The Calgary Legacy Dome

Cameron Jeffrey Kyle Clark

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The Stadium of the Calgary Legacy Project

Image summary: An aerial photograph of a modern, oval-shaped sports stadium with red banners featuring a white horse logo, set against a city skyline during a vibrant red and orange sunset. The image serves as a promotional or architectural visualization of the stadium within its urban environment.

Excellencies.

This Article is respectfully submitted as a strategic investment and institutional development framework for consideration by the identified parties and institutions whose respective authorities, interests and responsibilities may intersect with the contemplated establishment of a Calgary-based professional sports, entertainment, infrastructure and community-benefit enterprise.

The proposal is presented as a coordinated investment architecture through which acquisition capital, professional sports operations, municipal planning, major infrastructure development, philanthropic stewardship and children's healthcare benefit may be organized within a common long-term framework while preserving the independent legal authority and fiduciary responsibilities of each participating institution.

The proposed framework contemplates the acquisition and long-term capitalization of the Calgary Stampeders, the development of a new retractable-dome stadium at the existing McMahon Stadium site, the establishment of a diversified year-round sports and entertainment enterprise, and the creation of a defined mechanism through which a portion of the resulting economic activity may be directed toward designated community and healthcare purposes.

OneTrust is proposed as an originating capital participant with an initial strategic commitment of U.S.D $100,000,000, subject to valuation, due diligence, financing, regulatory requirements, definitive agreements and all necessary approvals.

The City of Calgary is identified within the framework in recognition of the municipal planning, development, land-use, infrastructure, transportation, permitting and civic-coordination functions that would necessarily arise from a major stadium redevelopment and associated enterprise. Nothing within this submission is intended to presume municipal approval, consent, participation, ownership or financial commitment. Rather, the municipal dimension is presented for appropriate institutional consideration and subsequent engagement through the City's established planning and development processes.

The Calgary Stampeders are identified as the principal professional sports acquisition contemplated by the investment framework, subject to the authority of the existing ownership, applicable league requirements, contractual considerations, valuation, diligence and formal transaction documentation.

The contemplated participation of the Owen Hart Foundation is presented as a potential independent philanthropic-stewardship relationship, subject entirely to the Foundation's own governance, mandate and affirmative determination regarding any proposed participation.

The Alberta Children's Hospital is identified as a principal contemplated beneficiary of the community-benefit architecture, with the understanding that any beneficiary relationship must be established through appropriate institutional and charitable arrangements and must preserve the hospital's independent healthcare governance.

The purpose of presenting these institutions together is therefore not to collapse their respective authorities into a single organization, but to identify the distinct functions required to transform the proposed investment from a capital transaction into a durable civic institution.

The proposed architecture recognizes that a transaction of this scale requires more than acquisition financing. It requires an investable professional organization, a viable infrastructure program, municipal and regulatory coordination, appropriate capital formation, disciplined governance, independent philanthropic stewardship and a credible beneficiary mechanism capable of producing measurable community value.

Accordingly, the accompanying Article is intended to provide the originating investment thesis and institutional framework from which the parties may determine whether further diligence, engagement, negotiation, planning, valuation, financing and transaction development are warranted.

The framework is presented for institutional consideration and subsequent authorization through the respective processes applicable to each party.

Its intended objective is the establishment of a Calgary institution capable of generating sustained commercial value while simultaneously creating employment, infrastructure utilization, tourism, entertainment, civic programming, philanthropic activity and continuing support for children's healthcare.

The proposed enterprise is consequently structured around a principle of coordinated independence: commercial participants retain commercial responsibilities; municipal authorities retain municipal authority; professional operators retain operational responsibility; philanthropic organizations retain charitable independence; and beneficiary institutions retain their own institutional and healthcare governance.

Within those boundaries, the consortium architecture provides the proposed mechanism through which the respective interests may be brought together into a coherent investment and development program.

The enclosed Article sets out that framework in greater detail and provides the basis upon which the contemplated parties may proceed, where appropriate, toward formal engagement and transaction development.

“..for Owen.”

Index

Defines the foundational investment thesis, initial capital commitment and strategic purpose of establishing an integrated professional sports, infrastructure and community-benefit enterprise in Calgary.

2.0 – Consortium Structure

Establishes the proposed consortium architecture and the distinct economic, governance, operational, philanthropic and beneficiary functions assigned to participating institutions and capital partners.

3.0 – Capital Participants and Benefactors

Defines the respective roles of investors, strategic capital providers and philanthropic benefactors, including the proposed independent stewardship relationship contemplated with the Owen Hart Foundation.

4.0 – Acquisition Asset

Establishes the Calgary Stampeders as the principal contemplated acquisition asset and identifies the valuation, diligence, ownership, contractual, league and regulatory requirements governing a potential transaction.

5.0 – Stadium Development Asset

Defines the proposed retractable-dome stadium at the existing McMahon Stadium site as a major infrastructure and commercial asset, including its development, financing, planning and long-term operating purpose.

6.0 – Enterprise Revenue Model

Establishes the diversified commercial revenue architecture supporting professional sport, stadium operations, entertainment, hospitality, sponsorship, events, partnerships and year-round utilization.

7.0 – Beneficiary Structure

Defines the distinction between investors, benefactors and beneficiaries and establishes the proposed framework through which children's healthcare and other approved community purposes may receive designated economic benefit.

8.0 – Philanthropic Stewardship

Establishes the potential role of an independent philanthropic steward in connecting commercial enterprise with community initiatives while preserving charitable independence, legacy, accountability and institutional governance.

9.0 – Consortium Obligations

Defines participant responsibilities, performance standards, capital obligations, compliance requirements, reporting duties, risk controls, auditability, dispute mechanisms and continuity provisions.

10.0 – Beneficiary Return

Establishes community benefit as a measurable component of the investment architecture and defines the relationship among enterprise return, community return and beneficiary return.

Establishes the separation of commercial management, investment oversight, stadium governance, philanthropic administration and beneficiary authority while providing mechanisms for reporting, audit, conflicts management and institutional accountability.

12.0 – Legacy and Long-Term Purpose

Defines the intergenerational and institutional purpose of the enterprise and establishes the intended continuity of its sporting, infrastructure, commercial, philanthropic and community-benefit functions.

13.0 – Transaction Objective

Establishes the pathway from investment framework to execution, including diligence, valuation, capitalization, approvals, definitive agreements, acquisition, stadium development, integration and long-term operation.

14.0 – Closing Determinations

Consolidates the principal investment, governance, infrastructure, philanthropic and beneficiary determinations and establishes the basis for proceeding toward formal transaction development, subject to required authority, approvals and definitive agreements.

15.0 – Legacy Statement

Provides a formal statement of recognition honoring Owen Hart and the philanthropic principles associated with his legacy, establishing the intended connection between remembrance, community stewardship and the long-term civic purpose of the proposed enterprise.

16.0 – Endorsements

Provides the formal authority and institutional acknowledgment section through which duly authorized representatives may record their consideration, endorsement, participation, acceptance or other determination regarding the proposed investment framework and its subsequent transaction processes.

This Article establishes the proposed investment framework through which OneTrust, together with participating consortium members, benefactors, institutional partners and other approved capital participants, may pursue the acquisition and long-term capitalization of the Calgary Stampeders, the development of a new retractable-dome stadium at the existing McMahon Stadium location, and the creation of a permanent community-benefit structure connected to the economic performance of the resulting sports and entertainment enterprise.

The investment thesis is founded upon the integration of three complementary asset classes: professional sports ownership, major civic infrastructure, and measurable philanthropic benefit.

The proposed transaction is therefore intended to establish a financially sustainable Calgary-based enterprise in which professional football and year-round stadium operations generate commercial activity, commercial activity supports enterprise value, and a defined portion of that economic activity is continuously directed toward designated community and children's healthcare beneficiaries.

The initial capital commitment contemplated by OneTrust is U.S.D $100,000,000, to be deployed as strategic acquisition and development capital in accordance with the final transaction structure.

The capital shall not be understood as an unrestricted donation. It is proposed as foundational investment capital intended to facilitate the acquisition, capitalization, development and establishment of the enterprise, subject to definitive agreements, due diligence, valuation, regulatory approvals, financing requirements and the participation of the relevant ownership and institutional parties.

The investment shall be structured so that capital deployment is matched to identifiable stages of value creation. Initial capital may be allocated among acquisition consideration, transaction expenses, working capital, stadium planning and pre-development, professional advisory services, financing costs, reserves and other expenditures necessary to bring the proposed enterprise to financial close and operational maturity. Each allocation shall remain subject to the approved capital plan and the governance instruments established for the transaction.

The investment architecture shall permit the consortium to introduce additional capital where required to complete the acquisition, satisfy stadium development requirements, strengthen the operating balance sheet or accelerate revenue-generating opportunities. Such additional capital may be introduced through equity, preferred equity, subordinated capital, secured or unsecured debt, institutional financing, infrastructure financing, strategic investment or other lawful instruments appropriate to the capital structure.

Capital deployment shall be governed by a principle of preservation and appreciation of enterprise value. Expenditure shall therefore be evaluated not solely according to its immediate cost but according to its capacity to create durable operating capability, increase revenue-producing assets, reduce long-term risk, improve financing capacity, strengthen institutional relationships or establish measurable community value.

The acquisition component shall be treated as the entry point into a broader enterprise rather than as an isolated purchase of a professional sports franchise. The resulting ownership structure is intended to provide the consortium with a platform from which professional sport, venue operations, entertainment, hospitality, commercial development and civic programming may be developed as complementary sources of enterprise value.

The stadium development component shall similarly be evaluated as a long-duration infrastructure investment. The objective is to create an asset capable of producing recurring economic activity across multiple operating categories and seasons while providing the physical capacity required for the professional organization to expand its commercial reach. Planning and development shall therefore consider the full operating life of the facility, including adaptability, maintenance requirements, technological infrastructure, accessibility, transportation integration, energy performance, hospitality capacity and future commercial uses.

The enterprise shall be designed around a diversified revenue base so that financial performance is not dependent upon a single category of sporting income. Professional football shall constitute the principal anchor, while the venue may support additional event, entertainment, hospitality, commercial and institutional activities capable of producing revenue throughout the calendar year.

This diversification is intended to improve asset utilization, stabilize cash generation and increase the strategic value of the stadium to prospective partners, sponsors, investors and municipal stakeholders. Increased utilization may also strengthen the economic relationship between the enterprise and the surrounding Calgary market by generating employment, visitor activity, supplier demand, tourism expenditure and associated commercial development.

The consortium may establish separate legal entities for the ownership of the professional organization, ownership or development of the stadium, venue operations, commercial ventures and philanthropic or community-benefit administration where such separation improves governance, financing, liability management, transparency or regulatory compliance.

The use of separate entities shall not be interpreted as a fragmentation of the investment thesis. Rather, the entities shall operate as coordinated components of a common enterprise architecture, with their respective rights and obligations established through intercompany agreements, ownership instruments, operating agreements, financing documents and other definitive instruments.

The capital structure shall be developed with particular attention to maintaining appropriate liquidity throughout the acquisition and development cycle. The consortium shall seek to avoid a structure in which stadium construction requirements, operating requirements and acquisition obligations compete unnecessarily for the same working capital. Appropriate reserves, financing facilities and contingency provisions may therefore be incorporated into the final capitalization plan.

The proposed investment shall also accommodate institutional capital whose objectives may differ from those of private investors. Pension capital, infrastructure investors, family offices, strategic corporations, philanthropic capital, municipal or public-sector participation, and other qualified participants may be considered where their participation is compatible with the governance and regulatory requirements of the enterprise.

Participation shall be capable of being differentiated according to economic exposure and strategic function. An investor providing acquisition capital need not possess the same rights as an infrastructure investor, operating partner or philanthropic participant. The final structure may therefore employ differentiated classes of securities, contractual rights, distribution priorities or governance arrangements where appropriate.

The investment committee or other designated governance body established by the consortium shall oversee the implementation of the approved capital strategy. Its mandate may include review of material expenditures, financing arrangements, acquisitions, dispositions, related-party transactions, development commitments, material contracts and changes to the enterprise business plan.

Investment decisions shall be supported by appropriate financial modelling and independent professional analysis. Where material decisions affect valuation, financing, construction, taxation, securities compliance, charitable administration or other regulated areas, the consortium shall obtain the professional advice required to establish a defensible transaction record.

The enterprise shall maintain financial records capable of demonstrating the origin, deployment and subsequent performance of invested capital. Capital accounts, project expenditures, financing proceeds, operating revenues and designated community-benefit distributions should remain sufficiently identifiable to permit independent reconciliation and audit.

This transparency is particularly important because the proposed structure combines commercial investment with philanthropic objectives. The financial architecture must therefore permit participants and beneficiaries to determine which funds constitute invested capital, which constitute operating revenue, which constitute financing proceeds and which constitute designated community-benefit distributions.

The community-benefit mechanism shall be established through a defined economic formula or other objective distribution methodology agreed by the relevant parties. The mechanism may be based upon revenue, operating performance, profitability, defined transactions, designated event proceeds or another measurable economic indicator. Its principal characteristic shall be that the beneficiary allocation is capable of calculation, verification and reporting.

The mechanism should also be designed so that community benefit remains compatible with the financial health of the enterprise. The objective is to establish a durable distribution system capable of operating through different economic cycles rather than creating an obligation that materially compromises the enterprise's ability to maintain the assets from which future benefits are generated.

Where philanthropic capital or benefactor commitments are introduced, those contributions shall be separately identified within the capital structure and documented according to their intended legal character. A contribution intended as investment capital shall not be treated as a charitable gift merely because the enterprise has philanthropic objectives, and a genuine charitable contribution shall not be converted into an investment interest merely by association with the consortium.

The proposed architecture therefore relies upon clear classification of capital. Every material contribution should have an identifiable legal and economic character, a defined recipient, a defined purpose, an applicable governing instrument and an appropriate accounting treatment.

