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Board of Aldermen 4-14-2020 Page 2

The roll call was taken with 13 members of the Board of Aldermen present: Alderman Michael B. O’Brien,
Sr., Alderman Patricia Klee, Alderwoman Shoshanna Kelly, Alderman Richard A. Dowd, Alderman June M.
Caron, Alderman Benjamin Clemons, Alderman Lopez, Alderman David C. Tencza, Alderman Ernest Jette,
Alderman Jan Schmidt, Alderman Brandon Michael Laws, Alderman Harriott-Gathright and Alderman
Wilshire. Alderwoman Elizabeth Lu had technical difficulties and was recorded after roll call. Alderman
Skip Cleaver was recorded absent.

Mayor James W. Donchess, Corporation Counsel Steven A. Bolton, Kim Kleiner, Administrative Services
Director, and Justin Kates, Emergency Management, were also in attendance via teleconference.

Alderman O’Brien

Present and | am by myself.

Susan Lovering, City Clerk

| can hear you; can you hear us Alderman O’Brien?
Alderman O’Brien

Yes, | can.

Susan Lovering, City Clerk

Thank you very much. Alderman Klee?

Alderman Klee

Yes, | am home, my husband my 2 greyhounds are in the house with me but not in the room at the moment
and | can hear you.

Susan Lovering, City Clerk

Thank you. Alderwoman Kelly? Alderman Dowd? President Wilshire, can you hear me?
President Wilshire

| can hear you fine Sue.

Susan Lovering, City Clerk

Alderwoman Kelly can you hear us?

Alderwoman Kelly

Can you hear me, can you hear me?

President Wilshire

| can hear you now.

Alderwoman Kelly

Ok | am here, | am alone.

Board of Aldermen 4-14-2020 Page 3
Susan Lovering, City Clerk

Thank you very much. Alderman Dowd? I'll come back to Alderman Dowd and continue. Alderman
Caron.

Alderman Caron

I’m here and | am alone and | can hear you.

Susan Lovering, City Clerk

And | can hear you as well, Alderman Caron, thank you. Alderman Clemons?
Alderman Clemons

Hello?

Susan Lovering, City Clerk

Alderman Clemons?

Alderman Clemons

Yes, | am here, | am by myself and | am participating via phone.
Susan Lovering, City Clerk

Thank you very much. Alderman Lopez?

Alderman Lopez

I’m here, | am sitting by my computer and | am alone.

Susan Lovering, City Clerk

Thank you. Alderman Tencza?

Alderman Tencza

| am here and | am alone.

Susan Lovering, City Clerk.

| can hear you Alderman Tencza, can you hear the proceedings?
Alderman Tencza

Yes, | can.

Susan Lovering, City Clerk

Thank you. Alderwoman Lu? Alderman Jette?

Board of Aldermen 4-14-2020

Alderman Jette

| am here, | can hear you and | am alone.

Susan Lovering, City Clerk

Thank you. Alderman Schmidt?

Alderman Schmiat

| am here, | can hear you and | am alone.

Susan Lovering, City Clerk

Alderman Laws?

Alderman Laws

| am here, | can hear you and | am alone.

Susan Lovering, City Clerk

Thank you. Alderman Cleaver? Alderman Harriott-Gathright?
Alderman Harriott-Gathright

| am here, | am alone and | can hear you. Alderman Wilshire?
Alderman Wilshire

| am here, | am alone and | can hear you.

Susan Lovering, City Clerk

And I'd like to go back to Alderman Dowd? | believe he was on before.

Alderman Dowd

Yes, | can hear you, | am by myself, practicing social distancing and | guess that’s it.

Susan Lovering, City Clerk

And | can hear you as well. Thank you. We have 13 present Alderman Wilshire.
President Wilshire

Thank you. Is Mayor Donchess with us?

Mayor Donchess

Yes Madam President.

REMARKS BY THE MAYOR

Page 4

Board of Aldermen 2-06-2020 Page 22

Ms. Novotny

| am not a CPA however | provided a CPA with all the information for 2019 and that CPA has not asked and
they do all of the 990’s for several non-profit organizations; they haven’t asked for the names.

