DELAWARE RIVER PORT AUTHORITY & PORT AUTHORITY TRANSIT CORP.
BOARD MEETING
Wednesday, April 20, 2016 9:00 a.m.
Board Room One Port Center Camden, NJ
John T. Hanson, Chief Executive Officer
DRPA BOARD
DELAWARE RIVER PORT AUTHORITY BOARD MEETING
Wednesday, April 20, 2016 at 9:00 a.m. One Port Center, 11th Floor, Board Room
ORDER OF BUSINESS
1. Roll Call
2. Public Comment
3. Report of the CEO – April 2016
4. Report of the CFO
5. Unaudited Fourth Quarter Financials for the Period Ending December 31, 2015
6. Approval of March 16, 2016 Board Meeting Minutes
7. Monthly List of Previously Approved Payments – Covering Month of March 2016
8. Monthly List of Previously Approved Purchase Orders and Contracts of March 2016
9. Approval of Operations & Maintenance Committee Meeting Minutes of April 5, 2016
10. Adopt Resolutions Approved by Operations & Maintenance Committee of April 5, 2016
DRPA-16-047 Contract No. BF-43-2015(r) BFB Administration, Maintenance and Annex Building Roof Replacement
DRPA-16-048 Capital Project Contract Modification
DRPA-16-049 Guided Technical Tours of DRPA Bridge Facilities
DRPA-16-050 PARTSWG Contract Management and Administrative Services
DRPA-16-051 FTA Section 5337 Grant Application
DRPA-16-052 FTA Section 5307/5340 Grant Application
11. Approval of Labor Committee Meeting Minutes of April 5, 2016
12. Approval of Finance Committee Meeting Minutes of April 13, 2016 13. Adopt Resolutions Approved by Finance Committee of April 13, 2016
DRPA-16-053 Procurement and Maintenance of Enterprise Legal Management Solutions Software
DRPA-16-054 Authorization to Negotiate Amendment of Existing Parking Lease with U.S. Court, District of New Jersey
DRPA-16-055 Authorization for Extension, Replacement or Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
DRPA-16-056 Amendment to Sale of RiverLink Ferry Resolution
14. Unfinished Business
DRPA-16-041 Capital Project Contract Modification
15. New Business
DRPA-16-057 Consideration of Pending DRPA Contracts (Between $25,000 and $100,000)
16. Citizens Advisory Committee Report
17. Executive Session
18. Adjournment
CEO REPORT
Report of the Chief Executive Officer
April, 2016
Delaware River Port Authority of Pennsylvania and New Jersey One Port Center 2 Riverside Drive Camden, New Jersey 08101-1949
April 20, 2016
To the Commissioners:
The following is a summary of recent DRPA activities. The appropriate reports are attached:
Stewardship /Stewardship The following are recent examples of exemplary stewardship demonstrated by our DRPA and PATCO employees. I am extremely proud of their efforts:
In a time when we are bombarded with negative press about Police Officers, a customer wrote in to share her family’s positive story regarding Corporal Daniel Ragone. “On Saturday, February 21, 2016, Corporal Ragone went above and beyond the call of duty in helping us through some automotive difficulties. We were headed out for a day at the Philadelphia Flower Show. We live in Central New Jersey so we drove south on I-95 towards the Ben Franklin Bridge. A few miles before we got to the bridge we ran over a small object in the road, but didn’t realize until we were about to cross that we had a flat tire. We noticed what looked like a safe place to pull off the road after crossing the bridge so we parked our car in the DRPA parking lot.
Not only did we have a very bad flat tire that could not be fixed with the Fix-A-Flat kit that came with the car, but I had to find a restroom. Our bad luck changed when I went to talk to a Police Officer sitting in his vehicle in front of the DRPA building. Corporal Ragone was very understanding of my issue and opened the building and allowed me to use the restroom, and that is just the beginning. When I told him about the flat tire, he came over to check out the problem. My husband was having a difficult time on the phone with AAA because they believed that we were on the bridge and therefore unable to help us. Corporal Ragone got on the phone and convinced them that we were not on the bridge. He also gave us the name of the local Hyundai dealership and suggested that we have the car towed there. However, after calling the service department we discovered that they were unable to fix our tire until Monday. We needed another plan. Corporal Ragone then offered to escort us to a local Pep Boys to buy a new tire as we had enough tire pressure to make a short trip. He stayed with us until we found out they had the right tire and could fix our car immediately.
We will forever be grateful for Corporal Ragone’s kindness and assistance that day. We made it to our destination a little late but safe and sound. He is truly a Good Guy, we wish him the best, and this is our thank you note to him and your department. Sincerely, Debbie & Charlie Dorner, Stephanie Karpowicz, J. Steinhauer.
A customer wrote in to commend Police Officer John Fenuto, Station Supervisor Lisa Stratton, and Transit Ambassador Rahmann Smallwood. While traveling with her two grandchildren, customer “Rosemary” approached the “down” escalator at Woodcrest Station. The two-year old became frightened and pulled away, causing Rosemary to fall and cut her hand. Rosemary was so impressed with the “very kind and helpful” staff that she wrote to us a full month after the incident, asking that we relay her thanks. “In addition to calling for medical assistance, they helped control the bleeding and calmed her and her traumatized grandchildren. They made a very upsetting event so much better.”
A customer wrote in to praise Train Operator Glenn Smith and Station Supervisor Brian Joyce. Customer “Catherine” dropped her phone into the track area from the Westmont Station platform. She ran down to the lobby level and requested assistance from Station Supervisor Brian Joyce, who was servicing the ticket vending machine. Brian immediately contacted Center Tower and positioned himself on the platform to mark the area where the phone lay. Glenn Smith operated his train slowly into the station and retrieved the phone, returning it to a very grateful early morning commuter. DRPA
Office of Business Development & Equal Opportunity (OBD&EO) 2015 Year End Summary Report
I am very pleased to advise that, under the leadership of Chief Administrative Officer Toni P. Brown and with the assistance of her Office of Business Development & Equal Opportunity and Office of the CAO staff, the 2015 Year End Summary Report of Awards and Payments to Disadvantaged, Minority and Women-Owned Vendors, Contractors and Consultants has been completed.
We are extremely proud of our commitment to minority, women, disadvantaged and veteran- owned business enterprises (M/W/DBE and VOBs). Since 1994, the year the Authority first implemented its nondiscrimination programs under the guidance of CAO Brown, we have paid more than $307 million to certified M/W/DBEs and VOBs. This progress is possible because of the steadfast commitment and collaboration across the Authority Divisions of the OBD&EO, Engineering Division, Purchasing and Contract Administration Departments. We are also grateful for the ongoing guidance and support of the Board in this regard.
Thanks are extended to CAO Brown, Erin Watterson, EEO Specialist, Ron Kelly, Compliance, Thaddeus Abbott, Administrative Coordinator, Ann DuVall, Project Analyst, Fritz Sims, Supervisor, Print Shop, Mike DiGiamberardino, Senior Reproductive Technician and Mike Williams, Acting Director, Corporate Communications, for their hard work in compiling this report.
This year’s report includes several enhancements, one of which is a six-page color photo spread outlining two special outreach events hosted by DRPA last year on August 12, 2015 (Special Vendor Outreach Event) and November 13, 2015 (Special Engineer & Contractor Outreach Event), and photos highlighting the prestigious “Diversity Award” the Authority received on December 10, 2105 from WTS Philadelphia. Diversity & Inclusion
OBD&EO Staff Participation in March 31, 2016 Alliance Mid-Atlantic Business Procurement Fair
For many years, and with renewed vigor this year, under the guidance of Chief Administrative Officer (CAO) Toni P. Brown, the Office of Business Development & Equal Opportunity (OBD&EO) has been participating in events that provide the public with information on equal contracting opportunities and how to do business with the Authority. On March 31, 2016, OBD&EO staff Erin Watterson, EEO Specialist, and Ron Kelly, Compliance, attended the Alliance Mid- Atlantic Small Business Procurement Fair in Atlantic City. They were joined by Sue Squillace, Manager Procurement and Stores, DRPA - PATCO. The event was from 9:00 a.m. to 4:00 p.m. and DRPA had a table of information, staff available to speak with the attendees and numerous handouts that make contacting our organization about opportunities very user-friendly. Along with the trade show and workshops, there were matchmaking sessions. An estimated 400 were in attendance.
Pictured left to right: Sue Squillace (Purchasing), Ron Kelly & Erin Watterson, Office of Business Development & Equal Opportunity)
Office of the CAO Administrative Coordinator Thaddeus Abbott and Temporary Worker Derek Frith assisted in preparing the OBD&EO materials that were featured at the exhibit table at the event.
These outreach events enable us to highlight our stewardship efforts, inform the public about our agency’s mission and vision, and enhance our public value. We will continue to look for events such as this one to promote our services and programs.
OBD&EO Participation in May 6, 2016 Small Business Development Expo in Philadelphia, PA
Recently, PA State Representative Leslie Acosta contacted Chief Administrative Officer Toni P. Brown regarding the possibility of learning about employment opportunities at DRPA and PATCO. As a result of that contact, Rep. Acosta’s office has been enrolled in DRPA’s e-Alert system and her office is now receiving information on job opportunities at the Authority. Rep. Acosta also expressed an interest in learning about contracting opportunities at DRPA and PATCO. Her office has also been enrolled by OBD&EO staff to receive OBD&EO News Alerts and information on RFPs and other bid opportunities.
Rep. Acosta recently invited the OBD&EO to participate as an exhibitor in a Small Business Development Expo she is coordinating on Friday, May 6, 2016 from 9:00 a.m. to 1:00 p.m. at Esperanza College, 4261 N. 5th Street, Philadelphia, PA. On that day, Rep. Acosta, PA State Department of Community and Economic Development and a panel of experts will join together to provide information to attendees on how to navigate state programs and secure funding for their businesses. There will also be a networking session including vendors and tables. DRPA looks forward to being able to provide information at this event on how to do business with the Authority. OBD&EO staff Erin Watterson, EEO Specialist and Ron Kelly, Compliance, will be present at the Expo to interact with the public about our programs and services.
Upcoming DRPA DBE Goal Methodology Public Information Meetings for Federal Fiscal Years 2017, 2018 and 2019
As a condition to receiving federal funds from the Federal Transportation Administration (FTA), the DRPA is required to have a Disadvantaged Business Enterprise (DBE) Program in place. Every three years we are required to propose a DBE goal that we expect to keep in place for the next three federal fiscal years. Our next submission is due on August 1, 2016. In support of our submission we are required to advertise our proposed goal and hold public comment sections.
The DRPA’s Office of Business Development & Equal Opportunity (OBD&EO) will share the disadvantaged business enterprise goal setting methodology with members of the public and accept comments from disadvantaged businesses and non-disadvantaged businesses alike at two upcoming public information meetings. Attendees will have the opportunity to review the overall DBE goal the Authority proposed to use on projects that are funded in whole, or in part, by the USDOT and which are scheduled to commence in federal fiscal years 2017, 2018 and 2019.
Two public information meetings will be held as noted below, one in PA and one in NJ. For the public’s convenience, one meeting is during the day and one is at night.
Friday, April 18, 2016 from 10:00 a.m. to Noon at DRPA’s Headquarters, One Port Center in the 11th Floor Boardroom, 2 Riverside Drive, Camden, NJ 08103. Attendees can park in the DRPA surface parking lot or ride PATCO to City Hall or Broadway Station, both within walking distance to the location.
Monday, April 21, 2016 from 6:00 p.m. to 8:00 p.m. at the Arch Street Meeting House, William Penn Room, 320 Arch Street, Philadelphia, PA. There is parking on site.
To register, interested individuals should contact Erin Watterson at [email protected].
There is also a 45-day comment period from April 4, 2016 to May 18, 2016 for public input prior to submission of the goal methodology to the Federal Transit Authority for concurrence on or before August 1, 2016. I would like to acknowledge the leadership on this important project of Chief Administrative Officer Toni P. Brown, the Authority’s Disadvantaged Business Enterprise Liaison Officer (DBELO), and her Office of Business Development & Equal Opportunity and Office of the CAO staff, Erin Watterson, Ron Kelly, Thaddeus Abbott and Ann DuVall, and temporary worker Derek Frith, for their work on this matter.
Enhanced Authority Plans: Take Your Daughters and Sons to Work Day
DRPA and PATCO staff have brought their daughters and sons to work on this designated day often in the past. I am pleased to report for “Take Your Daughters and Sons to Work Day” on Thursday, April 28, 2016, we are providing a new, enhanced program for the first time this year at the Authority for participating school-aged children. Under the leadership of Chief Administrative Officer Toni P. Brown and HRS Director Kelly Forbes and her staff, the program will include a focus on highlighting the exciting jobs at the Authority to get them thinking about career and educational options. It will also include interactive break-out sessions to involve the young people in our Shared Values and what it is like to be a “World Class Steward.” Each participating child will receive a Certificate of Participation.
Special thanks are extended to Linda Ashley, HRS Administrator, Employee Relations, Programs & Policies, for coordinating this special educational event.
Next month we will report back to you in greater detail about the program and how our participants spent their exciting day. We look forward to imparting our organization’s mission, vision and guiding principles to the upcoming generation of talented workers.
Pilot Administration Division Employee Recognition Program
Under the leadership of Chief Administrative Officer (CAO) Toni P. Brown, another pilot program is being launched out of the Administration Division: an Employee Recognition Program and Award.
The purpose of the pilot Division Employee Recognition Award is to recognize employees in the Administration Division who exemplify world-class service through their work, and who exhibit a positive, supporting and collaborative attitude. As a division, they pride themselves on being “stewards committed to true teamwork, collaboration and exemplary customer service,” and they have determined that a “World Class Steward” is someone who demonstrates servant-leadership, takes initiative and is committed to excellence and delivering exemplary customer service.
There are detailed criteria for those nominated for the award, including the expectation that a nominee embody a number of listed attributes of a “World-Class Steward” in the areas of attitude and commitment, interpersonal skills, work performance and personal traits. The division staff selected for this award will demonstrate a commitment to the Authority’s mission, vision and shared values, and also strive to build trust and credibility daily with their behaviors and actions. The Administration Division team that worked with CAO Brown on the development of this pilot award program was: Kelly Forbes, Director, Human Resources Services, Marianne Staszewski, Director, Risk Management & Safety, Maria Mondile, Manager, Customer Service, Karen Fanning, Acting Insurance Administrator and Ann DuVall, Project Analyst.
The goal is to make this an Authority-wide Employee Recognition Program in the future.
For a list of Bridge and Finance actions, see Attachment 1 For a list of Personnel Actions, see Attachment 2 For a list of Contracts and Purchases, see Attachment 3 For a list of Risk Management & Safety Actions, see Attachment 4 For the Affirmative Action Report, see Attachment 5 For a list of Legal Statistics, see Attachment 6 ______PATCO
For PATCO Ridership and Financial Information, See the General Manager’s Report in the PATCO section Attached are reports from the appropriate departments. ______
Respectfully Submitted,
John T. Hanson Chief Executive Officer
REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 1 BRIDGE AND FINANCE
Activity for the Month of March 2016
Calls for Service: 7,535 Total Arrests: 145 Adults: 145 Juv.: CDS Arrests: 9 DWI Arrests: 35
Arrests: CBB:BFB: 56PATCO:BR 56 B:3 WWB: 29 Arrests NJ: 119Arrests PA: 21
Reportable Accidents: CBB: 2BFB: 8 PATCO:7 BRB: 1 WWB:12
Non Reportable Accidents: CBB: 4BFB: 13 PATCO:3 BRB: 3 WWB:14
Accident with Injuries: CBB: 0BFB: 0 PATCO:0 BRB: 0 WWB:1
Incident Type CBBBFB PATCO BRB WWB Total 33 MV Stop 175 405 72 269 556 1,480 26 Assist-Routine PD Backup 47 442 235 131 432 1,290 25 Escort 97 33 6 502 639 302 Security Check/Detail 37 97 80 163 150 527 25x Insufficient Funds 2 2 516 521 88X Parking Viol./Compl. 361 14 376 35X Motorist Aid/Service To Patron 27 40 175 33 72 347 47 Disabled MV 30 82 1 51 138 303 86 Removal 2 291 1 294 90 Other PD Assist 6 31 86 11 24 158 50X Leaving Jurisdiction 7 68 22 10 48 158 46 Construction/Trades Backup 24 23 1 18 82 148 33C CV Stop 41 25 24 51 141 91 Ped Investigation/Stop 13 87 2 103 1 Headquarters Assignment 6 44 2 13 28 93 25EZ Easy Pass Redirect 3 2 83 88 15 MV Accident 5 26 8 3 33 75 79 Roadway Hazard/Station Hazard 7 17 13 23 60 84 Check On Subject Well-being 1 14 31 9 55 82 Notification 3 13 28 3 6 54 78X Toll Evasion/TOS 4 31 3 8 8 54 58 Drivers License Check 1 43 1 1 46 309 Special Detail 4 37 1 2 45 25T Fare Problem 1 1 41 1 44 8 911 Hang Up/Mis-Dial 2 13 17 2 7 42 12 Suspicious Person/Activity/Event 2 6 30 1 39 56 Med Emerg/Injury Report 1 20 1 22 49 Investigate Location Conditions 1 1 19 21 Activity for the Month of March 2016
Calls for Service: 7,535 Total Arrests: 145 Adults: 145 Juv.: CDS Arrests: 9 DWI Arrests: 35
Arrests: CBB:BFB: 56PATCO:BR 56 B:3 WWB: 29 Arrests NJ: 119Arrests PA: 21
Reportable Accidents: CBB: 2BFB: 8 PATCO:7 BRB: 1 WWB:12
Non Reportable Accidents: CBB: 4BFB: 13 PATCO:3 BRB: 3 WWB:14
Accident with Injuries: CBB: 0BFB: 0 PATCO:0 BRB: 0 WWB:1
Incident Type CBBBFB PATCO BRB WWB Total 83X Car Wash 3 5 3 9 20 220 Criminal History Check 20 20 341F Property Found 1 16 2 19 80 Break 7 1 9 17 59 MV Look Up 9 3 1 2 15 29 Alarm Activation 2 12 1 15 98 Panhandling/Soliciting 1 12 1 14 78 Toll Dispute 2 5 2 5 14 52 Erratic Driver/Unfit Motorist 2 3 2 7 14 302K K9 Sweep 1 12 1 14 38 Transport Courtesy 4 7 1 1 13 81 General Complaint 10 2 12 101 BOLO 1 3 4 1 2 11 56 Medical Emerg/Injury Report 9 1 10 79X Debris Strike 1 1 3 3 8 16 Hit & Run 1 1 2 2 1 7 71 Fight/Disturbance 5 1 6 49X Inspection Report 6 6 34 Suspicious Vehicle 2 1 3 6 25R Revenue Escort 6 6 TRN Train Problem Equipment/Mechanical 5 5 101S BOLO Suicidal 5 5 64 Larceny/Theft 4 4 5 Meet 1 2 1 4 310 Bridge Damage/PATCO Damage 2 1 1 4 97 Traffic Pattern Adjust 2 1 3 83 Counterfeit 1 2 3 74 Suicide Attempt 1 1 1 3 Activity for the Month of March 2016
Calls for Service: 7,535 Total Arrests: 145 Adults: 145 Juv.: CDS Arrests: 9 DWI Arrests: 35
Arrests: CBB:BFB: 56PATCO:BR 56 B:3 WWB: 29 Arrests NJ: 119Arrests PA: 21
Reportable Accidents: CBB: 2BFB: 8 PATCO:7 BRB: 1 WWB:12
Non Reportable Accidents: CBB: 4BFB: 13 PATCO:3 BRB: 3 WWB:14
Accident with Injuries: CBB: 0BFB: 0 PATCO:0 BRB: 0 WWB:1
Incident Type CBBBFB PATCO BRB WWB Total 70 Animal Complaint 2 1 3 341L Property Lost 1 2 3 88 Evacuation 2 2 85 Past Assault 2 2 68 Wanted Check 2 2 67 EDP (Emotionally Disturbed Person) 2 2 60 Stolen Check/Wanted 1 1 2 20 Stolen/Recovered Vehicle 2 2 11 Fire 1 1 2 96 Slow Traffic 1 1 77 Domestic 1 1 53 Abandoned Vehicle 11 313 Complaint against Police 11 17X Open/Secured Property 1 1 14 Intoxicated Subject 1 1 1 3 0 Revenue Audit
Reported traffic and revenue for all four DRPA bridges for the month of January 2016
2015 2016 Cash Revenue $ 6,949,582.76 Cash Revenue $ 7,016,952.42 ETC Revenue $ 15,270,881.49 ETC Revenue $ 15,907,174.40 Total Revenue $ 22,220,464.25 Total Revenue $ 22,924,126.82 Non ETC Traffic 1,275,434 Non ETC Traffic 1,292,223 ETC Traffic 2,268,333 ETC Traffic 2,390,176 Total Traffic 3,543,767 Total Traffic 3,682,399 Revenue Audit
Reported traffic and revenue for all four DRPA bridges for the month of February 2016
2015 2016 Cash Revenue $ 6,618,774.63 Cash Revenue $ 7,262,534.51 ETC Revenue $ 14,754,091.50 ETC Revenue $ 16,351,558.80 Total Revenue $ 21,372,866.13 Total Revenue $ 23,614,093.31 Non ETC Traffic 1,219,776 Non ETC Traffic 1,338,867 ETC Traffic 2,185,484 ETC Traffic 2,463,883 Total Traffic 3,405,260 Total Traffic 3,802,750 DELAWARE RIVER PORT AUTHORITY Attachment 1 TRAFFIC & BRIDGE TOLL FIGURES FOR THE PERIODS INDICATED
MONTH OF JANUARY TRAFFIC BRIDGE TOLLS -----2016------2015----- INC/(DEC) INC/(DEC) TRAFFIC TOLLS TRAFFIC TOLLS % AMOUNT % AMOUNT BEN FRANKLIN 1,317,291 $7,289,928.25 1,325,307 $7,372,309.22 -0.60 (8,016) -1.12 ($82,380.97) WALT WHITMAN 1,439,667 9,028,503.98 1,374,799 8,658,674.43 4.72 64,868 4.27 369,829.55 COMMODORE BARRY 478,708 3,710,984.92 470,247 3,634,429.81 1.80 8,461 2.11 76,555.11 BETSY ROSS 446,733 2,894,893.67 373,414 2,555,404.80 19.63 73,319 13.29 339,488.87 3,682,399 $22,924,310.82 3,543,767 $22,220,818.26 3.91 138,632 3.17 $703,492.56
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YEAR TO DATE TRAFFIC BRIDGE TOLLS 1/1/16 TO 1/31/16 1/1/15 TO 1/31/15 INC/(DEC) INC/(DEC) TRAFFIC TOLLS TRAFFIC TOLLS % AMOUNT % AMOUNT BEN FRANKLIN 1,317,291 $7,289,928.25 1,325,307 $7,372,309.22 -0.60 (8,016) -1.12 ($82,380.97) WALT WHITMAN 1,439,667 9,028,503.98 1,374,799 8,658,674.43 4.72 64,868 4.27 369,829.55 COMMODORE BARRY 478,708 3,710,984.92 470,247 3,634,429.81 1.80 8,461 2.11 76,555.11 BETSY ROSS 446,733 2,894,893.67 373,414 2,555,404.80 19.63 73,319 13.29 339,488.87 TOTALS 3,682,399 $22,924,310.82 3,543,767 $22,220,818.26 3.91 138,632 3.17 $703,492.56
Note: New Toll Schedule Went Into Effect July 1st, 2011.
Distribution: John Hanson Jim White DELAWARE RIVER PORT AUTHORITY Attachment 1 TRAFFIC & BRIDGE TOLL FIGURES FOR THE PERIODS INDICATED
MONTH OF FEBRUARY TRAFFIC BRIDGE TOLLS -----2016------2015----- INC/(DEC) INC/(DEC) TRAFFIC TOLLS TRAFFIC TOLLS % AMOUNT % AMOUNT BEN FRANKLIN 1,379,475 $7,638,662.52 1,293,459 $7,206,061.39 6.65 86,016 6.00 $432,601.13 WALT WHITMAN 1,466,259 9,143,872.27 1,312,717 8,281,681.50 11.70 153,542 10.41 862,190.77 COMMODORE BARRY 489,169 3,788,384.38 446,344 3,458,035.41 9.59 42,825 9.55 330,348.97 BETSY ROSS 467,847 3,043,396.14 352,740 2,427,359.83 32.63 115,107 25.38 616,036.31 3,802,750 $23,614,315.31 3,405,260 $21,373,138.13 11.67 397,490 10.49 $2,241,177.18
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YEAR TO DATE TRAFFIC BRIDGE TOLLS 1/1/16 TO 2/29/16 1/1/15 TO 2/28/15 INC/(DEC) INC/(DEC) TRAFFIC TOLLS TRAFFIC TOLLS % AMOUNT % AMOUNT BEN FRANKLIN 2,696,766 $14,928,590.77 2,618,766 $14,578,370.61 2.98 78,000 2.40 $350,220.16 WALT WHITMAN 2,905,926 18,172,376.25 2,687,516 16,940,355.93 8.13 218,410 7.27 1,232,020.32 COMMODORE BARRY 967,877 7,499,369.30 916,591 7,092,465.22 5.60 51,286 5.74 406,904.08 BETSY ROSS 914,580 5,938,289.81 726,154 4,982,764.63 25.95 188,426 19.18 955,525.18 TOTALS 7,485,149 $46,538,626.13 6,949,027 $43,593,956.39 7.72 536,122 6.75 $2,944,669.74
Note: New Toll Schedule Went Into Effect July 1st, 2011.
Distribution: John Hanson Jim White
REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 2 PERSONNEL ACTIONS DELAWARE RIVER PORT AUTHORITY ACTIONS OF THE CHIEF EXECUTIVE OFFICER COMMISSION MEETING APRIL 20, 2016 ARTICLE XII-A ATTACHMENT 2
PERSONNEL ************************************************************************************************************************* TEMPORARY APPOINTMENTS - None
APPOINTMENTS
April E. Chaplin Legal Secretary Eff: 03/07/2016 General Counsel Division Office of the General Counsel (OPC)
Elisabeth L. Klawunn Senior Engineer Eff: 03/07/2016 Engineering Division Engineering - Construction & Maintenance (OPC)
Lennart N. Rustam Engineering Program Manager Eff: 03/07/2016 Engineering Division Office of the Chief Engineer (OPC)
James W. Clay Dispatcher Eff: 03/21/2016 Public Safety Division Dispatch/Central Records (BFB)
Jacob T. DiAntonio Dispatcher Eff: 03/21/2016 Public Safety Division Dispatch/Central Records (BFB)
Michele S. Kanavel Dispatcher Eff: 03/21/2016 Public Safety Division Dispatch/Central Records (BFB)
Christine Lassiter Dispatcher Eff: 03/21/2016 Public Safety Division Dispatch/Central Records (BFB)
Antonia Mulford-Sanchez Dispatcher Eff: 03/21/2016 Public Safety Division Dispatch/Central Records (BFB)
Anthony E. Nunes Dispatcher Eff: 03/21/2016 Public Safety Division Dispatch/Central Records (BFB) Actions of the Chief Executive Officer Commission Meeting of 04/20/2016 Page 2 of 3
APPOINTMENTS - continued
Chitiana D. Torrence Dispatcher Eff: 03/21/2016 Public Safety Division Dispatch/Central Records (BFB)
TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION
Patrick M. Berkery From: Acting Highway Foreman To: Acting Auto Technician Operations Division Operations Division Highway (BFB) Fleet Operations (BFB & BRB) Eff: 03/05/2016 to 04/29/2016
Marcos A. DeLeon From: C&M Mechanic To: Acting Highway Foreman Operations Division Operations Division Highway (BFB) Highway (BFB) Eff: 03/05/2016 to 04/29/2016
Matthew Licata From: Fleet Foreman To: Acting Fleet Manager Operations Division Operations Division FleetOperations(BFB) FleetOperations(WWB) Eff: 03/05/2016 to 03/18/2016
Richard M. Ludovich From: Fleet Shop Manager To: Acting Fleet Director Operations Division Operations Division FleetOperations(BFB) FleetOperations(BFB) Eff: 03/05/2016 to 03/18/2016
James P. Beach From: Payroll Administrator To: Acting Manager, Special Finance Division Projects Payroll (OPC) Finance Division Payroll (OPC) Eff: 03/19/2016 to 09/16/2016
AdamE.Carmasine From: PurchasingClerk To: ActingManagementAnalyst Finance Division Executive Division Purchasing (OPC) Strategic Initiatives (OPC) Eff: 03/26/2016 to 09/30/2016
Karen A. Fanning From: Administrative Coordinator To: Acting Insurance Administration Division Administrator Benefits Administration (OPC) Administration Division Benefits Administration (OPC) Eff: 03/26/2016 to 09/30/2016 Actions of the Chief Executive Officer Commission Meeting of 04/20/2016 Page 3 of 3
TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION - continued
Selina C. Thompkins From: Administrative Secretary To: Acting Administrative Administration Division Coordinator Benefits Administration (OPC) Administration Division Benefits Administration (OPC) Eff: 03/26/2016 to 09/30/2016
Danielle Woodard From: Toll Collector To: Acting Plaza Supervisor Operations Division Operations Division Bridge/Toll (BFB) Bridge/Toll (BRB) Eff: 03/26/2016 to 05/20/2016
PROMOTIONS - None
INTERAGENCY PROMOTION to DRPA - from PATCO - None
INTERAGENCY PROMOTION to PATCO - from DRPA - None
INTERAGENCY TRANSFERS to PATCO - from DRPA - None
INTERAGENCY TRANSFERS to DRPA - from PATCO - None
TRANSFERS - DEPARTMENTAL - None
RETIREMENTS - None
RESIGNATIONS
JohnP.Kidd PoliceOfficer Eff:03/25/2016 Public Safety Division Public Safety (BFB)
DECEASED - None
REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 3 CONTRACTS AND PURCHASES
ATTACHMENT 3
MONTHLY REPORT GENERAL PROCUREMENT ACTIVITY
During the month of March there were 64 Purchase Orders awarded totaling $3,091,143.11
Approximately 1.57% or $48,481.44 of the monthly dollar total was made available to MBE and WBE’s, representing 23.44% or 15 of the monthly total number of Purchase Orders.
Of the total monthly procurement available to MBE’s and WBE’s, approximately 33.85% or $16,412.20 was awarded to MBE’s and approximately 0% or $0.00 was awarded to WBE’s.
Of the total number of Purchase Orders available to MBE’s and WBE’s, approximately 53.33% or 8 Purchase Orders were awarded to MBE’s and approximately 0% or 0 Purchase Order was awarded to WBE’s.
Page 1 ACTIONS OF THE CHIEF EXECUTIVE OFFICER ARTICLE XII-C ATTACHMENT 3 CONTRACTS AND PURCHASES
Re: Article XII-C, Section 1 (a)
Purchase Order 4500000897, BMC Software Inc. Houston, TX. Purchase Contract to Renew BMC Basic Support. Contract Value: $12,309. (GSA Contract).
Purchase Order 4500000920, Schneider Electric. Horsham, PA. Purchase Contract for Pelco Gantry Video Surveillance Equipment. Contract Value: $12,196.94. (COSTARS/PA Contract).
Purchase Order 4500000968, United Electric. Atco, NJ. Purchase Contract for Holophane LED Roadway Lighting. Contract Value: $10,175.00. (Low Bid of 3, 3 Vendors Solicited).
Purchase Order 45000001048, Dell Marketing L.P. Round Rock, TX. Purchase Contract for Subscription for Microsoft 365 Software. Contract Value: $15,160.50. (NJ State Contract).
Purchase Order 4500001111, South Jersey Welding. Maple Shade, NJ. Purchase Contract for Gas Powered Welder/Air Compressor and Various Accessories. Contract Value: $12,192.00. (Low Bid of 1, 3 Vendors Solicited).
Re: Article XII-C, Section 1 (b)
None
Re: Article XII-C, Section 8 (Emergency)
None
Re: Article XII-C, Section 5
Authorized payments for Contracts and Engineers for the Bridges and PATCO Systems As follows: (see accompanying Schedule 1)
Contracts and Engineers: $4,343,054
2016 CAPITAL BUDGET April 20, 2016 1 SCHEDULE 1 ARTICLE XII-C, SECTION 5 SUMMARY OF AUTHORIZED CONTRACT AND ENGINEERING PAYMENTS BRIDGES AND PATCO SYSTEM April 20, 2016
Contract Completed Work (Billed) Retained Prior Invoice Resolution # Contract/Engineer Amount Percent Amount Amount Payments No. Amount
Jacobs Engineering Group, Inc. (DRPA-15-050) Rehabilitation of Track Structure on the Westmont Viaduct $ 1,969,847 13.0% $ 255,749 $ 23,268 $ 187,201 7 $ 45,280
STV Inc. (DRPA-14-150) Phase 1 - NJ Approach Spans & U.S. 130 Overpass Construction Monitoring Services 2,305,500 42.9% 988,039 52,840 802,364 12 & 13 132,835
URS Corporation (DRPA-15-053) Construction Monitoring Services BRB I-95 Interchange Improvements 502,053 15.6% 78,119 6,809 32,622 2 & 3 38,687
Kaser Mechanical, LLC (DRPA-15-080) BFB Admin and Annex Building Chiller Replacement 520,000 95.2% 495,000 49,500 385,261 2 60,239
AECOM (DRPA-13-003) CBB Painting - Design Services 1,035,472 79.4% 822,017 61,940 741,128 18 & 19 18,949
Johnson, Mirmiran & Thompson (DRPA-14-099) Resurfacing & Approach Roadway Rehabilitation 1,158,404 67.2% 778,378 59,663 694,107 13 24,608 (DRPA-15-098) WWB Painting Suspension Spans & Towers 7,386,366 4.4% 324,758 32,476 222,415 5 69,867
SOUTH STATE, INC (DRPA-15-082) WWB Toll Plaza, Substructure and Paving Rehabilitation 6,238,341 4.6% 284,346 28,435 0 1 255,911
LAZ Parking (DRPA-13-095) Temporary Toll Collectors 2,826,951 72.1% 2,037,383 0 1,970,663 VARIOUS 66,720
Benefit Harbor, LP (DRPA-14-104) Benefits Consulting Services 242,934 27.7% 67,254 0 64,754 5471 2,500
Railroad Construction/Railroad Construction Co. of SJ, Inc. (DRPA-15-049) Rehabilitation of Track Structure on the West Viaduct 11,750,000 4.1% 481,363 66,626 229,923 4 184,815
Railroad/Iron Bridge - A Joint Venture (DRPA-15-068) Benjamin Franklin Bridge NJ Approach, South Parapet Replacement 680,084 100.0% 680,084 0 646,080 6 34,004
Canon Financial Services, Inc. (DRPA-11-027) Canon Copier Equipment - Lease Payment 382,260 81.7% 312,179 0 305,808 15903192 6,371
Maser Consulting, P.A. (DRPA-15-083) WWB Toll Plaza Substructure and Paving Rehabilitation 1,073,084 8.3% 89,267 8,104 40,564 4 & 5 40,600
Corcon, Inc. (DRPA-14-149) CBB Painting Phase 1 and New Jersey Approach Spans & U.S. 130 Overpass 19,736,000 79.0% 15,589,658 1,558,966 13,101,895 10 & 11 928,797 (DRPA-15-081) WWB Bridge Painting Suspension Spans and Towers 56,566,740 13.4% 7,582,175 758,218 4,391,086 4 2,432,871
Total Contract and Engineer Payments $4,343,054
1
REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 4 RISK MANAGEMENT & SAFETY
Delaware River Port Authority INTEROFFICE COMMUNICATION
To: Toni P. Brown, Chief Administrative Officer
From: Marianne Staszewski, Director Risk Management & Safety
Subject: Risk Management & Safety March Activity Report
The DRPA Risk Management & Safety Staff were in attendance for the following meetings for the month of March:
Contractor Meetings Attended By Risk Management & Safety DRPA DATE CONTRACTOR CONTRACT NO. PROJECT/WORK AREA 3//2, 3/16, Chammings 3/30 Electric CB-29-2014 Progress Meetings CBB Admin Bldg. Switchgear Replacement 3/10 South State BF-37-2013 Progress Meeting 5th Street Philadelphia tunnel rehabilitation project Contractor Safety Orientation Meeting 5th Street Philadelphia tunnel 3/15 South State BF-37-2013 rehabilitation project 3/29 Kickoff Meeting CBB Phase Structural Rehabilitation project
Safety Meetings Attended By Safety Specialists * attended by Director of Risk Management DATE NAME OF MEETING 3/1 Monthly C&M Managers Meeting 3/4 * 2016 Upcoming training meeting with the Director of Risk Management and Safety staff 3/8 * Monthly Incident Accident Investigation Committee meeting 3/8 Monthly Work Place Safety Meeting at the BFB 3/9 * Monthly Risk Management & Safety Staff meeting with CAO 3/10 Monthly Work Place Safety Meeting at the CBB Conference call with DRPA Safety staff, DRPA Public Safety, and DRPA Training Administrator 3/15 regarding 2016 CPR/AED training 3/15 Monthly Work Place Safety Meeting at the BRB 3/15 Monthly Safety Department SOP Review 3/16 * Monthly Bridge Directors meeting with Risk Management, Safety & Fleet Management 3/16 Monthly Environmental Coordination Meeting Conference call with Director Risk Management & Safety, DRPA Safety Specialist and PATCO Safety 3/17 * Specialists regarding the 2016 Safety Awareness Open House Week Event 3/23 * Administration Division Staff Meeting 3/23 * Monthly Meeting Central Safety & Health Committee meeting 3/23 Monthly Meeting Programs & Activities Subcommittee 3/24 * Monthly staff meeting with the Director of Risk Management and Safety Specialists 3/29 Monthly Work Place Safety Meeting at the WWB
Risk Management Meetings Attended By Risk Management 3/1, 3/15, 3/29 Weekly Staff Meetings with CAO 3/3 SAP Progress Review Meeting with Quintel staff, HR Staff and staff from Finance Weekly conference call on OCIP litigated claims with AIG claim representatives, TSIB and defense 3/17, 3/31 counsel 3/18 Senior Staff meeting 3/28 Administration Division Agenda Review Meeting
1 The DRPA Risk Management & Safety Staff were involved in the following training activities for the month of March:
Training Coordinated or Conducted by DRPA Safety - * Attended By Risk Management & Safety DATE TYPEOFTRAINING 3/2, 3/3 Monthly Mandatory OSHA 10 Hour Safety Training conducted by DRPA Safety Specialist 3/7 New Hire Orientation for Police Dispatchers conducted by DRPA Safety Specialist 3/9 Selective Video Streaming Library Training For Supervisors @ CBB conducted by DRPA Safety Specialist Selective Video Streaming Library Training For Supervisors @ WWB conducted by DRPA Safety 3/10 Specialist 3/21 New Hire Orientation for Police Dispatchers conducted by DRPA Safety Specialist 3/16-3/18 OSHA 2264 Permit-Required Confined Space Entry Training attended by DRPA Safety Specialist 3/21–3/23 OSHA 3015 Excavation, Trenching and Soil Mechanics Training attended DRPA Safety Specialist
The DRPA Risk Management & Safety Staff were involved in the following activities for the month of March:
The Safety staff conducted day time and night time random drug & alcohol testing on both Public Safety personnel (under policy 147A) and Construction & Maintenance personnel (under policy 147B).
Safety Specialists reviewed various Health and Safety plans from contractors who were awarded construction and/or design projects during the month of March.
Safety Specialists reviewed and commented on various engineering Technical and Special Provisions documents for future DRPA projects. Safety Specialist conducted various site safety visits and inspections at DRPA Non- OCIP construction projects at the four bridges.
Risk Management reviewed and recommended the inclusion of proper insurance requirements on various Requests for Bids from the Purchasing Department, Request for Proposals from the Engineering Department, Finance Department and third party contracts for the Legal Department.
Safety Specialist updated the Risk Management & Safety e.net page with the monthly safety tip for March “National Eye Safety Month”.
The Director of Risk Management conferenced-in to the quarterly meeting held in West Chester, PA with Qual- Lynx Workers’ Compensation adjusters and DRPA Workers’ Compensation Claims Administrator and Associate General Counsel to review all DRPA and PATCO open claims.
On March 7, 2016, the Director of Risk Management attended the Public Safety Civilian Active Shooter training conducted at OPC.
2
REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 5 AFFIRMATIVE ACTION REPORT
DELAWARE RIVER PORT AUTHORITY AFFIRMATIVE ACTION SCORECARD ATTACHMENT 5 QUARTER ENDING MARCH 31, 2016
CURRENT UTILIZATION
EEO CATEGORIES TOTAL BLACK or HISPANIC AMERICAN INDIAN TWO TOTAL EMPLOYEES FEMALE AFRICAN or ASIAN or or MINORITY AMERICAN LATINO ALASKA NATIVE MORE RACES
#%#%#%#%#%#%#% OFFICIALS & MANAGERS 65 13 20% 11 17% 1 2% 0 0% 0 0% 0 0% 12 18%
PROFESSIONALS 90 40 44% 22 24% 6 7% 3 3% 0 0% 1 1% 32 36%
TECHNICIANS 19 5 26% 1 5% 0 0% 2 11% 0 0% 0 0% 3 16%
SERVICE WORKERS 129 12 9% 14 11% 10 8% 0 0% 0 0% 0 0% 24 19%
OFFICE & CLERICAL 123 62 50% 41 33% 2 2% 0 0% 0 0% 1 1% 44 36% CRAFT WORKERS (SKILLED) 134 4 3% 6 4% 5 4% 1 1% 0 0% 0 0% 12 9%
TOTALS 560 136 24% 95 17% 24 4% 6 1% 0 0.00% 2 0.36% 127 23%
QUARTER ENDING DECEMBER 31, 2015
CURRENT UTILIZATION
EEO CATEGORIES TOTAL BLACK or HISPANIC AMERICAN INDIAN TWO TOTAL EMPLOYEES FEMALE AFRICAN or ASIAN or or MINORITY AMERICAN LATINO ALASKA NATIVE MORE RACES
#%#%#%#%#%#%#% OFFICIALS & MANAGERS 69 14 20% 11 16% 1 1% 1 1% 0 0% 0 0% 13 19%
PROFESSIONALS 91 40 44% 24 26% 6 7% 3 3% 0 0% 1 1% 34 37%
TECHNICIANS 19 5 26% 1 5% 0 0% 2 11% 0 0% 0 0% 3 16%
SERVICE WORKERS 135 12 9% 16 12% 10 7% 0 0% 0 0% 0 0% 26 19%
OFFICE & CLERICAL 120 59 49% 39 33% 2 2% 0 0% 0 0% 1 1% 42 35% CRAFT WORKERS (SKILLED) 134 4 3% 6 4% 5 4% 1 1% 0 0% 0 0% 12 9%
TOTALS 568 134 24% 97 17% 24 4% 7 1% 0 0.00% 2 0.35% 130 23%
REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 6 LEGAL STATISTICS REPORT
Matter Count Report by Matter Sub-Type
Date Range: 03/01/2016to 03/31/2016 by Open Date ; opendate: from 03/01/2016 up to 03/31/2016
Total Pending Opened In Closed In Matter Sub-Type Matters Range Range Contracts / Bid Protest 1 1 0 Contracts / Construction 1 4 3 Contracts / Consulting 4 4 0 Contracts / Indemnification 1 1 0 Contracts / Letter of Credit 0 1 1 Contracts / License 7 8 1 Contracts / Operating 1 1 0 Contracts / Purchase 1 3 2 Contracts / Real Estate Right of Entry 5 9 4 Contracts / Service 8 10 2 Contracts / Termination 1 1 0 Employment / ADA 4 4 0 Employment / Policies & Procedures 2 2 0 Employment / Termination 0 1 1 Employment / Unemployment 0 1 1 Employment / Wage Issues 1 1 0 Employment / Workers' Compensation 12 12 0 Financial / 1 1 0 Financial / Audit 1 1 0 Financial / Bond Issues 1 1 0 Labor / CBA Interpretation 1 1 0 Labor / Grievance 1 1 0 Personal Injury / Slip and Fall 5 5 0
CaseTrack 04/11/2016 Page: 1 p nd I l sd ITtlPending Opened In Closed InTotal Matter Sub-Type Matters Range Range Property Damage / Vehicle 1 1 0 Real Estate / Zoning 1 1 0 RFP/Bid / Construction 1 2 1 RFP/Bid / Consulting Services 2 4 2 RFP/Bid / Service 2 2 0 Right to Know / Records Review 1 4 3 Subpoena / Videotape 1 1 0 30 Items 68 89 21
CaseTrack 04/11/2016 Page: 2
CFO REPORT
Report of the Chief Financial Officer
APRIL 2016 Delaware River Port Authority Of Pennsylvania and New Jersey One Port Center 2 Riverside Drive Camden, New Jersey 08101-1949
April 14, 2016 Commissioners:
Following this short summary, you will find key unaudited information related to DRPA/PATCO’s financial operations, which was reviewed with the Finance Committee on Wednesday, April 13th (see “DRPA/PATCO Unaudited Financial Summary,” dated April 12, which follows). DRPA Traffic/Revenue: We continue to have very positive results for both DRPA revenue and traffic for the first month of (January) 2016. This continues the positive trend that we noticed particularly in the last half of 2015. DRPA traffic was up 3.91 % or almost 139,000 vehicles over 2015 numbers, despite a large snow storm during January. Unaudited toll revenues for were up $703,000 (or 3.17%) vs. prior year totals. Lower gas prices and economic growth appear to be key contributors to the higher numbers. Actual DRPA traffic and toll revenues exceeded the January 2016 budgeted numbers, with traffic 235K greater than budget and toll revenues almost $1.8 million higher than budget (or 8.3%). This is partially due to less impact of inclement weather than budgeted and a smaller commuter discount impact than expected thus far (approximately $140K for January?). Preliminary unaudited traffic numbers through March YTD suggest that we are experiencing significant increases in both passenger vehicles (up 860K or 8.7%) and commercial traffic (up 40K or 6.5%). PATCO Ridership/Net Revenues: As shown on the stats sheet, February YTD 2016 ridership was approximately 108,000 riders higher (up 6.89%) vs. the February 2015 YTD figures. Net passenger revenues were up $300K vs. 2015 numbers. A relatively small inclement weather impact, conclusion of the track rehab project in 2015 are important factors in this increased ridership. Anything else? YTD ridership vs. the budget are slightly down (25K riders or 1.48% below budget), whereas net passenger revenues total $31,000 above February YTD budgeted numbers. DRPA and PATCO Operating Budgets: DRPA and PATCO combined budgets are approximately $3.4 million under budget (a combined 13.77% below budget). DRPA accounts for 81% of this under-budget situation ($2.7 million under budget). The YTD budget “positive variance” has shrunk by $460K from the January 2016 numbers. Letter of Credit Extension/Replacement Plan As mentioned in previous communication, the Authority has three (3) maturing Letter of Credits supporting our 2008 and 2010 Revenue Refunding (variable rate) bonds. After reviewing proposals from six (6) banks, recommending both LOC and alternative financing structures, the Authority has received approval from the Finance Committee to present a broadly crafted Summary Statement and Resolution (enclosed herein) to affect the most advantageous and appropriate financing methods to address the expiring LOC maturities. The Authority is seeking authorization to: 1) extend existing letters of credits; 2) replace or terminate expiring LOCs; 3) appoint remarketing agents for any LOC extensions/replacements 4) enter into “direct purchase transactions”; 5) partially or fully terminate any swap transactions (if desirable). Potential benefits of executing the LOC extension and/or replacement strategy, include: 1) minimization of financing costs; 2) debt portfolio diversification; and 3) possible termination of certain swap maturities. Governor’s Report to the Legislatures – The Authority, in compliance with its Compact requirements submitted its “Annual Report to the Governors and Legislatures of the State of New Jersey and the Commonwealth of Pennsylvania” on March 31, 2016. S&P Ratings Review The Authority has supplied financial information to S&P which is reviewing the Authority’s bond ratings using a new criteria rolled out in May of 2015. This is the first review of the Authority’s ratings since December 2014, when S&P affirmed the upgraded revenue bond ratings which occurred in December 2013 with our 2013 Revenue Bond issue for capital projects.
Respectfully submitted, James M. White, Jr. CFO/Treasurer CONSULTATIVE AND DELIBERATIVE WORKPAPERS DRPA/PATCO UNAUDITED FINANCIAL SUMMARY - April 2016 Finance Committee Meeting April 12, 2016
DRPA TRAFFIC / PATCO RIDERSHIP AND REVENUE YEAR-TO-YEAR COMPARISON 2015 vs. 2016 YTD thru 1/31/16 2015 Actual 2016 Actual Year-to-Year Change % Change DRPA Traffic 3,543,767 3,682,399 138,632 3.91% DRPA Toll Revenues $22,220,818 $22,924,311 $703,493 3.17%
Average Toll $6.2704 $6.2254 ($0.0450) (0.72%) Note: Snow impacted both January 2015 and 2016 2015 vs. 2016 YTD thru 2/29/16 2015 Actual 2016 Actual Year-to-Year Change % Change PATCO Ridership 1,560,926 1,668,509 107,583 6.89% PATCO Net Passenger Revenues $3,803,383 $4,103,767 $300,384 7.90% Average Fare $2.4366 $2.4595 $0.0229 0.94%
PATCO Ridership Increase (Decrease) from prior month 85,694 PATCO Revenue Increase (Decrease) from prior month $216,507
BUDGET VS. ACTUAL 2016 YTD thru 1/31/16 2016 Budget (1 mo) 2016 Actual (1 mo) (Under) / Over Budget % (Under) / Over Budget DRPA Traffic 3,447,063 3,682,399 235,336 6.83% DRPA Toll Revenues $21,172,175 $22,924,311 $1,752,136 8.28%
2016 YTD thru 2/29/16 2016 Budget (2 mo) 2016 YTD Actual (2 mo) (Under) / Over Budget % (Under) / Over Budget PATCO Ridership 1,693,494 1,668,509 (24,985) (1.48%) PATCO Net Passenger Revenues $4,072,758 $4,103,767 $31,009 0.76% PATCO Ridership Increase (Decrease) from prior month 31,166 PATCO Revenue Increase (Decrease) from prior month $115,116
OPERATING EXPENSES - YTD February 29, 2016 - **ESTIMATED** BUDGET VS. ACTUAL 2016 YTD thru 2/29/16 2016 YTD Budget 2016 YTD Actual (Under) / Over Budget % (Under) / Over Budget DRPA Budget $15,594,510 $12,852,370 ($2,742,140) (17.58%) PATCO Budget $8,811,596 $8,193,418 ($618,178) (7.02%) Total $24,406,106 $21,045,788 ($3,360,318) (13.77%)
Change in Budget variance (under budget # is less than in prior month) ($460,024) 2016 YTD thru 2/29/16 2016 YTD Budget 2016 YTD Actual (Under) / Over Budget % (Under) / Over Budget PATCO Subsidy ($4,485,058) ($3,938,652) ($546,406) (12.18%) TOTAL CAPITAL EXPENDITURES 2015 vs. 2016 YTD (in millions) March YTD Funding Source 03/31/2015 Actual 03/31/2016 Actual Year-to-Year Change % Change Project Fund Drawdowns $15.6 $10.9 ($4.8) (30.6%) Economic Development $1.4 $0.0 ($1.4) (100.0%) Victor Loan Paid & Race St. Sale $0.0 $0.0 $0.0 0.0% General Fund $0.0 $0.7 $0.7 100.0% Total Capital Expend. - Major Projects $17.0 $11.6 ($5.5) (32.1%) (CAPITAL) PROJECT FUND BALANCE Estimated Balance as of 03/31/2016 $142.3 million Change in project fund balances since last month $0.0 million
*Project fund consists of proceeds from the December 2013 revenue bond issuance. $348.8 million in net proceeds (after costs of issuance, debt reserve fund requirements and reimbursement to the General Fund (per the Board's Resolution #12-051: Reimbursement of Expenditures Resolution). $206.8 million in proceeds used to fund December 2013's through March 2016's capital expenditures. ESTIMATED GENERAL FUND BALANCE Estimated Balance as of 3/31/16 $518.2 million Est. Change from previous month $8.4 million - increase since 2/29/16 CONSULTATIVE AND DELIBERATIVE WORKPAPERS DRPA/PATCO UNAUDITED FINANCIAL SUMMARY - April 2016 Finance Committee Meeting April 12, 2016
TOTAL BOND DEBT BY TYPE As of 3/31/16 (in thousands of dollars)
Principal Outstanding % of Total Bond Ratings (Moody's/S&P) Fixed Rate Bonds 940,435 $940,435 63.2% see below Variable Rate Bonds 547,100 36.8% see below Total Debt $1,487,535 100.0%
Revenue Bonds $1,332,060 89.5% A3 stable/ A positive PDP Bonds 155,475 10.5% Baa3 stable / BBB positive Total Debt $1,487,535 100.0%
S&P upgraded DRPA Revenue and PDP Bonds in Nov. 2013 to A and BBB positive. In December 2014, S&P affirmed these ratings. Moody's moved all DRPA bonds to stable outlook in Nov. 2012 and reaffirmed DRPA ratings in December 2015.
Letter of Credit O/S Principal Outstanding Letter of Credit Banks Principal Outstanding (est.) Expiration Date 2008 Rev. Ref. Bonds Series A $255,988 Bank of America $121,261 7/22/16 Series B TD Bank 134,727 12/31/17 2010 Rev. Ref. Bonds Series A $300,633 Royal Bank of Canada $128,851 8/1/16 Series B Barclay's Bank 128,851 3/20/18 Series C Bank of New York Mellon 42,931 6/16/16 Total Variable Debt $556,621 $556,621
KEY 2013/2014/2015 FINANCE PLAN ACTIONS
1. LOC restructuring for 2010 Revenue Refunding Bonds closed on March 21, 2013. Three new LOC providers. LOCs fees range from 0.45% to 0.70%. 2. 2008 Revenue Bond LOCs extensions were completed on June 28. Retaining TD Bank and Bank of America with fees at 0.655% to 0.70%, respectively. 3. New Bond issue - Ratings agency (Moody's & S&P) and investor presentations completed in November. S&P Ratings increased from A- to A. 4. S&P affirms ratings December 2014. 5. February - Barclays agreed to extend the LOC to March 20, 2018, at a reduced facility rate of 7.5 basis points - expected $95k decrease in annual fees. 6. July: Swap Novation - UBS replaced as swap counterparty on both DRPA active swaps. TD Securities & Wells Fargo are the new counterparties. 7. July - Loan Guarantee with TD Bank finalized.- $796K for 10 years 8. July : Reinstitution of E-ZPass Commuter Discount - December 1, 2015 implementation date. 9. December: DRPA renewed OCIP LOC for one year, as required by insurance carrier 10. DRPA working with Financial Advisors on strategy related to LOC Maturities in March and July 2016.
2016 Action Plan Initiatives
1. BNY Mellon and RBC LOCS extended to June 16 and August 1, respectively 2. LOC RFP responses received and under evaluation. SS&R submitted to Finance Committee for April 13th meeting 3. Underwriter/Remarketer RFQ to establish Bond Pool in progress.
Total Swap Valuation - 3/31/2016 (in millions) Original Notional Current Notional Amount Amount Active Swaps* MTM Value Change from 2/29/15 Est. Change from 12/31/15 $811 $547 ($145.5) $3.2 ($5.9) TD Bank and Wells Fargo new swap counterparties. *Current Notional Amounts: 1995 Revenue Bond swap currently $251.6 million; 1999 swap $295.5 million. Total $547.1 million GOVERNORS’ REPORT
Delaware River Port Authority
Annual Report to the Governors and Legislatures of the State of New Jersey and the Commonwealth of Pennsylvania
Table of Contents
Page
I. Introduction 1
II. Reporting Entity 2
III. Compact Reporting Requirements 3
Enclosed Reports:
. Report of 2015 Activities and Accomplishments Appendix A
. 2015 Operating Expenses - Statement of Actual versus Budget Appendix B (Unaudited)
. 2015 Capital Project Expenditures (Unaudited) Appendix C
. Contracts Exceeding $100,000 Entered Into During 2015 Appendix D
Accompanying Reports:
. 2016 Capital Program (Board Approved)
. Strategic Business Plan: 2016 Overview of Goals and Objectives
. Combined Financial Statements and Notes to Combined Financial Statements (Unaudited) for the Year Ended December 31, 2015
. 2014 Comprehensive Annual Financial Report Delaware River Port Authority 2015 Annual Report to the Governors and Legislatures of New Jersey and Pennsylvania Page 1
Introduction
In accordance with Article XII of the Compact between the State of New Jersey and the Commonwealth of Pennsylvania (NJSA 32:3 – 13; Pa. CSA §3503 et seq.), the Delaware River Port Authority hereby submits this Annual Report to the Governors and Legislatures of the State of New Jersey and the Commonwealth of Pennsylvania. This report provides the information required in subparagraphs numbered (1) through (7) of Article XII of the Compact.
The first section of this report entitled, “Reporting Entity,” provides a brief overview of the Delaware River Port Authority. The second section entitled, “Compact Reporting Requirements,” presents the information requested in Article XII of the Compact.
Certain information required to respond to Article XII is included herewith and identified as follows:
Report of 2015 Activities and Accomplishments (Appendix A) 2015 Operating Expenses (Unaudited) – Statement of Actual versus Budget (Appendix B) 2015 Capital Project Expenditures (Unaudited) (Appendix C) Contracts Exceeding $100,000 Entered into During 2015 (Appendix D)
Additional information required to respond to Article XII is provided in separately bound documents which accompany this report. Where appropriate, these documents, as listed below, are referenced in this report:
2016 Capital Program (Board Approved) Strategic Business Plan: 2016 Overview of Goals and Objectives Combined Financial Statements and Notes to Combined Financial Statements (Unaudited) – for the Year Ended December 31, 2015
Also included is the Authority’s 2014 Comprehensive Annual Financial Report which received the Government Finance Officers’ Association’s Certificate of Achievement for Excellence in Financial Reporting for the twenty-third consecutive year. This report provides information on the activities and operations of the Authority during 2014 and may be useful in providing an overview of the Authority’s operations. Delaware River Port Authority 2015 Annual Report to the Governors and Legislatures of New Jersey and Pennsylvania Page 2
Reporting Entity
The Delaware River Port Authority (the Authority) is a public corporate instrumentality of the Commonwealth of Pennsylvania and the State of New Jersey created with the consent of Congress by compact legislation between the Commonwealth of Pennsylvania and the State of New Jersey. The Authority was created in 1952 as a successor to the Delaware River Joint Commission which was created in 1931. The Authority has no stockholders or equity holders.
Among its powers, the Authority is vested with the control, operation and collection of tolls and revenues of certain bridges spanning the Delaware River; namely, the Benjamin Franklin, Walt Whitman, Commodore Barry and Betsy Ross bridges. The Authority also owns a high-speed mass transit line which is run and managed by the Port Authority Transit Corporation (PATCO), operating between Philadelphia, Pennsylvania and Lindenwold, New Jersey.
The Authority is authorized to operate within the “Port District,” which includes the counties of Bucks, Chester, Delaware, Montgomery and Philadelphia in Pennsylvania and the counties of Atlantic, Burlington, Camden, Cape May, Cumberland, Gloucester, Ocean and Salem in New Jersey.
The Authority is governed by a 16-member Board of Commissioners. The Governor of New Jersey appoints eight commissioners with the advice and consent of the Senate of New Jersey. The Governor of Pennsylvania appoints six commissioners, in addition to the Auditor General and the State Treasurer of Pennsylvania serving as ex-officio commissioners for Pennsylvania. Commissioners serve five-year terms without compensation. The Board of Commissioners approves policy and plans for the operations of the Authority. A Chief Executive Officer is appointed by the Board of Commissioners to implement policy and manage the daily operations of the Authority. Delaware River Port Authority 2015 Annual Report to the Governors and Legislatures of New Jersey and Pennsylvania Page 3
Compact Reporting Requirements
This section of the report provides the information requested in subparagraphs numbered (1) through (7) of Article XII of the Compact between New Jersey and Pennsylvania (NJSA 32:3 – 13; Pa. CSA §3503 et seq.). The text and subparagraph of Article XII are restated in bold face below, followed by the information to be reported or directions where the required information is presented in the accompanying documents or reports.
The commission shall, within 90 days after the end of each fiscal year, submit to the Governors and Legislatures of the Commonwealth of Pennsylvania and the State of New Jersey a complete and detailed report of the following:
(1) its operations and accomplishments during the completed fiscal year;
The operations and accomplishments of the Authority are provided in the enclosed report entitled, “Report of 2015 Activities and Accomplishments.” (See Appendix A)
(2) its receipts and disbursements or revenues and expenses during that year in accordance with the categories and classifications established by the commission for its own operating and capital outlay purposes;
The Authority’s Combined Financial Statements for the Year Ended December 31, 2015 (Unaudited), present the financial position of the Authority in all material respects. The following indicates where the information specified above is presented in the Combined Financial Statements and or in certain additional reports.
Revenues and Expenses – Operating Purposes: The “Statement of Revenues and Expenses” and the “Combined Statement of Cash Flows” of the Authority’s Combined Financial Statements, detail the Authority’s unaudited operating revenues and expenses for 2015.
In addition, the enclosed “2015 Operating Expenses – Statement of Actual versus Budget,” details unaudited operating expenses by budgeted cost element against the 2015 DRPA and PATCO operating budgets. (See Appendix B)
Revenues and Expenses – Capital Purposes: The “Combined Statement of Cash Flows” of the Authority’s Combined Financial Statements provides the amount of funds used for acquisition and construction of capital assets, net of retirements, during 2015.
In addition, the enclosed “2015 Capital Project Expenditures (Unaudited)” (Appendix C) provides a listing of the project expenditures for 2015 capital projects. Delaware River Port Authority 2015 Annual Report to the Governors and Legislatures of New Jersey and Pennsylvania Page 4
The Authority has several PATCO transit system capital projects for which federal and state grants provided funding. During 2015, acquisition, construction, and rehabilitation of the bridges and transit system capital assets qualified for grants totaling $36.8 million. In addition, during 2015, the Authority received $2.2 million in federal and state grants to fund certain operating expenses.
(3) its assets and liabilities at the end of the fiscal year, including the status of reserve, depreciation, special or other funds including debits and credits of these funds;
Information relating to assets, liabilities, reserves and depreciation is provided in the Authority’s Combined Financial Statements and accompanying notes. Following is a summary of these items:
Assets and liabilities: The Combined Balance Sheet shows the Authority’s assets and liabilities at December 31, 2015.
Reserves / Provisions: The Authority maintains a reserve for sick and vacation leave benefits. Prior to 1993 the Authority maintained actuarially determined reserves for sick leave in accordance with its sick leave benefits policy. During 1993, the Authority changed its policy for the majority of its represented employees and all non-represented employees, eliminating future accumulations of unused sick pay for which employees may be compensated, and freezing the number of days eligible for payment at separation. As a result of this change, the remaining reserve for sick pay benefits is determined sufficient to meet the associated liability and will require no further additions for the foreseeable future. In 2010, the Authority permitted eligible employees to carryover up to ten sick days, the balance of which is payable in cash upon separation. Previously, the Authority permitted employees to be paid for up to ten sick days at year end. Reimbursement for accumulated sick leave at separation is charged against the sick leave reserve.
The Authority maintains reserves for the uninsured portion of workers’ compensation and general liability claims. Reserves necessary to provide for the self-insured portion of these workers’ compensation and general liability claims are periodically reviewed by staff and third parties to ensure their adequacy. Amounts are charged against operations during the year to maintain a sufficient level of reserves.
In accordance with GASB Statement 45 (Post-Employment Benefits Other than Pensions), the Authority currently estimates a non-cash revenue amount of $2.5 million for 2015 (this figure was estimated using the assumption from the last 2013 actuarial study completed. A full valuation study is currently underway now and should be completed by the end of April).
In accordance with the Authority’s Indentures of Trust, the Authority maintains certain funds as reserves for its outstanding long term debt. Delaware River Port Authority 2015 Annual Report to the Governors and Legislatures of New Jersey and Pennsylvania Page 5
Depreciation: Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets, including those financed by federal and state contributions. Asset lives used in calculating depreciation are shown in Note 1 to the Combined Financial Statements – Summary of Significant Accounting Policies. The depreciation of Authority assets appear in the Statement of Revenues and Expenses. (See also Note 1 to the Combined Financial Statements, Investment in Facilities).
(4) a schedule of bonds and notes outstanding at the end of the fiscal year;
Note 12 to the Combined Financial Statements (Funded Debt and Long Term Debt) provides a listing of all the Authority bonds and notes outstanding at December 31, 2015, and relevant information pertaining to these obligations.
(5) a list of all contracts exceeding $100,000 entered into during the fiscal year;
This information is provided in the enclosed report entitled, “Contracts Exceeding $100,000 Entered into During 2015.” (See Appendix D)
(6) a business or strategic plan for the commission and for each of its operating divisions; and
The Delaware River Port Authority’s “Strategic Business Plan: 2016 Overview of Goals and Objectives” is enclosed. This report is the most recent update of the Delaware River Port Authority’s Strategic Plan that was prepared in 2015.
(7) a five-year capital plan.
The Delaware River Port Authority’s 2016 Capital Program, which was approved by the Authority Board of Commissioners in December 2015, is enclosed. APPENDIX A
Delaware River Port Authority
Report of 2015 Activities and Accomplishments Delaware River Port Authority 2015 Activities and Accomplishments
FINANCE 2015 Budget vs. Actual: The Authority continues to maintain strong financial discipline in its operations. The Delaware River Port Authority and PATCO unaudited operating expenses for 2015 will, for the 14th consecutive year, come in under budget. (Presently, total operating expenses are approximately 4.5% under the total combined budget of $129.7 million, although these figures are subject to change during our annual audit). Economic Development Loan Reductions: We reduced our total loan portfolio principal by approximately $4.8 million attributable to two (2) economic development loan pay-offs. Victor Lofts made a $4.3 million payment of principal and interest and LEAP Academy University Charter School completed its loan pay-off of $1.01 million.
In addition, the amount of our outstanding loan guarantees (and as a consequence our contingent liabilities) was reduced to $0.8 million, with the elimination/discharging of a $10 million loan guarantee with NJEDA related to the L3 building, and with the finalization of a ten-year loan guarantee for the Battleship New Jersey. (The Battleship guarantee amount was formerly $900,000 for a three-year period). Our loan guarantees over time have been reduced from $24 million down to the existing $0.8 million.
Camden Baseball Stadium: We assisted the Camden County Improvement Authority in facilitation of the Camden baseball stadium restructuring deal. Real Estate Sale: The sale of 401 Race Street increased our General Fund by an additional $1.6 million. Insurance Procurement: We renewed various insurances especially the renewal of our active and retiree healthcare policies with AmeriHealth, resulting in a minimal increase of 1% on annual premiums of approximately $12.9 million. General Fund Growth: Our strong financial showing during 2015, resulted in the increase of approximately $50 million in the Authority’s General Fund. These additional funds were moved into our “pay-go-capital reserve,” which is available to partially fund the remainder of our 5-year Capital Program. We continued authorized funding of our OPEB (Other Post-Employment Benefits) liability with a $5 million contribution for 2015 and received board authorization to fund our OPEB irrevocable trust account in the amount of $5 million in 2016.
