CLUB BUILDING PROJECT PACKET

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THIS PAGE IS LEFT BLANK INTENTIONALLY.

2 Frenchman’s Creek Beach & Country Club

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PRESIDENT’S LETTER

Dear Members, On behalf of the Board of Governors, I am pleased to present this project booklet explaining the Clubhouse Building Project, which you will be voting on between April 3, 2019 and April 17, 2019. The Board and Building Committee has been working on this project for almost two years. We have been advised by an outstanding group of professionals, each of whom has extensive experience in clubhouse renovation projects in South Florida. We are confident the cost of the Project contained herein is accurate. We have negotiated excellent terms for financing this project with Wells Fargo Bank. We have listened to the Community. The result is a rebuilt, modern, updated and redecorated facility that will address all our infrastructure issues and is designed to last the next twenty-five (25) years. The Board was mindful of the diversity of the community and took into consideration the future needs of the Club. We are confident that at the conclusion of this project, we will have a Clubhouse of which we can all be proud. The Board of Governors has recommended approval of the Clubhouse Renovation Project at a cost not to exceed $35 million and the authority to borrow to fund the project in an amount not to exceed the cost of the project. The financing of the project shall be paid back by an assessment of approximately $350 per month, per lot, for the term of the loan. Sincerely,

Martin Slepkow President

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SCOPE OF PROJECT

Our building is 30+ years old, evolving from 60,000 sq. ft. to today at 120,000 sq. ft. The building requires major renovations, some of which are identified below:

ROOF: There are multiple itemized problems with the roof leading our roofing consultant to conclude that replacement of the roof is necessary. HVAC SYSTEM: This system is inadequate causing mechanical and pressurization issues which necessitate replacement and/or upgrading. This will include duct work venting, humidifiers and electrical upgrades. KITCHENS: The main kitchen requires total modernization including exhaust and fresh air circulation, expanded dishwashing space and replacement of all equipment. PLUMBING AND ELECTRICAL: There is aging and inadequate plumbing and electrical service throughout the building. This must be upgraded to meet current requirements and code standards. LAUNDRY AND WORKSHOP: These facilities must be expanded to accommodate Beach Club laundry needs and upgraded to handle exhaust and ventilation issues. WINDOWS: Must be upgraded with hurricane glass and façade modifications. SITE WORK: Exterior site work must be upgraded to improve drainage and runoff problems.

Additionally, thirty-four (34) parking spaces will be added to our campus to reduce parking on Tournament Drive. The goals and objectives for the Clubhouse modernization and redecoration are numerated in pages 5 through 11.

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SCOPE OF PROJECT

EXTERIOR

1

New roof tile color and style as well as new exterior paint color to be in keeping with today’s more transitional designs.

VALET LOBBY

2

• Replace existing short metal electric sliding doors with larger full height operating doors in a wood tone finish. • Create new receptionist/concierge desk to be more visible to incoming guests and visitors. • Redesign ceiling to create more volume with a dramatic chandelier for a more grand entry statement upon arrival. • Remove second set of electric sliding doors to the main lobby in order to unify

the adjoining spaces and create better flow. • New carpet, paint and finishes throughout.

VALET LOBBY TO SPORTS

3

• Create a covered pathway around the perimeter of the building to give primary access to the Sports Bar in order to alleviate congestion through the Main Dining Room.

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SCOPE OF PROJECT

MAIN LOBBY • Lobby will include a redesign of ceilings, new flooring, wall and entry details, light fixtures, etc. • Remove staircase walls and railings and knee walls to open up main stair and make it more dramatic. • Replace all stair rails with more contemporary glass and steel design. • Move reception desk to valet lobby for better visibility.

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CUPOLA

5

• Redesign to be a more purposeful pre-function space. • Add carpeting for sound attenuation. • Add large chandelier to compliment the dramatic volume of the space.

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SCOPE OF PROJECT

LIVING

6

Redesign new interior space and ceiling with new fireplace seating and finishes but with the mindset of keeping multiple seating groups and the warmth and intimacy of the present space.

