This is the mystery of $189 million in public money, and how the Raiders, the city of Oakland and Alameda County made it disappear.
It’s also a 25-year story of bartering, negotiating and rewriting agreements aimed at keeping the football team in the Bay Area, yet somehow making it even easier for the Raiders to leave for Las Vegas after the 2019 season. Over the course of that quarter-century, the team, city and county completed a financial transaction so complicated and drawn out that it’s befitting of the greatest illusionists appearing on the Vegas Strip.
And as with Criss Angel or David Copperfield, it is difficult to answer how the trick was done.
Amid bitter public controversies about Coliseum improvements, lease payments and personal seat licenses, there was another, little-known tie that bound the Raiders to their Oakland deal: A multimillion-dollar loan handed to the Raiders in 1995 to encourage their return from Los Angeles and never – apparently – intended to be paid off. By June 2020, compounding interest had pushed the value to $189 million owed by the team to city and county taxpayers, according to the fine print of a financial audit done for the city and county by the worldwide accounting firm of Macias, Gini & O’Connell.
That could have been a big problem for the departing Raiders – and a big hammer for the city and county in negotiations, financial experts say. Even if the city and county agreed to forgo payment, it would have turned the loan into a gift on which the Raiders could have owed at least $60 million in state and federal taxes.
But it turns out local leaders had given that hammer away years earlier in a series of tangled, altered agreements seemingly intended to appease the team, even though politicians insist to this day they never trusted Raiders ownership. Time and again, their negotiating strategy belied those protests.
Worse, despite repeated promises by the Raiders to negotiate in “good faith” with the city and county in exchange for financial considerations, Raiders owner Mark Davis was already holding secret meetings as early as the summer of 2013 with current and former Las Vegas mayors Carolyn and Oscar Goodman.
Believing the team would stay, Oakland and Alameda County ended up with an agreement that allowed the Raiders to turn over their training facility in Alameda to erase their public debt, even though the property was worth just a fraction of the $189 million amount.
Stanford University economist Roger Noll, who has studied numerous municipal-sports team deals, likened this deal to “getting a bank to accept the title to your dog house as payment for your home loan.”
Now you see $189 million. Now you don’t.
The Background
The origins of the convoluted loan deal date to the early 90s, when the Raiders, then in Los Angeles, were first being wooed back to Oakland. Raiders owner Al Davis had moved the team south in 1982 in hopes of making more money to keep the Raiders at the top of the league.
While the Raiders won a Super Bowl in Los Angeles, Davis faced giant obstacles in getting a new stadium there amid his ongoing war with the NFL hierarchy. That eventually made Davis want to go home.
The negotiations for the return among the Raiders, Oakland and Alameda County were long and difficult. Ezra Rapport, the lead negotiator for the city and county, said the public agencies spent more than $1 million on outside legal counsel to draw up the documents.
“We wanted the most iron-clad deal possible because nobody trusted Al Davis. We wanted the team, but we didn’t trust him. It was that simple,” Rapport said. “It’s an incredibly complex agreement that few people have ever read and even fewer understand.”
Certainly few understand it today. Davis, Raiders minority partner Jack Brooks, accountant Bruce Miller and attorney Barrie Engel were the negotiating team for the Raiders. All four are now dead. Rapport and businessman Ed DeSilva were the primary negotiators for the city and county. DeSilva, through an associate, declined to discuss the issue.
The eventual agreement rested on three loans from the city and county, each with their own terms to guard against potential Raiders shenanigans.
The Stadium Improvement loan, for $85 million, covered construction at the Coliseum, including the luxury boxes that became known as “Mount Davis.” The Training Facility loan, for $10 million, built a practice field and other facilities for the team in Alameda. Both were backed by stadium revenues – parking, concessions, and the sale of personal seat licenses – but were otherwise “non-recourse,” meaning the Raiders would not have to offer up other funds if the revenue streams fell short.