A-1 Bond Ratings: In December 2015, Moody’s reaffirmed DRPA ratings for its Revenue/Revenue Refunding Bonds and Port District Project Bonds at A3 and Baa3, respectively (with a stable outlook). Moody’s cited various strengths influencing its ratings, including: growth in the Authority’s General Fund, strengthening of our investment policies, solid operating performance (where actual expenses have been below budget for many years), and no expected near-term borrowing. LOC Extension: We extended our letter of credit with Barclay’s Bank, which supports our 2010B Revenue Refunding Bonds, for a three-year term, thereby reducing the LOC facility fees by approximately $100k annually until 2018. We are working on renewal or restructuring of three letters of credit which mature in 2016. Swap Novation: We completed two board-approved swap novation transactions with two new counterparties, thereby replacing UBS as the counterparty, and realized an unexpected net payment of approximately $850,000. These swaps placed DRPA in a more strategic position: 1) the Authority now has the unilateral right to terminate a swap agreement, 2) the new agreements have removed a “cross-default” provision related to our Port District Project Bonds and 3) the Authority is now significantly insulated from a credit event related to any ratings downgrade on its Revenue Bonds. Bond Indenture Compliance: The Authority annually must fulfill various reporting requirements under its Bond Indentures to its bond trustees. The Authority filed these required documents, several of which must demonstrate that the Authority has sufficient “Net Revenues” to equal or exceed a “net revenue requirement calculation.” For 2015, the Authority estimated that it would surpass this requirement by approximately $69.4 million. In its Section 5.15 certification for 2016, the Authority further certified that the DRPA expects to surpass the “Net Revenue Requirement” by approximately $50.4 million.
Additionally, the Authority fulfilled its five-year obligation to engage an arbitrage rebate study on its 2010 bonds to determine if the Authority has any tax liability. The study concluded that the Authority had no tax liability related to the bond issue.
PATCO Fare Collection: We successfully instituted credit/debit card payments at PATCO ticket vending machines for paper tickets in June. PATCO customers now enjoy the ease and convenience of using debit and credit cards at ticket vending machines to buy paper tickets for one-way and round-trip rides. In the past, only cash was accepted for paper tickets, while commuters and regular riders were able to use credit/debit cards to buy or load value onto multi-use FREEDOM Cards.
A-2 E-ZPass: On December 1, DRPA implemented a commuter discount for frequent travelers over DRPA bridges. The discount provides a credit of $18.00 for enrolled NJ E-ZPass commuters making 18 or more trips on any of the DRPA bridges in a calendar month. In addition, we received authorization to participate in the new Customer Service Center contract with Xerox through the NJ ETC. Finally, the board- authorized E-Z Pass “delayed transaction programming” is in progress, which when completed is expected to result in hundreds of thousands in additional revenue in 2016. ERP: The Finance Division (Purchasing, Contracts, DRPA/PATCO, Finance, Payroll and Budget) supported a two-year SAP ERP implementation project. The system went live in early January 2016.
SIGNIFICANT CHANGES IN MANAGEMENT AND CORPORATE GOVERNANCE PERSONNEL On January 21, Pennsylvania Auditor General Eugene A. DePasquale was elected chairman of the Board of Commissioners. He succeeded Jim Cawley. In March, Pennsylvania Governor Tom Wolf appointed six new Pennsylvania members to the DRPA Board of Commissioners/PATCO Board of Directors. They included: Ryan N. Boyer of Philadelphia, Elinor Haider of Philadelphia, Rohan K. Hepkins of Yeadon Borough, Delaware County, Marian Moskowitz of Tredyffrin Township, Chester County, Whitney R. White of Philadelphia, and Antonio Fiol-Silva of Philadelphia. During the March 18 board meeting, Ryan Boyer was elected Chairman. In January, Christopher Craig was appointed interim Treasurer of Pennsylvania, and by virtue of office, became a commissioner. He succeeded Pennsylvania Treasurer Robert McCord. In July, Timothy Reese was appointed Treasurer of Pennsylvania, and by virtue of office, became a commissioner. He succeeded Christopher Craig. In August, Carl E. Singley joined the board. He succeeded Whitney White. Executive Staff: In July, the board appointed Raymond J. Santarelli of Springfield, PA to serve as General Counsel & Corporate Secretary and David A. Gentile of Laurel Springs, NJ to serve as Inspector General. In October, the board appointed Philadelphia Attorney Maria J. Wing to serve as Deputy Chief Executive Officer.
ADMINISTRATION Stewardship. Service. Community.: In January, the Authority adopted new mission and vision statements that are intended to reflect the central role of stewardship of the Authority’s transportation assets and its financial and human resources. The new mission statement, intended to describe the Authority’s fundamental purpose, reads, “As stewards of public assets, we provide for the safe and efficient operation of transportation services and facilities in a manner that creates value for the public we serve.”
A-3 The vision statement is aspirational and articulates both the strategic and practical implications of stewardship, specifically the Authority’s intended direction and activities. It reads, “Together we are world-class stewards of public transportation assets. Working collaboratively across all business units, we operate, maintain, improve and protect transportation infrastructure for the benefit of the citizens we serve throughout the Greater Philadelphia Region. We are committed to building credibility, earning public trust and creating public value.”
The Authority is inspired that the new statements will better connect everyone with its core mission and the broader purpose of stewardship and service. Organizational and Strategic Staffing Resource Analysis: In January, a request for proposal was issued to hire a compensation consulting firm to conduct an analysis to ensure that the Authority is well-positioned to meet its transportation mission and vision now and in the future. The areas to be studied include the Authority’s organizational structure; its recruiting, hiring and retention practices; the employee performance evaluation systems; and the compensation and benefits structure and policies. World Meeting of Families: Throughout 2015, staff across the Authority engaged in extensive planning and preparations for the Papal Visit during September 26-27. During the weekend, the Ben Franklin Bridge closed to vehicular traffic and PATCO utilized special schedules and flat-rate fares. We achieved our primary goal of a safe, secure and pleasurable experience to the pilgrims who walked across the bridge or rode PATCO. Enterprise Resource Planning (ERP): Throughout 2015, the Authority continued to move forward in implementing its new Enterprise Resource Planning (ERP) system. The system went live in January 2016 and will improve communication and efficiency within the Authority, enabling us to be more effective stewards of the public’s assets, including physical, financial and human resources. Safety Awareness: In June, the Authority joined the National Safety Council in its initiative to raise awareness about workplace safety. We hosted Safety Awareness Open Houses at each bridge facility and at PATCO. The events provided an opportunity for staff to come together and celebrate the safety achievements of the year and to renew a commitment to working safely. The employee submitted slogan for the year was “Avoid the worst, put safety first.” Equal Employment Opportunity (EEO) Training: We facilitated training of all Authority employees on EEO issues, along with our partner the Equal Employment Opportunity Commission (EEOC). Every two years we require all employees to attend this important training, which supports the Authority’s shared values of growth & development, authentic communication, fairness and equity and diversity and inclusion. Engineering and Contractor Outreach: On November 12, the Authority hosted a special engineering and contractor event to educate contractors and professional engineering firms on how to do business with the DRPA and PATCO. More than 120 attendees used the opportunity to network with staff and other contractor and professional service providers. A-4 Vendor Diversity: On August 6, the Authority hosted a special vendor diversity program event. The event provided participants an overview of our vendor diversity program, procurement process and announced a new pilot program for a competitive process involving annual contracts for four frequently purchased commodity-specific areas. The event demonstrated our ongoing commitment to diversity, inclusion and equal opportunities for all vendors interested in doing business with the Authority. Citizen’s Advisory Committee (CAC): The CAC began its fifth full year of operation. Established in 2010, the CAC works in cooperation with the Authority but is an independent, advisory body. Vacancies notwithstanding, the CAC comprises 24 members – 12 each from Pennsylvania and New Jersey – who proportionately represent DRPA toll-payers and PATCO passengers.
BRIDGES Bridge Traffic: Carried more than 98.6 million vehicles across the Benjamin Franklin, Betsy Ross, Commodore Barry and Walt Whitman bridges. Walt Whitman Bridge Painting Project: The DRPA began work on a $56 million project to paint the suspension span and towers of the bridge. Commodore Barry Bridge Painting Project: The DRPA began Phase I of III which will encompass de-leading and repainting of the NJ approach spans and the US 130 overpass. This $22-million-dollar phase will be completed in 2016. Betsy Ross Bridge Resurfacing: The DRPA began a two-year, $15.5 million project to resurface the bridge. Work includes milling, waterproofing and repaving, removal of unsound concrete, repairing spalls in the concrete deck, improving highway safety, improving bridge drainage and repairing headers at expansion joints. Ben Franklin Bridge Bike and Pedestrian Ramp: The DRPA will continue the design phase of a $3.5 million project to build a bike and pedestrian access ramp on the south walkway of the Benjamin Franklin Bridge.
PATCO PATCO Ridership: The PATCO commuter rail transported more than 10.1 million passengers in 2015. Transit Car Overhaul Project: On May 28, the first refurbished train cars re-entered service. The event was attended by U.S. Representatives Bob Brady (D., First District of Pennsylvania) and Donald Norcross (D., First District of New Jersey) and New Jersey State Senate President Steve Sweeney (D., Third Legislative District), who joined officials from the Authority to “turn the key” on the first six cars to re-enter service on PATCO’s High Speed Line. Over the course of the $194 million project, all 120 of the cars in the fleet will have extensive rehabilitation of interiors and operating systems.
A-5 Ben Franklin Bridge Track Rehabilitation Project: PATCO completed a $103 million project to rehabilitate the north and south passenger rail tracks crossing the Delaware River on the Benjamin Franklin Bridge. The project replaced wood ties, running rails, supporting steel trusses, electrical cabling and signaling systems. Franklin Square Station: The final report for the Franklin Square Reopening Cost and Ridership Study includes a station condition assessment, re-opening capital cost estimate, and a forecast of ridership based on regional travel demand. The cost estimate to re-open the station is approximately $26.3 million. Ridership estimates the station would experience approximately 1,300 daily boardings. Station Enhancements: In October, PATCO and Comcast launched free Xfinity WiFi service at all 13 PATCO stations. The partnership creates a better experience for commuters looking to enjoy a fast and reliable Wi-Fi connection while they are on the go.
All stations received new LED and LCD informational display signs. Staff uses the signs to display real-time messages and alerts (for instance to warn of service delays) in addition to other content such as PATCO promotions. The $389,000 project also includes upgrades and replacements to station public address systems.
By the end of the year, all stations had bicycle racks installed using FTA funding under a Transit Enhancement Grant. Customer Outreach: The Ben Franklin Bridge Track Rehabilitation Project required numerous schedule changes throughout 2015 to accommodate different work phases. Staff ramped up communications to convey the schedule changes to passengers across various means including print, digital, social media and station handouts. DRPA CEO/PATCO President John Hanson and PATCO General Manager John Rink joined in the station handout events, providing customers the opportunity to talk one-on-one with executive staff. General Transit Feed Specification (GTFS): In July, PATCO began providing schedule information in GTFS format. The format allows public transit agencies to publish their transit data and developers to use that data to write applications. Now anyone who has access with the internet via computer, smartphone, or tablet can easily access PATCO schedule information in both narrative and graphic form. It also allows customers to use Google Maps or third-party mobile apps to plan a trip. Ridership Survey: During October, PATCO passengers participated in surveys as part of a requirement to collect ridership and demographic data every three years as a condition of federal funding. To gather this information, we partnered with the Delaware Valley Regional Planning Commission (DVRPC), who assisted in the development of the survey and trained the PATCO survey agents.
A-6 LAW ENFORCEMENT Protection and Security: The Authority’s Public Safety Department protected life, property and public assets on four Delaware River toll bridges, along the 13-station PATCO high-speed line, on other DPRA/PATCO property, on the Pennsylvania and New Jersey highways leading to the bridges, in municipalities located at the bridge landings (including Philadelphia, Chester, PA and Camden, NJ) and in the Delaware River waterway itself. Papal Visit: Throughout 2015 and during the Papal Visit, the department worked closely with local, state and federal agencies to ensure a safe, secure and pleasurable experience to the pilgrims attending the World Meeting of Families events in Philadelphia. Seat Belt Campaign: On May 18, the department joined the National Highway Traffic Safety Administration (NHTSA), PennDOT and police from Pennsylvania, New Jersey, Delaware and Maryland in kicking-off a 16-state Border-to-Border Seat-Belt Enforcement campaign at the Walt Whitman Bridge in Philadelphia. The campaign sends a ‘zero tolerance’ message to motorists: driving or riding unbuckled will result in a ticket, no matter what state you travel through. Service Awards: On May 27, the department hosted its annual service awards ceremony, in which Corporal John Quigley won the “Corporal Christopher Milito Police Officer of the Year Award” for his outstanding service. Another 18 DRPA police officers and support personnel were honored with awards and commendations. Memorial Bike Ride to Honor the Fallen: The Authority hosted the Police Unity Tour’s bicycle ride across the Commodore Barry Bridge in May. Tour cyclists, who represent law enforcement agencies from across the United States, pedal to Washington, D.C. to raise money for the National Law Enforcement Officers Memorial and Museum and raise awareness of police officers who have fallen in the line of duty. Safe Driving Initiative: The department joined Put the Brakes on Fatalities Day, a national effort to promote safe driving and keep Pennsylvania and New Jersey roadways free of fatalities for one day, Saturday, Oct. 10. Bridge variable message signs displayed a reminder to motorists, “Oct. 10: Be Safe, Be Alert, Arrive Home Alive.” Sober Driving Campaign: The department participated in state and local driver safety and sobriety enforcement campaigns.
AWARDS AND RECOGNITIONS Engineering: On March 11, the Walt Whitman Bridge Re-decking Project team — DRPA, AECOM, URS/Urban Engineers, and American Bridge Company— were recognized with the “Honor Award” by the American Council of Engineering Companies at their 44th Engineering Excellence Awards Banquet. The multi-year, $140 million project to replace the roadway deck on the suspension span of the bridge was completed on time and under budget. Health & Wellness: In April, the Philadelphia Business Journal named DRPA a “Healthiest Employer” for the fourth consecutive year. In September, CEO John Hanson was named as a finalist in SMARTCEO Magazine’s Healthiest Company Awards. The honors recognize the Authority’s commitment to develop and grow our employee wellness program. A-7 Diversity: In November, DRPA was selected as a 2015 recipient of the “WTS – Philadelphia Chapter Diversity Award”. The WTS is an international organization dedicated to building the future of transportation through the global advancement of women. The award acknowledges DRPA’s efforts to expand its contracting and vendor database to reflect and embrace diversity. Since 1994, DRPA has paid more than $300 million to certified M/W/DBE and veteran-owned businesses.
Finance: In December, for the 23rd consecutive year, the Authority earned the "Certificate of Achievement for Excellence in Financial Reporting from the Government Finance Officers Association of the United States and Canada (GFOA). The award recognizes the DRPA’s Comprehensive Annual Financial Report for Year Ended December 31, 2014. The certificate is the highest recognition in governmental accounting and financial reporting, and its attainment represents a significant accomplishment by a government agency and its management.
COMMUNITY STEWARDSHIP Availability of Event Space: The Board of Commissioners and Management make Authority facilities available at little or no charge to qualified non-profit organizations whose representatives apply in advance for permission to use them. Hosting Events: In 2015, our facilities hosted a series of events that benefitted the March of Dimes, regional multiple sclerosis organizations, a southern New Jersey school for children with disabilities and numerous first responder charities. Light the Bridge: At the request of civic leaders and non-profit representatives, the DRPA lights the Benjamin Franklin Bridge in colors that commemorate non-profit fundraising drives, holidays, regional milestones and significant events of interest to our stakeholders in the Philadelphia metropolitan area and Southern New Jersey. Employee Donations: Throughout 2015, our employees donated money for the United Way, as well as for charities that improve the health of mothers and babies, work to find a breast cancer cure and fight heart disease. Santa’s Silver Sleigh: On December 5, PATCO once again ran its popular “Silver Sleigh” train ride with Santa and his elves during the holiday season.
A-8 2016 Work Agenda
Finance and Administration The Authority will continue to manage costs in ways that keep operating expenses below budget limits. The Authority’s Office of Office of Business Development & Equal Opportunity (OBD&EO) will host more outreach events which are a key part of our ongoing commitment to stewardship, service and community. The Authority will embark on a new strategic planning process to help identify and address the major challenges and opportunities facing the Authority over the next five years. The Authority will develop a comprehensive sustainability and resource efficiency program framework to enable the Authority to identify, evaluate and employ the most sustainable alternatives to operate, maintain and support its four bridges and PATCO. Potential benefits include decreasing energy expenditures, reducing carbon footprint and usage, improving operational efficiency, and promoting conservation.
Bridges The DRPA will continue work on a three phase, $100 million project to paint the Commodore Barry Bridge. The DRPA will continue work on a $56 million project to paint the suspension span and towers of the Walt Whitman Bridge. The DRPA will continue $7.7 million in improvements to the Walt Whitman Bridge’s toll plaza, roadways and ramps. The DRPA will continue a $15.5 million project to resurface the Betsy Ross Bridge.
PATCO PATCO will continue its $194 million Transit Car Overhaul Project. All 120 rail cars are scheduled to be completed by the end of 2017. PATCO will begin a 30-month, $13.9 million project to replace both the eastbound and westbound elevated tracks at and near the Westmont station. PATCO will move forward with design and planning work for new elevators at the Ashland, Haddonfield, Westmont, Collingswood, City Hall and 12/13th & Locust Street PATCO stations. The project is part of an approximately $28 million program to install elevators in all currently unequipped PATCO stations. PATCO will begin a $45 million project to rehabilitate Lindenwold Yard. The scope of work consists of track rehabilitation, turnout and switch rehabilitation, electrical improvements to the PATCO storage yard and maintenance building approach tracks.
A-9 Community Activities We will continue to encourage employees to work on outreach projects as part of their everyday functions and to volunteer personal time to their communities.
A-10 APPENDIX B
Delaware River Port Authority and Port Authority Transit Corporation
2015 Operating Expenses – Statement of Actual versus Budget (Unaudited) DELAWARE RIVER PORT AUTHORITY 2015 Operating Expenses – Actual versus Budget Figures Adjusted for PATCO Public Safety and OPC Pilot Unaudited as of December 31, 2015
2015 Approved Variance to Percent BudgetActual 2015 Budget Variance
PAYROLL Regular 36,303,682$ 34,820,597$ 1,483,085$ 4.09% Guaranteed Overtime - Union Contracts 85,200 86,583 (1,383) -1.62% Guaranteed Overtime - Non Union 35,000 33,600 1,400 4.00% Other Overtime 757,575 2,020,579 (1,263,004) -166.72% Employee Service Expenses 29,891,795 28,370,607 1,521,188 5.09% Less Capitalized Payroll (2,951,777) (3,499,055) 547,278 -18.54%
TOTAL PAYROLL 64,121,475 61,832,911 2,288,564 3.57%
OTHER EXPENSES Equipment & Tools 358,630 330,844 27,786 7.75% Furniture & Fixtures 10,261 13,790 (3,529) -34.39% Office Supplies 127,229 137,229 (10,000) -7.86% Vehicle Repairs & Supplies 987,925 848,546 139,379 14.11% Repairs & Maintenance 3,231,304 3,182,664 48,640 1.51% Insurance 3,452,352 3,395,738 56,614 1.64% Reserve - Self Insurance 175,000 175,000 0 0.00% Utilities 2,805,600 2,893,658 (88,058) -3.14% Rentals 3,855 7,514 (3,659) -94.92% Printing 8,250 (14,529) 22,779 276.11% Uniforms 271,769 207,229 64,540 23.75% Advertising & Promotion 41,640 52,793 (11,153) -26.78% Professional Fees & Services 2,618,659 2,922,096 (303,437) -11.59% Data Processing 667,195 636,092 31,103 4.66% Memberships & Subscriptions 86,656 68,346 18,310 21.13% Travel, Meetings & Development 118,343 59,480 58,863 49.74% Postage 55,200 49,467 5,733 10.39% Miscellaneous 37,790 52,246 (14,456) -38.25% Contractual Services 9,564,183 9,286,895 277,288 2.90% Training 285,000 284,444 556 0.20% TOTAL OTHER EXPENSES 24,906,841 24,589,541 317,300 1.27%
TOTAL OPERATING EXPENSES 89,028,316$ 86,422,452$ 2,605,864$ 2.93%
B-1 PORT AUTHORITY TRANSIT CORPORATION 2015 Operating Expenses – Actual versus Budget Unaudited as of December 31, 2015
2015 Approved Variance to Percent BudgetActual 2015 Budget Variance
PAYROLL Regular $18,914,050 $17,422,262 $1,491,788 7.89% Overtime & Premium 2,431,089 3,470,466 (1,039,377) -42.75% Shift Differential 15,342 22,404 (7,062) -46.03% Employee Service Expenses 12,556,021 12,170,695 385,326 3.07% Capitalized & Reimbursable Payroll (2,020,095) (1,940,677) (79,418) -3.93% Capitalized & Reimbursable Employee Service Expenses (1,425,827) (1,283,965) (141,862) -9.95% Capitalized & Reimbursable Overtime Payroll (1,043,013) (1,380,339) 337,326 32.34% Capitalized & Reimbursable Overtime Employee Service Expenses (80,172) (94,209) 14,037 17.51% Inter-Company Services 6,353,564 6,144,393 209,171 3.29% TOTAL OPERATING PAYROLL & EMPLOYEE SERVICE EXPENSES 35,700,959 34,531,030 1,169,929 3.28%
OTHER EXPENSES Direct Material 2,503,345 2,896,220 (392,875) -15.69% Contractual Services 2,068,332 2,551,671 (483,339) -23.37% Office 296,555 309,200 (12,645) -4.26% Communications 353,420 280,366 73,054 20.67% Employee Expenses - Meetings & Seminars 29,995 10,042 19,953 66.52% Employee Expenses - Meals 37,480 55,194 (17,714) -47.26% Employee Training 127,400 64,982 62,418 48.99% Utilities 678,247 591,024 87,223 12.86% Professional Services 1,153,577 900,724 252,853 21.92% Advertising & Marketing 57,500 14,924 42,576 74.05% Public & Employee Relations 60,620 28,435 32,185 53.09% Uniforms - Purchase, Rental & Cleaning 331,598 226,787 104,811 31.61% Automotive - Fuel & Repairs 240,025 204,433 35,592 14.83% Licenses & Fees 427,350 312,486 114,864 26.88% Purchased Power 5,492,696 4,396,253 1,096,443 19.96% Insurance & Claims 2,452,741 1,333,319 1,119,422 45.64% TOTAL OTHER EXPENSES 16,310,881 14,176,060 2,134,821 13.09%
TOTAL OPERATING EXPENSES $52,011,840 $48,707,090 $3,304,750 6.35%
B-2 APPENDIX C
Delaware River Port Authority
2015 Capital Project Expenditures (Unaudited) DELAWARE RIVER PORT AUTHORITY 2015 Capital Project Expenditures (Unaudited)
Benjamin Franklin Bridge Expenditure 5thStreetVehicleTunnel $807,882 Pavement Rehabilitation 80,475 South Walkway Bike & Pedestrian Ramp Rehabilitation 324,532 Admin/AnnexBuilding-ChillerReplacement 428,068 West Side Mitigation Signage Improvement 154,790 BFB Admin, Maint & Annex Bldg Roof Repair 9,647 Replace Moveable Barrier 499,540 BFB NJ Approach North & South Parapet Replacement 1,763,952 4,068,885
Walt Whitman Bridge Toll Plaza Rehabilitation 151,150 Deleading&Repainting-Phase3 3,648,155 NJ Approach Substructure Rehabilitation 169,348 Priority Structural Repairs 833,000 4,801,652
Commodore Barry Bridge Deleading&Repainting 15,831,652 ReplaceAdministrationComplexSwitchgear 97,528 LeachfieldPumpReplacement 17,241 15,946,421
Betsy Ross Bridge Bridge Resurfacing 8,677,045 8,677,045
Multi - or All Bridges General Engineering Consulting Services (GEC) (Current Year) 1,979,435 Program Management for Capital Projects (Current Year) 74,850 PATCOOutboundSurvey 544,273 DRPA Truck Permit Program 89,745 RehabilitationWorkDuetoBiennialInspection 745,161 3,433,464
Facility Security SecurityFenceImprovements 197,685 197,685
DRPA Other OPC Replace Carpet Floors 6-11 219,001 219,001
C-1 PATCO: DRPA Funded TunnelSidewalkGratings 166,214 Replacement of Various Escalators 366,429 Upgrade of Single Board Computers 351,765 Track Utility Vehicle 99,771 Replace Transformers - Phase 2 138,400 RehabilitationofTrackStructureonViaductatWestmont 443,627 Track Circuit Modifications Design 138,916 Westmont Security Camera /ECB & Parking Gates Hardwiring 366,704 Rebuild Transit Car Trucks - Yearly 1,174,155 Traction Motor Rebuilds - Yearly 1,160,614 Track Rehabilitation Across the BFB 32,224,047 36,630,644
PATCO: FTA Funded RehabilitationofFleet 41,530,042 Smoke & Fire Control, Forced Air Ventilation 22,704 Install Elevators at Remaining PATCO Stations 226,916 Ferry & Collingswood Parking Lots 114,932 Track Upgrade - Material 271,969 TransitEnhancements 119,119 Embankment Restoration, Drainage Improvements, & Retaining Wall Rehabilitation 64,722 PATCO - FTA Funded: Subtotal 42,350,404 Less: Federal Share 36,796,943 DRPAShareofCosts 5,553,461
Technology Enterprise Resource Planning System 5,209,065 Passenger Information & Messaging System (PIMS) 2,302,725 800MHzReplacement/Upgrade 230,994 Upgrade of CPA Payment Software 1,559,219 TollSystemEquipmentUpgradeforAll 16,246 PATCO Wayside Communications 37,308 Disaster Recovery Buildout - CBB 404,182 PATCO Camera Upgrades 76,371 E-ZPassTransponders 153,576 Replacement BRB & CBB Fiber 54,201 Integrated Toll Lane DMS Signs 94,548 UpgradeAFCDevicestoWindows7 503,789 PAReplacementSystem 273,296 TVMMultiLanguageConversion 177,229 11,092,748
C-2 Miscellaneous Schedules and Capital Labor ScheduleA:DRPAMiscellaneousProjects 700,775 Schedule B: Furniture & Fixtures 105,114 ScheduleD:PATCOMiscellaneousProjects 578,996 ScheduleT:TechnologyProjectsandEquipment 819,527 ScheduleV:VehicleandVehicleRelatedEquipment 1,548,938 CapitalLabor 7,814,952 11,568,301
GRAND TOTAL 2015 CAPITAL PROGRAM EXPENDITURES (DRPA SHARE) $102,189,307
C-3 APPENDIX D
Delaware River Port Authority and Port Authority Transit Corporation
Contracts Exceeding $100,000 Entered into During 2015 Contracts Exceeding $100,000 Entered Into During 2015
Contractor Purpose of Contract Resolution # Amount HVAC Equipment Maintenance and A.A. Duckett, Inc. Building Operation Services at OPC DRPA-15-005 $376,632 Building for a 3 – Year Term Age 65 & Over Retiree Medicare AARP/United Health Supplemental Benefits – 2015 (DRPA & DRPA-15-112 $1,985,276 Group PATCO) Accountants for You; Modification of Current Temporary Workers Accounting Principals; Contracts Over the Remainder of the 14 – DRPA-15-061 $650,000 N-T-E Perry Resources & TS Month Term Staffing Aecom Technical Design Services for BRB Maintenance DRPA-15-146 $794,428 Services, Inc. Painting A. E. Stone, Inc. BFB Miscellaneous Pavement Repairs DRPA-15-097 $708,000 American Bridge Priority Repairs and Rehabilitate Sections of DRPA-15-018 $734,900 Company the Lower Box Chord of the BRB Medical & Prescription Drug Coverage Premium for Authority’s Active Benefit- AmeriHealth DRPA-15-104 $12,905,681 Eligible Employees/Under the Age of 65, and Their Respective Dependents Renewal of the DRPA/PATCO Commercial Aon Risk Services Non-Bridge Property Insurance Policy DRPA-15-036 $456,479 16 – Month Term (08/01/15 – 12/31/16) Renewal of DRPA Bridge Property Damage Aon Risk Services and Loss of Revenue Insurance for a 18 – DRPA-15-063 $2,695,672 Month Term (06/30/15 – 12/31/16) General Construction Services for AP Construction DRPA-15-084 $500,000 Emergency Work During Papal Visit Purchase of One (1) Track Utility Vehicle for Arva Industries, Inc. Snow, Third Wheel Deicing and Leaf DRPA-15-012 $1,995,410 Removal Buck Co. International Purchase of One (1) 2015 Dump Truck DRPA-15-009 $118,000 3 Year Extension of Stated Expiration Date Barclays Bank PLC of Letter of Credit Securing 2010B Revenue DRPA-15-016 $135,840,000 Bonds Purchase of Seven (7) 2015 Dump Trucks Buck Co. International DRPA-15-072 $637,000 and Hydraulic Systems Carahsoft Technology Wide Area Network (WAN) Equipment DRPA-15-088 $441,424 Corp. Career Concepts, Inc. Organizational Structure and Staffing DRPA-15-046 $428,700 N-T-E (CCI) Resource Analysis Commodore Barry Bridge Administration Chammings Electric, Inc. DRPA-15-052 $522,800 Building Switchgear Replacement Communication Audio Recorder Upgrades DRPA-15-060 $119,962 Marketing Associates
D-1 Contracts Exceeding $100,000 Entered Into During 2015
Contractor Purpose of Contract Resolution # Amount WWB Painting Suspension Spans and Corcon, Inc. DRPA-15-081 $56,566,740 Towers PARTSWG Contract Intelligence CRA Inc. Analysts Phase III: Settlement and Release DRPA-15-020 $133,274 Agreement with CRA, Inc. Upgrade to Automated Fare Collection Cubic Transportation Systems Devices and Money Room Software PATCO-15-001 $1,259,473 Systems, Inc. to Windows 7 Operating System Cubic Transportation PATCO Ticket Vending PATCO-15-009 $433,071 Systems, Inc. Machine Multi-Language Conversion Cubic Transportation Sole/Single Source Vendors for Replacement PATCO-15-032 $225,000 N-T-E Systems, Inc. Parts for PATCO – CY 2016 Purchase of Ten (10) Dynamic Message Daktronics Signs for Toll Lanes at the BFB, WWB & DRPA-15-056 $126,350 CBB Snow Removal for OPC Building and $150,000 (3- Decker’s Inc. Parking Lot Operations and Maintenance. DRPA-15-142 Years) Three (3) Year Term. Microsoft Software Assurance Renewal Dell DRPA-15-030 $564,726 N-T-E Three (3) Years 06/01/15 – 05/31/18 Delta Dental of New Employee Dental Coverage 2016 – 2017 $461,981 DRPA-15-105 Jersey (DRPA/PATCO) 2 – Year Term (Annual Fee) Cisco SMARTnet Maintenance Agreement 3 ePlus Technology, Inc. DRPA-15-028 $204,507 – Year Term (06/30/15 – 06/29/18) Installation of New Servers and Support ePlus Technology, Inc. Devices for the Automated Fare Collection PATCO-15-008 $266,629 System ePlus Technology, Inc. OPC Network Switch Replacement DRPA-15-034 $168,679 Federal Transit Federal Transit Administration Section 5337 DRPA-15-042 $9,993,295 Administration Grant Application FY 2014 (Formerly 5309) Federal Transit Federal Transit Administration Section DRPA-15-041 $5,656,576 Administration 5307/5340 Grant Application FY 2014 Gallagher Benefit Broker/Consultant for Health & Welfare $135,000 DRPA-15-037 Services, Inc. Program for a 3 – Year Term (Annual Fee) Enterprise Resource Planning (ERP) Grant Thornton DRPA-15-010 $1,270,200 Consulting Services Disaster Recovery and Business Continuity Grant Thornton DRPA-15-035 $108,675 Planning Services Groff Tractor & Purchase of Two (2) 2015 Case Wheel DRPA-15-007 $180,000 Equipment Loader in the Amount of $90,000 each. Hewlett-Packard (HP) Hewlett-Packard Maintenance Agreement 1 DRPA-15-029 $138,609 Company – Year Term (06/01/15 – 05/31/16) Benjamin Franklin Bridge New Jersey HNTB Corporation DRPA-15-068 $174,788 Approach Parapet Rehabilitation
D-2 Contracts Exceeding $100,000 Entered Into During 2015
Contractor Purpose of Contract Resolution # Amount Provision of Loan Guaranty to the Home Home Port Alliance DRPA-15-048 $800,000 Port Alliance (Battleship New Jersey) Age 65 & Over Retiree Medicare Part D Horizon BCBS Prescription Benefit – 2015 (DRPA & DRPA-15-132 $836,322 PATCO) Sole Source Contracts for Construction & Construction Monitoring IEW Company DRPA-15-040 $588,762 Services of Ramp D Roadway Restoration at the Betsy Ross Bridge Additional Funding towards Current Iron Mountain DRPA-15-025 $140,000 N-T-E Contract for Off-Site Storage Single/Sole Source Vendors for Replacement PATCO-15-032 ITT Enidine Inc. $200,000 N-T-E Parts for PATCO CY 2016 Construction Monitoring Jacobs Project Services for Contract No. PATCO-28-2007, DRPA-15-050 $1,969,847 Management Company Rehabilitation of Track Structure on the Westmont Viaduct Construction Monitoring Jacobs Engineering Group Services for Contract No. PATCO-54-2014, & Remington & Vernick DRPA-15-022 $241,881 Rectifier Transformers Phase II and Engineers Lindenwold Emergency Diesel Generator Johnson, Mirmiran & Construction Monitoring Services for WWB DRPA-15-099 $1,158,404 Thompson (JMT) Bridge Painting Johnson, Mirmiran & Construction Monitoring Services for BFB DRPA-15-070 $299,274 Thompson (JMT) 5th Street Philadelphia Tunnel Rehabilitation BFB Administration Annex Buildings Kaser Mechanical, LLC DRPA-15-080 $520,000 Chiller Replacement Kova Corporation Audiolog Recorder Upgrades DRPA-15-060 $119,962 Lindsay Transportation Sole Source Procurement for Replacement Solutions Sales and and Upgrade of BFB Moveable Barrier Wall DRPA-15-027 $7,375,700 N-T-E Service LLC System – Five Year Contract ( 2015 – 2020) Capital Project Contract Modifications – LTK Engineering Professional Engineering Services for DRPA-15-054 $761,453 Services, Inc. PATCO Car Overhaul Project Construction Monitoring Services WWB Maser Consulting, P.A. Toll Plaza, Substructure and Paving DRPA-15-083 $1,073,084 Rehabilitation Purchase of Six (6) 2015 Ford Escape AWD McCafferty Ford DRPA-15-008 $140,442 Vehicles at $23,407 each Design Services for BFB Westbound Signing McCormick Taylor, Inc. DRPA-15-001 $273,530 Improvement Project Metropolitan Contract Carpet Replacements for OPC Building DRPA-15-101 $254,150 Carpets, Inc. Procurement and Delivery of Highway Rock Morton Salt, Inc. DRPA-15-079 $120,964 N-T-E Salt for DRPA and PATCO Facilities D-3 Contracts Exceeding $100,000 Entered Into During 2015
Contractor Purpose of Contract Resolution # Amount Murphy Quigley Co, Inc. OPC 6th Floor Renovations DRPA-15-069 $346,000 Northeast Communications Group, PA Replacement System PATCO-15-027 $328,595 N-T-E Inc. Camera and Call Box Maintenance Pelco, Inc. DRPA-15-121 $181,239 Agreement Railroad Construction Rail Construction Services for Emergency DRPA-15-085 $500,000 Company, Inc. Work During Papal Visit Railroad Construction Rehab of Track Structure on the Westmont DRPA-15-049 $11,750,000 Company, Inc. Viaduct Railroad/Iron Bridge – A Benjamin Franklin Bridge New Jersey DRPA-15-068 $1,502,636 Joint Venture Approach Parapet Rehabilitation Railroad/Iron Bridge – A Benjamin Franklin Bridge New Jersey DRPA-15-099 $101,127 Joint Venture Approach Parapet Rehabilitation Richard E. Pierson Construction Company, New Jersey Approach Repaving DRPA-15-109 $1,905,870 Inc. Fuel Contract for DRPA and PATCO for a 1 Riggins Inc. DRPA-15-078 $700,000 N-T-E – Year Period Procurement of Holophane Under Deck Rumsey Electric Lighting and Accessories for BFB DRPA-15-004 $132,833 Philadelphia and Camden Approaches Replacement of Rectifier Transformers Scalfo Electric, Inc. PATCO-15-021 $2,369,000 Phase II Schneider Electric Camera Call Box Maintenance Agreement DRPA-15-103 $181,239 Installation of Cameras for Station Bike Schneider Electric DRPA-15-014 $108,850 Racks Passenger Information and Messaging Simplex Grinnell LP PATCO-15-005 $1,676,000 N-T-E System – Phase 2 Hardwire Security Cameras, Emergency Call SimplexGrinnell LP Boxes & Parking Lot Fare Gates at PATCO-15-019 $336,704 Westmont Station South Camden Iron Procurement of Ameristar Aegis II and DRPA-15-100 $173,523 Works Fence Material for the BFB BFB 5th Street Philadelphia Tunnel South State Inc. DRPA-15-051 $2,409,330 Rehabilitation Project WWB Toll Plaza Substructure and Paving South State Inc. DRPA-15-082 $6,238,341 Rehabilitation Group Life, ADD and Disability Coverage Standard Insurance for Active Benefit-Eligible Employees Plan DRPA-15-108 $1,263,532 Company Year 2016 – 2017 (DRPA & PATCO) Public Safety Radio Replacement Project Tactical Public Safety DRPA-15-043 $230,994 (Year 3 of 5) Toll System Hardware and Software TransCore Inc. DRPA-15-011 $4,306,622 N-T-E Maintenance Service 5 – Year Agreement D-4 Contracts Exceeding $100,000 Entered Into During 2015
Contractor Purpose of Contract Resolution # Amount Implementation of Programming Change to TransCore Inc. Transcore Systems to Delay Processing of DRPA-15-110 $132,797 certain EZ Pass Transactions Sole Source Procurement for Integration of TransCore Inc. DRPA-15-073 $112,595 Toll Lane DMS Canopy Signs Transportation Resource General Consulting Services Relating to Associates, Inc. & STV, PATCO Safety & Security Efforts & PATCO-15-024 $390,000 N-T-E Inc. Requirements for a 3 – Year Term 1 – Year Maintenance Contract for Traffic The Tri-M Group Control and HVAC Systems for DRPA DRPA-15-135 $152,546 Bridge Facilities Procurement of Replacement Transit Car TSS, Inc. PATCO-15-028 $420,080 Wheels for PATCO Revenue Cars Broker/Consultant for Traditional Property & Turner Surety and Casualty, including Pollution Legal Liability DRPA-15-062 $282,000 Insurance Brokerage, Inc. for a 2 – Year Term and One (1) Year Option Renewal of DRPA/PATCO Public Officials Turner Surety and & Employment Practices Liability Policy 11 DRPA-15-139 $127,659 Insurance Brokerage, Inc. – Month Term Broker & Consultant for DRPA/PATCO Turner Surety and Commercial General Liability Policy for a 1 DRPA-15-123 $107,060 Insurance Brokerage, Inc. – Year Term. Broker & Consultant for DRPA/PATCO Turner Surety and Commercial Automobile Liability Policy 1 – DRPA-15-124 $493,000 Insurance Brokerage, Inc Year Term. Broker & Consultant for DRPA/PATCO Turner Surety and Excess Workers’ Compensation & DRPA-15-125 $135,144 Insurance Brokerage, Inc Employers’ Liability Policy for a 1 – Year Term. Broker & Consultant for DRPA/PATCO Turner Surety and Commercial Umbrella Liability Policy for a DRPA-15-126 $148,990 Insurance Brokerage, Inc 1 – Year Term Broker & Consultant of DRPA Claims Made Turner Surety and to Excess Liability Insurance Policy for a 1 – DRPA-15-128 $893,466 Insurance Brokerage, Inc. Year Term Renewal of PATCO Excess Workers Turner Surety and Compensation Employers Liability Policy PATCO-15-030 $122,012 Insurance Brokerage, Inc. for a 1 – Year Term Turner Surety and Broker/Consultant for Bridge Property DRPA-15-089 $214,000 N-T-E Insurance Brokerage, Inc. Casualty Program for a 2 – Year Term Auto Parts 1 – Year Contract for DRPA and Uni-Select DRPA-15-023 $165,000 PATCO (04/01/15 – 03/31/16) United Elevator DRPA Bridge Facility Elevator Maintenance DRPA-15-057 $179,460 Company, LLC and Service Contract for a 3 – Year Term
D-5 Contracts Exceeding $100,000 Entered Into During 2015
Contractor Purpose of Contract Resolution # Amount DRPA Application for Grant Funding through FY 2015 US Department of United States Department Transportation TIGER VII Discretionary DRPA-15-059 $28,000,000 of Transportation Grant Program for the Reopening of Franklin Square Station on the PATCO Transit Line Construction Monitoring Services for Betsy Ross Bridge & I-95 Interchange URS Corporation DRPA-15-052 $502,053 Improvements Project (To Be Reimbursed by Penn DOT) Procurement and Delivery of Eighty (80) UTC/RAS PATCO-15-029 $169,262 Machined Axles for PATCO WABTEC Global Sole/Single Source for Replacement Parts for PATCO-15-032 $240,000 N-T-E Services PATCO – Calendar Year 2016 2016 Purchase Contract for Friction & WABTEC Global Blended Braking Equipment for PATCO PATCO-15-032 $275,000 N-T-E Services Transit Cars Whitmoyer Ford Auto Purchase Two (2) 2015 Ford Super Cab DRPA-15-032 $56,000 Group Trucks Purchase Three (3) 2015 Ford SRW Cab Whitmoyer Ford Auto Chassis Trucks and Two (2) 2015 Ford F350 DRPA-15-022 $123,289 Group DRW Cab Chassis Trucks Purchase of: Two (2) 2016 F350 SRW Cab Chassis Truck, Four (4) 2016 F550 DRW Whitmoyer Ford Auto REG Cab Chassis Truck, Three (3) 2016 DRPA-15-152 $665,390 Group F250 Crew Cab Truck, One (1)2016 F250 Regular Cab Truck and Thirteen (13) 2016 F150 Regular Cab Truck Purchase of Seven (7) 2015 Ford Interceptor Winner Ford Utility AWD Police Vehicles at $27,970 DRPA-15-006 $195,790 Each Purchase of Eighteen (18) 2016 Ford Patrol Winner Ford DRPA-15-151 $519,930 Vehicles at $28,885 Each
D-6 UNAUDITED FOURTH QUARTER FINANCIALS FOR THE PERIOD ENDING DECEMBER 31, 2015 Combined Financial Statements and Notes to the Combined Financial Statements
Year Ended December 31, 2015
(Unaudited) DELAWARE RIVER PORT AUTHORITY BALANCE SHEET December 31, 2015 UNAUDITED Restricted Funds Restricted Funds December 31, 2015 December 31 2014 Capital Project Revenue Maintenance Bond Service Bond Reserve General Combined Combined Fund Funds Fund Fund Funds Funds Fund Total Total Assets Current Assets Cash and cash equivalents $ - $ - $ 1,585,305 $ - $ - $ - $ 1,515,043 $ 3,100,348 $ 31,048,925 Investments - - 1,078,000 - - - 511,766,892 512,844,892 434,116,036 Accounts receivable, net of allowance for uncollectibles - - 5,848,878 - - - 9,665,976 15,514,854 9,136,830 Accrued interest receivable ------332,954 332,954 425,709 Transit system and storeroom inventories - - 401,278 - - - 5,580,588 5,981,866 5,999,891 Economic development loans - current ------3,773,988 Prepaid expenses - - 3,294,027 - - - 1,664,725 4,958,752 5,253,156 Restricted assets Cash and cash equivalents - 536,831 1,882,529 - - - - 2,419,360 3,247,038 Investments - 14,787,606 12,614,929 4,837,676 74,764,041 137,403,911 - 244,408,163 240,692,468 Accrued interest receivable - 3,605 - - - - - 3,605 3,605
Total current assets -$ 15,328,042$ 26,704,945$ 4,837,676$ 74,764,041$ 137,403,911$ 530,526,178$ $ 789,564,793 733,697,647$ Noncurrent Assets Restricted investments for capital projects - 153,258,025 - - - - - 153,258,025 239,730,418
Capital assets 2,264,957,459 25,000 2,264,982,459 2,127,257,848 Accumulated Depreciation 836,850,530 - 836,850,530 779,236,228
Total capital assets, net of accumulated depreciation $ 1,428,106,929 $ - $ - $ - $ - $ - $ 25,000 $ 1,428,131,929 $ 1,348,021,621
Other Economic development loans, net of allowance for uncollectibles ------13,198,692 13,198,692 14,169,289 Debt insurance costs, net of amortization 951,817 - - - - - 243,133 1,194,951 1,295,392
Total other assets 951,817 - - - - - 13,441,825 14,393,642 15,464,681
Total noncurrent assets $ 1,429,058,746 $ 153,258,025 $ - $ - $ - $ - $ 13,466,825 $ 1,595,783,596 $ 1,603,216,720
Total assets $ 1,429,058,746 $ 168,586,067 $ 26,704,945 $ 4,837,676 $ 74,764,041 $ 137,403,911 $ 543,993,003 $ 2,385,348,389 $ 2,336,914,367
Deferred Outflows of Resources Accumulated decrease in fair value of hedging derivatives 4,334,625 ------4,334,625 116,424,408 Loss on refunding of debt 6,552,400 - - - - - 3,602,435 10,154,835 12,339,216
Total deferred outflows of resources $ 10,887,025 $ - $ - $ - $ - $ - $ 3,602,435 $ 14,489,460 $ 128,763,624
Liabilities Current Liabilities Accounts payable Retained amounts on contracts - - 56,198 - - - 10,217,763 10,273,960 10,389,689 Other - - 7,217,909 - - - 22,095,543 29,313,453 27,405,657 Accrued liabilities ------Claims and judgments - - 166,143 - - - 322,989 489,132 721,000 Self-insurance - - 1,227,480 - - - 745,620 1,973,100 2,000,000 Pension - - 307,135 - - - 2,055,989 2,363,124 2,660,421 Sick and vacation leave benefits - - 472,569 - - - 495,632 968,201 975,000 Other - - (176,057.79) - - - 1,145,697 969,640 1,484,434 Unearned revenue - - 515,287 - - - 4,127,405.46 4,642,692 4,420,774 Liabilities payable from restricted assets Accrued interest payable - - - - 24,017,142 - - 24,017,142 24,284,937 Bonds payable - current 40,035,000 - - - - - 9,975,000 50,010,000 47,385,000
Total current liabilities $ 40,035,000 $ - $ 9,786,663 $ - $ 24,017,142 $ - $ 51,181,639 $ 125,020,444 $ 121,726,912
Noncurrent Liabilities Accrued liabilities Claims and judgments - - 169,056.96 - - - 1,320,086 1,489,143 1,936,432 Self-insurance - - 1,106,679.61 - - - 1,381,517 2,488,197 2,583,412 Sick and vacation leave benefits - - 2,170,025.60 - - - 730,786.74 2,900,812 2,922,295 Other postemployment benefits - - 15,393,439 - - - 8,582,810 23,976,249 31,445,459 Unearned revenue - - 4,546,359 - - - 84,312 4,630,671 4,908,438 Premium payment payable - derivative companion instrument 25,237,083 ------25,237,083 29,335,455 Derivative instrument - interest rate swap 139,227,765 - - - - 373,156 - 139,600,922 117,181,747 Bonds payable, net of unamortized discounts and premiums 1,342,227,503 - - - - - 170,760,384 1,512,987,887 1,565,792,844
Total noncurrent liabilities $ 1,506,692,351 $ - $ 23,385,560 $ - $ - $ 373,156 $ 182,859,896 $ 1,713,310,962 $ 1,756,106,082
Total liabilities $ 1,546,727,351 $ - $ 33,172,222 $ - $ 24,017,142 $ 373,156 $ 234,041,535 $ 1,838,331,406 $ 1,877,832,994
Net Position (106,781,579) 15,328,042 (6,467,277) 4,837,676 50,746,899 137,030,754 313,528,904 408,223,418 413,082,702 Net investment in capital assets - 153,258,025 - - - - 25,000 153,283,025 174,762,294
Total net position $ (106,781,579) $ 168,586,067 $ (6,467,277) $ 4,837,676 $ 50,746,899 $ 137,030,754 $ 313,553,904 $ 561,506,443 $ 587,844,996 The accompanying notes to the combined financial statements are an integral part of these statements.
Page 1 DELAWARE RIVER PORT AUTHORITY Combined Statements of Revenues, Expenses and Changes in Net Position For the Period Ended December 31, 2015 and 2014 (amounts expressed in thousands) Period Ending Fourth Quarter 12/31/2015 12/31/2014 2015 2014 Operating Revenues Bridges Tolls (Schedule 4) $ 307,241 $ 297,273 $ 77,515 $ 74,148 Other operating revenues (including Riverlink Ferry) 6,849 7,821 1,682 1,455
Total bridge operating revenues 314,090 305,094 79,197 75,603
Transit system Passenger fares 24,943 24,257 6,410 5,990 Other operating revenues 1,675 1,530 582 27
Total transit system operating revenues 26,618 25,787 6,992 6,017 Total operating revenues 340,708 330,882 86,189 81,620
Operating Expenses Bridge Operations 48,835 47,634 13,375 14,304 Transit System 50,567 53,059 13,084 27,692 Community impact 3,781 3,745 945 936 General and administration 41,180 41,347 9,508 10,340 Port of Philadelphia and Camden 48 93 18 70 Depreciation - DRPA 35,425 36,395 8,129 3,929 Depreciation - PATCO 22,190 21,031 6,451 9,112
Total operating expenses 202,026 203,302 51,509 66,383
Operating Income $ 138,682 127,579 34,680 15,237 Nonoperating Revenues (Expenses) Investment Income (Schedule 3) 7,616 6,909 1,574 2,323 Change in fair value of derivative instruments (Note 4) (134,509) 1,570 (134,509) 1,570 (126,893) 8,479 $ (132,935) 3,893 Interest On Funded Debt (Note 12) Port District Project bonds, Series 1999 (2,454) (2,829) (614) (707) Amortization Expense Port District Project bonds, Series 1999 (Note 12) (61) (61) (15) (15) Refunding Revenue bonds, Series 2008 (741) (838) (174) (204) 1995 Rev. Bond Swap Payments (Related to 2008 A, & B Series) (12,786) (14,967) (2,030) (2,149) Refunding Revenue bonds, Series A, B & C 2010 (615) (692) (138) (166) 1999 Rev. Bond Swap Payments (Related to 2010 A, B, & C Series) (15,466) (16,492) (2,159) (2,290) Revenue bonds, Series D 2010 (15,454) (15,454) (3,864) (3,864) Amortization Expense Revenue bonds, Series 2010 (Note 12) (40) (40) (10) (40) Port District Project Refunding Bonds, Series 2012 (5,186) (5,341) (1,296) (1,335) Revenue bonds, Series 2013 (23,088) (23,088) (5,772) (5,772) (75,892) (79,802) (16,071) (16,542) Economic development activities (4,166) (2,401) (2,836) (2,191) Other grant revenues 2,228 2,733 814 489 Other nonoperating expenses and (expenses) 2,906 3,437 1,523 3,143
Total nonoperating revenues (expenses) (201,817) (67,554) (149,505) (11,208)
Income before capital contributions (63,135) 60,025 (114,825) 4,029
Capital Contributions Federal and state capital improvement grants 36,796 $ 16,431 $ 3,501 $ 14,431
Change in net position (26,339) 76,455 (111,324) 18,459
Net Position, January 1 587,845 511,389 587,845 511,389
Net Position, December 31 $ 561,506 $ 587,845 $ 476,521 $ 529,848
The accompanying notes to the combined financial statements are an integral part of these statements.
Page 2 CONSOLIDATED STATEMENT OF CASH FLOWS For the period ended December 31 (Unaudited) (amounts expressed in thousands)
12 Months 12 Months OPERATING ACTIVITIES: 2015 2014 Operatingrevenuesinexcessofexpenses 138,682$ 127,579$ Othernonoperatingrevenuesandexpenses 5,134 6,170 Adjustments to reconcile operating and non operating income to net cash provided by operating activities: Depreciation 57,614 57,425
Economicdevelopmentactivities (4,166) (2,401)
Changes in assets and liabilities which provided (used) cash: Accounts receivable (6,378) (1,870) Economicdevelopmentloans-Net 4,745 757 DerivativeInstruments 134,509 (1,570) Transit system and stores inventory 18 512 Prepaid expenses and other assets 294 (512) Accounts payable 1,792 12,071 Accruedliabilitiesandinterest (9,379) 1,769 Unearnedrevenue (56) 253 Accrued interest receivable 93 (467) Otherandlossonrefunding (1,814) (3,465) Netcashprovidedbyoperatingactivities 321,089$ 196,251$
CAPITAL AND RELATED FINANCING ACTIVITIES: Acquisition and construction of capital assets (137,725) (131,993) Cashprovidedbycapitalgrants 36,796 16,431 Repaymentoffundeddebt (50,180) (41,537) Interestpaid (75,892) (79,802) Proceeds from facility disposals - - Net cash used for capital and related financing activities (227,000)$ (236,900)$
NET DECREASE IN CASH BEFORE INVESTING ACTIVITIES 94,089$ (40,649)$
INVESTMENT ACTIVITIES: Unrestricted:
Net Proceeds from sale (purchases) of investments (82,445) 83,058 Decrease (Increase) in investments (82,445)$ 83,058$
Restricted: Net Proceeds from sale (purchases) of investments 86,472 (45,469) Decrease in investments 86,472$ (45,469)$
ChangeinfairvalueofDerivativeinstruments (134,509) 1,570 Receipts of interest income 7,616 6,909
Netcashprovidedbyinvestingactivities (122,865)$ 44,497$
NETINCREASEINCASH (28,776)$ 3,848$
CASH, BEGINNING OF YEAR 34,296$ 30,760$
CASH, END OF PERIOD $ 5,520 $ 34,296
CASH AT DECEMBER 31 Unrestricted 3,100$ 31,049$ Restricted 2,419$ 3,247$ 5,520$ 34,296$
Page 3 Combined Supplemental Schedule of Changes in Fund Net Position Information by Fund For the Period Ended December 31, 2015 (amounts expressed in thousands)
Restricted Restricted Restricted Maintenance Debt Service Combined Capital Revenue Reserve General Debt Service Reserve Project 12/31/2014 Fund Fund Fund Fund Funds Funds Funds Total Total
Net Position (Deficiency), January 1 $ (93,402) $ (19,783) $ 4,689 257,954$ $ 48,201 $ 133,755 $ 256,432 $ 587,845 $ 511,389
Revenues and Expenses Operating revenues - 314,004 - 26,704 - - - 340,708 330,882 Operating expenses (57,614) (47,734) - (55,497) - - - (160,846) (161,955) General administration expenses - (41,105) - (75) - - (41,180) (41,347) Investment income (134,828) 365 149 3,940 2 3,275 203 (126,893) 8,479 Interest expense (681) - - 1,191 (76,402) - - (75,892) (79,802) Economic development activities - - - (4,166) - - - (4,166) (2,401) Other nonoperating revenues (expenses) - 585 - 2,320 - - 2,906 3,437 Other grant revenues - - - 2,228 - - - 2,228 2,733
Total revenues and expenses (193,124) 226,116 149 (23,355) (76,400) 3,275 203 (63,135) 60,025
Government Contributions for Capital Improvements, Additions and Other Projects - - - 36,796 - - - 36,796 16,431
Interfund Transfers and Payments Bond service - (87,933) - (42,495) 130,429 - - Funds free and clear of any lien or pledge - (124,867) - 124,867 - - - - - Funds for permitted capital expenditures - - - 86,673 - - (86,673) - - Retirement of bonds 37,920 - - 9,465 (47,385) - - - - Funds for permitted port projects - - - 1,374 - - (1,374) - - Capital additions 137,726 - - (137,726) - - - - - Net equity swap transfers 4,098 - - (4,098) - - - -
Total interfund transfers and payments 179,744 (212,800) - 42,158 78,945 - (88,048) - -
Net Position (Deficiency), December 31 $ (106,782) $ (6,467,277) $ 4,838 $ 313,554 $ 50,747 $ 137,031 $ 168,586 $ 561,506 $ 587,845
Page 4 DELAWARE RIVER PORT AUTHORITY Other Postemployment Benefits Trust Combined Statement of Trust Net Position Available for Benefits For the Period Ended December 31, 2015 (amounts expressed in thousands)
Assets 12/31/15 Investments $ 15,747
Total current assets 15,747
Net Position Held in trust for retiree health benefits 15,747
Total net position $ 15,747
The accompanying notes to combined financial statements are an integral part of this statement.
Page 5 DELAWARE RIVER PORT AUTHORITY Other Postemployment Benefits Trust Combined Statement of Changes in Trust Net Position For the Period Ended December 31, 2015 (amounts expressed in thousands) Unaudited
Additions 12/31/2015 12/31/2014 Employer contributions $ 5,000 $ 15,600 Investment income (loss) (1) 1
Total additions 4,999 15,601
Deductions Benefitpayments - 4,810 Administrative expenses 32 11
Total deductions 32 4,821
Increase in net position 4,967 10,780
Net Position, January 1 10,780 -
Net Position, December 31 $ 15,747 $ 10,780
The accompanying notes to combined financial statements are an integral part of this statement.
Page 6 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 1. Summary of Significant Accounting Policies
Description of Operations: The Delaware River Port Authority (the “Authority”) is a public corporate instrumentality of the Commonwealth of Pennsylvania (the “Commonwealth”) and the State of New Jersey (the “State”), created with the consent of Congress by compact legislation between the Commonwealth and the State. The Authority has no stockholders or equity holders. The Authority is vested with the ownership, control, operation, and collection of tolls and revenues of certain bridges spanning the Delaware River; namely, the Benjamin Franklin, Walt Whitman, Commodore Barry, and Betsy Ross bridges. The Authority has also constructed, and owns, a high-speed transit system that is operated by the Port Authority Transit Corporation (“PATCO”). The transit system operates between Philadelphia, Pennsylvania and Lindenwold, New Jersey.
The costs of providing facilities and services to the general public on a continuing basis are recovered primarily in the form of tolls and fares. The Authority is a member of the E-ZPass Interagency Group, the largest interoperable Electronic Toll Collection System in the world, comprised of thirty-seven (37) agencies in sixteen (16) states. Through December 31, 2015, customer participation in the E-ZPass electronic toll collection process was over seventy percent (71.2%) of its toll collection activity during rush hour periods. Toll revenues collected through E-ZPass exceeds sixty-eight percent (68.5%) of total toll revenues. The Office of the Chief Operating Officer manages the RiverLink Ferry System, which runs daily between Penn’s Landing in Philadelphia and the Camden Waterfront during its operating season, as well as the Authority’s eleven-story office building in Camden, New Jersey.
Basis of Presentation: The combined financial statements of the Authority have been prepared in conformity with accounting principles generally accepted in the United States of America, as applied to governmental units. The Governmental Accounting Standards Board (“GASB”) is the accepted standard setting body for establishing governmental accounting and financial reporting principles.
As part of the Authority’s combined financial statements, two funds are maintained: a proprietary fund (enterprise fund) and a fiduciary fund (other employee benefit trust fund). The focus of enterprise funds is the measurement of economic resources, that is, the determination of operating income, changes in net position (or cost recovery), financial position, and cash flows. The focus of fiduciary funds is also the measurement of economic resources.
Enterprise Fund: The enterprise fund is maintained on the accrual basis of accounting. Enterprise funds account for activities (i) that are financed with debt that is secured solely by a pledge of the net revenues from fees and charges of the activity; or (ii) that are required by law or regulations that the activity’s cost of providing services, including capital cost (such as depreciation or debt service), be recovered with fees and charges, rather than with taxes or similar revenues; or (iii) that the pricing policies of the activity establish fees and charges designed to recover its costs, including capital costs (such as depreciation or debt service). Under this method, revenues are recorded when earned and expenses are recorded when the related liability is incurred.
Fiduciary Fund: The fiduciary fund is also maintained on the accrual basis of accounting. The fiduciary fund accounts for the recording and accumulation of other postemployment benefit resources, which are held in trust for the exclusive benefit of the Authority’s retirees. This fund is referred to as the “Other Postemployment Benefits (“OPEB”) Trust.
Cash and Cash Equivalents: The Authority considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents (Note 2). In addition, according to the various Indentures of Trust, which govern the flow and accounting of the Authority’s financial resources, certain accounts are required to be maintained in order to comply with the provisions of the Indentures of Trust (Note 11). For the accounts that are restricted, the Authority has recorded the applicable cash and cash equivalents as restricted on the combined financial statements.
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 1. Summary of Significant Accounting Policies (Continued)
Investment in Securities: Investments are stated at fair value, generally based on quoted market prices. Certain investments are maintained in connection with the Authority’s bonded debt (Notes 3 and 12) and OPEB Trust. Likewise, as with cash and cash equivalents, the accounts that are restricted as per the various Indentures of Trust have been recorded as restricted investments on the combined financial statements (Note 11).
Accounts Receivable: The Authority establishes a provision for the estimated amount of uncollectible accounts based upon periodic analysis of collection history.
Transit System Inventory: Transit system inventory, consisting principally of spare parts for maintenance of transit system facilities, is stated at the lower of cost (first-in, first-out method) or market.
Debt Insurance Costs, Bond Premiums, Bond Discounts, and Loss on Refunding: Insurance purchased as part of the issuance of debt is amortized by the straight-line method from the issue date to maturity and is recorded as a noncurrent asset on the combined statements of net position. Bond premiums and discounts are amortized by the effective interest method from the issue date to maturity, and are presented as an adjustment to the face amount of the bonds. Likewise, a loss on refunding arising from the issuance of the revenue bonds and port district project bonds are amortized by the effective interest method from the issue date to maturity. The loss on refunding of debt, however, is classified as a deferred outflow of resources on the combined statements of net position.
Investment in Facilities: Investment in facilities is stated at cost, which generally includes expenses for legal expenses incurred during the construction period. Investment in facilities also includes the cost incurred for port-related projects, and improvements, enlargements and betterments to the original facilities. Replacements of existing facilities (except for primarily police and certain other vehicles whose estimated useful life is two years or less) are also recorded at cost. The related costs and accumulated depreciation of the property replaced are removed from the respective accounts, and any gain or loss on disposition is credited or charged to non-operating revenues or expenses. In order to be capitalized an asset generally has to have an original cost of five thousand dollars ($5K) or more and a useful life in excess of three years. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets, including those financed by federal and state contributions (Notes 7 and 14).
Asset lives used in the calculation of depreciation are generally as follows:
Bridges, freeways and tunnels 100 years Buildings, stations and certain bridge components 35 - 50 years Electrification, signals and communications system 30 - 40 years Transit cars, machinery and equipment 10 - 25 years Computer equipment, automobiles and other equipment 3 - 10 years
Maintenance and Repairs: Maintenance and repair costs considered necessary to maintain bridge facilities in good operating condition are charged to operations as incurred.
Self-insurance: The Authority provides for the uninsured portion of potential public liability and workers’ compensation claims through self-insurance programs and charges current operations for estimated claims to be paid (Note 15).
Economic Development Activities: The Authority establishes loan loss provisions for economic development loans receivable, based upon collection history and analysis of creditor’s ability to pay. The Authority has established a loss reserve in the amount of $1,345 as of December 31, 2015 and 2014 for its economic development loans outstanding.
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 1. Summary of Significant Accounting Policies (Continued)
Net Position: Net position is classified in the following three components:
Net Investment in Capital Assets: This component of net position consists of capital assets, net of accumulated depreciation, reduced, by the outstanding balances of any bonds, notes or other borrowings that are attributable to the acquisition, construction, or improvement of those assets. If there are significant unspent related debt proceeds at year-end, the portion of the debt attributable to the unspent proceeds is not included in the calculation of net investment in capital assets. Rather, that portion of the debt is included in the same net position component as the unspent proceeds.
Restricted: This component of net position consists of external constraints imposed by creditors (such as debt covenants), grantors, contributors, laws or regulations of other governments, or constraints imposed by law through constitutional provisions or enabling legislation, that restricts the use of net position.
Unrestricted: This component of net position consists of a net position that does not meet the definition of “restricted” or “net investment in capital assets.” This component includes net position that may be allocated for specific purposes by the Board. A deficiency will require future funding.
Operating and Non-operating Revenues and Expenses: Operating revenues include all revenues derived from facility charges (i.e., toll revenues, which include E-ZPass revenues), PATCO operations (passenger fare, advertising and parking), and other revenue sources. Non-operating revenues principally consist of interest income earned on various interest-bearing accounts and on investments in debt securities.
Operating expenses include expenses associated with the operation, maintenance, and repair of the bridges, PATCO, and Ferry operations, and general administrative expenses. Non-operating expenses principally include expenses attributable to the Authority’s interest on funded debt and economic development activities.
When both restricted and unrestricted resources are available for use, it is the Authority’s policy to use restricted resources first, then unrestricted resources as they are needed.
Debt Management: Total outstanding bond debt reflected on the statements of net position is net of unamortized bond discounts and premiums (Note 12). The Authority presently has two active interest rate hedge (swap) agreements (derivative instruments) with TD Bank Securities and Wells Fargo to hedge interest rates on a portion of its outstanding long-term debt. (UBS was replaced as the counterparty on the two swaps in July 2014) (Note 4).
Derivative Instruments and the Related Companion Instruments: The Authority has entered into two interest rate swap agreements with the Bank of America, N.A. for the primary purposes of investing and for the aforementioned purpose of hedging interest rates on its outstanding long-term debt. In accordance with Governmental Accounting Standards Board Statement No. 53, Accounting and Financial Reporting for Derivative Instruments, all activity related to the interest rate swap agreements has been recorded on the combined financial statements and is further detailed in Note 4.
Budget: In accordance with Section 5.15 of the 1998 Revenue Refunding Bonds Indenture of Trust and its Supplemental Indentures and Section 5.07 of the 1999 and 2012 Port District Project Bond Indentures of Trust, the Authority must annually adopt an Annual Budget on or before December 31 for the ensuing year. Section 5.15 of the 1998 Revenue Refunding Bond Indenture of Trust requires that the Authority, on or before December 31, in each fiscal year, adopt a final budget for the ensuing fiscal year of (i) operational expenses, (ii) the PATCO Subsidy, (iii) the amount to be deposited to the credit of the Maintenance Reserve Fund, and (iv) the estimated amounts to be deposited into the Debt Service Fund, the Debt Service Reserve Fund, and the Rebate Fund. Each Annual Budget must also contain the Authority’s projections of revenues for the ensuing fiscal year demonstrating compliance with the covenant as to facility charges as set forth in Section 5.09 of the Indentures of Trust. On or before December 31 in each fiscal year, the Authority must file a copy of the Annual Budget for the ensuing fiscal year with the Trustees.
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 1. Summary of Significant Accounting Policies (Continued)
Budget (Continued): The Port District Project Bond Indentures require the following: the adopted budget must set forth, inter alia, the PATCO Subsidiary, the amount of any operating subsidy paid or payable by the Authority to or for the account of any other subsidiary of the Authority (including, without limitation, the Port of Philadelphia and Camden) and all other material operating expenses of the Authority payable from the General Fund. (See Note 11 for description of funds established under the Trust Indentures.) The Authority must also include the debt service payable on the bonds and any additional subordinated indebtedness during the ensuing fiscal year and all amounts required to be paid by the Authority into the Debt Service Reserve Fund or the Rebate Fund or to any Reserve Fund Credit Facility issuer during the ensuing fiscal year. On or before December 31, in each fiscal year, the Authority must file a copy of the Annual Budget for the ensuing fiscal year with the Trustees and Credit Facility Issuer.
The Authority filed the appropriate budgets as described above to its bond trustees by December 31, 2015 and 2014, in compliance with the bond indentures.
The Authority may at any time adopt an amended or supplemental Annual Budget for the remainder of the then-current fiscal year, which shall be treated as the Annual Budget under the provisions of the Indentures of Trust. A copy of any amended or supplemental Annual Budget must be promptly filed with the Trustee.
Interfunds: Interfund receivables/payables represent amounts that are owed, other than charges for goods and services rendered, to/from a particular fund. These receivables/payables are eliminated during the aggregation process.