The same principle shall apply to intellectual property, sponsorship rights, naming rights, development rights, operating rights and other non-cash contributions. Where such consideration forms part of the transaction, its valuation and contractual treatment shall be established through appropriate documentation rather than assumed from participation alone.

The consortium shall seek to establish an investment environment in which commercial incentives and civic objectives reinforce one another. A successful professional organization increases demand for the venue; an effective venue increases the number and quality of commercial opportunities; expanded commercial activity increases enterprise value; and increased enterprise value expands the capacity of the structure to generate employment, civic programming and designated community benefit.

This relationship forms the central economic mechanism of the proposed platform.

The long-term objective is consequently to establish an institution whose value does not depend exclusively upon the appreciation of a single sporting asset. Value is intended to arise from the interaction of the club, stadium, intellectual property, commercial relationships, event programming, hospitality operations, infrastructure and community-benefit architecture.

The resulting platform may also provide opportunities for future capital formation. Once the acquisition and stadium development phases have established a stable operating foundation, the consortium may evaluate refinancing, strategic investment, minority participation, additional development, commercial joint ventures or other capital transactions designed to enhance enterprise value without impairing the foundational governance and beneficiary principles of the structure.

Any subsequent transaction shall remain subject to the rights of existing participants and the governing agreements applicable at the time. No future financing or disposition should be permitted to undermine contractual beneficiary commitments, fiduciary obligations, regulatory requirements or the institutional independence of participating philanthropic organizations.

The investment framework shall accordingly function as the originating architecture for a sequence of transactions rather than as a single closing event. Acquisition, capitalization, development, commissioning, operation, expansion and eventual recapitalization may each constitute distinct stages within the same long-term investment strategy.

The consortium's objective at each stage shall be to increase the quality, resilience and productive capacity of the underlying enterprise while preserving the contractual integrity of the participants and the measurable community-benefit purpose established at inception.

On that basis, the proposed investment is capable of progressing from initial commitment to transaction diligence, from diligence to definitive agreements, from acquisition to development, and from development to a mature Calgary sports and entertainment platform capable of sustaining both commercial investment and permanent community participation.

2.0 – Consortium Structure

The proposed transaction shall be organized as a consortium in which participating parties are assigned defined economic, governance, operational, philanthropic and beneficiary functions.

The consortium may include OneTrust as an originating capital participant; institutional and private investors; strategic benefactors; the professional football ownership structure; stadium development and operating partners; municipal and infrastructure participants; philanthropic organizations; and designated healthcare beneficiaries.

Participation shall be governed by the definitive agreements applicable to each participant.

No participant shall acquire authority over another participant's independent legal, fiduciary or charitable responsibilities merely by virtue of participation in the consortium.

The purpose of the consortium is to align otherwise distinct interests around a common investment asset while preserving the institutional independence required for professional sport, municipal governance, charitable administration and healthcare delivery.

The consortium shall operate as an integrated investment architecture in which each participating interest is connected to the overall transaction while remaining subject to the legal authority and obligations applicable to that participant.

The originating capital function shall provide the initial financial foundation from which the acquisition and development strategy may proceed. Additional capital participants may enter the structure at such stages and on such terms as are approved through the applicable governance and transaction instruments, provided that their participation remains compatible with the established ownership, financing and beneficiary framework.

The investment structure may accommodate different classes of participation according to the nature and duration of the capital committed. Strategic equity, institutional investment, development capital, infrastructure financing, working capital, subordinated capital and other approved forms of consideration may be recognized separately where differentiation is necessary to establish appropriate economic rights and risk allocation.

Economic participation shall be determined through definitive agreements and may include ownership interests, preferred economic interests, contractual participation, repayment rights, distribution rights, appreciation rights or other lawful arrangements appropriate to the applicable investment.

Governance participation shall likewise be differentiated according to function. Ownership governance, enterprise management, stadium development, infrastructure oversight, philanthropic administration and beneficiary administration may each require distinct decision-making authorities. The consortium shall therefore seek to allocate decision rights according to the responsibility being governed rather than treating participation as a uniform grant of authority.

The professional sports organization shall maintain the operational independence necessary to conduct professional football activities, including sporting operations, league compliance, player and personnel administration, commercial relationships, marketing and other functions ordinarily associated with professional club management.

The stadium development and operating function shall be responsible for the physical infrastructure and venue platform, including planning, financing coordination, construction, commissioning, maintenance, operations, event management and commercial utilization, subject to the final ownership and operating structure.

Where municipal, provincial, federal or other public-sector interests participate in the transaction, their involvement shall remain governed by the statutory authority, procurement requirements, public-accountability obligations and other legal instruments applicable to those institutions.

Infrastructure participants may provide financing, development expertise, construction capacity, engineering services, technological systems, operational expertise or other approved consideration. Their participation shall be documented according to the particular contribution made and shall not, by itself, confer ownership or governance authority beyond the rights expressly granted.

Institutional investors may participate through negotiated investment instruments designed to establish appropriate exposure to the enterprise while providing the reporting, oversight and risk protections ordinarily required for institutional capital.

Private investors and strategic capital participants may similarly be accommodated through arrangements reflecting their respective investment horizons, capital commitments and strategic contributions.

Benefactor participation shall remain distinguishable from ordinary investment participation. A benefactor may contribute capital or resources for purposes associated with community development, legacy, education, healthcare, youth programming, cultural initiatives or other approved objectives without necessarily acquiring the same economic rights as a commercial investor.

Where a philanthropic organization elects to participate, its involvement shall be structured so that charitable assets, charitable decision-making and fiduciary responsibilities remain protected from inappropriate commercial control. Any relationship between the philanthropic organization and the commercial enterprise shall be established through written instruments defining the permitted scope of coordination.

The consortium may establish a coordinating body responsible for maintaining alignment among the various participants. Such body may oversee strategic planning, transaction coordination, reporting, capital planning, stakeholder communications and matters affecting multiple components of the enterprise.

The coordinating function shall not displace the independent authority of constituent entities. Its purpose shall be to facilitate execution across the structure, identify matters requiring coordinated decisions and maintain continuity between the acquisition, infrastructure, operating and community-benefit components.

Material decisions affecting multiple participants shall be subject to an agreed approval process. The applicable threshold may depend upon the nature and magnitude of the decision, including acquisition commitments, financing arrangements, material capital expenditures, changes to ownership, disposition of significant assets, related-party transactions and amendments affecting beneficiary commitments.

The definitive governance instruments may establish reserved matters for which specific participant consent is required. Such protections may be particularly appropriate where a proposed decision would materially affect ownership rights, charitable obligations, long-term infrastructure commitments or the economic interests of a particular capital class.

Information rights shall be established according to the legitimate interests of each participant. Investors may receive financial and performance reporting; development participants may receive information necessary to perform their contractual functions; philanthropic participants may receive information necessary for stewardship and accountability; and beneficiaries may receive appropriate reporting concerning distributions and program outcomes.

The consortium shall maintain appropriate confidentiality, disclosure and conflict-management procedures. Participants shall disclose material conflicts where required and shall not use consortium information, relationships or opportunities in a manner inconsistent with their contractual obligations or applicable law.

Related-party transactions shall be subject to appropriate review and documentation. Where a participant or affiliated entity proposes to provide goods, services, financing or other consideration to the enterprise, the transaction shall be evaluated according to its commercial terms and the governance requirements established for the consortium.

The consortium shall also maintain continuity provisions addressing circumstances in which a participant withdraws, becomes unable to perform, transfers its interest, undergoes a change of control or otherwise ceases to satisfy the requirements of its participation agreement.

Transferability of interests shall be governed by the applicable definitive agreements. The consortium may establish rights of first refusal, consent requirements, qualified-transferee provisions, pre-emption rights or other mechanisms designed to preserve the strategic integrity of the ownership and investment structure.

No transfer shall be permitted to circumvent restrictions imposed by applicable law, league requirements, financing agreements, charitable obligations or other binding instruments.

The consortium shall be capable of receiving additional participants without requiring reconstruction of the entire enterprise. New participants may therefore be admitted through defined accession procedures under which their economic rights, governance rights, obligations and reporting requirements are expressly established before participation becomes effective.

This expandable structure is intended to permit the enterprise to respond to changing capital requirements throughout the acquisition and stadium-development cycle while preserving the foundational principles established at inception.

The consortium shall also maintain a formal record of material decisions, capital commitments, ownership interests, contractual obligations and beneficiary arrangements. The record shall provide a common reference point for the participants and permit the enterprise to demonstrate how authority, capital and responsibility have been allocated.

The resulting architecture is intended to establish a clear relationship between capital and responsibility. Those providing capital shall receive the rights associated with their investment; those undertaking operational responsibilities shall possess the authority necessary to perform them; those assuming fiduciary responsibilities shall retain the independence required to discharge them; and designated beneficiaries shall receive the benefits established through the agreed distribution structure.

The consortium therefore functions not as a single undifferentiated ownership body, but as a coordinated network of legally and economically distinct participants operating toward a common enterprise objective.

Its strength shall depend upon the clarity of those relationships.

Its durability shall depend upon the enforceability of the agreements governing them.

And its long-term value shall depend upon the ability of the structure to maintain commercial performance while preserving the institutional, philanthropic and beneficiary purposes incorporated into the transaction from its inception.

3.0 – Capital Participants and Benefactors

Capital participants shall contribute financial, infrastructural, commercial, intellectual, strategic or other approved consideration to the transaction according to their respective participation agreements.

Benefactors shall constitute a distinct class of participants whose contribution may extend beyond conventional financial investment and may include philanthropic capital, legacy commitments, community programming, educational initiatives, healthcare support, cultural development or other measurable community-benefit contributions.

The proposed participation of the Owen Hart Foundation is contemplated within this benefactor and community-stewardship architecture, subject entirely to the Foundation's independent governance, legal authority and acceptance of any proposed role.

Its proposed participation is significant not because the Foundation would become subordinate to the sports enterprise, but because its established philanthropic identity provides a potentially appropriate independent bridge between the commercial enterprise and the community-benefit objectives of the investment.

The intended relationship is consequently one of alignment rather than control.

The professional sports enterprise would remain responsible for professional football and commercial operations.

The stadium enterprise would remain responsible for the development and operation of the physical asset.

The philanthropic participant would retain its independent charitable governance.

The designated healthcare beneficiary would receive the benefit established through the agreed distribution mechanism.

This separation is fundamental to the integrity of the proposed investment.

Capital participants may be recognized according to the nature of the consideration committed and the risk assumed within the transaction. Financial capital may constitute acquisition equity, development equity, preferred capital, debt, bridge financing, working capital or other approved financial instruments. Non-financial consideration may include infrastructure capacity, technology, intellectual property, professional expertise, strategic relationships, commercial opportunities or other assets capable of contributing measurable value to the enterprise.

One valuation and treatment of non-cash consideration shall be established through appropriate transaction documentation. No contribution shall be attributed an economic value for purposes of ownership, distribution or governance without an agreed methodology capable of supporting the resulting allocation.

Capital participants may receive economic rights proportionate to their negotiated participation, including distributions, appreciation, repayment, preferred returns or other contractual benefits.

The particular rights attached to each participation shall be established before capital is accepted into the transaction and shall remain subject to the governing agreements.

Benefactor participation may operate on a different economic basis. A benefactor may provide resources whose principal objective is the advancement of a defined community, charitable, educational, healthcare, cultural or legacy purpose rather than the generation of a conventional investment return.

Where benefactor capital is contributed to a commercial component of the enterprise, its legal and economic treatment shall nevertheless be expressly identified. Where funds are contributed for charitable purposes, they shall be administered according to the requirements applicable to charitable property and shall not be treated as unrestricted commercial capital.

The distinction permits the consortium to recognize philanthropic participation without obscuring the financial architecture of the underlying enterprise. Commercial capital remains accountable to its investment mandate, while philanthropic capital remains accountable to its designated purpose.

Benefactors may also contribute through commitments that extend over multiple years. Such commitments may support community programming, educational initiatives, youth development, healthcare partnerships, cultural activities, scholarships, facilities, events or other programs connected to the broader civic purpose of the enterprise.

Where such commitments are incorporated into the transaction, their duration, funding requirements, performance expectations and reporting obligations should be established in advance. This permits the consortium to distinguish between a one-time contribution and a continuing stewardship commitment.

The proposed role of the Owen Hart Foundation may provide a particular example of this distinction. If the Foundation determines that participation is consistent with its governing documents, charitable mandate and fiduciary responsibilities, it may serve as an independent philanthropic participant within the broader architecture.

Any such participation would remain subject to the Foundation's own authorization processes. Nothing within the investment framework shall be interpreted as representing that the Foundation has agreed to participate, endorsed the proposed transaction or accepted any directorship, stewardship function or other responsibility unless and until the Foundation itself has formally authorized that relationship.

If participation were established, the Foundation could potentially contribute continuity between the commercial enterprise and community-benefit objectives without becoming an operating division of the professional sports organization.

Its role could include philanthropic stewardship, community-program coordination, legacy programming, charitable partnership development, educational initiatives and other functions expressly authorized through separate agreements.

The Foundation would not be required to assume responsibility for the commercial performance of the club or stadium merely because it participates in the philanthropic architecture.

Likewise, the professional enterprise would not acquire authority to direct the Foundation's charitable decisions merely because the two organizations cooperate in pursuit of defined community objectives.

This separation allows each institution to contribute its strongest function without requiring either institution to become responsible for the other's core mandate.

The consortium may establish a formal stewardship interface through which commercial performance and philanthropic objectives are periodically assessed together. Such interface could provide a mechanism for reviewing beneficiary distributions, community programs, impact measurements, reporting and future commitments.

The stewardship interface should remain administrative and coordinative rather than constituting an undisclosed transfer of fiduciary authority. Each participating organization would continue to exercise the authority legally assigned to it.

Community-benefit commitments may be incorporated into the enterprise through contractual distribution mechanisms, sponsorship arrangements, event proceeds, designated revenue streams, matching commitments, annual contributions or other measurable structures. The selected mechanism should be capable of independent verification and should identify the source, amount, timing and recipient of each designated benefit.

