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Shepherd relocate, CEBA AppMEMORANDUM TO: FROM: SUBJECT: August13,2003 The Honorable Mayor and City Council Members Michael C. Van Milligen, City Manager Shepherd Incorporated Community Economic Betterment Account (CEBA) Application Shepherd Incorporated, a company founded in Dubuque, now located in East Dubuque, has changed ownership and has announced a proposal to relocate their existing workforce of 43 persons to the Weber Paper Building, currently under renovation by Lower Main Development LLC. In addition to the existing employees, the company plans to add three additional within the next 24 months. Economic Development Director Bill Baum recommends City Council authorization to submit a Community Economic Betterment Account (CEBA) program application for a $117,000 partially forgivable loan to the Iowa Department of Economic Development on behalf of Shepherd Incorporated. A local match is required for a CEBA application. The City's match will be the tax increment financing funds that have already been offered to the developer, Lower Main Development, LLC, as part of the Weber Building renovation. I concur with the recommendation and respectfully request Mayor and City Council approval. Michael C. Van Milligen MCVM/jh Attachment cc: Barry Lindahl, Corporation Counsel Cindy Steinhauser, Assistant City Manager Bill Baum, Economic Development Director CITY OF DUBUQUE, IOWA MEMORANDUM TO: FROM: SUBJECT: August 13, 2003 Michael Van Milligen, City Manager Bill Baum, Economic Development Director Shepherd Incorporated Community Economic Betterment Account (CEBA) Application INTRODUCTION This memorandum presents for City Council review and approval a resolution authorizing the submission of a Community Economic Betterment Account (CEBA) program application to the Iowa Department of Economic Development on behalf of Shepherd Incorporated, a full service book production company currently located in East Dubuque, Illinois. BACKGROUND Shepherd Incorporated, a company founded in Dubuque, now located in East Dubuque has changed ownership and has announced a proposal to relocate their existing workforce of 43 persons to the Weber Paper Building, currently under renovation by Lower Main Development LLC. In addition to the existing employees, the company plans to add three additional within the next 24 months. The expansion is conditioned on the approval of a State of Iowa CEBA application on behalf of the company. As required by the CEBA program, application requires a commitment of City funds to the project. The City's contribution is to the developer: a $150,000 Tax Increment Grant that has been offered as part of a memorandum of understanding between the City and Lower Main Development LLC. DISCUSSION To help fund this expansion, the Company has requested a partially forgivable CEBA loan of $117,000. The CEBA application is in the process of being completed. Attached are relevant pages from the application, as well as a listing of positions, wages, and benefits. RECOMMENDATION I recommend that the City Council authorize the submission of a CEBA application for a $117,000 partially forgivable loan on behalf of Shepherd Incorporated. This project is consistent with the City's goals to expand local business, increase the number of higher wage jobs and further diversify our economic base in downtown Dubuque. ACTION STEP The action step for the City Council is to adopt the attached resolution. F:\U S E RS\WBa um~/lem os to Mike - G~neral\MEMO ON CEBA APP - Shepherd.doc RESOLUTION NO. 294-03 A RESOLUTION AUTHORIZING THE FILING OF A COMMUNITY ECONOMIC BETTERMENT ACCOUNT (CEBA) APPLICATION ON BEHALF OF SHEPHERD, INCORPORATED Whereas, Shepherd Incorporated has proposed the relocation of its printing business to Downtown Dubuque; and Whereas, the City Council of Dubuque, Iowa has considered said proposal and has determined that the proposed project will contribute to the local economy through the addition of new jobs to the City; and Whereas, the Iowa Department of Economic Development's Community Economic Betterment