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the combined financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Income Taxes: The Authority is a public corporate instrumentality of the State of New Jersey and the Commonwealth of Pennsylvania, and is described in its amended governing Compact, has been “deemed to be exercising an essential government function in effectuating such purposes,” and therefore is exempt from income taxes pursuant to the Internal Revenue Code (Section 115).
Note 2. Cash and Cash Equivalents
Custodial Credit Risk Related to Deposits: Custodial credit risk is the risk that, in the event of a bank failure, the Authority’s deposits might not be recovered. The Authority does not have a deposit policy for custodial credit risk. As of December 31, 2015, the Authority’s bank balance of $5,520 was exposed to custodial credit risk as follows:
2015 Uninsured and uncollateralized 5,520$
Uninsured and collateralized (collateral held by bank's department or agent, but not in the Authority's name) 3,852$
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 3. Investment in Securities
Excluding the investments of the OPEB Trust, the Authority’s investments in various securities are maintained for specified funds in accordance with the provisions of the Indenture of Trust adopted as of July 1, 1998.
Custodial Credit Risk Related to Investments: For an investment, custodial credit risk is the risk that, in the event of the failure of the counterparty, the Authority will not be able to recover the value of its investments or collateral securities that are in possession of an outside party. Of the Authority’s investments at December 31, 2015 and 2014, $910,511 and $914,539, respectively, consisted of investments in asset backed securities, commercial paper, corporate bonds and notes, mortgage pass-through securities, municipal bonds, repurchase agreements, U.S. federal agency notes and bonds, and U.S. government treasuries, are uninsured, not registered in the name of the Authority, and held by the counterparty’s trust department or agent but not in the Authority’s name.
Interest Rate Risk: The Authority’s General Fund investment policy limits investment maturities as a means of managing its exposure to fair value losses arising from increasing interest rates and is as follows: the average effective duration of the portfolio is not to exceed twenty-four months, and the maximum effective duration of any individual security is not to exceed five years, unless otherwise specified.
Credit Risk: Investments are purchased in accordance with the 1998 Indenture of Trust and its Supplemental Indenture and General Fund investment parameters and generally include U.S. government obligations, money market funds, obligations of U.S. agencies or instrumentalities, and obligations of public agencies or municipalities rated in either of the two highest rating categories by Standard & Poor’s Ratings or Moody’s Investors Services. In accordance with the 1998 Indenture of Trust and its Supplemental Indentures, the Authority invests in corporate bonds and commercial paper rated A-1 by Standard and Poor’s Corporation. Guaranteed Income Contracts are collateralized by U.S. government and agency securities, and debt obligations having a rating in the highest rating category from Moody’s Investors Service or Standard and Poor’s Rating Services.
On February 20, 2013, the Authority’s Board approved Resolution 13-034, adopting a new comprehensive General Fund investment policy, which revised and refined its original investment policy. The policy redefined the approved, and non-approved, investment vehicles, in which its existing investment management firms can invest the Authority’s funds. This policy became effective July 1, 2013.
Concentration of Credit Risk: The Authority’s investment policy on the concentration of credit risk for its General Fund investments states that no limitations exist on the purchase of investments in obligations of the U.S. government and U.S. federal agencies since they are fully guaranteed by the U.S. government. For the purchase of investments in obligations of all other issuers, total investments held from any one issuer shall not exceed ten percent (10%) of the aggregate market value of the entire portfolio, except for repurchase agreements, which, from any one issuer, shall not exceed twenty-five percent (25%) of the aggregate market value of the portfolio. As of December 31, 2015 and December 31, 2014, the Authority had $51,551 and $50,092 of investments in Abbey National N.A. commercial paper, respectively. These investments are held under the Indentures of Trust (Debt Service Reserve Funds) and represent 6% and 5% of the Authority’s total investments for December 31, 2015 and December 31, 2014.
OPEB Trust:
As of December 31, 2015, the OPEB Trust (Note 10), investments were as follows:
Investment Maturities 2015 Mutual funds - Money Market 1.00 months average 12,079$ Commercial Paper 3.30 months average 1,000 Federal Agencies 8.40 months average 2,668 15,747$ 15,747$
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 3. Investment in Securities (Continued)
Interest Rate Risk: The Authority’s investment policy for the OPEB Trust calls for highly liquid, short-term investments. As a result, the fund invests in a variety of high quality money market securities designed to allow the fund to maintain a stable net asset value of $1.00 per share. These instruments include commercial paper, U.S. government agency notes, certificates of deposit, time deposits, and other obligations issued by domestic and foreign banks. Such investments in an open-end mutual fund are not subject to custodial credit risk because their existence is not evidenced by securities that exist in physical or book entry form.
Note 4. Derivative Instruments
In accordance with the requirements of Governmental Accounting Standards Board Statement No. 53, Accounting and Financial Reporting for Derivative Instruments (“GASBS 53”), related to derivative instruments, the Authority engaged a financial advisory firm to analyze the effectiveness of the two “cash- flow hedges” (specifically the 1995 and 1999 Revenue Bond swaptions). Both swaptions were found to be substantially effective. At December 31, 2015 and December 31, 2014, the value of the pay-fixed interest rate swap (1995 Revenue Bond Swaption) was $61,669 and $52,714, respectively. At December 31, 2015 and December 31, 2014, the value of the pay-fixed interest rate swap (1999 Revenue Bond Swaption) was $77,493 and $63,710, respectively. A portion of the pay-fixed interest rate swaps are classified as deferred outflows of resources on the combined statement of net position, and was $4,335 and $116,424 at December 31, 2015 and December 31, 2014 respectively.
Objective and Terms of Hedging Derivative Instruments: The following table summarizes the objective and terms of the Authority’s hedging instruments outstanding at December 31, 2015:
Notional Effective Maturity Type Objective Amount Date Date Terms
Pay-fixed interest Hedge of changes Pay 5.447%; rate swap (1995 in cash flows of the receive 66% of Revenue Bonds 2008 Revenue one-month Swaption) Refunding Bonds 270,180$ 01/01/06 01/01/26 LIBOR Pay-fixed interest Hedge of changes Pay 5.738%; rate swap (1999 in cash flows of the receive 66% of Revenue Bonds 2010 Revenue one-month Swaption) Refunding Bonds 292,360$ 01/01/10 01/01/26 LIBOR
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
1995 Revenue Bonds Swaption: On May 2, 2001, the Authority entered into the 1995 Revenue Bonds Swaption with UBS AG in the initial notional amount of $358,215. Under the 1995 Revenue Bonds Swaption, UBS AG had the option, exercisable 120 days preceding January 1, 2006, January 1, 2007, and January 1, 2008, to elect to have the 1995 Revenue Bonds Swaption commence on the January 1 next succeeding the exercise of the option. Under the 1995 Revenue Bonds Swaption, (i) UBS AG was obligated to pay to the Authority $7,144 on January 1, 2006, as an exercise premium amount; (ii) UBS AG is obligated to pay periodic payments (payable monthly) to the Authority based upon a variable rate of 66% of the USD- LIBOR-BBA index; and (iii), the Authority is obligated to pay periodic payments (payable monthly) to UBS AG based upon a fixed rate of 5.447% per annum. The periodic interest rates are applied to the notional amount of the 1995 Revenue Bonds Swaption, which amortizes annually, commencing January 1, 2007, from its initial notional amount. Only the net difference in the periodic payments is to be exchanged between the Authority and UBS AG.
The periodic payment obligations of the Authority under the 1995 Revenue Bonds Swaption are secured and payable equally and ratably with Bonds issued under the 1998 Revenue Bond Indenture. Regularly scheduled periodic payments to be made by the Authority under the 1995 Revenue Bonds Swaption are insured by Ambac Assurance. In addition to other Events of Default and Termination Events (as defined in the 1995 Revenue Bond Swaption), there exists an Additional Termination Event with respect to the Authority if the credit rating of Bonds issued under the 1998 Revenue Bond Indenture (without reference to municipal bond insurance or credit enhancement) falls below “Baa3” with respect to Moody’s Investors Service (“Moody’s”) or “BBB-” with respect to Standard & Poor’s Ratings Group (“S&P”) or Fitch Ratings (“Fitch”), or the Bonds cease to be rated by one of Moody’s, S&P or Fitch (and such rating agencies are still in the business of rating obligations such as the Bonds). However, as provided in the 1995 Revenue Bond Swaption, so long as no Insurer Credit Event (as defined therein) has occurred, no Early Termination Date can be designated unless Ambac Assurance has consented in writing thereto.
In consideration for entering into the 1995 Revenue Bonds Swaption, the Authority received a net up-front, non-refundable option payment in the amount of $22,446 from UBS AG, which has been recorded on the combined financial statements as a noncurrent liability (premium payment payable - derivative companion instrument). In accordance with the provisions of GASBS No. 53, this derivative companion instrument is considered a “borrowing” resulting from the intrinsic value of the swaption at inception. During the option period, interest accretes at the effective rate implied by the cash flows on the borrowing at inception. Once the swaption is exercised, and becomes an active swap, a portion of the swap interest payments are attributed to principal and interest payments on the borrowing.
On September 3, 2005, UBS AG advised the Authority that it was exercising its option on this swaption as of January 1, 2006. As a result, UBS AG paid the Authority $7,144 on January 3, 2006 as an exercise premium, which has been recorded as an unearned revenue and is being amortized as interest revenue over the life of the interest rate swap agreement. The Authority made its initial net monthly swap payment in February 2006.
In July 2015, the Authority executed a “swap novation transaction” wherein UBS AG was replaced as the swap counterparty by TD Bank N.A.. The Authority has been current on all of its net payments during the period 2006 to 2014 and it is current on all of its 2015 monthly net swap interest payments to the former and new swap counterparties which totaled $14,460 as of December 31, 2015.
The ratings of the counterparty (TD Bank) to the 1995 Revenue Bonds Swap by Moody’s, S&P, and Fitch are Aa3, AA- and AA-, respectively, as of December 31, 2015. As of December 31, 2015, the 1995 Revenue Bond Swaption had a mark-to-mark value of ($61,669). As of December 31, 2015, the notional value of the swap was $270,180.
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
1995 Revenue Bonds Swaption (Continued): The following schedule represents the accretion of interest and amortization of the premium payment payable – derivative companion instrument through the term of the interest rate swap agreement, at an effective interest rate of 4.62324%:
Imputed Year Ending Beginning Interest Debt Ending December 31, Balance Accrual Payment Balance
2016 10,260 474 (2,072) 8,662 2017 8,662 400 (1,911) 7,151 2018 7,151 331 (1,741) 5,741 2019 5,741 265 (1,561) 4,445 2020-2024 4,445 559 (4,755) 249 2025 249 11 (260) -
(See Note 20, Subsequent Events for further information related to the replacement of UBS as swap counterparty on the 1995 Revenue Bond Swaps).
1999 Revenue Bonds Swaption: On May 2, 2001, the Authority entered into the 1999 Revenue Bonds Swaption with UBS AG in the initial notional amount of $403,035. Under the 1999 Revenue Bonds Swaption, UBS AG had the option, exercisable 120 days preceding January 1, 2010, January 1, 2011, and January 1, 2012, to elect to have the 1999 Revenue Bonds Swaption commence on the January 1 next succeeding the exercise of the option. Under the 1999 Revenue Bonds Swaption, if exercised, (i) UBS AG is obligated to pay periodic payments (payable monthly) to the Authority based upon a variable rate of 66% of the USD-LIBOR-BBA index, and (ii), the Authority is obliged to pay periodic payments (payable monthly) to UBS AG based upon a fixed rate of 5.738% per annum. The periodic interest rates are applied to the notional amount of the 1999 Revenue Bonds Swaption, which amortizes annually, commencing January 1, 2011, from its initial notional amount. Only the net difference in the periodic payments is to be exchanged between the Authority and UBS AG.
Once exercised, the 1999 Revenue Bonds Swaption would continue (unless earlier terminated) through January 1, 2026. The periodic payment obligations of the Authority under the 1999 Revenue Bonds Swaption (if exercised) are secured and payable equally and ratably with Bonds issued under the 1998 Revenue Bond indenture. Regularly scheduled periodic payments to be made by the Authority under the 1999 Revenue Bonds Swaption are insured by Ambac Assurance. In addition to other Events of Default and Termination Events (as defined in the 1999 Revenue Bonds Swaption), there exists an Additional Termination Event with respect to the Authority if the credit rating of Bonds issued under the 1998 Revenue Bond Indenture (without reference to municipal bond insurance or credit enhancement), falls below “Baa3” with respect to Moody’s or “BBB-” with respect to S&P or Fitch, or the Bonds cease to be rated by one of Moody’s, S&P or Fitch (and such rating agencies are still in the business of rating obligations such as the Bonds).
However, as provided in the 1999 Revenue Bond Swap, so long as no Insurer Credit Event (as defined therein) has occurred, no Early Termination Date can be designated unless Ambac Assurance has consented in writing thereto.
In consideration for entering into the 1999 Revenue Bonds Swaption, the Authority received a net up-front, non-refundable option payment in the amount of $20,142 from UBS AG, which has been recorded on the combined financial statements as a noncurrent liability (premium payment payable – derivative companion instrument). In accordance with the provisions of GASBS 53, this derivative companion instrument is considered a “borrowing” resulting from the intrinsic value of the swaption at inception. During the option period, interest accretes at the effective rate implied by the cash flows on the borrowing at inception. Once the swaption is exercised, and becomes an active swap, a portion of the swap interest payments are attributed to principal and interest payments on the borrowing.
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
1999 Revenue Bonds Swaption (Continued): On September 3, 2009, UBS AG advised the Authority that it was exercising its option on this swaption as of January 1, 2010. The Authority began making net interest payments to USB AG, the counterparty, commencing in February 2010, representing January’s net interest payment. In July 2015, the Authority executed a “swap novation transaction” wherein UBS AG was replaced as the swap counterparty by Wells Fargo. The Authority has been current on all of its net payments during the period 2006 to 2014 and it is current on its 2015 monthly net swap interest payments to the former counterparty (UBS) and the new swap counterparty (Wells Fargo), which totaled $17,890 as of December 31, 2015.
The ratings of the counterparty (Wells Fargo Securities) to the 1999 Revenue Bonds Swap by Moody’s, S&P, and Fitch are Aa2, AA- and AA, respectively, as of December 31, 2015. As of December 31, 2015, the 1999 Revenue Bond Swaption had a mark-to-mark value of ($77,559). As of December 31, 2015, the notional value of the swap was $316,955.
Imputed Year Ending Beginning Interest Debt Ending December 31, Balance Accrual Payment Balance
2016 14,976 706 (3,024) 12,658 2017 12,658 597 (2,793) 10,462 2018 10,462 493 (2,547) 8,408 2019 8,408 396 (2,287) 6,517 2020-2024 6,517 837 (6,987) 367 2025 367 17 (384) -
Net Swap Payments: Using rates as of December 31, 2015 and assuming the rates are unchanged for the remaining term of the bonds, the following table shows the debt service requirements and net swap payments for the Authority’s hedged variable rate bonds:
Variable Rate Bonds Swap Interest Payments Total Year Ending Variable Net Bonds and December 31, Principal Interest Total Fixed Pay Received Pay Swaps 2016 40,035 118 40,153 32,904 609 32,295 72,448 2017 42,290 109 42,399 30,660 562 30,098 72,497 2018 44,645 100 44,745 28,291 513 27,778 72,523 2019 47,155 90 47,245 25,789 464 25,325 72,570 2020-2024 278,525 291 278,816 86,217 1,325 84,892 363,708 2025-2026 134,485 29 134,514 11,408 151 11,257 145,771
587,135$ 587,135$ 737$ 587,872$ 215,270$ 3,624$ 211,646$ 799,518$
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NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
Objective and Terms of Investment Derivative Instruments: On August 21, 2000, the Authority entered into two (2) interest rate agreements with Bank of America, N.A. in the notional amounts of $39,657 (the “2000 Swaption #1”) and $10,436 (the “2000 Swaption #2”, and together with the 2000 Swaption #1, the “2000 Swaptions”). Under the 2000 Swaptions, Bank of America, N.A. has the option on certain future dates (two business days preceding July 1, 2005 and each January 1 and July 1 thereafter through and including July 1, 2025 with respect to the 2000 Swaption #1 and two business days preceding January 2, 2006 and each July 1 and January 1 thereafter through and including July 1, 2025 with respect to the 2000 Swaption #2) to cause the 2000 Swaption #1 or the 2000 Swaption #2, as applicable, to commence on the next succeeding January 1 or July 1. If an option is exercised, the 2000 Swaption #1, or the 2000 Swaption #2, as applicable, would continue (unless earlier terminated) through January 1, 2026. The Authority’s obligations under the 2000 Swaptions are general unsecured corporate obligations.
If the options relating to the 2000 Swaption #1 or the 2000 Swaption #2 are exercised, Bank of America, N.A. is obligated to pay periodic interest payments (payable monthly) to the Authority based upon a fixed rate of 5.9229% per annum, and the Authority is obligated to pay periodic interest payments (payable monthly) to Bank of America, N.A. at a variable rate based upon the Securities Industry and Financing Markets Association (SIFMA) (formerly the BMA Municipal Swap Index) (a tax-exempt variable rate index). Only the net difference in the periodic payments owed would be exchanged between Bank of America, N.A. and the Authority. As of December 31, 2015, Bank of America, N.A. has not exercised its options on the aforementioned swaptions with a value totaling ($373.2).
In consideration for entering into the 2000 Swaptions, the Authority received net up-front, non-refundable option payments in the aggregate amount of $1,400 from Bank of America, N.A., which represented the time value for holding the written option. Such payments were recorded as unearned revenue and amortized as interest revenue in prior years. No unearned revenue balance remained as of December 31, 2015 and December 31, 2014.
Risks Related to Derivative Instruments:
Credit Risk: For the years ended December 31, 2014 and 2013, the Authority was not exposed to credit risk on its hedging derivative instruments or investment derivatives as all such derivative instruments were in a liability position based on their fair values. The credit ratings of UBS were A2, A, and A as rated by Moody’s, S&P, and Fitch, respectively, as of December 31, 2014.
In July 2015 UBS was replaced as the counterparty on the 1995 and 1999 Revenue Bond swaps, by TD Bank N.A. and Wells Fargo Bank, N.A., respectively. Ratings for TD Bank and Wells Fargo Bank are shown in the above 1995 and 1999 Revenue Bond swap sections.
Interest Rate Risk: The Authority is exposed to interest rate risk on its derivative instruments. On its pay-variable, received-fixed interest rate swaptions, as the Securities Industry and Financing Markets Association (SIFMA) rate increases, the Authority’s net payments on the swaptions, if exercised, increases. On its pay-fixed, receive-variable interest rate swaps, as the LIBOR rate decreases, the Authority’s net payments on the swaps increases. While the Authority’s net payments may increase, these increases are partially offset by the variable rate bonds rate.
Basis Risk: The Authority is exposed to basis risk on its pay-fixed interest rate swap hedging derivative instruments because the variable-rate payments received by the Authority on these hedging derivative instruments are based on a rate or index other than interest rates the Authority pays on its hedged variable-rate debt, which is remarketed every five (5) days.
Termination Risk: The Authority or its counterparties may terminate a derivative instrument if the other party fails to perform under the terms of the contract.
Page 16
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
Risks Related to Derivative Instruments (Continued):
Rollover Risk: The Authority is not exposed to rollover risk on its hedging derivative instruments. The Authority’s hedging derivative instruments terminate on the same day as the hedged debt matures, unless the Authority opts for earlier termination.
Market-Access Risk: If a particular option is exercised and refunding bonds are not issued, the affected series of bonds would not be refunded, and the Authority would make net swap payments as required by the terms of the applicable aforementioned contracts. If the option is exercised and the variable- rate bonds issued, the actual difference ultimately recognized by the transaction will be affected by the relationship between the interest rate terms of the to-be-issued variable-rate bonds versus the payment as stipulated in the swaption agreement.
Swap Management Policy: On December 28, 2009, the Authority’s Board approved a resolution (DRPA- 09-099, entitled “Use Debt-Related Swap Agreements”) which, among other things, declared: (i) “that it is the direction and intention of the Board that the DRPA not enter into any new debt-related swap agreements...”, and (ii) that the staff of the Authority” takes all steps necessary to immediately begin the process of recommending to the Board whether, when, and how to terminate the Authority’s current swaps, with all such terminations, if determined to be advisable, to occur in a methodical and careful manner which avoids to the fullest extent possible additional costs or risks may be associated with termination; and that staff report to the Finance Committee of the Board on a monthly basis the status of all current swap agreements…”
Replacement of UBS as Swap Counterparty: At its September 2014 meeting, the Authority’s Board approved resolution DRPA 14-116 entitled “Authorization to Terminate and Replace Existing UBS Swaps with New Swap Counterparty(ies)“ which authorized the Authority to terminate its existing swaps with UBS “in order to reduce Authority swap exposure and to provide more favorable terms to the Authority.” In addition, the Authority adopted a written swap policy. (Note: subsequent to the passage of DRPA-14-116, the Authority issued a RFQ related to the possible replacement of its existing counterparty, and is presently working with several respondents to complete the ISDA Master agreement and other documentation necessary to change the current counterparty.)
Based on this authorization, in July 2015, the Authority executed two separate swap novation transactions with TD Bank and Wells Fargo Bank, N.A., replacing UBS as the counterparty on the 1995 and 1999 Revenue Bond swaps, respectively. The benefits of these swap novations to the Authority includes: 1) removal of cross-default provisions on our Revenue swaps related to the Authority’s Port District Project Bonds, 2) increased swap counterparty credit quality and 3) diversification of swap counterparty exposure, 4) insulation from collateralization/termination consequence to the DRPA from a DRPA Revenue Bond downgrade and 5) the ability to terminate portions, or all, of the swaps, based on certain conditions.
GASB 53 Treatment for Swap Novation – Impact on Deferred Outflows
As mentioned above, in May 2001 DRPA entered into interest rate hedging agreements, initial notional of $761mm, with UBS to hedge the 1995 Revenue Bonds. UBS was rated Aa1/AA+ by Moody’s and S&P, one notch from the highest possible ratings. The fixed rates at the time were 5.447% and 5.738% on the two transactions. GASB 53 came into effect in June 2008 which coincided with rates falling to historic lows. GASB 53 requires all governments to put hedges on the statement of net assets (balance sheet), test them for effectiveness as hedges of the associated bonds, and then record an equal and opposite asset on the balance sheet to the swap’s liability. Therefore, DRPA has carried an equal and opposite Deferred Outflow balance on its balance sheet as required by GASB (i.e., “hedge accounting”). Subsequent to the financial crisis in the late 2000’s, UBS notified management they were exiting the municipal business. Therefore, in fiscal year 2015 it was determined to competitively assign the swaps from UBS to better rated counterparties active in the municipal business.
Page 17
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
The economic terms are exactly the same as the prior swaps, a change of counterparty absent a default requires a government to terminate hedge accounting under GASB 53. This termination created a non- cash event which clears any Deferred Outflow on the balance sheet associated with the swap on the date of assignment (approximately $112.1 million). Under GASB 53, hedge accounting resumes with the new swaps, and the deferrals begin as of the date of assignment (i.e., the transaction date), but the Deferred Outflow amounts reflected on the Authority’s balance will be significantly smaller going forward, because the Deferred Outflows reflect only the more recent changes in value of the swap from the transaction date and not the original transaction date..
Therefore, DRPA recorded a significant accounting non-operating loss (due to the change in the fair value of derivatives in the amount of $134.5 million) upon this assignment but the DRPA faces better rated counterparties, and also achieved better legal terms under the new competitively assigned contracts to TD Bank, N.A. and Wells Fargo Bank, N.A..
Note 5. Accounts Receivable
Accounts receivable for December 31, 2015 and December 31, 2014 are as follows:
12/31/2015 12/31/2014 Reimbursements from governmental agencies - capital improvements to the PATCO system due from the 8,728$ 3,481$ Federal Transit Administration Reimbursements from governmental agencies - FTA, DOT, FEMA, PEMA, and U.S. and NJ Homeland Security 534 709 Development projects 3,500 3,563 E-ZPass bridge tolls from other agencies 5,072 3,762 Other 1,181 1,122
Gross receivables 19,015 12,637 Less: allowance for uncollectibles (3,500) (3,500)
Net total receivables 15,515$ 9,137$
Page 18
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 6. Changes in Longer Term Liabilities
Long-term liability activity for the period ended December 31, 2015 is as follows:
Beginning Ending Due within Balance Increases Decreases Balance 1 Year Bonds payable 1999 Port District Project Bonds 27,675$ (3,665)$ 24,010$ 3,945$ 2008 Revenue Refunding Bonds 287,800 (17,620) 270,180 18,575 2010 Revenue Refunding Bonds 337,255 (20,300) 316,955 21,460 2010 Revenue Bonds 308,375 308,375 2012 Port District Project Refunding Bonds 147,240 (5,800) 141,440 6,030 2013 Revenue Bonds 476,585 476,585 Issuance discounts/premiums 28,248 (2,795) 25,453
Total bonds payable 1,613,178 (50,180) 1,562,998 50,010 Other liabilities Claims and judgments 2,657 340 (1,019) 1,978 489 Self-insurance 4,583 1,535 (1,657) 4,461 1,973 Sick and vacation leave 3,897 948 (976) 3,869 968 Unearned revenue 9,329 1,763 (1,819) 9,273 4,643 Other (includes net OPEB obligation) 31,445 (7,469) 23,976 Premium payment payable - derivative companion instrument 29,335 (4,098) 25,237 5,096 Derivative instrument - interest rate swap 117,182 27,885 (5,466) 139,601
1,811,607$ 1,811,607$ 32,472$ (72,686)$ 1,771,394$ 63,179$
Long-term liability activity for the year ended December 31, 2015 is as follows:
Beginning Ending Due within Balance Increases Decreases Balance 1 Year Bonds payable 1999 Port District Project Bonds 31,080$ (3,405)$ 27,675$ 3,665$ 2008 Revenue Refunding Bonds 304,510 (16,710) 287,800 17,620 2010 Revenue Refunding Bonds 350,000 (12,745) 337,255 20,300 2010 Revenue Bonds 308,375 308,375 2012 Port District Project Refunding Bonds 153,030 (5,790) 147,240 5,800 2013 Revenue Bonds 476,585 476,585 Issuance discounts/premiums 31,135 25$ (2,912) 28,248
Total bonds payable 1,654,715 25 (41,562) 1,613,178 47,385
Other liabilities Claims and judgments 6,854 6,234 (10,431) 2,657 721 Self-insurance 3,687 3,484 (2,588) 4,583 2,000 Sick and vacation leave 4,122 22 (247) 3,897 975 Unearned revenue 8,682 1,670 (1,023) 9,329 4,421 Other (includes net OPEB obligation) 41,502 5,543 (15,600) 31,445 Premium payment payable - derivative - companion instrument 33,588 (4,253) 29,335 Derivative instrument - interest rate swap 116,646 2,106 (1,570) 117,182
1,869,796$ 1,869,796$ 19,084$ (77,273)$ 1,811,608$ 55,502$
Page 19
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 7. Investment in Facilities
Capital assets for the period ended December 31, 2015 were as follows:
Beginning Ending Balance Increases Decreases Balance Capital assets not being depreciated Land 74,225$ 74,225$ Construction in progress 348,278 137,725 (42,236)$ 443,766 Total capital assets not being depreciated 422,503 137,725 (42,236) 517,991 Capital assets being depreciated Bridges and related building and equipment 1,138,185 1,139 1,139,324 Transit property and equipment 559,866 41,097 600,963 Port enhancements 6,703 1 6,704 Total capital assets being depreciated 1,704,754 42,236 - 1,746,990
Less: accumulated depreciation for: Bridges and related building and equipment (521,992) (35,108)(557,100) Transit property and equipment (252,430) (22,190)(274,620) Port enhancements (4,813) (316) (5,129) Total accumulated depreciation (779,236) (57,614) - (836,850) Total capital assets being depreciated, net 925,519 (15,378) - 910,140
Total capital assets, net 1,348,022$ 122,347$ (42,236)$ 1,428,132$
Capital assets for the year ended December 31, 2015 were as follows: Beginning Ending Balance Increases Decreases Balance Capital assets not being depreciated Land 74,225$ 74,225$ Construction in progress 290,453 131,992$ (74,167)$ 348,278 Total capital assets not being depreciated 364,678 131,992 (74,167) 422,503 Capital assets being depreciated Bridges and related building and equipment 1,124,425 18,118 (4,358) 1,138,185 Transit property and equipment 506,193 56,012 (2,339) 559,866 Port enhancements 6,665 38 6,703 Total capital assets being depreciated 1,637,283 74,168 (6,697) 1,704,754
Less: accumulated depreciation for: Bridges and related building and equipment (489,630) (36,720) 4,358 (521,992) Transit property and equipment (234,427) (20,342) 2,339 (252,430) Port enhancements (4,450) (363) (4,813) Total accumulated depreciation (728,507) (57,425) 6,697 (779,236) Total capital assets being depreciated, net 908,776 16,743 (0) 925,519
Total capital assets, net 1,273,454$ 148,735$ (74,167)$ 1,348,022$
Total depreciation expense for the periods ended December 31, 2015 and December 31, 2014 was $57,614 and $57,425, respectively. Page 20
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 8. Deferred Compensation Plan
The Authority offers its employees a deferred compensation plan in accordance with Internal Revenue Code Section 457. The plan, available to all full-time employees, permits them to defer a portion of their salary until future years. The deferred compensation is not available to employees until termination, retirement, death, or unforeseeable emergency. The Authority does not make any contributions to the plan. To comply with changes in federal regulations and GASBS 32, Accounting and Financial Reporting for Internal Revenue Code 457 Deferred Compensation Plans, the Authority amended the plan in 1998 so that all amounts of compensation deferred under the plan, all property and rights purchased with those amounts, and all income attributable to those amounts, property, or rights are solely the property of the employees.
Note 9. Pension Plans
Employees of the Authority participate in the Pennsylvania State Employees’ Retirement System, the Public Employees’ Retirement System of New Jersey, or the Teamsters Pension Plan of Philadelphia and Vicinity.
Pennsylvania State Employees’ Retirement System:
Plan Description: Permanent full-time and part-time employees are eligible and required to participate in this cost-sharing multiple-employer defined benefit plan that provides pension, death and disability benefits.
Pennsylvania State Employees’ Retirement System (Continued):
Plan Description (Continued): A member may retire after completing three years of service and after reaching normal retirement age (the age of 60, except police officers at age 50, or the age at which 35 years of service has been completed, whichever occurs first). Benefits vest after five years of service, or after 10 years of service for those hired on or after January 1, 2011. If an employee terminates his or her employment after at least five years of service (10 years if hired on or after January 1, 2011) but before the normal retirement age, he or she may receive pension benefits immediately or defer pension benefits until reaching retirement age. Employees who retire after reaching the normal retirement age with at least three years of credited service who started on or prior to December 31, 2010 are entitled to receive pension benefits equal to 2.5% of their final average compensation (average of the three highest years in earnings) times the number of years for which they participated in the plan. Those employees who were hired after January 1, 2011 have their multiplier reduced to 2.0% unless they select a higher contribution level upon hire, in which case they are eligible to join the 2.5% class. The pension benefits received by an employee who retires after ten years of credited service but before normal retirement age are reduced for the number of years that person is under normal retirement age.
Pension provisions include death benefits, under which the surviving beneficiary may be entitled to receive the employee’s accumulated contributions less the amount of pension payments that the employee received, the present value of the employees’ account at retirement less the amount of pension benefits received by the employee, the same pension benefits formerly received by the employee, or one-half of the monthly pension payment formerly received by the employee. The maximum pension benefit to the employee previously described may be reduced depending on the benefits elected for the surviving beneficiary.
The Pennsylvania State Employees’ Retirement System issues a publicly available annual financial report, including financial statements, which may be obtained by writing to Pennsylvania State Employees’ Retirement System, 30 North Third Street, Harrisburg, Pennsylvania 17108-1147.
Funding Policy: The contribution requirements of plan members and the Authority are established and amended by the Pennsylvania State Employees’ Retirement System Board. As of January 1, 2002, employees are required to contribute 6.25% (unless opting for 9.3% deductions in order to be eligible for the 2.5% pension compensation) of their gross earnings to the plan. The Authority was required to, and did, contribute an actuarially determined amount to the plan, which equaled 17.57%, 13.27% and 9.42%, of covered payroll in 2014, 2013 and 2012, respectively. In 2014, 2013 and 2012, the Authority’s required
Page 21
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 9. Pension Plans (continued) contributions to the plan were $7,652, $5,728, and $4,058, respectively, which represented 100% of the required contribution for the aforementioned years.
New Jersey Public Employees Retirement System (NJ PERS):
Plan Description: Permanent full-time employees, hired after January 1, 2002, who were members of NJ PERS when they were hired, are eligible to participate in the cost-sharing multiple-employer defined benefit plan (administered by the New Jersey Division of Pensions and Benefits). The NJ PERS was established in 1955. The PERS provides retirement, death and disability, and medical benefits to qualified members. Vesting and benefit provisions are established by N.J.S.A. 43:15A and 43:3B.
Funding Policy: The contribution requirements of plan members are determined by State statute. In accordance with Chapter 62, P.L. 1994, plan members enrolled in the NJ PERS were required to contribute 5% of their annual covered salary. Effective July 1, 2008, however, in accordance with Chapter 92, P.L. 2007 and Chapter 103, P.L. 2007, plan members were required to contribute 5.5% of their annual covered salary. For employees enrolled in the retirement system prior to July 1, 2008, the increase was effective with the payroll period that began immediately after July 1, 2008. Pursuant to the provisions of Chapter 78, P.L. 2011, effective October 1, 2011, the active member contribution rate increased to 6.5%, plus an additional 1.0% phased-in over seven years. The phase-in of the additional incremental member contribution amount began July 1, 2012 and increases each subsequent July 1.
New Jersey Public Employees Retirement System (NJ PERS) (Continued):
Funding Policy (Continued): The State Treasurer has the right under the current law to make temporary reductions in member rates based on the existence of surplus pension assets in the retirement system; however, the statute also requires the return to the normal rate when such surplus pension assets no longer exist.
The Authority is billed annually for its normal contribution, plus any accrued liability. The Authority began sending employee contributions to NJ PERS beginning in January 2006. The year 2008 was the first year that the Authority was required to, and did, contribute an actuarially determined amount to the plan. For the years ended December 31, 2014, 2013 and 2012, the Authority’s total contribution to the plan was $66, $83 and $117, respectively, which represented 100% of the required contribution for the aforementioned years. For the years ended December 31, 2014, 2013 and 2012, the contributions consisted of a normal contribution amount of $11, $24 and $33, respectively and an accrued liability amount of $51, $67 and $78, respectively.
The New Jersey Public Employees Retirement System issues a publicly available annual financial report, including financial statements, which may be obtained by writing to State of New Jersey, Division of Pensions and Benefits, P.O. Box 295, Trenton, New Jersey 08625-0295.
Teamsters Pension Plan of Philadelphia and Vicinity:
Plan Description: Certain represented employees are eligible and required to participate in the Teamsters Pension Plan of Philadelphia and Vicinity, which is a cost-sharing, multiple-employer benefit plan which provides pension, death and disability benefits. A member may retire at the later of (a) the date the employee reaches 65 or (b) the tenth anniversary of the employee’s commencement of participation in the plan. Additionally, employees are eligible for early retirement after 10 years of participation in the plan and (a) completion of 30 years of vested service or (b) attainment of age 50 and completion of 10 years of vested service. Benefits vest after 10 years of service. An employee who retires on or after his or her normal retirement age is entitled to receive benefits based on his or her credited years of service multiplied by a monthly benefit rate, which is determined based on the employer’s daily contributions. The benefits are subject to maximum rates that vary according to employer daily contribution rates. Members may also receive benefits after early retirement at reduced rates, depending on age at retirement.
Page 22
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 9. Pension Plans (Continued)
An employee who qualifies for disability retirement benefits (total and permanent disability with 10 years of vested service and 5 years of continuous service with at least 300 covered days of contributions) is entitled to receive two hundred dollars per month until retirement age, when retirement benefits would commence.
Provisions include surviving spouse death benefits, under which the surviving spouse is entitled to a 50% survivor annuity in certain cases.
Funding Policy: The Teamsters Pension Plan is controlled by the Teamsters Pension Plan of Philadelphia and Vicinity Board. The employer’s contribution requirements are determined under the terms of one Collective Bargaining Agreement in force between the employer and the Teamsters. The daily contribution rate was $22.90 per participating employee, and increased to $24.02 per participating employee effective August 2014. The Authority’s contributions totaled 7.67%, 8.02% and 8.22% of covered payroll in 2014, 2013 and 2012, respectively. The employees of the Authority make no contributions to the plan. The Authority contributed $1,001, $1,066, and $1,076 in 2014, 2013 and 2012, respectively, which represented 100% of the required contribution for the aforementioned years.
The Teamsters Pension Plan of Philadelphia and Vicinity issues a publicly available annual financial report, including financial statements, which may be obtained by writing to Teamsters Pension Plan of Philadelphia and Vicinity, Fourth and Cherry Streets, Philadelphia, Pennsylvania 19106.
Note 10. Postemployment Healthcare Plan
Plan Description: The Authority provides certain health care and life insurance benefits for retired employees, where such benefits are established and amended by the Authority’s Board of Commissioners. The Authority’s Plan provides two agent multiple-employer post-employment healthcare plans which cover two retiree populations: eligible retirees under the age of sixty-five (65) receive benefits through Amerihealth and eligible retirees sixty-five (65) and over receive benefits through the United Health Group (in partnership with AARP) and Aetna. Life insurance benefits to qualifying retirees are provided through Prudential. The plans are administered by the Authority; therefore, premium payments are made directly by the Authority to the insurance carriers.
During 2014, the Authority’s Board of Commissioners passed resolution DRPA-14-057 authorizing the Authority to make an initial OPEB contribution in the amount of $10,790 to the newly established OPEB Trust, which was established with PNC Institutional Management. The OPEB Trust is irrevocable and is exempt from federal and state income taxes under Internal Revenue Code Section 115. The sole purpose of the OPEB Trust is to provide funds to pay postemployment benefits to qualified retirees and their dependents. Through its annual budget resolution, the Authority was authorized to contribute an additional $5,000 to its OPEB Trust during 2015. In December the Authority contributed $5.0 million to its OPEB Trust. In addition, at its December Board meeting, the Authority authorized up to a $5 million contribution to the OPEB trust in its 2016 budget
Funding Policy: Employees become eligible for retirement benefits based on hire date and years of service. For employees hired after January 1, 2007, no subsidized retiree benefits are offered. The contribution requirements of plan members and the Authority are established, and may be amended, by the Authority’s Board of Commissioners. Plan members receiving benefits contribute the following amounts: $65 per month for retiree-only coverage for the base plan, $130 per month for retiree/spouse (or retiree/child) coverage, and $195 per month for retiree/family (or children) coverage to age sixty-five (65) for the base plan, and $55 per month per retiree, per dependent for both the United Health Group (in partnership with AARP) and Aetna coverages. An additional amount is required for those retirees, under age sixty-five (65), who opt to participate in the “buy-up plan” for retirees and their dependents.
Page 23
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 10. Postemployment Healthcare Plan (Continued)
As previous stated, the Authority made its initial irrevocable contribution to the OPEB Trust during 2014. Prior to 2014, the Authority funded its current retiree postemployment benefits cost on a “pay-as-you-go” basis, net of plan member contributions. The Authority’s contributions to the Plan, which includes the “pay- as-you-go” costs, net of plan member contributions, for the years ended 2015 (based on an estimate from the 2013 valuation study; the 2015 study is in process), 2014 and 2013 were $5,853 $5,528 and $5,304 respectively.
Future Retirees: In accordance with GASBS No.45, the Authority is required to expense the annual required contribution (ARC) of the employer, an amount actuarially determined in accordance with the parameters of GASBS 45. The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover normal cost each year and amortize any unfunded actuarial liabilities (or funding excess) over a period not to exceed thirty (30) years. The ARC includes the costs of both current and future retirees. The current estimated ARC was determined to be $4,393, at an unfunded discount rate of 5% (based on an estimate from the 2013 valuation study). As stated above, the Authority has begun funding the actuarial accrued liability for postemployment benefits.
Annual OPEB Cost: The Authority’s annual required contribution (ARC), the interest on the net OPEB obligation, the adjustment to the ARC, the increase or decrease in the net OPEB obligation, the net OPEB obligation, and the percentage of annual OPEB cost contributed to the plan for 2015, 2014 and 2013 are as follows: 2015 2014 2013 Annual required contribution (arc) 4,393$ 5,056$ 4,963$ Interest on the net OPEB obligation 1,322 2,075 2,068 Adjustment to the arc (2,331) (1,588) (1,588) Annual OPEB cost 3,385 5,543 5,443 Pay-as-you go cost (existing retirees) (5,853) (4,810) (5,304) Increase (decrease) in the net OPEB obligation (2,468) 733 139 Net OPEB Obligation, January 1 31,445 41,502 41,363 OPEB Obligation, December 31 28,977 42,235 41,502 OPEB Trust Contributions (5,000) (10,790) -
Net OPEB Obligation, December 31 23,977$ 31,445$ 41,502$
Percentage of Annual OPEB Cost Contributed 321% 281% 97% *Note: the table above for 2015 is only an estimate until the full valuation study is completed for 2015.
Funded Status and Funding Progress: Using the report from January 1, 2013, the most recent actuarial valuation date, the results were rolled forward to calculate year-end December 31, 2014. The actuarial accrued liability for benefits as of December 31, 2014 was $115,245, and the actuarial value of plan assets was $10,780, or 9.4% funded, resulting in an unfunded actuarial accrued liability (UAAL) of $104,465.
Funded Status and Funding Progress (Continued): The covered payroll (annual payroll of active employees covered by the plan) was $43,453 and the ratio of the UAAL to the covered payroll was 240.4%. (For additional information, please refer to the “required supplementary information schedule of funding progress for health benefits plan” shown at the end of the footnote section.) Actuarial valuations of an ongoing plan involve estimates of the value of reported amounts and assumptions about the probability of occurrence of events far into the future.
Page 24
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 10. Postemployment Healthcare Plan (Continued)
Examples include assumptions about future employment, mortality and the healthcare cost trend. Amounts determined regarding the funded status of the plan and the annual required contributions of the employer are subject to continual revision as actual results are compared with past expectations and new estimates are made about the future. The schedule of funding progress, presented as required supplementary information following the notes to the combined financial statements, presents multiyear trend information that shows whether the actuarial value of the plan assets is increasing or decreasing over time relative to the actuarial accrued liabilities for benefits.
Actuarial Methods and Assumptions: Projections of benefits for financial reporting purposes are based on the substantive plan (the plan as understood by the employer and plan members) and include the types of benefits provided at the time of each valuation and the historical pattern of sharing benefit costs between the employer and plan members to that point. The actuarial methods and assumptions used include techniques that are designed to reduce short-term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of the calculations.
Actuarial Methods and Assumptions (Continued): In the January 1, 2013 actuarial valuation, the projected unit credit actuarial cost method was used. Under this method an actuarial accrued liability is determined as the actuarial present value of the portion of projected benefits which is allocated to service before the current plan year. In addition, a normal cost is determined as the actuarial present value of the portion of projected benefits which is allocated to service in the current plan year for each active participant under the assumed retirement age. The UAAL is being amortized (straight-line) for thirty (30) years on an open basis. The actuarial assumptions included the following:
Mortality: The mortality table employed in the valuation was the RP2000 Healthy Table Male and Female.
Inflation Rate: 2.5% per annum compounded annually.
Discount Rate: Future costs have been discounted at the rate of 5.00% compounded annually for GASBS 45 purposes.
Turnover: Assumptions for terminations of employment other than for death or retirement will vary by age and years of service with rates of turnover based on State Employees Retirement System of Pennsylvania.
Disability: No terminations of employment due to disability were assumed. Retirees resulting from a disability were factored into the determination of age at retirement.
Age of Retirement: The assumption that the active participants, on average, will receive their benefits when eligible, but no earlier than age 55.
Spousal Coverage: Married employees will remain married.
Prior Service: No prior service for active employees was assumed.
Health Care Cost Trend Rate: Year Pre-65 Post-65
Initial Trend 01/01/15 to 01/01/18 9.0% 9.0% Ultimate Trend 01/01/19 to later 5.0% 5.0% Grading Per Year 1.0% 1.0%
Projected Salary Increase: Annual salary increase is 2.5%.
Administration Expenses: The annual cost to administer the retiree claims was assumed at 2.5% which was included in the annual health care costs.
Page 25
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 10. Postemployment Healthcare Plan (Continued)
Employee Contributions: It was assumed that employees will contribute two thousand six hundred and eleven ($2,611) per year for family medical coverage and eight hundred eighty four ($884) for single medical coverage.
Note 11. Indentures of Trust
The Authority is subject to the provisions of the following indentures of Trust: Revenue Refunding Bonds of 1998, dated July 1, 1998; the Revenue Refunding Bonds of 2008, dated July 25, 2008 and the Revenue Refunding Bonds of 2010 and the 2010 Revenue Bonds (Series D), dated May 15, 2010 and July 15, 2010 respectively; and the 2013 Revenue Bonds, dated December 1, 2013, respectively (collectively the “Bond Resolution”); the Port District Project Bonds of 1999, dated December 1, 1999, and the 2012 Port District Project Refunding Bonds, dated December 1, 2012.
The Bond Resolution requires the maintenance of the following accounts:
Project Fund: This restricted account was establishe d in accordance with Section 6.02 of the Bond Resolution. The Project Fund is held by the Trustee and is applied to pay the cost of the Projects and is pledged, pending application to such payment of costs for the security of the payment of principal and interest on the Revenue, Revenue Refunding, and Project Bonds (the “Bonds”).
Debt Service Fund: This restricted account was established in accordance with Section 6.04 of the Bond Resolution for the payment of maturing interest and principal on the Bonds. The balance on deposit must be sufficient to enable the Trustee to withdraw amounts equal to interest due on the Bonds, principal amounts maturing on Bonds, accrued interest included in the purchase price of the bonds purchased for retirement, and sinking fund installments when payments are required.
Debt Service Reserve Fund: This restricted account was established in accordance with Section 6.05 of the Bond Resolution. The amount of funds on deposit must be maintained at a level equal to the Maximum Debt Service to insure funds are available for payment of Debt Service.
Bond Redemption Fund: This restricted account was established in accordance with section 6.06 of the Bond Resolution to account for amounts received from any source for the redemption of Bonds, other than mandatory sinking fund payments.
Rebate Fund: This restricted account was establishe d in accordance with Section 6.07 of the bond Resolution account for amounts deposited from time to time in order to comply with the arbitrage rebate requirements of Section 148 of the Code as applicable to any Series of Tax-Exempt Bonds issued.
The Bond Resolution requires the maintenance of the following accounts (continued):
Revenue Fund: This unrestricted account was established in accordance with Section 6.03 of the Bond Resolution for the Authority to deposit all Revenues. On or before the 20th day of each calendar month, the Trustee shall, to the extent money is available, after deduction of cash and investment balances for the 15% working capital reserve, transfer to or credit funds needed in the following order: (1) the Debt Service Fund, (2) the Debt Service Reserve Fund, (3) any Reserve Fund Credit Facility Issuer, (4) the Trustee’s Rebate Fund, (5) the Maintenance Reserve Fund, (6) the General Fund.
Maintenance Reserve Fund: This restricted account was established in accordance with Section 6.08 of the Bond Resolution. These funds are maintained for reasonable and necessary expenses with respect to the system for major repairs, renewals, replacements, additions, betterments, enlargements, improvements and extraordinary expenses, all to the extent not provided for in the then current Annual Budget. Money in this account is pledged for the security of payment principal and interest on the bonds. Whenever the amount in this account exceeds the “Maintenance Reserve Fund Requirement,” the excess shall be deposited in the General Fund. The “Maintenance Reserve Fund Requirement” on any date is at least $3,000. Page 26
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 11. Indentures of Trust (Continued)
General Fund: This unrestricted account was established in accordance with Section 6.09 of the Bond Resolution. All excess funds of the Authority are recorded in the General Account. If the Authority is not in default in the payment of bond principal or interest and all fund requirements are satisfied, the excess funds may be used by the Authority for any lawful purpose.
Note 12. Funded and Long-Term Debt
At December 31, 2015, the Authority had $1,562,998 Revenue, Revenue Refunding, and Port District Project Bonds outstanding, consisting of bonds issued in 1999, 2008, 2010, 2012 and 2013. The 1999 Port District Project Bonds were issued pursuant to an Indenture of Trust dated December 1, 1999. The 2008 Revenue Refunding Bonds were issued pursuant to the Indenture of Trust dated July 1, 1998, as supplemented by a Fourth Supplemental Indenture dated October 1, 2007 and a Fifth Supplemental Indenture dated July 15, 2008. The 2010 Revenue Refunding Bonds were issued pursuant to an Indenture of Trust as previously supplemented by five supplemental indentures thereto and as further supplemented by a Sixth Supplemental Indenture dated as of March 15, 2010. The 2010 Revenue Bonds were issued pursuant to Indenture of Trust, dated as of July 1, 1998, a Sixth Supplemental Indenture, dated as of March 15, 2010, and a Seventh Supplemental Indenture, dated as of July 1, 2010. The 2012 Port District Project Refunding Bonds were issued pursuant to an Indenture of Trust dated December 1, 2012. The 2013 Revenue Bonds were issued pursuant an Indenture of Trust, a Ninth Supplemental Indenture, dated as of December 1, 2013.
1999 Port District Project Bonds: On December 22, 1999, the Authority issued $272,095 to provide funds to finance (a) all or a portion of the cost of certain port improvement and economic development projects within the Port District, (b) a deposit of cash or a Reserve Fund Credit Facility to the credit of the Debt Service Reserve Fund established under the 1999 Port District Project Bond Indenture and (c) all or a portion of the costs and expenses of the Authority relating to the issuance and sale of the 1999 Port District Project Bonds (Series A and B).
The 1999 Port District Project Bonds are general corporate obligations of the Authority. The 1999 Port District Project Bonds are not secured by a lien or charge on, or pledge of, any revenues or other assets of the Authority other than the monies, if any, on deposit from time to time in the Funds established under the 1999 Port District Project Bond Indenture. No tolls, rents, rates or other such charges are pledged for the benefit of the 1999 Port District Project Bonds. The 1999 Port District Project Bonds are equally and ratably secured by the funds on deposit in the Funds established under the 1999 Port District Project Bond Indenture, except for the Rebate Fund. The 1999 Port District Project Bonds are payable from such Funds and from other monies of the Authority legally available.
The 1999 Port District Project Bonds are subject to optional redemption and mandatory sinking fund redemption prior to maturity as more fully described herein.
The scheduled payment of principal and interest on the 1999 Port District Project Bonds when due are guaranteed under an insurance policy issued concurrently with the delivery of the 1999 Port District Project Bonds by Financial Security Assurance Inc.
On December 20, 2012, all remaining 1999 Series B Port District Project Bonds were redeemed, prior to maturity, at a redemption price of 100%, using proceeds from the issuance of the 2012 Port District Project Refunding Bonds.
The 1999 Port District Project Bonds (Series A) outstanding at December 31, 2015 are as follows:
Page 27
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount Term Bonds 2016 7.63% 3,945$ 2019 7.63% 4,920$ 2017 7.63% 4,245 2020 7.63% 5,295 2018 7.63% 4,570 2021 7.63% 1,035
Total par value of 1999 Port District Project Bonds 24,010$
1999 Port District Project Bonds (Continued):
Optional Redemption: The Series A Port District Project Bonds are redeemable by the Authority on any interest payment date in whole or in part, and if in part, in any order of maturity specified by the Authority and in any principal amount within a maturity as specified by the Authority. Any such redemption shall be made at a redemption price equal to accrued interest to the redemption date plus the greater of (i) the principal amount of the Series A Port District Project Bonds to be redeemed, and (ii) an amount equal to the discounted remaining fixed amount payments applicable to the Series A Port District Project Bonds to be redeemed. Allocation of the amounts of Series A Port District Project Bonds to be redeemed shall be proportionate nearly as reasonably possible having due regard for minimum authorized denominations of the 1999 Port District Project Bonds among the respective interest of the holders of the Series A Port District Project Bonds to be redeemed at the time of selection of such Series A Port District Project Bonds for redemption regard for minimum authorized denominations of the 1999 Port District Project Bonds among the respective interest of the holders of the Series A Port District Project Bonds to be redeemed at the time of selection of such Series A Port District Project Bonds for redemption.
2008 Revenue Refunding Bonds: On July 25, 2008, the Authority issued $358,175 in Revenue Refunding Bonds as variable rate demand obligations (VRDO’s). The 2008 Revenue Refunding Bonds were issued to provide funds, together with other funds available: (a) to finance the current refunding of $358,175 aggregate principal amount of the Authority’s Revenue Refunding Bonds, Series of 2007, consisting of all of the outstanding bonds of such series; and (b) to pay the costs of issuance of the 2008 Revenue Refunding Bonds.
The 2008 Revenue Refunding Bonds were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act (as such terms are defined herein) and an Indenture of Trust dated as of July 1, 1998, by and between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to Commerce Bank, N.A. (the “Trustee”), as supplemented by a First Supplemental Indenture dated as of July 1, 1998, a Second Supplemental Indenture dated as of August 15, 1998, a Third Supplemental Indenture dated as of December 1, 1999, a Fourth Supplemental Indenture dated as of October 1, 1997 and a Fifth Supplemental Indenture dated as of July 15, 2008 (the “Fifth Supplemental Indenture”) (collectively, the “1998 Revenue Bond Indenture”).
The 2008 Revenue Refunding Bonds, together with all other indebtedness outstanding under the 1998 Revenue Bond Indenture and any parity obligations hereafter issued under the 1998 Revenue Bond Indenture, are equally and ratably payable solely from and secured by a lien on and security interest in (i) the Net Revenues described herein, (ii) all moneys, instruments and securities at any time and from held by the Authority or the Trustee in any Fund created or established under the 1998 Revenue Bond Indenture and (iii) the proceeds of all the foregoing, except for the moneys, instruments and securities held in the 1998 General Fund and the 1998 Rebate Fund. The 2008A Letter of Credit (as defined herein) secures only the 2008A Revenue Refunding Bonds and the 2008B Letter of Credit (as defined herein) secures only the 2008B Revenue Refunding Bonds.
The 2008 Revenue Refunding Bonds are subject to purchase on the demand of the holder at a price equal to principal plus accrued interest on seven days’ notice and delivery to the Authority’s tender agent, TD
Page 28
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Bank, N.A. The tender agent shall provide a copy of said notice to the applicable remarketing agent, who is authorized to use its best efforts to sell the repurchased bonds at a price equal to 100 percent of the principal plus accrued interest to the purchase date.
Under irrevocable direct pay letters of credit (“DPLOC”) issued by Bank of America, N.A. and TD Bank, N.A., the trustee or the remarketing agent is entitled to draw an amount sufficient to pay the purchase price of the bonds delivered to it. The letters of credit (“LOC”) require the Authority to make immediate payment of any draws under the line and were valid through July 23, 2013. In 2013, the letters of credit were extended as noted below.
2008 Revenue Refunding Bonds (Continued): The Authority was initially required to pay annual facility fees to Bank of America, N.A. for the letters of credit. The initial facility fee was calculated based on 1.35% of the gross amount available under the line based on the Authority’s bond ratings, as determined by Moody’s and S&P. In addition, the Authority was required to pay an annual remarketing fee, payable quarterly in arrears, equal to 0.07% of the aggregate principal amount of the bonds outstanding at the beginning of the period.
On June 28, 2013, the Authority amended and extended its DPLOC with TD Bank, N.A. supporting the 2008 Revenue Refunding Bonds, Series B, to expire on December 31, 2017. In addition, the Authority amended and extended its DPLOC with the Bank of America, N.A., effective on July 22, 2013, to expire on July 22, 2016. The new LOC fees range from 0.65% to 0.70%. The annual remarketing fees remained unchanged.
The 2008 Refunding Bonds outstanding as of December 31, 2015 are as follows: Series A Series B Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount
2026 Variable 127,985$ 2026 Variable 142,195$ Total par value of 2008 Revenue Refunding Bonds 270,180$
Interest Rate Mode: Weekly Rate Determination Date: Generally each Wednesday Interest Rate Payment Dates: First Business day of each month Rate in Effect at December 31, 2015: Series A - .010%; Series B - .010%
Optional Redemption: While in the Weekly Mode, the 2008A Revenue Refunding Bonds are subject to optional redemption by the Authority, in whole or in part, in Authorized Denominations on any Business Day, at redemption price equal to the principal amount thereof, plus accrued interest, if any, to the Redemption Date. While in the Weekly Mode, the 2008B Revenue Refunding Bonds are subject to optional redemption by the Authority, in whole or in part, in Authorized Denominations on any Business Day, at a redemption price equal to the principal amount thereof, plus accrued interest, if any, to the Redemption Date.
Sinking Fund Redemption: The 2008 Revenue Refunding Bonds are subject to mandatory redemption in part on January 1 of each year and in the respective principal amounts set forth below at one hundred percent (100%) of the principal amount of 2008 Revenue Refunding Bonds to be redeemed, plus interest accrued to the Redemption Date, from funds which the Authority covenants to deposit in the 2008A Bonds Sinking Fund Account created in the 1998 Debt Service Fund established pursuant to 1998 Revenue Bond Indenture, in amounts sufficient to redeem on January 1 of each year the principal amount of such 2008 Revenue Refunding Bonds for each of the years set forth below:
Page 29
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Sinking Fund Installments January 1 Series A Series B Total
2016 $8,800 $9,775 $18,575 2017 9,280 10,310 19,590 2018 9,785 10,870 20,655 2019 10,315 11,465 21,780 2020 10,880 12,090 22,970 2021 11,475 12,745 24,220 2022 12,100 13,440 25,540 2023 12,755 14,175 26,930 2024 13,455 14,945 28,400 2025 14,185 15,760 29,945 2026 14,955 16,620 31,575 127,985$ 127,985$ 142,195$ 270,180$
2010 Revenue Refunding Bonds: On June 30, 2010, the Authority issued $350,000 in Revenue Refunding Bonds, Series A of 2010, Revenue Refunding Bonds, Series B of 2010 and Revenue Refunding Bonds, Series C of 2010 as variable rate demand obligations (“VRDOs”). The 2010 Revenue Refunding Bonds were issued pursuant to the Indenture of Trust dated as of July 1, 1998 by and between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to Commerce Bank, N.A. (“Trustee”), as previously supplemented by five supplemental indentures thereto and as further supplemented by a Sixth Supplemental Indenture (“Sixth Supplemental Indenture”) dated as of March 15, 2010 (collectively, “1998 Revenue Bond Indenture”). The 2010 Revenue Refunding Bonds were issued to provide funds, together with other available funds, to (i) currently refund $349,360 aggregate principal amount of the Authority’s outstanding Revenue Bonds, Series of 1999, (ii) fund any required deposit to the 1998 Debt Service Reserve Fund (defined herein), and (iii) pay the costs of issuance of the 2010 Revenue Refunding Bonds.
The 2010 Revenue Refunding Bonds are subject to purchase on the demand of the holder at a price equal to principal plus accrued interest on seven days’ notice and delivery to the Authority’s tender agent, TD Bank, N.A. The tender agent shall provide a copy of said notice to the applicable remarketing agent, who is authorized to use its best efforts to sell the repurchased bonds at a price equal to 100 percent of the principal plus accrued interest to the purchase date.
Under irrevocable letters of credit issued by J.P. Morgan Chase, N.A., Bank of America, N.A. and PNC Bank, N.A., the trustee or the remarketing agent is entitled to draw an amount sufficient to pay the purchase price of the bonds delivered to it. The letters of credit (“LOC”) require the Authority to make immediate payment of any draws under the line and were valid through March 29, 2013. In 2013, the letters of credit were replaced as noted below.
Initially, the Authority was required to pay annual facility fees to J.P. Morgan Chase, N.A., Bank of America, N.A. and PNC Bank, N.A. for the letters of credit in percentages varying from 1.35% to 1.675% of the gross amount available under the LOC, through March 21, 2013, when these LOCs were replaced. In addition, the Authority was required to pay an annual remarketing fee, payable quarterly in arrears, equal to 0.10% of the aggregate principal amount of the bonds outstanding at the beginning of the period. On March 21, 2013, the Authority completed its LOC substitution/replacement program, replacing the existing LOC providers with three new banks: Royal Bank (Series A), Barclays Bank (Series B), and Bank of New York Mellon (Series C). The LOC fees were reduced, ranging from 0.45% to 0.70%, and the remarketing fee for each series was reduced to 0.08%/annum. The Barclays Bank Direct-Pay Letter of Credit supporting the 2010 Revenue Refunding Bonds, Series B expired March 20, 2015.
At its January 2015 meeting, the Authority’s Board authorized staff to extend the LOC with Barclays, for a “to-be-determined” term. In February 2015, the Authority requested that Barclays extend the letter of credit for a three-year period. On February 18, 2015, Barclays Bank PLC delivered a “Notice of Extension” to TD Bank (trustee for bonds), to extend the “stated Expiration Date” in the LOC to March 20, 2018. The Authority expects to reduce its annual LOC fees by approximately $95,000 annually, as a result of this extension. Page 30
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2010 Revenue Refunding Bonds (Continued):
The 2010 Revenue Refunding Bonds outstanding at December 31, 2015 were as follows:
Maturity Date Interest Principal (January 1) Rate/Yield Amount
Series A 2026 Variable 135,840$ Series B 2026 Variable 135,840 Series C 2026 Variable 45,275
Total par value of 2010 Revenue Refunding Bonds 316,955$
Interest Rate Mode: Weekly Rate Determination Date: Generally each Wednesday Rate in Effect at December 31, 2015: Series A - .010%; Series B - .010%; Series C - .010%
Optional Redemption: While in the Weekly Mode, each Series of the 2010 Revenue Refunding Bonds is subject to optional redemption by the Authority, in whole or in part, in Authorized Denominations on any Business Day, at a redemption price equal to the principal amount thereof, plus accrued interest, if any, to the applicable Redemption Date.
Mandatory Sinking Fund Redemption: The 2010 Revenue Refunding Bonds are subject to mandatory redemption in part on January 1 of each year and in the respective principal amounts set forth below at 100% of the principal amount of 2010 Revenue Refunding Bonds to be redeemed, plus interest accrued to the Redemption Date, from funds which the Authority covenants to deposit in the 2010A Bonds Sinking Fund Account, 2010B Bonds Sinking Fund Account, and 2010C Bonds Sinking Fund Account created in the 1998 Debt Service Fund established pursuant to 1998 Revenue Bond Indenture, in amounts sufficient to redeem on January 1 of each year the principal amount of such 2010 Revenue Refunding Bonds for each of the years set forth below:
Sinking Fund Installments January 1 Series A Series B Series C Total 2016 9,195$ 9,195$ 3,070$ 21,460$ 2017 9,730 9,730 3,240 22,700 2018 10,280 10,280 3,430 23,990 2019 10,875 10,875 3,625 25,375 2020 11,500 11,500 3,830 26,830 2021 12,160 12,160 4,055 28,375 2022 12,855 12,860 4,285 30,000 2023 13,595 13,595 4,530 31,720 2024 14,375 14,375 4,790 33,540 2025 15,200 15,200 5,065 35,465 2026 16,075 16,070 5,355 37,500 135,840$ 135,840$ 135,840$ 45,275$ 316,955$
Page 31
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2010 Revenue Refunding Bonds (Continued): On July 15, 2010, the Authority issued $308,375 in Revenue Bonds, Series D of 2010 (the “2010 Revenue Bonds”). The 2010 Revenue Bonds were issued by means of a book-entry-only system evidencing ownership and transfer of 2010 Revenue Bonds on the records of The Depository Trust Company, New York, New York (“DTC”), and its participants. Interest on the 2010 Revenue Bonds will be payable semi-annually on January 1 and July 1 of each year commencing January 1, 2011 (each an “Interest Payment Date”).
The 2010 Revenue Bonds were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act (as such terms are defined herein) and an Indenture of Trust, dated as of July 1, 1998, by and between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to Commerce Bank, N.A. (the “Trustee”), as supplemented by a First Supplemental Indenture, dated as of July 1, 1998, a Second Supplemental Indenture, dated as of August 15, 1998, a Third Supplemental Indenture, dated as of December 1, 1999, a Fourth Supplemental Indenture, dated as of October 1, 2007, a Fifth Supplemental Indenture, dated as of July 15, 2008, a Sixth Supplemental Indenture, dated as of March 15, 2010, and a Seventh Supplemental Indenture, dated as of July 1, 2010 (collectively, the “1998 Revenue Bond Indenture”).
The 2010 Revenue Bonds were issued for the purpose of: (i) financing a portion of the costs of the Authority’s approved Capital Improvement Program; (ii) funding the Debt Service Reserve Requirement for the 2010 Revenue Bonds; and (iii) paying the costs of issuance of the 2010 Revenue Bonds (Series D). (Note: As per its 2008 Reimbursement Resolution, upon issuance of the 2010 Revenue Bonds, the Authority reimbursed its General Fund, for approximately $100 million, for prior capital expenditures made during the period October 2008 through July 2010).
The 2010 Revenue Bonds are limited obligations of the Authority and are payable solely from the sources referred to in the 2010 Revenue Bonds and the 1998 Revenue Bond Indenture. Neither the credit nor the taxing power of the Commonwealth of Pennsylvania (the “Commonwealth”) or the State of New Jersey (the “State”) or of any county, city, borough, village, township or other municipality of the Commonwealth or the State is or shall be pledged for the payment of the principal, redemption premium, if any, or interest on the 2010 Revenue Bonds. The 2010 Revenue Bonds are not and shall not be deemed to be a debt or liability of the Commonwealth or the State or of any such county, city, borough, village, township or other municipality, and neither the Commonwealth nor the State nor any such county, city, borough, village, township or other municipality is or shall be liable for the payment of such principal or, redemption premium, or interest. The Authority has no taxing power.
Mandatory Sinking Fund Redemption: The 2010 Revenue Bonds maturing January 1, 2035 and January 1, 2040 are subject to mandatory redemption prior to maturity by the Authority, in part, on January 1 of each year in the respective principal amounts set forth below at 100% of the principal amount thereof, plus accrued interest to the Redemption Date from sinking fund installments which are required to be paid in amounts sufficient to redeem on January 1 of each year the principal amount of such 2010 Revenue Bonds specified for each of the years set forth below. Payment of principal and interest on the 2010 Revenue Bonds (the “2010 Insured Bonds”), in the principal amount of $60,000 maturing January 1, 2040 is guaranteed under an insurance policy issued by Assured Guaranty Municipal Corp. (formerly known as Financial Security Assured, Inc.).
Page 32
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2010 Revenue Bonds (Continued):
The 2010 Revenue Bonds outstanding at December 31, 2015 are as follows:
Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount Serial Bonds 2027 5.00% 3,465$ 2028 5.00% 17,210 2029 5.00% 18,070 2030 5.00% 18,975 57,720 57,720 Term Bonds 2031* 5.00% 16,245$ 2036* 5.00% 14,575 2031* 5.05% 3,675 2036* 5.00% 10,860 2032* 5.00% 17,055 2037* 5.00% 15,310 2032* 5.05% 3,865 2037* 5.00% 11,400 2033* 5.00% 17,905 2038* 5.00% 16,075 2033* 5.05% 4,060 2038* 5.00% 11,970 2034* 5.00% 18,810 2039* 5.00% 16,875 2034* 5.05% 4,260 2039* 5.00% 12,570 2035 5.00% 19,750 2040 5.00% 17,720 2035 5.05% 4,475 2040 5.00% 13,200 250,655 250,655 Total par value of 2010 Revenue Bonds 308,375 Less: unamortized bond discount (470) Total 2010 Revenue Bonds, net 307,905$ * Mandatory sinking fund payments
Optional Redemption: The 2010 Revenue Bonds are subject to redemption at the option of the Authority, prior to maturity, in whole or in part (and if in part, in such order of maturity or within a maturity as the Authority shall specify, or if the Authority shall fail to specify, by lot or by such other method as the Paying Agent determines to be fair and reasonable and in any principal amount in Authorized Denominations) at any time on or after January 1, 2020. Any such redemption shall be made at a redemption price equal to 100% of the principal amount of the 2010 Bonds to be redeemed, plus accrued interest to the Redemption Date.