Benefactor participation may also enhance the enterprise's ability to attract additional institutional partners. A credible philanthropic architecture can provide a framework through which corporations, foundations, community organizations and other institutions participate without being required to assume the risks associated with direct ownership of a professional sports organization.

The resulting structure may therefore support a broader ecosystem of participation surrounding the core enterprise. Commercial investors can contribute capital; strategic partners can contribute capabilities; benefactors can contribute legacy and philanthropic resources; institutional partners can contribute infrastructure or expertise; and beneficiaries can receive defined and measurable outcomes.

The value of this architecture lies in its ability to transform otherwise separate contributions into complementary forms of enterprise capacity.

Capital creates acquisition capability.

Infrastructure creates operating capability.

Strategic participation creates commercial capability.

Philanthropic participation creates community capability.

Beneficiary participation creates measurable social purpose.

The consortium can then coordinate those capabilities without collapsing their distinct legal identities.

Benefactor recognition may also be incorporated into the long-term identity of the enterprise where appropriate.

Subject to consent, contractual rights and applicable law, philanthropic programs, community facilities, educational initiatives or designated areas of the stadium may recognize the contributions of benefactors whose participation has materially advanced the community-benefit objectives of the transaction.

Such recognition should be governed by explicit agreements and should not imply ownership, control or endorsement beyond the rights actually granted.

The same principle applies to legacy relationships. The enterprise may acknowledge the historical and cultural significance associated with Calgary professional football and the Hart family's charitable legacy while maintaining an accurate distinction between historical association, present institutional participation and future contractual commitments.

Legacy shall therefore be treated as an asset of civic meaning rather than as an instrument for manufacturing authority or consent.

The proposed investment architecture seeks to preserve that distinction while providing a mechanism through which legacy may contribute to future institutional value.

Over time, successful benefactor participation may become self-reinforcing. Commercial growth can expand the resources available for community investment; visible community outcomes can strengthen public and institutional confidence; increased confidence can improve partnership opportunities; and stronger partnerships can contribute to the commercial and civic resilience of the enterprise.

The resulting relationship is therefore intended to be reciprocal without becoming financially indistinguishable.

Commercial success supports capacity for community benefit.

Community benefit supports institutional legitimacy and civic value.

Philanthropic stewardship provides continuity.

Independent governance protects the integrity of each participating institution.

The capital and benefactor architecture shall accordingly be designed so that no participant is required to surrender its fundamental legal character in order to participate in the common enterprise.

The ultimate objective is a structure in which investment, stewardship and beneficiary benefit operate concurrently, with each remaining identifiable, accountable and capable of independent verification throughout the life of the enterprise.

4.0 – Acquisition Asset

The principal commercial acquisition contemplated by this framework is the Calgary Stampeders professional football organization, together with such associated ownership interests, contractual rights, intellectual property, operating rights and related assets as may be determined through due diligence and definitive transaction documentation.

The acquisition shall be subject to valuation, financial review, contractual review, league requirements, regulatory requirements, financing conditions and agreement with the existing ownership and other parties possessing the authority necessary to complete the transaction.

The U.S.D $100,000,000 initial commitment is therefore to be treated as committed strategic capital available for the transaction rather than as a unilateral transfer of ownership.

The final purchase consideration and capital structure shall be determined through negotiation and formal closing documentation.

The acquisition perimeter shall be established through a comprehensive review of the assets, liabilities, contracts, obligations and commercial relationships associated with the professional organization. The purpose of that review shall be to determine precisely which interests are transferable, which obligations will remain with existing parties, and which assets or rights are necessary to operate and develop the organization following closing.

The transaction review shall include the organization's historical and current financial performance, revenue composition, operating expenses, contractual commitments, debt and other liabilities, employment arrangements, player and personnel obligations, sponsorship relationships, broadcasting and media arrangements, intellectual property, licensing interests, ticketing operations, facility arrangements and other material commercial relationships.

Particular attention shall be given to the relationship between the professional organization and the stadium asset. The acquisition structure shall be designed so that the club's long-term operating requirements are compatible with the proposed redevelopment of the McMahon Stadium site and the creation of a modern year-round venue.

The transaction may therefore require coordinated agreements governing the use, redevelopment, transition or replacement of existing facilities. Such arrangements shall establish the rights and obligations of the club, stadium entity, municipal participants, development partners and other affected parties throughout the development period.

The acquisition strategy shall seek to preserve continuity of professional football operations while the broader infrastructure program advances. The transition from existing ownership to the proposed consortium should be structured so that the organization can continue its sporting, commercial and community functions without unnecessary disruption.

Where existing contractual relationships are material to the organization's enterprise value, the consortium may seek their continuation, assignment, amendment, renewal or replacement as appropriate. No material contractual right shall be presumed transferable until its legal and commercial status has been confirmed.

Intellectual property shall be treated as a principal component of the acquisition analysis. The review may include team marks, logos, names, digital assets, archival materials, licensing arrangements, merchandising rights, media content and other proprietary interests associated with the organization.

The final treatment of intellectual property shall be determined according to the rights actually owned or controlled by the acquired entity and any restrictions imposed by league, contractual or statutory requirements.

The acquisition analysis shall also distinguish between assets required for immediate operations and assets capable of supporting future enterprise expansion. This distinction will permit the consortium to identify which elements of the organization constitute existing operating value and which opportunities may be developed through subsequent investment.

Enterprise valuation shall accordingly consider both present performance and prospective value creation. Historical financial results shall provide a foundation for analysis, while future stadium development, diversified venue utilization, sponsorship expansion, hospitality, entertainment programming and other identified opportunities may form part of the prospective investment case.

Any valuation of future opportunities shall remain subject to appropriate assumptions and sensitivity analysis. Projected increases in revenue, attendance, sponsorship, operating margins or asset values shall not be treated as established results until supported by contractual commitments, market evidence or subsequent operating performance.

The consortium may commission independent financial, legal, tax, accounting, engineering, environmental, insurance, real-estate and other professional assessments as necessary to establish the transaction's risk profile and capital requirements.

The results of those assessments shall inform the definitive capitalization plan. Where diligence identifies liabilities, deferred obligations, required capital expenditures or other material risks, the consortium may adjust the proposed purchase consideration, financing structure, reserves or conditions precedent accordingly.

The acquisition may be structured as a direct purchase of ownership interests, an acquisition through a designated acquisition entity, a negotiated transfer of specified assets and rights, or another lawful transaction structure determined to provide the appropriate combination of control, continuity, financing efficiency and risk management.

The selected structure shall also account for applicable tax, securities, competition, corporate, municipal, league and other regulatory considerations.

A transaction vehicle may be established to hold the acquired interests independently from the stadium development entity and other consortium components. Such separation may facilitate financing, governance, liability allocation and future investment while preserving the commercial relationship between the club and the venue.

The acquisition vehicle shall hold only those interests expressly transferred to it under the closing documentation. Participation in the consortium shall not itself constitute evidence of ownership of the professional organization or any associated asset.

The closing process shall identify all conditions required before ownership can transfer. These may include completion of due diligence, execution of definitive agreements, satisfaction of financing conditions, receipt of required approvals, completion of league processes, fulfillment of contractual conditions and confirmation that material representations and warranties remain accurate as of closing.

The consortium may also establish conditions relating to the transition of management, operational personnel, banking arrangements, insurance, information systems, sponsorship relationships, supplier contracts and other functions necessary to ensure uninterrupted operation following completion.

A transition plan should establish the sequence by which control of the organization moves from the existing ownership structure into the acquisition vehicle. The plan may include a defined handover period during which existing and incoming representatives coordinate the transfer of operational information, contractual records, financial accounts, personnel responsibilities and institutional relationships.

The purpose of the transition process shall be to preserve organizational continuity while establishing the governance and accountability mechanisms applicable to the new ownership structure.

Following closing, the acquired organization shall become the principal professional sports operating platform within the broader enterprise. Its commercial performance shall be evaluated independently while its strategic development remains coordinated with the stadium and community-benefit components.

The club's operating plan should therefore establish measurable objectives for attendance, sponsorship, media, hospitality, merchandising, event participation, community engagement, operating efficiency and other material performance indicators.

The consortium may establish performance reporting procedures through which those indicators are periodically reviewed against the approved investment plan. Material variances may trigger additional analysis, corrective measures, revised capital allocation or other actions authorized under the governance structure.

The acquisition shall also establish the foundation for subsequent stadium investment. Once ownership and operational control have been secured, the consortium can proceed with greater certainty toward site planning, development agreements, financing arrangements, engineering studies and construction procurement, subject to the separate approvals required for the infrastructure component.

The professional organization should consequently be regarded as both an acquisition asset and the operating anchor for the larger investment platform.

Its existing identity, competitive position, commercial relationships and community presence provide the initial enterprise base.

The subsequent infrastructure investment is intended to expand that base.

The resulting enterprise value is expected to arise not merely from the acquisition itself, but from the disciplined integration of the acquired organization with new infrastructure, expanded commercial capacity and a durable community-benefit mechanism.

The acquisition therefore constitutes the first major transaction within the proposed investment sequence, establishing the ownership foundation upon which the remaining components of the enterprise may be developed.

5.0 – Stadium Development Asset

A principal condition and strategic objective of the investment is the development of a new retractable-dome stadium at the existing McMahon Stadium location, subject to municipal, provincial, federal, land, planning, environmental, engineering, financing and construction requirements.

The stadium is intended to constitute a separate but integrated infrastructure asset capable of supporting professional football, concerts, sporting events, exhibitions, cultural programming, hospitality, commercial activity and year-round civic use.

Its economic purpose is to diversify the revenue base associated with the professional sports enterprise while increasing the utilization and long-term value of the underlying infrastructure.

The stadium therefore forms an essential component of the investment thesis rather than functioning solely as a replacement sporting facility.

The stadium development shall be approached as a dedicated infrastructure program with its own development plan, capitalization requirements, delivery schedule, risk controls and operating assumptions. The development entity shall be responsible for coordinating the work necessary to advance the project from concept and feasibility through planning, financing, design, construction, commissioning and operational commencement.

The existing McMahon Stadium location provides the contemplated geographic foundation for the development program. Any redevelopment of the site shall remain subject to the rights of existing landholders, applicable planning instruments, municipal approvals, environmental requirements, transportation considerations, utility requirements and other conditions governing the lawful use and redevelopment of the property.

The proposed retractable-dome configuration is intended to provide the enterprise with a venue capable of operating through Calgary's seasonal conditions while materially expanding the range of activities that can be accommodated throughout the calendar year. The design objective is therefore based upon operational flexibility rather than football use alone.

The architectural and engineering program may incorporate adaptable seating configurations, premium hospitality areas, club spaces, suites, event spaces, concessions, commercial areas, broadcast infrastructure, digital systems, accessibility infrastructure, loading and logistics facilities, transportation interfaces and other components required for a contemporary multi-purpose venue.

The development should be evaluated according to whole-life economics rather than construction cost alone. Capital expenditure shall be assessed against expected useful life, maintenance requirements, operating efficiency, technological adaptability, energy performance, insurance considerations, replacement cycles and anticipated revenue-generating capacity.

The stadium may also incorporate infrastructure capable of supporting future technologies and commercial uses. Digital connectivity, advanced ticketing, integrated security, broadcast capabilities, data systems, energy management and other technological infrastructure may be incorporated where the resulting investment is justified by long-term operating requirements and commercial opportunity.

The development entity may engage independent architects, engineers, construction managers, project managers, financial advisers, legal advisers, environmental specialists and other professional advisers necessary to establish a controlled development process.

Major construction commitments should be supported by appropriate procurement procedures, defined scopes of work, performance standards, insurance requirements, bonding or other security mechanisms, milestone payments and change-order controls.

The development program shall maintain a clear distinction between approved project expenditure and discretionary expenditure. Material changes to the scope, budget, financing structure or completion schedule should require review under the governance procedures established for the stadium entity.

The capital structure for the stadium may incorporate a combination of sponsor equity, institutional infrastructure capital, project financing, construction financing, commercial partnerships, naming rights, public participation, grants or other lawful sources of capital. The final composition shall depend upon the project's economics, financing conditions and agreements with participating stakeholders.

Where public-sector participation is contemplated, the development structure shall clearly identify the nature of that participation. Public contributions may take the form of infrastructure investment, land arrangements, transportation improvements, servicing, financing support, grants, tax measures or other mechanisms authorized by the relevant public institution.

Public participation shall not be presumed to constitute ownership or control of the professional sports organization unless expressly established through the applicable agreements.

Similarly, private capital participation in the stadium shall not automatically create rights over municipal functions, public infrastructure or regulatory decisions.

The stadium entity shall maintain an independent project budget capable of identifying land-related costs, professional fees, construction costs, financing costs, contingencies, technology systems, commissioning expenses, initial operating requirements and other material development expenditures.

A suitable contingency reserve shall be maintained to address construction variability, market conditions, supply-chain disruption, design changes, regulatory requirements and other foreseeable project risks. The size and release conditions of that reserve shall be established through the approved development plan.

The development schedule shall be coordinated with the professional organization's operating calendar. Construction and transition activities should be sequenced so that the continuity of professional football operations is preserved to the greatest practical extent.

Where temporary facilities or interim operating arrangements become necessary, their cost and operational implications shall be incorporated into the overall project model rather than treated as unforeseen secondary expenditures.

Upon completion, the stadium shall operate as a revenue-producing infrastructure platform. Its commercial calendar may include professional football, concerts, sporting competitions, exhibitions, conferences, cultural events, community programming, hospitality functions and other compatible activities.

Venue utilization shall be managed with the objective of increasing annual operating days and maximizing the productive use of fixed infrastructure without compromising field quality, facility integrity, event standards or the long-term condition of the asset.

Hospitality and premium commercial areas may provide an additional source of recurring revenue. These areas may include suites, premium seating, clubs, private event spaces, corporate hospitality and other offerings appropriate to the market.