Mr. Ladd That will be interesting, see | do have an advantage, unfortunately why | asked this question, is | was
an auditor for the IRS for charities. So it’s a typical document for me to request this information, it’s not a
difficult thing, which | did for 15 years. So it will be interesting to see when the form does get filed and then of
course it is substantially missing information it can be considered not filed. So that is another question.

Ms. Novotny

| can assure you that we are going to give the CPA everything he requests.

Mr. Ladd Alright if you could pass that along that would be helpful thank you.

Ms. Novotny

| will.

Tom Lockland Thank you, I’m on Nichol Lane. The way that | understand this is that this is not an extension it
is just a removal of the timeframe which in essence gives an unlimited amount of time and from what we can a
relatively unlimited budget to prepare to spend $15 or $25 million dollars. Between November of 2017 and July
of 2019, the non-profit wasn’t formed. That started in August of 2019, which means any donations prior to that
went through the City. How much was obtained between November 2017 and July of 2019, how much was
raised, that’s my question.

Ms. Novotny

Our fundraising began in August of 2019.

Mr. Lockland OK understood. Parents like myself, we experience that we don’t have enough money for certain
things. At Main Dunstable in Ward 5 we do not have enough money nor are we provided any funding to
replace a playground. 488 children upwards of 3 times per day can use this playground, but the parents must
fund this. | don’t see how we are here talking about this when things like that, when parents are forced to raise
money for a playground that their children play on every day. We seem to have enough money to spend $16
million before overruns on a Public Works Project or $94 million before overruns on a school we can’t physically
access or $150,000.00 on a boat launch, or $65,000.00 for blinking crosswalks, or $40,000.00 on establishing
an arts district. We seem to have enough money to renovate the Aldermanic Chamber. And with all those
things that we have money for, | don’t think that we really do, | think that we are just saying that we do.

The Performing Arts Center in 2017 passed by 151 votes. Since 2017, no fewer than 400 student voters left
this town, so it’s safe to say in 2020 it doesn’t reflect 2017’s voting viewpoint. We voted on the referendum and
it is going to expire. | firmly believe that if anything is going to change, it needs to go back to the voters. Thank
you.

Deborah McLaughlin 19 Salmon Brook Drive. A lot of discussion has been discussed this evening in regards
to the pros and the cons of the center itself, but as you said, we are here to discuss about the deadline. | own
the company the Renegade Leader Coach & Consulting Group. | work with national and global enterprises that
are facing change; ones that are changing technology, ones that are facing mergers and acquisitions or they
are reacting to market or industry changes or compliance changes. All of them have to move quickly with
change. What | did hear tonight was a list of long-term excuses, honestly is how | heard it that if any corporate
office were to be having a board room of a list of excuses | don’t know if all those people would be there the
next week.

Board of Aldermen 2-06-2020 Page 23

So what | am asking is yes | understand that were in the process of an amazing thing, however, and there is
some work still to be done, but what | do ask as you cast your vote and as you are thinking about this, is not to
have an open deadline. What is realistic? What is your commitment back to the people of a deadline so that
everybody does the work that is necessary to achieve this goal.

Beth Scaer East Hobart Street. | heard the Mayor say this project was well thought out. If it was, why didn’t
you raise the $4 million dollars. You have already proven that this project was poorly conceived and poorly
managed. | want to thank my Alderman June Caron for pledging to vote against this amendment and | hope
the rest of you can do that as well. The Mayor has already said we are going to see property taxes going up
because of the healthcare costs and we can’t afford this. Thank you.

TESTIMONY IN FAVOR

Rich Lannan Good evening, Rich Lannan, 11 McGrath Road in Pelham. | live in Pelham but my office has
been in Nashua for about 42 years. | own property downtown and | am a glutton for punishment and am pretty
much on every single PAC meet committee since its inception. | started with the Duncan Webb study, | was
asked to be on a study group to discuss and look into starting a Performing Arts Center and there was a good
group, there were some Aldermen involved, there was public involved, it was a good — and | a learned a lot at
that. That’s when we vetted out several different consultants and Duncan Webb was hired. One thing, just for
the people who don’t know at that point, when that study was started, we gave them some criteria of what we
really want. What was our wish list? And the wish list was obviously the Performing Arts Center, at the time
the Symphony was requested if we could house them, 1,500 foot theater and the two biggest parts of that,
beyond cost which is obviously a very important thing, was can Nashua support a Performing Arts Center? We
asked all of the people and all of the people we talked to that was interviewing to being our consultants,
including Duncan Webb, all these people were unbiased because they were not going to build this. So they
pretty much said, half the time we come back and say, sorry folks we have bad news, you can’t support it. So
that was good to hear from all of them and Duncan Webb really stressed that, that half the time he comes back
and he hates walking into a room and giving the bad news.