Page 33
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2012 Port District Project Refunding Bonds: On December 20, 2012, the Authority issued $153,030 in Port District Project Refunding Bonds, Series 2012. The Port District Project Refunding Bonds, Series 2012 (the “2012 Bonds”) were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act (as such terms are defined herein) and an Indenture of Trust (the "Indenture") dated as of December 1, 2012, between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as trustee (the "Trustee"). The 2012 Bonds were issued to (i) refund and redeem all of the outstanding principal balance of and interest accrued on the Authority's outstanding Port District Project Bonds, Series B of 1998, (the "1998 Refunded Bonds"), Port District Project Bonds, Series B of 1999 (the "1999 Refunded Bonds"), and Port District Project Bonds, Series A of 2001 (the "2001 Refunded Bonds").
The refunding resulted in a loss (difference between the reacquisition price and the net carrying amount of the old debt) of $7,000. This difference, reported in the accompanying combined financial statements as a deferred outflow of resources, is being charged to operations through the year 2025 using the effective interest method.
The 2012 Bonds are general corporate obligations of the Authority. The 2012 Bonds are not secured by a lien or charge on, or pledge of, any revenues or other assets of the Authority other than the moneys, if any, on deposit from time to time in the Funds established under the Indenture, except for the Rebate Fund. No tolls, rents, rates or other charges are pledged for the benefit of the 2012 Bonds. The 2012 Bonds are equally and ratably secured by the monies, if any, on deposit in the Funds established under Indenture, except for the Rebate Fund. The 2012 Bonds are payable from such Funds and from other monies of the Authority legally available therefore.
Redemption Provisions:
Optional Redemption: The 2012 Bonds maturing on or after January 1, 2024 are subject to redemption prior to maturity at the option of the Authority on or after January 1, 2023, in whole at any time, or in part at any time and from time to time, in any order of maturity specified by the Authority and within a maturity as selected by the Trustee as provided in the Indenture and as summarized below under the subheading “Redemption Provisions - Selection of 2012 Bonds to be Redeemed.” Any such redemption shall be made at a redemption price equal to the principal amount of the Bonds to be redeemed, plus interest accrued to the date fixed for redemption.
Payment of Redemption Price: Notice of redemption having been given in the manner provided in the Indenture, or written waivers of notice having been filed with the Trustee prior to the date set for redemption, the 2012 Bonds (or portions thereof) so called for redemption shall become due and payable on the redemption date so designated and interest on such 2012 Bonds (or portions thereof) shall cease to accrue from the redemption date whether or not such Bonds shall be presented for payment. The principal amount of all 2012 Bonds so called for redemption, together with the redemption premium, if any, payable with respect thereto and accrued and unpaid interest thereon to the date of redemption, shall be paid (upon presentation and surrender of such 2012 Bonds) by the Paying Agent out of the appropriate Fund or other funds deposited for the purpose.
Page 34
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2012 Port District Project Refunding Bonds (Continued):
Redemption Provisions (Continued):
Selection of 2012 Bonds to be Redeemed: If less than all of the 2012 Bonds are to be redeemed and paid prior to maturity, 2012 Bonds registered in the name of the Authority shall be redeemed before other 2012 Bonds are redeemed. Thereafter, the portion of 2012 Bonds to be redeemed shall be selected by the Authority, or if no such selection is made, by lot by the Trustee from among all outstanding 2012 Bonds eligible for redemption. In the case of a partial redemption of 2012 Bonds when 2012 Bonds of denominations greater than the minimum Authorized Denomination are outstanding, then for all purposes in connection with such redemption, each principal amount equal to the minimum authorized denomination shall be treated as though it were a separate 2012 Bond for purposes of selecting the 2012 Bonds to be redeemed, provided that no 2012 Bonds shall be redeemed in part if the principal amount to be outstanding following such partial redemption is not an authorized denomination.
The 2012 Port District Project Refunding Bonds outstanding at December 31, 2015 are as follows:
Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount 2016 5.00% 6,030$ 2022 5.00% 14,085$ 2017 5.00% 6,335 2023 5.00% 240 2018 2.00% 225 2023 3.00% 14,545 2019 5.00% 6,425 2024 5.00% 15,520 2020 5.00% 6,975 2025 5.00% 16,300 2021 5.00% 7,320 2026 5.00% 17,115 2021 5.00% 12,350 2027 5.00% 17,975
Total par value of 2012 Port District Project Refunding Bonds 141,440 Add: unamortized bond premium 15,285
Total 2012 Port District Project Refunding Bonds, net 156,725$
2013 Revenue Bonds: On December 18, 2013, the Delaware River Port Authority issued its Revenue Bonds, Series of 2013 in the aggregate principal amount of $476,585. The 2013 Revenue Bonds were issued by means of a book-entry-only system evidencing ownership and transfer of 2013 Revenue Bonds on the records of The Depository Trust Company, New York, New York (“DTC”), and its participants. Interest on the 2013 Revenue Bonds will be payable semi-annually on January 1 and July 1 of each year commencing July 1, 2014 (each an “Interest Payment Date”).
The 2013 Revenue Bonds were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act (as such terms are defined herein) and an Indenture of Trust, dated as of July 1, 1998, by and between the Authority and TD Bank, National Association, Cherry Hill, New Jersey, as successor to Commerce Bank, National Association, as trustee (the “Trustee”), as heretofore supplemented from time to time, including as supplemented by a Ninth Supplemental Indenture, dated as of December 1, 2013 (collectively, the “1998 Revenue Bond Indenture”). The 2013 Revenue Bonds are being issued for the purpose of: (i) financing a portion of the costs of the Authority’s approved capital improvement program; (ii) funding a deposit to the 1998 Debt Service Reserve Fund established under and as specifically defined in the 1998 Revenue Bond Indenture; and (iii) paying the costs of issuance of the 2013 Revenue Bonds.
Page 35
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2013 Revenue Bonds (Continued): The 2013 Revenue Bonds are limited obligations of the Authority and are payable solely from the sources referred to in the 2013 Revenue Bonds and the 1998 Revenue Bond Indenture. Neither the credit nor the taxing power of the Commonwealth of Pennsylvania (the “Commonwealth”) or the State of New Jersey (the “State”) or of any county, city, borough, village, township or other municipality of the Commonwealth or the State is or shall be pledged for the payment of the principal, redemption premium, if any, or interest on the 2013 Revenue Bonds. The 2013 Revenue Bonds are not and shall not be deemed to be a debt or liability of the Commonwealth or the State or of any such county, city, borough, village, township or other municipality, and neither the Commonwealth nor the State nor any such county, city, borough, village, township or other municipality is or shall be liable for the payment of such principal, redemption premium, or interest. The Authority has no taxing power.
The 2013 Revenue Bonds outstanding at December 31, 2015 are as follows:
Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount 2027 5.000% 23,560$ 2034 5.000% 33,355$ 2027 4.125% 845 2034 4.625% 810 2028 5.000% 25,615 2035 5.000% 35,870 2029 5.000% 26,895 2036 5.000% 37,660 2030 5.000% 28,070 2037 5.000% 36,540 2030 4.500% 170 2038 4.750% 3,000 2031 5.000% 29,650 2038 5.000% 41,515 2032 4.500% 31,135 2039 5.000% 43,590 2033 5.000% 32,535 2040 5.000% 45,770 Total par value of 2013 Revenue Bonds 476,585 Add: unamortized bond premium 10,638 Total 2013 Revenue Bonds, net 487,223$
Optional Redemption: The 2013 Revenue Bonds are subject to redemption at the option of the Authority, prior to maturity, in whole or in part (and if in part, in such order of maturity or within a maturity as the Authority shall specify, or if the Authority shall fail to specify, by lot or by such other method as the Paying Agent determines to be fair and reasonable and in any principal amount in Authorized Denominations), at any time on or after January 1, 2024. Any such redemption shall be made at a redemption price equal to 100% of the principal amount of the 2013 Revenue Bonds to be redeemed, plus accrued interest to the Redemption Date.
Page 36
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Maturities of Principal and Interest on Bonds: The following presents the principal and interest due on all bonds outstanding as of December 31, 2015 (assuming the letter of credit agreements with respect to the variable rate 2008 and 2010 Revenue Refunding Bonds are renewed over the term of the bonds and the bonds are remarketed):
Years Ending December 31, Principal Interest * Total 2016 $50,010 $47,793 $97,803 2017 52,870 47,163 100,033 2018 55,865 46,496 102,361 2019 59,050 45,787 104,837 2020-2024 348,915 217,810 566,725 2025-2029 301,535 191,583 493,118 2030-2034 260,575 135,596 396,171 2035-2039 332,035 62,284 394,319 2040 76,690 1,917 78,607 1,537,545 1,537,545 796,429$ 2,333,974$ Net unamortized bond discounts and premiums 25,453
1,562,998$ 1,562,998$
* does not include the net swap payments on the Authority’s hedged variable rate bonds (Note 4)
The interest on variable rate debt is computed using the interest rate effective at December 31, 2015. The interest rates on the Authority’s variable rate debt are set by the remarketing agent and are reset weekly.
Interest on all of the Authority’s fixed rate debt (revenue bonds and port district project bonds issued in 1999, 2010, 2012 and 2013) is payable semi-annually on January 1 and July 1 in each year. Interest on the 2008 and 2010 Revenue Refunding Bonds is payable monthly on the first business day of each month. The Authority is current on all of its monthly debt service payments on all obligations.
LOC Renewal/Replacement History: In March 2013, the letters of credit supporting the 2010 variable rate bonds were replaced with new letters of credit from Royal Bank of Canada (Series A), Barclay’s Bank PLC (Series B), and The Bank of New York Mellon (Series C), which expire in March 2016, March 2015, and March 2016, respectively. If the letter of credit agreements supporting the 2010 Series A and Series C variable rate bonds are not renewed in 2016 and the 2010 Series A and Series C bonds are mandatorily redeemed, the 2016 debt service requirements will be $206,595, rather than the $50,010 shown in the table above. On February 18, 2015, Barclays Bank PLC (Series B) delivered a “Notice of Extension” to TD Bank (trustee for bonds), to extend the “stated Expiration Date” in the LOC to March 20, 2018.
In June 2013, the letters of credit supporting the 2008 variable rate bonds were renewed and extended with Bank of America, N.A. and TD Bank, N.A. to July 2016 and December 2017, respectively. If the letter of credit agreements supporting the 2008 variable rate bonds are not renewed in 2016 and 2017 and the 2008 bonds are mandatorily redeemed, the 2016 debt service requirements will be $169,195, rather than the $50,010 shown in the table above and the 2017 debt service requirements will be $174,980, rather than the $52,870 shown in the table above.
Page 37
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Debt Authorized but not Issued: At its August 2013 meeting, the Authority’s Board authorized the issuance, sale and delivery of up to $550,000 in taxable or tax-exempt fixed rate bonds, to fund the 5-year 2013 Capital Plan (DRPA-13-094). This resolution rescinded and repealed all prior resolutions (DRPA-09-064 and DRPA-13-030) and any prior inconsistent resolutions. In December 2013, the Authority issued $476,600 in fixed rate bonds (the 2013 Revenue Bonds) based on this resolution. As of December 31, 2015, approximately $73,400 remains as authorized, but not issued.
Bond Ratings:
Moody’s Investors Service Bond Ratings (Moody’s): Concurrent with the issuance of the $153,030 in Port District Project Refunding Bonds, on November 30, 2012, Moody’s affirmed the ratings on all Authority Revenue and Port District Project Bonds; however, the outlook improved from “negative” to “stable” on all bonds. (This represented the first change in Moody’s ratings since it had assigned a “negative” outlook on all the Authority’s bonds in March of 2010).
Concurrent with the Authority’s issuance of the $476,600 in new revenue bonds, in its report dated November 22, 2013; Moody’s assigned a rating of “A3” to the 2013 Revenue Bonds, and affirmed its existing ratings on all Authority bonds (revenue bonds at “A3”, port district bonds at “Baa3”). The outlook remains at “stable” for all bonds. As of December 31, 2015 these ratings and outlook remain in place.
Standard & Poor’s Ratings Services Bond Ratings (S&P): Concurrent with the issuance of $153,030 in Port District Project Refunding Bonds, on November 30, 2012, S&P affirmed the ratings on all Authority Revenue and Port District Project Bonds; however, the outlook improved from “stable” to “positive” on all bonds. (This represented the first change in S&P’s ratings outlook since it had assigned a “stable” outlook on all the Authority’s bonds in July 2009).
Concurrent with the Authority’s issuance of $476,600 in new revenue bonds, in its report dated November 27, 2013, S&P assigned a rating of “A” on the new series, and upgraded the Authority’s ratings on both its revenue and refunding bonds (from “A-“ to “A”) and on its port district project bonds (from “BBB-“ to “BBB”). The outlook is “stable” for all Authority bonds.
On December 23, 2014, S&P reaffirmed the Authority’s ratings for all of its Revenue/ Revenue Refunding and Port District Project bonds, at “A” and “BBB,” respectively, with a stable outlook. As of December 31, 2015, these ratings, and outlook, remained unchanged.
Ratings on Jointly Supported Transactions, 2008 Revenue Refunding Bonds: Moody’s Investors Service (“Moody’s”) and Standard & Poor’s Ratings Services, a division of The McGraw-Hill Companies, Inc. (“S&P”), initially assigned their municipal bond ratings to the 2008 Revenue Refunding Bonds based upon the understanding that upon delivery of the 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds, the respective Letter of Credit securing the payment when due of the principal of, or purchase price of 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds tendered for purchase and not otherwise remarketed and interest on the 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds will be delivered by Bank of America, N.A. and TD Bank, N.A., respectively.
The long-term ratings assigned by Moody’s and S&P reflect each organization’s approach to rating jointly supported transactions and are based upon the Direct Pay Letters of Credit provided by Bank of America, N.A. for the 2008A Revenue Refunding Bonds and TD Bank, N.A. for the 2008B Revenue Refunding Bonds. Since a loss to a bondholder of a 2008A Revenue Refunding Bond or a 2008B Revenue Refunding Bond would occur only if both the bank providing the applicable Letter of Credit and the Authority default in payment, Moody’s and S&P have assigned a long-term rating to the 2008 Revenue Refunding Bonds based upon the joint probability of default by both applicable parties.
Page 38
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Ratings on Jointly Supported Transactions, 2008 Revenue Refunding Bonds: (Continued): Set forth in the following chart are the jointly supported long term and short term ratings on the 2008 Revenue Refunding Bonds as of December 31, 2015: Long-term Short-term 2008A Revenue Refunding Bonds Moody’s: A1 VMIG 1 S&P AAA A-1
2008B Revenue Refunding Bonds Moody’s Aa1 VMIG 1 S&P AAA A-1+
No provider of a Letter of Credit is obligated to maintain its present or any other credit rating and shall have no liability if any such credit rating is lowered, withdrawn, or suspended
Ratings on Jointly Supported Transactions, 2010 Revenue Refunding Bonds: Moody’s and S&P, initially assigned their municipal bond ratings to the 2010 Revenue Refunding Bonds based upon the understanding that upon delivery of the 2010A Revenue Refunding Bonds, the 2010B Revenue Refunding Bonds or the 2010C Revenue Refunding Bonds, the respective Letter of Credit securing the payment when due of the principal of, or purchase price of the 2010A Revenue Refunding Bonds, the 2010B Revenue Refunding Bonds or the 2010C Revenue Refunding Bonds tendered for purchase and not otherwise remarketed and interest on the 2010A Revenue Refunding Bonds, the 2010B Revenue Refunding Bonds or the 2010C Revenue Refunding Bonds would be delivered by JPMorgan Chase Bank, N.A., Bank of America, N.A. and PNC Bank, N.A. respectively. In 2013, the existing Direct Pay Letters of Credit provided by JPMorgan Chase Bank, N.A., Bank of America, N.A. and PNC Bank, N.A. were replaced with Direct Pay Letters of Credit provided by Royal Bank of Canada, Barclays Bank PLC and The Bank of New York Mellon, respectively. The long-term ratings assigned by Moody’s and S&P reflect each organization’s approach to rating jointly supported transactions and are based upon the Direct Pay Letters of Credit provided by Royal Bank of Canada for the 2010A Revenue Refunding Bonds, Barclays Bank PLC for the 2010B Revenue Refunding Bonds and The Bank of New York Mellon for the 2010C Revenue Refunding Bonds. Since a loss to a bondholder of a 2010A Revenue Refunding Bond, a 2010B Revenue Refunding Bond or a 2010C Revenue Refunding Bond would occur only if both the bank providing the applicable Letter of Credit and the Authority default in payment, Moody’s and S&P have assigned a long-term rating to the 2010 Revenue Refunding Bonds based upon the joint probability of default by both applicable parties. Set forth in the following chart are the jointly supported long term and short term ratings on the 2010 Revenue Refunding Bonds as of December 31, 2015:
Long-term Short-term 2010A Revenue Refunding Bonds Moody’s: Aa3 VMIG 1 S&P AAA A-1+
2010B Revenue Refunding Bonds Moody’s A1 VMIG 1 S&P AAA A-1+
2010C Revenue Refunding Bonds Moody’s Aa1 VMIG 1 S&P AAA A-1+
No provider of a Letter of Credit is obligated to maintain its present or any other credit rating and shall have no liability if any such credit rating is lowered, withdrawn, or suspended.
Page 39
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 13. Conduit Debt Obligations
The Authority is authorized to plan, finance, develop, acquire, construct, purchase, lease, maintain, market, improve and operate any project within the Port District including, but not limited to, any terminal, terminal facility, transportation facility, or any other facility of commerce or economic development activity, from funds available after appropriate allocation for maintenance of bridge and other capital facilities. Utilizing this authorization, the Authority has issued certain debt bearing its name to lower the cost of borrowing for specific governmental entities. This debt is commonly referred to as conduit (or non-commitment) debt. Typically, the debt proceeds are used to finance facilities within the Authority’s jurisdiction that are transferred to the third party either by lease or by sale. The underlying lease or mortgage loan agreement, which serves as collateral for the promise of payments by the third party, calls for payments that are essentially the same as collateral for the promise of payments by the third party, calls for payments that are essentially the same as those required by the debt. These payments are made by the third-party directly to an independent trustee, who is appointed to service and administer the arrangement. The Authority assumes no responsibility for repayment of this debt beyond the resources provided by the underlying leases or mortgage loans.
As of September 30, 2015, there was one series of Charter School Project Bonds outstanding, issued for the LEAP Academy Charter School, Inc. The corresponding aggregate principal totaling $8,500 was treated strictly as conduit debt obligations under Interpretation No. 2 of the Governmental Accounting Standards Board (GASB) and accordingly was not included in the financial statements. The following schedule details the series together with the amount outstanding:
12/31/14 09/30/15 10/06/15 12/31/15 Issue Issue Ending Ending Ending Issue Date Amount Balance Paid Balance Redeemed Balance
Charter School Project
Bonds, Series 2003 09/01/03 8,500$ 6,150$ (244)$ 5,825$ (5,825)$ -$
In 2013, the Authority was advised by the bond trustee, and counsel for LEAP Academy, that LEAP had lost its tax exemption for failure to file Form 990 for the past three years. LEAP bonds were issued through the Authority; however, DRPA has no responsibility for repayment of this debt, as the debt is guaranteed by Rutgers University. After various appeals, in September 2013, the IRS rescinded its letter thereby fully reinstating LEAP’s tax exemption
In 2015 LEAP Academy elected to optionally redeem the DRPA Charter School Project Bonds of 2003 in order to reduce its borrowing costs. (The Authority opted not to participate in this refinancing effort so the redeemed bonds were replaced with bonds issued through another agency).
On September 3, 2015 LEAP issued a conditional “Borrower’s Notice of Redemption” which was sent to the Bond Trustee, indicating its intention to redeem the remaining $5.825 million in principal outstanding on the bond issue, on October 6, 2015. On October 6, these bonds were fully redeemed and are no longer outstanding. In addition, LEAP Academy fully paid off the principal and interest (in the amount of $1.01 million) due on its existing loan with the Authority in December, 2015.
Note 14. Government Contributions for Capital Improvements, Additions and Other Projects
The Authority receives contributions in aid for financing capital improvements to the rapid transit system from the Federal Transit Administration and other government agencies. Capital improvement grant funds of $36,796 and $16,431 were received as of December 31, 2015 and December 31, 2014, respectively. The Authority receives federal and state grants for specific construction purposes that are subject to review and audit by the grantor agencies. Although such audits could result in disallowances under terms of the grants, it is the opinion of management that any required reimbursements will not be material to the Authority’s net position.
Page 40
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 15. Contingencies
Public Liability claim exposures are self-insured by the Authority within its self-insured retention limit of $5 million for each occurrence, after which, exists a $25 million limit of Claims Made Excess Liability Insurance per occurrence, and in the aggregate, to respond to any large losses exceeding the retention. The Authority, including DRPA and PATCO, self-insures the initial $1 million limit, per accident, for Workers’ Compensation claims, after which a $5 million limit of Excess Workers’ Compensation insurance is retained to respond to significant claims. (Note: PATCO was completely self-insured for Workers’ Compensation claims until 2014 when DRPA-14-020 approved the purchase of Excess Workers’ Compensation insurance for PATCO.) PATCO self-insures the initial $1 million limit, per accident, for Workers’ Compensation claims, after which a $5 million limit of Excess Workers’ Compensation insurance is retained to respond to significant claims.
Self-Insurance 2015 2014
Beginning balance 4,583$ 3,687$ Incurred claims 2,152 3,484 Payment of claims (2,274) (2,588) Other - administrative fees, recoveries - -
Ending balance 4,461$ 4,583$
The Authority is involved in various actions arising in the ordinary course of business and from Workers’ Compensation claims. In the opinion of management, the ultimate outcome of these actions will not have a material adverse effect on the Authority’s combined net position and combined results of operations.
The Authority purchases commercial insurance for all other risks of loss, e.g. bridge and non-bridge property, crime, terrorism, etc. The Authority reviews annually, and where appropriate, adjusts policy loss limits and deductibles as recommended by its insurance consultants in response to prevailing market conditions, loss experience, and revenues. Policy loss limits are established with the professional assistance of independent insurance broker consultants to ensure that sufficient coverage exists to accommodate the maximum probable loss that may result in the ordinary course of business. In addition, the amounts of settlements for the last three years have not exceeded the insurance coverage provided in those years.
Per Article 5.11 of the 1998 Bond Indenture, the Authority must certify and submit to the bond trustee, by April 30 of each year, that it has sufficient coverage with regards to “multi-risk insurance” (on DRPA and PATCO facilities), “use and occupancy insurance” (i.e., business interruption), etc. The Authority submitted its annual certification to the bond trustee, prior to the deadline, in April 2014.
Note 16. Commitments
Development Projects: In support of previously authorized economic development projects, the DRPA’s Board of Commissioners authorized loan guarantees to various banks to complete the financing aspects of a particular project. The Authority’s Board authorized loan guarantees in an amount not to exceed $27,000, prior to 2011 when the Board stopped funding new economic development projects.
At year-end 2014, the Authority had two (2) outstanding loan guarantees with various banks, one with L3 Communications (for $10,000) and the other with the Home Port Alliance. On February 6, 2015, the Authority entered into a “Mutual Release of Guaranty” agreement with NJEDA, wherein both parties released each other from any obligations under the DRPA guaranty, thereby discharging the guarantee.
Page 41
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 16. Commitments (Continued)
Home Port Alliance Guarantee (extended 2012): On June 6, 2012, the Authority negotiated a three- year extension of the existing $900 loan guarantee that supports a loan from TD Bank, N.A. to the Home Port Alliance for the Battleship New Jersey. The loan guarantee expired on June 6, 2015.
The Authority’s Board authorized the Authority to extend the loan guaranty for a ten-year period (DRPA- 15-048). In July 2015, the previously Board-approved ten (10) year loan guarantee for $796 was executed with TD Bank.
As of December 31, 2015, the Authority had only one loan guarantee, in the amount of $796, with Home Port Alliance outstanding. The Authority has made no cash outlays relating to this guarantee.
Community Impact: The Authority has an agreement with the City of Philadelphia (City) for Community Impact regarding the PATCO high-speed transit system (“Locust Street Subway Lease”). The agreement expires on December 31, 2050. In 2015, the base amount payable to the City will total $3,281 as adjusted for the cumulative increases in the Consumer Price Index (CPI) between 1999 and 2014. Base payments remaining in 2016 through 2018 shall equal the previous year’s base payment adjusted by any increase in the CPI for that year. For the years 2018 through 2050, the annual base payment shall equal one dollar.
In addition, for the duration of the lease, the Authority is required to annually create a PATCO Community Impact Fund in the amount of $500, with payment of such fund to be divided annually between communities within the Commonwealth of Pennsylvania and the State of New Jersey, based on PATCO track miles in the respective states.
The estimated minimum commitment, adjusted for the effect of the increase in the CPI at December 31, 2015, is as follows: Year Amount 2016 3,787 2017 3,827 2018 500 2019 500 Thereafter 15,500
24,114$ 24,114$
OCIP Letters of Credit: In May 2008, the Authority entered into two new separate irrevocable standby Letters of Credit with TD Bank, N.A. (formerly Commerce Bank) and Wachovia Bank in support of the Authority’s “Owner Controlled Insurance Program (OCIP).” Under this program, the Authority purchased coverage for all contractors working on major construction projects.
The Letter of Credit with Wells Fargo Bank (formerly Wachovia Bank) was for a four-year term in the amount of $5,000 with an expiration date of May 7, 2012. The Letter of Credit with TD Bank, N.A. (formerly Commerce Bank) was in an initial amount of $3,015 and automatically increased annually each May, in the amount of $816, until it expired on May 7, 2012.
Page 42
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 16. Commitments (Continued)
OCIP Letters of Credit (Continued): During 2012, the Authority extended its OCIP for a six-month period. As a consequence, in consultation with the insurance carrier, the Authority’s LOC requirement supporting the program was reduced by $5,000. The Letter of Credit with TD Bank, N.A. was renewed on May 7, 2012 in the amount of $5,462 to expire on December 31, 2013, and again renewed on December 11, 2013 to expire December 31, 2014. The OCIP Letter of Credit with Wells Fargo Bank, in the amount of $5,000, was not renewed.
At its April 12, 2014 meeting, the Authority’s Board passed resolution DRPA-14-052 to extend the OCIP from June 30, 2014 to December 31, 2014. In December 2014, the Authority extended the $5,462 letter of credit with TD Bank, to expire on December 31, 2015. (Prior to year-end 2015, the Authority renewed the LOC with TD Bank to expire on December 31, 2016).
As of December 31, 2015, the unused amount of the Letter of Credit totaled $5,462. No drawdowns have been made against any Letter of Credit.
Direct Pay Letters of Credit (2008 Revenue Refunding Bonds): The Authority’s 2008 Revenue Refunding Bonds (Series A and B), are secured by irrevocable transferable Direct Pay Letters of Credit (DPLOC) issued by two credit providers, the Bank of America, N.A. and TD Bank, N.A., in the initial amounts of $172,600 and $191,800, respectively. The Authority entered into separate Reimbursement Agreements with each credit provider to facilitate the issuance of said DPLOCs.
Each Letter of Credit is in an original stated amount which is sufficient to pay the unpaid principal amount of and up to fifty-three (53) days of accrued interest (at a maximum interest rate of 12%) on the related 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds, when due, and the Purchase Price of the 2008A Revenue Refunding Bonds or the 2008B Revenue Refunding Bonds tendered or deemed tendered for purchase and not remarketed. The Credit Provider for the 2008A Revenue Refunding Bonds is only responsible for payments with respect to the 2008A Revenue Refunding Bonds for which the 2008A Letter of Credit was issued and the Credit Provider for the 2008B Revenue Refunding Bonds is only responsible for payments with respect to the 2008B Revenue Refunding Bonds for which the 2008B Letter of Credit was issued. The 2008A Letter of Credit and the 2008B Letter of Credit were renewed in July of 2010 and which expired in July of 2013.
As described in the Official Statement for the 2008 Revenue Refunding Bonds, “any draw under Letter of Credit for principal, interest or Purchase Price creates a reimbursement obligation on the part of the Authority that is secured by the 1998 Revenue Bond Indenture on a parity basis with the 2008 Revenue Refunding Bonds.” (Additional information related to this transaction and the accompanying Letters of Credit can be found under Note 12).
These letters of credit were renewed with the Bank of America, N.A. and TD Bank, N.A. in 2013. The new letters of credit with Bank of America, N.A. and TD Bank, N.A. expire on July 22, 2016 and December 31, 2017, respectively.
Letter of Credit Provider Ratings: Ratings for these banks as of December 31, 2015 are as follows:
Long-Term Short-Term Moody's S&P Fitch * Moody's S&P Fitch *
Bank of America, N.A. (Series A) A2 A- A P-1 A-2 F1 Stable Negative Negative
TD Bank, N.A. (Series B) Aa1 AA- AA- P-1 A-1+ F1+ Stable Negative Stable
* In April 2012, at the Authority’s request, Fitch Ratings assigned a rating of “A/F1” (stable outlook) to the Authority’s 2008 Series A Revenue Refunding Bonds, based on the DPLOC support provided by the Bank of America, N.A. (“A/F1”, stable outlook) on the bonds Page 43
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 16. Commitments (Continued)
Direct Pay Letters of Credit (2010 Revenue Refunding Bonds): The Authority’s 2010 Revenue Refunding Bonds (Series A, B and C), were secured by irrevocable transferable Direct Pay Letters of Credit (DPLOC) issued by three credit providers, the Bank of America, N.A., JP Morgan Chase Bank, N.A. and PNC Bank, N.A. in the initial amounts of $152.6 million, $152.6 million and $50.9 million, respectively. The Authority entered into separate Reimbursement Agreements with each credit provider to facilitate the issuance of said DPLOCs. These DPLOC’s were terminated in March 2013, and replaced with new letters of credit from Royal Bank of Canada (Series A), Barclay’s Bank PLC (Series B), and Bank of New York Mellon (Series C). Those letters of credit have an expiration of March 18, 2016, March 20, 2015, and March 18, 2016, respectively. On February 18, 2015, Barclays Bank PLC (Series B) delivered a “Notice of Extension” to TD Bank (trustee for bonds), to extend the “stated Expiration Date” for the LOC to March 20, 2018.
Each Letter of Credit is an irrevocable transferable direct-pay obligation of the respective issuing Credit Provider to pay to the Trustee, upon request and in accordance with the terms thereof, amounts sufficient to pay the unpaid principal amount and up to fifty-three (53) days (or such greater number of days as required by the rating agencies) days’ accrued interest (at the maximum interest rate of 12%) on the related 2010 A Revenue Refunding Bonds, 2010 B Revenue Refunding Bonds or 2010 C Revenue Refunding Bonds when due, whether at the stated maturity thereof or upon acceleration or call for redemption, and amounts sufficient to pay the Purchase Price of the 2010 A Revenue Refunding Bonds, the 2010 B Revenue Refunding Bonds or the 2010 C Revenue Refunding Bonds, as applicable, tendered for purchase and not remarketed. A draw under a Letter of Credit for principal and interest or Purchase Price creates a Reimbursement Obligation (as defined in the 1998 Revenue Bond Indenture) on the part of the Authority.
Letter of Credit Provider Ratings: Ratings for these banks as of December 31, 2015 are as follows:
Long-Term Short-Term Moody's S&P Fitch Moody's S&P Fitch *
Royal Bank of Canada Aa3 AA- AA P-1 A-1+ F1+ Negative Negative Stable
Barclay's Bank A2 A- A P-1 A-2 F1 PLC Negative Stable Stable
Bank of New York Aa2 AA- AA- P-1 A-1+ F-1+ Mellon Stable Stable Stable
Page 44
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 16. Commitments (Continued)
Contractual Commitments: As of December 31, 2015 the Authority had board-approved contracts with remaining balances as follows: Total Benjamin Franklin Bridge: Bridge and pavement repairs and inspection 6,902$ Temporary toll, clerical, administration and custodial workers 2,018 Toll revenue, transportation, processing and systems upgrade 7,097 ERP consulting services 10,082 Engineering services - program management and task orders 18,350 Other 608 Walt Whitman Bridge: Camera installation 75 Deck design, construction, rehabilitation and inspection 2,915 Suspension span stiffening 128,086 Suspension rope investigation and painting 54,809 Toll plaza substructure and pavement repair 7,362 Commodore Barry Bridge: Bridge painting phase I & II 7,768 Structural repairs and pavement markings and repairs 2,038 Admininistration building switchgear replacement 458 Betsy Ross Bridge: Resurfacing design services, structural repairs and inspection 10,702 PATCO System: Car overhaul program 114,720 Track rehabilitation across Ben Franklin Bridge 3,999 Emergency generator rectifier replacement 2,234 Westmont viaduct and track rehabilitation 13,338 Other 3,824 Other: One Port Center and Gateway remedial investigation 1,443 Other equipment and system upgrades and maintenance 3,083
401,912$ 401,912$
Note 17. Bridge and PATCO Fare Schedules
Bridge Fares: On July 1, 2011, the approved new bridge toll schedule was implemented as follows:
Class 1 - Motorcycle 5.00$ Class 2 - Automobile 5.00 Class 3 - Two Axle Trucks 15.00 Class 4 - Three Axle Trucks 22.50 Class 5 - Four Axle Trucks 30.00 Class 6 - Five Axle Trucks 37.50 Class 7 - Six Axle Trucks 45.00 Class 8 - Bus 7.50 Class 9 - Bus 11.25 Class 10 - Senior Citizen (with 2 tickets only) 2.50 Class 13 - Auto with Trailer (1 axle) 8.75
Page 45
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 17. Bridge and PATCO Fare Schedules (Continued)
PATCO Passenger Fares: On July 1, 2011, a new fare schedule was implemented as follows:
Lindenwold/Ashland/Woodcrest 3.00$ Haddonfield/West Haddonfield/Collingswood 2.60 Ferry Avenue 2.25 New Jersey 1.60 City Hall/Broadway/Philadelphia 1.40
Off-Peak Reduced Fare Program 0.70
As noted above, PATCO has a federally mandated reduced off-peak fare program for “elderly persons and persons with disabilities.” These off-peak rates increased from $0.62/trip to $0.70/trip.
In December 2014, the Authority’s Board of Commissioners passed DRPA-14-147 (DRPA Resolution Authorizing Deferral of Biennial CPI toll increase) which deferred the CPI-indexed biennial toll increase from January 1, 2015 to January 1, 2017 (See Note. 20, Subsequent Events for further information related to the toll schedule).
Reinstitution of Commuter E-ZPass Discount: At its July 2015 meeting, the Authority’s Board approved a resolution DRPA 15-090 (“Authorize Amendment to Current DRPA Bridge Toll Schedule to Include Discounted Tolling for Certain Passenger Vehicles Making Minimum Number of Tolled-Crossings over DRPA Bridges and Related Actions”), to re-implement an $18 credit/18 trips per month for commuter passenger vehicles in the NJ E-ZPass system (the Authority is a member of this consortium.). Programming to implement this initiative was finalized and the new commuter discount became effective on December 1, 2015 with the first credit issued in January 2016.
Note 18. New Governmental Accounting Pronouncements
The Governmental Accounting Standards Board (GASB) has issued several statements that have effective dates that may impact future financial presentations. Management has not completed the process of evaluating the impact the following statements will have on the financial statements but has determined that the effect of implementing GASB Statements No. 68 and No. 71 will be material to the financial statements.
GASB Statement No. 68, Accounting and Financial Reporting for Pensions - an amendment of GASB Statement No. 27, issued in June 2012, will be effective for the Authority beginning with the year ending December 31, 2015. This statement replaces the requirements of Statement No. 27, Accounting for Pensions by State and Local Governmental Employers and Statement No. 50, Pension Disclosures, as they relate to governments that provide pensions through pension plans administered as trusts or similar arrangements that meet certain criteria. Statement 68 requires governments providing defined benefit pensions to recognize their long-term obligation for pension benefits as a liability for the first time, and to more comprehensively and comparably measure the annual costs of pension benefits. The Statement also enhances accountability and transparency through revised and new note disclosures and required supplementary information (RSI).
GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to Measurement Date, issued in November 2013, will be effective for the Authority beginning with the year ending December 31, 2015. This statement amends paragraph 137 of GASB Statement No. 68 to require that, at transition, a government recognize a beginning deferred outflow of resources for its pension contributions, if any, made subsequent to the measurement date of the beginning net pension liability. GASB Statement No. 68, as amended, continues to require that beginning balances for other deferred outflows of resources and deferred inflows of resources related to pensions be reported at transition only if it is practical to determine all such amounts. The provisions of GASB Statement No. 71 should be applied simultaneously with the provisions of GASB Statement No. 68.
Page 46
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 18. New Governmental Accounting Pronouncements (Continued)
In 2013, the Authority adopted GASB Statement No. 61, The Financial Reporting Entity: Omnibus an amendment of GASB Statements No. 14 and No. 34. This Statement is intended to improve financial reporting for a governmental financial reporting entity by improving guidance for including, presenting, and disclosing information about component units and equity interest transactions of a financial reporting entity.
Note 19. Blended Component Unit
In 2013, the Authority adopted GASB Statement No. 61, The Financial Reporting Entity: Omnibus an amendment of GASB Statements No. 14 and No. 34. This Statement intended to improve financial reporting for a governmental financial reporting entity by improving guidance for including, presenting, and disclosing information about component units and equity interest transactions of a financial reporting entity.
Port Authority Transit Corporation (PATCO) is a wholly-owned subsidiary of the DRPA, established to operate and maintain the rapid transit system owned and constructed by DRPA. PATCO and DRPA share the same Board of Commissioners. A financial benefit or burden relationship exists between DRPA and PATCO as DRPA subsidizes the losses of PATCO and intends to continue to do so. The financial results of PATCO have been blended with those of DRPA in the financial statements.
Rent of Transit System Facilities: All rapid transit system facilities used by PATCO are leased from the Authority, under terms of an agreement dated April 18, 1969 and amended June 3, 1974. The lease requires PATCO to operate and maintain the Locust-Lindenwold line. The terms of the amended agreement, which was made retroactive to January 1, 1974, and which is to continue from year to year, provide that PATCO pay a minimum annual rental of $6,122, which approximates the sum of the annual interest expense to the Authority for that portion of its indebtedness attributable to the construction and equipping of the leased facilities plus the provision for depreciation of the rapid transit facilities as recorded by the Authority. In addition, the lease requires PATCO to pay to the Authority any net earnings from operations for the Locust-Lindenwold line less a reasonable amount to be retained for working capital and operating reserves.
PATCO’s outstanding liability to the DRPA for period January 1, 1974 to December 31, 2015 related to this lease agreement totals $256,974.
Net Position: The net position totaling ($671,936) and ($644,424) as of December 31, 2015 and December 31, 2014, respectively, represents the total losses for PATCO since inception.
Page 47
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 19. Blended Component Unit (Continued)
Condensed combining financial information applicable to DRPA and PATCO as of and for the period ending December 31, 2015 is as follows:
DRPA PATCO Total
Current assets 775,357$ 14,208$ 789,565$ Receivable from primary government - - Noncurrent assets 153,258 153,258 Capital assets 1,428,132 1,428,132 Other assets 14,394 14,394
Total assets 2,371,141 14,208 2,385,348
Deferred outflows of resources 14,489 14,489
Total assets and deferred outflows of resources 2,385,630 14,208 2,399,838
Current liabilities 117,237 7,783 125,020 Payables to primary government: Lease agreement (256,974) 256,974 Advances from DRPA (409,878) 409,878 Noncurrent liabilities 1,701,803 11,508 1,713,311 Total liabilities 1,152,188 686,143 1,838,331 Net investment in capital assets 153,283 153,283 Restricted 94,670 94,670 Unrestricted 985,489 (671,936) 313,554
Total net position 1,233,442$ (671,936)$ 561,506$
Page 48
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 19. Blended Component Unit (Continued)
Condensed combining financial information applicable to DRPA and PATCO as of and for the period ended December 31, 2015 is as follows (continued):
DRPA PATCO Total Operating revenues Bridge revenues 314,060$ - 314,060$ Transit systems - 26,618 26,618 Other 30 - 30
Total operating revenues 314,090 26,618 340,708 Operating expenses Operations 95,737 48,674 144,412 Depreciation 57,614 57,614 Total operating expenses 153,352 48,674 202,026 Operating income 160,738 (22,056) 138,682 Nonoperating revenues (expenses) Interest expense (75,892) (75,892) Economic development activities (4,166) (4,166) Lease rental 6,122 (6,122) Other 281,208 666 281,874 Total nonoperating revenues (expenses) 207,272 (5,456) 201,817 Capital contributions 36,797 - 36,797 Change in net position 1,173 (27,512) (26,339) Net position, January 1 1,232,269 (644,424) 587,845 Net position, December 31 1,233,442$ (671,936)$ 561,506$
DRPA PATCO Total Net cash provided by (used in) operating activities 347,560$ (26,471)$ 321,089$ Net cash provided by (used in) capital and non capital related financing activities (253,243) 26,243 (227,000) Net cash provided by (used in) investing activities (122,865) - (122,865) Net increase in cash and cash equivalents (28,548) (228) (28,776) Cash and cash equivalents, January 1 33,234 1,062 34,296
Cash and cash equivalents, December 31 4,686$ 834$ 5,520$
Page 49
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 19. Blended Component Unit (Continued)
Condensed combining financial information applicable to DRPA and PATCO as of and for the year ended December 31, 2014 is as follows:
DRPA PATCO Total
Current assets 720,900$ 12,798$ 733,698$ Receivable from primary government (1,028) 1,028 Noncurrent assets 239,730 239,730 Capital assets 1,348,022 1,348,022 Other assets 15,464 15,464
Total assets 2,323,088 13,826 2,336,914
Deferred outflows of resources 128,763 128,764
Total assets and deferred outflows of resources 2,451,851 13,826 2,465,678
Current liabilities 114,181 7,546 121,727 Payables to primary government: Lease agreement (250,852) 250,852 Advances from DRPA (385,339) 385,339 Noncurrent liabilities 1,741,591 14,513 1,756,106 Total liabilities 1,219,581 658,250 1,877,833 Net investment in capital assets 174,762 174,762 Restricted 215,004 215,004 Unrestricted 842,503 (644,424) 198,079
Total net position 1,232,269$ (644,424)$ 587,845$
Page 50
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 19. Blended Component Unit (Continued)
Condensed combining financial information applicable to DRPA and PATCO as of and for the year ended December 31, 2014 is as follows (continued):
DRPA PATCO Total Operating revenues Bridge revenues 304,944$ 304,944$ Transit systems 25,787$ 25,787 Other 150 150 Total operating revenues 305,094 25,787 330,882 Operating expenses Operations 98,747.22 47,130 145,877 Depreciation 57,425 57,425 Total operating expenses 156,172 47,130 203,302 Operating income 148,922 (21,343) 127,579 Nonoperating revenues (expenses) Interest expense (79,802) (79,802) Economic development activities (2,401) (2,401) Lease rental 6,122 (6,122) Other 11,189 3,460 14,649 Total nonoperating revenues (expenses) (64,892) (2,662) (67,554) Capital contributions 16,431 - 16,431 Change in net position 100,461 (24,005) 76,456 Net position, January 1 1,131,808 (620,419) 511,389
Net position, December 31 1,232,269$ (644,424)$ 587,845$
DRPA PATCO Total Net cash provided by (used in) operating activities 218,304$ (22,053)$ 196,251$ Net cash provided by (used in) capital and noncapital financing activities (258,957) 22,057 (236,900) Net cash provided by (used in) investing activities 44,497 44,497 Net increase in cash and cash equivalents 3,844 5 3,848 Cash and cash equivalents, January 1 29,390 1,057 30,447 Cash and cash equivalents, December 31 33,234$ 1,062$ 34,296$
Page 51
NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended December 31, 2015 (Dollars in Thousands)
Note 20. Subsequent Events
Status of Union Labor Negotiations: The status of contract negotiations with four (4) unions is described below:
1.) IUOE: The collective bargaining agreement between the Authority and the IUOE expired on December 31, 2012. Employees continue to work with an expired contract while contract negotiations are ongoing.
2.) Teamsters: PATCO has a collective bargaining agreement with Teamsters’ Union Local 676, representing operating and maintenance personnel at PATCO, which expired on May 31, 2011. Currently the parties are involved in contract negotiations and the employees continue to work with an expired contract.
3.) IBEW: The collective bargaining agreement with the IBEW expired by its terms on December 31, 2011. Employees continue to work with an expired contract while contract negotiations are ongoing. The collective bargaining agreement between the Authority and the IUOE expired on December 31, 2012. Employees continue to work with an expired contract while contract negotiations are ongoing.
The collective bargaining agreement between the Authority and the IUOE expired on December 31, 2012. Employees continue to work with an expired contract while contract negotiations are ongoing.
Federal Subpoena: The Authority was served with a Federal Grand Jury Subpoena in March 2013 requiring document production concerning economic development spending from 2008. The Authority retained Special Counsel, fully cooperated, and has been open and transparent in providing responsive information. Compliance costs and counsel fees were significant, but did not materially impact the Authority's financial position. On March 31, 2015, the Authority was granted permission by the government to lift the litigation hold in this matter. There has been no recent activity. 2016 Expiring Letters of Credit – In anticipation of the anticipated expiration of three DPLOCs during March (Royal Bank and BNY Mellon) and August (Bank of America), at its January 2016 meeting, the Authority’s Board passed Resolution DRPA #16-070, “Authorizing LOC Extensions & RFP for Alternate Liquidity Structures” authorizing the Authority to extend the maturities of these LOC,”…. upon terms most advantageous to the Authority.”,
Subsequently, the Authority extended the LOC with BNY for a period of three months (90 Days) to mature on June 16, 2016 and with Royal Bank to mature on August 1, 2016. The extension of the Bank of America LOC is still being negotiated. The Authority has issued a RFP to solicit proposals from investment firms and banks on LOC replacement or alternative financing structures for the aforementioned expiring LOCs.. Proposals are due on Monday, March 28, at which point, the Authority with the assistance of its Financial Advisors will review the proposals and recommend the best course of action to the Finance Committee for its review.
Bi-ennial Inspection Contractor Awards – At its January meeting, the Authority’s Board approved five (5) contractors to perform the bi-ennial inspections of its core facilities, pursuant to the Authority’s Board Indentures. The inspections for the four bridges and PATCO have a “not-to-exceed’ amount of $2,867,000. The Authority must supply certifications relative to the condition of its bridges to its Bond Trustee by October 1, 2016.
Page 52
Schedule 1 DELAWARE RIVER PORT AUTHORITY CASH & CASH EQUIVALENTS December 31, 2015
REVENUE FUND: Cash on hand: Change funds for bridges Undeposited tolls and ticket sales 1,335,500
Santander 90,597 TD Bank N.A. 1,730,520 Bank of America 74,937 Bank Of New York Mellon 859 Wells Fargo Bank 235,419 3,467,834
1998 PORT DISTRICT PROJECT FUND: Santander 4,108
1999 PORT DISTRICT PROJECT FUND: Wells Fargo Bank 473,158
1999 PROJECT FUND: Santander 59,566
GENERAL FUND: Cash on hand - change and working funds for PATCO Transit System Stations 242,338 Wells Fargo Bank 435,935 Santander 72,384 Bank Of New York Mellon 141,943 TD Bank N.A. 622,443 1,515,043
Total 5,519,708
Page 53 Schedule 2 DELAWARE RIVER PORT AUTHORITY INVESTMENTS DECEMBER 31, 2015
Par Value Fair Value REVENUE FUND: AIMMoneyMarket $ 12,614,929 12,614,929 Mellon Bank Money Market 1,078,000 1,078,000 $ 13,692,929 13,692,929
MAINTENANCE RESERVE FUND (Restricted): Goldman Sachs Money Market $ 4,837,676 4,837,676
1999 PDP DEBT SERVICE FUND (Restricted): Federated Treasury Cash Series II $ 4,861,057 4,861,057
2012 PDP DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 9,565,926 9,565,926
2010 DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 7,716,537 7,716,537
2013 DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 11,832,340 11,832,340
2008 DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 18,921,589 18,921,589
1998B BOND RESERVE FUND (Restricted): GoldmanSachsMoneyMarket $ 77,183,825 77,183,825 Abbey National N.A. Paper due 01/04/16 (includes accrued interest) 40,830,000 40,811,159 $ 118,013,825 117,994,984
2010 REVENUE REFUNDING DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 21,866,591 21,866,591
2012 PORT DISTRICT DEBT SERVICE RESERVE FUND (Restricted): Abbey National N.A. Paper due 01/04/2016 (includes accrued interest) $ 10,745,000 10,740,086 Goldman Sachs Treasury Obligation Money Market 8,668,840 8,668,840 $ 19,413,840 19,408,927
GENERAL FUND: AIMMoneyMarket $ 65,232,690 65,232,690 PFM Cash Reserve Money Market 505,711 505,711 UBSInvestments 35,393,838 32,289,071 MorganStanley/DeanWitterInvestments 27,057,859 27,094,981 Swarthmore Group Investments 54,087,486 54,183,264 HaverfordTrustInvestments 5,583,620 5,441,762 HaverfordTrustC/D 6,412,914 6,412,914 TDBankInvestmentAccount 13,648,759 38,648,749 WF Cap Res Pay-as-You-Go Money Market 281,564,162 281,564,162 USTreasuryBillsdue07/01/15 2,655,000 2,656,101 Unrealizedlossoninvestments (2,262,514) (2,262,514) $ 489,879,525 511,766,892
Page 54 Schedule 2 DELAWARE RIVER PORT AUTHORITY INVESTMENTS DECEMBER 31, 2015 1998 PORT DISTRICT PROJECT FUND: PFM Cash Reserve Money Market $ 312 312
1999 PORT DISTRICT PROJECT FUND Goldman Sachs Money Market $ 13,837,650 13,837,650
2001 PORT DISTRICT PROJECT FUND: Goldman Sachs Money Market $ 949,643 949,643
2013 REVENUE BOND PROJECT FUND: Wells Fargo Money Markets $ 153,258,025 153,258,025
Total investments $ 888,647,467 910,511,080
Page 55 DELAWARE RIVER PORT AUTHORITY Schedule 3 INTEREST INCOME BY FUND
Period Ended
12/31/2015 12/31/2014 Revenue Fund $365,031 $360,924 Maintenance Reserve Fund 149,151 147,781 1998 Port Project Fund 0 1 1999 Port Project Fund 1,223 1,165 2001 Port Project Fund 58 85 1998 Port District Debt Service Fund 285 303 2010 Debt Service Fund A, B, C 668 684 2010 Debt Service Fund D 302 282 1998 Bond Reserve Fund 2,593,520 2,958,265 2012 Port Debt Service Reserve Fund 615,347 616,992 2008 Debt Service Fund 578 595 2013 Project Fund 201,998 151,958 2013 Debt Service Fund 347 385 General Fund 3,687,622 2,669,131 7,616,131 6,908,551
Page 56 Schedule 4 DELAWARE RIVER PORT AUTHORITY BRIDGE REVENUES AND OPERATING EXPENSES FOR THE PERIODS INDICATED
PeriodEnded FourthQuarter 12/31/2015 12/31/2014 2015 2014 BENJAMIN FRANKLIN BRIDGE Operating revenues: Bridgetolls $97,738,705 $97,929,374 $24,272,418 $23,743,496 Other $6,493,705 $7,478,577 $1,594,106 $1,323,347 Totaloperatingrevenues $104,232,411 $105,407,951 $25,866,523 $25,066,843 Operatingexpenses $16,656,647 $15,080,979 $4,457,515 $4,633,387 Net operating revenues $87,575,764 $90,326,972 $21,409,008 $20,433,456
WALT WHITMAN BRIDGE Operating revenues: Bridgetolls $122,649,010 $116,255,674 $30,719,558 $29,195,637 Other $325,459 $330,243 $120,168 $119,464 Totaloperatingrevenues $122,974,469 $116,585,917 $30,839,726 $29,315,101 Operatingexpenses $16,626,954 $16,685,376 $4,661,462 $5,213,944 Net operating revenues $106,347,515 $99,900,540 $26,178,263 $24,101,157
COMMODORE BARRY BRIDGE Operating revenues: Bridgetolls $52,086,608 $49,680,133 $13,032,218 $12,432,809 Other $0 $0 $0 $0 Totaloperatingrevenues $52,086,608 $49,680,133 $13,032,218 $12,432,809 Operatingexpenses $7,512,065 $7,852,488 $2,114,367 $2,209,440 Net operating revenues $44,574,544 $41,827,645 $10,917,851 $10,223,368
BETSY ROSS BRIDGE Operating revenues: Bridgetolls $34,766,220 $33,407,857 $9,458,724 $8,775,901 Other $0 $0 $0 $0 Totaloperatingrevenues $34,766,220 $33,407,857 $9,458,724 $8,775,901 Operatingexpenses $8,039,046 $8,015,171 $2,141,603 $2,247,547 Net operating revenues $26,727,174 $25,392,686 $7,317,121 $6,528,355
COMBINED TOTALS Operating revenues: Bridgetolls $307,240,544 $297,273,038 $77,482,918 $74,147,843 Other $6,819,164 $7,808,820 $1,714,273 $1,442,811 Totaloperatingrevenues $314,059,708 $305,081,859 $79,197,191 $75,590,654 Operatingexpenses $48,834,711 $47,634,014 $13,374,948 $14,304,319 Net operating revenues $265,224,997 $257,447,844 $65,822,243 $61,286,336
Page 57 Schedule 5 DELAWARE RIVER PORT AUTHORITY ECONOMIC DEVELOPMENT ACTIVITY FOR THE PERIOD ENDED DECEMBER 31, 2015
2015 YTD Activity Year Ended (New Loans and 12/31/15 12/31/14 Principal Payments) ECONOMIC DEVELOPMENT LOANS: Cooper River Boathouse 658,997$ 706,016$ (47,019)$ LEAP Academy -$ 1,212,665$ (1,212,665)$ Victor Lofts -$ 2,976,762$ (2,976,762)$ Camden Aquarium 13,715,838$ 14,188,179$ (472,341)$ Home Line Furniture 168,408$ 204,206$ (35,798)$ Total Loans 14,543,242$ 19,287,828$ (4,744,585)$
Provision for loan losses (1,344,551)$ (1,344,551)$ -$
Total Loans per Balance Sheet - Net 13,198,692$ 17,943,277$ (4,744,585)$
Page 58
DRPA BOARD MINUTES
1 DELAWARE RIVER PORT AUTHORITY
2
3 BOARD MEETING
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5 One Port Center 2 Riverside Drive 6 Camden, NJ Wednesday, March 16, 2016 7
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 PRESENT
2 Pennsylvania Commissioners
3 Ryan Boyer, Chairman of DRPA/PATCO Boards Victoria Madden (for Pennsylvania Auditor General 4 Eugene DePasquale) (via telephone) Osagie Imasogie (for Pennsylvania State Treasurer 5 Reese)(via telephone; from 9:00 to 9:55 a.m.) Timothy Reese, Pennsylvania State Treasurer (via 6 telephone; joined at 9:55 a.m.) Antonio Fiol-Silva 7 Carl Singley, Esq. Marian Moskowitz 8 New Jersey Commissioners 9 Jeffrey Nash, Esq., Vice Chairman 10 Albert Frattali E. Frank DiAntonio 11 Charles Fentress Richard Sweeney (via telephone; joined at 10:43 a.m.) 12 Ricardo Taylor (via telephone)
13 DRPA/PATCO Staff
14 John Hanson, Chief Executive Officer of DRPA/President of PATCO 15 Kristen Mayock, Deputy General Counsel Stephen Holden, Deputy General Counsel 16 Kathleen P. Vandy, Assistant General Counsel Richard Mosback, Assistant General Counsel 17 Monica Gibbs, Assistant General Counsel James White, Chief Financial Officer 18 Dan Auletto, Acting Chief Operating Officer Toni Brown, Chief Administrative Officer 19 Michael Venuto, Chief Engineer Steve Reiners, Director, Fleet Management 20 William Shanahan, Director, Government Relations Mark Lopez, Manager, Government Relations 21 Barbara Holcomb, Manager, Capital Grants Gary Smith, Captain of Police, Public Safety 22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 DRPA/PATCO Staff (continued)
2 Mike Williams, Acting Director, Corporate Communications and Community Relations 3 John Rink, General Manager, PATCO Susan Squillace, Manager, Procurement and Stores, 4 DRPA/PATCO Amy Ash, Contract Administrator, Contract 5 Administration Kevin LaMarca, Director, Information Services 6 Larry Walton, Manager, Construction & Maintenance Walt Whitman Bridge 7 Steve Reiners, Director, Fleet Management Richard Ludovich, Fleet Manager, Walt Whitman Bridge 8 Brian Everly, Plaza Supervisor, Ben Franklin Bridge Sheila Milner, Administrative Coordinator 9 Elizabeth Saylor, Acting Records Manager Nancy Farthing, Executive Assistant to the CEO 10 Dawn Whiton, Administrative Coordinator to the Deputy CEO 11 Ashok Patel, DRPA Retiree Francesca O’Brien, DRPA Retiree 12 Others Present 13 Amy Herbold, Senior Counsel, New Jersey 14 Governor's Authorities Unit Chelsea Rosebud Guzowski, Director of Special 15 Projects, Pennsylvania Governor's Office of the Budget Obra Kernodle, Deputy Chief of Staff, Office of Public 16 Liaison/Office of the Governor of Pennsylvania David Dix, Assistant to Chairman Boyer 17 Klissa Jarrett, Assistant to David Dix David Rapuano, Esq., Archer & Greiner, 18 (New Jersey Counsel) Alan Kessler, Esq., Duane Morris LLP 19 (Pennsylvania Counsel) Stephanie Kosta, Esq., Duane Morris LLP 20 (Pennsylvania Counsel) Robert Schiller, Director of Client Services & TPA 21 Operations, AmeriHealth Olivia C. Glenn, Regional Manager, New Jersey 22 Conservation Foundation
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 Others Present (Continued)
2 Marcia Perry, Perry Communications Pam Boyd, Thomas Boyd Communications 3 Jon Livingston, Manager of Business Development, Jacobs Engineering Group 4 Tony DeSantis, Citizens’ Advisory Committee Joe Quigley 5
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 INDEX
2 Page
3 Roll Call 8
4 Report of the CEO - March 2016 9
5 Report of the CFO 13
6 Approval of February 17, 2016 Board Meeting Minutes 14 7 Monthly List of Previously Approved Payments 8 Covering Month of February 2016/Monthly List of Previously Approved Purchase Orders and Contracts 9 of February 2016 14
10 Approval of Operations & Maintenance Committee Meeting Minutes of March 1, 2016 15 11 Adoption of Resolutions Approved by Operations & 12 Maintenance Committee of March 1, 2016
13 DRPA-16-033 Agreements for Use of DRPA Properties 15 14 DRPA-16-032 Capital Project Contract 15 Modification 20
16 DRPA-16-034 Auto Parts Contract for DRPA and PATCO 20 17 DRPA-16-035 Purchase of Two (2) 2016 Barrier 18 Transfer Machines 20
19 Approval of Labor Committee Meeting Minutes of March 1, 2016 20 20 Adoption of Resolution Approved by Labor Committee of 21 March 1, 2016
22 DRPA-16-037 Outside Employment 21
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 INDEX (Continued)
2 Page
3 Approval of Finance Committee Meeting Minutes of March 9, 2016 21 4 Adoption of Resolutions Approved by Finance Committee 5 of March 9, 2016 22
6 DRPA-16-038 Cisco SMARTnet Maintenance Agreement 7 DRPA-16-039 Upgrade of Network Video 8 Management System (NVMS)
9 DRPA-16-040 Upgrade DRPA Core Network Environment 10 DRPA-16-043 Sale of OPC Parking Lot to 11 Parking Authority of Camden City
12 DRPA-16-044 Sale of Parking Lot "Nine" and Aerial Tram Easement Rights to 13 Liberty Property Trust
14 Unfinished Business 22
15 New Business
16 DRPA-16-045 Consideration of Pending DRPA Contracts (Between $25,000 17 and $100,000) 22
18 DRPA-16-046 DRPA Application for Grant Funding through FY2016, U.S. 19 Department of Transportation TIGER VIII Discretionary Grant 20 Program for the Reopening of Franklin Square on the PATCO 21 Transit Line 23
22 Citizens Advisory Committee Report 24
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 INDEX (Continued)
2 Page
3 Public Comment 25
4 Adjournment 30
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 PROCEEDINGS
2 (9:22 a.m.)
3 CHAIRMAN BOYER: Would you please stand for a
4 moment of silence and the pledge to the American flag.
5 (Pledge of Allegiance.)
6 CHAIRMAN BOYER: To the public, I would like
7 to apologize for the delay due to technical
8 difficulties. I would like to call to order the
9 meeting of the Delaware River Port Authority and ask
10 the Corporate Secretary to call the roll.
11 MR. SANTARELLI: Thank you. Chairman Boyer?
12 CHAIRMAN BOYER: Present.
13 MR. SANTARELLI: Vice Chairman Nash?
14 VICE CHAIRMAN NASH: Here.
15 MR. SANTARELLI: Commissioner Fiol-Silva?
16 COMMISSIONER FIOL-SILVA: Present.
17 MR. SANTARELLI: Commissioner DiAntonio?
18 COMMISSIONER DiANTONIO: Present.
19 MR. SANTARELLI: Commissioner Madden?
20 COMMISSIONER MADDEN: Here.
21 MR. SANTARELLI: Commissioner Frattali?
22 COMMISSIONER FRATTALI: Here.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 MR. SANTARELLI: Commissioner Moskowitz?
2 COMMISSIONER MOSKOWITZ: Here.
3 MR. SANTARELLI: Commissioner Fentress?
4 COMMISSIONER FENTRESS: Here.
5 MR. SANTARELLI: Commissioner Singley?
6 COMMISSIONER SINGLEY: Here.
7 MR. SANTARELLI: Commissioner Taylor?
8 COMMISSIONER TAYLOR: Here.
9 MR. SANTARELLI: Commissioner Imasogie?
10 COMMISSIONER IMASOGIE: Here.
11 MR. SANTARELLI: You have a quorum.
12 CHAIRMAN BOYER: Thank you.
13 Report of the Chief Executive Officer, John
14 Hanson.
15 MR. HANSON: Thank you, Chairman Boyer. Good
16 morning, Commissioners. My written report stands as
17 submitted, but I would like to highlight a few items.
18 First, I am pleased to report that we have two
19 retirees here with us today, two DRPA retirees.
20 Ash Patel has been with the Authority for 29
21 years and he's retiring from his position as Manager
22 of Construction and Maintenance at DRPA and Fran
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 O'Brien has been with the Authority for 18 years and
2 is retiring from her position as Manager, Community
3 Relations and Corporate Communications at DRPA. Would
4 you both stand, please? I would ask you both to come
5 up one at a time and have your picture taken by the
6 flag.
7 (Pause)
8 MR. HANSON: I also have today some examples
9 of exemplary stewardship demonstrated by our
10 employees, and I'm extremely proud of their efforts.
11 We receive many compliments and expressions of
12 appreciation regarding PATCO's Lost and Found. This
13 month we received the following, which are
14 particularly noteworthy because they reflect the
15 teamwork that is integral to this program, but also
16 illustrates our employees going above and beyond
17 simple procedures to provide exemplary customer
18 service.
19 A passenger at Ferry Station found a wallet in
20 the parking lot and gave it to Passenger Services
21 Supervisor Rick Machinsky. He then told Supervisor
22 Fran Egolf in Lost and Found that he would secure it
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 in the Revenue Room at Ferry Station until the next
2 day because the passenger was a daily commuter.
3 However, the passenger did not show up the next day.
4 Fran noticed the customer's address was near her own
5 and left a note telling the customer that the wallet
6 was found and provided the number to the Lost and
7 Found.
8 Also, on a recent afternoon, Lindenwold
9 Station Supervisor Fran Egolf encountered a distraught
10 mother whose young son had hopped aboard one of the
11 trains as the door was closing and the bells rang.
12 Seeing no one about to board, the train operator had
13 proceeded westbound on schedule, not realizing the
14 young boy had boarded or that the mother, with her two
15 very young children and a stroller, was left behind.
16 Customer Service Agent Shirla Mitchell-Reed
17 and Supervisor Fran Egolf reassured the mother that
18 her son would be well-tended. The train was held at
19 Ashland Station. The train operator kept the young
20 child company and Police Officers Richard Zappile and
21 Constance Nicholson assisted at the scene. Lacking a
22 car seat and therefore unable to take advantage of a
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 ride with the police to Ashland, the mother arrived on
2 the next train for a very happy reunion with her
3 child. Communication and teamwork saved the day.
4 Also, under my CEO emergency powers and with
5 the approval of the Chairman and Vice Chairman, I
6 approved a purchase order request to replace a 40'
7 pole which was damaged by a falling tree along the
8 PATCO rail line. The emergency purchase order is
9 under GSA pricing in an amount not to exceed $38,000.
10 That concludes my verbal comments to the CEO
11 report. Thank you.
12 CHAIRMAN BOYER: Do we have any questions on
13 the CEO's report? If none, I'll entertain a motion to
14 accept the report.
15 COMMISSIONER DiANTONIO: So moved.
16 CHAIRMAN BOYER: Second?
17 COMMISSIONER MOSKOWITZ: Second.
18 CHAIRMAN BOYER: All those in favor?
19 ALL: Aye.
20 CHAIRMAN BOYER: All opposed? The motion
21 carries.
22 Now we'll have the report from the Chief
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 Financial Officer, Jim White. Jim, are we still
2 flush?
3 MR. WHITE: I don't understand that word.
4 We're doing okay. My written report stands as
5 submitted. I just wanted to quickly summarize a couple
6 of things.
7 In 2015, we had excellent results. We are in
8 the process of preparing for the 2015 audit, so there
9 still are a couple of accounting entries that we have
10 to make, but we're under budget to traffic numbers.
11 And revenue numbers for 2015 were exceptional. So,
12 2015 was a banner year.
13 As we start 2016, we are seeing traffic and
14 ridership is up versus last year, even though we had a
15 pretty nasty snowstorm in January and this is a leap
16 year. We're still seeing some really nice numbers
17 both on the PATCO and the DRPA side.
18 The only other thing I wanted to call your
19 attention to is that we were able to renew of Letters
20 of Credit with the Bank of New York. As to Barclays
21 Bank, it looks like we will have to replace at least
22 one of those LOCs, perhaps two; so, we're in the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 process of getting information from various responders
2 to an LOC RFP, which I believe is due the Monday after
3 next Friday.
4 That concludes the oral portion of my report.
5 CHAIRMAN BOYER: Any questions on the CFO's
6 report? I'm glad we're still flush.
7 The Minutes for February 17, 2016 Board
8 Meeting were previously provided to all Commissioners.
9 Are there any corrections? Can I have a motion to
10 approve the Minutes?
11 COMMISSIONER FENTRESS: Move the motion.
12 COMMISSIONER DiANTONIO: Second.
13 CHAIRMAN BOYER: All in favor?
14 ALL: Aye.
15 CHAIRMAN BOYER: All opposed?
16 COMMISSIONER FRATTALI: I abstain. I wasn't
17 present for the meeting.
18 CHAIRMAN BOYER: One abstention. The ayes
19 still carry.
20 I will accept a motion to receive and file the
21 Monthly List of Previously Approved Payments Covering
22 the Month of February 2016 and the Monthly List of
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 Previously Approved Purchase Orders and Contracts
2 Covering the Month of February 2016.
3 COMMISSIONER DiANTONIO: So moved.
4 CHAIRMAN BOYER: Second?
5 COMMISSIONER MOSKOWITZ: Second.
6 CHAIRMAN BOYER: All in favor?
7 ALL: Aye.
8 CHAIRMAN BOYER: All opposed? The ayes have
9 it.