Account (CEBA) was designed to assist in the economic development efforts of local jurisdictions; and Whereas, the City of Dubuque, Iowa is eligible to apply for funding from the Community Economic Betterment Account program; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. That the filing of an application for participation in the Iowa Community Economic BettermentAccount program on behalf of Shepherd Incorporated is approved. Section 2. That the local match as identified in the application is hereby approved, subject to the CEBA application approval. Section 3. That the Mayor is hereby authorized to execute, and the City Manager is hereby directed to submit said application to the State of Iowa Economic Development Commission together with such documents as may be required. Passed, approved, and adopted this 18th day of August 2003. Jeanne Schneider, City Clerk Patricia A. Cline, Mayor Pro-Tem F:\USERS\WBaum',Resolution approving CEBA app Sp.doc CEBA APPLICATION FOR BUSINESS FINANCIAL ASSISTANCE PAGE January, 1998 APPLICATION FOR FINANCIAL ASSISTANCE APPLICANT INFORMATION: 1. APPLICATION TYPE (Please Check One): / / SMALL BUSINESS GAP FINANCING ! x / NEW BUSINESS OPPORTUNITY / ! NEW PRODUCT DEVELOPMENT ! ! VENTURE PROJECT 2 THE COMMUNITY, CITY OR COUNTY SPONSORING THE APPLICATION CITY OR COUNTY City of Dubuque, Iowa NAME OF MAYOR OR BOARD CHAIR: Terrance Duqqan ADDRESS 50W13th Street~ DubuquelA CITY/COUNTY CONTACT PERSON William Baum TELEPHONE (~.~) 589-4393 FAX (563) 589-1733 ZIP CODE 52001-4864 TITLE Economic Development Director BUSINESS RECEIVING BENEFIT OF FUNDING BUSINESS Shepherd Incorporated NAME OF AUTHORIZED PERSON TO OBLIGATE THE BUSINESS BUSINESS ADDRESS 18319 US Route 20 West, East Dubuque, IL BUSINESS CONTACT PERSON TELEPHONE (815)747-2770 BUSINESS FEDERAL ID # Dirk Voetberq FAX (815)747-3770 42-1352291 Dirk Voetber.q ZIP CODE 61025 TITLE President www site: www.shepherd-inc.com e-mail: Dvoetber.q~shepherd-inc.com CEBA APPLICATION FOR BUSINESS FINANCIAL ASSISTANCE PAGE 2 January, 1998 RELEASE OF INFORMATION AND CERTIFICATION NOTE: Please read carefully before signing I hereby give permission to the Iowa Department of Economic Development (DED) to research the company's history, make credit checks, contact the company's financial institution, and perform other related activities necessary for reasonable evaluation of this proposal. I understand that all information submitted to DED relating to this application is subject to the Open Records Law (1989 Iowa Code, Chapter 22) and that confidentiality may not be guaranteed. I hereby certify that all representations, warranties or statements made or furnished to the Department in connection with this application are true and correct in all material respects. I understand that it is a criminal violation under Iowa law to engage in deception and knowingly make, or cause to be made, directly or indirectly, a false statement in writing for the purpose of procuring economic development assistance from a state agency or political subdivision. SIGNATURE OF COMPANY OFFICER AUTHORIZED TO OBLIGATE BUSINESS: SIGNATURE OF MAYOR/BOARD CHAIR AUTHORIZED TO OBLIGATE COMMUNITY: NOTE DED WILL NOT PROVIDE ASSISTANCE IN SITUATIONS WHERE IT IS DETERMINED THAT ANY REPRESENTATION, WARRANTY OR STATEMENT MADE IN CONNECTION WITH THIS APPLICATION IS INCORRECT, FALSE, MISLEADING OR ERRONEOUS IN ANY MATERIAL RESPECT. IF ASSISTANCE HAS ALREADY BEEN PROVIDED BY DED PRIOR TO DISCOVERY OF THE INCORRECT, FALSE OR MISLEADING REPRESENTATION, DED MAY INITIATE LEGAL ACTION TO RECOVER STATE FUNDS. CEBA APPLICATION FOR BUSINESS FINANCIAL ASSISTANCE PAGE Janua~J, t998 DESCRIBE THE ORGANIZATIONAL STRUCTURE OF THE BUSINESS, INCLUDING ANY PARENT COMPANIES, SUBSIDIARIES, SISTER COMPANIES, ETC. Private, for-profit, C Corporation. See Attached business history LIST THE NAMES OF THE BUSINESS OWNERS AND THE PERCENT OF OWNERSHIP HELD BY EACH. Judith Shepherd: Dirk Voetberg David Puff Steve Smith Floyd Kunkel Tom Lusketich William Conzett 51% (in 3rd party voting trust) 15.78% 13.97% 5.24% 5.24% 5.24% 3.53% LIST THE BUSINESS' PRIMARY