The DL&W Terminal has waited long enough.
So have the people of Buffalo.
To Our Investors, Lending Partners, Consultants, and Project Team:
Many of you have been with this project since its earliest days in 2019. Others joined more recently, drawn by what the project promised. All of you have earned a full and honest update of where things stand.
This is that update.
Background
The DL&W Terminal was built in Buffalo in 1917, designed as a marvel of its era and placed deliberately at the confluence of the Niagara River, the Erie Canal, the Buffalo River, and Lake Erie. For passengers arriving by rail, it was the gateway to the Great Lakes and the broader west. The train shed—designed by Lincoln Bush and patented in 1904—is all that remains today. The iconic Beaux Arts terminal building that accompanied it was demolished in 1979 when the Niagara Frontier Transportation Authority turned the area into the southern terminus of its new Metro Rail system. Since then, the former passenger train station’s first floor has housed a repair station for the NFTA’s Metro Rail cars, while the former train hall on the second floor has sat empty, except for a small area occupied by NFTA Metro staff offices and mechanical and electrical service rooms.
In 2019, the NFTA issued a request for proposals (RFP) to redevelop the second floor and a small portion of the first floor of the terminal. Savarino was the only respondent. Our proposal called for a public-facing, transit-oriented use; not a hotel, not apartments, not a brewery, but something the public could access and enjoy; consistent with the character of a former public building and guided by principles of good Transit Oriented Development. The NFTA accepted Savarino’s proposal with enthusiasm. A link to a PowerPoint presentation prepared in 2020 by Savarino, at the request of the NFTA, summarizing key components of Savarino’s detailed proposal can be found here.
Savarino proposed a 20-year lease for the premises with three (3) 10-year extensions at the discretion of Savarino. For $1 per year. Post-proposal, Savarino offered to share 25% of net operating revenue with the NFTA.
The proposal called for the NFTA to provide:
Repair of all structural deficiencies at the terminal building (The NFTA’s RFP cited seismic, shoreline foundation, and roof deck concerns)
Additionally, the NFTA provides Landlord/Owner Improvements consisting of:
Leveling of floor throughout the premises and/or infill of track beds
Heating, makeup air, and exhaust systems
Replace Historic windows at all former window openings
Public restrooms
Connector to the KeyBank Center parking ramp
Lighting in premises
Loading dock and access structures to the second floor
Distribution of gas and electric service to premises
Concrete roof deck repair
The proposal also calls for Savarino to provide:
Design, funding and construction of all leasehold or developer improvements at its own expense
Operation and performance responsibility for the project.
After executing a preliminary placeholder agreement, Savarino DL&W Development LLC and the NFTA executed a successor agreement, the Pre-Development Agreement (PDA) in 2020, which was ratified by the NFTA board. Since 2020, that agreement has been, and remains, in our view, the operative agreement between the parties.
What the PDA Required
The PDA established mutual obligations among and between the parties. Savarino DL&W Development LLC was granted exclusive development rights to the Premises, consisting of the unoccupied portion of the second floor and outdoor deck and a 6,500 square foot portion of the first floor along the Shoreline Trail, for a period ending one year after the NFTA's new Metro station at the DL&W was fully completed, with provisions for the developer to extend its exclusive rights at its discretion. The PDA obligated the NFTA to address any Structural Deficiencies at the former terminal building and to complete its Metro Rail station per its published plans—including first-floor retracking, platforms, and the access structures, second floor lobby/waiting area, connecting corridors and infrastructure connecting the first and second floors—and to deliver the remaining space – the Developer’s Premises—in safe, habitable, and developable condition. That included what the PDA agreement defined as Owner Improvements, as such were identified in the Savarino proposal. Under the PDA, the NFTA and Savarino jointly agreed to identify and secure funding for those Owner Improvements, which were defined, scoped, priced, and valued at approximately $30 million, and to work together to secure exactly that amount from Empire State Development (ESD). In December 2024, ESD accepted the NFTA's request for this funding and provided a grant of $30mm for the project.