10 The Operations & Maintenance Committee Minutes
11 of March 1, 2016 were previously provided to all
12 Commissioners. Are there any corrections? May I have
13 a motion to accept the minutes?
14 COMMISSIONER FENTRESS: Move the motion.
15 COMMISSIONER FRATTALI: Second.
16 CHAIRMAN BOYER: All in favor?
17 ALL: Aye.
18 CHAIRMAN BOYER: All opposed? Ayes carry.
19 Adoption of resolutions approved by the
20 Operations and Maintenance Committee, March 1, 2016.
21 There are four items from the Operations and
22 Maintenance Committee for consideration. I am going
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 16
1 to take one out of order because I want to ask Ms.
2 Gibbs a question on DRPA-16-033. That's the item on
3 the Agreements For Use of DRPA properties.
4 It has come to my attention from the community
5 group that they have a philanthropist that is ready,
6 willing, and able to upgrade their concession stand.
7 However, to modernize their concession stand, they're
8 going to need more than the one-year lease. I would
9 like to amend this motion to make that lease -- for
10 that playground, that field, that ball field where the
11 Taney Dragons play -- for five years as opposed to one
12 year.
13 CHAIRMAN BOYER: Ms. Gibbs, are you aware that
14 parcel that I'm speaking of?
15 MS. GIBBS: I'm aware of the field that you're
16 speaking of and of the team. Are you suggesting a
17 five-year lease for all seven teams?
18 CHAIRMAN BOYER: Yes, I guess it's the field
19 we have the five-year lease on. It's not one --
20 COMMISSIONER FRATTALI: It's two fields, 7th
21 and Bigler and 7th and Packer.
22 MS. GIBBS: There are actually three fields.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 17
1 COMMISSIONER FRATTALI: But there are about
2 five or six organizations.
3 MS. GIBBS: Seven organizations that use three
4 separate fields.
5 CHAIRMAN BOYER: Seven organizations that use
6 three fields; yes, those are the fields.
7 MR. AULETTO: 7th and Packer is where the
8 concession is.
9 CHAIRMAN BOYER: Yes, 7th and Packer. Does
10 anybody have any objection? I just want to know
11 because I have no problem with it. It's the only use
12 for this ball field.
13 COMMISSIONER FRATTALI: I've got a little
14 history about it.
15 CHAIRMAN BOYER: I heard you played Little
16 League there.
17 COMMISSIONER FRATTALI: I did. I was an
18 All-Star. But that's how far back it goes. I played
19 on that field in the '50s. There was an issue; I know
20 that Deputy CEO Maria Wing was concerned about an
21 issue. The groups addressed the issue and there are
22 no more issues with that field. Like Chairman Boyer
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 18
1 said, they want to enhance the concession stand, which
2 has raised a lot of money and helped to maintain the
3 fields and do other things. But for a year lease,
4 they don't want to put money out. They would feel
5 more secure if they had a five-year lease. This way
6 they could invest in that and I think it would help.
7 Like I said, you've seen Taney, where they
8 went. These kids would have someplace to play. I
9 think it keeps them off the street. I don't see a
10 problem why we couldn't give them a 5- to 10-year
11 lease. Like I said, we've been giving that field
12 since the '50s.
13 MR. HANSON: According to my understanding,
14 we've got the lease written in a way that is fair to
15 everybody, all the teams are going to be able to play,
16 and we're able to manage it, right?
17 CHAIRMAN BOYER: Yes.
18 COMMISSISONER FRATTALI: Yes, but it's only
19 for one year.
20 MR. HANSON: No, what I'm saying is it saves
21 us from having to go back and do this five more times
22 over the next five years.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 19
1 MR. SANTARELLI: The way the SS&R is written
2 provides for a one year lease with two one-year
3 options.
4 COMMISSIONER FRATTALI: They want to take it
5 to five years to provide a sense of security to put
6 out money.
7 CHAIRMAN BOYER: I'm in favor of a five-year.
8 MR. SANTARELLI: We need to make a motion to
9 amend the resolution to increase the term to five
10 years. Should that Motion pass then the Board can
11 vote on the resolution as amended.
12 COMMISSIONER FRATTALI: So moved.
13 CHAIRMAN BOYER: Can I get a second?
14 COMMISSIONER DiANTONIO: Second.
15 CHAIRMAN BOYER: All in favor?
16 ALL: Aye.
17 CHAIRMAN BOYER: All opposed? The ayes have
18 it.
19 MR. SANTARELLI: We now need a motion to adopt
20 the resolution as amended.
21 CHAIRMAN BOYER: Now we're going to have a
22 motion to adopt DRPA-16-033 as amended.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 20
1 COMMISSIONER FRATTALI: I make that motion.
2 COMMISSIONER DiANTONIO: Second.
3 CHAIRMAN BOYER: All those in favor?
4 ALL: Aye.
5 CHAIRMAN BOYER: All opposed? Ayes carry.
6 Now we're going to need a motion to adopt
7 DRPA-16-032, Capital Project Contract Modification;
8 DRPA-16-034, Auto Parts Contract for DRPA and PATCO;
9 and DRPA-16-035, 2016 Barrier Transfer Machines, two
10 of those.
11 COMMISSIONER FENTRESS: Move the motion.
12 COMMISSIONER FRATTALI: Second.
13 CHAIRMAN BOYER: All in favor?
14 ALL: Aye.
15 CHAIRMAN BOYER: All opposed? Motion carries.
16 The Labor Committee Minutes of March 1, 2016
17 were previously provided to all Commissioners. Are
18 there any corrections? May I have a motion to accept
19 the Labor Committee Minutes of March 1, 2016?
20 COMMISSIONER DiANTONIO: So moved.
21 COMMISSIONER FRATTALI: Second.
22 CHAIRMAN BOYER: All in favor?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 21
1 ALL: Aye.
2 CHAIRMAN BOYER: All opposed? Ayes carry.
3 Adoption of Resolution Approved by the Labor
4 Committee of March 1, 2016. There is one item from
5 the Labor Committee for consideration. It is as
6 follows, DRPA-16-037, Outside Employment. I will
7 accept a motion to adopt DRPA-16-037
8 COMMISSIONER FENTRESS: Move the motion.
9 COMMISSIONER FRATTALI: Second.
10 CHAIRMAN BOYER: All in favor?
11 ALL: Aye.
12 CHAIRMAN BOYER: All opposed? Ayes carry.
13 Approval of Finance Committee minutes of
14 March 9, 2016. The Finance Committee Minutes of March
15 9, 2016 were previously provided to all Commissioners.
16 Are there any corrections? May I have a motion to
17 accept the Finance Committee Minutes of March 9, 2016?
18 VICE CHAIRMAN NASH: So moved.
19 COMMISSIONER DiANTONIO: Second.
20 CHAIRMAN BOYER: All in favor?
21 ALL: Aye.
22 CHAIRMAN BOYER: All opposed? Ayes carry.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 22
1 Adoption of Resolutions Approved by the
2 Finance Committee of March 9, 2016. We are tabling
3 DRPA-16-041, Capital Project Modifications and DRPA-
4 16-042, Security Services for the Delaware River Port
5 Authority, One Port Center Therefore, there are
6 five(5) items from the Finance Committee for
7 consideration: DRPA-16-038, Cisco SMARTnet Lease
8 Agreement; DRPA-16-039, Upgrade of Network Video
9 Management System; DRPA-16-040, Upgrade DRPA Core
10 Network Environment; DRPA-16-043, Sale of OPC Parking
11 Lot to the Parking Authority of Camden City; DRPA-16-
12 044, Sale of Parking Lot "Nine" and Aerial Tram
13 Easement Rights to Liberty Property Trust. I will
14 accept a motion to adopt
15 COMMISSIONER FENTRESS: Move the motion.
16 CHAIRMAN BOYER: Can I get a second?
17 COMMISSIONER DiANTONIO: Second.
18 CHAIRMAN BOYER: All in favor?
19 ALL: Aye.
20 CHAIRMAN BOYER: All opposed? Ayes carry.
21 Are there any items for Unfinished Business?
22 New Business. There are two new items for New
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 23
1 Business for consideration and approval. The first
2 item is DRPA-16-045, Consideration of Pending DRPA
3 Contracts Between $25,000 and $100,000. Can I have a
4 motion to adopt?
5 COMMISSIONER FENTRESS: Move the motion.
6 COMMISSIONER DiANTONIO: Second.
7 CHAIRMAN BOYER: All in favor?
8 ALL: Aye.
9 CHAIRMAN BOYER: All opposed? Ayes have it.
10 MR. SANTARELLI: Mr. Chairman, I would just
11 like to announce for the record that Commissioner
12 Sweeney has joined us by telephone, which provides us
13 with attendance of six from each state, for purposes
14 of the record.
15 CHAIRMAN BOYER: Okay. Now we're going to go
16 to the second item for New Business: DRPA-16-046, DRPA
17 Application for Grant Funding through Fiscal Year
18 2016, U.S. Department of Transportation TIGER VIII
19 Discretionary Grant Program for the Re-opening of
20 Franklin Square Station on the PATCO Transit Line.
21 That grant is approximately $14.3 million. Can I have
22 a motion to add DRPA-16-046 to the Agenda?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 24
1 COMMISSIONER MOSKOWITZ: So moved.
2 COMMISSIONER DiANTONIO: Second.
3 CHAIRMAN BOYER: All in favor?
4 ALL: Aye.
5 CHAIRMAN BOYER: All opposed? Ayes have it.
6 And let the record reflect that we do have a super
7 majority voting in favor of adding this very important
8 item to our Agenda.
9 Now could I have a motion to approve
10 DRPA-16-046?
11 COMMISSIONER FENTRESS: Move the motion.
12 COMMISSIONER FRATTALI: Second.
13 CHAIRMAN BOYER: All in favor?
14 ALL: Aye.
15 CHAIRMAN BOYER: All opposed? Ayes have it.
16 Do we have anybody to report from the Citizens
17 Advisory Committee?
18 MR. DeSANTIS: My name is Tony DeSantis. I'm
19 from the Citizen's Advisory Committee. We are doing
20 our recruitment for new members. Other than that, we
21 have nothing else to report.
22 CHAIRMAN BOYER: Thank you.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 25
1 Any public comment? Thank you, Ms. Glenn.
2 MS. GLENN: Good morning. My name is Olivia
3 Glenn from the New Jersey Conservation Foundation,
4 O-l-i-v-i-a G-l-e-n-n.
5 On February 29th, we held our third public
6 meeting for Gateway Park. The meeting was
7 co-sponsored by Camden County, as well as the CCMUA.
8 There were over 50 people in attendance at the
9 meeting. We gave a presentation on the status of the
10 environmental remediation and the management plan. We
11 discussed future, prospective opportunities for the
12 park being a part of ‘The Circuit,’ which is Greater
13 Philadelphia's regional trail network. We also
14 discussed Gateway Park being identified as a site for
15 an environmental center, among another William Penn
16 Foundation initiative. So, there is a lot of positive
17 energy on the site.
18 This morning I wanted to publicly recognize
19 Steve Holden and Laura Brinkerhoff of Brinkerhoff
20 Environmental Services. She is the licensed
21 remediation professional you selected to advance the
22 cleanup at Gateway Park. They both did an outstanding
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 26
1 job sharing the status of the environmental
2 remediation and site contamination, and we are looking
3 forward to an amazing park opening in the summer.
4 Thank you.
5 CHAIRMAN BOYER: Thank you. It's good to hear
6 that we're getting closer to opening those parks.
7 Thank you. Is there any additional Public Comment?
8 MR. QUIGLEY: My name is Quigley, Joe Quigley.
9 When I came this morning, I had a whole series of
10 questions about some of the documentation that was
11 provided on the Internet, and I think I've got most of
12 them answered. The main ones were the $2.2 million
13 that was given to Camden County for the Cooper River
14 improvements. It turns out the Vice Chairman gave me
15 the documentation on that, and it's part of a legacy
16 economic development project.
17 Another question was on the DuPont Career
18 Project print project and Mike and his staff were able
19 to provide me with the information on that. That also
20 is legacy economic development. So, these things are
21 sticking around and that one is going to be around for
22 a while, I understand.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 27
1 Then, I had some questions on the barrier
2 transfer machines. Is it possible that you could make
3 a section on the agenda -- before the voting section -
4 - for public comments on the items to be voted on?
5 Because, as it stands now, if I asked all these
6 questions about these barrier transfers, it's already
7 been voted on. It's already been approved. So that's
8 kind of rude.
9 CHAIRMAN BOYER: Point well taken. We'll look
10 at that and move the public comments section up before
11 we attend to that so you can have your say.
12 MR. QUIGLEY: Thank you.
13 MR. HANSON: Just a comment on that, though.
14 The list that you're looking at is ‘previously
15 approved payments,’ so every one of those things has
16 already been approved in some other way by some
17 resolution or some form of resolution. So, they've
18 been approved previously and paid previously. I'm not
19 taking issue with asking questions before they vote on
20 the list, but every one of those things has the
21 approval mechanism on the list next to it and has
22 already been approved either by some Board action or
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 28
1 some other threshold. This is the list for just
2 announcing the payments.
3 MR. QUIGLEY: Good point. So, relative to the
4 barrier transfer machines, based on what you just
5 said, John, it's already been taken. Well, actually,
6 the resolution says that it's a request to negotiate,
7 to buy them. The resolution was just to authorize
8 starting negotiations.
9 MR. HANSON: On that particular issue, right.
10 But, the list of previously approved payments where
11 the economic development issues are, they've already
12 been approved by Board action.
13 MR. QUIGLEY: Understood, okay.
14 MR. HANSON: Yes, not that one, but the --
15 CHAIRMAN BOYER: He's right.
16 MR. HANSON: The payments on the economic
17 development projects that he's talking about.
18 CHAIRMAN BOYER: He was specifically talking
19 about the barrier transfer.
20 MR. HANSON: Right.
21 CHAIRMAN BOYER: They are not completed yet,
22 and they were approved today.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 29
1 MR. HANSON: That's what's being approved
2 today.
3 MR. QUIGLEY: But did get approved.
4 CHAIRMAN BOYER: Yes. That we should allow
5 the public to ask questions prior to that.
6 MR. QUIGLEY: Relative to anything that's
7 going to be voted on at the meeting.
8 CHAIRMAN BOYER: Yes, at the meeting.
9 MR. QUIGLEY: Right, okay. So I had questions
10 about what happens to the old barrier transfer
11 machines when we buy new ones and the meaning of the
12 term ‘reached their useful life.’ Well, I got good
13 answers. Steve and his company, his team, they're
14 going to use the old ones for parts, etc., so that was
15 good.
16 And the last item was a miss -- what was the
17 phrase you used, Toni?
18 MS. BROWN: Miscoding.
19 MR. QUIGLEY: Miscoding, yes.
20 MS. BROWN: Miscoding on the -- you're talking
21 about the Gallagher one?
22 MR. QUIGLEY: Yes, Gallagher Benefit Services
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 30
1 is listed under legal services at this time. But,
2 it's just a miscoding. Finally, in conclusion, Fran
3 O'Brien, you're going to be missed. Thank you.
4 CHAIRMAN BOYER: Thank you, sir. Any
5 additional public comments? I would like to hold the
6 DRPA Board Meeting in abeyance so we can convene the
7 PATCO Board Meeting.
8 (Off the record at 9:48 a.m.)
9 (On the record at 10:45 a.m.)
10 CHAIRMAN BOYER: I'll now entertain a motion
11 for adjournment of both the DRPA and PATCO Board
12 meetings.
13 COMMISSIONER FENTRESS: Move the motion.
14 COMMISSIONER FRATTALI: Second.
15 CHAIRMAN BOYER: All in favor?
16 ALL: Aye.
17 CHAIRMAN BOYER: All opposed? The meeting is
18 now adjourned.
19 Respectfully Submitted,
20
21 Raymond J. Santarelli General Counsel and 22 Corporate Secretary
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 31
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 on March 16, 2016, were held as herein appears, and
5 that this is the original transcript thereof for the
6 file of the Authority.
7
8
9
10 ______Tom Bowman 11 FREE STATE REPORTING, INC.
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16
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947
DRPA MONTHLY LIST OF PREVIOUSLY APPROVED MONTHLY LIST OF PAYMENTS
DELAWARE RIVER PORT AUTHORITY MONTHLY LIST OF PREVIOUSLY APPROVED PAYMENTS 3/01/16 THRU 3 /31/16 4/20/2016
RESOLUTION #/ VENDOR NAME ITEM DESCRIPTION AUTHORIZATION AMOUNT
STEVENS & LEE AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $71,168.94 BENEFIT HARBOR, LP AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $5,420.40 NAPLES LAW AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $90.00 COMMUNITY MARKETING CONCEPTS, INC. AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $4,800.00 BROWN & CONNERY LLP AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $6,114.17 LAMB MCERLANE AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $16,168.75 BALLARD SPAHR LLP AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $1,092.50 DEASEY, MAHONEY & VALENTINI LTD. AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $1,467.35 ARCHER & GREINER AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $8,511.45 DUANE MORRIS LLP AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $15,637.35 DILWORTH PAXSON LLP AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $32,867.50 BUCHANAN INGERSOLL & ROONEY PC AUDIT, LEGAL, CONSULTANT & OTHER 13-032 $3,983.48 AUDIT, LEGAL, CONSULTANT & OTHER TOTAL $167,321.89 BANK OF NEW YORK - MELLON BOND SERVICE 12-021 $481,303.19 TD BANK, N.A. BOND SERVICE BOND RESOLUTIONS $7,115,191.55 BOND SERVICE TOTAL $7,596,494.74 TD WEALTH BOND TRUSTEE FEES PRE_8-18 $1,500.00 BOND TRUSTEE FEES TOTAL $1,500.00 SHOWORKS INC BUSINESS DEVELOPMENT FAIR 25KTHRES $350.00 BUSINESS DEVELOPMENT FAIR TOTAL $350.00 ROBERT MELIKIAN CAC MILEAGE 25KTHRES $49.96 CAC MILEAGE TOTAL $49.96 COURT LIAISON SERVICES, LLC CONTRACT SERVICE EXPENSE 14-088 $5,000.00 TACTICAL PUBLIC SAFETY CONTRACT SERVICE EXPENSE 14-141 $22,739.91 CONTRACT SERVICE EXPENSE TOTAL $27,739.91 LAZ PARKING CONTRACTED P/T TOLL COLLECTORS 13-095 $124,288.33 CONTRACTED P/T TOLL COLLECTORS TOTAL $124,288.33 TRI-M GROUP LLC CONTRACTUAL SERVICES 25KTHRES $12,260.00 TRI-COUNTY TERMITE & PEST CONTROL CONTRACTUAL SERVICES 25KTHRES $165.00 CONTRACTUAL SERVICES TOTAL $12,425.00 CANON FINANCIAL SERVICES INC COPIER EXPENSE 11-027 $16,425.46 COPIER EXPENSE TOTAL $16,425.46 WATTS WINDOW CLEANING CUSTODIAL SERVICES 13-091 $66,114.70 CUSTODIAL SERVICES TOTAL $66,114.70 MISTRAS GROUP INC. DATA ANALYZINATION SERVICES 25KTHRES $8,600.00 DATA ANALYZINATION SERVICES TOTAL $8,600.00 CLEAN VENTURE, INC. DISPOSAL FEES HAZARDOUS MATERIALS 25KTHRES $3,704.25 DISPOSAL FEES HAZARDOUS MATERIALS TOTAL $3,704.25 ATLANTIC CITY ELECTRIC ELECTRICITY EXPENSE UTILITY $33,755.77 PECO - PAYMENT PROCESSING ELECTRICITY EXPENSE UTILITY $75,412.58 PSE&G CO. ELECTRICITY EXPENSE UTILITY $38,390.07 ELECTRICITY EXPENSE TOTAL $147,558.42 DELTA DENTAL OF NEW JERSEY, INC. EMPLOYEE DENTAL INSURANCE 15-105 $59,192.37 EMPLOYEE DENTAL INSURANCE TOTAL $59,192.37 AMERIHEALTH INSURANCE COMPANY EMPLOYEE MEDICAL INSURANCE 15-104 $703,772.12 EMPLOYEE MEDICAL INSURANCE TOTAL $703,772.12 THOMAS M. KNETZ EMPLOYEE MILEAGE 25KTHRES $58.86 ROCCO A. PARISANO EMPLOYEE MILEAGE 25KTHRES $25.26 MARK E. ARMBRUSTER EMPLOYEE MILEAGE 25KTHRES $236.22 JOHN A. CUJDIK EMPLOYEE MILEAGE 25KTHRES $10.80 SABRINA M. SPEI EMPLOYEE MILEAGE 25KTHRES $5.94 TIFFANY N. WRIGHT EMPLOYEE MILEAGE 25KTHRES $10.80 ANTHONY S. FAVAZZA EMPLOYEE MILEAGE 25KTHRES $16.74 ROXANNE P. LAROC EMPLOYEE MILEAGE 25KTHRES $53.00 CHARLES F. MAZZONE EMPLOYEE MILEAGE 25KTHRES $5.94 MICHAEL S. PELLEGRINO EMPLOYEE MILEAGE 25KTHRES $10.80 KRISTEN K. MAYOCK EMPLOYEE MILEAGE 25KTHRES $210.96 JOHANNE S. CORKER EMPLOYEE MILEAGE 25KTHRES $17.98 GERALD FABER EMPLOYEE MILEAGE 25KTHRES $106.88 KRISTEN J. KLEPACKI EMPLOYEE MILEAGE 25KTHRES $50.00 TONI CORSEY EMPLOYEE MILEAGE 25KTHRES $4.86 FRANKLIN D. WASHINGTON EMPLOYEE MILEAGE 25KTHRES $11.88 PATRICIA A. GRIFFEY EMPLOYEE MILEAGE 25KTHRES $45.36 MICHELE B. HINCHLIFFE EMPLOYEE MILEAGE 25KTHRES $43.70 KELLY G. ZACHWIEJA EMPLOYEE MILEAGE 25KTHRES $11.88 CHRISTINA M. MARONEY EMPLOYEE MILEAGE 25KTHRES $145.50 CURTIS H. JACKSON EMPLOYEE MILEAGE 25KTHRES $11.88
** Capital Expenditure Page 1 of 6 DELAWARE RIVER PORT AUTHORITY MONTHLY LIST OF PREVIOUSLY APPROVED PAYMENTS 3/01/16 THRU 3 /31/16 4/20/2016
RESOLUTION #/ VENDOR NAME ITEM DESCRIPTION AUTHORIZATION AMOUNT
DAWN L. WALLACE EMPLOYEE MILEAGE 25KTHRES $4.86 GARY CONGLETON EMPLOYEE MILEAGE 25KTHRES $5.00 BRENDA L. GREENE EMPLOYEE MILEAGE 25KTHRES $252.14 BRIAN E. EVERLY EMPLOYEE MILEAGE 25KTHRES $18.90 RAYMOND J. SANTARELLI EMPLOYEE MILEAGE 25KTHRES $74.00 NIASHA N. JORDAN EMPLOYEE MILEAGE 25KTHRES $8.10 PARIS C. COLEY EMPLOYEE MILEAGE 25KTHRES $27.54 JANET D. ROMANI EMPLOYEE MILEAGE 25KTHRES $16.74 ANWAR N. SABREE EMPLOYEE MILEAGE 25KTHRES $10.80 EILEEN L. SMITH EMPLOYEE MILEAGE 25KTHRES $21.60 CURTIS H. JACKSON EMPLOYEE MILEAGE 25KTHRES $4.86 BARBARA HOLCOMB EMPLOYEE MILEAGE 25KTHRES $99.40 TIMOTHY A. AHERN EMPLOYEE MILEAGE 25KTHRES $5.94 JOSEPH T. DESIMONE EMPLOYEE MILEAGE 25KTHRES $5.94 WILLIAM D. EDWARDS EMPLOYEE MILEAGE 25KTHRES $4.86 JOHN N. FRANKLIN EMPLOYEE MILEAGE 25KTHRES $4.86 JOHN T. HANSON EMPLOYEE MILEAGE 25KTHRES $123.42 DARYL A. JENIFER EMPLOYEE MILEAGE 25KTHRES $4.86 JAMES P. MURRAY EMPLOYEE MILEAGE 25KTHRES $3.24 SYVILLA A. WILLIAMS EMPLOYEE MILEAGE 25KTHRES $9.18 MICHAEL P. VENUTO EMPLOYEE MILEAGE 25KTHRES $129.88 JANEL M. AIELLO EMPLOYEE MILEAGE 25KTHRES $3.24 NYDIA ROSARIO EMPLOYEE MILEAGE 25KTHRES $20.83 GAIL POLK EMPLOYEE MILEAGE 25KTHRES $29.16 MICHAEL S. PELLEGRINO EMPLOYEE MILEAGE 25KTHRES $10.80 EMPLOYEE MILEAGE TOTAL $1,995.39 VISION BENEFITS OF AMERICA EMPLOYEE VISION INSURANCE 15-106 $3,165.75 EMPLOYEE VISION INSURANCE TOTAL $3,165.75 BENDPAK, INC. EQUIPMENT 25KTHRES $13,118.00 EQUIPMENT TOTAL $13,118.00 DELL MARKETING L.P. EQUIPMENT & TOOLS 25KTHRES $7,844.70 EQUIPMENT & TOOLS TOTAL $7,844.70 NJ E-ZPASS EZ PASS BANK CHARGES 04-031 $3,536.17 EZ PASS BANK CHARGES TOTAL $3,536.17 NJ TURNPIKE AUTHORITY (NJ E-ZPASS) E-ZPASS CREDIT CARD FEES 04-031 $286,496.23 AMERICAN EXPRESS E-ZPASS CREDIT CARD FEES 04-031 $10.61 PAYMENTECH E-ZPASS CREDIT CARD FEES 04-031 $343.85 E-ZPASS CREDIT CARD FEES TOTAL $286,850.69 XEROX GOVERNMENT SYSTEMS, LLC E-ZPASS TRANSACTION FEES 04-031 $54,723.07 E-ZPASS TRANSACTION FEES TOTAL $54,723.07 INTERNAL REVENUE SERVICE-CHICAGO FEDERAL/FICA PAYROLL TAXES NONE $843,970.69 FEDERAL/FICA PAYROLL TAXES TOTAL $843,970.69 RIGGINS INC. GASOLINE-UNLEADED 15-078 $10,063.68 GASOLINE-UNLEADED TOTAL $10,063.68 BURNS ENGINEERING, INC. GENERAL ENGINEERING 11-094 $3,008.95 REMINGTON & VERNICK ENGINEERS, INC. GENERAL ENGINEERING 11-094 $3,822.34 KEYSTONE ENGINEERING GROUP, INC. GENERAL ENGINEERING 15-019 $20,227.90 ** RK&K ENGINEERS GENERAL ENGINEERING 15-019 $2,518.08 ** JACOBS ENGINEERING GROUP INC GENERAL ENGINEERING 15-019 $23,315.16 CHURCHILL CONSULTING ENGINEERS GENERAL ENGINEERING 15-019 $18,666.13 REMINGTON & VERNICK ENGINEERS, INC. GENERAL ENGINEERING 15-019 $15,935.42 JOHNSON, MIRMIRAN & THOMPSON, INC. GENERAL ENGINEERING 15-098 $177,775.52 BRINKERHOFF ENVIRONMENTAL SERVICES GENERAL ENGINEERING CEOEMG $76,479.51 GENERAL ENGINEERING TOTAL $341,749.01 STANDARD INSURANCE COMPANY GROUP LIFE & ACCIDENT INSURANCE PAYABLE 15-108 $163,421.02 GROUP LIFE & ACCIDENT INSURANCE PAYABLE TOTAL $163,421.02 PSE&G CO. HEATING EXPENSE UTILITY $43,124.54 SOUTH JERSEY GAS COMPANY HEATING EXPENSE UTILITY $14,471.28 PHILADELPHIA GAS WORKS HEATING EXPENSE UTILITY $14,292.79 HEATING EXPENSE TOTAL $71,888.61 TURNER SURETY & INSURANCE BROKERAGE INSURANCE EXPENSE 15-138 $165,959.68 INSURANCE EXPENSE TOTAL $165,959.68 PORT AUTHORITY TRANSIT INTERCOMPANY TRANSFERS NONE $1,411,215.65 INTERCOMPANY TRANSFERS TOTAL $1,411,215.65 IUOE 542 BENEFIT FUNDS IUOE MEDICAL INSURANCE 15-132 $309,680.00 IUOE MEDICAL INSURANCE TOTAL $309,680.00 AIG GLOBAL CLAIMS SERVICE INC LEGAL SETTLEMENT NONE $16,383.80
** Capital Expenditure Page 2 of 6 DELAWARE RIVER PORT AUTHORITY MONTHLY LIST OF PREVIOUSLY APPROVED PAYMENTS 3/01/16 THRU 3 /31/16 4/20/2016
RESOLUTION #/ VENDOR NAME ITEM DESCRIPTION AUTHORIZATION AMOUNT
LEGAL SETTLEMENT TOTAL $16,383.80 BANK OF AMERICA LETTER OF CREDIT PAYMENT 08-021 $250.00 LETTER OF CREDIT PAYMENT TOTAL $250.00 FRANKLIN ELECTRIC CO LIGHT FIXTURES - STD 25KTHRES $4,577.62 ** LIGHT FIXTURES - STD TOTAL $4,577.62 CAMDEN PARKING AUTHORITY LIMITED MOBILITY PARKING 25KTHRES $1,182.35 LIMITED MOBILITY PARKING TOTAL $1,182.35 BARCLAYS BANK PLC LOC FEES 2008 REVENUE BONDS 12-021 $750.00 LOC FEES 2008 REVENUE BONDS TOTAL $750.00 BANK OF NEW YORK - MELLON LOC FEES -2010 REV REF BONDS 12-021 $42,676.77 LOC FEES -2010 REV REF BONDS TOTAL $42,676.77 FRANK F. NATANNI MEETING EXPENSES 25KTHRES $263.73 AMERICAN COUNCIL OF ENGINEERING COM MEETING EXPENSES 25KTHRES $378.00 MEETING EXPENSES TOTAL $641.73 THOMSON REUTERS- WEST MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $428.00 PROTIVITI, INC. - KNOWLEDGELEADER MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $1,700.00 THOMPSON INFORMATION SERVICES MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $536.99 NJBIA MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $2,140.00 WOMEN'S TRANSPORTATION SEMINAR MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $105.00 ASCE/MEMBERSHIP MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $500.00 THOMSON REUTERS- WEST MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $407.67 BUSINESS INSURANCE MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $99.00 NEW JERSEY STATE BAR ASSOCIATION MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $500.00 PENNSYLVANIA BAR ASSOCIATION MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $315.00 DIRECTV MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $40.95 CAMDEN COUNTY DETECTIVE'S ASSOC. MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $75.00 DELAWARE COUNTY BAR ASSOCIATION MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $250.00 POLICE CHIEFS ASSOC. OF S.E. PA. MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $50.00 FBI NATIONAL ACADEMY ASSOC INC MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $90.00 IACP MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $150.00 INTERNATIONAL RISK MANAGEMENT MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $4,663.68 ASCE/MEMBERSHIP MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $1,290.00 AREMA MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $174.00 AMERICAN CONCRETE INSTITUTE MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $280.00 PENNSYLVANIA BAR ASSOCIATION MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $730.00 WOMEN'S BUSINESS ENTERPRISE COUNCIL MEMBERSHIPS & SUBSCRIPTIONS 25KTHRES $2,500.00 MEMBERSHIPS & SUBSCRIPTIONS TOTAL $17,025.29 DRPA PETTY CASH MISCELLANEOUS EXPENSES 25KTHRES $421.20 MISCELLANEOUS EXPENSES TOTAL $421.20 TD BANK, N.A. NET PAYROLL NONE $74,173.54 WELLS FARGO BANK, NA NET PAYROLL NONE $1,868,336.10 NET PAYROLL TOTAL $1,942,509.64 N.J. STATE - GIT NJ PAYROLL TAXES NONE $70,135.47 NJ PAYROLL TAXES TOTAL $70,135.47 NATIONAL UNION FIRE OCIP ACCRUAL 14-052 $1,185.94 OCIP ACCRUAL TOTAL $1,185.94 PAPER MART INC OFFICE SUPPLIES 14-144 $828.50 W.B. MASON CO. INC OFFICE SUPPLIES 14-144 $2,708.36 OFFICE SUPPLIES TOTAL $3,536.86 BEST LINE EQUIPMENT OTHER EQUIPMENT 25KTHRES $2,175.92 DELL MARKETING L.P. OTHER EQUIPMENT 25KTHRES $182.28 DRAEGER SAFETY DIAGNOSTICS, INC OTHER EQUIPMENT 25KTHRES $307.50 GANN LAW BOOKS OTHER EQUIPMENT 25KTHRES $133.00 OTHER EQUIPMENT TOTAL $2,798.70 PA DEPT OF REVENUE PA PAYROLL TAXES NONE $22,051.97 PA PAYROLL TAXES TOTAL $22,051.97 PAPER MART INC PAPER SUPPLIES 14-144 $1,480.83 PAPER SUPPLIES TOTAL $1,480.83 STV, INC. PATCO CONTROL PERFORMANCE SPECIFICATIONS 11-094 $13,541.79 PATCO CONTROL PERFORMANCE SPECIFICATIONS TOTAL $13,541.79 SOWINSKI SULLIVAN ARCHITECTS, PC PATCO ELEVATORS 13-080 $30,424.21 PATCO ELEVATORS TOTAL $30,424.21 VERIZON BUSINESS NETWORK SERVICES PATCO TELEPHONE EXPENSE 25KTHRES $2.00 VERIZON PATCO TELEPHONE EXPENSE 25KTHRES $8,479.65 PATCO TELEPHONE EXPENSE TOTAL $8,481.65 AMERICAN AIRLINES INC PATCO TRAVEL EXPENSE 25KTHRES $640.20 PATCO TRAVEL EXPENSE TOTAL $640.20
** Capital Expenditure Page 3 of 6 DELAWARE RIVER PORT AUTHORITY MONTHLY LIST OF PREVIOUSLY APPROVED PAYMENTS 3/01/16 THRU 3 /31/16 4/20/2016
RESOLUTION #/ VENDOR NAME ITEM DESCRIPTION AUTHORIZATION AMOUNT
CITY OF PHILADELPHIA PAYROLL TAXES NONE $53,165.54 PAYROLL TAXES TOTAL $53,165.54 PNC P-CARD 25KTHRES $97,338.65 P-CARD TOTAL $97,338.65 PA STATE EMPLOYEES RETIREMENT SYSTE PENSION - PA SERS NONE $134,139.46 PENSION - PA SERS TOTAL $134,139.46 TREASURER - STATE OF NEW JERSEY PERMIT FEES 25KTHRES $4,230.00 PERMIT FEES TOTAL $4,230.00 PITNEY BOWES INC POSTAGE EXPENSES 25KTHRES $922.18 U.S. POSTAL SERVICE POSTAGE EXPENSES 25KTHRES $21.00 UNITED PARCEL SERVICE (UPS) POSTAGE EXPENSES 25KTHRES $660.28 POSTAGE EXPENSES TOTAL $1,603.46 GALLAGHER BENEFIT SERVICES, INC PROFESSIONAL FEES - AUDIT 15-037 $25,312.50 PERRY RESOURCES PROFESSIONAL FEES - AUDIT 16-011 $13,489.46 ACCOUNTANTS FOR YOU PROFESSIONAL FEES - AUDIT 16-011 $15,702.75 PROFESSIONAL FEES - AUDIT TOTAL $54,504.71 LARRY GASPERONE PROFESSIONAL SERVICES 25KTHRES $1,596.80 PTC E-ZPASS INTERAGENCY FUND PROFESSIONAL SERVICES 04-031 $75,000.00 PLANET TECHNOLOGIES, INC. PROFESSIONAL SERVICES 15-114 $17,004.50 QUINTEL MANAGEMENT CONSULTANTS PROFESSIONAL SERVICES 14-072 $2,492,107.00 PROFESSIONAL SERVICES TOTAL $2,585,708.30 HNTB CORPORATION PROGRAM MANAGEMENT 14-048 $23,116.78 PROGRAM MANAGEMENT TOTAL $23,116.78 A & A GLOVE & SAFETY CO. PURCHASED INVENTORY 25KTHRES $5,951.20 ACE PLUMBING & ELECTRICAL SUPPLIES PURCHASED INVENTORY 25KTHRES $128.64 BARNETT CANVAS GOODS & BAG CO INC PURCHASED INVENTORY 25KTHRES $1,621.50 BDF INDUSTRIAL FASTENERS PURCHASED INVENTORY 25KTHRES $596.39 BILLOWS ELEC SUPPLY CO I NC PURCHASED INVENTORY 25KTHRES $2,101.60 BROOKAIRE CO. PURCHASED INVENTORY 25KTHRES $380.91 CAMDEN BAG AND PAPER PURCHASED INVENTORY 25KTHRES $422.40 CL PRESSER CO PURCHASED INVENTORY 25KTHRES $351.00 EASTERN DATA PAPER PURCHASED INVENTORY 25KTHRES $3,379.20 FRANKLIN ELECTRIC CO PURCHASED INVENTORY 25KTHRES $471.59 INDUSTRIAL SUPPLY CO PURCHASED INVENTORY 25KTHRES $225.69 LANDSMAN UNIFORMS PURCHASED INVENTORY 25KTHRES $500.50 OLD DOMINION BRUSH CO. INC. PURCHASED INVENTORY 25KTHRES $7,486.01 PABCO INDUSTRIES, LLC PURCHASED INVENTORY 25KTHRES $2,485.00 PENDERGAST SAFETY EQUIPMENT CO PURCHASED INVENTORY 25KTHRES $1,220.94 SAFETY-KLEEN SYSTEMS PURCHASED INVENTORY 25KTHRES $182.54 SHERWIN WILLIAMS PURCHASED INVENTORY 25KTHRES $2,127.53 STAUFFER GLOVE & SAFETY PURCHASED INVENTORY 25KTHRES $2,179.20 PURCHASED INVENTORY TOTAL $31,811.84 IRON MOUNTAIN INCORPORATED RECORDS STORAGE 15-025 $163.49 RECORDS STORAGE TOTAL $163.49 AECOM TECHNICAL SERVICES, INC. REHABILITATION STORM WATER CONTROL 15-019 $4,434.72 REHABILITATION STORM WATER CONTROL TOTAL $4,434.72 BARCLAYS CAPITAL INC REMARKETING FEES - VRDO BONDS 12-021 $26,791.30 RBC CAPITAL MARKETS REMARKETING FEES - VRDO BONDS 12-021 $27,391.30 REMARKETING FEES - VRDO BONDS TOTAL $54,182.60 PHILADELPHIA YEARLY MEETING RENTALS 25KTHRES $300.00 U.S. POSTAL SERVICE RENTALS 25KTHRES $1,498.00 RENTALS TOTAL $1,798.00 ALLIED ELECTRONICS, INC. REPAIR BUILDINGS 25KTHRES $628.84 REPAIR BUILDINGS TOTAL $628.84 LINDSAY TRANSPORTATION SOLUTIONS REPAIR PARTS - BARRIER MACHINE 25KTHRES $24,000.00 REPAIR PARTS - BARRIER MACHINE TOTAL $24,000.00 FABREEKA INTERNATIONAL, INC. REPAIR PARTS - BRIDGES 25KTHRES $1,539.00 PENNSYLVANIA ONE CALL SYSTEM, INC. REPAIR PARTS - BRIDGES 25KTHRES $534.52 UNITED ELEVATOR COMPANY, LLC REPAIR PARTS - BRIDGES 15-057 $5,360.00 REPAIR PARTS - BRIDGES TOTAL $7,433.52 SCHNEIDER ELECTRIC BUILDINGS AMERIC REPAIR PARTS - BUILDINGS 25KTHRES $10,464.60 ** REPAIR PARTS - BUILDINGS TOTAL $10,464.60 TRI-M GROUP LLC REPAIR PARTS - HEATING / AC 25KTHRES $5,800.00 REPAIR PARTS - HEATING / AC TOTAL $5,800.00 FYR FYTER SALES AND SERVICE REPAIR PARTS - OTHER EQUIPMENT 25KTHRES $434.91 PITNEY BOWES INC REPAIR PARTS - OTHER EQUIPMENT 25KTHRES $3,990.00 ASSA ABLOY ENTRANCE SYSTEMS US INC. REPAIR PARTS - OTHER EQUIPMENT 25KTHRES $662.00
** Capital Expenditure Page 4 of 6 DELAWARE RIVER PORT AUTHORITY MONTHLY LIST OF PREVIOUSLY APPROVED PAYMENTS 3/01/16 THRU 3 /31/16 4/20/2016
RESOLUTION #/ VENDOR NAME ITEM DESCRIPTION AUTHORIZATION AMOUNT
UNITED ELEVATOR COMPANY, LLC REPAIR PARTS - OTHER EQUIPMENT 15-057 $450.00 REPAIR PARTS - OTHER EQUIPMENT TOTAL $5,536.91 WELDON ASPHALT REPAIR ROADWAY 25KTHRES $3,123.00 REPAIR ROADWAY TOTAL $3,123.00 UNITED ELEVATOR COMPANY, LLC REPAIRS - BRIDGES 25KTHRES $1,760.00 REPAIRS - BRIDGES TOTAL $1,760.00 PREMIUM POWER SERVICES, LLC REPAIRS - OTHER EQUIPMENT 25KTHRES $1,344.00 REPAIRS - OTHER EQUIPMENT TOTAL $1,344.00 PRESSTEK LLC REPAIRS AND MAINTENANCE - OTHER 25KTHRES $5,988.00 REPAIRS AND MAINTENANCE - OTHER TOTAL $5,988.00 SCHNEIDER ELECTRIC BUILDINGS REPAIRS BRIDGE 25KTHRES $3,622.60 ** REPAIRS BRIDGE TOTAL $3,622.60 SOUTH STATE, INC. REPAIRS ROADWAY 15-070 $570,510.27 ** REPAIRS ROADWAY TOTAL $570,510.27 KASER MECHANICAL, LLC. REPAIRS TO BUILDINGS 15-080 $385,261.34 REPAIRS TO BUILDINGS TOTAL $385,261.34 AMERIHEALTH INSURANCE COMPANY RETIREE MEDICAL INSURANCE 15-104 $193,005.74 HORIZON BLUE CROSS BLUE SHIELD RETIREE MEDICAL INSURANCE 15-111 $49,948.80 UNITED HEALTHCARE RETIREE MEDICAL INSURANCE 15-112 $116,062.36 RETIREE MEDICAL INSURANCE TOTAL $359,016.90 MORTON SALT, INC. SNOW REMOVAL - SALT & SUPPLIES 16-003 $16,680.92 SNOW REMOVAL - SALT & SUPPLIES TOTAL $16,680.92 SCHNEIDER ELECTRIC BUILDINGS AMERIC SOFT/HARDWARE SERVICE CONTRACTS 15-121 $7,022.84 SOFT/HARDWARE SERVICE CONTRACTS TOTAL $7,022.84 ACL SERVICES LTD SOFTWARE LICENSE FEES 25KTHRES $3,590.02 ESRI INC. SOFTWARE LICENSE FEES 25KTHRES $400.00 SHI INTERNATIONAL CORP SOFTWARE LICENSE FEES 15-114 $52,846.22 VISUAL COMPUTER SOLUTIONS, INC. SOFTWARE LICENSE FEES 25KTHRES $5,868.94 SOFTWARE LICENSE FEES TOTAL $62,705.18 INTERNATIONAL ROAD DYNAMICS CORP. STORES INVENTORY 25KTHRES $14,120.00 STORES INVENTORY TOTAL $14,120.00 TRI-COUNTY TERMITE & PEST CONTROL SUPPLIES 25KTHRES $75.00 COUNTRY GAS SERVICES INC SUPPLIES 25KTHRES $21.00 SUPPLIES TOTAL $96.00 TD BANK, N.A. SWAP INTEREST PAYMENTS 14-116 $1,085,998.90 WELLS FARGO BANK, NA SWAP INTEREST PAYMENTS 14-116 $1,347,098.18 SWAP INTEREST PAYMENTS TOTAL $2,433,097.08 LEXISNEXIS TECHNOLOGY EXPENSE 25KTHRES $1,159.00 BENTLEY SYSTEMS, INC. TECHNOLOGY EXPENSE 25KTHRES $194.25 EPLUS TECHNOLOGY, INC. TECHNOLOGY EXPENSE 15-067 $27,035.56 ** GRAYBAR ELECTRIC CO INC TECHNOLOGY EXPENSE 15-107 $10,214.49 ** TECHNOLOGY EXPENSE TOTAL $38,603.30 EMERSON NETWORK POWER, LIEBERT SERV TECHNOLOGY SERVICE CONTRACTS 25KTHRES $14,997.15 CROSS MATCH TECHNOLOGIES, INC. TECHNOLOGY SERVICE CONTRACTS 25KTHRES $5,262.85 EPLUS TECHNOLOGY, INC. TECHNOLOGY SERVICE CONTRACTS 25KTHRES $3,187.94 PELCO, INC. C/O SCHNEIDER ELECTRIC TECHNOLOGY SERVICE CONTRACTS 15-121 $3,511.42 TECHNOLOGY SERVICE CONTRACTS TOTAL $26,959.36 SPRINT TELEPHONE & TELECOM EXPENSE UTILITY $9,504.19 THE CONFERENCE GROUP, LLC TELEPHONE & TELECOM EXPENSE UTILITY $450.00 VERIZON TELEPHONE & TELECOM EXPENSE UTILITY $91,579.65 VERIZON BUSINESS TELEPHONE & TELECOM EXPENSE UTILITY $12,571.18 VERIZON BUSINESS NETWORK SERVICES TELEPHONE & TELECOM EXPENSE UTILITY $2.42 VERIZON WIRELESS TELEPHONE & TELECOM EXPENSE UTILITY $14,590.97 TELEPHONE & TELECOM EXPENSE TOTAL $128,698.41 UNITED STATES COAST GUARD TESTING AND INSPECTION FEES 25KTHRES $26.00 TESTING AND INSPECTION FEES TOTAL $26.00 MASER CONSULTING, P.A. TOLL PLAZA 15-083 $11,645.75 TOLL PLAZA TOTAL $11,645.75 JOHNATHON BRANHEN TOLL REFUND 25KTHRES $15.00 JAZLYN PALLOCK TOLL REFUND 25KTHRES $9.00 TOLL REFUND TOTAL $24.00 WALTER GLOVER TOLL REFUNDS 25KTHRES $10.00 LONNIE DAVIS TOLL REFUNDS 25KTHRES $10.00 GREGORY KELCH TOLL REFUNDS 25KTHRES $10.00 TOLL REFUNDS TOTAL $30.00 STEVEN R. DEVILLASANTA TRAINING EXPENSE 25KTHRES $461.06 DAVID J. AUBREY TRAINING EXPENSE 25KTHRES $420.00
** Capital Expenditure Page 5 of 6 DELAWARE RIVER PORT AUTHORITY MONTHLY LIST OF PREVIOUSLY APPROVED PAYMENTS 3/01/16 THRU 3 /31/16 4/20/2016
RESOLUTION #/ VENDOR NAME ITEM DESCRIPTION AUTHORIZATION AMOUNT
TRAINING EXPENSE TOTAL $881.06 RUTGERS, THE STATE UNIVERSITY TRAINING REGISTRATION FEES 25KTHRES $75.00 SKILLPATH SEMINARS TRAINING REGISTRATION FEES 25KTHRES $596.00 NJ STATE ASSOC OF CHIEFS OF POLICE TRAINING REGISTRATION FEES 25KTHRES $420.00 FRED PRYOR SEMINARS TRAINING REGISTRATION FEES 25KTHRES $298.00 SKILLPATH SEMINARS TRAINING REGISTRATION FEES 25KTHRES $199.00 COMPLIANCE SOLUTIONS OCCUPATIONAL TRAINING REGISTRATION FEES 25KTHRES $148.50 CHESAPEAKE REGION SAFETY COUNCIL TRAINING REGISTRATION FEES 25KTHRES $1,490.00 RUTGERS, THE STATE UNIVERSITY TRAINING REGISTRATION FEES 25KTHRES $1,785.00 PINE HILL POLICE K-9 FUND TRAINING REGISTRATION FEES 25KTHRES $150.00 GLOCK PROFESSIONAL TRAINING REGISTRATION FEES 25KTHRES $250.00 FRED PRYOR SEMINARS TRAINING REGISTRATION FEES 25KTHRES $128.00 SKILLPATH SEMINARS TRAINING REGISTRATION FEES 25KTHRES $348.00 NATIONAL TECHNOLOGY TRANSFER INC TRAINING REGISTRATION FEES 25KTHRES $18,150.00 TRAINING REGISTRATION FEES TOTAL $24,037.50 ADAM R. JACURAK TRAINING TRAVEL COSTS 25KTHRES $514.52 AMERICAN AIRLINES INC TRAINING TRAVEL COSTS 25KTHRES $103.00 HAMPTON INN TRAINING TRAVEL COSTS 25KTHRES $335.16 TRAINING TRAVEL COSTS TOTAL $952.68 ALSTOM TRANSPORTATION, INC. TRANSIT CAR OVERHAUL 10-154 $6,810,059.71 ** TRANSIT CAR OVERHAUL TOTAL $6,810,059.71 WINZINGER, INC. TRASH REMOVAL 25KTHRES $129.00 WASTE MANAGEMENT OF NEW JERSEY TRASH REMOVAL 25KTHRES $2,255.10 TRASH REMOVAL TOTAL $2,384.10 GEORGE P. BOLLENDORF TUITION REIMBURSEMENT 25KTHRES $960.00 TUITION REIMBURSEMENT TOTAL $960.00 LAWMEN SUPPLY CO OF NEW JERSEY INC UNIFORM EXPENSE 25KTHRES $75.00 ATLANTIC TACTICAL UNIFORM EXPENSE 25KTHRES $547.20 UNIFORM EXPENSE TOTAL $622.20 ACME UNIFORM FOR INDUSTRY UNIFORMS 25KTHRES $126.85 RED WING SHOE STORE 069 UNIFORMS 25KTHRES $135.00 UNIFORMS TOTAL $261.85 EMPLOYEE PASS THROUGH PAYMENTS UNION DUES, EMPLOYEE CONTRIBUTIONS, ETC. NONE $711,962.51 UNION DUES, EMPLOYEE CONTRIBUTIONS, ETC. TOTAL $711,962.51 UNI-SELECT USA INC. VEHICLE PARTS FOR REPAIRS 15-023 $9,622.03 VEHICLE PARTS FOR REPAIRS TOTAL $9,622.03 PENNONI ASSOCIATES INC. VICTOR LOFTS 13-082 $6,314.01 VICTOR LOFTS TOTAL $6,314.01 NESTLE WATERS NORTH AMERICA INC. WATER & SEWER EXPENSE 15-026 $105.07 CAMDEN COUNTY MUA WATER & SEWER EXPENSE UTILITY $1,936.00 CITY OF PHILA WATER & SEWER EXPENSE UTILITY $6,933.01 NEW JERSEY AMERICAN WATER WATER & SEWER EXPENSE UTILITY $661.09 WATER & SEWER EXPENSE TOTAL $9,635.17 QUAL-LYNX WORKMEN'S COMPENSATION 12-105 $271,925.08 WORKMEN'S COMPENSATION TOTAL $271,925.08 CORCON, INC. WWB PAINTING 15-081 $1,177,216.29 WWB PAINTING TOTAL $1,177,216.29
$31,002,645.84
** Capital Expenditure Page 6 of 6
DRPA MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDERS & CONTRACTS
DRPA MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - MARCH 2016
Purchasing Document Item Resolution Vendor Name Material Group Desc. Net Order Value (D=DRPA)
4500000563 1 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $213.00 4500000563 2 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $234.00 4500000563 3 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $8.00 4500000563 4 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $166.00 4500000563 5 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $195.00 4500000563 6 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $6.00 4500000563 7 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $88.00 4500000563 8 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $111.00 4500000563 9 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $312.00 4500000563 10 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $22.00 4500000563 11 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $10.00 4500000563 $1,365.00 4500000564 1 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $97.00 4500000564 2 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $97.00 4500000564 3 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $89.00 4500000564 4 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $52.00 4500000564 5 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $52.00 4500000564 6 25KTHRES 100362 PLJ SAFETY SUPPLY CO. CLOTHING UNIFORM $52.00 4500000564 $439.00 4500000876 1 25KTHRES 101439 BEST LINE EQUIPMENT PWR GENERATION EQP $2,175.92 4500000876 $2,175.92 4500000888 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $500.00 4500000888 $500.00 4500000889 1 25KTHRES 100904 GROVE SUPPLY, INC. HVAC $3,452.00 4500000889 $3,452.00 4500000894 1 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $1,667.57 4500000894 2 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $2,511.14 4500000894 $4,178.71 4500000897 1 25KTHRES 100764 BMC SOFTWARE INC. DATA PROC SRVS & SW $12,309.00 4500000897 $12,309.00 4500000903 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $350.00 4500000903 $350.00 4500000904 1 D-15-133 100501 W.B. MASON CO. INC OFFICE EQUIPMENT $500.00 4500000904 $500.00 4500000905 1 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $1,500.00 4500000905 2 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $4,030.00 4500000905 3 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $1,200.00 4500000905 4 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $110.00 4500000905 5 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $250.00 4500000905 $7,090.00 4500000906 1 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $4,030.00 4500000906 2 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $1,500.00 4500000906 3 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $1,200.00 4500000906 4 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $110.00 4500000906 5 D-15-144 100446 T. SLACK ENVIRONMENTAL SERVICES HVAC $250.00 4500000906 $7,090.00 4500000908 1 25KTHRES 101451 MID-ATLANTIC WINDOW TINTING, INC MAINT/REPAIR-BLDG $1,748.00 4500000908 2 25KTHRES 101451 MID-ATLANTIC WINDOW TINTING, INC MAINT/REPAIR-BLDG $6,345.00 4500000908 3 25KTHRES 101451 MID-ATLANTIC WINDOW TINTING, INC MAINT/REPAIR-BLDG $141.00 4500000908 $8,234.00 4500000910 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $650.00 4500000910 $650.00 4500000920 1 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC MAINT/REPAIR-ELECT. $1,322.70 4500000920 2 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC MAINT/REPAIR-ELECT. $5,935.04 4500000920 3 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC MAINT/REPAIR-ELECT. $4,939.20 4500000920 $12,196.94 4500000922 1 25KTHRES 101460 BERGEY'S TRUCK CENTER AUTO MAINT/RPR PRTS $2,499.48 4500000922 $2,499.48 4500000937 1 25KTHRES 101463 KEYSTONE UNIFORM CAP POLICE EQP AND SUPP $29.75 4500000937 2 25KTHRES 101463 KEYSTONE UNIFORM CAP POLICE EQP AND SUPP $28.00 4500000937 3 25KTHRES 101463 KEYSTONE UNIFORM CAP POLICE EQP AND SUPP $100.80 4500000937 4 25KTHRES 101463 KEYSTONE UNIFORM CAP POLICE EQP AND SUPP $50.40 4500000937 5 25KTHRES 101463 KEYSTONE UNIFORM CAP POLICE EQP AND SUPP $255.85 4500000937 6 25KTHRES 101463 KEYSTONE UNIFORM CAP POLICE EQP AND SUPP $135.45 4500000937 7 25KTHRES 101463 KEYSTONE UNIFORM CAP POLICE EQP AND SUPP $779.10 4500000937 $1,379.35 4500000951 1 25KTHRES 101269 TriState HVAC Equipment, LLP HVAC $2,947.94 4500000951 2 25KTHRES 101269 TriState HVAC Equipment, LLP HVAC $471.04 DRPA MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - MARCH 2016
Purchasing Document Item Resolution Vendor Name Material Group Desc. Net Order Value (D=DRPA)
4500000951 3 25KTHRES 101269 TriState HVAC Equipment, LLP HVAC $23.07 4500000951 4 25KTHRES 101269 TriState HVAC Equipment, LLP HVAC $111.09 4500000951 $3,553.14 4500000961 1 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $4,913.00 4500000961 2 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $105.84 4500000961 3 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $2,080.80 4500000961 4 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $70.56 4500000961 5 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $3,121.20 4500000961 6 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $47.04 4500000961 7 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $1,387.20 4500000961 8 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $4,046.00 4500000961 9 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $52.92 4500000961 10 D-15-026 101263 NESTLE WATERS NORTH AMERICA COOLERS/BTL WATER $64.68 4500000961 $15,889.24 4500000968 1 25KTHRES 101476 UNITED ELECTRIC MAINT/REPAIR-ELECT. $10,175.00 4500000968 $10,175.00 4500000969 1 25KTHRES 101433 LOU BO CORP MAINT/REPAIR-ELECT. $2,650.00 4500000969 2 25KTHRES 101433 LOU BO CORP MAINT/REPAIR-ELECT. $131.00 4500000969 3 25KTHRES 101433 LOU BO CORP MAINT/REPAIR-ELECT. $304.50 4500000969 4 25KTHRES 101433 LOU BO CORP MAINT/REPAIR-ELECT. $872.00 4500000969 $3,957.50 4500000970 1 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $1,777.01 4500000970 2 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $1,591.35 4500000970 3 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $4,243.60 4500000970 4 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $212.18 4500000970 5 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $1,060.90 4500000970 $8,885.04 4500000971 1 25KTHRES 101474 PENNONI ASSOCIATES INC ENGINEERING SRVS $5,000.00 4500000971 $5,000.00 4500000975 1 25KTHRES 100349 PENNSYLVANIA ONE CALL SYSTEM, INC. MISC PROF SRVS $2,500.00 4500000975 2 25KTHRES 100349 PENNSYLVANIA ONE CALL SYSTEM, INC. MISC PROF SRVS $2,500.00 4500000975 $5,000.00 4500000976 1 25KTHRES 100169 EPLUS TECHNOLOGY, INC. COMP HW/PERIPH-MICRO $2,125.00 4500000976 2 25KTHRES 100169 EPLUS TECHNOLOGY, INC. COMP HW/PERIPH-MICRO $1,196.64 4500000976 $3,321.64 4500000978 1 25KTHRES 100644 FRANKLIN ELECTRIC CO ELEC&SIG PARTS/MAINT $1,978.00 4500000978 $1,978.00 4500000983 1 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC MAINT/REPAIR-ELECT. $2,078.40 4500000983 2 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC MAINT/REPAIR-ELECT. $108.00 4500000983 $2,186.40 4500000990 1 25KTHRES 100968 LAWMEN SUPPLY CO POLICE EQP AND SUPP $150.00 4500000990 2 25KTHRES 100968 LAWMEN SUPPLY CO POLICE EQP AND SUPP $192.00 4500000990 $342.00 4500001013 1 25KTHRES 100091 CDW GOVERNMENT LLC ELEC&SIG PARTS/MAINT $247.50 4500001013 $247.50 4500001045 1 25KTHRES 101493 NORTHERN TOOL & EQUIPMENT CATALOG CAIR COMPRES/ACCESS. $2,999.99 4500001045 $2,999.99 4500001048 1 25KTHRES 100837 DELL MARKETING L.P. DATA PROC SRVS & SW $582.00 4500001048 2 25KTHRES 100837 DELL MARKETING L.P. DATA PROC SRVS & SW $823.25 4500001048 3 25KTHRES 100837 DELL MARKETING L.P. DATA PROC SRVS & SW $5,322.75 4500001048 4 25KTHRES 100837 DELL MARKETING L.P. DATA PROC SRVS & SW $3,493.00 4500001048 5 25KTHRES 100837 DELL MARKETING L.P. DATA PROC SRVS & SW $4,939.50 4500001048 $15,160.50 4500001058 1 25KTHRES 100194 GOLD TYPE BUSINESS MACHINES COMP HW/PERIPH-MICRO $3,999.95 4500001058 2 25KTHRES 100194 GOLD TYPE BUSINESS MACHINES COMP HW/PERIPH-MICRO $667.50 4500001058 3 25KTHRES 100194 GOLD TYPE BUSINESS MACHINES COMP HW/PERIPH-MICRO $440.55 4500001058 $5,108.00 4500001065 1 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $424.50 4500001065 $424.50 4500001066 1 25KTHRES 101498 MPS COMMUNICATION GRAPHICS, INC. FORMS CONTINUOUS $1,768.50 4500001066 2 25KTHRES 101498 MPS COMMUNICATION GRAPHICS, INC. FORMS CONTINUOUS $451.54 4500001066 $2,220.04 4500001093 1 25KTHRES 100968 LAWMEN SUPPLY CO OF NEW JERSEY INC POLICE EQP AND SUPP $700.00 4500001093 $700.00 4500001101 1 25KTHRES 100713 ALLIED ELECTRONICS ELECTRON COMPON/PRTS $49.65 4500001101 2 25KTHRES 100713 ALLIED ELECTRONICS ELECTRON COMPON/PRTS $44.10 4500001101 3 25KTHRES 100713 ALLIED ELECTRONICS ELECTRON COMPON/PRTS $44.25 4500001101 4 25KTHRES 100713 ALLIED ELECTRONICS ELECTRON COMPON/PRTS $87.75 DRPA MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - MARCH 2016
Purchasing Document Item Resolution Vendor Name Material Group Desc. Net Order Value (D=DRPA)
4500001101 5 25KTHRES 100713 ALLIED ELECTRONICS ELECTRON COMPON/PRTS $22.80 4500001101 $248.55 4500001109 1 25KTHRES 100713 ALLIED ELECTRONICS FASTENERS $8.50 4500001109 2 25KTHRES 100713 ALLIED ELECTRONICS FASTENERS $9.93 4500001109 3 25KTHRES 100713 ALLIED ELECTRONICS FASTENERS $9.21 4500001109 4 25KTHRES 100713 ALLIED ELECTRONICS FASTENERS $9.93 4500001109 5 25KTHRES 100713 ALLIED ELECTRONICS FASTENERS $8.50 4500001109 6 25KTHRES 100713 ALLIED ELECTRONICS FASTENERS $3.55 4500001109 $49.62 4500001111 1 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $9,750.00 4500001111 2 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $1,850.00 4500001111 3 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $470.00 4500001111 4 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $19.00 4500001111 5 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $40.00 4500001111 6 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $32.00 4500001111 7 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $19.00 4500001111 8 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $12.00 4500001111 $12,192.00
OPERATIONS & MAINTENANCE
1 DELAWARE RIVER PORT AUTHORITY
2 Operations and Maintenance Committee Meeting
3 One Port Center 2 Riverside Drive 4 Camden, New Jersey
5 Tuesday, April 5, 2016
6 Committee Members:
7 Albert Frattali, O&M Committee Chairman E. Frank DiAntonio 8 Richard Sweeney Charles Fentress 9 Antonio Fiol-Silva Osagie Imasogie (for Pennsylvania State Treasurer 10 Timothy Reese)(via telephone)
11 Others Present:
12 Christopher Howard, Assistant Counsel, New Jersey Governor's Authorities Unit 13 Chelsea Rosebud Guzowski, Director of Economic and Strategic Initiatives, Pennsylvania Governor's 14 Office of the Budget David Dix, Assistant to Chairman Boyer 15 Michael Conallen
16 DRPA/PATCO Staff:
17 John Hanson, Chief Executive Officer/President Raymond Santarelli, General Counsel and Corporate 18 Secretary Kristen Mayock, Deputy General Counsel 19 Stephen Holden, Deputy General Counsel Richard J. Mosback, Jr., Assistant General Counsel 20 Gerald Faber, Assistant General Counsel Dan Auletto, Acting Chief Operations Officer 21 Toni Brown, Chief Administrative Officer Michael Venuto, Chief Engineer 22 William Shanahan, Director, Government Relations
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 DRPA/PATCO Staff: (Continued)
2 Mark Lopez, Manager, Government Relations Barbara Holcomb, Manager, Capital Grants, Government 3 Relations Christina Maroney, Director, Strategic Initiatives 4 Mike Williams, Acting Director, Corporate Communications and Community Relations 5 Amy Ash, Contract Administrator, Contract Administration 6 John Rink, General Manager, PATCO Kathleen Imperatore, Director, Fare Collections, PATCO 7 Philip Spinelli, Project Manager, PATCO Sheila Milner, Administrative Coordinator 8 Elizabeth Saylor, Acting Records Manager
9
10
11
12
13
14
15
16
17
18
19
20
21
22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 INDEX
2 Page
3 Roll Call 5
4 Contract No. BF-43-2015(R) BFB Administration, Maintenance and Annex Buildings Roof Replacement 5 (Presenter Michael Venuto) 6
6 Capital Project Contract Modification (Presenter Michael Venuto) 7 7 2016 City to Shore Bike MS Event at Woodcrest 8 Station (Presenter John Rink) 11
9 PATCO-SEPTA Interoperability with FREEDOM Card - Contract with Cubic 10 (Presenter John Rink/Kathleen Imperatore) 13
11 Guided Technical Tours of DRPA Bridge Facilities (Presenter Toni Brown) 16 12 PARTSWG Contract Management and Administration 13 Services; FTA Section 5337 Grant Application; and, FTA Section 5307/5340 Grant Application 14 (Presenter William Shanahan) 18
15 PATCO Fire Alarm System Replacement (Subway Stations, Woodcrest, Ferry, Center Tower and 16 Lindenwold Complex (Presenter John Rink) 21
17 General Discussion
18 Change Orders
19 Contract No. BR-15-2012 - Betsy Ross Bridge Resurfacing and Approach Roadway 20 Rehabilitation 27
21 Contract No. WW-23-2015 - Walt Whitman Bridge Toll Plaza, Substructure and 22 Paving Rehabilitation 28
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 INDEX
2 Page
3 Contract No. BF-41-2014(R) - Ben Franklin Bridge Administration and Annex Buildings 4 Chiller Replacement Project 30
5 Contract No. PATCO-28-2007 - PATCO Rehabilitation of Track Structure on the 6 Westmont Viaduct 31
7 Contract No. PATCO-54-2014 - Replacement of Rectifier Transformers 8 Phase II and Lindenwold Diesel Generator 31
9 Contract No. PATCO-48-2011 - Escalator Replacement at Woodcrest, 12th/13th 10 and Locust, and 15th/16th and Locust Stations 32 11 Update on DRPA/PATCO Electrical Procurement 33 12 Executive Session 35 13 Adjournment 36 14
15
16
17
18
19
20
21
22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 PROCEEDINGS
2 (9:00 a.m.)
3 CHAIRMAN FRATTALI: I'd like to call to order
4 the meeting of the Operations and Maintenance
5 Committee, Delaware River Port Authority, and ask the
6 Corporate Secretary call the roll.
7 MR. SANTARELLI: Good morning. Chairman
8 Frattali?
9 CHAIRMAN FRATTALI: Here.
10 MR. SANTARELLI: Commissioner Imasogie?
11 COMMISSIONER IMASOGIE: Here.
12 MR. SANTARELLI: Commissioner Sweeney?
13 COMMISSIONER SWEENEY: Here.
14 MR. SANTARELLI: Commissioner Fiol-Silva?
15 COMMISSIONER FIOL-SILVA: Present.
16 MR. SANTARELLI: Commissioner Fentress?
17 COMMISSIONER FENTRESS: Here.
18 MR. SANTARELLI: Commissioner DiAntonio?
19 COMMISSIONER DiANTONIO: Here.
20 MR. SANTARELLI: You have a quorum.
21 CHAIRMAN FRATTALI: There are nine items on
22 the agenda today. The first item is Contract Number
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 BF-43-2015(R), the Ben Franklin Bridge Administration,
2 Maintenance, and Annex Building Roof Replacement.
3 Mike?
4 MR. VENUTO: Yes. Good morning,
5 Commissioners. Staff is seeking authorization to
6 negotiate a construction contract with United States
7 Roofing Corporation to replace the roofs on the
8 Administration, Maintenance, and Annex Buildings at
9 the Ben Franklin Bridge in the amount of $1,453,000.
10 The roofs on the Administration and Annex
11 Buildings are 27 years old. The roof on the
12 Maintenance Building is 24 years old. They have
13 exceeded their life expectancy and deteriorated to the
14 point where temporary repairs are no longer sufficient
15 to maintain the integrity of the roofing system.
