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MISSION To generate room nights for lodging facilities in the city of Billings by effectively marketing our region as a preferred travel destination. TOURISM BUSINESS IMPROVEMENT DISTRICT BOARD OF DIRECTORS MEETING March 28th, 2019 STOCKMAN BANK BOARDROOM 8:30 AM 402 N. BROADWAY SECOND FLOOR Other than the meeting start time, any time listed is approximate and agenda items may be rearranged. Action may be taken on any item listed on the agenda. I. Call to Order R. Spence, Chairman....8:30 II. III. IV. Public Comment Comments offered regarding items not included on the agenda (Comments limited to three (3) minutes per speaker. Approval of amended January Board Meeting Minutes R. Spence Pages 2......ACTION Approval of February Board Meeting Minutes R. Spence Pages 3-4......ACTION V. Approval of February Financial & Variance Reports M. Stevenson/A. Tyson Pages 5-7....ACTION VI. VII. VIII. IX. New Business...8:45-9:35 a. 2019 NAIA Women s DI Championship A. Tyson b. FY20 Marketing Planning and Budget A. Tyson Red Sand Presentation Melanie Tripp & Mary Underriner 9:35-9:50 a. Red Sand Project/Human Trafficking Awareness Project Learn about this National Zonta Club project and how Billings Businesses can participate. Old Business..9:50-10:00 a. 406 Impact Legislation Status S. Wahrlich Partner Update....10:00-10:05 a. Chamber of Commerce Sean Lynch, Chamber Board/TBID Board Liaison b. YCLA Update X. Board Comments....10:05-10:10 XI. XII. Adjournment R. Spence....ACTION Executive Session.10:15 Next Meeting: Thursday, April 10 th Managed by the Billings Chamber

BOARD OF DIRECTORS MINUTES January 10, 2019 Board Members Present: Ron Spence (by phone), George Maragos, Lori Walker, Joe Studiner, Shelli Mann and Steve Wahrlich (by phone), Brian Arneson Board Members Absent: Ex-Officio Member Present: Sean Lynch Staff Present: Megan Stevenson, John Brewer, Alex Tyson, Luke Ashmore, Alyson Murnion, Marya Pennington, Dan Brooks Others Present: : Kevin Scharfe with Rock 31, Joyce Bratland with Best Western Plus Kelly Inn & Suites Autumn Albert and Stacy Lind with Erck Hotels, Gianna Vanata and Alison Harmon with Montana State University Call to Order Joe called the meeting to order at 8:30 a.m. Public Comment Kevin introduced himself to the board and provided an invitation for a meeting to discuss Rock 31 s upcoming project Approval of Board Minutes Request for a motion to approve the December Board Minutes. MOTION: Shelli motioned to approve the minutes; George seconded; Motion carried. Approval of Financial & Variance Reports Request for a motion to approve the December Financial and Variance Reports. MOTION: Steve motioned to approve the financial reports; Brian seconded; Motion carried New Business MOTBD and Eastern Montana Efforts- Steve discussed the state of tourism in eastern Montana and the city of Billings; he discussed his conversations with MOTBD. Statewide Economic Opportunity Districts- Dan updated the group on the 2019 legislative session. OBSD and the 2019 Legislature- Dan discussed news surrounding One Big Sky District and how elements would be presented in the 2019 legislature. John added to this by discussing how OBSD will affect Billings properties, economic factors, and providing a general OBSD update. Request for motion to support 406 Impact Districts legislation at the 2019 session of the Montana Legislature MOTION: Steve motioned to support in the amount of $20,000 using unbudgeted revenue; George seconded; Motion carried Montana State University Hospitality Management & Culinary Arts Program- Alison Harmon and Gianna Vanata presented how their program at MSU operates and the funding mechanisms it uses. Media Tracking Alyson discussed the current software program used to track earned media and the reported numbers. She also provided examples of current physical media. Partner Update Chamber of Commerce - Sean discussed the newly founded Yellowstone Area Chamber of Commerce. He also updated the group on the upcoming Ag Banquet and Chamber Breakfast. YCLA Update- The upcoming meeting details for YCLA were discussed. Board Comments Shelli mentioned MLHA and offered to forward information to board members on the association. Shelli made a motion to adjourn the meeting; Brian seconded. Meeting adjourned at 10:15. Submitted by Luke Ashmore Page 2

