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9 Collage Court

Cherry Hill, New Jersey 08003


856.264.8895 (p)
206.202.1088 (f)

September 30, 2015


MEMORANDUM
TO:

Jerry Keyser

FROM:

Mitchell Ziets

RE:

Tipping Point Sports Background Information

I enjoyed our conversations today regarding the Raiders project. As promised, I wanted to provide you
with my background information.
TPS Background
Tipping Point Sports, LLC (TPS) is a sports advisory firm that I formed in 2011. TPS focuses on three
core areas: (i) stadium lease negotiations and finance; (ii) M&A advisory and (iii) franchise valuations.
I have been a financial advisor and investment banker in the sports industry since 1988, with transaction
volume in excess of $7B. Prior to TPS, I ran MZ Sports, LLC for eight years and then spent two years at
Evolution Media Capital. During that time, I have advised on over sixty stadium and arena projects.
With a background in public and corporate finance, I have focused a considerable amount of time on
developing optimal public and private financing solutions for sports facilities, with a particular emphasis
on bridging funding gaps with creative financing solutions. I have structured a broad array of sports
facility financings, ranging from tax-exempt bonds to bank loans, from corporate bonds to private
placements. During my career, I have negotiated leases, and/or structured and raised financing, for arenas
and stadiums for the 49ers, Bengals, Eagles, Falcons, Ravens, Chargers, Dolphins, Lakers, Cavaliers,
Sacramento Kings, Penguins, Devils, Florida Panthers, Blue Jackets, Predators, Padres, Phillies, Orioles,
Brewers, Twins, Reds, Rangers, Red Sox, Marlins and a new arena in Seattle. Currently, I am advising
on four sports facilities.
In addition to my background in sports facilities, I have advised on more than forty M&A transactions.
My role on these deals includes leading the due diligence efforts, negotiating terms of the purchase
agreement, developing financial models for lenders and equity, valuation, assisting on the partnership
agreement, and structuring and advising on the capital raise. I have advised successful buyers of, or
investors in, the Steelers, Cavaliers, Sonics, Dodgers, Nationals, Padres, Red Sox, and Ducks, as well as
the prospective Seattle buyer of the Sacramento Kings.
I look forward to speaking soon.

Jerry Keyser
9/30/2015
Page 2

Sports Facility Advisory Experience


I have advised on the following sports facilities starting with Camden Yards in 1988.
Client

Project

Date

Ballparks

Boston Red Sox


Boston Red Sox
Baltimore Orioles
Tampa Bay Rays
Los Angeles Dodgers
Florida Marlins
Kansas City Royals
VA Baseball Stadium Authority
City of Oakland
Minnesota Tw ins
City of Philadelphia
San Diego Padres
New York City
Hamilton County, OH
State of Wisconsin
City of Arlington, TX
Maryland Stadium Authority

Minor League ballpark


Spring Training ballpark
Spring Training ballpark renovation
New ballpark
Ballpark renovation, financing
New ballpark
Ballpark renovation
New ballpark, relocation
New ballpark
New ballpark
New ballpark
New ballpark
New ballparks
New ballpark (Reds)
New ballpark
New ballpark (Rangers)
New ballpark

2015
2008-2009
2008-2009
2008
2004-2005
2002-2005
2002-2005
2002-2004
2002-2003
2000-2001
1998-2000
1997-2002
1996-1999
1995-1999
1995-1996
1991-1992
1988-1999

Stadium s

JMI Real Estate (San Diego)


University of Kentucky
Miami Dolphins
City of San Diego
DC United
City of Anaheim
Atlanta Falcons
NJ Sports and Exposition Authority
San Francisco 49ers
City of Philadelphia
City of San Francisco
Hamilton County, OH
Maryland Stadium Authority

New stadium
Financing
Stadium renovation
New stadium
New stadium
New stadium
Lease, renovation, new stadium
New stadium
New stadium
New stadium
New stadium
New stadium (Bengals)
New stadium, relocation

2015
2014-2015
2009-2012
2009-2010
2007-2009
2004-2005
2002-2007
2002-2005
2001-2009
1998-2000
1996-1997
1995-1999
1988-1999

Arenas

Anaheim Ducks
Florida Panthers
Cleveland Cavaliers
Milw aukee Bucks
Seattle, NBA/NHL Franchises
Columbus Blue Jackets
Phoenix Coyotes
NBA
City of Las Vegas
Nashville Predators
New Jersey Devils
NJ Sports and Exposition Authority
Sacramento Kings
City of Louisville
Pittsburgh Penguins
Phoenix Coyotes
City of Los Angeles