Sponsorship and naming-rights arrangements may provide additional development and operating capital where commercially appropriate. Any naming or recognition arrangement shall remain subject to the rights of the stadium owner, applicable contractual restrictions and the governance requirements established by the consortium.

The stadium may also provide a platform for commercial tenants, retail activity, food and beverage operations, temporary exhibitions, cultural programming and other compatible uses capable of extending the economic activity generated by the venue beyond scheduled sporting events.

The development strategy should consider the relationship between the stadium and surrounding Calgary infrastructure. Transportation access, pedestrian connectivity, parking, public transit, utilities, surrounding development and event-day traffic management may materially affect both capital requirements and operating performance.

The project may therefore be evaluated not only as an isolated building but as a component of a broader urban economic environment. Improvements to surrounding infrastructure may enhance the stadium's accessibility, operating efficiency and commercial attractiveness while creating additional civic value.

The development entity shall seek to establish appropriate lifecycle reserves once the stadium becomes operational. A portion of operating cash flow may be allocated toward future maintenance, renewal, technology replacement and major capital requirements so that the asset remains financially sustainable over its useful life.

This approach is intended to prevent the initial construction investment from being treated as the completion of the project. A major venue represents a continuing capital asset requiring disciplined stewardship throughout its operating life.

The stadium's valuation shall therefore reflect both its physical characteristics and its capacity to generate recurring economic activity. Its commercial value may be influenced by event volume, contractual revenues, hospitality performance, sponsorship, naming rights, operating efficiency, surrounding development and the strategic value created by its relationship with the professional organization.

The stadium shall remain capable of supporting community use alongside commercial programming. Appropriate scheduling mechanisms may provide access for educational, cultural, charitable, amateur sporting and civic activities where consistent with the venue's operating requirements and commercial objectives.

The community-benefit architecture may also permit designated events or venue programs to contribute directly to approved philanthropic or healthcare initiatives. Such arrangements shall be documented independently from ordinary commercial revenues so that their financial and social outcomes can be measured.

The stadium consequently serves as the principal physical interface between the commercial enterprise and the broader Calgary community.

It creates a venue through which professional sport, entertainment, commerce, civic activity, philanthropy and community participation can operate within a common infrastructure platform.

Its investment value therefore derives from more than the replacement of an aging sporting facility.

The objective is to create a durable Calgary infrastructure asset capable of supporting the professional organization, attracting diversified commercial activity, facilitating community participation and generating recurring economic capacity over multiple decades.

The development program shall ultimately seek to deliver an asset whose operating performance strengthens the professional enterprise, whose physical capacity supports continued growth, and whose economic productivity provides the foundation for the broader investment and beneficiary architecture established by the consortium.

6.0 – Enterprise Revenue Model

The resulting enterprise is contemplated as a diversified sports, entertainment and infrastructure platform.

Revenue may be generated through professional sporting events, ticketing, premium seating, hospitality, sponsorship, advertising, naming rights, concessions, concerts, entertainment events, facility rentals, exhibitions, parking, commercial partnerships and other lawful activities associated with the stadium and professional club.

The final revenue allocation shall be established through the enterprise's governing agreements.

A defined community-benefit allocation shall form part of the financial architecture rather than remain solely at the discretion of individual event operators.

This mechanism is intended to ensure that increased commercial success produces a corresponding increase in measurable community benefit.

Revenue generated by the enterprise shall be managed as an integrated commercial portfolio, with each revenue category evaluated according to its contribution to recurring cash flow, operating margin, asset utilization, enterprise value and long-term strategic positioning.

Professional football shall provide the principal anchor for the commercial platform. Game-day attendance, season-ticket programs, individual ticket sales, premium seating, suites, hospitality and related event revenues may establish the recurring customer relationship around which additional commercial opportunities are developed.

Premium inventory shall be managed as a distinct commercial category where appropriate. Suites, club spaces, hospitality packages, corporate experiences and other premium products may provide higher-value participation opportunities for businesses, institutions and individual customers while supporting the broader revenue capacity of the venue.

Sponsorship shall constitute a principal component of the enterprise's commercial strategy. Partnerships may be structured around the professional organization, stadium facilities, events, community programs, digital platforms, hospitality assets or other identifiable commercial properties.

Advertising inventory may extend across the physical venue, digital platforms, broadcasts, events and other media associated with the enterprise. The commercialization of such inventory shall be coordinated so that sponsorship and advertising rights remain clearly defined and do not create conflicting contractual obligations.

Naming rights may constitute a long-duration source of capital or revenue where the commercial terms justify the associated commitment. Any naming-rights arrangement shall be evaluated according to duration, consideration, brand compatibility, contractual obligations and its effect upon the long-term identity and value of the venue.

Concessions, food and beverage operations, merchandise, retail activity and related event services may provide additional recurring revenue. These operations may be conducted directly, through operating partners, licensing arrangements, leases, revenue-sharing agreements or other approved commercial structures.

Concerts, exhibitions, sporting competitions, conferences, cultural events and other non-football programming shall provide opportunities to increase venue utilization during periods that would otherwise generate limited operating activity.

The enterprise may establish an annual commercial calendar designed to balance professional sporting requirements with non-sporting events. The objective shall be to increase productive operating days while maintaining appropriate standards for the physical condition of the facility and the professional organization.

Facility rentals may create additional revenue from corporate events, private functions, community activities, institutional gatherings and other compatible uses. Rental arrangements shall be evaluated according to direct revenue, ancillary spending, scheduling requirements and the broader strategic value of the event.

Parking and transportation-related revenues may form part of the commercial model where the enterprise possesses the necessary rights and infrastructure. Such revenues may include event parking, reserved arrangements, transportation partnerships and other lawful commercial uses associated with venue access.

Digital commerce may provide an additional revenue channel through online ticketing, merchandise, memberships, content, hospitality sales, sponsorship inventory and other digital services. The enterprise may develop digital platforms capable of extending the customer relationship beyond physical attendance.

Licensing and intellectual-property commercialization may generate revenue through merchandise, branded products, media content, sponsorship rights, digital products and other approved uses of the professional organization's intellectual property.

The enterprise may also establish strategic commercial partnerships with airlines, hotels, transportation providers, financial institutions, technology companies, food and beverage operators, tourism organizations and other businesses whose services complement the venue and its customer base.

Such partnerships may generate direct consideration while also reducing operating costs, increasing customer value or expanding the reach of the enterprise's commercial network.

Revenue diversification shall be assessed according to concentration risk. The enterprise should avoid becoming excessively dependent upon any single revenue category, sponsor, event type, customer segment or contractual relationship where diversification can reasonably reduce financial exposure.

Long-term agreements may provide predictable revenue and strengthen financing capacity, while shorter-term arrangements may preserve flexibility and allow the enterprise to participate in market growth. The appropriate balance between contractual certainty and commercial flexibility shall be determined through the enterprise's financial strategy.

Operating revenue shall first support the ordinary requirements of the enterprise, including personnel, maintenance, utilities, insurance, event operations, debt service, contractual obligations, taxes and other legitimate operating expenditures.

Subject to the approved capital structure, additional operating cash flow may be allocated toward reserves, capital renewal, expansion, debt reduction, investor distributions, strategic acquisitions and other approved uses.

Capital reinvestment shall remain a central component of the revenue model. A portion of the enterprise's economic capacity should be directed toward maintaining and improving the assets that generate future revenue, including the stadium, technology systems, hospitality facilities, customer infrastructure and professional organization.

This reinvestment principle is intended to preserve the productive capacity of the enterprise rather than maximizing short-term distributions at the expense of long-term asset condition.

The community-benefit allocation shall operate alongside these commercial priorities through the mechanism established in the definitive agreements. The allocation may be calculated by reference to gross revenue, defined operating revenue, earnings, specific event proceeds, sponsorship commitments or another objectively measurable financial metric.

The selected mechanism shall identify the point at which the community-benefit obligation is recognized and the manner in which the resulting amount is transferred, recorded and reported.

Where the mechanism is tied to enterprise performance, growth in the underlying business should correspond with an increase in the available community-benefit contribution. This creates an economic relationship in which expansion of the commercial platform produces an expanding capacity for beneficiary support.

The allocation should be structured so that it remains distinguishable from ordinary operating expenditure. Community-benefit amounts shall be separately accounted for and capable of reconciliation with the financial records of the enterprise.

The enterprise may also establish minimum annual community-benefit commitments where appropriate. Such commitments could provide beneficiaries and philanthropic partners with a predictable baseline while allowing additional contributions to increase with commercial performance.

Additional performance-based contributions may be authorized when the enterprise exceeds defined financial, attendance, event, sponsorship or profitability thresholds. This may provide a mechanism through which exceptional commercial performance produces exceptional community benefit.

Community-benefit distributions shall be subject to applicable charitable, tax, corporate and healthcare requirements. Where funds are transferred to a charitable or healthcare institution, the recipient shall administer those funds according to the governing requirements applicable to its own operations.

Financial reporting shall provide sufficient information to distinguish commercial revenue from designated community-benefit allocations. Appropriate reporting may include revenue by category, operating performance, capital expenditure, distributions, beneficiary contributions and other material financial indicators.

The consortium may establish periodic enterprise-performance reports combining financial and non-financial measures. These reports may assess attendance, event utilization, sponsorship performance, hospitality, commercial partnerships, operating margins, asset utilization, employment effects and community-benefit outcomes.

Such reporting is intended to allow participants to evaluate the enterprise according to both financial performance and broader institutional objectives.

The revenue model may also support future expansion beyond the initial stadium and professional organization. Successful commercial operations may create opportunities for additional hospitality products, new event categories, digital services, surrounding commercial development, strategic partnerships and other ventures capable of increasing enterprise value.

Any expansion shall remain subject to capital discipline. New revenue opportunities should be evaluated according to expected return, required capital, operational complexity, contractual risk and compatibility with the enterprise's strategic objectives.

The enterprise may therefore develop a portfolio approach to revenue generation in which established recurring income supports the operating foundation while emerging commercial categories provide opportunities for future growth.

This model is intended to produce a progressively more resilient enterprise.

Professional sport establishes the anchor.

The stadium creates the physical capacity.

Entertainment increases utilization.

Commercial partnerships expand the revenue base.

Hospitality increases customer value.

Digital and intellectual-property channels extend the enterprise beyond the venue.

Reinvestment preserves productive capacity.

And the defined community-benefit mechanism converts a measurable portion of commercial success into continuing civic and healthcare value.

The resulting revenue architecture is therefore designed not simply to maximize receipts from individual events, but to establish a diversified and recurring economic system capable of supporting ownership, infrastructure, reinvestment, institutional growth and permanent community participation.

7.0 – Beneficiary Structure

The beneficiary class is distinct from the investor and benefactor classes.

Investors participate in the capitalization and economic development of the enterprise.

Benefactors contribute to or steward designated philanthropic and community objectives.

Beneficiaries receive the resulting community, educational, healthcare or social benefit.

The principal healthcare beneficiary contemplated by this framework is the Alberta Children's Hospital, or an appropriately constituted charitable organization established to receive and administer funds for the hospital's healthcare mission.

The hospital is not proposed to become the owner or operator of the professional sports enterprise.

Instead, the hospital's role is that of a designated beneficiary of the community-benefit mechanism established within the investment structure.

This distinction permits the commercial enterprise to operate according to sound business principles while creating a permanent and measurable channel through which its success contributes to children's healthcare.

The beneficiary structure shall be established through definitive instruments identifying the eligible recipients, the nature of the benefit to be provided, the circumstances giving rise to a distribution and the manner in which each distribution shall be administered.

Designation as a beneficiary shall not, by itself, create an ownership interest, voting right, management authority or financial claim upon the underlying commercial assets unless such right is expressly established through a separate agreement.

The principal beneficiary relationship contemplated for children's healthcare shall be established in a manner that permits funds to be directed toward the Alberta Children's Hospital's healthcare mission while respecting the institutional governance of the hospital and any charitable organization through which contributions are received.

Where a separate charitable entity is used to receive or administer funds, that entity shall maintain appropriate authority over the administration of charitable property and shall apply the funds in accordance with the applicable governing instruments and legal requirements.

The beneficiary mechanism may support a range of approved purposes connected to children's healthcare, including clinical care, specialized treatment, research, equipment, patient and family support, education, innovation, facilities, mental health services and other initiatives determined by the appropriate healthcare or charitable authority.

One precise use of funds shall be established through the applicable beneficiary agreement or contribution instrument. The commercial enterprise shall not dictate clinical decisions or interfere with the professional and institutional responsibilities of the healthcare beneficiary.

Where contributions are designated for a particular program or purpose, the receiving institution shall be responsible for confirming that the proposed use is consistent with its mandate and the terms governing the contribution.

The beneficiary structure may provide for both unrestricted and designated contributions. Unrestricted contributions may permit the receiving institution to apply funds according to its highest-priority needs, while designated contributions may support specific initiatives agreed by the relevant parties.

The allocation mechanism may also permit the consortium to establish multiple beneficiary categories over time. Children's healthcare may constitute the principal beneficiary, while additional community, educational, cultural or social beneficiaries may be incorporated through approved amendments to the governing structure.

Any additional beneficiary shall be admitted through a defined process that establishes eligibility, purpose, distribution methodology, reporting requirements and the relationship between the new beneficiary and existing commitments.

The beneficiary structure should remain sufficiently flexible to respond to changes in community need while protecting the foundational purpose of the investment. Amendments should therefore require appropriate governance approval and should not permit established beneficiary commitments to be displaced without the consent or protections provided under the applicable agreements.

The community-benefit allocation shall be calculated and recorded independently from the ordinary ownership economics of the enterprise. This separation permits investors to determine the commercial performance of their investment while permitting beneficiaries and philanthropic participants to determine the value and application of the community benefit generated by that performance.

Beneficiary distributions may be made periodically according to an agreed schedule. The timing may correspond with quarterly, annual, event-specific or other reporting cycles appropriate to the revenue model and the operational requirements of the receiving institution.

The enterprise may establish a reserve for committed beneficiary distributions where timing differences arise between the recognition of the community-benefit obligation and the actual transfer of funds.