It wasn’t until far into his study, well along and all was talked about new theaters built on Spring Street, on High
Street, renovating Keefe, renovating Court Street, 201 Main Street wasn’t on the radar because Alec’s Shoes
was there. So it wasn’t until far into that project consultant stage, when Alec’s Shoe decided to move and that
became available; so that was two different time periods. But when he came back, two things that | remember
clearly was, “| have good news and bad news, the good news is | think Nashua can definitely support it” and he
gave us all the reasons why but probably more like 500 or 550 seats at that time. That's way before there was
a Steering Committee or a Campaign Committee or any other Committee, it was a feasibility committee out to
see what can Nashua support.

So from then eventually, fast forwarding, obviously we eventually came before the Board of Aldermen a couple
of years ago. When the Board of Aldermen gave the vote of no, it went to the public, the majority of the public
voted obviously in favor. When it came back to the Board there was nobody on that Committee at that time that
said, “don’t worry, we are going to raise $4 million dollars and we are going to do it in 2 years’. That was
imposed by members of that Board of Aldermen at that time. It was an arbitrary number saying, “we want $4
million dollars raised” and it was arbitrary to say, “we'll give it 2 years”. Nobody asked for that so it wasn’t like
folks, we are going to raise $4 million dollars, give us two years, it'll be done. There wasn’t really a Committee
even at that point that was even asking for that. It wasn’t until that vote was done that the Steering Committee
was formed and the work really started.

Going again, fast-forwarding a little bit because I’ve been involved in the Steering Committee, I’m on the Capital
Campaign Committee and as Deb said earlier | am the President of the newly formed 501(c)3. | will say some
people | knew already and a lot of people | have gotten to know that | have never known before. There were
people that are here tonight and spoke like Mark Thayer and Lindsay, that | never knew before, and very
impressed with all 3 Committees of the knowledge and very diverse a of different opinions, a lot of knowledge
came out of those. And all 3 Committees have worked extremely hard, a lot of hours and whether there was a
$4 million dollar amount, whether you eliminated the $4 million dollars altogether, whatever number, what time

Board of Aldermen 2-06-2020 Page 24

period, | can assure the public and ensure this Board. Our Committee that we meet originally was once or
twice a month and we are literally meeting weekly and you know Deb and | and a few other people that are
here on the Capital Campaign Committee, | mean there is not a day goes by that there is not conversations and
there is not a day goes by that one us if not multiple many of us that are meeting with potential donors.

Being around like | said for all 40 years in Nashua I’ve gotten to know a lot of people in business and made a
lot of friends and | have never had one person that I’ve talked to about donating to this have said “no”. And I’ve
talked to a lot of people. I’ve been successful in getting donations so far, and a lot of them like Deb has
explained thoroughly, it is a big number, especially when we are talking 5, 6 and 7 figures, it takes time for
some of these businesses and people to make decisions. Again | haven’t had a “no” yet; it has either yes done
or it is in the process and | am very confident that we are going to raise as Deb said, $2.5 million plus.