AND SECONDARY STANDARD INDUSTRIAL CODES (SIC) CODES. No SIC codes fit precisely. However, the closest are 2791 & 7336 CEBA APPLICATION FOR BUSINESS FINANCIAL ASSISTANCE PAGE 4 January, '1998 DESCRIPTION AND HISTORY OF BUSINESS: (If complete description is attached, please summarize here.) Shepherd Incorporated began in December 1989 as a copyediting business. In early 1990 it added typesetting services with the availability of commercial desktop computers. Shepherd Incorporated is now a full service book production company that converts manuscripts to books by copyediting, designing, illustrating, typesetting, managing and proofreading, as well as other services. (see affached) = DESCRIBE IN DETAIL THE PROPOSED "PROJECT": (e.g. company relocation, plant expansion, remodeling, new product line, refinancing, etc.) (If complete description is attached, please summarize here.) Shepherd Incorporated proposes to relocate from its existing Illinois location to an existing building in Dubuque, Iowa. The Company will need to complete interior remodeling of the target facility. 43 jobs will be moved to Iowa, and three additional job will be created within twelve months. CEBA APPLICATION FOR BUSINESS FINANCIAL ASSISTANCE PAGE January, '1998 WILL THE PROJECT INVOLVE A TRANSFER OF OPERATIONS OR JOBS FROM ANY OTHER IOWA FACILITY OR REPLACE OPERATIONS OR JOBS CURRENTLY BEING PROVIDED BY ANOTHER IOWA COMPANY? IF YES, PLEASE INDICATE THE FACILITY(S) AND/OR COMPANY(S) AFFECTED. NO 10. WHAT PERCENTAGE OF THE COMPANY'S SALES WILL BE OUTSIDE THE STATE OF IOWA? 8O% 11. DESCRIBE THE BUSINESS' ANTICIPATED IN-STATE CUSTOMERS AND THE PRODUCT/SERVICE THAT WILL BE PROVIDED TO EACH. McGraw/Hill, Dubuque is a major customer and receives completed book files. 12. WHAT PERCENTAGE OF THE COMPANY'S TOTAL OPERATING EXPENDITURES (INCLUDING WAGES AND SALARIES) WILL BE SPENT WITHIN THE STATE OF IOWA? 100% 13. WHAT DATE WILL THE PROJECT BEGIN? 11/1/03 BE COMPLETED? ~J 1/1/05 (NOTE: Funds are not normally distributed to the business until approximately two months after DED's actual approval.) 14. HAS ANY PART OF THE PROJECT BEEN STARTED? YES X NO (If yes, please describe:) CEBA APPLICATION FOR BUSINESS FINANCIAL ASSISTANCE PAGE January, t998 15. HOW MANY EMPLOYEES ARE CURRENTLY EMPLOYED BY THE COMPANY? including all locations, subsidiaries, divisions, etc., worldwide) 43 FT, 1 PT, plus a freelance payroll equivalent to 24 FTE's (Total employmen IF THIS COMPANY CURRENTLY HAS AN IOWA FACILITY, HOW MANY FULL-TIME EMPLOYEE.~ ARE THERE AT THE FACILITY AFFECTED BY THIS PROPOSAL? N/A OTHER IOWA FACILITIES? Location(s) N/A No. of Employees at each HOW MANY TOTAL INDIVIDUALS HAVE BEEN EMPLOYED BY THE COMPANY AT THESE FACILITIES DURING THE PAST YEAR? N/A 16. IF AWARDED FUNDS, HOW MANY NEW, FULL-TIME EMPLOYEES WILL YOU ADD TO THE PAYROLL WITHIN 12 to 36 MONTHS OF THE AWARD DATE? The business acknowledges if it fails to create the jobs pledged below by the end of the project period (usually 36 months from the date of the CEBA award), it will reimburse CEBA funds for the employment shortfall. The preparer of this application should ensure that the business is aware of this provision before asking the business to sign the application form. FULL-TIME: New Iowa Employment PART-TIME: 12 MONTHS 43 new iob to Iowa Cumulative FULL-TIME: 12 MONTHS 3 Cumulative PART-TIME: 24 MONTHS Cumulative 24 MONTHS Cumulative FULL-TIME: PART-TIME: 36 MONTHS Cumulative 36 MONTHS Cumulative 17. WHAT IS THE ESTIMATED ANNUAL PAYROLL FOR THE NEW EMPLOYEES RESULTING FROI~ THIS PROJECT? $1,400,000.00 CEBA APPLICATION FOR BUSINESS FINANCIAL ASSISTANCE PAGE January, 1998 18. WHAT IS THE STARTING HOURLY WAGE RATE (NOT INCLUDING FRINGE BENEFITS) PROJECTED TO BE FOR THE NEW EMPLOYEES? see attached FOR EXISTING EMPLOYEES? LIST OF POSITIONS AND STARTING HOURLY RATES FOR EACH JOB CLASSIFICATION TO BE CREATED AND RETAINED. See next page. An example is typed in the first line. See Attachment HOW MANY OF THE BUSINESS' CURRENT EMPLOYEES ARE EARNING AN HOURLY WAGE, EXCLUDING BENEFITS, OF AT LEAST THE COUNTY THRESHOLD WAGE? (CONTACT A CEBA PROJECT MANAGER AT IDED FOR CURRENT FIGURES.) 