The PDA contains a provision imposing a prohibition on public statements and responses to media inquiries by either party, unless mutually agreed upon. That provision has constrained us in speaking publicly and candidly to the press and media. When asked by news reporters or media correspondents for information and comment about the project, or, as has been the case recently, about any actions taken by the NFTA, we have politely declined. This does not mean that Savarino was prohibited from keeping the project stakeholders aware of the developing program, design, and funding, as well as publishing and collating proprietary component feasibility studies, program studies, detailed financial models, income and expense projections, capital funding plan, financial commitments, design documents, and all communications with the NFTA. As you are aware, all this information and more can be found on the project website: www.dlandw.com. (Many of you have access to the proprietary information via the Investor Portal on the website.)
The Vision
Before a single square foot of the Premises was designed, in accordance with the PDA, Savarino retained the firm Project for Public Spaces (PPS), widely regarded as the preeminent placemaking organization in the United States and among the most respected in the world. Per an agreement with PPS approved by both Savarino and the NFTA, PPS conducted a structured, multi-year community engagement process. PPS conducted interviews with thousands of residents and stakeholders, focus groups with representatives from arts and cultural organizations, food businesses, health and wellness groups, event promoters, and sports and recreation organizations. An online survey that generated more than 900 responses from every zip code in the city of Buffalo and across the wider Western New York region. The results pointed clearly toward food and beverage, markets, arts and culture, and accessible public space with river views, none of which were inconsistent with the project proposed by Savarino and accepted by the NFTA. The NFTA and Savarino accepted PPS's final report. That report has guided every decision we have made since.
Savarino DL&W Development LLC took the initiative and expense and, despite initial objections from the National Parks Service (NPS), with the acquiescence of the NFTA, directly applied for and obtained Historic designation from the NPS for the Bush train shed. That designation was a threshold event: it unlocked millions of dollars in federal and New York State Historic Tax Credits as a primary funding mechanism for the project, and it validated the architectural and historical significance of the portion of the terminal which remains. Part One approval from NPS established the building's eligibility. Part Two approval endorsed both the NFTA’s then completed Metro Station work and Savarino’s redevelopment plans.
Leveraging its success with similar projects, Savarino cultured allocation and investment from Community Development Entities for New Market Tax Credits (NMTC) for the project, utilizing secondary eligibility criteria. This would have provided $10-$20mm in capital to fund Developer improvements.
We also formally retained many of you: best-in-class architects, attorneys, consultants, engineers, and accountants to translate that community vision into a designed, modeled, fundable, and financially supportable program. We commissioned feasibility studies for the food-and-beverage, experiential, and entertainment components. We developed detailed redevelopment plans, financial plans, and operating budgets, revenue forecasts, staffing plans and employment projections. We secured investment and financing commitments from some of you. It was determined that the project is estimated to generate $1mm annually in new sales tax revenue while creating almost 190 permanent full and part-time jobs, which will be available to residents of the local community where employment opportunities are needed and welcome.
The Program of Spaces evolved to include a food hall featuring independent local operators; a waterfront restaurant; a public market with day tables for small family farms and artisan producers and entrepreneurs; a pocket grocer serving transit riders, downtown residents, and daily visitors; indoor and outdoor performance and event venues, including an outdoor deck capable of hosting 3,000 people for concerts and an indoor event/concert area with a capacity of over 1,000 persons; a social gaming space, an all-day cafe and primary bar, and 15,000 square feet of space reserved for one dynamic cultural entity. Savarino obtained a letter of intent for tenancy from one established local arts organization for tenancy and programming.
In January of 2025, Savarino, through its counsel, pursuant to the PDA provided to the NFTA a draft lease, transaction structure, and other attendant documents and information. After what many of you recognized as a positive initial meeting with the NFTA and its outside counsel and consultant, and after both parties committed to further progress the lease and transaction structure, counsel for the NFTA stopped responding to Savarino counsel.
