Oklahoma City Zoology Trust

By The City of Oklahoma City Office of the City Clerk at 2:34 pm, May 22, 2023 OKLAHOMA CITY ZOOLOGICAL TRUST Meeting Agenda Zoo Administration Building, Savanna Conference Room May 24, 2023 - 4:30 p.m. OKLAHOMA CITY ZOOLOGICAL TRUST MEMBERS Keith Peters, Chair Nikki Nice, Councilwoman, Ward 7 Vicki Howard, Vice-Chair Pama Palmer Jon Trudgeon, Secretary Aimee Salalati David Holt, Mayor Derek Albro Heather Ross, Surrogate to the Mayor Craig Freeman, City Manager Dwight Lawson, PhD, Executive Director/CEO LaShawn Thompson, Surrogate to the City Manager INFORMATION ABOUT OKLAHOMA CITY ZOOLOGICAL TRUST MEETINGS The Oklahoma City Zoological Trust meets on the fourth Wednesday of each month at 4:30 p.m. in the Zoo Administration Building (located at 2000 Remington Place, Oklahoma City, Oklahoma 73111). Free parking is available in the Zoo parking lot. It is the policy of the Oklahoma City Zoological Trust to ensure that communications with participants and members of the public with disabilities are as effective as communications with others. Anyone with a disability who requires an accommodation, a modification of policies or procedures, or an auxiliary aid or service in order to participate in this meeting should contact the Zoo at 405-425-0231 or TDD 405-297-2020 as soon as possible, but not later than 48 hours (not including weekends or holidays) before the scheduled meeting. The Zoo will give primary consideration to the choice of auxiliary aid or service requested by the individual with disability. If you need an alternate format of the agenda or any information provided at said meeting, please contact the Zoo at 405-425-0231 at least 48 hours prior to the scheduled meeting. ADDRESSING THE OKLAHOMA CITY ZOOLOGICAL TRUST Citizens may address the Trust on certain items by signing up to speak and providing the agenda item number, their reason for appearing, and their address, but all comments must be relevant to the item. Citizens may also address the Trust at the end of the agenda under “Citizens to be heard.” Please contact the Zoo at 405- 425-0231 at least 48 hours prior to the meeting, and leave a message that includes your name, the agenda item number, and the reason you would like to speak. Staff will submit requests received to the Chair. Please limit your comments to three (3) minutes or less. The Chair or presiding officer may, in his or her discretion, prohibit a person from addressing the Trust, or have any person removed from the Auditorium, if that person commits any disorderly or disruptive behavior. Disorderly conduct includes, but is not limited to, any of the following: speaking without being recognized by the Chair or presiding officer; continuing to speak after notice that the speaker’s allotted time has expired; presenting comments or material not relevant to the item under discussion; failing to comply with the lawful instructions of the Chair or presiding officer; or engaging in other conduct, activity, or speech that delays, disturbs, interferes, or disrupts the effective or timely conduct of the meeting, or is otherwise violent, threatening, abusive, obscene, or jeopardizes the safety of self or others. A person may also be subject to 1 arrest and removal from the Auditorium for violation of Oklahoma City Municipal Code 2020, § 30­81 – Disorderly conduct and/or violation of 21 Okla. Stat. § 280 – Willfully Disturbing, Interfering With or Disrupting State Business, Agency Operations or Employees. TRUST ACTIONS Official action can be taken only on items which appear on the agenda. The Trust may adopt, approve, ratify, deny, defer, recommend, amend, strike, or continue any agenda item. Other actions may also be taken. When more information is needed to act on an item, the Trust may refer the matter to the Executive Director/CEO or the Municipal Counselor. The Trust may also refer items to standing committees of the Trust for additional study. Under certain circumstances, items are deferred to a specific later date or stricken from the agenda entirely. CONSENT DOCKET Items listed under “Consent Docket” are usually approved as a group with the proper motion from a member of the Trust. Members of the Trust may request discussion or separate action on any item on the Consent Docket. For more information about the Oklahoma City Zoological Trust, please call 405-424-3344. 