Arena Valuation
Lease
Renovation, lease
New arena
New arena, lease
Arena lease restructuring
Arena lease restructuring
Lease analysis - Magic, Nets
New arena
Arena lease restructuring
New arena
Renovated arena
New arena
New arena
New arena
New arena (Scottsdale)
New arena

2014-2015
2013-2015
2013-2015
2013
2011-2015
2008-2009
2008
2007-2009
2007-2008
2007
2006-2007
2003
2001-2006
2001-2002
2001-2007
1999-2000
1996

Jerry Keyser
9/30/2015
Page 3

Sports M&A Advisory Experience


In addition, I have advised on the following sports property acquisitions since 2001.
Team
MLB

NBA

San Diego Padres


Boston Red Sox (LP)
LA Dodgers
New York Mets (LP)
Houston Astros
Texas Rangers
San Diego Padres
Chicago Cubs
Atlanta Braves
Washington Nationals
Milw aukee Brew ers
LA Dodgers
Anaheim Angels
Boston Red Sox
NBA Franchise (LP)
Minnesota Timberw olves
Seattle - NBA Franchise
New Orleans Hornets
Philadelphia 76ers
Golden State Warriors
Charlotte Bobcats
Memphis Grizzlies
Seattle Supersonics
Philadelphia 76ers
Portland Trailblazers
Cleveland Cavaliers
Atlanta Haw ks

NFL

Pittsburgh Steelers (LP)


Minnesota Vikings

NHL

Seattle Franchise (LP)


Dallas Stars
Pittsburgh Penguins
St. Louis Blues
Anaheim Ducks
Atlanta Thrashers
Buffalo Sabres

MLS

DC United (seller)
FC Philadelphia (LP)

MiLB

Portland Beavers (seller)


Salem Avalanche
Portland Beavers

Other

Liverpool Football Club


PRCA (Rodeo)
Georgia Force

Close
X
X

X
X

Date
2012
2012
2012
2011
2010
2009-2010
2008-2009
2006-07
2005
2005-07
2004
2002-04
2002
2001
2013-2014
2012
2012-13
2011-12
2011
2010
2008
2007
2006-07
2006
2006
2004-05
2003
2008-09
2004
2013-2014
2010-2011
2006
2005-06
2004-05
2003
2002
2009
2008

X
X
X

2009-10
2007
2006-07

2008
2004-05
2004-05

Jerry Keyser
9/30/2015
Page 4

Mitchell Ziets Bio


Mitchell Ziets formed Tipping Point Sports, LLC in 2011 after leading Evolution Media Capitals Sports
Finance and Advisory practice. Prior to joining EMC, Mr. Ziets founded and served as President and
CEO of MZ Sports LLC, a boutique sports advisory firm. In his twenty-five plus year career in sports
finance, Mr. Ziets has advised team owners, municipalities and investors on more than eighty franchise
acquisitions, financings and stadium and arena development projects and has raised over $7 billion for his
clients.
Since 2001, Mr. Ziets has advised on over forty acquisitions of sports properties, and since 2004, has
advised buyers on successful acquisitions of, or investments in, the Washington Nationals, Los Angeles
Dodgers, Cleveland Cavaliers, Pittsburgh Steelers, San Diego Padres, Boston Red Sox, Anaheim Mighty
Ducks and Seattle Supersonics, among others. For Advisory assignments, Mr. Ziets conducts financial
and operational due diligence, develops financial projections, provides asset valuations, advises on deal
structure, raises acquisition debt and equity and leads the league approval process.
In addition, Mr. Ziets has a long history advising teams and public entities on new or renovated stadiums.
His client roster includes some of the nations most well-known sports facilities including Consol Energy
Center, Quicken Loans Arena, Prudential Center, Nationwide Arena, Staples Center, BB&T Center,
Bridgestone Arena, Oriole Park at Camden Yards, M&T Bank Stadium, Dodger Stadium, Miller Park,
Paul Brown Stadium, the Georgia Dome, Lincoln Financial Field, Citizens Bank Park, Great American
Ballpark and Petco Park. Because of the media scrutiny and controversy that often surround these
projects, Mr. Ziets develops strategies and lease terms that reflect the delicate balance between political,
fiscal, legal, and financial realities. With a background in corporate and municipal finance, Mr. Ziets has
structured and executed financing plans which include municipal, team and project debt.
Highlights of Mr. Ziets projects include the following:

Advised the Lerner Family on its $450M acquisition of the Washington Nationals;
Assisted the Philadelphia Eagles on its unprecedented structured financing for Lincoln Financial
Field, which included an insurance wrap on a commercial paper program with a long-dated swap;
Developed and implemented the financing plan and negotiated lease terms for the San Diego Padres
new ballpark which has spurred significant real estate development in downtown San Diego;
Advised Dan Gilbert on the acquisition of the Cleveland Cavaliers and the operating rights to Gund
Arena;
Implemented a forward swap for the Maryland Stadium Authority that saved $15 million, money that
was used to bring football back to Baltimore;
Crafted the financial structure for Miller Park in Milwaukee which achieved tax-exempt status
through the unprecedented use of joint ballpark ownership;
Advised Henry and Susan Samueli on the acquisition of the Anaheim Mighty Ducks from the Walt
Disney company;

Mr. Ziets received an M.S. in Operations Research from the University of California, Berkeley and is a
graduate of the Wharton School of the University of Pennsylvania, where he received a Bachelor of
Science Degree in Economics with a double major in Operations Research and Actuarial Science. In
2000, Mr. Ziets was selected as one of the Top 40 Under Forty leaders in the Philadelphia region by the
Philadelphia Business Journal and as one of the top Forty Under Forty Sports Executives by the Sports
Business Journal.

Jerry Keyser
9/30/2015
Page 5

Relevant Articles

Ziets finds strength in small


numbers at sports consulting
agency
Published 07/07/03
Mitchell Ziets, the "M" and the "Z" in boutique consulting agency MZ Sports, went into a recent interview with a potential
new client, accompanied by the firm's vice president, Peter Wilhelm.
"We come in for the interview and we kid them and say, 'The whole firm's here. That's how committed we are to you,' "
Ziets said.
His lean MZ agency, specializing in arena and stadium finance and franchise acquisition within pro sports, was born just two
years ago. Ziets, the president and CEO, backs up his pledge of commitment with 14 years of experience that involves arena
and stadium financing packages in Milwaukee, Philadelphia and San Diego.
In Ziets' business, you enjoy the occasional lighter moment when the opportunity arises because much of the work is number
crunching, negotiating and researching. During the late 1980s, such pro teams as the Baltimore Orioles and Miami Dolphins
were entrenched in municipal and state government funding talks to deliver new stadiums. About the same time, NBA and
NHL team owners were becoming enamored of privately financed arenas.
This calm before the storm of frenzied stadium and arena deals that dominated most of the 1990s and ushered in the era of fan-friendly sports
facilities coincided with Ziets' arrival in 1988 at Philadelphia-based Public Financial Management, a firm specializing in municipal financing
plans with little involvement in sports.
"I kind of fell into [sports finance]," said Ziets, at the time a freshly minted University of California graduate with a master's degree in operations
research. " I could have been assigned to resource recovery which is trash [management] or I could have been assigned to water and sewer
projects, but instead I got assigned to the brand-new sports group PFM had just formed."
Ziets had been out of sports as an active participant since playing high school baseball. Looking back, he recognized that
exposure to sports has had less to do with his career progression than his natural inclination to thrive on negotiating and
creative deal-making. It has led him beyond stadium finance projects and into representation of investor groups positioned
to buy pro teams, as well as to working on behalf of owners looking for qualified buyers.
"It's one of those [careers] that builds on the prior deal, and you just learn as you go," he said.
After leaving PFM and following a brief stop at the financial firm Legg Mason, Ziets launched MZ Sports. As a negotiator,
he has represented groups in discussions to buy the Anaheim Angels, Boston Red Sox, Los Angeles Dodgers and Buffalo
Sabres.
These include some of the best-known franchise brands in sports, conjuring images of Sandy Koufax, Ted Williams and others. But the career
path to fueling the financial engines of these properties has little connection to fastballs and home run power. For those envisioning a job similar
to Ziets', what's essential is an expertise in due diligence analysis of franchise values, financial modeling and tax code deciphering.
According to Ziets, what's necessary to succeed in the area of stadium development are experience and skills in structuring a financial plan and
raising capital to support it. As Ziets discovered in working for the San Diego Padres on a $1 billion stadium and entertainment complex, the
process can become all-consuming.
"I worked on that deal for five years [at PFM]," he said. "That is an incredibly long time to work on one deal, but we started before [the Padres'
ownership] sat down with the city to start negotiating the deal. It was a fairly typical California deal, where there's no state money and you have
to cobble together a whole lot of different things."

Jerry Keyser
9/30/2015
Page 6

Jerry Keyser
9/30/2015
Page 7