REPORT TO STADIUM AUTHORITY BOARD
SUBJECT
Title
Action on an Agreement with CliftonLarsonAllen LLP for Auditing Services for the Santa Clara Stadium Authority
Report
BACKGROUND
The Credit Agreement dated June 19, 2013, entered into between the Santa Clara Stadium Authority (Stadium Authority), Stadium Funding Trust (FinanceCo), and Goldman Sachs Bank USA (Goldman Sachs) requires that the Stadium Authority file audited annual financial statements within 180 days after the end of each fiscal year as described in section 5.1(b). It further requires that the financial statements be audited by an independent Certified Public Accountant (CPA) firm selected by the Stadium Authority and satisfactory to Upper Tier Co-Lead Arrangers. Upper Tier Co-Lead Arrangers is further defined as "Co-Lead Arranger" as defined in the Upper Tier Credit Agreement. In the June 19, 2013 Credit Agreement between Stadium Funding Trust and Various Lenders (the Upper Tier Credit Agreement), the preamble defines the Co-Lead Arrangers as Goldman Sachs, Merrill Lynch, Pierce, Fenner & Smith Incorporated (MLPFS), and U.S. Bank National Association (U.S. Bank).
Section 8.6.3 of the Amended and Restated Stadium Lease Agreement (Stadium Lease) between the Stadium Authority and Forty Niners SC Stadium Company LLC (StadCo) dated June 19, 2013 allows for the Stadium Authority to conduct an audit of the Stadium Records within 180 days following the Stadium Authority's receipt of any Annual Statement of Stadium from the Tenant. The Stadium Authority desires to have an independent CPA review of the Shared Stadium Expenses between the Stadium Authority and StadCo.
The Stadium Authority is in contract with its current CPA firm (KPMG, LLP) for these audit services through March 31, 2026. With KPMG, LLP's contract coming to an end, the Stadium Authority went through a competitive bid process for its future CPA firm.
DISCUSSION
Staff issued a formal Request for Proposal (RFP) in April 2025 for the annual ...
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