2  AGENDA I. Call to Order A. Verification of Compliance with Open Meeting Act II. Meeting Minutes A. Minutes of April 26, 2023, Oklahoma City Zoological Trust Meeting ......................... Pages 4-8 III. Staff and/or Committee Updates A. Financial Report of April 2023 .......................................................................................... Pages 9-13 IV. Items for Individual Consideration A. Approval of the Oklahoma City Zoological Trust’s Budget for the Fiscal Year 2023-2024 ....................................................................................................... Pages 14-20 B. Joint Resolution of the Oklahoma City Zoological Trust and Oklahoma Zoological Society, Inc., assigning all proceeds from the Catherine Freede Revocable Living Trust to Oklahoma Zoological Society, Inc.; and authorizing the Trust Chairperson and Trust Secretary, and Society president and Corporate Secretary, to sign necessary documents......................................................................................................... Pages 21-33 V. Items from Trustees VI. Staff Reports A. Executive Director’s Report VII. Citizens to Be Heard VIII. Adjournment 3  JOURNAL OF TRUST PROCEEDINGS APRIL 26, 2023 ROSSER CONSERVATION EDUCATION CENTER Trustees Present: Keith Peters, Chair Vicki Howard, Vice-Chair Jon Trudgeon, Secretary Heather Ross, Surrogate to the Mayor Craig Freeman, City Manager Nikki Nice, Councilwoman, Ward 7 Pama Palmer Derek Albro Aimee Salalati Staff Present: Dwight Lawson, Executive Director/CEO Trevor Leonard, COO Bob Mathew, Vice President of Finance/CFO Matthew Word, Director of Information Technology Mandy Heaps, OZS Executive Director Kate Winters, Executive Assistant Others Present: Jerod Beatty, Assistant Municipal Counselor, City of Oklahoma City Jackie Haverly, OKC Mayor’s Committee on Disability Concerns Agenda Topics I. Call to Order A. Verification of Compliance with Open Meeting Act Chair Keith Peters called the meeting to order at 4:32pm and asked if the Trust is compliant with the Open Meeting Jerod Beatty replied affirmatively. II. Receive Minutes A. Minutes of February 22, 2023 APPROVED. Moved by Trustee Vicki Howard. Seconded by Trustee Pama Palmer. AYES: Trustees Keith Peters, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati, Vicki Howard. III. Receive Staff and/or Committee Updates 4 Oklahoma City Zoological Trust April 26, 2023 Page 2 of 5 A. Financial Reports of February and March 2023. CFO, Bob Mathew, provided information on the financial reports. March expectations were not met, but operation expenses were under budget. The financial contingency plan was discussed, specifically concerning the Capital Im- provement Projects. Cash flow projections were presented. MOVED. Moved by Trustee Derek Albro. Seconded by Trustee Jon Trudgeon. AYES: Trustees Keith Peters, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati, Vicki Howard. IV. Items for Individual Consideration A. Resolution approving form of Operating Agreement for OKC Zoo Manager, LLC; approving form of Operating Agreement for OKC Zoo Landlord, LLC; approving form of Ground Lease Agree- ment between the Oklahoma City Zoological Trust and OKC Zoo Landlord, LLC; approving form of Operating Lease between OKC Landlord, LLC, and the Oklahoma City Zoological Trust; and approving form of Unconditional Guaranty, all in furtherance of the Trust’s pursuit of Federal and Oklahoma historic tax credits to help fund the renovation of the Pachyderm Building at the Oklahoma City Zoo and Botanical Garden; authorizing other transaction documents; and con- taining other authorizations, provisions, and necessary actions relating thereto CEO, Dwight Lawson broke down how the Historic Tax Credits function. An explanation was offered for each organization and the breakdown of the Federal and State Credits. The Zoo expects to close by the end of next week and this is synchronized with completion of the Pachyderm Building. Discussion followed the net proceeds break- down, which is forecasted to be $3.4million. MOVED. Moved by Trustee Jon Trudgeon. Seconded by Trustee Craig Freeman. AYES: Trustees Keith Peters, Jon Trudgeon, Vicki Howard, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. B. Resolution authorizing the Chairman or designee to sign Reporting Agent Authorization form, allowing Automatic Data Processing, Inc. (ADP) to file tax information with the Internal Reve- nue Service on behalf of the Oklahoma City Zoological Trust. Dwight Lawson explained this form enables the Trust to have autonomy while