Such reserve mechanisms may provide greater predictability for beneficiaries while preserving appropriate working-capital management within the commercial enterprise.

The beneficiary structure shall also provide for transparent accounting. Amounts designated for beneficiaries should be identifiable from the enterprise's financial records and capable of reconciliation from the originating revenue or performance metric through to the final recipient.

Where practicable, annual reporting may disclose the total community-benefit amount generated, the amounts distributed, the receiving institutions, the general purposes supported and the resulting measurable outcomes.

Outcome reporting may include financial measures as well as appropriate non-financial indicators. For children's healthcare, such measures could include supported programs, equipment or research initiatives, patient and family services, educational activities or other outcomes capable of being reported by the receiving institution.

The purpose of impact reporting is not to commercialize healthcare outcomes, but to demonstrate that the community-benefit mechanism is functioning as designed and that the economic activity of the enterprise is producing a verifiable public benefit.

The beneficiary structure may also establish appropriate audit and verification procedures. Independent review may be used where required by the governing agreements, applicable law, institutional policy or the materiality of the distributions involved.

The receiving institution shall retain responsibility for the administration and expenditure of funds once transferred, subject to any lawful restrictions attached to the contribution.

The commercial enterprise shall retain responsibility for generating the revenue and fulfilling the contractual community-benefit obligations assigned to it.

The philanthropic steward, where one is established, may facilitate coordination, communications, program development and community engagement without assuming control over the beneficiary's institutional administration.

This division of responsibility creates a three-part accountability model.

The enterprise is accountable for generating and allocating the designated benefit.

The philanthropic structure is accountable for stewardship where such stewardship has been authorized.

The beneficiary institution is accountable for administering the benefit according to its mandate and applicable requirements.

The structure may also provide for continuity in circumstances where the original beneficiary is unable or unwilling to receive a particular contribution. A successor or substitute beneficiary may be identified through a defined process, provided that the replacement remains consistent with the original healthcare or community purpose.

Such continuity provisions are intended to prevent the community-benefit mechanism from becoming ineffective because of an institutional restructuring, change in charitable status, program discontinuation or other circumstance affecting the original recipient.

The beneficiary structure should remain independent of changes in commercial ownership to the extent necessary to protect established commitments. A future transfer of the professional organization or stadium asset should therefore be addressed expressly in the transaction documents so that beneficiary obligations are neither unintentionally extinguished nor transferred without appropriate authority.

The same principle may apply to refinancing, recapitalization or restructuring transactions. The parties should establish whether existing beneficiary commitments survive such transactions and under what conditions amendments may be made.

This continuity is important to the long-term investment thesis because the beneficiary mechanism is intended to operate beyond the initial capitalization period.

The objective is to create a recurring institutional relationship rather than a single philanthropic event.

As the commercial enterprise develops, the beneficiary structure may consequently become an enduring component of its economic identity. Commercial performance creates distributable capacity; the agreed mechanism converts a defined portion of that capacity into community benefit; the beneficiary institution converts that benefit into healthcare or other approved outcomes; and transparent reporting demonstrates the resulting public value.

The beneficiary therefore occupies a distinct position within the enterprise architecture.

It does not own the stadium.

It does not operate the professional organization.

It does not manage investor capital.

It receives the benefit created by the economic mechanism established among those institutions.

That distinction protects both sides of the relationship. The commercial enterprise retains the treedom necessary to operate, compete and grow, while the beneficiary receives a defined and measurable participation in the value created by that growth.

The resulting structure is intended to establish children's healthcare not as an incidental recipient of charitable surplus, but as a recognized beneficiary within the long-term economic architecture of the enterprise.

In this manner, the investment platform may generate financial value for its capital participants, institutional value for its operating partners, civic value for Calgary and measurable healthcare value for children and families, with each form of value remaining separately identifiable within the overall structure.

8.0 – Philanthropic Stewardship

Where accepted by the relevant governing bodies, the Owen Hart Foundation may be invited to participate as an independent philanthropic steward and community-benefit partner.

Its proposed function would be to provide philanthropic continuity between the commercial enterprise and designated community initiatives while preserving the Foundation's existing charitable mandate and governance.

The proposed role recognizes the Foundation's established place within Calgary's community and the enduring charitable legacy associated with Owen Hart.

The purpose is not to appropriate or redefine that legacy, but to provide an opportunity for its principles of opportunity, community, education and assistance to continue within a new civic investment framework.

The Foundation's participation, if established, shall be governed by separate agreements defining its authority, responsibilities, reporting requirements, permitted activities and relationship to the other consortium participants.

The philanthropic stewardship function shall be designed to complement, rather than replace, the charitable and community institutions already operating within Calgary and Alberta. Its principal value shall arise from coordination, continuity and the establishment of a durable relationship between commercial enterprise and community benefit.

Where the Owen Hart Foundation elects to participate, its role may include the identification and development of approved community initiatives, coordination with charitable and institutional partners, facilitation of philanthropic programming, stewardship of designated legacy initiatives and participation in the evaluation of community-benefit outcomes.

Any such activities shall remain within the authority granted to the Foundation by its governing instruments and applicable law. The Foundation shall determine independently whether a proposed activity is compatible with its charitable purposes and whether the resources required to undertake that activity are appropriate.

The Foundation shall not be required to endorse, sponsor or participate in any commercial activity merely because that activity forms part of the broader consortium. Its participation shall be capable of being limited to specifically identified programs, commitments or stewardship functions.

The commercial enterprise may provide financial and operational support for approved philanthropic initiatives without acquiring control over the administration of those initiatives. Where a program is jointly supported, the respective responsibilities of the enterprise, Foundation and beneficiary institution shall be documented before implementation.

The stewardship framework may establish a philanthropic program office or other administrative mechanism where the scale of the community-benefit activity justifies dedicated coordination. Such mechanism may maintain program records, funding schedules, partner relationships, impact measurements and reporting requirements.

The administrative function should remain proportionate to the value of the programs being administered. Community-benefit resources should be directed principally toward their intended purposes, with administrative costs appropriately identified and governed.

The Foundation may also serve as a convening institution where multiple benefactors, corporations, charitable organizations and community partners participate in a common initiative. Such coordination could allow otherwise separate contributions to support larger programs while preserving the independent identity of each contributing organization.

The stewardship architecture may include annual or periodic philanthropic plans identifying priority areas, available resources, anticipated programs and measurable outcomes. These plans may be reviewed in coordination with the commercial enterprise without permitting the enterprise to determine the Foundation's independent charitable priorities.

Community programs may encompass youth development, education, athletics, mentorship, family assistance, community resilience, cultural initiatives and other areas consistent with the approved philanthropic mandate.

Healthcare initiatives may similarly be supported where appropriate, including initiatives connected to children's healthcare, patient and family support, research, education, equipment or other approved healthcare purposes.

The philanthropic steward may assist in establishing appropriate relationships between the enterprise and beneficiary institutions. Its role may include facilitating communications, identifying opportunities for collaboration and helping ensure that community-benefit commitments are understood and implemented consistently.

Such facilitation shall not create authority over the beneficiary institution. The receiving institution shall retain responsibility for its own clinical, charitable, financial and institutional decisions.

The stewardship framework may also establish principles governing the use of names, trademarks, historical references, images, archival materials and other representations associated with the philanthropic legacy being recognized. Such matters should be addressed through appropriate permissions and agreements rather than inferred from participation alone.

Recognition of the Owen Hart legacy shall be undertaken with particular care to preserve historical accuracy and institutional integrity. The objective shall be to connect established principles of service and community contribution with future programming without suggesting that historical association constitutes present-day consent or endorsement.

Where authorized, legacy programming may become a permanent component of the stadium and enterprise environment. Educational programs, youth initiatives, community events, charitable campaigns or designated spaces may provide visible continuity between the philanthropic history associated with Calgary and the future civic institution being developed.

The physical venue may therefore serve as a platform for philanthropic activity without becoming the legal property or operational extension of the philanthropic organization.

Community-benefit programs may be integrated into the annual commercial calendar through designated events, fundraising activities, community days, educational programs and other initiatives capable of attracting participation from the public, corporate partners and institutional stakeholders.

Where commercial events generate designated philanthropic proceeds, the financial treatment of those proceeds shall be separately documented. The originating revenue, applicable allocation, administrative treatment and final beneficiary should remain identifiable throughout the transaction.

The stewardship function may also establish a framework for benefactor recognition. Individuals, families, corporations and institutions contributing material philanthropic resources may be recognized according to agreed standards that are consistent with the policies of the relevant charitable organizations.

Recognition shall not confer governance authority unless such authority is expressly established through a separate agreement.

The philanthropic steward may participate in periodic reviews of the community-benefit mechanism to determine whether the programs supported remain effective, relevant and consistent with the purposes for which the structure was established.

Where changing circumstances indicate that a particular program is no longer appropriate, the stewardship framework may provide a process for recommending modifications while preserving the underlying charitable purpose and respecting the authority of the beneficiary institution.

The stewardship arrangement may also include succession provisions. The continuity of a philanthropic program should not depend upon the continued participation of one individual, benefactor or organizational representative.

Where the Foundation participates, its institutional role should therefore be capable of continuing through changes in personnel, board composition, commercial ownership, stadium management or consortium membership, subject always to the Foundation's continuing authorization.

The philanthropic stewardship structure shall maintain appropriate records concerning commitments, distributions, programs, beneficiaries and reported outcomes. Such records may form part of the enterprise's broader community-impact reporting while remaining subject to the confidentiality and privacy requirements applicable to charitable and healthcare information.

The objective of this reporting is to establish institutional memory and demonstrate continuity over time. A future participant should be able to understand what commitments were made, which programs were established, what resources were provided and what outcomes were achieved without relying exclusively upon informal institutional knowledge.

The stewardship framework may consequently become an enduring bridge between successive generations of commercial ownership and community participation.

The professional sports organization may change.

The stadium may evolve.

Capital participants may enter or exit.

Commercial strategies may develop.

Yet the philanthropic architecture can preserve a continuing relationship between the economic productivity of the enterprise and the community purposes for which the investment framework was established.

The significance of the proposed Foundation participation therefore rests in stewardship rather than control.

It provides a potential institutional bridge through which commercial capacity can be translated into organized community investment while preserving the independence of the charitable institution entrusted with that role.

If established on those terms, the relationship would allow the legacy associated with Owen Hart to remain connected to principles of service, opportunity, education and community contribution while permitting the resulting enterprise to develop according to contemporary investment, governance and infrastructure requirements.

The proposed stewardship model consequently treats philanthropy as a permanent component of institutional design rather than an external activity appended to the commercial enterprise after its financial objectives have been satisfied.

9.0 – Consortium Obligations

Each consortium participant shall be accountable for the obligations assigned to that participant through the definitive transaction documents.

Capital participants shall satisfy their committed funding obligations.

The operating enterprise shall maintain professional, financial and regulatory standards appropriate to a major professional sports organization.

The stadium development entity shall satisfy applicable construction, engineering, environmental, safety and municipal requirements.

The philanthropic steward shall administer its responsibilities independently and transparently.

The beneficiary structure shall receive and administer designated distributions in accordance with applicable charitable and healthcare requirements.

The consortium as a whole shall maintain appropriate financial reporting, auditability, governance controls, conflict-of-interest procedures and disclosure mechanisms.

Each participant shall perform its obligations in accordance with the standard of care, professional competence and fiduciary responsibility applicable to the function undertaken by that participant. The definitive agreements shall identify material obligations with sufficient specificity to permit performance to be measured and verified.

Capital commitments shall be documented according to funding schedules, conditions precedent, permitted uses and applicable closing requirements. A participant's obligation to provide capital shall arise only in accordance with the instrument establishing that commitment and shall remain subject to any conditions expressly incorporated into that instrument.

Funds contributed to the enterprise shall be applied only for purposes authorized under the applicable capital plan, financing documents, investment agreements or approved budgets. Material deviations from an approved use of funds shall require the level of authorization established by the consortium's governance framework.

The operating enterprise shall maintain financial and operational systems capable of demonstrating how commercial resources are generated, allocated and reported. Management shall maintain appropriate controls over revenue collection, expenditure authorization, contracting, payroll, inventory, sponsorship, ticketing and other material operating functions.

The operating enterprise shall also maintain appropriate standards for player welfare, employee administration, customer safety, venue operations, event management and other responsibilities arising from the operation of a professional sports organization.

The stadium development entity shall maintain a project-control environment appropriate to a major infrastructure undertaking. Project budgets, schedules, procurement decisions, construction progress, change orders, professional certifications, safety requirements and material risks shall be documented and subject to appropriate oversight.

Material construction deviations shall be identified promptly and reported through the applicable governance channels. Where a change has a material effect upon cost, schedule, scope, financing or operating assumptions, the responsible entity shall obtain the approvals required before proceeding.

Environmental and engineering requirements shall be addressed throughout the development lifecycle rather than solely at the approval stage. The project shall maintain appropriate documentation demonstrating compliance with applicable requirements and professional standards.

The consortium shall establish procedures for identifying and managing material risks affecting the enterprise. Such risks may include financing, construction, market demand, operating performance, insurance, regulatory change, contractual dependency, reputational exposure, technology, cybersecurity, supply-chain disruption and other material factors.

Risk management shall remain an ongoing function. Material risks identified after closing shall be incorporated into the appropriate reporting and mitigation processes rather than treated solely as matters arising during initial due diligence.

Each participant shall provide information reasonably necessary for the consortium to perform its legitimate oversight functions, subject to confidentiality, privacy, privilege, commercial sensitivity and other applicable restrictions.

Financial information shall be maintained according to appropriate accounting standards and shall be capable of independent examination where required. Material entities within the structure may maintain separate accounts while participating in consolidated reporting sufficient to demonstrate the financial position of the overall enterprise.

The consortium may appoint independent auditors or other assurance professionals to examine financial records, capital deployment, beneficiary distributions, related-party transactions or other matters requiring independent verification.

Audit findings shall be addressed through documented corrective measures where material deficiencies are identified. The existence of an audit function shall not transfer management responsibility from the entity responsible for the underlying activity.