Just a couple quick clarifications, Deb probably had a 20 minute thing and Thank God that Mayor Donchess
already said most of the things that | was going to say earlier so | totally turned direction with what | just said. I'll
finish up here, as far as the Bank of America. Bank of America | know has reported that $250,000.00 and there
was conditions put on that and everything, that’s not accurate. Basically the $250,000.00 we already have half
of it, it has already been given. The other half | think is next year. So that has been committed and the
condition and | think they even mentioned a condition. The condition is no different than if somebody in here
donated $5,000.00 which is or you know or !0, 15, $25,000.00. It is not a written condition and they did not give
us any written conditions. The condition is in the contract. If, for whatever reason, unfortunately this things
fails, you get your money back. So the only condition which is not a written condition, if we do give them the
$250,000.00 back just like everybody else gets their $10, $25 or $50. So it’s some misconceptions out there in
that regard. We are going to continue no matter what circumstances you put on us, but not having the time, we
just don’t see why there was ever a timetable to begin with. It’s there, and we would encourage you to vote to
eliminate that but the Committee will continue no mater was is done. The Committee is going to continue
working hard and | assure you, this will get done. Thank you.

Paul Shea So good evening, my name is Paul Shea, | am the Executive Director of Great American
Downtown. We have a mission centered around Economic and Cultural Vibrancy here in our downtown which
of course impacts the broader community. | am also a resident of Nashua. | live in French Hill since 2009,
we've lived there on Toll Street. Ona personal level | am very enthusiastic about this project. But | also came
this evening to convey the support of our Full Board of Directors. The meeting has gone on long and I’ve
already sent you a promo letter kind of conveying that and why we feel that we are in support of lifting the time
limitation, so that the work can continue to the success of this project and | wanted to come up to reiterate that
simply.

A couple important items to correct that have been discussed tonight: in terms of filing, we file annually our
taxes with the State of New Hampshire. There is a threshold of $500,000.00; we’ve looked at this because our
organization has continued to grow. This scope of our programming and thus our budget and it is a threshold
of $500,000.00 when you get into nitty gritty detail work that needs to be submitted. The simple 990 filing with
the State of New Hampshire along with the form certifying that information is accurate, it is generally the
practice for lower revenue operations. Much of the activities taking place this year, | cannot imagine that the
threshold was exceeded last year.

Another item, we have talked about the scope, audience size that was recommended in terms of the project by
the Webb Consulting Group. The Executive Summary of the Report does actually outline a 500 to 700 person

space. So pushing the envelope to a 750,000 space helps to maximize this investment and in conjuncture with
feedback from the operator, it is a good move.

It was touched upon this evening of whether or not the space will be flexible and meet the recommendations of
the consulting group to be a convention and event space. This design continues to incorporate the
recommendation of the Webb Group which calls for flexible floor plan on the lower level with the telescopic
seating. | was very happy to get to kind of test out those chairs yesterday at 201 Main Street. Lots of great
options but with that, this design continues to meet that recommendation of the group.

Board of Aldermen 2-06-2020 Page 25

It has also been touched upon tonight the extent to which the City of Nashua has followed through with some of
the other recommendation and met the need of the broad artists community. | am very happy to see the
establishment of a set of artist studios at Court Street, attention and investment in the Court Street facility to the
benefit of the users there and a great deal of consideration when looking at the future of Keefe Auditorium.
Again we are in favor of this and we appreciate all the hard work that has gone into it and thank you all.

TESTIMONY IN OPPOSITION

Ken Siegel 2224 Parker Street Lowell, this will be less than 60 seconds Mr. Chairman. Very quickly, | was the
one that came up with the 2 year threshold. | am fairly confident that | know where it came from so | have to
take issue with Mr. Lannan’s characterization that implied that is somehow capricious or arbitrary; it was neither
and it was based on a discussion that | had as | said before. Again reiterate | believe you should keep some
sort of deadline in there.

Separate from that | believe that to solve the problem of the Aldermen being unaware of the funding, | would
suggest to the President, Alderman Wilshire, go into closed session. We've done it a million times, go into
closed session and you can provide all the information necessary, the Aldermen are bound to secrecy and then
you can make an intelligent vote. | frankly wouldn’t vote on anything of this magnitude without having a fairly
clear cut idea of what the funding situation is. Thank you.

Mike Soucy 3 Roseann Circle. | am going to take less time than my former Alderman friend Ken Siegel. | am
absolutely in favor of the closed session. Please do it, you'll have the facts that you need.

