two (2) paramedics and an ambulance for any player-related injuries, we would incur costs for first aid/paramedic staffing for patrons. While we would need to confirm requirements based on estimated attendance figures, we are averaging this on four (4) first aid stations staffed with two (2) paramedics each. This would run $250.00 per station for a total of $1,000.00 per game.

 Expense Forecast Continued

Game Day Expenses - Continued Event Management Scoreboard Operator We would need to hire a scoreboard operator for each game at $100.00 per game. Stadium Operations Maintenance Similar to what we have for games at Bartow Arena, we would need to have some members of UAB Maintenance on site and available during all home games. This would include a HVAC technician, an elevator technician, an electrician, a plumber and a general mechanic. We have estimated these five (5) positions at $40.00 per hour times seven (7) hours per game times five (5) positions for a total of $1,400.00 per game. Building Services Similar to what we have for games at Bartow Arena, we would need to have Building Services staff on site and available during all home games. This would include one (1) male and one (1) female staff member for each side on the ground level of the stadium for restroom clean-up, etc. It would include one (1) male and one (1) female staff member each for the club, suite and press levels. This would involve six (6) hours per position for 10 total positions at an average of $25.00 per hour. This is a total of $1,500.00 per game. There would be additional charges for post-game clean-up (whether same staff or new/additional) afterward or the following day. Building Services staff would be responsible for cleaning all restrooms (including locker room restrooms and shower areas), any carpet stains/spills in public areas, and wiping down/cleaning all counter tops and tables in public areas. It is estimated this would involve a total of 80 man hours at $25.00 per hour for a total of $2,000.00 per game. Sound Technician Similar to what is done at Bartow Arena for home mens basketball games, we would need to have an outside contractor on site as a sound technician to assist with any issues related to public address, the referees microphone or other stadium sound. Based on time and current costs, we are estimating this expense at $300.00 per game. Scoreboard Technician While we do not have a scoreboard technician on site for home mens basketball games, it is recommended that we have one on site for all home football games. We are estimating this expense at $300.00 per game. Security / Event Staffing Police For police officers, we do not currently incur any cost at Legion Field, other than paying one (1) UAB officer to provide an escort to and from the stadium for the game officials. We estimate we would need 15 officers for seven (7) hours per game at an average of $55.00 per hour. This estimated expense would be a total of $5,775.00 per game, minus the $350.00 per game we currently pay for a total increase of $5,425. These 15 officers would include one (1) officer for the officials escort and two (2) officers for the visiting team escort on game day. These officers would assume additional responsibilities on site during the game. This also includes the Officer In Charge (OIC), who would be located in the Command Center on the press box level beginning two (2) hours prior to the game.

 Expense Forecast Continued

Game Day Expenses - Continued Event Staffing For information and reference related to overall event staffing, we met with Mike Jones, president of Event Operations Group (EOG). EOG currently provides the event staffing we have at Legion Field (field security, press box security, security for officials, ushers for reserved seating sections, locker room security, bag checkers, etc.). Their function would expand significantly as UAB would now be responsible for ticket takers and control of some access points which are manned by Legion Field/Park & Recreation Board staff at Legion Field. In our discussions with Mr. Jones, we referenced services that they provide for home football games at the University of Alabama. There, EOG is responsible for many additional aspects of event staffing including, but not limited to, ticket takers, customer service staffing, additional ushers, parking lot security/attendants and assisting with traffic control. While staffing for home games on campus at UAB would not require nearly the number of individual staff members and man hours that are required for home games in Tuscaloosa, this information proved quite valuable for reference purposes and planning. The complete event staffing plan would include the following areas: Stadium Operations Ushers Access Control, Customer Service and ADA/Handicap Escorts Guest Services staffing Bag Searchers (would re-locate to other positions as available) Ticket scanners/takers Security (Locker Rooms, Field, Student Section, Club Level and Suites, Press Box, Visiting Team Buses) Staffing for Command Center (event supervisor) Parking / Traffic Control Pass Parking Lots (Staff/Administration, Media, VIP and other pre-paid lots) Pay Parking Lots RV/Overnight Parking Traffic Control/Pedestrian Assistance

 Expense Forecast Continued

Game Day Expenses - Continued Based on those discussions and information provided by Mr. Jones, we are recommending a general staffing plan as follows: POSITION Ticket Takers Security (Locker Rooms) Security (Field) Ushers (General Reserved Seating) Ushers (Club Level Seating) Security (Elevators) Security / Customer Service (Club Level) Security / Customer Service (Suite Level) Security / Customer Service (Press Level) Customer Service Staffing Customer Service / Pedestrian Flow (Exterior) Security (Visiting Team Gate) Security (Ambulance/Officials/TV Gate) Parking Lot Staffing / Security (Pass Lots) Parking Lot Staffing / Security (Pay Lots) Parking Lot Staffing / Security (RV/Overnight) Parking Lot Staffing / Security (Fri. Night) Traffic Control (Pedestrian Crossing, Etc.) Extra Staff / Fill-Ins Supervisors # OF STAFF 20 10 12 30 12 3 5 5 5 6 4 2 2 15 30 3 (8-hr shifts) 6 10 6 12 TOTAL HOURS 120 (6 hours each) 70 (7 hours each) 84 (7 hours each) 180 (6 hours each) 60 (5 hours each) 18 (6 hours each) 30 (6 hours each) 30 (6 hours each) 30 (6 hours each) 42 (7 hours each) 28 (7 hours each) 18 (9 hours each) 18 (9 hours each) 150 (10 hours each) 300 (10 hours each) 108 (4.5 shifts) 72 (12 hours each) 100 (10 hours each) 48 (8 hours each) 120 (10 hours each) RATE $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $20.00 TOTAL $1,800.00 $1,050.00 $1,260.00 $2,700.00 $900.00 $270.00 $450.00 $450.00 $450.00 $630.00 $420.00 $270.00 $270.00 $2,250.00 $4,500.00 $1,620.00 $1,080.00 $1,500.00 $720.00 $2,400.00

This averages out to a total of $24,990.00 per game. Current staffing for home football games averages around $5,000.00 per game so the new costs would be approximately $19,990.00 per game.

 Expense Forecast Continued

Game Day Expenses - Continued Post-Game Clean-Up General Seating Areas This is the only gameday-related item that has not been addressed at this point. We would need to discuss options with Campus Grounds (who currently handles seating area clean-up at baseball, soccer and softball fields) or perhaps options with outside contractors. Based on reference information from meeting with Walter Garrett, it is not anticipated that stadium clean-up could be accommodated by full-time stadium staff, especially on weeks with consecutive home games. Overall Gameday Expenses The projected total of $210,000.00 per season averages out to either $35,000.00 per game (based on six home games). The expenses referenced above total approximately $32,225.00 per game. Rates for many of these positions/tasks have been calculated at 20-25 percent higher than the current cost; some of the time/hour estimates are also at the high end of what would likely be finalized once specific details were defined.

Debt Service
Annual debt service is based on borrowing $60,000,000 for construction costs and repaid over30 years.

Deposit to Maintenance Reserve Account

An incremental step-up amount on maintenance with a cap of $500,000 annually is assumed.