That was a more reasonable deal than it might sound because the loans were also backed by actual assets. If the Raiders ever left, the physical improvements – the Coliseum upgrades, the training facility, and the land on which the facility sat – all went back to the public agencies, just as if a bank had foreclosed on a delinquent construction loan and taken the collateral.
The third loan was different, and it became the most contentious. The Operations Loan was a $53.9 million cash payment to Davis to cover all costs associated with relocating the team from Los Angeles to Oakland – and anything else that Davis chose to do with the money. That loan was also designated to be repaid by stadium revenues – the team and the taxpayers were to share evenly the parking and concessions revenue on home games at the Coliseum.
But it was clear from the start that this split wasn’t going to come close to recouping the public money. Rapport doesn’t try to argue otherwise. In the interview, the former negotiator said the terms were designed to “buy revenue streams” for the city and county – in essence, to guarantee their fair share of stadium revenues, not to retire the loans.
That’s certainly the way it turned out. Over the course of 25 years, the Coliseum revenue streams accounted for just over $27 million paid to the city and county, according to an accounting by the Alameda county auditor prepared at the request of the Bay Area News Group. This didn’t even amount to half the original debt, let alone the annual escalation at the agreed-upon interest rate. Rent payments added another $13 million to public coffers.
But in 1995, the Operations Loan was the final piece of the puzzle to satisfy Davis and get the deal done, according to multiple sources. The negotiators had to come up with something. Where, then, was the security, since there was no physical collateral – no building, no land – for the public agencies to repossess in the event of a default on the Operations Loan? This is where Rapport, who is suffering from cancer, gets hazy. He recalls all three loans being “non-recourse.”
The agreement language, though, contains a different answer. While the stadium and training facility loans were fully non-recourse, the Operations Loan was not, if there was a “termination of the master agreement” because the Raiders failed to live up to its terms. In that case, “the limitation on repayment sources described in Section 5.1 (A) hereof shall not apply to … (3) the unpaid balance of the Operations Loan.” In other words: The Raiders apparently could be held liable for the Operations Loan amount if they bolted, even if they had to use other funds to pay it off.
It was a stipulation that protected the public. Until it no longer did.
Renegotiating
Almost from the first, the financing deal was a mess.
The team, city and county had envisioned selling “personal seat licenses” – pricey contracts that would give purchasers merely the right to spend even more money to buy tickets – to build Mount Davis. But the then-novel concept became controversial with fans. And the sales effort, led by the city and county’s Oakland Football Marketing Association, was a “disaster,” according to multiple sources, with sales falling far short of what was promised.
The Raiders weren’t satisfied with the interest rate they’d agreed to for the loans – 10 percent, a reasonable amount given the high inflation of the early-to-mid-1990s, but interest rates were heading down. The rate was renegotiated twice, first dropping to 6.56 percent in 1996 (an adjustment worth as much as $109 million to the team, according to evidence that emerged in later court battles, though the actual savings was somewhat less since the loans never reached their full term). In 2005, the interest rate was set at 6.07 percent.
But the more consequential change on the agreement’s 10th anniversary slipped by almost unnoticed. Buried in the 27-page “Supplement 2 to the Master Agreement” signed in 2005 was a 928-word section regarding the loans, under the don’t-look-here introduction “No Modifications to Loan Agreement,” which might have made a reader wonder why it took nearly a thousand words not to modify it.
The 1995 language regarding special treatment of the Operations Loan was made moot. Superseding its terms: a hefty, parentheses-laden sentence that for the first time said any unpaid balance on both the Operations Loan and the Training Facility Loan would be considered paid in full when the public agencies took possession of the training facility “without regard to the then market value.”
In other words, the city and county agreed to allow the Raiders to satisfy the Operations Loan by giving back something the Raiders were already obliged to return.
From the team’s perspective, this was a perfect mechanism. If the debt simply had been forgiven, the amount would have become taxable income for the Raiders. That would have been a huge obligation. The Operations Loan was set to mature in 2035, by which time the amount owed by the team is projected to have been approximately $500 million. The potential taxes on that amount: roughly $150 million to $250 million.