Laurie Ortolano Berkeley Street, I’ll be quick as well. A lot of interesting information came out here tonight, a
lot of timelines and frames. | would request that in the future, you have a spec sheet or a document that’s on
the table for the public to show where we started and where we are now with a breakdown of the finances that
have gone into this project. | mentioned that before when we did the school project and | think we are missing
a lot of information as the public to be able to track what is going on. Some of us can’t dig it all up ourselves,
and we are busy and it would be super helpful if you would provide that tracking mechanism.

Karen Bill 95 Parnell Place, Nashua. | don’t know how you can allow this to go forward as a governing body
how you could even vote to extend it because it was voted on with 155 people, the vote won by 155. You know
there were 551 people in that election that did not vote on Resolution #2. | did hours’ worth of homework
investigating this. 551 didn’t even vote on Resolution #2. Why? | had to ask myself why. You read it and you
know you might be a person that says, “I don’t get this” or “I’m a little older’ or “Ill never go to the Performing Art
Center’. | have not voted on a Resolution before because | didn’t understand the wording and | am an
intelligent individual. So 551 registered voters didn’t even answer the question. And the people that voted in
favor were again led to believe there was $4 million bucks out there and in 2 years it could be done. It didn’t
happen.

You can’t have a moving target of we are just going to move it, we are going to move, we are going to move it.
Are you going to two more years? Are you going to do three years? Because nobody is going to want an
open-ended end to the money. And the money, the money, how much more money? This guy, every meeting
with a calculator. | don’t think we have all the information by far. | don’t think we have accurate information by
far. | don’t think we have a true cost by far. | don’t care if you have if you have 30 people in line to donate, they
are in line, the money is not on the table. You cannot have this go forward. | think that you, | don’t know your
name, let the voters decide. How can you do anything but with a new budget, with a firm deadline and with
reality. Because shame on us for even going forward not knowing what had to be done until a year, year and a
half in. It doesn’t fly. Thank you.

Gordon Jackson | didn’t get to add these couple of points here and this comes directly on what we are
speaking of this evening and the study that is going full circle, the Capital Campaign Feasibility study and just
several comments in this that popped out because they used as the basis, they interviewed | think it was 30 to
35 leading, key word — leading members of the community, business so forth and so on. And they interviewed
them about what they thought this whole process was doing.

Board of Aldermen 2-06-2020 Page 26

So these things popped out and | quote right from it. “In terms of concern, two themes as well as others rise to
the top. There is a deep distrust of the City’s ability to manage the project and if it is not done right, it will fail.
And secondly, “skepticism voiced by 10% stated the City should not be investing public money and the project
cost is way too high”. That’s by their consultant. And then there are other concerns again as | said, deep
distrust of the City and inability to do it and it’s not done right and unfortunately, | can’t find the other pages right
now. But if you go back and review this, you will see all of these comments that were raised by these 35 or 30
or so individuals.

Matthew Plante 17 Roby Street. | am just speaking solely for myself this evening. | had some notes but | will be
a lot more brief. | wonder if we went back to those voters who voted in favor of this and explained to them that
the cost increased from $15 something million to $20 something million and the public portion of it decreased
from 4 to 2 % that we are hearing tonight, how they would vote. I’m thinking that probably fewer people would
vote in favor, just in general.

The other thing is there is a lot of discussion about all the activity with this, all the work and a lot of meetings
and committees. And in my years in corporate life, we were cautioned that activity is nice but it shouldn’t be
confused with results. Thank you.

Chairman Dowd

Anyone else want to speak in opposition? Do | hear a motion?

ADJOURNMENT

MOTION BY ALDERMAN O’BRIEN TO ADJOURN
MOTION CARRIED

The special meeting was declared adjourned at 9:29 p.m.

Attest: Susan K. Lovering, City Clerk

B\ THE CITY OF NASHUA "The Gate City”

Economic Development

To: Lori Wilshire, President Board of Aldermen
From: Tim Cummings, Director of Economic Development

Date: February/2020

Re: Project Status Update for the Performing Arts Center & Analysis of R-18-001

Purpose of Memo
Iam writing this memo to provide an update for the Performance Arts Center project.

Analysis of R-18-001 — “What Does the Legislation Do”
This legislation strikes the two-year time period for raising the $4,000,000.