operating under the City. Assistant Municipal Counselor, Jerod Beatty, added this will also allow us to communicate with the IRS. MOVED. Moved by Trustee Heather Ross. Seconded by Trustee Vicki Howard. AYES: Trustees Keith Peters, Jon Trudgeon, Vicki Howard, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. C. Resolution waiving formal competitive bidding and authorizing the open market purchase of animal feed for the Oklahoma City Zoo and Botanical Garden Dwight Lawson presented this item and described the hardship that Zoo staff has encountered getting quality and affordable feed, specifically hay, throughout the year. Due to those fluctuations, we believe moving the purchase of these products on the open market can guarantee quality, and most likely savings. 5 Oklahoma City Zoological Trust April 26, 2023 Page 3 of 5 MOVED. Moved by Trustee Derek Albro. Seconded by Trustee Heather Ross. AYES: Trustees Keith Peters, Vicki Howard, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. D. Request for Proposals to be advertised for Management and Operation of the Oklahoma City Zoo Amphitheatre (RFP-2023-003-OZT) Dwight Lawson presented the RFP for the Zoo Amphitheatre; Dr. Lawson explanation that the RFP should clarify if the proposers are qualified and he encouraged the Trustees to join the selection committee if interested. A dis- cussion commenced on how the concert venue affects the community, but Dr. Lawson reassured the Trustees that the Zoo is interested in restructuring operations and using the Amphitheatre additionally for the community. MOVED. Moved by Trustee Heather Ross. Seconded by Trustee Derek Albro AYES: Trustees Keith Peters, Jon Trudgeon, Vicki Howard, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. E. Request for Proposals for Foodservice, Catering and/or Retail Operations at the Oklahoma City Zoo and Botanical Garden (RFP-2023-002-OZT). Dwight Lawson explained this item is to approve an RFP that went live in the beginning of April. We timed the current operators of food and retail to end concurrently and we are hopeful in finding one vendor that can manage both components. Encouragement to serve on the committee and discussion on timeline of the RFP occurred. MOVED. Moved by Trustee Aimee Salalati. Seconded by Trustee Vicki Howard. AYES: Trustees Keith Peters, Vicki Howard, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. F. Change Order No. 14, Project MZ-0060, Zoo Orientation Plaza and Africa-Themed Savannah Exhibits, increase of $180,243.37. Dwight Lawson hit key points on Change Order 14 and 15, which include a design miss on a sewer line, fireproofing in the Pachyderm Building, a fix for the standing water on the Pachyderm Building’s roof, and additional heaters in the lemur building. This will add $180,243.37 to the project but no additional days. MOVED. Moved by Trustee Heather Ross. Seconded by Trustee Pama Palmer. AYES: Trustees Keith Peters, Vicki Howard, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. G. Change Order No. 15, Project MZ-0060, Zoo Orientation Plaza and Africa-Themed Savannah Exhibits, increase of $72,821.74. For Change Order 15, an additional $72,821.74 was added which brings us to 7.7% in change orders. Among the items in the Change Order include: giraffe tamer install, honey badger fencing, and mechanical room coding in the Pachyderm Building. We do track these changes and the reasons behind them. As the project closes, we can consider pursuing and negotiating a return on the expenses. MOVED. Moved by Trustee Derek Albro. Seconded by Trustee Pama Palmer. 6 Oklahoma City Zoological Trust April 26, 2023 Page 4 of 5 AYES: Trustees Keith Peters, Vicki Howard, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. H. Agreement with Unique Souvenirs, Inc. for the installation of souvenir molding machines, retro- active from February 9, 2023 through February 8, 2026. Dwight Lawson presented the agreement with Unique Souvenirs for use of the animal molding machines in the park. MOVED. Moved by Trustee Derek Albro. Seconded by Trustee Pama Palmer. AYES: Trustees Keith Peters, Vicki Howard, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. I. Audit Contract between the Oklahoma City Zoological Trust and Allen, Gibbs & Houlik, L.C., audit services for Fiscal Year 2022-2023, fee not to exceed $42,806. Dr. Lawson communicated to the Trustees that this the contract for our annual audit. MOVED. Moved by Trustee Craig Freeman. Seconded by Trustee Jon