36 , or __84% of the current employees are earning at least $11.57 per hour. FOR PROJECTS REQUESTING GREATER THAN $500,000: WHAT IS THE MEDIAN WAGE FOR ALL PROJECT POSITIONS? (REQUESTS OF GREATER THAN $500,000 REQUIRE A MEDIAN WAGE OF AT LEAST 130% OF THE AVERAGE COUNTY WAGE.) 18. Cont. LIST OF POSITIONS AND STARTING HOURLY RATE FOR CREATED AND RETAINED POSITIONS (Use Additional Sheets if Needed) Number of Number of Position Title No. Hours Starting Hourly Created Retained Per week Rate of Pay I Illustrator 40 $13.00 1 Illustrator 40 $14.50 I Illustrator 40 $10.00 1 Art Coordinator 40 $10.75 1 Art Coordinator 40 $11.60 1 Art Coordinator 40 $13.25 I O/S Coordinator 40 $10.00 2 O/S Coordinator 40 $10.75 I O/S Coordinator 40 $15.00 2 Paging Specialist 40 $17.50 1 Paging Specialist 40 $14.50 1 Paging Specialist 40 $14.00 1 Paging Specialist 40 $16.50 I Paging Specialist 40 $11.60 1 Paging Specialist 40 $11.75 1 Project Editor 40 $11.60 I Project Editor 40 $11.60 2 Project Editor 40 $13.00 1 Project Editor 40 $13.50 2 Project Editor 40 $15.00 I Project Editor 40 $16.00 I Project Editor 40 $17.50 1 Systems Manager 40 $20.19 1 Program Design Engineer 40 $12.00 1 Account Receivable 40 $12.98 1 Shipping 40 $10.00 1 Shipping 40 $7.50 1 Production Assistant 40 $11.60 1 President 40 $34.62 1 Production Manager 40 $19.71 I Accounting Manager 40 $18,27 2 Department Manager 40 $17.79 I Department Manager 40 $19.71 1 Department Manager 1 40 $12.02 I Higher Ed Sales Manager 40 $24.04 I El-High Sales Manager 40 $28.85 1 University Press Sales 40 $12.50 1 Asst Production Manager 40 $18.27 3 Production Editors 40 $12-13.00 46 Total Jobs CEBA APPLICATION FOR BUSINESS FINANCIAL ASSISTANCE January, 1998 PAGE 8 19. WILL ANY OF THE CURRENT EMPLOYEES LOSE THEIR JOBS IF THE PROJECT DOES NOT PROCEED? YES X NO 20. IF YES, HOW MANY? EXPLAIN WHY: 21. WHAT IOWA COMPANIES DO YOU EXPECT TO SELL TO WHICH CURRENTLY BUY FROM NON-IOWA COMPANIES? WHAT PERCENTAGE OF YOUR SALES WILL FALL INTO THIS CATEGORY? McGraw Hill, Dubuque - Approximately 5% of sales. Kendall Hunt, Dubuque - Approximately 5% of sales. Midland Press, Dubuque - Less than 1% Primus: Less than 1% 22. WHAT OTHER IOWA COMPANIES COULD BE CONSIDERED TO BE YOUR COMPETITORS? Carlisle Communications, Dubuque The move to Dubuque will have no impact on this company. 23. HOW WILL THIS PROJECT BENEFIT THE CITY/COUNTY, ETC. The City of Dubuque will gain valuable employment in the "Downtown Central Business District." The additional employment will assist in the revitalization of the Weber Paper building. 24. IN WHAT FORM IS THE BUSINESS CONTRIBUTION TO THE PROJECT? PLEASE EXPLAIN CLEARLY. (i.e. SALE OF STOCK, EQUITY INVESTMENTS, SUBORDINATED DEBT, ETC.) The partners will make equity investments in the project. See attachment. 25. IDENTIFY ALL AGENCIES OR INSTITUTIONS INVOLVED IN THE PROJECT, AND WHAT THEIR INVOLVEMENT IS: NICC: Will provide employment training reimbursements to the company for the new jobs in Iowa. City of Dubuque is providing tax increment financing to the owners of the building. Greater Dubuque Development Corporation: working with the city and the company on this relocation. SUMMARY OF PRO3ECT COSTS AND PROPOSED F~rNANCZNG SOURCES 26. USE OF FUNDS SOURCES (Summarize All Sources from (}uestions 27) ACTTVTTY COST SOURCE A SOURCE B SOURCE C SOURCE D SOURCE E SOURCE F 1. Land Acquisition 2, Site Preparation 3. Building AcquisJUon $ $ $ 4. Building Construction $ 5. Building $117,000 $97,000 Remodeling $214~000 6. Machinery & $60,000 Equipment $60,000 7. Furniture & $5,000 Fixtures $5,000 $ 8. Pei-ii,anent $15,000 $167~000 Workin~q~pital $182,000 (Detail:) 3ob Training Relocation Costs $30,000 9. Other: $30f000 Tax Zn~ie,i,ent $150f000 10. Other: $150,000 TOTAL: $641,000 $117,000 $207,000 $167,000 $150r000 $ TERMS OF PROPOSED FTNANCZNG 27, Source A: STATE ASSZSTANCE (CEBA) $117,000 50/50 FL 0% 5 years Source B: Company $207,000 Equity Source C: Community College $167,000 Grant Source D: City of Dubuque - TZF to developer $150,000 Grant Source E: $ Source F: $ I TOTAL: $641,000 (1) For example: Forgivable Loan, Direct Loan, Grant, Equity, etc. 28. :29. EXPLAIN WHY ASSISTANCE IS NEEDED FROM THE STATE, AND WHY IT CANNOT BE OBTAINE£ ELSEWHERE. SPECIFIC SUPPORTING DOCUMENTATION EVIDENCED BY CASH FLOV~ STATEMENTS, INCOME STATEMENTS, ETC. IS REQUESTED. The funding is necessary from the State of Iowa as an incentive to move the company to Dubuque. Staying in Illinois is a viable option. EXPLAIN THE NEED FOR SPECIFIC TYPE OF ASSISTANCE (LOCATIONAL OR FINANCIAL OR RATE OF RETURN). CAN CONVENTIONAL FINANCING BE OBTAINED FOR ALL PROJECT COSTS? IF CEBA PROVIDED A MARKET RATE LOAN COULD THE PROJECT PROCEED? LOW OR NO INTEREST LOAN? IF NOT, WHY NOT? The proposed financing is 50% forgivable loan and a 0% repayable. Again, this type of assistance is necessary to encourage the company to locate in Iowa. 30. 31. ANY RECIPIENT OF CEBA FUNDS IS EXPECTED TO PROVIDE SECURITY TO THE STATE. THE SECURITY WILL BE EXERCISED, WHEN NECESSARY, DUE TO NON-PERFORMANCE AND/OR NON- PAYMENT ON THE PART OF THE BUSINESS. IN ADDITION TO A LIEN AND/OR MORTGAGE, PERSONAL GUARANTEES ARE EXPECTED FOR BUSINESSES NOT PUBLICLY TRADED, AND CORPORATE GUARANTEES ARE EXPECTED WHEN THE BUSINESS RECIPIENT HAS A PARENT (OR HOLDING) COMPANY. PLEASE CHECK BELOW THE SECURITY OFFERED IN THIS PROJECT. MORTGAGE $ WHAT SENIORITY OR POSITION? LIEN ON $. PERSONAL GUARANTEE $ WHAT SENIORITY OR POSITION? CORPORATE GUARANTEE $117,000 OTHER $. (IF ADEQUATE SECURITY IS NOT OFFERED, THE STATE MAY REQUIRE THE BUSINESS TO DEMONSTRATE PERFORMANCE (E.G. JOB CREATION, INVESTMENTS, ETC.) PRIOR TO RELEASE OF CEBA FUNDS.) GENERALLY A DECISION BY THE IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT ON THE APPLICATION CAN BE EXPECTED WITHIN 30 DAYS OF RECEIPT OF THE APPLICATION. IS THERE AN URGENT NEED FOR A MORE IMMEDIATE DECISION (I.E. 1 - 2 WEEKS) ON THIS APPLICATION? YES x NO IF SO, WHY? 32. DOES THE BUSINESS RESIDENTS? X YES NO. CERTIFY THAT HIRING PREFERENCE WILL BE MADE TO IOWA 33. DOES THE BUSINESS CERTIFY THAT HIRING PREFERENCE WILL BE MADE TO FORMER EMPLOYEES OF ANY BUSINESS MERGED OR ACQUIRED BY THE COMPANY WITHIN THE LAST THREE YEARS? X YES NO 34. DOES THE BUSINESS CERTIFY THAT AT LEAST TEN (10%) PERCENT OF THE POSITIONS TO BE CREATED WILL BE MADE AVAILABLE TO QUALIFIED PROMISE JOB PARTICIPANTS? X YES NO. 35. HAS THE BUSINESS BEEN CITED OR CONVICTED FOR VIOLATIONS OF ANY FEDERAL OR STATE LAWS OR REGULATIONS WITHIN THE LAST FIVE YEARS (INCLUDING ENVIRONMENTAL OR SAFETY REGULATIONS)?__ YES X NO. IF YES, PLEASE EXPLAIN THE CIRCUMSTANCES OF THE VIOLATION(S). 36. WILL YOUR BUSINESS BE UTILIZING, OR BE LOCATED ON PROPERTY ON WHICH IS LOCATED, UNDERGROUND TANKS (WHETHER OR NOT IN CURRENT USE) FOR THE STORAGE OF PETROLEUM PRODUCTS, AGRICULTURAL OR OTHER CHEMICALS, WASTE OIL OR OTHER LIQUID WASTE, OR ANY OTHER INFLAMMABLE, CORROSIVE, REACTIVE OR EXPLOSIVE LIQUID OR GAS? YES X NO IF YES, PLEASE SPECIFY. 37. WILL YOU BE STORING ABOVE-GROUND ON OR ABOUT YOUR BUSINESS PREMISES, IN TANKS OR OTHERWISE, FOR ANY LENGTH OF TIME OR FOR ANY PURPOSE, ANY LIQUID OR GAS INCLUDED IN QUESTION 36 ABOVE, OR ANY INFLAMMABLE, CORROSIVE, REACTIVE OR EXPLOSIVE SOLID, EXCLUDING ORDINARY REFUSE? YES X NO IF YES, PLEASE SPECIFY. 38. WILL YOU BE YOU TREATING, TRANSPORTING OR DISPOSING OF ANY LIQUID, GAS OR SOLID INCLUDED IN QUESTIONS 36 OR 37 ABOVE, EITHER ON OR ABOUT YOUR BUSINESS PREMISES OR AT A LANDFILL OR OTHER TREATMENT FACILITY, OR UPON ANY PUBLIC STREET OR HIGHWAY, OR ON ANY WATERWAY OR BODY OF WATER, OR IN ANY AIRCRAFT? YES X NO IF YES, PLEASE SPECIFY THE SUBSTANCE AND WHAT YOU WILL BE DOING WITH IT. 39. IF THE BUSINESS GENERATES SOLID OR HAZARDOUS WASTE, IT IS REQUIRED TO SUBMIT AN AUDIT AND MANAGEMENT PLAN TO REDUCE THE AMOUNT OF THE WASTE AND TO SAFELY DISPOSE OF THE WASTE. FOR THE PURPOSES OF MEETING THIS REQUIREMENT, THE BUSINESS IN LIEU OF PROVIDING IN-HOUSE AUDITS, MAY SUBMIT AUDITS COMPLETED BY EITHER THE WASTE MANAGEMENT AUTHORITY OF THE DEPARTMENT OF NATURAL RESOURCES OR THE IOWA WASTE REDUCTION CENTER AT THE UNIVERSITY OF NORTHERN IOW/~ IF AN AUDIT AND MANAGEMENT PLAN IS NOT SUBMITTED, THE DEPARTMENT SHALL NOT PROVIDE ASSISTANCE UNTIL IT IS SUBMITTED. The company will comply. 