Conflict-of-interest procedures shall require participants and responsible decision-makers to disclose material interests that could reasonably affect their judgment concerning a consortium matter.

A participant with a material conflict may be required to abstain from particular decisions or comply with enhanced approval procedures where appropriate. The applicable treatment shall be established by the governance instruments and applicable law.

Related-party transactions shall be documented according to commercially reasonable terms and subjected to the review requirements established by the consortium.

The consortium shall maintain records sufficient to demonstrate the authorization of material decisions. Such records may include resolutions, approvals, investment memoranda, financial analyses, contracts, professional reports and other documentation supporting the decision-making process.

Material communications affecting contractual obligations, capital commitments, beneficiary arrangements or governance rights shall be preserved in an appropriate transaction record.

The parties shall establish procedures for addressing breaches of material obligations. Depending upon the nature of the breach, available remedies may include notice and cure periods, suspension of particular rights, withholding of discretionary distributions, replacement of responsible contractors or service providers, indemnification, termination rights, dispute resolution or other remedies established by the definitive agreements.

Remedies shall be proportionate to the nature of the obligation and the consequences of non-performance. The objective shall be to preserve the enterprise where possible while providing effective protection for participants whose contractual rights have been materially affected.

The consortium may establish escalation procedures for disputes arising between participants. Matters should first be addressed through the designated management or governance channels before proceeding to formal dispute-resolution mechanisms, except where immediate protective action is required.

The definitive agreements shall establish the governing law, dispute-resolution mechanism and applicable jurisdiction for each material contractual relationship. Different agreements may require different mechanisms according to the nature of the participating parties and the applicable legal framework.

The consortium shall also establish procedures for amendments to the investment architecture. Changes affecting ownership, capital rights, governance, stadium commitments, philanthropic arrangements or beneficiary obligations should require the approvals specified in the applicable agreements.

No participant shall be required to accept a material alteration to its economic or fiduciary position merely because another participant has approved the amendment.

Continuity provisions shall address circumstances in which a participant defaults, withdraws, becomes insolvent, transfers its interest, loses required regulatory authorization or otherwise becomes incapable of fulfilling its obligations.

Where replacement is possible, the consortium may identify qualified successor participants capable of assuming the affected responsibilities without materially disrupting the enterprise.

The operating and infrastructure components shall maintain appropriate succession and emergency-continuity plans. Such plans should address circumstances that could materially interrupt professional football operations, stadium development, venue operations, financing or critical commercial services.

The philanthropic and beneficiary components shall likewise maintain continuity mechanisms capable of preserving designated community-benefit commitments through changes in personnel, institutional structure or commercial ownership.

The consortium's reporting architecture shall provide participants with information proportionate to their legitimate interests and responsibilities. Periodic reporting may address financial performance, capital deployment, development progress, operating performance, risk exposure, beneficiary distributions and material governance matters.

Community-benefit reporting shall remain sufficiently distinct to permit the public and participating institutions to understand the relationship between commercial performance and designated community outcomes without compromising legitimate commercial confidentiality.

Where the enterprise establishes performance targets, the responsible participant shall report against those targets according to the agreed reporting cycle. Variances should be identified together with the principal causes and any proposed corrective measures.

The consortium shall also maintain a compliance register identifying material regulatory, contractual, financing, insurance, charitable and operational requirements applicable to the enterprise.

Responsibility for each compliance requirement shall be assigned to the entity or participant best positioned to discharge it. The existence of a consortium-level compliance framework shall not relieve an individual participant of its own legal responsibilities.

The overall obligation of the consortium is therefore one of coordinated performance rather than collective substitution of responsibility.

Each participant remains accountable for the function it undertakes.

Each entity remains accountable for the assets and obligations under its control.

Each capital provider remains accountable for its committed contribution.

Each fiduciary institution remains accountable for its independent duties.

And each beneficiary relationship remains accountable for the proper receipt and administration of designated benefit.

The resulting obligations framework is intended to make the investment architecture operationally enforceable rather than merely aspirational.

It establishes a structure in which capital can be committed with defined expectations, infrastructure can be developed under controlled processes, commercial operations can be measured against established standards, philanthropic resources can be independently stewarded, and beneficiary commitments can be traced from originating enterprise activity through final distribution.

The durability of the consortium shall ultimately depend upon this clarity of responsibility.

Where obligations are defined, authority is matched to responsibility, information is preserved, performance is measurable and material decisions are accountable, the consortium can remain functional through changes in capital, ownership, management, infrastructure and market conditions while preserving the foundational investment and community-benefit objectives established by the parties.

10.0 – Beneficiary Return

The community-benefit component constitutes a principal non-financial return of the proposed investment.

Rather than treating charitable giving as an external activity occurring after commercial returns have been realized, the framework incorporates community benefit into the operating economics of the enterprise.

Accordingly, the success of the stadium and professional sports organization is intended to produce three corresponding forms of return.

The first is enterprise return, consisting of the economic and strategic value generated by the professional sports and infrastructure assets.

The second is community return, consisting of employment, tourism, entertainment, infrastructure utilization, civic programming and broader economic activity.

The third is beneficiary return, consisting of defined financial and programmatic contributions to children's healthcare and other approved community purposes.

The investment therefore operates upon a principle of reciprocal value: capital creates infrastructure; infrastructure creates enterprise; enterprise creates revenue; revenue creates community benefit; and community benefit strengthens the long-term civic value of the enterprise.

The beneficiary return shall be treated as a defined component of the enterprise's overall value proposition and shall be capable of measurement independently from the financial returns received by capital participants.

The commercial return and beneficiary return shall therefore be accounted for through separate but interconnected measures. Investors may evaluate the enterprise according to financial performance, asset appreciation, distributions and strategic value, while the beneficiary framework may evaluate the corresponding community benefit according to contributions, programs supported, outcomes achieved and the continuity of the distribution mechanism.

The purpose of this separation is to ensure that philanthropic value is neither obscured within commercial accounting nor presented as a substitute for financial performance. Each form of return shall retain its own measurement framework while remaining connected through the underlying economic activity of the enterprise.

Enterprise return may include appreciation in the value of the professional organization, stadium infrastructure, intellectual property, commercial contracts, operating platform and associated strategic interests. Such value may arise from increased revenues, improved operating performance, stronger contractual relationships, expanded market reach, infrastructure quality and other measurable factors.

Community return may extend beyond direct financial distributions. Employment generated through construction, stadium operations, professional sport, hospitality, event production, security, transportation, maintenance and associated services may constitute part of the broader economic contribution of the enterprise.

Tourism and visitor expenditure may provide another measurable component. Major sporting events, concerts, exhibitions and other activities may attract visitors to Calgary and contribute to accommodation, transportation, food service, retail and other sectors of the local economy.

Infrastructure utilization may similarly create economic value by increasing the productive use of the stadium and associated facilities throughout the year.

Civic programming may provide an additional return through educational events, community activities, cultural programming, amateur sport, charitable events and other uses that extend the value of the venue beyond its commercial calendar.

The beneficiary return shall be principally measured through the defined community-benefit allocation established within the enterprise's governing agreements. This allocation may consist of recurring financial contributions, designated event proceeds, program funding, equipment support, research contributions, healthcare initiatives or other approved forms of benefit.

Where the distribution mechanism is performance-based, the beneficiary return should increase as the underlying enterprise expands its economic capacity, subject to the conditions and thresholds established in the definitive agreements.

This creates an embedded growth relationship.

Higher enterprise activity can produce higher revenue.

Higher revenue can produce greater distributable capacity.

Greater distributable capacity can produce greater beneficiary contributions.

Greater beneficiary contributions can support expanded healthcare and community outcomes.

The resulting cycle is intended to permit the community-benefit component to grow with the enterprise rather than remaining fixed at the level established during initial capitalization.

The beneficiary return may also be supplemented by voluntary benefactor contributions, corporate matching programs, designated sponsorship proceeds, philanthropic campaigns and other approved sources of community funding.

Such supplemental contributions shall remain distinguishable from the mandatory or contractual community-benefit allocation so that the enterprise can demonstrate the difference between baseline commitments and additional philanthropic participation.

The framework may establish minimum beneficiary commitments where appropriate. A minimum commitment can provide predictability for the beneficiary institution while allowing the performance-based component to increase as commercial activity expands.

Where the enterprise exceeds defined performance thresholds, additional beneficiary allocations may be triggered. These thresholds could be based upon revenue, operating performance, event utilization, sponsorship growth or other measurable indicators established in the financial model.

The beneficiary return may also include in-kind contributions where those contributions produce measurable and approved community value. Examples may include equipment, facility access, event space, educational programming, technology, professional services or other resources provided to a qualifying beneficiary.

In-kind contributions should be valued and recorded according to an appropriate methodology so that the reported beneficiary return remains transparent and comparable across reporting periods.

The enterprise may establish an annual impact statement presenting the principal categories of return generated during the preceding period. Such statement may identify commercial performance, community activity, beneficiary contributions and selected outcomes without conflating those measures.

Impact reporting may also demonstrate the relationship between capital deployed and community value generated. This can provide investors, institutional partners, benefactors and beneficiaries with a common framework for understanding how the enterprise converts investment activity into broader economic and social outcomes.

The measurement framework should remain disciplined. Community benefits should not be assigned speculative monetary values merely to increase reported impact. Where a benefit cannot reasonably be quantified, it may instead be described through verified qualitative or operational indicators.

This distinction is particularly important for healthcare outcomes. The enterprise may report the resources provided to children's healthcare and the programs supported, while leaving clinical outcome assessment to the appropriate healthcare professionals and institutions.

The beneficiary return therefore complements, rather than replaces, institutional expertise.

Healthcare institutions determine how resources can most effectively support healthcare delivery.

Philanthropic stewards determine how authorized charitable programs should be administered.

The enterprise generates and allocates the agreed economic contribution.

Investors evaluate the commercial performance of the underlying assets.

The resulting architecture allows each participant to measure the return relevant to its mandate without requiring one form of value to be converted artificially into another.

The beneficiary return may also contribute to the long-term resilience of the enterprise. A visible and measurable community contribution can strengthen institutional relationships, attract philanthropic participation, support employee engagement, enhance stakeholder confidence and reinforce the enterprise's civic identity.

These effects should not be treated as guaranteed financial returns. Rather, they constitute potential strategic benefits that may arise from maintaining a credible and consistently administered community-benefit structure.

The framework may establish periodic reviews to determine whether the beneficiary mechanism remains proportionate to the scale and performance of the enterprise. Such reviews may consider changes in revenue, capital requirements, beneficiary needs, operating conditions and the long-term sustainability of the distribution formula.

Any modification should preserve the foundational principle that commercial growth and community benefit remain structurally connected.

The beneficiary return should also survive ordinary changes in commercial strategy. The enterprise may change its sponsorship model, event programming, operating arrangements or financing structure while maintaining the underlying obligation to provide the agreed community benefit.

Where a major transaction materially changes ownership or control of the enterprise, the continuing treatment of beneficiary commitments should be expressly addressed in the applicable transaction documentation.

This ensures that the community-benefit component is treated as an institutional commitment rather than an informal intention dependent upon the preferences of a particular owner or management group.

Over time, the beneficiary return may therefore become one of the defining characteristics of the enterprise.

The professional organization creates commercial identity.

The stadium creates physical capacity.

The consortium creates investment coordination.

The philanthropic structure creates stewardship.

And the beneficiary mechanism creates a continuing channel through which economic productivity is converted into measurable public benefit.

The investment thesis consequently extends beyond the conventional relationship between capital and financial return.

It proposes a model in which a productive commercial asset can generate multiple forms of value simultaneously, with each form reinforcing the durability of the overall institution.

The ultimate measure of the beneficiary return shall therefore not be limited to the amount distributed in any single year.

It shall also be measured by whether the mechanism remains financially sustainable, institutionally independent, transparently administered and capable of producing increasing community benefit as the underlying enterprise grows.

In that sense, beneficiary return becomes a long-duration component of enterprise value: not an expense appended to commercial activity, but a defined participation in the economic capacity created by the investment itself.

The final transaction should establish a governance structure capable of maintaining clear separation between commercial management, investment oversight and charitable administration.

The Trustee's authority shall be exercised within the legal scope of the Trust and the final agreements governing the investment.

The professional organization shall retain operational authority over football and related commercial activities.

The stadium entity shall retain authority over venue development and operations.

Participating philanthropic organizations shall retain their independent fiduciary responsibilities.

Beneficiary institutions shall retain their own institutional and healthcare governance.

The resulting structure is intended to prevent the concentration of commercial, philanthropic and beneficiary authority in a single institution while ensuring that all components remain economically coordinated.

The governance framework shall be established through a combination of trust instruments, corporate documents, investment agreements, operating agreements, development agreements, philanthropic agreements and beneficiary arrangements, each defining the authority applicable to the entity or participant governed by that instrument.

The Trustee shall exercise its authority in accordance with the terms of the Trust, applicable fiduciary duties and the definitive transaction documentation. No provision of the consortium framework shall enlarge the Trustee's legal authority beyond that established by the governing Trust or applicable law.

The investment governance function may be assigned to a designated investment committee or equivalent body responsible for reviewing capital deployment, financial performance, material transactions, financing arrangements, risk exposure and other matters affecting the investment position of the consortium.

The investment governance body shall not assume responsibility for ordinary football operations, stadium management or charitable administration merely by exercising investment oversight.

The professional organization shall maintain its own management structure responsible for sporting and commercial performance. Its management shall operate within the ownership, league, employment, contractual and regulatory framework applicable to professional football.

The stadium entity shall maintain a separate management structure responsible for development and venue operations. Its authority shall extend to matters necessary to construct, maintain, operate and commercialize the physical asset, subject to the ownership and financing arrangements established for the project.

The separation of these operating functions shall permit specialized management while maintaining coordinated strategic planning at the consortium level.