16 The project was publicly advertised and bid
17 documents were offered to the public beginning
18 February 1, 2016, with a bid opening date of March 15,
19 2016. Eight sets of documents were sold and three
20 bids were received. The lowest responsive and
21 responsible bidder was submitted by United States
22 Roofing Corporation in the amount of $1,453,000.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 We had three bids. One of those bids was
2 deemed non-responsive, so we are moving to United
3 States Roofing.
4 CHAIRMAN FRATTALI: Any questions? Seeing
5 none, I need a motion.
6 COMMISSIONER DiANTONIO: So moved.
7 CHAIRMAN FRATTALI: Second?
8 COMMISSIONER SWEENEY: Second.
9 CHAIRMAN FRATTALI: All in favor?
10 ALL: Aye.
11 CHAIRMAN FRATTALI: Any opposed? The ayes
12 have it.
13 The second item is Capital Project Contract
14 Modifications. Michael?
15 MR. VENUTO: I have this summary statement and
16 resolution and we have a capital change request on
17 supplements for consulting agreements or change orders
18 on contracts. What is attached to this summary
19 statement and resolution is the list of each of the
20 change orders.
21 I handed out an amended sheet. The only
22 amendment is noted by the asterisk at the bottom of
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 the page, and I'll explain that as we go. So this
2 will amend the sheet that's with the actual summary
3 statement and resolution.
4 The first project is PATCO-21-E, PATCO Track
5 Rehabilitation Across the Ben Franklin Bridge. We're
6 seeking authorization to execute the contract
7 modification resulting in sub-consultant fees to pay
8 for added expenses incurred by the consultant, HNTB.
9 There was no increase in the contract amount, so the
10 contract amount with HNTB stays the same.
11 X amount of dollars were allocated for
12 sub-consultants on this project. The sub-consultant
13 expenses were not fully utilized. At HNTB, we used
14 some of that additional money for HNTB resources. So
15 when HNTB uses their own resources for that, they have
16 their 10 percent fixed fee -- the 10 percent markup --
17 which they don't have for a sub-consultant.
18 What happens in our consulting contracts is
19 that not only do we limit the cost of the contract, we
20 also limit their fixed fee profit amount; so this
21 change order is simply to adjust the profit amount
22 that was listed. The overall contract cost doesn't
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 change, but we're adjusting HNTB's contract because
2 they utilized some of the sub-consulting money with
3 their own forces. So, the change to the contract is
4 that the fixed fee was adjusted from $561,208.36 to
5 $621,581.10.
6 The next item is the Ben Franklin Bridge 5th
7 Street Philadelphia Tunnel Rehabilitation for
8 Remington & Vernick Engineers. We are seeking
9 approval to increase the contract amount by $15,835 to
10 provide additional technical support services due
11 under the construction phase. This supplement will
12 increase the contract value from $145,634.00 to
13 $161,469.00. Remington & Vernick did the design on
14 the project; they're the designer of record and we
15 would like to keep them involved during the
16 construction, given the subrogation that we've had on
17 our 5th Street Tunnel.
18 The next item is Construction Monitoring
19 Services for the Ben Franklin Bridge 5th Street
20 Philadelphia Tunnel Rehabilitation with Johnson,
21 Mirmiran & Thompson (JMT). Their original contract
22 amount was $299,274.16. The change order/supplemental
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 amount is for $225,383.65, for the adjusted contract
2 amount of $524,657.81.
3 We did that project and we then had to stop
4 and talk about the new construction contract for the
5 5th Street Tunnel. We had CM Services, since JMT was
6 dealing with CM Services, and there was around
7 $35,000.00 left in that original contract for JMT; and
8 now we're asking them to be out there for this second
9 phase. We didn't spend all the money on the first
10 construction contract. We did use a majority of the
11 time, and since we're consolidating this with a
12 100-day contract, we're going to be working long days.
13 We're going to be working 6 days a week. This will
14 add a 100-day duration to their contract.
15 Lastly, the Installation of Elevators in the
16 Six Remaining PATCO Stations. The original contract
17 amount was for $1,858,200.00 with Sowinski Sullivan
18 Architects. We are seeking to supplement the contract
19 in the amount of $443,737.00 in order to provide some
20 additional compensation for work that we have asked
21 them to do to wind up their contract. We're looking
22 for additional stair towers from the concourse level
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 at City Hall. We also wanted some additional
2 conceptual designs associated with some surveys at
3 Haddonfield. We wanted additional IT and IS rooms and
4 space for where the elevators were going to go and we
5 want two additional IT/IS surveys because systems are
6 changing due to some of the other ongoing projects.
7 So, we want to supplement that contract by $43,737.00.
8 CHAIRMAN FRATTALI: That's it?
9 MR. VENUTO: Yes, sir.
10 CHAIRMAN FRATTALI: All right, any questions?
11 Seeing none, I need a motion.
12 COMMISSIONER FENTRESS: Move the motion.
13 CHAIRMAN FRATTALI: Second?
14 COMMISSIONER SWEENEY: Second.
15 CHAIRMAN FRATTALI: All in favor?
16 ALL: Aye.
17 CHAIRMAN FRATTALI: Any opposed? The ayes
18 have it.
19 The third item is the 2016 City to Shore Bike
20 MS Event at Woodcrest Station. John?
21 MR. RINK: Thank you, Mr. Chairman. Good
22 morning, Commissioners. We are seeking Board
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 authorization to allow the City to Shore Bike MS Event
2 to occur on September 24th/25th at the PATCO Woodcrest
3 Station. Net costs to PATCO will be reimbursed by the
4 National MS Society. The estimated cost of
5 reimbursement is approximately $15,000; this is to
6 supplement our support services for traffic control
7 and setup at the station.
8 If you recall, unfortunately this event was
9 cancelled in 2015 due to a weather-related state of
10 emergency. This event generates approximately 1,000
11 riders on our trains that morning, as volunteers and
12 cyclists come to the event. PATCO and DRPA have
13 estimated the costs as well as the additional
14 ridership revenue for this event. The net cost is
15 approximately $15,000.
16 Staff is seeking authorization to permit the
17 MS Society to prepare for and hold their event at
18 Woodcrest Station on the 23rd, 24th, and 25th of
19 September.
20 CHAIRMAN FRATTALI: Any questions? Seeing
21 none, I need a motion.
22 COMMISSIONER SWEENEY: Move the motion.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 CHAIRMAN FRATTALI: Second?
2 COMMISSIONER FENTRESS: Second.
3 CHAIRMAN FRATTALI: All in favor?
4 ALL: Aye.
5 CHAIRMAN FRATTALI: Any opposed? The ayes
6 have it.
7 The fourth item is PATCO Fire Alarm System
8 Replacement at the Subway Stations, Woodcrest, Ferry,
9 Central Tower, and Lindenwold Complex. John?
10 MR. RINK: Mr. Chairman, can I have this moved
11 to the end of the agenda. I'm waiting for the project
12 manager to arrive. He's stuck in traffic on 95. So
13 if we can hold that till the end, I'd appreciate that.
14 CHAIRMAN FRATTALI: All right. The fifth item
15 is PATCO-SEPTA Interoperability with the FREEDOM Card
16 Contract with Cubic. John?
17 MR. RINK: Thank you, Mr. Chairman,
18 Commissioners. We are seeking Board authorization to
19 negotiate a contract with Cubic Transportation Systems
20 to install an Account-Based Processor system in our
21 automated fare collection system to allow for SEPTA
22 Interoperability with our PATCO FREEDOM Card. The
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 cost of the contract would not exceed $1.74 million.
2 In an effort to provide interoperability with
3 SEPTA's new payment technology, PATCO will need to
4 install an account-based system to interact with
5 PATCO's current card-based system. This proposed
6 system will allow PATCO customers the ability to use a
7 registered Freedom Card on the SEPTA system using
8 SEPTA's new contactless readers.
9 At this time I'll ask Kathy Imperatore, the
10 Director of Fare Collection, to give you a little more
11 information about what's involved in this process.
12 MS. IMPERATORE: Currently, we have a card-
13 based system where we read and write to our FREEDOM
14 Card. SEPTA is not implementing a system like that.
15 They are implementing an open system whereby you use a
16 contactless credit card or other items like that. In
17 order to be able to interact with SEPTA’s system, we
18 will need to put in an account-based system. It's
19 almost like putting an E-ZPass System on top of our
20 current system so that they can interact with each
21 other.
22 MR. RINK: In addition, in the future, we'll
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 be able to accept bank cards, SEPTA's actual key card,
2 or mobile devices at our PATCO fare gates. But, the
3 first benefit is allowing our FREEDOM Cards to work
4 throughout SEPTA and with the additional, future
5 enhancements, we'll be able to accept their card on
6 our system.
7 Cubic Transportation Systems is the current
8 manufacturing integrator of our system. It is the
9 only source for proprietary software and device
10 components. Therefore, it is a sole source contract.
11 We have reviewed and evaluated Cubic's proposal and
12 determined it to be fair and reasonable. With that,
13 we ask that the Board authorize PATCO to enter into a
14 contract with Cubic.
15 CHAIRMAN FRATTALI: Any questions? Seeing
16 none, I need a motion.
17 COMMISSIONER SWEENEY: Move the motion.
18 CHAIRMAN FRATTALI: Second?
19 COMMISSIONER DiANTONIO: Second.
20 CHAIRMAN FRATTALI: All in favor?
21 ALL: Aye.
22 CHAIRMAN FRATTALI: Any opposed? The ayes
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 16
1 have it.
2 The next item is Guided Tours at DRPA Bridge
3 Facilities. Toni?
4 MS. BROWN: Good morning, Commissioners. This
5 morning staff is seeking authorization to allow staff
6 to continue to provide educational, technical,
7 professional, and community groups with the
8 opportunity to visit our facilities. Some of the
9 organizations that have requested these tours in the
10 past have included: the International Bridge, Turnpike
11 and Tunnel Association; the Society of Industrial
12 Archeology; the American Society of Civil Engineers;
13 and local universities and engineering and technical
14 schools.
15 When groups request these tours, they are
16 required to provide DRPA with information about their
17 organization's mission and goals and the purpose of
18 the tour. The groups must have a demonstrated
19 educational, technical, community, and/or professional
20 mission in order to be considered for a guided
21 technical bridge tour.
22 The groups must also submit all information
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 17
1 necessary in order to perform background security
2 screenings of participants, which may include getting
3 their Social Security Numbers and a photo ID. The
4 requesting groups must comply with all of our
5 requisite security, safety, and insurance regulations,
6 and of course, management reserves the right to
7 evaluate technical tour requests involving security
8 sensitive areas.
9 There is no additional incremental cost
10 associated with providing these in-kind tours.
11 CHAIRMAN FRATTALI: Any questions? Seeing
12 none, I need a motion.
13 COMMISSIONER FENTRESS: Move the motion.
14 CHAIRMAN FRATTALI: Second?
15 COMMISSIONER DiANTONIO: Second.
16 CHAIRMAN FRATTALI: All in favor?
17 ALL: Aye.
18 CHAIRMAN FRATTALI: Any opposed? The ayes
19 have it.
20 The next three items we probably can do
21 together. They are: PARTSWG Contract Management and
22 Administration Services; FTA Section 5337 Grant
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 18
1 Application; and, FTA Section 5307/5340 Grant
2 Application. Bill?
3 MR. SHANAHAN: Good morning, Mr. Chairman,
4 members of the Committee. Staff is seeking
5 authorization to enter into a contract with the
6 successful bidder on behalf of the Philadelphia Area
7 Regional Transit Security Working Group to provide
8 administrative and grant management services. Each
9 year the Department of Homeland Security provides
10 grant funding for critical transportation
11 infrastructure security activities. The funds are
12 dedicated to providing money to harden our targets, so
13 to speak.
14 As part of that grant program, there is five
15 percent allocated for management and administrative
16 costs. This money would be provided to the successful
17 vendor. The RFP is on the street now and we're asking
18 for authorization to enter into a contract using
19 normal procurement procedures.
20 CHAIRMAN FRATTALI: Do I do that in three
21 separate motions, or can I do it all at once?
22 MR. SANTARELLI: You can combine them all
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 19
1 together if he wants to describe them all together.
2 MR. SHANAHAN: The next is our annual Grant
3 Funding from the FTA, which provides maintenance money
4 for the PATCO line. It is our formula money. We call
5 it formula money because it is derived from a formula
6 that is provided in the Omnibus Transportation Bill.
7 Each year we go through our allocation. Our
8 allocation over the last five years has risen. It was
9 stagnant at $9.7 million for years, then it rose to
10 over $12 million. The last allocation for FY16 are
11 just coming in and haven't been approved yet. It's
12 over $13 million to this Agency.
13 For the Section 5337 portion of it -- that's
14 the section of the law that provides us with the money
15 -- we are looking at an overall project funding of
16 $9.9 million, of which 80 percent or $7.9 million is
17 provided by the federal government. So, we're seeking
18 authorization to accept that $7.9 million grant and
19 also to provide the matching share of $1.9 million
20 that the program requires of the Authority.
21 Next is our Section 5307 Grant Allocation.
22 Again, these are applied to -- you can see the project
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 20
1 that all this money is applied to working with
2 engineering and our finance department.
3 The next one is the Sections 5307/5340 portion
4 of that. The overall project cost for those
5 associated projects are $5.4 million. The 80 percent
6 federal funding is $4.3 million; our match is 20
7 percent, or a little over $1 million. We're asking
8 the Board to approve that funding, accepting the grant
9 funds and also providing the matching funds.
10 CHAIRMAN FRATTALI: Any questions on those
11 three items? Seeing none, I need a motion.
12 COMMISSIONER SWEENEY: Move the motion.
13 CHAIRMAN FRATTALI: Second?
14 COMMISSIONER FIOL-SILVA: Second.
15 CHAIRMAN FRATTALI: All in favor?
16 ALL: Aye.
17 CHAIRMAN FRATTALI: Any opposed? The ayes
18 have it.
19 John, are you ready?
20 MR. RINK: Yes, he is.
21 CHAIRMAN FRATTALI: All right, let's go back
22 to the PATCO Fire Alarm System Replacement.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 21
1 MR. RINK: Thank you, Mr. Chairman,
2 Commissioners. We are seeking authorization to
3 negotiate a contract with SimplexGrinnell to replace
4 and operate existing fire protection systems at PATCO,
5 at a cost not to exceed $1,945,070.30. The contract
6 would replace and upgrade the fire protection systems
7 throughout PATCO in addition to installing a new
8 system at Center Tower to provide protection
9 notification. This work will be under GSA schedule
10 contract GS-07-0396 and pricing.
11 Currently, PATCO has several non-integrated
12 fire detection systems throughout the property. These
13 include our Philadelphia stations which are equipped
14 with a system that's been discontinued since 2012.
15 That obsolescence has affected the ability of repair
16 parts.
17 PATCO developed a cross-functional team of
18 employees from Way and Power, Safety, and the GM's
19 Office to develop two distinct courses of action to
20 address the Agency's future fire protection needs.
21 One course of action was to upgrade the existing
22 system; the other course was to replace the entire
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 22
1 existing system with a new, integrated system.
2 The team met with two GSA vendors to determine
3 the better course of action. After much consideration,
4 the team has selected replacing the existing systems
5 with one modern integrated system and
6 establishing this level of fire protection equipment
7 as the standard for all future capital projects. The
8 team selected SimplexGrinnell as the prime contractor
9 for this project, which is a GSA provider contract.
10 At this time, I have Mr. Spinelli from my office who
11 is the Project Manager and he'll give you a
12 description of the work involved.
13 MR. SPINELLI: As John said, our
14 cross-functional team evaluated two distinct courses
15 of action. The current system is an Edwards II
16 system, which is no longer manufactured. It is still
17 a functioning system, but again, it's becoming
18 obsolete. It has been replaced by the Edwards III
19 system. We looked at all of our Philadelphia
20 stations. City Hall currently has the Edwards II
21 systems; they would all need to be replaced with
22 Edwards III.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 23
1 The other option was to replace the existing
2 system with the new system, with SimplexGrinnell
3 replacing the whole system up and down the entire line
4 from Lindenwold, all our nodes, Center Tower, all the
5 stations in the City. The team felt that the better
6 approach was to replace the entire system.
7 Currently, we have 12 facilities that are not
8 monitored. That means that if a fire alarm were to go
9 off, we would not be notified unless someone calls us
10 -- like a passenger or an employee -- and says “I hear
11 a bell going off.” Now, that will all be brought
12 under one big system with the route we are planning to
13 go with SimplexGrinnell, in which we will have total
14 visibility on the system at all times..
15 In addition, SimplexGrinnell would replace all
16 of the equipment at all of the Philadelphia stations
17 and at City Hall. Center Tower, which currently does
18 not have a fire alarm system, would get a fire alarm
19 system. That would be the only substation that would
20 have a fire alarm system; it needs one because there
21 are personnel who work on the second floor of that
22 substation, which is our Dispatching Center.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 24
1 All the equipment at Lindenwold would be
2 replaced. In addition, the computer room at
3 Lindenwold has a Halon Fire Suppression System. While
4 Halon is still permissible by law, it is no longer
5 manufactured. Once Halon is used and expended, you
6 can no longer recharge a Halon system. Should the
7 fire suppression system in the computer room ever be
8 activated, there would be no replacement Halon
9 available to provide future protection; so, we would
10 have to replace the system sooner or later, anyway.
11 All in all, there is a lot of work involved. There
12 are over 250 “smoke heads” -- smoke alarms, basically
13 -- and heat detectors that need to be replaced
14 throughout the system. There are beam detectors in
15 some locations; they are placed in areas where there
16 is high heat but not particularly smoke, so they won't
17 go off just because of a rise in temperature.
18 The nice part about this system is that this
19 equipment is designed to get dirty. What I mean by
20 that is that it self-adjusts. We have trains moving
21 through the subway stations and there is a level of
22 dirt that comes with brake dust and things of that
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 25
1 nature. The smoke heads automatically adjust for that
2 dirt. Plus, they will actually alert Central Station
3 that, say, the Lindenwold smoke head needs to be
4 serviced and replaced. It's just a matter of going
5 down, unscrewing it, putting the new one on, and
6 taking the old one back and cleaning it.
7 The Edwards System has a similar feature, but
8 it's much more involved. After you take the smoke
9 head down, the contractor must be informed that the
10 smoke head has now been replaced; it's a machining
11 issue. The Simplex system is a much easier system for
12 us to maintain.
13 The price for the system includes training and
14 we can have our own employees trained up to a
15 technician level by SimplexGrinnell. That way, we can
16 do a lot of the troubleshooting and maintenance
17 ourselves and we wouldn't necessarily have to have a
18 full-blown service contract on an ongoing basis.
19 So there are some of the features of the
20 system. It's a good system.
21 MR. RINK: Thank you, Phil. The system is
22 expandable, not like our current system. With the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 26
1 upcoming installations of the elevators at several
2 stations, we'll be able to incorporate this internal
3 project. Therefore, we're asking the Board to allow
4 us to negotiate a contract with SimplexGrinnell to
5 replace and upgrade the fire protection systems at a
6 cost not to exceed $1,945,070.30.
7 CHAIRMAN FRATTALI: Any questions? Seeing
8 none, I need a motion.
9 COMMISSIONER FENTRESS: Move the motion.
10 CHAIRMAN FRATTALI: Second?
11 COMMISSIONER SWEENEY: Second.
12 CHAIRMAN FRATTALI: All in favor?
13 ALL: Aye.
14 CHAIRMAN FRATTALI: Any opposed? The ayes
15 have it.
16 We have seven items for General Discussion
17 today. The first item includes six Change Orders and
18 you can read them off.
19 MR. VENUTO: Thank you. We have changes to
20 six ongoing construction contracts. Two of those are
21 going to be closeout Change Orders to close out the
22 projects. Those in this section, here, are
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 27
1 reallocation of contract bonds with no additional
2 overall contract price for each of these.
3 The first one is the Betsy Ross Bridge
4 Resurfacing and Approach Roadway Rehabilitation. This
5 is going to be an allocation of $69,291.47 from our
6 site coordination and conditions budget in the
7 contract.
8 The Change Order itself is made up of six
9 specific items. One of the items consists of
10 replacing the joints across the bridge. We had a
11 change in design once we got out there, so it can't be
12 constructed the way we originally intended; we're
13 going to be adding approximately $180,000 for the new
14 work. We'll have a credit of $258,000 with the way it
15 was originally designed; so, overall it's a contract
16 credit. We're going to pay $83,976 for some expedited
17 work that we required prior to the Papal visit. The
18 contractor was expected to go on a certain schedule;
19 given the traffic conditions we asked them to expedite
20 the work to finish two of the lanes so we could have
21 them open for the Papal visit.
22 Also, we anticipated Type 2 repairs on this
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 28
1 contract would be as we fixed the concrete deck.
2 Typically we would go four inches through the concrete
3 deck. In a few locations we actually found that we
4 had to go through the entire eight-inch deck in order
5 to make the repairs. To complicate it further, those
6 locations were over the transit tracks. So, we
7 required a change in the scope of work and attaching
8 to the tracks; that came to $54,682.
9 Finally, we had some additional maintenance
10 and protection to traffic after seeing how the work
11 was progressing out there. We, along with Public
12 Safety, wanted to adjust some of the public protection
13 to traffic terms. We asked them to change that. That
14 was $9,062. So, it's an overall net allocation of
15 $69,291.47 from our unforeseen site conditions.
16 The next Change Order is for the Walt Whitman
17 Bridge Toll Plaza, Substructure and Paving
18 Rehabilitation. This is an approximately $6.2 million
19 project. We're looking to allocate $169,961 out of
20 the unforeseen site conditions section of the
21 contract. We had some changes in work throughout the
22 contract. I'll go through them.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 29
1 We're going to do some additional electrical
2 work. With regard to the number of conduits, -- we
3 will need some existing penetrations into the toll
4 tunnel for the electrical work to the electrical
5 conduits that go through there. That consists of
6 excavating, going through the tunnel wall, ground
7 work, penetration, backhoe, those type of things;
8 that's going to cost $41,326.
9 We noticed in a couple of areas in our
10 existing plans that the sidewalk was to be 10 inches
11 thick and some of the lanes were supposed to be
12 10 inches thick. Once we got out there and started
13 the actual demolition, we found that there was
14 additional thickness. It was a 24-inch total and not
15 a 10 inch total; so, we have to compensate the
16 contractor for the additional demolition. For the
17 sidewalks, it was $1,552; for the additional thickness
18 in the lanes, it was $75,810.
19 We are replacing antennas and cable. Eight
20 antennas are associated with the toll booth and the
21 toll IT equipment. The cable costs are $30,000. The
22 cable work would have been done on a future contract
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 30
1 with our IS group, but the cable has to be relocated
2 for this project. In working with the subcontractors
3 we found that it was better to replace the cable now
4 while we're relocating it -- rather than take the
5 chance of damaging it. So, we will take it out of a
6 future project and incorporate into this contract as a
7 change order.
8 We also want additional treadle strips. The
9 contract shows that we would have 30 treadle strips
10 supplied. We actually want to put in 56. What
11 happened was that this contract had been delayed from
12 when we initially designed it; the contract was bid
13 twice and there were some other internal issues. Over
14 the course of the delay, we had changed the way we do
15 business in the toll plazas. Two of our bridges
16 already have these treadles; now we want to make this
17 construction project consistent with what we do around
18 here in the facilities. That would be $20,300.
19 Again, the net change is use of the unforeseen site
20 conditions provisions in the amount of $169,961.
21 The third Change Order is the Ben Franklin
22 Bridge Administration and Annex Building Chiller
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 31
1 Replacement. This is the first and final Change
2 Order. It is a decrease of $25,000. We had $25,000
3 in the unforeseen site conditions but the project went
4 as planned, as per planned specs, and we didn't need
5 to utilize the $25,000. So, we're going to take the
6 credit for the $25,000 and close out that project.
7 The next Change Order is to PATCO-28-2007, the
8 Rehabilitation of Track Structure on the Westmont
9 Viaduct. We are seeking to allocate $6,995 of the
10 unforeseen site conditions money to do some additional
11 survey work. The contract calls for pulling the track
12 back away from the curve along the Westmont Viaduct.
13 We want to make some modifications about this in the
14 contract and will need additional survey work.
15 The next Change Order is to PATCO-54-2014, the
16 Replacement of Rectifier Transformers Phase II and
17 Lindenwold Emergency Diesel Generator. This is an
18 allocation of $12,136 consisting of two specific
19 items. Both of them basically are about power for the
20 generator. First, $6,310 covers the cost of 120-volt
21 leads to the transformer control panel. We did not
22 anticipate that that kind of voltage was needed in the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 32
1 contract documents, so that's a change in the scope of
2 work.
3 The other item on the Change Order is for
4 $5,825. The documents call for the emergency
5 generator supply and the new automatic transfer
6 switch. Auxiliary power is not available on that
7 switch, so we have to find another power source.
8 We're asking that an amount of $5,825, again with a
9 net of $12,136, be allocated on the unforeseen site
10 conditions.
11 The final Change Order is to PATCO-48-2011,
12 the Escalator Replacement at Woodcrest, 12th-13th and
13 Locust, and 15th-16th and Locust stations. This is a
14 credit Change Order and is the second Change Order on
15 this project. It is the final Change Order and it
16 closes out the project. This has been a long-going
17 project for us. This takes a credit of $5,717. That
18 is what's remaining in the unforeseen conditions
19 provision of the contract, so we'll take a credit for
20 that and close out this contract. The Change Order
21 also calls for a net increase of 458 calendar days.
22 There were a lot of issues with the supplier, so we're
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 33
1 adding the calendar days to this project and taking
2 the credit of $5,717 and that project will be clear.
3 CHAIRMAN FRATTALI: Questions? All right, the
4 last item is an update of the DRPA/PATCO Electrical
5 Procurement. Mr. Spinelli or John?
6 MR. RINK: Yes, I'll start it off. Thank you,
7 Mr. Chairman, Commissioners. We just wanted to update
8 you on our recent electrical procurement auction. We
9 held an auction back on March 9th for seven of our
10 major DRPA and PATCO accounts. This was handled by
11 our consultant, with a lot of legwork from Amy Ash and
12 Phil Spinelli. We have attached to the agenda the bid
13 result for each of the accounts. I'll let Mr. Spinelli
14 speak in a little more detail on what you'll see on
15 those spreadsheets.
16 MR. SPINELLI: As John said, on March 9th we
17 held a reverse auction. I don't know if you're
18 familiar with reverse auctions, but it's similar to
19 eBay but in reverse. The low bidder gets the
20 business.
21 It's a totally transparent platform. All the
22 suppliers who are the generators actually see the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 34
1 current price being bid, and they have an opportunity
2 to come in lower. The time is processed so each
3 bidder is bidding against each other. The bid comes in
4 within the final minute, extends the bid out two more
5 minutes to give everybody else an opportunity to
6 counterbid.
7 When the auction ended, we had the listing
8 that you have in front of you; it shows which bidders
9 that were bidding on what. They're called tranches.
10 It's a French word and my French is awful, but they're
11 called tranches; they are basically different
12 classifications of electricity. Some of it might be
13 street lighting and some may be for high tension for
14 railroads. Some might be regular indoor lighting.
15 We had seven different tranches. It's broken
16 down by state and by utility company. Based on the
17 outcomes, we have done better on six of the seven
18 tranches that we are currently paying. The one that
19 we did not come out ahead on is a fraction of a cent
20 difference. It's on the first page, the bottom one,
21 PSE&G PSAL. It shows that we're paying $4940. We're
22 apparently paying $4869. Had we not conducted the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 35
1 reverse auction, the prices we would pay would change
2 on a daily basis with the market. With the reverse
3 auction, we are locked into a price; so it gives us
4 the ability to do forecasting for budgeting purposes.
5 Using this strategy over the last four years,
6 we've saved $4.2 million on our electric bill. In
7 2010, which is the last year that I have data for, we
8 spent somewhere close to $7.5 million. Last year, we
9 spent in the area of $6.4 million. So, we're saving
10 about $1 million a year doing the energy auction, and
11 it has worked well for us.
12 MR. RINK: Thank you, Phil. Thank you,
13 Chairman.
14 CHAIRMAN FRATTALI: At this time I'm going to
15 call for a motion to go into Executive Session. The
16 decisions made in Executive Session will be publicly
17 issued.
18 COMMISSIONER SWEENEY: Move the motion.
19 CHAIRMAN FRATTALI: Second?
20 COMMISSIONER FENTRESS: Second.
21 CHAIRMAN FRATTALI: All in favor?
22 ALL: Aye.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 36
1 CHAIRMAN FRATTALI: We're in Executive
2 Session.
3 (Off the record at 9:34 a.m.)
4 CHAIRMAN FRATTALI: At this time I'm going to
5 close Executive Session and go back into Open Session.
6 Could I have a motion to close Executive Session?
7 COMMISSIONER FENTRESS: Move the motion.
8 CHAIRMAN FRATTALI: Second?
9 COMMISSIONER SWEENEY: Second.
10 CHAIRMAN FRATTALI: All in favor?
11 ALL: Aye.
12 (On the record at 9:49 a.m.)
13 CHAIRMAN FRATTALI: There is no other business
14 for the O&M Committee, I'll accept a motion for
15 adjournment.
16 COMMISSIONER FENTRESS: So moved.
17 CHAIRMAN FRATTALI: Second?
18 COMMISSIONER SWEENEY: Second.
19 CHAIRMAN FRATTALI: All in favor?
20 ALL: Aye.
21 CHAIRMAN FRATTALI: We're adjourned.
22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 37
1 (Whereupon, the Operations & Maintenance Committee
2 Meeting ended at 9:49 a.m.)
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 38
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 Operations and Maintenance Committee on April 5, 2016,
5 were held as herein appears, and that this is the
6 original transcript thereof for the file of the
7 Authority.
8
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10 ______11 Tom Bowman, Reporter FREE STATE REPORTING, INC. 12
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 SUMMARY STATEMENT
ITEM NO.: DRPA-16-047 SUBJECT: Contract No. BF-43-2015(R), BFB Administration, Maintenance and Annex Building Roof Replacements
COMMITTEE: Operations & Maintenance
COMMITTEE MEETING DATE: April 5, 2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board authorizes staff to negotiate a construction contract with the firm of United States Roofing Corporation to replace the roofs on the Administration, Maintenance and Annex Buildings at the Benjamin Franklin Bridge.
Amount: $1,453,000.00
Contractor: United Stated Roofing Corporation 910 East Main Street, #300 Norristown, PA 19401
Other Bidders: D.A. Nolt, Inc. $1,500,000.00 McMullen Roofing, Inc. (non-responsive)
Engineers Estimate: $1,374,361.00
PURPOSE: To perform all work required to replace the existing roofs on the Administration, Maintenance and Annex Buildings and the four Bridge Anchorage Towers at the Benjamin Franklin Bridge.
BACKGROUND: The roofs on the Administration, and Annex Buildings and Anchorage Towers are 27 years old. The roof on the Maintenance Building is 24 years old. The roofs have exceeded their life expectancy and have deteriorated to the point where temporary repairs are not sufficient to maintain the integrity of the roofing systems.
The project was publicly advertised and bid documents were offered to the public beginning on 2/1/2016 with a bid opening date of 3/15/2016. Eight (8) sets of documents were sold. A total of three (3) bids were received. The low responsive and responsible bid was submitted by United States Roofing Corporation in the amount of $1,453,000.00.
Staff has completed the evaluation of bids and recommends that the contract be awarded to United States Roofing Corporation, in the SUMMARY STATEMENT Contract No. BF-43-2015(R), O&M 4/5/2016 BFB Administration, Maintenance and Annex Building Roof Replacements ______
amount of $1,453,000.00 as the low responsive and responsible bidder.
SUMMARY: Amount: $1,453,000.00 Source of Funds: 2013 Revenue Bonds Capital Project #: BF1503 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 240 Calendar Days Other Parties Involved: N/A Estimated Number of Jobs Supported: 4 DRPA-16-047 Operations & Maintenance Committee: April 5, 2016 Board Date: April 20, 016 Contract No. BF-43-2015(R), BFB Administration, Maintenance and Annex Building Roof Replacements
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority accepts the bid of $1,453,000.00 to perform all work required to replace the existing roofs on the Administration, Maintenance and Annex Buildings and the four Bridge Anchorage Towers at the Benjamin Franklin Bridge, and that the proper officers of the Authority be and hereby are authorized to negotiate a contract with United States Roofing Corporation for the required work in an amount not to exceed $1,453,000.00, as per the attached Summary Statement; and be it further
RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $1,453,000.00 Source of Funds: 2013 Revenue Bonds Capital Project #: BF1503 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 240 Calendar Days Other Parties Involved: N/A Estimated Number of Jobs Supported: 4 SUMMARY STATEMENT
ITEM NO.: DRPA-16-048 SUBJECT: Capital Project Contract Modification
COMMITTEE: Operations & Maintenance
COMMITTEEMEETINGDATE: April5,2016
BOARDACTIONDATE: April20,2016
PROPOSAL: That the Board authorize the execution of contract modifications to certain contracts for Authority capital project and that the Board amend the 2016 Capital Budget to include the increase in contract amount being requested in this Resolution.
PURPOSE: To approve contract modifications in the amounts and times set forth herein for the identified Authority capital projects and to assure that the 2016 Capital Budget reflects the actual Board approved project costs.
BACKGROUND: The Authority is presently undertaking several capital projects previously approved by the Board. During the course of the project(s) identified in the Attachment (attached hereto and made a part hereof), Engineering has determined that conditions affecting each project require contract modification adjusting the scope of work/contract items, compensation, and/or the time to perform the contract work as set forth in the attachment.
Engineering staff has evaluated the contract modifications identified in the Attachment and any supporting documentation and has determined the contract adjustments as proposed are fair and reasonable and meets the needs of the Authority.
SUMMARY: Amount: See Attachment Source of Funds: See Attachment Capital Project #: See Attachment Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: See Attachment Other Parties Involved: N/A DRPA-16-048 Operations & Maintenance Committee: April 5, 2016 Board Date: April 20, 2016 Capital Project Contract Modifications
RESOLUTION
RESOLVED: That the Board authorizes the execution of contract modifications to the contracts identified in the Attachment in such amounts and/or times set forth therein; and be it further
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of the DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of the DRPA.
RESOLVED: That the 2016 Capital Budget be and hereby is amended to increase the line item amounts allocated for DRPA Project Number as indicated in the attached chart.
SUMMARY: Amount: See Attachment Source of Funds: See Attachment Capital Project #: See Attachment Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: See Attachment Other Parties Involved: N/A ATTACHMENT
April 5, 2016
Summary of Supplemental Agreement and Change Orders
Current Adjusted Capital Contract/ Change Order/ Contract Project Contract Consultant/ Agreement Supplemental Agreement Number Number Title Contractor Amount Amount Amount Duration Funding
PF1010 PATCO-21-E PATCO Track HNTB $8,349,274.69 $0 $8,349,274.69* No 2013 Revenue Rehabilitation Across the Change Bonds BFB
BF1002 BF-37-2013 BFB 5th Street Philadelphia Remington & $145,634.00 $15,835.00 $161,469.00 100 2013 Revenue Tunnel Rehabilitation Vernick Days Bonds Engineers, Inc.
BF1002 BF-37-2013 Construction Monitoring Johnson, $299,274.16 $225,383.65 $524,657.81 100 2013 Revenue Services for BFB 5th Street Mirmiran & Days Bonds Philadelphia Tunnel Thompson, Inc. Rehabilitation
PF1201 PATCO-12-I Install Elevators in the Six Sowinski $1,858,200.00 $43,737.00 $1,901,937.00 No 2013 Revenue Remaining PATCO Sullivan Change Bonds Stations Architects
*Change is an increase to HNTB’s contract fixed fee from $561,208.36 to $621,581.10. SUMMARY STATEMENT
ITEM NO.: DRPA-16-049 SUBJECT: Guided Technical Tours of DRPA Bridge Facilities
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: April 5, 2016
BOARDMEETINGDATE: April20,2016
PROPOSAL: That the Board authorizes staff to continue to provide in-kind guided technical tours of DRPA bridge facilities for educational, professional and community organizations, now and into the future, provided that the requesting organization comply with all requisite security, safety and insurance regulations and requirements. .
PURPOSE: To allow guided technical tours of DRPA bridge facilities for professional, community and/or educational organizations.
BACKGROUND: As stewards of public assets, DRPA has a history of providing educational, technical, professional and community groups with an opportunity to visit our facilities. Some organizations that have requested and been approved for tours in the past include: International Bridge Turnpike and Tunnel Association (IBTTA); American Association of State Highway and Transportation Officials (AASHTO); Society of Industrial Archeology (SIA); American Society of Civil Engineers (ASCE); local universities and engineering and technical schools.
Groups will be required to provide DRPA with information about their organization’s mission and goals and the purpose of the tour. Groups must have a demonstrated educational, technical, community and/or professional mission in order to be considered for a guided technical bridge tour. The group must also submit all information necessary for background security screenings for participants which may include social security numbers and photo ID.
Written requests for tours will be submitted to and reviewed by Community Relations staff prior to the requested tour date. Community Relations staff will circulate requests to appropriate staff from Engineering, Public Safety, Operations, Risk Management/ SUMMARY STATEMENT Guided Technical Tours of O&M 4/5/16 DRPA Bridge Facilities
Safety, for review and feedback. Requests and feedback will be evaluated and approved by CEO after consultation with Chairman and Vice-Chairman.
Requesting groups must comply with all requisite security, safety and insurance regulations and requirements as determined by Engineering, Public Safety, Operations and Risk Management/Safety.
Management evaluation and discretion shall be exercised with regard to technical tour requests involving security-sensitive areas.
There is no additional incremental cost associated with these tours. Overtime personnel costs are not incurred since support for tours is provided by existing staff. On-duty staff from departments across the Authority, including Engineering, Public Safety, Operations, Customer Service, Corporate Communications and Community Relations, may be asked to participate in the planning and presentation of these tours.
Anticipated amount of staff time for each tour is approximately two (2) hours. A report on the tours will be provided to the Board by the CEO on an annual basis.
SUMMARY: Amount: N/A Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A
2 DRPA-16-049 Operations and Maintenance Committee: April 5, 2016 Board Date: April 20, 2016 Guided Technical Tours of DRPA Bridge Facilities
RESOLUTION
RESOLVED: That the Board authorizes staff to continue to provide in-kind guided technical tours of the DRPA bridge facilities for educational, professional and community organizations, now and into the future, provided that the requesting organization comply with all requisite security, safety and insurance regulations and requirements.
SUMMARY: Amount: N/A Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A
3 SUMMARY STATEMENT
ITEM NO.: DRPA-16-050 SUBJECT: PARTSWG Contract Management and Administrative Services
COMMITTEE: Operations & Maintenance
COMMITTEEMEETINGDATE: April5,2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board of Commissioners of the Delaware River Port Authority authorize staff to negotiate and accept the terms of a contract with the successful respondent to a request for proposals to provide Management and Administrative (M&A) services on behalf of the Philadelphia Area Regional Transit Security Working Group agencies utilizing federal transit security grant funding.
PURPOSE: To enter into an agreement with the successful respondent on behalf of the Philadelphia Area Regional Transit Security Working Group to provide administrative and grant management services, to include: federal reporting, grant project monitoring, investment justification development, applying for HSGP grants, as well as other grant related services. The Department of Homeland Security Transit Security Grant Program funding is providing the full amount of the contract cost.
BACKGROUND: The Transit Security Grant Program (TSGP) provides grant funding to the nation’s key high-threat urban areas to enhance security measures for their critical transit infrastructure including bus, ferry and rail systems. It is one of six grant programs that constitute the Department of Homeland Security (DHS) transportation infrastructure security activities. These grant programs are part of a comprehensive set of measures authorized by Congress and implemented by the Department to help strengthen the nation’s critical infrastructure against risks associated with potential terrorist attacks. The TSGP is an important component of the Department’s effort to enhance the security of the Nation’s critical infrastructure. The program provides funds to owners and operators of transit systems (which include intra-city bus, commuter bus, and all forms of passenger rail) to protect critical surface transportation infrastructure and the traveling public from acts of terrorism, major disasters, and other emergencies. The Philadelphia Region encompasses SUMMARY STATEMENT PARTSWG Contract Management and O&M 4/5/16 Administrative Services
Southeastern Pennsylvania, Southern New Jersey, and a portion of Delaware. The Philadelphia Region is considered a Tier I region, that is it receives the highest priority for these federal grants. The Philadelphia Area Regional Transit Security Working Group (PARTSWG) is comprised of recipient representatives of DRPA/PATCO, SEPTA, DART, and NJT. The DRPA has been the chair of the working group since its inception in 2005 and has been applying for all regional projects. PARSTWG votes to share projects as a regional effort. This status as a regional project often allows DRPA/PATCO to receive aid in the area which it would not have qualified for alone. Additionally, since the DRPA is administering these regional projects, the agency is eligible for the Management and Administration portion of these grants.
This contract will support the aforementioned effort by providing contracted M&A services for the various TSGP grants for DRPA/PATCO and the Philadelphia Transit Security region.
SUMMARY: Amount: 100% Grant Funded Source of Funds: FY2014, 2015 TSGP Grant Awards Capital Project# N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 11/30/2018 Other Parties Involved: FEMA, TSA, DHS, PARTSWG DRPA-16-050 Operations & Maintenance Committee: April 5, 2016 Board Date: April 20, 2016 PARTSWG Contract Management and Administrative Services
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority authorize staff to negotiate and accept the terms of a contract with the successful respondent to a request for proposals to provide Management and Administrative (M&A) services on behalf of the Philadelphia Area Regional Transit Security Working Group agencies utilizing federal transit security grant funding.
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: 100% Grant Funded Source of Funds: FY 2014, 2015 TSGP Grant Awards Capital Project# N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 11/30/2018 Other Parties Involved: FEMA, TSA, DHS, PARTSWG SUMMARY STATEMENT
ITEM NO.: DRPA-16-051 SUBJECT: Federal Transit Administration Section 5337 Grant Application (State of Good Repair)
COMMITTEE Operations & Maintenance
COMMITTEEMEETINGDATE: April5,2016
BOARDACTIONDATE: April20,2016
PROPOSAL: That the DRPA Commission authorize staff to prepare an application to the Federal Transit Administration for Section 5337 funds (State of Good Repair) in the amount of $7,922,761 for PATCO capital improvements having a total planned project cost of $9,903,451. Also, that the DRPA Commission authorize the non-federal matching share which must be provided by the authority in the amount of $1,980,690 or 20% of the total.
PURPOSE: To make application to the federal government for FY 2015 FTA capital funds for PATCO improvements in the amount of $7,922,761. These funds must be matched by the Authority in the amount of $1,980,690.
BACKGROUND: The Federal Transit Administration Section 5337 program makes funds available from previously agreed distributions within the Greater Philadelphia area. Federal Transit Law mandates that applications be advanced in relation to adopted regional programs for transportation improvements. This application contains programs which are part of the approved Transportation Improvement Program of the Delaware Valley Regional Planning Commission for FY 2015. Staff is now preparing an application which requests funding under 49 U.S.C. 5337 for use in the advancement of funding as needed for four capital projects:
1. Smoke and Fire Control 2. Lindenwold Yard Track & Viaduct Rehabilitation 3. Install Elevators at PATCO Stations 4. Center Tower SCADA
The accompanying resolution has been drawn to satisfy federal requirements concerning specific Board approvals which are necessary to the grant approval process. SUMMARY STATEMENT Federal Transit Administration O&M 4/5/2016 Section 5337 Grant Application
______
SUMMARY: Amount: $9,903,451 Source of Funds: Project Fund 20% $1,980,690 Capital Project #: PF1001; PF1202; PF1201; PF1302 Other Fund Sources: Federal Transit Administration 80% $7,922,761 Duration of Contract: Grant Completion Other Parties Involved: Federal Transit Administration; DVRPC DRPA-16-051 Operations & Maintenance Committee: April 5, 2016 Board Date: April 20, 2016 Federal Transit Administration Grant Application Section 5337 (State of Good Repair)
RESOLUTION
RESOLVED: That the appropriate officers of the Delaware River Port Authority be and hereby are authorized to execute and file an application in proper form on behalf of the Authority with the U.S. Department of Transportation, requesting financial assistance pursuant to 49 U.S.C. 5337 (State of Good Repair) in the amount of $,7,922,761 and to expend such funds from FY15 appropriations; and be it further
RESOLVED: That the appropriate officers of the Authority be and hereby are authorized to negotiate an agreement to commit Authority funds in the amount of $1,980,690 and to expend such funds as a non-federal contribution to secure the federal grant; and be it further
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary, to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $9,903,451 Source of Funds: Project Fund 20% $1,980,690 Capital Project #: PF1001; PF1202; PF1201; PF1302 Other Fund Sources: Federal Transit Administration 80% $7,922,761 Duration of Contract: Grant Completion Other Parties Involved: Federal Transit Administration; DVRPC SUMMARY STATEMENT
ITEM NO.: DRPA-16-052 SUBJECT: Federal Transit Administration Section 5307/5340 Grant Application
COMMITTEE: Operations & Maintenance
COMMITTEEMEETINGDATE: April5,2016
BOARDACTIONDATE: April20,2016
PROPOSAL: That the DRPA Commission authorizes staff to prepare an application to the Federal Transit Administration for Sections 5307/5340 funds in the amount of $4,360,603 for PATCO capital improvements having a total planned project cost of $5,450,754. Also, that the DRPA Commission authorize the non-federal matching share which must be provided by the authority in the amount of $1,090,151 or 20% of the total.
PURPOSE: To make application to the federal government for FY 2015 FTA capital funds for PATCO improvements in the amount of $4,360,603. These funds must be matched by the Authority in the amount of $1,090,151.
BACKGROUND: The Federal Transit Administration Sections 5307/5340 program makes funds available to urbanized areas on the basis of a statutory formula. Federal Transit Law mandates that applications be advanced in relation to adopted regional programs for transportation improvements. This application contains programs which are part of the approved Transportation Improvement Program of the Delaware Valley Regional Planning Commission for FY 2015. Staff is now preparing an application which requests funding under 49 U.S.C. 5307/5340 for use in the advancement of funding as needed for four capital projects:
1. Rebuild PATCO Cars 2. Embankment Restoration 3. Preventive Maintenance 4. Transit Enhancements
The accompanying resolution has been drawn to satisfy federal requirements concerning specific Board approvals which are necessary to the grant approval process. SUMMARY STATEMENT Federal Transit Administration O&M 4/5/2016 Sections 5307/5340 Grant Application
______
SUMMARY: Amount: $5,459,754 Source of Funds: Project Fund 20% $1,090,151 Capital Project #: PF0503; PF9903; PFXXXX yearly Other Fund Sources: Federal Transit Administration 80% $4,360,603 Duration of Contract: Grant Completion Other Parties Involved: Federal Transit Administration; DVRPC DRPA-16-052 Operations & Maintenance Committee: April 5, 2016 Board Date: April 20, 2016 Federal Transit Administration Grant Application Sections 5307/5340
RESOLUTION
RESOLVED: That the appropriate officers of the Delaware River Port Authority be and hereby are authorized to execute and file an application in proper form on behalf of the Authority with the U.S. Department of Transportation, requesting financial assistance pursuant to 49 U.S.C. 5307/5340 in the amount of $4,360,603 and to expend such funds from FY 2015 appropriations; and be it further
RESOLVED: That the appropriate officers of the Authority be and hereby are authorized to negotiate an agreement to commit Authority funds in the amount of $1,090,151 and to expend such funds as a non-federal contribution to secure the federal grant; and be it further
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $5,450,754 Source of Funds: Project Fund 20% $1,090,151 Capital Project #: PF0503; PF9903; PFXXXX yearly Other Fund Sources: Federal Transit Administration 80% $4,360,603
Duration of Contract: Grant Completion Other Parties Involved: Federal Transit Administration; DVRPC LABOR 1 DELAWARE RIVER PORT AUTHORITY
2 Labor Committee Meeting
3 One Port Center 2 Riverside Drive 4 Camden, New Jersey
5 Tuesday, April 5, 2016
6 Committee Members:
7 Ryan Boyer, Labor Committee Chairman (via telephone) Albert Frattali, Labor Committee Vice Chairman 8 Marian Moskowitz (via telephone) Frank DiAntonio 9 Richard Sweeney Victoria Madden (for PA Auditor General Eugene 10 DePasquale)(via telephone) Charles Fentress 11 Others Present: 12 Christopher Howard, Assistant Counsel, New Jersey 13 Governor's Authorities Unit (via telephone) Chelsea Rosebud Guzowski, Director of Economic and 14 Strategic Initiatives, Pennsylvania Governor's Office of the Budget 15 David Dix, Assistant to Chairman Ryan Boyer William Cook, Esq. 16 Paul Lewis, Esq.
17 DRPA/PATCO Staff:
18 John Hanson, Chief Executive Officer/President Raymond J. Santarelli, Esq., General Counsel and 19 Corporate Secretary Kristen Mayock, Deputy General Counsel 20 Stephen Holden, Deputy General Counsel Toni Brown, Chief Administrative Officer 21 Jack Stief, Chief of Police, Public Safety John Rink, General Manager, PATCO 22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 DRPA/PATCO Staff: (continued)
2 Christina Maroney, Director, Strategic Initiatives Sheila Milner, Administrative Coordinator 3 Elizabeth Saylor, Acting Records Manager
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 INDEX
2 Page
3 Roll Call 5
4 Executive Session/Adjournment 5
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 PROCEEDINGS
2 (10:38 a.m.)
3 CHAIRMAN BOYER: I'd like to call the meeting
4 of the Labor Committee of the Delaware River Port
5 Authority to order. Could you please call the roll?
6 MR. SANTARELLI: Thank you. Chairman Boyer?
7 CHAIRMAN BOYER: Present.
8 MR. SANTARELLI: Vice Chairman Frattali?
9 VICE CHAIRMAN FRATTALI: Here.
10 MR. SANTARELLI: Commissioner Moskowitz?
11 COMMISSIONER MOSKOWITZ: Here.
12 MR. SANTARELLI: Commissioner Sweeney?
13 COMMISSIONER SWEENEY: Here.
14 MR. SANTARELLI: Commissioner Madden?
15 COMMISSIONER MADDEN: Here.
16 MR. SANTARELLI: Commissioner DiAntonio?
17 COMMISSIONER DiANTONIO: Here.
18 MR. SANTARELLI: And Commissioner Fentress?
19 COMMISSIONER FENTRESS: Here.
20 MR. SANTARELLI: You have a quorum.
21 CHAIRMAN BOYER: Thank you. I will now call
22 for a motion to go into Executive Session.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 COMMISSIONER FRATTALI: So moved.
2 COMMISSIONER DiANTONIO: Second.
3 CHAIRMAN BOYER: All in favor?
4 ALL: Aye.
5 CHAIRMAN BOYER: All opposed? Ayes have it.
6 MR. SANTARELLI: We need to clear the room for
7 Executive Session.
8 (Off the record at 10:39 a.m.)
9 (On the record at 11:15 a.m.)
10 CHAIRMAN BOYER: I will now call for a motion
11 to go back into Open Session.
12 COMMISSIONER DiANTONIO: So moved.
13 COMMISSIONER SWEENEY: Second.
14 CHAIRMAN BOYER: All opposed? Ayes have it.
15 We are in Open Session.
16 If there is no further business for the Labor
17 Committee, can I have a motion for adjournment?
18 COMMISSIONER FENTRESS: Move the motion.
19 COMMISSIONER DiANTONIO: Adjourn.
20 CHAIRMAN BOYER: All in favor?
21 ALL: Aye.
22 CHAIRMAN BOYER: All opposed? The ayes have
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 it.
2 The meeting is adjourned.
3 (Whereupon, the Labor Committee Meeting ended
4 at 11:16 a.m.)
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 Labor Committee on April 5, 2016, were held as herein
5 appears, and that this is the original transcript
6 thereof for the file of the Authority.
7
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9 ______10 Tom Bowman, Reporter FREE STATE REPORTING, INC. 11
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947
FINANCE
1
2 DELAWARE RIVER PORT AUTHORITY
3 Finance Committee Meeting
4 One Port Center 2 Riverside Drive 5 Camden, New Jersey
6 Wednesday, April 13, 2016
7 Commissioners:
8 Jeffrey Nash, Esq., Chairman, Finance Committee Timothy Reese, Pennsylvania State Treasurer 9 Elinor Haider Richard Sweeney (via telephone) 10 Charles Fentress Victoria Madden (via telephone for Pennsylvania 11 Auditor General Eugene DePasquale)
12 Others Present:
13 Christopher Howard, Chief Counsel, New Jersey Governor's Authorities Unit 14 Chelsea Rosebud Guzowski, Director of Economic and Strategic Initiatives, Pennsylvania Governor's 15 Office of the Budget David Dix, Assistant to DRPA/PATCO Chairman Ryan Boyer 16 (via telephone) Arnold Alston, Vice President, Wells Fargo 17 Craig Hrinkevich, Managing Director, Wells Fargo Peter Nissen, Managing Director, Acacia Financial 18 Group, Inc. Katherine Clupper, Managing Director, Public 19 Financial Management
20 DRPA/PATCO Staff:
21 John Hanson, Chief Executive Officer/President Raymond Santarelli, General Counsel & Corporate 22 Secretary
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 DRPA/PATCO Staff: (continued)
2 Kristen Mayock, Deputy General Counsel Stephen Holden, Deputy General Counsel 3 Gerald Faber, Assistant General Counsel Kathleen Vandy, Assistant General Counsel 4 Richard Mosback, Assistant General Counsel Dan Auletto, Acting Chief Operating Officer 5 Toni Brown, Chief Administrative Officer James White, Chief Financial Officer 6 William Shanahan, Director, Government Relations Barbara Holcomb, Manager, Capital Grants, Government 7 Relations John Rink, General Manager, PATCO 8 John Lotierzo, Director of Finance, PATCO Kevin LaMarca, Director of Information Services 9 Amy Ash, Acting Manager, Contract Administration Michael Williams, Acting Director, Corporate 10 Communications & Community Relations Sheila Milner, Administrative Coordinator 11 Elizabeth Saylor, Acting Records Manager
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 INDEX
2 Page
3 Roll Call 4
4 Financial Update 5
5 Summary Statement & Resolutions Action Items
6 Procurement of Legal Case Management Software from Legal Suite 17 7 Amendment of Existing Parking Lease with 8 Federal Courthouse 20
9 Executive Session 22
10 Authorization for Extension, Replacement or Termination of Letters of Credit, Conversion 11 of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable 12 Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements 13 and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 14 2010A, 2010B and 2010C Revenue Refunding Bonds 15 Error! Bookmark not defined.
16 Amendment to Sale of RiverLink Ferry Resolution 23 17 Adjournment 24 18
19
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21
22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 PROCEEDINGS
2 (9:11 a.m.)
3 CHAIRMAN NASH: We're going to begin the
4 Finance Committee meeting. Can we have the roll call,
5 please?
6 MR. SANTARELLI: Yes. Chairman Nash?
7 CHAIRMAN NASH: Here.
8 MR. SANTARELLI: Treasurer Reese?
9 TREASURER REESE: Here.
10 MR. SANTARELLI: Commissioner Sweeney?
11 CHAIRMAN NASH: He's on.
12 MR. SANTARELLI: Commissioner Haider?
13 COMMISSIONER HAIDER: Here.
14 MR. SANTARELLI: Commissioner Madden?
15 COMMISSIONER MADDEN: Here.
16 MR. SANTARELLI: Commissioner Fentress?
17 COMMISSIONER FENTRESS: Here.
18 MR. SANTARELLI: You have a quorum.
19
20 CHAIRMAN NASH: Let's begin with the Financial
21 Update.
22 CHAIRMAN NASH: Thank you,
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 Commissioner. Jim, do you want to give us the
2 Financial Update?
3 MR. WHITE: Good morning, everyone, Mr. Chair
4 and Treasurer Reese, good morning. We do have a lot
5 of things to cover today, so I will try and be as
6 brief as I can. We are experiencing some really good
7 news in terms of our traffic. Even though the numbers
8 that we're showing are audited numbers -- and by
9 audited numbers, I mean they are audited by our
10 revenue audit group -- for the first month, January,
11 we are 138,000 vehicles above last year. Toll
12 revenues were roughly $700,000 above, and that's even
13 given the fact that we had a really big snowstorm in
14 January. So, those are really, really positive
15 numbers.
16 I've seen some unaudited numbers as of last
17 night when I was reviewing those. If you look at
18 where we're trending in terms of January, February,
19 and March, we are seeing just a large uptick in terms
20 of traffic. During January, February, and March, the
21 unaudited numbers suggest that we may be as much as
22 eight percent over last year, which is just
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 mind-blowing to me. I know we did have winter months
2 where we were not too impacted. From some traffic
3 studies we had done a couple of years ago, we were not
4 expecting anything near this kind of growth. It is
5 certainly due to the lower gas prices and maybe the
6 economy locally, but we are seeing some really
7 positive numbers.
8 Just based on the trends that I'm seeing, we
9 should be in really, really good shape in terms of
10 both traffic and revenue this year. Last year was the
11 first year since 2008 that our traffic actually
12 trended up, so this is a real positive thing to be
13 aware of as we go forward in 2016.
14 MR. HANSON: Jim, I think the employment
15 numbers nationwide are probably a big part of what's
16 driving this, right?
17 MR. WHITE: Could very well be.
18 MR. HANSON: Unemployment is between 4.8 and
19 5.1 percent and holding steady. With new people
20 coming into the labor force, including people who had
21 given up looking for work, means that more and more
22 people need to travel to get to work now. That is
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 probably indicative and that's very good news for the
2 Authority in terms of our finances. It's not going to
3 be good news in terms of recruitment and retention
4 issues, though.
5 MR. WHITE: Great.
6 CHAIRMAN NASH: I see where revenues are
7 positive, $703,000 year-to-year.
8 MR. WHITE: Year-to-year.
9 CHAIRMAN NASH: That includes the discount.
10 MR. WHITE: Yes.
11 CHAIRMAN NASH: And last year we didn't have
12 the discount.
13 MR. WHITE: That's correct, excellent point.
14 They are really, really good numbers. On the PATCO
15 ridership side -- and I'll just have John Rink make a
16 comment here, we're 108,000 above last year at this
17 time and the net passenger revenues are $300,000 above
18 last year. Certainly, the end of the track rehab
19 project and other factors are contributing to that.
20 John, you wanted to make a comment?
21 MR. RINK: The ridership numbers are as of the
22 end of February. But, as of April 8, we are close to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 207,000 riders over last year at this point. As Jim
2 mentions, a positive trend also on the PATCO side.
3 MR. WHITE: Right.
4 COMMISSIONER HAIDER: That's really good. I'm
5 wondering if perhaps the demographic shift is also
6 impacting us; for instance, more millennials use
7 public transportation.
8 MR. RINK: It could be that also. Plus, the
9 economy is picking up and gas prices are lower. It is
10 a very positive trend. Last year's numbers were up
11 over 2014. But, as Jim mentioned, with the Ben
12 Franklin Bridge work complete, there are no more
13 weekday outages and now we are going to a better
14 schedule on Saturdays, ridership is up.
15 CHAIRMAN NASH: I think that last year at this
16 time, we were grappling with the track work which
17 really caused hardship. People may have wanted to
18 take cars instead of rail, and that has kind of
19 resolved it. I do hear from many people that they are
20 thrilled when they get into one of the new cars; so
21 there is a level of excitement relating to our new
22 cars on line. That could be a part of it.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 MR. HANSON: But we're not losing people from
2 the bridges to the trains either, which is indicative
3 of just more people on the system --
4 MR. WHITE: Overall, right.
5 MR. HANSON: -- which I think is owed in large
6 measure to the strong economy, strong employment
7 economy.
8 CHAIRMAN NASH: And customer service.
9 MR. HANSON: And customer service. We are
10 very vigilant both at the bridges and at PATCO on
11 maintaining high levels of customer service. I just
12 had a recent conversation with John Rink, Patrick
13 McBride, and Bob Traver involving doing investigative
14 work on our traction mode and repair vendors. One of
15 the vendors we are not using anymore because we found
16 they had a high level of defects relative to the other
17 vendors, but not near what we were facing before two
18 winters ago. But, the point is that even with things
19 running well and smoothly, our staff is still vigilant
20 about trying to make sure that we do things right and
21 that things are running as well as they possibly can.
22 MR. WHITE: If we go to the budget versus
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 actual, obviously our numbers are better than budget.
2 Again we tend to be very, very conservative in terms
3 of our budgeting, particularly traffic and toll
4 revenues. We typically look at a possible hit to our
5 revenues of around $2.4 million, related to the snow.
6 We have not seen anything near that this year, so
7 that's one reason that our numbers are better than
8 budget.
9 Same thing on the PATCO side, our budget
10 versus actual. Ridership is down a little bit versus
11 budget, but in terms of passenger revenues, they are
12 slightly above budget. So, that's a real positive
13 trend. On the operating side, we're approximately
14 where we were last year, around $3 million under
15 budget. That's always a positive thing. We've had, I
16 think 13, 14 consecutive years where we came in
17 historically under budget, and I see that trend
18 continuing.
19 We do have some slowness as it results to the
20 ERP implementation. We're not getting some of the
21 checks out as quickly as we have in the past. But, I
22 still expect that we will continue to trend under
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 budget throughout the year. Those numbers obviously
2 will change from month to month.
3 On the capital side, again, some of the
4 capital expenditures are below, but some of those
5 capital payments were actually made in April, so those
6 numbers aren't really showing the true story. Once
7 those numbers are updated, we'll certainly bring you
8 up-to-date there. We continue to see the Project Fund
9 balance and General Fund balance growing. That again
10 positions us for any contingent liabilities, and
11 certainly for paying a portion of the five-year
12 Capital Program as we go forward.
13 On the next page, the summary we have in terms
14 of fixed and variable rate bonds, there is a
15 resolution that we'll be looking at in Executive
16 Session related to where we stand in terms of variable
17 rate debt, etc., so these are numbers that we want to
18 keep in mind even as we look at that resolution.
19 In terms of 2016 action plan initiatives -- in
20 the box toward the end, we have extended BNY and RBC
21 LOCs to June 16th and August 1st. That's been
22 reported to the Finance Committee, but I just want to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 emphasize that. We did get LOC RFP responses which
2 are still under evaluation, but our FAs have scrubbed
3 through that, and as a result of that, we have crafted
4 the SS&R to allow us broad latitude to address the
5 maturities that we mentioned in Number 1 BNY and also
6 RBC. We do have an underwriter remark to establish at
7 least a three-year bond pool, and that is in progress.
8 On the swap valuations, we're talking about a
9 number of around $146 million market-to-market. Our
10 swaps may come into play as we go forward. The swap
11 novation that we did last year gives us some
12 flexibility in terms of termination or partial
13 termination, so part of our strategy may be to address
14 some of our swaps in the final plan that we go forward
15 as a result of the SS&R.
16 A couple of other things I wanted to bring to
17 your attention. We filed, as required by the Compact,
18 the Governor's Report. I do have some hard copies if
19 anyone would like those. We can certainly send out
20 electronic copies of what we passed along to the
21 Legislatures; it was due on March 31st, per our
22 Compact, and we did fulfill that obligation.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 We are providing some information to S&P. S&P
2 is in the process of rating us. There are some changes
3 in their rating criteria. John Hanson and I have had a
4 conversation with them. We provided some of the
5 excellent numbers that we have going forward, so we
6 are in some discussion with them in terms of the
7 rating actions that we think will happen in the next -
8 - probably within the next week or so.
9 CHAIRMAN NASH: What are you expecting?
10 MR. WHITE: They said in a couple of days
11 probably they would go to credit committee, so we
12 probably expect it in, as I said, a couple of days or
13 so.
14 CHAIRMAN NASH: Are you expecting an upgrade?
15 MR. WHITE: No.
16 MR. HANSON: No. The rating agencies have
17 changed their criteria in a way that essentially makes
18 their previous ratings non-comparable. They are now
19 looking to average -- this is a simplification of what
20 they told us, but essentially they average the senior
21 lien debt and the subordinate debt. So our bond
22 rating will now be dragged down by the subordinate
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 debt, the economic debt. That is what it looks like.
2 I had a minor explosion when I was talking to
3 them because from my perspective this is just them
4 switching 2008 and trying to redeem their footing and
5 become relevant. Now they're just erasing everything
6 they've ever done with these steps. DRPA has always
7 been, in my view, under the ratings, lower in
8 comparison to its peers. Our FAs are here, and they
9 can disagree with me or agree with me on this, but I
10 think it is as a result of newspaper articles. That's
11 the feedback that we get. With the level of liquidity
12 we have, the point that I made rather loudly to the
13 S&P examiner was that our financial picture has done
14 nothing but improve.
15 We have more money in the General Fund. We
16 have improved -- thanks to the work of our finance
17 team, our FAs, and the support of Wells Fargo and TD
18 Bank, we have improved our swap portfolio. We continue
19 to amortize the swap portfolio. I mean, things just
20 keep getting better and better here, financially. And
21 yet, now they're talking about having to consider the
22 effect of the subordinate lien on the senior
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 indenture; well, we always did that and they have
2 always done that. But now, again, I think they're
3 just looking to erase everything that they have done
4 for the last eight, nine, 10 years and get a fresh
5 start. That's my opinion.
6 MR. WHITE: What we have seen with S&P
7 particularly are some upgrades over the last five
8 years or so. John really made this excellent point,
9 and this goes back to the fact sheet that I provided.
10 If you look at our subordinate debt versus the revenue
11 bond debt, our subordinate debt is only 10 percent.
12 That number was much, much higher five years ago. In
13 2012, we paid off around $70 million in our
14 subordinate debt with the assistance of our FAs. We
15 targeted and we did our refunding of 2012. It took
16 around $11 million in debt service related to the
17 subordinate debt off of our books. So we have done
18 some significant things in the last couple of years,
19 particularly as it relates to the subordinate part of
20 our portfolio, to really minimize the risk related to
21 that.
22 As John mentioned also, you have the swap
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 16
1 novation, which was tied to our PDP debt. By working
2 with TD Bank and Wells to replace UBS as our
3 counterparty, it put us in a much, much better
4 position related to being able to deal with our swaps.
5 So, we're providing them with the excellent numbers
6 that we have and we're hoping that we don't see any
7 movement.
8 MR. HANSON: And the other point that I made
9 to them is we could reach right into the General Fund
10 tomorrow and write a check and pay off the entire
11 subordinate debt; it's $155 million. The reason we
12 won't do it is because we would have to pay a premium
13 because of the way the bonds are structured, and
14 because it would impact liquidity in a way that would
15 probably require us to go back to the toll payers for
16 a rate increase sooner than what we said we would.
17 And I will not do that just to get a better rating
18 from an organization that appears to have lost its
19 way. That's all I can say. And I will have more to
20 say on the rating.
21 CHAIRMAN NASH: Did you bring up the subprime
22 mortgage bonding?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 17
1 MR. WHITE: I didn't, but I'm holding that
2 card for whenever.
3 MR. HANSON: It was a minor explosion and I
4 really exploded. But we could pay that debt off. It
5 would be at a premium, and with the effect on
6 liquidity, we'd have to go back out for a toll
7 increase -- and why would we do that for a bond rating
8 since we're not planning on even going into the market
9 anytime soon. It isn't really going to affect us. It
10 just doesn't make sense.
11 MR. WHITE: That concludes my report.
12 CHAIRMAN NASH: Okay, thank you, Jim.
13 The first item of the SS&R Action Items is the
14 Procurement of Legal Case Management Software from
15 Legal Suite.
16 MR. FABER: Thank you and good morning,
17 Chairman Nash, Treasurer Reese.
18 CHAIRMAN NASH: Good morning, counselor.
19 MR. FABER: Good morning to you and other
20 Commissioners. The Legal Department is requesting
21 that the Board authorize staff to negotiate an
22 agreement to procure enterprise legal management
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 18
1 solutions software with SHI International in the
2 amount of $230,148. This amount includes training and
3 system maintenance for a period of time.