LOUNGE AND BAR

7

• Remove the two floating beams to open up this space to further accentuate the volume and high transom windows. • New moulding details and large central chandelier to make space more dramatic. • Elongate the bar area for greater seating and serving capabilities. Allow this area to have the flexibility to service as an overflow area for women’s cards and also as main dining expansion.

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SCOPE OF PROJECT

8 MAIN DINING ROOMS GENERAL NOTES

All sections tohave complete redesign to include removal of all projectors, newceiling designs with stretchwall acoustical materials, central chandeliers in coffered ceiling, new moulding details, carpeting, sconce lighting wall treatments and furnishings.

WEST DINING ROOM

9

Best views of all three dining areas. The focus will be on creating a secondary ladies card room.

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SCOPE OF PROJECT

CENTER DINING ROOM

10

Goal is to make the center of this room feel more like a lounge area during times when it is to interact with the Sports Bar. Central seating to be focused on casual seating rather than formal dining tables with transportability so as to be converted back to dining as needed.

LOWER LEVEL MAIN HALLWAY

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• Objective is to preserve the integrity of the wainscot and casework, but to embellish the walls and ceilings with additional materials and finishes as well as lighting fixtures and mouldings. • All acoustical ceilings and cove mouldings to be replaced with new drywall coffered ceilings.

12 MEN'S AND LADIES LOCKER ROOMS

New carpeting, wall finishes, restore or replace lockers, seating, all new finishes and fixtures for an expanded shower/wet areas to include counters tops, plumbing, mirrors and lighting.

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SCOPE OF PROJECT

13 FIRST FLOOR MEN'S AND LADIES CARD ROOMS

Create separation between the ladies and men’s card rooms with semi opaque glass wall partitions to allow greater light sharing capabilities and make spaces less claustrophobic.

14 LOUNGE AREA (19TH HOLE)

• Remove French doors and walls from main hallway to open up the spaces to one another and to create a greater sense of continuity between both areas. • Additional goal is to expand 19th Hole dining into the first part of the lounge area adjacent to the existing bar for increased seating capacity. Remainder of the lounge to remain as casual seating as presently utilized. Lounge and 19th Hole to have continuity of design.

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SCOPE OF PROJECT

19TH HOLE

15

Entirely new design to create a warmer Bistro feel affording a fresh dining experience utilizing booth seating and open partitions to create intimate seating areas. Buffet and salad bar to be moved out of center of dining space in order to minimize its overall impact.

GOLF PRO SHOP

16

• Newmaterials and finishes to be designed and specified for the Pro Shop interior to include: carpeting, mill work, case goods, wall finishes, ceiling details and lighting fixtures. • More specifically, create a new reflective ceiling plan to incorporate all new LED lighting to optimize illumination of all retail floor displays. • Design new display case work to increase storage capabilities and to update overall presentation of clothing and sporting equipment and point of sale area.

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MEMBER SERVICES DURING CONSTRUCTION

In order to accommodate the membership, the construction portion of the project will be phased to maximize clubhouse usage and minimize member inconvenience:

Selected dining facilities will be open to the members for breakfast, lunch and dinner at all times. Takeout and Home Delivery will be available at all times.

Because no work will be done on the Sports Bar , The Grille and the Beach Club , these facilities will be the primary dining venues.

Locations for card playing will be available at all times.

Identified access will be available to the Clubhouse at all times, including restroom facilities.

At no time will the Clubhouse project affect the use and operation of the golf courses.

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MEMBER SERVICES DURING CONSTRUCTION

Bag drop off, golf cart parking, and guest parking will be available, however, they may be relocated. There will be accessibility to the golf courses at all times.

Valet services, guest parking and transportation services will continue as usual.

The Golf Pro Shop will be relocated to a trailer adjacent to the golf courses.

The Fitness Center, Spa, Pool area, Pool Café, Tennis and Pickleball Courts will remain open at all times.