Strategic matters affecting more than one component may be brought before the appropriate coordinating authority. Such matters may include major capital allocation, stadium development milestones, long-term commercial arrangements, material financing, ownership changes, major transactions and amendments affecting the community-benefit architecture.

The governance framework may establish reserved matters requiring enhanced approval. These may include the sale or transfer of material assets, issuance of new ownership interests, material indebtedness, changes to control, major related-party transactions, amendments to beneficiary commitments and other decisions capable of materially altering the investment structure.

Different approval thresholds may apply according to the significance of the decision. Ordinary operational matters may remain within management authority, while material strategic matters may require investment committee, board, Trustee or participant approval as specified by the governing instruments.

No governance body shall exercise authority over a matter reserved to an independent institution merely because that matter affects the overall economic performance of the consortium.

A philanthropic organization participating in the structure shall retain authority over its own charitable assets, charitable programming and fiduciary decisions. Commercial participants may establish contractual expectations concerning the use of consortium resources without directing the independent exercise of charitable discretion.

Similarly, a beneficiary institution shall retain authority over the administration of healthcare, educational or social programs supported through the investment. The commercial enterprise may establish the financial purpose of a contribution but shall not assume responsibility for clinical or institutional decisions belonging to the beneficiary.

The governance structure shall maintain appropriate information rights among the participating parties. Information shall be provided according to the legitimate oversight requirements of each participant while protecting confidential business information, privileged communications, personal information and other legally protected material.

Financial reporting shall be prepared on a regular schedule and shall provide sufficient information to evaluate operating performance, capital deployment, financing, reserves, distributions, liabilities and material changes to the enterprise.

Where separate entities are used, each entity shall maintain its own books and records while the consortium may maintain consolidated reporting sufficient to demonstrate the relationship among the principal components.

Independent audit or assurance procedures may be established for material entities and financial flows. The scope of such review may include capital contributions, acquisition expenditure, stadium development expenditure, operating revenue, related-party transactions, beneficiary allocations and other areas identified by the governance bodies.

The governance framework shall maintain appropriate controls over the authorization and release of funds. Material expenditures should be supported by approved budgets, contractual documentation, invoices, certifications or other evidence appropriate to the nature of the expenditure.

Capital calls, distributions and transfers between consortium entities shall be documented according to the applicable agreements. No participant shall receive funds from another consortium entity without an identifiable contractual, investment, operating, financing, philanthropic or other lawful basis.

Conflicts of interest shall be disclosed and managed through established procedures. Directors, officers, Trustees, investment decision-makers and other persons exercising material authority shall comply with the conflict-management requirements applicable to their respective roles.

Where an individual or entity has a material interest in a proposed transaction, the governance framework may require independent review, recusal, enhanced disclosure or other protective measures.

Related-party transactions shall be evaluated according to commercially reasonable terms and documented with sufficient detail to permit subsequent review.

The governance structure shall also maintain a formal decision record. Material resolutions, approvals, investment decisions, financing arrangements, development decisions and beneficiary commitments should be preserved in a manner that allows the historical basis for significant decisions to be reconstructed.

This record shall support both accountability and institutional continuity. Future directors, Trustees, investors and participating institutions should be capable of determining the authority under which a material decision was made, the information considered and the obligations created by that decision.

The governance framework shall establish reporting responsibilities for material breaches, regulatory concerns, financial irregularities, construction deficiencies and other circumstances capable of materially affecting the enterprise.

Where corrective action is required, responsibility for that action shall be assigned to the entity or participant possessing the authority and resources necessary to address the underlying issue.

The governance structure shall also include succession provisions for directors, officers, Trustees, investment representatives and other key decision-makers. The enterprise should remain operationally stable despite ordinary changes in personnel or institutional representation.

Changes in consortium membership shall likewise be governed through defined procedures.

Admission, withdrawal, transfer, replacement and succession of participants should not unintentionally alter the rights of existing participants or compromise established beneficiary commitments.

The governance framework may establish independent committees for specialized functions where the scale of the enterprise warrants them. Potential functions may include investment oversight, audit, risk, development, community benefit and governance.

Any committee established within the structure shall operate under a defined mandate and shall report to the authority responsible for its appointment.

The community-benefit function may be subject to separate impact reporting so that financial distributions and community outcomes can be evaluated independently from ordinary commercial performance.

Such reporting may identify the amount of benefit generated, the recipient institutions, the purposes supported and other appropriate measures of impact while preserving the privacy and institutional independence of beneficiaries.

The governance framework shall also provide for periodic strategic review. At defined intervals, the consortium may evaluate whether the enterprise remains aligned with its acquisition strategy, infrastructure objectives, financial model, community-benefit commitments and long-term institutional purpose.

Strategic review shall not permit unilateral alteration of protected rights. Where changes are recommended, they shall proceed through the amendment and approval mechanisms established by the governing instruments.

The structure may also establish external advisory relationships with financial, legal, engineering, infrastructure, charitable, healthcare and other professional advisers. Advisers shall provide specialized expertise without acquiring governance authority unless expressly appointed to a role carrying such authority.

The resulting model is therefore intended to establish governance by function, authority by instrument and accountability by record.

Commercial management is responsible for commercial performance.

Investment governance is responsible for capital oversight.

Infrastructure governance is responsible for development and asset stewardship.

Philanthropic governance is responsible for charitable stewardship.

Beneficiary institutions are responsible for the administration of the benefits received.

The Trustee exercises the authority properly assigned under the Trust and governing instruments.

The consortium coordination function connects these separate responsibilities without replacing them.

This architecture is intended to reduce concentration risk, protect fiduciary independence, preserve institutional accountability and permit the various components of the enterprise to operate with sufficient autonomy while remaining economically coordinated.

The ultimate governance objective is therefore not centralized control, but disciplined integration: each institution retains authority over the matters for which it is legally and operationally responsible, while the consortium provides the contractual and economic framework necessary to cause those separate functions to operate toward a common long-term investment and community-benefit objective.

12.0 – Legacy and Long-Term Purpose

The proposed investment is intended to create an institution capable of continuing beyond the original capital commitment.

The significance of the proposed Owen Hart Foundation participation lies within this long-term objective.

Calgary possesses a distinctive sporting and philanthropic history associated with the Hart family and the community institutions that have developed around that legacy. The proposed framework recognizes that history as a source of civic value while directing the investment toward a future-oriented purpose.

The objective is not simply to preserve a memory.

It is to convert legacy into institutional continuity.

A modern Calgary stadium can become the physical platform.

The Calgary Stampeders can become the professional sporting platform.

The consortium can provide the investment platform.

The Owen Hart Foundation, if it elects to participate, can provide an independent philanthropic bridge.

And the Alberta Children's Hospital can become a principal beneficiary of the resulting economic activity.

Together, these elements establish a proposed investment architecture in which commercial success and community benefit are structurally connected.

The long-term purpose of the enterprise shall be measured by its capacity to remain productive, financially sustainable and socially useful after the original participants and initial capital have changed.

The investment is therefore intended to establish an institution rather than a finite transaction. The initial acquisition and development capital provides the means to establish the platform, but the enduring value of the platform shall depend upon its ability to generate successive generations of commercial, civic and community benefit.

Institutional continuity shall be supported through durable ownership structures, disciplined capitalization, professional management, long-term infrastructure planning and governance instruments capable of surviving changes in individual participants.

The enterprise should not depend upon the continued involvement of any single investor, director, benefactor, executive or philanthropic representative. Its principal commitments should instead be embedded within the governing architecture so that they can continue through ordinary changes in leadership and participation.

The stadium is intended to provide the physical continuity of the institution. A permanent, adaptable and commercially productive venue can serve successive generations of athletes, spectators, performers, businesses, community organizations and visitors.

Its value shall therefore extend beyond its original construction date. Continued investment in maintenance, technology, accessibility, sustainability, modernization and programming shall permit the facility to remain relevant as Calgary's population, economy and cultural environment evolve.

The professional organization provides a corresponding institutional continuity through sport. The Calgary Stampeders can remain an enduring professional football presence within the city while serving as an anchor for employment, entertainment, youth engagement, commercial partnerships and community participation.

The relationship between the club and stadium should consequently be designed to survive changes in individual ownership and commercial strategy. Each may evolve independently while remaining connected through long-term operating and commercial arrangements.

The consortium provides the capital and governance continuity necessary to coordinate those assets. Its purpose is not to preserve a particular ownership group indefinitely, but to establish a structure through which successive participants can inherit defined responsibilities and opportunities.

This distinction permits the enterprise to develop beyond the intentions of its original founders while preserving the principles incorporated into the initial transaction.

The philanthropic component provides another form of continuity. Where an independent charitable institution participates, its role can provide a durable bridge between successive generations of commercial activity and the community purposes supported by the enterprise.

The potential involvement of the Owen Hart Foundation is significant within this context because philanthropic legacy can extend beyond historical remembrance when translated into continuing institutional activity.

Any such relationship must remain grounded in the Foundation's own authority, mandate and decisions. The investment framework does not create or presume participation. Instead, it provides a structure within which an authorized relationship could be established if the Foundation determines that such participation is appropriate.

Where participation is established, the Foundation's contribution may be measured through the continuity of programs, partnerships and community initiatives rather than through commercial ownership.

The resulting distinction permits legacy to retain its independent character while becoming connected to a modern institutional platform.

The enterprise may also establish legacy initiatives intended to serve future generations. These may include youth athletics, educational programs, mentorship, community development, scholarships, charitable events, healthcare initiatives and other programs consistent with the governing mandates of participating institutions.

Such initiatives may be designed to operate independently of individual personalities. Their purpose should be sufficiently defined that future administrators can continue, evaluate or responsibly adapt them according to changing community needs.

The long-term beneficiary relationship should likewise be capable of surviving changes in ownership and management. Once established, the community-benefit mechanism should operate according to its governing agreements rather than depend upon annual discretionary decisions by individual commercial managers.

This creates the possibility of a permanent relationship between enterprise performance and community investment.

As the enterprise grows, the value created by its assets may increase.

As operating capacity increases, the potential community-benefit allocation may increase.

As community programs receive sustained support, their institutional capacity may increase.

And as the resulting civic value becomes visible, the enterprise may strengthen its relationships with Calgary's residents, institutions and broader economic community.

The model therefore creates a form of institutional compounding in which financial, physical and civic assets reinforce one another over time.

The long-term strategy may also include intergenerational ownership planning. Future capital participants may be admitted through defined mechanisms while existing participants may transfer or restructure their interests subject to the governing agreements.

Such mechanisms can allow the enterprise to remain adequately capitalized without requiring the original capital providers to remain indefinitely responsible for its financing.

The same principle may apply to philanthropic participation. Future benefactors may join established programs without displacing the foundational commitments of the original structure.

The enterprise should consequently be capable of receiving new capital, new expertise and new community partnerships while preserving the underlying architecture that connects commercial activity to beneficiary return.

Long-term purpose also requires protection against deterioration of the underlying assets. The stadium, professional organization, intellectual property, commercial relationships and community programs must each receive sufficient investment and governance attention to remain productive.

Capital preservation and legacy preservation are therefore related objectives.

An institution cannot preserve its civic purpose if the physical and commercial assets supporting that purpose are allowed to deteriorate.

Likewise, commercial value should not be maximized in a manner that destroys the community relationships upon which long-term institutional legitimacy depends.

The investment framework accordingly seeks a balance between financial discipline and civic stewardship.

Commercial performance remains necessary because the enterprise must sustain itself.

Infrastructure investment remains necessary because the enterprise requires productive physical capacity.

Professional excellence remains necessary because the sporting organization must remain competitive.

Philanthropic stewardship remains necessary because community benefit requires institutional continuity.

Beneficiary participation remains necessary because the economic purpose of the community-benefit mechanism must produce tangible outcomes.

Together, these functions form a long-duration institutional model.

One ultimate legacy of the transaction would therefore not be measured solely by the acquisition of a professional football organization or the construction of a new stadium.

It would be measured by whether those assets become productive foundations for decades of economic activity, professional sport, civic participation and community investment.

The proposed Calgary institution may consequently serve as a bridge between established history and future development.

The sporting history associated with the city provides context.

The philanthropic history associated with the Hart family provides a potential source of continuity.

The new stadium provides physical permanence.

The professional organization provides an enduring commercial and sporting identity.

The consortium provides the investment architecture.

The beneficiary structure provides measurable public purpose.

And the governance framework provides the mechanisms through which these elements may remain coordinated across generations.

The long-term purpose is therefore to establish an institution capable of outliving its founding transaction while retaining the principles that justified the transaction in the first place.

In that sense, legacy becomes an economic and institutional concept rather than merely a historical one.

The objective is to create something capable of being inherited, operated, expanded, responsibly financed and continuously directed toward productive civic use.

The proposed investment is ultimately intended to leave Calgary not simply with a new facility or a capitalized sports organization, but with a durable institution whose commercial productivity creates an enduring capacity for community benefit.

13.0 – Transaction Objective

Upon completion of the necessary negotiations, approvals, due diligence and definitive agreements, the intended transaction would establish a Calgary-based professional sports and entertainment enterprise supported by a modern retractable-dome stadium at the McMahon Stadium site and governed through a consortium structure incorporating capital participants, benefactors, professional operators and designated beneficiaries.

The initial U.S.D $100,000,000 commitment of OneTrust is proposed as the foundational capital contribution toward achieving that objective.

Additional capital may be introduced through equity, debt, institutional investment, strategic partnerships, sponsorship, naming rights, municipal participation, philanthropic commitments, infrastructure financing or other lawful sources.

The resulting capital stack, ownership percentages, governance rights, distribution priorities and beneficiary allocations shall be established through the definitive transaction documentation.

This Article accordingly serves as the strategic investment framework from which the parties may proceed toward valuation, due diligence, negotiation, term-sheet development, acquisition documentation, stadium development agreements, philanthropic agreements and final closing instruments.

The intended investment is therefore presented as a consortium opportunity in which ownership, infrastructure, professional sport, philanthropy and children's healthcare are integrated into one sustainable Calgary institution.