In mid-2025, we were approached about including what was initially described as a working glassblowing studio as a primary tenant. We were skeptical at first. But we have been proven wrong. Buffalo Electric Glass (BEG) is a non-profit entity offering a 15,000-square-foot interactive experience where visitors witness live glass demonstrations and can participate in hands-on workshops at every skill level, from age 4 to 104. Buffalo Electric Glass is led by a team that turned the Corning Museum of Glass into one of the most-visited cultural institutions in New York State. They are now bringing that leadership, expertise, and audience to Buffalo. The operation will be a world-first: a fully electric-powered glass shop, connecting Buffalo's historic identity as the City of Light and the region's competitive advantage in energy costs. Initial funding for BEG has been obtained. NYPA has expressed genuine enthusiasm for the project. In August of 2025, BEG executed an LOI with Savarino for tenancy in a portion of its Premises and is firmly committed to the DL&W location. BEG is committed to being an important and successful component of Buffalo’s developing waterfront community. Over the past many months, BEG has been blazing its own trail forward to create what they proudly profess will be a popular and valued attraction on Buffalo’s “front porch,” perfectly situated within Savarino’s DL&W project.
In total, Savarino DL&W Development LLC has invested more than $1.7 million in advancing this project thus far. That figure represents years of work by you, some of the best professionals in your respective fields.
Where Things Went Awry
The PDA Savarino and the NFTA signed in 2020, called for the NFTA to complete its station by 2022. As of this writing, the station is only partially completed and open sporadically. As many of you know, by partially opening the station, the NFTA reduced the Qualified Rehabilitation Expenses on which the Historic Tax Credit investment is calculated—effectively canceling out over $20mm in HTC investment for the project.
Failure to make any progress on the lease, transaction structure and development plans provided to the NFTA by Savarino and its consultants in January of 2025 “ran out the clock” on secondary criteria and effectively squandered any prospects for NMTC investment for the project. As many of you have witnessed, discussed, and communicated to us, this was not because of a lack of effort or willingness by Savarino, its consultants, investors or its counsel. Your efforts to advocate for New Market Tax Credits and your efforts to secure commitments of allocation and investment for the project are sincerely appreciated.
While the NFTA has undertaken repairs and renovations to the outdoor deck of the DL&W, the second-floor interior remains neither habitable nor safe for public occupancy.
The second-floor concrete roof deck is deteriorated and requires substantial repair. The structural situation of the second floor is concerning. The concrete roof deck above the upper floor, unlike the more robust first-floor structure, is supported by ornamental iron. As it currently stands, the second-floor exhibits seismic vulnerability and does not comply with the NYS building code. Addressing this condition requires extensive work to repair and augment the structural steel framework. Here, it should be noted that Savarino, when made aware of this issue, took the initiative to modify its Part Two Historic application to reflect these needed repairs.
Approximately 18 months ago, a portion of the shoreline adjacent to the terminal fell into the Buffalo River. Emergency repairs were performed by the NFTA. Further study reveals that the balance of the area between the terminal and the shoreline trail is also at risk of similar failure. Stabilizing it will require an estimated $40 million in shoreline repair work, some of which runs directly beneath the building itself. The NFTA is undertaking the most critical portion of this repair work. It has been indicated by the NFTA that replacement of the Shoreline trail, and therefore provisions for public access from the south side of the terminal, are not yet funded or scheduled.
While the above-described conditions were known to the NFTA for many years (the roof deck, the seismic vulnerability, the shoreline), the true scope and cost of addressing these Structural Deficiencies are now becoming much clearer. Collectively, these conditions prevent safe public use of the second floor and preclude access to the Premises or a platform for the Developer’s improvements as set forth in the PDA. In June of 2025 the NFTA and Savarino jointly approached New York State to seek additional funding for the NFTA to address the Structural Deficiencies and the NFTA’s obligation for the remaining Owner Improvements per the PDA. The NFTA and Savarino provided NYS with detailed information on the project program and funding model. To date, NYS has not indicated that any such funding is committed, let alone available.