In the event of a hurricane, our current procedures will remain in place.

The administrative offices, including the POA, Food and Beverage, and Accounting will remain open at all times. Meeting rooms will be available.

Home Services through our Engineering Department and services provided by Hotwire Communications will not be impacted.

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COST OF PROJECT

PROFESSIONAL FEES (Included)

$2,587,534.54 $1,562,534.54 $30,000.00 $15,000.00 $25,000.00 $5,000.00 $150,000.00 $25,000.00 $400,000.00 $15,000.00 $25,000.00 $25,000.00 $50,000.00 $5,000.00 $5,000.00 $50,000.00 $50,000.00 $150,000.00 $65,000.00 $25,000.00 $25,000.00 $15,000.00

1 Architect

2 Civil Engineering

3 Landscape/Hardscape Design

4 Food Service Design

5 Landscape Irrigation Design

6 Interior Design 7 Land Planner

8 Owner’s Representative, Gaudet Assoc.

9 Acoustical Consultant 10 Lighting Consultant

11 Misc. Consultant

12 Surveyor

13 Asbestos Consultant Survey 14 Low Voltage Consultant

15 Additional Professional Fees - reimburseables

16 Construction Auditor 17 Performance Bond

INSPECTION/TESTING

18 Construction Materials Testing 19 Threshold/Private Inspector

20 GeoTech

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COST OF PROJECT

CITY/COUNTY & MISC.

$450,000.00 $100,000.00 $50,000.00 $200,000.00 $100,000.00 $7,075,000.00 $5,000,000.00 $500,000.00 $125,000.00 $50,000.00 $900,000.00 $250,000.00 $250,000.00 $22,321,922.00 $17,709,134.00 $2,762,788.00 $350,000.00 $300,000.00 $1,200,000.00 $32,499,456.54 $2,457,127.77 $669,657.66 $1,787,470.11 $34,956,584.31

21 Permit Fees 22 Utility Fees

23 Temporary Facilities/Parking 24 Builder’s Risk Insurance

OWNER PURCHASED

25 Furniture, Fixtures, Equipment

26 Phones, Computers, POS Hardware, AV, Data, TVs

27 Golf Pro Shop fixtures

28 Landscape/Irrigation, Site Lighting

29 Kitchen Equipment 30 Laundry Equipment

31 Bank Financing Expenses

GENERAL CONTRACTOR HARD COST

32 Construction Cost Budget

Contractor Hard Cost

Stucco, Windows, Exterior Paint

Laundry & Workshop

Site Work for New Parking Lot

New Roof Total Cost

PROJECT CONTINGENCY

33 Contractor Contingency 3% 34 Owner Contingency 5.5%

TOTAL COST W/ CONTINGENCY

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FUNDING

Upon approval by the membership of the Clubhouse Building Project, the Community will enter into a loan agreement with a financial institution with the following details:

Total estimated project cost - $35 Million Loan will have a 30-month draw period (construction period) and then be divided into two parts:

Based on this model, amember paying the entire assessment loan upfront would pay $46,045. Member’s paying the $350/month would be paying an aggregate amount of $52,500. All dollar amounts and terms are estimates, since the loan documents will not be finalized until after the membership vote. Please note that we do not anticipate the numbers will be significantly different, as we have adjusted terms to account for a small increase in interest rates. 1. Assessment of approximately $350 per month, per house for a period of 12.5 years. 2. Loan amortization – estimated at 10 years. 3. Loan interest at 4.69% (estimate). 4. Can be prepaid without penalty any time after 7 years. 5. Members will have the option to elect monthly installments – total cost $52,500 (including interest). 6. Members will have the option to elect a non-refundable one-time upfront payment $46,065. 1. Loan amortization – 10 years 2. Floating interest rate based on LIBOR (3.32% as of 3/4/2019) will be capped and not exceed an all in rate of 5%. 3. Principal and interest will be paid from approximately 7 home sales of $115,000 each for an aggregate yearly total of $805,000. 4. The model assumes no member will elect the upfront payment option. Depending on the actual amount of those members electing this option, the number of home sales assigned to the loan will range from 5 to 7. The remaining cost of the project will be funded through members assessments. Upon approval of the project, in April 2019, assessments will begin as of the April 30th billing period (May 1, 2019).