Background Context Relative to Timeline

The following is being provided in an effort to give you a general context for the timing necessary to get
this project up and running. The fact is, there was a lot of initial upfront work necessary creating,
establishing and developing the differing entities that are the vehicles bringing this project to fruition.

First, the Resolution authorizing the Performing Arts Center was passed in the winter of 2018. From
there, getting the Steering Committee populated and functioning was the next order of business and this
took time (there are many stakeholders involved). From there, the Steering Committee needed to
organize itself and develop a rhythm, which is vitally important for the project’s success and again takes
time. The culture that developed is one where the committee works and acts in a very collaborative and
consensus building manner. The Steering Committee developed three working groups focused on
operations, design and fundraising.

These working groups met throughout the spring and summer of 2018 and beyond. Simultaneously, there
was a public procurement process to solicit architectural and engineering firms along with an operator and
construction manager. This all occurred in the latter half of 2018. I would be remiss not to point out the
Performing Arts Center tour, which occurred in the summer of 2018 as well. The tour was a great team
building exercise and helped to educate and give a frame of reference.

We did not engage the architect/engineers and construction manager until the winter of 2018/early 2019.
Please remember we had the untimely passing of the Chair of the Performing Arts Center Steering
Committee, President Brian McCarthy, which understandably delayed some committee business as we
needed to reorganize ourselves.

Simultaneous with above, the Steering Committee’s Working Group, focused on fundraising, was
organizing and beginning to tackle the challenge of raising private money for the Performing Arts Center.
A public procurement process occurred in the spring of 2018 to solicit a fundraising consultant. Once the
selection was made to hire Full Circle Consulting, a fundraising assessment/feasibility study began where
30-ish interviews over a four to eight week period occurred during the summer of 2018. This led to the
recommendations and development of a capital campaign plan.

One of the more pressing items that developed was the need to create and organize a Capital Campaign
Committee. Recruiting and forming a Capital Campaign Committee occurred throughout the entire fall of

2018 and the first Capital Campaign Meeting occurred in December of 2018. However just because the
Capital Campaign Committee was formed does not mean solicitations started. Once the recruitment
period occurred, an onboarding and educational process ensued. A lot of the volunteers acknowledge that
this was their first capital campaign and an education effort transpired during the better part of the winter
of 2019, into early spring. Ironically, as the Capital Campaign Committee was being formed, the design
process was just starting to get underway in January of 2019. The two efforts need to go hand and hand
because you cannot realistically solicit donations until a concrete design is achieved. Being the very high
profile public nature of this project, a robust committee process and public engagement piece occurred on
the design, which meant that designs were not recommended by the Performing Arts Center Steering
Committee until June/July of 2019 or approved by the Board of Aldermen Infrastructure Committee until
August of 2019.

Conversely, the fundraising effort did not begin in earnest until the end of the summer in 2019. However,
the Capital Campaign Committee did not sit idle during spring/summer of 2019; there were a lot of “soft
meetings” taking place to develop leads.

Additionally, during the preparation and organizational phase in spring of 2019 there was an agreement
reached with City Arts Nashua to be the fiscal agent as a precursor to the 501c3 entity (that was formed in
the summer of 2019).

It was during the spring of 2019 that an application for CDFA tax credits occurred. I’m pleased to state
the application was successful and the project was awarded tax credits in the summer of 2019, which was
a great way to jumpstart the fundraising.

Fundraising efforts did not start in earnest until the end of summer/early fall of 2019.

In conclusion, the two year timeframe verbiage was included in the original resolution as an amendment
the night of the vote to do what it’s doing now — to be a distraction and cause angst amongst those who
are working so hard to bring this project to fruition. It was added by the project opponents as a way to
disrupt momentum and was done with no thought or consideration. It was never the intention when the
fundraising timeline was originally discussed during the feasibility study for it to be memorialized. It was
originally discussed as a plan or a guidepost and we should all recognize that some of the best laid plans
need to change and evolve. If the committee wasn’t working and gaining momentum, I could understand
a concern being raised, but this couldn’t be the furthest from the reality of the situation. The Capital
Campaign Committee is working tirelessly and they are appealing for more time.

Recommendation
Approve the R-18-001 to allow for more time for the project fundraising to occur.