As you are aware, there are also questions about the $30 million in Empire State Development funds that Savarino and the NFTA secured specifically for the Owner Improvements set forth in the PDA. We have all observed—and we think it is a fair question to ask, as some of you have—whether all of that funding was, in fact, applied to those Owner Improvements, or whether some portion was redirected to cover cost overruns elsewhere in the NFTA's DL&W and Metro station construction program, including overruns related to the connection to KeyBank Center. For its part, Savarino has consistently questioned the NFTA about its allocation of the $30mm in ESD funding and the NFTA’s commingling of design documents for its own station and terminal with those for the Owner Improvements. As many of you have seen, the NFTA’s replies to such questions, inquiries and objections have been indirect to say the least.
Savarino does not assert this as fact. We merely assert, as some of you have said to us, that there are questions here that deserve a forthright answer.
So, the NFTA, it seems, following Savarino’s submission of a draft lease and, presumably, confronted with increasing costs, a funding gap it could not address, and obligations under the PDA it could not meet, chose to take a particular path.
From the spring of 2025 onward, as many of you have witnessed in communications between the NFTA and the Savarino team, the NFTA’s attitude changed from cooperation to confrontation and disparagement. The NFTA replaced its outside transaction counsel with another firm. In November 2025, the NFTA sent Savarino a notice terminating the PDA, citing the developer's alleged failure to provide a viable business plan. We reject that characterization entirely and note that the PDA does not require Savarino to provide a “business plan” to the NFTA. As most of you know, that is not because we don’t have one. Savarino has one that’s been vetted by our consultants and accountants—as well, it should be, as it is Savarino, not the NFTA or anyone else, who will have bottom-line responsibility for operations at the redeveloped DL&W, and Savarino who will be the sole guarantor for financing and investment in the project. Savarino has been willing to share detailed proprietary financial information with the NFTA. The NFTA, however, while stating that to Savarino that other Developers were “sniffing around the project,” refused to sign a non-disclosure agreement that would have allowed Savarino to share such information, much of it your work product.
As you are aware, Savarino DL&W Development LLC and its legal counsel believe that the termination is factually unsupported and legally without basis. The PDA remains, in our view, in full force and effect, and the NFTA's failure to meet its own obligations does not extinguish Savarino's exclusive development rights. It is our view that Savarino has more than fulfilled its obligations under the PDA. Our Notice of Claim, which preserves Savarino’s right to file a future action against the NFTA (as a Public Agency), is now part of the public record.
As Savarino has continued to advocate for the redevelopment of the DL&W, we have learned that the NFTA has approached local elected officials and other stakeholders and advised them not to communicate with Savarino about the project, citing the “legal posture” of the project; we assume the NFTA is suggesting that Savarino’s Notice of Claim represents an active legal matter that prevents such contact. That is wholly inaccurate. We have sought and received legal opinions to that effect, and we have shared them with the relevant parties. As our legal counsel has established, the NFTA, not Savarino, is provoking a potential legal battle that could prevent redevelopment of the DL&W for years to come, then actively advocating to public officials that they ought not to get involved to help prevent a legal problem. Despite this, some officials have been cowed by the NFTA’s assertions and warnings. We are working to overcome that.
Our Response
We did not respond to the NFTA's termination notice by retaliating or retreating. We certainly protected our rights for the future by filing a Notice of Claim, but, as most of you know, we have continued our efforts to make the project work despite its challenges.