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TIMELINE

WEDNESDAY, APRIL 17, 2019

Vote by the Membership at a 2:30 p.m. Special Meeting.

Contracts with Architects, Owners Representative, Decorator and Construction Auditor Negotiated and signed.

MAY 2019

Focus Groups with the Architect and Decorator conducted to allow member input into final plans.

FALL OF 2019

Architect prepares final plans and construction drawings; needed permits and site plan approval obtained from the City of Palm Beach Gardens and general contractor hired.

JUNE 2019 TO APRIL 15, 2020

Construction begins—expected to be completed in 12 to 14 months.

APRIL 15, 2020

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Q & A

IS THE CLUBHOUSE RENOVATION PLAN AS SEEN ON THE VIDEO AND ON THE BOARDS THE FINAL PLAN? No. These are conceptual plans and are subject to change. There will be a series of focus groups in the fall, so that members will have input in the design and decorating plan before the plans are finalized by the Architect and Decorator.

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WHY DO THIS PROJECT NOW?

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The project needs to be done now for the following reasons: We have been the premier residential country club in South Florida. We are now the last of the major clubs in the area to embark on a project to renovate and modernize itsClubhouse. The following clubs have completed or are undergoing major renovations: Ibis, St. Andrews, Addison Reserve, Frenchman’s Reserve, Mirasol, Admiral’s Cove, Ballenisle, and Mizner. Completion of this project is necessary for us to remain competitive in the marketplace. The Realtors in our area have consistently told us, while they may have different opinions on what the best project would be, we must come to a prompt conclusion and move forward. They believe the uncertainly of the direction in which we are going is causing the loss of sales in our community. We have obtained very favorable financing terms from Wells Fargo. There is no guarantee that this same financing package will be available next year. We recognize that there is a difference of opinion in our membership as to what the new clubhouse should look like. Waiting 6 months will not change the fact that there will still be a difference of opinion. The Board has spent 18 months reviewing plans and obtaining input from members and others in order to exercise its fiduciary duty to present a reasonable plan at a reasonable cost. Every member of the Board has endorsed this plan.

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Q & A

HAS A DECORATOR FOR THIS PROJECT BEEN SELECTED? Decorators Unlimited has been engaged to prepare conceptual plans for the designs to decorate the Clubhouse. Their contract terminates on April 17th. Currently, a Committee, headed by Ethel Schultz, is visiting other clubs that have recently been renovated. The Committee has been and will continue to interview the decorators that completed these projects. The Committee will make a recommendation to the Board and the Board will make the final selection. MANY OTHER PAST PROJECTS HAVE BEEN DONE AND CORRECTED MORE THAN ONCE. HOW CAN YOU ASSURE US THIS WILL NOT HAPPEN AGAIN? We put together a professional team to make sure we knew the parameters of the project: 1. We hired an Owner’s Representative who has been with us since the beginning of the project. 2. We brought in a land planner who is very knowledgeable with the criteria for building in Palm Beach Gardens. 3. We will have a Construction Auditor who will be with us from contract negotiation through final payments. Our professionals have done the forensic work on the building looking at the infrastructure for deficiencies and our main systems like air quality, mechanical, HVAC, wiring, plumbing, drainage, air conditioners, and roof (the entire building) water seepage. There are hundreds of other minor items that were also reviewed. We have exhausted every pricing scenario to ensure we are as accurate as possible with our estimates. We have all the documentation of the construction project from bidders and sub- contractors. We listened to the Community and brought in other major contractors who reaffirmed our pricing.