The transaction shall proceed through a defined sequence of commercial and institutional stages designed to convert the investment framework into executable agreements and, ultimately, a completed acquisition and development program.

The first stage shall consist of transaction organization and preliminary engagement among the parties possessing the authority, capital, institutional capacity and strategic interest necessary to advance the proposed enterprise. During this stage, the consortium may establish the principal transaction vehicle, appoint advisers, develop preliminary financial models and identify the principal conditions required for further negotiations.

The second stage shall consist of comprehensive diligence and valuation. The parties shall examine the professional organization, proposed stadium development, land and infrastructure considerations, financing requirements, commercial opportunities, regulatory environment, philanthropic architecture and other material components necessary to determine the feasibility and appropriate structure of the transaction.

The results of diligence shall inform the development of a transaction model establishing the anticipated sources and uses of capital, acquisition consideration, development expenditure, financing requirements, operating reserves, transaction costs and community-benefit commitments.

The parties may then proceed to a term sheet or other preliminary agreement establishing the principal commercial parameters upon which definitive documentation may be negotiated.

Such preliminary documentation may identify the proposed acquisition structure, anticipated valuation, capital commitments, governance principles, stadium-development objectives, financing strategy, conditions precedent and other material commercial terms without constituting final closing documentation unless expressly stated otherwise.

Definitive agreements shall establish the enforceable rights and obligations of the participating parties. Separate instruments may be used for the acquisition, financing, stadium development, operations, philanthropic participation, beneficiary arrangements, intellectual property, sponsorship, governance and other components requiring distinct legal treatment.

The transaction structure shall be designed so that each agreement operates consistently with the others. Where obligations are interdependent, the applicable agreements shall identify those dependencies and establish the consequences of delay, failure, amendment or termination.

The acquisition closing shall occur only after the conditions established by the definitive transaction documents have been satisfied or appropriately waived by the parties possessing the authority to provide such waiver.

Conditions precedent may include financing completion, required ownership approvals, regulatory approvals, league approvals, satisfactory diligence, execution of material ancillary agreements, confirmation of required insurance and completion of other matters necessary to establish a legally and commercially viable closing.

The U.S.D $100,000,000 OneTrust commitment shall be funded according to the closing structure established by the definitive agreements. The commitment may be deposited, escrowed, called or otherwise deployed according to the requirements of the transaction and shall not constitute a completed ownership transfer merely by virtue of its availability or commitment.

Additional capital may be raised before or after closing where required to complete the acquisition, satisfy development requirements, establish reserves or pursue approved expansion opportunities.

The consortium may therefore maintain a staged capitalization strategy in which capital is introduced according to the progression of the enterprise rather than requiring all contemplated future capital to be committed at the initial closing.

This approach may permit the parties to align financing with demonstrated project milestones and reduce unnecessary carrying costs during periods in which capital has not yet been deployed.

Following acquisition closing, the enterprise shall enter a transition and integration phase. During this period, ownership records, financial systems, contractual relationships, personnel responsibilities, banking arrangements, insurance, commercial agreements and governance procedures shall be transferred or established according to the approved transition plan.

The professional organization shall continue its sporting and commercial operations during the transition while the new ownership structure establishes the systems required for long-term management.

The stadium program may proceed in parallel through its own development sequence, including site planning, feasibility, design, approvals, financing, procurement, construction and commissioning.

The acquisition and stadium programs shall remain commercially coordinated while retaining separate project controls. This separation shall permit the parties to evaluate the financial performance and risks of each major component independently.

Capital released for stadium development shall be applied according to approved project budgets and financing agreements. Material changes to project scope, cost or schedule shall be addressed through the governance mechanisms established for the infrastructure entity.

As the stadium approaches completion, the enterprise shall transition from development economics toward operating economics. Operating agreements, event programming, hospitality arrangements, sponsorships, staffing, maintenance, technology systems and customer infrastructure shall be established in advance of commissioning.

The resulting venue shall then become the principal physical platform through which the professional organization and broader entertainment enterprise generate recurring economic activity.

The post-closing enterprise shall maintain the reporting, audit, governance and beneficiary mechanisms established within the transaction framework.

Commercial performance shall be evaluated against the approved business plan.

Capital performance shall be evaluated against the investment model.

Infrastructure performance shall be evaluated against development and lifecycle objectives.

Philanthropic performance shall be evaluated according to the authorized stewardship mandate.

Beneficiary performance shall be evaluated according to the distributions and community outcomes established through the applicable agreements.

The enterprise may periodically revise its commercial strategy in response to market conditions, audience behavior, technological development, financing conditions and other factors affecting the operating environment.

Such strategic adaptation shall remain subject to the rights of capital participants and the protected commitments established within the governing agreements.

The transaction framework may also permit future acquisitions, developments or strategic partnerships where those opportunities are consistent with the enterprise's capital capacity and long-term purpose.

Expansion shall not be undertaken merely because additional opportunities become available. Each material expansion should demonstrate a coherent strategic relationship to the enterprise, an appropriate risk-adjusted return and sufficient capital capacity to protect the existing operating platform.

The consortium may ultimately develop into a broader Calgary sports, entertainment and infrastructure platform while retaining the professional organization and stadium as its principal foundational assets.

Future development may include additional event infrastructure, hospitality, commercial partnerships, digital platforms, surrounding development or other ventures capable of increasing the utilization and value of the underlying enterprise.

Any future expansion shall remain subordinate to the preservation of the enterprise's financial stability, contractual obligations and foundational community-benefit commitments.

The transaction shall also establish a framework for eventual recapitalization or succession. Capital participants may transfer or restructure their interests according to the governing agreements, while new participants may be admitted through approved accession procedures.

A future ownership or financing transaction shall be required to account for the rights and obligations already established within the enterprise. The objective is to ensure that changes in capital composition do not inadvertently sever the institutional relationships created through the original investment.

The final closing instruments should therefore be drafted with the expectation that the enterprise will continue through multiple ownership and financing cycles.

The transaction is not intended to terminate its strategic purpose upon completion of the acquisition.

Closing represents the beginning of the operating institution.

The acquisition establishes the professional platform.

The stadium establishes the infrastructure platform.

The capitalization establishes financial capacity.

The governance structure establishes institutional accountability.

The philanthropic architecture establishes stewardship.

The beneficiary mechanism establishes continuing community participation.

And the operating enterprise converts those components into recurring economic activity.

The completed transaction shall consequently be evaluated according to its capacity to transition successfully from investment formation into sustainable operation.

The ultimate measure of execution will be whether the parties can establish a commercially viable professional sports and entertainment enterprise, complete the contemplated infrastructure program, preserve appropriate institutional independence, generate durable enterprise value and maintain the defined relationship between commercial success and community benefit.

Upon that basis, this Article constitutes the originating investment framework for a transaction capable of progressing from capital commitment to acquisition, from acquisition to infrastructure development, from infrastructure development to diversified operations, and from diversified operations to a durable Calgary institution.

The parties may thereafter proceed through the appropriate transaction instruments with a common understanding of the economic architecture, institutional relationships, capital objectives and long-term purpose contemplated by this framework.

14.0 – Closing Determinations

The investment framework established by this Article is determined to constitute the proposed strategic basis upon which the participating parties may advance the contemplated acquisition, capitalization and development of the Calgary professional sports and entertainment enterprise.

The proposed transaction is determined to possess an integrated investment character in which the acquisition of the professional football organization, development of the stadium infrastructure, establishment of diversified commercial operations and creation of a permanent community-benefit mechanism are treated as interconnected components of a single long-duration investment strategy.

The U.S.D $100,000,000 OneTrust commitment is accordingly identified as foundational strategic capital for the contemplated transaction, subject to the conditions, approvals, diligence requirements, financing arrangements and definitive agreements necessary to establish the final legal and commercial structure.

The contemplated capital commitment is not, by itself, determined to constitute a completed acquisition, transfer of ownership, financing closing or exercise of control over any existing organization or asset. Those matters shall arise only through duly authorized transaction instruments and completion procedures.

The consortium framework is determined to provide the appropriate organizing architecture for coordinating capital participants, institutional partners, professional operators, infrastructure entities, philanthropic participants and designated beneficiaries while preserving the separate legal and fiduciary responsibilities of each participant.

The professional sports organization is determined to constitute the principal operating acquisition asset around which the commercial enterprise may be developed.

The proposed retractable-dome stadium is determined to constitute a strategic infrastructure asset capable of supporting the professional organization while independently generating diversified year-round commercial activity.

The commercial model is determined to be capable of supporting multiple revenue streams, subject to the findings of financial diligence, market analysis, financing availability, construction feasibility and the final operating model adopted by the participating parties.

The community-benefit mechanism is determined to constitute a structural component of the proposed enterprise rather than an incidental philanthropic activity. Its final formula, beneficiaries, timing, administration and reporting requirements shall be established through definitive agreements and applicable institutional requirements.

The contemplated participation of the Owen Hart Foundation is determined to be a potential philanthropic-stewardship component of the proposed architecture, subject to the Foundation's independent authority, governance, legal mandate and affirmative acceptance of any proposed participation.

No provision of this Article shall be interpreted as creating an obligation upon the Foundation, the Alberta Children's Hospital or any other institution to participate in the contemplated transaction absent an independently authorized agreement.

The proposed beneficiary relationship with children's healthcare is determined to provide the principal community-benefit objective presently contemplated by the investment framework. The final beneficiary arrangement shall respect the independent governance, charitable requirements and institutional authority of the receiving organization.

The governance architecture is determined to require separation among commercial management, investment oversight, infrastructure development, philanthropic stewardship and beneficiary administration.

This separation is intended to ensure that commercial ownership does not become synonymous with charitable control, that philanthropic participation does not become commercial management, and that beneficiary status does not become ownership or operational authority.

The enterprise is further determined to require appropriate financial reporting, auditability, conflict-of-interest controls, risk management, contractual accountability, information governance and decision-record preservation sufficient for an investment of the contemplated scale and institutional significance.

The parties shall accordingly proceed on the basis that material commitments require corresponding authority, material authority requires corresponding accountability and material financial activity requires corresponding documentation.

The contemplated transaction shall remain subject to all applicable approvals and third-party rights. Nothing within this Article shall substitute for regulatory approval, league approval, municipal authorization, financing approval, land-use approval, environmental authorization, construction approval, charitable authorization or any other consent required for completion of a particular transaction component.

The acquisition process shall therefore proceed through formal diligence, valuation, negotiation, term-sheet development, definitive documentation and closing procedures appropriate to the assets and participants involved.

The stadium development shall proceed through its own feasibility, planning, design, financing, approval, procurement, construction and commissioning processes.

The philanthropic and beneficiary arrangements shall proceed through separate documentation sufficient to establish the authority, purpose, administration and reporting of the proposed community-benefit structure.

The final capital stack shall be determined according to the requirements of the completed transaction model. Equity, debt, institutional capital, strategic investment, sponsorship, naming rights, infrastructure financing, philanthropic commitments and other lawful sources may be incorporated where commercially appropriate.

Ownership percentages and governance rights shall be established according to the capital contributed, contractual arrangements, negotiated enterprise valuation and responsibilities assumed by the respective participants.

The parties may therefore treat this Article as the originating strategic framework from which the transaction documentation may be developed rather than as a substitute for those instruments.

The long-term determination is that the proposed enterprise should be constructed to survive beyond its founding capital commitment.

Its durability shall depend upon the productive relationship among professional sports, infrastructure, investment capital, commercial operations, philanthropy and community benefit.

The intended institution is therefore not limited to the acquisition of a football organization or construction of a stadium.

It is intended to establish a durable Calgary platform through which professional sport creates economic activity, infrastructure expands commercial capacity, commercial capacity generates enterprise value, enterprise value supports continuing investment, and defined economic participation produces measurable community benefit.

The investment thesis is consequently founded upon reciprocal value rather than isolated financial extraction.

Capital receives the opportunity for financial and strategic return.

Calgary receives infrastructure, employment, tourism, entertainment and civic activity.

The professional organization receives a modern and sustainable operating platform.

Philanthropic participants receive an institutional mechanism through which authorized community objectives may be advanced.

And designated beneficiaries receive a continuing channel of support connected to the economic performance of the enterprise.

The closing determination is therefore that the contemplated transaction presents a coherent basis for proceeding to the next stage of investment formation, provided that the parties establish through formal diligence and definitive documentation that the acquisition, financing, stadium development, operating model and beneficiary architecture are commercially, legally and institutionally viable.

Upon satisfaction of those requirements, the parties may proceed toward execution of the applicable agreements and completion of the transaction according to the governance and approval procedures established therein.

The intended result is a permanent Calgary institution in which ownership, infrastructure, professional sport, investment, philanthropy and children's healthcare are not treated as unrelated interests, but as distinct functions operating within a coordinated and accountable economic architecture.

The success of the transaction shall ultimately be determined not solely by whether the acquisition closes, but by whether the resulting institution remains financially productive, professionally operated, responsibly governed, philanthropically credible and capable of converting sustained commercial activity into enduring community value.

Accordingly, this Article concludes the proposed investment framework and establishes the basis for proceeding from strategic conception to formal transaction development, subject to the authority, diligence, approvals and definitive agreements required for implementation.

15.0 – Legacy Statement

In recognition of Owen Hart, whose life, character and commitment to community continue to hold a meaningful place within Calgary's sporting and philanthropic history.

This framework is advanced with respect for the principle that a legacy is best preserved not merely through remembrance, but through the continuation of opportunity, generosity, education, family, community and service.

The proposed philanthropic architecture therefore recognizes Owen Hart as part of the historical foundation from which a future community institution may draw inspiration, while leaving the Owen Hart Foundation entirely independent to determine whether, and in what manner, it may participate in any future undertaking.

May the purpose of this investment extend beyond the acquisition of an organization or construction of a facility, and instead contribute to a lasting institution through which future generations may experience opportunity, community and hope.

In remembrance of Owen Hart.

For the benefit of those who come after us.

16.0 – Endorsements

Signed and Sealed.

Cameron Clark(One)

(G.I.E/U.N) Founder-Director

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