BOARD OF DIRECTORS MINUTES February 14, 2019 Board Members Present: Ron Spence, George Maragos, Lori Walker, Joe Studiner, Steve Wahrlich, Brian Arneson Board Members Absent: Shelli Mann Ex-Officio Member Present: Sean Lynch Staff Present: John Brewer, Alex Tyson, Alyssa Voeltz, Luke Ashmore, Alyson Murnion, Marya Pennington, Dan Brooks, Megan Stevenson, Stefan Cattarin Others Present: Autumn Albert and Stacy Lind with Erck Hotels, Ginny Hart with Residences Inn Call to Order Ron called the meeting to order at 8:30 a.m. Public Comment Approval of Board Minutes Board minutes amended to reflect appropriate action on 406 Impact Districts Legislation agenda item. Adjusted minutes to be approved at March meeting. Approval of Financial & Variance Reports Request for a motion to approve the January Financial and Variance Reports. MOTION: Steve motioned to approve the financial reports; Brian seconded; Motion carried New Business 2019 Chamber Breakfast Opportunity Jessica invited the Board to attend the Chamber Breakfast on April 4 th and to participate in the Chamber Bingo. SEMT Workshops Information Brenda invited the Board to the SEMT workshops for TBEX. Old Business USS Billings Ron presented the USS Billings commissioning as well as the finances that are needed to host the parties associated with it. Request for a motion to support the USS Billings commissioning in means of marketing dollars. MOTION: Steve motioned to approve the amount of $5,000; George seconded. Ron abstained. OBSD Update John gave a brief update on the positive conversations surrounding OBSD happening around the state. Eastern Montana Initiative (MOTBD) Steve discussed next steps of the Eastern MT Initiative which will help MOTBD understand on best to market southeast and eastern Montana. Staff Updates M. Pennington PreBex Tours S. Cattarin ABA, M/C PACE, TBEX A. Murnion Leisure Marketing Update, TBEX A. Voeltz Maps, Visitor Guides, Sports Hospitality, NAIA, Trail Guides, Mailers, and VIC Update A. Tyson NAIA, Sports, Website, Research, and FY20 preps Partner Update Chamber of Commerce - Sean discussed the upcoming outside summer concert series that will be taking place in Billings. YCLA Update- Ginny gave a brief update on the January meeting. She also discussed that there will be presentation for human trafficking and frontline training in the upcoming meeting. Page 3

Board Comments Ron asked if another Board member would be able to attend the Montana Tavern Association meeting with him on March 7th. Steve made a motion to adjourn the meeting; Brian seconded. Meeting adjourned at 10:15. Submitted by Alyssa Voeltz Page 4

FINANCIAL STATEMENT VARIANCE REPORT TBID Board of Directors As of February 28, 2019 Revenue over expenses is $26,740 over budget. Revenue is $27,883 over budget from assessments and interest income. There is still a balance of $6,694 (1 property) that is currently outstanding; staff will continue to monitor payments. Expenses are $1,142 under budget. Staff Expenses are at budget. Administrative Expenses are $3,099 under budget. o Legal & Accounting is over budget $381 for legal fees (Ravalli County TBID). Savings from the financial audit help offset the increase in legal fees. o Postage is under budget $1,682 from anticipated mailings. o Equipment and Meetings are under budget $1,896. Marketing Expenses are $4,242 over budget from the following: o Advertising is over budget $566 from billboards. o General Opportunity is $244 under budget. o Printed Materials is over budget $1,191 from general sales materials. o Publicity is under budget $280. o Sales Expense is under budget $261. o Tradeshows/Conventions is over budget $3,247 from anticipated registration and travel costs. o Visitor Information Center is over budget $380 from the volunteer appreciation luncheon. o Website is under budget $355. Page 5