Trudgeon. AYES: Trustees Keith Peters, Vicki Howard, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. J. Contract for Consultant Services with PGAV Destinations, for Project No. MZ-0071, Aquarium for the Oklahoma City Zoo and Botanical Garden, not to exceed $507,800. Dwight Lawson explained this agenda item. At the last meeting the Trust approved the selection process approve PGAV to take on the conceptual plan and site recommendation. The scope of work includes: a conceptual design workshop, guest experience diagram, and point-of-view renderings. Cathy O’Connes has been brought in as a sub- consultant. Light discussion on location preferences occurred. MOVED. Moved by Trustee Heather Ross. Seconded by Trustee Pama Palmer. AYES: Trustees Keith Peters, Vicki Howard, Jon Trudgeon, Heather Ross, Craig Freeman, Nikki Nice, Pama Palmer, Derek Albro, Aimee Salalati. V. New Business A. None. VI. Items from Trustees A. Trustee, Derek Albro was thankful for the webinars on the Historic Tax Credits. VII. Staff Reports A. Animal Care – Africa animals have been coming in, including lemurs, honey badgers, Nile lechwe, and elands. There will be 37 new species and several that have not lived at the OKC Zoo in years! B. Human Resources – We currently have the lowest turnover rate in years and our volunteer programs continue to grow. 7  Oklahoma City Zoological Trust April 26, 2023 Page 5 of 5 C. PR & Marketing – Attendance shows that guests have taken advantage of discounted ticket offers. Spring Break attendance possibly lowest in the last decade. Year to date attendance is down 23% from year end goal, however, April has been going well and we are hopeful for good weather for the Summer. Mathis Brothers promotion is back! For four weeks we will sell the Passport for 4 at a discount. Recent events: Flamingo Day, Read Across Oklahoma, and AZA Mid-Year Conference hosted by Oklahoma City. We received great reviews from AZA par- ticipants about how accommodating the Omni was. Upcoming events: May move in for the Administration Build- ing, Sip & Stroll, Ostrich Egg Breakfast, and Gala! A Zoo outreach project has been planned for this summer. We will sponsor events outside of the park to reach different communities. D. OZS Update – Executive Director Mandy Heaps shared fundraising news. We have surpassed our fundraising goal! Fundraising is going well and it is focused on Africa. Currently we are at the 5.1 million mark, very close to our goal and while we have outstanding donations that will push us past the goal we do continue to work on bringing more in. The Kirkpatrick Foundation confirmed a $110,000 grant to support both animal care and veterinary needs. We brought back an employee giving campaign for Africa and we raised over $21,000 with 130 employees donating. Employees that donated will be recognized on the donor wall in Africa. Gala sponsorship surpassed goal by $26,000 and only have 72 tickets left to sell! Direct mail campaign for Africa raised over $21,000 with 84 donors. VIII. Citizens to be Heard. A. None. IX. Adjournment There being no further business to come before the Trust, the Chairman declared the meeting adjourned at 5:46pm. 8 MEMO To: Oklahoma City Zoological Trust From: Dwight Lawson, Bob Mathew Date: May 19, 2023 FY-23 Financial Summary as of April 30, 2023 FY- 23 FY- 23 Variance Variance FY- 22 Variance Act- Variance Attendance: Actuals Budget Amount % Actuals Last Year % Current Month 114,935 101,000 13,935 13.8% 99,472 15,463 15.5% Year to date 719,522 832,000 (112,478) -13.5% 845,701 (126,179) -14.9% Operating Revenue: Current Month $1,461,803 $1,588,639 ($126,836) -8.0% $1,104,590 $357,213 32.3% Year to date 9,646,572 12,794,667 (3,148,095) -24.6% 10,088,418 (441,846) -4.4% Per-Capita Revenue for the month was $12.72. Year to date per capita revenue is $13.41 which is $1.97 less than the budget of $15.38 Other Revenue: Current Month $79,799 $15,795 $64,004 405.2% $17,825 $61,974 347.7% Year to date 1,975,451 1,455,974 519,477 35.7% 1,425,784 $549,667 38.6% Operating Expenses: Current Month 1,495,651 1,623,377 ($127,726) -7.9% 1,258,482 $237,169 18.8% Year to date 17,726,376 19,119,124 (1,392,748) -7.3% 15,023,105 2,703,271 18.0% Operating Profit (Loss): Current Month $45,951 ($18,943) $64,894 -342.6% ($136,067) $182,018 -133.8% Year to date ($6,104,353) ($4,868,483) (1,235,870) 25.4% ($3,508,903) (2,595,450) 74.0% Sales Tax Revenue: Current Month $1,420,765 $1,098,558 $322,207 29.3% $1,337,669 $83,096 