4 The software is called the “Legal Suite.”
5 It's designed to optimize operational efficiency in
6 the following ways: requests for Legal's participation
7 in contract negotiation or review; participation in
8 claims, litigation, or sundry other matters can be
9 electronically communicated through secure portals and
10 status requests handled; revisions and other comments
11 can be shared; key clauses in documents can be
12 highlighted -- for example, amounts due and dates due,
13 for a better and more efficient monitoring of various
14 contractual obligations that folks have to the DRPA,
15 as well as vice versa; deadlines or other milestones
16 can be logged, and follow-up alerts can be programmed;
17 electronic billing allows for law firm submissions and
18 processing to be done electronically; there is
19 capacity for budget control and spending which can be
20 monitored --
21 CHAIRMAN NASH: Can I interject for a
22 question? What do you use now?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 19
1 MR. FABER: We use a program called Case
2 Track, which we have had for many, many years. The
3 program is very slow and it's obsolete in that it does
4 not provide the efficiency that we want; especially
5 with our new SAP.
6 CHAIRMAN NASH: So this is a better system?
7 MR. FABER: It's a much better system; it's
8 interactive.
9 CHAIRMAN NASH: Are there any other questions
10 regarding this? This is a resolution for this
11 company?
12 MR. FABER: That is correct.
13 CHAIRMAN NASH: I'll take a motion to adopt.
14 COMMISSIONER FENTRESS: Move the motion.
15 CHAIRMAN NASH: Is there a second?
16 COMMISSIONER HAIDER: Second.
17 CHAIRMAN NASH: All those in favor?
18 ALL: Aye.
19 CHAIRMAN NASH: Opposed?
20 MR. FABER: Thank you very much, Chairman.
21 Thank you, sir.
22 CHAIRMAN NASH: The second item is the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 20
1 Amendment of an Existing Parking Lease with the
2 Federal Courthouse.
3 MR. MOSBACK: Good morning, Chairman.
4 CHAIRMAN NASH: Good morning.
5 MR. MOSBACK: Last month we were approached by
6 a real estate group, CBRE, requesting to utilize or
7 share a lot, a parcel of land that we have at 3rd and
8 Market Streets, in Camden. It's presently used for
9 parking by the U.S. Courthouse. As part of the
10 ongoing revitalization of Camden, this group is going
11 to build a restaurant row near the Courthouse. They
12 are looking for evening and weekend parking. The
13 Court is has daily parking. So we're working with the
14 court and CBRE to come to a suitable arrangement that
15 can accommodate both needs. It's a lot we already
16 own. It is presently used for parking. We're just
17 going to amend the lease to add additional parking.
18 We're looking for authorization to negotiate the
19 material business terms of that amendment to the
20 lease.
21 CHAIRMAN NASH: Just so I understand, where is
22 that parking lot? I know where the Courthouse is. Is
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 21
1 it on Cooper, or it's on Market? It's on the Market
2 Street side where the Post Office is located?
3 MR. MOSBACK: Yes. It is the parking lot on
4 Market Street, on the other side of the Post Office.
5 It's got the brick wall around it, the nice looking
6 parking lot with the little booth for Federal jury
7 parking.
8 CHAIRMAN NASH: That's DRPA parking?
9 MR. MOSBACK: Yes. We own the parcel. The
10 Federal Courthouse paid for all of the upgrades, as is
11 typical for most of our land use leases. Staff is
12 looking for authorization to negotiate those terms.
13 The reason we came to the Finance Committee and the
14 Board is because, at this point, we're waiting for a
15 proposal from CBRE. Because of the pace of
16 development right now in Camden, we didn't want to be
17 the hold-up in the parking deal. We just wanted to
18 get it ready so that we can negotiate the terms.
19 CHAIRMAN NASH: Is there a motion?
20 TREASURER REESE: I'll make the motion.
21 CHAIRMAN NASH: There has been a motion. Is
22 there a second?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 22
1 COMMISSIONER FENTRESS: Second.
2 CHAIRMAN NASH: All those in favor?
3 ALL: Aye.
4 CHAIRMAN NASH: Opposed. Thank you.
5 MR. MOSBACK: Thank you.
6 CHAIRMAN NASH: I have nothing else for Open
7 Session. Are there any other matters for Open
8 Session? Seeing none, I'll take a motion to go into
9 Executive Session.
10 COMMISSIONER FENTRESS: Move the motion.
11 CHAIRMAN NASH: Is there a second?
12 COMMISSIONER HAIDER: Second.
13 CHAIRMAN NASH: All those in favor?
14 ALL: Aye.
15 CHAIRMAN NASH: Opposed? We are now in Closed
16 Session.
17 (Off the record at 9:35 a.m.)
18 (On the record at 11:22 a.m.)
19 CHAIRMAN NASH: Could I have a motion to close
20 Executive Session?
21 COMMISSIONER FENTRESS: Move the motion.
22 CHAIRMAN NASH: Second?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 23
1 TREASURER REESE: Second.
2 CHAIRMAN NASH: All in favor?
3 ALL: Aye.
4 CHAIRMAN NASH: We are back in Open Session.
5 We have two additional items on the agenda for
6 the Finance Committee that we'll take up at the next
7 Board meeting. The first is the manifesto written by
8 Jim White known as the “LOC Renewal, Extension,
9 Replacement Authorization for Extension, Replacement,
10 or Termination of Letters of Credit, Conversion of
11 Interest Rate Modes and Outstanding Termination of
12 Letters of Credit, etc., etc.” Is there a motion to
13 adopt?
14 COMMISSIONER FENTRESS: Move the motion.
15 CHAIRMAN NASH: Is there a second, please?
16 TREASURER REESE: Second.
17 CHAIRMAN NASH: All those in favor?
18 ALL: Aye.
19 CHAIRMAN NASH: Opposed? And the ayes have it.
20 The next one is the Amendment to DRPA-15-012,
21 Modifying the Identity of the Purchaser and Purchase
22 Price for the RiverLink Ferry. Is there a motion to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 24
1 adopt that SS&R?
2 TREASURER REESE: Move the motion.
3 CHAIRMAN NASH: And is there a second, please?
4 COMMISSIONER FENTRESS: Second.
5 CHAIRMAN NASH: All those in favor?
6 ALL: Aye.
7 CHAIRMAN NASH: Opposed? All right, post to
8 the Board agenda.
9 Congratulations and thank you, everyone. Any
10 other questions, comments, concerns, issues? Motion
11 to adjourn?
12 COMMISSIONER FENTRESS: Move the motion.
13 CHAIRMAN NASH: Second please?
14 TREASURER REESE: I'll second.
15 CHAIRMAN NASH: All those in favor?
16 ALL: Aye.
17 CHAIRMAN NASH: We're adjourned. Thank you.
18 (Whereupon, the Finance Committee Meeting was
19 adjourned at 11:23 a.m.)
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 25
1 CERTIFICATE 2 This is to certify that the attached 3 proceedings before the Delaware River Port Authority 4 Finance Committee on April 13, 2016, were held as 5 herein appears, and that this is the original 6 transcript thereof for the file of the Authority. 7
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10 ______11 Tom Bowman, Reporter FREE STATE REPORTING, INC. 12
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 SUMMARY STATEMENT
ITEM NO.: DRPA-16-053 SUBJECT: Procurement and Maintenance of Enterprise Legal Management Solutions Software
COMMITTEE: Finance
COMMITTEE MEETING DATE: April 13, 2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board authorizes staff to negotiate all necessary agreements, contracts or other documents for the procurement and maintenance of Enterprise Legal Management Solutions Software
Amount: $230,148.35 Vendor: SHI International
PURPOSE: To negotiate all necessary agreements, contracts or other documents for the procurement and maintenance of Enterprise Legal Management Solutions Software
BACKGROUND: The Office of General Counsel currently uses an outdated case tracking system generally designed for law firms, with limited capacity to manage litigation and transactional matters in an efficient and integrated manner. DRPA participated in demonstrations by various vendors of Legal Case Management software. The proposed Enterprise Legal Management software (Legal Suite), procured through a New Jersey Software State Contract with SHI International, is specifically designed for General Counsel. This web- based system automates and secures contractual activity at every stage, providing additional legal assistance; contains an E-Billing component; details the history and provides analysis of litigation matters; and includes a comprehensive collaborative portal for assigning, monitoring and closing legal matters. The agreement will provide for training and system maintenance for a three year period.
SUMMARY: Amount: $230,148.35 SourceofFunds: 2013RevenueBonds Capital Project Number: TEP.01405 OperatingBudget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A DRPA-16-053 Committee Date: April 13, 2016 Board Date: April 20, 2016 Procurement and Maintenance of Enterprise Legal Management Solutions Software
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority authorizes staff to negotiate all necessary agreements, contracts or other documents for the procurement and maintenance of Enterprise Legal Management Solutions Software with SHI International; and be it further
RESOLVED: TheChair,ViceChairandtheChiefExecutiveOfficermustapprove and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter, either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $230,148.35 SourceofFunds: 2013RevenueBonds Capital Project Number: TEP.01405 OperatingBudget: N/A MasterPlanStatus: N/A OtherFundSources: N/A Duration of Contract: N/A Other Parties Involved: N/A SUMMARY STATEMENT
ITEM NO.: DRPA-16-054 SUBJECT: Authorization to Negotiate Amendment of Existing Parking Lease with U.S. Court, District of New Jersey
COMMITTEE: Finance
COMMITTEE MEETING DATE: April 13, 2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board authorizes staff to negotiate the material business terms and conditions of an amendment to the existing parking lease agreement with the U.S. Court, District of New Jersey, or such other necessary agreements, to permit CBRE/FAMECO, on behalf of its client, to utilize DRPA property located at 3rd and Market Streets in Camden for evening and/or weekend parking.
PURPOSE: To allow the patrons of new, planned restaurants in the downtown Camden area to utilize a parking lot owned by the DRPA, which is presently used by the U.S. Court, District of New Jersey for daytime parking, for evening and/or weekend parking.
BACKGROUND: The DRPA owns a parcel of real property in the City of Camden which is generally described as being located at the intersection of 3rd and Market Streets (the “Property”). In 1998, the DRPA leased the Property to the U.S. Court, District of New Jersey (the “Court”) so that the Court could use the Property for parking by its agents, representatives and invitees. Since 1998, the Court has generally used the Property as a parking lot for its employees and/or federal jurors during the Court’s regular business hours.
Recently, the DRPA was approached by CBRE/FAMECO, which expressed interest on behalf of one of its clients, in utilizing the Property for evening and/or weekend parking for the patrons of restaurants its client plans to construct, own and/or operate in the downtown Camden area. This use would not interfere with the Court’s present use of the Property for federal jury parking.
Accordingly, staff is seeking authorization to negotiate an amendment to the existing parking lease agreement with the Court, which would allow patrons of the new restaurants in the downtown Camden area to utilize the Property for evening and/or weekend parking. SUMMARY STATEMENT Authorization to Negotiate Amendment of Finance 4/13/16 Existing Parking Lease with U.S. Court, District of New Jersey
SUMMARY: Amount: TBD Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: TBD Other Parties Involved: N/A DRPA-16-054 Finance Committee: April 13, 2016 Board Date: April 20, 2016 Authorization to Negotiate Amendment of Existing Parking Lease with U.S. Court, District of New Jersey
RESOLUTION
RESOLVED: That the Board authorizes staff to negotiate the material business terms and conditions of an amendment to the existing parking lease agreement with the U.S. Court, District of New Jersey, or such other necessary agreements, that would permit CBRE/FAMECO, on behalf of its client, to utilize DRPA’s property at 3rd and Market Streets in Camden for evening and/or weekend parking; and be it further
RESOLVED: That the Chairman, Vice Chairman and Chief Executive Officer, with the advice and counsel of the Authority’s Chief Financial Officer/Treasurer and General Counsel/Corporate Secretary, must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive officer. If both the Chairman and Vice Chairman are absent or unavailable and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: TBD Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: TBD Other Parties Involved: N/A SUMMARY STATEMENT
ITEM NO.: DRPA-16-055 SUBJECT: Authorization for Extension, Replacement or Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
COMMITTEE: Finance Committee
COMMITTEEMEETINGDATE: April13,2016
BOARDACTIONDATE: April20,2016
PROPOSAL: In connection with the Authority's Revenue Refunding Bonds, Series A of 2008, Series B of 2008, Series A of 2010, Series B of 2010 and Series C of 2010, that the Board authorizes: (i) the extension, replacement or termination in whole or in part, of the Letters of Credit issued by (a) Bank of America, N.A. securing the Authority's Revenue Refunding Bonds, Series A of 2008, (b) TD Bank, N.A., securing the Authority's Revenue Refunding Bonds, Series B of 2008, (c) Royal Bank of Canada securing the Authority's Revenue Refunding Bonds, Series A of 2010, (d) Barclays Bank PLC, securing the Authority's Revenue Refunding Bonds, Series 2010 B, and (e) The Bank of New York Mellon securing the Authority's Revenue Refunding Bonds, Series C of 2010; (ii) the conversion of the interest rate mode or modes on any or all of the outstanding revenue refunding bonds; (iii) the issuance of fixed or variable rate refunding bonds by direct placement or private purchase in an aggregate principal amount not to exceed $400,000,000; (iv) the amendment or termination, in whole or in part, of certain Interest Rate Swap Agreements; (v) the extension, substitution and/or appointment of new remarketing agents in connection with the issuance of variable rate refunding bonds; (vi) the execution and delivery of any and all agreements, contracts, certifications, documents and instruments necessary or required to effectuate the foregoing, including, but not limited to, supplements to the 1998 Revenue Bond Indenture; and (vii) the taking of all necessary action in connection therewith. SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
PURPOSE: In connection with the Authority's Revenue Refunding Bonds, Series A of 2008, Series B of 2008, Series A of 2010, Series B of 2010 and Series C of 2010, to authorize and approve (i) the extension, replacement or termination of the Letters of Credit, in whole or in part, issued by (a) Bank of America, N.A. securing the Authority's Revenue Refunding Bonds, Series A of 2008, (b) TD Bank, N.A., securing the Authority's Revenue Refunding Bonds, Series B of 2008, (c) Royal Bank of Canada securing the Authority's Revenue Refunding Bonds, Series A of 2010, (d) Barclays Bank PLC, securing the Authority's Revenue Refunding Bonds, Series 2010 B, and (e) The Bank of New York Mellon securing the Authority's Revenue Refunding Bonds, Series C of 2010; (ii) the conversion of the interest rate mode or modes on any or all of the outstanding revenue refunding bonds; (iii) the issuance of fixed or variable rate refunding bonds by direct placement or private purchase in an aggregate principal amount not to exceed $400,000,000; (iv) the amendment or termination, in whole or in part, of certain Interest Rate Swap Agreements; (v) the extension, substitution and/or appointment of new remarketing agents in connection with the issuance of variable rate refunding bonds; (vi) the execution and delivery of any and all agreements, contracts, certifications, documents and instruments necessary or required to effectuate the foregoing, including, but not limited to, supplements to the 1998 Revenue Bond Indenture; and (vii) authorizing certain actions in connection therewith.
BACKGROUND: On July 25, 2008, the Authority issued: (i) $169,660,000 aggregate principal amount of its Revenue Refunding Bonds, Series A of 2008 ("2008A Revenue Bonds"); and (ii) $188,515,000 aggregate principal amount of its Revenue Refunding Bonds, Series B of 2008 ("2008B Revenue Bonds"), each pursuant to an Indenture of Trust, dated as of July 1, 1998 ("Original Indenture"), between Commerce Bank, National Association (as predecessor to TD Bank, National Association), as trustee ("Trustee"), as such Original Indenture has been amended and supplemented to date (as amended and supplemented, the "Indenture"). SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
On March 31, 2010, the Authority issued: (i) $150,000,000 aggregate principal amount of its Revenue Refunding Bonds, Series A of 2010 ("2010A Revenue Bonds"); (ii) $150,000,000 aggregate principal amount of its Revenue Refunding Bonds, Series B of 2010 ("2010B Revenue Bonds"); and (iii) $50,000,000 aggregate principal amount of its Revenue Refunding Bonds, Series C of 2010 ("2010C Revenue Bonds" and together with the 2008A Revenue Bonds, the 2008B Revenue Bonds, the 2010A Revenue Bonds and the 2010B Revenue Bonds, the "Revenue Bonds"), each pursuant to the Authority's 1998 Revenue Bond Indenture, as amended and supplemented to date ("1998 Revenue Bond Indenture").
The Revenue Bonds were each issued as variable rate bonds, pursuant to which: (i) interest on such Revenue Bonds is reset on a weekly basis; and (ii) each such Revenue Bonds are subject to tender by the owners thereof and, upon tender, are purchased and remarketed to other holders by (a) Bank of America Merrill Lynch, as remarketing agent for the 2008A Revenue Bonds, (b) TD Securities, LLC (USA), as remarketing agent for the 2008B Revenue Bonds, (c) RBC Capital Markets, as remarketing agent for the 2010A Revenue Bonds, (d) Barclays Capital, as remarketing agent for the 2010B Bonds and (e) BNY Mellon Securities, as remarketing agent for the 2010C Revenue Bonds.
Existing Letters of Credit
The purchase price of the Revenue Bonds tendered or deemed tendered for purchase and not remarketed by the respective remarketing agents referred to above, and the principal of and interest due thereon, is currently secured by: (i) with respect to the 2008A Revenue Bonds, an irrevocable letter of credit ("2008A Letter of Credit") issued by Bank of America, N.A. ("BofA"); (ii) with respect to the 2008B Revenue Bonds, SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
an irrevocable letter of credit ("2008B Letter of Credit") issued by TD Bank, N.A. ("TD"); (iii) with respect to the 2010A Revenue Bonds, an irrevocable letter of credit ("2010A Letter of Credit") issued by Royal Bank of Canada ("RBC"); (iv) with respect to the 2010B Revenue Bonds, an irrevocable letter of credit ("2010B Letter of Credit") issued by Barclays Bank PLC ("Barclays"); and (v) with respect to the 2010C Revenue Bonds, an irrevocable letter of credit ("2010C Letter of Credit" and together with the 2008A Letter of Credit, the 2008B Letter of Credit, the 2010A Letter of Credit and the 2010B Letter of Credit, the "Letters of Credit") issued by The Bank of New York Mellon ("BNY Mellon").
Stated Expiration Dates of Letters of Credit
The 2008A Letter of Credit, unless extended, expires by its terms on July 22, 2016 ("2008A Stated Expiration Date"). The 2008B Letter of Credit, unless extended, expires on December 31, 2017 ("2008B Stated Expiration Date"). The 2010A Letter of Credit, unless extended, each expires by its terms on August 1, 2016 ("2010A Stated Expiration Date"). The 2010B Letter of Credit, unless extended, expires by its terms on March 20, 2018 ("2010 B Stated Expiration Date"). The 2010C Letter of Credit, unless extended, expires by its terms on June 16, 2016 ("2010C Stated Expiration Date").
Existing Interest Rate Swap Agreements
During 2000 and 2001, the Authority entered into seven interest rate swap agreements to provide hedges against interest rate risk for certain of the Authority's variable rate Revenue and Port District Project Bonds. Of the seven interest rate swap agreements, three have subsequently been terminated by the Authority, leaving four remaining interest rate swap agreements outstanding; one with TD Bank, N.A. ("TD Swap"), one with Wells Fargo Bank, N.A. ("Wells Fargo Swap"), and two with Bank of America, N.A. as counterparty (collectively, the "BofA Swaps"; together with the TD Swap and the Wells Fargo Swap, the "Outstanding SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
Swaps"). As of the date of this resolution, each of the four remaining Outstanding Swaps has a negative value to the Authority, meaning that if such agreements were terminated as of this date, the Authority would have to pay certain amounts to the respective counterparties of such agreements. However, as of the date of this resolution, only the TD Swap and the Wells Fargo Swap require the monthly transfer of net swap payments between the Authority and each of TD Bank, N.A. and Wells Fargo Bank, N.A., each of which relate to the 2008A Revenue Bonds, the 2008B Revenue Bonds, the 2010A Revenue Bonds, the 2010B Revenue Bonds and the 2010C Revenue Bonds.
Letters of Credit Replacement and Alternate Financing Structures
In connection with the pending expiration dates of the Letters of Credit, and in order to reduce financial risk and achieve more cost effective funding mechanisms, the Authority has heretofore solicited proposals from qualified banks or investment banking entities for: (i) the provision of substitute or replacement letters of credit or liquidity facilities to substitute for any or all of the Letters of Credit, (ii) the provision of alternative financing structures which could be utilized by the Authority in lieu of the provision of letters of credit or liquidity facilities, whether in whole or in part, with respect to the 2008A Revenue Bonds, the 2008B Revenue Bonds, the 2010A Revenue Bonds, the 2010B Revenue Bonds and/or the 2010C Revenue Bonds. In response to such requests, each of Bank of America, N.A. ("BofA"), Citigroup Global Markets Inc. ("Citi"), J.P. Morgan Chase Bank ("JP Morgan"), Mitsubishi UFJ Financial Group ("MUFG"), TD Bank, N.A. ("TD") and Wells Fargo Bank, N.A. ("Wells"; together with BofA, Citi, JP Morgan, MUFG and TD, the "Financial Institutions" and each a "Financial Institution") has offered several proposals pursuant to which: (i) certain of such Financial Institutions would be willing to provide substitute and replacement letters of credit (in various amounts) securing, in aggregate, all or a portion of the outstanding Revenue Bonds (each a "Letter of SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
Credit Replacement Transaction"); (ii) certain of such Financial Institutions would be willing to directly purchase from the Authority variable rate refunding bonds without the security of a letter of credit or other credit enhancement, which, in aggregate, would refund all or a portion of the outstanding Revenue Bonds (each a "Variable Rate Direct Placement Transaction"); (iv) certain of such Financial Institutions would be willing to directly purchase from the Authority fixed rate refunding bonds, which, in aggregate, would refund a portion of the outstanding Revenue Bonds ("Fixed Rate Direct Placement Transaction"; together with Letter of Credit Replacement Transaction and the Variable Rate Direct Placement Transaction, the "Financing Transactions"), in each case subject to the satisfaction of certain conditions and the execution and delivery by the Authority of certain agreements, instruments and other documents.
The Authority's Chief Executive Officer, Chief Financial Officer/Treasurer and General Counsel, with the advice and counsel of the Authority's Co-Bond Counsel and Co-Financial Advisors, have evaluated each of the proposed Financing Transactions and have heretofore advised the Board as to the terms and provisions of each such Financing Transaction in detail.
In connection with such evaluation, the Chief Executive Officer, Chief Financial Officer/Treasurer and General Counsel have been advised by the Authority's Co-Financial Advisors that certain of such Transactions, if undertaken, may prove most cost effective and risk adverse to the Authority if portions of the Outstanding Swaps were terminated (collectively the "Swap Transactions"). In addition, in connection with the undertaking of a Letter of Credit Transaction, the applicable Revenue Bonds will be subject to mandatory tender for purchase and remarketing (collectively, the "Remarketing Transactions"), pursuant to which a remarketing memorandum or similar offering prospectus will be utilized ("Remarketing Memorandum"). Further, in connection with a SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
Variable Rate Direct Placement Transaction or a Fixed Rate Direct Placement Transaction, the applicable Revenue Bonds will be subject to mandatory tender for purchase (collectively, the "Tender Transactions") and the interest rate mode of such Revenue Bonds will be converted to an alternate interest rate mode determined by the Authority and the applicable Financial Institution for such period of time as the Revenue Bonds are held by such Financial Institution (collectively, the "Interest Rate Conversion Transactions"; together with the Financing Transactions, the Swap Transactions, the Remarketing Transactions and the Tender Transactions, the "Transactions").
In order to undertake and complete the Transactions and the issuance of the Revenue Refunding Bonds, the Chief Executive Officer, Chief Financial Officer/Treasurer and General Counsel have been advised by the Authority's Co-Financial Advisors and Co-Bond Counsel that the Authority will be required to prepare, execute and deliver certain agreements, contracts, certificates, documents, exhibits, instruments including, but not limited to: (i) one or more supplements to the 1998 Revenue Bond Indenture (each a "Supplemental Indenture"); (ii) amendments or supplements to the existing and/or new contracts, agreements, certificates, documents, exhibits and instruments for related to the Swap Transactions (collectively, the "Swap Documents"); (iii) amendments or supplements to the existing and/or new reimbursement agreements and other contracts, agreements, certificates, documents, exhibits and instruments for the Letters of Credit or any Letter of Credit Transaction (collectively, the "Letter of Credit Documents"); (iv) amendments or supplements to the existing and/or new contracts, agreements, documents, exhibits and instruments related to the Debt Service Reserve Fund of the 1998 Revenue Bond Indenture (collectively, the "DSRF Documents"); (v) contracts, agreements, certifications, exhibits and instruments necessary or required in connection with a Variable Rate Direct Purchase Transaction and/or a Fixed Rate Direct Purchase Transaction including, but not limited to, purchase contracts, SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
continuing covenant agreements, and other required contracts, agreements, documents, certificates, exhibits and instruments (collectively, the "Direct Purchase Documents"); (vi) contracts, agreements, certificates, exhibits and instruments in connection with an Interest Rate Conversion Transaction (collectively, the "Interest Rate Conversion Documents"); (vii) amendments or supplements to the existing and/or new remarketing agreements and one or more Remarketing Memoranda related to a Remarketing Transaction (collectively, the "Remarketing Documents"); (viii) contracts, agreements, certificates, exhibits and instruments in connection with a Tender Transaction (collectively, the "Tender Documents"); (ix) if required, continuing disclosure materials in connection with a Financing Transaction, a Remarketing Transaction or a Tender Transaction (collectively, the "Disclosure Documents"); (x) the execution and delivery, as applicable, of required notices and other materials to effectuate a Financing Transaction, a Swap Transaction, a Remarketing Transaction, an Interest Rate Conversion Transaction or the issuance of Revenue Refunding Bonds including, but not limited to, tender notices, redemption notices, replacement and termination notices for Letters of Credit, termination notices for Outstanding Swaps and any and all other notices required by the 1998 Revenue Bond Indenture or any documents executed in connection with a Financing Transaction, a Swap Transaction, a Remarketing Transaction, a Tender Transaction, an Interest Rate Conversion Transaction or the issuance of Revenue Refunding Bonds (collectively, the "Notice Documents"); and (xi) any and all certificates, reports, studies or analyses necessary or required under the 1998 Revenue Bond Indenture to effectuate and complete a Financing Transaction, a Swap Transaction, a Remarketing Transaction, a Tender Transaction, an Interest Rate Conversion Transaction or the issuance of Revenue Refunding Bonds by the Authority or the Authority's professional advisors, engineers and representatives (collectively, the "Indenture Documents"; together with the Supplemental Indentures, the Swap Documents, the Letter of Credit SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
Documents, the DSRF Documents, the Direct Purchase Documents, the Interest Rate Conversion Documents, the Remarketing Documents, the Tender Documents, the Disclosure Documents and the Notice Documents, the "Required Transaction Documents").
In connection with the foregoing, the Board is now desirous of proceeding with any or all of the Transactions described, as deemed in the best interests of the Authority. In particular, the Board, in order to effectuate the undertaking of any or all of the Transactions, including the issuance of Revenue Refunding Bonds, is now desirous of: (i) delegating to the Chief Executive Officer, with the advice and counsel of the Authority's Chief Financial Officer/Treasurer, General Counsel, Co- Bond Counsel and Co-Financial Advisors, the authority to (a) determine whether to undertake and complete each, any or all of the Transactions, (b) determine the terms and provisions by which each such Transaction shall be effectuated and completed, in each case upon terms most financially advantageous to the Authority, while minimizing risk to the Authority and spreading exposure among Financial Institutions as deemed appropriate; (ii) as part of a Variable Rate Direct Purchase Transaction a Fixed Rate Direct Purchase Transaction and/or a Swap Transaction, authorizing and approving the issuance and sale of revenue refunding bonds in an aggregate principal amount not to exceed $400,000,000 pursuant to and in accordance with the 1998 Revenue Bond Indenture; (iii) authorizing and approving the execution and delivery by or on behalf of the Authority of all of the Required Transaction Documents; and (iv) delegating to certain Authority officers and officials the authority to undertake the foregoing on behalf of the Authority, including the payment of costs and expenses incurred by the Authority (including, but not limited to, legal, professional and other fees) in connection therewith. SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
In connection with the Authority's Revenue Refunding Bonds, Series 2008 A, Series 2008 B, Series 2010 A, Series 2010 B and Series 2010 C, that the Board authorize and approve: (i) the extension, replacement or termination of all or a portion of the Letters of Credit issued by (a) Bank of America, N.A. securing the Authority's Revenue Refunding Bonds, Series A of 2008, (b) TD Bank, N.A., securing the Authority's Revenue Refunding Bonds, Series B of 2008, (c) Royal Bank of Canada securing the Authority's Revenue Refunding Bonds, Series A of 2010, (d) Barclays Bank PLC, securing the Authority's Revenue Refunding Bonds, Series 2010 B, and (e) The Bank of New York Mellon securing the Authority's Revenue Refunding Bonds, Series C of 2010; (ii) the conversion of the interest rate mode or modes on any portion or all of the outstanding revenue refunding bonds; (iii) the issuance of fixed or variable rate refunding bonds by direct placement or private purchase in an aggregate principal amount not to exceed $400,000,000; (iv) the amendment or termination of all or a portion of certain Interest Rate Swap Agreements; (v) the extension, substitution and/or appointment of new remarketing agents in connection with the issuance of variable rate refunding bonds; (vi) the execution and delivery of any and all agreements, contracts, certifications, documents and instruments necessary or required to effectuate the foregoing, including, but not limited to, supplements to the 1998 Revenue Bond Indenture; and (vii) any and all actions necessary or required in connection therewith. SUMMARY STATEMENT Authorization for Extension, Replacement or Finance 4/13/16 Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
SUMMARY: Amount: N/A Source of Funds: General Fund; Revenue Refunding Bonds Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: TBD Other Parties Involved: Bank of America, N.A.; TD Bank, N.A.; Royal Bank of Canada; Barclays Bank PLC; The Bank of New York Mellon; TD Bank, National Association, as Trustee; Wells Fargo Bank, N.A.; Citigroup Global Markets Inc.; J.P. Morgan Chase Bank; Mitsubishi UFJ Financial Group; Co- Financial Advisors; Co-Bond Counsel DRPA-16-055 Finance Date: April 13, 2016 Board Date: April 20, 2016 Authorization for Extension, Replacement or Termination of Letters of Credit, Conversion of Interest Rate Modes on Outstanding Revenue Refunding Bonds, Issuance of Fixed or Variable Rate Revenue Refunding Bonds, Amendment or Termination of Interest Rate Swap Agreements and Taking Certain Other Related Actions in Connection with the DRPA's 2008A, 2008B, 2010A, 2010B and 2010C Revenue Refunding Bonds
RESOLUTION
RESOLVED: That the Board of Commissioners of the Authority ("Board") hereby authorize and approve the extension, substitution or termination of all or a portion of the existing letters of credit provided by Bank of America, N.A. (expiring July 22, 2016), TD Bank, N.A. (expiring December 31, 2017), Royal Bank of Canada (expiring August 1, 2016), Barclays Bank, PLC (expiring March 20, 2018) and The Bank of New York Mellon (expiring June 16, 2016) (collectively the "Letters of Credit") securing the Authority's outstanding variable rate Revenue Refunding Bonds, Series A of 2008 ("2008A Revenue Bonds"), Revenue Refunding Bonds, Series 2008 B ("2008B Revenue Bonds"), Revenue Refunding Bonds, Series A of 2010 ("2010A Revenue Bonds"), Revenue Refunding Bonds, Series 2010 B ("2010B Revenue Bonds") and Revenue Refunding Bonds, Series B of 2010 ("2010C Revenue Bonds"; together with the 2008A Revenue Bonds, the 2008B Revenue Bonds, the 2010A Revenue Bonds and the 2010B Revenue Bonds, the "Revenue Bonds"); and
RESOLVED: That the Chief Executive Officer, with the advice and Counsel of the Authority's Chief Financial Officer/Treasurer, Counsel, Co-Bond Counsel and Co-Financial Advisors, is hereby authorized to: (i) determine the length of the extension of the stated expiration dates of each the Letters of Credit and the terms and provisions by which such stated expiration dates shall be extended, in each case upon terms most advantageous to the Authority; (ii) determine whether to replace or terminate the Letters of Credit with new letters of credit, in each case upon the terms most favorable to the Authority and while minimizing risk to the Authority and spreading exposure among letter of credit and liquidity providers as deemed appropriate (items (i) and (ii) are referred to as a "Letter of Credit Transaction"); and RESOLVED: That the Chief Executive Officer, with the advice and Counsel of the Authority's Chief Financial Officer/Treasurer, Counsel, Co-Bond Counsel and Co-Financial Advisors, is hereby authorized to: (i) determine whether to undertake and complete the issuance and sale of variable rate or fixed rate revenue refunding bonds ("Revenue Refunding Bonds"), to be sold by direct purchase or private placement to certain financial institutions ("Financial Institutions"), all described in the preamble of this Resolution and defined as "Variable Rate Direct Placement Transactions" and "Fixed Rate Direct Placement Transactions" and referred to herein as a "Direct Purchase Transaction", with or without credit enhancement or a credit facility, for the purpose of refunding all or a portion of the outstanding Revenue Bonds (referred to as the "Refunded Bonds"), in each case in accordance with the requirements of the Authority's Compact and the terms and provisions of the 1998 Revenue Bond Indenture, as amended and supplemented to date ("1998 Revenue Bond Indenture"); and (ii) determine the terms and provisions by which each such Direct Purchase Transaction shall be effectuated and completed, including allocation as and among Financial Institutions, in each case upon terms most financially advantageous to the Authority, while minimizing risk to the Authority and spreading exposure among Financial Institutions as deemed appropriate; and
RESOLVED: That, in connection with a Letter of Credit Transaction, a Direct Purchase Transaction, and/or the issuance of Revenue Refunding Bonds, the Chief Executive Officer, with the advice of the Chief Financial Officer/Treasurer, Co-Financial Advisors and Co-Bond Counsel, is hereby authorized to take such necessary and appropriate actions, including the termination of all or a portion of the existing Letters of Credit and the execution of one or more supplements to the 1998 Revenue Bond Indenture ("Supplemental Indenture"), to facilitate, among other things, the conversion of the interest rate mode for the Revenue Bonds to one or more index-based interest rate mode ("Index Mode") and the conversion of all or a portion of the outstanding Revenue Bonds into such Index Mode (an "Index Rate Conversion Transaction"); and
RESOLVED: That, in connection with a Letter of Credit Transaction, a Direct Purchase Transaction and/or the issuance of Revenue Refunding Bonds, if deemed cost effective and risk neutral to the Authority, the Chief Executive Officer, with the advice of the Chief Financial Officer/Treasurer, General Counsel, the Co-Financial Advisors and Co- Bond Counsel, is hereby authorized and approved to terminate all or a portion of the Authority's outstanding interest rate swap agreements with TD Bank, N.A., Wells Fargo Bank, N.A., and Bank of America, N.A. as counterparties (each a "Swap Transaction"); and
RESOLVED: That, in connection with a Letter of Credit Transaction, a Direct Purchase Transaction or a Swap Transaction, the Authority hereby authorizes the issuance, sale and delivery of Revenue Refunding Bonds to refund all or any portion of the Revenue Bonds. The Revenue Refunding Bonds shall be issued in an aggregate principal amount which shall not exceed $400,000,000; and
RESOLVED: That the Authorized Officers shall determine if Revenue Refunding Bonds are to be issued and the type of Revenue Refunding Bonds to be issued, with the advice of the Authority’s Chief Financial Officer/Treasurer, Co-Financial Advisors and Co-Bond Counsel; and
RESOLVED: That the Revenue Refunding Bonds shall be dated, shall bear interest at such rates, payable on such dates, shall be subject to tender or redemption prior to maturity on such terms and conditions, shall amortize as to principal in amounts not less than and in the same years as the Revenue Bonds to be refunded ("Refunded Bonds") and shall otherwise be subject to such additional terms, conditions and provisions as shall be approved prior to their issuance by the Authorized Officers, with the advice of the Authority’s Chief Financial Officer/Treasurer, Co- Financial Advisors and Co-Bond Counsel; provided that Revenue Refunding Bonds, if issued as Variable Rate Bonds, shall contain a maximum interest rate not to exceed 15% per annum and if issued as Fixed Rate Bonds, shall contain a maximum interest rate not to exceed 5.00% per annum; and
RESOLVED: That, to the extent that Revenue Bonds are subject to mandatory tender for purchase and remarketing in connection with a Letter of Credit Transaction (collectively, a "Remarketing Transaction"), the Chief Executive Officer, with the assistance of the Chief Financial Officer/Treasurer and the Authority's Co-Financial Advisors and Co- Bond Counsel, is hereby authorized and directed to execute and deliver, on behalf of the Authority, a remarketing circular, remarketing memorandum or similar offering prospectus ("Remarketing Memorandum") and to prepare execute and deliver any and all notices and other materials required by the 1998 Revenue Bond Indenture or any other relevant Letter of Credit Documents; and
RESOLVED: That, to the extent that the Revenue Bonds are subject to mandatory tender for purchase in connection with a Direct Purchase Transaction (a "Tender Transaction"; together with a Letter of Credit Transaction, a Direct Purchase Transaction, a Remarketing Transaction, a Swap Transaction, and an Interest Rate Conversion Transaction, the "Transactions"), the Chief Executive Officer, with the assistance of the Chief Financial Officer/Treasurer, Co-Financial Advisors and Co-Bond Counsel, is hereby authorized to prepare, execute and deliver any and all notices and other materials required by the 1998 Revenue Bond Indenture or any other relevant Direct Purchase Transaction Documents; and
RESOLVED: In order to undertake and complete the Transactions and/or the issuance of the Revenue Refunding Bonds, the Chairman, Vice Chairman and Chief Executive Officer of the Authority (collectively, the “Authorized Officers”). with the advice and assistance of the Chief Financial Officer/Treasurer, General Counsel, Co-Financial Advisors and Co- Bond Counsel are hereby authorized and approved to: (i) execute and deliver one or more Supplemental Indentures; (ii) execute and deliver amendments or supplements to the existing and/or execute and deliver new contracts, agreements, certificates, documents, exhibits and instruments for related to the Swap Transactions (collectively, the "Swap Documents"); (iii) execute and deliver amendments or supplements to the existing and/or execute and deliver new reimbursement agreements and other contracts, agreements, certificates, documents, exhibits and instruments for the Letters of Credit or any Letter of Credit Transaction (collectively, the "Letter of Credit Documents"); (iv) execute and deliver amendments or supplements to the existing and/or execute and deliver new contracts, agreements, documents, exhibits and instruments related to the Debt Service Reserve Fund of the 1998 Revenue Bond Indenture (collectively, the "DSRF Documents"); (v) execute and deliver contracts, agreements, certifications, exhibits and instruments necessary or required in connection with a Direct Purchase Transaction including, but not limited to, purchase contracts, continuing covenant agreements, and other required contracts, agreements, documents, certificates, exhibits and instruments (collectively, the "Direct Purchase Documents"); (vi) execute and deliver contracts, agreements, certificates, exhibits and instruments in connection with an Interest Rate Conversion Transaction (collectively, the "Interest Rate Conversion Documents"); (vii) execute and deliver amendments or supplements to the existing and/or execute and deliver new remarketing agreements and one or more Remarketing Memoranda related to a Remarketing Transaction (collectively, the "Remarketing Documents"); (viii) execute and deliver contracts, agreements, certificates, exhibits and instruments in connection with a Tender Transaction (collectively, the "Tender Documents"); (ix) if required, execute and deliver continuing disclosure materials in connection with a Financing Transaction, a Remarketing Transaction or a Tender Transaction (collectively, the "Disclosure Documents"); (x) execute and deliver, as applicable, any required notices and other materials to effectuate a Letter of Credit Transaction, a Direct Purchase Transaction, a Swap Transaction, a Remarketing Transaction, a Tender Transaction, an Interest Rate Conversion Transaction, the issuance of Revenue Refunding Bonds or the redemption of Refunded Bonds, including, but not limited to, tender notices, redemption notices, replacement and termination notices for Letters of Credit, termination notices for outstanding interest rate swaps and any and all other notices required by the 1998 Revenue Bond Indenture or any documents executed in connection with a Transaction or the issuance of Revenue Refunding Bonds or the redemption of Refunded Bonds (collectively, the "Notice Documents"); and (xi) execute and deliver any and all certificates, reports, studies or analyses necessary or required under the 1998 Revenue Bond Indenture to effectuate and complete a Letter of Credit Transaction, a Direct Purchase Transaction, a Swap Transaction, a Remarketing Transaction, a Tender Transaction, an Interest Rate Conversion Transaction or the issuance of Revenue Refunding Bonds by the Authority or the Authority's professional advisors, engineers and representatives (collectively, the "Indenture Documents"; together with the Supplemental Indentures, the Swap Documents, the Letter of Credit Documents, the DSRF Documents, the Direct Purchase Documents, the Interest Rate Conversion Documents, the Remarketing Documents, the Tender Documents, the Disclosure Documents and the Notice Documents, the "Required Transaction Documents"); and
RESOLVED: That, in connection with a Letter of Credit Transaction and/or a Remarketing Transaction, the Chief Executive Officer, with the assistance of the Chief Financial Officer/Treasurer, is hereby authorized to (i) solicit proposals for and, thereafter, appoint one or more remarketing agents for the remarketing of Revenue Bonds tendered for purchase (a "Remarketing Agent"); and (ii) maintain, by execution and delivery of an amendment or extension to the existing Remarketing Documents, one or more of the Remarketing Agents currently engaged to remarket the Authority’s Revenue Bonds; and
RESOLVED: That, the Authorized Officers are hereby authorized and approved to execute and deliver any and all necessary Remarketing Documents with each Remarketing Agent; and
RESOLVED: That, in connection with a Direct Purchase Transaction and/or the issuance of Revenue Refunding Bonds, the Chief Executive Officer, with the assistance of the Chief Financial Officer/Treasurer, is hereby authorized to solicit proposals for and, thereafter, appoint one or more verification agents for the purpose of, among other things, verifying the mathematical computations for the sufficiency of deposits to refund outstanding Revenue Bonds (a "Verification Agent"); and
RESOLVED: That, in connection with a Direct Purchase Transaction and/or the issuance of Revenue Refunding Bonds, the Chief Executive Officer, with the assistance of the Chief Financial Officer/Treasurer, is hereby authorized to solicit proposals for and, thereafter, appoint one or more escrow agents, who may be the Trustee, for the purpose of, among other things, providing for the payment of Refunded Bonds upon redemption (an "Escrow Agent"); and
RESOLVED: That, the Authorized Officers are hereby authorized and approved to execute and deliver any and all necessary contracts, agreements, documents, exhibits and instruments with the Escrow Agent; and
RESOLVED: That, to the extent that Chief Executive Officer or the Authorized Officers, as applicable, have approved any Required Transaction Documents, or any other contracts, agreement, documents, instruments, exhibits an certificates in connection with any of the Transactions described in the Resolution, if, following such approval, the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the documents with the Chief Executive Officer. If both the Chairman and the Vice Chairman are absent or unavailable and if is necessary to execute any of such documents in their absence, then the Chief Executive Officer and the Chief Financial Officer/Treasurer shall execute documents on behalf of the Authority; and
RESOLVED: That the Board hereby authorizes and directs the payment of fees and expenses incurred by the TD Bank, National Association, as Trustee, the Authority's Co-Financial Advisors, Co-Bond Counsel, Letter of Credit providers, Financial Institutions, Outstanding Swap counterparties, Remarketing Agents, the Verification Agent, the Escrow Agent, counsel to each of the Trustee, Letter of Credit providers, Financial Institutions, Outstanding Swap counterparties, Remarketing Agents, the Verification Agent, the Escrow Agent, and any special counsel or co-counsel or other professional advisors of the Authority engaged by the Authority in connection with the Transactions or the issuance of Revenue Refunding Bonds and, in connection therewith, the Chief Financial Officer/Treasurer is hereby authorized to pay such fees and expenses on the basis of a fixed or earned fee specifically agreed to by the Authority and each such party, plus any reasonable costs and expenses in excess thereof approved by the Chief Financial Officer/Treasurer. The Chief Financial Officer/Treasurer shall prepare and submit a report to the Finance Committee indicating the amount of any such fees and expenses paid subsequent to the completion of the Transactions described herein; and
RESOLVED: That Authority staff are hereby authorized to take all other necessary and convenient actions, subject in each case to review and advice of the Chief Executive Officer, Chief Financial Officer/Treasurer and General Counsel, in order to undertake and effectuate on behalf of the Authority in connection with the matters set forth in this Resolutions, all in accordance and consistent with this Resolution;
SUMMARY: Amount: N/A Source of Funds: General Fund; Revenue Refunding Bonds Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: TBD Other Parties Involved: Bank of America, N.A.; TD Bank, N.A.; Royal Bank of Canada; Barclays Bank PLC; The Bank of New York Mellon; TD Bank, National Association, as Trustee; Wells Fargo Bank, N.A.; Citigroup Global Markets Inc. ; J.P. Morgan Chase Bank; Mitsubishi UFJ Financial Group; Co- Financial Advisors; Co-Bond Counsel SUMMARY STATEMENT
ITEM NO.: DRPA-16-056 SUBJECT: Amendment to Sale of RiverLink Ferry Resolution
COMMITTEE: Finance
COMMITTEE MEETING DATE: April 13, 2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board amend the Resolution DRPA-15-012 (previously authorized on January 21, 2015) to clarify the entity to which the RiverLink Ferry may be sold and the amount to be paid by the purchaser.
PURPOSE: To convey ownership of the RiverLink Ferry (M/V Freedom) to the Delaware River Waterfront Corporation (DRWC), an entity determined to be eligible by the Federal Government in order to provide continuing ferry service between Pennsylvania and New Jersey.
BACKGROUND: By Resolution DRPA-15-012 the Board authorized the sale of the RiverLink Ferry for the sum of $300,000.00 to the Delaware River Ferry Company, LLC. That transaction was never completed.
The maintenance, refurbishment, and operation of the RiverLink Ferry was undertaken on DRPA’s behalf by the DRWC during the 2014-15 and 2015-16 seasons through a Management Agreement with great success. The applicable Federal government agencies have determined that the DRWC is an appropriate “governmental” entity to take title to the Vessel.
The acquisition, refurbishment commencement and operation of ferry service by the DRPA was funded with FHWA and FTA Federal funds. These agencies have required extensive communication and negotiation with regard to the sale of the M/V Freedom. They have required a return to them, as a refund of the $1,306,000.00 Federal funds used for SUMMARY STATEMENT Amendment to Sale of Finance 4/13/16 RiverLink Ferry Resolution
the vessel’s purchase and modification, a substantial portion of any proceeds received by the DRPA from the sale of the M/V Freedom.
Both the Federal Government and the DRPA’s primary concern is to operate the M/V Freedom to continue its intended purpose for ferry services.
Direct conversation with the appropriate Federal authorities suggest that the transfer of the M/V Freedom to another governmental entity at no cost could be completed without payment for the Vessel or reimbursement to the FHWA or FTA. The Federal agencies have advised that the prior DRPA year-long negotiation and submittal of multiple documents will be sufficient to approve a transfer for no payment with no further review. This option to transfer the M/V Freedom to the DRWC as a transaction between governmental agencies without financial consideration assures continued ferry service and eliminates all further DRPA financial obligations.
SUMMARY: Amount: N/A Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: DRWC, FTA and FHWA DRPA-16-056 Finance: April 13, 2016 Board Date: April 20, 2016 Amendment to Sale of RiverLink Ferry
RESOLUTION
RESOLVED: The Board authorizes DRPA staff to negotiate the transfer of the RiverLink Ferry Vessel to the DRWC, and
It is further Resolved that in full consideration for this transfer the DRWC shall assume all financial responsibility for the operation, maintenance, insurance and sea worthiness of the M/V Freedom Vessel and continuing operation of the ferry service.
RESOLVED: The Chair, Vice Chair and Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer, and if both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such document(s) on behalf of the DRPA.
SUMMARY: Amount: N/A Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: DRWC, FHWA and FTA UNFINISHED BUSINESS SUMMARY STATEMENT REVISED
ITEM NO.: DRPA-16-041 SUBJECT: Capital Project Contract Modifications
COMMITTEE: Finance
COMMITTEE MEETING DATE: March 9, 2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board authorize the execution of a contract modification to certain contracts for Authority capital project and that the Board amend the 2016 Capital Budget to include the increase in the contract amount being requested in this Resolution.
PURPOSE: To approve a contract modification in the amounts and times set forth herein for the identified Authority capital project and to assure that the 2016 Capital Budget reflects the actual Board approved project costs.
BACKGROUND: The Authority is presently undertaking several capital projects previously approved by the Board. During the course of the project(s) identified in the Attachment (attached hereto and made a part hereof), DRPA staff has determined that conditions affecting each project require contract modification adjusting the scope of work/contract items, compensation, and/or the time to perform the contract work as set forth in the attachment.
DRPA staff has evaluated the contract modifications identified in the Attachment and supporting documentation and has determined the contract adjustments as proposed are fair and reasonable and meets the needs of the Authority.
SUMMARY: Amount: See Attachment Source of Funds: See Attachment Capital Project #: See Attachment Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: See Attachment Other Parties Involved: N/A DRPA-16-041 Finance Committee: March 9, 2016 Board Date: April 20, 2016 Capital Project Contract Modifications
RESOLUTION
RESOLVED: That the Board authorizes the execution of contract modifications to the contracts identified in the Attachment in such amounts and/or times set forth therein; and be it further
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
RESOLVED: That the 2016 Capital Budget be and hereby is amended to increase the line item amounts allocated for DRPA Project Number as indicated in the attached chart.
SUMMARY: Amount: See Attachment Source of Funds: See Attachment Capital Project #: See Attachment Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: See Attachment Other Parties Involved: N/A ATTACHMENT
March 9, 2016
Summary of Supplemental Agreement and Change Orders
Current Adjusted Capital Contract/ Change Order/ Contract Project Contract Consultant/ Agreement Supplemental Agreement Number Number Title Contractor Amount Amount Amount Duration Funding
TE0702 GN-0010-12 Enterprise Resource Grant Thornton, $2,625,470.00 $500,000.00 $3,125,470.00 Dec. 31, 2013 Revenue Planning Consulting LLP 2016 Bonds, Services Revenue Fund, General Fund
TE0702 - Enterprise Resource Quintel $14,388,297.83 $1,500,000.00 $15,888,297.83 no change 2013 Revenue Planning System Management Bonds, Consulting, Inc. Revenue Fund, General Fund
NEW BUSINESS
SUMMARY STATEMENT
ITEM NO.: DRPA-16-057 SUBJECT: Consideration of Pending DRPA Contracts (Between $25,000 and $100,000)
COMMITTEE: New Business
COMMITTEEMEETINGDATE: N/A
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board consider authorizing staff to enter into contracts as shown on the Attachment to this Resolution.
PURPOSE: To permit staff to continue and maintain DRPA operations in a safe and orderly manner.
BACKGROUND: At the Meeting held August 18, 2010 the DRPA Commission adopted Resolution 10-046 providing that all DRPA contracts must be adopted at an open meeting of the DRPA Board. The Board proposed modifications to that Resolution at its meeting of September 15, 2010; specifically that all contracts between $25,000 and $100,000 be brought to the Board for approval. The contracts are listed on the Attachment hereto with the understanding that the Board may be willing to consider all of these contracts at one time, but if any member of the Board wishes to remove any one or more items from the list for separate consideration, each member will have that privilege.
SUMMARY: Amount: N/A Source of Funds: See Attached List Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A DRPA-16-057 New Business: April 20, 2016 Board Date: April 20, 2016 Consideration of Pending DRPA Contracts (Between $25,000 and $100,000)
RESOLUTION
RESOLVED: That the Board authorizes and directs that subject to approval by the Chair, Vice Chair, General Counsel and the Chief Executive Officer, staff proceed to negotiate and enter into the contracts listed on the Attachment hereto.
SUMMARY: Amount: N/A Source of Funds: See Attached List Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A CONSIDERATION OF PENDING DRPA CONTRACTS (BETWEEN $25,000 - $100,000) – APRIL 20, 2016 DRPA
Item # Vendor/Contractor Description Amount ProcurementMethod BidsReceived BidAmounts SourceofFunds 1 ePlus Technology, Inc. Purchase of Equipment to $30,118.10 In accordance with New Jersey State 1. ePlus Technology, Inc. 1. $30,118.10 General Fund Newtown, PA Provide Internet Redundancy Contract #M-7000, vendor award Newtown, PA for both DRPA and PATCO. #87720.
2 ACS, A Xerox Company One (1) year maintenance $93,490.88 Sole Source Provider - see attached 1. ACS, A XeroxCompany 1. $93,490.88 Revenue Fund Waite Park, MN agreement for Banner Sole Source Justification Memo marked Waite Park, MN Finance, Human Resources as Exhibit "1". and Web modules. Banner is the DRPA's current operating software system. Maintenance program includes ongoing product support, product input, updates, enhancements and continuous client communication. The maintenance agreement term is June 1, 2016 - May 31, 2017. 3 SHI (Software House International) One (1) year maintenance $28,891.50 In accordance with New Jersey State 1. SHI (Software House International) 1. $28,891.50 Revenue Fund Somerset, NJ agreement for LawSoft Contract #M-0003, vendor award Somerset, NJ software. LawSoft is the #89851. software utilized by the Authority's Public Safety department for computer- aided dispatch. This maintenance keeps up to date with the latest software upgrades as well as technical support. CONSIDERATION OF PENDING DRPA CONTRACTS (BETWEEN $25,000 - $100,000) – APRIL 20, 2016 DRPA
Item # Vendor/Contractor Description Amount ProcurementMethod BidsReceived BidAmounts SourceofFunds 4 SHI (Software House International) One (1) year Websense $41,167.92 In accordance with New Jersey State 1. SHI (Software House International) 1. $41,167.92 Revenue Fund Somerset, NJ Enterprise maintenance Contract #M-0003, vendor award Somerset, NJ contract renewal. Websense #89851. Enterprise is used for Authority email and web filtering services.
5 General Sales Administration Inc. Purchase of accessory $33,528.60 In accordance with Commonwealth of 1. General Sales Administration Inc. 1. $33,528.60 General Fund DBA Major Police Supply packages for Police Pennsylvania Co-Stars Contract #012- DBA Major Police Supply Kenvil, NJ Vehicles. 119. Kenvil, NJ
6 Tactical Public Safety Purchase of fifty (50) $97,090.00 In accordance with New Jersey State 1. Tactical Public Safety 1. $97,090.00 General Fund West Berlin, NJ Portable Radios and Contract #T-0109, vendor award West Berlin, NJ accessories for Fleet #83932. Operations.
DELAWARE RIVER PORT AUTHORITY & PORT AUTHORITY TRANSIT CORP.
BOARD MEETING
Wednesday, April 20, 2016 9:00 a.m.
Board Room One Port Center Camden, NJ
John T. Hanson, Chief Executive Officer
PATCO BOARD
PORT AUTHORITY TRANSIT CORPORATION BOARD MEETING
Wednesday, April 20, 2016 at 9:00 a.m. One Port Center, 11th Floor, Board Room
ORDER OF BUSINESS
1. Roll Call
2. Public Comment
3. Report of the General Manager – April 2016
4. Approval of March 16, 2016 PATCO Board Meeting Minutes
5. Monthly List of Previously Approved Payments – Covering Month of March 2016
6. Monthly List of Previously Approved Purchase Orders and Contracts of March 2016
7. Approval of Operations & Maintenance Committee Meeting Minutes of April 5, 2016
8. Adopt Resolutions Approved by Operations & Maintenance Committee of April 5, 2016
PATCO-16-007 2016 City to Shore Bike MS Event at Woodcrest Station
PATCO-16-008 PATCO Fire Alarm System Replacement (Subway Stations, Woodcrest, Ferry, Center Tower and Lindenwold Complex)
PATCO-16-009 PATCO Interoperability of FREEDOM Card with SEPTA’s New Payment Technology
9. Unfinished Business
10. New Business
PATCO-16-010 Consideration of Pending PATCO Contracts (Between $25,000 and $100,000)
11. Adjournment
GENERAL MANAGER’S REPORT
REPORT OF THE GENERAL MANAGER
As stewards of public assets, we provide for the safe and efficient operation of transportation services and facilities in a manner that creates value for the public we serve.
April 20, 2016
To the Commissioners:
The following is a summary of recent PATCO activities, with supplemental information attached.
HIGHLIGHTS
SERVICE
Philadelphia Flower Show – During the nine days of the 2016 Philadelphia Flower Show, PATCO served a total of almost 32,000 more customers than we typically carry and nearly 44,000 more passengers than during the 2015 Show. The milder weather this year contributed to higher attendance at the Flower Show, and PATCO served 20% more passengers than last year.
To encourage ridership and better serve customers traveling to this annual event, PATCO enhanced its service on the weekends of the Show, providing trains every 15 minutes compared to the normally scheduled 25 minute headways on Saturdays and 30 minute headways on Sundays. We stationed Station Supervisors and Transit Ambassadors at key locations to assist the many first-time riders. We also provided maps to assist them in finding their way to the Convention Center on street level, now that the Gallery walk- through is closed for renovations.
General Manager’s Report – for April 20, 2016 Meeting
Ridership during Flower Show 45000
40000
35000
30000
25000
20000
15000
10000
5000 Sat 3/5 Sun 3/6 Mon 3/7 Tues 3/8 Wed 3/9 Thurs 3/10 Fri 3/11 Sat 3/12 Sun 3/13 2016 Flower Show 2015 Flower Show Typ (2/20-28/16)
STEWARDSHIP
Recycling of Scrap Steel – Our initiative to clean up Lindenwold Yard and sell scrap steel for recycling has netted a total of $61,620 to date. Since July of 2015, we have collected and turned in 1,681,940 pounds of material (841 tons).
Escalators / Elevators – In March we again exceeded our goals by a wide margin. Availability of all escalators was 98.8%, and elevator availability was 99.8%.
Operational Percentage March 2016 2016 March March Equipment Target Favorable / Overall Overall Actual Variance Unfavorable Actual Variance Escalators (14) 90% 98.8% 8.8% F 98.3% 8.3% Elevators (11) 97% 99.8% 2.8% F 99.5% 2.5%
General Manager’s Report – for April 20, 2016 Meeting
COMMUNITY
School Field Trips - With the arrival of spring, teachers have begun planning school field trips. In March we hosted one school from Philadelphia and one from New Jersey. We discussed with the students the advantages of public transportation and invited them to design a billboard to convince others to take transit. Attached is a particularly clever sketch by a student from Friends Select School in Philadelphia.
FINANCE
PATCO Income year to date (through 2/29/2016) amounted to $4,350,066 compared with a Budget Anticipated Income of $4,326,538, a favorable variance of $23,528 or 0.54%.
Operating expenses during February 2016 amounted to $4,589,332, compared with a Budget Anticipated Expense of $4,175,368, an unfavorable variance of $413,964 or 9.91%. Year to date expenses totaled $8,193,419, compared with a Budget Anticipated Expense of $9,005,344, a favorable variance of $811,925 or 9.02%.
During the month of February 2016, PATCO experienced a Net Operating Loss (excluding rental and non- recurring charges) of $2,384,996. The cumulative Net Operating Loss (excluding rental and non-recurring charges through 2/29/2016) totaled $3,843,353. Total Cumulative Loss year to date (including Lease Rental charges) equaled $4,863,693.
Net Transit Loss (including lease expense) for the month ending 2/29/2016 was $2,895,162.
2016 2016 Through February 29, 2016 Budget Actual Variance Income $4,326,538 $4,350,066 $ 23,528 F Expenses $9,005,344 $8,193,419 $811,925 F Operating Ratio .4804 .5309
Passengers 1,693,494 1,668,509 24,985 U Car Miles 794,460 760,906 33,554
The passenger count for the month of February 2016 (including February 29 of this leap year) was 853,755, an increase of 85,694 (+11.16%) when compared to February 2015. Ridership year to date as of 2/29/16 was 1,668,509, an increase of 107,583 (6.89%) compared to the same period of 2015. General Manager’s Report – for April 20, 2016 Meeting
PERSONNEL TRANSACTIONS
The following personnel transactions occurred in March, 2016:
NAME POSITION DEPT. DATE
APPOINTMENT(S)
Anthony Scavola Track Mechanic Way & Power 3/07/2016 Nadir Al-Malik Custodian Equipment 3/21/2016 Antonio Maggio Custodian Equipment 3/21/2016
APPOINTMENT(S) – TEMPORARY - None
PROMOTION(S) - None
UPGRADE - None
TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION - None
TRANSFER(S) - None
RESIGNATION(S)
Nakia Lane Customer Service Agent/ Transit Services 3/04/2016 Traffic Checker Keith Jones Station Supervisor Passenger Services 3/25/2016
RETIREMENT(S) - None
DECEASED – None
The quarterly Affirmative Action Scorecard is attached to this report.
PURCHASING & MATERIAL MANAGEMENT
During the month of March, 150 purchase orders were issued with a total value of $1,005,728. Of the $15,278 in monthly purchases where minority vendors could have served PATCO needs, $5,551 was awarded to MBEs and $2,657 to WBEs. The $8,208 total MBE/WBE purchases in March represent 0.82% of the total spent and 54% of the purchases available to MBE/WBEs. Attached to this report is the Affirmative Action Report summarizing purchases during the first quarter of 2016.
General Manager’s Report – for April 20, 2016 Meeting
TRANSIT SERVICES
The on-time performance for the 6,074 scheduled trips in March was 96.26%. Performance for the year to date is 95.80%.
On March 1 we implemented an emergency track work schedule to allow us to replace a pole, which a tree had damaged during very strong winds; that schedule required us to annul 22 trains. On March 15 we had a track-related issue at 9th/Locust platform during morning peak service. Track was removed from service while repairs were made. This occurred during rush hour, a particularly inconvenient time, and resulted in numerous delays. If we recalculate on-time performance to remove the annulments and scheduled trains affected by those two situations, on-time performance for March would be 97.39%.
A summary of the causes of delay incidents in March is shown below:
Other, 2% March, 2016 Weather, 8% Incidents
Equipment Defect, 43% Propulsion 7 Transit Operations, 18% Doors 7 BrakeComp 3 Misc. 9
Public Safety Issues, 8%
Passenger Issues, 5% Lack of Equipment, 5% W&P Track - Wayside, 7% W&P Elec - Signal - Radio, 5%
General Manager’s Report – for April 20, 2016 Meeting
MAINTENANCE
The following significant maintenance initiatives progressed in March:
Five (5) rebuilt motors are available for installation as needed. Ninety-one (91) motors are at vendors for repair, including 34 at Swiger Coil, 29 at RAM, and 28 at Sherwood. We have established a goal of 50 truck overhauls in 2016. Two (2) trucks have been assembled and five (5) more are in progress. A cracked frame was discovered, and the frame was sent out for a repair quotation; a Purchase Order is now in progress. Truck assembly kits will maintain control of planned issued parts and will highlight material shortages well before work stoppage occurs. Three (3) mechanical kits have been built comprising materials for six (6) trucks. We are formulating a process for electrical kits as well. One (1) rebuilt gearbox is currently available. Five (5) wheelsets are assembled and ready for truck building. We are still relying heavily on UTC to support our gearbox overhaul program. Seventy- seven (77) gearboxes are at vendors for repair with 41 at UTC and 36 at Penn Machine. In March during night shifts, we completed 252 exterior washes. Vapor cleaners have been received, and once training has been completed, interior “scrubs” will be moved to Track 3 in the annex building, freeing up the car wash during the day shift. We performed heavy cleaning of the interior of 36 cars this month. Overhaul of the shop continues. Cleaning, painting and rearranging is in progress. The east end turntable is being sent out to a vendor for bead blasting and painting as. A vendor has proposed a preliminary shop cabinet layout. LOTO (lock-out tag-out) assemblies were installed in the annex building. Car overhaul - We have 30 overhauled cars on-site and 30 have been conditionally accepted. Alstom continues to work on warranty repairs and operational service issues. Car Overhaul – Alstom-supplied test equipment – With respect to the S500 automated test station, an acceptance test is scheduled for mid-April. Software work stations are still pending. Alstom-provided training – The door system training was completed in March, with all electrical and mechanical employees of the Equipment Department attending. The Friction Brake course is scheduled for April/May, and all electrical and mechanical employees will attend that training as well. SAP – In February we transitioned from Unisys to SAP for car defect reporting. Notification and work order systems are functioning. We are having difficulties with drawing material from stock and the tablet processes are being developed. The Storeroom cannot accept repairable items at this time. Repairs to the storm-damaged pole line at MP (Mile Post) 10.25 were completed. Rail/frog welding maintenance was performed on 93E frog within East Crest Interlocking. Thermite welding operations were performed on running rail at MP 12.75, #2 track. Rail of #2 track at 9th Street Station was replaced. Pot holes were addressed at Woodcrest Station. Right-of-way and signal inspections were performed. Relay testing and repairs at interlockings and substations were performed. Substation breaker maintenance was performed. Stations, subway tunnels, and parking lots were relamped as necessary. General Manager’s Report – for April 20, 2016 Meeting
Way & Power staff attended NJ state crane certification training. Support services were provided as required for the following projects: o Testing of refurbished cars o Maintenance of fire-alarm systems o Maintenance of and enhancements to the 800 MHz radio system o Maintenance and repairs of escalators and elevators o Fiber interoperability project (SEPTA/PATCO/DRPA) between Broad/Locust to 4th Street Garage area – PATCO identified and tested fiber assignments; DRPA is addressing the remaining scope of the project. o Westmont Viaduct project – provided flagging and scheduling o Substation Transformer Replacement project – provided flagging and scheduling
SAFETY
The monthly report of the Safety Department is enclosed with this report.