That tax burden could have been pressure to keep the Raiders in Oakland. As could the outstanding balance on the Operations Loan itself.
Instead, the debt stayed on the books, showing up in annual audits each year as a multi-million dollar amount owed by the team to the taxpayers. The final, 2020 audit listed its value at $189 million (a potential state and federal tax burden of $60 million to $90 million for the Raiders). Then the team left, and it went to zero.
In its place, the city and county got the training building and property near the north end of the Oakland International Airport, assessed that year at $24.6 million and worth, by one account, perhaps twice that amount. The facility recently became home to the Oakland Roots professional soccer team.
“The Raiders are no longer contractually obligated for the loans,” said County auditor Melissa Wilk in an October 2021 email to the Bay Area News Group. “Please refer to the Loan Agreement and supplements for clarification.”
The Responsible Parties
So, who made that deal? And from the standpoint of the public, why?
The who is easy enough to figure out. Officially, responsibility lay in the hands of the Oakland Coliseum Joint Powers Authority, overseen by a revolving board of city and county officials and local notables. Former members including politicians Scott Haggerty, Ignacio de la Fuente and Nate Miley all say they were unaware of the details of negotiations with the Raiders. But that’s not surprising: As is the case with most public agencies, the real work was done by the executive director and staff.
A mainstay of the group around this time was Deena McLain, an attorney who served in various roles among the county, the JPA executive staff and, for a time, as the executive director of the JPA.
“No one knows that agreement, its history and what all the parts of the agreement mean better than Deena McLain,” current JPA executive director Henry Gardner said in an interview. Gardner said he would attempt to convince McLain to speak with the Bay Area News Group.
But McLain, who is now retired and living in Utah, declined to respond to three phone messages and wrote via text: “Sorry. Unable to help. Please stop contacting me.”
Likewise, de la Fuente said current Oakland City Attorney Barbara Parker had extensive knowledge of the changes to the loan in 2005.
She isn’t talking either.
“Thanks for reaching out. The City Attorney’s Office has no comment at this time. You can attribute that to the City Attorney’s Office or to City Attorney Barbara J. Parker,” Supervising Deputy City Attorney Zoe Savitsky wrote via email.
Raiders employees from the key period, including former president Marc Badain, former CEO Amy Trask and former general counsel Jeff Birren, also declined to comment. Raiders spokesman Will Kiss did not respond to at least three email messages requesting comment from the team.
But after multiple requests and going over documents from that period, one source close to the negotiations finally offered insights earlier this month. Those insights are powerful.
According to the source, the 2005 agreement emerged from a collision of two ongoing disputes, one legal and the other practical. In court, the two sides were debating the blame for empty Coliseum seats – was it the fault of the Oakland Football Marketing Association for shoddy ticket promotions, or the Raiders for fielding uncompetitive teams? At one point the Raiders won a $34.2 million court judgment. And though the city and county eventually got that judgment dismissed, they were desperate to get out of the ticket-selling business.
But with the original 10-year lease about to expire after the 2004 season, there was also the fundamental question of where the Raiders were going to play. Oakland leaders couldn’t bear the thought of seeing the team leave again.
So the Raiders and the JPA worked out a new lease. As part of it, the Raiders took back the responsibility and the expense of marketing. In exchange, the source said, the city and county restructured the loan agreement to free the team of the Operations Loan burden and eliminate the tax considerations.
It was a stunning move.
“The Raiders took over the expenses, that’s true, but those expenses were nowhere close to being equivalent to the debt or the issues related to the Operations Loan,” the source said. “It’s a seismic difference. … I have no idea why the city and county did that. From a leverage standpoint, it’s absurd.”
De la Fuente said he doesn’t know either.
“We didn’t sue them so that we could give them a bigger break,” de la Fuente said. “Honestly, I have no memory of us changing the language to help the Raiders. There were so many lawyers involved in this deal that it’s hard to remember everything that happened.”