6.2% Year to date 14,871,514 13,456,660 1,414,854 10.5% 13,810,773 1,060,741 7.7% Annual YTD Budget Capital/Other: Budget Expenses Remaining % Capital Improvements $750,000 $322,579 $427,421 57.0% Budget Zoo Support: Annual Budget YTD Payments Remaining % Grants/Sponsorship $240,000 $212,412 $27,588 11.5% Capital Campaign/Fundraising 1,000,000 615,506 384,494 38.4% 9 10 11 12 13 TO: Chair and Trustees of the Oklahoma City Zoological Trust FROM: Dwight Lawson, Executive Director/CEO DATE: May 24, 2023 SUBJECT: Approval of the Oklahoma City Zoological Trust’s Budget for the Fiscal Year 2023-2024. Background: The following is a summary of the Oklahoma City Zoological Trust budget totaling $86,849,804. Actual revenues and expenditures for Fiscal Year 2021- 2022 and the budget for Fiscal Year 2022-2023 are also provided for comparison purposes. Admissions and Membership: The admissions and membership budget of $8,600,000 is an increase of $1,200,000 over projected admissions and membership this year. Operating Revenue: The operating revenue budget of $15,786,700 is a decrease of $834,431 over projected revenue this year. Total Revenue and Carryover: The total revenue and carryover budget of $86,849,804 is an increase of $12,786 over projected revenue and carryover this year. Recommendation: Budget be approved. 14 Oklahoma City Zoological Trust FY-24 Budget 15 OKLAHOMA CITY ZOOLOGICAL TRUST BUDGETED INCOME STATEMENT SUMMARY FY 23/24 Budget vs Projected FY 22/23 BUDGET PROJECTED INCREASE/ BUDGET ACTUAL ACTUAL ACTUAL FY 23/24 FY 22/23 (DECREASE) PERCENT FY 22/23 FY 21/22 FY 20/21 FY 19/20 REVENUES: ADMISSIONS+MEMBERSHIP $8,600,000 $7,400,000 $1,200,000 16.2% 7,990,000 4,730,000 $5,114,513 $2,599,656 FOOD & BEVERAGE/VENDING 975,000 935,000 40,000 4.3% 1,100,000 850,000 856,092 620,942 MERCHANDISE+STROLLER 850,000 790,000 60,000 7.6% 1,010,000 680,000 1,076,867 665,027 F&B - CATERING/RENTAL 430,000 300,000 130,000 43.3% 403,000 250,000 142,583 191,410 CONCERTS 335,000 325,000 10,000 0.0% 350,000 300,000 123,430 307,457 RIDES 329,000 324,000 5,000 1.5% 481,500 458,000 1,138,232 780,749 ANIMAL SHOWS 165,000 220,000 (55,000) -25.0% 400,000 320,000 450,193 195,025 ANIMAL FEEDING 260,000 267,000 (7,000) -2.6% 370,000 305,000 522,261 151,430 EDUCATION 570,000 550,000 20,000 3.6% 500,000 489,500 449,189 317,517 ZOO EVENTS 652,000 775,000 (123,000) -15.9% 944,431 801,900 657,007 385,481 ZOO LIGHTS/OTHER REVENUE 2,620,700 1,941,000 679,700 35.0% 3,072,200 2,575,800 517,151 210,127 TOTAL OPERATING REVENUE 15,786,700 13,827,000 $1,959,700 14.2% 16,621,131 11,760,200 11,047,519 6,424,820 OPERATING EXPENSES: SALARIES $11,279,130 $10,152,112 $1,127,018 11.1% 10,421,369 9,070,227 $8,055,708 $8,471,925 BENEFITS 2,934,003 3,168,415 (234,412) -7.4% 2,918,986 2,829,348 2,415,873 2,435,092 SUPPLIES 725,755 573,048 152,707 26.6% 698,379 628,210 814,684 492,114 UTILITIES 1,650,000 2,000,564 (350,564) -17.5% 1,305,000 1,145,000 1,045,018 1,045,018 OUTSIDE SERVICES 2,198,692 2,131,951 66,741 3.1% 2,153,982 1,640,506 1,564,181 1,422,605 ANIMAL CARE 950,167 909,271 40,896 4.5% 833,842 833,474 729,098 791,119 ZOO EVENTS 1,111,540 500,000 611,540 0.0% 723,799 1,198,500 0 0 OZS/CONSER/LIGHTS/OTHER 2,518,444 3,002,098 227,886 7.6% 3,854,533 1,405,052 1,075,338 1,056,460 TOTAL OPERATING EXPENSE 23,367,731 22,437,458 $930,273 4.1% 22,909,890 18,750,317 15,699,900 15,714,333 457,841 OTHER REVENUE: LEASES 1,400,000 1,392,000 $8,000 0.6% 1,400,000 1,200,000 988,763 1,098,504 CONTRIBUTIONS (Round up) 120,000 115,000 $5,000 4.3% 120,000 120,000 137,552 97,958 INTEREST 450,000 300,000 $150,000 50.0% 10,000 3,500 3,579 96,171 TOTAL OTHER REVENUE 1,970,000 1,807,000 $163,000 9.0% 1,530,000 1,323,500 1,129,894 1,292,633 OPERATING INCOME (LOSS) (5,611,031) (6,803,458) 1,192,427 -17.5% (4,758,759) (5,374,877) (3,522,487) (7,996,880) SALES TAX FUND REVENUE 17,750,000 17,800,000 ($50,000) -0.28% 16,000,000 16,909,008 14,785,511 13,087,330 NET INCOME (LOSS) $12,138,969 $10,996,542 $1,142,427 16 10.14% 11,241,241 9,125,123 $11,263,024 $5,090,450  Oklahoma City Zoological Trust FY 2023-24 Budget Summary BUDGET BUDGET ACTUAL Revenue and Expenditures FY 23/24 FY 22/23 FY 21/22 Operating Revenue $15,786,700 $16,621,131 $11,760,200 Other Revenue 1,970,000 1,530,000 1,323,500 Sales Tax Revenue 17,750,000 16,000,000 16,909,008 Fund Carryover 46,686,949 51,445,887 35,798,955 Tax Credit/Capital Campaign/OZS 4,656,155 1,240,000 30,784,423 Total Revenue & Carryover 86,849,804 