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Frenchman’s Creek Beach & Country Club 13495 Tournament Drive Palm Beach Gardens, Florida 33410 (561) 622-8300

www.frenchmanscreek.com

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FRENCHMAN’S CREEK, INC. S PECIAL M EETING OF THE C LUBHOUSE B UILDING P ROJECT L IMITED /G ENERAL P ROXY A PRIL 17, 2019 The undersigned, owner or Voting Member (Member Number:_______) appoints: (Check one) ❏ a) Jeffrey Glazer, Secretary of the Association, on behalf of the Board of Governors, or ❏ b) _______________________ (if you check b, write in the name of your proxy) as my proxyholder*, with power of substitution, to attend the meeting of the members of Frenchman’s Creek, Inc., to be held on April 17, 2019, at 2:30 PM, at the Main Clubhouse, and any adjournment/recess thereof.

The Board of Governors recommends approval of the Clubhouse Renovation Project at a cost not to exceed $35 million and the authority to borrow to fund the project in an amount not to exceed the cost of the project plus interest and fees. The financing of the project shall be repaid by a special assessment of approximately $350 per month, per lot, for the term of the loan. (See explanation in attached Brochure)

❏ ❏

APPROVE

DISAPPROVE

* Failure to check either (a) or (b), or, if (b) is checked, failure to write in the name of the proxy, is an appointment of the Secretary of the Association as your proxyholder. I hereby grant general powers to my proxyholder on all administrative matters at the above meeting. (Please sign, date and write in your member number)

________________

______________________________________

Dated

Signature of Owner or Voting Member

________________ Member Number

______________________________________

Print Name of Owner or Voting Member

DO NOT COMPLETE THIS SECTION. This section is only to be filled in by the Proxyholder if they wish to appoint a substitute proxyholder. SUBSTITUTION OF PROXY The undersigned, appointed as proxy above, does hereby designate __________________ to substitute for me in the proxy set forth above.

________________

______________________________________

Dated

Proxy

THIS PROXY IS REVOCABLE BY THE UNIT OWNER AND IS VALID ONLY FOR THE MEETING FOR WHICH IT IS GIVEN AND ANY LAWFUL ADJOURNMENT. IN NO EVENT IS THE PROXY VALID FOR MORE THAN NINETY (90) DAYS FROM THE DATE OF THE ORIGINAL MEETING FOR WHICH IT WAS GIVEN.

Insert this in the envelope provided and then place it in the mail or drop in a ballot box at the Clubhouse

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VOTING INSTRUCTIONS

1) AFTER CASTING YOUR VOTE ON THE PROXY, SIGN AND PRINT YOUR NAME, DATE AND MEMBER NUMBER, AND INSERT THE PROXY INTO THE ENCLOSED RETURN ENVELOPE TO OUR AUDITORS “RSM US LLP”. (Your Proxy must be signed and dated to be valid).

2) PLACE THE ENVELOPE IN THE MAIL OR DROP IT IN THE BALLOT BOXES PROVIDED AT THE CLUBHOUSE.

3) THE PROXIES WILL BE TABULATED BY OUR AUDITING FIRM RSM US LLP.

4) PLEASE MAIL YOUR PROXY WITH ENOUGH TIME FOR OUR AUDITORS TO RECEIVE IT BY THE CLOSE OF BUSINESS ON TUESDAY, APRIL 16, 2019.

5) YOU MAY CAST YOUR VOTE OR CHANGE YOUR VOTE AT THE SPECIAL MEETING ON WEDNESDAY, APRIL 17, 2019.

REMEMBER ONLY ONE PROXY PER HOUSEHOLD.

PLEASE NOTE: Your Proxy will be considered invalid if it is not completed, so PLEASE REMEMBER TO SIGN AND PRINT YOUR NAME, DATE AND MEMBER NUMBER ON YOUR PROXY.

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13495 Tournament Drive, Palm Beach Gardens, FL 33410-1299

MAIL TO:

RSM US LLP 1555 Palm Beach Lakes Blvd. Suite 700 West Palm Beach, FL 33401

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CLUBHOUSE BUILDING PROJECT