40. WILL ANY PART OF THE PROJECT TAKE PLACE IN A 100 YEAR FLOOD PLAIN? YES X NO 41. DOES THE BUSINESS PROVIDE AT LEAST 80% OF STANDARD MEDICAL AND DENTAL INSURANCE FOR FULL-TIME EMPLOYEES? YES NO X 42. DO YOU HAVE A COMMUNITY PLAN IN PLACE? .. X YES NO 43. REQUIRED ATTACHMENTS. CHECK OFF EACH ONE SUBMITTED. IF NOT SUBMITTED, EXPLAIN WHY IT IS NOT SUBMITTED. X COMMUNITY RESOLUTION AUTHORIZING THE APPLICATION (ATTACHMENT A) BUSINESS PLAN (IF NEW BUSINESS) (ATTACHMENT B) direct PROFIT AND LOSS STATEMENTS (3 YEAR HISTORICAL AND 2 YEAR PROJECTIONS) (ATTACHMENT C) Financial Statements will be provided directly to the state. direct BALANCE SHEETS (3 YEAR HISTORICAL AND 2 YEAR PROJECTIONS INCLUDING AGED ACCOUNT RECEIVABLE SCHEDULE, AGED ACCOUNTS PAYABLE SCHEDULE AND A SCHEDULE OF OTHER DEBT) (ATTACHMENT D) Financial statements will be provided directly to the state X LETTERS OF COMMITMENT OF PROJECT FUNDS, (FROM BANKS, APPLICANT, ETC.) (ATTACHMENT E) X DESCRIPTION OF FRINGE BENEFITS PROVIDED TO EMPLOYEES (ATTACHMENT F) COPIES OF THE COMPANY'S QUARTERLY IOWA "EMPLOYER'S CONTRIBUTION AND PAYROLL REPORT" FOR THE PAST YEAR AND A COPY OF THE MOST RECENT MONTHLY PAYROLL REGISTER. (ATTACMENT G) X MAP INDICATING THE LOCATION OF THE PROJECT. (ATTACHMENT H) ATTACH COST ESTIMATES FOR CONSTRUCTION, MACHINERY/EQUIPMENT, PERMANENT WORKING CAPITAL AND PURCHASES. (ATTACHMENT I) X CERTIFICATE OF GOOD STANDING FROM THE IOWA SECRETARY OF STATE OR AN AUTHORIZATION TO CONDUCT BUSINESS IN IOWA. (ATTACHMENT J) X CERTIFICATE OF INCUMBENCY LISTING THE CURRENT BOARD OF DIRECTORS AND CURRENT OFFICERS IF A CORPORATION OR A LISTING OF THE GENERAL PARTNERS IF A PARTNERSHIP. (ATTACHMENT K) X CORPORATE RESOLUTION AUTHORIZING THE APPLICATION FOR CEBA FUNDS. (ATTACHMENT L) X CORPORATE SIGNATORY AUTHORIZATION NAMING AN OFFICER TO EXECUTE THE CEBA APPLICATION AND CEBA LOAN DOCUMENTS, IF APPROVED. (ATTACHMENT M) OTHER 44. EXPLANATION/OTHER COMMENTS: Shepherd Incorporated Shepherd Incorporated is a full-service book production company that converts manuscripts to books by copyediting, designing, typesetting, managing, creating or changing art, and proofreading. Shepherd has become the manufacturing division of many large publishing houses. Ten years ago, book publishers started to outsource the production of their products to companies like Shepherd. This resulted in Shepherd outgrowing its basement business environment, a move to 1,200 sq. ft. offices in the Stout House in 1990 to 1991; a move to 3,500 sq. ft. office space on Military Road from 1992 to 1994; and to 5,500 sq. ft. office space on Cedar Cross Road from 1994 to 1998. Shepherd located on US 20 in East Dubuque, Illinois in a 16,000 sq. ft. office building in August 1998. Currently, most publishers do not have manufacturing capabilities in- house, and the trend to outsource the manufacturing process continues. Shepherd's role is to take the manuscript all the way to digital file format, which it sends to the printer. The printer, in turn, prints and binds the book for the publisher from Shepherd's disk. In short, Shepherd does everything to produce the book except print and bind it. Shepherd's internal workflow begins with the arrival of the manuscript and the files. The manuscript is copyedited and stamped with folios for tracking purposes and sent to the Sales Manager who, in mm, photocopies the cover letter, type specifications, and other administrative information. All pertinent project information is then entered electronically by the Sales Manager into the company-wide database, and the manuscript is forwarded to the Estimating Manager. The Estimating Manager contacts the Typesetting, Art, and Editorial Department Managers, who review the database information and materials, and then assign a book team member to the project from each department. The book team members and the department managers meet to review the manuscript and materials, as a proactive approach to identify problematic issues. The book team is comprised of the project