86,837,018 96,576,086 Total Expenditures 23,367,731 22,909,890 18,750,317 Debt Service 2,752,163 2,747,381 1,661,654 Operational/CIP Contingency 500,000 500,000 239,218 AZA Survey Preparation 250,000 Capital Improvement Projects (CIP) 500,000 1,500,000 421,280 Master- Plan Expenditures 15,175,000 30,074,730 23,874,466 (Africa,Sealion Cove, Office & Education Space) Net Available for Master Plan Projects 44,304,910 29,105,017 51,629,151 17  Oklahoma City Zoological Trust FY-24 Budget Summary Attendance 1,075,000 975,000 1,091,032 Proposed Budget Actual REVENUES FY-24 FY-23 FY-22 Sales Tax Revenues 17,750,000 14,500,000 16,909,008 Fund Reserve Carryover 46,686,949 51,445,887 35,798,955 Interest Income 450,000 3,500 23,015 Other Income (admn-misc, GE events) 1,375,700 2,575,800 2,164,848 Contributions(round up) 120,000 120,000 149,427 Land Lease 1,400,000 1,200,000 1,307,234 Education Programs 570,000 489,500 501,670 Promotions 402,000 801,900 886,406 Admissions+Membership 8,600,000 4,730,000 4,570,467 Food / Beverage & Catering 1,180,000 900,000 989,786 Merchandise 650,000 500,000 655,032 Strollers/Zoo lights 1,650,000 180,000 231,207 Vending Machines 225,000 200,000 221,658 Giraffe/Lorikeet Feeding/Bday parties 305,000 305,000 291,445 Concerts 335,000 300,000 354,351 Rides 329,000 458,000 370,159 Animal Shows-Sea Lion/Stingray Bay 165,000 320,000 366,995 Bond/Tax Credit/Capital Campaign / OZS/Grants 4,656,155 7,807,431 30,784,423 Total Revenue & Carryover 86,849,804 86,837,018 96,576,086 Expenditures Salaries 11,279,130 10,421,369 9,070,227 Benefits 2,934,003 2,918,986 2,829,348 Supplies 725,755 698,379 628,210 Utilities 1,650,000 1,305,000 1,145,000 Outside Services 2,198,692 2,153,982 1,640,506 Animal Care 950,167 833,842 833,474 Other 3,629,984 4,578,332 2,603,552 Total Expenditures 23,367,731 22,909,890 18,750,317 Debt Service 2,752,163 2,747,381 1,661,654 Operational/CIP Contingency 500,000 500,000 239,218 AZA Survey Preparation 250,000 Capital Improvement Projects 500,000 1,500,000 421,280 Master Plan ( Africa, sealion, 18 15,175,000 30,074,730 23,874,466 office bldg, new projects) Available for Planned Master Plan Projects 44,304,910 29,105,017 51,629,151 OKLAHOMA CITY ZOOLOGICAL TRUST BUDGETED DETAILED STATEMENT OF EXPENDITURES Budget Projected Increase / Budget Actual Actual EXPENDITURES: FY 23/24 FY 22/23 (Decrease) Percent FY 22/23 FY 21/22 FY 20/21 SALARIES: PERMANENT $9,551,250 $8,583,831 $967,419 11.3% $8,679,000 $7,569,757 $7,051,839 TEMPORARY 1,727,880 $1,568,280 $159,600 10.2% 1,742,369 1,500,470 1,003,869 TOTAL SALARIES 11,279,130 10,152,112 $1,127,018 11.1% 10,421,369 9,070,227 8,055,708 BENEFITS: SOCIAL SECURITY 862,853 761,566 $101,288 13.3% 797,235 693,872 598,161 RETIREMENT 418,345 560,632 ($142,287) -25.4% 560,663 564,704 444,590 GROUP INSURANCE 1,368,594 1,590,864 ($222,270) -14.0% 1,301,602 1,251,734 1,072,093 WORKMENS COMPENSATION 233,811 207,503 $26,308 12.7% 209,086 268,638 254,539 STATE UNEMPLOYMENT 50,400 47,850 $2,550 5.3% 50,400 50,400 46,490 TOTAL BENEFITS 2,934,003 3,168,415 ($234,412) -7.4% 2,918,986 2,829,348 2,415,873 SUPPLIES: OFFICE/OPERATING 77,341 61,892 $15,449 25.0% 98,332 105,985 122,946 UNIFORMS 35,000 37,215 ($2,215) -6.0% 35,650 35,000 14,749 GAS/OIL/LUBE 20,000 25,728 ($5,728) -22.3% 20,000 12,000 18,261 CUSTODIAL 58,800 44,632 $14,168 31.7% 66,000 72,000 45,114 HORTICULTURE 133,940 68,604 $65,336 95.2% 103,900 92,500 42,231 GRAPHICS 16,650 16,650 $0 0.0% 39,100 34,500 338,019 MAINT. (BLDG & GRNDS) 257,660 239,451 $18,209 7.6% 163,100 127,152 122,981 MAINT. (VEHCL & EQUIP) 100,000 71,920 $28,080 39.0% 100,000 75,000 72,679 EDUCATIONAL 24,164 9,611 $14,553 151.4% 16,257 23,673 36,364 FUNDRAISING/PROMOTIONAL 2,200 224 $1,976 883.9% 56,040 50,400 1,340 RISK MANAGEMENT 0 0 0 0 TOTAL SUPPLIES 725,755 573,048 $152,707 12 698,379 628,210 814,684 UTILITIES: ELECTRIC 700,000 613,950 $86,050 14.0% 575,000 525,000 500,081 GAS & FUEL OIL 200,000 236,614 ($36,614) -15.5% 130,000 120,000 121,359 WATER 750,000 1,150,000 ($400,000) -34.8% 600,000 500,000 423,578 TOTAL UTILITIES 1,650,000 2,000,564 ($350,564) -17.5% 1,305,000 1,110,000 1,045,018 OUTSIDE SERVICES: POSTAGE 4,280 4,611 ($331) -7.2% 8,700 7,200 3,604 MAINT/REPAIR MINOR EQUIP 26,166 36,135 ($9,969) -27.6% 39,163 41,710 23,914 TELEPHONE 49,400 45,000 $4,400 9.8% 44,400 35,000 31,601 CONTRACTUAL SERVICES 658,491 720,563 ($62,072) -8.6% 660,749 488,085 612,494 PUBLICATIONS & PRINTING 14,808 11,817 $2,991 25.3% 16,450 