Tourism Business Improvement District Profit & Loss Budget vs. Actual February 2019 CURRENT MONTH YEAR TO DATE LAST YEAR Feb 2019 Feb 2019 2018-19 Annual Feb 2018 Actual Budget Actual Budget Budget Actual Income 4001100 TBID Assessments - - 1,792,625 1,766,800 1,750,000 1,862,642 4001500 Miscellaneous Income 590-2,058 - - 831 Carryover from 2017-2018 - - - - - - Total Income 590 0 1,794,683 1,766,800 1,750,000 1,863,473 Expense 5001000 Staff Expenses 5007000 Wages 24,419 23,625 212,125 210,358 304,858 198,737 5007100 FICA Expense 1,818 1,830 15,106 15,509 22,829 14,146 5007200 Unemployment Expense 415 350 1,620 2,800 4,202 1,641 5007400 Health & Accident Expense 3,082 3,061 24,139 24,332 36,569 20,991 5007500 Retirement Expense 1,874 1,654 14,662 14,719 21,567 13,473 5007700 Workers Compensation Expense 153 135 1,145 1,080 1,620 1,125 5007800 Staff Employment Expense - - - - - - Total 5001000 Staff Expenses 31,761 30,655 268,798 268,798 391,645 250,112 5009000 Administrative Expenses 5009200 Computers 358 411 7,253 7,396 16,540 9,046 5009300 Equipment & Repair Expense 173 355 1,735 2,840 6,760 3,948 5009500 Liability Insurance - - 2,343 2,300 2,300 2,095 5009600 Meeting Expenses 575 659 7,281 8,072 13,350 6,556 5009650. TBID Communications 69 100 150 200 3,700 4,528 5009700 Office Supplies 661 105 2,487 2,435 2,740 2,152 5009750 Postage 113 417 2,454 4,136 9,000 4,429 5009800 Professional Training 594-6,556 6,355 12,400 7,088 5009850 Legal and Accounting - - 15,432 15,050 16,700 12,153 5009900 Telephone/Wireless Eqiupment 610 513 4,099 4,104 6,156 3,652 Total 5009000 Administrative Expenses 3,153 2,560 49,789 52,888 89,646 55,647 5150000 Marketing Expenses 5151000 Advertising 24,956 22,620 316,449 315,884 652,500 445,035 5151500 Film Recruitment - - - - 1,000-5152000 Opportunity 523 600 31,356 31,600 165,709 43,761 5152500 Printed Materials 195-62,721 61,530 97,500 15,520 5153000 Publicity - 145 20,770 21,050 47,000 79,931 5154000 Sales Expenses 35,737 35,850 89,289 89,550 216,500 68,765 5155000 Tradeshows/Conventions 5,720 5,650 41,697 38,450 57,000 39,539 5156000 Visitor Information Center - - 2,380 2,000 10,500 2,525 5156500 Web Site 2,854 3,020 17,115 17,470 21,000 9,560 Total 5150000 Marketing Expenses 69,984 67,885 581,776 577,534 1,268,709 704,636 Page 6

Total Expense 104,899 101,100 900,362 899,220 1,750,000 1,010,396 (104,309) (101,100) 894,320 867,580-853,078 NAIA Tournament Month YTD NAIA Tournament Revenue 23,500 46,858 NAIA Tournament Expense 3,538 8,538 Total NAIA Tournament 19,963 38,320 TBEX Event Month YTD TBEX Revenue - 35,000 TBEX Expense - 1,500 Total TBEX - 33,500 Cash Current Month Last Month Last Year Unrestricted 894,320 998,109 922,306 NAIA Tournament 42,348 18,358 25,690 TBEX 33,500 33,500 - Unearned Revenue - - 9,286 Contract Reserves - - - BOD Restricted 188,734 189,233 50,000 Total Cash 1,158,903 1,239,201 1,007,281 Page 7