manager, the typesetter, the art editor, the illustrator, and the copyediting coordinator. Each individual book team member reviews the materials for their respective assignment(s). After the manuscript and materials have been thoroughly reviewed, they are then mined over to each book team member to begin the production process, which is coordinated internally by the project manager. If copyediting is requested, an appropriate discipline-specific copyeditor is assigned. Next, the art editor enters the art/illustration information into the database and compiles an electronic art log for electronic identification and tracking of the art package, and then the art editor immediately forwards the art to the illustrator to begin production. While the art is being processed, the typesetter assigned to the book team is reviewing the type specifications and setting up sample pages. The sample pages are checked for style accuracy by the project managm' and then forwarded to the client for approval, along with, if requested, sample of the art to be approved. Upon return of the approved sample pages and art, and the subsequent copyediting review and approval, typesetting begins laying out the pages. If the book team has any questions regarding the project, they are submitted to the project manager for clarification or conf'mnation by the client. The first pass page proofs are submitted to the client according to the approved schedule. The client reviews the pages, makes any alterations, and then the corrections are made by the typesetter and/or illustrator, and then resubmitted to the project manager for a quality control check. If requested, the second corrected page proofs are then forwarded to the client for approval. After final corrections are made and final pages approved, files are preflighted and prepared for output according to client need. After the September 11, 2001 disaster in New York City, Shepherd Incorporated was negatively impacted by delayed books, cancelled books, and very late payments by its three largest customers. By the fall of 2002, it was clear that Shepherd Incorporated needed new investors. The above six investors (Judith Shepherd's shares are in a voting trust controlled by a third party selected by the investors) have purchased the remaining shares of Shepherd Incorporated. The company has the right to purchase the Judith Shepherd shares from the voting trust at any time within the next five years at an established price. Dubuque Center 700 Main Street · Dubuque, Iowa 52001-6820 563.557.8271 or 800.728.7367, ext. 276 · fax: 563.557.8353 · www. nicc.edu August 7, 2003 Bill Battm, Economic Development Director City of Dubuque 50 West 13~ Street Dubuque, IA 52001 Dear Bill: Thank you for your inquiry on Shepherd Incorporated concerning their eligibility for a 260E Iowa New Jobs Training Program. I have had several conversations and visits with Shepherd people since the be~nning of the year concerning their forthcoming move to Dubuque. Based upon figures provided by Dirk Voetberg, President - Shepherd Inc. - (43 jobs at an average rate of $14 per hour), the New Jobs Training Program could generate a bond issuance of roughly $250,000 providing direct tminlng funds of $167,000 to Shepherd Inc. If those numbers fluctuate either way, that mount will be adjusted accordingly. If there is any additional information needed fi:om NICC please don't hesitate to ask. Sincerely, ging, Director Economic Development Services Northeast Iowa Community College willging ~UCnicc.edu · Center · Dubuque Center · Oelwein Center MINUTES OF SPECIAL MEETING OF BOARD OF DIRECTORS OF SHEPHERD INCORPORATED A special meeting of the Board of Directors of Shepherd Incorporated was held on the 1st day of August, 2003 at the call of the President. Present at the meeting were Dirk Voetberg, Steve Smith, Tom Luksetich, David Puff, Floyd Kunkel, and William Cor~ett, being all the Directors of Shepherd Incorporated. David Puff also represented the Voting Trust of Judith Shepherd. The purpose of the special meeting was to discuss the desirability of making application for CEBA