When it became clear in mid 2025 that the NFTA lacked the funding to meet its obligations under the PDA (not just the Owner Improvements, but also the structural and shoreline repairs that are prerequisites for any second-floor development by anyone), we revised our plans, financial model, and budget. We made difficult choices: we postponed a planned entrance over South Park Avenue that would have fronted the corner of Mississippi and Perry streets, consolidated some food-preparation operations into a single kitchen, removed some outdoor improvements, consolidated access/egress points and relinquished some revenue-producing areas in order to make the numbers work. We perfected plans and programming and provided support for our anchor subtenant, Buffalo Electric Glass. BEG now has a viable plan and industry leadership at the helm to ensure that it becomes a waterfront attraction and community asset. We also identified additional resources, added non-foreclosable Developer debt and equity, and established a plan to use capital from our sale of Historic Tax Credits to fully fund and complete the seismic repair and the Owner Improvement work that PDA assigned to the NFTA.
In early 2026, as many of you are aware, we delivered the NFTA revised lease terms and an updated development plan consistent with PDA. Under that plan, Savarino DL&W Development LLC would fund and undertake the seismic repairs and the roof deck repairs within the Premises, and the Owner Improvements, even the NFTA’s remaining second-floor Metro station work—all work the NFTA was obligated to provide—in addition to our own improvements. We would accept the absence of shoreline access unless and until the NFTA secures funding for those repairs separately. Savarino alone would take responsibility for bottom-line operations and funding, performance, and compliance guarantees. We have presented a supportable and achievable path to a fully complete, open, and operational project in 2028, consistent with Savarino’s original proposal, accepted by the NFTA, and the PPS Final Report, endorsed by the NFTA. What would be required of the NFTA? To improve and repair its existing space on the second floor, to the extent that the NFTA desires, and to pay its proportionate share of particular operating expenses for the second-floor components of its Metro station—costs they will need to take on anyway if they ever get that portion of the station completed. Is this too much to ask?
The NFTA’s response to Savarino: They asked us to offer a price to walk away from the project.
What would the community think of us if we were to accept such an offer? What would all of you think? What should we think of ourselves if we took a check and went home?
We declined the NFTA’s offer. We have worked for more than six years and invested more than $1.7 million to develop a vision for something Buffalo and its waterfront genuinely need. We know that all of you—investors, lenders, consultants, architects, engineers, public officials, tenants, stalwart supporters, and now the glassmaking and arts community—are counting on us to stand up for this project.
So, the NFTA has not yet accepted a plan and path to full activation of the DL&W. We believe they should, and we believe as you do and as many of you have expressed to us—that the public officials who have expressed support for this project need to hold the NFTA accountable for this situation, for the NFTA to be reasonable, take a broad view, and work in good faith to help make this underutilized community treasure a valued community asset.
In Summary
The NFTA is a public agency. We do not question its mission or its competence in running our transit system. The NFTA does essential work for people who depend on it, and it does so under constant scrutiny while making the most of limited resources. Most people in our community would agree that the NFTA does this well.
The question to consider here is the NFTA’s stewardship of the DL&W, a public asset. As some of you have suggested, the history of the Outer Harbor and the now re-emerging Riverline project offer instructive parallels: Allowing properties that include important community assets to stagnate, deteriorate, and suffer from a lack of maintenance, let alone investment. Vague redevelopment plans and ideas are ventilated when what is needed is ingenuity, private enterprise, and capital.
We are not interested in a protracted legal fight with the NFTA. We have said so directly and repeatedly to the NFTA, most recently in the revised lease terms and development plan we submitted to the NFTA. It is the actions of the NFTA, not Savarino, that have forced Savarino to protect its interests by reserving its rights to take future action within legal time constraints.
We want to complete this project. We have the team, the plan, the tenants, the experts, and the capital to do it.
What we need is for the NFTA to return to the table in good faith, and for our public officials to intervene to make clear that the NFTA—as a public agency accountable to its board and the citizens of New York State—should be expected to do so.
The DL&W Terminal has waited long enough. So have the people of Buffalo.
We will continue to keep you fully informed as this moves forward.
Samuel J. Savarino
CEO
Savarino DL&W Development LLC