NUMBER OF VISITS Group VISIT BILLINGS PACE REPORT JULY 1, 2017 - JUNE 30, 2018 BOOKINGS Q3 20 5 14 39 34 Room Nights 10,703 788 13,875 25,366 34,000 75% WEBSITE TRAFFIC Goal Actual Q1 Q2 Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun 25,000 20,000 13,000 22,000 18,000 19,000 12,000 20,000 34,000 28,000 22,000 30,000 34,107 28,261 18,597 9,545 10,542 11,632 10,076 12,342 0 0 0 0 Q4 VisitBillings.com Visits TY TD FY Goal % to Goal 115% Annual 263,000 135,102 40,000 35,000 30,000 25,000 20,000 15,000 10,000 5,000 0 July August September October November December January February March April May June MONTH FY18 FY17 Mentions PUBLICITY Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun 303 187 324 102 154 189 273 196 Reach 34,800 54,400 138,400 74,000 101,400 2,903 62,900 191,500 660,303 Value 135,300 31,400 67,000 18,600 89,400 48,500 88,500 87,700 $ 566,400 VISITOR SERVICES Q1 Q2 Q3 Q4 TY TD Serviced Events 13 6 4 23 Visitor Packets 4,437 1,212 2,660 8,309 AVIATION PASSENGERS Q1 Q2 Q3 Q4 TY TD Total Deplanements 123,964 110,814 63,146 297,924 Total Enplanements 122,354 111,624 61,588 295,566 ROOM DEMAND- REPORTED ON CALENDAR YEAR Percent Change 2019 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Annual Avg. Goal 0 0 0 0 0 0 0 0 0 0 0 0 3% Actual 26.1 0.7 13.4 2018 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Annual Avg. Goal 0 0 0 0 0 0 0 0 0 0 0 0 3% Actual -2.6 0.9-5.1 9.0-9.2-5.5-2.7-0.2 9.7 24.5 26.7 19.1 5.4 Annual 1,728 Page 8

Occupancy Percentage NUMBER OF ROOMS SOLD Number of Rooms Sold 2019 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Annual Rooms Sold 68,148 66,086 134,234 2018 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Annual Rooms Sold 53,917 65,500 81,848 96,164 99,422 98,464 101,004 106,832 93,726 95,046 80,555 71,286 1,043,764 120000 BILLINGS ROOM DEMAND 2005-PRESENT 100000 80000 60000 40000 20000 2005-2009 2010-2015 2016 2017 2018 2019 0 JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC MONTH LOCATION Billings, MT Montana United States Bozeman, MT Missoula, MT Rapid City, SD Sioux Falls, SD Bismarck, ND Boise, ID Madison, WI Helena, MT Great Falls, MT YTD OCCUPANCY OCCUPANCY REPORT CURRENT MONTH OCCUPANCY February 2019 2018 LOCATION 2019 2018 48.4% 43.0% Billings, MT 50.1% 49.7% 44.3% 42.3% Montana 46.1% 46.5% 58.3% 57.9% United States 62.2% 61.7% 67.5% 60.2% Bozeman, MT 71.1% 65.5% 40.8% 42.1% Missoula, MT 44.0% 44.2% 36.8% 36.2% Rapid City, SD 40.1% 40.7% 52.9% 50.0% Sioux Falls, SD 57.2% 54.6% 52.8% 45.4% Bismarck, ND 56.7% 47.7% 56.9% 58.9% Boise, ID 61.0% 64.1% 52.7% 52.6% Madison, WI 58.6% 58.5% 51.6% 47.0% Helena, MT 52.5% 49.9% 46.3% 46.6% Great Falls, MT 45.8% 49.1% 80% Current Month Occupancy 70% 60% 50% 40% 30% 2019 2018 20% 10% 0% Billings Montana United States Bozeman Missoula Rapid City, SD Sioux Falls, SD Bismarck, ND Boise, ID Madison, WI Helena Great Falls Page 9