Funds in connection with the possible move of the company from East Dubuque, IllInois to Dubuque, Iowa. Upon motion made, second, and unanimously passed, it was: "RESOLVED, the officers of Shepherd Incorporated are hereby authorized to take whatever steps are necessary to make application for a CEBA grant and to execute on behalf of Shepherd Incorporated whatever documents are necessary to apply for, process, and accept such a grant, upon such terms as the officers may determine to be in the best interest of Shepherd Incorporated. There being no further business to come before the meeting, the meeting adjourned. Dr[vid I~ ecretary SHEPHERD INCORPORATED SECRETARY'S CERTIFICATION The undersigned, David Puff, the duly elected Secretary of Shepherd Incorporated and the Custodian of the records of Shepherd Incorporated, hereby certifies that such records of Shepherd Incorporated show the following: 1. Shepherd Incorporated is an Iowa corporation presently doing business in Illinois in good standing in both Iowa and Illinois. 2: The Shareholders of Shepherd Incorporated are: Dirk Voetberg, Steve Smith, Tom Luksetich, David Puff, Floyd Kankel, and William Conzett and the Judith Shepherd Voting Trust. 3. The Board of Directors of Shepherd Incorporated consists of Dirk Voetberg, Steve Smith, Tom Luksetich, David Puff, Floyd Kunkel, and William Conzett. 4. Dirk Voetberg is President, Floyd Kunkel is Treasurer, and David Puffis Secretary of Shepherd Incorporated. DATED this ~ day of August, 2003 ~r~i~d~l~u~f,/Secretary o£)~h, ~herd Incorporated Permanent Full-Time Benefit Listing 40 hours per week Holidays New Year's Day Memorial Day Independence Day Labor Day Thanksgiving Day Day after Thanksgiving Christmas Day Paid Time Off Must satisfy 90-day probationary period to be eligible. 2 weeks accrued during first year of service (accrue 3.08 hours per pay period) 3 weeks accrued during second year of service (accrue 4.62 hours per pay period) 4 weeks after 10 years of service (accrue 6.16 hours per pay period) 5 weeks after 20 years of service (accrue 7.70 hours per pay period) Payroll Deduction Payroll deduction is available through, Dupaco and Dutmc. See Payroll for additional information. 401(k1 Pension Plan Principal Must satisfy 90-day probationary period to be eligible. Payroll withdrawal of elected percent into 401(k) with Principal Insurance. Company matches 25% of the fimt 4%. Optional participation. Life Insurance Fortis Insurance Company Must satisfy 90-day probationary period to be eligible. $20,000 term policy paid t00% by Shepherd Inc. (Additional life insurance is available through the group plan on a voluntary payroll-deduction basis.) Lone Term Disability Fortis Insurance Company Must satisfy 90-day probationary period to be eligible. Long term disability begins after 90 days of the accident or sickness and pays 66 2/3% of current wage. Paid 100% by Shepherd Inc. Health Insurance Medical Associates HMO Eligible first day of the next full month after employment begins. Deductible - $0 Out-of-Pocket Maximum - $1000/2500 Co-Payments Prescription Co-Payments Office Visit $10.00 Generic $10.00 Same Day Surgery $ 25.00 Brand Name $20.00 ER Visit $ 25.00 Hospital Admission $200.00 Vision Insurance Medical Associates HMO (Included in Health Insurance Coverage) EYtgible first day of the next full month after employment begins. Eye Exam - Paid in full by participating provider. Lenses, frames, and contacts - Partial coverage (See Enrollment Packet) Dental Dental Dental Plan of lowa Eligible first day of the next full month after employment begins. Deductible - $25.00* Yearly Benefit Maximum - $2,000 per covered participant, per benefit year Diagnostic & Preventative 100% *Major Restorative Care 50/50 *Routine & Restorative 80/20 *Orthodontic 50/50 $1,000 life benefit maximum Flexible Spendine Accounts TASC (Total Administrative Services Corporation) (Pretax Insurance Deductions) Health Care Account - $3,000 maximum Dependent Care Account - $5,000 maximum Aflae Voluntary supplemental insurance offering accident, short-term disability, and cancer policies.