Improper City co-founder plans venue with pickleball, music, more

In 2018, Justin Riley went to a plumbing warehouse in a remote part of north Denver to pick up some equipment for a new business he was starting, Improper City.

Six years later, he has returned for his next project – transforming the warehouse itself.

Riley, 36, and his team of Giovanni Leone, 31, and Colton Cartwright, 33, plan to convert the 62,000-square-foot building at 3625 E. 48th Ave. — northwest of Colorado Boulevard and Interstate 70 — into a destination for Denverites.

Dubbed “Moodswing,” the business will be an entertainment campus of sorts, with golf simulators, dart boards, shuffleboards and live music, all anchored by 12 pickleball courts and food and drink offerings. There will be 43,000 square feet of indoor space and 33,000 square feet outside for patrons to use.

“It’ll be everything to everybody,” Leone said.

Other concepts such as Topgolf combine a bar and restaurant with an activity. National chains such as Chicken N Pickle, which has announced plans for locations in Thornton and Parker, and Punch Bowl Social founder Robert Thompson’s Camp Pickle, which will open its first location in Centennial, are doing the same with pickleball.

But Cartwright noted none have opened locations yet in Denver proper, and said Moodswing will offer more activities.

“They do a very nice job of delivering a consistent experience,” he said. “This is going to be unlike either of those two groups of competition that we’re going against.”

The founders

Riley, originally from Atlanta, moved to Colorado from Kansas City in 2014. Two years later, he and his business partner, Hank Grant, opened Rayback Collective in Boulder, whose website bills it as the city’s “only food truck park and full bar, tap house, coffee shop, event space, pup zone, backyard, and whatever else you make it.”

“We had this idea that in one of the most outdoorsy cities there’s ironically nowhere to go out and hang out outside,” Riley said.

In summer 2018, Riley and Grant launched Improper City, a similar concept, in an old RiNo warehouse.

Riley said the spots have had an impact on his life that goes beyond the businesses themselves. He met his future wife at Rayback, and told BusinessDen a story about a couple who went on a first date at Improper City and wound up getting engaged.

“These are spaces that can really change the trajectory of your life,” Riley said.

Riley has new business partners for Moodswing. Leone, a Pittsburgh native, moved to Denver in 2015. Three years later, tired of working in an office, he made a career change.

“In June 2018, (I) interviewed at Improper City when there were still dirt floors and construction going on, and pretty much told my partner I was quitting my salary job to become a barback at this cool bar,” Leone said.

He later became the business’ general manager, but always knew he wanted to have his own place.

“From day one I told Justin and Hank that my goal was to open my own bar or string of bars,” he said. “It’s what I love to do.”

Cartwright moved to Colorado from his home state of Michigan in 2014 and began working for the insurance company Hagerty. He met Riley his first Thanksgiving out west.

“(Riley) was a friend of my brother and had been along for the ride of developing Rayback and Improper City,” he said. “And then in the summer of 22, we went to the park right by my house and played pickleball.”

“It didn’t take very long for us to think this could pair really nicely with the Improper City and Rayback model, just adding in the gamification of pickleball,” he said.

The project

Riley said the group expects to spend $7 million repurposing the warehouse, which sits on 3.25 acres, into Moodswing. The project is in its early stages. Construction likely won’t start until later this year, with hopes of opening by spring 2025.

The property itself was purchased in 2022 for $6.1 million by Douglas Dunkin, CEO of Denver-based R&R Engineers-Surveyors Inc. Moodswing is leasing the space from Dunkin.

There will be 12 pickleball courts in all, some indoors and some outdoors.

“(The) big thing too with these outdoor courts – some of them are going to be covered, and we’re going to do a good job of making sure that whether it’s windy, rainy, snowing, you’re going to be able to use those year round and have a pleasant experience,” Cartwright said.

Riley said one draw of pickleball is the range of ages it appeals to.

“You look at the people who are playing on this pickleball court: It’s a 7-seven-year-old playing a 70- year-old, it’s a new couple playing a married couple, I mean, it is unreal. There’s no bit of any demographic that you will not find on that and that’s what we loved about this sport.”

Last year, two pickleball courts in Denver parks were closed due to neighborhood noise complaints. That won’t be an issue for Moodswing, whose only neighbors are other warehouses.

The covered courts will reuse steel beams inside the warehouse not needed for the indoor components of the project. Inside, some of the original sawtooth roofing will remain.

“They almost look like the Flatirons in Boulder,” Riley said of the roof.

Outside, yard games such as cornhole will be scattered around the pickleball courts. And there will be a stage.

“That’s another big missing component in Denver,” Cartwright said. “There’s not much live music, even though it’s super nice (outside) all the time.”

While games and entertainment will draw customers to Moodswing, quality food and drinks will keep them there, Riley said.

“We had considered bringing in the food hall approach — have someone else do the food and we would do the bar programming,” he said. “But the cohesiveness that we’re trying to foster here, it doesn’t work. If you start doing these separated things, it’s like, well, are we going to Moodswing? Or are we going to go to whoever the purveyor of food is?”