25,900 18,997 ANIMAL MEDICAL 60,050 62,997 ($2,947) -4.7% 55,550 50,094 38,760 REFUSE DISPOSAL 96,720 71,578 $25,142 35.1% 69,400 68,000 48,964 MAINT/REPAIR (BLDG & GRNDS) 50,000 47,035 $2,965 6.3% 130,000 100,000 84,593 19 MAINT/REPAIR (VEHCL & EQUIP) 8,750 200 $8,550 100.0% 7,000 6,000 791 HORTICULTURE 18,500 68,604 ($50,104) 0.0% 79,000 1,000 1,000 GRAPHICS 73,200 73,200 $0 0.0% 15,600 17,000 23,260 OKLAHOMA CITY ZOOLOGICAL TRUST BUDGETED DETAILED STATEMENT OF EXPENDITURES Budget Projected Increase / Budget Actual Actual EXPENDITURES: FY 23/24 FY 22/23 (Decrease) Percent FY 22/23 FY 21/22 FY 20/21 EQUIPMENTAL RENTAL 10,800 9,630 $1,170 12.1% 31,800 38,500 35,921 ADVERTISING 401,200 335,000 $66,200 19.8% 323,000 163,000 411,375 EMPLOYMENT EXPENSE 15,000 8,874 $6,126 69.0% 23,000 25,000 9,387 PROFESSIONAL SERVICES 118,553 119,442 ($889) -0.7% 184,450 109,450 66,232 CITY ADMINISTRATION 418,874 350,000 $68,874 19.7% 309,020 345,167 378,385 LICENSES 157,300 124,782 $32,518 26.1% 116,700 109,400 56,774 TOTAL OUTSIDE SERVICES 2,198,692 2,131,951 66,741 0 2,153,982 1,640,506 1,564,181 ANIMAL CARE: ANIMAL FOOD 701,200 696,427 $4,773 0.7% 599,400 595,350 558,116 HOSPITAL SUPPLIES 84,000 83,459 $541 0.6% 82,500 80,500 75,811 ANIMAL SUPPLIES 129,719 107,596 $22,123 20.6% 125,040 133,157 77,087 ANIMAL EXHIBITS 33,138 21,789 $11,349 52.1% 26,902 24,467 13,512 STINGRAY 2,110 0 $2,110 0 0 4,572 TOTAL ANIMAL CARE 950,167 909,271 $40,896 4.5% 833,842 833,474 729,098 OTHER: PROFESSIONAL DEVELOPMENT 147,562 93,220 $54,342 58.3% 120,000 62,000 17,751 INSURANCE 597,874 335,000 $262,874 78.5% 326,000 267,202 179,883 BUSINESS EXPENSE 13,625 20,238 ($6,613) -32.7% 10,300 7,500 2,393 MEMBERSHIPS/SUBSCRIPTIONS 105,227 103,240 $1,987 1.9% 121,387 93,766 111,167 INCENTIVE AWARDS 13,000 10,000 $3,000 0.0% 15,500 0 683 SMALL MACHINERY/EQUIP 196,832 112,504 $84,328 75.0% 110,765 213,954 73,881 SPECIAL EVENTS/OZS SUPPORT 763,300 760,000 $3,300 0.0% 767,785 604 1,428 VENDOR/SHARED REVENUE 310,000 1,100,000 ($790,000) 0.0% 1,315,000 185,000 214,136 ANIMAL SHIPPING 36,750 28,867 $7,884 0.0% 25,000 20,000 11,374 GE EVENTS/MISC/OTHER 0 100,000 -100,000 0.0% 723,799 1,198,500 0 PROMOTIONAL ACTIVITIES 1,111,540 400,000 $711,540 177.9% 27,500 365,400 275,105 CONSERVATION SUPPORT 215,914 157,203 58,712 0 247,932 25,208 RESEARCH/MISC/CONTINGENCY 118,360 281,828 ($163,468) -58.0% 767,364 189,626 162,329 TOTAL OTHER 3,629,984 3,502,098 $127,886 3.7% 4,578,332 1,405,052 1,075,338 TOTAL EXPENDITURES $23,367,731 $22,437,458 $930,273 4.1% $22,909,890 $17,551,818 $15,699,900 20 TO: Chair and Trustees of the Oklahoma City Zoological Trust FROM: Dwight Lawson, Executive Director/CEO DATE: May 24, 2023 SUBJECT: Joint Resolution of the Oklahoma City Zoological Trust and Oklahoma Zoological Society, Inc., assigning all proceeds from the Catherine Freede Revocable Living Trust to Oklahoma Zoological Society, Inc.; and authorizing the Trust Chairperson and Trust Secretary, and Society president and Corporate Secretary, to sign necessary documents. Background: The Trust and Society are parties to an Operating Agreement dated June 22, 2022, in which the Society provides advancement services, fundraising, gift planning, investment management, and related services for the Trust. The Operating Agreement provides that the Trust shall utilize the Society as the preferred repository to directly receive private gifts made in support of the Trust. Catherine Freede established the Catherine Freede Revocable Living Trust on October 19, 2021, and named the Oklahoma City Zoological Trust as one of three final distribution beneficiaries to receive a one-third springing interest in the property of the Catherine Freede Revocable Living Trust. Catherine Freede passed away on November 30th, 2022. In accordance with the terms of the Operating Agreement, the Trust desires to assign all proceeds from the Catherine Freede Revocable Living Trust to the Society. The Society will also consider this Joint Resolution to formally accept this assignment and consent to serving as repository for all proceeds from the Catherine Freede Revocable Living Trust. Recommendation: Resolution be adopted. 