Respectfully submitted,
John D. Rink General Manager
MEMORANDUM
PORT AUTHORITY TRANSIT CORPORATION of Pennsylvania & New Jersey
TO: John Rink
FROM: David Fullerton SUBJECT: Monthly Report: Safety Department – March, 2016
DATE: April 5, 2016
1. Staff was involved in the following activities concerning Contractor Safety: Conducted Contractor’s Safety Briefings and created the necessary follow-up reports of safety briefings as shown below:
PATCO NUMBER DATE CONTRACTOR CONTRACT PROJECT/WORK AREA IN NO. ATTENDANCE 03/07/16 Jacobs Engineering 54-2014 Rectifier Transformers 1
03/07/16 Gannett Fleming EM5208 DC Substations 5
03/07/16 HNTB 35A R Track Resurfacing 1
03/07/16 ALSTOM 18-C Transit Car Overhaul 1
03/07/16 WABTEC/Vapor Stone Railcar Door System Training 1
03/07/16 Simplex Grinnell Track Inspections 4
03/07/16 PATCO New Hire - Scavola Track Mechanic 1
03/14/16 Ammann & Whitney BFB Design South Walkway 3
03/14/16 RCC-AM Painting 28-2007 Westmont Viaduct 2
03/14/16 Scalfo Electric 54-2014 Rectifier Transformers 2
03/21/16 Parsons Brinckerhoff I-295 bridges over PATCO 2
03/21/16 ALSTOM-JTM Railcar Door System Training 1
03/21/16 Tactical Public Safety 800 MHz Radio System Repair 2 Iron Workers- 03/21/16 28-2007 Westmont Viaduct 1 Consolidated Fence 03/21/16 PATCO New Hire - Maggio Equipment Custodian 1 03/21/16 PATCO New Hire- Al-Malik Equipment Custodian 1
03/28/16 Scalfo Electric 54-2014 Electrical/Inspection 2
PATCO NUMBER DATE CONTRACTOR CONTRACT PROJECT/WORK AREA IN NO. ATTENDANCE Scalfo Electric – B & H 03/28/16 54-2014 Civil Work 2 Contracting 03/28/16 Scalfo Electric – Cranez 54-2014 Rigging/Crane Work 2
03/28/16 RCC – Pandrol 28-2007 Supervisor 2
03/28/16 V-Comm – Carr & Duff Verizon Wireless Underground 1
03/28/16 ALSTOM 18-C Transit Car Overhaul 1
03/28/16 Accountants For You Transit Ambassadors 3
Drug & Alcohol Tests – for March 2016 Random Drug only 10 Random Alcohol only 2 Random Drug & Alcohol 1 Reasonable Suspicion Drug only 0 Reasonable Suspicion Alcohol only 0 Post-Accident 0 TOTAL TESTS COMPLETED 13
2. Internal PATCO Safety Activities: Participated in Fire System Upgrade Proposal meeting Conducted and participated in monthly SACC/Joint Workplace Committee meeting
3. Involvement in Authority Activities: Participated in Programs & Activities subcommittee Participated in Central Safety & Health Committee meeting
4. Outside Agency Involvement. Participated in Transit Industrial Safety Management/OSHA 30-Hour Course at SEPTA [total of five (5) days] Completed Transit Safety and Security Audit Course at WMATA [total of three (3) days] Provided an emergency responder familiarization briefing to Voorhees Police Department
PATCO BOARD MINUTES
1 PORT AUTHORITY TRANSIT CORPORATION
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3 BOARD MEETING
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5 One Port Center 2 Riverside Drive 6 Camden, NJ Wednesday, March 16, 2016 7
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 PRESENT
2 Pennsylvania Commissioners
3 Ryan Boyer, Chairman of DRPA/PATCO Boards Victoria Madden (for Pennsylvania Auditor General 4 Eugene DePasquale) (via telephone) Timothy Reese, Pennsylvania State Treasurer (via 5 Telephone; joined at 9:55 a.m.) Osagie Imasogie (for Pennsylvania State Treasurer 6 Reese)(via telephone; from 9:00 to 9:55 a.m.) Antonio Fiol-Silva 7 Carl Singley, Esq. Marian Moskowitz 8 New Jersey Commissioners 9 Jeffrey Nash, Esq., Vice Chairman 10 Albert Frattali E. Frank DiAntonio 11 Charles Fentress Richard Sweeney (via telephone) 12 Ricardo Taylor (via telephone)
13 DRPA/PATCO Staff
14 John Hanson, Chief Executive Officer of DRPA/President of PATCO 15 Kristen Mayock, Deputy General Counsel Stephen Holden, Deputy General Counsel 16 Kathleen P. Vandy, Assistant General Counsel Richard Mosback, Assistant General Counsel 17 Monica Gibbs, Assistant General Counsel James White, Chief Financial Officer 18 Dan Auletto, Acting Chief Operating Officer Toni Brown, Chief Administrative Officer 19 Michael Venuto, Chief Engineer Steve Reiners, Director, Fleet Management 20 Gary Smith, Captain of Police, Public Safety Mike Williams, Acting Director, Corporate 21 Communications and Community Relations John Rink, General Manager, PATCO 22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 DRPA/PATCO Staff (continued)
2 Susan Squillace, Manager, Procurement and Stores, DRPA/PATCO 3 Amy Ash, Contract Administrator, Contract Administration 4 Kevin LaMarca, Director, Information Services Larry Walton, Manager, Construction & Maintenance 5 Walt Whitman Bridge Steve Reiners, Director, Fleet Management 6 Richard Ludovich, Fleet Manager, Walt Whitman Bridge Brian Everly, Plaza Supervisor, Ben Franklin Bridge 7 Sheila Milner, Administrative Coordinator Elizabeth Saylor, Acting Records Manager 8 Nancy Farthing, Executive Assistant to the CEO Dawn Whiton, Administrative Coordinator to the 9 Deputy CEO
10 Others Present
11 Amy Herbold, Senior Counsel, New Jersey Governor's Authorities Unit 12 Chelsea Rosebud Guzowski, Director of Special Projects, Pennsylvania Governor's Office of the 13 Budget Obra Kernodle, Deputy Chief of Staff, Office of Public 14 Liaison/Office of the Governor of Pennsylvania David Dix, Assistant to Chairman Boyer 15 Klissa Jarrett, Assistant to David Dix David Rapuano, Esq., Archer & Greiner, 16 (New Jersey Counsel) Alan Kessler, Esq., Duane Morris LLP 17 (Pennsylvania Counsel) Stephanie Kosta, Esq., Duane Morris LLP 18 (Pennsylvania Counsel) Robert Schiller, Director of Client Services & TPA 19 Operations, AmeriHealth Olivia C. Glenn, Regional Manager, New Jersey 20 Conservation Foundation Marcia Perry, Perry Communications 21 Pam Boyd, Thomas Boyd Communications Jon Livingston, Manager of Business Development, 22 Jacobs Engineering Group
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 Others Present (Continued)
2 Tony DeSantis, Citizens’ Advisory Committee Joe Quigley 3
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 INDEX
2 Page
3 Roll Call 6
4 Report of the General Manager - March 2016 7
5 Approval of February 17, 2016 PATCO Board Meeting Minutes 10 6 Monthly List of Previously Approved Payments 7 Covering the Month of February 2016/Monthly List of Previously Approved Purchase Orders and 8 Contracts of February 2016 10
9 Approval of Operations & Maintenance Committee Meeting Minutes of March 1, 2016 11 10 Adoption of Resolutions Approved by Operations & 11 Maintenance Committee of March 1, 2016 11
12 PATCO-16-005 Woodcrest Security Cameras, Emergency Call Boxes and 13 Parking Gate Hardwiring
14 Unfinished Business 12
15 New Business 12
16 PATCO-16-006 Consideration of Pending PATCO Contracts (Between $25,000 and 17 $100,000)
18 Executive Session 12
19 Adjournment 13
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 PROCEEDINGS
2 (9:48 a.m.)
3 CHAIRMAN BOYER: I would like to call to order
4 the Monthly Board Meeting of PATCO and ask the
5 Corporate Secretary to call the roll.
6 MR. SANTARELLI: Thank you. Chairman Boyer?
7 CHAIRMAN BOYER: Present.
8 MR. SANTARELLI: Vice Chairman Nash?
9 VICE CHAIRMAN NASH: Here.
10 MR. SANTARELLI: Commissioner Fiol-Silva?
11 COMMISSIONER FIOL-SILVA: Present.
12 MR. SANTARELLI: Commissioner DiAntonio?
13 COMMISSIONER DiANTONIO: Present.
14 MR. SANTARELLI: Commissioner Madden?
15 COMMISSIONER MADDEN: I'm here still.
16 MR. SANTARELLI: Thank you. Commissioner
17 Frattali?
18 COMMISSIONER FRATTALI: Here.
19 MR. SANTARELLI: Commissioner Moskowitz?
20 COMMISSIONER MOSKOWITZ: Here.
21 MR. SANTARELLI: Commissioner Sweeney?
22 COMMISSIONER SWEENEY: Here.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 MR. SANTARELLI: Commissioner Singley?
2 COMMISSIONER SINGLEY: Here.
3 MR. SANTARELLI: Commissioner Taylor?
4 COMMISSIONER TAYLOR: Here.
5 MR. SANTARELLI: Commissioner Imasogie?
6 COMMISSIONER IMASOGIE: Here.
7 MR. SANTARELLI: Thank you. You have a
8 quorum.
9 CHAIRMAN BOYER: Thank you. We'll have the
10 report of the General Manager, John Rink.
11 MR. RINK: Good morning, Mr. Chairman,
12 Commissioners. My report stands as submitted. I'd
13 like to highlight two particular items; if you could
14 look up to the report?
15 I reported before about we allow the local
16 Girl Scout troops to sell cookies in our stations.
17 Our customers love that. I just wanted to show you
18 one of the thank-yous we received. We've received
19 hundreds from all the girls that participate in that
20 program. This one particularly got our attention due
21 to the cookie face.
22 I just want to let you know that the Girl
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 Scouts appreciate the ability to be able to sell on
2 our sites. As you can see there, it builds a lot of
3 skills for these girls in regards to selling money
4 management, people skills, and decision making. I
5 just wanted to pass on their thank-yous to you.
6 As John had mentioned with his emergency
7 powers at the start of his report, on the night of
8 February 24, the region experienced some very heavy
9 thunderstorms. During the night, a tree fell in
10 Haddonfield approximately 30 to 40 feet from where a
11 different tree had previously fallen. The previous
12 incident had forced us to shut down service for the
13 tree to be removed. On February 24, a 100-foot plus
14 pine tree with a 3-inch diameter snapped and came
15 across our power lines in Haddonfield, pulling down
16 the pole and the cable.
17 We worked throughout the night in order to
18 make sure that that tree was cleared, our pole line
19 was reestablished, and service was not impacted that
20 morning. We have a couple more pictures -- if
21 Elizabeth can go through them -- just some pictures of
22 the work. We had to install a new 40-foot pole, drill
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 a hole, and then transfer all of the cables off of the
2 pole and onto a new power pole. So, through a lot of
3 hard work and teamwork through that night, we were
4 able to get that done. And then, as follow up, we had
5 to go out and replace the pole.
6 Just some other notes. On April 9th, we'll be
7 introducing a new Saturday schedule for our customers.
8 Currently, we're running at a 25-minute headway.
9 Starting on Saturday, April 9th, we'll be able to
10 increase that headway to 20 minutes, improving our
11 service on Saturdays and adding more service for our
12 customers.
13 That's all I have, Mr. Chairman.
14 CHAIRMAN BOYER: Thank you.
15 CHAIRMAN BOYER: All right. I'm going to
16 entertain a motion to accept the General Manager's
17 Report.
18 COMMISSIONER FENTRESS: Move the motion.
19 COMMISSIONER DiANTONIO: Second.
20 CHAIRMAN BOYER: All in favor?
21 ALL: Aye.
22 CHAIRMAN BOYER: All opposed? Ayes carry.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 Our Corporate Communications Department
2 continues to do a great job. Mike Williams put this
3 magazine together, it’s called ‘Connections.’ It's a
4 magazine that they give out that has items about the
5 employees, about DRPA, PATCO. It's a nice little
6 read, if you look at it. Mr. Williams, are you here?
7 MR. WILLIAMS: Yes.
8 CHAIRMAN BOYER: Could you stand up? You did
9 a great job on this.
10 The Minutes from the February 17, 2016 PATCO
11 Board Meeting were previously provided to all
12 Commissioners. Are there any corrections? I will
13 accept a motion to approve the Minutes.
14 COMMISSIONER DiANTONIO: So moved.
15 COMMISSIONER FENTRESS: Second.
16 CHAIRMAN BOYER: All in favor?
17 ALL: Aye.
18 CHAIRMAN BOYER: All opposed?
19 COMMISSIONER FRATTALI: Abstain.
20 CHAIRMAN BOYER: Ayes have it. Al Frattali
21 abstains. He was not here.
22 I will accept a motion to receive and file the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 Monthly List of Previously Approved Payments Covering
2 the Month of February 2016 and the Monthly List of
3 Previously Approved Purchase Orders and Contracts
4 Covering the Month of February 2016.
5 COMMISSIONER FRATTALI: So moved.
6 COMMISSIONER DiANTONIO: Second.
7 CHAIRMAN BOYER: All in favor?
8 ALL: Aye.
9 CHAIRMAN BOYER: All opposed? Ayes carry.
10 The Operations & Maintenance Committee Minutes
11 of March 1, 2016 were previously provided to all
12 Commissioners. Are there any corrections? May I have
13 a motion to accept the Operations & Maintenance
14 Committee Minutes of March 1, 2016?
15 COMMISSIONER FENTRESS: Move the motion.
16 COMMISSIONER FRATTALI: Second.
17 CHAIRMAN BOYER: All in favor?
18 ALL: Aye.
19 CHAIRMAN BOYER: All opposed? Ayes have it.
20 There is one (1) item from the Operations and
21 Maintenance Committee for consideration. It is as
22 follows: PATCO-16-005, Woodcrest Security Cameras,
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 Emergency Call Boxes, and Parking Gate Hardwiring. I
2 will accept a motion to adopt PATCO-16-005.
3 COMMISSIONER FENTRESS: Move the motion.
4 CHAIRMAN BOYER: Can I get a second?
5 COMMISSIONER FRATTALI: Second.
6 CHAIRMAN BOYER: All in favor?
7 ALL: Aye.
8 CHAIRMAN BOYER: All opposed? Ayes have it.
9 Are there any items for Unfinished Business
10 for the PATCO Board?
11 New Business. There is one item of New
12 Business for consideration of approval, and it is as
13 follows: PATCO-16-006, Consideration of Pending PATCO
14 Contracts from $25,000 to $100,000. I will accept a
15 motion to adopt PATCO-16-006.
16 COMMISSIONER FENTRESS: Move the motion.
17 COMMISSIONER DiANTONIO: Second.
18 CHAIRMAN BOYER: All in favor?
19 ALL: Aye.
20 CHAIRMAN BOYER: All opposed? Ayes have it.
21 I will call for a motion to go into Executive
22 Session.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 COMMISSIONER FRATTALI: So moved.
2 COMMISSIONER DiANTONIO: Second.
3 CHAIRMAN BOYER: All in favor?
4 ALL: Aye.
5 CHAIRMAN BOYER: All opposed? Ayes have it.
6 We'll now go to Executive Session.
7 (Off the record at 9:53 a.m.)
8 (On the record at 10:45 a.m.)
9 CHAIRMAN BOYER: I'll now entertain a motion
10 for adjournment of both the DRPA and PATCO Board
11 meetings.
12 COMMISSIONER FENTRESS: Move the motion.
13 COMMISSIONER FRATTALI: Second.
14 CHAIRMAN BOYER: All in favor?
15 ALL: Aye.
16 CHAIRMAN BOYER: All opposed? The meeting is
17 now adjourned.
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 (Whereupon, the meeting ended on Wednesday, March 16,
2 2016, at 10:45 a.m.)
3 Respectfully Submitted, 4
5 Raymond J. Santarelli 6 General Counsel and Corporate Secretary 7
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Port Authority Transit
4 Corporation on March 16, 2016, were held as herein
5 appears, and that this is the original transcript
6 thereof for the file of the Authority.
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10 ______Tom Bowman 11 FREE STATE REPORTING, INC.
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947
PATCO MONTHLY LIST OF PREVIOUSLY APPROVED MONTHLY LIST OF PAYMENTS
Port Authority Transit Corporation Monthly List Of Previously Approved Payments 03/01/16 through 03/31/16 Meeting Date 04/20/16
Vendor Name Item Description Resolution # / Authorization Amount CAMDEN COUNTY SHERIFF'S OFFICE Accrued Payroll NONE $525.60 CITY OF PHILADELPHIA Accrued Payroll NONE $4,457.21 DELTA DENTAL OF NEW JERSEY, INC. Accrued Payroll D-13-103 $7,506.76 EXPERTPAY CHILD SUPPORT Accrued Payroll NONE $7,572.24 INTERNAL REVENUE SERVICE Accrued Payroll NONE $419,802.63 ISABEL C. BALBOA, TRUSTEE Accrued Payroll NONE $280.00 NATIONAL DRIVE Accrued Payroll NONE $8.00 NEW JERSEY FAMILY SUPPORT PAYMENT Accrued Payroll NONE $1,200.00 PA DEPT OF REVENUE Accrued Payroll NONE $6,260.30 PA STATE EMPLOYEES RETIREMENT SYSTE Accrued Payroll NONE $82,151.96 Pennsylvania SCDU Accrued Payroll NONE $549.56 TEAMSTERS LOCAL UNION 676 Accrued Payroll NONE $21,587.00 TREASURER - STATE OF NEW JERSEY Accrued Payroll NONE $39,318.38 UNITED WAY OF GREATER PHILA Accrued Payroll NONE $147.04 US DEPARTMENT OF EDUCATION Accrued Payroll NONE $490.64 VOYA FINANCIAL Accrued Payroll NONE $34,663.92 Accrued Payroll Total $626,521.24 DUNBAR ARMORED INC. Armored Car Services P-12-024 $10,816.70 Armored Car Services Total $10,816.70 TREASURER - STATE OF NEW JERSEY Assessments, Fees, & Permits 25KTHRES $2,455.00 Assessments, Fees, & Permits Total $2,455.00 ECHELON FORD INC Auto-materials, Oil and Repairs 25KTHRES $8,142.10 FRANKLIN TRAILERS, INC. Auto-materials, Oil and Repairs 25KTHRES $294.00 HOUGH PETROLEUM Auto-materials, Oil and Repairs 25KTHRES $4,604.87 NAPA AUTO PARTS - BLACKWOOD Auto-materials, Oil and Repairs 25KTHRES $325.32 STANLEY'S AUTO REPAIR INC. Auto-materials, Oil and Repairs 25KTHRES $31.00 UNISELECT USA, INC. Auto-materials, Oil and Repairs P-15-023 $3,141.40 Auto-materials, Oil and Repairs Total $16,538.69 PATCO - MALFUNCTION FUND Calculated Cash Over / Short 25KTHRES $67.00 Calculated Cash Over / Short Total $67.00 RIGGINS INC. Consumption Fuel D-15-078 $13,212.35 T. SLACK ENVIRONMENTAL SERVICES Consumption Fuel D-14-022 $431.41 Consumption Fuel Total $13,643.76 BIRD CONTROL SERVICES, INC. Contract Service Expense 25KTHRES $106.00 CITY OF PHILADELPHIA Contract Service Expense 25KTHRES $150.00 DENNY'S SEPTIC SERVICE Contract Service Expense 25KTHRES $2,850.00 PA DEPT OF LABOR & INDUSTRY - B Contract Service Expense 25KTHRES $73.00 PETSMART STORE# 1225 Contract Service Expense 25KTHRES $330.05 SECURITY AND DATA TECHNOLOGIES, INC Contract Service Expense 25KTHRES $873.45 TERMINIX Contract Service Expense 25KTHRES $1,000.00 Contract Service Expense Total $5,382.50 CLEAN SWEEP ENTERPRISES Custodial Supplies 25KTHRES $15,780.00 Custodial Supplies Total $15,780.00 ACE PLUMBING & ELECTRICAL SUPPLIES Direct Materials 25KTHRES $1,173.42 ALL INDUSTRIAL SAFETY PRODUCTS INC Direct Materials 25KTHRES $289.00 ALMOND GLASS WORKS, INC. Direct Materials 25KTHRES $525.00 APPLIED INDUSTRIAL TECHNOLOGIES Direct Materials 25KTHRES $63.07 CLEVELAND TRACK MATERIAL, INC. Direct Materials P-14-039 $26,248.00 COLONIAL ELECTRIC SUPPLY CO.,INC. Direct Materials 25KTHRES $824.26 EASTERN LIFT TRUCK CO INC Direct Materials 25KTHRES $94.18 ENGINEERED HYDRAULICS, INC Direct Materials 25KTHRES $169.34 EUROFINS QC, INC Direct Materials 25KTHRES $694.00 FASTENAL COMPANY Direct Materials 25KTHRES $7.10 GARDEN STATE DIESEL Direct Materials 25KTHRES $312.80 GEMPLER'S, INC. Direct Materials 25KTHRES $222.53 GRAYBAR ELECTRIC CO. INC. Direct Materials 25KTHRES $1,095.34 IRVINE FIRE & SAFETY Direct Materials 25KTHRES $915.00 JOSEPH FAZZIO INC. Direct Materials 25KTHRES $17.96 KAESER COMPRESSORS Direct Materials 25KTHRES $546.04 KENNEDY CULVERT & SUPPLY CO. Direct Materials 25KTHRES $555.00 LINDLEY ELECTRIC SUPPLY Direct Materials 25KTHRES $1,630.15 NEWARK ELEMENT 14 Direct Materials 25KTHRES $2,640.89 SLATE BELT SAFETY Direct Materials 25KTHRES $37.00 SOUTH CAMDEN IRON WORKS Direct Materials 25KTHRES $545.55 SOUTH JERSEY WELDING SUPPLY CO Direct Materials 25KTHRES $225.36 UNITED REFRIGERATION, INC. Direct Materials 25KTHRES $223.95 WASTE MANAGEMENT OF NEW JERSEY, INC Direct Materials P-14-001 $4,074.10 WHARTON HARDWARE & SUPPLY Direct Materials 25KTHRES $225.40 Direct Materials Total $43,354.44 ATLANTIC CITY ELECTRIC Electricity Expense Utility $30.54 PSE&G CO. Electricity Expense Utility $17,871.29 SEPTA Electricity Expense Utility $92.87 Electricity Expense Total $17,994.70 AIC RAIL Equipment & Tools 25KTHRES $2,300.00 AMERICAN CRANE & EQUIPMENT Equipment & Tools 25KTHRES $2,517.00 ARVA INDUSTRIES, INC. Equipment & Tools P-15-012 $302,491.50 BORTEK INDUSTRIES Equipment & Tools 25KTHRES $122.07 LAUREL LAWNMOWER SERVICE Equipment & Tools 25KTHRES $237.81 Equipment & Tools Total $307,668.38 STANDARD INSURANCE COMPANY Group Life & Accident Insurance Payable P-13-104 $53,628.12 Group Life & Accident Insurance Payable Total $53,628.12 SOUTH JERSEY GAS COMPANY Heating Expense Utility $35,090.12 Heating Expense Total $35,090.12 LOWE'S COMMERCIAL SERVICES Maintenance Of Buildings and Grounds 25KTHRES $167.78 Maintenance Of Buildings and Grounds Total $167.78 A&M INDUSTRIAL SUPPLY Material Inventory 25KTHRES $96.91 ACTION UNIFORM COMPANY, LLC Material Inventory 25KTHRES $360.00 AIRGAS SAFETY, INC. Material Inventory 25KTHRES $463.52 ANSALDO STS USA, INC. Material Inventory 25KTHRES $3,148.94 APPLIED INDUSTRIAL TECHNOLOGIES Material Inventory 25KTHRES $9.05 BDF INDUSTRIAL FASTENERS Material Inventory 25KTHRES $466.22 BILLOWS ELEC SUPPLY CO I NC Material Inventory 25KTHRES $648.68 BIOCHEM SYSTEMS INC. Material Inventory 25KTHRES $693.31 CL PRESSER CO Material Inventory 25KTHRES $513.00 COLONIAL ELECTRIC SUPPLY CO.,INC. Material Inventory 25KTHRES $793.70 COMMONWEALTH METAL CO. Material Inventory 25KTHRES $1,647.00 COOPER ELECTRIC SUPPLY CO. Material Inventory 25KTHRES $327.76 CUBIC TRANSPORTATION SYSTEMS Material Inventory P-14-045 $6,377.45 EAST COAST FLAG & BANNER Material Inventory 25KTHRES $78.60 FASTENAL COMPANY Material Inventory 25KTHRES $340.74 FRANKLIN ELECTRIC CO Material Inventory 25KTHRES $1,585.80 FUCHS LUBRICANTS CO Material Inventory 25KTHRES $1,093.25 GH BERLIN WINDWARD Material Inventory 25KTHRES $387.53 HELWIG CARBON PRODUCTS, INC. Material Inventory P-15-041 $4,427.00 HONEYWELL-SENSOTEC Material Inventory 25KTHRES $4,431.05 INDCO INC Material Inventory 25KTHRES $1,361.15 JAMAICA BEARINGS CO INC. Material Inventory 25KTHRES $312.30 JAMES DOORCHECK INC. Material Inventory 25KTHRES $1,767.54 KC ELECTRONIC DISTRIBUTORS INC. Material Inventory 25KTHRES $431.90 KNOPP INC. Material Inventory 25KTHRES $2,040.00 LAWSON PRODUCTS Material Inventory 25KTHRES $213.18 M S C INDUSTRIAL SUPPLY CO. INC. Material Inventory 25KTHRES $176.90 MAC PRODUCTS, INC Material Inventory 25KTHRES $9,535.17 MIDWEST INDUSTRIAL SUPPLY, INC. Material Inventory P-15-041 $32,862.50 MUENZ ENGINEERED Material Inventory 25KTHRES $3,783.65 NATIONAL BATTERY CO. Material Inventory 25KTHRES $742.60 NEW PIG CORP Material Inventory 25KTHRES $262.41 ORMSBY'S LAWN EQUIPMENT Material Inventory 25KTHRES $249.12 PEMBERTON ELECTRICAL SUPPLY COMPANY Material Inventory 25KTHRES $590.36 PENDERGAST SAFETY EQUIPMENT CO Material Inventory 25KTHRES $2,653.74 RAILS COMPANY Material Inventory 25KTHRES $26.64 ROYAL ELECTRIC SUPPLY COMPANY Material Inventory 25KTHRES $135.90 SIEMENS RAIL AUTOMATION CORPORATION Material Inventory 25KTHRES $3,600.00 SNAP-ON INDUSTRIAL Material Inventory 25KTHRES $249.90 TRI-STATE DISTRIBUTORS OF NJ Material Inventory 25KTHRES $192.14 UNITED LABORATORIES, INC. Material Inventory 25KTHRES $415.80 VAPOR STONE RAIL SYSTEMS Material Inventory P-14-048 $7,054.20 W.E. TIMMERMAN CO., INC Material Inventory 25KTHRES $166.80 WABTEC GLOBAL SERVICES Material Inventory P-14-045 $15,014.55 WABTEC PASSENGER TRANSIT Material Inventory P-14-045 $18,289.70 WHARTON HARDWARE & SUPPLY Material Inventory 25KTHRES $145.56 Y-PERS, INC. Material Inventory 25KTHRES $168.00 Material Inventory Total $130,331.22 TEAMSTERS HEALTH & WELFARE Medical Insurance Deduction Payable D-15-132 $593,511.93 Medical Insurance Deduction Payable Total $593,511.93 AMERICAN PUBLIC TRANSPORTATION ASSO Memberships & Subscriptions 25KTHRES $550.00 CROSS COUNTY CONNECTION TMA Memberships & Subscriptions 25KTHRES $10,000.00 Kathleen F. Imperatore Memberships & Subscriptions 25KTHRES $35.00 Memberships & Subscriptions Total $10,585.00 W.B. MASON CO. INC Office Supplies D-15-133 $3,324.08 Office Supplies Total $3,324.08 NESTLE WATERS NORTH AMERICA INC. Other Office Expenses D-15-026 $938.52 ULINE, INC Other Office Expenses 25KTHRES $509.44 Other Office Expenses Total $1,447.96 TOTAL EQUIPMENT TRAINING, INC. Other Training Costs 25KTHRES $1,465.00 Other Training Costs Total $1,465.00 PATCO - Payroll Account Payroll For Accounting Period NONE $1,281,910.92 Payroll For Accounting Period Total $1,281,910.92 PNC BANK P-Card Purchases 25KTHRES $2,944.88 P-Card Purchases Total $2,944.88 COMMONWEALTH OF PENNSYLVANIA Pension - PA SERS NONE $377,053.69 Pension - PA SERS Total $377,053.69 UNITED STATES POSTAL SERVICE Postage 25KTHRES $970.83 Postage Total $970.83 BENEFIT HARBOR, LP Professional Fees D-14-104 $1,436.50 Professional Fees Total $1,436.50 STEVENS & LEE Professional Fees - Labor Relations D-13-032 $10,670.00 Professional Fees - Labor Relations Total $10,670.00 DUANE MORRIS LLP Professional Fees - Legal Costs D-13-032 $562.50 Professional Fees - Legal Costs Total $562.50 ARCHER & GREINER Professional Fees - Litigation Costs D-13-032 $12,442.50 Professional Fees - Litigation Costs Total $12,442.50 PECO ENERGY Purchased Power NONE $96,708.74 PSE&G CO. Purchased Power NONE $544,389.07 Purchased Power Total $641,097.81 JULIE KNIPPER Refund 25KTHRES $20.00 MARK WOODEN Refund 25KTHRES $13.00 SARA KIM Refund 25KTHRES $20.00 JACK FULTZ Refund 25KTHRES $30.59 JERRY CIRINO Refund 25KTHRES $26.85 KAREN MILLER Refund 25KTHRES $20.00 TERRY CARROL Refund 25KTHRES $36.00 Refund Total $166.44 DIRECTV Rental Expenses - Other 25KTHRES $55.44 Rental Expenses - Other Total $55.44 PENN MACHINE COMPANY LLC Repairs and Maintenance - Other P-14-015 $14,474.20 SHERWOOD ELECTROMOTION INC. Repairs and Maintenance - Other P-14-028 $182,975.00 SHI INTERNATIONAL CORP Repairs and Maintenance - Other 25KTHRES $6,869.07 SWIGER COIL SYSTEMS Repairs and Maintenance - Other P-14-028 $29,256.00 UTC/RAS Repairs and Maintenance - Other P-14-015 $25,676.92 Repairs and Maintenance - Other Total $259,251.19 QUAL LYNX (WIRE TRANSFERS ONLY) Reserve for Self Insurance D-12-098 $16,925.46 Reserve for Self Insurance Total $16,925.46 HORIZON BLUE CROSS BLUE SHIELD OF N Retiree Medical Insurance D-14-132 $18,844.32 UNITED HEALTHCARE Retiree Medical Insurance D-15-112 $40,777.21 Retiree Medical Insurance Total $59,621.53 SEPTA SEPTA Transfer Payable P-95-002 $56,960.05 SEPTA Transfer Payable Total $56,960.05 SAFETY-KLEEN CORPORATION Shop Supplies 25KTHRES $1,062.89 Shop Supplies Total $1,062.89 TEAMSTER PENSION FUND Teamsters Pension D-14-047 $198,382.03 Teamsters Pension Total $198,382.03 ACADACA, LLC Technology Expense P-13-018 $33,517.00 CUBIC TRANSPORTATION SYSTEMS Technology Expense P-15-039 $34,177.00 PLANET TECHNOLOGIES, INC Technology Expense 25KTHRES $14,916.25 Technology Expense Total $82,610.25 VERIZON Telephone & Telecom Expense Utility $251.18 Telephone & Telecom Expense Total $251.18 ACCOUNTANTS FOR YOU Temporary Services D-16-011 $59,321.78 PERRY RESOURCES Temporary Services D-16-011 $34,496.60 Temporary Services Total $93,818.38 TIRE CORRAL Tires and Tubes 25KTHRES $840.61 Tires and Tubes Total $840.61 John G. Peterson Training Travel Costs 25KTHRES $39.42 Training Travel Costs Total $39.42 UNIFIRST CORPORATION Uniform Cleaning Expense P-15-015 $6,249.42 Uniform Cleaning Expense Total $6,249.42 NORTHSTAR INDUSTRIAL SUPPLY, LLC Uniform Expense 25KTHRES $3,175.50 Uniform Expense Total $3,175.50 TEAMSTERS LOCAL UNION 676 Union Dues Payable NONE $2,591.00 Union Dues Payable Total $2,591.00 CERTIFIED SPEEDOMETER SERVICE Vehicle License fees 25KTHRES $256.00 Vehicle License fees Total $256.00 CITY OF PHILA Water & Sewer Expense Utility $4,951.68 NEW JERSEY AMERICAN WATER Water & Sewer Expense Utility $1,699.86 TOWNSHIP OF VOORHEES Water & Sewer Expense Utility $130.00 Water & Sewer Expense Total $6,781.54 QUAL LYNX (WIRE TRANSFERS ONLY) Worker's Comp Reserve D-12-098 $77,406.19 Worker's Comp Reserve Total $77,406.19 Grand Total $5,085,307.77 * D indicates a DRPA resolution * P indicates a PATCO resolution
PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDERS & CONTRACTS
PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - MARCH 2016
Purchasing Document Item Resolution Vendor Name Material Group Desc. Net Order Value (P=PATCO) 4500000875 1 25KTHRES 100463 TIRE CORRAL AUTO MAINT/RPR PRTS $876.00 4500000875 $876.00 4500000877 1 25KTHRES 101172 TIRE CORRAL AUTO MAINT/RPR PRTS $876.00 4500000877 $876.00 4500000883 1 25KTHRES 100448 TACTICAL PUBLIC SAFETY RADIO COMMUN./TELE $3,040.00 4500000883 $3,040.00 4500000887 1 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $19.75 4500000887 2 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $51.50 4500000887 3 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $13.44 4500000887 4 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $7.70 4500000887 5 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $13.52 4500000887 6 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $22.50 4500000887 7 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $20.50 4500000887 8 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $15.90 4500000887 9 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $17.60 4500000887 10 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $16.70 4500000887 11 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $15.80 4500000887 12 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $1.16 4500000887 13 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $1.94 4500000887 14 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $3.64 4500000887 15 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $6.60 4500000887 16 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $23.25 4500000887 17 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $21.45 4500000887 18 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $11.74 4500000887 19 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $15.66 4500000887 20 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $36.24 4500000887 21 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $25.05 4500000887 22 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $21.45 4500000887 23 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $11.22 4500000887 24 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $16.22 4500000887 25 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $25.34 4500000887 26 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $26.15 4500000887 27 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $30.00 4500000887 28 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $10.26 4500000887 29 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $10.26 4500000887 30 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $10.26 4500000887 31 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $20.88 4500000887 32 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $26.50 4500000887 33 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $29.91 4500000887 34 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $197.28 4500000887 35 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $102.10 4500000887 36 25KTHRES 100969 LAWSON PRODUCTS AUTO ACCESSORIES $646.92 4500000887 $1,546.39 4500000890 1 25KTHRES 100080 BRUCES COLLISION CENTER AUTO MAINT/RPR PRTS $2,494.48 4500000890 $2,494.48 4500000892 1 25KTHRES 101435 BORTEK INDUSTRIES BLDGS/GRNDS- MAINT. $6.84 4500000892 2 25KTHRES 101435 BORTEK INDUSTRIES BLDGS/GRNDS- MAINT. $6.60 4500000892 3 25KTHRES 101435 BORTEK INDUSTRIES BLDGS/GRNDS- MAINT. $6.60 4500000892 4 25KTHRES 101435 BORTEK INDUSTRIES BLDGS/GRNDS- MAINT. $6.33 4500000892 5 25KTHRES 101435 BORTEK INDUSTRIES BLDGS/GRNDS- MAINT. $12.66 4500000892 6 25KTHRES 101435 BORTEK INDUSTRIES BLDGS/GRNDS- MAINT. $19.92 4500000892 7 25KTHRES 101435 BORTEK INDUSTRIES BLDGS/GRNDS- MAINT. $6.64 4500000892 8 25KTHRES 101435 BORTEK INDUSTRIES BLDGS/GRNDS- MAINT. $6.27 4500000892 $71.86 4500000893 1 25KTHRES 100221 HOUGH PETROLEUM AUTO MAINT/RPR PRTS $92.95 4500000893 2 25KTHRES 100221 HOUGH PETROLEUM AUTO MAINT/RPR PRTS $1,030.50 4500000893 3 25KTHRES 100221 HOUGH PETROLEUM AUTO MAINT/RPR PRTS $1,530.00 4500000893 4 25KTHRES 100221 HOUGH PETROLEUM AUTO MAINT/RPR PRTS $1,951.50 4500000893 $4,604.95 4500000916 1 25KTHRES 100371 PROGRESS RAIL SERVICES AUTO MAINT/RPR PRTS $52.92 4500000916 $52.92 4500000923 1 25KTHRES 100667 SNAP-ON INDUSTRIAL AUTO MAINT/RPR PRTS $91.00 4500000923 2 25KTHRES 100667 SNAP-ON INDUSTRIAL AUTO MAINT/RPR PRTS $240.80 4500000923 3 25KTHRES 100667 SNAP-ON INDUSTRIAL AUTO MAINT/RPR PRTS $454.97 4500000923 4 25KTHRES 100667 SNAP-ON INDUSTRIAL AUTO MAINT/RPR PRTS $40.60 4500000923 5 25KTHRES 100667 SNAP-ON INDUSTRIAL AUTO MAINT/RPR PRTS $56.43 PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - MARCH 2016
Purchasing Document Item Resolution Vendor Name Material Group Desc. Net Order Value (P=PATCO) 4500000923 6 25KTHRES 100667 SNAP-ON INDUSTRIAL AUTO MAINT/RPR PRTS $422.10 4500000923 $1,305.90 4500000924 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $13,548.00 4500000924 $13,548.00 4500000925 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $16,078.00 4500000925 $16,078.00 4500000926 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $16,488.00 4500000926 $16,488.00 4500000927 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $12,878.00 4500000927 $12,878.00 4500000928 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $12,524.00 4500000928 $12,524.00 4500000931 1 P-14-028 100630 RAM INDUSTRIAL SERVICES, LLC TRANS CAR EQUIP-ELEC $5,297.00 4500000931 $5,297.00 4500000932 1 P-14-028 100630 RAM INDUSTRIAL SERVICES, LLC TRANS CAR EQUIP-ELEC $4,311.00 4500000932 $4,311.00 4500000933 1 P-14-028 100630 RAM INDUSTRIAL SERVICES, LLC TRANS CAR EQUIP-ELEC $2,987.00 4500000933 $2,987.00 4500000934 1 P-14-028 100630 RAM INDUSTRIAL SERVICES, LLC TRANS CAR EQUIP-ELEC $5,328.00 4500000934 $5,328.00 4500000935 1 P-14-028 100630 RAM INDUSTRIAL SERVICES, LLC TRANS CAR EQUIP-ELEC $5,328.00 4500000935 $5,328.00 4500000936 1 P-14-028 100630 RAM INDUSTRIAL SERVICES, LLC TRANS CAR EQUIP-ELEC $5,118.00 4500000936 $5,118.00 4500000940 1 25KTHRES 100080 BRUCES COLLISION CENTER AUTO BODY/ACS PRTS $2,946.00 4500000940 $2,946.00 4500000941 1 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $213.10 4500000941 2 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $76.89 4500000941 3 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $112.80 4500000941 4 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $208.10 4500000941 5 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $66.00 4500000941 6 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $140.29 4500000941 $817.18 4500000942 1 25KTHRES 101468 PROGRESS RAIL AUTO MAINT/RPR PRTS $52.92 4500000942 $52.92 4500000944 1 25KTHRES 100200 H.A. DEHART & SON, INC. AUTO ACCESSORIES $2,995.00 4500000944 $2,995.00 4500000945 1 25KTHRES 100808 COLONIAL ELECTRIC SUPPLY CO.,INC. ELEC&SIG PARTS/MAINT $2,040.00 4500000945 $2,040.00 4500000947 1 25KTHRES 100900 GRAINGER ELEC EQP/SUPP-NO CBL $4,549.20 4500000947 2 25KTHRES 100900 GRAINGER ELEC EQP/SUPP-NO CBL $249.22 4500000947 $4,798.42 4500000948 1 25KTHRES 101438 MOTION INDUSTRIES HVAC $4,508.85 4500000948 $4,508.85 4500000950 1 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $383.60 4500000950 $383.60 4500000959 1 25KTHRES 101335 SLATE BELT SAFETY 1ST AID & SAFETY EQP $2,200.00 4500000959 2 25KTHRES 101335 SLATE BELT SAFETY 1ST AID & SAFETY EQP $1,400.00 4500000959 3 25KTHRES 101335 SLATE BELT SAFETY 1ST AID & SAFETY EQP $400.00 4500000959 $4,000.00 4500000960 1 25KTHRES 101335 SLATE BELT SAFETY 1ST AID & SAFETY EQP $5,000.00 4500000960 $5,000.00 4500000962 1 25KTHRES 101309 PITNEY BOWES INC MAINT/REPAIR-OFF EQP $713.00 4500000962 $713.00 4500000963 1 25KTHRES 101470 BALLAST TOOLS INC MAINT/REPAIR-OFF EQP $2,300.00 4500000963 2 25KTHRES 101470 BALLAST TOOLS INC MAINT/REPAIR-OFF EQP $2,300.00 4500000963 $4,600.00 4500000964 1 25KTHRES 101469 COLONIAL PROCESSING, INC. MACH/HW, INDUSTRIAL $3,900.00 4500000964 $3,900.00 4500000965 1 25KTHRES 100644 FRANKLIN ELECTRIC CO ELEC&SIG PARTS/MAINT $1,170.00 4500000965 $1,170.00 4500000966 1 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $110.67 4500000966 2 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $106.31 4500000966 3 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $13.88 4500000966 4 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $20.25 4500000966 5 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $11.82 PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - MARCH 2016
Purchasing Document Item Resolution Vendor Name Material Group Desc. Net Order Value (P=PATCO) 4500000966 6 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $1.73 4500000966 7 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $0.30 4500000966 8 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $0.35 4500000966 $265.31 4500000972 1 25KTHRES 100037 ALL INDUSTRIAL SAFETY PRODUCTS INC BLDGS/GRNDS- MAINT. $259.00 4500000972 2 25KTHRES 100037 ALL INDUSTRIAL SAFETY PRODUCTS INC BLDGS/GRNDS- MAINT. $30.00 4500000972 $289.00 4500000974 1 25KTHRES 100950 JOSEPH FAZZIO INC. MACH/HW, INDUSTRIAL $5,000.00 4500000974 $5,000.00 4500000977 1 25KTHRES 101482 TRAPEZE SOFTWARE GROUP, INC. COMPUTER SOFTWARE $4,425.00 4500000977 $4,425.00 4500000979 1 25KTHRES 101481 NJ DOOR WORKS LLC. MAINT/REPAIR-ELECT. $5,000.00 4500000979 $5,000.00 4500000980 1 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $218.74 4500000980 2 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $114.21 4500000980 3 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $3,252.14 4500000980 4 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $192.65 4500000980 5 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $154.14 4500000980 6 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $36.80 4500000980 7 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $18.00 4500000980 8 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $14.00 4500000980 9 25KTHRES 101479 MIT PRODUCTS, INC. MAINT/REPAIR-HVY EQP $8.45 4500000980 $4,009.13 4500000982 1 25KTHRES 100899 GOODYEAR WHOLESALE TIRE CENTERS BLDGS/GRNDS- MAINT. $345.60 4500000982 2 25KTHRES 100899 GOODYEAR WHOLESALE TIRE CENTERS BLDGS/GRNDS- MAINT. $21.51 4500000982 $367.11 4500000985 1 25KTHRES 100898 GLOBAL EQUIPMENT CO. BLDGS/GRNDS- MAINT. $345.60 4500000985 2 25KTHRES 100898 GLOBAL EQUIPMENT CO. BLDGS/GRNDS- MAINT. $21.52 4500000985 $367.12 4500001001 1 25KTHRES 100837 DELL MARKETING L.P. DATA PROC SRVS & SW $10,728.81 4500001001 $10,728.81 4500001002 1 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $318.27 4500001002 2 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $1,060.90 4500001002 3 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $212.18 4500001002 $1,591.35 4500001003 1 25KTHRES 100669 LINDLEY ELECTRIC SUPPLY ELEC EQP/SUPP-NO CBL $160.50 4500001003 2 25KTHRES 100669 LINDLEY ELECTRIC SUPPLY ELEC EQP/SUPP-NO CBL $430.62 4500001003 3 25KTHRES 100669 LINDLEY ELECTRIC SUPPLY ELEC EQP/SUPP-NO CBL $346.15 4500001003 $937.27 4500001006 1 25KTHRES 101488 SPECIALTY MAINTENANCE PRODUTS, INC. PLUMBING EQP & SUPP $2,625.00 4500001006 2 25KTHRES 101488 SPECIALTY MAINTENANCE PRODUTS, INC. PLUMBING EQP & SUPP $272.00 4500001006 $2,897.00 4500001007 1 25KTHRES 101486 MAGNUM GROUP, INC. MISC PROF SRVS $295.00 4500001007 2 25KTHRES 101486 MAGNUM GROUP, INC. MISC PROF SRVS $175.00 4500001007 3 25KTHRES 101486 MAGNUM GROUP, INC. MISC PROF SRVS $47.00 4500001007 $517.00 4500001011 1 25KTHRES 101335 SLATE BELT SAFETY 1ST AID & SAFETY EQP $2,000.00 4500001011 $2,000.00 4500001012 1 25KTHRES 101335 SLATE BELT SAFETY 1ST AID & SAFETY EQP $3,000.00 4500001012 $3,000.00 4500001015 1 25KTHRES 101445 RL MILLER LLC TRAN CAR EQUIP-MECH $541.37 4500001015 $541.37 4500001018 1 25KTHRES 100977 LOWE'S COMMERCIAL SERVICES FUEL/OIL/GREASE $176.42 4500001018 $176.42 4500001020 1 25KTHRES 100155 EHMKE MANUFACTURING COMPANY, INC. HAND TOOLS $1,328.88 4500001020 $1,328.88 4500001021 1 25KTHRES 100868 ERICO, INC BLDGS/GRNDS- MAINT. $3,826.50 4500001021 $3,826.50 4500001023 1 25KTHRES 100708 AIRGAS SAFETY, INC. 1ST AID & SAFETY EQP $90.40 4500001023 $90.40 4500001027 1 25KTHRES 100859 ELECTRONIC CONNECTIONS INTERNATIONA ELECTRON COMPON/PRTS $210.00 4500001027 $210.00 4500001031 1 25KTHRES 100470 TRI-STATE DISTRIBUTORS OF NJ ELEC EQP/SUPP-NO CBL $225.00 4500001031 2 25KTHRES 100470 TRI-STATE DISTRIBUTORS OF NJ TRAN CAR EQUIP-MECH $33.25 4500001031 3 25KTHRES 100470 TRI-STATE DISTRIBUTORS OF NJ HAND TOOLS $19.80 4500001031 4 25KTHRES 100470 TRI-STATE DISTRIBUTORS OF NJ OFFICE SUPPLIES $16.50 PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - MARCH 2016
Purchasing Document Item Resolution Vendor Name Material Group Desc. Net Order Value (P=PATCO) 4500001031 5 25KTHRES 100470 TRI-STATE DISTRIBUTORS OF NJ OFFICE SUPPLIES $144.00 4500001031 $438.55 4500001038 1 25KTHRES 101133 SIMPLEXGRINNELL LP SEC/FIRE/EMER SRVS $10,662.79 4500001038 $10,662.79 4500001041 1 25KTHRES 101454 OLIVER COMMUNICATIONS GROUP INC. ELECTRON COMPON/PRTS $6,954.30 4500001041 $6,954.30 4500001046 1 25KTHRES 100044 AMERICAN CRANE & EQUIPMENT MACH/HW, INDUSTRIAL $4,308.00 4500001046 $4,308.00 4500001049 1 25KTHRES 101492 4IMPRINT, INC. CLOTHING ACCESSORIES $354.15 4500001049 2 25KTHRES 101492 4IMPRINT, INC. CLOTHING ACCESSORIES $35.00 4500001049 3 25KTHRES 101492 4IMPRINT, INC. CLOTHING ACCESSORIES $10.53 4500001049 $399.68 4500001060 1 25KTHRES 101495 ALDON COMPANY, INC. 1ST AID & SAFETY EQP $16,731.00 4500001060 $16,731.00 4500001068 1 25KTHRES 100879 FASTENAL COMPANY MAT HANDLING & STORG $70.05 4500001068 $70.05 4500001069 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $12,784.00 4500001069 $12,784.00 4500001075 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $4,768.00 4500001075 $4,768.00 4500001077 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $0.00 4500001077 $0.00 4500001078 1 P-14-028 100443 SWIGER COIL SYSTEMS TRANS CAR EQUIP-ELEC $4,768.00 4500001078 $4,768.00 4500001079 1 25KTHRES 100200 H.A. DEHART & SON, INC. AUTO MAINT/RPR PRTS $2,995.00 4500001079 $2,995.00 4500001080 1 25KTHRES 100252 JOHNSTONE SUPPLY ELEC EQP/SUPP-NO CBL $752.09 4500001080 $752.09 4500001085 1 25KTHRES 100318 NEW PIG CORP 1ST AID & SAFETY EQP $1,579.50 4500001085 $1,579.50 4500001086 1 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $615.00 4500001086 2 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $410.00 4500001086 3 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $1,230.00 4500001086 4 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $5,125.00 4500001086 5 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $2,460.00 4500001086 6 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $205.00 4500001086 7 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $1,025.00 4500001086 8 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $410.00 4500001086 9 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $410.00 4500001086 10 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $1,025.00 4500001086 11 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $410.00 4500001086 12 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $615.00 4500001086 13 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $820.00 4500001086 $14,760.00 4500001094 1 25KTHRES 101037 NEWARK ELEMENT 14 ELEC&SIG PARTS/MAINT $639.98 4500001094 $639.98 4500001095 1 25KTHRES 100501 W.B. MASON CO. INC FURNITURE $194.00 4500001095 $194.00 4500001097 1 25KTHRES 101373 SPECTRUM MARKETING COMM. INC. AD/PROMO ITEMS $144.00 4500001097 2 25KTHRES 101373 SPECTRUM MARKETING COMM. INC. AD/PROMO ITEMS $80.00 4500001097 3 25KTHRES 101373 SPECTRUM MARKETING COMM. INC. AD/PROMO ITEMS $46.00 4500001097 4 25KTHRES 101373 SPECTRUM MARKETING COMM. INC. AD/PROMO ITEMS $16.80 4500001097 $286.80 4500001100 1 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $114.90 4500001100 2 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $116.40 4500001100 3 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $131.30 4500001100 4 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $35.98 4500001100 5 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $44.38 4500001100 6 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $5.99 4500001100 7 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $44.99 4500001100 8 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $6.59 4500001100 9 25KTHRES 101281 Graybar ELECTRON COMPON/PRTS $252.63 4500001100 $753.16 4500001103 1 P-14-015 100345 PENN MACHINE COMPANY LLC TRANS CAR EQUIP-ELEC $3,932.62 4500001103 $3,932.62 4500001104 1 P-14-015 100345 PENN MACHINE COMPANY LLC TRANS CAR EQUIP-ELEC $3,932.62 PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - MARCH 2016
Purchasing Document Item Resolution Vendor Name Material Group Desc. Net Order Value (P=PATCO) 4500001104 $3,932.62 4500001105 1 P-14-015 100345 PENN MACHINE COMPANY LLC TRANS CAR EQUIP-ELEC $3,932.62 4500001105 $3,932.62 4500001106 1 25KTHRES 101468 PROGRESS RAIL AUTO MAINT/RPR PRTS $110.20 4500001106 2 25KTHRES 101468 PROGRESS RAIL AUTO MAINT/RPR PRTS $7.78 4500001106 3 25KTHRES 101468 PROGRESS RAIL AUTO MAINT/RPR PRTS $7.78 4500001106 $125.76 4500001107 1 25KTHRES 100871 EUROFINS QC, INC MAINT/REPAIR-GEN.EQP $2,568.00 4500001107 2 25KTHRES 100871 EUROFINS QC, INC MAINT/REPAIR-GEN.EQP $3,468.00 4500001107 3 25KTHRES 100871 EUROFINS QC, INC MAINT/REPAIR-GEN.EQP $2,000.00 4500001107 $8,036.00 4500001110 1 25KTHRES 101497 TRANSPORTATION LEARNING CENTER EDUCATIONAL SRVS $5,000.00 4500001110 2 25KTHRES 101497 TRANSPORTATION LEARNING CENTER EDUCATIONAL SRVS $5,000.00 4500001110 3 25KTHRES 101497 TRANSPORTATION LEARNING CENTER EDUCATIONAL SRVS $5,000.00 4500001110 4 25KTHRES 101497 TRANSPORTATION LEARNING CENTER EDUCATIONAL SRVS $5,000.00 4500001110 $20,000.00 4500001118 1 25KTHRES 101037 NEWARK ELEMENT 14 ELECTRON COMPON/PRTS $3,604.50 4500001118 $3,604.50 4500001120 1 25KTHRES 100900 GRAINGER ELECTRON COMPON/PRTS $641.25 4500001120 $641.25 4500001128 1 25KTHRES 101510 ASPEN EQUIPMENT CO. MAINT/REPAIR-OFF EQP $953.52 4500001128 2 25KTHRES 101510 ASPEN EQUIPMENT CO. MAINT/REPAIR-OFF EQP $38.24 4500001128 3 25KTHRES 101510 ASPEN EQUIPMENT CO. MAINT/REPAIR-OFF EQP $362.26 4500001128 4 25KTHRES 101510 ASPEN EQUIPMENT CO. AUTO MAINT/RPR PRTS $539.33 4500001128 5 25KTHRES 101510 ASPEN EQUIPMENT CO. AUTO MAINT/RPR PRTS $185.25 4500001128 $2,078.60 4500001130 1 D-14-022 100446 T. SLACK ENVIRONMENTAL SERVICES MISC PROF SRVS $3,060.00 4500001130 $3,060.00
BALANCE SHEET
OPERATIONS & MAINTENANCE
Refer to Operations and Maintenance Minutes in the DRPA Board Packet
SUMMARY STATEMENT
ITEM NO.: PATCO-16-007 SUBJECT: 2016 City to Shore Bike MS Event at Woodcrest Station
COMMITTEE: Operations & Maintenance
COMMITTEE MEETING DATE: April 5, 2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board permit DRPA/PATCO to provide support services for the City to Shore Bike MS event on September 24 and 25, 2016 at the PATCO Woodcrest Station with the net costs to be reimbursed by the National Multiple Sclerosis Society.
Amount: $15,000 (estimated) (to be reimbursed by National Multiple Sclerosis Society)
PURPOSE: To obtain Board approval for National Multiple Sclerosis Society to prepare for and hold its 2016 City to Shore Start and Finish at Woodcrest Station and for DRPA/PATCO to provide support services for traffic control and set up.
BACKGROUND: The National Multiple Sclerosis Society is hoping to hold its annual City to Shore Bike MS event on September 24 and 25, 2016. For more than twenty years, the event has been hosted at PATCO’s Woodcrest Parking lot. The ride is nationally recognized and is rated as one of the premier bike events in the country, attracting 7,000 cyclists. The $6.5 million raised through the 2014 event was the most successful City to Shore fund raiser in the 35 years of this event’s history. (Unfortunately, the event in 2015 was cancelled as a result of a weather-related state of emergency.) This initiative supports MS research and programs by generating more than half of the annual revenue for the regional branch of the MS Society. Planning for the event is a year-long activity, during which the MS Society advertises the Woodcrest Station as its event venue. DRPA/PATCO supplied services are key to the success of the event. It would be extremely challenging to hold the event in 2016 if the Woodcrest Lots were not available, as this is an ideal location with ample parking, access from Interstate Route 295, and access via train.
To prepare for the thousands of cyclists who would arrive very early on Saturday morning, the MS Society staff would set up tents in two outer lots on Friday, September 23. These tents would be used for registration and organization of the teams who ride as a group support of the cause. Through signage, flyers, and electronic media, PATCO passengers would be alerted to park in alternate lots on that day. In SUMMARY STATEMENT -2- 2016 City to Shore Bike MS Event O&M 04/05/2016 at Woodcrest Station
addition, a very small section of a parking lot would be blocked off to ensure a secure area for luggage drop-off will be available when the cyclists arrive early the next morning, in accordance with recommendations of the Authority’s Homeland Security & Emergency Management Department.
In promoting its event, the MS Society would also promote PATCO, including television and radio coverage. This event was highly visible and demonstrated PATCO’s support of the community.
This event generates approximately 1,000 rides on the train as cyclists and volunteers come to the bike event’s Start early on Saturday morning.
DRPA/PATCO have estimated costs as well as the additional ridership revenue associated with this event. The net cost is approximately $15,000.
Staff is seeking authority to permit the National Multiple Sclerosis Society to prepare for and hold their event on the site on September 23, 24, and 25, 2016 DRPA/PATCO will track its costs and ridership and submit the net cost to the National Multiple Sclerosis Society for reimbursement.
SUMMARY: Amount: $15,000 (to be reimbursed by National Multiple Sclerosis Society Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: National Multiple Sclerosis Society PATCO-16-007 Operations and Maintenance: April 5, 2016 Board Date: April 2, 2016 2016 City to Shore Bike MS Event At Woodcrest Station
RESOLUTION
RESOLVED: That the Board authorizes DRPA/PATCO to provide support services for the City to Shore Bike MS event on September 23, 24, and 25, 2016 at the PATCO Woodcrest Station with the net costs to be reimbursed by the National Multiple Sclerosis Society.
SUMMARY: Amount: $15,000 (to be reimbursed by National Multiple Sclerosis Society Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: National Multiple Sclerosis Society SUMMARY STATEMENT
ITEM NO.: PATCO-16-008 SUBJECT: PATCO Fire Alarm System Replacement
COMMITTEE: Operations & Maintenance
COMMITTEE MEETING DATE: April 5, 2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board authorizes staff to negotiate a contract with SimplexGrinnell LP to replace and upgrade the existing fire protection systems at PATCO.
Amount: Up to $1,945,070.30
Consultants: SimplexGrinnell LP 283 Gibraltar Road Horsham, PA 19044
PURPOSE: To adopt a resolution authorizing staff to negotiate a contract with SimplexGrinnell LP to replace and upgrade the fire protection systems throughout PATCO in addition to installing a system at Center Tower to provide protection and notification. This work will be under GSA Schedule GS-07-0396M pricing.
BACKGROUND: PATCO currently has several non-integrated fire detection systems throughout the property. All Philadelphia stations, including Franklin Square, and City Hall Station are equipped with EST2 systems, which have been discontinued since 2012. This obsolescence has affected availability of repair parts. All nine fiber optic communication nodes along with Woodcrest, Ferry Ave and Lindenwold elevators have local systems that are not monitored by an outside monitoring agency. An alarm activation at any of those locations will result in no notification being made to PATCO or first responders. PATCO’s Center Tower, which is located on the second floor of a substation, does not currently have a fire detection system installed. The EST3 system at Lindenwold Administrative Complex has had numerous configuration limitations in that not all facilities are notified of an activation and the system requires upgrading. The main computer room at Lindenwold is equipped with a Halon Fire Suppression System; Halon is a CFC which has not been manufactured since 1994. Should the fire suppression system in the computer room ever be activated, there would be no replacement Halon available to provide future protection. SUMMARY STATEMENT -2- PATCO Fire Alarm System O&M 4/5/2016 Replacement
PATCO developed a cross-functional team of employees from Way & Power, Safety and the General Manager’s Office to develop two distinct courses of action to address the agency’s future fire protection needs. One course of action would be to upgrade the existing systems, which have been installed over the years as parts of various capital projects. The other course of action would be to replace the existing components with one integrated system that would provide PATCO visibility over all structures equipped with fire detection equipment. The team met with two GSA vendors to determine the better course of action. After much consideration, the team unanimously selected replacing the existing system with one modern integrated system and to establish this level of fire protection equipment as the standard for all future capital projects which require fire protection.
The team selected SimplexGrinnell as the prime contractor for this project. When complete, this project will network all locations throughout PATCO into one cohesive system with total visibility of all locations. The nine fiber optic communication nodes along with the elevators at Lindenwold, Woodcrest and Ferry Avenue will now be monitored. All of the outdated EST2 system in the Philadelphia stations and City Hall Station will be replaced. Center Tower will receive a new fire detection system. The Lindenwold Administrative Complex will receive a new fire protection system that will sound in all buildings of an alarm activation. In addition, the Halon system for the computer room will be replaced.
The benefits of this project include bringing PATCO into compliance with NFPA fire protection standards and establishing one standard as we move forward with all capital projects that require fire protection. This project will integrate all facilities and provide for complete visibility. Self-diagnostics will reduce maintenance needs and reduce man-hours in troubleshooting; PATCO’s Electronic Technicians can use the tablets issued as part of the SAP system to remotely diagnose issues. The system is expandable well beyond current PATCO needs to include the upcoming installations of elevators at several stations as well as any other projects. An additional benefit will be reduced telephone bills, as PATCO will no longer use copper Verizon lines to dial out to the monitoring station. Monitoring fees will also be reduced by integrating the system into one network versus the seven currently being monitored. SUMMARY STATEMENT -3- PATCO Fire Alarm System O&M 4/5/2016 Replacement
SUMMARY: Amount: Not to exceed $1,945,070.30 Source of Funding: 2013 Revenue Bonds Operating Budget: N/A Capital Project #: PD1601 Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: Nine (9) months Other Parties Involved: N/A PATCO-16-008 Operations & Maintenance: April 5, 2016 Board Date: April 20, 2016 PATCO Fire Alarm System Replacement
RESOLUTION
RESOLVED: That the Board of Commissioners of the Port Authority Transit Corporation authorizes staff to negotiate a contract with SimplexGrinnell LP to replace and upgrade the fire protection systems at PATCO at a cost not to exceed $1,945,070.30; and be it further
RESOLVED: That the Chairman, Vice Chairman and the President must approve and are hereby authorized to approve and execute all necessary agreements, contracts or other documents on behalf of PATCO. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and President and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of PATCO along with the President. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the President shall execute such documents on behalf of PATCO.
SUMMARY: Amount: Not to exceed $1,945,070.30 Source of Funding: 2013 Revenue Bonds Operating Budget: N/A Capital Project #: PD1601 Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: Nine (9) months Other Parties Involved: N/A SUMMARY STATEMENT
ITEM NO.: PATCO-16-009 SUBJECT: PATCO Interoperability of FREEDOM Card with SEPTA’s New Payment Technology
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: April 5, 2016
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board authorizes staff to negotiate a contract with Cubic Transportation Systems, Inc. to install an Account Based Processing system in the Automated Fare Collection System to allow for SEPTA interoperability with PATCO FREEDOM Card.
Amount: up to $ 1,740,000
Firm: Cubic Transportation Systems, Inc. San Diego, CA
PURPOSE: The purpose of this contract is to upgrade the current Automated Fare Collection System by adding an Account Based Processor (ABP) system into the current software to allow the PATCO FREEDOM Card to work with SEPTA’s new payment technology.
BACKGROUND: In an effort to provide interoperability with SEPTA’s new payment technology, PATCO will need to install an Account Based System to interact with PATCO’s current card based system.
The proposed system will allow PATCO customers the ability to use a registered FREEDOM card on the SEPTA system using SEPTA’s new contactless readers. SEPTA will inform PATCO of the transactions made with the registered FREEDOM Cards. The appropriate fare will be deducted from the customer’s account by PATCO. PATCO will send the funds to SEPTA.
In the ABP the customer’s account will be kept on a database in the system, not on the card microchip. The current card based system adds and subtracts funds to the microchip in the card. The system can work stand-alone because the microchip tracks all balances and travel. The system SEPTA is installing does not write to the card microchip but can read the card identification number on the microchip. This number will give us the ability to track FREEDOM card usage on SEPTA. The customer balance will be held in a database allowing for up-to-date SUMMARY STATEMENT -- 2 - PATCO Interoperability of O&M 4/05/2016 FREEDOM Card with SEPTA’s New Payment Technology
account balances. In the current card based system, the card would need to be presented to a PATCO device to have the funds taken out of the card balance.
The new ABP system will include updates to various business rules, such as having a credit card on file, to protect PATCO against lost revenue.
In addition, the ABP system can be used for future enhancements such as accepting bank cards, SEPTA’s Key Card, or mobile devices at PATCO fare gates.
Cubic Transportation Systems will develop the ABP software, integrate the new software into the current fare collection system, and develop application program interfaces to allow file transfers between PATCO’s central computer system and SEPTA devices. The transfer data is the list of cards in good standing (positive list) and the taps that occurred within the SEPTA system (from SEPTA into PATCO computer system). The ABP will support loading value into a FREEDOM card account and delivering transit benefit products into the ABP transit account. A set of reports will be developed to facilitate customer service for PATCO card holders riding SEPTA. The reports will include financial data such as funds owed to SEPTA from FREEDOM card taps in the system. On–site training and documentation manuals are included in the contract.
Cubic Transportation Systems is the current manufacturer/integrator of PATCO’s AFC system and the only source for the proprietary software and device components. Staff has reviewed and evaluated Cubic’s proposal and determined it to be fair and reasonable. SUMMARY STATEMENT -- 3 - PATCO Interoperability of O&M 4/05/2016 FREEDOM Card with SEPTA’s New Payment Technology
SUMMARY: Amount: Not to Exceed $ 1,740,000 Source of Funds: 2013 Revenue Bonds Capital Project #: 10000426 Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 1 year Other Parties Involved: N/A PATCO-16-009 Operations & Maintenance: April 5, 2016 Board Date: April 20, 2016 PATCO Interoperability of FREEDOM Card with SEPTA’s New Payment Technology
RESOLUTION
RESOLVED: That the Board of Commissioners of the Port Authority Transit Corporation authorizes staff to negotiate a contract with Cubic Transportation Systems whereby Cubic will install an Account Based Processor in the current fare collection system to allow for PATCO FREEDOM Card interoperability with SEPTA’s New Payment Technology at a cost not to exceed $1,740,000 per the attached Summary Statement; and be it further
RESOLVED: The Chair, Vice Chair and the President must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of PATCO. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and President and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of PATCO along with the President. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the President shall execute such documents on behalf of PATCO.
SUMMARY: Amount: Not to Exceed $ 1,740,000 Source of Funds: 2013 Revenue Bonds Capital Project #: 10000426 Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 1 year Other Parties Involved: N/A
NEW BUSINESS
SUMMARY STATEMENT
ITEM NO.: PATCO-16-010 SUBJECT: Consideration of Pending PATCO Contracts (Between $25,000 and $100,000)
COMMITTEE: New Business
COMMITTEEMEETINGDATE: N/A
BOARD ACTION DATE: April 20, 2016
PROPOSAL: That the Board consider authorizing staff to enter into contracts as shown on the Attachment to this Resolution.
PURPOSE: To permit staff to continue and maintain PATCO operations in a safe and orderly manner.
BACKGROUND: At the Meeting held August 18, 2010 the PATCO Commission adopted Resolution 10-046 providing that all PATCO contracts must be adopted at an open meeting of the PATCO Board. The Board proposed modifications to that Resolution at its meeting of September 15, 2010; specifically that all contracts between $25,000 and $100,000 be brought to the Board for approval. The contracts are listed on the Attachment hereto with the understanding that the Board may be willing to consider all of these contracts at one time, but if any member of the Board wishes to remove any one or more items from the list for separate consideration, each member will have that privilege.
SUMMARY: Amount: N/A Source of Funds: See Attached List Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A PATCO-16-010 New Business: April 20, 2016 Board Date: April 20, 2016 Consideration of Pending PATCO Contracts (Between $25,000 and $100,000)
RESOLUTION
RESOLVED: That the Board authorizes and directs that subject to approval by the Chair, Vice Chair, General Counsel and the Chief Executive Officer, staff proceed to negotiate and enter into the contracts listed on the Attachment hereto.
SUMMARY: Amount: N/A Source of Funds: See Attached List Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A CONSIDERATION OF PENDING PATCO CONTRACTS (BETWEEN $25,000 - $100,000) – APRIL 20, 2016
Item# Vendor/Contractor Description Amount ProcurementMethod BidsReceived BidAmounts SourceofFunds 1 V.E. Ralph & Son, Inc. Replacement of all $87,550.10 In accordance with Commonwealth 1. V.E. Ralph & Son, Inc. 1. $87,550.10 General Fund Kearny, NJ Automated External of Pennsylvania Contract Kearny, NJ Defibrillators (AED's) #4400011334. throughout the Authority (PATCO, DRPA & Public Safety). 2 Simplex Grinnell Purchase services to $66,983.00 In accordance with Federal GSA 1. Simplex Grinnell 1. $66,983.00 General Fund Horsham, PA provide PATCO Pump Contract #GS-07F-0396M. Horsham, PA Room Access Security Enhancements at four (4) locations (Watt St., Center Tower, 8th & Market & City Hall West). 3 Oliver Communication, Inc. Emergency $37,588.00 Emergency Procurement - see 1. Oliver Communication, Inc. 1. $37,588.00 General Fund Bordentown, NJ Procurement due to attached Emergency Procurement Bordentown, NJ storm related damage to Memo marked as Exhibit "1". replace a 40 foot pole Emergency procurement executed which was damaged by in accordance with DRPA By-Laws a falling tree along the Article XIIC (8) CEO Administrative PATCO rail line. Vendor Powers. Chairman and Vice pricing was based on Chairman approval was secured Federal GSA price prior to emergency purchase. schedule. 4 Comcast Enterprise Services Three (3) year contract $36,000.00 In accordance with Federal GSA 1. Comcast Enterprise Services 1. $36,000.00 General Fund Philadelphia, PA to provide dedicated Contract #GS-35F-184BA. Philadelphia, PA internet services for PATCO; provide redundancy for both DRPA and PATCO.