However, other officials concede there was an ongoing appeasement process, attempting to keep the team happy in hopes of keeping them in Oakland.
“We were always just giving the Raiders more and more when it was clear they were just using us,” former JPA member and sports agent Aaron Goodwin said.
What if the city and county had played the game differently? What if they had retained the leverage in the original 1995 agreement? Would a $189 million debt – and its associated tax burden – have been enough to make the Raiders think long and hard before leaving for Las Vegas?
There is no way to know. But this much is clear: Without that obstacle, the Raiders started plotting to procure a deal in Las Vegas, starting with a secret meeting.
Aftermath
In 2013, Oakland and Alameda County began a new round of talks with the team, now with Mark Davis in the lead role after the death of his father two years earlier. Under the ground rules, the Raiders agreed to bargain in “good faith” on a possible new stadium and/or long-term lease. Despite that agreement, Mark Davis had his eye on the exit.
Bert Tabor was a Raiders employee when the team was in Los Angeles. Tabor had been fired by Al Davis because of drug issues. He went into rehab, eventually moved to Las Vegas and became successful in the high-end lighting business.
In June 2013, Tabor and his partners were called to Oakland by Mark Davis. Tabor recounted what happened in multiple interviews, including a Las Vegas radio chat in 2020.
“Mark Davis looks at me, shakes my hand and says, ‘You doing good?’ He looks at Bill Smith (one of Tabor’s partners) and says, ‘Hey, suit-and-tie guy, how big is Bert in Vegas?’ And he says, ‘What do you want?’ I calmed down and I looked at … Mark and I said, ‘I know what you want, Mark, hold on.’ I run out in front of his office and I called both Goodmans, (former mayor) Oscar and (his wife, current mayor) Carolyn.
“They call me right back and say, ‘What’s wrong?’ I said, ‘You guys, you won’t believe this, Mark wants to bring the team to Vegas.’ She goes, ‘Where are you at?’ I say I’m in front of him. I hand him my cell phone. They’re on the phone about 45 minutes, and we’re sitting there. They hang up and the next thing I know, Mark is coming to town. The secret meeting was at Oscar’s restaurant. … I waited five years (for the team to move). Carolyn Goodman sent me a text, said, ‘Bert, you are the reason the Raiders are coming; me and Oscar want to wish you a beautiful New Year.’”
Carolyn Goodman publicly thanked Tabor during a restaurant opening on August 6, 2020.
“I just want to say something a little preemptive here,” Goodman said. “You know we’re getting our Las Vegas Raiders soon. I want to introduce you to someone who was very instrumental in helping us get the Las Vegas Raiders to Southern Nevada. Bert Tabor, put your hand up please.”
Goodman then pointed at Tabor and said: “You really did it. We’re just so grateful for this.”
It took three years after those 2013 conversations for Davis’ Las Vegas ambitions to become public, and another three years for the Raiders to leave Oakland. But an intriguing question remains. Did the teams’ double-dealing leave the city and county, or perhaps even the state, with any recourse? Did the Raiders, somewhere along the way, violate the lease or the loan agreement? Did the promise to operate in good faith pull its own vanishing act?
State Attorney General Rob Bonta, who is from Alameda, has been contacted by Oakland residents about a possible case against Davis but hasn’t pursued the idea. Bonta did not return multiple messages from the Bay Area News Group.
Gardner said the questions are worth looking into. To the issue of the loans, he said, “This is a complicated legal matter and different lawyers can read the same documents very differently.”
A sports law attorney with knowledge of the Raiders agreement with Oakland and Alameda County was more skeptical.
“That’s a pretty big stretch,” he said of the idea that the loan agreement retains power even today. “But there’s certainly a fair amount of proof that the Raiders never had any real intention of staying. If you could prove that, you have a chance for damages.
“Would it be $189 million in damages? Who knows? You can’t find out if you don’t try.”