21  JOINT RESOLUTION JOINT RESOLUTION OF THE OKLAHOMA CITY ZOOLOGICAL TRUST AND OKLAHOMA ZOOLOGICAL SOCIETY, INC., ASSIGNING ALL PROCEEDS FROM THE CATHERINE FREEDE REVOCABLE LIVING TRUST TO OKLAHOMA ZOOLOGICAL SOCIETY, INC.; AND AUTHORIZING THE TRUST CHAIRPERSON AND TRUST SECRETARY, AND SOCIETY PRESIDENT AND CORPORATE SECRETARY, TO SIGN NECESSARY DOCUMENTS. WHEREAS, Oklahoma Zoological Society, Inc. (“Society”), an Oklahoma not-for-profit corporation, was incorporated in 1954 for the purpose of stimulating voluntary private support from individuals, corporations, foundations, and others for the benefit of the Oklahoma City Zoo and Botanical Garden (“Zoo”); and WHEREAS, on January 7, 1975, The City of Oklahoma City (“City”) accepted the beneficial interest in the Oklahoma City Zoological Trust (“Trust”) from the Society, as Trustor, and executed an Agreement and Declaration of Trust (as subsequently amended and restated, “Trust Indenture”) to govern the operation of the Trust; and WHEREAS, Article III, § 1, of said Trust Indenture provides that one of the purposes of the Trust is “[t]o hold, manage, invest, assign, lease, convey and distribute as herein provided, authorized and directed, such property as Trustor [Oklahoma Zoological Society, Inc.], or others, may from time to time assign, transfer, lease, convey, give, bequeath, devise or deliver unto this Trust or the Trustees thereof.”; and WHEREAS, since the Trust’s formation, the Trust, the Society, and the City have worked cooperatively to enhance, improve, and promote the Zoo; and WHEREAS, the Trust and Society are parties to an Operating Agreement dated June 22, 2022 (“Operating Agreement”), pursuant to which the Society provides advancement services, fundraising, gift planning, investment management, and related services for the Trust; and WHEREAS, said Operating Agreement provides that the Trust shall utilize the Society as the preferred repository to directly receive private gifts made in support of the Trust; and WHEREAS, Catherine Freede, an individual, established the Catherine Freede Revocable Living Trust on October 19, 2021, and named the Oklahoma City Zoological Trust as one (1) of three (3) final distribution beneficiaries to receive a one-third (1/3) springing interest in the property of the Catherine Freede Revocable Living Trust; and WHEREAS, a copy of the Declaration of Trust for the Catherine Freede Revocable Living Trust is attached hereto as Attachment “A” and incorporated herein by this reference; and WHEREAS, Catherine Freede passed away on November 30, 2022; and Joint Resolution – Catherine Freede Revocable Living Trust Page 1 of 2 22  WHEREAS, in accordance with the terms of the Operating Agreement, the Trust desires to assign all proceeds from the Catherine Freede Revocable Living Trust to the Society, and the Society accepts said assignment and consents to serving as repository for all proceeds from the Catherine Freede Revocable Living Trust; and WHEREAS, the Trust desires to authorize its Chairperson and Secretary, and the Society desires to authorize its President and Corporate Secretary, to sign all documentation necessary to effectuate this assignment of proceeds from the Catherine Freede Revocable Living Trust. NOW, THEREFORE, BE IT JOINTLY RESOLVED by the Trustees of the Oklahoma City Zoological Trust and by the Board of Directors of Oklahoma Zoological Society, Inc., that the Oklahoma City Zoological Trust hereby assigns all proceeds from the Catherine Freede Revocable Living Trust to Oklahoma Zoological Society, Inc., and Oklahoma Zoological Society, Inc., hereby accepts said assignment and consents to serving as repository for said proceeds. BE IT FURTHER JOINTLY RESOLVED that the Trustees of the Oklahoma City Zoological Trust hereby authorize the Trust Chairperson and Trust Secretary, and the Board of Directors of Oklahoma Zoological Society, Inc., hereby authorize the Society’s President and Corporate Secretary, to sign all documentation necessary to effectuate this assignment of proceeds from the Catherine Freede Revocable Living Trust. ADOPTED by the Trustees of the Oklahoma City Zoological Trust and signed by its Chairman this day of , 2023. ATTEST: By: Trust Secretary Chairman ADOPTED by the Board of Directors of Oklahoma Zoological Society, Inc., and signed by its President this day of , 2023. ATTEST: By: Corporate Secretary President REVIEWED for form and legality. Assistant Municipal Counselor Joint Resolution – Catherine Freede Revocable Living Trust Page 2 of 2 23  Attachment “A” [The Declaration of Trust for the Catherine Freede Revocable Living Trust, consisting of nine (9) pages, follows this cover page.] Joint Resolution – Catherine Freede Revocable Living Trust Attachment “A” 24 25 26 27 28 29 30 31 32 33